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Press release from Business Wire

Lazard Ltd Reports Full-Year and Fourth-Quarter 2012 Results

Thursday, February 07, 2013

Lazard Ltd Reports Full-Year and Fourth-Quarter 2012 Results07:00 EST Thursday, February 07, 2013 NEW YORK (Business Wire) -- Lazard Ltd (NYSE: LAZ): HighlightsNet income per share, as adjusted1, of $1.44 (diluted) for the year ended December 31, 2012, and $0.61 (diluted) for the 2012 fourth quarter, excluding charges in both periods2; compared to $1.31 (diluted) and $0.01 (diluted) for the respective 2011 periodsOperating revenue1 of $1,971 million for 2012, up 5% from full-year 2011; fourth-quarter 2012 operating revenue of $574 million, up 22% from prior-year periodFinancial Advisory operating revenue of $1,049 million for 2012, up 6% from full-year 2011; Financial Advisory fourth-quarter 2012 operating revenue of $309 million, up 19% from prior-year periodM&A and Other Advisory operating revenue of $793 million for 2012, up 13% from full-year 2011; M&A and Other Advisory fourth-quarter 2012 operating revenue of $234 million, up 40% from prior-year periodAsset Management operating revenue of $882 million for 2012, effectively matching the record full-year 2011 period; fourth-quarter 2012 operating revenue of $245 million, up 20% from prior-year period and up 11% from third-quarter 2012Assets under management as of December 31, 2012, a record $167 billion, up 18% from year-end 2011 and up 4% from September 30, 2012. Net inflows of $2.7 billion for full-year 2012; net outflows of $47 million for fourth-quarter 2012Implementation of recently announced cost saving initiatives on plan, with related fourth-quarter 2012 charge of $103 millionReturn of capital to shareholders totaling $540 million3 in 2012($ in millions, exceptper share data and AUM)   Year EndedDecember 31,   Fourth Quarter2012     2011     %'12-'112012     2011     %'12'-11As Adjusted1 Operating revenue $1,971 $1,884 5% $574 $469 22% Financial Advisory $1,049 $992 6% $309 $260 19% Asset Management $882 $883 - $245 $204 20% Net income2 $195 $179 9% $82 $1 n/m* Diluted net income per share2 $1.44 $1.31 10% $0.61 $0.01 n/m*U.S. GAAP Net income $84 $175 (52)% $(5) $(5) - Diluted net income per share $0.65 $1.36 (52)% $(0.05) $(0.04) (25)% Assets Under Management Ending AUM($ in billions) $167 $141 18% Average AUM($ in billions) $156 $152 2% $164 $140 17% *not meaningful Lazard Ltd (NYSE: LAZ) today reported operating revenue1 of $1,971 million for the year ended December 31, 2012. Net income, as adjusted1, was $195 million, or $1.44 per share (diluted) for the full year. These results exclude pre-tax charges of $103 million relating to the implementation of recently announced cost saving initiatives in the fourth quarter of 2012 and $25 million relating to staff reductions in the first quarter of 2012. Fourth-quarter 2012 operating revenue was $574 million. Net income, as adjusted, was $82 million, or $0.61 per share (diluted) for the fourth quarter of 2012. These results exclude pre-tax charges of $103 million relating to recently announced cost saving initiatives in the fourth quarter. Full-year 2012 net income on a U.S. GAAP basis was $84 million, or $0.65 per share (diluted). Fourth-quarter 2012 net loss on a U.S. GAAP basis was $5 million, or $(0.05) per share. A reconciliation of our U.S. GAAP results to the adjusted results is presented on page 20 of this press release. “Lazard's 2012 results underscore the strength and resilience of our business model,” said Kenneth M. Jacobs, Chairman and Chief Executive Officer of Lazard. “Operating revenue is near record levels, reflecting the increasing diversification of our global franchise and our ability to anticipate the evolving needs of our clients.” “As we reinforce the breadth and depth of our client services around the world, we are building shareholder value by enhancing our profitability and increasing our operating leverage. Lazard is well positioned for growth as the macro environment improves,” said Mr. Jacobs. “The implementation of cost saving initiatives we announced in October is on track,” said Matthieu Bucaille, Chief Financial Officer of Lazard. “We are making progress toward our financial goals set in April 2012, which include an operating margin of 25% in 2014, based on 2012 activity levels.” “In 2012, we returned $540 million in capital to shareholders, about 16% of Lazard's year-end market capitalization,” said Mr. Bucaille. “This was a strong year for returning capital to shareholders as we achieved our goal of returning $200 million in surplus cash while paying a special dividend and accelerating the year's final quarterly dividend. Going forward, we remain committed to offsetting potential share dilution from equity-related compensation, and it is our plan to continue to deploy future excess cash toward dividends, share repurchases and debt repurchases.” OPERATING REVENUEFinancial AdvisoryIn the text portion of this press release, we present our Financial Advisory results as Strategic Advisory and Restructuring. Strategic Advisory includes 1) M&A and Other Advisory (Other includes Capital Structure Advisory and Sovereign Advisory) and 2) Capital Raising (includes Capital Markets Advisory and Private Fund Advisory).Full Year Financial Advisory operating revenue was $1,049 million in the full year of 2012, 6% higher than 2011, reflecting an increase in Strategic Advisory operating revenue, offset by a decrease in Restructuring operating revenue. Strategic Advisory operating revenue was $866 million, 9% higher than 2011, driven by a 13% increase in M&A and Other Advisory revenue compared to the prior-year period. Restructuring operating revenue was $183 million, 8% lower than 2011, generally in line with the industry-wide low level of corporate restructuring activity. Lazard was the leader in global completed and announced restructurings in 2012.* During 2012, Lazard remained engaged in highly visible, complex M&A transactions and other advisory assignments, including cross-border transactions, spin-offs, distressed asset sales, capital structure and sovereign advisory, in the Americas, Europe and Asia. Lazard advised on several of the largest global M&A transactions announced in 2012, including (clients are in italics): Deutsche Telekom on the $32.8 billion combination of T-Mobile and MetroPCS; Anheuser-Busch InBev's $20.1 billion acquisition of the remaining stake in Grupo Modelo it does not already own; GDF Suez/Electrabel in the $12.6 billion acquisition of the 30% stake it did not already own in International Power; and Qatar Holding on its stake in Xstrata in connection with the proposed merger with Glencore International. Our Sovereign Advisory business remained active in worldwide assignments, including: advising the government of Greece on the completion of its successful bond exchange, the largest in history; acting as financial agent to the U.S. Department of Treasury with respect to General Motors and Ally Financial; and advising the Kazakhstan Sovereign Wealth Fund-owned BTA Bank JSC on its restructuring and recapitalization plan. During 2012 we were involved in many of the most notable recent restructurings, including: Lehman Brothers; the Allied Pilots Association with respect to American Airlines; Eastman Kodak; Hostess Brands; and Tribune Company. Please see a more complete list of M&A and Restructuring assignments on which Lazard advised on pages 9-11 of this release.* Source: Thomson Reuters Fourth Quarter Financial Advisory operating revenue was $309 million in the fourth quarter of 2012, 19% higher than the fourth quarter of 2011. Strategic Advisory operating revenue was $261 million, 41% higher than the fourth quarter of 2011. This included a 40% increase in M&A and Other Advisory revenue compared to the prior-year period, due in part to a higher level of closings prior to year-end. Restructuring operating revenue was $48 million, 36% lower than the strong fourth quarter of 2011. Please see a list of M&A and Restructuring assignments on which Lazard advised in the 2012 fourth quarter, or continued to advise, or completed since December 31, 2012, on pages 9-11 of this release.Asset ManagementFull Year Asset Management operating revenue was $882 million in the full year of 2012, essentially matching the record full-year 2011 period. Net inflows were $2.7 billion for the year. Despite volatile equity markets, Asset Management has achieved net inflows in five of the past six years. Assets under management (AUM) were a record $167 billion as of December 31, 2012, up 18% from December 31, 2011, reflecting market appreciation and net inflows. AUM as of December 31, 2012, was up 4% from September 30, 2012. Average AUM of $156 billion in 2012 was 2% higher than average AUM in 2011. Management fees were $806 million in 2012, 1% lower than 2011, reflecting the 2% increase in average AUM, a change in the mix of our AUM, and foreign exchange fluctuations. Incentive fees during the period totaled $44 million, 66% higher than 2011, reflecting the performance of certain traditional and alternative strategies. In 2012, we continued to invest in our Asset Management business, extending our investment platforms with new strategies. In addition, Lazard Asset Management opened an office in Zurich, increasing our distribution and investment capabilities. We continued to win significant new mandates in most of our major platforms from clients around the world. A sample of these new mandates is reflected in the investor presentation on our website. Fourth Quarter Asset Management operating revenue was $245 million in the fourth quarter of 2012, a 20% increase over the prior-year period and 11% higher than the third quarter of 2012. Net outflows were $47 million in the fourth quarter of 2012. Average AUM for the fourth quarter of 2012 was $164 billion, 17% higher than the prior-year period and 5% higher than the third quarter of 2012. Management fees were $209 million in the fourth quarter of 2012, 10% higher than the prior-year period and 3% higher than the third quarter of 2012. The sequential increase is generally consistent with the increase in average AUM. Incentive fees were $27 million in the fourth quarter of 2012, compared to $5 million in the prior-year period, primarily reflecting the performance of alternative strategies, as well as certain traditional strategies. OPERATING EXPENSESCompensation and BenefitsIn managing compensation and benefits expense, we focus on annual awarded compensation (cash compensation and benefits plus deferred incentive compensation 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 compensation cost, 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 awarded compensation with a consistent deferral policy, we can better manage our compensation costs, increase our flexibility in the future and build shareholder value over time. Adjusted GAAP compensation and benefits expense1 for full-year 2012 was $1,218 million, which excludes related 2012 charges2, compared to $1,168 million for 2011. The corresponding adjusted GAAP compensation ratio was 61.8% for the year, compared to 62.0% for 2011. The 2012 adjusted GAAP compensation ratio includes, among other items, amortization expense related to 2008 deferred compensation, which had a comparatively longer, four-year vesting period. For full-year 2012, we expensed approximately $40 million related to the 2008 grants, or 2% of 2012 operating revenue. Our 2012 awarded compensation ratio was 59.4%, compared to our 2011 awarded compensation ratio of 62.0%. Awarded compensation expense for 2012 was $1,171 million, essentially unchanged from 2011, even as operating revenue rose 5%. Our goal remains to grow awarded compensation expense at a slower rate than revenue growth, and to achieve a compensation-to-operating revenue ratio over the cycle in the mid- to high-50s percentage range on both an awarded and adjusted GAAP basis, with consistent deferral policies.Non-Compensation Expense Adjusted non-compensation expense1 for full-year 2012 was $421 million, excluding related 2012 charges2, 5% higher than 2011. In 2012, non-compensation expense was negatively impacted by higher occupancy costs and transaction-related third-party fees, partly offset by lower professional fees. The ratio of adjusted non-compensation expense to operating revenue for 2012 was 21.4%, essentially unchanged compared to 2011. Adjusted non-compensation expense for the fourth quarter of 2012, excluding related 2012 charges, was $115 million, 6% higher than the prior-year period. The ratio of adjusted non-compensation expense to operating revenue for fourth-quarter 2012 was 20.0%, compared to 23.2% for fourth-quarter 2011. Our goal remains to achieve an adjusted non-compensation expense-to-operating revenue ratio over the cycle of 16% to 20%. TAXES The provision for taxes, on an adjusted basis1, was $53 million for full-year 2012 and $15 million for the fourth quarter of 2012. The effective tax rate on such adjusted basis was 21.3% for full-year 2012, compared to 20.7% for full-year 2011. CAPITAL MANAGEMENT AND BALANCE SHEETOur primary capital management goals include managing debt and returning capital to shareholders through dividends and share repurchases. In 2012, we achieved our objective of returning $200 million of surplus cash4 to shareholders, in advance of our year-end 2013 target. For the full-year 2012, Lazard returned $540 million to shareholders, which included $140 million in dividends, $355 million in share repurchases and $45 million in satisfaction of employee tax obligations in lieu of share issuances upon vesting of equity grants. The $140 million of dividends included $23 million in a fourth-quarter special dividend of $0.20 per share on outstanding Class A common stock and $23 million in acceleration of the fourth-quarter dividend of $0.20 per share on outstanding Class A common stock, which ordinarily would have been payable in February 2013. In the fourth quarter of 2012, we repurchased 4.6 million shares of our Class A common stock for $132 million, at an average price of $28.76 per share. This brought total share repurchases in full-year 2012 to $355 million, at an average price of $27.66 per share. Lazard's financial position remains strong. Our cash and cash equivalents at December 31, 2012, were $850 million, the majority of which were invested in U.S. Government and agency money market funds. As of December 31, 2012, total stockholders' equity related to Lazard's interests was $570 million. COST SAVING INITIATIVES In Lazard's third-quarter 2012 earnings release, the firm announced cost saving initiatives expected to result in approximately $125 million in annual savings from our existing cost base. The cost saving initiatives are intended to improve the firm's profitability with minimal impact on revenue growth. Approximately $85 million relates to compensation expenses associated with reduced staffing, and approximately $40 million to non-compensation expense. The cost saving initiatives include: streamlining our corporate structure and consolidating support functions; realigning the firm's investments into areas with potential for the greatest long-term return; and creating greater flexibility to retain and attract the best people and invest in new growth areas. Associated implementation expenses are expected to range between $110 million and $130 million and to be primarily compensation-related. The implementation of these initiatives proceeded according to plan during the fourth quarter of 2012, and associated expenses were $103 million in the quarter, with the remainder expected to occur in the first half of 2013. Approximately 75% of the implementation expenses are expected to be paid in cash. Lazard continues to make progress toward the financial goals announced in April 2012. As of December 31, 2012, we have achieved: An awarded compensation-to-operating revenue ratio1 of 59.4%, down from 62.0% for 2011 An adjusted non-compensation expense-to-operating revenue ratio1 of 21.4%, approximately even with 2011. An operating margin based on awarded compensation5 of 19.2%, up from 16.8% for 2011. We are making progress toward our operating margin target of 25% in 2014 based on 2012 activity levels Return of capital to shareholders totaling $540 million3, including $200 million in surplus cash4 one year ahead of target We believe our financial discipline is increasing the firm's operating leverage, putting Lazard in a strong position to benefit from potential revenue growth. *** CONFERENCE CALL Lazard will host a conference call at 8:00 a.m. EST on Thursday, February 7, 2013, to discuss the company's financial results for the fourth quarter and full year of 2012. 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 (888) 206-4835 (U.S. and Canada) or +1 (913) 312-1447 (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. EST February 7, 2013, through February 21, 2013, via the Lazard Investor Relations website, 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 4223141. ABOUT LAZARD Lazard, one of the world's preeminent financial advisory and asset management firms, operates from 42 cities across 27 countries in North America, Europe, Asia, Australia, Central and South America. With origins dating back 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. *** Cautionary Note Regarding Forward-Looking StatementsThis press release contains “forward-looking statements.” In some cases, you can identify these statements by forward-looking words such as “may”, “might”, “will”, “should”, “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 are not historical facts but instead represent only our belief regarding future results, many of which, by their nature, are inherently uncertain and outside of our control. There are important factors that could cause our actual results, 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 disclosed 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 financial markets;Losses caused by financial or other problems experienced by third parties;Losses due to unidentified or unanticipated risks;A lack of liquidity, i.e., ready access to funds, for use in our businesses; andCompetitive pressure on our businesses and on our ability to retain our employees.Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee the accuracy of our estimated targets, future results, level of activity, performance or achievements. Moreover, 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-looking statements as predictions of future events. We are under no duty to update any of these forward-looking statements to conform our prior statements to actual results or revised expectations and we do not intend to do so.Lazard Ltd is committed to providing timely and accurate information to the investing public, consistent with our legal and regulatory obligations. To that end, Lazard and its operating companies use their websites to convey information about their businesses, including the anticipated release of quarterly financial results, quarterly financial, statistical and business-related information, and the posting of updates of assets under management in various hedge funds and mutual funds and other investment products managed by Lazard Asset Management LLC and its subsidiaries. Investors can link to Lazard and its operating company websites through www.lazard.com.***FINANCIAL ADVISORY ASSIGNMENTSMergers and Acquisitions (Completed in the fourth quarter of 2012) Among the large, publicly announced M&A Advisory transactions or assignments completed during the fourth quarter of 2012 on which Lazard advised were the following: Carrefour in the€2.0 billion sale of its business in Colombia to Cencosud Hertz's $2.3 billion acquisition of Dollar Thrifty ANF Immobilier's €786 million sale of a real estate portfolio to a consortium led by Foncière des Murs and to funds managed by Grosvenor OPNET Technologies' $1.0 billion sale to Riverbed HiSoft Technology's $750millionmerger of equals with VanceInfo Technologies to form Pactera Technology International Independent Non-Executive Directors of ENRC in the company's $550 million acquisition of the remaining 49.5% of Camrose Resources not already owned by ENRC BHP Billiton's $430 million sale of its Yeelirrie uranium deposit to Cameco Trimble Navigation's $335 million acquisition of TMW Systems Piraeus Bank in its acquisition of Société Générale's 99.1% stake in Geniki Bank Oriental Trading Company's sale to Berkshire Hathaway Magnablend's sale to Univar ArrMaz Custom Chemicals on its sale to Golden Gate Capital L'Oréal's acquisition of Urban Decay Synchronous Aerospace Group's sale to Precision Castparts The Rock Creek Group on the sale of a minority interest to Wells Fargo Asset Management HOCHTIEF's sale of a 45% interest in the Vespucio Norte Express tollhighway to a consortium led by Brookfield Mergers and Acquisitions (Announced) Among the ongoing, large, publicly announced M&A transactions and assignments on which Lazard advised in the 2012 fourth quarter, or continued to advise, or completed since December 31, 2012, are the following: Deutsche Telekom on the $32.8 billion combination of T-Mobile and MetroPCS Microsoft in its role in Dell's $24.4 billion going-private transaction Anheuser-Busch InBev's $20.1 billion acquisition of the remaining stake in Grupo Modelo it does not already own and Grupo Modelo's related $1.9 billion sale of its 50% interest in Crown Imports to Constellation Brands IntercontinentalExchange's $8.2 billion acquisition of NYSE Euronext Caisse des Dépôts' €2.6 billion indirect acquisition of Silic from Groupama Cerberus in Albertsons' $3.6 billion acquisition of five grocery banners from SUPERVALU and tender offer for up to 30% of SUPERVALU's outstanding public shares Total's €2.4 billion proposed sale of TIGF to a consortium Ameristar Casinos' $2.8 billionsale to Pinnacle Entertainment Permian Mud Service (parent company of Champion Technologies and CorsiTech) in its $2.2 billion merger with Ecolab PPGIndustries on the $2.1 billion merger of its commodity chemicals business with Georgia Gulf Athene Holding in its $1.6 billion acquisition of Aviva's U.S. annuity and life insurance operations The Special Committee of CNH Global on Fiat Industrial's $1.7 billion acquisition of the remaining shares in CNH Global that it does not already own CH Energy Group's $1.5 billion sale to Fortis Principal Financial Group's $1.5 billion acquisition of Cuprum LNR Property's $1.05 billion sale to Starwood Property Trust and Starwood Capital Group EQT in the exchange of its natural gas distribution business with SteelRiver Infrastructure Partners for $720 million and the receipt of assets and other consideration The Special Committee of CreXus Investment Corp. in the company's sale to Annaly Capital Management for an implied valuation of $1.0 billion Petra Foods' $950 million sale of its cocoa ingredients business to Barry Callebaut Sportingbet in its £485 million proposed sale to William Hill and GVC Holdings Unilever in the $700 million sale of its Skippy peanut butter business to Hormel Eastman Kodak's $525 million sale of its digital imaging patents to a consortium Qatar Holding on its approximately 12% stake in Xstrata in connection with the proposed merger with Glencore International Caisse des Dépôts on the reorganization of Dexia EADS on the reorganization of its governance and shareholding structure Jereissati Group and Renosa in the merger of Norsa, Renosa and Guararapes Scailex on the sale of an interest in Partner Communications to Saban Capital Group Hera's merger with AcegasAps Restructuring and Debt Advisory Assignments Restructuring and debtor or creditor advisory assignments completed during the fourth quarter of 2012 on which Lazard advised include: Tribune Company, NewPage Corporation and LSP Energy in connection with their Chapter 11 filings; Crest Nicholson on its refinancing; EurotaxGlass's on its debt restructuring; GoldenTree and other investors on the capital injection and ownership structure simplification of BAWAG P.S.K.; Imagina Media Audiovisual on its debt refinancing; Praktiker on the funding of its strategic and operational restructuring program; and the senior lenders to TORM on the company's debt restructuring. Notable Chapter 11 bankruptcies on which Lazard advised debtors or creditors, or related parties, during or since the fourth quarter of 2012, are: Airlines: Allied Pilots Association with respect to American Airlines Consumer/Food: Hostess Brands Gaming, Entertainment and Hospitality: Indianapolis Downs, MSR Resorts Power & Energy: A123 Systems Professional/Financial Services: Ambac Technology/Media/Telecom: Eastman Kodak, LightSquared Among other publicly announced restructuring and debt advisory assignments on which Lazard has advised debtors or creditors during or since the fourth quarter of 2012, are: Belvédère – advising the FRN noteholder committee Financial Guaranty Insurance Company (FGIC) – advisor to Weil, Gotshal & Manges in its capacity as counsel to the New York Liquidation Bureau Mediannuaire Holding – advising the working group of first and second lien lenders in connection with the company's debt restructuring Munshaat – on its debt restructuring National Association of Letter Carriers – in connection with the USPS's restructuring efforts PMI – advisor to the receiver of PMI on certain asset dispositions ***ENDNOTES1 A non-U.S. GAAP measure. See attached financial schedules and related 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 results across periods. 2 2012 results exclude pre-tax charges of $25 million in the first quarter related to staff reductions and $103 million in the fourth quarter related to the implementation of cost saving initiatives. These include non-compensation charges of $3 million in the first quarter and $3 million in the fourth quarter of 2012. Comparisons to full-year 2011 also exclude an $18 million pre-tax gain on the repurchase of our subordinated debt in 2011, and pre-tax charges aggregating $11 million related to the write-off of an option prepayment and a provision for a lease contract for our UK offices. 3 In 2012 we: (i) paid $140 million to our shareholders in dividends, which included both a special dividend and an accelerated dividend; (ii) repurchased 12.8 million shares of our Class A common stock for $355 million, at an average price of $27.66 per share; and (iii) satisfied employee tax obligations of $45 million in cash in lieu of share issuance upon vesting of equity grants. Approximately 4.5 million shares of our share repurchases, at a cost of $120 million, served to directly offset the expected potential dilution upon vesting from our 2011 year-end equity-based compensation awards. 4 Surplus cash is defined as that which is not needed for regulatory, tax or other business purposes, or which is reserved for accrued compensation. 5 Operating margin based on awarded compensation is defined as operating revenue ($1,971 million in 2012), minus awarded compensation expense ($1,171 million in 2012), minus adjusted non-compensation expense ($421 million in 2012), divided by operating revenue. LAZ-G LAZARD LTDSELECTED SUMMARY FINANCIAL INFORMATION (a)(Non-GAAP - unaudited)Three Months Ended   % Change From   December 31,2012   September 30,2012   December 31,2011 September 30,2012   December 31,2011 ($ in thousands, except per share data)   Revenues:   Financial Advisory M&A and Other Advisory $233,517 $171,417 $167,099 36% 40% Capital Raising 27,68514,17417,691 95% 56% Strategic Advisory 261,202 185,591 184,790 41% 41% Restructuring 48,09534,38275,704 40% (36%) Total 309,297 219,973 260,494 41% 19%   Asset Management Management fees 208,637 202,324 190,073 3% 10% Incentive fees 26,755 10,606 5,373 NM NM Other 9,8157,3978,960 33% 10% Total 245,207 220,327 204,406 11% 20%   Corporate19,1432,9113,807 NM NM   Operating revenue (b)$573,647$443,211$468,707 29% 22%                     Expenses:   Compensation and benefits expense (c)$341,766$278,070$337,007 23% 1% Ratio of compensation to operating revenue59.6%62.7%71.9%   Non-compensation expense (d)$114,908$95,113$108,674 21% 6% Ratio of non-compensation to operating revenue20.0%21.5%23.2%                     Earnings:   Earnings from operations (e)$116,973$70,028$23,026 67% NM Operating margin (f)20.4%15.8%4.9%   Net income (g)$81,627$35,384$1,431 NM NM   Diluted net income per share$0.61$0.26$0.01 NM NM   Diluted weighted average shares 133,855,611 135,380,036 135,721,618 (1%) (1%)   Effective tax rate (h)15.1%26.7%NM   This presentation includes non-U.S. GAAP ("non-GAAP") measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see Reconciliation of U.S. GAAP to Selected Summary Financial Information and Notes to Financial Schedules. LAZARD LTDSELECTED SUMMARY FINANCIAL INFORMATION (a)(Non-GAAP - unaudited)   Year Ended December 31,     ($ in thousands, except per share data) 20122011% Change   Revenues:   Financial Advisory M&A and Other Advisory $792,928 $700,539 13% Capital Raising 73,40393,888 (22%) Strategic Advisory 866,331 794,427 9% Restructuring 182,759197,743 (8%) Total 1,049,090 992,170 6%   Asset Management Management fees 806,044 818,038 (1%) Incentive fees 43,661 26,245 66% Other 32,47038,494 (16%) Total 882,175882,777 -   Corporate39,5518,922 NM   Operating revenue (b)$1,970,816$1,883,869 5%             Expenses:   Compensation and benefits expense (c)$1,217,791$1,168,229 4% Ratio of compensation to operating revenue61.8%62.0%   Non-compensation expense (d)$421,023$399,677 5% Ratio of non-compensation to operating revenue21.4%21.2%             Earnings:   Earnings from operations (e)$332,002$315,963 5% Operating margin (f)16.8%16.8%   Net income (g)$194,907$178,614 9%   Diluted net income per share$1.44$1.31 10%   Diluted weighted average shares 135,116,690 137,629,525 (2%)   Effective tax rate (h)21.3%20.7%   This presentation includes non-U.S. GAAP ("non-GAAP") measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for the corresponding U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to the corresponding U.S. GAAP measures, see Reconciliation of U.S. GAAP to Selected Summary Financial Information and Notes to Financial Schedules. LAZARD LTDCOMPENSATION AND BENEFITS - ANALYSIS(unaudited)($ in millions except share price)                   2006 2007 2008 2009 2010 2011 2012                                     ADJUSTED U.S. GAAP BASIS (c)   Base salary and benefits $397.8 $456.2 $467.7 $422.6 $452.9 $506.4 $515.8 Cash incentive compensation 470.6 562.1 224.7 404.6 472.8 372.4 367.2 Total cash compensation and benefits 868.4 1,018.3 692.4 827.2 925.7 878.8 883.0 Amortization of deferred incentive awards 23.0 104.8 238.3 333.4 240.5 289.4 334.8 Compensation and benefits - Adjusted U.S. GAAP basis (i)$891.4$1,123.1$930.7$1,160.6$1,166.2$1,168.2$1,217.8   % of Operating Revenue56.7%55.7%55.6%71.7%58.9%62.0%61.8%                                                                           AWARDED BASIS   Total cash compensation and benefits (per above) $868.4 $1,018.3 $692.4 $827.2 $925.7 $878.8 $883.0 Deferred year-end incentive awards 203.9 336.7 351.7 239.3 292.7 282.4 272.4 Compensation and benefits - before special deferred incentive awards 1,072.3 1,355.0 1,044.1 1,066.5 1,218.4 1,161.2 1,155.4 Sign-on and other special deferred incentive awards (j) 12.8 87.9 179.6 39.2 27.3 40.0 42.1 Year-end foreign exchange adjustment (k) 6.9 6.6 (9.7) 5.6 3.3 (4.6) 1.4 Total Compensation and benefits - Notional 1,092.0 1,449.5 1,214.0 1,111.3 1,249.0 1,196.6 1,198.9 Adjustment for actual/estimated forfeitures (l) (23.8) (35.2) (21.7) (17.1) (27.8) (28.0) (27.4) Total Compensation and benefits - Awarded$1,068.2$1,414.3$1,192.3$1,094.2$1,221.2$1,168.6$1,171.5   % of Operating Revenue - Awarded Basis68.0%70.2%71.2%67.6%61.7%62.0%59.4%                                         Memo:Total value of deferred equity-based year endincentive awards$198.9$332.2$202.3$233.8$261.4$192.7TBD   Equity-based year end awards - share equivalents ('000)3,9718,7876,4896,4775,7756,932TBDPrice at issuance$50.08$37.81$31.17$36.10$45.26$27.80TBD   Deferred compensation awards ratio (m) 19.1%23.8%29.5%21.9%24.0%24.2%23.3%   Operating revenue$1,571.1$2,014.8$1,675.1$1,617.6$1,978.5$1,883.9$1,970.8   This presentation includes non-U.S. GAAP ("non-GAAP") measures. Our non-GAAP measures are not meant to be considered in isolation or as a substitute for comparable U.S. GAAP measures, and should be read only in conjunction with our consolidated financial statements prepared in accordance with U.S. GAAP. For a detailed explanation of the adjustments made to comparable U.S. GAAP measures, see Reconciliation of U.S. GAAP to Adjusted Statement of Operations and Notes to Financial Schedules. LAZARD LTDUNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS(U.S. GAAP)         Three Months Ended% Change From December 31, September 30, December 31, September 30, December 31, ($ in thousands, except per share data) 20122012201120122011   Total revenue $580,857 $449,464 $473,109 29% 23% Interest expense (20,164)(20,658)(21,331) Net revenue 560,693 428,806 451,778 31% 24% Operating expenses: Compensation and benefits 445,602 283,818 338,934 57% 31%   Occupancy and equipment 32,854 25,680 30,668 Marketing and business development 25,888 19,096 29,577 Technology and information services 23,750 21,474 22,646 Professional services 12,859 8,514 13,929 Fund administration and outsourced services 12,090 13,179 12,016 Amortization of intangible assets related to acquisitions 2,187 2,494 7,019 Other 10,6607,82511,447 Subtotal 120,288 98,262 127,302 22% (6%) Provision pursuant to tax receivable agreement --429 Operating expenses 565,890382,080466,665 48% 21%   Operating income (loss) (5,197) 46,726 (14,887) NM 65%   Provision (benefit) for income taxes (1,091)13,053(6,764) NM NM Net income (loss) (4,106) 33,673 (8,123) NM 49% Net income (loss) attributable to noncontrolling interests 1,259372(3,330) Net income (loss) attributable to Lazard Ltd ($5,365)$33,301($4,793) NM (12%)   Attributable to Lazard Ltd Common Stockholders:Weighted average shares outstanding: Basic 114,747,744 115,603,351 119,369,997 (1%) (4%) Diluted 114,747,744 135,380,036 119,369,997 (15%) (4%)   Net income (loss) per share: Basic ($0.05) $0.29 ($0.04) NM (25%) Diluted ($0.05) $0.26 ($0.04) NM (25%) LAZARD LTDUNAUDITED CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS(U.S. GAAP)       Year Ended December 31, December 31, ($ in thousands, except per share data) 20122011% Change   Total revenue $1,994,013 $1,919,638 4% Interest expense (81,565)(90,126) Net revenue 1,912,448 1,829,512 5% Operating expenses: Compensation and benefits 1,351,129 1,168,945 16%   Occupancy and equipment 113,163 100,698 Marketing and business development 95,573 88,411 Technology and information services 86,892 83,212 Professional services 43,958 48,324 Fund administration and outsourced services 51,390 52,793 Amortization of intangible assets related to acquisitions 8,359 11,915 Other 38,09939,286 Subtotal 437,434 424,639 3% Provision pursuant to tax receivable agreement -429 Operating expenses 1,788,5631,594,013 12%   Operating income 123,885 235,499 (47%)   Provision for income taxes 31,10044,940 (31%) Net income 92,785 190,559 (51%) Net income attributable to noncontrolling interests 8,47615,642 Net income attributable to Lazard Ltd $84,309$174,917 (52%)   Attributable to Lazard Ltd Common Stockholders:Weighted average shares outstanding: Basic 116,953,989 118,032,020 (1%) Diluted 129,325,622 137,629,525 (6%)   Net income per share: Basic $0.72 $1.48 (51%) Diluted $0.65 $1.36 (52%) LAZARD LTDUNAUDITED CONDENSED CONSOLIDATEDSTATEMENT OF FINANCIAL CONDITION(U.S. GAAP)   December 31, December 31, ($ in thousands) 2012 2011   ASSETS   Cash and cash equivalents $850,190 $1,003,791 Deposits with banks 292,494 286,037 Cash deposited with clearing organizations and other segregated cash 65,232 75,506 Receivables 478,043 504,455 Investments 414,673 378,521 Goodwill and other intangible assets 392,822 393,099 Other assets 493,439440,527   Total Assets $2,986,893$3,081,936   LIABILITIES & STOCKHOLDERS' EQUITY   Liabilities Deposits and other customer payables $269,763 $288,427 Accrued compensation and benefits 467,578 383,513 Senior debt 1,076,850 1,076,850 Other liabilities 521,162466,290 Total liabilities 2,335,353 2,215,080   Commitments and contingencies   Stockholders' equity Preferred stock, par value $.01 per share - - Common stock, par value $.01 per share 1,282 1,230 Additional paid-in capital 846,050 659,013 Retained earnings 182,647 258,646 Accumulated other comprehensive loss, net of tax (110,541)(88,364) 919,438 830,525 Class A common stock held by subsidiaries, at cost (349,782)(104,382) Total Lazard Ltd stockholders' equity 569,656 726,143 Noncontrolling interests 81,884140,713 Total stockholders' equity 651,540866,856   Total liabilities and stockholders' equity $2,986,893$3,081,936LAZARD LTDASSETS UNDER MANAGEMENT ("AUM")(unaudited)($ in millions)         As ofVariance December 31, September 30, December 31, 201220122011Qtr to QtrYTD   Equities $138,171 $132,231 $116,362 4.5% 18.7% Fixed Income 22,718 21,905 17,750 3.7% 28.0% Alternative Investments 4,600 4,753 5,349 (3.2%) (14.0%) Private Equity 1,398 1,428 1,486 (2.1%) (5.9%) Cash 173949284.0%88.0% Total AUM $167,060$160,411$141,0394.1%18.4%       Three Months Ended December 31,Year Ended December 31,2012201120122011   AUM - Beginning of Period $160,411 $135,812 $141,039 $155,337   Net Flows (47) (294) 2,741 (1,048) Market and foreign exchange appreciation (depreciation) 6,6965,52123,280(13,250)   AUM - End of Period $167,060$141,039$167,060$141,039   Average AUM $163,816$140,136$155,549$152,072   % Change in average AUM 16.9%2.3%     Note: Average AUM is generally based on an average of quarterly ending balances for the respective periods. LAZARD LTDRECONCILIATION OF U.S. GAAP TO SELECTED SUMMARY FINANCIAL INFORMATION (a)(unaudited)Three Months EndedYear Ended December 31,   September 30,   December 31, December 31,   December 31, ($ in thousands, except per share data) 20122012201120122011   Operating Revenue Net revenue - U.S. GAAP Basis $560,693 $428,806 $451,778 $1,912,448 $1,829,512   Adjustments: Gain on repurchase of subordinated debt - - - - (18,171) Revenue related to noncontrolling interests (n) (3,963) (1,193) (2,351) (14,104) (16,696) Loss (gain) related to Lazard Fund Interests ("LFI") and other similar arrangements (2,918) (4,728) (937) (7,557) 3,024 Interest expense 19,83520,32620,21780,02986,200   Operating revenue, as adjusted $573,647$443,211$468,707$1,970,816$1,883,869   Compensation & Benefits Expense Compensation & benefits expense - U.S. GAAP Basis $445,602 $283,818 $338,934 $1,351,129 $1,168,945   Adjustments: Charges pertaining to cost savings initiatives (Q4) (99,987) - - (99,987) - Charges pertaining to staff reductions (Q1) - - - (21,754) - (Charges) credits pertaining to LFI and other similar arrangements compensation liability (2,918) (4,728) (937) (7,557) 3,024 Compensation related to noncontrolling interests (n) (931)(1,020)(990)(4,040)(3,740)   Compensation & benefits expense, as adjusted $341,766$278,070$337,007$1,217,791$1,168,229   Non-Compensation Expense Non-compensation expense - Subtotal - U.S. GAAP Basis $120,288 $98,262 $127,302 $437,434 $424,639   Adjustments: Charges pertaining to cost savings initiatives (Q4) (2,589) - - (2,589) - Charges pertaining to staff reductions (Q1) - - - (2,905) - Write-off of Lazard Alternative Investment Holdings option prepayment - - (5,500) - (5,500) Provision for onerous lease contract for UK facility - - (5,539) - (5,539) Amortization of intangible assets related to acquisitions (2,187) (2,494) (7,019) (8,359) (11,915) Non-compensation expense related to noncontrolling interests (n) (604)(655)(570)(2,558)(2,008)   Non-compensation expense, as adjusted $114,908$95,113$108,674$421,023$399,677     Earnings From Operations Operating Income (loss) - U.S. GAAP Basis ($5,197) $46,726 ($14,887) $123,885 $235,499   Other adjustments: Charges pertaining to cost savings initiatives (Q4) 102,576 - - 102,576 - Charges pertaining to staff reductions (Q1) - - - 24,659 - Gain on repurchase of subordinated debt - - - - (18,171) Write-off of Lazard Alternative Investment Holdings option prepayment - - 5,500 - 5,500 Provision for onerous lease contract for UK facility - - 5,539 - 5,539 Revenue related to noncontrolling interests (n) (3,963) (1,193) (2,351) (14,104) (16,696) Interest expense 19,835 20,326 20,217 80,029 86,200 Expenses related to noncontrolling interests (n) 1,535 1,675 1,560 6,598 5,748 Amortization of intangible assets related to acquisitions 2,187 2,494 7,019 8,359 11,915 Adjustment related to the provision pursuant to the tax receivable agreement ("TRA") --429-429   Earnings from operations, as adjusted $116,973$70,028$23,026$332,002$315,963   Net Income attributable to Lazard Ltd Net income (loss) attributable to Lazard Ltd - U.S. GAAP Basis ($5,365) $33,301 ($4,793) $84,309 $174,917 Adjustments: Charges pertaining to cost savings initiatives (Q4) 102,576 - - 102,576 - Charges pertaining to staff reductions (Q1) - - - 24,659 - Gain on repurchase of subordinated debt - - - - (18,171) Write-off of Lazard Alternative Investment Holdings option prepayment - - 5,500 - 5,500 Provision for onerous lease contract for UK facility - - 5,539 - 5,539 Tax (benefits) allocated to adjustments (15,542) 140 (4,634) (21,108) - Amount attributable to LAZ-MD Holdings (1,340) (49) (390) (2,449) 411   Adjustment for full exchange of exchangeable interests (o): Tax adjustment for full exchange (200) 5 (190) (643) (1,135) Amount attributable to LAZ-MD Holdings 1,4981,9873997,56311,553   Net income, as adjusted $81,627$35,384$1,431$194,907$178,614   Diluted net income (loss) per share: U.S. GAAP Basis ($0.05) $0.26 ($0.04) $0.65 $1.36 Non-GAAP Basis, as adjusted $0.61 $0.26 $0.01 $1.44 $1.31   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 comparable 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 comparable U.S. GAAP measures, see Notes to Financial Schedules. LAZARD LTD             Notes to Financial Schedules   (a) Selected Summary Financial Information are non-U.S. GAAP ("non-GAAP") measures. Lazard believes that presenting results and measures on an adjusted basis in conjunction with U.S. GAAP measures provides the most meaningful basis for comparison of its operating results across periods. (See Reconciliation of U.S. GAAP to Selected Summary Financial Information)   (b) A non-GAAP measure which excludes (i) 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 equal amount is excluded from compensation & benefits expense, (ii) revenues related to non-controlling interests (see (n) below), (iii) interest expense primarily related to corporate financing activities, and (iv) for the twelve month period ended December 31, 2011, excludes the gain on repurchase of the Company's subordinated debt. (See Reconciliation of U.S. GAAP to Selected Summary Financial Information)   (c) A non-GAAP measure which excludes (i) charges/credits related to the changes in the fair value of the compensation liability recorded in connection with Lazard Fund Interests and other similar deferred compensation arrangements, (ii) compensation and benefits related to noncontrolling interests (see (n) below), (iii) for the three and twelve month periods ended December 31, 2012, charges pertaining to the implementation of cost-savings initiatives (see (g) below), and (iv) for the twelve month period ended December 31, 2012, certain first quarter charges pertaining to staff reductions (see (g) below). (See Reconciliation of U.S. GAAP to Selected Summary Financial Information)   (d) A non-GAAP measure which excludes (i) amortization of intangible assets related to acquisitions, (ii) expenses related to noncontrolling interests (see (n) below), (iii) for the three and twelve month periods ended December 31, 2012, charges pertaining to the implementation of cost-savings initiatives (see (g) below), and (iv) for the twelve month period ended December 31, 2012, certain first quarter charges pertaining to staff reductions (see (g) below). The three and twelve month periods for 2011 are also adjusted to exclude a provision for an onerous lease contract for the Company's leased facility in the U.K. and a charge related to the write-off of a partial prepayment of the Company's option to acquire the fund management activities of Lazard Alternative Investment Holdings. (See Reconciliation of U.S. GAAP to Selected Summary Financial Information)   (e) A non-GAAP measure which excludes (i) amortization of intangible assets related to acquisitions, (ii) interest expense primarily related to corporate financing activities, (iii) revenues and expenses related to noncontrolling interests (see (n) below), (iv) for the three and twelve month periods ended December 31, 2012, charges pertaining to the implementation of cost-savings initiatives (see (g) below), (v) for the twelve month period ended December 31, 2012, certain first quarter charges pertaining to staff reductions (see (g) below), (vi) for the twelve month period ended December 31, 2011, gain on repurchase of the Company's subordinated debt, (vii) for the three and twelve month periods for 2011 a provision for an onerous lease contract for the Company's leased facility in the U.K. and a charge related to the write-off of a partial prepayment of the Company's option to acquire the fund management activities of Lazard Alternative Investment Holdings, and (viii) for the three and twelve month periods ended December 31, 2011, a provision pursuant to the tax receivable agreement of $429. (See Reconciliation of U.S. GAAP to Selected Summary Financial Information)   (f) Represents earnings from operations as a percentage of operating revenue, and is a non-GAAP measure. (See Reconciliation of U.S. GAAP to Selected Summary Financial Information)   (g) A non-GAAP measure which is adjusted to reflect the full conversion of outstanding exchangeable interests held by members of LAZ-MD Holdings and excludes (i) for the three and twelve month periods ended December 31, 2012, charges pertaining to cost-savings initiatives including severance benefit payments, acceleration of unrecognized amortization of deferred incentive compensation previously granted to individuals terminated and other non-compensation related costs, net of applicable tax benefits, (ii) for the twelve month period ended December 31, 2012, certain first quarter charges pertaining to staff reductions including severance, benefit payments and acceleration of unrecognized amortization of deferred incentive compensation previously granted to individuals terminated, net of applicable tax benefits, (iii) for the twelve month period ended December 31, 2011, excludes gain on repurchase of the Company's subordinated debt, net of applicable tax, (iv) for the three and twelve month periods ended December 31, 2011, a provision for an onerous lease contract for the Company's leased facility in the U.K. and a charge related to the write-off of a partial prepayment of the Company's option to acquire the fund management activities of Lazard Alternative Investment Holdings. (See Reconciliation of U.S. GAAP to Selected Summary Financial Information)   (h) Effective tax rate is a non-GAAP measure which is computed based on a quotient, the numerator of which is the provision (benefit) for income taxes of $14,572, $12,908 and ($1,511) for the three month periods ended December 31, 2012, September 30, 2012 and December 31, 2011, respectively, and $52,772 and $46,504 for the twelve month periods ended December 31, 2012 and 2011, respectively, and the denominator of which is pre-tax income (loss) of $97,300, $46,726 and ($3,419) for the three month periods ended December 31, 2012, September 30, 2012 and December 31, 2011, respectively, and $251,041 and $228,796 for the twelve month periods ended December 31, 2012 and 2011, respectively, exclusive of net income (loss) attributable to noncontrolling interests of $1,101, ($1,566) and ($3,339) for the three month periods ended December 31, 2012, September 30, 2012 and December 31, 2011, respectively, and $3,362 and $3,678 for the twelve month periods ended December 31, 2012 and 2011, respectively.   (i) A reconciliation of U.S. GAAP compensation and benefits expense to compensation and benefits expense, as adjusted: Year Ended December 31, ($ in thousands) 2006200720082009201020112012   Compensation & benefits expense - U.S. GAAP Basis $891,421 $1,123,068 $1,128,253 $1,309,240 $1,194,168 $1,168,945 $1,351,129   Adjustments: Charges pertaining to cost savings initiatives (Q4) - - - - - - (99,987) Charges pertaining to staff reductions (Q1) - - - - - - (21,754) (Charges) credits pertaining to LFI and other similar arrangements comp. liability - - - - - 3,024 (7,557) Acceleration of restricted stock unit vesting related to retirement policy change - - - - (24,860) - - Acceleration of unamortized restricted stock units - - - (86,514) - - - Acceleration of unamortized deferred cash awards - - - (60,512) - - - LAM Equity Charge - - (197,550) - - - - Compensation related to noncontrolling interests (n) ---(1,657)(3,098)(3,740)(4,040)   Compensation & benefits expense, as adjusted $891,421$1,123,068$930,703$1,160,557$1,166,210$1,168,229$1,217,791     LAZARD LTDNotes to Financial Schedules (continued)   (j) Special deferred incentive awards are granted outside the year end compensation process and include grants to new hires.   (k) Represents an adjustment to year end foreign exchange spot rate from full year average rate for year end incentive compensation awards.   (l) Under U.S. GAAP, an estimate is made for future forfeitures of the deferred portion of such awards. This estimate is based on both historical experience and future expectations. The result reflects the cost associated with awards that are expected to vest. This calculation is undertaken in order to present awarded compensation on a similar basis to GAAP compensation. Amounts for 2007-2009 represent actual forfeiture experience. The 2010-2012 amounts represent estimated forfeitures.   (m) Deferred compensation awards ratio is year end incentive awards excluding special incentive awards that are outside of the year-end compensation process such as sign-on and retention awards, divided by total awarded compensation.   (n) Noncontrolling interests include revenue and expenses principally related to Edgewater, and is a non-GAAP measure. (See Reconciliation of U.S. GAAP to Selected Summary Financial Information)   (o) Represents a reversal of noncontrolling interests related to LAZ-MD Holdings' ownership of Lazard Group common membership interests and an adjustment for Lazard Ltd entity-level taxes to affect a full exchange of interests and excluding the adjustments noted in (g) above.   NM Not meaningful   TBD To be determined Lazard LtdMedia:Judi Frost Mackey,+1 212 632 1428judi.mackey@lazard.comorInvestors:Kathryn Harmon, +1 212 632 6637kathryn.harmon@lazard.com