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Korn Ferry International Announces Third Quarter Fiscal 2018 Results of Operations

March 6, 2018 4:05 PM

LOS ANGELES, March 6, 2018 /PRNewswire/ --

Highlights

  • Korn Ferry reports record fee revenue of $447.6 million in Q3 FY'18 driven by organic growth in all three lines of business as compared to Q3 FY'17:

Futurestep

29.4%

Executive Search

18.1%

Hay Group

12.7%

  • Operating income was $48.6 million in Q3 FY'18 with an operating margin of 10.9%. Adjusted EBITDA was $70.3 million with Adjusted EBITDA margin of 15.7%.
  • Q3 FY'18 diluted earnings per share was $0.48 compared to diluted earnings per share of $0.42 in Q3 FY'17. Adjusted diluted earnings per share was $0.70 in Q3 FY'18, compared to adjusted diluted earnings per share in Q3 FY'17 of $0.53.
  • The Company continued to return capital to stockholders during the quarter, paying $5.7 million in dividends and repurchasing $3.3 million worth of its outstanding shares.
  • The Company declared a quarterly dividend of $0.10 per share on March 5, 2018 payable on April 13, 2018 to stockholders of record on March 26, 2018.

Korn/Ferry International (NYSE: KFY), a global organizational consulting firm, today announced fee revenue of $447.6 million for its third quarter of fiscal 2018. In addition, third quarter diluted earnings per share was $0.48 and adjusted diluted earnings per share was $0.70. Adjusted diluted earnings per share for the third quarter excluded $12.7 million, or $0.22 per share, comprised of the impact of the United States Tax Cut and Jobs Act ("Tax Act") and integration/acquisition costs net of related taxes.

"I am pleased to report 17% year over year growth for our recently completed third quarter, with fee revenue of $448 million and solid profitability, including diluted earnings per share and adjusted diluted earnings per share of $0.48 and $0.70 and adjusted EBITDA of approximately $70 million," said Gary D. Burnison, CEO of Korn Ferry. "Today Korn Ferry is truly a global organizational consulting firm. We help companies design their organization – the structure, the roles and responsibilities, as well as how they compensate, develop and motivate their people. As importantly, we help organizations select and hire the talent they need to execute their strategy. I'm pleased with the trajectory of our firm and our continued momentum as we enable people and organizations to exceed their potential."

Selected Financial Results (dollars in millions, except per share amounts) (a)

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Fee revenue

$ 447.6

$ 381.9

$ 1,291.9

$ 1,159.5

Total revenue

$ 460.8

$ 394.2

$ 1,331.2

$ 1,202.1

Operating income

$ 48.6

$ 30.5

$ 140.6

$ 81.6

Operating margin

10.9%

8.0%

10.9%

7.0%

Net income attributable to Korn Ferry

$ 27.2

$ 23.9

$ 92.6

$ 57.3

Basic earnings per share

$ 0.49

$ 0.42

$ 1.65

$ 1.01

Diluted earnings per share

$ 0.48

$ 0.42

$ 1.63

$ 1.00

EBITDA Results (b):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

EBITDA

$ 68.6

$ 46.6

$ 192.5

$ 124.4

EBITDA margin

15.3%

12.2%

14.9%

10.7%

Adjusted Results (c):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Adjusted fee revenue

$ 447.6

$ 381.9

$ 1,291.9

$ 1,163.0

Adjusted EBITDA (b)

$ 70.3

$ 55.3

$ 199.3

$ 174.9

Adjusted EBITDA margin (b)

15.7%

14.5%

15.4%

15.0%

Adjusted net income attributable to Korn Ferry

$ 39.9

$ 30.1

$ 108.9

$ 93.7

Adjusted basic earnings per share

$ 0.71

$ 0.53

$ 1.94

$ 1.65

Adjusted diluted earnings per share

$ 0.70

$ 0.53

$ 1.92

$ 1.63

(a)

Numbers may not total due to rounding.

(b)

EBITDA refers to earnings before interest, taxes, depreciation and amortization. Adjusted EBITDA further adjusts EBITDA to exclude restructuring charges, net and integration/acquisition costs and includes the FY'17 deferred revenue adjustment related to the acquisition of HG (Luxembourg) S.à.r.l ("Legacy Hay"). EBITDA, EBITDA margin, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures (see attached reconciliations).

(c)

Adjusted results are non-GAAP financial measures that adjust for the following, as applicable (see attached reconciliations):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Income tax impact due to the enactment of the Tax Act

$

11.3

$

$

11.3

$

Integration/acquisition costs

$

1.7

$

4.8

$

6.7

$

18.7

Restructuring charges, net

$

$

3.8

$

0.1

$

28.3

Deferred revenue adjustment related to the Legacy Hay acquisition

$

$

$

$

3.5

Write-off of debt issuance costs

$

$

$

$

1.0

The Company reported record fee revenue in Q3 FY'18 of $447.6 million, an increase of $65.7 million or 17.2% (an increase of $49.9 million or 13.1% on a constant currency basis) compared to Q3 FY'17. The organic growth was driven by all three lines of business:

Futurestep

29.4%

Executive Search

18.1%

Hay Group

12.7%

Fee revenue growth in the quarter was partially offset by increased compensation and benefits as well as general and administrative expenses resulting in operating income and Adjusted EBITDA growing 59.3% and 27.1%, respectively, as compared to Q3 FY'17 and diluted earnings per share and Adjusted diluted earnings per share growing 14.3% and 32.1%, respectively, as compared to Q3 FY'17.

Results by Segment

Selected Executive Search Data (dollars in millions) (a)

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Fee revenue

$ 180.4

$ 152.8

$ 518.4

$ 455.4

Total revenue

$ 185.5

$ 157.1

$ 531.9

$ 469.2

Operating income

$ 34.3

$ 29.3

$ 102.4

$ 93.7

Operating margin

19.0%

19.2%

19.7%

20.6%

Ending number of consultants

536

507

536

507

Average number of consultants

537

504

527

498

Engagements billed

3,671

3,328

7,709

7,113

New engagements (b)

1,564

1,453

4,735

4,424

EBITDA Results (c):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

EBITDA

$ 37.2

$ 31.4

$ 110.0

$ 99.2

EBITDA margin

20.6%

20.5%

21.2%

21.8%

Adjusted Results (d):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Adjusted EBITDA (c)

$ 37.2

$ 32.6

$ 110.3

$ 103.2

Adjusted EBITDA margin (c)

20.6%

21.3%

21.3%

22.7%

(a)

Numbers may not total due to rounding.

(b)

Represents new engagements opened in the respective period.

(c)

EBITDA, EBITDA margin, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures (see attached reconciliations).

(d)

Adjusted results are non-GAAP financial measures that exclude the following (see attached reconciliations):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Restructuring charges, net

$ —

$ 1.2

$ 0.3

$ 4.0

Fee revenue was $180.4 million in Q3 FY'18, an increase of $27.6 million or 18.1% (an increase of $22.0 million or 14.4% on a constant currency basis) compared to Q3 FY'17. The overall increase in fee revenue was attributable to higher fee revenue in the North American, EMEA and APAC regions.

Operating income was $34.3 million in Q3 FY'18 compared to $29.3 million in Q3 FY'17. Operating margin was 19.0% in Q3 FY'18 compared to 19.2% in the year-ago quarter. The increase in operating income was due to higher fee revenue, offset by an increase in compensation and benefits expense driven by 6.4% increase in headcount and performance related bonus expense.

Adjusted EBITDA was $37.2 million in Q3 FY'18 with an Adjusted EBITDA margin of 20.6% compared to $32.6 million and 21.3%, respectively, in the year-ago quarter.

Selected Hay Group Data (dollars in millions) (a)

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Fee revenue

$ 198.1

$ 175.7

$ 577.5

$ 539.1

Total revenue

$ 202.0

$ 179.0

$ 589.1

$ 552.8

Operating income

$ 27.1

$ 16.0

$ 72.5

$ 31.2

Operating margin

13.7%

9.1%

12.6%

5.8%

Ending number of consultants (b)

590

559

590

559

Staff utilization (c)

64%

62%

65%

66%

EBITDA Results (d):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

EBITDA

$ 35.3

$ 24.2

$ 97.1

$ 55.6

EBITDA margin

17.8%

13.8%

16.8%

10.3%

Adjusted Results (e):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Adjusted fee revenue

$ 198.1

$ 175.7

$ 577.5

$ 542.6

Adjusted EBITDA (d)

$ 36.9

$ 30.1

$ 103.3

$ 95.2

Adjusted EBITDA margin (d)

18.6%

17.1%

17.9%

17.5%

(a)

Numbers may not total due to rounding.

(b)

Represents number of employees originating consulting services.

(c)

Calculated by dividing the number of hours our full-time Hay Group professional staff record to engagements during the period, by the total available working hours during the same period.

(d)

EBITDA, EBITDA margin, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures (see attached reconciliations).

(e)

Adjusted results are non-GAAP financial measures that adjust for the following, as applicable (see attached reconciliations):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Integration/acquisition costs

$

1.6

$

3.4

$

6.5

$

12.0

Restructuring (recoveries) charges, net

$

$

2.5

$

(0.2)

$

24.0

Deferred revenue adjustment related to the Legacy Hay acquisition

$

$

$

$

3.5

Fee revenue was $198.1 million in Q3 FY'18 compared to $175.7 million in Q3 FY'17, an increase of $22.4 million or 12.7% (an increase of $14.6 million or 8.3% on a constant currency basis) compared to Q3 FY'17. The higher fee revenue was primarily driven by a $15.6 million increase in consulting services with the remaining increase of $6.8 million was generated by the products business.

Operating income was $27.1 million in Q3 FY'18 with an operating margin of 13.7% in the current quarter compared to $16.0 million and 9.1%, respectively, in the year-ago quarter. The change in operating income was primarily due to higher fee revenue compared to the year-ago quarter, offset by increases in compensation and benefits expense driven by an increase in average consultant headcount in Q3 FY'18 compared to Q3 FY'17 and an increase in performance related bonus expense.

Adjusted EBITDA was $36.9 million in Q3 FY'18 with an Adjusted EBITDA margin of 18.6% compared to $30.1 million and 17.1%, respectively, in the year-ago quarter.

Selected Futurestep Data (dollars in millions) (a)

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Fee revenue

$ 69.1

$ 53.4

$ 196.0

$ 165.0

Total revenue

$ 73.3

$ 58.1

$ 210.2

$ 180.0

Operating income

$ 10.1

$ 6.5

$ 27.7

$ 21.8

Operating margin

14.6%

12.3%

14.1%

13.2%

Engagements billed (b)

1,284

1,096

2,677

2,206

New engagements (c)

730

539

2,173

1,617

EBITDA Results (d):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

EBITDA

$ 10.8

$ 7.3

$ 30.0

$ 23.9

EBITDA margin

15.6%

13.7%

15.3%

14.5%

EBITDA Results (e):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Adjusted EBITDA (d)

$ 10.8

$ 7.4

$ 30.0

$ 24.0

Adjusted EBITDA margin (d)

15.6%

13.9%

15.3%

14.6%

(a)

Numbers may not total due to rounding.

(b)

Represents search engagements billed.

(c)

Represents new search engagements opened in the respective period.

(d)

EBITDA and EBITDA margin are non-GAAP financial measures (see attached reconciliations).

(e)

Adjusted results are non-GAAP financial measures that exclude the following (see attached reconciliations):

Third Quarter

Year to Date

FY'18

FY'17

FY'18

FY'17

Restructuring charges, net

$ —

$ 0.1

$ —

$ 0.1

Fee revenue was $69.1 million in Q3 FY'18, an increase of $15.7 million or 29.4% (a $13.3 million or 24.9% increase on a constant currency basis), compared to the year-ago quarter. The higher fee revenue was primarily driven by an increase in recruitment process outsourcing and professional search of $9.9 million and $6.0 million, respectively, in Q3 FY'18 compared to Q3 FY'17.

Operating income was $10.1 million in Q3 FY'18, an increase of $3.6 million compared to Q3 FY'17 operating income of $6.5 million. Operating margin was 14.6% in the current quarter compared to 12.3% in the year-ago quarter. The change in operating income was primarily due to higher fee revenue compared to the year-ago quarter, offset by increases in compensation and benefits expense driven by a 31.5% increase in headcount associated with increased recruitment process outsourcing engagements and higher performance related bonus expense.

Adjusted EBITDA was $10.8 million during Q3 FY'18, an increase of $3.4 million compared to Q3 FY'17. Adjusted EBITDA margin was 15.6% in Q3 FY'18 compared to 13.9% in the year-ago quarter.

Outlook

Assuming worldwide economic conditions, financial markets and foreign exchange rates remain steady on a consolidated basis:

  • Q4 FY'18 fee revenue is expected to be in the range of $448 million and $462 million; and
  • Q4 FY'18 diluted earnings per share is likely to range between $0.66 to $0.70.

On a consolidated adjusted basis:

  • Q4 FY'18 adjusted diluted earnings per share is expected to be in the range from $0.69 to $0.73.

Q4 FY'18

Earnings Per ShareOutlook (1)

Low

High

Consolidated diluted earnings per share

$ 0.66

$ 0.70

Retention bonuses

0.04

0.04

Tax rate impact

(0.01)

(0.01)

Consolidated adjusted diluted earnings per share

$ 0.69

$ 0.73

(1)

Consolidated adjusted diluted earnings per share is a non-GAAP financial measure that excludes the items listed in the table.

Earnings Conference Call Webcast

The earnings conference call will be held today at 4:30 PM (EST) and hosted by CEO Gary Burnison, CFO Robert Rozek and SVP Finance Gregg Kvochak. The conference call will be webcast and available online at ir.kornferry.com. We will also post to this section of our website earnings slides, which will accompany our webcast, and other important information, and encourage you to review the information that we make available on our website.

About Korn Ferry

Korn Ferry is a global organizational consulting firm. We help companies design their organization – the structure, the roles and responsibilities, as well as how they compensate, develop and motivate their people. As importantly, we help organizations select and hire the talent they need to execute their strategy. Our approximately 7,000 colleagues serve clients in more than 50 countries. Visit kornferry.com for more information.

Forward-Looking Statements

Statements in this press release and our conference call that relate to future results and events ("forward-looking statements") are based on Korn Ferry's current expectations. These statements, which include words such as "believes", "expects" or "likely", include references to our outlook. Readers are cautioned not to place undue reliance on such statements. Actual results in future periods may differ materially from those currently expected or desired because of a number of risks and uncertainties that are beyond the control of Korn Ferry. The potential risks and uncertainties include those relating to competition, changes in demand for our services as a result of automation, the dependence on attracting and retaining qualified and experienced consultants, maintain relationships with customers and suppliers and retain key employees, maintaining our brand name and professional reputation, potential legal liability and regulatory developments, the portability of client relationships, global and local political or economic developments in or affecting countries where we have operations, currency fluctuations in our international operations, risks related to growth, alignment of our cost structure, restrictions imposed by off-limits agreements, reliance on information processing systems, cyber security vulnerabilities, changes to data security, data privacy and data protection laws, limited protection of our intellectual property, our ability to enhance and develop new technology, our ability to develop new products and services, the utilization and billing rates of our consultants, our ability to successfully recover from a disaster or other business continuity problems, changes in our accounting estimates/assumptions, tax accounting effects of the Tax Act, impairment of goodwill and other intangible assets, deferred tax assets that we may not be able to use, seasonality, risks related to the integration of recently acquired businesses and employment liability risk. For a detailed description of risks and uncertainties that could cause differences, please refer to Korn Ferry's periodic filings with the Securities and Exchange Commission. Korn Ferry disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Use of Non-GAAP Financial Measures

This press release contains financial information calculated other than in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). In particular, it includes:

  • adjusted net income attributable to Korn/Ferry International, adjusted to exclude the tax impact associated with the Tax Act, restructuring (recoveries) charges, net, integration/acquisition costs and write-off of debt issuance costs and to include the deferred revenue adjustment related to the Legacy Hay acquisition, net of income tax effect;
  • adjusted basic and diluted earnings per share, adjusted to exclude the tax impact associated with the Tax Act, restructuring (recoveries) charges, net, integration/acquisition costs and write-off of debt issuance costs and to include the deferred revenue adjustment related to the Legacy Hay acquisition, net of income tax effect; and in the case of the outlook section, also adjusted for tax rate impact;
  • constant currency (calculated using a quarterly average) amounts that represent the outcome that would have resulted had exchange rates in the reported period been the same as those in effect in the comparable prior year period;
  • EBITDA, or earnings before interest, taxes, depreciation and amortization and EBITDA margin;
  • Adjusted EBITDA, which is EBITDA further adjusted to exclude restructuring (recoveries) charges, net and integration/acquisition costs and to include the deferred revenue adjustment related to the Legacy Hay acquisition and Adjusted EBITDA margin; and
  • adjusted fee revenue, which includes revenue that Hay Group would have realized over the ensuing year after acquisition if not for business combination accounting that requires a company to record the acquisition balance sheet at fair value and write-off deferred revenue where no future services are required to be performed to earn that revenue.

This non-GAAP disclosure has limitations as an analytical tool, should not be viewed as a substitute for financial information determined in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of the Company's results as reported under GAAP, nor is it necessarily comparable to non-GAAP performance measures that may be presented by other companies.

Management believes the presentation of non-GAAP financial measures in this press release provides meaningful supplemental information regarding Korn Ferry's performance by excluding certain charges and other items that may not be indicative of Korn Ferry's ongoing operating results. These non-GAAP financial measures are performance measures and are not indicative of the liquidity of Korn Ferry. These charges represent 1) the tax impact associated with the Tax Act, 2) costs we incurred to acquire and integrate the Legacy Hay acquisition, 3) charges we incurred to restructure the combined company due to the acquisition of Legacy Hay, 4) debt issuance costs written-off upon replacement of our credit facility and 5) revenue that Hay Group would have realized if not for business combination accounting that requires a company to record the acquisition balance sheet at fair value and write-off deferred revenue where no future services are required to be performed to earn that revenue. As such, reported fee revenue can make fee revenue and operating results appear to fluctuate more than they would if business combination accounting did not require deferred revenue to be written off. Adjusted fee revenue is not a measure that substitutes an individually tailored revenue recognition or measurement method for those of GAAP, rather, it is an adjustment for a short period of time that will provide better comparability in the current and future periods. Management believes the presentation of adjusted fee revenue assists management in its evaluation of ongoing operations and provides useful information to investors because it allows investors to make more meaningful period-to-period comparisons of the Company's operating results, to better identify operating trends that may otherwise be distorted by write-offs required under business combination accounting and to perform related trend analysis, and provides a higher degree of transparency of information used by management in its evaluation of Korn Ferry's ongoing operations and financial and operational decision-making. Management no longer has adjusted fee revenue after Q1 FY'17. The use of non-GAAP financial measures facilitates comparisons to Korn Ferry's historical performance. Korn Ferry includes non-GAAP financial measures because management believes they are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its evaluation of Korn Ferry's ongoing operations and financial and operational decision-making. Management further believes that EBITDA is useful to investors because it is frequently used by investors and other interested parties to measure operating performance among companies with different capital structures, effective tax rates and tax attributes and capitalized asset values, all of which can vary substantially from company to company. In the case of constant currency amounts, management believes the presentation of such information provides useful supplemental information regarding Korn Ferry's performance as excluding the impact of exchange rate changes on Korn Ferry's financial performance allows investors to make more meaningful period-to-period comparisons of the Company's operating results, to better identify operating trends that may otherwise be masked or distorted by exchange rate changes and to perform related trend analysis, and provides a higher degree of transparency of information used by management in its evaluation of Korn Ferry's ongoing operations and financial and operational decision-making.

[Tables attached]

KORN FERRY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share amounts)

(unaudited)

Three Months Ended

Nine Months Ended

January 31

January 31

2018

2017

2018

2017

(unaudited)

Fee revenue

$ 447,581

$ 381,918

$ 1,291,853

$ 1,159,456

Reimbursed out-of-pocket engagement expenses

13,189

12,277

39,302

42,626

Total revenue

460,770

394,195

1,331,155

1,202,082

Compensation and benefits

310,751

262,438

885,748

796,014

General and administrative expenses

58,516

56,818

175,380

166,294

Reimbursed expenses

13,189

12,277

39,302

42,626

Cost of services

17,467

16,545

53,163

52,251

Depreciation and amortization

12,225

11,774

36,881

34,970

Restructuring charges, net

-

3,801

78

28,321

Total operating expenses

412,148

363,653

1,190,552

1,120,476

Operating income

48,622

30,542

140,603

81,606

Other income, net

7,689

4,200

14,847

7,580

Interest expense, net

(2,665)

(2,402)

(7,904)

(8,199)

Income before provision for income taxes and equity in earnings of unconsolidated subsidiaries

53,646

32,340

147,546

80,987

Equity in earnings of unconsolidated subsidiaries

97

113

187

221

Income tax provision

26,316

8,075

54,145

21,706

Net income

27,427

24,378

93,588

59,502

Net income attributable to noncontrolling interest

(180)

(481)

(969)

(2,245)

Net income attributable to Korn/Ferry International

$ 27,247

$ 23,897

$ 92,619

$ 57,257

Earnings per common share attributable to Korn/Ferry International:

Basic

$ 0.49

$ 0.42

$ 1.65

$ 1.01

Diluted

$ 0.48

$ 0.42

$ 1.63

$ 1.00

Weighted-average common shares outstanding:

Basic

55,252

56,173

55,479

56,325

Diluted

55,997

56,702

56,236

56,917

Cash dividends declared per share:

$ 0.10

$ 0.10

$ 0.30

$ 0.30

KORN FERRY AND SUBSIDIARIES

FINANCIAL SUMMARY BY SEGMENT

(in thousands)

(unaudited)

Three Months Ended January 31,

Nine Months Ended January 31,

2018

2017

% Change

2018

2017

% Change

Fee Revenue:

Executive search:

North America

$ 102,716

$ 84,827

21.1%

$ 296,093

$ 259,361

14.2%

EMEA

46,782

39,147

19.5%

128,249

109,296

17.3%

Asia Pacific

24,493

21,012

16.6%

71,983

60,108

19.8%

Latin America

6,425

7,835

(18.0%)

22,048

26,645

(17.3%)

Total executive search

180,416

152,821

18.1%

518,373

455,410

13.8%

Hay Group

198,056

175,662

12.7%

577,462

539,086

7.1%

Futurestep

69,109

53,435

29.3%

196,018

164,960

18.8%

Total fee revenue

447,581

381,918

17.2%

1,291,853

1,159,456

11.4%

Reimbursed out-of-pocket engagement expenses

13,189

12,277

7.4%

39,302

42,626

(7.8%)

Total revenue

$ 460,770

$ 394,195

16.9%

$ 1,331,155

$ 1,202,082

10.7%

Operating Income (Loss):

Margin

Margin

Margin

Margin

Executive search:

North America

$ 21,313

20.7%

$ 17,718

20.9%

$ 66,253

22.4%

$ 60,458

23.3%

EMEA

7,329

15.7%

8,175

20.9%

20,349

15.9%

21,049

19.3%

Asia Pacific

5,289

21.6%

2,086

9.9%

12,811

17.8%

6,216

10.3%

Latin America

408

6.4%

1,352

17.3%

2,961

13.4%

5,966

22.4%

Total executive search

34,339

19.0%

29,331

19.2%

102,374

19.7%

93,689

20.6%

Hay Group

27,079

13.7%

15,988

9.1%

72,532

12.6%

31,188

5.8%

Futurestep

10,056

14.6%

6,549

12.3%

27,702

14.1%

21,849

13.2%

Corporate

(22,852)

(21,326)

(62,005)

(65,120)

Total operating income

$ 48,622

10.9%

$ 30,542

8.0%

$ 140,603

10.9%

$ 81,606

7.0%

KORN FERRY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except per share amounts)

January 31

April 30,

2018

2017

ASSETS

(unaudited)

Cash and cash equivalents

$ 389,990

$ 410,882

Marketable securities

14,807

4,363

Receivables due from clients, net of allowance for doubtful accounts of $17,990 and $15,455 at January 31, 2018 and April 30, 2017, respectively

397,845

345,314

Income taxes and other receivables

25,985

31,573

Prepaid expenses and other assets

63,409

51,542

Total current assets

892,036

843,674

Marketable securities, non-current

124,196

115,574

Property and equipment, net

116,767

109,567

Cash surrender value of company owned life insurance policies, net of loans

118,248

113,067

Deferred income taxes

23,222

20,175

Goodwill

586,561

576,865

Intangible assets, net

206,733

217,319

Investments and other assets

98,769

66,657

Total assets

$ 2,166,532

$ 2,062,898

LIABILITIES AND STOCKHOLDERS' EQUITY

Accounts payable

$ 28,359

$ 37,481

Income taxes payable

17,128

4,526

Compensation and benefits payable

234,411

248,354

Term loan

23,192

19,754

Other accrued liabilities

163,784

148,464

Total current liabilities

466,874

458,579

Deferred compensation and other retirement plans

233,595

219,905

Term loan, non-current

217,969

236,222

Deferred tax liabilities

7,619

7,014

Other liabilities

59,581

54,130

Total liabilities

985,638

975,850

Stockholders' equity

Common stock: $0.01 par value, 150,000 shares authorized, 71,606 and 70,811 shares issued and 56,518 and 56,938 shares outstanding at January 31, 2018 and April 30, 2017, respectively

679,277

692,527

Retained earnings

537,353

461,976

Accumulated other comprehensive loss, net

(38,671)

(71,064)

Total Korn/Ferry International stockholders' equity

1,177,959

1,083,439

Noncontrolling interest

2,935

3,609

Total stockholders' equity

1,180,894

1,087,048

Total liabilities and stockholders' equity

$ 2,166,532

$ 2,062,898

KORN FERRY AND SUBSIDIARIES

RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

(in thousands, except per share amounts)

Three Months Ended

Nine Months Ended

January 31

January 31

2018

2017

2018

2017

(unaudited)

Fee revenue

$ 447,581

$ 381,918

$ 1,291,853

$ 1,159,456

Deferred revenue adjustment due to acquisition (1)

-

-

-

3,535

Adjusted fee revenue

$ 447,581

$ 381,918

$ 1,291,853

$ 1,162,991

Operating income

$ 48,622

$ 30,542

$ 140,603

$ 81,606

Depreciation and amortization

12,225

11,774

36,881

34,970

Other income, net

7,689

4,200

14,847

7,580

Equity in earnings of unconsolidated subsidiaries, net

97

113

187

221

EBITDA

68,633

46,629

192,518

124,377

Deferred revenue adjustment due to acquisition (1)

-

-

-

3,535

Restructuring charges, net (2)

-

3,801

78

28,321

Integration/acquisition costs (3)

1,673

4,830

6,654

18,677

Adjusted EBITDA

$ 70,306

$ 55,260

$ 199,250

$ 174,910

Operating margin

10.9%

8.0%

10.9%

7.0%

Depreciation and amortization

2.7%

3.1%

2.9%

3.0%

Other income, net

1.7%

1.1%

1.1%

0.7%

Equity in earnings of unconsolidated subsidiaries, net

-

-

-

-

EBITDA margin

15.3%

12.2%

14.9%

10.7%

Deferred revenue adjustment due to acquisition (1)

-

-

-

0.3%

Restructuring charges, net (2)

-

1.0%

-

2.4%

Integration/acquisition costs (3)

0.4%

1.3%

0.5%

1.6%

Adjusted EBITDA margin

15.7%

14.5%

15.4%

15.0%

Net income attributable to Korn/Ferry International

$ 27,247

$ 23,897

$ 92,619

$ 57,257

Deferred revenue adjustment due to acquisition (1)

-

-

-

3,535

Restructuring charges, net (2)

-

3,801

78

28,321

Integration/acquisition costs (3)

1,673

4,830

6,654

18,677

Write-off of debt issuance costs (4)

-

-

-

954

Tax effect on the above items (5)

(368)

(2,440)

(1,773)

(15,074)

Tax effect of Tax Act (6)

11,345

-

11,345

-

Adjusted net income attributable to Korn/Ferry International

$ 39,897

$ 30,088

$ 108,923

$ 93,670

Basic earnings per common share

$ 0.49

$ 0.42

$ 1.65

$ 1.01

Deferred revenue adjustment due to acquisition (1)

-

-

-

0.06

Restructuring charges, net (2)

-

0.07

-

0.50

Integration/acquisition costs (3)

0.03

0.08

0.12

0.33

Write-off of debt issuance costs (4)

-

-

-

0.02

Tax effect on the above items (5)

(0.01)

(0.04)

(0.03)

(0.27)

Tax effect of Tax Act (6)

0.20

-

0.20

-

Adjusted basic earnings per share

$ 0.71

$ 0.53

$ 1.94

$ 1.65

Diluted earnings per common share

$ 0.48

$ 0.42

$ 1.63

$ 1.00

Deferred revenue adjustment due to acquisition (1)

-

-

-

0.06

Restructuring charges, net (2)

-

0.07

-

0.49

Integration/acquisition costs (3)

0.03

0.08

0.12

0.33

Write-off of debt issuance costs (4)

-

-

-

0.02

Tax effect on the above items (5)

(0.01)

(0.04)

(0.03)

(0.27)

Tax effect of Tax Act (6)

0.20

-

0.20

-

Adjusted diluted earnings per share

$ 0.70

$ 0.53

$ 1.92

$ 1.63

Explanation of Non-GAAP Adjustments

(1)

This represents the deferred revenue recorded on the opening balance sheet of Hay Group, required by fair value accounting.

The adjustment is included in the Hay Group segment for the nine months ended January 31, 2017. Management no longer has adjusted fee revenue after Q1 FY'17.

(2)

Restructuring plan implemented in order to rationalize our cost structure by eliminating redundant positions and consolidating office space due to the acquisition of Legacy Hay on December 1, 2015.

(3)

Costs associated with completing the acquisition of Legacy Hay, such as legal and professional fees, and the on-going integration expenses to combine the companies.

(4)

Write-off of debt issuance costs as a result of replacing our prior Credit Agreement with a new senior secured Credit Agreement.

(5)

Tax effect on deferred revenue adjustment associated with the acquisition of Legacy Hay, restructuring charges, net, integration/acquisition costs and write-off of debt issuance cost.

(6)

The tax impact due to the Tax Act.

KORN FERRY AND SUBSIDIARIES

RECONCILIATION OF NET INCOME AND OPERATING INCOME (GAAP) TO

EBITDA AND ADJUSTED EBITDA (NON-GAAP)

(in thousands)

(unaudited)

Three Months Ended January 31, 2018

Executive Search

NorthAmerica

EMEA

Asia Pacific

LatinAmerica

Subtotal

Hay Group

Futurestep

Corporate

Consolidated

Fee revenue

$ 102,716

$ 46,782

$ 24,493

$ 6,425

$ 180,416

$ 198,056

$ 69,109

$ -

$ 447,581

Total revenue

$ 106,332

$ 47,763

$ 24,942

$ 6,456

$ 185,493

$ 201,961

$ 73,316

$ -

$ 460,770

Net income attributable to Korn/Ferry

International

$ 27,247

Net income attributable to noncontrolling interest

180

Other income, net

(7,689)

Interest expense, net

2,665

Equity in earnings of unconsolidated subsidiaries, net

(97)

Income tax provision

26,316

Operating income (loss)

$ 21,313

$ 7,329

$ 5,289

$ 408

$ 34,339

$ 27,079

$ 10,056

$ (22,852)

48,622

Depreciation and amortization

990

458

361

113

1,922

7,882

733

1,688

12,225

Other income, net

585

37

185

40

847

370

2

6,470

7,689

Equity in earnings of unconsolidated subsidiaries, net

97

-

-

-

97

-

-

-

97

EBITDA

22,985

7,824

5,835

561

37,205

35,331

10,791

(14,694)

68,633

EBITDA margin

22.4%

16.7%

23.8%

8.7%

20.6%

17.8%

15.6%

15.3%

Integration/acquisition costs

-

-

-

-

-

1,593

-

80

1,673

Adjusted EBITDA

$ 22,985

$ 7,824

$ 5,835

$ 561

$ 37,205

$ 36,924

$ 10,791

$ (14,614)

$ 70,306

Adjusted EBITDA margin

22.4%

16.7%

23.8%

8.7%

20.6%

18.6%

15.6%

15.7%

Three Months Ended January 31, 2017

Executive Search

NorthAmerica

EMEA

Asia Pacific

LatinAmerica

Subtotal

Hay Group

Futurestep

Corporate

Consolidated

Fee revenue

$ 84,827

$ 39,147

$ 21,012

$ 7,835

$ 152,821

$ 175,662

$ 53,435

$ -

$ 381,918

Total revenue

$ 87,975

$ 39,965

$ 21,336

$ 7,856

$ 157,132

$ 178,962

$ 58,101

$ -

$ 394,195

Net income attributable to Korn/Ferry International

$ 23,897

Net income attributable to noncontrolling interest

481

Other income, net

(4,200)

Interest expense, net

2,402

Equity in earnings of unconsolidated subsidiaries, net

(113)

Income tax provision

8,075

Operating income (loss)

$ 17,718

$ 8,175

$ 2,086

$ 1,352

$ 29,331

$ 15,988

$ 6,549

$ (21,326)

30,542

Depreciation and amortization

996

226

268

(21)

1,469

8,061

789

1,455

11,774

Other income (loss), net

316

19

60

61

456

122

(2)

3,624

4,200

Equity in earnings of unconsolidated subsidiaries, net

113

-

-

-

113

-

-

-

113

EBITDA

19,143

8,420

2,414

1,392

31,369

24,171

7,336

(16,247)

46,629

EBITDA margin

22.6%

21.5%

11.5%

17.8%

20.5%

13.8%

13.7%

12.2%

Restructuring charges, net

-

-

893

309

1,202

2,519

80

-

3,801

Integration/acquisition costs

-

-

-

-

-

3,364

-

1,466

4,830

Adjusted EBITDA

$ 19,143

$ 8,420

$ 3,307

$ 1,701

$ 32,571

$ 30,054

$ 7,416

$ (14,781)

$ 55,260

Adjusted EBITDA margin

22.6%

21.5%

15.7%

21.7%

21.3%

17.1%

13.9%

14.5%

KORN FERRY AND SUBSIDIARIES

RECONCILIATION OF NET INCOME AND OPERATING INCOME (GAAP) TO

EBITDA AND ADJUSTED EBITDA (NON-GAAP)

(in thousands)

(unaudited)

Nine Months Ended January 31, 2018

Executive Search

NorthAmerica

EMEA

Asia Pacific

LatinAmerica

Subtotal

Hay Group

Futurestep

Corporate

Consolidated

Fee revenue

$ 296,093

$ 128,249

$ 71,983

$ 22,048

$ 518,373

$ 577,462

$ 196,018

$ -

$ 1,291,853

Total revenue

$ 305,866

$ 130,894

$ 73,009

$ 22,114

$ 531,883

$ 589,093

$ 210,179

$ -

$ 1,331,155

Net income attributable to Korn/Ferry International

$ 92,619

Net income attributable to noncontrolling interest

969

Other income, net

(14,847)

Interest expense, net

7,904

Equity in earnings of unconsolidated subsidiaries, net

(187)

Income tax provision

54,145

Operating income (loss)

$ 66,253

$ 20,349

$ 12,811

$ 2,961

$ 102,374

$ 72,532

$ 27,702

$ (62,005)

140,603

Depreciation and amortization

2,923

1,345

1,052

331

5,651

24,110

2,313

4,807

36,881

Other income, net

1,157

136

384

99

1,776

459

10

12,602

14,847

Equity in earnings of unconsolidated subsidiaries, net

187

-

-

-

187

-

-

-

187

EBITDA

70,520

21,830

14,247

3,391

109,988

97,101

30,025

(44,596)

192,518

EBITDA margin

23.8%

17.0%

19.8%

15.4%

21.2%

16.8%

15.3%

14.9%

Restructuring charges (recoveries), net

-

-

313

-

313

(241)

6

-

78

Integration/acquisition costs

-

-

-

-

-

6,455

-

199

6,654

Adjusted EBITDA

$ 70,520

$ 21,830

$ 14,560

$ 3,391

$ 110,301

$ 103,315

$ 30,031

$ (44,397)

$ 199,250

Adjusted EBITDA margin

23.8%

17.0%

20.2%

15.4%

21.3%

17.9%

15.3%

15.4%

Nine Months Ended January 31, 2017

Executive Search

NorthAmerica

EMEA

Asia Pacific

LatinAmerica

Subtotal

Hay Group

Futurestep

Corporate

Consolidated

Fee revenue

$ 259,361

$ 109,296

$ 60,108

$ 26,645

$ 455,410

$ 539,086

$ 164,960

$ -

$ 1,159,456

Deferred revenue adjustment due to acquisition

-

-

-

-

-

3,535

-

-

3,535

Adjusted fee revenue

$ 259,361

$ 109,296

$ 60,108

$ 26,645

$ 455,410

$ 542,621

$ 164,960

$ -

$ 1,162,991

Total revenue

$ 269,302

$ 111,721

$ 61,445

$ 26,766

$ 469,234

$ 552,822

$ 180,026

$ -

$ 1,202,082

Net income attributable to Korn/Ferry International

$ 57,257

Net income attributable to noncontrolling interest

2,245

Other income, net

(7,580)

Interest expense, net

8,199

Equity in earnings of unconsolidated subsidiaries, net

(221)

Income tax provision

21,706

Operating income (loss)

$ 60,458

$ 21,049

$ 6,216

$ 5,966

$ 93,689

$ 31,188

$ 21,849

$ (65,120)

81,606

Depreciation and amortization

2,816

666

757

267

4,506

24,102

2,081

4,281

34,970

Other income (loss), net

512

(37)

171

158

804

346

(4)

6,434

7,580

Equity in earnings of unconsolidated subsidiaries, net

221

-

-

-

221

-

-

-

221

EBITDA

64,007

21,678

7,144

6,391

99,220

55,636

23,926

(54,405)

124,377

EBITDA margin

24.7%

19.8%

11.9%

24.0%

21.8%

10.3%

14.5%

10.7%

Restructuring charges, net

1,706

128

1,515

669

4,018

24,007

80

216

28,321

Integration/acquisition costs

-

-

-

-

-

11,993

-

6,684

18,677

Deferred revenue adjustment due to acquisition

-

-

-

-

-

3,535

-

-

3,535

Adjusted EBITDA

$ 65,713

$ 21,806

$ 8,659

$ 7,060

$ 103,238

$ 95,171

$ 24,006

$ (47,505)

$ 174,910

Adjusted EBITDA margin

25.3%

20.0%

14.4%

26.5%

22.7%

17.5%

14.6%

15.0%

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SOURCE Korn Ferry

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