Huron Consulting Group Inc. Form 8-K Dated February 22, 2007


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

February 22, 2007
Date of Report (Date of earliest event reported)
_____________________

Huron Consulting Group Inc.
(Exact name of registrant as specified in its charter)


Delaware
000-50976
01-0666114
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation or organization)
File Number)
Identification Number)


550 West Van Buren Street
Chicago, Illinois
60607
(Address of principal executive offices)
(Zip Code)

(312) 583-8700
(Registrant’s telephone number, including area code)
_____________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

Item 2.02. Results of Operations and Financial Condition.

On February 22, 2007, Huron Consulting Group Inc. issued a press release announcing its financial results for the quarter and year ended December 31, 2006. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated in this report as if fully set forth herein.


Item 9.01. Financial Statements and Exhibits.

 
(d)
Exhibits
     
 
99.1
Press release, dated February 22, 2007
 
 
- 1 -

 
SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


     
Huron Consulting Group Inc.
     
(Registrant)
       
       
Date:
February 22, 2007
 
/s/ Gary L. Burge
     
Gary L. Burge
     
Vice President,
     
Chief Financial Officer and Treasurer
 
 
- 2 -

EXHIBIT INDEX
     
Exhibit
Number
 
Description
 
99.1
 
 
 
Press release, dated February 22, 2007
 
 

 
 
Exhibit 99.1 - Huron Consulting Group Inc. Press Release Dated February 22, 2007
Exhibit 99.1
 
[Huron Consulting Group Logo]
News
 
FOR IMMEDIATE RELEASE 
February 22, 2007

Huron Consulting Group Reports
Fourth Quarter and Full Year 2006 Financial Results
 
·  
Revenues of $83.4 million for Q4 2006 increased 50.0% from $55.6 million in Q4 2005.
·  
Full year 2006 revenues of $288.6 million increased 39.3% from full year 2005 revenues of $207.2 million.
·  
Diluted earnings per share for Q4 2006 was $0.46 compared to $0.27 in Q4 2005.
·  
Diluted earnings per share for the full year 2006 was $1.54 compared to $1.05 for the full year 2005.
·  
Revenue-generating professional headcount increased 33.2% to 842 at the end of 2006 compared to 632 at the end of 2005.

CHICAGO - February 22, 2007 - Huron Consulting Group Inc. (NASDAQ: HURN), a leading provider of financial and operational consulting services, today announced financial results for the fourth quarter and full year ended December 31, 2006.

“We are pleased by Huron’s strong growth this year and we continue to see increased demand across our service offerings. Our disputes and investigations work remained a driving force in our solid results during each quarter of 2006. Once again, we were able to attract and retain top talent focused on superior client service. We were particularly excited about the early success in cross-selling new product offerings from our acquisitions in the legal channel, which proved to be of interest to our general counsel and law firm clients during the fourth quarter of 2006,” said Gary E. Holdren, chairman and chief executive officer, Huron Consulting Group.

“We remain very optimistic and excited about the marketplace demand entering the new year. We are looking forward to the contribution of the talented professionals who recently joined us through the January acquisitions of Wellspring Partners LTD and Glass & Associates, Inc. They are a good fit for our business. Huron is well-positioned for 2007 and longer-term growth,” added Holdren.

Fourth Quarter 2006 Results
Revenues of $83.4 million for the fourth quarter of 2006 increased 50.0% from $55.6 million for the fourth quarter of 2005. The Company’s fourth quarter 2006 operating income increased 80.4% to $14.4 million compared to $8.0 million in the fourth quarter of 2005. Net income was $8.0 million, or $0.46 per diluted share, for the fourth quarter of 2006 compared to $4.5 million, or $0.27 per diluted share, for the comparable quarter last year.

Fourth quarter 2006 earnings before interest, taxes, depreciation and amortization (“EBITDA”) (4) increased 82.7% to $17.6 million, or 21.1% of revenues, compared to $9.7 million, or 17.4% of revenues, in the comparable quarter last year. Adjusted EBITDA (4), which excludes costs associated with a secondary offering of the Company’s common stock and share-based compensation expense, increased 73.2% to $20.2 million in the fourth quarter of 2006, or 24.3% of revenues, compared to $11.7 million, or 21.0% of revenues, in the comparable quarter last year.
 
Headcount of revenue-generating professionals increased 33.2% to 842 at December 31, 2006 compared to 632 at December 31, 2005. Billable consultant utilization rate was 77.9% during the fourth quarter of 2006 compared with 77.4% during the same period last year. Average billing rate per hour increased 4.8% to $261 for the fourth quarter of 2006 from $249 for the fourth quarter of 2005.

Fourth Quarter 2006 Segment Performance
Huron continues to demonstrate the success of its broad portfolio of service offerings with solid revenue growth based upon strong market demand.

Revenues for the Financial Consulting segment were $37.3 million for the fourth quarter of 2006, increasing 22.3% from $30.5 million in the fourth quarter of 2005. Segment operating income increased 63.4% to $17.7 million from $10.8 million in the same quarter a year ago. As of the end of the quarter, the Financial Consulting segment had 344 revenue-generating professionals, up 12.4% from a year ago. Billable consultant utilization rate for the quarter was 83.2% compared to 81.4% a year ago. Average billing rate per hour for the segment was $282 for the fourth quarter of 2006, compared to $270 the same period a year ago.

Revenues for the Operational Consulting segment were $46.2 million for the fourth quarter of 2006, increasing 83.6% from $25.2 million in the fourth quarter of 2005. Segment operating income increased 58.8% to $14.6 million from $9.2 million during the same period a year ago. As of the end of the quarter, the Operational Consulting segment had 498 revenue-generating professionals, up 52.8% from a year ago. Billable consultant utilization rate for the quarter was 73.9% compared to 73.8% in the fourth quarter of 2005. Average billing rate per hour for the segment was $242 for the fourth quarter of 2006 compared to $226 in the same period a year ago.

Full Year 2006 Results
Revenues of $288.6 million for the full year ended December 31, 2006 increased 39.3% from $207.2 for the full year ended December 31, 2005. The Company's operating income increased 50.4% to $47.5 million for the full year ended December 31, 2006 compared to $31.6 million for the same period last year. Net income was $26.7 million, or $1.54 per diluted share, for the full year ended December 31, 2006 compared to $17.8 million, or $1.05 per diluted share, for the comparable period last year.

Year-to-date 2006 earnings before interest, taxes, depreciation and amortization (“EBITDA”) (4) increased 54.3% to $58.9 million, or 20.4% of revenues, compared to $38.2 million, or 18.4% of revenues, in the comparable period last year. Adjusted EBITDA (4), which excludes costs associated with a secondary offering of the Company’s common stock and share-based compensation expense, increased 52.0% to $69.3 million for the full year 2006, or 24.0% of revenues, compared to $45.6 million, or 22.0% of revenues, in the same period last year.

Huron’s billable consultant utilization rate was 77.8% during the full year 2006 up from 76.5% during the same period last year. Average billing rate per hour increased 4.4% to $260 for the full year 2006 up from $249 in the same period of 2005.

Full Year 2006 Segment Performance
Revenues for the Financial Consulting segment were $138.5 million for the full year ended December 31, 2006, increasing 17.2% from $118.2 million last year. Segment operating income increased 24.3% to $58.0 million from $46.7 million a year ago. Billable consultant utilization for the full year 2006 was 80.5% compared to 79.9% a year ago. Average billing rate per hour for the segment was $282 for the full year 2006, compared to $275 in the same period a year ago.

Revenues for the Operational Consulting segment were $150.0 million for the full year ended December 31, 2006, increasing 68.5% from $89.0 million last year. Segment operating income increased 64.1% to $52.0 million from $31.7 million a year ago. Billable consultant utilization rate for the full year 2006 was 75.6% up from 73.1% for the full year 2005. Average billing rate per hour for the segment increased 8.1% to $240 for the full year 2006 from $222 in 2005.

Acquisitions of Wellspring Partners LTD and Glass & Associates, Inc.
In January 2007, Huron acquired Wellspring Partners LTD, a leading management consulting firm specializing in integrated performance improvement services for hospitals and health systems, and Glass & Associates, Inc., a leading turnaround and restructuring firm.

New Operating Segments for 2007
In response to Huron’s continued growth and acquisitions of complementary businesses, the Company has reorganized its practice areas and service lines to better meet market demand and serve clients. Under the new organizational structure, Huron will have four operating segments as follows: Legal Financial Consulting; Legal Operational Consulting; Health and Education Consulting; and Corporate Consulting. Effective January 1, 2007, the Company will begin reporting financial results under the new operating segments.

Outlook for 2007
Based on currently available information, the Company expects Q1 2007 revenues before reimbursable expenses in a range of $111 million to $115 million, EBITDA in a range of $23 million to $25 million, operating income in a range of $16 million to $18 million, and between $0.49 and $0.53 in diluted earnings per share.

The Company anticipates full year 2007 revenues before reimbursable expenses in a range of $470 million to $485 million, EBITDA in a range of $97 million to $102 million, operating income in a range of $73 million to $78 million, and between $2.10 and $2.25 in diluted earnings per share.

Share-based compensation expense of approximately $4 million and $19 million is included in the Q1 2007 and full year 2007 estimates, respectively. Weighted average diluted share counts for 2007 are estimated to be 17.8 million for Q1 2007 and 18.1 million for full year 2007.
 
Fourth Quarter and Full Year 2006 Webcast
The Company will host a webcast to discuss its financial results today at 11:00 a.m. Eastern Time (10:00 a.m. Central Time). The webcast may be accessed at www.huronconsultinggroup.com. A rebroadcast will be available approximately two hours after the end of the webcast and for 90 days thereafter.

About Huron Consulting Group
Huron Consulting Group helps clients effectively address complex challenges that arise in litigation, disputes, investigations, regulatory compliance, procurement, financial distress, and other sources of significant conflict or change. The Company also helps clients deliver superior customer and capital market performance through integrated strategic, operational, and organizational change. Huron provides services to a wide variety of both financially sound and distressed organizations, including Fortune 500 companies, medium-sized businesses, leading academic institutions, healthcare organizations, and the law firms that represent these various organizations. Learn more at www.huronconsultinggroup.com.
 
Statements in this press release, which are not historical in nature and concern Huron Consulting Group’s current expectations about the company’s reported results for 2006 and future results in 2007 are "forward-looking" statements as defined in Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking statements are identified by words such as “may,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” or “continue.” These forward-looking statements reflect our current expectation about our future results, performance or achievements, including without limitation, that our business continues to grow at the current expectations with respect to, among other factors, utilization and billing rates, number of billable consultants, and number of other revenue-generating professionals; that we are able to expand our service offerings; that we successfully integrate the businesses we acquire; and that existing market conditions do not change from current expectations. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Therefore you should not place undue reliance on these forward-looking statements. Please see “Risk Factors” in our Form 10-K and in other documents we file with the Securities and Exchange Commission for a complete description of the material risks we face.

Media Contact:
Jennifer Frost Hennagir
312-880-3260
jfrost-hennagir@huronconsultinggroup.com

Investor Contact:
Gary L. Burge, Chief Financial Officer
312-583-8722
garyburge@huronconsultinggroup.com
###

HURON CONSULTING GROUP INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share amounts)
(Unaudited)

   
Three months ended
December 31,
 
Twelve months ended
December 31,
 
     
2006
   
2005
   
2006
   
2005
 
Revenues and reimbursable expenses:
                         
Revenues 
 
$
83,438
 
$
55,627
 
$
288,588
 
$
207,213
 
Reimbursable expenses 
   
13,279
   
4,848
   
33,330
   
18,749
 
Total revenues and reimbursable expenses
   
96,717
   
60,475
   
321,918
   
225,962
 
Direct costs and reimbursable expenses
(exclusive of depreciation and amortization shown in operating expenses):
                         
Direct costs 
   
47,170
   
32,474
   
163,569
   
117,768
 
Intangible assets amortization 
   
24
   
247
   
2,207
   
1,314
 
Reimbursable expenses 
   
13,266
   
4,917
   
33,506
   
18,982
 
Total direct costs and reimbursable expenses
   
60,460
   
37,638
   
199,282
   
138,064
 
Operating expenses:
                         
Selling, general and administrative 
   
18,648
   
13,432
   
65,926
   
51,035
 
Depreciation and amortization 
   
3,203
   
1,421
   
9,201
   
5,282
 
Total operating expenses
   
21,851
   
14,853
   
75,127
   
56,317
 
Operating income 
   
14,406
   
7,984
   
47,509
   
31,581
 
Other income (expense):
                         
Interest income (expense), net 
   
(338
)
 
159
   
(703
)
 
472
 
Other income (expense) 
   
16
   
(1
)
 
16
   
(37
)
Total other income (expense)
   
(322
)
 
158
   
(687
)
 
435
 
Income before provision for income taxes 
   
14,084
   
8,142
   
46,822
   
32,016
 
Provision for income taxes 
   
6,056
   
3,623
   
20,133
   
14,247
 
Net income 
 
$
8,028
 
$
4,519
 
$
26,689
 
$
17,769
 
                           
Earnings per share:
                         
Basic
 
$
0.48
 
$
0.28
 
$
1.63
 
$
1.13
 
Diluted
 
$
0.46
 
$
0.27
 
$
1.54
 
$
1.05
 
                           
Weighted average shares used in calculating earnings per share:
                         
Basic
   
16,616
   
15,990
   
16,359
   
15,741
 
Diluted
   
17,607
   
17,027
   
17,317
   
16,858
 
                           
 

HURON CONSULTING GROUP INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
(Unaudited)

   
December 31,
2006
 
December 31,
2005
 
Assets
             
Current assets:
             
Cash and cash equivalents
 
$
16,572
 
$
31,820
 
Receivables from clients, net
   
41,848
   
29,164
 
Unbilled services, net 
   
22,627
   
18,187
 
Income tax receivable
   
3,637
   
232
 
Deferred income taxes
   
15,290
   
12,553
 
Other current assets
   
6,435
   
5,799
 
Total current assets
   
106,409
   
97,755
 
Property and equipment, net 
   
27,742
   
13,162
 
Deferred income taxes 
   
5,433
   
2,154
 
Deposits and other assets 
   
2,294
   
1,147
 
Intangible assets, net 
   
4,238
   
844
 
Goodwill 
   
53,328
   
14,637
 
Total assets 
 
$
199,444
 
$
129,699
 
               
Liabilities and stockholders’ equity
             
Current liabilities:
             
Accounts payable
 
$
2,684
 
$
2,671
 
Accrued expenses
   
12,712
   
4,357
 
Accrued payroll and related benefits
   
41,649
   
32,073
 
Income tax payable
   
¾
   
491
 
Deferred revenues
   
4,035
   
4,609
 
Borrowings
   
8,000
   
¾
 
Current portion of notes payable and capital lease obligations
   
1,282
   
1,282
 
Total current liabilities
   
70,362
   
45,483
 
Non-current liabilities:
             
Deferred compensation and other liabilities
   
1,169
   
274
 
Notes payable and capital lease obligations, net of current portion
   
1,000
   
2,127
 
Deferred lease incentives
   
10,333
   
6,283
 
Total non-current liabilities
   
12,502
   
8,684
 
Commitments and contingencies 
   
¾
   
¾
 
Stockholders’ equity
             
Common stock; $0.01 par value; 500,000,000 shares authorized; 18,470,623 and 17,397,312 shares issued at
       December 31, 2006 and 2005, respectively 
   
178
   
174
 
Treasury stock, at cost, 398,783 and 148,933 shares at December 31, 2006 and 2005, respectively 
   
(9,396
)
 
(3,061
)
Additional paid-in capital 
   
79,598
   
58,908
 
Retained earnings 
   
46,200
   
19,511
 
Total stockholders’ equity
   
116,580
   
75,532
 
Total liabilities and stockholders equity 
 
$
199,444
 
$
129,699
 
 

HURON CONSULTING GROUP INC.
SEGMENT OPERATING RESULTS AND OTHER OPERATING DATA
(Unaudited)

   
Three Months Ended
December 31,
 
Twelve Months Ended
December 31,
 
Segment Operating Results (in thousands):
 
2006
 
2005
 
2006
 
2005
 
Revenues and reimbursable expenses:
                         
Financial Consulting 
 
$
37,269
 
$
30,476
 
$
138,543
 
$
118,178
 
Operational Consulting 
   
46,169
   
25,151
   
150,045
   
89,035
 
Total revenues 
   
83,438
   
55,627
   
288,588
   
207,213
 
Total reimbursable expenses 
   
13,279
   
4,848
   
33,330
   
18,749
 
Total revenues and reimbursable expenses 
 
$
96,717
 
$
60,475
 
$
321,918
 
$
225,962
 
                           
Operating income:
                         
Financial Consulting  
 
$
17,700
 
$
10,832
 
$
58,016
 
$
46,676
 
Operational Consulting 
   
14,577
   
9,181
   
51,985
   
31,680
 
Total segment operating income 
 
$
32,277
 
$
20,013
 
$
110,001
 
$
78,356
 
                           
Other Operating Data:
                         
Number of revenue-generating professionals (at period end) (1):
                         
Financial Consulting - Billable Consultants 
   
344
   
306
             
Operational Consulting - Billable Consultants 
   
450
   
326
             
Operational Consulting - Other Professionals 
   
48
   
¾
             
Total 
   
842
   
632
             
 
Average number of revenue-generating professionals (for the period) (1):
                         
Financial Consulting - Billable Consultants 
   
337
   
306
   
316
   
286
 
Operational Consulting - Billable Consultants 
   
440
   
326
   
382
   
278
 
Operational Consulting - Other Professionals 
   
49
   
¾
   
18
   
¾
 
Total
   
826
   
632
   
716
   
564
 
 
Billable consultant utilization rate (2):
                         
Financial Consulting 
   
83.2
%
 
81.4
%
 
80.5
%
 
79.9
%
Operational Consulting 
   
73.9
%
 
73.8
%
 
75.6
%
 
73.1
%
Total
   
77.9
%
 
77.4
%
 
77.8
%
 
76.5
%
 
Average billing rate per hour (3):
                         
Financial Consulting 
 
$
282
 
$
270
 
$
282
 
$
275
 
Operational Consulting 
 
$
242
 
$
226
 
$
240
 
$
222
 
Total
 
$
261
 
$
249
 
$
260
 
$
249
 
 

 
(1)  
Revenue-generating professionals consist of our billable consultants and other professionals. Billable consultants generate revenues primarily based on number of hours worked while our other professionals generate revenues based on number of hours worked and units produced, such as pages reviewed and data processed. Revenue-generating professionals exclude interns and independent contractors.
 
(2)  
We calculate the utilization rate for our billable consultants by dividing the number of hours all our billable consultants worked on client assignments during a period by the total available working hours for all of our billable consultants during the same period, assuming a forty-hour work week, less paid holidays and vacation days.
 
(3)  
For engagements where revenues are based on number of hours worked by our billable consultants, average billing rate per hour is calculated by dividing revenues for a period by the number of hours worked on client assignments during the same period.
 

HURON CONSULTING GROUP INC.
RECONCILIATION OF OPERATING INCOME TO ADJUSTED EARNINGS BEFORE INTEREST,
TAXES, DEPRECIATION AND AMORTIZATION (4)
(in thousands)

   
Three months ended
December 31,
 
Twelve months ended
December 31,
 
   
2006
 
2005
 
2006
 
2005
 
Revenues 
 
$
83,438
 
$
55,627
 
$
288,588
 
$
207,213
 
                           
Operating income 
 
$
14,406
 
$
7,984
 
$
47,509
 
$
31,581
 
Add back:
                         
Depreciation and amortization
   
3,227
   
1,668
   
11,408
   
6,596
 
Earnings before interest, taxes, depreciation and amortization (EBITDA) (4) 
   
17,633
   
9,652
   
58,917
   
38,177
 
Add back:
                         
Share-based compensation
   
2,616
   
1,950
   
9,839
   
6,943
 
Secondary offering costs
   
¾
   
90
   
567
   
474
 
Total adjusted items
   
2,616
   
2,040
   
10,406
   
7,417
 
Adjusted EBITDA (4) 
 
$
20,249
 
$
11,692
 
$
69,323
 
$
45,594
 
Adjusted EBITDA as a percentage of revenues 
   
24.3
%
 
21.0
%
 
24.0
%
 
22.0
%


RECONCILIATION OF NET INCOME TO NET INCOME BEFORE SECONDARY OFFERING COSTS
AND ADJUSTED NET INCOME (4)
(in thousands)

   
Three months ended
December 31,
 
Twelve months ended
December 31,
 
   
2006
 
2005
 
2006
 
2005
 
Net income 
 
$
8,028
 
$
4,519
 
$
26,689
 
$
17,769
 
Diluted earnings per share 
 
$
0.46
 
$
0.27
 
$
1.54
 
$
1.05
 
                           
Add back secondary offering costs, net of tax 
   
¾
   
90
   
567
   
474
 
Net income before secondary offer costs (4) 
 
$
8,028
 
$
4,609
 
$
27,256
   
18,243
 
Diluted earnings per share before secondary offering costs (4) 
 
$
0.46
 
$
0.27
 
$
1.57
 
$
1.08
 
Add back other adjustments:
                         
Write-off of intangible asset (5) 
   
¾
   
¾
   
¾
   
557
 
Amortization of intangible assets 
   
1,030
   
386
   
4,547
   
1,674
 
Share-based compensation 
   
2,616
   
1,950
   
9,839
   
6,943
 
Tax effect 
   
(1,491
)
 
(985
)
 
(5,884
)
 
(3,789
)
Total adjustments, net of tax
   
2,155
   
1,351
   
8,502
   
5,385
 
Adjusted net income (4) 
 
$
10,183
 
$
5,960
 
$
35,758
 
$
23,628
 
Adjusted diluted earnings per share (4) 
 
$
0.58
 
$
0.35
 
$
2.06
 
$
1.40
 
 

 
(4)  
In evaluating the Company’s financial performance, management uses earnings before interest, taxes, depreciation and amortization (“EBITDA”), adjusted EBITDA, net income before secondary offering costs, and adjusted net income, which are non-GAAP measures. Management believes that the use of such measures, as supplements to operating income, net income and other GAAP measures, are useful indicators of the Company’s financial performance and its ability to generate cash flows from operations that are available for taxes and capital expenditures. Additionally, these measures exclude certain items to provide better comparability from period to period. Investors should recognize that these non-GAAP measures might not be comparable to similarly titled measures of other companies. These measures should be considered in addition to, and not as a substitute for or superior to, any measure of performance, cash flows or liquidity prepared in accordance with accounting principles generally accepted in the United States.
   
(5)   During the third quarter of 2005, one of the Company’s clients filed for bankruptcy. The client filed an application with the Bankruptcy Court to authorize the retention of the Company during the bankruptcy process. The Bankruptcy Court approved the Company’s retention. In connection with the retention, the Company wrote-off an intangible asset and recorded a charge of $0.6 million.