Delaware | 000-50976 | 01-0666114 |
(State or other jurisdiction | (Commission | (IRS Employer |
of incorporation) | File Number) | Identification Number) |
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)) | |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). | ||
Emerging growth company | o | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. | o |
Huron Consulting Group Inc. | |||
(Registrant) | |||
Date: | May 1, 2018 | /s/ John D. Kelly | |
John D. Kelly | |||
Executive Vice President, Chief Financial Officer, and Treasurer |
NEWS | MEDIA CONTACT | |
Sarah McHugh | ||
FOR IMMEDIATE RELEASE | 312-880-2624 | |
smchugh@huronconsultinggroup.com | ||
INVESTOR CONTACT | ||
John D. Kelly | ||
312-583-8722 | ||
investor@huronconsultinggroup.com |
• | Revenues increased $4.8 million, or 2.6%, to $193.7 million in Q1 2018 compared to $188.8 million in Q1 2017. |
• | Net loss from continuing operations was $3.2 million in Q1 2018 compared to net income from continuing operations of $5.2 million in Q1 2017. |
• | Adjusted EBITDA(5), a non-GAAP measure, was $13.7 million in Q1 2018 compared to $27.1 million in Q1 2017. |
• | Diluted loss per share from continuing operations was $0.15 in Q1 2018 compared to diluted earnings per share from continuing operations of $0.24 in Q1 2017. |
• | Adjusted diluted earnings per share from continuing operations(5), a non-GAAP measure, was $0.19 in Q1 2018 compared to $0.55 in Q1 2017. |
• | Huron affirms its previous earnings guidance range for full year 2018, including revenue expectations in a range of $720.0 million to $760.0 million. |
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Amortization of intangible assets | $ | 6,303 | $ | 8,652 | |||
Non-cash interest on convertible notes | $ | 2,021 | $ | 1,928 | |||
Other losses | $ | 830 | $ | — | |||
Restructuring charges | $ | 712 | $ | 279 | |||
Tax effect | $ | (2,565 | ) | $ | (4,192 | ) | |
Tax expense related to the enactment of Tax Cuts and Jobs Act of 2017 | $ | 132 | $ | — | |||
Foreign currency transaction losses (gains) | $ | (53 | ) | $ | 17 |
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Revenues and reimbursable expenses: | |||||||
Revenues | $ | 193,679 | $ | 188,849 | |||
Reimbursable expenses | 17,619 | 16,950 | |||||
Total revenues and reimbursable expenses | 211,298 | 205,799 | |||||
Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses): | |||||||
Direct costs | 132,786 | 115,741 | |||||
Amortization of intangible assets and software development costs | 1,218 | 2,986 | |||||
Reimbursable expenses | 17,549 | 16,869 | |||||
Total direct costs and reimbursable expenses | 151,553 | 135,596 | |||||
Operating expenses and other losses: | |||||||
Selling, general and administrative expenses | 47,078 | 46,856 | |||||
Restructuring charges | 712 | 279 | |||||
Other losses | 830 | — | |||||
Depreciation and amortization | 8,803 | 8,919 | |||||
Total operating expenses and other losses | 57,423 | 56,054 | |||||
Operating income | 2,322 | 14,149 | |||||
Other income (expense), net: | |||||||
Interest expense, net of interest income | (4,986 | ) | (4,004 | ) | |||
Other income (expense), net | (145 | ) | 758 | ||||
Total other expense, net | (5,131 | ) | (3,246 | ) | |||
Income (loss) from continuing operations before taxes | (2,809 | ) | 10,903 | ||||
Income tax expense | 413 | 5,748 | |||||
Net income (loss) from continuing operations | (3,222 | ) | 5,155 | ||||
Income (loss) from discontinued operations, net of tax | (42 | ) | 143 | ||||
Net income (loss) | $ | (3,264 | ) | $ | 5,298 | ||
Net earnings (loss) per basic share: | |||||||
Net income (loss) from continuing operations | $ | (0.15 | ) | $ | 0.24 | ||
Income (loss) from discontinued operations, net of tax | — | 0.01 | |||||
Net income (loss) | $ | (0.15 | ) | $ | 0.25 | ||
Net earnings (loss) per diluted share: | |||||||
Net income (loss) from continuing operations | $ | (0.15 | ) | $ | 0.24 | ||
Income (loss) from discontinued operations, net of tax | — | 0.01 | |||||
Net income (loss) | $ | (0.15 | ) | $ | 0.25 | ||
Weighted average shares used in calculating earnings per share: | |||||||
Basic | 21,592 | 21,239 | |||||
Diluted | 21,592 | 21,474 | |||||
Comprehensive income (loss): | |||||||
Net income (loss) | $ | (3,264 | ) | $ | 5,298 | ||
Foreign currency translation adjustments, net of tax | 34 | 424 | |||||
Unrealized gain on investment, net of tax | 2,166 | 1,777 | |||||
Unrealized gain on cash flow hedging instruments, net of tax | 432 | 45 | |||||
Other comprehensive income | 2,632 | 2,246 | |||||
Comprehensive income (loss) | $ | (632 | ) | $ | 7,544 |
March 31, 2018 | December 31, 2017 | ||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 6,436 | $ | 16,909 | |||
Receivables from clients, net | 106,046 | 101,778 | |||||
Unbilled services, net | 75,950 | 57,618 | |||||
Income tax receivable | 4,073 | 4,039 | |||||
Prepaid expenses and other current assets | 13,633 | 10,951 | |||||
Total current assets | 206,138 | 191,295 | |||||
Property and equipment, net | 43,835 | 45,541 | |||||
Deferred income taxes, net | 15,134 | 16,752 | |||||
Long-term investment | 42,831 | 39,904 | |||||
Other non-current assets | 30,445 | 25,375 | |||||
Intangible assets, net | 66,503 | 72,311 | |||||
Goodwill | 646,367 | 645,750 | |||||
Total assets | $ | 1,051,253 | $ | 1,036,928 | |||
Liabilities and stockholders’ equity | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 7,851 | $ | 9,194 | |||
Accrued expenses and other current liabilities | 21,473 | 20,144 | |||||
Accrued payroll and related benefits | 49,292 | 73,698 | |||||
Accrued contingent consideration for business acquisitions | 9,415 | 8,515 | |||||
Deferred revenues | 24,525 | 27,916 | |||||
Total current liabilities | 112,556 | 139,467 | |||||
Non-current liabilities: | |||||||
Deferred compensation and other liabilities | 22,074 | 20,895 | |||||
Accrued contingent consideration for business acquisitions, net of current portion | 14,666 | 14,313 | |||||
Long-term debt, net of current portion | 378,210 | 342,507 | |||||
Deferred lease incentives | 15,137 | 15,333 | |||||
Deferred income taxes, net | 1,140 | 1,097 | |||||
Total non-current liabilities | 431,227 | 394,145 | |||||
Commitments and contingencies | |||||||
Stockholders’ equity | |||||||
Common stock; $0.01 par value; 500,000,000 shares authorized; 24,933,923 and 24,560,468 shares issued at March 31, 2018 and December 31, 2017, respectively | 243 | 241 | |||||
Treasury stock, at cost, 2,519,883 and 2,443,577 shares at March 31, 2018 and December 31, 2017, respectively | (123,235 | ) | (121,994 | ) | |||
Additional paid-in capital | 438,325 | 434,256 | |||||
Retained earnings | 179,135 | 180,443 | |||||
Accumulated other comprehensive income | 13,002 | 10,370 | |||||
Total stockholders’ equity | 507,470 | 503,316 | |||||
Total liabilities and stockholders’ equity | $ | 1,051,253 | $ | 1,036,928 |
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Cash flows from operating activities: | |||||||
Net income (loss) | $ | (3,264 | ) | $ | 5,298 | ||
Adjustments to reconcile net income (loss) to net cash used in operating activities: | |||||||
Depreciation and amortization | 10,021 | 11,931 | |||||
Share-based compensation | 4,483 | 3,939 | |||||
Amortization of debt discount and issuance costs | 2,615 | 2,482 | |||||
Allowances for doubtful accounts and unbilled services | 201 | 1,346 | |||||
Deferred income taxes | — | 7,316 | |||||
Change in fair value of contingent consideration liabilities | 830 | — | |||||
Changes in operating assets and liabilities, net of acquisitions: | |||||||
(Increase) decrease in receivables from clients, net | (4,452 | ) | 6,663 | ||||
(Increase) decrease in unbilled services, net | (15,991 | ) | (14,282 | ) | |||
(Increase) decrease in current income tax receivable / payable, net | (805 | ) | (2,026 | ) | |||
(Increase) decrease in other assets | (3,753 | ) | (828 | ) | |||
Increase (decrease) in accounts payable and accrued liabilities | 901 | 4,701 | |||||
Increase (decrease) in accrued payroll and related benefits | (23,633 | ) | (43,317 | ) | |||
Increase (decrease) in deferred revenues | (3,416 | ) | (1,615 | ) | |||
Net cash used in operating activities | (36,263 | ) | (18,392 | ) | |||
Cash flows from investing activities: | |||||||
Purchases of property and equipment, net | (1,369 | ) | (6,503 | ) | |||
Investment in life insurance policies | (1,455 | ) | (133 | ) | |||
Purchases of businesses, net of cash acquired | (215 | ) | (101,817 | ) | |||
Capitalization of internally developed software costs | (728 | ) | (265 | ) | |||
Proceeds from note receivable | — | 177 | |||||
Net cash used in investing activities | (3,767 | ) | (108,541 | ) | |||
Cash flows from financing activities: | |||||||
Proceeds from exercise of stock options | 234 | — | |||||
Shares redeemed for employee tax withholdings | (2,684 | ) | (4,181 | ) | |||
Proceeds from borrowings under credit facility | 91,500 | 179,000 | |||||
Repayments of debt | (58,124 | ) | (51,000 | ) | |||
Payments for debt issuance costs | (1,385 | ) | (395 | ) | |||
Payment of contingent consideration liabilities | — | (873 | ) | ||||
Net cash provided by financing activities | 29,541 | 122,551 | |||||
Effect of exchange rate changes on cash | 16 | 22 | |||||
Net decrease in cash and cash equivalents | (10,473 | ) | (4,360 | ) | |||
Cash and cash equivalents at beginning of the period | 16,909 | 17,027 | |||||
Cash and cash equivalents at end of the period | $ | 6,436 | $ | 12,667 |
Three Months Ended March 31, | Percent Increase (Decrease) | ||||||||||
Segment and Consolidated Operating Results (in thousands): | 2018 | 2017 | |||||||||
Healthcare: | |||||||||||
Revenues | $ | 89,895 | $ | 98,452 | (8.7 | )% | |||||
Operating income | $ | 24,460 | $ | 34,150 | (28.4 | )% | |||||
Segment operating income as a percentage of segment revenues | 27.2 | % | 34.7 | % | |||||||
Business Advisory: | |||||||||||
Revenues | $ | 55,895 | $ | 48,116 | 16.2 | % | |||||
Operating income | $ | 8,998 | $ | 9,866 | (8.8 | )% | |||||
Segment operating income as a percentage of segment revenues | 16.1 | % | 20.5 | % | |||||||
Education: | |||||||||||
Revenues | $ | 47,889 | $ | 42,281 | 13.3 | % | |||||
Operating income | $ | 11,425 | $ | 11,515 | (0.8 | )% | |||||
Segment operating income as a percentage of segment revenues | 23.9 | % | 27.2 | % | |||||||
Total Company: | |||||||||||
Revenues | $ | 193,679 | $ | 188,849 | 2.6 | % | |||||
Reimbursable expenses | 17,619 | 16,950 | 3.9 | % | |||||||
Total revenues and reimbursable expenses | $ | 211,298 | $ | 205,799 | 2.7 | % | |||||
Statements of Operations reconciliation: | |||||||||||
Segment operating income | $ | 44,883 | $ | 55,531 | (19.2 | )% | |||||
Items not allocated at the segment level: | |||||||||||
Other operating expenses | 32,928 | 32,463 | 1.4 | % | |||||||
Other losses | 830 | — | N/M | ||||||||
Depreciation and amortization | 8,803 | 8,919 | (1.3 | )% | |||||||
Total operating income | 2,322 | 14,149 | (83.6 | )% | |||||||
Other expense, net | (5,131 | ) | (3,246 | ) | 58.1 | % | |||||
Income (loss) from continuing operations before taxes | $ | (2,809 | ) | $ | 10,903 | (125.8 | )% | ||||
Other Operating Data: | |||||||||||
Number of full-time billable consultants (at period end) (1): | |||||||||||
Healthcare | 792 | 857 | (7.6 | )% | |||||||
Business Advisory | 783 | 680 | 15.1 | % | |||||||
Education | 568 | 478 | 18.8 | % | |||||||
Total | 2,143 | 2,015 | 6.4 | % | |||||||
Average number of full-time billable consultants (for the period) (1): | |||||||||||
Healthcare | 780 | 867 | |||||||||
Business Advisory | 784 | 627 | |||||||||
Education | 562 | 471 | |||||||||
Total | 2,126 | 1,965 |
Three Months Ended March 31, | ||||||||
Other Operating Data (continued): | 2018 | 2017 | ||||||
Full-time billable consultant utilization rate (2): | ||||||||
Healthcare | 81.3 | % | 72.3 | % | ||||
Business Advisory | 66.1 | % | 75.2 | % | ||||
Education | 75.0 | % | 74.9 | % | ||||
Total | 73.7 | % | 73.9 | % | ||||
Full-time billable consultant average billing rate per hour (3): | ||||||||
Healthcare | $ | 202 | $ | 228 | ||||
Business Advisory | $ | 187 | $ | 199 | ||||
Education | $ | 207 | $ | 218 | ||||
Total | $ | 198 | $ | 216 | ||||
Revenue per full-time billable consultant (in thousands): | ||||||||
Healthcare | $ | 76 | $ | 76 | ||||
Business Advisory | $ | 68 | $ | 73 | ||||
Education | $ | 74 | $ | 78 | ||||
Total | $ | 73 | $ | 76 | ||||
Average number of full-time equivalents (for the period) (4): | ||||||||
Healthcare | 208 | 216 | ||||||
Business Advisory | 16 | 20 | ||||||
Education | 40 | 40 | ||||||
Total | 264 | 276 | ||||||
Revenue per full-time equivalent (in thousands): | ||||||||
Healthcare | $ | 148 | $ | 150 | ||||
Business Advisory | $ | 153 | $ | 105 | ||||
Education | $ | 155 | $ | 146 | ||||
Total | $ | 149 | $ | 146 |
(1) | Consists of full-time professionals who provide consulting services and generate revenues based on the number of hours worked. |
(2) | Utilization rate for full-time billable consultants is calculated by dividing the number of hours all full-time billable consultants worked on client assignments during a period by the total available working hours for all of these consultants during the same period, assuming a forty-hour work week, less paid holidays and vacation days. |
(3) | Average billing rate per hour for full-time billable consultants is calculated by dividing revenues for a period by the number of hours worked on client assignments during the same period. |
(4) | Consists of cultural transformation consultants within the Studer Group solution, which include coaches and their support staff, consultants who work variable schedules as needed by clients, and full-time employees who provide software support and maintenance services to clients. |
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Revenues | $ | 193,679 | $ | 188,849 | |||
Net income (loss) from continuing operations | $ | (3,222 | ) | $ | 5,155 | ||
Add back: | |||||||
Income tax expense | 413 | 5,748 | |||||
Interest expense, net of interest income | 4,986 | 4,004 | |||||
Depreciation and amortization | 10,021 | 11,905 | |||||
Earnings before interest, taxes, depreciation and amortization (EBITDA) (5) | 12,198 | 26,812 | |||||
Add back: | |||||||
Other losses | 830 | — | |||||
Restructuring charges | 712 | 279 | |||||
Foreign currency transaction losses (gains), net | (53 | ) | 17 | ||||
Adjusted EBITDA (5) | $ | 13,687 | $ | 27,108 | |||
Adjusted EBITDA as a percentage of revenues (5) | 7.1 | % | 14.4 | % |
Three Months Ended March 31, | |||||||
2018 | 2017 | ||||||
Net income (loss) from continuing operations | $ | (3,222 | ) | $ | 5,155 | ||
Weighted average shares – diluted | 21,592 | 21,474 | |||||
Diluted earnings (loss) per share from continuing operations | $ | (0.15 | ) | $ | 0.24 | ||
Add back: | |||||||
Amortization of intangible assets | 6,303 | 8,652 | |||||
Non-cash interest on convertible notes | 2,021 | 1,928 | |||||
Other losses | 830 | — | |||||
Restructuring charges | 712 | 279 | |||||
Tax effect | (2,565 | ) | (4,192 | ) | |||
Tax expense related to the enactment of Tax Cuts and Jobs Act of 2017 | 132 | — | |||||
Total adjustments, net of tax | 7,433 | 6,667 | |||||
Adjusted net income from continuing operations (5) | $ | 4,211 | $ | 11,822 | |||
Adjusted weighted average shares - diluted (6) | 21,813 | 21,474 | |||||
Adjusted diluted earnings per share from continuing operations (5) | $ | 0.19 | $ | 0.55 |
(5) | In evaluating the company’s financial performance and outlook, management uses earnings before interest, taxes, depreciation and amortization (“EBITDA”), adjusted EBITDA, adjusted EBITDA as a percentage of revenues, adjusted net income from continuing operations, and adjusted diluted earnings per share from continuing operations, which are non-GAAP measures. Management uses these non-GAAP financial measures to gain an understanding of the company's comparative operating performance (when comparing such results with previous periods or forecasts). These non-GAAP financial measures are used by management in their financial and operating decision making because management believes they reflect the company's ongoing business in a manner that allows for meaningful period-to-period comparisons. Management also uses these non-GAAP financial measures when publicly providing the company's business outlook, for internal management purposes, and as a basis for evaluating potential acquisitions and dispositions. Management believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating Huron’s current operating performance and future prospects in the same manner as management does, if they so choose, and in comparing in a consistent manner Huron’s current financial results with Huron’s past financial results. 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. |
(6) | As the company reported a net loss for the three months ended March 31, 2018, GAAP diluted weighted average shares outstanding equals the basic weighted average shares outstanding for that period. The non-GAAP adjustments described above resulted in adjusted net income from continuing operations for those periods. Therefore, dilutive common stock equivalents have been included in the calculation of adjusted diluted weighted average shares outstanding. |
Year Ending | |||||||
December 31, 2018 | |||||||
Guidance Range | |||||||
Low | High | ||||||
Projected revenues - GAAP | $ | 720.0 | $ | 760.0 | |||
Projected net income - GAAP | $ | 23.0 | $ | 29.5 | |||
Add back: | |||||||
Income tax expense | 9.0 | 13.5 | |||||
Interest expense, net of interest income | 18.5 | 19.0 | |||||
Depreciation and amortization | 36.0 | 36.5 | |||||
Projected earnings before interest, taxes, depreciation and amortization (EBITDA) (7) | 86.5 | 98.5 | |||||
Add back: | |||||||
Other losses | — | — | |||||
Restructuring charges | — | — | |||||
Projected adjusted EBITDA (7) | $ | 86.5 | $ | 98.5 | |||
Projected adjusted EBITDA as a percentage of projected revenues (7) | 12.0 | % | 13.0 | % |
Year Ending | |||||||
December 31, 2018 | |||||||
Guidance Range | |||||||
Low | High | ||||||
Projected net income - GAAP | $ | 23.0 | $ | 29.5 | |||
Projected diluted earnings per share - GAAP | $ | 1.05 | $ | 1.35 | |||
Add back: | |||||||
Amortization of intangible assets | 24.0 | 24.0 | |||||
Non-cash interest on convertible notes | 8.0 | 8.0 | |||||
Other losses | — | — | |||||
Restructuring charges | — | — | |||||
Tax effect | (8.0 | ) | (8.0 | ) | |||
Total adjustments, net of tax | 24.0 | 24.0 | |||||
Projected adjusted net income (7) | $ | 47.0 | $ | 53.5 | |||
Projected adjusted diluted earnings per share (7) | $ | 2.10 | $ | 2.40 |
(7) | In evaluating the company’s outlook, management uses projected EBITDA, projected adjusted EBITDA, projected adjusted EBITDA as a percentage of revenues, projected adjusted net income, and projected adjusted diluted earnings per share, which are non-GAAP measures. Management believes that the use of such measures, as supplements to projected net loss and projected diluted loss per share, and other GAAP measures, are useful indicators for investors. These useful indicators can help readers gain a meaningful understanding of the company’s core operating results and future prospects without the effect of non-cash or other one-time items. 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. |