Exhibit 99.2
FINAL FOR RELEASE
![](https://capedge.com/proxy/8-K/0001104659-18-026941/g121481mm10i001.jpg)
CHARLES RIVER ASSOCIATES (CRA)
FIRST QUARTER FISCAL YEAR 2018
EARNINGS ANNOUNCEMENT
PREPARED CFO REMARKS
CRA is providing these prepared remarks by CFO Chad Holmes in combination with its press release. These remarks are offered to provide the investment community with additional information on CRA’s financial results prior to the start of the conference call. As previously announced, the conference call will be held April 26, 2018 at 10:00 a.m. ET. These prepared remarks will not be read on the call.
Q1 Fiscal 2018 Summary (Quarter ended March 31, 2018)
· Revenue: $99.5 million
· Net income: $5.8 million, or 5.8% of revenue; non-GAAP net income: $6.2 million, or 6.2% of revenue
· Net income per diluted share: $0.67; non-GAAP net income per diluted share: $0.72
· Operating margin: 7.6%; non-GAAP operating margin: 8.0%
· Non-GAAP EBITDA: $10.0 million, or 10.0% of revenue
· Effective tax rate: 19.6%; non-GAAP effective tax rate: 19.4%
· Utilization: 73%
· Consultant headcount at the end of Q1 of fiscal 2018: 647, which consists of 131 officers, 361 other senior staff and 155 junior staff
· Cash and cash equivalents: $10.9 million at March 31, 2018
Revenue
For Q1 of fiscal 2018, revenue was $99.5 million, compared with revenue of $88.2 million for Q1 of fiscal 2017. Revenue for Q1 of fiscal 2018 and Q1 of fiscal 2017 included no contribution from GNU (formerly known as “NeuCo”; see the “Non-GAAP Financial Measures” section for more details).
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Headcount
The following table outlines our consultant headcount at the end of the stated quarters:
| | Q1 2018 | | Q4 2017 | | Q3 2017 | | Q2 2017 | | Q1 2017 |
Officers | | 131 | | 124 | | 128 | | 123 | | 126 |
Other Senior Staff | | 361 | | 352 | | 354 | | 326 | | 340 |
Junior Staff | | 155 | | 155 | | 157 | | 151 | | 161 |
Total | | 647 | | 631 | | 639 | | 600 | | 627 |
Utilization
For Q1 of fiscal 2018, companywide utilization was 73%, compared with 72% for Q1 of fiscal 2017.
Client Reimbursables
For Q1 of fiscal 2018, on a GAAP and non-GAAP basis, client reimbursables were $11.2 million, or approximately 11.3% of revenue, compared with $9.1 million, or 10.4% of revenue, for Q1 of fiscal 2017.
Contingent Liability
For Q1 of fiscal 2018, the estimated value of the contingent consideration obligation decreased by $0.1 million to $5.0 million at March 31, 2018, which was recorded as a reduction of cost of services for Q1 of fiscal 2018.
SG&A Expenses
For Q1 of fiscal 2018, SG&A expenses were $21.7 million, or 21.8% of revenue, compared with $18.7 million, or 21.2% of revenue, for Q1 of fiscal 2017. On a non-GAAP basis, SG&A expenses were $21.1 million, or 21.2% of non-GAAP revenue, for Q1 of fiscal 2018, compared with $18.7 million, or 21.2% of non-GAAP revenue, for Q1 of fiscal 2017.
Commissions to non-employee experts are included in SG&A expenses. On a non-GAAP basis, these commissions represented approximately 3.0% revenue for Q1 of fiscal 2018, compared with 3.1% in Q1 of fiscal 2017. Excluding these commissions, on a non-GAAP basis, SG&A expenses were 18.2% of revenue for Q1 of fiscal 2018, compared with 18.1% of revenue for Q1 of fiscal 2017.
Depreciation & Amortization
For Q1 of fiscal 2018, on a GAAP and non-GAAP basis, depreciation and amortization expense was $2.2 million, or 2.2% of revenue, compared with $2.0 million, or 2.2% of revenue, for Q1 of fiscal 2017.
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Forgivable Loan Amortization
For Q1 of fiscal 2018, on a GAAP and non-GAAP basis, forgivable loan amortization was $3.6 million, or 3.7% of revenue, compared with $5.2 million, or 5.9% of revenue, for Q1 of fiscal 2017.
Share-Based Compensation Expense
For Q1 of fiscal 2018, on a GAAP and non-GAAP basis, share-based compensation expense was approximately $1.3 million, or 1.3% of revenue, compared with $1.7 million, or 1.9% of revenue, for Q1 of fiscal 2017.
Operating Income
For Q1 of fiscal 2018, operating income was $7.5 million, or 7.6% of revenue, compared with operating income of $4.9 million, or 5.6% of revenue, for Q1 of fiscal 2017. Non-GAAP operating income was $8.0 million, or 8.0% of revenue, for Q1 of fiscal 2018, compared with $5.0 million, or 5.6% of revenue, for Q1 of fiscal 2017.
Interest and Other Expense, net
For Q1 of fiscal 2018, interest and other expense, net was $278,000 on a GAAP and non-GAAP basis. This compares with interest and other expense, net of $303,000 on a GAAP and non-GAAP basis for Q1 of fiscal 2017.
Income Taxes
The following table outlines our income tax provision recorded (in $000) and the resulting effective tax rates:
| | GAAP | | NON-GAAP | |
| | Q1 | | Q1 | |
| | 2018 | | 2017 | | 2018 | | 2017 | |
Tax Provision | | $ | 1,421 | | $ | 1,778 | | $ | 1,489 | | $ | 1,778 | |
Effective Tax Rate | | 19.6 | % | 38.6 | % | 19.4 | % | 38.2 | % |
| | | | | | | | | | | | | |
Net Income
For Q1 of fiscal 2018, net income was $5.8 million, or 5.8% of revenue, or $0.67 per diluted share, compared with net income of $2.9 million, or 3.2% of revenue, or $0.33 per diluted share, for Q1 of fiscal 2017. Non-GAAP net income for Q1 of fiscal 2018 was $6.2 million, or 6.2% of non-GAAP revenue, or $0.72 per diluted share, compared with $2.9 million, or 3.3% of non-GAAP revenue, or $0.33 per diluted share, for Q1 of fiscal 2017.
Non-GAAP EBITDA
For Q1 of fiscal 2018, non-GAAP EBITDA was $10.0 million, or 10.0% of revenue, compared with $6.7 million, or 7.6% of revenue, for Q1 of fiscal 2017.
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Constant Currency Basis
For Q1 of fiscal 2018 revenue was $99.5 million, and net income was $5.8 million, or 5.8% of revenue, or $0.67 per diluted share. On a constant currency basis relative to Q1 of fiscal 2017, Q1 of fiscal 2018 revenue would have decreased by approximately $2.2 million to $97.3 million, net income would have decreased by approximately $0.1 million to $5.7 million, and earnings per diluted share would have decreased by approximately $0.01 to $0.66.
For Q1 of fiscal 2018, revenue was $99.5 million, and non-GAAP net income was $6.2 million, or 6.2% of revenue, or $0.72 per diluted share, and non-GAAP EBITDA was $10.0 million, or 10.0% of non-GAAP revenue. On a constant currency basis relative to Q1 of fiscal 2017, Q1 of fiscal 2018 non-GAAP revenue would have decreased by approximately $2.2 million to $97.3 million, while non-GAAP net income would have decreased by approximately $0.1 million to $6.1 million, earnings per diluted share would have decreased by approximately $0.01 to $0.71, and non-GAAP EBITDA would have decreased by approximately $0.2 million to $9.8 million.
A description of the process for calculating the measures presented on a constant currency basis is contained under the heading “Non-GAAP Financial Measures” below.
Key Balance Sheet Metrics
Billed and unbilled receivables at March 31, 2018 were $120.2 million, compared with $104.6 million at April 1, 2017. Current liabilities at March 31, 2018 were $104.3 million, compared with $81.8 million at April 1, 2017.
Total DSO for Q1 of fiscal 2018 were 106 days, consisting of 67 days of billed and 39 days of unbilled. This compares with 104 days reported for Q1 of fiscal 2017, consisting of 63 days of billed and 41 days of unbilled.
Cash and Cash Flow
Cash and cash equivalents were $10.9 million at March 31, 2018, compared with $21.8 million at April 1, 2017.
Net cash used in operating activities for Q1 of fiscal 2018 was $40.5 million, compared with $20.4 million for Q1 of fiscal 2017.
Capital expenditures totaled approximately $3.2 million for Q1 of fiscal 2018, compared with $0.8 million for Q1 of fiscal 2017.
During Q1 of fiscal 2018, approximately 163,000 shares of common stock were repurchased for approximately $8.3 million, compared with Q1 of fiscal 2017 where no shares of common stock were repurchased.
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A quarterly cash dividend of $0.17 per common share, for total dividends of $1.5 million, was paid in Q1 of fiscal 2018, compared with a quarterly cash dividend of $0.14 per common share, for total dividends of $1.2 million, which was paid in Q1 of fiscal 2017.
In Q1 of fiscal 2018, we borrowed on our line of credit in the amount of $10.0 million, compared with $6.0 million of borrowings on our line of credit in Q1 of fiscal 2017.
NON-GAAP FINANCIAL MEASURES
In these remarks, CRA has supplemented the presentation of its financial results calculated in accordance with U.S. generally accepted accounting principles or “GAAP” with financial measures that were not calculated in accordance with GAAP. CRA believes that the non-GAAP financial measures described below are important to management and investors because these measures are more indicative of CRA’s ongoing operating results and financial condition.
The adjustments made to the financial measures identified in these remarks as “non-GAAP” are as follows: for all periods presented, CRA has excluded the results of its GNU subsidiary, which sold substantially all of its assets in April 2016, and for the first quarter of fiscal 2018, CRA has also excluded certain non-cash charges relating principally to valuation changes in contingent consideration and net costs related to a lease recapture. These remarks also present certain current fiscal period financial measures on a “constant currency” basis in order to isolate the effect that foreign currency exchange rate fluctuations can have on CRA’s financial results. These constant currency measures are determined by recalculating the current fiscal period local currency financial measure using the specified corresponding prior fiscal period’s foreign exchange rates. Finally, these remarks also present the non-GAAP financial metric EBITDA. In addition to supplementing its understanding and evaluation of CRA’s performance, these non-GAAP measures are used by CRA in its budgeting process, and the non-GAAP adjustments described above are made to the performance criteria for some of CRA’s performance-based compensation.
All of the non-GAAP financial measures referred to above should be considered in conjunction with, and not as a substitute for, the GAAP financial information presented in these remarks. EBITDA and the financial measures identified in these remarks as “non-GAAP” are reconciled to their GAAP comparable measures in the financial tables appended to the end of the first quarter fiscal 2018 press release. In evaluating these non-GAAP financial measures, note that the non-GAAP financial measures used by CRA may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.
A reconciliation between the historical GAAP and non-GAAP financial measures presented in these remarks is provided in CRA’s first quarter fiscal 2018 press release posted to the Investor Relations section of CRA’s website at http://www.crai.com and in the financial tables below.
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CRA INTERNATIONAL, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS INCLUDING A RECONCILIATION TO NON-GAAP RESULTS
FOR THE QUARTER ENDED MARCH 31, 2018 COMPARED TO THE QUARTER ENDED APRIL 1, 2017
(In thousands, except per share data)
| | Quarter Ended March 31, 2018 | | Quarter Ended April 1, 2017 | |
| | | | GAAP | | | | | | Non-GAAP | | | | GAAP | | | | | | Non-GAAP | |
| | GAAP | | % of | | Adjustments to | | Non-GAAP | | % of | | GAAP | | % of | | Adjustments to | | Non-GAAP | | % of | |
| | Results | | Revenues | | GAAP Results (1) | | Results | | Revenues | | Results | | Revenues | | GAAP Results (2) | | Results | | Revenues | |
| | | | | | | | | | | | | | | | | | | | | |
Revenues | | $ | 99,476 | | 100.0 | % | $ | — | | $ | 99,476 | | 100.0 | % | $ | 88,171 | | 100.0 | % | $ | — | | $ | 88,171 | | 100.0 | % |
Cost of services (exclusive of depreciation and amortization) | | 68,082 | | 68.4 | % | (107 | ) | 68,189 | | 68.5 | % | 62,581 | | 71.0 | % | — | | 62,581 | | 71.0 | % |
Selling, general and administrative expenses | | 21,650 | | 21.8 | % | 555 | | 21,095 | | 21.2 | % | 18,716 | | 21.2 | % | 52 | | 18,664 | | 21.2 | % |
Depreciation and amortization | | 2,231 | | 2.2 | % | — | | 2,231 | | 2.2 | % | 1,963 | | 2.2 | % | — | | 1,963 | | 2.2 | % |
Income (loss) from operations | | 7,513 | | 7.6 | % | (448 | ) | 7,961 | | 8.0 | % | 4,911 | | 5.6 | % | (52 | ) | 4,963 | | 5.6 | % |
| | | | | | | | | | | | | | | | | | | | | |
Interest and other income (expense), net | | (278 | ) | -0.3 | % | — | | (278 | ) | -0.3 | % | (303 | ) | -0.3 | % | — | | (303 | ) | -0.3 | % |
Income (loss) before provision for income taxes and noncontrolling interest | | 7,235 | | 7.3 | % | (448 | ) | 7,683 | | 7.7 | % | 4,608 | | 5.2 | % | (52 | ) | 4,660 | | 5.3 | % |
Provision for income taxes | | 1,421 | | 1.4 | % | (68 | ) | 1,489 | | 1.5 | % | 1,778 | | 2.0 | % | — | | 1,778 | | 2.0 | % |
Net income (loss) | | 5,814 | | 5.8 | % | (380 | ) | 6,194 | | 6.2 | % | 2,830 | | 3.2 | % | (52 | ) | 2,882 | | 3.3 | % |
Net (income) loss attributable to noncontrolling interests, net of tax | | — | | 0.0 | % | — | | — | | 0.0 | % | 23 | | 0.0 | % | 23 | | — | | 0.0 | % |
Net income (loss) attributable to CRA International, Inc. | | $ | 5,814 | | 5.8 | % | $ | (380 | ) | $ | 6,194 | | 6.2 | % | $ | 2,853 | | 3.2 | % | $ | (29 | ) | $ | 2,882 | | 3.3 | % |
| | | | | | | | | | | | | | | | | | | | | |
Net Income per share attributable to CRA International, Inc.: | | | | | | | | | | | | | | | | | | | | | |
Basic | | $ | 0.70 | | | | | | $ | 0.74 | | | | $ | 0.34 | | | | | | $ | 0.34 | | | |
Diluted | | $ | 0.67 | | | | | | $ | 0.72 | | | | $ | 0.33 | | | | | | $ | 0.33 | | | |
| | | | | | | | | | | | | | | | | | | | | |
Weighted average number of shares outstanding: | | | | | | | | | | | | | | | | | | | | | |
Basic | | 8,285 | | | | | | 8,285 | | | | 8,419 | | | | | | 8,419 | | | |
Diluted | | 8,580 | | | | | | 8,580 | | | | 8,621 | | | | | | 8,621 | | | |
(1) These adjustments relate principally to valuation changes in contingent consideration and net costs related to a lease recapture.
(2) These adjustments include activity related to GNU123 Liquidating Corporation (“GNU”), formerly known as CRA’s majority owned subsidiary “NeuCo”. In April 2016, substantially all of GNU’s assets were sold.
CRA INTERNATIONAL, INC.
UNAUDITED NON-GAAP EBITDA AND RECONCILIATION TO NET INCOME
FOR THE FISCAL QUARTER ENDED MARCH 31, 2018 COMPARED TO THE FISCAL QUARTER ENDED APRIL 1, 2017
(In thousands)
| | Quarter Ended March 31, 2018 | | Quarter Ended April 1, 2017 | |
| | | | GAAP | | | | | | Non-GAAP | | | | GAAP | | | | | | Non-GAAP | |
| | | | % of | | Adjustments to | | | | % of | | | | % of | | Adjustments to | | | | % of | |
| | GAAP | | Revenues | | GAAP Results (1) | | Non-GAAP | | Revenues | | GAAP | | Revenues | | GAAP Results (2) | | Non-GAAP | | Revenues | |
| | | | | | | | | | | | | | | | | | | | | |
Revenues | | $ | 99,476 | | 100.0 | % | $ | — | | $ | 99,476 | | 100.0 | % | $ | 88,171 | | 100.0 | % | $ | — | | $ | 88,171 | | 100.0 | % |
| | | | | | | | | | | | | | | | | | | | | |
Net income (loss) attributable to CRA International, Inc. | | $ | 5,814 | | 5.8 | % | $ | (380 | ) | $ | 6,194 | | 6.2 | % | $ | 2,853 | | 3.2 | % | $ | (29 | ) | $ | 2,882 | | 3.3 | % |
Net loss attributable to noncontrolling interests, net of tax | | — | | 0.0 | % | — | | — | | 0.0 | % | (23 | ) | 0.0 | % | (23 | ) | — | | 0.0 | % |
Net income (loss) | | 5,814 | | 5.8 | % | (380 | ) | 6,194 | | 6.2 | % | 2,830 | | 3.2 | % | (52 | ) | 2,882 | | 3.3 | % |
Interest expense, net | | 37 | | 0.0 | % | — | | 37 | | 0.0 | % | 112 | | 0.1 | % | — | | 112 | | 0.1 | % |
Provision for income taxes | | 1,421 | | 1.4 | % | (68 | ) | 1,489 | | 1.5 | % | 1,778 | | 2.0 | % | — | | 1,778 | | 2.0 | % |
Depreciation and amortization | | 2,231 | | 2.2 | % | — | | 2,231 | | 2.2 | % | 1,963 | | 2.2 | % | — | | 1,963 | | 2.2 | % |
EBITDA | | 9,503 | | 9.6 | % | (448 | ) | 9,951 | | 10.0 | % | 6,683 | | 7.6 | % | (52 | ) | 6,735 | | 7.6 | % |
(1) These adjustments relate principally to valuation changes in contingent consideration and net costs related to a lease recapture.
(2) These adjustments include activity related to GNU123 Liquidating Corporation (“GNU”), formerly known as CRA’s majority owned subsidiary “NeuCo”. In April 2016, substantially all of GNU’s assets were sold.
CRA INTERNATIONAL, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
| | March 31, | | December 30, | |
| | 2018 | | 2017 | |
| | | | | |
Assets | | | | | |
Cash and cash equivalents | | $ | 10,852 | | $ | 54,035 | |
Accounts receivable and unbilled, net | | 120,191 | | 113,333 | |
Other current assets | | 17,295 | | 16,913 | |
Total current assets | | 148,338 | | 184,281 | |
| | | | | |
Property and equipment, net | | 46,917 | | 44,643 | |
Goodwill and intangible assets, net | | 98,408 | | 98,208 | |
Other assets | | 50,319 | | 34,625 | |
Total assets | | $ | 343,982 | | $ | 361,757 | |
| | | | | |
Liabilities and shareholders’ equity | | | | | |
Current liabilities | | $ | 104,272 | | $ | 121,981 | |
Long-term liabilities | | 34,507 | | 32,547 | |
Total liabilities | | 138,779 | | 154,528 | |
| | | | | |
Total shareholders’ equity | | 205,203 | | 207,229 | |
Total liabilities and shareholders’ equity | | $ | 343,982 | | $ | 361,757 | |
CRA INTERNATIONAL, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
| | Quarter Ended | | Quarter Ended | |
| | March 31, | | April 1, | |
| | 2018 | | 2017 | |
Operating activities: | | | | | |
Net income | | $ | 5,814 | | $ | 2,830 | |
Adjustments to reconcile net income to net cash used in operating activities, net of effect of acquired businesses: | | | | | |
Non-cash items, net | | 5,517 | | 4,217 | |
Accounts receivable and unbilled services | | (5,436 | ) | (12,093 | ) |
Working capital items, net | | (46,434 | ) | (15,325 | ) |
Net cash used in operating activities | | (40,539 | ) | (20,371 | ) |
| | | | | |
Investing activities: | | | | | |
Consideration relating to acquisitions, net | | — | | (16,163 | ) |
Purchases of property and equipment | | (3,248 | ) | (823 | ) |
GNU cash proceeds from sale of business assets | | — | | — | |
Net cash used in investing activities | | (3,248 | ) | (16,986 | ) |
| | | | | |
Financing activities: | | | | | |
Issuance of common stock, principally stock option exercises | | 535 | | 1,266 | |
Borrowings under line of credit | | 10,000 | | 6,000 | |
Tax withholding payments reimbursed by restricted shares | | (1,783 | ) | (703 | ) |
Cash paid on dividend equivalents | | (98 | ) | (24 | ) |
Cash dividend paid to shareholders | | (1,423 | ) | (1,188 | ) |
Repurchases of common stock | | (7,230 | ) | — | |
Net cash provided by financing activities | | 1 | | 5,351 | |
| | | | | |
Effect of foreign exchange rates on cash and cash equivalents | | 603 | | 295 | |
| | | | | |
Net increase in cash and cash equivalents | | (43,183 | ) | (31,711 | ) |
Cash and cash equivalents at beginning of period | | 54,035 | | 53,530 | |
| | | | | |
Cash and cash equivalents at end of period | | $ | 10,852 | | $ | 21,819 | |
| | | | | |
Noncash investing and financing activities: | | | | | |
Issuance of common stock for acquired business | | $ | — | | $ | 3,000 | |
Repurchases of common stock payable | | $ | 1,095 | | $ | — | |
Purchases of property and equipment not yet paid for | | $ | 3,923 | | $ | 512 | |
Asset retirement obligation | | $ | 223 | | $ | — | |
Purchases of property and equipment paid by a third party | | $ | — | | $ | 153 | |
Supplemental cash flow information: | | | | | |
Cash paid for income taxes | | $ | 212 | | $ | 281 | |
Cash paid for interest | | $ | 60 | | $ | 78 | |