Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 30, 2015 | |
Document Documentand Entity Information [Abstract] | ||
Entity Registrant Name | Hudson Global, Inc. | |
Entity Central Index Key | 1210708 | |
Document Type | 10-Q | |
Current Fiscal Year End Date | -19 | |
Document Period End Date | 31-Mar-15 | |
Amendment Flag | FALSE | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 34,064,052 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE INCOME (LOSS) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement [Abstract] | ||
Revenue | $124,317 | $144,167 |
Direct costs | 76,413 | 90,138 |
Gross margin | 47,904 | 54,029 |
Operating expenses: | ||
Selling, general and administrative expenses | 52,166 | 55,919 |
Depreciation and amortization | 1,111 | 1,371 |
Business reorganization expenses | 1,343 | 114 |
Operating income (loss) | -6,716 | -3,375 |
Non-operating income (expense): | ||
Interest income (expense), net | -80 | -139 |
Other income (expense), net | 13 | -196 |
Income (loss) from continuing operation before provision for income taxes | -6,783 | -3,710 |
Provision for (benefit from) income taxes from continuing operations | -129 | 402 |
Income (loss) from continuing operations | -6,654 | -4,112 |
Income (loss) from discontinued operations, net of income taxes | -184 | -432 |
Net income (loss) | -6,838 | -4,544 |
Basic and diluted earnings (loss) per share: | ||
Basic and diluted earnings (loss) per share from continuing operations | ($0.20) | ($0.13) |
Basic and diluted earnings (loss) per share from discontinued operations | ($0.01) | ($0.01) |
Basic and diluted earnings (loss) per share | ($0.21) | ($0.14) |
Weighted-average shares outstanding: | ||
Basic (in shares) | 33,053 | 32,641 |
Diluted (in shares) | 33,053 | 32,641 |
Comprehensive income (loss): | ||
Net income (loss) | -6,838 | -4,544 |
Other comprehensive income (loss): | ||
Foreign currency translation adjustment, net of income taxes | -2,763 | 1,029 |
Pension liability adjustment | -17 | -25 |
Total other comprehensive income (loss), net of income taxes | -2,780 | 1,004 |
Comprehensive income (loss) | ($9,618) | ($3,540) |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $13,894 | $33,989 |
Accounts receivable, less allowance for doubtful accounts of $944 and $986 respectively | 79,509 | 74,079 |
Prepaid and other | 7,805 | 9,604 |
Current assets of discontinued operations | 476 | 1,249 |
Total current assets | 101,684 | 118,921 |
Property and equipment, net | 8,895 | 9,840 |
Deferred tax assets, non-current | 6,033 | 5,648 |
Other assets, non-current | 4,559 | 5,263 |
Total assets | 121,171 | 139,672 |
Current liabilities: | ||
Accounts payable | 6,529 | 6,371 |
Accrued expenses and other current liabilities | 46,025 | 54,065 |
Accrued business reorganization expenses | 3,440 | 3,169 |
Current liabilities of discontinued operations | 2,928 | 3,512 |
Total current liabilities | 58,922 | 67,117 |
Deferred rent and tenant improvement contributions | 5,240 | 5,899 |
Income tax payable, non-current | 2,292 | 2,397 |
Other non-current liabilities | 4,265 | 5,002 |
Total liabilities | 70,719 | 80,415 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value, 10,000 shares authorized; none issued or outstanding | 0 | 0 |
Common stock, $0.001 par value, 100,000 shares authorized; issued 34,089 and 33,671 shares, respectively | 34 | 34 |
Additional paid-in capital | 477,118 | 476,689 |
Accumulated deficit | -437,454 | -430,616 |
Accumulated other comprehensive income, net of applicable tax | 10,833 | 13,613 |
Treasury stock, 25 and 129 shares, respectively, at cost | -79 | -463 |
Total stockholders’ equity | 50,452 | 59,257 |
Total liabilities and stockholders' equity | $121,171 | $139,672 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, except Per Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $944 | $986 |
Preferred stock, par value (per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000 | 10,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value (per share) | $0.00 | $0.00 |
Common stock, shares authorized | 100,000 | 100,000 |
Common stock, issued | 34,089 | 33,671 |
Treasury stock, shares | 25 | 129 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities: | ||
Net income (loss) | ($6,838) | ($4,544) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 1,111 | 1,488 |
Provision for (recovery of) doubtful accounts | 75 | 0 |
Provision for (benefit from) deferred income taxes | -346 | 276 |
Stock-based compensation | 533 | 496 |
Other, net | 36 | 96 |
Changes in assets and liabilities: | ||
Decrease (increase) in accounts receivable | -9,760 | -12,431 |
Decrease (increase) in prepaid and other assets | 1,781 | -2,267 |
Increase (decrease) in accounts payable, accrued expenses and other liabilities | -4,718 | 4,435 |
Increase (decrease) in accrued business reorganization expenses | -241 | -1,181 |
Net cash (used in) operating activities | -18,367 | -13,632 |
Cash flows from investing activities: | ||
Capital expenditures | -695 | -1,498 |
Net cash (used in) investing activities | -695 | -1,498 |
Cash flows from financing activities: | ||
Borrowings under credit agreements | 18,625 | 4,119 |
Repayments under credit agreements | -18,555 | -4,050 |
Repayment of capital lease obligations | -5 | -122 |
Purchase of restricted stock from employees | -34 | -106 |
Net cash provided by (used in) financing activities | 31 | -159 |
Effect of exchange rates on cash and cash equivalents | -1,064 | 21 |
Net decrease in cash and cash equivalents | -20,095 | -15,268 |
Cash and cash equivalents, beginning of the period | 33,989 | 37,378 |
Cash and cash equivalents, end of the period | 13,894 | 22,110 |
Supplemental disclosures of cash flow information: | ||
Cash paid during the period for interest | 64 | 67 |
Cash payments during the period for income taxes, net of refunds | ($167) | $375 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (USD $) | Total | Common Stock | Additional paid-in capital | Accumulated deficit | Accumulated other comprehensive income (loss) | Treasury stock |
In Thousands | ||||||
Beginning Balance at Dec. 31, 2014 | $59,257 | $34 | $476,689 | ($430,616) | $13,613 | ($463) |
Beginning Balance (in shares) at Dec. 31, 2014 | 33,542 | |||||
Net income (loss) | -6,838 | -6,838 | ||||
Other comprehensive income (loss), currency translation adjustments, net of applicable tax | -2,763 | -2,763 | ||||
Other comprehensive income (loss), pension liability adjustment | -17 | -17 | ||||
Purchase of restricted stock from employees (in shares) | -12 | |||||
Purchase of restricted stock from employees | -34 | -34 | ||||
Issuance of shares for 401(k) plan contribution (in shares) | 0 | 116 | ||||
Issuance of shares for 401(k) plan contribution | 314 | -104 | 418 | |||
Stock-based compensation (in shares) | 418 | |||||
Stock-based compensation | 533 | 533 | ||||
Ending Balance at Mar. 31, 2015 | $50,452 | $34 | $477,118 | ($437,454) | $10,833 | ($79) |
Ending Balance (in shares) at Mar. 31, 2015 | 34,064 |
BASIS_OF_PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION |
These interim unaudited condensed consolidated financial statements have been prepared in accordance with United States of America (“U.S.”) generally accepted accounting principles (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and should be read in conjunction with the consolidated financial statements and related notes of Hudson Global, Inc. and its subsidiaries (the “Company”) filed in its Annual Report on Form 10-K for the year ended December 31, 2014. | |
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of operating revenues and expenses. These estimates are based on management’s knowledge and judgments. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the Company’s financial position, results of operations and cash flows at the dates and for the periods presented have been included. The results of operations for interim periods are not necessarily indicative of the results of operations for the full year. The Condensed Consolidated Financial Statements include the accounts of the Company and all of its wholly-owned and majority-owned subsidiaries. All significant intra-entity balances and transactions between and among the Company and its subsidiaries have been eliminated in consolidation. | |
Certain prior year amounts have been reclassified to conform to the current year presentation for discontinued operations. See Note 4 for further details regarding the discontinued operations reclassification. |
DESCRIPTION_OF_BUSINESS
DESCRIPTION OF BUSINESS | 3 Months Ended |
Mar. 31, 2015 | |
Description of Business [Abstract] | |
DESCRIPTION OF BUSINESS | DESCRIPTION OF BUSINESS |
The Company is comprised of the operations, assets and liabilities of the three Hudson regional businesses of Hudson Americas, Hudson Asia Pacific, and Hudson Europe (“Hudson regional businesses” or “Hudson”). The Company provides specialized professional-level recruitment and related talent solutions. The Company’s core service offerings include Permanent Recruitment, Temporary Contracting, Recruitment Process Outsourcing (“RPO”) and Talent Management Solutions. | |
The Company operates in 18 countries with three reportable geographic business segments: Hudson Americas, Hudson Asia Pacific, and Hudson Europe. See Note 16 for further details regarding the reportable segments. | |
Corporate expenses are reported separately from the reportable segments and pertain to certain functions, such as executive management, corporate governance, human resources, accounting, tax, marketing, information technology and treasury. A portion of these expenses are attributed to the reportable segments for providing the above services to them and have been allocated to the segments as management service fees and are included in the segments’ non-operating other income (expense). | |
The Company’s core service offerings include those services described below. | |
Permanent Recruitment: Offered on both a retained and contingent basis, Hudson’s Permanent Recruitment services leverage its consultants, psychologists and other professionals in the development and delivery of its proprietary methods to identify, select and engage the best-fit talent for critical client roles. | |
Temporary Contracting: In Temporary Contracting, Hudson provides a range of project management, interim management and professional contract staffing services. These services draw upon a combination of specialized recruiting and project management competencies to deliver a wide range of solutions. Hudson-employed professionals - either individually or as a team - are placed with client organizations for a defined period of time based on a client's specific business need. | |
RPO: Hudson RPO delivers both permanent recruitment and temporary contracting outsourced recruitment solutions tailored to the individual needs of primarily mid-to-large-cap multinational companies. Hudson RPO's delivery teams utilize state-of-the-art recruitment process methodologies and project management expertise in their flexible, turnkey solutions to meet clients' ongoing business needs. Hudson RPO services include complete recruitment outsourcing, project-based outsourcing, contingent workforce solutions and recruitment consulting. | |
Talent Management Solutions: Featuring embedded proprietary talent assessment and selection methodologies, Hudson’s Talent Management capability encompasses services such as talent assessment (utilizing a variety of competency, attitude and experiential testing), interview training, executive coaching, employee development and outplacement. |
RECENTLY_ISSUED_ACCOUNTING_PRO
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | 3 Months Ended |
Mar. 31, 2015 | |
Recently Issued Accounting Pronouncements [Abstract] | |
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS |
In April 2015, the FASB issued Accounting Standards Update ("ASU") No. ASU 2015-03, “Simplifying the Presentation of Debt Issuance Costs,” ("ASU 2015-03") which amends the current presentation of debt issuance costs in the financial statements. ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, instead of as an asset. The amendments are to be applied retrospectively and are effective for public business entities for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015, but early adoption is permitted. The Company does not believe the impact of its pending adoption of ASU 2015-03 on the Company's consolidated financial statements will be material. | |
In August 2014, the FASB issued ASU No. 2014-15, "Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern" ("ASU 2014-15"), to provide guidance on management’s responsibility to evaluate whether there is substantial doubt about a company’s ability to continue as a going concern within one year after the date that the financial statements are issued. ASU 2014-15 also provides guidance for related footnote disclosures. ASU 2014-15 is effective for the Company beginning on January 1, 2016 with early adoption permitted. The Company does not believe the impact of its pending adoption of ASU 2014-15 on the Company's consolidated financial statements will be material. | |
In June 2014, the FASB issued ASU No. 2014-12, "Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period" ("ASU 2014-12"). ASU 2014-12 requires that a performance target that affects vesting and could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in Accounting Standards Codification ("ASC") 718, "Compensation - Stock Compensation," as it relates to such awards. ASU 2014-12 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015 with early adoption permitted using either of two methods: (i) prospective to all awards granted or modified after the effective date or (ii) retrospective to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter, with the cumulative effect of applying ASU 2014-12 as an adjustment to the opening retained earnings balance as of the beginning of the earliest annual period presented in the financial statements. Accordingly, the standard is effective for the Company beginning on January 1, 2016. The Company does not believe the impact of its pending adoption of ASU 2014-12 on the Company's consolidated financial statements will be material. | |
In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)” (“ASU 2014-09”). ASU 2014-09 is a comprehensive new revenue recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. ASU 2014-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, and early adoption is not permitted. Accordingly, ASU 2014-09 is effective for the Company beginning on January 1, 2017. The Company is currently evaluating the impact that adopting ASU 2014-09 will have on the Company's financial condition, results of operations, and disclosures. | |
In April 2014, the FASB issued ASU No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity” (“ASU 2014-08”). ASU No. 2014-08 raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. ASU 2014-08 is effective for fiscal years, and interim periods within those years, beginning on or after December 15, 2014. Accordingly, the standard was effective for the Company beginning on January 1, 2015. The Company has adopted ASU 2014-08. In the current quarter the Company divested and exited certain business. Under the new guidance, the exited businesses did not reach the thresholds required to qualify as discontinued operations and as a result the operations remain within the Company's continuing operations for all periods presented. | |
There are no other recently issued accounting pronouncements that have had, or that the Company believes will have, a material impact on the Company's consolidated financial statements. |
ASSETS_HELD_FOR_SALE_AND_DISCO
ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | |||||||||||||||||||||||||
ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS | ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS | ||||||||||||||||||||||||
Assets Held for Sale | |||||||||||||||||||||||||
In March 2015, the Company's management approved a plan to divest the U.S. information technology business ("US IT") within its Hudson Americas segment. The Company concluded the US IT business qualified for assets held for sale ("AHFS") in accordance with ASC No. 205 "Reporting Discontinued Operations" ("ASC 205") as of March 31, 2015. On May 8, 2015, the Company entered into an Asset Purchase Agreement (the “US IT Agreement”), with Mastech, Inc. to sell its US IT business for $17,000 in cash less the amount of deferred revenues relating to the US IT business at closing. The US IT Agreement provides that the Company will retain all working capital of the US IT business. As such, based on the terms of the US IT Agreement there were no relevant assets and liabilities of the US IT business to reclass as AHFS in accordance with ASC 205 as of March 31, 2015. See Note 17 for further discussion. Pre-tax loss of US IT in accordance with ASC 205 for the three months ended March 31, 2015 was $163 compared to a pre-tax profit of $473 for the same period in 2014. | |||||||||||||||||||||||||
Discontinued Operations | |||||||||||||||||||||||||
Effective November 9, 2014, the Company completed the sale of substantially all of the assets and certain liabilities of its Legal eDiscovery business in the U.S and U.K. to Document Technologies, LLC and DTI of London Limited. In addition in 2014, the Company ceased operations in Sweden, which was included within the Hudson Europe segment. The Company concluded that the divestiture of the Legal eDiscovery business and the cessation of operations in Sweden meet the criteria for discontinued operations set forth in ASC 205"(prior to ASU 2014-08)." The Company reclassified its discontinued operations for all periods presented and has excluded the results of its discontinued operations from continuing operations and from segment results for all periods presented. | |||||||||||||||||||||||||
The carrying amounts of the classes of assets and liabilities from the Legal eDiscovery business and Sweden operations included in discontinued operations were as follows: | |||||||||||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||||||||||
eDiscovery | Sweden | Total | eDiscovery | Sweden | Total | ||||||||||||||||||||
Total assets | $ | 392 | $ | 84 | $ | 476 | $ | 1,156 | $ | 93 | $ | 1,249 | |||||||||||||
Total liabilities | $ | 2,779 | $ | 149 | $ | 2,928 | $ | 3,297 | $ | 215 | $ | 3,512 | |||||||||||||
Reported results for the discontinued operations by period were as follows: | |||||||||||||||||||||||||
Three Months Ended March 31, 2015 | |||||||||||||||||||||||||
eDiscovery | Sweden | Total | |||||||||||||||||||||||
Revenue | $ | (1 | ) | $ | — | $ | (1 | ) | |||||||||||||||||
Gross margin | 89 | — | 89 | ||||||||||||||||||||||
Reorganization expenses | 363 | (6 | ) | 357 | |||||||||||||||||||||
Impairment charges | — | — | — | ||||||||||||||||||||||
Operating income (loss), excluding gain (loss) from sale of business | (267 | ) | (28 | ) | (295 | ) | |||||||||||||||||||
Other non-operating income (loss), including interest | (8 | ) | — | (8 | ) | ||||||||||||||||||||
Gain (loss) from sale of discontinued operations | 82 | — | 82 | ||||||||||||||||||||||
Income (loss) from discontinued operations before income taxes | (193 | ) | (28 | ) | (221 | ) | |||||||||||||||||||
Provision (benefit) for income taxes | (37 | ) | — | (37 | ) | ||||||||||||||||||||
Income (loss) from discontinued operations | $ | (156 | ) | $ | (28 | ) | $ | (184 | ) | ||||||||||||||||
Three Months Ended March 31, 2014 | |||||||||||||||||||||||||
eDiscovery | Sweden | Total | |||||||||||||||||||||||
Revenue | $ | 17,010 | $ | 684 | $ | 17,694 | |||||||||||||||||||
Gross margin | 3,043 | 457 | 3,500 | ||||||||||||||||||||||
Reorganization expenses | — | — | — | ||||||||||||||||||||||
Impairment charges | — | — | — | ||||||||||||||||||||||
Operating income (loss), excluding gain (loss) from sale of business | (125 | ) | (176 | ) | (301 | ) | |||||||||||||||||||
Other non-operating income (loss), including interest | (5 | ) | (4 | ) | (9 | ) | |||||||||||||||||||
Gain (loss) from sale of discontinued operations | — | — | — | ||||||||||||||||||||||
Income (loss) from discontinued operations before income taxes | (130 | ) | (180 | ) | (310 | ) | |||||||||||||||||||
Provision (benefit) for income taxes | 122 | — | 122 | ||||||||||||||||||||||
Income (loss) from discontinued operations | $ | (252 | ) | $ | (180 | ) | $ | (432 | ) |
REVENUE_DIRECT_COSTS_AND_GROSS
REVENUE, DIRECT COSTS AND GROSS MARGIN | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Revenue, Direct Costs and Gross Margin [Abstract] | ||||||||||||||||
REVENUE, DIRECT COSTS AND GROSS MARGIN | REVENUE, DIRECT COSTS AND GROSS MARGIN | |||||||||||||||
The Company’s revenue, direct costs and gross margin were as follows: | ||||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||||
Temporary Contracting | Permanent Recruitment | Other | Total | |||||||||||||
Revenue | $ | 86,580 | $ | 28,106 | $ | 9,631 | $ | 124,317 | ||||||||
Direct costs (1) | 73,616 | 485 | 2,312 | 76,413 | ||||||||||||
Gross margin | $ | 12,964 | $ | 27,621 | $ | 7,319 | $ | 47,904 | ||||||||
Three Months Ended March 31, 2014 | ||||||||||||||||
Temporary Contracting | Permanent Recruitment | Other | Total | |||||||||||||
Revenue | $ | 102,169 | $ | 29,697 | $ | 12,301 | $ | 144,167 | ||||||||
Direct costs (1) | 86,795 | 486 | 2,857 | 90,138 | ||||||||||||
Gross margin | $ | 15,374 | $ | 29,211 | $ | 9,444 | $ | 54,029 | ||||||||
-1 | Direct costs in Temporary Contracting include the direct staffing costs of salaries, payroll taxes, employee benefits, travel expenses, rent and insurance costs for the Company’s contractors and reimbursed out-of-pocket expenses and other direct costs. Other than reimbursed out-of-pocket expenses, there are no other direct costs associated with the Permanent Recruitment and Other category. Gross margin represents revenue less direct costs. The region where services are provided, the mix of contracting and permanent recruitment, and the functional nature of the staffing services provided can affect gross margin. The salaries, commissions, payroll taxes and employee benefits related to recruitment professionals are included under the caption "Selling, general and administrative expenses" in the Condensed Consolidated Statements of Operations and Other Comprehensive Income (Loss). |
STOCKBASED_COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION | |||||||||||||
Incentive Compensation Plan | ||||||||||||||
The Company maintains the Hudson Global, Inc. 2009 Incentive Stock and Awards Plan, as amended and restated April 26, 2012 (the “ISAP”), pursuant to which it can issue equity-based compensation incentives to eligible participants. The ISAP permits the granting of stock options, restricted stock, restricted stock units, and other types of equity-based awards. The Compensation Committee of the Company’s Board of Directors (the “Compensation Committee”) will establish such conditions as it deems appropriate on the granting or vesting of stock options, restricted stock, restricted stock units and other types of equity-based awards. The Company grants primarily restricted stock to its employees, although the Company has recently also granted restricted stock units to certain of its employees. A restricted stock unit is equivalent to one share of the Company’s common stock and is payable only in common stock of the Company issued under the ISAP. | ||||||||||||||
The Compensation Committee administers the ISAP and may designate any of the following as a participant under the ISAP: any officer or other employee of the Company or its affiliates or individuals engaged to become an officer or employee; consultants or other independent contractors who provide services to the Company or its affiliates; and non-employee directors of the Company. As of March 31, 2015, there were 1,694,613 shares of the Company’s common stock available for future issuance under the ISAP. | ||||||||||||||
A summary of the quantity and vesting conditions for stock-based awards granted to the Company's employees for the three months ended March 31, 2015 was as follows: | ||||||||||||||
Vesting conditions | Number of Shares of Restricted Stock Granted | Number of Restricted Stock Units Granted | Total | |||||||||||
Performance and service conditions (1) (2) | 590,100 | 105,400 | 695,500 | |||||||||||
-1 | The performance conditions with respect to restricted stock may be satisfied as follows: | |||||||||||||
(a) | For employees from North America 50% of the shares of restricted stock may be earned on the basis of performance as measured by a “EBITDA Ratio,” and 50% of the shares of restricted stock may be earned on the basis of performance as measured by a “Gross Margin Ratio”; | |||||||||||||
(b) | For employees from APAC and Europe 80% of the shares of restricted stock may be earned on the basis of performance as measured by a “EBITDA Ratio,” and 20% of the shares of restricted stock may be earned on the basis of performance as measured by a “Gross Margin Ratio”; and | |||||||||||||
(c) | For employees from Corporate office 80% of the shares of restricted stock may be earned on the basis of performance as measured by a “EBITDA Ratio,” and 20% of the shares of restricted stock may be earned on the basis of performance as measured by a “Corporate Costs Ratio.” | |||||||||||||
-2 | To the extent shares are earned on the basis of performance, such shares will vest on the basis of service as follows: | |||||||||||||
(a) | One-third of the shares vest on first anniversary; | |||||||||||||
(b) | One-third of the shares vest on second anniversary; and | |||||||||||||
(c) | One-third of the shares vest on third anniversary; provided that, in each case, the employee remains employed by the Company from the grant date through the applicable service vesting date. | |||||||||||||
The Company also maintains the Director Deferred Share Plan (the “Director Plan”) pursuant to which it can issue restricted stock units to its non-employee directors. A restricted stock unit is equivalent to one share of the Company’s common stock and is payable only in common stock issued under the ISAP upon a director ceasing service as a member of the Board of Directors of the Company. The restricted stock units vest immediately upon grant and are credited to each of the non-employee director's retirement accounts under the Director Plan. During the three months ended March 31, 2015, the Company granted 39,264 restricted stock units to its non-employee directors pursuant to the Director Plan. | ||||||||||||||
For the three months ended March 31, 2015 and 2014, the Company’s stock-based compensation expense related to stock options, restricted stock and restricted stock units was as follows: | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Stock options | $ | — | $ | 57 | ||||||||||
Restricted stock | 385 | 409 | ||||||||||||
Restricted stock units | 148 | 30 | ||||||||||||
Total | $ | 533 | $ | 496 | ||||||||||
Stock Options | ||||||||||||||
As of March 31, 2015, the Company had no unrecognized stock-based compensation expense related to outstanding unvested stock options. | ||||||||||||||
Changes in the Company’s stock options for the three months ended March 31, 2015 and 2014 were as follows: | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Number of | Weighted | Number of | Weighted | |||||||||||
Options | Average | Options | Average | |||||||||||
Exercise Price | Exercise Price | |||||||||||||
per Share | per Share | |||||||||||||
Options outstanding at January 1, | 756,800 | $ | 8.78 | 800,350 | $ | 9.15 | ||||||||
Expired/forfeited | (109,000 | ) | 13.25 | (14,050 | ) | 13.64 | ||||||||
Options outstanding at March 31, | 647,800 | 8.03 | 786,300 | 9.07 | ||||||||||
Options exercisable at March 31, | 647,800 | $ | 8.03 | 586,300 | $ | 10.4 | ||||||||
Restricted Stock | ||||||||||||||
As of March 31, 2015, the Company had approximately $2,365 of unrecognized stock-based compensation expense related to outstanding unvested restricted stock. The Company expects to recognize that cost over a weighted average service period of 1.76 years. | ||||||||||||||
Changes in the Company’s restricted stock for the three months ended March 31, 2015 and 2014 were as follows: | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Number of | Weighted | Number of | Weighted | |||||||||||
Shares of | Average | Shares of | Average | |||||||||||
Restricted | Grant Date | Restricted | Grant Date | |||||||||||
Stock | Fair Value | Stock | Fair Value | |||||||||||
Unvested restricted stock at January 1, | 803,999 | $ | 3 | 997,802 | $ | 3 | ||||||||
Granted | 590,100 | 2.84 | 5,000 | 3.87 | ||||||||||
Vested | (132,775 | ) | 3.5 | (143,645 | ) | 5.75 | ||||||||
Forfeited | (171,622 | ) | 3.17 | (435,896 | ) | 2.3 | ||||||||
Unvested restricted stock at March 31, | 1,089,702 | $ | 2.82 | 423,261 | $ | 2.8 | ||||||||
Restricted Stock Units | ||||||||||||||
As of March 31, 2015, the Company had approximately $364 of unrecognized stock-based compensation expense related to outstanding unvested restricted stock units. The Company expects to recognize that cost over a weighted average service period of 1.8 years. | ||||||||||||||
Changes in the Company’s restricted stock units for the three months ended March 31, 2015 and 2014 were as follows: | ||||||||||||||
Three Months Ended March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Number of | Weighted | Number of | Weighted | |||||||||||
Restricted | Average | Restricted | Average | |||||||||||
Stock Units | Grant-Date | Stock Units | Grant-Date | |||||||||||
Fair Value | Fair Value | |||||||||||||
Unvested restricted stock units at January 1, | 119,940 | $ | 3.57 | 115,869 | $ | 3.65 | ||||||||
Granted | 144,664 | 2.84 | — | — | ||||||||||
Vested | (56,310 | ) | 2.95 | (2,792 | ) | 3.16 | ||||||||
Forfeited | (42,500 | ) | 3.21 | (48,160 | ) | 2.42 | ||||||||
Unvested restricted stock units at March 31, | 165,794 | $ | 3.24 | 64,917 | $ | 4.58 | ||||||||
Defined Contribution Plan and Employer-matching contributions | ||||||||||||||
The Company maintains the Hudson Global, Inc. 401(k) Savings Plan (the “401(k) plan”). The 401(k) plan allows eligible employees to contribute up to 15% of their earnings to the 401(k) plan. The Company has the discretion to match employees’ contributions up to 3% of the employees' earnings through a contribution of the Company’s common stock to the 401(k) plan. Vesting of the Company’s contribution occurs over a five-year period. For the three months ended March 31, 2015 and 2014, the Company’s current year expenses and contributions to satisfy the prior years’ employer-matching liability for the 401(k) plan were as follows: | ||||||||||||||
Three Months Ended | ||||||||||||||
March 31, | ||||||||||||||
($ in thousands, except otherwise stated) | 2015 | 2014 | ||||||||||||
Expense recognized for the 401(k) plan | $ | 75 | $ | 162 | ||||||||||
Contributions to satisfy prior years' employer-matching liability | ||||||||||||||
Number of shares of the Company's common stock issued (in thousands) | 116 | — | ||||||||||||
Market value per share of the Company's common stock on contribution date (in dollars) | $ | 2.71 | $ | — | ||||||||||
Non-cash contribution made for employer matching liability | $ | 314 | $ | — | ||||||||||
Additional cash contribution made for employer-matching liability | $ | — | $ | — | ||||||||||
Total contribution made for employer-matching liability | $ | 314 | $ | — | ||||||||||
INCOME_TAXES
INCOME TAXES | 3 Months Ended | ||
Mar. 31, 2015 | |||
Income Tax Disclosure [Abstract] | |||
Income Taxes | INCOME TAXES | ||
Under ASC 270, “Interim Reporting”, and ASC 740-270, “Income Taxes – Intra Period Tax Allocation”, the Company is required to adjust its effective tax rate for each quarter to be consistent with the estimated annual effective tax rate. Jurisdictions with a projected loss for the full year where no tax benefit can be recognized are excluded from the calculation of the estimated annual effective tax rate. Applying the provisions of ASC 270 and ASC 740-270 could result in a higher or lower effective tax rate during a particular quarter, based upon the mix and timing of actual earnings versus annual projections. | |||
Effective Tax Rate | |||
The benefit from income taxes for the three months ended March 31, 2015 was $129 on a pre-tax loss from continuing operations of $6,783, compared to a provision for income taxes of $402 on pre-tax loss from continuing operations of $3,710 for the same period in 2014. The Company’s effective income tax rate was positive 1.9% and negative 10.8% for the three months ended March 31, 2015 and 2014, respectively. For three months ended March 31, 2015, the effective tax rate differed from the U.S. Federal statutory rate of 35% due to the inability of the Company to recognize tax benefits on losses in the U.S. and tax provision recorded for certain foreign jurisdictions where the Company has positive earnings. For the three months ended March 31, 2014, the effective tax rate differed from the U.S. Federal statutory rate of 35% due primarily to the Company's inability to benefit from losses in the U.S. and certain foreign jurisdictions. | |||
Uncertain Tax Positions | |||
As of March 31, 2015 and December 31, 2014, the Company had $2,292 and $2,397, respectively, of unrecognized tax benefits, including interest and penalties, which if recognized in the future, would lower the Company’s annual effective income tax rate. Accrued interest and penalties were $529 and $554 as of March 31, 2015 and December 31, 2014, respectively. Estimated interest and penalties are classified as part of the provision for income taxes in the Company’s Condensed Consolidated Statements of Operations and Other Comprehensive Income (Loss) and totaled to a provision of $14 and a benefit of $5 for the three months ended March 31, 2015 and 2014, respectively. | |||
In many cases, the Company’s unrecognized tax benefits are related to tax years that remain subject to examination by the relevant tax authorities. Tax years with net operating losses ("NOLs") remain open until such losses expire or until the statutes of limitations for those years when the NOLs are used expire. As of March 31, 2015, the Company's open tax years, which remain subject to examination by the relevant tax authorities, were principally as follows: | |||
Year | |||
Earliest tax years which remain subject to examination by the relevant tax authorities: | |||
U.S. Federal | 2011 | ||
Majority of U.S. state and local jurisdictions | 2010 | ||
United Kingdom | 2013 | ||
Australia | 2010 | ||
Majority of other non-U.S. jurisdictions | 2009 | ||
The Company believes that its tax reserves are adequate for all years that remain subject to examination or are currently under examination. | |||
Based on information available as of March 31, 2015, it is reasonably possible that the total amount of unrecognized tax benefits could decrease in the range of $500 to $700 over the next 12 months as a result of projected resolutions of global tax examinations and controversies and potential expirations of the applicable statutes of limitations. |
EARNINGS_LOSS_PER_SHARE
EARNINGS (LOSS) PER SHARE | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
EARNINGS (LOSS) PER SHARE | EARNINGS (LOSS) PER SHARE | ||||||||
Basic earnings (loss) per share is computed by dividing the Company’s net income (loss) by the weighted average number of shares outstanding during the period. When the effects are not anti-dilutive, diluted earnings (loss) per share is computed by dividing the Company’s net income (loss) by the weighted average number of shares outstanding and the impact of all dilutive potential common shares, primarily stock options “in-the-money”, unvested restricted stock and unvested restricted stock units. The dilutive impact of stock options, unvested restricted stock, and unvested restricted stock units is determined by applying the “treasury stock” method. Performance-based restricted stock awards are included in the computation of diluted earnings per share only to the extent that the underlying performance conditions: (i) are satisfied prior to the end of the reporting period; or (ii) would be satisfied if the end of the reporting period were the end of the related performance period and the result would be dilutive under the treasury stock method. Stock awards subject to vesting or exercisability based on the achievement of market conditions are included in the computation of diluted earnings per share only when the market conditions are met. | |||||||||
A reconciliation of the numerators and denominators of the basic and diluted earnings (loss) per share calculations for the three months ended March 31, 2015 and 2014 were as follows: | |||||||||
Three Months Ended March 31, | |||||||||
2015 | 2014 | ||||||||
Earnings (loss) per share ("EPS"): | |||||||||
EPS - basic and diluted: | |||||||||
Income (loss) from continuing operations | $ | (0.20 | ) | $ | (0.13 | ) | |||
Income (loss) from discontinued operations | (0.01 | ) | (0.01 | ) | |||||
Net income (loss) | $ | (0.21 | ) | $ | (0.14 | ) | |||
EPS numerator - basic and diluted: | |||||||||
Income (loss) from continuing operations | $ | (6,654 | ) | $ | (4,112 | ) | |||
Income (loss) from discontinued operations | (184 | ) | (432 | ) | |||||
Net income (loss) | $ | (6,838 | ) | $ | (4,544 | ) | |||
EPS denominator (in thousands): | |||||||||
Weighted average common stock outstanding - basic | 33,053 | 32,641 | |||||||
Common stock equivalents: stock options and other stock-based awards (a) | — | — | |||||||
Weighted average number of common stock outstanding - diluted | 33,053 | 32,641 | |||||||
(a) | For the periods in which net losses are presented, the diluted weighted average number of shares of common stock outstanding did not differ from the basic weighted average number of shares of common stock outstanding because the effects of any potential common stock equivalents (see Note 6 for further details on outstanding stock options, unvested restricted stock units and unvested restricted stock) were anti-dilutive and therefore not included in the calculation of the denominator of dilutive earnings per share. | ||||||||
The weighted average number of shares outstanding used in the computation of diluted net income (loss) per share for the three months ended March 31, 2015 and 2014 did not include the effect of the following potentially outstanding shares of common stock because the effect would have been anti-dilutive: | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Unvested restricted stock | 1,089,702 | 423,261 | |||||||
Unvested restricted stock units | 165,794 | 64,917 | |||||||
Stock options | 647,800 | 786,300 | |||||||
Total | 1,903,296 | 1,274,478 | |||||||
RESTRICTED_CASH
RESTRICTED CASH | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Restricted Cash and Investments [Abstract] | ||||||||
RESTRICTED CASH | RESTRICTED CASH | |||||||
A summary of the Company’s restricted cash included in the accompanying Condensed Consolidated Balance Sheets as of March 31, 2015 and December 31, 2014 was as follows: | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Included under the caption "Other assets": | ||||||||
Collateral accounts | $ | 115 | $ | 618 | ||||
Rental deposits | 649 | 802 | ||||||
Total amount under the caption "Other assets": | $ | 764 | $ | 1,420 | ||||
Included under the caption "Prepaid and other": | ||||||||
Client guarantees | $ | 42 | $ | 52 | ||||
Other | 133 | 123 | ||||||
Total amount under the caption "Prepaid and other" | $ | 175 | $ | 175 | ||||
Total restricted cash | $ | 939 | $ | 1,595 | ||||
Collateral accounts primarily include deposits held under a collateral trust agreement, which supports the Company’s workers’ compensation policy. The rental deposits with banks include amounts held as guarantees for the rent on the Company’s offices in the Netherlands and rental deposits from subtenants in the United Kingdom ("U.K."). Client guarantees were held in banks in Belgium as deposits for various client projects. Other primarily includes social tax payment reserves, which were held with banks for employee social tax payments required by law in the Netherlands. |
PROPERTY_AND_EQUIPMENT_NET
PROPERTY AND EQUIPMENT, NET | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Property, Plant and Equipment, Net [Abstract] | ||||||||
PROPERTY AND EQUIPMENT, NET | PROPERTY AND EQUIPMENT, NET | |||||||
As of March 31, 2015 and December 31, 2014, property and equipment, net, was as follows: | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Computer equipment | $ | 8,223 | $ | 8,806 | ||||
Furniture and equipment | 4,588 | 5,352 | ||||||
Capitalized software costs | 24,425 | 25,228 | ||||||
Leasehold improvements | 20,150 | 21,368 | ||||||
57,386 | 60,754 | |||||||
Less: accumulated depreciation and amortization | 48,491 | 50,914 | ||||||
Property and equipment, net | $ | 8,895 | $ | 9,840 | ||||
The Company had expenditures of approximately $240 and $1,006 for acquired property and equipment, mainly consisting of software and leasehold improvements, which had not been placed in service as of March 31, 2015 and December 31, 2014, respectively. Depreciation expense is not recorded for such assets until they are placed in service. | ||||||||
Non-Cash Capital Expenditures | ||||||||
The Company has acquired certain computer equipment under capital lease agreements. The current portion of the capital lease obligations are included under the caption “Accrued expenses and other current liabilities” in the Condensed Consolidated Balance Sheets as of March 31, 2015 and December 31, 2014 and the non-current portion of the capital lease obligations are included under the caption “Other non-current liabilities” in the Condensed Consolidated Balance Sheets as of March 31, 2015 and December 31, 2014. A summary of the Company’s equipment acquired under capital lease agreements were as follows: | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Capital lease obligation, current | $ | 82 | $ | 77 | ||||
Capital lease obligation, non-current | $ | 303 | $ | 348 | ||||
The Company did not acquire any property and equipment under capital lease agreements during the three months ended March 31, 2015 and 2014. Capital expenditures for the three months ended March 31, 2015 and 2014 included $0 and $630, respectively, of landlord-funded tenant improvements for the Company's leased properties in Perth and Melbourne, Australia. |
GOODWILL
GOODWILL | 3 Months Ended | |||
Mar. 31, 2015 | ||||
Goodwill Disclosure [Abstract] | ||||
GOODWILL | GOODWILL | |||
The following is a summary of the changes in the carrying value of the Company’s goodwill, which was included under the caption "Other Assets" in the accompanying Condensed Consolidated Balance Sheets, as of March 31, 2015 and December 31, 2014. The goodwill related to the earn-out payment made in 2010 for the Company’s 2007 acquisition of the businesses of Tong Zhi (Beijing) Consulting Service Ltd and Guangzhou Dong Li Consulting Service Ltd. | ||||
Carrying Value | ||||
2015 | ||||
Goodwill, January 1, | $ | 2,028 | ||
Currency translation | — | |||
Goodwill, March 31, | $ | 2,028 | ||
BUSINESS_REORGANIZATION_EXPENS
BUSINESS REORGANIZATION EXPENSES | 3 Months Ended | |||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ||||||||||||||||||||
BUSINESS REORGANIZATION EXPENSES | BUSINESS REORGANIZATION EXPENSES | |||||||||||||||||||
During the first quarter of 2015, the Company initiated certain strategic actions requiring business reorganization expenses ("2015 Exit Plan"). These strategic actions and approved business reorganization expenses were: | ||||||||||||||||||||
• | In February 2015, the Company's management approved the exit of operations in certain countries within Central and Eastern Europe (Ukraine, Czech Republic and Slovakia). Business reorganization expenses of up to $855 were approved by management. | |||||||||||||||||||
• | In March 2015, the Company's management approved a plan for the divestiture of the Company's U.S. IT business (See Note 4 for further details). Business reorganization expenses of up to $420 were approved by management. | |||||||||||||||||||
• | In March 2015, the Company's management approved the exit of operations in Luxembourg. Business reorganization expenses of up to $300 were approved by management. | |||||||||||||||||||
Business exit costs associated with the 2015 Exit Plan primarily consisted of employee termination benefits and costs for elimination of contracts for certain discontinued services and locations. | ||||||||||||||||||||
The Board previously approved other reorganization plans in 2014 (“Previous Plans”) to streamline the Company’s support operations and included actions to reduce support functions to match them to the scale of the business, to exit underutilized properties and to eliminate contracts for certain discontinued services. These actions resulted in costs for lease termination payments, employee termination benefits and contract cancellations. | ||||||||||||||||||||
For the three months ended March 31, 2015, restructuring charges associated with these initiatives primarily included employee separation costs for 51 positions in Europe and the Americas and lease termination payments for rationalized offices in the U.S. and Europe under the 2015 Exit Plan and Previous Plans. Business reorganization expenses for the three months ended March 31, 2015 and 2014 by plan were as follows: | ||||||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||||||
2015 | 2014 | |||||||||||||||||||
Previous Plans | $ | 534 | $ | 114 | ||||||||||||||||
2015 Exit Plan | 809 | — | ||||||||||||||||||
Total reorganization expenses in continuing operations | $ | 1,343 | $ | 114 | ||||||||||||||||
The following table contains amounts for Changes in Estimate, Additional Charges, and Payments related to Previous Plans that were incurred or recovered during the three months ended March 31, 2015. The amounts in the “Changes in Estimate” and “Additional Charges” columns are classified as business reorganization expenses in the Company’s Condensed Consolidated Statements of Operations and Other Comprehensive Income (Loss). Amounts in the “Payments” column represent primarily the cash payments associated with the Previous Plans. Changes in the accrued business reorganization expenses for the three months ended March 31, 2015 were as follows: | ||||||||||||||||||||
For The Three Months Ended March 31, 2015 | December 31, | Changes in | Additional | Payments | March 31, | |||||||||||||||
2014 | Estimate | Charges | 2015 | |||||||||||||||||
Lease termination payments | $ | 1,992 | $ | — | $ | 429 | $ | (525 | ) | $ | 1,896 | |||||||||
Employee termination benefits | 1,772 | — | 736 | (744 | ) | 1,764 | ||||||||||||||
Other associated costs | — | — | 178 | (178 | ) | — | ||||||||||||||
Total | $ | 3,764 | $ | — | $ | 1,343 | $ | (1,447 | ) | $ | 3,660 | |||||||||
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES | |||||||
Consulting, Employment and Non-compete Agreements | ||||||||
The Company has entered into various consulting and employment agreements with certain key members of management. These agreements generally (i) are one year in length, (ii) contain restrictive covenants, (iii) under certain circumstances, provide for compensation and, subject to providing the Company with a release, severance payments, and (iv) are automatically renewed annually unless either party gives sufficient notice of termination. | ||||||||
Litigation and Complaints | ||||||||
The Company is subject, from time to time, to various claims, lawsuits, contracts disputes and other complaints from, for example, clients, candidates, suppliers, landlords for both leased and subleased properties, former and current employees, and regulators or tax authorities arising in the ordinary course of business. In addition, see Note 17 for a description of a potential dispute between the Company and its Chief Executive Officer for amounts owed under his employment agreement. The Company routinely monitors claims such as these, and records provisions for losses when the claim becomes probable and the amount due is estimable. Although the outcome of these claims cannot be determined, the Company believes that the final resolution of these matters will not have a material adverse effect on the Company’s financial condition, results of operations or liquidity. | ||||||||
For matters that have reached the threshold of probable and estimable, the Company has established reserves for legal, regulatory and other contingent liabilities. The Company’s reserves were $331 and $376 as of March 31, 2015 and December 31, 2014, respectively. | ||||||||
Asset Retirement Obligations | ||||||||
The Company has certain asset retirement obligations that are primarily the result of legal obligations for the removal of leasehold improvements and restoration of premises to their original condition upon termination of leases. The asset retirement obligations are included under the caption “Other non-current liabilities” in the Condensed Consolidated Balance Sheets. The Company’s asset retirement obligations that are included in the Condensed Consolidated Balance Sheets as of March 31, 2015 and December 31, 2014 were as follows: | ||||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Total asset retirement obligations | $ | 2,205 | $ | 2,461 | ||||
CREDIT_AGREEMENTS
CREDIT AGREEMENTS | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Debt Disclosure [Abstract] | |||||
CREDIT AGREEMENTS | CREDIT AGREEMENTS | ||||
Receivables Finance Agreement with Lloyds Bank Commercial Finance Limited and Lloyds Bank PLC | |||||
On August 1, 2014, the Company’s U.K. subsidiary (“U.K. Borrower”) entered into a receivables finance agreement for an asset-based lending funding facility (the “Lloyds Agreement”) with Lloyds Bank PLC and Lloyds Bank Commercial Finance Limited (together, “Lloyds”). The Lloyds Agreement provides the U.K. Borrower with the ability to borrow up to $22,229 (£15,000). Extensions of credit are based on a percentage of the eligible accounts receivable less required reserves from the Company's U.K. operations. The initial term is two years with renewal periods every three months thereafter. Borrowings under this facility are secured by substantially all of the assets of the U.K. Borrower. | |||||
The credit facility under the Lloyds Agreement contains two tranches. The first tranche is a revolving facility based on the billed temporary contracting and permanent recruitment activities in the U.K. operation ("Lloyds Tranche A"). The borrowing limit of Lloyds Tranche A is $17,783 (£12,000) based on 83% of eligible billed temporary contracting and permanent recruitment receivables. The second tranche is a revolving facility that is based on the unbilled work-in-progress (as defined under the receivables finance agreement) activities in the Company's U.K. operations ("Lloyds Tranche B"). The borrowing limit of Lloyds Tranche B is $4,446 (£3,000) based on 75% of eligible work-in-progress from temporary contracting and 25% of eligible work-in-progress from permanent recruitment activities. For both tranches, borrowings may be made with an interest rate based on a base rate as determined by Lloyds Bank PLC, based on the Bank of England base rate, plus 1.75%. | |||||
The Lloyds Agreement contains various restrictions and covenants including (1) that true credit note dilution may not exceed 5%, measured at audit on a regular basis; (2) debt turn may not exceed 55 days over a three month rolling period; (3) dividends by the U.K. Borrower to the Company are restricted to the value of post tax profits; and (4) at the end of each month, there must be a minimum excess availability of $2,964 (£2,000). | |||||
The details of the Lloyds Agreement as of March 31, 2015 were as follows: | |||||
March 31, | |||||
2015 | |||||
Borrowing capacity | $ | 12,706 | |||
Less: outstanding borrowing | — | ||||
Additional borrowing availability | $ | 12,706 | |||
Interest rates on outstanding borrowing | 2.25 | % | |||
The Company was in compliance with all financial covenants under the Lloyds Agreement as of March 31, 2015. | |||||
Loan and Security Agreement with Siena Lending Group LLC | |||||
On August 1, 2014, the Company and its U.S. subsidiary (“U.S. Borrower”) entered into a loan and security agreement for a credit facility (the “Siena Agreement”) with Siena Lending Group LLC ("Siena"). The Siena Agreement provides the U.S. Borrower with the ability to borrow up to $10,000 (subject to a borrowing base and an availability block), including up to $1,000 for the issuance of letters of credit. | |||||
After the sale of the Company’s Legal eDiscovery business on November 9, 2014, the aforementioned borrowing limit was reduced to $5,000 (subject to a borrowing base and an availability block). The availability block was $2,000 prior to the sale of the Company's Legal eDiscovery business and decreased to $1,000 after the sale of the Company’s Legal eDiscovery business. The availability block will be eliminated on the date on which the U.S. Borrower notifies Siena that the U.S. Borrower’s Fixed Charge Coverage Ratio is equal to or greater than 1.1x on a trailing six month basis. Extensions of credit are based on borrowing base calculated on a percentage of the eligible accounts receivable less required reserves related to the U.S. operations. The term of the Siena Agreement is three years expiring on August 1, 2017. Borrowings may be made with an interest rate based on a base rate (with a floor of 3.25%) plus 1.75%. The interest rate for letters of credit is 4.5% on face amount of each letter of credit issued and outstanding. Borrowings under the Siena Agreement are secured by substantially all of the assets of the U.S. Borrower. Upon the completion of the sale of US IT, the Company may exercise its right to exit the facility subject to a facility exit fee of 2.0% or $100. | |||||
The Siena Agreement contains various restrictions and covenants including (1) a requirement that the U.S. Borrower maintain a Fixed Charge Coverage Ratio of equal to or greater than 1.1x after the date on which the U.S. Borrower notifies Siena that the U.S. Borrower’s Fixed Charge Coverage Ratio is equal to or greater than 1.1x on a trailing six month basis; (2) a limit on the payment of dividends by the U.S. Borrower; (3) restrictions on the ability of the U.S. Borrower to incur additional debt, acquire, merge or otherwise change the ownership of the U.S. Borrower; (4) restrictions on investments and acquisitions; and (5) restrictions on dispositions of assets. | |||||
The details of the Siena Agreement as of March 31, 2015 were as follows: | |||||
March 31, | |||||
2015 | |||||
Borrowing base | $ | 2,563 | |||
Less: adjustments to the borrowing base | |||||
Minimum availability | (1,000 | ) | |||
Outstanding letters of credits | (385 | ) | |||
Adjusted borrowing base | 1,178 | ||||
Less: outstanding borrowing | — | ||||
Additional borrowing availability | $ | 1,178 | |||
Interest rates on outstanding borrowing | 5 | % | |||
The Company was in compliance with all financial covenants under the Siena Agreement as of March 31, 2015. | |||||
Credit Agreement with Westpac Banking Corporation | |||||
On November 29, 2011, certain Australian and New Zealand subsidiaries of the Company entered into a facility agreement with Westpac Banking Corporation and Westpac New Zealand Limited (collectively, “Westpac”). On September 30, 2013, the Company and certain of its Australian and New Zealand subsidiaries entered into a waiver letter to waive compliance with a financial covenant contained in the facility agreement at the September 30, 2013 and December 31, 2013 testing dates, and on December 19, 2013, the Company and certain of its Australian and New Zealand subsidiaries entered into a Deed of Variation to the facility agreement to amend certain terms and conditions of the facility agreement. On December 2, 2014, the Company and certain Australian and New Zealand subsidiaries entered into a Third Deed of Variation to amend certain terms and conditions of the facility agreement (as amended, the “Facility Agreement”). | |||||
The Facility Agreement provides three tranches: (1) an invoice discounting facility of up to $7,607 (AUD10,000) (“Tranche A”) for an Australian subsidiary of the Company, the availability under which facility is based on an agreed percentage of eligible accounts receivable; (2) an overdraft facility of up to $1,494 (NZD2,000) (“Tranche B”) for a New Zealand subsidiary of the Company; and (3) a financial guarantee facility of up to $3,804 (AUD5,000) (“Tranche C”) for the Australian subsidiary. | |||||
The Facility Agreement does not have a stated maturity date and can be terminated by Westpac upon 90 days written notice. Borrowings under Tranche A may be made with an interest rate based on the Invoice Finance 30-day Bank Bill Rate (as defined in the Facility Agreement) plus a margin of 1.10%. Borrowings under Tranche B may be made with an interest rate based on the Commercial Lending Rate (as defined in the Facility Agreement) plus a margin of 1.83%. Each of Tranche A and Tranche B bears a fee, payable monthly, equal to 1.50% and 0.96%, respectively, of the size of Westpac’s commitment under such tranche. Borrowings under Tranche C may be made incurring a fee equal to 2.10% of the face value of the financial guarantee requested. Amounts owing under the Facility Agreement are secured by substantially all of the assets of the Australian subsidiary, its Australian parent company and the New Zealand subsidiary (collectively, the “Obligors”) and certain of their subsidiaries. | |||||
The details of the Facility Agreement as of March 31, 2015 were as follows: | |||||
March 31, | |||||
2015 | |||||
Tranche A: | |||||
Borrowing capacity | $ | 7,607 | |||
Less: outstanding borrowing | — | ||||
Additional borrowing availability | $ | 7,607 | |||
Interest rates on outstanding borrowing | 4.49 | % | |||
Tranche B: | |||||
Borrowing capacity | $ | 1,494 | |||
Less: outstanding borrowing | — | ||||
Additional borrowing availability | $ | 1,494 | |||
Interest rates on outstanding borrowing | 8.28 | % | |||
Tranche C: | |||||
Financial guarantee capacity | $ | 3,804 | |||
Less: outstanding financial guarantee requested | (2,338 | ) | |||
Additional availability for financial guarantee | $ | 1,466 | |||
Interest rates on financial guarantee requested | 2.1 | % | |||
The Facility Agreement contains various restrictions and covenants applicable to the Obligors and certain of their subsidiaries, including: (a) a requirement that the Obligors maintain (1) a minimum Tangible Net Worth (as defined in the Facility Agreement) as of the last day of each calendar quarter of not less than the higher of 85% of the Tangible Net Worth as of the last day of the previous calendar year and $13,312 (AUD17,500); (2) a minimum Fixed Charge Coverage Ratio (as defined in the Facility Agreement) of 1.5x; and (3) a maximum Borrowing Base Ratio (as defined in the Facility Agreement) as of the last day of each calendar quarter of not more than 0.8; and (b) a limitation on certain intercompany payments with permitted payments outside the Obligor group restricted to a defined amount derived from the net profits of the Obligors and their subsidiaries. The Company was in compliance with all financial covenants under the Facility Agreement as of March 31, 2015. | |||||
Other Credit Agreements | |||||
The Company also has lending arrangements with local banks through its subsidiaries in the Netherlands, Belgium and Singapore. As of March 31, 2015, the Netherlands subsidiary could borrow up to $1,597 (€1,487) based on an agreed percentage of accounts receivable related to its operations. This facility terminated upon sale of the Netherlands business. The Belgium subsidiary has a $1,074 (€1,000) overdraft facility. Borrowings under the Belgium and the Netherlands lending arrangements may be made using an interest rate based on the one-month EURIBOR plus a margin, and the interest rate under each of these arrangements was 2.50% as of March 31, 2015. The lending arrangement in the Netherlands expires annually each June, but can be renewed for one-year periods at that time. The lending arrangement in Belgium has no expiration date and can be terminated with a 15-day notice period. In Singapore, the Company’s subsidiary can borrow up to $364 (SGD500) for working capital purposes. Interest on borrowings under the Singapore overdraft facility is based on the Singapore Prime Rate plus a margin of 1.75%, and it was 6.00% on March 31, 2015. The Singapore overdraft facility expires annually each August, but can be renewed for one-year periods at that time. There were no outstanding borrowings under the Belgium, the Netherlands, and Singapore lending agreements as of March 31, 2015. | |||||
The average aggregate monthly outstanding borrowings under the Revolver Agreement, Facility Agreement and the various credit agreements in Belgium, the Netherlands and Singapore were $1,547 for the three months ended March 31, 2015. The weighted average interest rate on all outstanding borrowings for the three months ended March 31, 2015 was 3.99%. | |||||
The Company continues to use the aforementioned credit to support its ongoing global working capital requirements, capital expenditures and other corporate purposes and to support letters of credit. Letters of credit and bank guarantees are used primarily to support office leases. |
ACCUMULATED_OTHER_COMPREHENSIV
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||||||||
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | NOTE 15 – ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | ||||||||
Accumulated other comprehensive income (loss), net of tax, consisted of the following: | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Foreign currency translation adjustments | $ | 10,724 | $ | 13,485 | |||||
Pension plan obligations | 109 | 128 | |||||||
Accumulated other comprehensive income (loss) | $ | 10,833 | $ | 13,613 | |||||
SEGMENT_AND_GEOGRAPHIC_DATA
SEGMENT AND GEOGRAPHIC DATA | 3 Months Ended | |||||||||||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||||||||||
SEGMENT AND GEOGRAPHIC DATA | SEGMENT AND GEOGRAPHIC DATA | |||||||||||||||||||||||||||
Segment Reporting | ||||||||||||||||||||||||||||
The Company operates in three reportable segments: the Hudson regional businesses of Hudson Americas, Hudson Asia Pacific, and Hudson Europe. Corporate expenses are reported separately from the three reportable segments and pertain to certain functions, such as executive management, corporate governance, human resources, accounting, administration, tax and treasury, the majority of which are attributable to and have been allocated to the reportable segments. Segment information is presented in accordance with ASC 280, “Segments Reporting.” This standard is based on a management approach that requires segmentation based upon the Company’s internal organization and disclosure of revenue and certain expenses based upon internal accounting methods. The Company’s financial reporting systems present various data for management to run the business, including internal profit and loss statements prepared on a basis not consistent with U.S. GAAP. Accounts receivable, net and long-lived assets are the only significant assets separated by segment for internal reporting purposes. | ||||||||||||||||||||||||||||
Hudson | Hudson | Hudson | Corporate | Elimination | Total | |||||||||||||||||||||||
Americas | Asia Pacific | Europe | ||||||||||||||||||||||||||
For The Three Months Ended March 31, 2015 | ||||||||||||||||||||||||||||
Revenue, from external customers | $ | 10,978 | $ | 53,139 | $ | 60,200 | $ | — | $ | — | $ | 124,317 | ||||||||||||||||
Inter-segment revenue | — | — | 14 | — | (14 | ) | — | |||||||||||||||||||||
Total revenue | $ | 10,978 | $ | 53,139 | $ | 60,214 | $ | — | $ | (14 | ) | $ | 124,317 | |||||||||||||||
Gross margin, from external customers | $ | 4,621 | $ | 20,876 | $ | 22,407 | $ | — | $ | — | $ | 47,904 | ||||||||||||||||
Inter-segment gross margin | (7 | ) | (31 | ) | 37 | — | 1 | — | ||||||||||||||||||||
Total gross margin | $ | 4,614 | $ | 20,845 | $ | 22,444 | $ | — | $ | 1 | $ | 47,904 | ||||||||||||||||
Business reorganization expenses | $ | 421 | $ | 8 | $ | 880 | $ | 34 | $ | — | $ | 1,343 | ||||||||||||||||
EBITDA (loss) (a) | $ | (1,620 | ) | $ | 804 | $ | (2,150 | ) | $ | (2,626 | ) | $ | — | $ | (5,592 | ) | ||||||||||||
Depreciation and amortization | 102 | 671 | 228 | 110 | — | 1,111 | ||||||||||||||||||||||
Intercompany interest income (expense), net | — | — | (130 | ) | 134 | (4 | ) | — | ||||||||||||||||||||
Interest income (expense), net | (33 | ) | (42 | ) | (5 | ) | — | — | (80 | ) | ||||||||||||||||||
Income (loss) from continuing operations before income taxes | $ | (1,755 | ) | $ | 91 | $ | (2,513 | ) | $ | (2,602 | ) | $ | (4 | ) | $ | (6,783 | ) | |||||||||||
As of March 31, 2015 | ||||||||||||||||||||||||||||
Accounts receivable, net | $ | 6,934 | $ | 31,957 | $ | 40,618 | $ | — | $ | — | $ | 79,509 | ||||||||||||||||
Long-lived assets, net of accumulated depreciation and amortization | $ | 535 | $ | 7,300 | $ | 2,073 | $ | 989 | $ | — | $ | 10,897 | ||||||||||||||||
Total assets | $ | 9,423 | $ | 49,300 | $ | 58,811 | $ | 3,637 | $ | — | $ | 121,171 | ||||||||||||||||
Hudson | Hudson | Hudson | Corporate | Inter- | Total | |||||||||||||||||||||||
Americas | Asia Pacific | Europe | segment | |||||||||||||||||||||||||
elimination | ||||||||||||||||||||||||||||
For The Three Months Ended March 31, 2014 | ||||||||||||||||||||||||||||
Revenue, from external customers | $ | 12,244 | $ | 56,430 | $ | 75,493 | $ | — | $ | — | $ | 144,167 | ||||||||||||||||
Inter-segment revenue | — | — | 78 | — | (78 | ) | — | |||||||||||||||||||||
Total revenue | $ | 12,244 | $ | 56,430 | $ | 75,571 | $ | — | $ | (78 | ) | $ | 144,167 | |||||||||||||||
Gross margin, from external customers | $ | 4,502 | $ | 20,911 | $ | 28,616 | $ | — | $ | — | $ | 54,029 | ||||||||||||||||
Inter-segment gross margin | (3 | ) | (70 | ) | 73 | — | — | — | ||||||||||||||||||||
Total gross margin | $ | 4,499 | $ | 20,841 | $ | 28,689 | $ | — | $ | — | $ | 54,029 | ||||||||||||||||
Business reorganization expenses | $ | 91 | $ | — | $ | 23 | $ | — | $ | — | $ | 114 | ||||||||||||||||
EBITDA (loss) (a) | $ | (456 | ) | $ | (305 | ) | $ | 688 | $ | (2,127 | ) | $ | — | $ | (2,200 | ) | ||||||||||||
Depreciation and amortization | 119 | 745 | 345 | 162 | — | 1,371 | ||||||||||||||||||||||
Intercompany interest income (expense), net | — | — | (130 | ) | 130 | — | — | |||||||||||||||||||||
Interest income (expense), net | (2 | ) | (42 | ) | 11 | (106 | ) | — | (139 | ) | ||||||||||||||||||
Income (loss) from continuing operations before income taxes | $ | (577 | ) | $ | (1,092 | ) | $ | 224 | $ | (2,265 | ) | $ | — | $ | (3,710 | ) | ||||||||||||
As of March 31, 2014 | ||||||||||||||||||||||||||||
Accounts receivable, net | $ | 16,494 | $ | 31,258 | $ | 51,068 | $ | — | $ | — | $ | 98,820 | ||||||||||||||||
Long-lived assets, net of accumulated depreciation and amortization | $ | 588 | $ | 9,550 | $ | 3,528 | $ | 602 | $ | — | $ | 14,268 | ||||||||||||||||
Total assets | $ | 19,688 | $ | 58,223 | $ | 76,718 | $ | 4,870 | $ | — | $ | 159,499 | ||||||||||||||||
(a) | Securities and Exchange Commission ("SEC") Regulation S-K Item 229.10(e)1(ii)(A) defines EBITDA as earnings before interest, taxes, depreciation and amortization. EBITDA is presented to provide additional information to investors about the Company's operations on a basis consistent with the measures that the Company uses to manage its operations and evaluate its performance. Management also uses this measurement to evaluate working capital requirements. EBITDA should not be considered in isolation or as a substitute for operating income and net income prepared in accordance with U.S. GAAP or as a measure of the Company's profitability. | |||||||||||||||||||||||||||
Geographic Data Reporting | ||||||||||||||||||||||||||||
A summary of revenues for the three months ended March 31, 2015 and 2014 and long-lived assets and net assets by geographic area as of March 31, 2015 and 2014 were as follows: | ||||||||||||||||||||||||||||
Information by geographic region | United | Australia | United | Continental | Other | Other | Total | |||||||||||||||||||||
Kingdom | States | Europe | Asia Pacific | Americas | ||||||||||||||||||||||||
For The Three Months Ended March 31, 2015 | ||||||||||||||||||||||||||||
Revenue (a) | $ | 38,341 | $ | 39,042 | $ | 10,826 | $ | 21,858 | $ | 14,098 | $ | 152 | $ | 124,317 | ||||||||||||||
For The Three Months Ended March 31, 2014 | ||||||||||||||||||||||||||||
Revenue (a) | $ | 48,469 | $ | 42,448 | $ | 12,019 | $ | 27,024 | $ | 13,982 | $ | 225 | $ | 144,167 | ||||||||||||||
As of March 31, 2015 | ||||||||||||||||||||||||||||
Long-lived assets, net of accumulated depreciation and amortization (b) | $ | 1,744 | $ | 4,630 | $ | 1,512 | $ | 321 | $ | 2,671 | $ | 19 | $ | 10,897 | ||||||||||||||
Net assets | $ | 15,141 | $ | 11,633 | $ | 3,742 | $ | 8,866 | $ | 11,088 | $ | (18 | ) | $ | 50,452 | |||||||||||||
As of March 31, 2014 | ||||||||||||||||||||||||||||
Long-lived assets, net of accumulated depreciation and amortization (b) | $ | 2,977 | $ | 5,968 | $ | 1,163 | $ | 543 | $ | 3,582 | $ | 35 | $ | 14,268 | ||||||||||||||
Net assets | $ | 22,170 | $ | 18,510 | $ | 10,618 | $ | 8,653 | $ | 11,071 | $ | 210 | $ | 71,232 | ||||||||||||||
(a) Revenue by geographic region disclosed above is net of any inter-segment revenue and, therefore, represents only revenue from external customers according to the location of the operating subsidiary. | ||||||||||||||||||||||||||||
(b) Comprised of property and equipment and intangibles. Corporate assets are included in the United States. |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Subsequent Events [Abstract] | |||||
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS | ||||
US IT Business | |||||
In March 2015, the Company's management approved a plan to divest the US IT business within its Hudson Americas segment. The Company concluded, the US IT business qualified for AHFS in accordance with ASC 205 as of March 31, 2015. On May 8, 2015, the Company entered into the US IT Agreement with Mastech, Inc. to sell its US IT business for $17,000 in cash at closing less the amount of deferred revenues relating to the US IT business. The US IT Agreement provides that the Company will retain all working capital and pre-closing liabilities of the US IT business. As of March 31, 2015, the working capital of the US IT business was $4,744 in total assets and $1,721 in total liabilities, excluding deferred revenues of $156. Total Assets were primarily made up of Accounts Receivable, net of $4,656. The US IT Agreement contains customary closing conditions and indemnification obligations of the Company. The Company expects to complete the sale in the second quarter of 2015 and record a gain on the transaction. | |||||
Netherlands | |||||
On April 7, 2015, the Company's Board of Directors authorized management to divest the Company's Netherlands business, within its Hudson Europe Segment. As such, the Company determined the Netherlands business has met the criteria for AHFS as of April 9, 2015. | |||||
On May 7, 2015, the Company entered into a Share Purchase Agreement and completed the sale of its Netherlands business, with InterBalance Group B.V., effective April 30, 2015, to sell its Netherlands business in a management buyout for an estimated $9,132 (€8,087) in cash, subject to a customary working capital adjustment. The Company expects to record between a break even or loss of $1,000 on the sale in the second quarter which includes approximately $6,600 in non-cash accumulated foreign currency translation losses as of March 31, 2015. Pre-tax profit in accordance with ASC 205 for the three months ended March 31, 2015 was $356 compared to $342 for the same period in 2014. The carrying amounts of the major class of assets and liabilities were as follows: | |||||
31-Mar-15 | |||||
Cash and cash equivalents | $ | 1,520 | |||
Account receivable, net | 6,864 | ||||
Other assets | 580 | ||||
Total assets | $ | 8,964 | |||
Total liabilities | $ | 5,555 | |||
Potential Costs Associated Upon Termination or Change in Control | |||||
The Company’s stock plan agreements provide that a change in control of the Company will occur if, among other things, individuals who were directors as of the date of the agreement and any new director whose appointment or election was approved or recommended by a vote of at least two-thirds of the directors then in office who were either directors on the date of the agreement or whose appointment or election was previously so approved or recommended (each, a “continuing director”) cease to constitute a majority of the Company’s directors. A change in control of the Company may occur as of the 2015 annual meeting under these agreements because continuing directors may cease to constitute a majority of our directors. As a result, certain compensation and benefits, including vesting of equity awards, may be triggered effective as of the 2015 annual meeting to be held on June 15, 2015. The Company estimates that this amount could be up to approximately $3,000 in additional expense in the second quarter. | |||||
In addition, the Company has incurred compensation and benefits obligations to its Chief Executive Officer, Manuel Marquez, under his employment agreement in connection with the Company providing Mr. Marquez notice of non-renewal of his employment agreement, which is treated as a termination of his employment without cause. The Company has accrued $665 as of March 31, 2015 in connection with compensation and benefits Mr. Marquez is entitled upon a termination without cause. Mr. Marquez does not agree with this treatment of compensation and benefits under his employment agreement and has requested additional amounts of up to approximately $2,000. The Company does not agree with Mr. Marquez’s interpretation of the employment agreement and intends to vigorously defend against any claim for additional amounts. |
ASSETS_HELD_FOR_SALE_AND_DISCO1
ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | |||||||||||||||||||||||||
Disposal Groups, Including Discontinued Operations | The carrying amounts of the classes of assets and liabilities from the Legal eDiscovery business and Sweden operations included in discontinued operations were as follows: | ||||||||||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||||||||||
eDiscovery | Sweden | Total | eDiscovery | Sweden | Total | ||||||||||||||||||||
Total assets | $ | 392 | $ | 84 | $ | 476 | $ | 1,156 | $ | 93 | $ | 1,249 | |||||||||||||
Total liabilities | $ | 2,779 | $ | 149 | $ | 2,928 | $ | 3,297 | $ | 215 | $ | 3,512 | |||||||||||||
Reported results for the discontinued operations by period were as follows: | |||||||||||||||||||||||||
Three Months Ended March 31, 2015 | |||||||||||||||||||||||||
eDiscovery | Sweden | Total | |||||||||||||||||||||||
Revenue | $ | (1 | ) | $ | — | $ | (1 | ) | |||||||||||||||||
Gross margin | 89 | — | 89 | ||||||||||||||||||||||
Reorganization expenses | 363 | (6 | ) | 357 | |||||||||||||||||||||
Impairment charges | — | — | — | ||||||||||||||||||||||
Operating income (loss), excluding gain (loss) from sale of business | (267 | ) | (28 | ) | (295 | ) | |||||||||||||||||||
Other non-operating income (loss), including interest | (8 | ) | — | (8 | ) | ||||||||||||||||||||
Gain (loss) from sale of discontinued operations | 82 | — | 82 | ||||||||||||||||||||||
Income (loss) from discontinued operations before income taxes | (193 | ) | (28 | ) | (221 | ) | |||||||||||||||||||
Provision (benefit) for income taxes | (37 | ) | — | (37 | ) | ||||||||||||||||||||
Income (loss) from discontinued operations | $ | (156 | ) | $ | (28 | ) | $ | (184 | ) | ||||||||||||||||
Three Months Ended March 31, 2014 | |||||||||||||||||||||||||
eDiscovery | Sweden | Total | |||||||||||||||||||||||
Revenue | $ | 17,010 | $ | 684 | $ | 17,694 | |||||||||||||||||||
Gross margin | 3,043 | 457 | 3,500 | ||||||||||||||||||||||
Reorganization expenses | — | — | — | ||||||||||||||||||||||
Impairment charges | — | — | — | ||||||||||||||||||||||
Operating income (loss), excluding gain (loss) from sale of business | (125 | ) | (176 | ) | (301 | ) | |||||||||||||||||||
Other non-operating income (loss), including interest | (5 | ) | (4 | ) | (9 | ) | |||||||||||||||||||
Gain (loss) from sale of discontinued operations | — | — | — | ||||||||||||||||||||||
Income (loss) from discontinued operations before income taxes | (130 | ) | (180 | ) | (310 | ) | |||||||||||||||||||
Provision (benefit) for income taxes | 122 | — | 122 | ||||||||||||||||||||||
Income (loss) from discontinued operations | $ | (252 | ) | $ | (180 | ) | $ | (432 | ) | ||||||||||||||||
The carrying amounts of the major class of assets and liabilities were as follows: | |||||||||||||||||||||||||
31-Mar-15 | |||||||||||||||||||||||||
Cash and cash equivalents | $ | 1,520 | |||||||||||||||||||||||
Account receivable, net | 6,864 | ||||||||||||||||||||||||
Other assets | 580 | ||||||||||||||||||||||||
Total assets | $ | 8,964 | |||||||||||||||||||||||
Total liabilities | $ | 5,555 | |||||||||||||||||||||||
REVENUE_DIRECT_COSTS_AND_GROSS1
REVENUE, DIRECT COSTS AND GROSS MARGIN (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Revenue, Direct Costs and Gross Margin [Abstract] | ||||||||||||||||
Revenue, direct costs and gross margin | The Company’s revenue, direct costs and gross margin were as follows: | |||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||||
Temporary Contracting | Permanent Recruitment | Other | Total | |||||||||||||
Revenue | $ | 86,580 | $ | 28,106 | $ | 9,631 | $ | 124,317 | ||||||||
Direct costs (1) | 73,616 | 485 | 2,312 | 76,413 | ||||||||||||
Gross margin | $ | 12,964 | $ | 27,621 | $ | 7,319 | $ | 47,904 | ||||||||
Three Months Ended March 31, 2014 | ||||||||||||||||
Temporary Contracting | Permanent Recruitment | Other | Total | |||||||||||||
Revenue | $ | 102,169 | $ | 29,697 | $ | 12,301 | $ | 144,167 | ||||||||
Direct costs (1) | 86,795 | 486 | 2,857 | 90,138 | ||||||||||||
Gross margin | $ | 15,374 | $ | 29,211 | $ | 9,444 | $ | 54,029 | ||||||||
-1 | Direct costs in Temporary Contracting include the direct staffing costs of salaries, payroll taxes, employee benefits, travel expenses, rent and insurance costs for the Company’s contractors and reimbursed out-of-pocket expenses and other direct costs. Other than reimbursed out-of-pocket expenses, there are no other direct costs associated with the Permanent Recruitment and Other category. Gross margin represents revenue less direct costs. The region where services are provided, the mix of contracting and permanent recruitment, and the functional nature of the staffing services provided can affect gross margin. The salaries, commissions, payroll taxes and employee benefits related to recruitment professionals are included under the caption "Selling, general and administrative expenses" in the Condensed Consolidated Statements of Operations and Other Comprehensive Income (Loss). |
STOCKBASED_COMPENSATION_Tables
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2015 | ||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||||||||||||
Schedule of share-based compensation, restricted stock quantity and vesting conditions | A summary of the quantity and vesting conditions for stock-based awards granted to the Company's employees for the three months ended March 31, 2015 was as follows: | |||||||||||||
Vesting conditions | Number of Shares of Restricted Stock Granted | Number of Restricted Stock Units Granted | Total | |||||||||||
Performance and service conditions (1) (2) | 590,100 | 105,400 | 695,500 | |||||||||||
-1 | The performance conditions with respect to restricted stock may be satisfied as follows: | |||||||||||||
(a) | For employees from North America 50% of the shares of restricted stock may be earned on the basis of performance as measured by a “EBITDA Ratio,” and 50% of the shares of restricted stock may be earned on the basis of performance as measured by a “Gross Margin Ratio”; | |||||||||||||
(b) | For employees from APAC and Europe 80% of the shares of restricted stock may be earned on the basis of performance as measured by a “EBITDA Ratio,” and 20% of the shares of restricted stock may be earned on the basis of performance as measured by a “Gross Margin Ratio”; and | |||||||||||||
(c) | For employees from Corporate office 80% of the shares of restricted stock may be earned on the basis of performance as measured by a “EBITDA Ratio,” and 20% of the shares of restricted stock may be earned on the basis of performance as measured by a “Corporate Costs Ratio.” | |||||||||||||
-2 | To the extent shares are earned on the basis of performance, such shares will vest on the basis of service as follows: | |||||||||||||
(a) | One-third of the shares vest on first anniversary; | |||||||||||||
(b) | One-third of the shares vest on second anniversary; and | |||||||||||||
(c) | One-third of the shares vest on third anniversary; provided that, in each case, the employee remains employed by the Company from the grant date through the applicable service vesting date. | |||||||||||||
Schedule of stock-based compensation expense | For the three months ended March 31, 2015 and 2014, the Company’s stock-based compensation expense related to stock options, restricted stock and restricted stock units was as follows: | |||||||||||||
Three Months Ended March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Stock options | $ | — | $ | 57 | ||||||||||
Restricted stock | 385 | 409 | ||||||||||||
Restricted stock units | 148 | 30 | ||||||||||||
Total | $ | 533 | $ | 496 | ||||||||||
Changes in stock options | Changes in the Company’s stock options for the three months ended March 31, 2015 and 2014 were as follows: | |||||||||||||
Three Months Ended March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Number of | Weighted | Number of | Weighted | |||||||||||
Options | Average | Options | Average | |||||||||||
Exercise Price | Exercise Price | |||||||||||||
per Share | per Share | |||||||||||||
Options outstanding at January 1, | 756,800 | $ | 8.78 | 800,350 | $ | 9.15 | ||||||||
Expired/forfeited | (109,000 | ) | 13.25 | (14,050 | ) | 13.64 | ||||||||
Options outstanding at March 31, | 647,800 | 8.03 | 786,300 | 9.07 | ||||||||||
Options exercisable at March 31, | 647,800 | $ | 8.03 | 586,300 | $ | 10.4 | ||||||||
Changes in restricted stock | Changes in the Company’s restricted stock for the three months ended March 31, 2015 and 2014 were as follows: | |||||||||||||
Three Months Ended March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Number of | Weighted | Number of | Weighted | |||||||||||
Shares of | Average | Shares of | Average | |||||||||||
Restricted | Grant Date | Restricted | Grant Date | |||||||||||
Stock | Fair Value | Stock | Fair Value | |||||||||||
Unvested restricted stock at January 1, | 803,999 | $ | 3 | 997,802 | $ | 3 | ||||||||
Granted | 590,100 | 2.84 | 5,000 | 3.87 | ||||||||||
Vested | (132,775 | ) | 3.5 | (143,645 | ) | 5.75 | ||||||||
Forfeited | (171,622 | ) | 3.17 | (435,896 | ) | 2.3 | ||||||||
Unvested restricted stock at March 31, | 1,089,702 | $ | 2.82 | 423,261 | $ | 2.8 | ||||||||
Changes in restricted stock units | Changes in the Company’s restricted stock units for the three months ended March 31, 2015 and 2014 were as follows: | |||||||||||||
Three Months Ended March 31, | ||||||||||||||
2015 | 2014 | |||||||||||||
Number of | Weighted | Number of | Weighted | |||||||||||
Restricted | Average | Restricted | Average | |||||||||||
Stock Units | Grant-Date | Stock Units | Grant-Date | |||||||||||
Fair Value | Fair Value | |||||||||||||
Unvested restricted stock units at January 1, | 119,940 | $ | 3.57 | 115,869 | $ | 3.65 | ||||||||
Granted | 144,664 | 2.84 | — | — | ||||||||||
Vested | (56,310 | ) | 2.95 | (2,792 | ) | 3.16 | ||||||||
Forfeited | (42,500 | ) | 3.21 | (48,160 | ) | 2.42 | ||||||||
Unvested restricted stock units at March 31, | 165,794 | $ | 3.24 | 64,917 | $ | 4.58 | ||||||||
Schedule of expenses and contributions for the prior years' employer-matching liability for the 401(k) plan | For the three months ended March 31, 2015 and 2014, the Company’s current year expenses and contributions to satisfy the prior years’ employer-matching liability for the 401(k) plan were as follows: | |||||||||||||
Three Months Ended | ||||||||||||||
March 31, | ||||||||||||||
($ in thousands, except otherwise stated) | 2015 | 2014 | ||||||||||||
Expense recognized for the 401(k) plan | $ | 75 | $ | 162 | ||||||||||
Contributions to satisfy prior years' employer-matching liability | ||||||||||||||
Number of shares of the Company's common stock issued (in thousands) | 116 | — | ||||||||||||
Market value per share of the Company's common stock on contribution date (in dollars) | $ | 2.71 | $ | — | ||||||||||
Non-cash contribution made for employer matching liability | $ | 314 | $ | — | ||||||||||
Additional cash contribution made for employer-matching liability | $ | — | $ | — | ||||||||||
Total contribution made for employer-matching liability | $ | 314 | $ | — | ||||||||||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 3 Months Ended | ||
Mar. 31, 2015 | |||
Income Tax Disclosure [Abstract] | |||
Open Years Subject to Tax Examination | As of March 31, 2015, the Company's open tax years, which remain subject to examination by the relevant tax authorities, were principally as follows: | ||
Year | |||
Earliest tax years which remain subject to examination by the relevant tax authorities: | |||
U.S. Federal | 2011 | ||
Majority of U.S. state and local jurisdictions | 2010 | ||
United Kingdom | 2013 | ||
Australia | 2010 | ||
Majority of other non-U.S. jurisdictions | 2009 |
EARNINGS_LOSS_PER_SHARE_Tables
EARNINGS (LOSS) PER SHARE (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Schedule of earnings per share, basic and diluted | A reconciliation of the numerators and denominators of the basic and diluted earnings (loss) per share calculations for the three months ended March 31, 2015 and 2014 were as follows: | ||||||||
Three Months Ended March 31, | |||||||||
2015 | 2014 | ||||||||
Earnings (loss) per share ("EPS"): | |||||||||
EPS - basic and diluted: | |||||||||
Income (loss) from continuing operations | $ | (0.20 | ) | $ | (0.13 | ) | |||
Income (loss) from discontinued operations | (0.01 | ) | (0.01 | ) | |||||
Net income (loss) | $ | (0.21 | ) | $ | (0.14 | ) | |||
EPS numerator - basic and diluted: | |||||||||
Income (loss) from continuing operations | $ | (6,654 | ) | $ | (4,112 | ) | |||
Income (loss) from discontinued operations | (184 | ) | (432 | ) | |||||
Net income (loss) | $ | (6,838 | ) | $ | (4,544 | ) | |||
EPS denominator (in thousands): | |||||||||
Weighted average common stock outstanding - basic | 33,053 | 32,641 | |||||||
Common stock equivalents: stock options and other stock-based awards (a) | — | — | |||||||
Weighted average number of common stock outstanding - diluted | 33,053 | 32,641 | |||||||
(a) | For the periods in which net losses are presented, the diluted weighted average number of shares of common stock outstanding did not differ from the basic weighted average number of shares of common stock outstanding because the effects of any potential common stock equivalents (see Note 6 for further details on outstanding stock options, unvested restricted stock units and unvested restricted stock) were anti-dilutive and therefore not included in the calculation of the denominator of dilutive earnings per share. | ||||||||
Schedule of antidilutive securities excluded from computation of earnings per share | The weighted average number of shares outstanding used in the computation of diluted net income (loss) per share for the three months ended March 31, 2015 and 2014 did not include the effect of the following potentially outstanding shares of common stock because the effect would have been anti-dilutive: | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Unvested restricted stock | 1,089,702 | 423,261 | |||||||
Unvested restricted stock units | 165,794 | 64,917 | |||||||
Stock options | 647,800 | 786,300 | |||||||
Total | 1,903,296 | 1,274,478 | |||||||
RESTRICTED_CASH_Tables
RESTRICTED CASH (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Restricted Cash and Investments [Abstract] | ||||||||
Schedule of restricted cash and cash equivalents | A summary of the Company’s restricted cash included in the accompanying Condensed Consolidated Balance Sheets as of March 31, 2015 and December 31, 2014 was as follows: | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Included under the caption "Other assets": | ||||||||
Collateral accounts | $ | 115 | $ | 618 | ||||
Rental deposits | 649 | 802 | ||||||
Total amount under the caption "Other assets": | $ | 764 | $ | 1,420 | ||||
Included under the caption "Prepaid and other": | ||||||||
Client guarantees | $ | 42 | $ | 52 | ||||
Other | 133 | 123 | ||||||
Total amount under the caption "Prepaid and other" | $ | 175 | $ | 175 | ||||
Total restricted cash | $ | 939 | $ | 1,595 | ||||
PROTPERTY_AND_EQUIPMENT_NET_Ta
PROTPERTY AND EQUIPMENT, NET (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Property, Plant and Equipment, Net [Abstract] | ||||||||
Property, plant and equipment | As of March 31, 2015 and December 31, 2014, property and equipment, net, was as follows: | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Computer equipment | $ | 8,223 | $ | 8,806 | ||||
Furniture and equipment | 4,588 | 5,352 | ||||||
Capitalized software costs | 24,425 | 25,228 | ||||||
Leasehold improvements | 20,150 | 21,368 | ||||||
57,386 | 60,754 | |||||||
Less: accumulated depreciation and amortization | 48,491 | 50,914 | ||||||
Property and equipment, net | $ | 8,895 | $ | 9,840 | ||||
Schedule of capital leased obligations | A summary of the Company’s equipment acquired under capital lease agreements were as follows: | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Capital lease obligation, current | $ | 82 | $ | 77 | ||||
Capital lease obligation, non-current | $ | 303 | $ | 348 | ||||
GOODWILL_Tables
GOODWILL (Tables) | 3 Months Ended | |||
Mar. 31, 2015 | ||||
Goodwill Disclosure [Abstract] | ||||
Schedule of goodwill | The goodwill related to the earn-out payment made in 2010 for the Company’s 2007 acquisition of the businesses of Tong Zhi (Beijing) Consulting Service Ltd and Guangzhou Dong Li Consulting Service Ltd. | |||
Carrying Value | ||||
2015 | ||||
Goodwill, January 1, | $ | 2,028 | ||
Currency translation | — | |||
Goodwill, March 31, | $ | 2,028 | ||
BUSINESS_REORGANIZATION_EXPENS1
BUSINESS REORGANIZATION EXPENSES (Tables) | 3 Months Ended | |||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||
Restructuring and Related Activities [Abstract] | ||||||||||||||||||||
Business reorganization expenses | Business reorganization expenses for the three months ended March 31, 2015 and 2014 by plan were as follows: | |||||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||||||
2015 | 2014 | |||||||||||||||||||
Previous Plans | $ | 534 | $ | 114 | ||||||||||||||||
2015 Exit Plan | 809 | — | ||||||||||||||||||
Total reorganization expenses in continuing operations | $ | 1,343 | $ | 114 | ||||||||||||||||
Changes in accrued business reorganization expenses | Changes in the accrued business reorganization expenses for the three months ended March 31, 2015 were as follows: | |||||||||||||||||||
For The Three Months Ended March 31, 2015 | December 31, | Changes in | Additional | Payments | March 31, | |||||||||||||||
2014 | Estimate | Charges | 2015 | |||||||||||||||||
Lease termination payments | $ | 1,992 | $ | — | $ | 429 | $ | (525 | ) | $ | 1,896 | |||||||||
Employee termination benefits | 1,772 | — | 736 | (744 | ) | 1,764 | ||||||||||||||
Other associated costs | — | — | 178 | (178 | ) | — | ||||||||||||||
Total | $ | 3,764 | $ | — | $ | 1,343 | $ | (1,447 | ) | $ | 3,660 | |||||||||
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||
Schedule of asset retirement obligations | The Company’s asset retirement obligations that are included in the Condensed Consolidated Balance Sheets as of March 31, 2015 and December 31, 2014 were as follows: | |||||||
March 31, | December 31, | |||||||
2015 | 2014 | |||||||
Total asset retirement obligations | $ | 2,205 | $ | 2,461 | ||||
CREDIT_AGREEMENTS_Tables
CREDIT AGREEMENTS (Tables) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Lloyds | |||||
Line of Credit Facility [Line Items] | |||||
Schedule of Line of Credit Facilities | The details of the Lloyds Agreement as of March 31, 2015 were as follows: | ||||
March 31, | |||||
2015 | |||||
Borrowing capacity | $ | 12,706 | |||
Less: outstanding borrowing | — | ||||
Additional borrowing availability | $ | 12,706 | |||
Interest rates on outstanding borrowing | 2.25 | % | |||
Siena Lending Group LLC | |||||
Line of Credit Facility [Line Items] | |||||
Schedule of Line of Credit Facilities | The details of the Siena Agreement as of March 31, 2015 were as follows: | ||||
March 31, | |||||
2015 | |||||
Borrowing base | $ | 2,563 | |||
Less: adjustments to the borrowing base | |||||
Minimum availability | (1,000 | ) | |||
Outstanding letters of credits | (385 | ) | |||
Adjusted borrowing base | 1,178 | ||||
Less: outstanding borrowing | — | ||||
Additional borrowing availability | $ | 1,178 | |||
Interest rates on outstanding borrowing | 5 | % | |||
Westpac Bank | |||||
Line of Credit Facility [Line Items] | |||||
Schedule of Line of Credit Facilities | The details of the Facility Agreement as of March 31, 2015 were as follows: | ||||
March 31, | |||||
2015 | |||||
Tranche A: | |||||
Borrowing capacity | $ | 7,607 | |||
Less: outstanding borrowing | — | ||||
Additional borrowing availability | $ | 7,607 | |||
Interest rates on outstanding borrowing | 4.49 | % | |||
Tranche B: | |||||
Borrowing capacity | $ | 1,494 | |||
Less: outstanding borrowing | — | ||||
Additional borrowing availability | $ | 1,494 | |||
Interest rates on outstanding borrowing | 8.28 | % | |||
Tranche C: | |||||
Financial guarantee capacity | $ | 3,804 | |||
Less: outstanding financial guarantee requested | (2,338 | ) | |||
Additional availability for financial guarantee | $ | 1,466 | |||
Interest rates on financial guarantee requested | 2.1 | % |
ACCUMUATED_OTHER_COMPREHENSIVE
ACCUMUATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |||||||||
Schedule of Accumulated Other Comprehensive Income (Loss) | Accumulated other comprehensive income (loss), net of tax, consisted of the following: | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Foreign currency translation adjustments | $ | 10,724 | $ | 13,485 | |||||
Pension plan obligations | 109 | 128 | |||||||
Accumulated other comprehensive income (loss) | $ | 10,833 | $ | 13,613 | |||||
SEGMENT_AND_GEOGRAPHIC_DATA_Ta
SEGMENT AND GEOGRAPHIC DATA (Tables) | 3 Months Ended | |||||||||||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||||||||||||||
Schedule of segment reporting information | ||||||||||||||||||||||||||||
Hudson | Hudson | Hudson | Corporate | Elimination | Total | |||||||||||||||||||||||
Americas | Asia Pacific | Europe | ||||||||||||||||||||||||||
For The Three Months Ended March 31, 2015 | ||||||||||||||||||||||||||||
Revenue, from external customers | $ | 10,978 | $ | 53,139 | $ | 60,200 | $ | — | $ | — | $ | 124,317 | ||||||||||||||||
Inter-segment revenue | — | — | 14 | — | (14 | ) | — | |||||||||||||||||||||
Total revenue | $ | 10,978 | $ | 53,139 | $ | 60,214 | $ | — | $ | (14 | ) | $ | 124,317 | |||||||||||||||
Gross margin, from external customers | $ | 4,621 | $ | 20,876 | $ | 22,407 | $ | — | $ | — | $ | 47,904 | ||||||||||||||||
Inter-segment gross margin | (7 | ) | (31 | ) | 37 | — | 1 | — | ||||||||||||||||||||
Total gross margin | $ | 4,614 | $ | 20,845 | $ | 22,444 | $ | — | $ | 1 | $ | 47,904 | ||||||||||||||||
Business reorganization expenses | $ | 421 | $ | 8 | $ | 880 | $ | 34 | $ | — | $ | 1,343 | ||||||||||||||||
EBITDA (loss) (a) | $ | (1,620 | ) | $ | 804 | $ | (2,150 | ) | $ | (2,626 | ) | $ | — | $ | (5,592 | ) | ||||||||||||
Depreciation and amortization | 102 | 671 | 228 | 110 | — | 1,111 | ||||||||||||||||||||||
Intercompany interest income (expense), net | — | — | (130 | ) | 134 | (4 | ) | — | ||||||||||||||||||||
Interest income (expense), net | (33 | ) | (42 | ) | (5 | ) | — | — | (80 | ) | ||||||||||||||||||
Income (loss) from continuing operations before income taxes | $ | (1,755 | ) | $ | 91 | $ | (2,513 | ) | $ | (2,602 | ) | $ | (4 | ) | $ | (6,783 | ) | |||||||||||
As of March 31, 2015 | ||||||||||||||||||||||||||||
Accounts receivable, net | $ | 6,934 | $ | 31,957 | $ | 40,618 | $ | — | $ | — | $ | 79,509 | ||||||||||||||||
Long-lived assets, net of accumulated depreciation and amortization | $ | 535 | $ | 7,300 | $ | 2,073 | $ | 989 | $ | — | $ | 10,897 | ||||||||||||||||
Total assets | $ | 9,423 | $ | 49,300 | $ | 58,811 | $ | 3,637 | $ | — | $ | 121,171 | ||||||||||||||||
Hudson | Hudson | Hudson | Corporate | Inter- | Total | |||||||||||||||||||||||
Americas | Asia Pacific | Europe | segment | |||||||||||||||||||||||||
elimination | ||||||||||||||||||||||||||||
For The Three Months Ended March 31, 2014 | ||||||||||||||||||||||||||||
Revenue, from external customers | $ | 12,244 | $ | 56,430 | $ | 75,493 | $ | — | $ | — | $ | 144,167 | ||||||||||||||||
Inter-segment revenue | — | — | 78 | — | (78 | ) | — | |||||||||||||||||||||
Total revenue | $ | 12,244 | $ | 56,430 | $ | 75,571 | $ | — | $ | (78 | ) | $ | 144,167 | |||||||||||||||
Gross margin, from external customers | $ | 4,502 | $ | 20,911 | $ | 28,616 | $ | — | $ | — | $ | 54,029 | ||||||||||||||||
Inter-segment gross margin | (3 | ) | (70 | ) | 73 | — | — | — | ||||||||||||||||||||
Total gross margin | $ | 4,499 | $ | 20,841 | $ | 28,689 | $ | — | $ | — | $ | 54,029 | ||||||||||||||||
Business reorganization expenses | $ | 91 | $ | — | $ | 23 | $ | — | $ | — | $ | 114 | ||||||||||||||||
EBITDA (loss) (a) | $ | (456 | ) | $ | (305 | ) | $ | 688 | $ | (2,127 | ) | $ | — | $ | (2,200 | ) | ||||||||||||
Depreciation and amortization | 119 | 745 | 345 | 162 | — | 1,371 | ||||||||||||||||||||||
Intercompany interest income (expense), net | — | — | (130 | ) | 130 | — | — | |||||||||||||||||||||
Interest income (expense), net | (2 | ) | (42 | ) | 11 | (106 | ) | — | (139 | ) | ||||||||||||||||||
Income (loss) from continuing operations before income taxes | $ | (577 | ) | $ | (1,092 | ) | $ | 224 | $ | (2,265 | ) | $ | — | $ | (3,710 | ) | ||||||||||||
As of March 31, 2014 | ||||||||||||||||||||||||||||
Accounts receivable, net | $ | 16,494 | $ | 31,258 | $ | 51,068 | $ | — | $ | — | $ | 98,820 | ||||||||||||||||
Long-lived assets, net of accumulated depreciation and amortization | $ | 588 | $ | 9,550 | $ | 3,528 | $ | 602 | $ | — | $ | 14,268 | ||||||||||||||||
Total assets | $ | 19,688 | $ | 58,223 | $ | 76,718 | $ | 4,870 | $ | — | $ | 159,499 | ||||||||||||||||
(a) | Securities and Exchange Commission ("SEC") Regulation S-K Item 229.10(e)1(ii)(A) defines EBITDA as earnings before interest, taxes, depreciation and amortization. EBITDA is presented to provide additional information to investors about the Company's operations on a basis consistent with the measures that the Company uses to manage its operations and evaluate its performance. Management also uses this measurement to evaluate working capital requirements. EBITDA should not be considered in isolation or as a substitute for operating income and net income prepared in accordance with U.S. GAAP or as a measure of the Company's profitability. | |||||||||||||||||||||||||||
Revenue and long-lived assets by geographic area | A summary of revenues for the three months ended March 31, 2015 and 2014 and long-lived assets and net assets by geographic area as of March 31, 2015 and 2014 were as follows: | |||||||||||||||||||||||||||
Information by geographic region | United | Australia | United | Continental | Other | Other | Total | |||||||||||||||||||||
Kingdom | States | Europe | Asia Pacific | Americas | ||||||||||||||||||||||||
For The Three Months Ended March 31, 2015 | ||||||||||||||||||||||||||||
Revenue (a) | $ | 38,341 | $ | 39,042 | $ | 10,826 | $ | 21,858 | $ | 14,098 | $ | 152 | $ | 124,317 | ||||||||||||||
For The Three Months Ended March 31, 2014 | ||||||||||||||||||||||||||||
Revenue (a) | $ | 48,469 | $ | 42,448 | $ | 12,019 | $ | 27,024 | $ | 13,982 | $ | 225 | $ | 144,167 | ||||||||||||||
As of March 31, 2015 | ||||||||||||||||||||||||||||
Long-lived assets, net of accumulated depreciation and amortization (b) | $ | 1,744 | $ | 4,630 | $ | 1,512 | $ | 321 | $ | 2,671 | $ | 19 | $ | 10,897 | ||||||||||||||
Net assets | $ | 15,141 | $ | 11,633 | $ | 3,742 | $ | 8,866 | $ | 11,088 | $ | (18 | ) | $ | 50,452 | |||||||||||||
As of March 31, 2014 | ||||||||||||||||||||||||||||
Long-lived assets, net of accumulated depreciation and amortization (b) | $ | 2,977 | $ | 5,968 | $ | 1,163 | $ | 543 | $ | 3,582 | $ | 35 | $ | 14,268 | ||||||||||||||
Net assets | $ | 22,170 | $ | 18,510 | $ | 10,618 | $ | 8,653 | $ | 11,071 | $ | 210 | $ | 71,232 | ||||||||||||||
(a) Revenue by geographic region disclosed above is net of any inter-segment revenue and, therefore, represents only revenue from external customers according to the location of the operating subsidiary. | ||||||||||||||||||||||||||||
(b) Comprised of property and equipment and intangibles. Corporate assets are included in the United States. |
SUBSEQUENT_EVENTS_Tables
SUBSEQUENT EVENTS (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Subsequent Events [Abstract] | |||||||||||||||||||||||||
Disposal Groups, Including Discontinued Operations | The carrying amounts of the classes of assets and liabilities from the Legal eDiscovery business and Sweden operations included in discontinued operations were as follows: | ||||||||||||||||||||||||
March 31, 2015 | December 31, 2014 | ||||||||||||||||||||||||
eDiscovery | Sweden | Total | eDiscovery | Sweden | Total | ||||||||||||||||||||
Total assets | $ | 392 | $ | 84 | $ | 476 | $ | 1,156 | $ | 93 | $ | 1,249 | |||||||||||||
Total liabilities | $ | 2,779 | $ | 149 | $ | 2,928 | $ | 3,297 | $ | 215 | $ | 3,512 | |||||||||||||
Reported results for the discontinued operations by period were as follows: | |||||||||||||||||||||||||
Three Months Ended March 31, 2015 | |||||||||||||||||||||||||
eDiscovery | Sweden | Total | |||||||||||||||||||||||
Revenue | $ | (1 | ) | $ | — | $ | (1 | ) | |||||||||||||||||
Gross margin | 89 | — | 89 | ||||||||||||||||||||||
Reorganization expenses | 363 | (6 | ) | 357 | |||||||||||||||||||||
Impairment charges | — | — | — | ||||||||||||||||||||||
Operating income (loss), excluding gain (loss) from sale of business | (267 | ) | (28 | ) | (295 | ) | |||||||||||||||||||
Other non-operating income (loss), including interest | (8 | ) | — | (8 | ) | ||||||||||||||||||||
Gain (loss) from sale of discontinued operations | 82 | — | 82 | ||||||||||||||||||||||
Income (loss) from discontinued operations before income taxes | (193 | ) | (28 | ) | (221 | ) | |||||||||||||||||||
Provision (benefit) for income taxes | (37 | ) | — | (37 | ) | ||||||||||||||||||||
Income (loss) from discontinued operations | $ | (156 | ) | $ | (28 | ) | $ | (184 | ) | ||||||||||||||||
Three Months Ended March 31, 2014 | |||||||||||||||||||||||||
eDiscovery | Sweden | Total | |||||||||||||||||||||||
Revenue | $ | 17,010 | $ | 684 | $ | 17,694 | |||||||||||||||||||
Gross margin | 3,043 | 457 | 3,500 | ||||||||||||||||||||||
Reorganization expenses | — | — | — | ||||||||||||||||||||||
Impairment charges | — | — | — | ||||||||||||||||||||||
Operating income (loss), excluding gain (loss) from sale of business | (125 | ) | (176 | ) | (301 | ) | |||||||||||||||||||
Other non-operating income (loss), including interest | (5 | ) | (4 | ) | (9 | ) | |||||||||||||||||||
Gain (loss) from sale of discontinued operations | — | — | — | ||||||||||||||||||||||
Income (loss) from discontinued operations before income taxes | (130 | ) | (180 | ) | (310 | ) | |||||||||||||||||||
Provision (benefit) for income taxes | 122 | — | 122 | ||||||||||||||||||||||
Income (loss) from discontinued operations | $ | (252 | ) | $ | (180 | ) | $ | (432 | ) | ||||||||||||||||
The carrying amounts of the major class of assets and liabilities were as follows: | |||||||||||||||||||||||||
31-Mar-15 | |||||||||||||||||||||||||
Cash and cash equivalents | $ | 1,520 | |||||||||||||||||||||||
Account receivable, net | 6,864 | ||||||||||||||||||||||||
Other assets | 580 | ||||||||||||||||||||||||
Total assets | $ | 8,964 | |||||||||||||||||||||||
Total liabilities | $ | 5,555 | |||||||||||||||||||||||
DESCRIPTION_OF_BUSINESS_Detail
DESCRIPTION OF BUSINESS (Details) | 3 Months Ended |
Mar. 31, 2015 | |
segments | |
Country | |
Description of Business [Abstract] | |
Number of Countries in which Entity Operates | 18 |
Number of Reportable Segments | 3 |
ASSETS_HELD_FOR_SALE_AND_DISCO2
ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS - Balance Sheet Disclosures (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Total assets | $476 | $1,249 |
Total liabilities | 2,928 | 3,512 |
eDiscovery | Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Total assets | 392 | 1,156 |
Total liabilities | 2,779 | 3,297 |
Sweden | Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Total assets | 84 | 93 |
Total liabilities | $149 | $215 |
ASSETS_HELD_FOR_SALE_AND_DISCO3
ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS - Income Statement Disclosures (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Revenue | ($1) | $17,694 |
Gross margin | 89 | 3,500 |
Reorganization expenses | 357 | 0 |
Impairment charges | 0 | 0 |
Operating income (loss), excluding gain (loss) from sale of business | -295 | -301 |
Other non-operating income (loss), including interest | -8 | -9 |
Gain (loss) from sale of discontinued operations | 82 | 0 |
Income (loss) from discontinued operations before income taxes | -221 | -310 |
Provision (benefit) for income taxes | -37 | 122 |
Income (loss) from discontinued operations | -184 | -432 |
eDiscovery | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Revenue | -1 | 17,010 |
Gross margin | 89 | 3,043 |
Reorganization expenses | 363 | 0 |
Impairment charges | 0 | 0 |
Operating income (loss), excluding gain (loss) from sale of business | -267 | -125 |
Other non-operating income (loss), including interest | -8 | -5 |
Gain (loss) from sale of discontinued operations | 82 | 0 |
Income (loss) from discontinued operations before income taxes | -193 | -130 |
Provision (benefit) for income taxes | -37 | 122 |
Income (loss) from discontinued operations | -156 | -252 |
Sweden | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Revenue | 0 | 684 |
Gross margin | 0 | 457 |
Reorganization expenses | -6 | 0 |
Impairment charges | 0 | 0 |
Operating income (loss), excluding gain (loss) from sale of business | -28 | -176 |
Other non-operating income (loss), including interest | 0 | -4 |
Gain (loss) from sale of discontinued operations | 0 | 0 |
Income (loss) from discontinued operations before income taxes | -28 | -180 |
Provision (benefit) for income taxes | 0 | 0 |
Income (loss) from discontinued operations | ($28) | ($180) |
ASSETS_HELD_FOR_SALE_AND_DISCO4
ASSETS HELD FOR SALE AND DISCONTINUED OPERATIONS - Narrative (Details) (US IT, USD $) | 3 Months Ended | 0 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | 8-May-15 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Pre-tax (loss) profit | ($163,000) | $473,000 | |
Subsequent events | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Sale of US IT business | $17,000,000 |
REVENUE_DIRECT_COSTS_AND_GROSS2
REVENUE, DIRECT COSTS AND GROSS MARGIN Revenue, Direct Costs and Gross Margin (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Revenue Direct Costs And Gross Margin Line Items [Line Items] | ||
Revenue | $124,317 | $144,167 |
Direct costs | 76,413 | 90,138 |
Gross margin | 47,904 | 54,029 |
Temporary Contracting | ||
Revenue Direct Costs And Gross Margin Line Items [Line Items] | ||
Revenue | 86,580 | 102,169 |
Direct costs | 73,616 | 86,795 |
Gross margin | 12,964 | 15,374 |
Permanent Recruitment | ||
Revenue Direct Costs And Gross Margin Line Items [Line Items] | ||
Revenue | 28,106 | 29,697 |
Direct costs | 485 | 486 |
Gross margin | 27,621 | 29,211 |
Other Than Temporary Contracting and Permanent Recruitment | ||
Revenue Direct Costs And Gross Margin Line Items [Line Items] | ||
Revenue | 9,631 | 12,301 |
Direct costs | 2,312 | 2,857 |
Gross margin | $7,319 | $9,444 |
STOCKBASED_COMPENSATION_StockB
STOCK-BASED COMPENSATION Stock-Based Compensation (Details) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock reserved for issuance to participants | 1,694,613 | |
Number of Shares Issued under a Share-based Compensation Arrangement, Which Have Vesting Conditions associated with Performance and Service Conditions | 695,500 | |
Fifty percent of the shares of restricted stock may be earned on the basis of performance | 50.00% | |
Stock-based compensation | $533 | $496 |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock-based compensation | 0 | 57 |
Restricted stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares Issued under a Share-based Compensation Arrangement, Which Have Vesting Conditions associated with Performance and Service Conditions | 590,100 | |
Percentage of stock earned based on gross margin ratio | 50.00% | |
Granted, Number of share of restricted stock (units) | 590,100 | 5,000 |
Stock-based compensation | 385 | 409 |
Restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares Issued under a Share-based Compensation Arrangement, Which Have Vesting Conditions associated with Performance and Service Conditions | 105,400 | |
Granted, Number of share of restricted stock (units) | 144,664 | 0 |
Stock-based compensation | $148 | $30 |
APAC and Europe | Restricted stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Percentage of stock earned based on gross margin ratio | 20.00% | |
Percentage of stock earned based on EBITDA ratio | 80.00% | |
Corporate | Restricted stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Percentage of stock earned based on EBITDA ratio | 80.00% | |
Percentage of shares earned based on corporate costs ratio | 20.00% | |
Non-Employee Director | Restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted, Number of share of restricted stock (units) | 39,264 |
STOCKBASED_COMPENSATION_Stock_
STOCK-BASED COMPENSATION Stock options activity (Details) (Stock options, USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||
Options outstanding, weighted average exercise price per share, At the Beginning of the Year | $8.78 | $9.15 |
Expired, weighted average exercise price per share | $13.25 | $13.64 |
Options outstanding, weighted average exercise price per share, At the End of the Period | $8.03 | $9.07 |
Options exercisable, weighted average exercise price per share, At the End of the Period | $8.03 | $10.40 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Options outstanding, Number of Options, At the Beginning of the Year | 756,800 | 800,350 |
Expired, number of options | -109,000 | -14,050 |
Options outstanding, Number of Options, At the End of the Period | 647,800 | 786,300 |
Options exercisable, Number of Options, At the End of the Period | 647,800 | 586,300 |
STOCKBASED_COMPENSATION_Restri
STOCK-BASED COMPENSATION Restricted stock (Details) (Restricted stock, USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Restricted stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average service period | 1 year 9 months 4 days | |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $2,365 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Non-vested restricted stock (units), weighted average grant date fair value, At the Beginning of the Year | $3 | $3 |
Granted, weighted average grant date fair value | $2.84 | $3.87 |
Vested, weighted average grant date fair value | $3.50 | $5.75 |
Forfeited, weighted average grant date fair value | $3.17 | $2.30 |
Non-vested restricted stock (units), weighted average grant date fair value, At the End of the Period | $2.82 | $2.80 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Non-vested restricted stock (units), number of shares of restricted stock (unit), At the Beginning of the Year | 803,999 | 997,802 |
Granted, Number of share of restricted stock (units) | 590,100 | 5,000 |
Vested, number of share of restricted stock (units) | -132,775 | -143,645 |
Forfeited, number of share of restricted stock | -171,622 | -435,896 |
Non-vested restricted stock (units), number of shares of restricted stock (unit), At the End of the Period | 1,089,702 | 423,261 |
STOCKBASED_COMPENSATION_Restri1
STOCK-BASED COMPENSATION Restricted stock units (Details) (Restricted stock units, USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average service period | 1 year 9 months 18 days | |
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized | $364 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Non-vested restricted stock (units), weighted average grant date fair value, At the Beginning of the Year | $3.57 | $3.65 |
Granted, weighted average grant date fair value | $2.84 | $0 |
Vested, weighted average grant date fair value | $2.95 | $3.16 |
Forfeited, weighted average grant date fair value | $3.21 | $2.42 |
Non-vested restricted stock (units), weighted average grant date fair value, At the End of the Period | $3.24 | $4.58 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||
Non-vested restricted stock (units), number of shares of restricted stock (unit), At the Beginning of the Year | 119,940 | 115,869 |
Granted, Number of share of restricted stock (units) | 144,664 | 0 |
Vested, number of share of restricted stock (units) | -56,310 | -2,792 |
Forfeited, number of share of restricted stock | -42,500 | -48,160 |
Non-vested restricted stock (units), number of shares of restricted stock (unit), At the End of the Period | 165,794 | 64,917 |
STOCKBASED_COMPENSATION_Define
STOCK-BASED COMPENSATION Defined contribution plan and non-cash employer-matching contributions (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Discolusre of Defined Contribution Plan Related Costs, Share-based Payments [Abstract] | ||
Share-based compensation arrangement award vesting period | 5 years | |
Defined contribution pan, maximum annual contribution per employee percent | 15.00% | |
Defined contribution plan, employer matching contribution percent | 3.00% | |
Expense recognized for the 401(k) plan | $75 | $162 |
Number of shares of the Company's common stock issued (in thousands) | 0 | 0 |
Market value per share of the Company's common stock on contribution date (in dollars) | $2.71 | $0 |
Non-cash contribution made for employer matching liability | 0 | 0 |
Additional cash contribution made for employer-matching liability | 0 | 0 |
Total contribution made for employer-matching liability | $0 | $0 |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Tax open years subject to examination [Line Items] | |||
Income tax benefit (provision) | ($129) | $402 | |
Pre-tax income (loss) | -6,783 | -3,710 | |
Effective income tax rate | 1.90% | -10.80% | |
U.S. Federal statutory rate | 35.00% | ||
Unrecognized tax benefits | 2,292 | 2,397 | |
Accrued interest and penalties | 529 | 554 | |
Estimated interest and penalties benefit | 14 | -5 | |
U.S. Federal [Member] | |||
Tax open years subject to examination [Line Items] | |||
Open Tax Year | 2011 | ||
Other U.S. state and local juristictions [Member] | |||
Tax open years subject to examination [Line Items] | |||
Open Tax Year | 2010 | ||
United Kingdon | |||
Tax open years subject to examination [Line Items] | |||
Open Tax Year | 2013 | ||
Australia | |||
Tax open years subject to examination [Line Items] | |||
Open Tax Year | 2010 | ||
Other Jurisdictions [Member] | |||
Tax open years subject to examination [Line Items] | |||
Open Tax Year | 2009 | ||
Minimum | |||
Tax open years subject to examination [Line Items] | |||
Possible decrease of unrecognized tax benefits | 500 | ||
Maximum | |||
Tax open years subject to examination [Line Items] | |||
Possible decrease of unrecognized tax benefits | $700 |
EARNINGS_LOSS_PER_SHARE_Comput
EARNINGS (LOSS) PER SHARE (Computation of basic and diluted earnings (loss) per share) (Details) (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Earnings (loss) per share (EPS): | ||
Income (loss) from continuing operations (in dollars per share) | ($0.20) | ($0.13) |
Income (loss) from discontinued operations (in dollars per share) | ($0.01) | ($0.01) |
Basic and diluted earnings (loss) per share | ($0.21) | ($0.14) |
EPS numerator - basic and diluted: | ||
Income (loss) from continuing operations | ($6,654) | ($4,112) |
Income (loss) from discontinued operations, net of income taxes | -184 | -432 |
Net income (loss) | ($6,838) | ($4,544) |
EPS denominator: | ||
Weighted-average common stock outstanding - basic (in shares) | 33,053 | 32,641 |
Common stock equivalents: stock options and other stock-based awards (a) | 0 | 0 |
Weighted-average number of common stock outstanding - diluted (in shares) | 33,053 | 32,641 |
EARNINGS_LOSS_PER_SHARE_Antidi
EARNINGS (LOSS) PER SHARE (Antidilutive securities excluded from the computation of earnings (loss) per share) (Details) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 1,903,296 | 1,274,478 |
Unvested restricted stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 1,089,702 | 423,261 |
Unvested restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 165,794 | 64,917 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 647,800 | 786,300 |
RESTRICTED_CASH_Details
RESTRICTED CASH (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $939 | $1,595 |
Other Noncurrent Assets [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | 764 | 1,420 |
Other Noncurrent Assets [Member] | Collateral accounts | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | 115 | 618 |
Other Noncurrent Assets [Member] | Rental deposits | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | 649 | 802 |
Prepaid Expenses and Other Current Assets [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | 175 | 175 |
Prepaid Expenses and Other Current Assets [Member] | Others | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | 133 | 123 |
Prepaid Expenses and Other Current Assets [Member] | Client guarantees | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $42 | $52 |
PROPERTY_AND_EQUIPMENT_NET_Pro
PROPERTY AND EQUIPMENT, NET Property and Equipment, Net (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $57,386 | $60,754 | |
Less: acccumulated depreciation and amortization | 48,491 | 50,914 | |
Property and equipment, net | 8,895 | 9,840 | |
Capital expenditure not yet placed in service | 240 | 1,006 | |
Capital lease obligation, current | 82 | 77 | |
Capital lease obligation, non-current | 303 | 348 | |
Capital expenditures for landlord funded tenant improvements | 0 | 630 | |
Computer equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 8,223 | 8,806 | |
Furniture and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 4,588 | 5,352 | |
Capitalized software costs | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 24,425 | 25,228 | |
Leasehold and building improvements | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $20,150 | $21,368 |
GOODWILL_Details
GOODWILL (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Goodwill [Roll Forward] | |
Goodwill, At the Beginning of the Year | $2,028 |
Currency translation | 0 |
Goodwill, At the End of the Period | $2,028 |
BUSINESS_REORGANIZATION_EXPENS2
BUSINESS REORGANIZATION EXPENSES (Reorganization expenses by Plan) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization expenses | $1,343 | $114 |
Pre 2012 Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization expenses | 534 | 114 |
2012 Plan | ||
Restructuring Cost and Reserve [Line Items] | ||
Business reorganization expenses | $809 | $0 |
BUSINESS_REORGANIZATION_EXPENS3
BUSINESS REORGANIZATION EXPENSES (Changes in accrued business reorganization expenses) (Details) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of year | $3,764 |
Changes in estimate | 0 |
Additional charges | 1,343 |
Payments | -1,447 |
Balance, end of period | 3,660 |
Lease termination payments | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of year | 1,992 |
Changes in estimate | 0 |
Additional charges | 429 |
Payments | -525 |
Balance, end of period | 1,896 |
Employee termination benefits | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of year | 1,772 |
Changes in estimate | 0 |
Additional charges | 736 |
Payments | -744 |
Balance, end of period | 1,764 |
Other associated costs | |
Restructuring Reserve [Roll Forward] | |
Balance, beginning of year | 0 |
Changes in estimate | 0 |
Additional charges | 178 |
Payments | -178 |
Balance, end of period | $0 |
BUSINESS_REORGANIZATION_EXPENS4
BUSINESS REORGANIZATION EXPENSES (Narrative) (Details) (USD $) | 3 Months Ended | 1 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Feb. 28, 2015 | Mar. 31, 2015 |
position | |||
Restructuring Cost and Reserve [Line Items] | |||
Number of positions eliminated | 51 | ||
2015 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Reorganization expenses | $855 | ||
Luxembourg Operations | 2015 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Reorganization expenses | 300 | ||
US IT | 2015 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Reorganization expenses | $420 |
COMMITMENTS_AND_CONTINGENCIES_1
COMMITMENTS AND CONTINGENCIES (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Commitments And Contingencies [Line Items] | ||
Loss contingency accrual | 331 | $376 |
Asset retirement obligation: | ||
Total asset retirement obligations | 2,205 | $2,461 |
Key members of management | ||
Commitments And Contingencies [Line Items] | ||
Usual length of consulting, employment and non-compete agreements | 1 year |
CREDIT_AGREEMENTS_Details
CREDIT AGREEMENTS (Details) | 3 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||||||||||||||||||||||||||
Mar. 31, 2015 | Mar. 31, 2015 | Aug. 01, 2014 | Aug. 01, 2014 | Aug. 01, 2014 | Aug. 01, 2014 | Aug. 01, 2014 | Aug. 01, 2014 | Aug. 01, 2014 | Aug. 01, 2014 | Nov. 09, 2014 | Mar. 31, 2015 | Aug. 01, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Nov. 09, 2014 | Aug. 01, 2014 | Nov. 09, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | |
Lloyds | Lloyds | Lloyds | Lloyds | Lloyds | Lloyds | Lloyds | Lloyds | Lloyds | Lloyds | Siena Lending Group LLC | Siena Lending Group LLC | Siena Lending Group LLC | Westpac Bank | Westpac Bank | Westpac Bank | Westpac Bank | Westpac Bank | Westpac Bank | Westpac Bank | Westpac Bank | Westpac Bank | Westpac Bank | Westpac Bank | Westpac Bank | Lending Arrangements Belgium, Netherlands, Singapore, and Mainland China Banks | Lending Arrangements Netherlands and Belgium Banks | Belgium Subsidiary | Belgium Subsidiary | Belgium Subsidiary | Netherlands subsidiary | Netherlands subsidiary | Netherlands subsidiary | Singapore Subsidiary | Singapore Subsidiary | Singapore Subsidiary | Singapore Subsidiary | Base Rate | Before Disposal of eDiscovery Business | Before Disposal of eDiscovery Business | After Disposal of eDiscovery Business | Tranche A | Tranche B | |
USD ($) | GBP (£) | USD ($) | GBP (£) | Credit Facility Lending based on Billed Revenue [Member] | Credit Facility Lending based on Billed Revenue [Member] | Credit Facility Lending based on Billed Revenue [Member] | Credit Facility Lending based on Unbilled Revenue [Member] | Credit Facility Lending based on Unbilled Revenue [Member] | Credit Facility Lending based on Unbilled Revenue [Member] | USD ($) | USD ($) | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Invoice Discounting Facility | Invoice Discounting Facility | Invoice Discounting Facility | Overdraft Facility | Overdraft Facility | Overdraft Facility | Financial Guarantee Facility | Financial Guarantee Facility | Overdraft Facility | Overdraft Facility | Lending Arrangements Belgium Bank | Lending Arrangements Belgium Bank | Lending Arrangements Belgium Bank | Lending Arrangements Netherlands Bank | Lending Arrangements Netherlands Bank | Lending Arrangements Netherlands Bank | Overdraft Facility | Lending Arrangements Singapore Bank | Lending Arrangements Singapore Bank | Lending Arrangements Singapore Bank | Lloyds | Siena Lending Group LLC | Siena Lending Group LLC | Siena Lending Group LLC | Invoice Discounting Facility | ||||
USD ($) | GBP (£) | USD ($) | GBP (£) | USD ($) | AUD | USD ($) | AUD | Bank Bill Rate | USD ($) | NZD | Commercial Lending Rate | USD ($) | AUD | USD ($) | EURIBOR | Overdraft Facility | Overdraft Facility | years | Overdraft Facility | Overdraft Facility | Singapore Prime Rate | USD ($) | SGD | Overdraft Facility | USD ($) | USD ($) | USD ($) | ||||||||||||||||
USD ($) | EUR (€) | USD ($) | EUR (€) | years | Singapore Prime Rate | ||||||||||||||||||||||||||||||||||||||
Line of Credit Facility [Line Items] | |||||||||||||||||||||||||||||||||||||||||||
Line of credit facility, maximum borrowing capacity | $12,706,000 | $22,229,000 | £ 15,000,000 | $17,783,000 | £ 12,000,000 | $4,446,000 | £ 3,000,000 | $2,563,000 | $7,607,000 | 10,000,000 | $1,494,000 | 2,000,000 | $3,804,000 | 5,000,000 | $1,074,000 | € 1,000,000 | $1,597,000 | € 1,487,000 | $364,000 | 500,000 | $10,000,000 | $5,000,000 | |||||||||||||||||||||
Eligible work in progress temporary receivables | 83.00% | 75.00% | |||||||||||||||||||||||||||||||||||||||||
Eligible work in progress permanent receivables | 25.00% | ||||||||||||||||||||||||||||||||||||||||||
Letters of credit, maximum borrowing capacity | 1,000,000 | ||||||||||||||||||||||||||||||||||||||||||
Debt instrument, interest rate increase | 1.75% | 1.10% | 1.83% | 1.75% | 1.75% | ||||||||||||||||||||||||||||||||||||||
Line of credit facility, covenant, maximum credit dilution | 5.00% | 5.00% | |||||||||||||||||||||||||||||||||||||||||
Outstanding letters of credit | 385,000 | ||||||||||||||||||||||||||||||||||||||||||
Less: outstanding borrowing | 0 | 0 | |||||||||||||||||||||||||||||||||||||||||
Additional borrowing availability | 12,706,000 | 1,178,000 | 7,607,000 | 1,494,000 | |||||||||||||||||||||||||||||||||||||||
Interest rates on outstanding borrowing (as a percent) | 2.25% | 2.25% | 5.00% | 4.49% | 4.49% | 8.28% | 8.28% | 2.50% | 6.00% | ||||||||||||||||||||||||||||||||||
Minimum fixed charges coverage ratio required under waiver period | 1.5 | ||||||||||||||||||||||||||||||||||||||||||
Commitment fee percentage | 0.90% | 0.90% | 0.65% | 0.65% | 2.10% | 2.10% | 1.50% | 0.96% | |||||||||||||||||||||||||||||||||||
Borrowing capacity | 7,607,000 | 1,494,000 | |||||||||||||||||||||||||||||||||||||||||
Financial guarantee capacity | 3,804,000 | ||||||||||||||||||||||||||||||||||||||||||
Less: outstanding financial guarantee requested | -2,338,000 | ||||||||||||||||||||||||||||||||||||||||||
Additional availability for financial guarantee | 1,466,000 | ||||||||||||||||||||||||||||||||||||||||||
Interest rates on financial guarantee requested | 2.10% | 2.10% | |||||||||||||||||||||||||||||||||||||||||
Tangible net worth | 85.00% | 85.00% | |||||||||||||||||||||||||||||||||||||||||
Minimum tangible net amount | 13,312,000 | 17,500,000 | |||||||||||||||||||||||||||||||||||||||||
Maximum borrowing base ratio | 0.8 | 0.8 | |||||||||||||||||||||||||||||||||||||||||
Lending arrangement expiration | 1 | 1 | 1 | ||||||||||||||||||||||||||||||||||||||||
Terminated notice period | 90 days | 15 days | |||||||||||||||||||||||||||||||||||||||||
Line of credit facility, average outstanding amount | 1,547,000 | ||||||||||||||||||||||||||||||||||||||||||
Debt, weighted average interest rate | 3.99% | ||||||||||||||||||||||||||||||||||||||||||
Minimum excess availability | 1,000,000 | 2,000,000 | 1,000,000 | ||||||||||||||||||||||||||||||||||||||||
Ongoing minimum fixed charges coverage ratio elimination and availability block | 1.1 | ||||||||||||||||||||||||||||||||||||||||||
Interest rate, minimum (as a percent) | 3.25% | ||||||||||||||||||||||||||||||||||||||||||
Interest rate (as a percent) | 4.50% | ||||||||||||||||||||||||||||||||||||||||||
Termination fee (as a percent) | 2.00% | ||||||||||||||||||||||||||||||||||||||||||
Termination fee | 100,000 | ||||||||||||||||||||||||||||||||||||||||||
Minimum availability required | $2,964,000 | £ 2,000,000 |
CREDIT_AGREEMENTS_Credit_Facil
CREDIT AGREEMENTS - Credit Facilities (Details) | Mar. 31, 2015 | Aug. 01, 2014 | Aug. 01, 2014 | Mar. 31, 2015 |
Lloyds | Lloyds | Lloyds | Siena Lending Group LLC | |
USD ($) | USD ($) | GBP (£) | USD ($) | |
Line of Credit Facility [Line Items] | ||||
Borrowing capacity | $12,706,000 | $22,229,000 | £ 15,000,000 | $2,563,000 |
Less: adjustments to the borrowing base | ||||
Minimum availability | -1,000,000 | |||
Outstanding letters of credits | -385,000 | |||
Adjusted borrowing base | 1,178,000 | |||
Less: outstanding borrowing | 0 | 0 | ||
Additional borrowing availability | $12,706,000 | $1,178,000 | ||
Interest rates on outstanding borrowing (as a percent) | 2.25% | 5.00% |
ACCUMUATED_OTHER_COMPREHENSIVE1
ACCUMUATED OTHER COMPREHENSIVE INCOME (LOSS) (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Foreign currency translation adjustments | $10,724 | $13,485 |
Pension plan obligations | 109 | 128 |
Accumulated other comprehensive income (loss) | $10,833 | $13,613 |
SEGMENT_AND_GEOGRAPHIC_DATA_Se
SEGMENT AND GEOGRAPHIC DATA Segment Information (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
segments | |||
Segment Reporting Information [Line Items] | |||
Number of Reportable Segments | 3 | ||
Revenue, from external customers | $124,317 | $144,167 | |
Inter-segment revenue | 0 | 0 | |
Total revenue | 124,317 | 144,167 | |
Gross margin, from external customers | 47,904 | 54,029 | |
Inter-segment gross margin | 0 | 0 | |
Gross margin | 47,904 | 54,029 | |
Business reorganization expenses | 1,343 | 114 | |
EBITDA (loss) | -5,592 | -2,200 | |
Depreciation and amortization | 1,111 | 1,371 | |
Intercompany interest income (expense), net | 0 | 0 | |
Interest income (expense), net | -80 | -139 | |
Income (loss) from continuing operation before provision for income taxes | -6,783 | -3,710 | |
Accounts receivable, net | 79,509 | 98,820 | 74,079 |
Long-lived assets, net of accumulated depreciation and amortization | 10,897 | 14,268 | |
Total assets | 121,171 | 159,499 | 139,672 |
Hudson Americas | |||
Segment Reporting Information [Line Items] | |||
Revenue, from external customers | 10,978 | 12,244 | |
Inter-segment revenue | 0 | 0 | |
Total revenue | 10,978 | 12,244 | |
Gross margin, from external customers | 4,621 | 4,502 | |
Inter-segment gross margin | -7 | -3 | |
Gross margin | 4,614 | 4,499 | |
Business reorganization expenses | 421 | 91 | |
EBITDA (loss) | -1,620 | -456 | |
Depreciation and amortization | 102 | 119 | |
Intercompany interest income (expense), net | 0 | 0 | |
Interest income (expense), net | -33 | -2 | |
Income (loss) from continuing operation before provision for income taxes | -1,755 | -577 | |
Accounts receivable, net | 6,934 | 16,494 | |
Long-lived assets, net of accumulated depreciation and amortization | 535 | 588 | |
Total assets | 9,423 | 19,688 | |
Hudson Asia Pacific | |||
Segment Reporting Information [Line Items] | |||
Revenue, from external customers | 53,139 | 56,430 | |
Inter-segment revenue | 0 | 0 | |
Total revenue | 53,139 | 56,430 | |
Gross margin, from external customers | 20,876 | 20,911 | |
Inter-segment gross margin | -31 | -70 | |
Gross margin | 20,845 | 20,841 | |
Business reorganization expenses | 8 | 0 | |
EBITDA (loss) | 804 | -305 | |
Depreciation and amortization | 671 | 745 | |
Intercompany interest income (expense), net | 0 | 0 | |
Interest income (expense), net | -42 | -42 | |
Income (loss) from continuing operation before provision for income taxes | 91 | -1,092 | |
Accounts receivable, net | 31,957 | 31,258 | |
Long-lived assets, net of accumulated depreciation and amortization | 7,300 | 9,550 | |
Total assets | 49,300 | 58,223 | |
Hudson Europe | |||
Segment Reporting Information [Line Items] | |||
Revenue, from external customers | 60,200 | 75,493 | |
Inter-segment revenue | 14 | 78 | |
Total revenue | 60,214 | 75,571 | |
Gross margin, from external customers | 22,407 | 28,616 | |
Inter-segment gross margin | 37 | 73 | |
Gross margin | 22,444 | 28,689 | |
Business reorganization expenses | 880 | 23 | |
EBITDA (loss) | -2,150 | 688 | |
Depreciation and amortization | 228 | 345 | |
Intercompany interest income (expense), net | -130 | -130 | |
Interest income (expense), net | -5 | 11 | |
Income (loss) from continuing operation before provision for income taxes | -2,513 | 224 | |
Accounts receivable, net | 40,618 | 51,068 | |
Long-lived assets, net of accumulated depreciation and amortization | 2,073 | 3,528 | |
Total assets | 58,811 | 76,718 | |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Revenue, from external customers | 0 | 0 | |
Inter-segment revenue | 0 | 0 | |
Total revenue | 0 | 0 | |
Gross margin, from external customers | 0 | 0 | |
Inter-segment gross margin | 0 | 0 | |
Gross margin | 0 | 0 | |
Business reorganization expenses | 34 | 0 | |
EBITDA (loss) | -2,626 | -2,127 | |
Depreciation and amortization | 110 | 162 | |
Intercompany interest income (expense), net | 134 | 130 | |
Interest income (expense), net | 0 | -106 | |
Income (loss) from continuing operation before provision for income taxes | -2,602 | -2,265 | |
Accounts receivable, net | 0 | 0 | |
Long-lived assets, net of accumulated depreciation and amortization | 989 | 602 | |
Total assets | 3,637 | 4,870 | |
Elimination | |||
Segment Reporting Information [Line Items] | |||
Revenue, from external customers | 0 | 0 | |
Inter-segment revenue | -14 | -78 | |
Total revenue | -14 | -78 | |
Gross margin, from external customers | 0 | 0 | |
Inter-segment gross margin | 1 | 0 | |
Gross margin | 1 | 0 | |
Business reorganization expenses | 0 | 0 | |
EBITDA (loss) | 0 | 0 | |
Depreciation and amortization | 0 | 0 | |
Intercompany interest income (expense), net | -4 | 0 | |
Interest income (expense), net | 0 | 0 | |
Income (loss) from continuing operation before provision for income taxes | -4 | 0 | |
Accounts receivable, net | 0 | 0 | |
Long-lived assets, net of accumulated depreciation and amortization | 0 | 0 | |
Total assets | $0 | $0 |
SEGMENT_AND_GEOGRAPHIC_DATA_Ge
SEGMENT AND GEOGRAPHIC DATA Geographic Data Reporting (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | |||
Revenue | $124,317 | $144,167 | |
Long-lived assets, net of accumulated depreciation and amortization | 10,897 | 14,268 | |
Net assets | 50,452 | 71,232 | 59,257 |
United Kingdon | |||
Segment Reporting Information [Line Items] | |||
Revenue | 38,341 | 48,469 | |
Long-lived assets, net of accumulated depreciation and amortization | 1,744 | 2,977 | |
Net assets | 15,141 | 22,170 | |
Australia | |||
Segment Reporting Information [Line Items] | |||
Revenue | 39,042 | 42,448 | |
Long-lived assets, net of accumulated depreciation and amortization | 4,630 | 5,968 | |
Net assets | 11,633 | 18,510 | |
United States | |||
Segment Reporting Information [Line Items] | |||
Revenue | 10,826 | 12,019 | |
Long-lived assets, net of accumulated depreciation and amortization | 1,512 | 1,163 | |
Net assets | 3,742 | 10,618 | |
Europe | |||
Segment Reporting Information [Line Items] | |||
Revenue | 21,858 | 27,024 | |
Long-lived assets, net of accumulated depreciation and amortization | 321 | 543 | |
Net assets | 8,866 | 8,653 | |
Asia Pacific | |||
Segment Reporting Information [Line Items] | |||
Revenue | 14,098 | 13,982 | |
Long-lived assets, net of accumulated depreciation and amortization | 2,671 | 3,582 | |
Net assets | 11,088 | 11,071 | |
Other Americas | |||
Segment Reporting Information [Line Items] | |||
Revenue | 152 | 225 | |
Long-lived assets, net of accumulated depreciation and amortization | 19 | 35 | |
Net assets | ($18) | $210 |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) | Mar. 31, 2015 | Dec. 31, 2014 | Apr. 30, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | 8-May-15 | Mar. 31, 2015 | Mar. 31, 2014 | 7-May-15 | 7-May-15 |
USD ($) | USD ($) | Subsequent events | Chief Executive Officer | US IT | US IT | US IT | Netherlands Operations | Netherlands Operations | Netherlands Operations | Netherlands Operations | |
USD ($) | USD ($) | USD ($) | USD ($) | Subsequent events | USD ($) | USD ($) | Subsequent events | Subsequent events | |||
USD ($) | USD ($) | EUR (€) | |||||||||
Subsequent Event [Line Items] | |||||||||||
Sale of business | $17,000,000 | $9,132,000 | € 8,087,000 | ||||||||
Deferred revenue | 156,000 | ||||||||||
Expected loss on sale of business | 1,000,000 | ||||||||||
Accumulated foreign currency translation losses | -10,724,000 | -13,485,000 | 6,600,000 | ||||||||
Pre-tax (loss) profit | -163,000 | 473,000 | 356,000 | 342,000 | |||||||
Cash and cash equivalents | 1,520,000 | ||||||||||
Account receivable, net | 4,656,000 | 6,864,000 | |||||||||
Other assets | 580,000 | ||||||||||
Total assets | 476,000 | 1,249,000 | 4,744,000 | 8,964,000 | |||||||
Total liabilities | 2,928,000 | 3,512,000 | 1,721,000 | 5,555,000 | |||||||
Percentage of board of director votes | 66.67% | ||||||||||
Estimated possible compensation expense due to change in control | 3,000,000 | ||||||||||
Accrued severance liability | 665,000 | ||||||||||
Range of possible loss, maximum | $2,000,000 |