Document_and_Entity_Informatio
Document and Entity Information | 6 Months Ended | |
Jun. 30, 2014 | Aug. 06, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'Hill International, Inc. | ' |
Entity Central Index Key | '0001287808 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Jun-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 50,332,922 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q2 | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Assets | ' | ' |
Cash and cash equivalents | $26,847 | $30,381 |
Cash - restricted | 9,025 | 15,766 |
Accounts receivable, less allowance for doubtful accounts of $8,867 and $9,530 | 248,556 | 232,011 |
Accounts receivable - affiliate | 1,058 | 492 |
Prepaid expenses and other current assets | 13,618 | 13,078 |
Income taxes receivable | 4,356 | 4,460 |
Deferred income tax assets | 1,737 | 1,705 |
Total current assets | 305,197 | 297,893 |
Property and equipment, net | 11,160 | 10,613 |
Cash - restricted, net of current portion | 7,755 | 2,740 |
Retainage receivable | 1,346 | 1,212 |
Acquired intangibles, net | 22,290 | 24,964 |
Goodwill | 87,885 | 85,853 |
Investments | 5,948 | 5,984 |
Deferred income tax assets | 13,955 | 13,882 |
Other assets | 7,389 | 5,961 |
Total assets | 462,925 | 449,102 |
Liabilities and Stockholders' Equity | ' | ' |
Due to bank | ' | 2 |
Current maturities of notes payable | 53,307 | 18,974 |
Accounts payable and accrued expenses | 100,668 | 92,270 |
Income taxes payable | 4,717 | 9,442 |
Deferred revenue | 16,885 | 18,203 |
Deferred income taxes | 376 | 369 |
Other current liabilities | 14,444 | 12,255 |
Total current liabilities | 190,397 | 151,515 |
Notes payable, net of current maturities | 87,578 | 114,285 |
Retainage payable | 1,031 | 1,017 |
Deferred income taxes | 16,724 | 16,732 |
Deferred revenue | 14,598 | 16,261 |
Other liabilities | 4,365 | 6,261 |
Total liabilities | 314,693 | 306,071 |
Commitments and contingencies | ' | ' |
Stockholders' equity: | ' | ' |
Preferred stock, $.0001 par value; 1,000 shares authorized, none issued | ' | ' |
Common stock, $.0001 par value; 100,000 shares authorized, 47,288 shares and 46,598 shares issued at June 30, 2014 and December 31, 2013, respectively | 5 | 5 |
Additional paid-in capital | 140,007 | 136,899 |
Retained earnings | 48,609 | 47,038 |
Accumulated other comprehensive loss | -22,248 | -25,032 |
Shareholders' equity before treasury stocks and noncontrolling interest | 166,373 | 158,910 |
Less treasury stock of 6,546 and 6,434 shares at June 30, 2014 and December 31, 2013, respectively, at cost | -28,304 | -27,766 |
Hill International, Inc. share of equity | 138,069 | 131,144 |
Noncontrolling interests | 10,163 | 11,887 |
Total equity | 148,232 | 143,031 |
Total liabilities and stockholders' equity | $462,925 | $449,102 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, except Per Share data, unless otherwise specified | ||
CONSOLIDATED BALANCE SHEETS | ' | ' |
Accounts receivable, allowance for doubtful accounts (in dollars) | $8,867 | $9,530 |
Preferred stock, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 1,000 | 1,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 100,000 | 100,000 |
Common stock, shares issued | 47,288 | 46,598 |
Treasury stock, shares | 6,546 | 6,434 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
CONSOLIDATED STATEMENTS OF OPERATIONS | ' | ' | ' | ' |
Consulting fee revenue | $144,515 | $128,427 | $281,764 | $250,983 |
Reimbursable expenses | 15,124 | 20,037 | 27,888 | 33,554 |
Total revenue | 159,639 | 148,464 | 309,652 | 284,537 |
Cost of services | 83,246 | 75,357 | 161,836 | 148,055 |
Reimbursable expenses | 15,124 | 20,037 | 27,888 | 33,554 |
Total direct expenses | 98,370 | 95,394 | 189,724 | 181,609 |
Gross profit | 61,269 | 53,070 | 119,928 | 102,928 |
Selling, general and administrative expenses | 52,614 | 43,230 | 105,273 | 85,689 |
Operating profit | 8,655 | 9,840 | 14,655 | 17,239 |
Interest expense and related financing fees, net | 5,646 | 6,281 | 10,722 | 11,768 |
Earnings before income taxes | 3,009 | 3,559 | 3,933 | 5,471 |
Income tax expense | 993 | 2,288 | 1,624 | 4,162 |
Net earnings | 2,016 | 1,271 | 2,309 | 1,309 |
Less: net earnings - noncontrolling interests | 498 | 552 | 738 | 970 |
Net earnings attributable to Hill International, Inc. | $1,518 | $719 | $1,571 | $339 |
Basic earnings per common share - Hill International, Inc. (in dollars per share) | $0.04 | $0.02 | $0.04 | $0.01 |
Basic weighted average common shares outstanding (in shares) | 40,568 | 38,826 | 40,184 | 38,745 |
Diluted earnings per common share - Hill International, Inc. (in dollars per share) | $0.04 | $0.02 | $0.04 | $0.01 |
Diluted weighted average common shares outstanding (in shares) | 42,591 | 38,943 | 41,570 | 38,950 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (LOSS) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS (LOSS) | ' | ' | ' | ' |
Consolidated net earnings | $2,016 | $1,271 | $2,309 | $1,309 |
Foreign currency translation adjustment, net of tax | 1,090 | -2,270 | 2,549 | -5,165 |
Other, net | 383 | 86 | 422 | 108 |
Comprehensive earnings (loss) | 3,489 | -913 | 5,280 | -3,748 |
Comprehensive earnings (loss) earnings attributable to noncontrolling interests | 407 | -106 | 925 | -312 |
Comprehensive earnings (loss) attributable to Hill International, Inc. | $3,082 | ($807) | $4,355 | ($3,436) |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 6 Months Ended | |
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 |
Cash flows from operating activities: | ' | ' |
Net earnings | $2,309 | $1,309 |
Adjustments to reconcile net earnings to net cash used in operating activities: | ' | ' |
Depreciation and amortization | 4,864 | 5,196 |
Reduction of notes payable to Engineering S.A. | ' | -366 |
Provision for bad debts | 442 | 1,442 |
Interest accretion on term loan | 4,247 | 3,847 |
Deferred tax expense | 307 | 590 |
Share based compensation | 1,927 | 1,583 |
Changes in operating assets and liabilities, net: | ' | ' |
Restricted cash | 1,726 | 307 |
Accounts receivable | -19,403 | -29,230 |
Accounts receivable - affiliate | -566 | 118 |
Prepaid expenses and other current assets | -655 | -3,979 |
Income taxes receivable | 49 | -468 |
Retainage receivable | -134 | -184 |
Other assets | -2,232 | 345 |
Accounts payable and accrued expenses | 9,331 | 5,468 |
Income taxes payable | -4,610 | -2,226 |
Deferred revenue | -2,614 | 7,797 |
Other current liabilities | -790 | 2,026 |
Retainage payable | 14 | 14 |
Other liabilities | -1,842 | 262 |
Net cash used in operating activities | -7,630 | -6,149 |
Cash flows from investing activities: | ' | ' |
Payments for purchase of property and equipment | -2,372 | -1,293 |
Cash received from acquisition | ' | 727 |
Contribution to affiliate | ' | -5 |
Payment of liability for additional interest in Hill Spain | ' | -9,325 |
Net cash used in investing activities | -2,372 | -9,896 |
Cash flows from financing activities: | ' | ' |
Due to bank | -2 | -16 |
Payments on notes payable | -1,160 | -106 |
Net borrowings on revolving loans | 4,626 | 19,829 |
Proceeds from stock issued under employee stock purchase plan | 54 | 53 |
Proceeds from exercise of stock options | 879 | 20 |
Net cash provided by financing activities | 4,397 | 19,780 |
Effect of exchange rate changes on cash | 2,071 | 1,374 |
Net (decrease) increase in cash and cash equivalents | -3,534 | 5,109 |
Cash and cash equivalents - beginning of period | 30,381 | 16,716 |
Cash and cash equivalents - end of period | $26,847 | $21,825 |
The_Company
The Company | 6 Months Ended |
Jun. 30, 2014 | |
The Company | ' |
The Company | ' |
Note 1 - The Company | |
Hill International, Inc. (“Hill” or the “Company”) is a professional services firm that provides program management, project management, construction management, construction claims and other consulting services primarily to the buildings, transportation, environmental, energy and industrial markets worldwide. Hill’s clients include the U.S. federal government, U.S. state and local governments, foreign governments and the private sector. The Company is organized into two key operating divisions: the Project Management Group and the Construction Claims Group. |
Basis_of_Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2014 | |
Basis of Presentation | ' |
Basis of Presentation | ' |
Note 2 — Basis of Presentation | |
The accompanying unaudited interim consolidated financial statements were prepared in accordance with the rules and regulations of the Securities and Exchange Commission pertaining to reports on Form 10-Q and should be read in conjunction with the consolidated financial statements and accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States (“GAAP”) for complete financial statements. In the opinion of management, these statements include all adjustments (consisting only of normal, recurring adjustments) necessary for a fair presentation of the consolidated financial statements. | |
The consolidated financial statements include the accounts of Hill and its wholly- and majority-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. | |
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The interim operating results are not necessarily indicative of the results for a full year. |
Accounts_Receivable
Accounts Receivable | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Accounts Receivable | ' | |||||||
Accounts Receivable | ' | |||||||
Note 3 — Accounts Receivable | ||||||||
The components of accounts receivable are as follows (in thousands): | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Billed | $ | 204,065 | $ | 206,469 | ||||
Retainage, current portion | 13,699 | 10,215 | ||||||
Unbilled | 39,659 | 24,857 | ||||||
257,423 | 241,541 | |||||||
Allowance for doubtful accounts | (8,867 | ) | (9,530 | ) | ||||
$ | 248,556 | $ | 232,011 | |||||
In early 2014, the Company received additional payments against accounts receivable related to work performed by Hill prior to March 2011 pursuant to contracts with the Libyan government of approximately $6,800,000 consisting of approximately 200,000 pounds sterling ($300,000), approximately LYD 2,100,000 ($1,700,000) and $4,800,000 in U.S. dollars. Total receipts to date amounted to approximately $9,900,000 and, at June 30, 2014, the remaining accounts receivable outstanding related to Hill’s work in Libya amounted to approximately $50,100,000. | ||||||||
Since the end of the Libyan civil unrest in October 2011, the Company has sought to recover the receivable from its client, the Libyan Organization for the Development of Administrative Centres (“ODAC”) through ongoing negotiations rather than pursue its legal rights for payment under the contracts. The Company continues to believe that this course of action provides the best likelihood for recovery as it could result in completion of and payment on the existing contracts as well as the potential for the award of new contracts. There is at present no formal agreement, understanding or timetable for further payments of Hill’s accounts receivable from ODAC or a return to work on Hill’s existing contracts. Management believes that the recent payments made in 2013 and 2014, along with standby letters of credit of approximately $14,000,000 posted in our favor by ODAC, were made in good faith and are a positive indication that ODAC intends to satisfy its obligations to Hill. Currently, the Company and ODAC are in the process of extending the standby letters of credit for an additional six-month term. However, the Company cannot predict with certainty when, or if, the remaining accounts receivable will be paid by the Libyan authorities or when work will resume there. In the event that the Company does not realize any further payments, there could be a significant adverse impact on its consolidated results of operations and consolidated financial position. |
Intangible_Assets
Intangible Assets | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Intangible Assets | ' | |||||||||||||
Intangible Assets | ' | |||||||||||||
Note 4 — Intangible Assets | ||||||||||||||
The following table summarizes the Company’s acquired intangible assets (in thousands): | ||||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||
Gross | Gross | |||||||||||||
Carrying | Accumulated | Carrying | Accumulated | |||||||||||
Amount | Amortization | Amount | Amortization | |||||||||||
Client relationships | $ | 38,287 | $ | 20,734 | $ | 37,501 | $ | 18,238 | ||||||
Acquired contract rights | 11,650 | 9,175 | 11,874 | 8,541 | ||||||||||
Trade names | 3,306 | 1,044 | 3,266 | 898 | ||||||||||
Total | $ | 53,243 | $ | 30,953 | $ | 52,641 | $ | 27,677 | ||||||
Intangible assets, net | $ | 22,290 | $ | 24,964 | ||||||||||
Amortization expense related to intangible assets was as follows (in thousands): | ||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
$ | 1,546 | $ | 1,656 | $ | 3,132 | $ | 3,234 | |||||||
The following table presents the estimated amortization expense based on our present intangible assets for the next five years (in thousands): | ||||||||||||||
Estimated | ||||||||||||||
Amortization | ||||||||||||||
Year ending December 31, | Expense | |||||||||||||
2014 (remaining 6 months) | $ | 3,052 | ||||||||||||
2015 | 5,625 | |||||||||||||
2016 | 4,171 | |||||||||||||
2017 | 3,142 | |||||||||||||
2018 | 2,089 | |||||||||||||
Goodwill
Goodwill | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
Goodwill | ' | ||||||||||
Goodwill | ' | ||||||||||
Note 5 — Goodwill | |||||||||||
The following table summarizes the changes in the Company’s carrying value of goodwill during 2014 (in thousands): | |||||||||||
Project | Construction | ||||||||||
Management | Claims | Total | |||||||||
Balance, December 31, 2013 | $ | 58,448 | $ | 27,405 | $ | 85,853 | |||||
Additions | — | — | — | ||||||||
Translation adjustments | 1,219 | 813 | 2,032 | ||||||||
Balance, June 30, 2014 | $ | 59,667 | $ | 28,218 | $ | 87,885 | |||||
Accounts_Payable_and_Accrued_E
Accounts Payable and Accrued Expenses | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Accounts Payable and Accrued Expenses | ' | |||||||
Accounts Payable and Accrued Expenses | ' | |||||||
Note 6 — Accounts Payable and Accrued Expenses | ||||||||
Below are the components of accounts payable and accrued expenses (in thousands): | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Accounts payable | $ | 28,992 | $ | 25,349 | ||||
Accrued payroll | 42,007 | 35,732 | ||||||
Accrued subcontractor fees | 5,838 | 6,212 | ||||||
Accrued agency fees | 16,111 | 17,623 | ||||||
Accrued legal and professional fees | 762 | 1,239 | ||||||
Other accrued expenses | 6,958 | 6,115 | ||||||
$ | 100,668 | $ | 92,270 | |||||
Notes_Payable_and_LongTerm_Deb
Notes Payable and Long-Term Debt | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Notes Payable and Long-Term Debt | ' | |||||||
Notes Payable and Long-Term Debt | ' | |||||||
Note 7 — Notes Payable and Long-Term Debt | ||||||||
On June 12, 2014, the Company and its subsidiary Hill International N.V. entered into a Commitment Letter with Société Générale (the “Agent”) and SG Americas Securities, LLC, (the “Arranger”) pursuant to which the Arranger and the Agent committed, subject to the conditions and other terms and provisions of the Commitment Letter, to provide secured debt facilities to the Company in an aggregate principal amount of $165,000,000 which would be used to payoff and terminate the existing Term Loan and existing Revolving Credit Agreement. These secured debt facilities are expected to close during August 2014. See Note 16 for further information. | ||||||||
Outstanding debt obligations are as follows (in thousands): | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Term loan payable (For more information, see below) | $ | 88,721 | $ | 84,474 | ||||
Revolving Credit loan payable under the Credit Agreement. The weighted average interest rate of all borrowings was 7.22% and 5.32% at June 30, 2014 and December 31, 2013, respectively. (For more information, see below.) | 42,600 | 39,000 | ||||||
Borrowings under revolving credit facilities with a consortium of banks in Spain | 7,542 | 7,670 | ||||||
(For more information, see below.) | ||||||||
Borrowings under unsecured credit facility with Caja Badajoz | 1,091 | 2,047 | ||||||
(For more information, see below.) | ||||||||
Borrowings under revolving credit facility with the National Bank of Abu Dhabi | 916 | — | ||||||
(For more information, see below.) | ||||||||
Other notes payable | 15 | 68 | ||||||
140,885 | 133,259 | |||||||
Less current maturities | 53,307 | 18,974 | ||||||
Notes payable and long-term debt, net of current maturities | $ | 87,578 | $ | 114,285 | ||||
Term Loan Agreement | ||||||||
The Company entered into a Term Loan Agreement on October 18, 2012, which was amended on May 23, 2013 (the “First Amendment”) and again on July 25, 2014 (the “Second Amendment”). The First Amendment contains identical provisions as those in the Fourth Amendment to Credit Agreement (see below) and the Second Amendment contains identical provisions as the Fifth Amendment and Limited Waiver to Credit Agreement (see below). Borrowings under the Term Loan Agreement are collateralized by a second lien on substantially all of the Company’s assets, including, without limitation, accounts receivable, equipment, securities, financial assets and the proceeds of the foregoing, as well as by a pledge of 65% of the outstanding capital stock of its wholly-owned foreign subsidiary, Hill International N.V., and of certain of its other foreign subsidiaries. The maturity date of the Term Loan is October 18, 2016. | ||||||||
The Company will pay interest on amounts outstanding from time to time under the Term Loan at a rate per annum equal to 7.50%, however, such rate may be increased to 9.50% per annum if fixed price contracts (as defined under the Term Loan Agreement) or certain accounts receivable of the Company and its subsidiaries exceed percentages specified in the Term Loan Agreement. | ||||||||
Also, contemporaneous with its entry into the Term Loan Agreement, the Company entered into a Fee Letter. The Fee Letter requires the Company to pay to the Lenders an exit fee (the “Exit Fee”), which fee shall be earned in full on the Closing Date and due and payable on the date the Term Loan is paid in full (the “Exit Date”). “Exit Fee” means the amount, if any, when paid to the Term Loan Lenders on the Exit Date, that will result in the internal annual rate of return to the Term Loan Lenders on the Exit Date being equal to, but no greater than, 20%; provided that in no event shall the Exit Fee Amount be less than $0 or greater than $11,790,000. The IRR is to be calculated as the rate of return earned by the Term Loan Lenders on their initial investment in the Term Loan (to be calculated as the principal amount of the Term Loan less the Closing Fee of $25,000,000) through the Exit Date taking into account the payment by the Company to the Term Loan Lenders of all principal, interest and other payments to the Term Loan Lenders pursuant to the Term Loan Agreement. | ||||||||
At June 30, 2014, the Company was in compliance with all of the Term Loan covenants. | ||||||||
Revolving Credit Agreement | ||||||||
The Company entered into a Credit Agreement, dated June 30, 2009 (the “Credit Agreement”), with Bank of America, N.A., Capital One, N.A., The PrivateBank and Trust Company, PNC Bank N.A. (the “Lenders”), and Bank of America, N.A., as Administrative Agent (the “Agent”). On May 23, 2013, the Company entered into a Fourth Amendment to Credit Agreement pursuant to which, among other things, the Lenders agreed to : (a) permit the Company to enter into an agreement with Qatar National Bank for the issuance of letters of credit (“LCs”) not to exceed $17,000,000, (b) increase the limit on LCs available to the Company’s foreign subsidiaries who are not loan parties from $4,000,000 to $11,800,000 and (c) permit the Company to provide up to $20,000,000 as cash collateral for letters of credit and performance bonds. On July 25, 2014, the Company entered into a Fifth Amendment and Limited Waiver to Credit Agreement pursuant to which the Lenders agreed, among other things, to permit the Company to sell its common stock through a follow-on offering (see Note 16) resulting in receipt by the Company of net proceeds aggregating not less than $30,000,000. | ||||||||
The following tables set forth the requirements for the consolidated leverage ratio, consolidated fixed charge ratio and the senior leverage ratio as of June 30, 2014: | ||||||||
Consolidated Leverage Ratio | Consolidated Fixed Charge Ratio | Senior Leverage Ratio | ||||||
Not to exceed 5.75 to 1.00 | Not less than 1.15 to 1.00 | Not to exceed 2.25 to 1.00 | ||||||
The following table presents the Company’s actual ratios at June 30, 2014: | ||||||||
Consolidated Leverage Ratio | Consolidated Fixed Charge Ratio | Senior Leverage Ratio | ||||||
4.41 to 1.00 | 1.46 to 1.00 | 1.84 to 1.00 | ||||||
At June 30, 2014, the Company had $19,530,000 in outstanding letters of credit. Due to conditions of the Credit Facility, as amended, total remaining availability was $2,870,000. | ||||||||
The maturity date of the Credit Agreement is March 31, 2015. Accordingly, the Company has classified all borrowings under the Credit Agreement as current in the consolidated balance sheet at June 30, 2014. | ||||||||
Other Debt Arrangements | ||||||||
The Company’s subsidiary, Hill International (Spain) S.A. (“Hill Spain”), maintains a revolving credit facility with 12 banks (the “Financing Entities”) in Spain providing for total borrowings, with interest at 6.50%, of up to €5,640,000 (approximately $7,695,000 at June 30, 2014). At June 30, 2014, total borrowings outstanding were €5,528,000 (approximately $7,542,000). The amount being financed (“Credit Contracts”) by each Financing Entity is between €156,000 (approximately $213,000) and €689,000 (approximately $940,000). The facility expires on December 17, 2016. The maximum available amount will be reduced to 75.0% at December 31, 2014 and to 50.0% at December 31, 2015. To guarantee Hill Spain’s obligations resulting from the Credit Contracts, Hill Spain provided a guarantee in favor of each one of the Financing Entities, which, additionally, and solely in the case of unremedied failure to make payment, and at the request of each of the Financing Entities, shall grant a first ranking pledge over a given percentage of corporate shares of Hill International Brasil Participacoes Ltda. for the principal, interest, fees, expenses or any other amount owed by virtue of the Credit Contracts, coinciding with the percentage of credit of each Financing Entity with respect to the total outstanding borrowings under this facility. | ||||||||
Hill Spain maintains an unsecured credit facility with the Caja Badajoz bank in Spain for €800,000 (approximately $1,091,000) at June 30, 2014. The interest rate at June 30, 2014 was 7.50%. At June 30, 2014, total borrowings outstanding were €800,000 (approximately $1,091,000). The facility expires on December 23, 2014. | ||||||||
The Company maintains a credit facility with the National Bank of Abu Dhabi which provides for total borrowings of up to AED 11,500,000 (approximately $3,131,000 at June 30, 2014) collateralized by certain overseas receivables. The interest rate is the one-month Emirates InterBank Offer Rate plus 3.50% (or 4.70% at June 30, 2014) but no less than 5.50%. At June 30, 2014, total borrowings outstanding were AED 3,364,000 (approximately $916,000). This facility also allows for to AED 127,033,000 (approximately $34,589,000 at June 30, 2014) in Letters of Guarantee of which AED 122,577,000 (approximately $33,375,000) were utilized at June 30, 2014. This facility is being renewed on a month-to-month basis. | ||||||||
The Company maintains a credit facility with Egnatia Bank that allows for letters of guarantee up to €4,500,000 (approximately $6,139,000 at June 30, 2014), of which €2,180,000 (approximately $2,974,000) had been utilized at June 30, 2014. The facility expires on April 30, 2018. | ||||||||
Engineering S.A. maintains three unsecured revolving credit facilities with two banks in Brazil aggregating 2,900,000 Brazilian Reais (BR) (approximately $1,316,000 at June 30, 2014), with a weighted average interest rate of 3.32% per month at June 30, 2014. There were no borrowings outstanding on any of these facilities which are renewed automatically every three months. | ||||||||
The Company maintains a revolving credit facility with Barclays Bank PLC up to £550,000 (approximately $937,000 at June 30, 2014), with interest rates of 2.00% at June 30, 2014, collateralized by cross guarantees of several of the United Kingdom companies. Aggregate of all debt owing to the bank will be, at all times, covered 3 times by the aggregate value of the UK accounts receivable less than 90 days old and excluding any receivables which are due from any associate, subsidiary or overseas client. There were no borrowings outstanding under this facility at June 30, 2014. This facility is on demand with no fixed expiration date. It is subject to an annual review on September 12, 2014. | ||||||||
At June 30, 2014, the Company had $4,621,000, of available borrowing capacity under its foreign credit agreements. | ||||||||
The Company also maintains relationships with other foreign banks for the issuance of letters of credit, letters of guarantee and performance bonds in a variety of foreign currencies. At June 30, 2014, the maximum U.S. dollar equivalent of the commitments was $62,017,000 of which $17,307,000 is outstanding. |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Supplemental Cash Flow Information | ' | |||||||
Supplemental Cash Flow Information | ' | |||||||
Note 8 — Supplemental Cash Flow Information | ||||||||
The following table provides additional cash flow information (in thousands): | ||||||||
Six Months Ended June 30, | ||||||||
2014 | 2013 | |||||||
Interest and related financing fees paid | $ | 7,097 | $ | 5,717 | ||||
Income taxes paid | $ | 6,616 | $ | 5,386 | ||||
Reduction of noncontrolling interest in connection with acquisition of an additional interest in Engineering S.A. | $ | (2,649 | ) | $ | — | |||
Increase in additional paid in capital from issuance of shares of common stock related to purchase of CPI | $ | 618 | $ | — | ||||
Increase in additional paid in capital from issuance of shares common stock from cashless exercise of stock options | $ | 538 | $ | — | ||||
Reduction of noncontrolling interest in connection with acquisition of remaining noncontrolling interest in Hill Spain | $ | — | $ | (1,094 | ) | |||
Increase in intangible assets and goodwill in connection with acquisition of BCA and remaining noncontrolling interest in Hill Spain | $ | — | $ | 3,026 | ||||
Common stock issued for acquisition of BCA | $ | — | $ | 1,072 | ||||
Earnings_per_Share
Earnings per Share | 6 Months Ended |
Jun. 30, 2014 | |
Earnings per Share | ' |
Earnings per Share | ' |
Note 9 — Earnings per Share | |
Basic earnings per common share has been computed using the weighted-average number of shares of common stock outstanding during the period. Diluted loss per common share incorporates the incremental shares issuable upon the assumed exercise of stock options, if dilutive. Dilutive stock options increased the average common stock outstanding by approximately 2,023,000 shares for the three-month period ended June 30, 2014 and by approximately 1,386,000 shares for the six-month period ended June 30, 2014. Options to purchase 1,355,000 shares and 2,034,000 shares were excluded from the calculation of diluted earnings (loss) per common share for the three- and six-month periods ended June 30, 2014 because they were antidilutive. Stock options were excluded from the calculation of diluted loss per common share because their effect was antidilutive for both of the three-and six-month periods ended June 30, 2013. The total number of such shares excluded from diluted loss per common share was 5,547,000 shares for the three-month period ended June 30, 2013 and 5,303,000 shares for the six-month period ended June 30, 2013. |
ShareBased_Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2014 | |
Share-Based Compensation | ' |
Share-Based Compensation | ' |
Note 10 — Share-Based Compensation | |
At June 30, 2014, the Company had 7,518,620 options outstanding with a weighted average exercise price of $4.59. During the six-month period ended June 30, 2014, the Company granted 500,000 options which vest over a four-year period, have an exercise price of $4.35 and a contractual life of 5 years; 1,285,000 options which vest over a five-year period, have a weighted average exercise price of $4.56 and a contractual life of seven years; and 63,870 options which vested immediately, have an exercise price of $6.61 and a contractual live of five years. The aggregate fair value of the options was $4,210,000 calculated using the Black-Scholes valuation model. The weighted average assumptions used to calculate fair value were: expected life — 4.59 years; volatility — 62.85% and risk-free interest rate — 1.67%. During the first six months of 2014, options for 480,406 shares with a weighted average exercise price of $2.95 were exercised and options for 424,000 shares with a weighted average exercise price of $7.67 lapsed. | |
During the six-month period ended June 30, 2014, the Company issued 26,475 shares of its common stock to its Non-Employee Directors. The Company recognized compensation expense amounting to $175,000. | |
During the six-month period ended June 30, 2014, employees purchased 12,136 common shares, for an aggregate purchase price of $54,000, pursuant to the Company’s 2008 Employee Stock Purchase Plan. | |
The Company recognized share-based compensation expense in selling, general and administrative expenses in the consolidated statement of operations totaling $1,129,000 and $973,000 for the three-month periods ended June 30, 2014 and 2013, respectively, and $1,927,000 and $1,583,000 for the six-month periods ended June 30, 2014 and 2013, respectively. |
Stockholders_Equity
Stockholders' Equity | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
Stockholders' Equity | ' | ||||||||||
Stockholders' Equity | ' | ||||||||||
Note 11 — Stockholders’ Equity | |||||||||||
The following table summarizes the changes in stockholders’ equity during the six months ended June 30, 2014 (in thousands): | |||||||||||
Hill International, | Noncontrolling | ||||||||||
Total | Inc. Stockholders | Interests | |||||||||
Stockholders’ equity, December 31, 2013 | $ | 143,031 | $ | 131,144 | $ | 11,887 | |||||
Net earnings | 2,309 | 1,571 | 738 | ||||||||
Other comprehensive earnings | 2,971 | 2,784 | 187 | ||||||||
Comprehensive earnings | 5,280 | 4,355 | 925 | ||||||||
Additional paid in capital | 4,015 | 4,015 | — | ||||||||
Acquisition of additional interest in Engineering S. A. | (3,556 | ) | (907 | ) | (2,649 | ) | |||||
Treasury stock acquired | (538 | ) | (538 | ) | — | ||||||
Stockholders’ equity, June 30, 2014 | $ | 148,232 | $ | 138,069 | $ | 10,163 | |||||
In February 2014, the Company issued 171,308 shares of its common stock aggregating $618,000 to the former shareholders of Collaborative Partners, Inc. as payment for equity in excess of that required under the acquisition agreement. | |||||||||||
In March 2014, the Company’s Chairman and Chief Executive Officer exercised 200,000 options with an exercise price of $2.70 through the Company on a cashless basis. The Company withheld 112,788 shares as payment for the options and placed those shares in treasury stock. The Chairman and Chief Executive Office received 87,212 shares from this transaction. | |||||||||||
During the six months ended June 30, 2014, the Company received cash proceeds of $877,000 from the exercise of stock options. | |||||||||||
On August 6, 2014, the Company sold 9,546,629 shares of its common stock in an underwritten equity offering. See Note 16 for further information. |
Income_Taxes
Income Taxes | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Income Taxes | ' | |||||||||||||||||||
Income Taxes | ' | |||||||||||||||||||
Note 12 — Income Taxes | ||||||||||||||||||||
The effective tax rates for the three-month periods ended June 30, 2014 and 2013 were 33.0% and 64.3%, respectively, and 41.3% and 76.1% for the six-month periods ended June 30, 2014 and 2013, respectively. The Company’s effective tax rate represents the Company’s effective tax rate for the year based on projected income and mix of income among the various foreign tax jurisdictions, adjusted for discrete transactions occurring during the period. The difference in the Company’s 2014 effective tax rate compared to the 2013 effective tax rate was primarily related to the $2,514,000 reversal of the reserve for uncertain tax positions in 2014 discussed below. The Company also recognized an income tax expense resulting from adjustments to agree the prior year’s book amounts to the actual amounts per the tax returns totaling $44,000 and $0 for the three-month periods ending June 30, 2014 and 2013, respectively, and $44,000 and $145,000 for the six-month periods ended June 30, 2014 and 2013, respectively. If the discrete transactions noted previously were excluded, the Company’s effective tax rate would have been higher in both years primarily as a result of not recording an income benefit related to the U.S. net operating loss. | ||||||||||||||||||||
The components of earnings (loss) before income taxes and the related income tax expense by United States and foreign jurisdictions were as follows (in thousands): | ||||||||||||||||||||
Three Months Ended June 30, 2014 | Three Months Ended June 30, 2013 | |||||||||||||||||||
U.S. | Foreign | Total | U.S. | Foreign | Total | |||||||||||||||
Earnings (loss) before income taxes | $ | (10,791 | ) | $ | 13,800 | $ | 3,009 | $ | (8,073 | ) | $ | 11,632 | $ | 3,559 | ||||||
Income tax expense, net | $ | — | $ | 993 | $ | 993 | $ | — | $ | 2,288 | $ | 2,288 | ||||||||
Six Months Ended June 30, 2014 | Six Months Ended June 30, 2013 | |||||||||||||||||||
U.S. | Foreign | Total | U.S. | Foreign | Total | |||||||||||||||
Earnings (loss) before income taxes | $ | (21,672 | ) | $ | 25,605 | $ | 3,933 | $ | (17,829 | ) | $ | 23,300 | $ | 5,471 | ||||||
Income tax expense, net | $ | — | $ | 1,624 | $ | 1,624 | $ | — | $ | 4,162 | $ | 4,162 | ||||||||
The reserve for uncertain tax positions amounted to $840,000 and $2,933,000 at June 30, 2014 and December 31, 2013, respectively, and is included in “Other liabilities” in the consolidated balance sheet at those dates. During the three-month period ended June 30, 2014, the reserve for uncertain tax positions was reduced by $2,514,000 based on management’s assessment that these items were effectively settled with the appropriate foreign tax authorities. During the six-month period ended June 30, 2014, the Company also reclassified $420,000 from “Income taxes payable” to the reserve for uncertain tax positions primarily due to tax positions taken in foreign jurisdictions. During the three- and six-month periods ended June 30, 2013, there were no changes in the reserve for uncertain tax positions. | ||||||||||||||||||||
The Company’s policy is to record income tax related interest and penalties in income tax expense. At June 30, 2014, potential interest and penalties related to uncertain tax positions amounting to $592,000 was included in the balance above. | ||||||||||||||||||||
In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities and projected future taxable income in making this assessment. Management evaluates the need for valuation allowances on the deferred tax assets according to the provisions of ASC740, Income Taxes. They consider both positive and negative evidence. In making this determination, management assesses all of the evidence available at the time including recent earnings, internally-prepared income projections, and historical financial performance. |
Business_Segment_Information
Business Segment Information | 6 Months Ended | |||||||||||
Jun. 30, 2014 | ||||||||||||
Business Segment Information | ' | |||||||||||
Business Segment Information | ' | |||||||||||
Note 13 — Business Segment Information | ||||||||||||
The Company’s business segments reflect how executive management makes resource decisions and assesses its performance. The Company bases these decisions on the type of services provided (Project Management and Construction Claims) and secondarily by their geography (U.S./Canada, Latin America, Europe, the Middle East, Africa and Asia/Pacific). | ||||||||||||
The Project Management business segment provides extensive construction and project management services to construction owners worldwide. Such services include program management, project management, construction management, project management oversight, troubled project turnaround, staff augmentation, project labor agreement consulting, commissioning, estimating and cost management, and labor compliance services. | ||||||||||||
The Construction Claims business segment provides such services as claims consulting, management consulting, litigation support, expert witness testimony, cost/damages assessment, delay/disruption analysis, adjudication, lender advisory, risk management, forensic accounting, fraud investigation and Project Neutral services to clients worldwide. | ||||||||||||
The Company evaluates the performance of its segments primarily on operating profit before corporate overhead allocations and income taxes. | ||||||||||||
The following tables reflect the required disclosures for the Company’s reportable segments (in thousands): | ||||||||||||
Consulting Fee Revenue (“CFR”) | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 108,521 | 75.1 | % | $ | 98,979 | 77.1 | % | ||||
Construction Claims | 35,994 | 24.9 | 29,448 | 22.9 | ||||||||
Total | $ | 144,515 | 100 | % | $ | 128,427 | 100 | % | ||||
Total Revenue: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 122,044 | 76.4 | % | $ | 117,588 | 79.2 | % | ||||
Construction Claims | 37,595 | 23.6 | 30,876 | 20.8 | ||||||||
Total | $ | 159,639 | 100 | % | $ | 148,464 | 100 | % | ||||
Operating Profit: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 13,218 | $ | 13,334 | ||||||||
Construction Claims | 3,054 | 3,384 | ||||||||||
Corporate | (7,617 | ) | (6,878 | ) | ||||||||
Total | $ | 8,655 | $ | 9,840 | ||||||||
Depreciation and Amortization Expense: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 1,720 | $ | 1,910 | ||||||||
Construction Claims | 663 | 693 | ||||||||||
Subtotal segments | 2,383 | 2,603 | ||||||||||
Corporate | 54 | 54 | ||||||||||
Total | $ | 2,437 | $ | 2,657 | ||||||||
Consulting Fee Revenue by Geographic Region: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S./Canada | $ | 31,708 | 21.9 | % | $ | 31,914 | 24.8 | % | ||||
Latin America | 11,064 | 7.7 | 11,613 | 9 | ||||||||
Europe | 18,948 | 13.1 | 19,948 | 15.5 | ||||||||
Middle East | 68,867 | 47.7 | 53,662 | 41.8 | ||||||||
Africa | 6,020 | 4.2 | 5,408 | 4.2 | ||||||||
Asia/Pacific | 7,908 | 5.4 | 5,882 | 4.7 | ||||||||
Total | $ | 144,515 | 100 | % | $ | 128,427 | 100 | % | ||||
U.S. | $ | 30,846 | 21.3 | % | $ | 30,919 | 24.1 | % | ||||
Non-U.S. | 113,669 | 78.7 | 97,508 | 75.9 | ||||||||
Total | $ | 144,515 | 100 | % | $ | 128,427 | 100 | % | ||||
For the three-month period ended June 30, 2014, consulting fee revenue for the United Arab Emirates amounted to $17,229,000 representing 11.9% of the total and Oman’s consulting fee revenue amounted to $18,420,000 representing 12.7% of the total. No other country other than the United States accounted for 10% or more of consolidated consulting fee revenue. | ||||||||||||
For the three-month period ended June 30, 2013, consulting fee revenue for the United Arab Emirates amounted to $16,557,000 representing 12.9% of the total and Oman’s consulting fee revenue amounted to $12,896,000 representing 10.0% of the total. No other country except for the United States accounted for 10% or more of consolidated consulting fee revenue. | ||||||||||||
Total Revenue by Geographic Region: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S./Canada | $ | 42,693 | 26.7 | % | $ | 47,557 | 32 | % | ||||
Latin America | 11,126 | 7 | 11,726 | 7.9 | ||||||||
Europe | 20,058 | 12.6 | 21,128 | 14.2 | ||||||||
Middle East | 70,629 | 44.2 | 55,380 | 37.3 | ||||||||
Africa | 6,940 | 4.3 | 6,630 | 4.5 | ||||||||
Asia/Pacific | 8,193 | 5.2 | 6,043 | 4.1 | ||||||||
Total | $ | 159,639 | 100 | % | $ | 148,464 | 100 | % | ||||
U.S. | $ | 41,761 | 26.2 | % | $ | 46,505 | 31.3 | % | ||||
Non-U.S. | 117,878 | 73.8 | 101,959 | 68.7 | ||||||||
Total | $ | 159,639 | 100 | % | $ | 148,464 | 100 | % | ||||
For the three-month period ended June 30, 2014, total revenue for the United Arab Emirates amounted to $17,539,000 representing 11.0% of the total and Oman’s total revenue amounted to $18,804,000 representing 11.8% of the total. No other country except for the United States accounted for 10% or more of consolidated consulting fee revenue. | ||||||||||||
For the three-month period ended June 30, 2013, total revenue for the United Arab Emirates amounted to $17,104,000 representing 11.5% of the total. No other country other than the United States accounted for 10% or more of consolidated consulting fee revenue. | ||||||||||||
Consulting Fee Revenue By Client Type: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S. federal government | $ | 3,242 | 2.2 | % | $ | 4,074 | 3.2 | % | ||||
U.S. state, regional and local governments | 18,698 | 12.9 | 19,065 | 14.8 | ||||||||
Foreign governments | 57,527 | 39.8 | 43,453 | 33.8 | ||||||||
Private sector | 65,048 | 45.1 | 61,835 | 48.2 | ||||||||
Total | $ | 144,515 | 100 | % | $ | 128,427 | 100 | % | ||||
Total Revenue By Client Type: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S. federal government | $ | 4,018 | 2.5 | % | $ | 4,842 | 3.3 | % | ||||
U.S. state, regional and local governments | 24,729 | 15.5 | 27,074 | 18.2 | ||||||||
Foreign governments | 59,919 | 37.5 | 45,694 | 30.8 | ||||||||
Private sector | 70,973 | 44.5 | 70,854 | 47.7 | ||||||||
Total | $ | 159,639 | 100 | % | $ | 148,464 | 100 | % | ||||
Property, Plant and Equipment, Net by Geographic Location: | ||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||
U.S./Canada | $ | 3,501 | $ | 3,837 | ||||||||
Latin America | 1,643 | 1,351 | ||||||||||
Europe | 1,924 | 2,575 | ||||||||||
Middle East | 3,411 | 2,167 | ||||||||||
Africa | 241 | 182 | ||||||||||
Asia/Pacific | 440 | 501 | ||||||||||
Total | $ | 11,160 | $ | 10,613 | ||||||||
U.S. | $ | 3,501 | $ | 3,837 | ||||||||
Non-U.S. | 7,659 | 6,776 | ||||||||||
Total | $ | 11,160 | $ | 10,613 | ||||||||
Consulting Fee Revenue (“CFR”) | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 210,309 | 74.6 | % | $ | 193,977 | 77.3 | % | ||||
Construction Claims | 71,455 | 25.4 | 57,006 | 22.7 | ||||||||
Total | $ | 281,764 | 100 | % | $ | 250,983 | 100 | % | ||||
Total Revenue | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 235,213 | 76 | % | $ | 225,167 | 79.1 | % | ||||
Construction Claims | 74,439 | 24 | 59,370 | 20.9 | ||||||||
Total | $ | 309,652 | 100 | % | $ | 284,537 | 100 | % | ||||
Operating Profit: | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 24,161 | $ | 25,690 | ||||||||
Construction Claims | 5,672 | 5,823 | ||||||||||
Corporate | (15,178 | ) | (14,274 | ) | ||||||||
Total | $ | 14,655 | $ | 17,239 | ||||||||
Depreciation and Amortization Expense: | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 3,419 | $ | 3,736 | ||||||||
Construction Claims | 1,337 | 1,341 | ||||||||||
Subtotal segments | 4,756 | 5,077 | ||||||||||
Corporate | 108 | 119 | ||||||||||
Total | $ | 4,864 | $ | 5,196 | ||||||||
Consulting Fee Revenue by Geographic Region: | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S./Canada | $ | 60,999 | 21.6 | % | $ | 61,275 | 24.4 | % | ||||
Latin America | 21,812 | 7.7 | 25,171 | 10 | ||||||||
Europe | 39,387 | 14 | 39,562 | 15.8 | ||||||||
Middle East | 132,002 | 46.8 | 104,477 | 41.6 | ||||||||
Africa | 12,284 | 4.4 | 9,430 | 3.8 | ||||||||
Asia/Pacific | 15,280 | 5.5 | 11,068 | 4.4 | ||||||||
Total | $ | 281,764 | 100 | % | $ | 250,983 | 100 | % | ||||
U.S. | $ | 59,224 | 21 | % | $ | 59,458 | 23.7 | % | ||||
Non-U.S. | 222,540 | 79 | 191,525 | 76.3 | ||||||||
Total | $ | 281,764 | 100 | % | $ | 250,983 | 100 | % | ||||
For the six-month period ended June 30, 2014, consulting fee revenue for the United Arab Emirates amounted to $33,719,000 representing 12.0% of the total and Oman’s consulting fee revenue amounted to $34,077,000 representing 12.1% of the total. No other country except the United States accounted for 10% or more of consolidated consulting fee revenue. | ||||||||||||
For the six-month period ended June 30, 2013, consulting fee revenue for the United Arab Emirates amounted to $34,468,000 representing 13.7% of the total. No other country except for the United States accounted for 10% or more of the consolidated consulting fee revenue. | ||||||||||||
Total Revenue by Geographic Region: | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S./Canada | $ | 78,323 | 25.3 | % | $ | 87,226 | 30.7 | % | ||||
Latin America | 22,042 | 7.1 | 25,363 | 8.9 | ||||||||
Europe | 41,894 | 13.5 | 41,800 | 14.7 | ||||||||
Middle East | 137,473 | 44.4 | 107,688 | 37.8 | ||||||||
Africa | 14,096 | 4.6 | 11,096 | 3.9 | ||||||||
Asia/Pacific | 15,824 | 5.1 | 11,364 | 4 | ||||||||
Total | $ | 309,652 | 100 | % | $ | 284,537 | 100 | % | ||||
U.S. | $ | 76,502 | 24.7 | % | $ | 85,325 | 30 | % | ||||
Non-U.S. | 233,150 | 75.3 | 199,212 | 70 | ||||||||
Total | $ | 309,652 | 100 | % | $ | 284,537 | 100 | % | ||||
For the six-month period ended June 30, 2014, total revenue for the United Arab Emirates amounted to $34,240,000 representing 11.1% of the total and Oman’s total revenue amounted to $36,813,000 representing 11.9% of the total. No other country except for the United States accounted for 10% or more of consolidated consulting fee revenue. | ||||||||||||
For the six-month period ended June 30, 2013, total revenue for the United Arab Emirates amounted to $35,358,000 representing 12.4% of the total. No other country except for the United States accounted for 10% or more of consolidated consulting fee revenue. | ||||||||||||
Consulting Fee Revenue By Client Type: | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S. federal government | $ | 6,607 | 2.3 | % | $ | 7,891 | 3.1 | % | ||||
U.S. state, regional and local governments | 35,040 | 12.4 | 34,820 | 13.9 | ||||||||
Foreign governments | 110,964 | 39.4 | 82,092 | 32.7 | ||||||||
Private sector | 129,153 | 45.9 | 126,180 | 50.3 | ||||||||
Total | $ | 281,764 | 100 | % | $ | 250,983 | 100 | % | ||||
Total Revenue By Client Type: | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S. federal government | $ | 7,870 | 2.5 | % | $ | 9,182 | 3.2 | % | ||||
U.S. state, regional and local governments | 45,829 | 14.8 | 51,921 | 18.2 | ||||||||
Foreign governments | 117,665 | 38 | 85,926 | 30.2 | ||||||||
Private sector | 138,288 | 44.7 | 137,508 | 48.4 | ||||||||
Total | $ | 309,652 | 100 | % | $ | 284,537 | 100 | % |
Client_Concentrations
Client Concentrations | 6 Months Ended |
Jun. 30, 2014 | |
Client Concentrations | ' |
Client Concentrations | ' |
Note 14 — Client Concentrations | |
The Company had one client, located in Oman, that accounted for 11% of total revenue and 12% of consulting fee revenue during the three-month period ended June 30, 2014. No other client accounted for 10% or more of total revenue or consulting fee revenue for the three-month period ended June 30, 2013. | |
The Company had one client, located in Oman, that accounted for 10% of total revenue and 11% of consulting fee revenue for the six-month period ended June 30, 2014. No other client accounted for 10% or more of total revenue or consulting fee revenue for the six-month period ended June 30, 2013. | |
One client, located in Libya, accounted for 21% and 25% of accounts receivable at June 30, 2014 and December 31, 2013. | |
The Company has numerous contracts with U.S. federal government agencies that collectively accounted for 3% of total revenue during each of the three-month periods ended June 30, 2014 and 2013 and 3% of total revenue during each of the six-month periods ended June 30, 2014 and 2013. |
Commitments_and_Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2014 | |
Commitments and Contingencies | ' |
Commitments and Contingencies | ' |
Note 15 — Commitments and Contingencies | |
General Litigation | |
M.A. Angeliades, Inc. (“Plaintiff”) has filed a complaint with the Supreme Court of New York against the Company and the New York City Department of Design and Construction (“DDC”) regarding payment of approximately $8,771,000 for work performed as a subcontractor to the Company plus interest and other cost. The Company has accrued approximately $2,340,000, including interest of $448,000, based on invoices received from Plaintiff who has refused to provide invoices for additional work that Plaintiff claims to have performed. Until such time as the Company obtains invoices for the additional work and is able to provide those invoices to DDC for reimbursement or there is a full resolution of the litigation, it has no intention of paying Plaintiff. The Company believes that its position is defensible, however, there can be no assurance that it will receive a favorable verdict should this case proceed to trial. | |
From time to time, the Company is a defendant or plaintiff in various legal actions which arise in the normal course of business. As such the Company is required to assess the likelihood of any adverse outcomes to these matters as well as potential ranges of probable losses. A determination of the amount of the provision required for these commitments and contingencies, if any, which would be charged to earnings, is made after careful analysis of each matter. The provision may change in the future due to new developments or changes in circumstances. Changes in the provision could increase or decrease the Company’s earnings in the period the changes are made. It is the opinion of management, after consultation with legal counsel, that the ultimate resolution of these matters will not have a material adverse effect on the Company’s financial condition, results of operations or cash flows. | |
Acquisition—Related Contingencies | |
Hill Spain acquired an indirect 60% interest in Engineering S.A. (“ESA”), a firm located in Brazil. ESA’s shareholders entered into an agreement whereby the minority shareholders have a right to compel (“ESA Put Option”) Hill Spain to purchase any or all of their shares during the period from February 28, 2014 to July 31, 2021. Hill Spain also has the right to compel (“ESA Call Option”) the minority shareholders to sell any or all of their shares during the same time period. The purchase price for such shares shall be seven times the earnings before interest and taxes for ESA’s most recently ended fiscal year, net of any financial debt plus excess cash multiplied by a percentage which the shares to be purchased bear to the total number of shares outstanding at the time of purchase, but in the event the ESA Call Option is exercised by Hill Spain, the purchase price shall be increased by five percent. The ESA Put Option and the ESA Call Option must be made within three months after the audited financial statements of ESA have been completed. In April 2014, two of the minority shareholders exercised their ESA Put Option whereby Hill Spain will pay approximately 7,838,000 Brazilian Reais (approximately $3,556,000 at June 30, 2014). After the transaction is completed, Hill Spain will own approximately 72% of ESA. Payment of the liability is expected in late August 2014. In accordance with the guidance in ASC 810-10-45-23, under Changes in the Parent’s Ownership Interest in a Subsidiary When There Is No Change in Control, the Company has accounted for this transaction as an equity transaction. Accordingly, Hill Spain accrued the liability of 7,838,000 Brazilian Reais which is in other current liabilities, reduced noncontrolling interests by 5,839,000 Brazilian Reais (approximately $2,649,000), and reduced additional paid in capital by approximately 1,999,000 Brazilian Reais (approximately $907,000) which represents the excess of the fair value over the amount of the adjustment to noncontrolling interests. | |
The Company is committed to issue shares of its common stock to the former shareholders of BCA in satisfaction of the Third Tranche Payment, the amount of which will be determined in late August 2014. | |
The Company is committed to issue shares of its common stock to the former shareholders of CPI for certain contingent consideration. The number of shares will be determined at various times during 2014. In connection therewith, on March 7, 2014, the Company issued 171,308 shares of its common stock with a value of $618,000 representing CPI’s common equity in excess of $600,000. |
Subsequent_Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2014 | |
Subsequent Events | ' |
Subsequent Events | ' |
Note 16 — Subsequent Events | |
Amendments to Credit Facilities | |
On July 25, 2014, the Company entered into a Second Amendment and Limited Waiver to Credit Agreement for its existing Term Loan and a Fifth Amendment and Limited Waiver to Credit Agreement for its existing Revolving Credit Agreement. Under these amendments, the Lenders agreed, among other things, to permit the Company to sell its common stock through a follow-on offering resulting in receipt by the Company of net proceeds aggregating not less than $30,000,000. | |
Follow-On Equity Offering | |
On August 6, 2014, the Company sold 9,546,629 shares of its common stock at $4.25 per share, less an underwriting discount, in an underwritten equity offering which raised gross proceeds of approximately $40,573,000. Included in this transaction are 1,046,629 shares of common stock out of a total 1,275,000 common shares available from the underwriters’ overallotment option. After the underwriting discount and expenses of the offering, the Company received net proceeds aggregating approximately $38,090,000. As required under the Commitment Letter regarding the Secured Credit Facilities (see below), the Company intends to keep $10,000,000 of the net proceeds of the offering as cash or cash equivalents until the closing of the Secured Credit Facilities and use the balance of the net proceeds to repay certain of its obligations and repay a portion of outstanding borrowings under its Existing Credit Agreement and Existing Term Loan. Upon the closing of the Secured Credit Facilities, the Company intends to use the above-referenced $10,000,000 of the net proceeds of the offering for general working capital purposes. | |
Debt Refinancing | |
On June 12, 2014, the Company and its subsidiary Hill International N.V.(the “Subsidiary”) and together with the Company, the “Borrowers,” entered into a Commitment Letter with Société Générale (the “Agent”) and SG Americas Securities, LLC (the “Arranger”) and together with the Agent and any other entity that becomes a lender under the Secured Credit Facilities (as described below), the “Lenders,” pursuant to which the Arranger and the Agent committed, subject to the conditions and other terms and provisions of the Commitment Letter, to provide secured debt facilities to the Company in an aggregate principal amount of $165,000,000. | |
The debt facilities would consist of (i) a term loan facility of $120,000,000 (the “Term Loan Facility”), and (ii) revolving credit facilities totaling $45,000,000 consisting of: (A) a $30,000,000 U.S. dollar-denominated facility to be made available to the Company ( the “U.S. Revolver”) and (B) a $15,000,000 Euro-denominated facility to be made available to Subsidiary (the “International Revolver”) and together with the U.S. Revolver, the “Revolving Credit Facilities” and, together with the Term Loan Facility, the “Secured Credit Facilities.” The Revolving Credit Facilities would include a $35,000,000 sub-limit for letters of credit with $25,000,000 allocated to the U.S. Revolver and $10,000,000 allocated to the International Revolver. The commitment is subject to the satisfaction of all specified conditions on or before September 10, 2014 and is currently expected to close during August 2014. | |
The Company would be required to use the proceeds from the Term Loan Facility: | |
· for consummating the payoff and termination of its existing credit arrangements (the “Refinancing”) which consist of the Credit Agreement, dated as of October 18, 2012, among the Company, certain lenders and Obsidian Agency Services, Inc., as amended, (the “Existing Term Loan”) and the Credit Agreement, dated as of June 30, 2009, among the Company, Bank of America, N.A. and certain other lenders, as amended (the “Existing Credit Agreement”); | |
· to pay fees and expenses incurred in connection with the Secured Credit Facilities; and | |
· thereafter for general corporate purposes. | |
The Company would be required to use the proceeds from the Revolving Credit Facilities: | |
· for the Refinancing; | |
· to finance the working capital needs and general corporate purposes of the Borrowers and their subsidiaries; | |
· to pay fees and expenses incurred in connection with the Secured Credit Facilities; and | |
· for any other purposes not prohibited by the Secured Credit Facilities. | |
The Term Loan Facility would have a term of six years, require repayment of 1.0% of the original principal amount annually for the first five years and be fully funded upon closing. Any amounts repaid on the Term Loan Facility would not be available to be re-borrowed. The Revolving Credit Facilities would have a term of five years and require payment of interest only during the term. Under the Revolving Credit Facilities, outstanding loans would be able to be repaid in whole or in part at any time, without premium or penalty (except customary breakage costs), subject to certain customary limitations, and would be available to be reborrowed from time to time. | |
The interest rate on the Term Loan Facility would be, at the Borrower’s option (subject to customary provisions or limitations), either: | |
· the London Inter-Bank Offered Rate, or “LIBOR,” for the relevant interest period plus a range of 6.50% to 6.75% per annum, provided that such LIBOR shall not be lower than 1.00% per annum; or | |
· a Base Rate (as described below) plus a range of 5.50% to 5.75% per annum. | |
The interest rate on borrowings under the U.S. Revolver would be, at the Borrower’s option (subject to customary provisions or limitations), either: | |
· the LIBOR for the relevant interest period plus 3.75% per annum; or | |
· a Base Rate (as described below) plus 2.75% per annum. | |
The interest rate on borrowings under the International Revolver would be, at the Borrower’s option (subject to customary provisions or limitations), either: | |
· the European Inter-Bank Offered Rate, or “EURIBOR,” for the relevant interest period plus 4.00% per annum; or | |
· a Base Rate (as described below) plus 3.00% per annum. | |
The “Base Rate” is the highest of (A) the prime rate, (B) the federal funds effective rate plus 0.5%, or (C) the LIBOR for an interest period of one month plus 1.0% per annum. Upon a default, the applicable rate of interest under the Secured Credit Facilities may increase by 2.0%. The LIBOR on the Term Loan Facilities (including when determining the Base Rate) shall in no event be less than 1.0%. | |
The Borrowers would pay a commitment fee calculated from and after the closing date at 0.50% annually on the average daily unused portion of the U.S. Revolver and 0.75% annually on the average daily unused portion of the International Revolver. | |
The ability to borrow under each of the U.S. Revolver and the International Revolver would be subject to a “borrowing base,” calculated using a formula based upon approximately 85% of receivables that meet or satisfy certain criteria (“Eligible Receivables”) that are subject to a perfected security interest, plus, in the case of the International Revolver only, 10% of Eligible Receivables that are not subject to a perfected security interest, subject to certain exceptions and restrictions. | |
The Term Loan Facility and the U.S. Revolver would be guaranteed by the U.S. subsidiaries of the Company (subject to certain limitations), and the International Revolver would be guaranteed by the Company and the Company’s U.S. and non-U.S. subsidiaries (subject to certain limitations). | |
The Term Loan Facility would generally be secured by a first-priority security interest in substantially all assets of the Company and the Company’s U.S. subsidiaries (subject to certain limitations) other than accounts receivable and bank accounts, as to which the Term Loan Facility will be secured by a second-priority security interest. Generally, the obligations of the Borrowers under the U.S. Revolver would be secured by a first-priority security interest in the accounts receivable and bank accounts of the Company and the Company’s U.S. subsidiaries (subject to certain limitations), and a second-priority security interest in substantially all other assets of the Company and the Company’s U.S. subsidiaries (subject to certain limitations). The obligations of the Subsidiary under the International Revolver generally would be secured by a first-priority security interest in the accounts receivable and bank accounts of the Subsidiary and the Company’s non-U.S. subsidiaries (subject to certain limitations), and a second-priority security interest in substantially all other assets of the Company and the Company’s U.S. and non-U.S. subsidiaries (subject to certain limitations). | |
The Company would have the right to prepay the Term Loan Facility in full or in part at any time without premium or penalty (except customary breakage costs); provided, however, that upon the occurrence of prepayments relating to certain repricing transactions (as well as certain other repricing transactions) within the first year following closing, a 1% prepayment premium would be payable. The Company would be required to make mandatory prepayments of the Term Loan Facility without premium or penalty (except customary breakage costs) (i) with net proceeds of any issuance or incurrence of indebtedness by the Company after the closing, (ii) with net proceeds from certain asset sales outside the ordinary course of business, and (iii) with 50% of the excess cash flow for each fiscal year of the Borrowers commencing with the first full fiscal year ending after closing which may be stepped down upon the achievement and maintenance of certain metrics; provided, however, that upon the occurrence any repricing transaction in respect of certain mandatory prepayments within the first year following closing, a 1% prepayment premium would be payable. The Company or the Subsidiary, as applicable, would be required to make mandatory prepayments of their respective Revolving Credit Facilities to the extent that the aggregate outstanding amount thereunder would exceed the then-applicable borrowing base, which payments would be made without penalty or premium (except customary breakage costs). | |
There are a number of conditions to the Lenders’ obligation to provide the Secured Credit Facilities, including the Refinancing and the documentation of the Secured Credit Facilities. | |
The Secured Credit Facilities would also contain customary default provisions, representations and warranties, and restrictive covenants. The Secured Credit Facilities will also require the Company to comply with a consolidated total leverage ratio. | |
Notwithstanding the foregoing, within sixty days of the closing date of the Secured Credit Facilities, the Arranger may exercise certain customary rights to change the proposed terms, including the ability to increase the interest rates. Thus, while the above is a summary of the expected terms of the Secured Credit Facilities, final terms of the Secured Credit Facilities may differ from those set forth above, and, in certain circumstances, these differences may be significant. | |
The Company currently anticipates that closing of the new Secured Credit Facilities and the Refinancing will occur in August 2014; however the Company cannot provide assurance that either the closing of the new Secured Credit Facilities or the Refinancing will be completed. If the Refinancing does occur, the Company will incur for the three- and nine-month periods ending September 30, 2014 a one-time interest charge amounting to approximately $11,279,000 for the difference between the face value and the accreted value of its Existing Term Loan plus $1,502,000 due to the write-off of deferred financing costs associated with the Existing Credit Agreement and the Existing Term Loan. |
Accounts_Receivable_Tables
Accounts Receivable (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Accounts Receivable | ' | |||||||
Components of accounts receivable | ' | |||||||
The components of accounts receivable are as follows (in thousands): | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Billed | $ | 204,065 | $ | 206,469 | ||||
Retainage, current portion | 13,699 | 10,215 | ||||||
Unbilled | 39,659 | 24,857 | ||||||
257,423 | 241,541 | |||||||
Allowance for doubtful accounts | (8,867 | ) | (9,530 | ) | ||||
$ | 248,556 | $ | 232,011 |
Intangible_Assets_Tables
Intangible Assets (Tables) | 6 Months Ended | |||||||||||||
Jun. 30, 2014 | ||||||||||||||
Intangible Assets | ' | |||||||||||||
Summary of acquired intangible assets | ' | |||||||||||||
The following table summarizes the Company’s acquired intangible assets (in thousands): | ||||||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||||
Gross | Gross | |||||||||||||
Carrying | Accumulated | Carrying | Accumulated | |||||||||||
Amount | Amortization | Amount | Amortization | |||||||||||
Client relationships | $ | 38,287 | $ | 20,734 | $ | 37,501 | $ | 18,238 | ||||||
Acquired contract rights | 11,650 | 9,175 | 11,874 | 8,541 | ||||||||||
Trade names | 3,306 | 1,044 | 3,266 | 898 | ||||||||||
Total | $ | 53,243 | $ | 30,953 | $ | 52,641 | $ | 27,677 | ||||||
Intangible assets, net | $ | 22,290 | $ | 24,964 | ||||||||||
Summary of amortization expense related to intangible assets | ' | |||||||||||||
Amortization expense related to intangible assets was as follows (in thousands): | ||||||||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
$ | 1,546 | $ | 1,656 | $ | 3,132 | $ | 3,234 | |||||||
Estimated amortization expense of intangible assets for the next five years | ' | |||||||||||||
The following table presents the estimated amortization expense based on our present intangible assets for the next five years (in thousands): | ||||||||||||||
Estimated | ||||||||||||||
Amortization | ||||||||||||||
Year ending December 31, | Expense | |||||||||||||
2014 (remaining 6 months) | $ | 3,052 | ||||||||||||
2015 | 5,625 | |||||||||||||
2016 | 4,171 | |||||||||||||
2017 | 3,142 | |||||||||||||
2018 | 2,089 |
Goodwill_Tables
Goodwill (Tables) | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
Goodwill | ' | ||||||||||
Summary of changes in the company's carrying value of goodwill | ' | ||||||||||
The following table summarizes the changes in the Company’s carrying value of goodwill during 2014 (in thousands): | |||||||||||
Project | Construction | ||||||||||
Management | Claims | Total | |||||||||
Balance, December 31, 2013 | $ | 58,448 | $ | 27,405 | $ | 85,853 | |||||
Additions | — | — | — | ||||||||
Translation adjustments | 1,219 | 813 | 2,032 | ||||||||
Balance, June 30, 2014 | $ | 59,667 | $ | 28,218 | $ | 87,885 |
Accounts_Payable_and_Accrued_E1
Accounts Payable and Accrued Expenses (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Accounts Payable and Accrued Expenses | ' | |||||||
Components of accounts payable and accrued expenses | ' | |||||||
Below are the components of accounts payable and accrued expenses (in thousands): | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Accounts payable | $ | 28,992 | $ | 25,349 | ||||
Accrued payroll | 42,007 | 35,732 | ||||||
Accrued subcontractor fees | 5,838 | 6,212 | ||||||
Accrued agency fees | 16,111 | 17,623 | ||||||
Accrued legal and professional fees | 762 | 1,239 | ||||||
Other accrued expenses | 6,958 | 6,115 | ||||||
$ | 100,668 | $ | 92,270 |
Notes_Payable_and_LongTerm_Deb1
Notes Payable and Long-Term Debt (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Notes Payable and Long-Term Debt | ' | |||||||
Summary of outstanding debt obligations | ' | |||||||
Outstanding debt obligations are as follows (in thousands): | ||||||||
June 30, 2014 | December 31, 2013 | |||||||
Term loan payable (For more information, see below) | $ | 88,721 | $ | 84,474 | ||||
Revolving Credit loan payable under the Credit Agreement. The weighted average interest rate of all borrowings was 7.22% and 5.32% at June 30, 2014 and December 31, 2013, respectively. (For more information, see below.) | 42,600 | 39,000 | ||||||
Borrowings under revolving credit facilities with a consortium of banks in Spain | 7,542 | 7,670 | ||||||
(For more information, see below.) | ||||||||
Borrowings under unsecured credit facility with Caja Badajoz | 1,091 | 2,047 | ||||||
(For more information, see below.) | ||||||||
Borrowings under revolving credit facility with the National Bank of Abu Dhabi | 916 | — | ||||||
(For more information, see below.) | ||||||||
Other notes payable | 15 | 68 | ||||||
140,885 | 133,259 | |||||||
Less current maturities | 53,307 | 18,974 | ||||||
Notes payable and long-term debt, net of current maturities | $ | 87,578 | $ | 114,285 | ||||
Schedule of requirements for the consolidated leverage ratio, consolidated fixed charge ratio and the senior leverage ratio | ' | |||||||
Consolidated Leverage Ratio | Consolidated Fixed Charge Ratio | Senior Leverage Ratio | ||||||
Not to exceed 5.75 to 1.00 | Not less than 1.15 to 1.00 | Not to exceed 2.25 to 1.00 | ||||||
Schedule of the Company's actual ratios | ' | |||||||
Consolidated Leverage Ratio | Consolidated Fixed Charge Ratio | Senior Leverage Ratio | ||||||
4.41 to 1.00 | 1.46 to 1.00 | 1.84 to 1.00 |
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information (Tables) | 6 Months Ended | |||||||
Jun. 30, 2014 | ||||||||
Supplemental Cash Flow Information | ' | |||||||
Summary of additional cash flow information | ' | |||||||
The following table provides additional cash flow information (in thousands): | ||||||||
Six Months Ended June 30, | ||||||||
2014 | 2013 | |||||||
Interest and related financing fees paid | $ | 7,097 | $ | 5,717 | ||||
Income taxes paid | $ | 6,616 | $ | 5,386 | ||||
Reduction of noncontrolling interest in connection with acquisition of an additional interest in Engineering S.A. | $ | (2,649 | ) | $ | — | |||
Increase in additional paid in capital from issuance of shares of common stock related to purchase of CPI | $ | 618 | $ | — | ||||
Increase in additional paid in capital from issuance of shares common stock from cashless exercise of stock options | $ | 538 | $ | — | ||||
Reduction of noncontrolling interest in connection with acquisition of remaining noncontrolling interest in Hill Spain | $ | — | $ | (1,094 | ) | |||
Increase in intangible assets and goodwill in connection with acquisition of BCA and remaining noncontrolling interest in Hill Spain | $ | — | $ | 3,026 | ||||
Common stock issued for acquisition of BCA | $ | — | $ | 1,072 |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 6 Months Ended | ||||||||||
Jun. 30, 2014 | |||||||||||
Stockholders' Equity | ' | ||||||||||
Summary of changes in stockholders' equity | ' | ||||||||||
The following table summarizes the changes in stockholders’ equity during the six months ended June 30, 2014 (in thousands): | |||||||||||
Hill International, | Noncontrolling | ||||||||||
Total | Inc. Stockholders | Interests | |||||||||
Stockholders’ equity, December 31, 2013 | $ | 143,031 | $ | 131,144 | $ | 11,887 | |||||
Net earnings | 2,309 | 1,571 | 738 | ||||||||
Other comprehensive earnings | 2,971 | 2,784 | 187 | ||||||||
Comprehensive earnings | 5,280 | 4,355 | 925 | ||||||||
Additional paid in capital | 4,015 | 4,015 | — | ||||||||
Acquisition of additional interest in Engineering S. A. | (3,556 | ) | (907 | ) | (2,649 | ) | |||||
Treasury stock acquired | (538 | ) | (538 | ) | — | ||||||
Stockholders’ equity, June 30, 2014 | $ | 148,232 | $ | 138,069 | $ | 10,163 |
Income_Taxes_Tables
Income Taxes (Tables) | 6 Months Ended | |||||||||||||||||||
Jun. 30, 2014 | ||||||||||||||||||||
Income Taxes | ' | |||||||||||||||||||
Schedule of components of earnings (loss) before income taxes and the related income tax expense by United States and foreign jurisdictions | ' | |||||||||||||||||||
The components of earnings (loss) before income taxes and the related income tax expense by United States and foreign jurisdictions were as follows (in thousands): | ||||||||||||||||||||
Three Months Ended June 30, 2014 | Three Months Ended June 30, 2013 | |||||||||||||||||||
U.S. | Foreign | Total | U.S. | Foreign | Total | |||||||||||||||
Earnings (loss) before income taxes | $ | (10,791 | ) | $ | 13,800 | $ | 3,009 | $ | (8,073 | ) | $ | 11,632 | $ | 3,559 | ||||||
Income tax expense, net | $ | — | $ | 993 | $ | 993 | $ | — | $ | 2,288 | $ | 2,288 | ||||||||
Six Months Ended June 30, 2014 | Six Months Ended June 30, 2013 | |||||||||||||||||||
U.S. | Foreign | Total | U.S. | Foreign | Total | |||||||||||||||
Earnings (loss) before income taxes | $ | (21,672 | ) | $ | 25,605 | $ | 3,933 | $ | (17,829 | ) | $ | 23,300 | $ | 5,471 | ||||||
Income tax expense, net | $ | — | $ | 1,624 | $ | 1,624 | $ | — | $ | 4,162 | $ | 4,162 |
Business_Segment_Information_T
Business Segment Information (Tables) | 6 Months Ended | |||||||||||
Jun. 30, 2014 | ||||||||||||
Business Segment Information | ' | |||||||||||
Consulting Fee Revenue and Total Revenue | ' | |||||||||||
Consulting Fee Revenue (“CFR”) | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 108,521 | 75.1 | % | $ | 98,979 | 77.1 | % | ||||
Construction Claims | 35,994 | 24.9 | 29,448 | 22.9 | ||||||||
Total | $ | 144,515 | 100 | % | $ | 128,427 | 100 | % | ||||
Total Revenue: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 122,044 | 76.4 | % | $ | 117,588 | 79.2 | % | ||||
Construction Claims | 37,595 | 23.6 | 30,876 | 20.8 | ||||||||
Total | $ | 159,639 | 100 | % | $ | 148,464 | 100 | % | ||||
Consulting Fee Revenue (“CFR”) | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 210,309 | 74.6 | % | $ | 193,977 | 77.3 | % | ||||
Construction Claims | 71,455 | 25.4 | 57,006 | 22.7 | ||||||||
Total | $ | 281,764 | 100 | % | $ | 250,983 | 100 | % | ||||
Total Revenue | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 235,213 | 76 | % | $ | 225,167 | 79.1 | % | ||||
Construction Claims | 74,439 | 24 | 59,370 | 20.9 | ||||||||
Total | $ | 309,652 | 100 | % | $ | 284,537 | 100 | % | ||||
Operating Profit | ' | |||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 13,218 | $ | 13,334 | ||||||||
Construction Claims | 3,054 | 3,384 | ||||||||||
Corporate | (7,617 | ) | (6,878 | ) | ||||||||
Total | $ | 8,655 | $ | 9,840 | ||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 24,161 | $ | 25,690 | ||||||||
Construction Claims | 5,672 | 5,823 | ||||||||||
Corporate | (15,178 | ) | (14,274 | ) | ||||||||
Total | $ | 14,655 | $ | 17,239 | ||||||||
Depreciation and Amortization Expense | ' | |||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 1,720 | $ | 1,910 | ||||||||
Construction Claims | 663 | 693 | ||||||||||
Subtotal segments | 2,383 | 2,603 | ||||||||||
Corporate | 54 | 54 | ||||||||||
Total | $ | 2,437 | $ | 2,657 | ||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
Project Management | $ | 3,419 | $ | 3,736 | ||||||||
Construction Claims | 1,337 | 1,341 | ||||||||||
Subtotal segments | 4,756 | 5,077 | ||||||||||
Corporate | 108 | 119 | ||||||||||
Total | $ | 4,864 | $ | 5,196 | ||||||||
Consulting Fee Revenue by Geographic Region | ' | |||||||||||
Consulting Fee Revenue by Geographic Region: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S./Canada | $ | 31,708 | 21.9 | % | $ | 31,914 | 24.8 | % | ||||
Latin America | 11,064 | 7.7 | 11,613 | 9 | ||||||||
Europe | 18,948 | 13.1 | 19,948 | 15.5 | ||||||||
Middle East | 68,867 | 47.7 | 53,662 | 41.8 | ||||||||
Africa | 6,020 | 4.2 | 5,408 | 4.2 | ||||||||
Asia/Pacific | 7,908 | 5.4 | 5,882 | 4.7 | ||||||||
Total | $ | 144,515 | 100 | % | $ | 128,427 | 100 | % | ||||
U.S. | $ | 30,846 | 21.3 | % | $ | 30,919 | 24.1 | % | ||||
Non-U.S. | 113,669 | 78.7 | 97,508 | 75.9 | ||||||||
Total | $ | 144,515 | 100 | % | $ | 128,427 | 100 | % | ||||
Total Revenue by Geographic Region: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S./Canada | $ | 42,693 | 26.7 | % | $ | 47,557 | 32 | % | ||||
Latin America | 11,126 | 7 | 11,726 | 7.9 | ||||||||
Europe | 20,058 | 12.6 | 21,128 | 14.2 | ||||||||
Middle East | 70,629 | 44.2 | 55,380 | 37.3 | ||||||||
Africa | 6,940 | 4.3 | 6,630 | 4.5 | ||||||||
Asia/Pacific | 8,193 | 5.2 | 6,043 | 4.1 | ||||||||
Total | $ | 159,639 | 100 | % | $ | 148,464 | 100 | % | ||||
U.S. | $ | 41,761 | 26.2 | % | $ | 46,505 | 31.3 | % | ||||
Non-U.S. | 117,878 | 73.8 | 101,959 | 68.7 | ||||||||
Total | $ | 159,639 | 100 | % | $ | 148,464 | 100 | % | ||||
Consulting Fee Revenue by Geographic Region: | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S./Canada | $ | 60,999 | 21.6 | % | $ | 61,275 | 24.4 | % | ||||
Latin America | 21,812 | 7.7 | 25,171 | 10 | ||||||||
Europe | 39,387 | 14 | 39,562 | 15.8 | ||||||||
Middle East | 132,002 | 46.8 | 104,477 | 41.6 | ||||||||
Africa | 12,284 | 4.4 | 9,430 | 3.8 | ||||||||
Asia/Pacific | 15,280 | 5.5 | 11,068 | 4.4 | ||||||||
Total | $ | 281,764 | 100 | % | $ | 250,983 | 100 | % | ||||
U.S. | $ | 59,224 | 21 | % | $ | 59,458 | 23.7 | % | ||||
Non-U.S. | 222,540 | 79 | 191,525 | 76.3 | ||||||||
Total | $ | 281,764 | 100 | % | $ | 250,983 | 100 | % | ||||
Total Revenue by Geographic Region: | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S./Canada | $ | 78,323 | 25.3 | % | $ | 87,226 | 30.7 | % | ||||
Latin America | 22,042 | 7.1 | 25,363 | 8.9 | ||||||||
Europe | 41,894 | 13.5 | 41,800 | 14.7 | ||||||||
Middle East | 137,473 | 44.4 | 107,688 | 37.8 | ||||||||
Africa | 14,096 | 4.6 | 11,096 | 3.9 | ||||||||
Asia/Pacific | 15,824 | 5.1 | 11,364 | 4 | ||||||||
Total | $ | 309,652 | 100 | % | $ | 284,537 | 100 | % | ||||
U.S. | $ | 76,502 | 24.7 | % | $ | 85,325 | 30 | % | ||||
Non-U.S. | 233,150 | 75.3 | 199,212 | 70 | ||||||||
Total | $ | 309,652 | 100 | % | $ | 284,537 | 100 | % | ||||
Consulting Fee Revenue By Client Type | ' | |||||||||||
Consulting Fee Revenue By Client Type: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S. federal government | $ | 3,242 | 2.2 | % | $ | 4,074 | 3.2 | % | ||||
U.S. state, regional and local governments | 18,698 | 12.9 | 19,065 | 14.8 | ||||||||
Foreign governments | 57,527 | 39.8 | 43,453 | 33.8 | ||||||||
Private sector | 65,048 | 45.1 | 61,835 | 48.2 | ||||||||
Total | $ | 144,515 | 100 | % | $ | 128,427 | 100 | % | ||||
Total Revenue By Client Type: | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S. federal government | $ | 4,018 | 2.5 | % | $ | 4,842 | 3.3 | % | ||||
U.S. state, regional and local governments | 24,729 | 15.5 | 27,074 | 18.2 | ||||||||
Foreign governments | 59,919 | 37.5 | 45,694 | 30.8 | ||||||||
Private sector | 70,973 | 44.5 | 70,854 | 47.7 | ||||||||
Total | $ | 159,639 | 100 | % | $ | 148,464 | 100 | % | ||||
Consulting Fee Revenue By Client Type: | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S. federal government | $ | 6,607 | 2.3 | % | $ | 7,891 | 3.1 | % | ||||
U.S. state, regional and local governments | 35,040 | 12.4 | 34,820 | 13.9 | ||||||||
Foreign governments | 110,964 | 39.4 | 82,092 | 32.7 | ||||||||
Private sector | 129,153 | 45.9 | 126,180 | 50.3 | ||||||||
Total | $ | 281,764 | 100 | % | $ | 250,983 | 100 | % | ||||
Total Revenue By Client Type: | ||||||||||||
Six Months Ended June 30, | ||||||||||||
2014 | 2013 | |||||||||||
U.S. federal government | $ | 7,870 | 2.5 | % | $ | 9,182 | 3.2 | % | ||||
U.S. state, regional and local governments | 45,829 | 14.8 | 51,921 | 18.2 | ||||||||
Foreign governments | 117,665 | 38 | 85,926 | 30.2 | ||||||||
Private sector | 138,288 | 44.7 | 137,508 | 48.4 | ||||||||
Total | $ | 309,652 | 100 | % | $ | 284,537 | 100 | % | ||||
Property, Plant and Equipment, Net by Geographic Location | ' | |||||||||||
June 30, 2014 | December 31, 2013 | |||||||||||
U.S./Canada | $ | 3,501 | $ | 3,837 | ||||||||
Latin America | 1,643 | 1,351 | ||||||||||
Europe | 1,924 | 2,575 | ||||||||||
Middle East | 3,411 | 2,167 | ||||||||||
Africa | 241 | 182 | ||||||||||
Asia/Pacific | 440 | 501 | ||||||||||
Total | $ | 11,160 | $ | 10,613 | ||||||||
U.S. | $ | 3,501 | $ | 3,837 | ||||||||
Non-U.S. | 7,659 | 6,776 | ||||||||||
Total | $ | 11,160 | $ | 10,613 |
The_Company_Details
The Company (Details) | 6 Months Ended |
Jun. 30, 2014 | |
division | |
The Company | ' |
Number of key operating divisions | 2 |
Accounts_Receivable_Details
Accounts Receivable (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Components of accounts receivable | ' | ' |
Billed | $204,065 | $206,469 |
Retainage, current portion | 13,699 | 10,215 |
Unbilled | 39,659 | 24,857 |
Accounts receivable, gross | 257,423 | 241,541 |
Allowance for doubtful accounts | -8,867 | -9,530 |
Total | $248,556 | $232,011 |
Accounts_Receivable_Details_2
Accounts Receivable (Details 2) | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 |
USD ($) | USD ($) | Libya | Libya | Libya | Libya | Libya | Libya | |
USD ($) | Pounds sterling | Pounds sterling | LYD | LYD | Dollars | |||
USD ($) | GBP (£) | USD ($) | USD ($) | |||||
Accounts Receivable | ' | ' | ' | ' | ' | ' | ' | ' |
Cash proceeds from collection of accounts receivable | ' | ' | $6,800,000 | $300,000 | £ 200,000 | $1,700,000 | 2,100,000 | $4,800,000 |
Total receipts from collection of accounts receivable | ' | ' | 9,900,000 | ' | ' | ' | ' | ' |
Accounts receivable outstanding | 248,556,000 | 232,011,000 | 50,100,000 | ' | ' | ' | ' | ' |
Amount of letters of credit endorsed by ODAC | ' | ' | $14,000,000 | ' | ' | ' | ' | ' |
Additional term of letters of credit | ' | ' | '6 months | ' | ' | ' | ' | ' |
Intangible_Assets_Details
Intangible Assets (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Summary of acquired intangible assets | ' | ' |
Gross Carrying Amount | $53,243 | $52,641 |
Accumulated Amortization | 30,953 | 27,677 |
Intangible assets, net | 22,290 | 24,964 |
Client relationships | ' | ' |
Summary of acquired intangible assets | ' | ' |
Gross Carrying Amount | 38,287 | 37,501 |
Accumulated Amortization | 20,734 | 18,238 |
Acquired contract rights | ' | ' |
Summary of acquired intangible assets | ' | ' |
Gross Carrying Amount | 11,650 | 11,874 |
Accumulated Amortization | 9,175 | 8,541 |
Trade names | ' | ' |
Summary of acquired intangible assets | ' | ' |
Gross Carrying Amount | 3,306 | 3,266 |
Accumulated Amortization | $1,044 | $898 |
Intangible_Assets_Details_2
Intangible Assets (Details 2) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Intangible Assets | ' | ' | ' | ' |
Amortization expense related to intangible assets | $1,546 | $1,656 | $3,132 | $3,234 |
Estimated amortization expense of intangible assets for the next five years | ' | ' | ' | ' |
2014 (remaining 6 months) | 3,052 | ' | 3,052 | ' |
2015 | 5,625 | ' | 5,625 | ' |
2016 | 4,171 | ' | 4,171 | ' |
2017 | 3,142 | ' | 3,142 | ' |
2018 | $2,089 | ' | $2,089 | ' |
Goodwill_Details
Goodwill (Details) (USD $) | 6 Months Ended |
In Thousands, unless otherwise specified | Jun. 30, 2014 |
Summary of changes in carrying value of goodwill during 2013 | ' |
Balance at the beginning of the period | $85,853 |
Translation adjustments | 2,032 |
Balance at the end of the period | 87,885 |
Project Management | ' |
Summary of changes in carrying value of goodwill during 2013 | ' |
Balance at the beginning of the period | 58,448 |
Translation adjustments | 1,219 |
Balance at the end of the period | 59,667 |
Construction Claims | ' |
Summary of changes in carrying value of goodwill during 2013 | ' |
Balance at the beginning of the period | 27,405 |
Translation adjustments | 813 |
Balance at the end of the period | $28,218 |
Accounts_Payable_and_Accrued_E2
Accounts Payable and Accrued Expenses (Details) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Components of accounts payable and accrued expenses | ' | ' |
Accounts payable | $28,992 | $25,349 |
Accrued payroll | 42,007 | 35,732 |
Accrued subcontractor fees | 5,838 | 6,212 |
Accrued agency fees | 16,111 | 17,623 |
Accrued legal and professional fees | 762 | 1,239 |
Other accrued expenses | 6,958 | 6,115 |
Accounts payable and accrued expenses, net | $100,668 | $92,270 |
Notes_Payable_and_LongTerm_Deb2
Notes Payable and Long-Term Debt (Details) (USD $) | Jun. 30, 2014 | Jun. 12, 2014 | Dec. 31, 2013 |
Summary of outstanding debt obligations | ' | ' | ' |
Total debt | $140,885,000 | ' | $133,259,000 |
Less current maturities | 53,307,000 | ' | 18,974,000 |
Notes payable and long-term debt, net of current maturities | 87,578,000 | ' | 114,285,000 |
Secured Credit Facilities | ' | ' | ' |
Summary of outstanding debt obligations | ' | ' | ' |
Aggregate principal amount | ' | 165,000,000 | ' |
Term loan payable | ' | ' | ' |
Summary of outstanding debt obligations | ' | ' | ' |
Aggregate principal amount | ' | 120,000,000 | ' |
Total debt | 88,721,000 | ' | 84,474,000 |
Revolving credit facility | Bank of America | ' | ' | ' |
Summary of outstanding debt obligations | ' | ' | ' |
Total debt | 42,600,000 | ' | 39,000,000 |
Weighted average interest rate of borrowings (as a percent) | 7.22% | ' | 5.32% |
Revolving credit facility | Consortium of banks in Spain | ' | ' | ' |
Summary of outstanding debt obligations | ' | ' | ' |
Total debt | 7,542,000 | ' | 7,670,000 |
Revolving credit facility | Caja Badajoz bank in Spain | ' | ' | ' |
Summary of outstanding debt obligations | ' | ' | ' |
Total debt | 1,091,000 | ' | 2,047,000 |
Revolving credit facility | National Bank of Abu Dhabi | ' | ' | ' |
Summary of outstanding debt obligations | ' | ' | ' |
Total debt | 916,000 | ' | ' |
Other notes payable | ' | ' | ' |
Summary of outstanding debt obligations | ' | ' | ' |
Total debt | $15,000 | ' | $68,000 |
Notes_Payable_and_LongTerm_Deb3
Notes Payable and Long-Term Debt (Details 2) (USD $) | 0 Months Ended | 6 Months Ended | 0 Months Ended | 6 Months Ended | 0 Months Ended | |||||||
Aug. 06, 2014 | Oct. 18, 2012 | Jun. 30, 2014 | Oct. 18, 2012 | Oct. 18, 2012 | Jun. 30, 2014 | Jun. 12, 2014 | Jul. 25, 2014 | 23-May-13 | Jun. 12, 2014 | 23-May-13 | 23-May-13 | |
Subsequent Event [Member] | Term loan payable | Term loan payable | Term loan payable | Term loan payable | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Letters of credit | Letters of credit | Letters of credit | |
Minimum | Maximum | Minimum | Maximum | Qatar National Bank | ||||||||
Subsequent Event [Member] | ||||||||||||
Description of terms of credit agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Collateral pledged, percentage of outstanding capital of Hill International N.V. and certain other foreign subsidiaries | ' | 65.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate (as a percent) | ' | ' | 7.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increased interest rate if fixed price contracts exceeded specified percentages | ' | ' | 9.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term loan target internal rate of return (as a percent) | ' | 20.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Exit Fee Amount | ' | ' | ' | $0 | $11,790,000 | ' | ' | ' | ' | ' | ' | ' |
Interest expense and related financing fees | ' | 25,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | ' | ' | ' | ' | ' | ' | 45,000,000 | ' | ' | 35,000,000 | ' | 17,000,000 |
Limit on LCs available to the entity's foreign subsidiaries who are not loan parties, before amendment | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4,000,000 | ' |
Limit on LCs available to the entity's foreign subsidiaries who are not loan parties | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,800,000 | ' |
Cash collateral permitted for letters of credit and performance bonds | ' | ' | ' | ' | ' | ' | ' | ' | 20,000,000 | ' | ' | ' |
Net proceeds from selling its common stock | 38,090,000 | ' | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' | ' |
Consolidated leverage ratio not to exceed | ' | ' | ' | ' | ' | 5.75 | ' | ' | ' | ' | ' | ' |
Consolidated fixed charge ratio not less than | ' | ' | ' | ' | ' | 1.15 | ' | ' | ' | ' | ' | ' |
Senior leverage ratio not to exceed | ' | ' | ' | ' | ' | 2.25 | ' | ' | ' | ' | ' | ' |
Actual consolidated leverage ratio | ' | ' | ' | ' | ' | 4.41 | ' | ' | ' | ' | ' | ' |
Actual consolidated fixed charge ratio | ' | ' | ' | ' | ' | 1.46 | ' | ' | ' | ' | ' | ' |
Actual senior leverage ratio | ' | ' | ' | ' | ' | 1.84 | ' | ' | ' | ' | ' | ' |
Letters of credit outstanding | ' | ' | ' | ' | ' | 19,530,000 | ' | ' | ' | ' | ' | ' |
Total remaining availability | ' | ' | ' | ' | ' | $2,870,000 | ' | ' | ' | ' | ' | ' |
Notes_Payable_and_LongTerm_Deb4
Notes Payable and Long-Term Debt (Details 3) | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 12, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 |
USD ($) | USD ($) | Revolving credit facility | Revolving credit facility | Revolving credit facility | Hill Spain | Hill Spain | Hill Spain | Hill Spain | Hill Spain | Hill Spain | Hill Spain | Hill Spain | |
USD ($) | Consortium of banks in Spain | Consortium of banks in Spain | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | |||
USD ($) | USD ($) | Consortium of banks in Spain | Consortium of banks in Spain | Consortium of banks in Spain | Consortium of banks in Spain | Consortium of banks in Spain | Consortium of banks in Spain | Consortium of banks in Spain | Consortium of banks in Spain | ||||
USD ($) | EUR (€) | 31-Dec-14 | 31-Dec-15 | Minimum | Minimum | Maximum | Maximum | ||||||
bank | bank | USD ($) | EUR (€) | USD ($) | EUR (€) | ||||||||
Description of terms of credit agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of banks involved in revolving credit facility | ' | ' | ' | ' | ' | 12 | 12 | ' | ' | ' | ' | ' | ' |
Interest rate (as a percent) | ' | ' | ' | ' | ' | 6.50% | 6.50% | ' | ' | ' | ' | ' | ' |
Borrowing capacity | ' | ' | $45,000,000 | ' | ' | $7,695,000 | € 5,640,000 | ' | ' | ' | ' | ' | ' |
Borrowings outstanding | 140,885,000 | 133,259,000 | ' | 7,542,000 | 7,670,000 | 7,542,000 | 5,528,000 | ' | ' | ' | ' | ' | ' |
Total amount being financed by Financing Entity | ' | ' | ' | ' | ' | ' | ' | ' | ' | $213,000 | € 156,000 | $940,000 | € 689,000 |
Reduction in maximum available amount percentage | ' | ' | ' | ' | ' | ' | ' | 75.00% | 50.00% | ' | ' | ' | ' |
Notes_Payable_and_LongTerm_Deb5
Notes Payable and Long-Term Debt (Details 4) | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 12, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 12, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 |
Foreign credit agreements | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Letters of credit | Letters of credit | Letters of credit | Letters of credit | Letters of credit | Hill Spain | Hill Spain | Engineering S.A. | Engineering S.A. | Engineering S.A. | Engineering S.A. | Engineering S.A. | |
USD ($) | USD ($) | USD ($) | National Bank of Abu Dhabi | National Bank of Abu Dhabi | National Bank of Abu Dhabi | National Bank of Abu Dhabi | Barclays Bank PLC | Barclays Bank PLC | Barclays Bank PLC | USD ($) | National Bank of Abu Dhabi | National Bank of Abu Dhabi | Egnatia Bank | Egnatia Bank | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | |
USD ($) | AED | Emirates InterBank Offer Rate | Emirates InterBank Offer Rate | USD ($) | GBP (£) | Bank of England rate | USD ($) | AED | USD ($) | EUR (€) | Caja Badajoz bank in Spain | Caja Badajoz bank in Spain | USD ($) | BRL | Brazil Bank Revolving Credit Facility 1 | Brazil Bank Revolving Credit Facility 2 | Brazil Bank Revolving Credit Facility 3 | |||||
Minimum | item | USD ($) | EUR (€) | item | item | USD ($) | USD ($) | USD ($) | ||||||||||||||
bank | bank | |||||||||||||||||||||
Description of terms of credit agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capacity | $62,017,000 | ' | $45,000,000 | $3,131,000 | 11,500,000 | ' | ' | $937,000 | £ 550,000 | ' | $35,000,000 | $34,589,000 | 127,033,000 | $6,139,000 | € 4,500,000 | $1,091,000 | € 800,000 | $1,316,000 | 2,900,000 | ' | ' | ' |
Letters of credit outstanding | ' | 19,530,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | 33,375,000 | 122,577,000 | 2,974,000 | 2,180,000 | ' | ' | ' | ' | ' | ' | ' |
Reference rate | ' | ' | ' | ' | ' | 'one-month Emirates InterBank Offer Rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis of effective interest rate (as a percent) | ' | ' | ' | ' | ' | 3.50% | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate (as a percent) | ' | ' | ' | ' | ' | ' | 5.50% | ' | ' | ' | ' | ' | ' | ' | ' | 7.50% | 7.50% | ' | ' | ' | ' | ' |
Effective interest rate (as a percent) | ' | ' | ' | ' | ' | 4.70% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amounts outstanding | 17,307,000 | ' | ' | 916,000 | 3,364,000 | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | 1,091,000 | 800,000 | ' | ' | 0 | 0 | 0 |
Number of revolving credit lines maintained by Engineering S.A. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3 | 3 | ' | ' | ' |
Number of banks involved in revolving credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2 | 2 | ' | ' | ' |
Weighted average interest rate (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3.32% | 3.32% | ' | ' | ' |
Period of automatic renewal | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 months | '3 months | ' | ' | ' |
Several of UK account receivable less than 90 days old and excluding any receivables which are due from any associate used for determining debt owed | ' | ' | ' | ' | ' | ' | ' | 3 | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of account receivable due used to determine debt owed under debt covenant | ' | ' | ' | ' | ' | ' | ' | '90 days | '90 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Available borrowing capacity | $4,621,000 | $2,870,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information (Details) (USD $) | 6 Months Ended | 0 Months Ended | 1 Months Ended | 6 Months Ended | ||||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Mar. 07, 2014 | Feb. 28, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | |
Additional Paid-in Capital | CPI | CPI | CPI | Engineering S.A. | Hill Spain | |||
Additional Paid-in Capital | ||||||||
Summary of additional cash flow information | ' | ' | ' | ' | ' | ' | ' | ' |
Interest and related financing fees paid | $7,097,000 | $5,717,000 | ' | ' | ' | ' | ' | ' |
Income taxes paid | 6,616,000 | 5,386,000 | ' | ' | ' | ' | ' | ' |
Increase in intangible assets and goodwill in connection with acquisition of BCA and remaining noncontrolling interest in Hill Spain | ' | 3,026,000 | ' | ' | ' | ' | ' | ' |
Common stock issued for acquisition of BCA | ' | 1,072,000 | ' | ' | ' | ' | ' | ' |
Summary of additional cash flow information | ' | ' | ' | ' | ' | ' | ' | ' |
Reduction of noncontrolling interest in connection with acquisition of an additional interest in Engineering S.A. | -2,649,000 | ' | ' | ' | ' | ' | -2,649,000 | -1,094,000 |
Increase in additional paid in capital from issuance of shares of common stock from cashless exercise of stock options | ' | ' | 538,000 | ' | ' | ' | ' | ' |
Increase in additional paid in capital from issuance of shares of common stock related to purchase of CPI | ' | ' | ' | $618,000 | $618,000 | $618,000 | ' | ' |
Earnings_per_Share_Details
Earnings per Share (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Earnings per Share | ' | ' | ' | ' |
Dilutive stock options (in shares) | 2,023,000 | ' | 1,386,000 | ' |
Total number of shares excluded from diluted earnings (loss) per common share | 1,355,000 | 5,547,000 | 2,034,000 | 5,303,000 |
ShareBased_Compensation_Detail
Share-Based Compensation (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Share-Based Compensation | ' | ' | ' | ' |
Options outstanding (in shares) | 7,518,620 | ' | 7,518,620 | ' |
Weighted average exercise price of outstanding options (in dollars per share) | $4.59 | ' | $4.59 | ' |
Aggregate fair value of options granted (in dollars) | ' | ' | $4,210,000 | ' |
Share-based compensation expense recognized (in dollars) | 1,129,000 | 973,000 | 1,927,000 | 1,583,000 |
Weighted average assumptions used to estimate the fair value of options granted | ' | ' | ' | ' |
Expected life | ' | ' | '4 years 7 months 2 days | ' |
Volatility (as a percent) | ' | ' | 62.85% | ' |
Risk-free interest rate (as a percent) | ' | ' | 1.67% | ' |
Options exercised (in shares) | ' | ' | 480,406 | ' |
Weighted average exercise price of options exercised (in dollars per share) | ' | ' | $2.95 | ' |
Options lapsed (in shares) | ' | ' | 424,000 | ' |
Weighted average exercise price of options lapsed (in dollars per share) | ' | ' | $7.67 | ' |
Non-Employee Directors | ' | ' | ' | ' |
Share-Based Compensation | ' | ' | ' | ' |
Common stock issued (in shares) | ' | ' | 26,475 | ' |
Share-based compensation expense recognized (in dollars) | ' | ' | 175,000 | ' |
2008 Employee Stock Purchase Plan | ' | ' | ' | ' |
Share-Based Compensation | ' | ' | ' | ' |
Shares purchased | ' | ' | 12,136 | ' |
Aggregate purchase price | ' | ' | $54,000 | ' |
Options vesting over a four-year period | ' | ' | ' | ' |
Share-Based Compensation | ' | ' | ' | ' |
Options granted (in shares) | ' | ' | 500,000 | ' |
Award vesting period | ' | ' | '4 years | ' |
Weighted average exercise price of options granted (in dollars per share) | ' | ' | $4.35 | ' |
Contractual life of options granted | ' | ' | '5 years | ' |
Options vesting over a five-year period | ' | ' | ' | ' |
Share-Based Compensation | ' | ' | ' | ' |
Options granted (in shares) | ' | ' | 1,285,000 | ' |
Award vesting period | ' | ' | '5 years | ' |
Weighted average exercise price of options granted (in dollars per share) | ' | ' | $4.56 | ' |
Contractual life of options granted | ' | ' | '7 years | ' |
Options vested immediately | ' | ' | ' | ' |
Share-Based Compensation | ' | ' | ' | ' |
Options granted (in shares) | ' | ' | 63,870 | ' |
Weighted average exercise price of options granted (in dollars per share) | ' | ' | $6.61 | ' |
Contractual life of options granted | ' | ' | '5 years | ' |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 3 Months Ended | 6 Months Ended | 0 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Aug. 06, 2014 | |
Subsequent event | |||||
Increase (decrease) in stockholders' equity | ' | ' | ' | ' | ' |
Total Stockholders' equity at the beginning of the period | ' | ' | $143,031,000 | ' | ' |
Net earnings | 2,016,000 | 1,271,000 | 2,309,000 | 1,309,000 | ' |
Other comprehensive earnings | ' | ' | 2,971,000 | ' | ' |
Comprehensive earnings | ' | ' | 5,280,000 | ' | ' |
Additional paid in capital | ' | ' | 4,015,000 | ' | ' |
Acquisition of additional interest in Engineering S. A. | ' | ' | -3,556,000 | ' | ' |
Treasury stock acquired | ' | ' | -538,000 | ' | ' |
Total Stockholders' equity at the end of the period | 148,232,000 | ' | 148,232,000 | ' | ' |
Hill International, Inc. Stockholders - Stockholders' equity at the beginning of the period | ' | ' | 131,144,000 | ' | ' |
Net earnings | 1,518,000 | 719,000 | 1,571,000 | 339,000 | ' |
Other comprehensive earnings | ' | ' | 2,784,000 | ' | ' |
Comprehensive earnings | ' | ' | 4,355,000 | ' | ' |
Additional paid in capital | ' | ' | 4,015,000 | ' | ' |
Acquisition of additional interest in Engineering S. A. | ' | ' | -907,000 | ' | ' |
Treasury stock acquired | ' | ' | -538,000 | ' | ' |
Hill International, Inc. Stockholders - Stockholders' equity at the end of the period | 138,069,000 | ' | 138,069,000 | ' | ' |
Noncontrolling Interests - Stockholders' equity at the beginning of the period | ' | ' | 11,887,000 | ' | ' |
Net earnings | 498,000 | 552,000 | 738,000 | 970,000 | ' |
Other comprehensive earnings | ' | ' | 187,000 | ' | ' |
Comprehensive earnings | 407,000 | -106,000 | 925,000 | -312,000 | ' |
Acquisition of additional interest in Engineering S. A. | ' | ' | -2,649,000 | ' | ' |
Noncontrolling Interests - Stockholders' equity at the end of the period | $10,163,000 | ' | $10,163,000 | ' | ' |
Stockholders' equity | ' | ' | ' | ' | ' |
Number of shares of common stock sold | ' | ' | ' | ' | 9,546,629 |
Stockholders_Equity_Details_3
Stockholders' Equity (Details 3) (USD $) | 6 Months Ended | 1 Months Ended | 0 Months Ended | 1 Months Ended |
Jun. 30, 2014 | Mar. 31, 2014 | Mar. 07, 2014 | Feb. 28, 2014 | |
Chairman and Chief Executive Officer | Collaborative Partners, Inc. | Collaborative Partners, Inc. | ||
Shares issued in connection with acquisitions | ' | ' | 171,308 | 171,308 |
Aggregate amount of shares issued in connection with acquisitions | ' | ' | $618,000 | $618,000 |
Options exercised on a cashless basis (in shares) | ' | 200,000 | ' | ' |
Options exercise price (in dollars per share) | $2.95 | $2.70 | ' | ' |
Withheld shares as payment for the options (in shares) | ' | 112,788 | ' | ' |
Shares received from transaction | ' | 87,212 | ' | ' |
Cash proceeds received from the exercise of stock options | $877,000 | ' | ' | ' |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Dec. 31, 2013 | |
Income Taxes | ' | ' | ' | ' | ' |
Effective income tax rate (as a percent) | 33.00% | 64.30% | 41.30% | 76.10% | ' |
Net liability (reductions) additions for uncertain tax positions | $2,514,000 | ' | ' | ' | ' |
Income tax expense resulting from adjustments | 44,000 | 0 | 44,000 | 145,000 | ' |
Earnings (loss) before income taxes | ' | ' | ' | ' | ' |
United States | -10,791,000 | -8,073,000 | -21,672,000 | -17,829,000 | ' |
Foreign jurisdictions | 13,800,000 | 11,632,000 | 25,605,000 | 23,300,000 | ' |
Earnings (loss) before income taxes | 3,009,000 | 3,559,000 | 3,933,000 | 5,471,000 | ' |
Income tax (benefit) expense | ' | ' | ' | ' | ' |
Foreign | 993,000 | 2,288,000 | 1,624,000 | 4,162,000 | ' |
Total | 993,000 | 2,288,000 | 1,624,000 | 4,162,000 | ' |
Reserve for uncertain tax positions | 840,000 | ' | 840,000 | ' | 2,933,000 |
Reversal for uncertain tax position based on settlement of prior year tax positions related to a foreign jurisdiction | 2,514,000 | ' | ' | ' | ' |
Increase in reserve for uncertain tax positions related to tax positions taken in foreign jurisdictions | ' | ' | 420,000 | ' | ' |
Changes in the reserve for uncertain tax positions | ' | 0 | ' | 0 | ' |
Potential interest and penalties related to uncertain tax positions | $592,000 | ' | $592,000 | ' | ' |
Business_Segment_Information_D
Business Segment Information (Details) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Revenue | ' | ' | ' | ' |
Consulting Fee Revenue | $144,515,000 | $128,427,000 | $281,764,000 | $250,983,000 |
Consulting fee revenue (as a percent) | 100.00% | 100.00% | 100.00% | 100.00% |
Total Revenue | 159,639,000 | 148,464,000 | 309,652,000 | 284,537,000 |
Total revenue (as a percent) | 100.00% | 100.00% | 100.00% | 100.00% |
Project Management | ' | ' | ' | ' |
Revenue | ' | ' | ' | ' |
Consulting Fee Revenue | 108,521,000 | 98,979,000 | 210,309,000 | 193,977,000 |
Consulting fee revenue (as a percent) | 75.10% | 77.10% | 74.60% | 77.30% |
Total Revenue | 122,044,000 | 117,588,000 | 235,213,000 | 225,167,000 |
Total revenue (as a percent) | 76.40% | 79.20% | 76.00% | 79.10% |
Construction Claims | ' | ' | ' | ' |
Revenue | ' | ' | ' | ' |
Consulting Fee Revenue | 35,994,000 | 29,448,000 | 71,455,000 | 57,006,000 |
Consulting fee revenue (as a percent) | 24.90% | 22.90% | 25.40% | 22.70% |
Total Revenue | $37,595,000 | $30,876,000 | $74,439,000 | $59,370,000 |
Total revenue (as a percent) | 23.60% | 20.80% | 24.00% | 20.90% |
Business_Segment_Information_D1
Business Segment Information (Details 2) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Operating Profit: | ' | ' | ' | ' |
Operating Profit | $8,655 | $9,840 | $14,655 | $17,239 |
Operating segment | Project Management | ' | ' | ' | ' |
Operating Profit: | ' | ' | ' | ' |
Operating Profit | 13,218 | 13,334 | 24,161 | 25,690 |
Operating segment | Construction Claims | ' | ' | ' | ' |
Operating Profit: | ' | ' | ' | ' |
Operating Profit | 3,054 | 3,384 | 5,672 | 5,823 |
Corporate | ' | ' | ' | ' |
Operating Profit: | ' | ' | ' | ' |
Operating Profit | ($7,617) | ($6,878) | ($15,178) | ($14,274) |
Business_Segment_Information_D2
Business Segment Information (Details 3) (USD $) | 3 Months Ended | 6 Months Ended | ||
In Thousands, unless otherwise specified | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 |
Depreciation and Amortization Expense | ' | ' | ' | ' |
Depreciation and amortization expenses | $2,437 | $2,657 | $4,864 | $5,196 |
Operating segment | ' | ' | ' | ' |
Depreciation and Amortization Expense | ' | ' | ' | ' |
Depreciation and amortization expenses | 2,383 | 2,603 | 4,756 | 5,077 |
Operating segment | Project Management | ' | ' | ' | ' |
Depreciation and Amortization Expense | ' | ' | ' | ' |
Depreciation and amortization expenses | 1,720 | 1,910 | 3,419 | 3,736 |
Operating segment | Construction Claims | ' | ' | ' | ' |
Depreciation and Amortization Expense | ' | ' | ' | ' |
Depreciation and amortization expenses | 663 | 693 | 1,337 | 1,341 |
Corporate | ' | ' | ' | ' |
Depreciation and Amortization Expense | ' | ' | ' | ' |
Depreciation and amortization expenses | $54 | $54 | $108 | $119 |
Business_Segment_Information_D3
Business Segment Information (Details 4) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | $144,515,000 | $128,427,000 | $281,764,000 | $250,983,000 |
Consulting fee revenue (as a percent) | 100.00% | 100.00% | 100.00% | 100.00% |
Total Revenue | 159,639,000 | 148,464,000 | 309,652,000 | 284,537,000 |
Total revenue (as a percent) | 100.00% | 100.00% | 100.00% | 100.00% |
U.S./Canada | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | 31,708,000 | 31,914,000 | 60,999,000 | 61,275,000 |
Consulting fee revenue (as a percent) | 21.90% | 24.80% | 21.60% | 24.40% |
Total Revenue | 42,693,000 | 47,557,000 | 78,323,000 | 87,226,000 |
Total revenue (as a percent) | 26.70% | 32.00% | 25.30% | 30.70% |
Latin America | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | 11,064,000 | 11,613,000 | 21,812,000 | 25,171,000 |
Consulting fee revenue (as a percent) | 7.70% | 9.00% | 7.70% | 10.00% |
Total Revenue | 11,126,000 | 11,726,000 | 22,042,000 | 25,363,000 |
Total revenue (as a percent) | 7.00% | 7.90% | 7.10% | 8.90% |
Europe | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | 18,948,000 | 19,948,000 | 39,387,000 | 39,562,000 |
Consulting fee revenue (as a percent) | 13.10% | 15.50% | 14.00% | 15.80% |
Total Revenue | 20,058,000 | 21,128,000 | 41,894,000 | 41,800,000 |
Total revenue (as a percent) | 12.60% | 14.20% | 13.50% | 14.70% |
Middle East | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | 68,867,000 | 53,662,000 | 132,002,000 | 104,477,000 |
Consulting fee revenue (as a percent) | 47.70% | 41.80% | 46.80% | 41.60% |
Total Revenue | 70,629,000 | 55,380,000 | 137,473,000 | 107,688,000 |
Total revenue (as a percent) | 44.20% | 37.30% | 44.40% | 37.80% |
Africa | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | 6,020,000 | 5,408,000 | 12,284,000 | 9,430,000 |
Consulting fee revenue (as a percent) | 4.20% | 4.20% | 4.40% | 3.80% |
Total Revenue | 6,940,000 | 6,630,000 | 14,096,000 | 11,096,000 |
Total revenue (as a percent) | 4.30% | 4.50% | 4.60% | 3.90% |
Asia/Pacific | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | 7,908,000 | 5,882,000 | 15,280,000 | 11,068,000 |
Consulting fee revenue (as a percent) | 5.40% | 4.70% | 5.50% | 4.40% |
Total Revenue | 8,193,000 | 6,043,000 | 15,824,000 | 11,364,000 |
Total revenue (as a percent) | 5.20% | 4.10% | 5.10% | 4.00% |
U.S. | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | 30,846,000 | 30,919,000 | 59,224,000 | 59,458,000 |
Consulting fee revenue (as a percent) | 21.30% | 24.10% | 21.00% | 23.70% |
Total Revenue | 41,761,000 | 46,505,000 | 76,502,000 | 85,325,000 |
Total revenue (as a percent) | 26.20% | 31.30% | 24.70% | 30.00% |
Non - U.S. | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | 113,669,000 | 97,508,000 | 222,540,000 | 191,525,000 |
Consulting fee revenue (as a percent) | 78.70% | 75.90% | 79.00% | 76.30% |
Total Revenue | 117,878,000 | 101,959,000 | 233,150,000 | 199,212,000 |
Total revenue (as a percent) | 73.80% | 68.70% | 75.30% | 70.00% |
Non - U.S. | Consulting fee revenue | Geographic concentration risk | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Number of countries | 0 | 0 | 0 | 0 |
Non - U.S. | Total revenue | Geographic concentration risk | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Number of countries | 0 | 0 | 0 | 0 |
United Arab Emirates | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | 17,229,000 | 16,557,000 | 33,719,000 | 34,468,000 |
Consulting fee revenue (as a percent) | 11.90% | 12.90% | 12.00% | 13.70% |
Total Revenue | 17,539,000 | 17,104,000 | 34,240,000 | 35,358,000 |
Total revenue (as a percent) | 11.00% | 11.50% | 11.10% | 12.40% |
Oman | ' | ' | ' | ' |
Consulting Fee Revenue by Geographic Region | ' | ' | ' | ' |
Consulting Fee Revenue | 18,420,000 | 12,896,000 | 34,077,000 | ' |
Consulting fee revenue (as a percent) | 12.70% | 10.00% | 12.10% | ' |
Total Revenue | $18,804,000 | ' | $36,813,000 | ' |
Total revenue (as a percent) | 11.80% | ' | 11.90% | ' |
Business_Segment_Information_D4
Business Segment Information (Details 5) (USD $) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | |
Consulting Fee Revenue and Total Revenue By Client Type | ' | ' | ' | ' |
Consulting Fee Revenue | $144,515,000 | $128,427,000 | $281,764,000 | $250,983,000 |
Consulting fee revenue (as a percent) | 100.00% | 100.00% | 100.00% | 100.00% |
Total Revenue | 159,639,000 | 148,464,000 | 309,652,000 | 284,537,000 |
Total revenue (as a percent) | 100.00% | 100.00% | 100.00% | 100.00% |
U.S. federal government | ' | ' | ' | ' |
Consulting Fee Revenue and Total Revenue By Client Type | ' | ' | ' | ' |
Consulting Fee Revenue | 3,242,000 | 4,074,000 | 6,607,000 | 7,891,000 |
Consulting fee revenue (as a percent) | 2.20% | 3.20% | 2.30% | 3.10% |
Total Revenue | 4,018,000 | 4,842,000 | 7,870,000 | 9,182,000 |
Total revenue (as a percent) | 2.50% | 3.30% | 2.50% | 3.20% |
U.S. state, regional and local governments | ' | ' | ' | ' |
Consulting Fee Revenue and Total Revenue By Client Type | ' | ' | ' | ' |
Consulting Fee Revenue | 18,698,000 | 19,065,000 | 35,040,000 | 34,820,000 |
Consulting fee revenue (as a percent) | 12.90% | 14.80% | 12.40% | 13.90% |
Total Revenue | 24,729,000 | 27,074,000 | 45,829,000 | 51,921,000 |
Total revenue (as a percent) | 15.50% | 18.20% | 14.80% | 18.20% |
Foreign governments | ' | ' | ' | ' |
Consulting Fee Revenue and Total Revenue By Client Type | ' | ' | ' | ' |
Consulting Fee Revenue | 57,527,000 | 43,453,000 | 110,964,000 | 82,092,000 |
Consulting fee revenue (as a percent) | 39.80% | 33.80% | 39.40% | 32.70% |
Total Revenue | 59,919,000 | 45,694,000 | 117,665,000 | 85,926,000 |
Total revenue (as a percent) | 37.50% | 30.80% | 38.00% | 30.20% |
Private sector | ' | ' | ' | ' |
Consulting Fee Revenue and Total Revenue By Client Type | ' | ' | ' | ' |
Consulting Fee Revenue | 65,048,000 | 61,835,000 | 129,153,000 | 126,180,000 |
Consulting fee revenue (as a percent) | 45.10% | 48.20% | 45.90% | 50.30% |
Total Revenue | $70,973,000 | $70,854,000 | $138,288,000 | $137,508,000 |
Total revenue (as a percent) | 44.50% | 47.70% | 44.70% | 48.40% |
Business_Segment_Information_D5
Business Segment Information (Details 6) (USD $) | Jun. 30, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment, Net by Geographic Location | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | $11,160 | $10,613 |
U.S./Canada | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | 3,501 | 3,837 |
Latin America | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | 1,643 | 1,351 |
Europe | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | 1,924 | 2,575 |
Middle East | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | 3,411 | 2,167 |
Africa | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | 241 | 182 |
Asia/Pacific | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | 440 | 501 |
U.S. | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | 3,501 | 3,837 |
Non - U.S. | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | ' | ' |
Property, Plant and Equipment, Net by Geographic Location | $7,659 | $6,776 |
Client_Concentrations_Details
Client Concentrations (Details) | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 6 Months Ended | 3 Months Ended | 12 Months Ended | ||
Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | Dec. 31, 2013 | |
Total revenue | Total revenue | Total revenue | Total revenue | Total revenue | Total revenue | Consulting fee revenue | Consulting fee revenue | Accounts receivable | Accounts receivable | |
Customer concentration | Customer concentration | Contracts with U.S. federal government agencies | Contracts with U.S. federal government agencies | Contracts with U.S. federal government agencies | Contracts with U.S. federal government agencies | Customer concentration | Customer concentration | Customer concentration | Customer concentration | |
Oman | Oman | Oman | Oman | Libya | Libya | |||||
client | client | client | client | client | ||||||
Concentrations of Credit Risk | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of clients | 1 | 1 | ' | ' | ' | ' | 1 | 1 | 1 | ' |
Percentage of concentration risk | 11.00% | 10.00% | 3.00% | 3.00% | 3.00% | 3.00% | 12.00% | 11.00% | 21.00% | 25.00% |
Commitments_and_Contingencies_
Commitments and Contingencies (Details) | 6 Months Ended | 0 Months Ended | 1 Months Ended | 6 Months Ended | 0 Months Ended | 1 Months Ended | |||||
Jun. 30, 2014 | Mar. 07, 2014 | Feb. 28, 2014 | Jun. 30, 2014 | Jun. 30, 2013 | Apr. 30, 2014 | Apr. 30, 2014 | Feb. 28, 2011 | Apr. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2014 | |
USD ($) | CPI | CPI | Plaintiff | Hill Spain | Hill Spain | Hill Spain | Hill Spain | Hill Spain | Hill Spain | Hill Spain | |
USD ($) | USD ($) | USD ($) | USD ($) | ESA | ESA | ESA | ESA | ESA | ESA | ||
USD ($) | BRL | BRL | USD ($) | BRL | |||||||
item | |||||||||||
Acquisition-Related Contingencies | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Possible loss contingency | ' | ' | ' | $8,771,000 | ' | ' | ' | ' | ' | ' | ' |
Invoices accrued plus interest | ' | ' | ' | 2,340,000 | ' | ' | ' | ' | ' | ' | ' |
Interest accrued | ' | ' | ' | 448,000 | ' | ' | ' | ' | ' | ' | ' |
Percentage of voting equity interests acquired in the business combination | ' | ' | ' | ' | ' | ' | ' | 60.00% | ' | ' | ' |
Multiple of earnings for determining purchase price of minority shares | ' | ' | ' | ' | ' | ' | ' | 7 | ' | ' | ' |
Call option Purchase price premium if exercised by Gerens Hill (as a percent) | ' | ' | ' | ' | ' | ' | ' | 5.00% | ' | ' | ' |
Call/put option exercise period after audited financial statements | ' | ' | ' | ' | ' | ' | ' | '3 months | ' | ' | ' |
Number of minority shareholders who exercised Put Option | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' |
Value of shares purchased on exercise of put options | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,556,000 | 7,838,000 |
Minority shareholders ownership percentage | ' | ' | ' | ' | ' | 72.00% | 72.00% | ' | 72.00% | ' | ' |
Accrued liability under equity transaction | ' | ' | ' | ' | ' | ' | 7,838,000 | ' | 7,838,000 | ' | ' |
Reduction in noncontrolling interests | 2,649,000 | ' | ' | ' | 1,094,000 | 2,649,000 | 5,839,000 | ' | ' | ' | ' |
Reduction in additional paid in capital | ' | ' | ' | ' | ' | 907,000 | 1,999,000 | ' | ' | ' | ' |
Shares issued in connection with acquisitions | ' | 171,308 | 171,308 | ' | ' | ' | ' | ' | ' | ' | ' |
Value of shares issued in connection with acquisitions | ' | 618,000 | 618,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Amount specified under acquisition agreement in excess of which payment for equity has to be made | ' | $600,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 0 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | ||||||||||||||||||||||
Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Jun. 12, 2014 | Aug. 06, 2014 | Aug. 06, 2014 | Aug. 06, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Jul. 25, 2014 | |
Secured Credit Facilities | Secured Credit Facilities | Secured Credit Facilities | Secured Credit Facilities | Term loan payable | Term loan payable | Term loan payable | Term loan payable | Term loan payable | Term loan payable | Term loan payable | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | Letters of credit | Letters of credit | Letters of credit | Subsequent event | Subsequent event | Subsequent event | Subsequent event | Subsequent event | Subsequent event | |
LIBOR | Prime rate | Federal funds effective rate | LIBOR | LIBOR | LIBOR | Base Rate | Base Rate | Base Rate | U.S. Revolver | U.S. Revolver | U.S. Revolver | International Revolver | International Revolver | International Revolver | U.S. Revolver | International Revolver | Overallotment option | Secured Credit Facilities | Secured Credit Facilities | Secured Credit Facilities | Revolving credit facility | ||||||
Minimum | Maximum | Minimum | Maximum | LIBOR | Base Rate | Base Rate | EURIBOR | Forecast | Forecast | Minimum | |||||||||||||||||
Subsequent event | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds after the underwriting discount and expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $38,090,000 | ' | ' | ' | ' | $30,000,000 |
Number of shares of common stock sold | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 9,546,629 | 1,046,629 | ' | ' | ' | ' |
Share price (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $4.25 | ' | ' | ' | ' | ' |
Gross proceeds from equity offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 40,573,000 | ' | ' | ' | ' | ' |
Number of common shares available for underwriters | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,275,000 | ' | ' | ' | ' |
Net proceeds from underwritten equity offering intended to be kept as cash or cash equivalents | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' |
Net proceeds from underwritten equity offering intended to be used for general working capital purposes | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' |
Maximum borrowing capacity | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 45,000,000 | 30,000,000 | ' | ' | ' | ' | ' | 35,000,000 | 25,000,000 | 10,000,000 | ' | ' | ' | ' | ' | ' |
Aggregate principal amount | 165,000,000 | ' | ' | ' | 120,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Term of debt | ' | ' | ' | ' | '6 years | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Repayment percentage of the original principal amount annually for the first five years | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period of repayment of the original principal amount | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reference rate | ' | ' | ' | ' | ' | 'LIBOR | ' | ' | 'Base Rate | ' | ' | ' | ' | 'LIBOR | 'Base Rate | ' | 'Base Rate | 'EURIBOR | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis of effective interest rate (as a percent) | ' | ' | ' | ' | ' | ' | 6.50% | 6.75% | ' | 5.50% | 5.75% | ' | ' | 3.75% | 2.75% | ' | 3.00% | 4.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Interest rate (as a percent) | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reference rate used in calculation of Base Rate | ' | 'one month LIBOR | 'prime rate | 'federal funds effective rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis of effective interest rate used in calculation of Base Rate (as a percent) | ' | 1.00% | ' | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in applicable interest rate upon default (as a percent) | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unused facility commitment fees percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | 0.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of eligible receivables that are subject to a perfected security interest which are used in calculation of borrowing base | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 85.00% | ' | ' | 85.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of eligible receivables that are not subject to a perfected security interest which are used in calculation of borrowing base | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of prepayment premium that would be payable upon occurrence of repricing transactions within the first year following closing | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Mandatory prepayment percentage of the excess cash flow for each fiscal year with the first full fiscal year upon the achievement and maintenance of certain metrics | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period within which Arranger may exercise certain customary rights to change the proposed terms | '60 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
One-time interest charge upon refinancing | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,279,000 | 11,279,000 | ' |
Write-off of deferred financing costs associated with the Existing Credit Agreement and the Existing Term Loan | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $1,502,000 | $1,502,000 | ' |