Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Mar. 31, 2018 | |
Document and Entity Information | ||
Entity Registrant Name | Hill International, Inc. | |
Entity Central Index Key | 1,287,808 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 52,960,817 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Assets | ||
Cash and cash equivalents | $ 16,738 | $ 25,637 |
Cash - restricted | 4,470 | 4,312 |
Accounts receivable, less allowance for doubtful accounts of $66,941 and $71,082 | 160,656 | 164,844 |
Accounts receivable - affiliates | 8,402 | 5,712 |
Prepaid expenses and other current assets | 7,770 | 7,751 |
Income tax receivable | 4,723 | 3,554 |
Current assets held for sale | 0 | 54,651 |
Total current assets | 202,759 | 266,461 |
Property and equipment, net | 14,880 | 16,389 |
Cash - restricted, net of current portion | 1,160 | 313 |
Retainage receivable | 18,112 | 17,225 |
Acquired intangibles, net | 4,965 | 6,006 |
Goodwill | 51,942 | 50,665 |
Investments | 4,466 | 3,501 |
Deferred income tax assets | 3,695 | 3,200 |
Other assets | 5,500 | 4,224 |
Non-current assets held for sale | 0 | 32,091 |
Total assets | 307,479 | 400,075 |
Liabilities and Stockholders’ Equity | ||
Current maturities of notes payable and long-term debt | 4,532 | 1,983 |
Accounts payable and accrued expenses | 87,384 | 85,680 |
Income taxes payable | 9,691 | 4,874 |
Current portion of deferred revenue | 5,334 | 12,943 |
Other current liabilities | 9,982 | 8,157 |
Current liabilities held for sale | 0 | 25,888 |
Total current liabilities | 116,923 | 139,525 |
Notes payable and long-term debt, net of current maturities | 32,374 | 142,120 |
Retainage payable | 1,071 | 961 |
Deferred income taxes | 2,670 | 560 |
Deferred revenue | 15,866 | 22,804 |
Other liabilities | 18,624 | 12,666 |
Non-current liabilities held for sale | 0 | 5,087 |
Total liabilities | 187,528 | 323,723 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $0.0001 par value; 1,000 shares authorized, none issued | 0 | 0 |
Common stock, $0.0001 par value; 100,000 shares authorized, 59,076 shares and 58,835 shares issued at June 30, 2017 and December 31, 2016, respectively | 6 | 6 |
Additional paid-in capital | 194,491 | 190,353 |
Accumulated deficit | (39,802) | (81,349) |
Accumulated other comprehensive loss | (6,681) | (4,611) |
Shareholders' equity before treasury stock and noncontrolling interests | 148,014 | 104,399 |
Less treasury stock of 6,977 shares at June 30, 2017 and December 31, 2016, respectively | (30,041) | (30,041) |
Hill International, Inc. share of equity | 117,973 | 74,358 |
Noncontrolling interests | 1,978 | 1,994 |
Total equity | 119,951 | 76,352 |
Total liabilities and stockholders’ equity | $ 307,479 | $ 400,075 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 66,941 | $ 71,082 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 59,076,000 | 58,835,000 |
Treasury stock, shares | 6,977,000 | 6,977,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||||
Revenues | $ 125,436 | $ 132,709 | $ 241,556 | $ 269,608 |
Direct expenses | 86,807 | 92,354 | 165,316 | 185,655 |
Gross profit | 38,629 | 40,355 | 76,240 | 83,953 |
Selling, general and administrative expenses | 40,074 | 34,323 | 73,537 | 72,116 |
Share of (profit) loss of equity method affiliates | (82) | 31 | (48) | 16 |
Operating (loss) profit | (1,363) | 6,001 | 2,751 | 11,821 |
Interest and related financing fees, net | 282 | 576 | 1,031 | 1,204 |
(Loss) Earnings before income taxes | (1,645) | 5,425 | 1,720 | 10,617 |
Income tax (benefit) expense | (649) | 2,749 | 700 | 3,205 |
(Loss) Earnings from continuing operations | (996) | 2,676 | 1,020 | 7,412 |
Discontinued operations: | ||||
Loss from discontinued operations, net of tax | (7,301) | (574) | (11,552) | (1,817) |
Gain on disposal of discontinued operations, net of tax | 52,195 | 0 | 52,195 | 0 |
Loss from discontinued operations, net of tax | 44,894 | (574) | 40,643 | (1,817) |
Net earnings | 43,898 | 2,102 | 41,663 | 5,595 |
Less: net earnings (loss) - noncontrolling interests | 1 | (28) | 120 | (39) |
Net earnings attributable to Hill International, Inc. | $ 43,897 | $ 2,130 | $ 41,543 | $ 5,634 |
Basic earnings per common share from continuing operations (in dollars per share) | $ (0.02) | $ 0.05 | $ 0.02 | $ 0.14 |
Basic loss per common share from discontinued operations (in dollars per share) | (0.14) | (0.01) | (0.22) | (0.03) |
Basic gain on disposal of discontinued operations, net of income tax (in dollars per share) | 1 | 0 | 1 | 0 |
Basic earnings per common share - Hill International, Inc. (in dollars per share) | $ 0.84 | $ 0.04 | $ 0.80 | $ 0.11 |
Basic weighted average common shares outstanding (in shares) | 51,952 | 51,727 | 51,906 | 51,679 |
Diluted (loss) earnings per common share from continuing operations (in dollars per share) | $ (0.02) | $ 0.05 | $ 0.02 | $ 0.14 |
Diluted (loss) per common share from discontinued operations (in dollars per share) | (0.14) | (0.01) | (0.22) | (0.03) |
Diluted gain on disposal of discontinued operations, net of income tax (in dollars per share) | 1 | 0 | 0.99 | 0 |
Diluted earnings per common share - Hill International, Inc. (in dollars per share) | $ 0.84 | $ 0.04 | $ 0.79 | $ 0.11 |
Diluted weighted average common shares outstanding (in shares) | 51,952 | 51,948 | 52,468 | 51,777 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) EARNINGS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 43,898 | $ 2,102 | $ 41,663 | $ 5,595 |
Foreign currency translation adjustment, net of tax | (644) | 581 | (2,202) | 578 |
Other, net | 0 | 22 | 0 | 56 |
Comprehensive earnings (loss) | 43,254 | 2,705 | 39,461 | 6,229 |
Comprehensive loss attributable to non-controlling interests | (135) | (810) | (16) | (1,520) |
Comprehensive earnings (loss) attributable to Hill International, Inc. | $ 43,389 | $ 3,515 | $ 39,477 | $ 7,749 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities: | ||
Net earnings | $ 41,663 | $ 5,595 |
Loss from discontinued operations, net of tax | 11,552 | (1,817) |
Gain on sale of discontinued operations, net of taxes (see note 2) | (52,195) | 0 |
(Loss) Earnings from continuing operations | 1,020 | 7,412 |
Adjustments to reconcile net earnings to net cash provided by (used in): | ||
Depreciation and amortization | 3,255 | 4,209 |
Provision for bad debts | 215 | 3,370 |
Amortization of deferred loan fees | 597 | 889 |
Deferred tax benefit | 332 | (312) |
Stock based compensation | 2,435 | 1,175 |
Unrealized foreign exchange losses on intercompany balances | 1,122 | 2,117 |
Changes in operating assets and liabilities: | ||
Restricted cash | (995) | 565 |
Accounts receivable | 3,973 | 3,485 |
Accounts receivable - affiliate | (2,684) | (2,321) |
Prepaid expenses and other current assets | 343 | 1,567 |
Income taxes receivable | (832) | (410) |
Retainage receivable | 414 | (12,714) |
Other assets | (4,080) | 6,211 |
Accounts payable and accrued expenses | (7,651) | (11,261) |
Income taxes payable | (5,691) | (3,532) |
Deferred revenue | (14,470) | 7,374 |
Other current liabilities | 2,631 | 2,196 |
Retainage payable | 108 | 530 |
Other liabilities | 9,042 | 1,545 |
Net cash (used in) provided by continuing operations | (10,916) | 12,095 |
Net cash provided by (used in) discontinued operations | (2,895) | (4,535) |
Net cash (used in) provided by in operating activities | (13,811) | 7,560 |
Cash flows from investing activities: | ||
Purchases of business | (123) | (58) |
Payments for purchase of property and equipment | (1,574) | (231) |
Net cash used in investing activities of continuing operations | (1,697) | (289) |
Net cash provided by (used in) investing activities of discontinued operations | 129,247 | (566) |
Net cash provided by (used in) investing activities | 127,550 | (855) |
Cash flows from financing activities: | ||
Payments on term loans | 0 | (600) |
Proceeds from term loans | 30,000 | 0 |
Net (payments) borrowings on revolving loans | (26,605) | 348 |
Pay-off and termination of term loan | (117,494) | 0 |
Payments on Philadelphia Industrial Development Corporation loan | (14) | (23) |
Dividends paid to noncontrolling interest | (18) | (109) |
Payments of financing fees | (4,038) | 0 |
Proceeds from stock issued under employee stock purchase plan | 115 | 10 |
Proceeds from exercise of stock options | 735 | 204 |
Net cash used in financing activities | (117,319) | (170) |
Effect of exchange rate changes on cash | (5,319) | (5,702) |
Net (decrease) increase in cash and cash equivalents | (8,899) | 833 |
Cash and cash equivalents — beginning of period | 25,637 | 24,089 |
Cash and cash equivalents — end of period | $ 16,738 | $ 24,922 |
The Company
The Company | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company | The Company Hill International, Inc. (“Hill” or the “Company”) is a professional services firm that provides program management, project management, construction management 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. Restatement of Previously Issued Unaudited Condensed Consolidated Financial Statements On May 8, 2018, the Company filed its Annual Report on Form 10-K/A for the year ended December 31, 2016 , which amended the Company’s audited consolidated financial statements for each of the years ended December 31, 2016, 2015 and 2014 and the related notes thereto. This Form 10-Q amends the Company’s unaudited condensed consolidated financial statements for the three and six months ended June 30, 2016 and the related notes thereto, included on Form 10-Q filed on August 8, 2016 (“Prior Filing”). The Restatement reflects the correction of the following errors identified for the three and six months ended June 30, 2016 subsequent to the Prior Filing and the impact of restating the three months ended March 31, 2017 on the six months ended June 30, 2017 : A. In connection with the accounting for the May 2017 sale of its Construction Claims Group, the Company determined that it had not previously accounted for certain foreign currency gains/losses on intercompany balances and transactions in accordance with accounting principles generally accepted in the United States (“US GAAP”). The Company improperly accounted for the foreign currency effect of certain transactions as if they were long-term investments by including the foreign currency effect in accumulated other comprehensive income instead of properly recording the effect as operating expenses as required under Accounting Standard Codification (ASC) 830 “Foreign Currency Matters.” As a result of these corrections, selling, general and administrative (“SG&A”) expenses increased $270 and $476 for the three and six months ended June 30, 2016 , respectively and decreased $1,813 for the six months ended June 30, 2017 . B. The Company identified departures from US GAAP under ASC 605-35 “Construction-Type and Production-Type Contracts” in its historical accounting for revenue recognition on nine long-term customer contracts with fee constraints (e.g., fixed fee, lump sum, maximum contract value). The Company enters into agreements for construction management and consulting services with customers, and the guidance of ASC 605-35-15-3D states that contracts for construction consulting services, such as under agency contracts or construction management agreements, fall within the scope of the standard and should follow either Percentage of Completion or Completed Contract methods of accounting. Historically, the Company had not consistently applied the percentage of completion method of revenue recognition. The corrections to properly apply U.S. GAAP to the identified contracts resulted in an increase of $1,574 to revenues for the three months ended June 30, 2016 and increases of $3,130 and $4,155 to revenues for the six months ended June 30, 2017 and 2016 , respectively. C. The Company discovered that it had not properly performed the required impairment testing of amortizable intangible assets in accordance with US GAAP in that certain assets no longer in use were not identified and impaired. In addition, an improper useful life was used for some of the Company’s internally developed software assets resulting in an improper amount of amortization expense being recorded in previous periods. The net effect of correcting these errors resulted in a $29 increase in SG&A expense for the six months ended June 30, 2017 and increases of $27 and $55 in SG&A expense for the three and six months ended June 30, 2016 , respectively. D. The Company identified other transactions that had been recorded to incorrect accounts and/or in improper amounts. The net corrections of these transactions resulted in a $710 and $762 decrease in revenues for the three and six months ended June 30, 2016 , respectively and a $5,421 increase in revenues for the six months ended June 30, 2017 ; a $5,305 increase in direct expenses for the six months ended June 30, 2017; a decrease of $1,670 and $2,509 in SG&A expenses for the three and six months ended June 30, 2016 , respectively and an increase of $473 in SG&A expenses for the six month ended June 30, 2017 ; a $415 and a $830 increase in interest expense for the three and six months ended June 30, 2016 ; a $1,593 and $2,399 increase in net loss from discontinued operations for the three and six months ended June 30, 2016, respectively and a $504 decrease in net loss from discontinued operations for the six months ended June 30, 2017 ; and a $15 and $30 decrease in earnings from noncontrolling interest for the three and six months ended June 30, 2016 , respectively and a $58 increase in earnings from noncontrolling interest for the six months ended June 30, 2017 . In conjunction with the sale of the construction claims group, interest expense of $415 and $830 for the three and six months ended June 30, 2016 , respectively, and interest expense of $552 for the six months ended June 30, 2017 was reclassified from continuing operations to discontinued operations. E. Some of the corrections noted above impacted earnings (loss) before taxes which, in turn, required a calculation of the tax impact. The net impact was an increase in income tax expense of $18 and $308 for the three and six months ended June 30, 2016 , respectively and an increase in income tax expense of $695 for the six months ended June 30, 2017 . HILL INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS Three Months Ended June 30, 2016 (in thousands, except per share data) As Previously Reported Adjustment As Restated Reference Revenues $ 131,845 $ 864 $ 132,709 B, D Direct expenses 92,354 — 92,354 Gross profit 39,491 864 40,355 Selling, general and administrative expenses 35,695 (1,372 ) 34,323 A, C, D Share of loss of equity method affiliates 31 — 31 Operating profit 3,765 2,236 6,001 Interest and related financing fees, net 161 415 576 D Earnings before income taxes 3,604 1,821 5,425 Income tax expense 2,731 18 2,749 E Earnings from continuing operations 873 1,803 2,676 Loss (earnings) from discontinued operations 604 (1,178 ) (574 ) D Net earnings 1,477 625 2,102 Less: net loss - noncontrolling interests (13 ) (15 ) (28 ) D Net earnings attributable to Hill International, Inc. $ 1,490 $ 640 $ 2,130 Basic earnings per common share from continuing operations $ 0.02 $ 0.03 $ 0.05 Basic loss (earnings) per common share from discontinued operations 0.01 (0.02 ) (0.01 ) Basic earnings per common share - Hill International, Inc. $ 0.03 $ 0.01 $ 0.04 Basic weighted average common shares outstanding 51,727 — 51,727 Diluted earnings per common share from continuing operations $ 0.02 $ 0.03 $ 0.05 Diluted loss (earnings) per common share from discontinued operations 0.01 (0.02 ) (0.01 ) Diluted earnings per common share - Hill International, Inc. $ 0.03 $ 0.01 $ 0.04 Diluted weighted average common shares outstanding 51,948 — 51,948 HILL INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS Six Months Ended June 30, 2016 (in thousands, except per share data) As Previously Reported Adjustment As Restated Reference Revenues $ 266,215 $ 3,393 $ 269,608 B, D Direct expenses 185,655 — 185,655 Gross profit 80,560 3,393 83,953 Selling, general and administrative expenses 74,093 (1,977 ) 72,116 A, C, D Share of loss of equity method affiliates 16 — 16 Operating profit 6,451 5,370 11,821 Interest and related financing fees, net 374 830 1,204 D Earnings before income taxes 6,077 4,540 10,617 Income tax expense 2,897 308 3,205 E Earnings from continuing operations 3,180 4,232 7,412 Loss from discontinued operations (249 ) (1,568 ) (1,817 ) D Net earnings 2,931 2,664 5,595 Less: net loss - noncontrolling interests (9 ) (30 ) (39 ) D Net earnings attributable to Hill International, Inc. 2,940 2,694 5,634 Basic earnings per common share from continuing operations $ 0.06 $ 0.08 $ 0.14 Basic loss per common share from discontinued operations — (0.03 ) (0.03 ) Basic earnings per common share - Hill International, Inc. $ 0.06 $ 0.05 $ 0.11 Basic weighted average common shares outstanding 51,679 — 51,679 Diluted earnings per common share from continuing operations $ 0.06 $ 0.08 $ 0.14 Diluted loss per common share from discontinued operations — (0.03 ) (0.03 ) Diluted (loss) earnings per common share - Hill International, Inc. $ 0.06 $ 0.05 $ 0.11 Diluted weighted average common shares outstanding 51,777 — 51,777 HILL INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Three Months Ended June 30, 2016 (in thousands) As Previously Reported Adjustment As Restated Reference Net earnings $ 1,477 $ 625 $ 2,102 A, B, C, D, E Foreign currency translation adjustment, net (53 ) 634 581 A, B, C, D Other, net 22 — 22 Comprehensive loss $ 1,446 $ 1,259 $ 2,705 Comprehensive loss attributable to noncontrolling interest (603 ) (207 ) (810 ) Comprehensive loss attributable to Hill International Inc. $ 2,049 1,466 $ 3,515 HILL INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Six Months Ended June 30, 2016 (in thousands) As Previously Reported Adjustment As Restated Reference Net earnings $ 2,931 $ 2,664 $ 5,595 A, B, C, D, E Foreign currency translation adjustment, net 381 197 578 A, B, C, D Other, net 56 — 56 Comprehensive loss $ 3,368 $ 2,861 6,229 Comprehensive loss attributable to noncontrolling interest (1,355 ) (165 ) (1,520 ) Comprehensive loss attributable to Hill International Inc. $ 4,723 $ 3,026 $ 7,749 In addition to the items noted above as part of the Restatement, the Company identified departures from US GAAP in its historical preparation and presentation of its statement of cash flows. The Company did not report its cash flows in the reporting currency equivalent of foreign currency using the exchange rates in effect at the time of the cash flows, or an appropriate average rate to approximate the rates in effect at the time of the cash flows. The impact of properly preparing a cash flow statement in each functional currency, translating the cash flow statement using the appropriate rate in effect at the time of a transaction, or substantially equivalent average rate for the period, and consolidation of the individual functional currency cash flows, as prescribed by the guidance in ASC 230, is depicted in the table below. The adjustments noted in the cash flow statements that follow are both a result of items “A” through “E” explained above, as well as the foreign currency effect from cash flow statements prepared in functional currency and appropriately translated. HILL INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOW Six Months Ended June 30, 2016 (in thousands) As Previously Reported Adjustment As Restated Cash flows from operating activities: Net earnings $ 2,931 $ 2,664 $ 5,595 Loss from discontinued operations — 1,817 1,817 Earnings from continuing operations 2,931 4,481 7,412 Adjustments to reconcile net earnings to net cash provided by (used in): Depreciation and amortization 5,200 (991 ) 4,209 Provision for bad debts 3,326 44 3,370 Amortization of deferred loan fees 889 — 889 Deferred tax benefit 605 (917 ) (312 ) Stock based compensation 1,257 (82 ) 1,175 Unrealized foreign exchange losses on intercompany balances — 2,117 2,117 Changes in operating assets and liabilities: Restricted cash 633 (68 ) 565 Accounts receivable 7,237 (3,752 ) 3,485 Accounts receivable - affiliate (2,208 ) (113 ) (2,321 ) Prepaid expenses and other current assets 844 723 1,567 Income taxes receivable (622 ) 212 (410 ) Retainage receivable (12,714 ) — (12,714 ) Other assets 4,104 2,107 6,211 Accounts payable and accrued expenses (11,060 ) (201 ) (11,261 ) Income taxes payable (5,013 ) 1,481 (3,532 ) Deferred revenue 5,546 1,828 7,374 Other current liabilities 1,116 1,080 2,196 Retainage payable 68 462 530 Other liabilities 430 1,115 1,545 Net cash provided by continuing operations 2,569 9,526 12,095 Net cash used in discontinued operations — (4,535 ) (4,535 ) Net cash provided by in operating activities 2,569 4,991 7,560 Cash flows from investing activities: Purchases of business — (58 ) (58 ) Payments for purchase of property and equipment (783 ) 552 (231 ) Net cash used in investing activities of continuing operations (783 ) 494 (289 ) Net cash used in investing activities of discontinued operations — (566 ) (566 ) Net cash used in investing activities (783 ) (72 ) (855 ) Cash flows from financing activities: Payments on term loans (600 ) — (600 ) Net borrowings on revolving loans 348 — 348 Payments on Philadelphia Industrial Development Corporation loan (27 ) 4 (23 ) Dividends paid to noncontrolling interest (111 ) 2 (109 ) Proceeds from stock issued under employee stock purchase plan 10 — 10 Proceeds from exercise of stock options 204 — 204 Net cash used in financing activities (176 ) 6 (170 ) Effect of exchange rate changes on cash (777 ) (4,925 ) (5,702 ) Net increase in cash and cash equivalents 833 — 833 Cash and cash equivalents — beginning of period 24,089 — 24,089 Cash and cash equivalents — end of period $ 24,922 $ — $ 24,922 |
Discontinued Operations and Sal
Discontinued Operations and Sale of Business Unit | 6 Months Ended |
Jun. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations and Sale of Business Unit | Discontinued Operations and Sale of Business Unit On December 20, 2016, the Company and its subsidiary Hill International N.V. (“Hill N.V.” and, collectively with the Company, the “Sellers”) entered into a Stock Purchase Agreement (as amended on May 3, 2017, the “Agreement”) with Liberty Mergeco, Inc. (the “US Purchaser”) and Liberty Bidco UK Limited (the “UK Purchaser” and, collectively with the US Purchaser, the “Purchasers”) pursuant to which the Purchasers were to acquire the Construction Claims Group (the "Claims Group") by the US Purchaser’s acquisition of all of the stock of Hill International Consulting, Inc. from the Company and the UK Purchaser’s acquisition of all of the stock of Hill International Consulting B.V. from Hill N.V. for a total purchase price of $140,000 in cash reduced by assumed indebtedness and certain other items, as set forth in the Agreement. The Claims Group sale closed on May 5, 2017 with an effective date of April 30, 2017 for a total purchase price of $140,000 in cash less: (1) an estimated working capital adjustment at closing amounting to approximately $8,449 ; and (2) approximately $2,187 of assumed indebtedness. In addition, the Company was required to provide a $3,750 letter of credit into escrow in order to secure certain of the Company’s indemnification obligations for 12 months following closing. The funds provided by the sale of the Construction Claims Group and the cash received upon the draw down under the 2017 Term Loan Facility and the amended Revolving Credit Facilities (described below) were required to be used as follows: (a) $117,000 to pay off the 2014 Term Loan Facility; (b) approximately $8,793 to pay down the International Revolver; and (c) approximately $1,214 to pay accrued interest and certain bank fees. The remaining proceeds along with a portion of the proceeds from the 2017 Term Loan were used to pay down the $25,000 U.S. Revolver. The Company entered into a transition services agreement (the “TSA”) and certain other agreements with the Purchasers that governs the relationships between the Purchasers and the Company following the Claims Group sale. Pursuant to the TSA, the Company provides the Purchasers with certain specified services on a transitional basis for periods up to six months following the Claims Group sale, including support in areas such as facilities, finance, human resources, legal, marketing, technology and treasury. In addition, the Company granted the Purchasers a license to use certain office premises as specified in the TSA. The TSA also outlines the services that the Purchasers provides to the Company for a period of up to six months following the Claims Group sale, including support in areas such as finance, legal and treasury. The charges for the transition services and licensed premises generally allows the providing company to recover the incremental costs and expenses it actually incurs in connection with providing the services and premises apart from the provision of certain services that will be provided at no cost for terms specified in the TSA. As of April 30, 2017, the assets and liabilities of the Claims Group were reflected as held for sale in the Company’s Consolidated Balance Sheets, and the operating results and cash flows of the Claims Group were reflected as discontinued operations in the Company’s Consolidated Statements of Operations, Consolidated Statements of Comprehensive Earnings, and Consolidated Statements of Cash Flows for all periods presented. The carrying amounts of assets and liabilities of the discontinued operations of the Claims Group that were classified as held for sale are as follows (in thousands): April 30, 2017 December 31, 2016 Accounts receivable, net $ 47,611 $ 50,892 Prepaid expenses and other current assets 3,153 3,064 Income taxes receivable — 695 Total current assets classified as held for sale $ 50,764 $ 54,651 Property and equipment, net 5,786 4,617 Acquired intangibles, net 3,289 3,397 Goodwill 23,454 23,461 Investments 5 6 Other assets 2,860 610 Total non-current assets classified as held for sale $ 35,394 $ 32,091 Accounts payable and accrued expenses 15,960 21,539 Income taxes payable (17 ) 92 Deferred revenue — 1,562 Other current liabilities 15,867 2,695 Total current liabilities classified as held for sale $ 31,810 $ 25,888 Deferred income taxes — 385 Deferred revenue 92 1,012 Retained Earnings — 457 Other liabilities 1,257 3,233 Total non-current liabilities classified as held for sale $ 1,349 $ 5,087 Net Assets $ 52,999 55,767 The line items constituting earnings from discontinued operations consist of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 (1) 2016 2017 (1) 2016 (As restated) (As restated) Revenues $ 18,119 $ 43,821 $ 62,149 $ 85,706 Direct expenses 9,377 20,369 31,339 40,047 Gross profit 8,742 23,452 30,810 45,659 Selling, general and administrative expenses (2) 10,155 20,617 33,147 40,783 Operating (loss) profit (1,413 ) 2,835 (2,337 ) 4,876 Interest and related financing fees, net (3) 5,763 2,762 8,858 5,531 Loss before gain on disposal and income taxes (7,176 ) 73 (11,195 ) (655 ) Pretax gain on the disposal of discontinued operations (4) 61,443 — 61,443 — Earnings from discontinued operations before income taxes 54,267 73 50,248 (655 ) Income tax expense (5) 9,373 647 9,605 1,162 Net gain (loss) from discontinued operations $ 44,894 $ (574 ) $ 40,643 $ (1,817 ) (1) Results of operations for the Claims Group are reflected through April 30, 2017, the effective closing date of the Claims Group sale. (2) No amortization or depreciation expense was recorded by the Company in 2017 as the Claims Group’s assets were held for sale as of December 31, 2016. (3) In connection with the sale of the Claims Group, the Company was required to pay off its existing term loan facility and amend and pay down its existing revolving credit facilities (See Note 9). Interest expense and debt issuance costs attributable to the Claims Group were charged to discontinued operations. (4) The pretax gain on the sale of the Construction Claims Group was calculated as follows (in thousands): Adjusted purchase price $129,364 Cash transferred to buyer 4,041 Net proceeds received from Purchaser $125,323 Less net assets held for sale 52,999 Less other adjustments 10,881 Pretax gain on disposal $ 61,443 (5) The effective tax rates on pretax income from discontinued operations were 17.3% and 19.1% for the three and six months ended June 30, 2017, respectively. The 2017 rate differs from the U.S. federal statutory rate of 35% primarily due to the utilization of the US operating loss which had a full valuation allowance, on the US gain on the sale of the discontinued operations. During the second quarter of 2017 , the Company charged discontinued operations approximately $9,248 for potential tax liability related to the gain on the sale. The results of discontinued operations include selling and transaction costs, including legal and professional fees incurred by the Company to complete the Claims Group sale of $3,503 and $4,742 during the three and six months ended June 30, 2017, respectively. |
Liquidity
Liquidity | 6 Months Ended |
Jun. 30, 2017 | |
Construction and Development Costs [Abstract] | |
Liquidity | Liquidity The amount of revenues attributable to operations in the Middle East and Africa is approximately $49,089 and $100,580 of total consolidated revenue for the three and six months ended June 30, 2017 , respectively. In 2012, due to the overthrow of the Libyan government, the Company reserved a $59,937 receivable from the Libyan Organization for Development of Administrative Centres (“ODAC”). Subsequently, the Company received payments totaling approximately $9,511 . The Company wrote off approximately $3,593 during the six months ended June 30, 2017 . The Company maintains a reserve of approximately $2,788 against accounts receivable from various projects in Iraq. The Company continues to experience slowing of collections from its clients in the Middle East, primarily Oman. In 2012, the Company commenced operations on the Muscat International Airport (the “Oman Airport”) project with the Ministry of Transport and Communications (the “MOTC”) in Oman. The original contract term expired in November 2014. The Company began to experience delays in payments during the second quarter of 2015 when MOTC commenced its formal review and certification of the Company’s invoices. The MOTC resumed payments in 2016, paying the Company approximately $42,000 during 2016 and approximately $19,253 through June 30, 2017. At June 30, 2017 accounts receivable from the Oman Airport totaled approximately $32,058 , of which approximately $16,607 was past due based on contractual terms. From June 30, 2017 through May 31, 2018, the Company has collected approximately $33,905 on the MOTC contract. The delays in payments from MOTC and other foreign governments have had a negative impact on the Company’s liquidity, financial covenants, financial position and results of operations. From May 31, 2018 to June 21, 2018 , the date of this filing, we were not in compliance with the requirements of our Revolving Credit Facilities which required the filing of this Quarterly Report on Form 10-Q by May 31, 2018. Upon the filing of this Quarterly Report on Form 10-Q, we are compliant under such requirements again. Prior waivers of non-compliance with certain covenants in our Revolving Credit Facilities require us to file the Form 10-Q for the third quarter of 2017 by June 30, 2018, the Form 10-K for the 2017 fiscal year by July 17, 2018 and the Form 10-Q for the first quarter of 2018 by July 30, 2018. If we do not file such reports in accordance with these deadlines, we may again be in noncompliance with the requirements of our Revolving Credit Facilities. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
Basis of Presentation | |
Basis of Presentation | Basis of Presentation 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/A (Amendment No. 2) for the year ended December 31, 2016. Accordingly, they do not include all of the information and footnotes required by US 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 US 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, 2017 | |
Receivables [Abstract] | |
Accounts Receivable | Accounts Receivable The components of accounts receivable are as follows (in thousands): June 30, 2017 December 31, 2016 Billed $ 192,430 $ 200,134 Retainage, current portion 9,415 10,824 Unbilled 25,752 24,968 227,597 235,926 Allowance for doubtful accounts (66,941 ) (71,082 ) Total $ 160,656 $ 164,844 Unbilled receivables primarily represent revenue earned on contracts, which the Company is contractually precluded from billing until predetermined future dates. There is approximately $18,112 included in non-current Retainage Receivable in the consolidated balance sheet at June 30, 2017 . Of that amount, approximately $9,660 relates to retention and approximately $8,452 relates to a Defect and Liability Period (“DLP”), which represents five percent of each monthly invoice which is retained by MOTC in Oman. Fifty percent of the DLP will be released one year from the commencement and the balance will be released upon the issuance of final Completion Certificates. This period commences upon the issuance of a “Taking Over Certificate” (by MOTC) to contractors, for a period of up to 24 months , and ends with a final certificate closing the project. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets The following table summarizes the Company’s acquired intangible assets (in thousands): June 30, 2017 December 31, 2016 Gross Accumulated Gross Accumulated Client relationships $ 17,094 $ 12,606 $ 16,699 $ 11,298 Acquired contract rights 2,055 1,983 2,058 1,912 Trade names 860 455 959 500 Total $ 20,009 $ 15,044 $ 19,716 $ 13,710 Intangible assets, net $ 4,965 $ 6,006 Amortization expense related to intangible assets was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (As restated) (As restated) $ 504 $ 1,121 $ 1,063 $ 1,993 The following table presents the estimated amortization expense based on our present intangible assets for the next five years (in thousands): Estimated Amortization Expense Year ending December 31, 2017 (remaining 6 months) $ 978 2018 1,088 2019 990 2020 728 2021 342 |
Goodwill
Goodwill | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The following table summarizes the changes in the Company’s carrying value of goodwill during 2017 (in thousands): Balance, December 31, 2016 $ 50,665 Translation adjustments 1,277 Balance, June 30, 2017 $ 51,942 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 6 Months Ended |
Jun. 30, 2017 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses Below are the components of accounts payable and accrued expenses (in thousands): June 30, 2017 December 31, 2016 Accounts payable $ 28,049 $ 30,944 Accrued payroll and related expenses 35,140 32,618 Accrued subcontractor fees 11,824 9,188 Accrued agency fees 6,379 5,702 Accrued legal and professional fees 2,814 2,223 Other accrued expenses 3,178 5,005 $ 87,384 $ 85,680 |
Notes Payable and Long-Term Deb
Notes Payable and Long-Term Debt | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Notes Payable and Long-Term Debt | Notes Payable and Long-Term Debt Outstanding debt obligations are as follows (in thousands): June 30, 2017 December 31, 2016 2014 Term Loan Facility, net of unamortized discount and deferred financing costs of $4,416 at December 31, 2016 $ — $ 112,884 2017 Term Loan Facility, net of unamortized discount and deferred financing costs of $972 at June 30, 2017 28,832 — Domestic Revolving Credit Facility 1,500 16,500 International Revolving Credit Facility — 11,102 Borrowings under credit facilities with a consortium of banks in Spain 2,841 2,962 Borrowings under overdraft credit facilities with the National Bank of Abu Dhabi 3,106 — Borrowings from Philadelphia Industrial Development Corporation 627 655 36,906 144,103 Less current maturities, net of unamortized discount and deferred financing costs of $196 4,532 1,983 Notes payable and long-term debt, net of current maturities $ 32,374 $ 142,120 In conjunction with the sale of its Claims Group on May 5, 2017 (See Note 2), as required, the Company terminated and paid off the 2014 Term Loan Facility and amended and paid down its Domestic and International Revolving Credit Facilities with Société Générale (the “Agent”), and other U.S. Loan Parties (the “U.S. Lenders”). There was approximately $117,000 outstanding under the 2014 Term Loan, $25,000 outstanding on the Domestic Revolving Credit Facility and €8,300 ( $8,793 ) outstanding on the International Revolving Credit Facility prior to the debt extinguishment and modification. The Company recorded a charge of approximately $4,024 for the write-off of unamortized debt issuance costs related to the extinguishment of the 2014 Term Loan Facility and approximately $325 for the write-off of unamortized debt issuance costs related to the modification and reduction of borrowing capacity of the Domestic Revolving Credit Facility. The write-off of unamortized debt issuance costs is included in the results from discontinued operations. The Company is party to a credit agreement with Société Générale (the “Agent”), and other U.S. Loan Parties (the “U.S. Lenders”) consisting of the $30,000 (the "2017 Term Loan Facility") and a $25,000 U.S. dollar-denominated revolving credit facility (the “Domestic Revolving Credit Facility”, together with the 2017 Term Loan Facility, the “U.S. Credit Facilities”) available to the Company and a credit agreement with the Agent (the “International Lender”) providing a €9,156 ( $10,000 at closing) revolving credit facility (the “International Revolving Credit Facility” and together with the Domestic Revolving Credit Facility, the “Revolving Credit Facilities” and, together with the U.S. Credit Facilities, the “Secured Credit Facilities”) which is available to the Hill International N.V. The Domestic Revolving Credit Facility and the International Revolving Credit Facility include sub-limits for letters of credit amounting to $20,000 and €8,000 ( $9,130 at June 30, 2017), respectively. The Secured Credit Facilities contain customary default provisions, representations and warranties, and affirmative and negative covenants, and require the Company to comply with certain financial and reporting covenants. The financial covenant is comprised of a Maximum Consolidated Net Leverage Ratio of 3.00 to 1.00 for any fiscal quarter ending on or subsequent to March 31, 2017 for the trailing twelve months then-ended. The Consolidated Net Leverage Ratio is the ratio of (a) consolidated total debt (minus unrestricted cash and cash equivalents) to consolidated earnings before interest, taxes, depreciation, amortization, share-based compensation and other non-cash charges, including bad debt expense, certain one-time litigation and transaction related expenses, and restructuring charges for the trailing twelve months. In the event of a default, the U.S. Lender and the International Lender may increase the interest rates by 2.0% . From May 31, 2018 to June 21, 2018 , the date of this filing, we were not in compliance with the requirements of our Revolving Credit Facilities which required the filing of this Quarterly Report on Form 10-Q by May 31, 2018. Upon the filing of this Quarterly Report on Form 10-Q, we are compliant under such requirements again. Prior waivers of non-compliance with certain covenants in our Revolving Credit Facilities require us to file the Form 10-Q for the third quarter of 2017 by June 30, 2018, the Form 10-K for the 2017 fiscal year by July 17, 2018 and the Form 10-Q for the first quarter of 2018 by July 30, 2018. If we do not file such reports in accordance with these deadlines, we may again be in noncompliance with the requirements of our Revolving Credit Facilities. The U.S. Credit Facilities are guaranteed by certain U.S. subsidiaries of the Company, and the International Revolver is guaranteed by the Company and certain of the Company’s U.S. and non-U.S. subsidiaries. 2017 Term Loan Facility The disclosures that follow below describe the debt obligations outstanding as of June 30, 2017 under the 2017 Term Loan Facility. On June 21, 2017, the Company entered into the 2017 Term Loan Facility with a term of 6 years, requires repayment of 1.0% of the original principal amount annually for the first five years and was fully funded at closing. Any amounts repaid on the 2017 Term Loan Facility will not be available to be re-borrowed. The 2017 Term Loan Facility was funded net of a 1.0% discount of $300 of the principal amount, which has been deferred. In addition, the Company incurred fees and expenses related to the 2017 Term Loan Facility of approximately $874 , which have been deferred. The original issue discount and debt issuance costs are being amortized on a straight-line basis, which approximates the effective interest method, to interest and related financing fees, net over the six years ending June 21, 2023, the loan maturity date. The unamortized original issue discount and debt issuance cost balance of approximately $1,174 is included as an offset against the notes payable and long-term debt balance in the Consolidated Balance Sheet at June 30, 2017. The interest rate on the 2017 Term Loan Facility is, at the Company’s option, either: • the London Inter-Bank Offered Rate (“LIBOR”) for the relevant interest period plus 5.75% per annum, provided that such LIBOR shall not be lower than 1.00% per annum; or • the Base Rate (as described below) plus 4.75% per annum. The “Base Rate” is a per annum rate equal to the highest of (A) the prime rate, (B) the federal funds effective rate plus 0.50% , or (C) the LIBOR for an interest period of one month plus 1.00% per annum. Upon a default, the applicable rate of interest under the Secured Credit Facilities may increase by 2.00% . The LIBOR (including when determining the Base Rate) shall in no event be less than 1.00% per annum. At June 30, 2017 , the interest rate on the 2017 Term Loan Facility was 6.96% . The Company has the right to prepay the 2017 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 within the first six months following closing, a 1.0% prepayment premium will be payable. The Company is required to make certain mandatory prepayments, without premium or penalty (except customary breakage costs; provided, however, that upon the occurrence of any repricing transaction in respect of certain mandatory prepayments within the first six months following closing, a 1.0% prepayment premium is payable), including (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 Company commencing with the first full fiscal year ending after closing (which percentage would be reduced to 25% if the Consolidated Net Leverage Ratio is equal to or less than 2.00 to 1.00 ). The 2017 Term Loan Facility (along with interest thereon) is generally secured by a first-priority security interest in substantially all assets of certain U.S. subsidiaries of the Company other than foreign subsidiaries accounts receivable and cash proceeds thereof, as to which the 2017 Term Loan Facility (and the interest thereon) is secured by a second-priority security interest. Revolving Credit Facilities Simultaneously with the closing of the sale, the Company amended its Domestic Revolving Credit Facility to reduce the amount available to the Company to $25,000 , amended its International Revolving Credit Facility to reduce the amount available to the Company to $10,000 , and drew approximately $25,191 in cash and approximately $9,193 in letters of credit against the amended Revolving Credit Facilities. Deferred fees incurred with establishing the Secured Credit Facilities amounting to approximately $5,622 were charged to discontinued operations during the quarter. The Domestic Revolving Credit Facility and the International Revolving Credit Facility each have a term of five years from the closing and provide for letter of credit sub-limits in amounts of $20,000 and €8,000 (approximately $9,130 at June 30, 2017), respectively. The maximum Consolidated Net Leverage Ratio will be increased from the prior credit facilities to 3.00 for all test dates and will not decline. The definition of Consolidated Net Leverage Ratio was amended to (i) remove the cap on the amount of permitted cash netting and (ii) permit netting of unrestricted cash and cash equivalents. The Company incurred fees totaling $1,739 which will be deferred and amortized to interest expense over the five -year term of the facilities. As of the date of closing, the new facilities are substantially drawn. The Revolving Credit Facilities require payment of interest only during the term and were substantially drawn as of the date of modification. Under the Revolving Credit Facilities, outstanding loans may be repaid in whole or in part at any time, without premium or penalty, subject to certain customary limitations, and will be available to be re-borrowed from time to time through expiration on May 5, 2022. The interest rate on borrowings under the Domestic Revolving Credit Facility are, at the Company’s option from time to time, either the LIBOR rate for the relevant interest period plus 3.75% per annum or the Base Rate plus 2.75% per annum. At June 30, 2017 , the interest rate was 7.00% . The interest rate on borrowings under the International Revolving Credit Facility will be the European Inter-Bank Offered Rate, or “EURIBOR,” for the relevant interest period (or at a substitute rate to be determined to the extent EURIBOR is not available) plus 4.50% per annum. At June 30, 2017 , the interest rate was 4.10% . The Company will pay a commitment fee calculated at 0.50% annually on the average daily unused portion of the Domestic Revolving Credit Facility, and the Subsidiary will pay a commitment fee calculated at 0.75% annually on the average daily unused portion of the International Revolving Credit Facility. The ability to borrow under each of the Domestic Revolving Credit Facility and the International Revolving Credit Facility is subject to a “borrowing base.” The Domestic Revolving Credit Facility borrowing base is calculated using a formula based upon approximately 85% of receivables that meet or satisfy certain criteria (“Eligible Domestic Receivables”). The International Revolving Credit Facility borrowing base is calculated using a different formula based upon approximately 10% of international receivables that meet or satisfy certain criteria. The Company or the Subsidiary, as applicable, will be required to make mandatory prepayments under their respective Revolving Credit Facilities to the extent that the aggregate outstanding amount thereunder exceeds the then-applicable borrowing base, which payments will be made without penalty or premium. At June 30, 2017 , the domestic borrowing base was $25,000 and the international borrowing base was €9,156 (approximately $10,460 at June 30, 2017 ). Generally, the obligations of the Company under the Domestic Revolving Credit Facility are secured by a first-priority security interest in the Eligible Domestic Receivables, cash proceeds and bank accounts of the Company and certain of the Company’s U.S. subsidiaries, and a second-priority security interest in substantially all other assets of the Company and such subsidiaries. The obligations of the Subsidiary under the International Revolving Credit Facility are generally secured by a first-priority security interest in substantially all accounts receivable and cash proceeds thereof, certain bank accounts of the Subsidiary and certain of the Company’s non-U.S. subsidiaries, and a second-priority security interest in substantially all other assets of the Company and certain of the Company’s U.S. and non-U.S. subsidiaries. The Company incurred fees and expenses related to the Revolving Credit Facilities aggregating $3,000 which has been deferred. The deferred fees are being amortized on a straight-line basis, which approximates the effective interest method, to interest expense and related financing fees, net over a five -year period which ends on May 5, 2022. The unamortized debt issuance cost balances of $2,773 and $1,650 are included in other assets in the consolidated balance sheet at June 30, 2017 and December 31, 2016 , respectively. At June 30, 2017 the Company had $8,164 of outstanding letters of credit and $15,336 of available borrowing capacity under the Domestic Revolving Credit Facility. At June 30, 2017 , the Company had $809 of outstanding letters of credit and $9,651 of available borrowing capacity under the International Revolving Credit Facility and its other foreign credit agreements. Other Debt Arrangements The Company’s subsidiary, Hill International (Spain) S.A. (“Hill Spain”), maintained a revolving credit facility with three banks in Spain which initially provided for total borrowing of up to €5,640 with interest at 6.50% on outstanding borrowings. The facility expired on December 17, 2016. Concurrent with the satisfaction of this facility Hill Spain entered into a new agreement with three new banks. The total new facility is for €2,425 (approximately $2,767 ) at June 30, 2017 . The facility was fully utilized at June 30, 2017 . Interest rates at June 30, 2017 were between 1.85% and 3.50% . The loans have varying expiration dates between 36 and 60 months . Hill Spain also maintains an ICO (Official Credit Institute) loan with Bankia Bank in Spain for €30 (approximately $34 ) at June 30, 2017 . The availability is reduced by €15 on a quarterly basis. At June 30, 2017 , the loan was fully utilized. The interest rate at June 30, 2017 was 5.37% . The ICO loan expired on August 10, 2017. The Company maintains a credit facility with the National Bank of Abu Dhabi which provides for total borrowings of up to AED 11,500 (approximately $3,131 at June 30, 2017 ) collateralized by certain overseas receivables. At June 30, 2017 , AED 11,408 was utilized (approximately $3,106 ). The interest rate is the one-month Emirates InterBank Offer Rate plus 3.50% (or 4.91% at June 30, 2017 ) but no less than 5.50% . This facility allows for letters of guarantee up to AED 200,000 (approximately $54,451 ) of which AED 99,180 (approximately $27,002 ) was outstanding at June 30, 2017 . The credit facility is subject to periodic review by the bank and as such has been classified as current in the consolidated balance sheet. Engineering S.A. maintains four unsecured revolving credit facilities with two banks in Brazil aggregating 2,380 Brazilian Reais (BRL) (approximately $755 ) at June 30, 2017 , with a weighted average interest rate of 5.07% per month at June 30, 2017 . There were no borrowings outstanding on any of these facilities, which are renewed automatically every three months . 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, 2017 , the maximum U.S. dollar equivalent of the commitments was $83,512 , of which $35,450 is outstanding. In connection with the 2015 move of its corporate headquarters to Philadelphia, Pennsylvania, the Company received a loan from the Philadelphia Industrial Development Corporation in the amount of $750 which bears interest at 2.75% , is repayable in 144 equal monthly installments of $6 and matures on May 1, 2027. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 6 Months Ended |
Jun. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental Cash Flow Information The following table provides additional cash flow information (in thousands): Six Months Ended June 30, 2017 2016 Interest and related financing fees paid $ 4,026 $ 5,924 Income taxes paid $ 4,928 $ 7,390 Increase (decrease) in other current liabilities and decrease (increase) in additional paid-in capital related to ESA Put Options $ (777 ) $ 2,670 Increase in additional paid-in capital from the issuance of shares of common stock from cashless exercise of stock options $ — $ 729 |
Earnings per Share
Earnings per Share | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share Basic earnings per common share have been computed using the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per common share incorporates the incremental shares issuable upon the assumed exercise of stock options using the treasury stock method, if dilutive and there are earnings from continuing operations. Dilutive stock options increased average common shares outstanding by approximately 464 and 221 shares for the three month periods ended June 30, 2017 and 2016 , respectively and by 562 and 98 shares for the six month period ended June 30, 2017 and 2016 , respectively. Options to purchase approximately 2,419 shares and 2,906 shares for the three month periods ended June 30, 2017 and 2016 , respectively, and 2,419 shares and 5,631 shares for the six month periods ended June 30, 2017 and 2016 , respectively, were excluded from the calculation of diluted earnings per share because they were antidilutive. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation At June 30, 2017 , the Company had approximately 6,057 options outstanding with a weighted average exercise price of $4.32 . During the six months ended June 30, 2017 , the Company granted approximately 716 options which vest over a five -year period. The options granted had a weighted average exercise price of $4.98 and a contractual life of 7.0 years. The aggregate fair value of the options was approximately $1,412 calculated using the Black-Scholes valuation model. The weighted average assumptions used to calculate fair value were: expected life— 5 years; volatility— 48.30% and risk-free interest rate— 2.08% . During the six months ended June 30, 2017 options for approximately 1,293 shares with a weighted average exercise price of $5.48 lapsed and options for approximately 217 shares with a weighted average exercise price of $4.39 were forfeited. During the six months ended June 30, 2017 , employees purchased approximately 31 common shares for an aggregate purchase price of approximately $115 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 approximately $1,974 and $599 for the three months ended June 30, 2017 and 2016 , respectively, and approximately $2,434 and $1,257 for the six months ended June 30, 2017 and 2016 , respectively. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2017 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders’ Equity The following table summarizes the changes in stockholders’ equity during the six months ended June 30, 2017 (in thousands): Total Hill International, Inc. Stockholders Noncontrolling Interest Stockholders’ equity, December 31, 2016 $ 76,352 $ 74,358 $ 1,994 Net earnings 41,663 41,543 120 Other comprehensive earnings (2,202 ) (2,066 ) (136 ) Comprehensive (loss) earnings 39,461 39,477 (16 ) Additional paid in capital 4,138 4,138 — Stockholders’ equity, June 30, 2017 $ 119,951 $ 117,973 $ 1,978 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The effective tax rates for the three months ended June 30, 2017 and 2016 were 39.5% and 50.7% , respectively, and 40.7% and 30.2% for the six months ended June 30, 2017 and 2016 , respectively. The Company’s effective tax rate represents the Company’s estimated 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 components of (loss) earnings before income taxes and the related income tax expense by the United States and foreign jurisdictions from continuing operations were as follows (in thousands): Three Months Ended June 30, 2017 Three Months Ended June 30, 2016 U.S. Foreign Total U.S. Foreign Total (Loss) earnings before income taxes $ (1,018 ) $ (627 ) $ (1,645 ) $ (4,578 ) $ 10,003 $ 5,425 Income tax expense (benefit), net $ (1,726 ) $ 1,077 $ (649 ) $ — $ 2,749 $ 2,749 Six Months Ended June 30, 2017 Six Months Ended June 30, 2016 U.S. Foreign Total U.S. Foreign Total (Loss) earnings before income taxes $ (4,108 ) $ 5,828 $ 1,720 $ (13,462 ) $ 24,079 $ 10,617 Income tax expense (benefit), net $ (1,726 ) $ 2,426 $ 700 $ — $ 3,205 $ 3,205 The reserve for uncertain tax positions amounted to $7,092 and $6,735 at June 30, 2017 and December 31, 2016 , respectively, and is included in “Other liabilities” in the consolidated balance sheet at those dates. The increase in the reserve is primarily due to expected outcomes of audits within foreign jurisdictions. The Company’s policy is to record income tax related interest and penalties in income tax expense. There were no such items related to uncertain tax positions for the three and six months ended June 30, 2017 and 2016 , respectively. 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 ASC 740, 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. |
Segment and Related Information
Segment and Related Information | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment and Related Information | Segment and Related Information At June 30, 2017 , due to the sale of our Construction Claims Group (see Note 2), the Company now has one operating segment, the Project Management Group, which reflects how the Company will be managed going forward. The Project Management Group provides 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, labor compliance services and facilities management services. The information for 2016 has been revised to exclude the operations of the Construction Claims Group which is accounted for as discontinued operations. The following tables present certain information for the Project Management Group’s operations (in thousands): Revenue by Geographic Region Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (As restated) (As restated) United States/Canada 60,852 48.5 % 52,279 39.4 % 109,589 45.4 % 97,519 36.2 % Latin America 3,258 2.6 % 5,188 3.9 % 6,300 2.6 % 10,394 3.9 % Europe 9,930 7.9 % 9,964 7.5 % 20,120 8.3 % 19,728 7.3 % Middle East 43,187 34.4 % 55,650 41.9 % 88,964 36.8 % 121,307 45.0 % Africa 5,902 4.7 % 6,318 4.8 % 11,616 4.8 % 12,713 4.7 % Asia/Pacific 2,307 1.9 % 3,310 2.5 % 4,967 2.1 % 7,947 2.9 % Total 125,436 100.0 % 132,709 100.0 % 241,556 100.0 % 269,608 100.0 % For the quarter ended June 30, 2017 , no other country, except for the United States, accounted for over 10% of consolidated total revenue. For the quarter ended June 30, 2016 , total revenue for the United Arab Emirates amounted to $28,751 representing 21.7% of the total and Oman amounted to $14,002 representing 10.6% of consolidated total. No other country, except for the United States, accounted for over 10% of consolidated total revenue. For the six months ended June 30, 2017 , no other country, except for the United States, accounted for over 10% of consolidated total revenue. For the six months ended June 30, 2016 , total revenue for the United Arab Emirates amounted to $54,548 representing 20.2% of the consolidated total. No other country, except for the United States, accounted for over 10% of consolidated total revenue. Operating Profit (Loss) Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (As restated) (As restated) United States $ 7,104 $ 5,320 11,380 8,148 Latin America (2,142 ) 1,292 (2,519 ) 2,187 Europe 2,393 (2,753 ) 3,818 (1,240 ) Middle East 4,567 8,083 11,362 18,645 Africa (1,490 ) 1,048 (715 ) (1,115 ) Asia/Pacific (574 ) 77 (447 ) 811 Corporate (11,221 ) (7,066 ) (20,128 ) (15,615 ) Total $ (1,363 ) $ 6,001 2,751 11,821 Depreciation and Amortization Expense Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (As restated) (As restated) Project Management $ 1,453 $ 2,124 $ 2,975 $ 3,974 Corporate 207 179 280 235 Total $ 1,660 $ 2,303 $ 3,255 $ 4,209 Revenue By Client Type Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (As restated) (As restated) U.S. federal government $ 4,015 3.2 % $ 2,803 2.1 % $ 7,236 3.0 % $ 5,661 2.1 % U.S. state, regional and local governments 40,715 32.5 39,147 29.5 75,955 31.4 73,120 27.1 Foreign governments 35,440 28.3 42,492 32.0 72,022 29.8 95,045 35.3 Private sector 45,266 36.0 48,267 36.4 86,343 35.8 95,782 35.5 Total $ 125,436 100.0 % $ 132,709 100.0 % $ 241,556 100.0 % $ 269,608 100.0 % Property, Plant and Equipment, Net, by Geographic Location June 30, 2017 December 31, 2016 United States/Canada $ 11,347 $ 12,626 Latin America 792 881 Europe 1,103 218 Middle East 1,371 1,645 Africa 127 169 Asia/Pacific 140 850 Total $ 14,880 $ 16,389 |
Client Concentrations
Client Concentrations | 6 Months Ended |
Jun. 30, 2017 | |
Risks and Uncertainties [Abstract] | |
Client Concentrations | Client Concentrations The Company had no individual clients that accounted for 10% or more of total revenues during the three and six months ended June 30, 2017 and 2016 . |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies General Litigation In 2013, M.A. Angeliades, Inc. (“Plaintiff”) 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 for work performed as a subcontractor to the Company plus interest and other costs. On October 5, 2015, pursuant to a settlement agreement, Hill paid Plaintiff approximately $2,596 , including interest amounting to $1,056 , of which $448 had been previously accrued and $608 was charged to expense for the year ended December 31, 2015. The Plaintiff resolved its remaining issues regarding change orders and compensation for delay with DDC. On January 16, 2016, Plaintiff filed a Motion to amend its complaint against the Company claiming that the amounts paid by the Company do not reconcile with the amounts Plaintiff believes the Company received from DDC despite DDC’s records reflecting the same amount as the Company’s. The Plaintiff’s Motion was granted and the parties are currently engaged in mediation and discovery. Knowles Limited (“Knowles”), a subsidiary of the Company, is a party to an arbitration proceeding instituted on July 8, 2014 in which Knowles claimed that it was entitled to payment for services rendered to Celtic Bioenergy Limited (“Celtic”). The arbitrator decided in favor of Knowles. The arbitrator’s award was appealed by Celtic to the U.K. High Court of Justice, Queen’s Bench Division, Technology and Construction Court (“Court”). On March 16, 2017, the Court (1) determined that certain relevant facts had been deliberately withheld from the arbitrator by an employee of Knowles and (2) remitted the challenged parts of the arbitrator’s award back to the arbitrator to consider the award in possession of the full facts. The Company is evaluating the impact of the judgment of the Court. 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 As of June 30, 2017 our subsidiary, Hill International (Spain), S.A. (“Hill Spain”), owned an indirect 91.0% 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 February 28, 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. On June 17, 2016, the three remaining minority shareholders exercised their ESA Put Options claim a value of BRL 8,656 (approximately $2,618 at June 30, 2017 ). At that time, the Company accrued the liability in other current liabilities and as an adjustment to additional paid in capital. The amount is subject to negotiation and any difference will be recorded upon completion of the transaction. Other The Company has identified a potential tax liability related to certain foreign subsidiaries’ failure to comply with laws and regulations of the jurisdictions, outside of their home country, in which their employees provided services. The Company has estimated the potential liability to be approximately $2,132 of which approximately $444 has been included in discontinued operations in the consolidated statement of operations for the six months ended June 30, 2017 . The potential liability balance is included in other liabilities in the consolidated balance sheet at June 30, 2017 . In connection with the move of its corporate headquarters, the Commonwealth of Pennsylvania provided the Company with a $1,000 grant received on July 13, 2015. The terms of the grant require the Company to spend at least $6,425 on capital expenditures for leasehold improvements and equipment for its new headquarters, remain at One Commerce Square for at least seven -years and employ at least 359 persons no later than April 1, 2018. The Company has met the capital expenditure requirement and has a twelve -year lease for its corporate headquarters. Upon receipt of the funds, the Company recorded a deferred credit which, assuming the employment requirement is met, will be reflected in income in the second quarter of 2018. If the Company does not meet the employment criteria, it will be required to repay the grant to the Commonwealth of Pennsylvania. The terms of the agreement are currently under review. The landlord for the new Philadelphia headquarters provided the Company with a tenant improvement allowance amounting to approximately $3,894 . The tenant improvement allowance, which has been deferred, is included in other liabilities in the consolidated balance sheet at June 30, 2017 and December 31, 2016 and is being amortized on a straight-line basis against rent expense over the term of the twelve -year lease which commenced on May 1, 2015. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Finalization of ESA Put Option The Company settled negotiations with the minority shareholders of ESA in November 2017 and February 2018. The shareholders agreed to a reduced total payment of BRL 6,084 (approximately $1,841 ). The Company made an adjustment to additional paid-in capital in the consolidated balance sheet at December 31, 2017 of BRL 4,475 (approximately $1,365 ) and on March 31, 2018 of BRL 3,146 (approximately $953 ) to record the final transaction amounts. Tax Cuts and Jobs Act On December 22, 2017, The Tax Cuts and Jobs Act of 2017 (Tax Act) was signed into law. The Tax Act will reduce the Company’s statutory U.S. federal corporate tax rate from 35% to 21% for the Company’s fiscal year beginning January 1, 2018. The Tax Act requires companies to pay a one-time transition tax on accumulated earnings of foreign subsidiaries, creates new taxes on certain foreign sourced earnings and eliminates or reduces certain deductions and credits. As of the time of this filing, the Company has not completed its evaluation of the effects of enactment of the Tax Act. Because a change in tax law is accounted for in the period of enactment, the effect of the Act will be recorded in the fourth quarter of 2017. Kuwait Performance Guarantee On or about February 8, 2018, the Company received notice from National Bank of Abu Dhabi (NBAD) that Public Authority of Housing Welfare of Kuwait submitted a claim for payment on a performance guarantee issued by the Company for approximately $7,927 for a project located in Kuwait. NBAD subsequently issued, on behalf of Company, payment on or about February 15, 2018. The Company is taking legal action to recover the full amount issued under the performance guarantee. Revolving Credit Facilities From May 31, 2018 to the date of this filing, we were not in compliance with the requirements of our Revolving Credit Facilities which required the filing of this Quarterly Report on Form 10-Q by May 31, 2018. Upon the filing of this Quarterly Report on Form 10-Q, we are compliant under such requirements again. Prior waivers of non-compliance with certain covenants in our Revolving Credit Facilities require us to file the Form 10-Q for the third quarter of 2017 by June 30, 2018, the Form 10-K for the 2017 fiscal year by July 17, 2018 and the Form 10-Q for the first quarter of 2018 by July 30, 2018. If we do not file such reports in accordance with these deadlines, we may again be in noncompliance with the requirements of our Revolving Credit Facilities. |
The Company (Tables)
The Company (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of corrections of the misstatement on the Company's consolidated balance sheets and consolidated statements of income, comprehensive income (loss) and cash flows | Restatement of Previously Issued Unaudited Condensed Consolidated Financial Statements On May 8, 2018, the Company filed its Annual Report on Form 10-K/A for the year ended December 31, 2016 , which amended the Company’s audited consolidated financial statements for each of the years ended December 31, 2016, 2015 and 2014 and the related notes thereto. This Form 10-Q amends the Company’s unaudited condensed consolidated financial statements for the three and six months ended June 30, 2016 and the related notes thereto, included on Form 10-Q filed on August 8, 2016 (“Prior Filing”). The Restatement reflects the correction of the following errors identified for the three and six months ended June 30, 2016 subsequent to the Prior Filing and the impact of restating the three months ended March 31, 2017 on the six months ended June 30, 2017 : A. In connection with the accounting for the May 2017 sale of its Construction Claims Group, the Company determined that it had not previously accounted for certain foreign currency gains/losses on intercompany balances and transactions in accordance with accounting principles generally accepted in the United States (“US GAAP”). The Company improperly accounted for the foreign currency effect of certain transactions as if they were long-term investments by including the foreign currency effect in accumulated other comprehensive income instead of properly recording the effect as operating expenses as required under Accounting Standard Codification (ASC) 830 “Foreign Currency Matters.” As a result of these corrections, selling, general and administrative (“SG&A”) expenses increased $270 and $476 for the three and six months ended June 30, 2016 , respectively and decreased $1,813 for the six months ended June 30, 2017 . B. The Company identified departures from US GAAP under ASC 605-35 “Construction-Type and Production-Type Contracts” in its historical accounting for revenue recognition on nine long-term customer contracts with fee constraints (e.g., fixed fee, lump sum, maximum contract value). The Company enters into agreements for construction management and consulting services with customers, and the guidance of ASC 605-35-15-3D states that contracts for construction consulting services, such as under agency contracts or construction management agreements, fall within the scope of the standard and should follow either Percentage of Completion or Completed Contract methods of accounting. Historically, the Company had not consistently applied the percentage of completion method of revenue recognition. The corrections to properly apply U.S. GAAP to the identified contracts resulted in an increase of $1,574 to revenues for the three months ended June 30, 2016 and increases of $3,130 and $4,155 to revenues for the six months ended June 30, 2017 and 2016 , respectively. C. The Company discovered that it had not properly performed the required impairment testing of amortizable intangible assets in accordance with US GAAP in that certain assets no longer in use were not identified and impaired. In addition, an improper useful life was used for some of the Company’s internally developed software assets resulting in an improper amount of amortization expense being recorded in previous periods. The net effect of correcting these errors resulted in a $29 increase in SG&A expense for the six months ended June 30, 2017 and increases of $27 and $55 in SG&A expense for the three and six months ended June 30, 2016 , respectively. D. The Company identified other transactions that had been recorded to incorrect accounts and/or in improper amounts. The net corrections of these transactions resulted in a $710 and $762 decrease in revenues for the three and six months ended June 30, 2016 , respectively and a $5,421 increase in revenues for the six months ended June 30, 2017 ; a $5,305 increase in direct expenses for the six months ended June 30, 2017; a decrease of $1,670 and $2,509 in SG&A expenses for the three and six months ended June 30, 2016 , respectively and an increase of $473 in SG&A expenses for the six month ended June 30, 2017 ; a $415 and a $830 increase in interest expense for the three and six months ended June 30, 2016 ; a $1,593 and $2,399 increase in net loss from discontinued operations for the three and six months ended June 30, 2016, respectively and a $504 decrease in net loss from discontinued operations for the six months ended June 30, 2017 ; and a $15 and $30 decrease in earnings from noncontrolling interest for the three and six months ended June 30, 2016 , respectively and a $58 increase in earnings from noncontrolling interest for the six months ended June 30, 2017 . In conjunction with the sale of the construction claims group, interest expense of $415 and $830 for the three and six months ended June 30, 2016 , respectively, and interest expense of $552 for the six months ended June 30, 2017 was reclassified from continuing operations to discontinued operations. E. Some of the corrections noted above impacted earnings (loss) before taxes which, in turn, required a calculation of the tax impact. The net impact was an increase in income tax expense of $18 and $308 for the three and six months ended June 30, 2016 , respectively and an increase in income tax expense of $695 for the six months ended June 30, 2017 . HILL INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS Three Months Ended June 30, 2016 (in thousands, except per share data) As Previously Reported Adjustment As Restated Reference Revenues $ 131,845 $ 864 $ 132,709 B, D Direct expenses 92,354 — 92,354 Gross profit 39,491 864 40,355 Selling, general and administrative expenses 35,695 (1,372 ) 34,323 A, C, D Share of loss of equity method affiliates 31 — 31 Operating profit 3,765 2,236 6,001 Interest and related financing fees, net 161 415 576 D Earnings before income taxes 3,604 1,821 5,425 Income tax expense 2,731 18 2,749 E Earnings from continuing operations 873 1,803 2,676 Loss (earnings) from discontinued operations 604 (1,178 ) (574 ) D Net earnings 1,477 625 2,102 Less: net loss - noncontrolling interests (13 ) (15 ) (28 ) D Net earnings attributable to Hill International, Inc. $ 1,490 $ 640 $ 2,130 Basic earnings per common share from continuing operations $ 0.02 $ 0.03 $ 0.05 Basic loss (earnings) per common share from discontinued operations 0.01 (0.02 ) (0.01 ) Basic earnings per common share - Hill International, Inc. $ 0.03 $ 0.01 $ 0.04 Basic weighted average common shares outstanding 51,727 — 51,727 Diluted earnings per common share from continuing operations $ 0.02 $ 0.03 $ 0.05 Diluted loss (earnings) per common share from discontinued operations 0.01 (0.02 ) (0.01 ) Diluted earnings per common share - Hill International, Inc. $ 0.03 $ 0.01 $ 0.04 Diluted weighted average common shares outstanding 51,948 — 51,948 HILL INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF OPERATIONS Six Months Ended June 30, 2016 (in thousands, except per share data) As Previously Reported Adjustment As Restated Reference Revenues $ 266,215 $ 3,393 $ 269,608 B, D Direct expenses 185,655 — 185,655 Gross profit 80,560 3,393 83,953 Selling, general and administrative expenses 74,093 (1,977 ) 72,116 A, C, D Share of loss of equity method affiliates 16 — 16 Operating profit 6,451 5,370 11,821 Interest and related financing fees, net 374 830 1,204 D Earnings before income taxes 6,077 4,540 10,617 Income tax expense 2,897 308 3,205 E Earnings from continuing operations 3,180 4,232 7,412 Loss from discontinued operations (249 ) (1,568 ) (1,817 ) D Net earnings 2,931 2,664 5,595 Less: net loss - noncontrolling interests (9 ) (30 ) (39 ) D Net earnings attributable to Hill International, Inc. 2,940 2,694 5,634 Basic earnings per common share from continuing operations $ 0.06 $ 0.08 $ 0.14 Basic loss per common share from discontinued operations — (0.03 ) (0.03 ) Basic earnings per common share - Hill International, Inc. $ 0.06 $ 0.05 $ 0.11 Basic weighted average common shares outstanding 51,679 — 51,679 Diluted earnings per common share from continuing operations $ 0.06 $ 0.08 $ 0.14 Diluted loss per common share from discontinued operations — (0.03 ) (0.03 ) Diluted (loss) earnings per common share - Hill International, Inc. $ 0.06 $ 0.05 $ 0.11 Diluted weighted average common shares outstanding 51,777 — 51,777 HILL INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Three Months Ended June 30, 2016 (in thousands) As Previously Reported Adjustment As Restated Reference Net earnings $ 1,477 $ 625 $ 2,102 A, B, C, D, E Foreign currency translation adjustment, net (53 ) 634 581 A, B, C, D Other, net 22 — 22 Comprehensive loss $ 1,446 $ 1,259 $ 2,705 Comprehensive loss attributable to noncontrolling interest (603 ) (207 ) (810 ) Comprehensive loss attributable to Hill International Inc. $ 2,049 1,466 $ 3,515 HILL INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Six Months Ended June 30, 2016 (in thousands) As Previously Reported Adjustment As Restated Reference Net earnings $ 2,931 $ 2,664 $ 5,595 A, B, C, D, E Foreign currency translation adjustment, net 381 197 578 A, B, C, D Other, net 56 — 56 Comprehensive loss $ 3,368 $ 2,861 6,229 Comprehensive loss attributable to noncontrolling interest (1,355 ) (165 ) (1,520 ) Comprehensive loss attributable to Hill International Inc. $ 4,723 $ 3,026 $ 7,749 In addition to the items noted above as part of the Restatement, the Company identified departures from US GAAP in its historical preparation and presentation of its statement of cash flows. The Company did not report its cash flows in the reporting currency equivalent of foreign currency using the exchange rates in effect at the time of the cash flows, or an appropriate average rate to approximate the rates in effect at the time of the cash flows. The impact of properly preparing a cash flow statement in each functional currency, translating the cash flow statement using the appropriate rate in effect at the time of a transaction, or substantially equivalent average rate for the period, and consolidation of the individual functional currency cash flows, as prescribed by the guidance in ASC 230, is depicted in the table below. The adjustments noted in the cash flow statements that follow are both a result of items “A” through “E” explained above, as well as the foreign currency effect from cash flow statements prepared in functional currency and appropriately translated. HILL INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CASH FLOW Six Months Ended June 30, 2016 (in thousands) As Previously Reported Adjustment As Restated Cash flows from operating activities: Net earnings $ 2,931 $ 2,664 $ 5,595 Loss from discontinued operations — 1,817 1,817 Earnings from continuing operations 2,931 4,481 7,412 Adjustments to reconcile net earnings to net cash provided by (used in): Depreciation and amortization 5,200 (991 ) 4,209 Provision for bad debts 3,326 44 3,370 Amortization of deferred loan fees 889 — 889 Deferred tax benefit 605 (917 ) (312 ) Stock based compensation 1,257 (82 ) 1,175 Unrealized foreign exchange losses on intercompany balances — 2,117 2,117 Changes in operating assets and liabilities: Restricted cash 633 (68 ) 565 Accounts receivable 7,237 (3,752 ) 3,485 Accounts receivable - affiliate (2,208 ) (113 ) (2,321 ) Prepaid expenses and other current assets 844 723 1,567 Income taxes receivable (622 ) 212 (410 ) Retainage receivable (12,714 ) — (12,714 ) Other assets 4,104 2,107 6,211 Accounts payable and accrued expenses (11,060 ) (201 ) (11,261 ) Income taxes payable (5,013 ) 1,481 (3,532 ) Deferred revenue 5,546 1,828 7,374 Other current liabilities 1,116 1,080 2,196 Retainage payable 68 462 530 Other liabilities 430 1,115 1,545 Net cash provided by continuing operations 2,569 9,526 12,095 Net cash used in discontinued operations — (4,535 ) (4,535 ) Net cash provided by in operating activities 2,569 4,991 7,560 Cash flows from investing activities: Purchases of business — (58 ) (58 ) Payments for purchase of property and equipment (783 ) 552 (231 ) Net cash used in investing activities of continuing operations (783 ) 494 (289 ) Net cash used in investing activities of discontinued operations — (566 ) (566 ) Net cash used in investing activities (783 ) (72 ) (855 ) Cash flows from financing activities: Payments on term loans (600 ) — (600 ) Net borrowings on revolving loans 348 — 348 Payments on Philadelphia Industrial Development Corporation loan (27 ) 4 (23 ) Dividends paid to noncontrolling interest (111 ) 2 (109 ) Proceeds from stock issued under employee stock purchase plan 10 — 10 Proceeds from exercise of stock options 204 — 204 Net cash used in financing activities (176 ) 6 (170 ) Effect of exchange rate changes on cash (777 ) (4,925 ) (5,702 ) Net increase in cash and cash equivalents 833 — 833 Cash and cash equivalents — beginning of period 24,089 — 24,089 Cash and cash equivalents — end of period $ 24,922 $ — $ 24,922 |
Discontinued Operations and S26
Discontinued Operations and Sale of Business Unit (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of the carrying amounts of assets and liabilities and earnings related to discontinued operations | The carrying amounts of assets and liabilities of the discontinued operations of the Claims Group that were classified as held for sale are as follows (in thousands): April 30, 2017 December 31, 2016 Accounts receivable, net $ 47,611 $ 50,892 Prepaid expenses and other current assets 3,153 3,064 Income taxes receivable — 695 Total current assets classified as held for sale $ 50,764 $ 54,651 Property and equipment, net 5,786 4,617 Acquired intangibles, net 3,289 3,397 Goodwill 23,454 23,461 Investments 5 6 Other assets 2,860 610 Total non-current assets classified as held for sale $ 35,394 $ 32,091 Accounts payable and accrued expenses 15,960 21,539 Income taxes payable (17 ) 92 Deferred revenue — 1,562 Other current liabilities 15,867 2,695 Total current liabilities classified as held for sale $ 31,810 $ 25,888 Deferred income taxes — 385 Deferred revenue 92 1,012 Retained Earnings — 457 Other liabilities 1,257 3,233 Total non-current liabilities classified as held for sale $ 1,349 $ 5,087 Net Assets $ 52,999 55,767 The line items constituting earnings from discontinued operations consist of the following (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2017 (1) 2016 2017 (1) 2016 (As restated) (As restated) Revenues $ 18,119 $ 43,821 $ 62,149 $ 85,706 Direct expenses 9,377 20,369 31,339 40,047 Gross profit 8,742 23,452 30,810 45,659 Selling, general and administrative expenses (2) 10,155 20,617 33,147 40,783 Operating (loss) profit (1,413 ) 2,835 (2,337 ) 4,876 Interest and related financing fees, net (3) 5,763 2,762 8,858 5,531 Loss before gain on disposal and income taxes (7,176 ) 73 (11,195 ) (655 ) Pretax gain on the disposal of discontinued operations (4) 61,443 — 61,443 — Earnings from discontinued operations before income taxes 54,267 73 50,248 (655 ) Income tax expense (5) 9,373 647 9,605 1,162 Net gain (loss) from discontinued operations $ 44,894 $ (574 ) $ 40,643 $ (1,817 ) (1) Results of operations for the Claims Group are reflected through April 30, 2017, the effective closing date of the Claims Group sale. (2) No amortization or depreciation expense was recorded by the Company in 2017 as the Claims Group’s assets were held for sale as of December 31, 2016. (3) In connection with the sale of the Claims Group, the Company was required to pay off its existing term loan facility and amend and pay down its existing revolving credit facilities (See Note 9). Interest expense and debt issuance costs attributable to the Claims Group were charged to discontinued operations. (4) The pretax gain on the sale of the Construction Claims Group was calculated as follows (in thousands): Adjusted purchase price $129,364 Cash transferred to buyer 4,041 Net proceeds received from Purchaser $125,323 Less net assets held for sale 52,999 Less other adjustments 10,881 Pretax gain on disposal $ 61,443 (5) The effective tax rates on pretax income from discontinued operations were 17.3% and 19.1% for the three and six months ended June 30, 2017, respectively. The 2017 rate differs from the U.S. federal statutory rate of 35% primarily due to the utilization of the US operating loss which had a full valuation allowance, on the US gain on the sale of the discontinued operations. |
Accounts Receivable (Tables)
Accounts Receivable (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Receivables [Abstract] | |
Schedule of components of accounts receivable | The components of accounts receivable are as follows (in thousands): June 30, 2017 December 31, 2016 Billed $ 192,430 $ 200,134 Retainage, current portion 9,415 10,824 Unbilled 25,752 24,968 227,597 235,926 Allowance for doubtful accounts (66,941 ) (71,082 ) Total $ 160,656 $ 164,844 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of acquired intangible assets | The following table summarizes the Company’s acquired intangible assets (in thousands): June 30, 2017 December 31, 2016 Gross Accumulated Gross Accumulated Client relationships $ 17,094 $ 12,606 $ 16,699 $ 11,298 Acquired contract rights 2,055 1,983 2,058 1,912 Trade names 860 455 959 500 Total $ 20,009 $ 15,044 $ 19,716 $ 13,710 Intangible assets, net $ 4,965 $ 6,006 |
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, 2017 2016 2017 2016 (As restated) (As restated) $ 504 $ 1,121 $ 1,063 $ 1,993 |
Summary of 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 Expense Year ending December 31, 2017 (remaining 6 months) $ 978 2018 1,088 2019 990 2020 728 2021 342 |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
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 2017 (in thousands): Balance, December 31, 2016 $ 50,665 Translation adjustments 1,277 Balance, June 30, 2017 $ 51,942 |
Accounts Payable and Accrued 30
Accounts Payable and Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Payables and Accruals [Abstract] | |
Schedule of components of accounts payable and accrued expenses | Below are the components of accounts payable and accrued expenses (in thousands): June 30, 2017 December 31, 2016 Accounts payable $ 28,049 $ 30,944 Accrued payroll and related expenses 35,140 32,618 Accrued subcontractor fees 11,824 9,188 Accrued agency fees 6,379 5,702 Accrued legal and professional fees 2,814 2,223 Other accrued expenses 3,178 5,005 $ 87,384 $ 85,680 |
Notes Payable and Long-Term D31
Notes Payable and Long-Term Debt (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Summary of outstanding debt obligations | Outstanding debt obligations are as follows (in thousands): June 30, 2017 December 31, 2016 2014 Term Loan Facility, net of unamortized discount and deferred financing costs of $4,416 at December 31, 2016 $ — $ 112,884 2017 Term Loan Facility, net of unamortized discount and deferred financing costs of $972 at June 30, 2017 28,832 — Domestic Revolving Credit Facility 1,500 16,500 International Revolving Credit Facility — 11,102 Borrowings under credit facilities with a consortium of banks in Spain 2,841 2,962 Borrowings under overdraft credit facilities with the National Bank of Abu Dhabi 3,106 — Borrowings from Philadelphia Industrial Development Corporation 627 655 36,906 144,103 Less current maturities, net of unamortized discount and deferred financing costs of $196 4,532 1,983 Notes payable and long-term debt, net of current maturities $ 32,374 $ 142,120 |
Supplemental Cash Flow Inform32
Supplemental Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of additional cash flow information | The following table provides additional cash flow information (in thousands): Six Months Ended June 30, 2017 2016 Interest and related financing fees paid $ 4,026 $ 5,924 Income taxes paid $ 4,928 $ 7,390 Increase (decrease) in other current liabilities and decrease (increase) in additional paid-in capital related to ESA Put Options $ (777 ) $ 2,670 Increase in additional paid-in capital from the issuance of shares of common stock from cashless exercise of stock options $ — $ 729 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Stockholders' Equity Note [Abstract] | |
Summary of changes in stockholders' equity | The following table summarizes the changes in stockholders’ equity during the six months ended June 30, 2017 (in thousands): Total Hill International, Inc. Stockholders Noncontrolling Interest Stockholders’ equity, December 31, 2016 $ 76,352 $ 74,358 $ 1,994 Net earnings 41,663 41,543 120 Other comprehensive earnings (2,202 ) (2,066 ) (136 ) Comprehensive (loss) earnings 39,461 39,477 (16 ) Additional paid in capital 4,138 4,138 — Stockholders’ equity, June 30, 2017 $ 119,951 $ 117,973 $ 1,978 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of (loss) earnings before income taxes and the related income tax expense by the United States and foreign jurisdictions | The components of (loss) earnings before income taxes and the related income tax expense by the United States and foreign jurisdictions from continuing operations were as follows (in thousands): Three Months Ended June 30, 2017 Three Months Ended June 30, 2016 U.S. Foreign Total U.S. Foreign Total (Loss) earnings before income taxes $ (1,018 ) $ (627 ) $ (1,645 ) $ (4,578 ) $ 10,003 $ 5,425 Income tax expense (benefit), net $ (1,726 ) $ 1,077 $ (649 ) $ — $ 2,749 $ 2,749 Six Months Ended June 30, 2017 Six Months Ended June 30, 2016 U.S. Foreign Total U.S. Foreign Total (Loss) earnings before income taxes $ (4,108 ) $ 5,828 $ 1,720 $ (13,462 ) $ 24,079 $ 10,617 Income tax expense (benefit), net $ (1,726 ) $ 2,426 $ 700 $ — $ 3,205 $ 3,205 |
Segment and Related Informati35
Segment and Related Information (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Revenue by Geographic Region | The following tables present certain information for the Project Management Group’s operations (in thousands): Revenue by Geographic Region Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (As restated) (As restated) United States/Canada 60,852 48.5 % 52,279 39.4 % 109,589 45.4 % 97,519 36.2 % Latin America 3,258 2.6 % 5,188 3.9 % 6,300 2.6 % 10,394 3.9 % Europe 9,930 7.9 % 9,964 7.5 % 20,120 8.3 % 19,728 7.3 % Middle East 43,187 34.4 % 55,650 41.9 % 88,964 36.8 % 121,307 45.0 % Africa 5,902 4.7 % 6,318 4.8 % 11,616 4.8 % 12,713 4.7 % Asia/Pacific 2,307 1.9 % 3,310 2.5 % 4,967 2.1 % 7,947 2.9 % Total 125,436 100.0 % 132,709 100.0 % 241,556 100.0 % 269,608 100.0 % |
Schedule of Operating Profit (Loss) | Operating Profit (Loss) Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (As restated) (As restated) United States $ 7,104 $ 5,320 11,380 8,148 Latin America (2,142 ) 1,292 (2,519 ) 2,187 Europe 2,393 (2,753 ) 3,818 (1,240 ) Middle East 4,567 8,083 11,362 18,645 Africa (1,490 ) 1,048 (715 ) (1,115 ) Asia/Pacific (574 ) 77 (447 ) 811 Corporate (11,221 ) (7,066 ) (20,128 ) (15,615 ) Total $ (1,363 ) $ 6,001 2,751 11,821 |
Schedule of Depreciation and Amortization Expense | Depreciation and Amortization Expense Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (As restated) (As restated) Project Management $ 1,453 $ 2,124 $ 2,975 $ 3,974 Corporate 207 179 280 235 Total $ 1,660 $ 2,303 $ 3,255 $ 4,209 |
Schedule of Revenue By Client Type | Revenue By Client Type Three Months Ended June 30, Six Months Ended June 30, 2017 2016 2017 2016 (As restated) (As restated) U.S. federal government $ 4,015 3.2 % $ 2,803 2.1 % $ 7,236 3.0 % $ 5,661 2.1 % U.S. state, regional and local governments 40,715 32.5 39,147 29.5 75,955 31.4 73,120 27.1 Foreign governments 35,440 28.3 42,492 32.0 72,022 29.8 95,045 35.3 Private sector 45,266 36.0 48,267 36.4 86,343 35.8 95,782 35.5 Total $ 125,436 100.0 % $ 132,709 100.0 % $ 241,556 100.0 % $ 269,608 100.0 % |
Schedule of Property, Plant and Equipment, Net by Geographic Location | Property, Plant and Equipment, Net, by Geographic Location June 30, 2017 December 31, 2016 United States/Canada $ 11,347 $ 12,626 Latin America 792 881 Europe 1,103 218 Middle East 1,371 1,645 Africa 127 169 Asia/Pacific 140 850 Total $ 14,880 $ 16,389 |
The Company - Narrative (Detail
The Company - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Interest expense | $ 282 | $ 576 | $ 1,031 | $ 1,204 |
Selling, general and administrative expenses | 40,074 | 34,323 | 73,537 | 72,116 |
Revenues | 125,436 | 132,709 | 241,556 | 269,608 |
Direct expenses | 86,807 | 92,354 | 165,316 | 185,655 |
Earnings from discontinued operations | 44,894 | (574) | 40,643 | (1,817) |
Net earnings from noncontrolling interest | 1 | (28) | 120 | (39) |
Income tax (benefit) expense | $ (649) | 2,749 | 700 | 3,205 |
Adjustment | ||||
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Interest expense | 415 | 830 | ||
Selling, general and administrative expenses | (1,372) | (1,977) | ||
Revenues | 864 | 3,393 | ||
Direct expenses | 0 | 0 | ||
Earnings from discontinued operations | (1,178) | (1,568) | ||
Net earnings from noncontrolling interest | (15) | (30) | ||
Income tax (benefit) expense | 18 | 308 | ||
Correction for foreign currency gains (losses) | Adjustment | ||||
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Selling, general and administrative expenses | 270 | (1,813) | 476 | |
Correction for revenue recognition on long-term customer contracts | Adjustment | ||||
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Revenues | (1,574) | (3,130) | (4,155) | |
Correction for impairment, useful lives, depreciation and amortization of assets | Adjustment | ||||
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Selling, general and administrative expenses | 27 | 29 | 55 | |
Correction for other transactions recorded to incorrect accounts and improper amounts | Adjustment | ||||
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Interest expense | 415 | 552 | 830 | |
Selling, general and administrative expenses | (1,670) | 473 | (2,509) | |
Revenues | (710) | 5,421 | (762) | |
Direct expenses | 5,305 | |||
Earnings from discontinued operations | (1,593) | 504 | 2,399 | |
Earnings from Noncontrolling Interest | (15) | 58 | (30) | |
Interest Expense | 415 | 830 | ||
Corrections For Effect On Pre Tax Income [Member] | Adjustment | ||||
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Income tax (benefit) expense | $ 18 | $ 695 | $ 308 |
The Company - Consolidated Stat
The Company - Consolidated Statement of Operations (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Revenues | $ 125,436 | $ 132,709 | $ 241,556 | $ 269,608 |
Direct expenses | 86,807 | 92,354 | 165,316 | 185,655 |
Gross profit | 38,629 | 40,355 | 76,240 | 83,953 |
Selling, general and administrative expenses | 40,074 | 34,323 | 73,537 | 72,116 |
Share of loss of equity method affiliates | (82) | 31 | (48) | 16 |
Operating (loss) profit | (1,363) | 6,001 | 2,751 | 11,821 |
Interest and related financing fees, net | 282 | 576 | 1,031 | 1,204 |
(Loss) Earnings before income taxes | (1,645) | 5,425 | 1,720 | 10,617 |
Income tax (benefit) expense | (649) | 2,749 | 700 | 3,205 |
(Loss) Earnings from continuing operations | (996) | 2,676 | 1,020 | 7,412 |
Loss from discontinued operations, net of income tax | 44,894 | (574) | 40,643 | (1,817) |
Net earnings | 43,898 | 2,102 | 41,663 | 5,595 |
Less: net earnings (loss) - noncontrolling interests | 1 | (28) | 120 | (39) |
Net earnings attributable to Hill International, Inc. | $ 43,897 | $ 2,130 | $ 41,543 | $ 5,634 |
Basic (loss)earnings per common share from continuing operations (in dollars per share) | $ (0.02) | $ 0.05 | $ 0.02 | $ 0.14 |
Basic loss per common share from discontinued operations (in dollars per share) | (0.14) | (0.01) | (0.22) | (0.03) |
Basic earnings per common share - Hill International, Inc. (in dollars per share) | $ 0.84 | $ 0.04 | $ 0.80 | $ 0.11 |
Basic weighted average common shares outstanding (in shares) | 51,952 | 51,727 | 51,906 | 51,679 |
Diluted loss per common share from continuing operations (in dollars per share) | $ (0.02) | $ 0.05 | $ 0.02 | $ 0.14 |
Diluted loss per common share from discontinued operations (in dollars per share) | (0.14) | (0.01) | (0.22) | (0.03) |
Diluted earnings per common share - Hill International, Inc. (in dollars per share) | $ 0.84 | $ 0.04 | $ 0.79 | $ 0.11 |
Diluted weighted average common shares outstanding (in shares) | 51,952 | 51,948 | 52,468 | 51,777 |
As Previously Reported | ||||
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Revenues | $ 131,845 | $ 266,215 | ||
Direct expenses | 92,354 | 185,655 | ||
Gross profit | 39,491 | 80,560 | ||
Selling, general and administrative expenses | 35,695 | 74,093 | ||
Share of loss of equity method affiliates | 31 | 16 | ||
Operating (loss) profit | 3,765 | 6,451 | ||
Interest and related financing fees, net | 161 | 374 | ||
(Loss) Earnings before income taxes | 3,604 | 6,077 | ||
Income tax (benefit) expense | 2,731 | 2,897 | ||
(Loss) Earnings from continuing operations | 873 | 3,180 | ||
Loss from discontinued operations, net of income tax | 604 | (249) | ||
Net earnings | 1,477 | 2,931 | ||
Less: net earnings (loss) - noncontrolling interests | (13) | (9) | ||
Net earnings attributable to Hill International, Inc. | $ 1,490 | $ 2,940 | ||
Basic (loss)earnings per common share from continuing operations (in dollars per share) | $ 0.02 | $ 0.06 | ||
Basic loss per common share from discontinued operations (in dollars per share) | 0.01 | 0 | ||
Basic earnings per common share - Hill International, Inc. (in dollars per share) | $ 0.03 | $ 0.06 | ||
Basic weighted average common shares outstanding (in shares) | 51,727 | 51,679 | ||
Diluted loss per common share from continuing operations (in dollars per share) | $ 0.02 | $ 0.06 | ||
Diluted loss per common share from discontinued operations (in dollars per share) | 0.01 | 0 | ||
Diluted earnings per common share - Hill International, Inc. (in dollars per share) | $ 0.03 | $ 0.06 | ||
Diluted weighted average common shares outstanding (in shares) | 51,948 | 51,777 | ||
Adjustment | ||||
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Revenues | $ 864 | $ 3,393 | ||
Direct expenses | 0 | 0 | ||
Gross profit | 864 | 3,393 | ||
Selling, general and administrative expenses | (1,372) | (1,977) | ||
Share of loss of equity method affiliates | 0 | 0 | ||
Operating (loss) profit | 2,236 | 5,370 | ||
Interest and related financing fees, net | 415 | 830 | ||
(Loss) Earnings before income taxes | 1,821 | 4,540 | ||
Income tax (benefit) expense | 18 | 308 | ||
(Loss) Earnings from continuing operations | 1,803 | 4,232 | ||
Loss from discontinued operations, net of income tax | (1,178) | (1,568) | ||
Net earnings | 625 | 2,664 | ||
Less: net earnings (loss) - noncontrolling interests | (15) | (30) | ||
Net earnings attributable to Hill International, Inc. | $ 640 | $ 2,694 | ||
Basic (loss)earnings per common share from continuing operations (in dollars per share) | $ 0.03 | $ 0.08 | ||
Basic loss per common share from discontinued operations (in dollars per share) | (0.02) | (0.03) | ||
Basic earnings per common share - Hill International, Inc. (in dollars per share) | $ 0.01 | $ 0.05 | ||
Basic weighted average common shares outstanding (in shares) | 0 | 0 | ||
Diluted loss per common share from continuing operations (in dollars per share) | $ 0.03 | $ 0.08 | ||
Diluted loss per common share from discontinued operations (in dollars per share) | (0.02) | (0.03) | ||
Diluted earnings per common share - Hill International, Inc. (in dollars per share) | $ 0.01 | $ 0.05 | ||
Diluted weighted average common shares outstanding (in shares) | 0 | 0 |
The Company - Consolidated St38
The Company - Consolidated Statement of Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Net earnings | $ 43,898 | $ 2,102 | $ 41,663 | $ 5,595 |
Foreign currency translation adjustment, net | (644) | 581 | (2,202) | 578 |
Other, net | 0 | 22 | 0 | 56 |
Comprehensive earnings (loss) | 43,254 | 2,705 | 39,461 | 6,229 |
Comprehensive loss attributable to noncontrolling interest | (135) | (810) | (16) | (1,520) |
Comprehensive earnings (loss) attributable to Hill International, Inc. | $ 43,389 | 3,515 | $ 39,477 | 7,749 |
As Previously Reported | ||||
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Net earnings | 1,477 | 2,931 | ||
Foreign currency translation adjustment, net | (53) | 381 | ||
Other, net | 22 | 56 | ||
Comprehensive earnings (loss) | 1,446 | 3,368 | ||
Comprehensive loss attributable to noncontrolling interest | (603) | (1,355) | ||
Comprehensive earnings (loss) attributable to Hill International, Inc. | 2,049 | 4,723 | ||
Adjustment | ||||
Restatement and Revision of Previously Reported Consolidated Financial Statements | ||||
Net earnings | 625 | 2,664 | ||
Foreign currency translation adjustment, net | 634 | 197 | ||
Other, net | 0 | 0 | ||
Comprehensive earnings (loss) | 1,259 | 2,861 | ||
Comprehensive loss attributable to noncontrolling interest | (207) | (165) | ||
Comprehensive earnings (loss) attributable to Hill International, Inc. | $ 1,466 | $ 3,026 |
The Company - Consolidated St39
The Company - Consolidated Statement of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities: | ||||
Net earnings | $ 43,898 | $ 2,102 | $ 41,663 | $ 5,595 |
Loss from discontinued operations | 1,817 | |||
Adjustments to reconcile net earnings to net cash provided by (used in): | 7,412 | |||
Adjustments to reconcile net earnings to net cash provided by (used in): | ||||
Depreciation and amortization | 3,255 | 4,209 | ||
Provision for bad debts | 215 | 3,370 | ||
Amortization of deferred loan fees | 597 | 889 | ||
Deferred tax benefit | 332 | (312) | ||
Stock based compensation | 2,435 | 1,175 | ||
Unrealized foreign exchange losses on intercompany balances | 1,122 | 2,117 | ||
Changes in operating assets and liabilities: | ||||
Restricted cash | (995) | 565 | ||
Accounts receivable | 3,973 | 3,485 | ||
Accounts receivable - affiliate | (2,684) | (2,321) | ||
Prepaid expenses and other current assets | 343 | 1,567 | ||
Income taxes receivable | (832) | (410) | ||
Retainage receivable | 414 | (12,714) | ||
Other assets | (4,080) | 6,211 | ||
Accounts payable and accrued expenses | (7,651) | (11,261) | ||
Income taxes payable | (5,691) | (3,532) | ||
Deferred revenue | (14,470) | 7,374 | ||
Other current liabilities | 2,631 | 2,196 | ||
Retainage payable | 108 | 530 | ||
Other liabilities | 9,042 | 1,545 | ||
Net cash (used in) provided by continuing operations | (10,916) | 12,095 | ||
Net cash provided by (used in) discontinued operations | (2,895) | (4,535) | ||
Net cash (used in) provided by in operating activities | (13,811) | 7,560 | ||
Cash flows from investing activities: | ||||
Purchase of businesses, net of cash acquired | (123) | (58) | ||
Proceeds from disposition of discontinued operation (see note 2) | (231) | |||
Net cash used in investing activities of continuing operations | (1,697) | (289) | ||
Net cash provided by (used in) investing activities of discontinued operations | 129,247 | (566) | ||
Net cash provided by (used in) investing activities | 127,550 | (855) | ||
Cash flows from financing activities: | ||||
Payments on term loans | (600) | |||
Net borrowings on revolving loans | (26,605) | 348 | ||
Payments on Philadelphia Industrial Development Corporation loan | (14) | (23) | ||
Dividends paid to noncontrolling interest | (18) | (109) | ||
Proceeds from stock issued under employee stock purchase plan | 115 | 10 | ||
Proceeds from exercise of stock options | 735 | 204 | ||
Net cash used in financing activities | (117,319) | (170) | ||
Effect of exchange rate changes on cash | (5,319) | (5,702) | ||
Net (decrease) increase in cash and cash equivalents | (8,899) | 833 | ||
Cash and cash equivalents — beginning of period | 25,637 | 24,089 | ||
Cash and cash equivalents — end of period | $ 16,738 | 24,922 | $ 16,738 | 24,922 |
As Previously Reported | ||||
Cash flows from operating activities: | ||||
Net earnings | 1,477 | 2,931 | ||
Loss from discontinued operations | 0 | |||
Adjustments to reconcile net earnings to net cash provided by (used in): | 2,931 | |||
Adjustments to reconcile net earnings to net cash provided by (used in): | ||||
Depreciation and amortization | 5,200 | |||
Provision for bad debts | 3,326 | |||
Amortization of deferred loan fees | 889 | |||
Deferred tax benefit | 605 | |||
Stock based compensation | 1,257 | |||
Unrealized foreign exchange losses on intercompany balances | 0 | |||
Changes in operating assets and liabilities: | ||||
Restricted cash | 633 | |||
Accounts receivable | 7,237 | |||
Accounts receivable - affiliate | (2,208) | |||
Prepaid expenses and other current assets | 844 | |||
Income taxes receivable | (622) | |||
Retainage receivable | (12,714) | |||
Other assets | 4,104 | |||
Accounts payable and accrued expenses | (11,060) | |||
Income taxes payable | (5,013) | |||
Deferred revenue | 5,546 | |||
Other current liabilities | 1,116 | |||
Retainage payable | 68 | |||
Other liabilities | 430 | |||
Net cash (used in) provided by continuing operations | 2,569 | |||
Net cash provided by (used in) discontinued operations | 0 | |||
Net cash (used in) provided by in operating activities | 2,569 | |||
Cash flows from investing activities: | ||||
Purchase of businesses, net of cash acquired | 0 | |||
Proceeds from disposition of discontinued operation (see note 2) | (783) | |||
Net cash used in investing activities of continuing operations | (783) | |||
Net cash provided by (used in) investing activities of discontinued operations | 0 | |||
Net cash provided by (used in) investing activities | (783) | |||
Cash flows from financing activities: | ||||
Payments on term loans | (600) | |||
Net borrowings on revolving loans | 348 | |||
Payments on Philadelphia Industrial Development Corporation loan | (27) | |||
Dividends paid to noncontrolling interest | (111) | |||
Proceeds from stock issued under employee stock purchase plan | 10 | |||
Proceeds from exercise of stock options | 204 | |||
Net cash used in financing activities | (176) | |||
Effect of exchange rate changes on cash | (777) | |||
Net (decrease) increase in cash and cash equivalents | 833 | |||
Cash and cash equivalents — beginning of period | 24,089 | |||
Cash and cash equivalents — end of period | 24,922 | 24,922 | ||
Adjustment | ||||
Cash flows from operating activities: | ||||
Net earnings | 625 | 2,664 | ||
Loss from discontinued operations | 1,817 | |||
Adjustments to reconcile net earnings to net cash provided by (used in): | 4,481 | |||
Adjustments to reconcile net earnings to net cash provided by (used in): | ||||
Depreciation and amortization | (991) | |||
Provision for bad debts | 44 | |||
Amortization of deferred loan fees | 0 | |||
Deferred tax benefit | (917) | |||
Stock based compensation | (82) | |||
Unrealized foreign exchange losses on intercompany balances | 2,117 | |||
Changes in operating assets and liabilities: | ||||
Restricted cash | (68) | |||
Accounts receivable | (3,752) | |||
Accounts receivable - affiliate | (113) | |||
Prepaid expenses and other current assets | 723 | |||
Income taxes receivable | 212 | |||
Retainage receivable | 0 | |||
Other assets | 2,107 | |||
Accounts payable and accrued expenses | (201) | |||
Income taxes payable | 1,481 | |||
Deferred revenue | 1,828 | |||
Other current liabilities | 1,080 | |||
Retainage payable | 462 | |||
Other liabilities | 1,115 | |||
Net cash (used in) provided by continuing operations | 9,526 | |||
Net cash provided by (used in) discontinued operations | (4,535) | |||
Net cash (used in) provided by in operating activities | 4,991 | |||
Cash flows from investing activities: | ||||
Purchase of businesses, net of cash acquired | (58) | |||
Proceeds from disposition of discontinued operation (see note 2) | 552 | |||
Net cash used in investing activities of continuing operations | 494 | |||
Net cash provided by (used in) investing activities of discontinued operations | (566) | |||
Net cash provided by (used in) investing activities | (72) | |||
Cash flows from financing activities: | ||||
Payments on term loans | 0 | |||
Net borrowings on revolving loans | 0 | |||
Payments on Philadelphia Industrial Development Corporation loan | 4 | |||
Dividends paid to noncontrolling interest | 2 | |||
Proceeds from stock issued under employee stock purchase plan | 0 | |||
Proceeds from exercise of stock options | 0 | |||
Net cash used in financing activities | 6 | |||
Effect of exchange rate changes on cash | (4,925) | |||
Net (decrease) increase in cash and cash equivalents | 0 | |||
Cash and cash equivalents — beginning of period | 0 | |||
Cash and cash equivalents — end of period | $ 0 | $ 0 |
Discontinued Operations and S40
Discontinued Operations and Sale of Business Unit (Details) - USD ($) | May 05, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Apr. 30, 2017 | Dec. 31, 2016 |
Details of assets and liabilities and earnings related to discontinued operations | |||||||
Pay off and termination of term loan | $ 117,494,000 | $ 0 | |||||
Payments on term loans | 600,000 | ||||||
Current assets classified as held for sale | |||||||
Accounts receivable, net | $ 47,611,000 | $ 50,892,000 | |||||
Prepaid expenses and other current assets | 3,153,000 | 3,064,000 | |||||
Income taxes receivable | 0 | 695,000 | |||||
Total current assets classified as held for sale | $ 0 | 0 | 50,764,000 | 54,651,000 | |||
Non-current assets classified as held for sale | |||||||
Property and equipment, net | 5,786,000 | 4,617,000 | |||||
Acquired intangibles, net | 3,289,000 | 3,397,000 | |||||
Goodwill | 23,454,000 | 23,461,000 | |||||
Investments | 5,000 | 6,000 | |||||
Other assets | 2,860,000 | 610,000 | |||||
Total non-current assets classified as held for sale | 0 | 0 | 35,394,000 | 32,091,000 | |||
Current liabilities classified as held for sale | |||||||
Accounts payable and accrued expenses | 15,960,000 | 21,539,000 | |||||
Income taxes payable | (17,000) | 92,000 | |||||
Deferred revenue | 0 | 1,562,000 | |||||
Other current liabilities | 15,867,000 | 2,695,000 | |||||
Total current liabilities classified as held for sale | 0 | 0 | 31,810,000 | 25,888,000 | |||
Non-current liabilities classified as held for sale | |||||||
Deferred income taxes | 0 | 385,000 | |||||
Deferred revenue | 92,000 | 1,012,000 | |||||
Retained Earnings | 0 | 457,000 | |||||
Other liabilities | 1,257,000 | 3,233,000 | |||||
Total non-current liabilities classified as held for sale | 0 | 0 | 1,349,000 | 5,087,000 | |||
Net Assets | $ 52,999,000 | $ 55,767,000 | |||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Revenues | 18,119,000 | $ 43,821,000 | 62,149,000 | 85,706,000 | |||
Direct expenses | 9,377,000 | 20,369,000 | 31,339,000 | 40,047,000 | |||
Gross profit | 8,742,000 | 23,452,000 | 30,810,000 | 45,659,000 | |||
Selling, general and administrative expenses | 10,155,000 | 20,617,000 | 33,147,000 | 40,783,000 | |||
Operating (loss) profit | (1,413,000) | 2,835,000 | (2,337,000) | 4,876,000 | |||
Interest and related financing fees, net | 5,763,000 | 2,762,000 | 8,858,000 | 5,531,000 | |||
Loss before income taxes | (7,176,000) | 73,000 | (11,195,000) | (655,000) | |||
Pretax gain on the disposal of discontinued operations | 61,443,000 | 0 | 61,443,000 | 0 | |||
Earnings from discontinued operations before income taxes | 54,267,000 | 73,000 | 50,248,000 | (655,000) | |||
Income tax expense (benefit) | 9,373,000 | 647,000 | 9,605,000 | 1,162,000 | |||
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent | 44,894,000 | 40,643,000 | |||||
Loss from discontinued operations, net of tax | $ 44,894,000 | $ (574,000) | 40,643,000 | (1,817,000) | |||
Depreciation and amortization | $ 3,255,000 | 4,209,000 | |||||
Disposal group, including discontinued operation, effective tax rate | 17.30% | 19.10% | |||||
Legal and professional fees | $ 3,503,000 | $ 4,742,000 | |||||
Construction Claims Group | |||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Expenses related to the sale of discontinued operations | $ 9,248,000 | ||||||
Construction Claims Group | Discontinued operations, Sold | |||||||
Details of assets and liabilities and earnings related to discontinued operations | |||||||
Discontinued operation, consideration | $ 140,000,000 | 129,364,000 | 129,364,000 | ||||
Estimated working capital adjustment | 8,449,000 | ||||||
Assumed indebtedness | 2,187,000 | ||||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||||
Pretax gain on the disposal of discontinued operations | 61,443,000 | ||||||
Depreciation and amortization | 0 | ||||||
Cash transferred to buyer | 4,041,000 | 4,041,000 | |||||
Net proceeds received from Purchaser | 125,323,000 | 125,323,000 | |||||
Assets Held-for-sale | $ 52,999,000 | 52,999,000 | |||||
Disposal group adjustments | $ 10,881,000 | ||||||
Indemnification obligations | Construction Claims Group | Discontinued operations, Sold | |||||||
Details of assets and liabilities and earnings related to discontinued operations | |||||||
Letters of credit outstanding | $ 3,750,000 | ||||||
Period of escrow for indemnification obligations | 12 months | ||||||
Secured Credit Facilities | |||||||
Details of assets and liabilities and earnings related to discontinued operations | |||||||
Payment of accrued interest and certain bank fees | $ 1,214,000 | ||||||
Term loan payable | Secured Credit Facilities | |||||||
Details of assets and liabilities and earnings related to discontinued operations | |||||||
Pay off and termination of term loan | 117,000,000 | ||||||
U.S. Revolver | Secured Credit Facilities | |||||||
Details of assets and liabilities and earnings related to discontinued operations | |||||||
Payments on term loans | 25,000,000 | ||||||
International Revolver | Secured Credit Facilities | |||||||
Details of assets and liabilities and earnings related to discontinued operations | |||||||
Payments on term loans | $ 8,793,000 |
Liquidity (Details)
Liquidity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 10 Months Ended | 12 Months Ended | 51 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Apr. 30, 2018 | Dec. 31, 2016 | Mar. 31, 2017 | Dec. 31, 2012 | |
Liquidity [Line Items] | ||||||||
Revenues | $ 125,436 | $ 132,709 | $ 241,556 | $ 269,608 | ||||
Accounts receivable, allowance for doubtful accounts | 66,941 | 66,941 | $ 71,082 | |||||
Middle East and Africa | ||||||||
Liquidity [Line Items] | ||||||||
Revenues | 49,089 | 100,580 | ||||||
Libya | ||||||||
Liquidity [Line Items] | ||||||||
Accounts receivable | $ 59,937 | |||||||
Collection amount applied to receivables | $ 9,511 | |||||||
Iraq | ||||||||
Liquidity [Line Items] | ||||||||
Accounts receivable, allowance for doubtful accounts | 2,788 | 2,788 | ||||||
Accounts receivable written off | 3,593 | |||||||
Oman | ||||||||
Liquidity [Line Items] | ||||||||
Revenues | 14,002 | |||||||
Accounts receivable | 32,058 | 32,058 | ||||||
Collection amount applied to receivables | 19,253 | $ 42,000 | ||||||
Accounts receivable, past due | $ 16,607 | $ 16,607 | ||||||
Oman | Subsequent event | ||||||||
Liquidity [Line Items] | ||||||||
Collection amount applied to receivables | $ 33,905 |
Accounts Receivable - Component
Accounts Receivable - Components of Accounts Receivable (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Components of accounts receivable | ||
Billed | $ 192,430 | $ 200,134 |
Retainage, current portion | 9,415 | 10,824 |
Unbilled | 25,752 | 24,968 |
Accounts receivable, gross | 227,597 | 235,926 |
Allowance for doubtful accounts | (66,941) | (71,082) |
Total | $ 160,656 | $ 164,844 |
Accounts Receivable - General (
Accounts Receivable - General (Details) - MOTC $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Accounts Receivable | |
Retainage receivable included in non-current retainage receivable | $ 18,112 |
Retention amount | 9,660 |
Amount of retainage receivable relating to defect and liability period | $ 8,452 |
Percentage of monthly invoice retained | 5.00% |
Percentage of retention released after one year from commencement of DLP | 50.00% |
Period after commencement of DLP for release of retention | 1 year |
Maximum period of DLP | 24 months |
Intangible Assets - Acquired (D
Intangible Assets - Acquired (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Summary of acquired intangible assets | ||
Gross Carrying Amount | $ 20,009 | $ 19,716 |
Accumulated Amortization | 15,044 | 13,710 |
Intangible assets, net | 4,965 | 6,006 |
Client relationship | ||
Summary of acquired intangible assets | ||
Gross Carrying Amount | 17,094 | 16,699 |
Accumulated Amortization | 12,606 | 11,298 |
Contract | ||
Summary of acquired intangible assets | ||
Gross Carrying Amount | 2,055 | 2,058 |
Accumulated Amortization | 1,983 | 1,912 |
Trade name | ||
Summary of acquired intangible assets | ||
Gross Carrying Amount | 860 | 959 |
Accumulated Amortization | $ 455 | $ 500 |
Intangible Assets - Amortizatio
Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense related to intangible assets | $ 504 | $ 1,121 | $ 1,063 | $ 1,993 |
Estimated amortization expense of intangible assets for the next five years | ||||
2017 (remaining 6 months) | 978 | 978 | ||
2,018 | 1,088 | 1,088 | ||
2,019 | 990 | 990 | ||
2,020 | 728 | 728 | ||
2,021 | $ 342 | $ 342 |
Goodwill (Details)
Goodwill (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Summary of changes in carrying value of goodwill during 2017 | |
Balance, December 31, 2016 | $ 50,665 |
Translation adjustments | 1,277 |
Balance, June 30, 2017 | $ 51,942 |
Accounts Payable and Accrued 47
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Components of accounts payable and accrued expenses | ||
Accounts payable | $ 28,049 | $ 30,944 |
Accrued payroll and related expenses | 35,140 | 32,618 |
Accrued subcontractor fees | 11,824 | 9,188 |
Accrued agency fees | 6,379 | 5,702 |
Accrued legal and professional fees | 2,814 | 2,223 |
Other accrued expenses | 3,178 | 5,005 |
Accounts payable and accrued expenses, net | $ 87,384 | $ 85,680 |
Notes Payable and Long-Term D48
Notes Payable and Long-Term Debt - Summary of Outstanding Debt Obligations (Details) € in Thousands, $ in Thousands | Jun. 30, 2017USD ($) | May 05, 2017USD ($) | May 05, 2017EUR (€) | Dec. 31, 2016USD ($) |
Summary of outstanding debt obligations | ||||
Unamortized discount and deferred financing costs | $ 196 | |||
Long-term debt, total | 36,906 | $ 144,103 | ||
Less current maturities | 4,532 | 1,983 | ||
Notes payable and long-term debt, net of current maturities | 32,374 | 142,120 | ||
Term loan payable | Philadelphia Industrial Development Corporation | ||||
Summary of outstanding debt obligations | ||||
Long-term debt, total | 627 | 655 | ||
Revolving credit facility | Consortium of banks in Spain | ||||
Summary of outstanding debt obligations | ||||
Long-term debt, total | 2,841 | 2,962 | ||
Revolving credit facility | National Bank of Abu Dhabi | ||||
Summary of outstanding debt obligations | ||||
Long-term debt, total | 3,106 | 0 | ||
2014 Term Loan Facility | Term loan payable | ||||
Summary of outstanding debt obligations | ||||
Unamortized discount and deferred financing costs | 4,416 | |||
Long-term debt, total | 0 | $ 117,000 | 112,884 | |
2017 Term Loan Facility | Term loan payable | ||||
Summary of outstanding debt obligations | ||||
Unamortized discount and deferred financing costs | 972 | |||
Long-term debt, total | 28,832 | 0 | ||
Secured Credit Facilities | U.S. Revolver | ||||
Summary of outstanding debt obligations | ||||
Long-term debt, total | 1,500 | 25,000 | 16,500 | |
Secured Credit Facilities | International Revolver | ||||
Summary of outstanding debt obligations | ||||
Long-term debt, total | $ 0 | $ 8,793 | € 8,300 | $ 11,102 |
Notes Payable and Long-Term D49
Notes Payable and Long-Term Debt - Term Loan Facilities and Revolving Credit Facilities (Details) | May 05, 2017USD ($) | Sep. 26, 2014USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2016USD ($) | Jun. 30, 2017EUR (€) | May 05, 2017EUR (€) |
Notes Payable and Long-Term Debt | ||||||
Long-term Debt | $ 36,906,000 | $ 144,103,000 | ||||
Term loan payable | ||||||
Notes Payable and Long-Term Debt | ||||||
Aggregate principal amount | $ 30,000,000 | |||||
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% | |||||
Mandatory prepayment percentage of the excess cash flow for each fiscal year with the first full fiscal year upon the achievement net leverage ration is equal to or less than 2.25 | 25.00% | |||||
Consolidated net leverage limit for mandatory prepayment percentage of 25% | 2 | |||||
Term of debt | 6 years | |||||
Quarterly principal payment, percentage | 1.00% | 1.00% | ||||
Deferred financing fees | $ 874,000 | |||||
Unamortized balances of expenses and fees | 1,174,000 | |||||
Effective interest rate (as a percent) | 6.96% | |||||
Prepayment premium | 1.00% | |||||
Discount on principal | 1.00% | |||||
Discount on principal amount | $ 300,000 | |||||
Term loan payable | British Bankers Association LIBOR Rate | ||||||
Notes Payable and Long-Term Debt | ||||||
Basis of effective interest rate (as a percent) | 5.75% | |||||
Term loan payable | British Bankers Association LIBOR Rate | Minimum | ||||||
Notes Payable and Long-Term Debt | ||||||
Basis of effective interest rate (as a percent) | 1.00% | |||||
Interest rate (as a percent) | 1.00% | |||||
Term loan payable | One Month LIBOR | ||||||
Notes Payable and Long-Term Debt | ||||||
Basis of effective interest rate (as a percent) | 1.00% | |||||
Term loan payable | Base Rate | ||||||
Notes Payable and Long-Term Debt | ||||||
Basis of effective interest rate (as a percent) | 4.75% | |||||
Term loan payable | Federal Funds Rate | ||||||
Notes Payable and Long-Term Debt | ||||||
Basis of effective interest rate (as a percent) | 0.50% | |||||
Revolving credit facility | ||||||
Notes Payable and Long-Term Debt | ||||||
Term of debt | 5 years | |||||
Deferred financing fees | $ 3,000,000 | |||||
Revolving credit facility | Other Assets | ||||||
Notes Payable and Long-Term Debt | ||||||
Unamortized balances of expenses and fees | 2,773,000 | $ 1,650,000 | ||||
Secured Credit Facilities | ||||||
Notes Payable and Long-Term Debt | ||||||
Debt covenant leverage ratio limit | 3 | |||||
Debt instrument increase in applicable interest rate for past due account receivable limit exceeded | 2.00% | |||||
Increase in applicable interest rate upon default (as a percent) | 2.00% | |||||
Secured Credit Facilities | Loss From discontinued operations | ||||||
Notes Payable and Long-Term Debt | ||||||
Write-off of deferred financing costs | 325,000 | |||||
2014 Term Loan Facility | Loss From discontinued operations | ||||||
Notes Payable and Long-Term Debt | ||||||
Write-off of deferred financing costs | 4,024,000 | |||||
Term loan payable | 2014 Term Loan Facility | ||||||
Notes Payable and Long-Term Debt | ||||||
Long-term Debt | 117,000,000 | 0 | $ 112,884,000 | |||
Revolving credit facility | Secured Credit Facilities | ||||||
Notes Payable and Long-Term Debt | ||||||
Deferred fees | 5,622,000 | |||||
Cash drawn on credit facility | $ 25,191,000 | |||||
Term of debt | 5 years | |||||
Letters of credit outstanding | $ 9,193,000 | |||||
Consolidated net leverage ratio | 3 | |||||
U.S. Revolver | ||||||
Notes Payable and Long-Term Debt | ||||||
Effective interest rate (as a percent) | 7.00% | |||||
U.S. Revolver | Letters of credit | ||||||
Notes Payable and Long-Term Debt | ||||||
Maximum borrowing capacity | $ 25,000,000 | |||||
U.S. Revolver | British Bankers Association LIBOR Rate | ||||||
Notes Payable and Long-Term Debt | ||||||
Basis of effective interest rate (as a percent) | 3.75% | |||||
U.S. Revolver | Base Rate | ||||||
Notes Payable and Long-Term Debt | ||||||
Basis of effective interest rate (as a percent) | 2.75% | |||||
U.S. Revolver | Letters of credit | ||||||
Notes Payable and Long-Term Debt | ||||||
Maximum borrowing capacity | $ 20,000,000 | |||||
Amounts outstanding | $ 8,164,000 | |||||
Available borrowing capacity | 15,336,000 | |||||
U.S. Revolver | Revolving credit facility | ||||||
Notes Payable and Long-Term Debt | ||||||
Aggregate principal amount | 25,000,000 | |||||
Unused facility commitment fees percentage | 0.50% | |||||
U.S. Revolver | Secured Credit Facilities | ||||||
Notes Payable and Long-Term Debt | ||||||
Long-term Debt | 25,000,000 | 1,500,000 | $ 16,500,000 | |||
U.S. Revolver | Secured Credit Facilities | Letters of credit | ||||||
Notes Payable and Long-Term Debt | ||||||
Maximum borrowing capacity | 20,000,000 | |||||
Deferred fees | 1,739,000 | |||||
International Revolver | ||||||
Notes Payable and Long-Term Debt | ||||||
Maximum borrowing capacity | 10,000,000 | |||||
Effective interest rate (as a percent) | 4.10% | |||||
International Revolver | EURIBOR | ||||||
Notes Payable and Long-Term Debt | ||||||
Basis of effective interest rate (as a percent) | 4.50% | |||||
International Revolver | Letters of credit | ||||||
Notes Payable and Long-Term Debt | ||||||
Maximum borrowing capacity | $ 8,000,000 | 9,130,000 | ||||
International Revolver | Revolving credit facility | ||||||
Notes Payable and Long-Term Debt | ||||||
Maximum borrowing capacity | $ 10,000,000 | 10,460,000 | € 9,155,832 | |||
Unused facility commitment fees percentage | 0.75% | |||||
Percentage of eligible receivables that are subject to a perfected security interest which are used in calculation of borrowing base | 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% | |||||
International Revolver | Secured Credit Facilities | ||||||
Notes Payable and Long-Term Debt | ||||||
Long-term Debt | 8,793,000 | $ 0 | $ 11,102,000 | € 8,300,000 | ||
International Revolver | Secured Credit Facilities | Letters of credit | ||||||
Notes Payable and Long-Term Debt | ||||||
Maximum borrowing capacity | $ 8,000,000 | |||||
Other Foreign Banks | ||||||
Notes Payable and Long-Term Debt | ||||||
Maximum borrowing capacity | 83,512,000 | |||||
Letters of credit outstanding | 35,450,000 | |||||
Other Foreign Banks | International Revolver | Revolving credit facility | Foreign credit agreements | ||||||
Notes Payable and Long-Term Debt | ||||||
Amounts outstanding | 809,000 | |||||
Available borrowing capacity | $ 9,651,000 |
Notes Payable and Long-Term D50
Notes Payable and Long-Term Debt - Other Debt Arrangements (Details) R$ in Thousands | May 05, 2017USD ($) | Sep. 26, 2014USD ($) | Jun. 30, 2017USD ($)item | Dec. 31, 2016USD ($)loanfacilityitem | Jun. 30, 2017EUR (€) | Dec. 31, 2016BRL (R$) | Dec. 31, 2016EUR (€) | Dec. 31, 2016AED (د.إ) | Dec. 17, 2016EUR (€) |
Other Foreign Banks | |||||||||
Description of terms of credit agreement | |||||||||
Maximum borrowing capacity | $ 83,512,000 | ||||||||
Letters of credit outstanding | 35,450,000 | ||||||||
Letters of credit | National Bank of Abu Dhabi | |||||||||
Description of terms of credit agreement | |||||||||
Maximum borrowing capacity | 54,451,000 | د.إ 200,000,000 | |||||||
Letters of credit outstanding | $ 27,002,000 | د.إ 99,180,000 | |||||||
Term loan payable | |||||||||
Description of terms of credit agreement | |||||||||
Aggregate principal amount | $ 30,000,000 | ||||||||
Term of debt | 6 years | ||||||||
Unamortized balances of expenses and fees | $ 1,174,000 | ||||||||
Effective interest rate (as a percent) | 6.96% | ||||||||
Quarterly principal payment, percentage | 1.00% | ||||||||
Discount on principal | 1.00% | ||||||||
Discount on principal amount | $ 300,000 | ||||||||
Deferred financing fees | $ 874,000 | ||||||||
Term loan payable | Philadelphia Industrial Development Corporation | |||||||||
Description of terms of credit agreement | |||||||||
Aggregate principal amount | $ 750,000 | ||||||||
Interest rate (as a percent) | 2.75% | 2.75% | 2.75% | 2.75% | |||||
Term of debt | 144 months | ||||||||
Amount payable in each installment | $ 6,000 | ||||||||
Official Credit Institute Loan | Hill Spain | Bankia Bank | |||||||||
Description of terms of credit agreement | |||||||||
Interest rate (as a percent) | 5.37% | 5.37% | 5.37% | 5.37% | |||||
Maximum borrowing capacity | $ 34,000 | € 30,000 | |||||||
Decrease in amount on quarterly basis | € | € 15,000 | ||||||||
Revolving credit facility | |||||||||
Description of terms of credit agreement | |||||||||
Term of debt | 5 years | ||||||||
Deferred financing fees | $ 3,000,000 | ||||||||
Revolving credit facility | National Bank of Abu Dhabi | |||||||||
Description of terms of credit agreement | |||||||||
Maximum borrowing capacity | 3,131,000 | د.إ 11,500,000 | |||||||
Amounts outstanding | $ 3,106,000 | د.إ 11,408,000 | |||||||
Revolving credit facility | National Bank of Abu Dhabi | Emirates InterBank Offer Rate | |||||||||
Description of terms of credit agreement | |||||||||
Basis of effective interest rate (as a percent) | 3.50% | ||||||||
Effective interest rate (as a percent) | 4.91% | ||||||||
Revolving credit facility | National Bank of Abu Dhabi | Emirates InterBank Offer Rate | Minimum | |||||||||
Description of terms of credit agreement | |||||||||
Interest rate (as a percent) | 5.50% | 5.50% | 5.50% | 5.50% | |||||
Revolving credit facility | Engineering S.A. | |||||||||
Description of terms of credit agreement | |||||||||
Number of revolving credit lines maintained by Engineering S.A. | item | 4 | ||||||||
Number of banks involved in revolving credit facility | loanfacility | 2 | ||||||||
Maximum borrowing capacity | $ 755,000 | ||||||||
Amounts outstanding | $ 0 | R$ 2380 | |||||||
Weighted average interest rate (as a percent) | 5.07% | 5.07% | 5.07% | 5.07% | |||||
Period of automatic renewal | 3 months | ||||||||
Revolving credit facility | Hill Spain | Consortium of banks in Spain | |||||||||
Description of terms of credit agreement | |||||||||
Interest rate (as a percent) | 6.50% | 6.50% | |||||||
Number of banks involved in revolving credit facility | item | 3 | ||||||||
Maximum borrowing capacity | $ 2,767,000 | € 2,425,000 | € 5,640,000 | ||||||
Revolving credit facility | Hill Spain | Consortium of banks in Spain | Minimum | |||||||||
Description of terms of credit agreement | |||||||||
Interest rate (as a percent) | 1.85% | 1.85% | |||||||
Term of debt | 36 months | ||||||||
Revolving credit facility | Hill Spain | Consortium of banks in Spain | Maximum | |||||||||
Description of terms of credit agreement | |||||||||
Interest rate (as a percent) | 3.50% | 3.50% | |||||||
Term of debt | 60 months |
Supplemental Cash Flow Inform51
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Summary of additional cash flow information | ||
Interest and related financing fees paid | $ 4,026 | $ 5,924 |
Income taxes paid | 4,928 | 7,390 |
Increase (decrease) in other current liabilities and decrease (increase) in additional paid-in capital related to ESA Put Options | (777) | 2,670 |
Increase in additional paid-in capital from the issuance of shares of common stock from cashless exercise of stock options | $ 0 | $ 729 |
Earnings per Share (Details)
Earnings per Share (Details) - shares shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Dilutive stock options (in shares) | 464 | 221 | 562 | 98 |
Total number of shares excluded from diluted earnings per common share | 2,419 | 2,906 | 2,419 | 5,631 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Share-Based Compensation | ||||
Aggregate fair value of options granted (in dollars) | $ 1,412 | |||
Average expected life | 5 years | |||
Volatility (as a percent) | 48.30% | |||
Weighted average risk-free interest rate (as a percent) | 2.08% | |||
Compensation expense | $ 1,974 | $ 599 | $ 2,434 | $ 1,257 |
Exercise price of $3.96 | ||||
Share-Based Compensation | ||||
Options outstanding (in shares) | 6,057,207 | 6,057,207 | ||
Weighted average exercise price of outstanding options (in dollars per share) | $ 4.32 | $ 4.32 | ||
Exercise price of $ | ||||
Share-Based Compensation | ||||
Weighted average exercise price of options granted (in dollars per share) | $ 4.98 | |||
Weighted-average contractual life | 7 years | |||
Weighted average exercise price of $5.55 | ||||
Share-Based Compensation | ||||
Options lapsed (in shares) | 1,293,200 | |||
Weighted average exercise price of options lapsed (in dollars per share) | $ 5.48 | |||
Weighted average exercise price of $4.40 | ||||
Share-Based Compensation | ||||
Options forfeited (in shares) | 216,585 | |||
Weighted average exercise price of options forfeited (in dollars per share) | $ 4.39 | |||
2008 Employee Stock Purchase Plan | ||||
Share-Based Compensation | ||||
Shares purchased (in shares) | 30,671 | |||
Aggregate purchase price | $ 115 | |||
Options vesting over a five-year period | Exercise price of $ | ||||
Share-Based Compensation | ||||
Options granted (in shares) | 715,853 | |||
Award vesting period | 5 years |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Increase (decrease) in stockholders' equity | ||||
Stockholders’ equity, December 31, 2016 | $ 76,352 | |||
Net earnings | $ 43,898 | $ 2,102 | 41,663 | $ 5,595 |
Other comprehensive earnings | (2,202) | |||
Comprehensive (loss) earnings | 39,461 | |||
Additional paid in capital | 4,138 | |||
Stockholders’ equity, June 30, 2017 | 119,951 | 119,951 | ||
Non-controlling Interests | ||||
Increase (decrease) in stockholders' equity | ||||
Stockholders’ equity, December 31, 2016 | 1,994 | |||
Net earnings | 120 | |||
Other comprehensive earnings | (136) | |||
Comprehensive (loss) earnings | (16) | |||
Additional paid in capital | 0 | |||
Stockholders’ equity, June 30, 2017 | 1,978 | 1,978 | ||
Hill International, Inc. Stockholders | ||||
Increase (decrease) in stockholders' equity | ||||
Stockholders’ equity, December 31, 2016 | 74,358 | |||
Net earnings | 41,543 | |||
Other comprehensive earnings | (2,066) | |||
Comprehensive (loss) earnings | 39,477 | |||
Additional paid in capital | 4,138 | |||
Stockholders’ equity, June 30, 2017 | $ 117,973 | $ 117,973 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Income Tax Contingency [Line Items] | |||||
Effective income tax rate (as a percent) | 39.50% | 50.70% | 40.70% | 30.20% | |
Components of (loss) earnings before income taxes | |||||
(Loss) earnings before income taxes | $ (1,645) | $ 5,425 | $ 1,720 | $ 10,617 | |
Income tax expense (benefit), net | (649) | 2,749 | 700 | 3,205 | |
Operating loss carryforwards utilized | 56,000 | ||||
Other liabilities | |||||
Components of (loss) earnings before income taxes | |||||
Reserve for uncertain tax positions | 7,092 | 7,092 | $ 6,735 | ||
U.S. | |||||
Components of (loss) earnings before income taxes | |||||
(Loss) earnings before income taxes | (1,018) | (4,578) | (4,108) | (13,462) | |
Income tax expense (benefit), net | (1,726) | 0 | (1,726) | 0 | |
Foreign | |||||
Components of (loss) earnings before income taxes | |||||
(Loss) earnings before income taxes | (627) | 10,003 | 5,828 | 24,079 | |
Income tax expense (benefit), net | $ 1,077 | $ 2,749 | $ 2,426 | $ 3,205 |
Segment and Related Informati56
Segment and Related Information - Revenue by Geographic Region (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017USD ($)country | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)countrysegment | Jun. 30, 2016USD ($) | |
Consulting Fee Revenue and Total Revenue by Geographic Region: | ||||
Number of reporting units | segment | 1 | |||
Revenues | $ 125,436 | $ 132,709 | $ 241,556 | $ 269,608 |
Revenues (as a percent) | 100.00% | 100.00% | 100.00% | 100.00% |
U.S./Canada | ||||
Consulting Fee Revenue and Total Revenue by Geographic Region: | ||||
Revenues | $ 60,852 | $ 52,279 | $ 109,589 | $ 97,519 |
Revenues (as a percent) | 48.50% | 39.40% | 45.40% | 36.20% |
Latin America | ||||
Consulting Fee Revenue and Total Revenue by Geographic Region: | ||||
Revenues | $ 3,258 | $ 5,188 | $ 6,300 | $ 10,394 |
Revenues (as a percent) | 2.60% | 3.90% | 2.60% | 3.90% |
Europe | ||||
Consulting Fee Revenue and Total Revenue by Geographic Region: | ||||
Revenues | $ 9,930 | $ 9,964 | $ 20,120 | $ 19,728 |
Revenues (as a percent) | 7.90% | 7.50% | 8.30% | 7.30% |
Middle East | ||||
Consulting Fee Revenue and Total Revenue by Geographic Region: | ||||
Revenues | $ 43,187 | $ 55,650 | $ 88,964 | $ 121,307 |
Revenues (as a percent) | 34.40% | 41.90% | 36.80% | 45.00% |
Africa | ||||
Consulting Fee Revenue and Total Revenue by Geographic Region: | ||||
Revenues | $ 5,902 | $ 6,318 | $ 11,616 | $ 12,713 |
Revenues (as a percent) | 4.70% | 4.80% | 4.80% | 4.70% |
Asia/Pacific | ||||
Consulting Fee Revenue and Total Revenue by Geographic Region: | ||||
Revenues | $ 2,307 | $ 3,310 | $ 4,967 | $ 7,947 |
Revenues (as a percent) | 1.90% | 2.50% | 2.10% | 2.90% |
Non-US | Geographic Concentration Risk | Sales Revenue, Services, Net | ||||
Consulting Fee Revenue and Total Revenue by Geographic Region: | ||||
Number of countries | country | 0 | 0 | ||
United Arab Emirates | ||||
Consulting Fee Revenue and Total Revenue by Geographic Region: | ||||
Revenues | $ 28,751 | $ 54,548 | ||
Percentage of Revenue | 21.70% | 20.20% | ||
Oman | ||||
Consulting Fee Revenue and Total Revenue by Geographic Region: | ||||
Revenues | $ 14,002 | |||
Percentage of Revenue | 10.60% |
Segment and Related Informati57
Segment and Related Information - Operating Profit (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Operating Profit (Loss) | ||||
Operating profit (loss) | $ (1,363) | $ 6,001 | $ 2,751 | $ 11,821 |
Operating segment | U.S. | ||||
Operating Profit (Loss) | ||||
Operating profit (loss) | 7,104 | 5,320 | 11,380 | 8,148 |
Operating segment | Latin America | ||||
Operating Profit (Loss) | ||||
Operating profit (loss) | (2,142) | 1,292 | (2,519) | 2,187 |
Operating segment | Europe | ||||
Operating Profit (Loss) | ||||
Operating profit (loss) | 2,393 | (2,753) | 3,818 | (1,240) |
Operating segment | Middle East | ||||
Operating Profit (Loss) | ||||
Operating profit (loss) | 4,567 | 8,083 | 11,362 | 18,645 |
Operating segment | Africa | ||||
Operating Profit (Loss) | ||||
Operating profit (loss) | (1,490) | 1,048 | (715) | (1,115) |
Operating segment | Asia/Pacific | ||||
Operating Profit (Loss) | ||||
Operating profit (loss) | (574) | 77 | (447) | 811 |
Corporate | ||||
Operating Profit (Loss) | ||||
Operating profit (loss) | $ (11,221) | $ (7,066) | $ (20,128) | $ (15,615) |
Segment and Related Informati58
Segment and Related Information - Depreciation and Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Depreciation and Amortization Expense | ||||
Depreciation and amortization expense | $ 1,660 | $ 2,303 | $ 3,255 | $ 4,209 |
Operating segment | Project Management | ||||
Depreciation and Amortization Expense | ||||
Depreciation and amortization expense | 1,453 | 2,124 | 2,975 | 3,974 |
Corporate | ||||
Depreciation and Amortization Expense | ||||
Depreciation and amortization expense | $ 207 | $ 179 | $ 280 | $ 235 |
Segment and Related Informati59
Segment and Related Information - Revenue by Client Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Consulting Fee Revenue and Total Revenue By Client Type: | ||||
Revenues | $ 125,436 | $ 132,709 | $ 241,556 | $ 269,608 |
Revenues (as a percent) | 100.00% | 100.00% | 100.00% | 100.00% |
U.S. federal government | ||||
Consulting Fee Revenue and Total Revenue By Client Type: | ||||
Revenues | $ 4,015 | $ 2,803 | $ 7,236 | $ 5,661 |
Revenues (as a percent) | 3.20% | 2.10% | 3.00% | 2.10% |
U.S. state, regional and local governments | ||||
Consulting Fee Revenue and Total Revenue By Client Type: | ||||
Revenues | $ 40,715 | $ 39,147 | $ 75,955 | $ 73,120 |
Revenues (as a percent) | 32.50% | 29.50% | 31.40% | 27.10% |
Foreign governments | ||||
Consulting Fee Revenue and Total Revenue By Client Type: | ||||
Revenues | $ 35,440 | $ 42,492 | $ 72,022 | $ 95,045 |
Revenues (as a percent) | 28.30% | 32.00% | 29.80% | 35.30% |
Private sector | ||||
Consulting Fee Revenue and Total Revenue By Client Type: | ||||
Revenues | $ 45,266 | $ 48,267 | $ 86,343 | $ 95,782 |
Revenues (as a percent) | 36.00% | 36.40% | 35.80% | 35.50% |
Segment and Related Informati60
Segment and Related Information - Property, Plant and Equipment, Net by Geographic Location (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment, Net by Geographic Location: | ||
Property, plant and equipment, net | $ 14,880 | $ 16,389 |
U.S./Canada | ||
Property, Plant and Equipment, Net by Geographic Location: | ||
Property, plant and equipment, net | 11,347 | 12,626 |
Latin America | ||
Property, Plant and Equipment, Net by Geographic Location: | ||
Property, plant and equipment, net | 792 | 881 |
Europe | ||
Property, Plant and Equipment, Net by Geographic Location: | ||
Property, plant and equipment, net | 1,103 | 218 |
Middle East | ||
Property, Plant and Equipment, Net by Geographic Location: | ||
Property, plant and equipment, net | 1,371 | 1,645 |
North Africa | ||
Property, Plant and Equipment, Net by Geographic Location: | ||
Property, plant and equipment, net | 127 | 169 |
Asia/Pacific | ||
Property, Plant and Equipment, Net by Geographic Location: | ||
Property, plant and equipment, net | $ 140 | $ 850 |
Commitments and Contingencies -
Commitments and Contingencies - General Litigation and Acquisition-Related Contingencies (Details) R$ in Thousands, $ in Thousands | Oct. 05, 2015USD ($) | Feb. 28, 2011 | Dec. 31, 2015USD ($) | Dec. 31, 2013USD ($) | Jun. 30, 2017USD ($) | Jun. 17, 2016BRL (R$) |
ESA | ||||||
Acquisition-Related Contingencies | ||||||
Value of shares purchased on exercise of Put Options | $ 2,618 | R$ 8656 | ||||
M.A. Angeliades, Inc. 2013 Complaint | ||||||
Acquisition-Related Contingencies | ||||||
Possible loss contingency | $ 8,771 | |||||
Settlement amount | $ 2,596 | |||||
Interest amount | 1,056 | |||||
Interest accrued | $ 448 | |||||
Interest amount charged to expense | $ 608 | |||||
Hill Spain | ESA | ||||||
Acquisition-Related Contingencies | ||||||
Ownership interest | 91.00% | |||||
Multiple of earnings for determining purchase price of minority shares | 7 | |||||
Call option purchase price premium if exercised by Hill Spain (as a percent) | 5.00% | |||||
Call/put option exercise period after audited financial statements | 3 months |
Commitments and Contingencies-
Commitments and Contingencies- Other (Details) $ in Thousands | Jul. 13, 2015USD ($)employee | Jun. 30, 2017USD ($) | Dec. 31, 2016USD ($) |
Grant received | $ 1,000 | ||
Minimum capital expenditure required to be made to receive grant | $ 6,425 | ||
Minimum term of lease | 7 years | ||
Minimum persons to be employed | employee | 359 | ||
Term of lease | 12 years | ||
Tenant improvement allowance from landlord | $ 3,894 | ||
Amortization period for tenant improvements | 12 years | ||
Other liabilities | |||
Potential tax liability related to certain foreign subsidiaries | $ 2,132 | ||
Tenant improvement allowance from landlord | $ 3,894 | ||
Amortization period for tenant improvements | 12 years | ||
Other liabilities | Discontinued Operations | |||
Potential tax liability related to certain foreign subsidiaries | $ 444 |
Subsequent Events - Finalizatio
Subsequent Events - Finalization of ESA Put Option (Details) - Subsequent event - ESA R$ in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Mar. 31, 2018USD ($) | Mar. 31, 2018BRL (R$) | Feb. 28, 2018USD ($) | Feb. 28, 2018BRL (R$) | Dec. 31, 2017USD ($) | Dec. 31, 2017BRL (R$) | |
Acquisitions | ||||||
Reduced total payment to acquire business | $ 1,841 | R$ 6084 | ||||
Adjustment to additional paid-in capital | $ 953 | R$ 3146 | $ 1,365 | R$ 4475 |
Subsequent Events - Performance
Subsequent Events - Performance Guarantee (Details) $ in Thousands | Feb. 08, 2018USD ($) |
Subsequent event | Forecast | |
Subsequent events | |
Amount of performance guaranteed | $ 7,927 |