Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jan. 31, 2016 | Mar. 04, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jan. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | KFY | |
Entity Registrant Name | KORN FERRY INTERNATIONAL | |
Entity Central Index Key | 56,679 | |
Current Fiscal Year End Date | --04-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 57,283,719 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jan. 31, 2016 | Apr. 30, 2015 |
ASSETS | ||
Cash and cash equivalents | $ 207,342 | $ 380,838 |
Marketable securities | 9,118 | 25,757 |
Receivables due from clients, net of allowance for doubtful accounts of $11,775 and $9,958, respectively | 330,687 | 188,543 |
Income taxes and other receivables | 32,549 | 10,966 |
Prepaid expenses and other assets | 43,157 | 31,054 |
Total current assets | 622,853 | 637,158 |
Marketable securities, non-current | 126,820 | 118,819 |
Property and equipment, net | 90,150 | 62,088 |
Cash surrender value of company owned life insurance policies, net of loans | 104,837 | 102,691 |
Deferred income taxes, net | 61,448 | 59,841 |
Goodwill | 575,112 | 254,440 |
Intangible assets, net | 238,889 | 47,901 |
Investments and other assets | 53,191 | 34,863 |
Total assets | 1,873,300 | 1,317,801 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable | 25,656 | 19,238 |
Income taxes payable | 2,612 | 3,813 |
Compensation and benefits payable | 213,599 | 219,364 |
Term loan | 31,034 | |
Other accrued liabilities | 155,100 | 63,595 |
Total current liabilities | 428,001 | 306,010 |
Deferred compensation and other retirement plans | 203,378 | 173,432 |
Term loan, non-current | 116,466 | |
Deferred tax liabilities | 57,985 | |
Other liabilities | 36,756 | 23,110 |
Total liabilities | 842,586 | 502,552 |
Stockholders' equity: | ||
Common stock: $0.01 par value, 150,000 shares authorized, 69,951 and 62,863 shares issued and 57,270 and 50,573 shares outstanding, respectively | 697,397 | 463,839 |
Retained earnings | 401,032 | 392,033 |
Accumulated other comprehensive loss, net | (67,715) | (40,623) |
Total stockholders' equity | 1,030,714 | 815,249 |
Total liabilities and stockholders' equity | $ 1,873,300 | $ 1,317,801 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jan. 31, 2016 | Apr. 30, 2015 |
Allowance for doubtful accounts | $ 11,775 | $ 9,958 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 69,951,000 | 62,863,000 |
Common stock, shares outstanding | 57,270,000 | 50,573,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Fee revenue | $ 344,158 | $ 249,545 | $ 892,152 | $ 756,435 |
Reimbursed out-of-pocket engagement expenses | 14,721 | 9,326 | 37,401 | 27,478 |
Total revenue | 358,879 | 258,871 | 929,553 | 783,913 |
Compensation and benefits | 242,429 | 164,802 | 610,493 | 508,564 |
General and administrative expenses | 57,395 | 36,767 | 139,449 | 104,280 |
Reimbursed expenses | 14,721 | 9,326 | 37,401 | 27,478 |
Cost of services | 17,494 | 8,653 | 38,850 | 27,824 |
Depreciation and amortization | 10,330 | 6,814 | 24,933 | 20,363 |
Restructuring charges (recoveries), net | 30,577 | (418) | 30,577 | 9,468 |
Total operating expenses | 372,946 | 225,944 | 881,703 | 697,977 |
Operating (loss) income | (14,067) | 32,927 | 47,850 | 85,936 |
Other (loss) income, net | (7,092) | (1,478) | (9,812) | 3,061 |
Interest (expense) income, net | (372) | 288 | (1,215) | (1,426) |
(Loss) income before (benefit) provision for income taxes and equity in earnings of unconsolidated subsidiaries | (21,531) | 31,737 | 36,823 | 87,571 |
Equity in earnings of unconsolidated subsidiaries, net | 181 | 778 | 1,446 | 1,696 |
Income tax (benefit) provision | (5,355) | 9,576 | 13,211 | 26,392 |
Net (loss) income | $ (15,995) | $ 22,939 | $ 25,058 | $ 62,875 |
(Loss) Earnings per common share: | ||||
Basic | $ (0.30) | $ 0.46 | $ 0.49 | $ 1.27 |
Diluted | $ (0.30) | $ 0.46 | $ 0.48 | $ 1.25 |
Weighted-average common shares outstanding: | ||||
Basic | 54,003 | 49,135 | 51,159 | 48,973 |
Diluted | 54,003 | 49,724 | 51,683 | 49,663 |
Cash dividends declared per share: | $ 0.10 | $ 0.30 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Net (loss) income | $ (15,995) | $ 22,939 | $ 25,058 | $ 62,875 |
Other comprehensive income: | ||||
Foreign currency translation adjustments | (11,447) | (26,537) | (28,430) | (42,772) |
Deferred compensation and pension plan adjustments, net of tax | 447 | 466 | 1,342 | 1,420 |
Unrealized losses on marketable securities, net of tax | (5) | (4) | (7) | |
Comprehensive (loss) income | $ (26,995) | $ (3,137) | $ (2,034) | $ 21,516 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 25,058 | $ 62,875 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Depreciation and amortization | 24,933 | 20,363 |
Stock-based compensation expense | 13,539 | 10,378 |
Provision for doubtful accounts | 6,656 | 5,644 |
Gain on cash surrender value of life insurance policies | (1,801) | (8,498) |
Loss (gain) on marketable securities | 8,904 | (4,328) |
Deferred income taxes | 3,059 | 1,049 |
Change in other assets and liabilities: | ||
Deferred compensation | (3,714) | 2,846 |
Receivables due from clients | (32,291) | (31,144) |
Income tax and other receivables | (11,038) | 1,066 |
Prepaid expenses and other assets | (6,560) | (1,340) |
Investment in unconsolidated subsidiaries | (1,446) | (1,696) |
Income taxes payable | (4,243) | (4,999) |
Accounts payable and accrued liabilities | (29,184) | (26,899) |
Other | (9,243) | (7,232) |
Net cash (used in) provided by operating activities | (17,371) | 18,085 |
Cash flows from investing activities: | ||
Cash paid for acquisition, net of cash acquired | (252,568) | |
Purchase of property and equipment | (17,673) | (15,605) |
Purchase of marketable securities | (30,276) | (22,752) |
Proceeds from sales/maturities of marketable securities | 29,837 | 12,533 |
Premiums on company-owned life insurance policies | (1,352) | (1,385) |
Proceeds from life insurance policies | 2,553 | 8,087 |
Dividends received from unconsolidated subsidiaries | 2,130 | 1,656 |
Net cash used in investing activities | (267,349) | (17,466) |
Cash flows from financing activities: | ||
Proceeds from term loan facility | 150,000 | |
Principal payment on term loan facility | (2,500) | |
Purchase of common stock | (6,709) | (3,842) |
Proceeds from issuance of common stock upon exercise of employee stock options and in connection with an employee stock purchase plan | 3,972 | 2,177 |
Tax benefit related to stock-based compensation | 4,730 | 1,386 |
Dividends paid to shareholders | (16,059) | |
Payments on life insurance policy loans | (1,251) | (3,301) |
Net cash provided by (used in) financing activities | 132,183 | (3,580) |
Effect of exchange rate changes on cash and cash equivalents | (20,959) | (26,305) |
Net decrease in cash and cash equivalents | (173,496) | (29,266) |
Cash and cash equivalents at beginning of period | 380,838 | 333,717 |
Cash and cash equivalents at end of period | $ 207,342 | $ 304,451 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 9 Months Ended |
Jan. 31, 2016 | |
Organization and Summary of Significant Accounting Policies | 1. Organization and Summary of Significant Accounting Policies Nature of Business Korn/Ferry International, a Delaware corporation (the “Company”), and its subsidiaries are engaged in the business of providing talent management solutions, including executive recruitment on a retained basis, recruitment for non-executive professionals, recruitment process outsourcing and leadership & talent consulting services. The Company’s worldwide network of 150 offices in 52 countries enables it to meet the needs of its clients in all industries. Basis of Consolidation and Presentation The accompanying financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended April 30, 2015 for the Company and its wholly and majority owned/controlled domestic and international subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The preparation of the consolidated financial statements conform with United States (“U.S.”) generally accepted accounting principles (“GAAP”) and prevailing practice within the industry. The consolidated financial statements include all adjustments, consisting of normal recurring accruals and any other adjustments that management considers necessary for a fair presentation of the results for these periods. The results of operations for the interim period are not necessarily indicative of the results for the entire fiscal year. Investments in affiliated companies, which are 50% or less owned and where the Company exercises significant influence over operations, are accounted for using the equity method. The Company considers events or transactions that occur after the balance sheet date but before the consolidated financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosures. Use of Estimates and Uncertainties The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates, and changes in estimates are reported in current operations as new information is learned or upon the amounts becoming fixed and determinable. The most significant areas that require management judgment are revenue recognition, restructuring, deferred compensation, annual performance related bonuses, evaluation of the carrying value of receivables, goodwill and other intangible assets, fair value of contingent consideration, share-based payments and the recoverability of deferred income taxes. Revenue Recognition Substantially all fee revenue is derived from fees for professional services related to executive recruitment performed on a retained basis, recruitment for non-executive professionals, recruitment process outsourcing and leadership & talent consulting services. Fee revenue from executive recruitment activities and recruitment for non-executive professionals is generally one-third of the estimated first year cash compensation of the placed executive or non-executive professional, as applicable, plus a percentage of the fee to cover indirect engagement related expenses. The Company generally recognizes such revenue on a straight-line basis over a three-month period, commencing upon client acceptance, as this is the period over which the recruitment services are performed. Fees earned in excess of the initial contract amount are recognized upon completion of the engagement, which reflect the difference between the final actual compensation of the placed executive and the estimate used for purposes of the previous billings. Since the initial contract fees are typically not contingent upon placement of a candidate, our assumptions primarily relate to establishing the period over which such service is performed. These assumptions determine the timing of revenue recognition and profitability for the reported period. Any revenues associated with services that are provided on a contingent basis are recognized once the contingency is resolved. In addition to recruitment for non-executive professionals, Futurestep provides recruitment process outsourcing (“RPO”) services and fee revenue is recognized as services are rendered and/or as milestones are achieved. Fee revenue from Hay Group (formerly known as Leadership & Talent Consulting (“Legacy LTC”) and combined with HG (Luxembourg) S.à.r.l (“Legacy Hay”)) services is recognized as services are rendered for consulting engagements and other time based services, measured by total hours incurred to the total estimated hours at completion. It is possible that updated estimates for the consulting engagement may vary from initial estimates with such updates being recognized in the period of determination. Depending on the timing of billings and services rendered, the Company accrues or defers revenue as appropriate. Hay Group revenue is also derived from the sale of solution services, which includes revenue from licenses, compensation data and from the sale of products. Revenue from licenses is recognized using a straight-line method over the term of the contract (generally 12 months). Under the fixed term licenses, the Company is obligated to provide the licensee with access to any updates to the underlying intellectual property that are made by the Company during the term of the license. Once the term of the agreement expires, the client’s right to access or use the intellectual property expires and the Company has no further obligations to the client under the license agreement. Revenue from perpetual licenses is recognized when the license is sold since the Company’s only obligation is to provide the client access to the intellectual property but is not obligated to provide maintenance, support, updates or upgrades. Products sold by the Company mainly consist of books and automated services covering a variety of topics including performance management, team effectiveness, and coaching and development. The Company recognizes revenue for its products when the product has been sold or shipped in the case of books. As of January 31, 2016 and April 30, 2015, the Company included deferred revenue of $94.0 million and $40.5 million, respectively, in other accrued liabilities. Allowance for Doubtful Accounts An allowance is established for doubtful accounts by taking a charge to general and administrative expenses. The amount of the allowance is based on historical loss experience, assessment of the collectability of specific accounts, as well as expectations of future collections based upon trends and the type of work for which services are rendered. After the Company exhausts all collection efforts, the amount of the allowance is reduced for balances identified as uncollectible. Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. As of January 31, 2016 and April 30, 2015, the Company’s investments in cash equivalents, consist of money market funds for which market prices are readily available. As of January 31, 2016 and April 30, 2015, the Company had cash equivalents of $69.9 million and $260.6 million, respectively. Marketable Securities The Company currently has investments in marketable securities and mutual funds which are classified as either trading securities or available-for-sale, based upon management’s intent and ability to hold, sell or trade such securities. The classification of the investments in these marketable securities and mutual funds is assessed upon purchase and reassessed at each reporting period. These investments are recorded at fair value and are classified as marketable securities in the accompanying consolidated balance sheets. The investments that the Company may sell within the next twelve months are carried as current assets. Realized gains (losses) on marketable securities are determined by specific identification. Interest is recognized on an accrual basis, dividends are recorded as earned on the ex-dividend date. Interest and dividend income are recorded in the accompanying consolidated statements of operations in interest expense, net. The Company invests in mutual funds (for which market prices are readily available) that are held in trust to satisfy obligations under the Company’s deferred compensation plans (see Note 5 — Marketable Securities The Company also invests cash in excess of its daily operating requirements and capital needs primarily in marketable fixed income (debt) securities in accordance with the Company’s investment policy, which restricts the type of investments that can be made. At April 30, 2015, the Company’s investment portfolio includes corporate bonds. These marketable fixed income (debt) securities are classified as available-for-sale securities based on management’s decision, at the date such securities are acquired, not to hold these securities to maturity or actively trade them. The Company carries these marketable debt securities at fair value based on the market prices for these marketable debt securities or similar debt securities whose prices are readily available. The changes in fair values, net of applicable taxes, are recorded as unrealized gains or losses as a component of comprehensive (loss) income. When, in the opinion of management, a decline in the fair value of an investment below its amortized cost is considered to be “other-than-temporary,” a credit loss is recorded in the statement of operations in other (loss) income, net; any amount in excess of the credit loss is recorded as unrealized gains or losses as a component of comprehensive (loss) income. Generally, the amount of the loss is the difference between the cost or amortized cost and its then current fair value; a credit loss is the difference between the discounted expected future cash flows to be collected from the debt security and the cost or amortized cost of the debt security. The determination of the other-than-temporary decline includes, in addition to other relevant factors, a presumption that if the market value is below cost by a significant amount for a period of time, a write-down may be necessary. During the three and nine months ended January 31, 2016 and 2015, no other-than-temporary impairment was recognized. Foreign Currency Forward Contracts Not Designated as Hedges Beginning in the third quarter of fiscal 2016, the Company established a program that primarily utilizes foreign currency forward contracts to offset the risks associated with the effects of certain foreign currency exposures due to an increase in the foreign currency exposures as a result of the Legacy Hay acquisition. These foreign currency forward contracts are neither used for trading purposes nor are they designated as hedging instruments pursuant to Accounting Standards Codification 815, Derivatives and Hedging. Accordingly, the fair value of these contracts are recorded as of the end of the reporting period in the accompanying consolidated balance sheets, while the change in fair value is recorded to the accompanying consolidated statement of operations. As of January 31, 2016, the total notional amounts of the forward contracts purchased and sold were $8.9 million and $51.3 million, respectively. The outstanding foreign currency forward contracts were included in prepaid expenses and other assets in the accompanying consolidated balance sheets as of January 31, 2016 and were immaterial. The Company incurred $0.4 million of net losses related to forward contracts for the three months ended January 31, 2016, which is recorded in general and administrative expenses in the accompanying consolidated statements of operations. The cash flows related to foreign currency forward contracts are included in cash (used in) provided by operating activities. Fair Value of Financial Instruments Fair value is the price the Company would receive to sell an asset or transfer a liability (exit price) in an orderly transaction between market participants. For those assets and liabilities recorded or disclosed at fair value, the Company determines the fair value based upon the quoted market price, if available. If a quoted market price is not available for identical assets, the fair value is based upon the quoted market price of similar assets. The fair values are assigned a level within the fair value hierarchy as defined below: • Level 1 • Level 2 • Level 3 As of January 31, 2016 and April 30, 2015, the Company held certain assets that are required to be measured at fair value on a recurring basis. These included cash, cash equivalents, accounts receivable, marketable securities and on January 31, 2016 also included foreign currency forward contracts. The carrying amount of cash, cash equivalents and accounts receivable approximates fair value due to the short maturity of these instruments. The fair values of marketable securities classified as trading are obtained from quoted market prices, and the fair values of marketable securities classified as available-for-sale and foreign currency forward contracts are obtained from a third party, which are based on quoted prices or market prices for similar assets and financial instruments. Business Acquisitions Business acquisitions are accounted for under the acquisition method. The acquisition method requires the reporting entity to identify the acquirer, determine the acquisition date, recognize and measure the identifiable assets acquired, the liabilities assumed and any non-controlling interest in the acquired entity, and recognize and measure goodwill or a gain from the purchase. The acquiree’s results are included in the Company’s consolidated financial statements from the date of acquisition. Assets acquired and liabilities assumed are recorded at their fair values and the excess of the purchase price over the amounts assigned is recorded as goodwill, or if the fair value of the assets acquired exceeds the purchase price consideration, a bargain purchase gain is recorded. Adjustments to fair value assessments are generally recorded to goodwill over the measurement period (not longer than twelve months). The acquisition method also requires that acquisition-related transaction and post-acquisition restructuring costs be charged to expense as committed, and requires the Company to recognize and measure certain assets and liabilities including those arising from contingencies and contingent consideration in a business combination. Goodwill and Intangible Assets Goodwill represents the excess of the purchase price over the fair value of assets acquired. The goodwill impairment test compares the fair value of a reporting unit with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, goodwill of the reporting unit would be considered impaired. To measure the amount of the impairment loss, the implied fair value of a reporting unit’s goodwill is compared to the carrying amount of that goodwill. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. If the carrying amount of a reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. For each of these tests, the fair value of each of the Company’s reporting units is determined using a combination of valuation techniques, including a discounted cash flow methodology. To corroborate the discounted cash flow analysis performed at each reporting unit, a market approach is utilized using observable market data such as comparable companies in similar lines of business that are publicly traded or which are part of a public or private transaction (to the extent available). Results of the annual impairment test performed as of January 31, 2015, indicated that the fair value of each reporting unit exceeded its carrying amount and no reporting units were at risk of failing the impairment test. As a result, no impairment charge was recognized. The Company’s annual impairment test will be performed in the fourth quarter of fiscal 2016. There were no indicators of impairment as of January 31, 2016 and April 30, 2015 that would have required further testing. Intangible assets primarily consist of customer lists, non-compete agreements, proprietary databases, intellectual property and trademarks and are recorded at their estimated fair value at the date of acquisition and are amortized in a pattern in which the asset is consumed if that pattern can be reliably determined, or using the straight-line method over their estimated useful lives which range from one to 24 years. For intangible assets subject to amortization, an impairment loss is recognized if the carrying amount of the intangible assets is not recoverable and exceeds fair value. The carrying amount of the intangible assets is considered not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from use of the asset. Intangible assets with indefinite lives are not amortized, but are reviewed annually for impairment or more frequently whenever events or changes in circumstances indicate that the fair value of the asset may be less than its carrying amount. As of January 31, 2016 and April 30, 2015, there were no indicators of impairment with respect to the Company’s intangible assets. Compensation and Benefits Expense Compensation and benefits expense in the accompanying consolidated statements of operations, consist of compensation and benefits paid to consultants (employees who originate business), executive officers and administrative and support personnel. The most significant portions of this expense are salaries and the amounts paid under the annual performance related bonus plan to employees. The portion of the expense applicable to salaries is comprised of amounts earned by employees during a reporting period. The portion of the expenses applicable to annual performance related bonuses refers to the Company’s annual employee performance related bonus with respect to a fiscal year, the amount of which is communicated and paid to each eligible employee following the completion of the fiscal year. Each quarter, management makes its best estimate of its annual performance related bonuses, which requires management to, among other things, project annual consultant productivity (as measured by engagement fees billed and collected by executive search consultants and revenue and other performance metrics for Hay Group and Futurestep consultants), the level of engagements referred by a fee earner in one line of business to a different line of business, Company performance including profitability, competitive forces and future economic conditions and their impact on the Company’s results. At the end of each fiscal year, annual performance related bonuses take into account final individual consultant productivity (including referred work), Company results including profitability, the achievement of strategic objectives and the results of individual performance appraisals, and the current economic landscape. Accordingly, each quarter the Company reevaluates the assumptions used to estimate annual performance related bonus liability and adjusts the carrying amount of the liability recorded on the consolidated balance sheet and reports any changes in the estimate in current operations. Because annual performance-based bonuses are communicated and paid only after the Company reports its full fiscal year results, actual performance-based bonus payments may differ from the prior year’s estimate. Such changes in the bonus estimate historically have been immaterial and are recorded in current operations in the period in which they are determined. The performance related bonus expense was $128.1 million and $122.1 million for the nine months ended January 31, 2016 and 2015, respectively, which was reduced by a change in the previous years’ estimate recorded in the nine months ended January 31, 2016 and 2015, of $0.6 million and $0.3 million, respectively. This resulted in net bonus expense of $127.5 million and $121.8 million in the nine months ended January 31, 2016 and 2015, respectively, included in compensation and benefits expense in the consolidated statements of operations. During the three months ended January 31, 2016 and 2015, the performance related bonus expense was $41.1 million and $37.8 million, respectively, included in compensation and benefits expense. No change in estimate related to previous years’ estimates was recorded in the three months ended January 31, 2016 or 2015. Other expenses included in compensation and benefits expense are due to changes in deferred compensation and pension plan liabilities, changes in cash surrender value (“CSV”) of company owned life insurance (“COLI”) contracts, amortization of stock compensation awards, payroll taxes and employee insurance benefits. Restructuring Charges, Net The Company accounts for its restructuring charges as a liability when the obligations are incurred and records such charges at fair value. Changes in the estimates of the restructuring charges are recorded in the period the change is determined. Stock-Based Compensation The Company has employee compensation plans under which various types of stock-based instruments are granted. These instruments principally include restricted stock units, restricted stock, stock options and an Employee Stock Purchase Plan (“ESPP”). The Company recognizes compensation expense related to restricted stock units, restricted stock and the estimated fair value of stock options and stock purchase under the ESPP on a straight-line basis over the service period for the entire award. Income Taxes In December 2015, the IRS finalized an examination of the Company’s U.S. federal income tax return for the tax year ended April 30, 2013. As a result of this audit, the Company recognized a financial statement benefit of $2.1 million, recorded in income tax (benefit) provision in the accompanying consolidated statement of operations, primarily due to the removal of an uncertain tax position liability and foreign tax credit utilization. Recently Adopted Accounting Standards In November 2015, the FASB issued guidance that simplifies the presentation of deferred income taxes, requiring all deferred tax assets and liabilities, and any related valuation allowances, to be classified as non-current on the balance sheet. The new guidance is effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods, with early application permitted for all entities as of the beginning of an interim or annual reporting period. The Company has elected to early adopt the guidance as of January 31, 2016 and has retrospectively applied the new requirements to all periods presented. As such, the Company has reclassified $3.8 million of current deferred tax assets from current assets to non-current assets in the accompanying consolidated balance sheet as of April 30, 2015. Recently Proposed Accounting Standards In May 2014, the FASB issued guidance that supersedes revenue recognition requirements regarding contracts with customers to transfer goods or services or for the transfer of nonfinancial assets. Under the new guidance, entities are required to recognize revenue in order to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance provides a five-step analysis to be performed on transactions to determine when and how revenue is recognized. In July 2015, the FASB decided to approve a one-year deferral of the effective date as well as providing an option to early adopt the standard on the original effective date. This new guidance is effective for fiscal years and interim periods within those annual years beginning after December 15, 2017 as opposed to the original effective date of December 15, 2016. The Company will adopt this guidance in its fiscal year beginning May 1, 2018. The Company is currently evaluating the effect the guidance will have on our financial condition and results of operations. In September 2015, the FASB issued guidance requiring an acquirer to recognize adjustments to provisional amounts recorded in an acquisition that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The acquirer is required to record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The acquirer is also required to present separately on the face of the income statement or disclose in the footnotes, the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustments had been recognized as of the acquisition date. This new guidance is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The Company will comply with the new guidance when adjustments in acquisitions are identified and recorded during the measurement period. In February 2016, the FASB issued guidance on accounting for leases that generally requires all leases to be recognized in the consolidated balance sheet. The provisions of the guidance are effective for fiscal years beginning after December 15, 2018; early adoption is permitted. The provisions of the guidance are to be applied using a modified retrospective approach. We are currently evaluating the effect that this guidance will have on our consolidated financial statements. |
Basic and Diluted (Loss) Earnin
Basic and Diluted (Loss) Earnings Per Share | 9 Months Ended |
Jan. 31, 2016 | |
Basic and Diluted (Loss) Earnings Per Share | 2. Basic and Diluted (Loss) Earnings Per Share Accounting Standards Codification 260, Earnings Per Share, requires companies to treat unvested share-based payment awards that have non-forfeitable rights to dividends prior to vesting as a separate class of securities in calculating earnings per share. We have granted and expect to continue to grant to certain employees under our restricted stock agreements, grants that contain non-forfeitable rights to dividends. Such grants are considered participating securities. Therefore, we are required to apply the two-class method in calculating earnings per share. The two-class method of computing earnings per share is an earnings allocation formula that determines earnings per share for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. The dilutive effect of participating securities is calculated using the more dilutive of the treasury method or the two-class method. Basic (loss) earnings per common share was computed using the two-class method by dividing basic net (loss) earnings attributable to common stockholders by the weighted-average number of common shares outstanding. Diluted (loss) earnings per common share was computed using the two-class method by dividing diluted net (loss) earnings attributable to common stockholders by the weighted-average number of common shares outstanding plus dilutive common equivalent shares. Dilutive common equivalent shares include all in-the-money outstanding options or other contracts to issue common stock as if they were exercised or converted. During the nine months ended January 31, 2016 and 2015 and the three months ended January 31, 2015, all shares of outstanding options were included in the computation of diluted earnings per share. During the nine months ended January 31, 2016, restricted stock awards of 0.5 million were outstanding but not included in the computation of diluted earnings per share because they were anti-dilutive. During the three and nine months ended January 31, 2015, restricted stock awards of 0.5 million were outstanding but not included in the computation of diluted earnings per share because they were anti-dilutive. Due to a net loss generated for the three months ended January 31, 2016, no potentially dilutive shares are included in the loss per share calculation, including 1.5 million in restricted stock awards outstanding, as including such shares in the calculation would be anti-dilutive. The following table summarizes basic and diluted (loss) earnings per common share attributable to common stockholders: Three Months Ended January 31, Nine Months Ended January 31, 2016 2015 2016 2015 (in thousands, except per share data) Net (loss) income $ (15,995 ) $ 22,939 $ 25,058 $ 62,875 Less: distributed and undistributed earnings to nonvested restricted stockholders 54 223 235 632 Basic net (loss) earnings attributable to common stockholders (16,049 ) 22,716 24,823 62,243 Add: undistributed earnings to nonvested restricted stockholders — 223 83 632 Less: reallocation of undistributed earnings to nonvested restricted stockholders — 220 82 623 Diluted net (loss) earnings attributable to common stockholders $ (16,049 ) $ 22,719 $ 24,824 $ 62,252 Weighted-average common shares outstanding: Basic weighted-average number of common shares outstanding 54,003 49,135 51,159 48,973 Effect of dilutive securities: Restricted stock — 491 459 578 Stock options — 97 53 111 ESPP — 1 12 1 Diluted weighted-average number of common shares outstanding 54,003 49,724 51,683 49,663 Net (loss) earnings per common share: Basic (loss) earnings per share $ (0.30 ) $ 0.46 $ 0.49 $ 1.27 Diluted (loss) earnings per share $ (0.30 ) $ 0.46 $ 0.48 $ 1.25 |
Comprehensive (Loss) Income
Comprehensive (Loss) Income | 9 Months Ended |
Jan. 31, 2016 | |
Comprehensive (Loss) Income | 3. Comprehensive (Loss) Income Comprehensive (loss) income is comprised of net (loss) income and all changes to stockholders’ equity, except those changes resulting from investments by stockholders (changes in paid in capital) and distributions to stockholders (dividends) and is reported in the accompanying consolidated statements of comprehensive (loss) income. Accumulated other comprehensive loss, net of taxes, is recorded as a component of stockholders’ equity. The components of accumulated other comprehensive loss were as follows: January 31, 2016 April 30, 2015 (in thousands) Foreign currency translation adjustments $ (49,349 ) $ (20,919 ) Deferred compensation and pension plan adjustments, net of tax (18,366 ) (19,708 ) Unrealized gains on marketable securities, net of tax — 4 Accumulated other comprehensive loss, net $ (67,715 ) $ (40,623 ) The following table summarizes the changes in each component of accumulated other comprehensive (loss) income for the three months ended January 31, 2016: Foreign Deferred Unrealized Accumulated (in thousands) Balance as of October 31, 2015 $ (37,902 ) $ (18,813 ) $ — $ (56,715 ) Unrealized losses arising during the period (11,447 ) — — (11,447 ) Reclassification of realized net losses to net income — 447 — 447 Balance as of January 31, 2016 $ (49,349 ) $ (18,366 ) $ — $ (67,715 ) The following table summarizes the changes in each component of accumulated other comprehensive (loss) income for the nine months ended January 31, 2016: Foreign Deferred Unrealized Accumulated (in thousands) Balance as of April 30, 2015 $ (20,919 ) $ (19,708 ) $ 4 $ (40,623 ) Unrealized losses arising during the period (28,430 ) — (4 ) (28,434 ) Reclassification of realized net losses to net income — 1,342 — 1,342 Balance as of January 31, 2016 $ (49,349 ) $ (18,366 ) $ — $ (67,715 ) (1) The tax effects on the reclassifications of realized net losses was $0.3 million and $0.9 million for the three and nine months ended January 31, 2016, respectively. The following table summarizes the changes in each component of accumulated other comprehensive (loss) income for the three months ended January 31, 2015: Foreign Deferred Unrealized Accumulated (in thousands) Balance as of October 31, 2014 $ (631 ) $ (17,052 ) $ 12 $ (17,671 ) Unrealized losses arising during the period (26,537 ) — (5 ) (26,542 ) Reclassification of realized net losses to net income — 466 — 466 Balance as of January 31, 2015 $ (27,168 ) $ (16,586 ) $ 7 $ (43,747 ) The following table summarizes the changes in each component of accumulated other comprehensive (loss) income for the nine months ended January 31, 2015: Foreign Deferred Unrealized Accumulated (in thousands) Balance as of April 30, 2014 $ 15,604 $ (18,006 ) $ 14 $ (2,388 ) Unrealized losses arising during the period (42,772 ) — (7 ) (42,779 ) Reclassification of realized net losses to net income — 1,420 — 1,420 Balance as of January 31, 2015 $ (27,168 ) $ (16,586 ) $ 7 $ (43,747 ) (1) The tax effects on the reclassifications of realized net losses was $0.3 million and $0.9 million for the three and nine months ended January 31, 2015, respectively. |
Employee Stock Plans
Employee Stock Plans | 9 Months Ended |
Jan. 31, 2016 | |
Employee Stock Plans | 4. Employee Stock Plans Stock-Based Compensation The following table summarizes the components of stock-based compensation expense recognized in the Company’s consolidated statements of operations for the periods indicated: Three Months Ended January 31, Nine Months Ended January 31, 2016 2015 2016 2015 (in thousands) Restricted stock $ 4,399 $ 3,356 $ 13,131 $ 10,225 ESPP 127 41 391 41 Stock options — 22 17 112 Total stock-based compensation expense, pre-tax 4,526 3,419 13,539 10,378 Tax benefit from stock-based compensation expense (1,989 ) (1,032 ) (4,857 ) (3,128 ) Total stock-based compensation expense, net of tax $ 2,537 $ 2,387 $ 8,682 $ 7,250 The Company uses the Black-Scholes option valuation model to estimate the grant date fair value of employee stock options. The expected volatility reflects consideration of the historical volatility in the Company’s publicly traded stock during the period the option is granted. The Company believes historical volatility in these instruments is more indicative of expected future volatility than the implied volatility in the price of the Company’s common stock. The expected life of each option is estimated using historical data. The risk-free interest rate is based on the U.S. Treasury zero-coupon issue with a remaining term approximating the expected term of the option. The Company uses historical data to estimate forfeiture rates applied to the gross amount of expense determined using the option valuation model. The Black-Scholes option pricing model was developed for use in estimating the fair value of traded options. The assumptions used in option valuation models are highly subjective, particularly the expected stock price volatility of the underlying stock. The Company did not grant stock options in the three or nine months ended January 31, 2016 and 2015. Stock Incentive Plans At the Company’s 2012 Annual Meeting of Stockholders, held on September 27, 2012, the Company’s stockholders approved an amendment and restatement to the Korn/Ferry International Amended and Restated 2008 Stock Incentive Plan (the 2012 amendment and restatement being the “Second A&R 2008 Plan”), which among other things, increased the current maximum number of shares that may be issued under the plan to 5,700,000 shares, subject to certain changes in the Company’s capital structure and other extraordinary events. The Second A&R 2008 Plan provides for the grant of awards to eligible participants, designated as either nonqualified or incentive stock options, restricted stock and restricted stock units, any of which may be performance-based or market-based, and incentive bonuses, which may be paid in cash or a combination thereof. Under the Second A&R 2008 Plan, the ability to issue full-value awards is limited by requiring full-value stock awards to count 1.91 times as much as stock options. Stock Options Stock option transactions under the Company’s Second A&R 2008 Plan were as follows: Nine Months Ended January 31, 2016 Options Weighted- Weighted- Aggregate (in thousands, except per share data) Outstanding, April 30, 2015 202 $ 15.45 Exercised (84 ) $ 15.72 Forfeited/expired (10 ) $ 18.05 Outstanding, January 31, 2016 108 $ 15.13 1.25 $ 1,698 Exercisable, January 31, 2016 108 $ 15.13 1.25 $ 1,698 Additional information pertaining to stock options: Three Months Ended January 31, Nine Months Ended January 31, 2016 2015 2016 2015 (in thousands) Total fair value of stock options vested $ — $ — $ 96 $ 334 Total intrinsic value of stock options exercised $ 73 $ 145 $ 1,631 $ 1,516 Restricted Stock The Company grants time-based restricted stock awards to executive officers and other senior employees generally vesting over a three to four year period. In addition, certain key management members typically receive time-based restricted stock awards upon commencement of employment and may receive them annually in conjunction with the Company’s performance review. Time-based restricted stock awards are granted at a price equal to fair value, which is determined based on the closing price of the Company’s common stock on the grant date. The Company recognizes compensation expense for time-based restricted stock awards on a straight-line basis over the vesting period. The Company also grants market-based and performance-based restricted stock units to executive officers and other senior employees. The market-based units vest after three years depending upon the Company’s total stockholder return over the three-year performance period relative to other companies in its selected peer group. The fair value of these market-based restricted stock units are determined by a third-party valuation firm using extensive market data that are based on historical Company and peer group information. The Company recognizes compensation expense for market-based restricted stock units on a straight-line basis over the vesting period. Performance-based restricted stock units vest after three years depending upon the Company meeting certain objectives that are set at the time the restricted stock unit is issued. Performance-based restricted stock units are granted at a price equal to fair value, which is determined based on the closing price of the Company’s common stock on the grant date. The Company recognizes compensation expense for performance-based restricted stock units on a straight-line basis over the vesting period. At the end of each reporting period, the Company estimates the number of restricted stock units expected to vest based on the probability that certain performance objectives will be met, exceeded, or fall below target levels, and takes into account these estimates when calculating the expense for the period. Restricted stock activity during the nine months ended January 31, 2016 is summarized below: Shares Weighted- Average Grant Date Fair Value (in thousands, except per share data) Non-vested, April 30, 2015 1,560 $ 22.15 Granted 1,006 $ 29.65 Vested (787 ) $ 16.31 Forfeited/expired (20 ) $ 23.49 Non-vested, January 31, 2016 1,759 $ 29.04 As of January 31, 2016, there were 0.5 million shares and 0.3 million shares outstanding relating to performance-based and market-based restricted stock units, respectively, with total unrecognized compensation totaling $11.9 million and $6.7 million, respectively. As of January 31, 2016, there was $36.8 million of total unrecognized compensation cost related to all non-vested awards of restricted stock, which is expected to be recognized over a weighted-average period of 2.6 years. During the three and nine months ended January 31, 2016, 3,352 shares and 192,116 shares of restricted stock totaling $0.1 million and $6.8 million, respectively, were repurchased by the Company, at the option of the employee, to pay for taxes related to vesting of restricted stock. During the three and nine months ended January 31, 2015, 3,379 shares and 129,462 shares of restricted stock totaling $0.1 million and $3.9 million, respectively, were repurchased by the Company, at the option of the employee, to pay for taxes related to vesting of restricted stock. Employee Stock Purchase Plan The Company has an ESPP that, in accordance with Section 423 of the Internal Revenue Code, allows eligible employees to authorize payroll deductions of up to 15% of their salary to purchase shares of the Company’s common stock at 85% of the fair market price of the common stock on the last day of the enrollment period. Employees may not purchase more than $25,000 in stock during any calendar year. The maximum number of shares that may be issued under the ESPP is 3.0 million shares. The ESPP was suspended during the second half of fiscal 2012 and as a result, no shares were purchased during the three and nine months ended January 31, 2015. On January 1, 2015, the Company resumed the ESPP program with the first purchase of shares made in the first quarter of fiscal 2016. During the three months ended January 31, 2016, employees purchased 50,801 shares at $28.20 per share. During the nine months ended January 31, 2016, employees purchased 95,135 shares at $28.83 per share. As of January 31, 2016, the ESPP had approximately 1.5 million shares remaining available for future issuance. Common Stock During the three and nine months ended January 31, 2016, the Company issued 3,650 shares and 84,148 shares of common stock, respectively, as a result of the exercise of stock options, with cash proceeds from the exercise of $0.1 million and $1.3 million, respectively. During the three and nine months ended January 31, 2015, the Company issued 15,091 shares and 124,720 shares of common stock, respectively, as a result of the exercise of stock options, with cash proceeds from the exercise of $0.3 million and $2.2 million, respectively. No shares were repurchased during the three and nine months ended January 31, 2016 and 2015, other than to satisfy minimum tax withholding requirements upon the vesting of restricted stock as described above. |
Marketable Securities
Marketable Securities | 9 Months Ended |
Jan. 31, 2016 | |
Marketable Securities | 5. Marketable Securities As of January 31, 2016, marketable securities consisted of the following: Trading (1)(2) Available-for- Sale (2) Total (in thousands) Mutual funds $ 135,938 $ — $ 135,938 Less: current portion of marketable securities (9,118 ) — (9,118 ) Non-current marketable securities $ 126,820 $ — $ 126,820 As of April 30, 2015, marketable securities consisted of the following: Trading Available-for- Sale (2) Total (in thousands) Mutual funds $ 131,399 $ — $ 131,399 Corporate bonds — 13,177 13,177 Total 131,399 13,177 144,576 Less: current portion of marketable securities (12,580 ) (13,177 ) (25,757 ) Non-current marketable securities $ 118,819 $ — $ 118,819 (1) These investments are held in trust for settlement of the Company’s vested and unvested obligations of $133.0 million and $129.1 million as of January 31, 2016 and April 30, 2015, respectively, under the ECAP (see Note 6 — Deferred Compensation and Retirement Plans (2) The Company’s financial assets measured at fair value on a recurring basis include trading securities classified as Level 1 and available-for-sale securities classified as Level 2. As of January 31, 2016 and April 30, 2015, the Company had no investments classified as Level 3. As of January 31, 2016, the Company did not hold marketable securities classified as available-for-sale. As of April 30, 2015, the amortized cost and fair values of marketable securities classified as available-for-sale investments were as follows: April 30, 2015 Amortized Gross Gross Estimated (in thousands) Corporate bonds $ 13,167 $ 11 $ (1 ) $ 13,177 (1) There are no marketable securities that have been in a continuous unrealized loss position for 12 months or more. Investments in marketable securities classified as available-for-sale securities are made based on the Company’s investment policy, which restricts the types of investments that can be made. As of January 31, 2016, the Company does not hold marketable securities classified as available-for-sale. As of April 30, 2015, marketable securities classified as available-for-sale consist of corporate bonds for which market prices for similar assets are readily available. During the three and nine months ended January 31, 2016, the Company received $2.0 million and $13.1 million, respectively, in proceeds from maturities of available-for-sale marketable securities. During the three and nine months ended January 31, 2015, the Company received $1.0 million and $3.0 million, respectively, in proceeds from maturities of available-for-sale marketable securities. Investments in marketable securities classified as trading are based upon investment selections the employee elects from a pre-determined set of securities in the ECAP and the Company invests in marketable securities to mirror these elections. As of January 31, 2016 and April 30, 2015, the Company’s investments in marketable securities classified as trading consist of mutual funds for which market prices are readily available. As of January 31, 2016 and April 30, 2015, the Company’s marketable securities classified as trading were $135.9 million (net of gross unrealized gains of $0.1 million and $6.5 million of gross unrealized losses) and $131.4 million (net of gross unrealized gains of $8.3 million and $0.2 million of gross unrealized losses), respectively. |
Deferred Compensation and Retir
Deferred Compensation and Retirement Plans | 9 Months Ended |
Jan. 31, 2016 | |
Deferred Compensation and Retirement Plans | 6. Deferred Compensation and Retirement Plans The Company has several deferred compensation and retirement plans for eligible consultants and vice presidents that provide defined benefits to participants based on the deferral of current compensation or contributions made by the Company subject to vesting and retirement or termination provisions. In June 2003, the Company amended the deferred compensation plans, with the exception of the ECAP and international retirement plans, so as not to allow new participants or the purchase of additional deferral units by existing participants. The components of net periodic benefit costs are as follows: Three Months Ended January 31, Nine Months Ended January 31, 2016 2015 2016 2015 (in thousands) Amortization of actuarial loss $ 730 $ 763 $ 2,192 $ 2,288 Interest cost 703 747 2,109 2,242 Net periodic benefit costs $ 1,433 $ 1,510 $ 4,301 $ 4,530 The Company purchased COLI contracts insuring the lives of certain employees eligible to participate in the deferred compensation and pension plans as a means of funding benefits under such plans. The gross CSV of these contracts of $173.2 million and $172.3 million is offset by outstanding policy loans of $68.4 million and $69.6 million in the accompanying consolidated balance sheets as of January 31, 2016 and April 30, 2015, respectively. The CSV value of the underlying COLI investments decreased by $1.5 million during the three months ended January 31, 2016, and was recorded as an increase in compensation and benefits expense in the accompanying consolidated statement of operations. The CSV value of the underlying COLI investments increased by $1.8 million during the nine months ended January 31, 2016, and was recorded as a decrease in compensation and benefits expense in the accompanying consolidated statement of operations. The CSV value of the underlying COLI investments increased by $3.0 million and $8.5 million during the three and nine months ended January 31, 2015, respectively, and was recorded as a decrease in compensation and benefits expense in the accompanying consolidated statement of operations. In conjunction with the acquisition of Legacy Hay on December 1, 2015, the Company acquired multiple pension and savings plans covering certain of its employees worldwide. Among these plans is a defined benefit pension plan for employees in the United States. The assets of this plan are held separately from the assets of the sponsors in self-administered funds. The plan is funded consistent with local statutory requirements. The Company also has benefit plans which offer medical and life insurance coverage to eligible employees and continue to provide coverage after retirement. Additionally, the Company operates a benefit plan which provides supplemental pension benefits. Supplemental defined benefit obligations are unfunded. As of January 31, 2016, the Company has accrued $44.7 million in connection with these plans of which $31.8 million is included in the non-current portion of deferred compensation and other retirement plans in the accompanying consolidated balance sheets, and $12.9 million is included in compensation and benefits payable. The Company has an ECAP, which is intended to provide certain employees an opportunity to defer salary and/or bonus on a pre-tax basis or make an after-tax contribution. In addition, the Company, as part of its compensation philosophy, makes discretionary contributions into the ECAP and such contributions may be granted to key employees annually based upon employee performance. Certain key management may also receive Company ECAP contributions upon commencement of employment. The Company made contributions to the ECAP during the three and nine months ended January 31, 2016 of $1.2 million and $23.2 million, respectively. The Company made contributions to the ECAP during the three and nine months ended January 31, 2015 of $0.5 million and $19.1 million, respectively. As these contributions vest, the amounts are recorded as a liability in deferred compensation and other retirement plans on the accompanying balance sheet and compensation and benefits on the accompanying consolidated statement of operations. Participants generally vest in Company contributions over a four year period. The ECAP is accounted for whereby the changes in the fair value of the vested amounts owed to the participants are adjusted with a corresponding charge (or credit) to compensation and benefits costs. During the three and nine months ended January 31, 2016, deferred compensation liability decreased; therefore, the Company recognized a decrease in compensation expense of $5.3 million and $6.2 million in the three and nine months ended January 31, 2016, respectively. Offsetting the decrease in compensation and benefits expense was a decrease in the fair value of marketable securities classified as trading (held in trust to satisfy obligations under certain deferred compensation liabilities) of $7.1 million and $8.9 million during the three and nine months ended January 31, 2016, respectively. During the three months ended January 31, 2015, the deferred compensation liability decreased; therefore, the Company recognized a decrease in compensation expense of $0.4 million. During the nine months ended January 31, 2015, the deferred compensation liability increased; therefore, the Company recognized an increase in compensation expense of $2.3 million. Offsetting these changes in compensation and benefits expense was a decrease in the fair value of marketable securities classified as trading (held in trust to satisfy obligations under certain deferred compensation liabilities), therefore, the Company recognized an increase in other (loss) income, net of $0.2 million during the three months ended January 31, 2015 (see Note 5 — Marketable Securities Marketable Securities |
Restructuring Charges, Net
Restructuring Charges, Net | 9 Months Ended |
Jan. 31, 2016 | |
Restructuring Charges, Net | 7. Restructuring Charges, Net During the third quarter of fiscal 2016, the Company implemented a restructuring plan in order to rationalize its cost structure by eliminating redundant positions and consolidating office space due to the acquisition of Legacy Hay on December 1, 2015. This resulted in restructuring charges, net of $30.6 million in the three and nine months ended January 31, 2016, of which $29.9 million relates to severance and $0.7 million, relates to consolidation and abandonment of premises. Changes in the restructuring liability during the three months ended January 31, 2016 are as follows: Severance Facilities Total (in thousands) Liability as of October 31, 2015 $ 156 $ 509 $ 665 Restructuring charges, net 29,877 700 30,577 Reductions for cash payments (7,962 ) (91 ) (8,053 ) Non-cash items (1,690 ) — (1,690 ) Exchange rate fluctuations (119 ) (60 ) (179 ) Liability as of January 31, 2016 $ 20,262 $ 1,058 $ 21,320 Changes in the restructuring liability during the nine months ended January 31, 2016 are as follows: Severance Facilities Total (in thousands) Liability as of April 30, 2015 $ 375 $ 771 $ 1,146 Restructuring charges, net 29,877 700 30,577 Reductions for cash payments (8,176 ) (339 ) (8,515 ) Non-cash items (1,690 ) — (1,690 ) Exchange rate fluctuations (124 ) (74 ) (198 ) Liability as of January 31, 2016 $ 20,262 $ 1,058 $ 21,320 As of January 31, 2016 and April 30, 2015, the restructuring liability is included in the current portion of other accrued liabilities on the consolidated balance sheets, except for $0.6 million and $0.3 million, respectively, which are included in other long-term liabilities. The restructuring liability by segment is summarized below: January 31, 2016 Severance Facilities Total (in thousands) Executive Recruitment North America $ 427 $ 19 $ 446 Europe, Middle East and Africa (“EMEA”) 3,664 196 3,860 Asia Pacific 421 — 421 South America 186 — 186 Total Executive Recruitment 4,698 215 4,913 Hay Group 15,431 721 16,152 Futurestep 51 122 173 Corporate 82 — 82 Liability as of January 31, 2016 $ 20,262 $ 1,058 $ 21,320 April 30, 2015 Severance Facilities Total (in thousands) Executive Recruitment North America $ 51 $ — $ 51 EMEA 210 212 422 Total Executive Recruitment 261 212 473 Hay Group 58 320 378 Futurestep 52 239 291 Corporate 4 — 4 Liability as of April 30, 2015 $ 375 $ 771 $ 1,146 |
Business Segments
Business Segments | 9 Months Ended |
Jan. 31, 2016 | |
Business Segments | 8. Business Segments The Company currently operates in three global businesses: Executive Recruitment, Hay Group and Futurestep. The Executive Recruitment segment focuses on recruiting Board of Director and C-level positions, in addition to research-based interviewing and onboarding solutions, for clients predominantly in the consumer, financial services, industrial, life sciences/healthcare and technology industries. Hay Group assists clients with ongoing assessment, compensation and development of their senior executives and management teams, and addresses three fundamental needs: Talent Strategy, Succession Management, and Leadership Development, all underpinned by a comprehensive array of world-leading IP, products and tools. Futurestep is a global industry leader in high-impact talent acquisition solutions. Its portfolio of services includes global and regional RPO, project recruitment, individual professional search and consulting. The Executive Recruitment business segment is managed by geographic regional leaders and Hay Group and Futurestep worldwide operations are managed by their respective Chief Executive Officers. The Executive Recruitment geographic regional leaders and the Chief Executive Officers of Hay Group and Futurestep report directly to the Chief Executive Officer of the Company. The Company also operates a Corporate segment to record global expenses of the Company. The Company evaluates performance and allocates resources based on the Company’s chief operating decision maker’s (“CODM”) review of (1) fee revenue and (2) adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”). To the extent that such charges occur, Adjusted EBITDA excludes restructuring charges, integration and acquisition items, certain separation costs and certain non-cash charges (goodwill, intangible asset and other than temporary impairment). The accounting policies for the reportable segments are the same as those described in the summary of significant accounting policies, except the items described above are excluded from EBITDA to arrive at Adjusted EBITDA. Financial highlights by business segment are as follows: Three Months Ended January 31, 2016 Executive Recruitment North EMEA Asia Pacific South Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 93,520 $ 35,498 $ 19,094 $ 6,541 $ 154,653 $ 140,508 $ 48,997 $ — $ 344,158 Total revenue $ 97,097 $ 36,417 $ 19,603 $ 6,545 $ 159,662 $ 146,079 $ 53,138 $ — $ 358,879 Net loss $ (15,995 ) Other loss, net 7,092 Interest expense, net 372 Equity in earnings of unconsolidated subsidiaries, net (181 ) Income tax benefit (5,355 ) Operating income (loss) $ 28,957 $ 1,707 $ 2,775 $ 1,166 $ 34,605 $ (21,559 ) $ 6,630 $ (33,743 ) $ (14,067 ) Depreciation and amortization 812 213 235 73 1,333 6,722 609 1,666 10,330 Other (loss) income, net (330 ) 77 (114 ) 9 (358 ) 143 79 (6,956 ) (7,092 ) Equity in earnings of unconsolidated subsidiaries, net 26 — — — 26 — — 155 181 EBITDA 29,465 1,997 2,896 1,248 35,606 (14,694 ) 7,318 (38,878 ) (10,648 ) Restructuring charges, net 484 5,866 577 328 7,255 23,241 — 81 30,577 Integration/acquisition costs — — — — — 8,413 — 12,734 21,147 Deferred revenue adjustment due to acquisition — — — — — 5,871 — — 5,871 Separation costs — — — — — — — 744 744 Adjusted EBITDA $ 29,949 $ 7,863 $ 3,473 $ 1,576 $ 42,861 $ 22,831 $ 7,318 $ (25,319 ) $ 47,691 Three Months Ended January 31, 2015 Executive Recruitment North EMEA Asia Pacific South Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 78,026 $ 36,816 $ 20,924 $ 7,713 $ 143,479 $ 64,313 $ 41,753 $ — $ 249,545 Total revenue $ 81,521 $ 37,868 $ 21,874 $ 7,724 $ 148,987 $ 66,048 $ 43,836 $ — $ 258,871 Net income $ 22,939 Other loss, net 1,478 Interest income, net (288 ) Equity in earnings of unconsolidated subsidiaries, net (778 ) Income tax provision 9,576 Operating income (loss) $ 22,673 $ 5,073 $ 4,096 $ 1,741 $ 33,583 $ 8,577 $ 5,760 $ (14,993 ) $ 32,927 Depreciation and amortization 867 431 216 79 1,593 3,317 469 1,435 6,814 Other (loss) income, net (225 ) 24 25 41 (135 ) (156 ) 4 (1,191 ) (1,478 ) Equity in earnings of unconsolidated subsidiaries, net 103 — — — 103 — — 675 778 EBITDA 23,418 5,528 4,337 1,861 35,144 11,738 6,233 (14,074 ) 39,041 Restructuring recoveries, net — — — (148 ) (148 ) — (270 ) — (418 ) Acquisition costs — — — — — — — 445 445 Adjusted EBITDA $ 23,418 $ 5,528 $ 4,337 $ 1,713 $ 34,996 $ 11,738 $ 5,963 $ (13,629 ) $ 39,068 Nine Months Ended January 31, 2016 Executive Recruitment North EMEA Asia Pacific South Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 276,667 $ 108,158 $ 59,307 $ 19,083 $ 463,215 $ 283,350 $ 145,587 $ — $ 892,152 Total revenue $ 287,694 $ 111,097 $ 61,210 $ 19,095 $ 479,096 $ 293,511 $ 156,946 $ — $ 929,553 Net income $ 25,058 Other loss, net 9,812 Interest expense, net 1,215 Equity in earnings of unconsolidated subsidiaries, net (1,446 ) Income tax provision 13,211 Operating income (loss) $ 80,524 $ 14,912 $ 9,668 $ 3,644 $ 108,748 $ (6,286 ) $ 19,715 $ (74,327 ) $ 47,850 Depreciation and amortization 2,471 810 704 224 4,209 14,058 1,772 4,894 24,933 Other (loss) income, net (425 ) 227 (102 ) 281 (19 ) (737 ) 87 (9,143 ) (9,812 ) Equity in earnings of unconsolidated subsidiaries, net 252 — — — 252 — — 1,194 1,446 EBITDA 82,822 15,949 10,270 4,149 113,190 7,035 21,574 (77,382 ) 64,417 Restructuring charges, net 484 5,866 577 328 7,255 23,241 — 81 30,577 Integration/acquisition costs — — — — — 12,052 — 21,763 33,815 Deferred revenue adjustment due to acquisition — — — — — 5,871 — — 5,871 Separation costs — — — — — — — 744 744 Adjusted EBITDA $ 83,306 $ 21,815 $ 10,847 $ 4,477 $ 120,445 $ 48,199 $ 21,574 $ (54,794 ) $ 135,424 Nine Months Ended January 31, 2015 Executive Recruitment North EMEA Asia Pacific South Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 243,055 $ 113,788 $ 61,615 $ 22,366 $ 440,824 $ 194,269 $ 121,342 $ — $ 756,435 Total revenue $ 253,855 $ 117,351 $ 63,959 $ 22,416 $ 457,581 $ 199,945 $ 126,387 $ — $ 783,913 Net income $ 62,875 Other income, net (3,061 ) Interest expense, net 1,426 Equity in earnings of unconsolidated subsidiaries, net (1,696 ) Income tax provision 26,392 Operating income (loss) $ 60,788 $ 13,337 $ 10,042 $ 3,513 $ 87,680 $ 19,799 $ 14,367 $ (35,910 ) $ 85,936 Depreciation and amortization 2,662 1,366 771 249 5,048 9,848 1,374 4,093 20,363 Other income (loss), net 98 69 283 87 537 (111 ) 27 2,608 3,061 Equity in earnings of unconsolidated subsidiaries, net 281 — — — 281 — — 1,415 1,696 EBITDA 63,829 14,772 11,096 3,849 93,546 29,536 15,768 (27,794 ) 111,056 Restructuring charges, net 1,151 3,987 17 229 5,384 2,758 1,154 172 9,468 Acquisition costs — — — — — — — 445 445 Adjusted EBITDA $ 64,980 $ 18,759 $ 11,113 $ 4,078 $ 98,930 $ 32,294 $ 16,922 $ (27,177 ) $ 120,969 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Jan. 31, 2016 | |
Long-Term Debt | 9. Long-Term Debt The Company is party to a Credit Agreement with Wells Fargo Bank, National Association, as lender (the “Lender”), dated January 18, 2013, as amended by Amendment No. 1 dated as of December 12, 2014 (“Amendment No. 1”), Amendment No. 2 dated as of June 3, 2015 (“Amendment No. 2”), Amendment No. 3, dated as of September 23, 2015 (“Amendment No. 3”) and Amendment No. 4, dated as of November 20, 2015 (“Amendment No. 4”; the existing Credit Agreement, as amended by Amendment No. 1, Amendment No. 2, Amendment No. 3 and Amendment No. 4, the “Credit Agreement”). The Credit Agreement provides for, among other things: (i) a senior unsecured delayed draw term loan facility in an aggregate principal amount of $150 million (the “Term Facility”); and (ii) a revolving credit facility (the “Revolver” and, together with the Term Facility, the “Credit Facilities”) in an aggregate principal amount of $100 million, which includes a $25.0 million sub-limit for letters of credit. Both the Revolver and the Term Facility mature on September 23, 2020, and may be prepaid and terminated early by the Company at any time without premium or penalty (subject to customary LIBOR breakage fees). The Credit Agreement includes customary and affirmative negative covenants. In particular, the Credit Agreements limit us to consummating permitted acquisitions, paying dividends to our stockholders and making share repurchases in any fiscal year to a cumulative total of $135.0 million, excluding the consideration paid in connection with the acquisition of Legacy Hay. Subject to the foregoing, pursuant to the Credit Agreement, the Company is permitted to pay up to $85.0 million in dividends and share repurchases, in the aggregate, in any fiscal year (subject to the satisfaction of certain conditions). The Credit Agreement also requires the Company to maintain $50.0 million in domestic liquidity, defined as unrestricted cash and/or marketable securities (excluding any marketable securities that are held in trust for the settlement of the Company’s obligation under certain deferred compensation plans) as a condition to consummating permitted acquisitions, paying dividends to our stockholders and repurchasing shares of our common stock. Undrawn amounts on the Company’s line of credit may be used to calculate domestic liquidity. The Credit Agreement includes minimum Adjusted EBITDA and maximum Total Funded Debt to Adjusted EBITDA ratio financial covenants (the “consolidated leverage ratio”) (in each case as defined in the Credit Agreement). As of January 31, 2016, the Company was in compliance with its debt covenants. At the Company’s option, loans issued under the Credit Facilities bear interest at either adjusted LIBOR or an alternate base rate, in each case plus the applicable interest rate margin. The interest rate applicable to loans outstanding under the Credit Facilities may fluctuate between adjusted LIBOR plus 1.125% per annum to adjusted LIBOR plus 1.875% per annum, in the case of LIBOR borrowings (or between the alternate base rate plus 0.125% per annum and the alternate base rate plus 0.875% per annum, in the alternative), based upon the consolidated leverage ratio at such time. In addition, the Company will be required to pay to the Lender a quarterly fee ranging from 0.25% to 0.40% per annum on the average daily unused amount of the Credit Facilities, based upon the Company’s consolidated leverage ratio at such time, and fees relating to the issuance of letters of credit. On November 23, 2015 the Company borrowed $150 million under the Term Facility. The Term Facility is payable in quarterly installments, with the final installment consisting of all remaining unpaid principal due on the term loan maturity date of September 23, 2020. The Company made $2.5 million in principal payments during the three months ended January 31, 2016 and will be making quarterly installments of $7.8 million starting on April 1, 2016. As of January 31, 2016, there was $147.5 million outstanding under the Term Facility. The interest rate on the debt is Adjusted LIBOR plus a spread which is dependent on the Company’s leverage ratio, as discussed above. During the three months ended January 31, 2016, the average interest rate on the term loan was 1.56%. As of January 31, 2016 and April 30, 2015, there was no borrowing made under the revolving credit facility. At January 31, 2016 and April 30, 2015, there was $2.9 million and $2.8 million of standby letters of credit issued under its long-term debt arrangements, respectively. The Company had a total of $5.0 million and $1.6 million of standby letters of credits with other financial institutions as of January 31, 2016 and April 30, 2015, respectively. |
Acquisition
Acquisition | 9 Months Ended |
Jan. 31, 2016 | |
Acquisition | 10. Acquisition On December 1, 2015, the Company completed its acquisition of Legacy Hay, a global leader in people strategy and organizational performance, for $470.5 million, net of cash acquired. The purchase price consisted of $252.6 million in cash ($54 million from foreign locations), net of estimated cash acquired and 5,922,136 shares of the Company’s common stock, par value $0.01 per share (the “Consideration Shares”), representing an aggregate value of $217.9 million based on the closing price of the Company’s common stock on The New York Stock Exchange on November 30, 2015. On November 23, 2015, the Company borrowed $150 million from the Term Facility, to finance a portion of the Legacy Hay acquisition purchase price. As part of the acquisition, the Company has committed to a $40 million retention pool (up to $5 million payable within one year of the closing of the acquisition) for certain employees of Legacy Hay subject to certain circumstances. Of the remaining balance, 50% will be payable within 45 days after November 30, 2017 and the remaining 50% will be payable within 45 days after November 30, 2018. The acquisition strengthens the Company’s intellectual property, enhances our geographical presence, adds complimentary capabilities to further leverage search relationships and broadens capabilities for assessment and development. It improves our ability to support the global business community not only in attracting top talent and designing compensation and reward incentives, but also with an integrated approach to the entire leadership and people continuum. Actual results of operations of Legacy Hay are included in the Company’s consolidated financial statements from December 1, 2015, the effective date of the acquisition, and includes $71.9 million, $746.1 million and $8.6 million in fee revenue, total assets and Adjusted EBITDA, respectively, with an Adjusted EBITDA margin of 11.0%, during the third quarter of fiscal 2016. Legacy Hay is included in the Hay Group segment. Following is a summary of the net assets acquired of Legacy Hay: (in thousands) Receivables due from clients $ 116,509 Other current assets 16,306 Property and equipment 27,904 Intangibles assets (1) 198,700 Other non-current assets 7,345 Current liabilities 127,099 Deferred compensation and other retirement plans 31,400 Deferred tax liabilities 55,369 Other liabilities 9,118 Net assets acquired 143,778 Purchase price 470,502 Goodwill $ 326,724 Integration/acquisition costs $ 33,815 (1) Acquisition-related intangible assets acquired in connection with the acquisition of Legacy Hay consist of customer lists and intellectual property of $86.3 million and $10.2 million, respectively, with weighted-average useful lives from the date of purchase of eleven years and seven years, respectively. Acquisition-related intangible assets not subject to amortization acquired in connection with the acquisition of Legacy Hay consist of trademarks of $102.2 million. The aggregate purchase price for Legacy Hay was allocated on a preliminary basis to the assets acquired and liabilities assumed on their estimated fair values at the date of acquisition. As of January 31, 2016, these allocations remain preliminary as it relates to, among other things, items such as working capital adjustments and income taxes. The measurement period for purchase price allocation ends as soon as information on the facts and circumstances becomes available, not to exceed 12 months. Adjustments to purchase price allocation may require a recasting of the amounts allocated to goodwill retroactive to the period in which the acquisitions occurred. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jan. 31, 2016 | |
Subsequent Events | 11. Subsequent Events Quarterly Dividend Declaration On March 8, 2016, the Board of Directors of the Company declared a cash dividend of $0.10 per share that will be paid on April 15, 2016 to holders of the Company’s common stock of record at the close of business on March 25, 2016. The declaration and payment of future dividends under the quarterly dividend policy will be at the discretion of the Board of Directors and will depend upon many factors, including the Company’s earnings, capital requirements, financial conditions, the terms of the Company’s indebtedness and other factors that the Board of Directors may deem to be relevant. The Board may amend, revoke or suspend the dividend policy at any time and for any reason. Venezuela Foreign Currency On February 17, 2016, the Venezuelan government announced a devaluation of the Bolivar, from the official exchange rate of 6.3 Bolivars per USD to 10.0 Bolivars per USD, and streamlined the previous three-tiered currency exchange mechanism into a dual currency exchange mechanism. The weaker of the two rates will be a free-floating exchange rate based on an existing system that currently sells dollars at approximately 200 Bolivars per USD. The economic and political environment in Venezuela has continued to deteriorate and the currency exchange restrictions have become more onerous. The Company has used the previously prevailing official exchange rate of 6.3 Bolivars per USD to re-measure our Venezuelan subsidiary’s financial statements as of January 31, 2016. After careful consideration the Company has taken the decision to adopt the free-floating exchange rate as it more appropriately reflects the ability to convert Bolivars to U.S. dollars given the deteriorating environment in Venezuela. The devaluation of the Bolivar to 200 Bolivars per USD will result in an estimated pre-tax charge ranging from $9 million to $12 million (or diluted earnings per share of $0.11 to $0.14) in the fourth quarter of fiscal 2016. We will continue to actively monitor the political and economic developments in Venezuela. |
Organization and Summary of S18
Organization and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Jan. 31, 2016 | |
Basis of Consolidation and Presentation | Basis of Consolidation and Presentation The accompanying financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended April 30, 2015 for the Company and its wholly and majority owned/controlled domestic and international subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The preparation of the consolidated financial statements conform with United States (“U.S.”) generally accepted accounting principles (“GAAP”) and prevailing practice within the industry. The consolidated financial statements include all adjustments, consisting of normal recurring accruals and any other adjustments that management considers necessary for a fair presentation of the results for these periods. The results of operations for the interim period are not necessarily indicative of the results for the entire fiscal year. Investments in affiliated companies, which are 50% or less owned and where the Company exercises significant influence over operations, are accounted for using the equity method. The Company considers events or transactions that occur after the balance sheet date but before the consolidated financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosures. |
Use of Estimates and Uncertainties | Use of Estimates and Uncertainties The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates, and changes in estimates are reported in current operations as new information is learned or upon the amounts becoming fixed and determinable. The most significant areas that require management judgment are revenue recognition, restructuring, deferred compensation, annual performance related bonuses, evaluation of the carrying value of receivables, goodwill and other intangible assets, fair value of contingent consideration, share-based payments and the recoverability of deferred income taxes. |
Revenue Recognition | Revenue Recognition Substantially all fee revenue is derived from fees for professional services related to executive recruitment performed on a retained basis, recruitment for non-executive professionals, recruitment process outsourcing and leadership & talent consulting services. Fee revenue from executive recruitment activities and recruitment for non-executive professionals is generally one-third of the estimated first year cash compensation of the placed executive or non-executive professional, as applicable, plus a percentage of the fee to cover indirect engagement related expenses. The Company generally recognizes such revenue on a straight-line basis over a three-month period, commencing upon client acceptance, as this is the period over which the recruitment services are performed. Fees earned in excess of the initial contract amount are recognized upon completion of the engagement, which reflect the difference between the final actual compensation of the placed executive and the estimate used for purposes of the previous billings. Since the initial contract fees are typically not contingent upon placement of a candidate, our assumptions primarily relate to establishing the period over which such service is performed. These assumptions determine the timing of revenue recognition and profitability for the reported period. Any revenues associated with services that are provided on a contingent basis are recognized once the contingency is resolved. In addition to recruitment for non-executive professionals, Futurestep provides recruitment process outsourcing (“RPO”) services and fee revenue is recognized as services are rendered and/or as milestones are achieved. Fee revenue from Hay Group (formerly known as Leadership & Talent Consulting (“Legacy LTC”) and combined with HG (Luxembourg) S.à.r.l (“Legacy Hay”)) services is recognized as services are rendered for consulting engagements and other time based services, measured by total hours incurred to the total estimated hours at completion. It is possible that updated estimates for the consulting engagement may vary from initial estimates with such updates being recognized in the period of determination. Depending on the timing of billings and services rendered, the Company accrues or defers revenue as appropriate. Hay Group revenue is also derived from the sale of solution services, which includes revenue from licenses, compensation data and from the sale of products. Revenue from licenses is recognized using a straight-line method over the term of the contract (generally 12 months). Under the fixed term licenses, the Company is obligated to provide the licensee with access to any updates to the underlying intellectual property that are made by the Company during the term of the license. Once the term of the agreement expires, the client’s right to access or use the intellectual property expires and the Company has no further obligations to the client under the license agreement. Revenue from perpetual licenses is recognized when the license is sold since the Company’s only obligation is to provide the client access to the intellectual property but is not obligated to provide maintenance, support, updates or upgrades. Products sold by the Company mainly consist of books and automated services covering a variety of topics including performance management, team effectiveness, and coaching and development. The Company recognizes revenue for its products when the product has been sold or shipped in the case of books. As of January 31, 2016 and April 30, 2015, the Company included deferred revenue of $94.0 million and $40.5 million, respectively, in other accrued liabilities. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts An allowance is established for doubtful accounts by taking a charge to general and administrative expenses. The amount of the allowance is based on historical loss experience, assessment of the collectability of specific accounts, as well as expectations of future collections based upon trends and the type of work for which services are rendered. After the Company exhausts all collection efforts, the amount of the allowance is reduced for balances identified as uncollectible. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. As of January 31, 2016 and April 30, 2015, the Company’s investments in cash equivalents, consist of money market funds for which market prices are readily available. As of January 31, 2016 and April 30, 2015, the Company had cash equivalents of $69.9 million and $260.6 million, respectively. |
Marketable Securities | Marketable Securities The Company currently has investments in marketable securities and mutual funds which are classified as either trading securities or available-for-sale, based upon management’s intent and ability to hold, sell or trade such securities. The classification of the investments in these marketable securities and mutual funds is assessed upon purchase and reassessed at each reporting period. These investments are recorded at fair value and are classified as marketable securities in the accompanying consolidated balance sheets. The investments that the Company may sell within the next twelve months are carried as current assets. Realized gains (losses) on marketable securities are determined by specific identification. Interest is recognized on an accrual basis, dividends are recorded as earned on the ex-dividend date. Interest and dividend income are recorded in the accompanying consolidated statements of operations in interest expense, net. The Company invests in mutual funds (for which market prices are readily available) that are held in trust to satisfy obligations under the Company’s deferred compensation plans (see Note 5 — Marketable Securities The Company also invests cash in excess of its daily operating requirements and capital needs primarily in marketable fixed income (debt) securities in accordance with the Company’s investment policy, which restricts the type of investments that can be made. At April 30, 2015, the Company’s investment portfolio includes corporate bonds. These marketable fixed income (debt) securities are classified as available-for-sale securities based on management’s decision, at the date such securities are acquired, not to hold these securities to maturity or actively trade them. The Company carries these marketable debt securities at fair value based on the market prices for these marketable debt securities or similar debt securities whose prices are readily available. The changes in fair values, net of applicable taxes, are recorded as unrealized gains or losses as a component of comprehensive (loss) income. When, in the opinion of management, a decline in the fair value of an investment below its amortized cost is considered to be “other-than-temporary,” a credit loss is recorded in the statement of operations in other (loss) income, net; any amount in excess of the credit loss is recorded as unrealized gains or losses as a component of comprehensive (loss) income. Generally, the amount of the loss is the difference between the cost or amortized cost and its then current fair value; a credit loss is the difference between the discounted expected future cash flows to be collected from the debt security and the cost or amortized cost of the debt security. The determination of the other-than-temporary decline includes, in addition to other relevant factors, a presumption that if the market value is below cost by a significant amount for a period of time, a write-down may be necessary. During the three and nine months ended January 31, 2016 and 2015, no other-than-temporary impairment was recognized. |
Foreign Currency Forward Contracts Not Designated as Hedges | Foreign Currency Forward Contracts Not Designated as Hedges Beginning in the third quarter of fiscal 2016, the Company established a program that primarily utilizes foreign currency forward contracts to offset the risks associated with the effects of certain foreign currency exposures due to an increase in the foreign currency exposures as a result of the Legacy Hay acquisition. These foreign currency forward contracts are neither used for trading purposes nor are they designated as hedging instruments pursuant to Accounting Standards Codification 815, Derivatives and Hedging. Accordingly, the fair value of these contracts are recorded as of the end of the reporting period in the accompanying consolidated balance sheets, while the change in fair value is recorded to the accompanying consolidated statement of operations. As of January 31, 2016, the total notional amounts of the forward contracts purchased and sold were $8.9 million and $51.3 million, respectively. The outstanding foreign currency forward contracts were included in prepaid expenses and other assets in the accompanying consolidated balance sheets as of January 31, 2016 and were immaterial. The Company incurred $0.4 million of net losses related to forward contracts for the three months ended January 31, 2016, which is recorded in general and administrative expenses in the accompanying consolidated statements of operations. The cash flows related to foreign currency forward contracts are included in cash (used in) provided by operating activities. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is the price the Company would receive to sell an asset or transfer a liability (exit price) in an orderly transaction between market participants. For those assets and liabilities recorded or disclosed at fair value, the Company determines the fair value based upon the quoted market price, if available. If a quoted market price is not available for identical assets, the fair value is based upon the quoted market price of similar assets. The fair values are assigned a level within the fair value hierarchy as defined below: • Level 1 • Level 2 • Level 3 As of January 31, 2016 and April 30, 2015, the Company held certain assets that are required to be measured at fair value on a recurring basis. These included cash, cash equivalents, accounts receivable, marketable securities and on January 31, 2016 also included foreign currency forward contracts. The carrying amount of cash, cash equivalents and accounts receivable approximates fair value due to the short maturity of these instruments. The fair values of marketable securities classified as trading are obtained from quoted market prices, and the fair values of marketable securities classified as available-for-sale and foreign currency forward contracts are obtained from a third party, which are based on quoted prices or market prices for similar assets and financial instruments. |
Business Acquisitions | Business Acquisitions Business acquisitions are accounted for under the acquisition method. The acquisition method requires the reporting entity to identify the acquirer, determine the acquisition date, recognize and measure the identifiable assets acquired, the liabilities assumed and any non-controlling interest in the acquired entity, and recognize and measure goodwill or a gain from the purchase. The acquiree’s results are included in the Company’s consolidated financial statements from the date of acquisition. Assets acquired and liabilities assumed are recorded at their fair values and the excess of the purchase price over the amounts assigned is recorded as goodwill, or if the fair value of the assets acquired exceeds the purchase price consideration, a bargain purchase gain is recorded. Adjustments to fair value assessments are generally recorded to goodwill over the measurement period (not longer than twelve months). The acquisition method also requires that acquisition-related transaction and post-acquisition restructuring costs be charged to expense as committed, and requires the Company to recognize and measure certain assets and liabilities including those arising from contingencies and contingent consideration in a business combination. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the excess of the purchase price over the fair value of assets acquired. The goodwill impairment test compares the fair value of a reporting unit with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, goodwill of the reporting unit would be considered impaired. To measure the amount of the impairment loss, the implied fair value of a reporting unit’s goodwill is compared to the carrying amount of that goodwill. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. If the carrying amount of a reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. For each of these tests, the fair value of each of the Company’s reporting units is determined using a combination of valuation techniques, including a discounted cash flow methodology. To corroborate the discounted cash flow analysis performed at each reporting unit, a market approach is utilized using observable market data such as comparable companies in similar lines of business that are publicly traded or which are part of a public or private transaction (to the extent available). Results of the annual impairment test performed as of January 31, 2015, indicated that the fair value of each reporting unit exceeded its carrying amount and no reporting units were at risk of failing the impairment test. As a result, no impairment charge was recognized. The Company’s annual impairment test will be performed in the fourth quarter of fiscal 2016. There were no indicators of impairment as of January 31, 2016 and April 30, 2015 that would have required further testing. Intangible assets primarily consist of customer lists, non-compete agreements, proprietary databases, intellectual property and trademarks and are recorded at their estimated fair value at the date of acquisition and are amortized in a pattern in which the asset is consumed if that pattern can be reliably determined, or using the straight-line method over their estimated useful lives which range from one to 24 years. For intangible assets subject to amortization, an impairment loss is recognized if the carrying amount of the intangible assets is not recoverable and exceeds fair value. The carrying amount of the intangible assets is considered not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from use of the asset. Intangible assets with indefinite lives are not amortized, but are reviewed annually for impairment or more frequently whenever events or changes in circumstances indicate that the fair value of the asset may be less than its carrying amount. As of January 31, 2016 and April 30, 2015, there were no indicators of impairment with respect to the Company’s intangible assets. |
Compensation and Benefits Expense | Compensation and Benefits Expense Compensation and benefits expense in the accompanying consolidated statements of operations, consist of compensation and benefits paid to consultants (employees who originate business), executive officers and administrative and support personnel. The most significant portions of this expense are salaries and the amounts paid under the annual performance related bonus plan to employees. The portion of the expense applicable to salaries is comprised of amounts earned by employees during a reporting period. The portion of the expenses applicable to annual performance related bonuses refers to the Company’s annual employee performance related bonus with respect to a fiscal year, the amount of which is communicated and paid to each eligible employee following the completion of the fiscal year. Each quarter, management makes its best estimate of its annual performance related bonuses, which requires management to, among other things, project annual consultant productivity (as measured by engagement fees billed and collected by executive search consultants and revenue and other performance metrics for Hay Group and Futurestep consultants), the level of engagements referred by a fee earner in one line of business to a different line of business, Company performance including profitability, competitive forces and future economic conditions and their impact on the Company’s results. At the end of each fiscal year, annual performance related bonuses take into account final individual consultant productivity (including referred work), Company results including profitability, the achievement of strategic objectives and the results of individual performance appraisals, and the current economic landscape. Accordingly, each quarter the Company reevaluates the assumptions used to estimate annual performance related bonus liability and adjusts the carrying amount of the liability recorded on the consolidated balance sheet and reports any changes in the estimate in current operations. Because annual performance-based bonuses are communicated and paid only after the Company reports its full fiscal year results, actual performance-based bonus payments may differ from the prior year’s estimate. Such changes in the bonus estimate historically have been immaterial and are recorded in current operations in the period in which they are determined. The performance related bonus expense was $128.1 million and $122.1 million for the nine months ended January 31, 2016 and 2015, respectively, which was reduced by a change in the previous years’ estimate recorded in the nine months ended January 31, 2016 and 2015, of $0.6 million and $0.3 million, respectively. This resulted in net bonus expense of $127.5 million and $121.8 million in the nine months ended January 31, 2016 and 2015, respectively, included in compensation and benefits expense in the consolidated statements of operations. During the three months ended January 31, 2016 and 2015, the performance related bonus expense was $41.1 million and $37.8 million, respectively, included in compensation and benefits expense. No change in estimate related to previous years’ estimates was recorded in the three months ended January 31, 2016 or 2015. Other expenses included in compensation and benefits expense are due to changes in deferred compensation and pension plan liabilities, changes in cash surrender value (“CSV”) of company owned life insurance (“COLI”) contracts, amortization of stock compensation awards, payroll taxes and employee insurance benefits. |
Restructuring Charges, Net | Restructuring Charges, Net The Company accounts for its restructuring charges as a liability when the obligations are incurred and records such charges at fair value. Changes in the estimates of the restructuring charges are recorded in the period the change is determined. |
Stock-Based Compensation | Stock-Based Compensation The Company has employee compensation plans under which various types of stock-based instruments are granted. These instruments principally include restricted stock units, restricted stock, stock options and an Employee Stock Purchase Plan (“ESPP”). The Company recognizes compensation expense related to restricted stock units, restricted stock and the estimated fair value of stock options and stock purchase under the ESPP on a straight-line basis over the service period for the entire award. |
Income Taxes | Income Taxes In December 2015, the IRS finalized an examination of the Company’s U.S. federal income tax return for the tax year ended April 30, 2013. As a result of this audit, the Company recognized a financial statement benefit of $2.1 million, recorded in income tax (benefit) provision in the accompanying consolidated statement of operations, primarily due to the removal of an uncertain tax position liability and foreign tax credit utilization. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In November 2015, the FASB issued guidance that simplifies the presentation of deferred income taxes, requiring all deferred tax assets and liabilities, and any related valuation allowances, to be classified as non-current on the balance sheet. The new guidance is effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods, with early application permitted for all entities as of the beginning of an interim or annual reporting period. The Company has elected to early adopt the guidance as of January 31, 2016 and has retrospectively applied the new requirements to all periods presented. As such, the Company has reclassified $3.8 million of current deferred tax assets from current assets to non-current assets in the accompanying consolidated balance sheet as of April 30, 2015. |
Recently Proposed Accounting Standards | Recently Proposed Accounting Standards In May 2014, the FASB issued guidance that supersedes revenue recognition requirements regarding contracts with customers to transfer goods or services or for the transfer of nonfinancial assets. Under the new guidance, entities are required to recognize revenue in order to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance provides a five-step analysis to be performed on transactions to determine when and how revenue is recognized. In July 2015, the FASB decided to approve a one-year deferral of the effective date as well as providing an option to early adopt the standard on the original effective date. This new guidance is effective for fiscal years and interim periods within those annual years beginning after December 15, 2017 as opposed to the original effective date of December 15, 2016. The Company will adopt this guidance in its fiscal year beginning May 1, 2018. The Company is currently evaluating the effect the guidance will have on our financial condition and results of operations. In September 2015, the FASB issued guidance requiring an acquirer to recognize adjustments to provisional amounts recorded in an acquisition that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The acquirer is required to record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The acquirer is also required to present separately on the face of the income statement or disclose in the footnotes, the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustments had been recognized as of the acquisition date. This new guidance is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The Company will comply with the new guidance when adjustments in acquisitions are identified and recorded during the measurement period. In February 2016, the FASB issued guidance on accounting for leases that generally requires all leases to be recognized in the consolidated balance sheet. The provisions of the guidance are effective for fiscal years beginning after December 15, 2018; early adoption is permitted. The provisions of the guidance are to be applied using a modified retrospective approach. We are currently evaluating the effect that this guidance will have on our consolidated financial statements. |
Basic and Diluted (Loss) Earn19
Basic and Diluted (Loss) Earnings Per Share (Tables) | 9 Months Ended |
Jan. 31, 2016 | |
Basic and Diluted (Loss) Earnings per Common Share Attributable to Common Stockholders | The following table summarizes basic and diluted (loss) earnings per common share attributable to common stockholders: Three Months Ended January 31, Nine Months Ended January 31, 2016 2015 2016 2015 (in thousands, except per share data) Net (loss) income $ (15,995 ) $ 22,939 $ 25,058 $ 62,875 Less: distributed and undistributed earnings to nonvested restricted stockholders 54 223 235 632 Basic net (loss) earnings attributable to common stockholders (16,049 ) 22,716 24,823 62,243 Add: undistributed earnings to nonvested restricted stockholders — 223 83 632 Less: reallocation of undistributed earnings to nonvested restricted stockholders — 220 82 623 Diluted net (loss) earnings attributable to common stockholders $ (16,049 ) $ 22,719 $ 24,824 $ 62,252 Weighted-average common shares outstanding: Basic weighted-average number of common shares outstanding 54,003 49,135 51,159 48,973 Effect of dilutive securities: Restricted stock — 491 459 578 Stock options — 97 53 111 ESPP — 1 12 1 Diluted weighted-average number of common shares outstanding 54,003 49,724 51,683 49,663 Net (loss) earnings per common share: Basic (loss) earnings per share $ (0.30 ) $ 0.46 $ 0.49 $ 1.27 Diluted (loss) earnings per share $ (0.30 ) $ 0.46 $ 0.48 $ 1.25 |
Comprehensive (Loss) Income (Ta
Comprehensive (Loss) Income (Tables) | 9 Months Ended |
Jan. 31, 2016 | |
Components Of Accumulated Other Comprehensive (Loss) Income | The components of accumulated other comprehensive loss were as follows: January 31, 2016 April 30, 2015 (in thousands) Foreign currency translation adjustments $ (49,349 ) $ (20,919 ) Deferred compensation and pension plan adjustments, net of tax (18,366 ) (19,708 ) Unrealized gains on marketable securities, net of tax — 4 Accumulated other comprehensive loss, net $ (67,715 ) $ (40,623 ) |
Changes in Each Component of Accumulated Other Comprehensive (Loss) Income | The following table summarizes the changes in each component of accumulated other comprehensive (loss) income for the three months ended January 31, 2016: Foreign Deferred Unrealized Accumulated (in thousands) Balance as of October 31, 2015 $ (37,902 ) $ (18,813 ) $ — $ (56,715 ) Unrealized losses arising during the period (11,447 ) — — (11,447 ) Reclassification of realized net losses to net income — 447 — 447 Balance as of January 31, 2016 $ (49,349 ) $ (18,366 ) $ — $ (67,715 ) The following table summarizes the changes in each component of accumulated other comprehensive (loss) income for the nine months ended January 31, 2016: Foreign Deferred Unrealized Accumulated (in thousands) Balance as of April 30, 2015 $ (20,919 ) $ (19,708 ) $ 4 $ (40,623 ) Unrealized losses arising during the period (28,430 ) — (4 ) (28,434 ) Reclassification of realized net losses to net income — 1,342 — 1,342 Balance as of January 31, 2016 $ (49,349 ) $ (18,366 ) $ — $ (67,715 ) (1) The tax effects on the reclassifications of realized net losses was $0.3 million and $0.9 million for the three and nine months ended January 31, 2016, respectively. The following table summarizes the changes in each component of accumulated other comprehensive (loss) income for the three months ended January 31, 2015: Foreign Deferred Unrealized Accumulated (in thousands) Balance as of October 31, 2014 $ (631 ) $ (17,052 ) $ 12 $ (17,671 ) Unrealized losses arising during the period (26,537 ) — (5 ) (26,542 ) Reclassification of realized net losses to net income — 466 — 466 Balance as of January 31, 2015 $ (27,168 ) $ (16,586 ) $ 7 $ (43,747 ) The following table summarizes the changes in each component of accumulated other comprehensive (loss) income for the nine months ended January 31, 2015: Foreign Deferred Unrealized Accumulated (in thousands) Balance as of April 30, 2014 $ 15,604 $ (18,006 ) $ 14 $ (2,388 ) Unrealized losses arising during the period (42,772 ) — (7 ) (42,779 ) Reclassification of realized net losses to net income — 1,420 — 1,420 Balance as of January 31, 2015 $ (27,168 ) $ (16,586 ) $ 7 $ (43,747 ) (1) The tax effects on the reclassifications of realized net losses was $0.3 million and $0.9 million for the three and nine months ended January 31, 2015, respectively. |
Employee Stock Plans (Tables)
Employee Stock Plans (Tables) | 9 Months Ended |
Jan. 31, 2016 | |
Components Of Stock-Based Compensation Expense Recognized | The following table summarizes the components of stock-based compensation expense recognized in the Company’s consolidated statements of operations for the periods indicated: Three Months Ended January 31, Nine Months Ended January 31, 2016 2015 2016 2015 (in thousands) Restricted stock $ 4,399 $ 3,356 $ 13,131 $ 10,225 ESPP 127 41 391 41 Stock options — 22 17 112 Total stock-based compensation expense, pre-tax 4,526 3,419 13,539 10,378 Tax benefit from stock-based compensation expense (1,989 ) (1,032 ) (4,857 ) (3,128 ) Total stock-based compensation expense, net of tax $ 2,537 $ 2,387 $ 8,682 $ 7,250 |
Stock Options Transactions | Stock option transactions under the Company’s Second A&R 2008 Plan were as follows: Nine Months Ended January 31, 2016 Options Weighted- Weighted- Aggregate (in thousands, except per share data) Outstanding, April 30, 2015 202 $ 15.45 Exercised (84 ) $ 15.72 Forfeited/expired (10 ) $ 18.05 Outstanding, January 31, 2016 108 $ 15.13 1.25 $ 1,698 Exercisable, January 31, 2016 108 $ 15.13 1.25 $ 1,698 |
Additional Information Pertaining to Stock Options | Additional information pertaining to stock options: Three Months Ended January 31, Nine Months Ended January 31, 2016 2015 2016 2015 (in thousands) Total fair value of stock options vested $ — $ — $ 96 $ 334 Total intrinsic value of stock options exercised $ 73 $ 145 $ 1,631 $ 1,516 |
Restricted Stock Activity | Restricted stock activity during the nine months ended January 31, 2016 is summarized below: Shares Weighted- Average Grant Date Fair Value (in thousands, except per share data) Non-vested, April 30, 2015 1,560 $ 22.15 Granted 1,006 $ 29.65 Vested (787 ) $ 16.31 Forfeited/expired (20 ) $ 23.49 Non-vested, January 31, 2016 1,759 $ 29.04 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 9 Months Ended |
Jan. 31, 2016 | |
Summary of Marketable Securities | As of January 31, 2016, marketable securities consisted of the following: Trading (1)(2) Available-for- Sale (2) Total (in thousands) Mutual funds $ 135,938 $ — $ 135,938 Less: current portion of marketable securities (9,118 ) — (9,118 ) Non-current marketable securities $ 126,820 $ — $ 126,820 As of April 30, 2015, marketable securities consisted of the following: Trading Available-for- Sale (2) Total (in thousands) Mutual funds $ 131,399 $ — $ 131,399 Corporate bonds — 13,177 13,177 Total 131,399 13,177 144,576 Less: current portion of marketable securities (12,580 ) (13,177 ) (25,757 ) Non-current marketable securities $ 118,819 $ — $ 118,819 (1) These investments are held in trust for settlement of the Company’s vested and unvested obligations of $133.0 million and $129.1 million as of January 31, 2016 and April 30, 2015, respectively, under the ECAP (see Note 6 — Deferred Compensation and Retirement Plans (2) The Company’s financial assets measured at fair value on a recurring basis include trading securities classified as Level 1 and available-for-sale securities classified as Level 2. As of January 31, 2016 and April 30, 2015, the Company had no investments classified as Level 3. |
Amortized Cost and Fair Values of Marketable Securities Classified as Available-For-Sale Investments | As of April 30, 2015, the amortized cost and fair values of marketable securities classified as available-for-sale investments were as follows: April 30, 2015 Amortized Gross Gross Estimated (in thousands) Corporate bonds $ 13,167 $ 11 $ (1 ) $ 13,177 (1) There are no marketable securities that have been in a continuous unrealized loss position for 12 months or more. |
Deferred Compensation and Ret23
Deferred Compensation and Retirement Plans (Tables) | 9 Months Ended |
Jan. 31, 2016 | |
Deferred Compensation Plans | |
Components Of Net Periodic Benefit Costs | The components of net periodic benefit costs are as follows: Three Months Ended January 31, Nine Months Ended January 31, 2016 2015 2016 2015 (in thousands) Amortization of actuarial loss $ 730 $ 763 $ 2,192 $ 2,288 Interest cost 703 747 2,109 2,242 Net periodic benefit costs $ 1,433 $ 1,510 $ 4,301 $ 4,530 |
Restructuring Charges, Net (Tab
Restructuring Charges, Net (Tables) | 9 Months Ended |
Jan. 31, 2016 | |
Changes in Restructuring Liability | Changes in the restructuring liability during the three months ended January 31, 2016 are as follows: Severance Facilities Total (in thousands) Liability as of October 31, 2015 $ 156 $ 509 $ 665 Restructuring charges, net 29,877 700 30,577 Reductions for cash payments (7,962 ) (91 ) (8,053 ) Non-cash items (1,690 ) — (1,690 ) Exchange rate fluctuations (119 ) (60 ) (179 ) Liability as of January 31, 2016 $ 20,262 $ 1,058 $ 21,320 Changes in the restructuring liability during the nine months ended January 31, 2016 are as follows: Severance Facilities Total (in thousands) Liability as of April 30, 2015 $ 375 $ 771 $ 1,146 Restructuring charges, net 29,877 700 30,577 Reductions for cash payments (8,176 ) (339 ) (8,515 ) Non-cash items (1,690 ) — (1,690 ) Exchange rate fluctuations (124 ) (74 ) (198 ) Liability as of January 31, 2016 $ 20,262 $ 1,058 $ 21,320 |
Summary Of Restructuring Liability By Segment | The restructuring liability by segment is summarized below: January 31, 2016 Severance Facilities Total (in thousands) Executive Recruitment North America $ 427 $ 19 $ 446 Europe, Middle East and Africa (“EMEA”) 3,664 196 3,860 Asia Pacific 421 — 421 South America 186 — 186 Total Executive Recruitment 4,698 215 4,913 Hay Group 15,431 721 16,152 Futurestep 51 122 173 Corporate 82 — 82 Liability as of January 31, 2016 $ 20,262 $ 1,058 $ 21,320 April 30, 2015 Severance Facilities Total (in thousands) Executive Recruitment North America $ 51 $ — $ 51 EMEA 210 212 422 Total Executive Recruitment 261 212 473 Hay Group 58 320 378 Futurestep 52 239 291 Corporate 4 — 4 Liability as of April 30, 2015 $ 375 $ 771 $ 1,146 |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Jan. 31, 2016 | |
Financial Highlights By Business Segment | Financial highlights by business segment are as follows: Three Months Ended January 31, 2016 Executive Recruitment North EMEA Asia Pacific South Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 93,520 $ 35,498 $ 19,094 $ 6,541 $ 154,653 $ 140,508 $ 48,997 $ — $ 344,158 Total revenue $ 97,097 $ 36,417 $ 19,603 $ 6,545 $ 159,662 $ 146,079 $ 53,138 $ — $ 358,879 Net loss $ (15,995 ) Other loss, net 7,092 Interest expense, net 372 Equity in earnings of unconsolidated subsidiaries, net (181 ) Income tax benefit (5,355 ) Operating income (loss) $ 28,957 $ 1,707 $ 2,775 $ 1,166 $ 34,605 $ (21,559 ) $ 6,630 $ (33,743 ) $ (14,067 ) Depreciation and amortization 812 213 235 73 1,333 6,722 609 1,666 10,330 Other (loss) income, net (330 ) 77 (114 ) 9 (358 ) 143 79 (6,956 ) (7,092 ) Equity in earnings of unconsolidated subsidiaries, net 26 — — — 26 — — 155 181 EBITDA 29,465 1,997 2,896 1,248 35,606 (14,694 ) 7,318 (38,878 ) (10,648 ) Restructuring charges, net 484 5,866 577 328 7,255 23,241 — 81 30,577 Integration/acquisition costs — — — — — 8,413 — 12,734 21,147 Deferred revenue adjustment due to acquisition — — — — — 5,871 — — 5,871 Separation costs — — — — — — — 744 744 Adjusted EBITDA $ 29,949 $ 7,863 $ 3,473 $ 1,576 $ 42,861 $ 22,831 $ 7,318 $ (25,319 ) $ 47,691 Three Months Ended January 31, 2015 Executive Recruitment North EMEA Asia Pacific South Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 78,026 $ 36,816 $ 20,924 $ 7,713 $ 143,479 $ 64,313 $ 41,753 $ — $ 249,545 Total revenue $ 81,521 $ 37,868 $ 21,874 $ 7,724 $ 148,987 $ 66,048 $ 43,836 $ — $ 258,871 Net income $ 22,939 Other loss, net 1,478 Interest income, net (288 ) Equity in earnings of unconsolidated subsidiaries, net (778 ) Income tax provision 9,576 Operating income (loss) $ 22,673 $ 5,073 $ 4,096 $ 1,741 $ 33,583 $ 8,577 $ 5,760 $ (14,993 ) $ 32,927 Depreciation and amortization 867 431 216 79 1,593 3,317 469 1,435 6,814 Other (loss) income, net (225 ) 24 25 41 (135 ) (156 ) 4 (1,191 ) (1,478 ) Equity in earnings of unconsolidated subsidiaries, net 103 — — — 103 — — 675 778 EBITDA 23,418 5,528 4,337 1,861 35,144 11,738 6,233 (14,074 ) 39,041 Restructuring recoveries, net — — — (148 ) (148 ) — (270 ) — (418 ) Acquisition costs — — — — — — — 445 445 Adjusted EBITDA $ 23,418 $ 5,528 $ 4,337 $ 1,713 $ 34,996 $ 11,738 $ 5,963 $ (13,629 ) $ 39,068 Nine Months Ended January 31, 2016 Executive Recruitment North EMEA Asia Pacific South Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 276,667 $ 108,158 $ 59,307 $ 19,083 $ 463,215 $ 283,350 $ 145,587 $ — $ 892,152 Total revenue $ 287,694 $ 111,097 $ 61,210 $ 19,095 $ 479,096 $ 293,511 $ 156,946 $ — $ 929,553 Net income $ 25,058 Other loss, net 9,812 Interest expense, net 1,215 Equity in earnings of unconsolidated subsidiaries, net (1,446 ) Income tax provision 13,211 Operating income (loss) $ 80,524 $ 14,912 $ 9,668 $ 3,644 $ 108,748 $ (6,286 ) $ 19,715 $ (74,327 ) $ 47,850 Depreciation and amortization 2,471 810 704 224 4,209 14,058 1,772 4,894 24,933 Other (loss) income, net (425 ) 227 (102 ) 281 (19 ) (737 ) 87 (9,143 ) (9,812 ) Equity in earnings of unconsolidated subsidiaries, net 252 — — — 252 — — 1,194 1,446 EBITDA 82,822 15,949 10,270 4,149 113,190 7,035 21,574 (77,382 ) 64,417 Restructuring charges, net 484 5,866 577 328 7,255 23,241 — 81 30,577 Integration/acquisition costs — — — — — 12,052 — 21,763 33,815 Deferred revenue adjustment due to acquisition — — — — — 5,871 — — 5,871 Separation costs — — — — — — — 744 744 Adjusted EBITDA $ 83,306 $ 21,815 $ 10,847 $ 4,477 $ 120,445 $ 48,199 $ 21,574 $ (54,794 ) $ 135,424 Nine Months Ended January 31, 2015 Executive Recruitment North EMEA Asia Pacific South Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 243,055 $ 113,788 $ 61,615 $ 22,366 $ 440,824 $ 194,269 $ 121,342 $ — $ 756,435 Total revenue $ 253,855 $ 117,351 $ 63,959 $ 22,416 $ 457,581 $ 199,945 $ 126,387 $ — $ 783,913 Net income $ 62,875 Other income, net (3,061 ) Interest expense, net 1,426 Equity in earnings of unconsolidated subsidiaries, net (1,696 ) Income tax provision 26,392 Operating income (loss) $ 60,788 $ 13,337 $ 10,042 $ 3,513 $ 87,680 $ 19,799 $ 14,367 $ (35,910 ) $ 85,936 Depreciation and amortization 2,662 1,366 771 249 5,048 9,848 1,374 4,093 20,363 Other income (loss), net 98 69 283 87 537 (111 ) 27 2,608 3,061 Equity in earnings of unconsolidated subsidiaries, net 281 — — — 281 — — 1,415 1,696 EBITDA 63,829 14,772 11,096 3,849 93,546 29,536 15,768 (27,794 ) 111,056 Restructuring charges, net 1,151 3,987 17 229 5,384 2,758 1,154 172 9,468 Acquisition costs — — — — — — — 445 445 Adjusted EBITDA $ 64,980 $ 18,759 $ 11,113 $ 4,078 $ 98,930 $ 32,294 $ 16,922 $ (27,177 ) $ 120,969 |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Jan. 31, 2016 | |
Summary Of Net Assets Acquired | Following is a summary of the net assets acquired of Legacy Hay: (in thousands) Receivables due from clients $ 116,509 Other current assets 16,306 Property and equipment 27,904 Intangibles assets (1) 198,700 Other non-current assets 7,345 Current liabilities 127,099 Deferred compensation and other retirement plans 31,400 Deferred tax liabilities 55,369 Other liabilities 9,118 Net assets acquired 143,778 Purchase price 470,502 Goodwill $ 326,724 Integration/acquisition costs $ 33,815 (1) Acquisition-related intangible assets acquired in connection with the acquisition of Legacy Hay consist of customer lists and intellectual property of $86.3 million and $10.2 million, respectively, with weighted-average useful lives from the date of purchase of eleven years and seven years, respectively. Acquisition-related intangible assets not subject to amortization acquired in connection with the acquisition of Legacy Hay consist of trademarks of $102.2 million. |
Organization and Summary of S27
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Dec. 31, 2015USD ($) | Jan. 31, 2016USD ($)CountryOffice | Jan. 31, 2015USD ($) | Jan. 31, 2016USD ($)CountryOffice | Jan. 31, 2015USD ($) | Apr. 30, 2015USD ($) | |
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Number of offices | Office | 150 | 150 | ||||
Number of countries in which entity operates | Country | 52 | 52 | ||||
Investments in affiliated companies maximum | 50.00% | 50.00% | ||||
Deferred revenue | $ 94,000,000 | $ 94,000,000 | $ 40,500,000 | |||
Cash equivalents | 69,900,000 | 69,900,000 | 260,600,000 | |||
Realized loss of other-than-temporary impairment | 0 | $ 0 | 0 | $ 0 | ||
Impairment of goodwill | 0 | 0 | ||||
Impairment of intangible assets | 0 | 0 | ||||
Performance related bonus expenses | 41,100,000 | 37,800,000 | 128,100,000 | 122,100,000 | ||
(Decrease) increase in performance related bonus expenses | (600,000) | (300,000) | ||||
Performance related bonus after reduction in the previous year estimate | 127,500,000 | 121,800,000 | ||||
Income tax (benefit) provision | $ (2,100,000) | (5,355,000) | $ 9,576,000 | 13,211,000 | $ 26,392,000 | |
Reclassification of deferred tax assets from current to non current | $ 3,800,000 | |||||
Not Designated as Hedging Instrument | Foreign Exchange Forward | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Foreign currency gain/(loss) | (400,000) | |||||
Not Designated as Hedging Instrument | Foreign Exchange Forward | Prepaid Expenses and Other Current Assets | Derivatives Purchased | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Derivative notional amount | 8,900,000 | 8,900,000 | ||||
Not Designated as Hedging Instrument | Foreign Exchange Forward | Prepaid Expenses and Other Current Assets | Derivatives Sold | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Derivative notional amount | $ 51,300,000 | $ 51,300,000 | ||||
Minimum | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Intangible assets estimated useful lives | 1 year | |||||
Maximum | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Intangible assets estimated useful lives | 24 years |
Basic and Diluted (Loss) Earn28
Basic and Diluted (Loss) Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Restricted Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of earnings per share, shares | 1.5 | 0.5 | 0.5 | 0.5 |
Basic and Diluted (loss) Earn29
Basic and Diluted (loss) Earnings per Common Share Attributable to Common Stockholders (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Earnings Per Share Disclosure [Line Items] | ||||
Net (loss) income | $ (15,995) | $ 22,939 | $ 25,058 | $ 62,875 |
Less: distributed and undistributed earnings to nonvested restricted stockholders | 54 | 223 | 235 | 632 |
Basic net (loss) earnings attributable to common stockholders | (16,049) | 22,716 | 24,823 | 62,243 |
Add: undistributed earnings to nonvested restricted stockholders | 223 | 83 | 632 | |
Less: reallocation of undistributed earnings to nonvested restricted stockholders | 220 | 82 | 623 | |
Diluted net (loss) earnings attributable to common stockholders | $ (16,049) | $ 22,719 | $ 24,824 | $ 62,252 |
Basic weighted-average number of common shares outstanding | 54,003 | 49,135 | 51,159 | 48,973 |
Diluted weighted-average number of common shares outstanding | 54,003 | 49,724 | 51,683 | 49,663 |
Basic (loss) earnings per share | $ (0.30) | $ 0.46 | $ 0.49 | $ 1.27 |
Diluted (loss) earnings per share | $ (0.30) | $ 0.46 | $ 0.48 | $ 1.25 |
ESPP | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Stock | 1 | 12 | 1 | |
Restricted Stock | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Stock | 491 | 459 | 578 | |
Stock Options | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Stock | 97 | 53 | 111 |
Components of Accumulated Other
Components of Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Oct. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Apr. 30, 2014 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||
Foreign currency translation adjustments | $ (49,349) | $ (20,919) | ||||
Deferred compensation and pension plan adjustments, net of tax | (18,366) | (19,708) | ||||
Unrealized gains on marketable securities, net of tax | 4 | |||||
Accumulated other comprehensive loss, net | $ (67,715) | $ (56,715) | $ (40,623) | $ (43,747) | $ (17,671) | $ (2,388) |
Changes in Each Component of Ac
Changes in Each Component of Accumulated Other Comprehensive (Loss) Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Accumulated other comprehensive (loss) income, beginning balance | $ (56,715) | $ (17,671) | $ (40,623) | $ (2,388) | ||||
Unrealized (losses) gains arising during the period | (11,447) | (26,542) | (28,434) | (42,779) | ||||
Reclassification of realized net losses (gains) to net income | 447 | 466 | 1,342 | 1,420 | ||||
Accumulated other comprehensive (loss)income, ending balance | (67,715) | (43,747) | (67,715) | (43,747) | ||||
Accumulated Translation Adjustment | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Accumulated other comprehensive (loss) income, beginning balance | (37,902) | (631) | (20,919) | 15,604 | ||||
Unrealized (losses) gains arising during the period | (11,447) | (26,537) | (28,430) | (42,772) | ||||
Accumulated other comprehensive (loss)income, ending balance | (49,349) | (27,168) | (49,349) | (27,168) | ||||
Accumulated Defined Benefit Plans Adjustment | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Accumulated other comprehensive (loss) income, beginning balance | (18,813) | [1] | (17,052) | [2] | (19,708) | [1] | (18,006) | [2] |
Reclassification of realized net losses (gains) to net income | 447 | [1] | 466 | [2] | 1,342 | [1] | 1,420 | [2] |
Accumulated other comprehensive (loss)income, ending balance | $ (18,366) | [1] | (16,586) | [2] | (18,366) | [1] | (16,586) | [2] |
Accumulated Net Unrealized Investment Gain (Loss) | ||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||
Accumulated other comprehensive (loss) income, beginning balance | 12 | 4 | 14 | |||||
Unrealized (losses) gains arising during the period | (5) | $ (4) | (7) | |||||
Accumulated other comprehensive (loss)income, ending balance | $ 7 | $ 7 | ||||||
[1] | The tax effects on the reclassifications of realized net losses was $0.3 million and $0.9 million for the three and nine months ended January 31, 2016, respectively. | |||||||
[2] | The tax effects on the reclassifications of realized net losses was $0.3 million and $0.9 million for the three and nine months ended January 31, 2015, respectively. |
Changes in Each Component of 32
Changes in Each Component of Accumulated Other Comprehensive (Loss) Income (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Tax effects on reclassifications of realized net losses | $ 0.3 | $ 0.3 | $ 0.9 | $ 0.9 |
Components of Stock-Based Compe
Components of Stock-Based Compensation Expense Recognized (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense, pre-tax | $ 4,526 | $ 3,419 | $ 13,539 | $ 10,378 |
Tax benefit from stock-based compensation expense | (1,989) | (1,032) | (4,857) | (3,128) |
Total stock-based compensation expense, net of tax | 2,537 | 2,387 | 8,682 | 7,250 |
Restricted Stock | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense, pre-tax | 4,399 | 3,356 | 13,131 | 10,225 |
Stock Options | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense, pre-tax | 22 | 17 | 112 | |
ESPP | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense, pre-tax | $ 127 | $ 41 | $ 391 | $ 41 |
Employee Stock Plans - Addition
Employee Stock Plans - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock option grants | 0 | 0 | 0 | 0 |
Purchase of common stock | $ 6,709,000 | $ 3,842,000 | ||
Shares repurchased during the period | 0 | 0 | 0 | 0 |
Time Based Restricted Stock | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Time Based Restricted Stock | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | |||
Market Based Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Shares outstanding | 300,000 | 300,000 | ||
Total unrecognized compensation cost related to non-vested awards | $ 6,700,000 | $ 6,700,000 | ||
Performance Based Restricted Stock Unit | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 3 years | |||
Shares outstanding | 500,000 | 500,000 | ||
Total unrecognized compensation cost related to non-vested awards | $ 11,900,000 | $ 11,900,000 | ||
Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Proceeds from issuance of common stock upon exercise of employee stock options | $ 100,000 | $ 300,000 | $ 1,300,000 | $ 2,200,000 |
Stock Options | Common Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock issued for stock options exercised | 3,650 | 15,091 | 84,148 | 124,720 |
Restricted Stock | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total unrecognized compensation cost related to non-vested awards | $ 36,800,000 | $ 36,800,000 | ||
Expected cost recognized over weighted-average period | 2 years 7 months 6 days | |||
Shares repurchased during the period to pay for taxes | 3,352 | 3,379 | 192,116 | 129,462 |
Purchase of common stock | $ 100,000 | $ 100,000 | $ 6,709,000 | $ 3,842,000 |
Stock Incentive Plan 2008 | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Maximum number of shares reserved for issuance | 5,700,000 | 5,700,000 | ||
Issuance of full-value stock awards limitation, required ratio to stock options | 1.91 | 1.91 | ||
ESPP | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Maximum number of shares reserved for issuance | 3,000,000 | 3,000,000 | ||
Authorized payroll deductions | 15.00% | 15.00% | ||
Authorized payroll deductions, value | $ 25,000 | |||
Fair market price of common stock | 85.00% | |||
Shares available for future issuance | 1,500,000 | 1,500,000 | ||
Employees stock purchased | 50,801 | 95,135 | ||
Employees stock purchased, price per share | $ 28.20 | $ 28.83 |
Stock Options Transactions (Det
Stock Options Transactions (Detail) - Stock Options $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Jan. 31, 2016USD ($)$ / sharesshares | |
Options | |
Outstanding, April 30, 2015 | shares | 202 |
Exercised | shares | (84) |
Forfeited/expired | shares | (10) |
Outstanding, January 31, 2016 | shares | 108 |
Exercisable, January 31, 2016 | shares | 108 |
Weighted Average Exercise Price | |
Outstanding, April 30, 2015 | $ / shares | $ 15.45 |
Exercised | $ / shares | 15.72 |
Forfeited/expired | $ / shares | 18.05 |
Outstanding, January 31, 2016 | $ / shares | 15.13 |
Exercisable, January 31, 2016 | $ / shares | $ 15.13 |
Weighted-Average Remaining Contractual Life (In Years) | |
Outstanding, January 31, 2016 | 1 year 3 months |
Exercisable, January 31, 2016 | 1 year 3 months |
Aggregate Intrinsic Value | |
Outstanding, January 31, 2016 | $ | $ 1,698 |
Exercisable, January 31, 2016 | $ | $ 1,698 |
Additional Information Pertaini
Additional Information Pertaining to Stock Options (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total fair value of stock options vested | $ 96 | $ 334 | ||
Total intrinsic value of stock options exercised | $ 73 | $ 145 | $ 1,631 | $ 1,516 |
Restricted Stock Activity (Deta
Restricted Stock Activity (Detail) - Restricted Stock shares in Thousands | 9 Months Ended |
Jan. 31, 2016$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Non-vested, April 30, 2015 | shares | 1,560 |
Shares, Granted | shares | 1,006 |
Shares, Vested | shares | (787) |
Shares, Forfeited/expired | shares | (20) |
Shares, Non-vested, January 31, 2016 | shares | 1,759 |
Weighted-Average Grant Date Fair Value, Non-vested, April 30, 2015 | $ / shares | $ 22.15 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 29.65 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 16.31 |
Weighted-Average Grant Date Fair Value, Forfeited/expired | $ / shares | 23.49 |
Weighted-Average Grant Date Fair Value, Non-vested, January 31, 2016 | $ / shares | $ 29.04 |
Summary of Marketable Securitie
Summary of Marketable Securities (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Apr. 30, 2015 | ||
Schedule Of Marketable Securities [Line Items] | ||||
Trading | $ 135,938 | $ 131,399 | [1],[2] | |
Less: current portion of marketable securities | [1],[2] | (9,118) | (12,580) | |
Non-current marketable securities | [1],[2] | 126,820 | 118,819 | |
Available-for-Sale | 0 | 13,177 | [1] | |
Less: current portion of marketable securities | [1] | (13,177) | ||
Non-current marketable securities | [1] | 0 | 0 | |
Total | 144,576 | |||
Less: current portion of marketable securities | (9,118) | (25,757) | ||
Non-current marketable securities | 126,820 | 118,819 | ||
Mutual Funds | ||||
Schedule Of Marketable Securities [Line Items] | ||||
Trading | [1],[2] | 135,938 | 131,399 | |
Total | $ 135,938 | 131,399 | ||
Corporate Bonds | ||||
Schedule Of Marketable Securities [Line Items] | ||||
Available-for-Sale | [1] | 13,177 | ||
Total | $ 13,177 | |||
[1] | The Company's financial assets measured at fair value on a recurring basis include trading securities classified as Level 1 and available-for-sale securities classified as Level 2. As of January 31, 2016 and April 30, 2015, the Company had no investments classified as Level 3. | |||
[2] | These investments are held in trust for settlement of the Company's vested and unvested obligations of $133.0 million and $129.1 million as of January 31, 2016 and April 30, 2015, respectively, under the ECAP (see Note 6 - Deferred Compensation and Retirement Plans). During the three and nine months ended January 31, 2016, the fair value of the investments decreased; therefore, the Company recognized a loss of $7.1 million and $8.9 million, respectively, which was recorded in other (loss) income, net. During the three months ended January 31, 2015, the fair value of investments decreased; therefore, the Company recognized a loss of $0.2 million, which was recorded in other (loss) income, net. For the nine months ended January 31, 2015, the fair value of the investments increased; therefore, the Company recognized income of $4.3 million, which was recorded in other (loss) income, net. |
Summary of Marketable Securit39
Summary of Marketable Securities (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Apr. 30, 2015 | |
Schedule Of Marketable Securities [Line Items] | |||||
Obligations for which assets are held in trust | $ 133,000 | $ 133,000 | $ 129,100 | ||
Gain (loss) on marketable securities | $ (7,100) | $ (200) | $ (8,904) | $ 4,328 |
Marketable Securities - Additio
Marketable Securities - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Apr. 30, 2015 | ||
Schedule Of Marketable Securities [Line Items] | ||||||
Marketable securities classified as available-for-sale investments | $ 0 | $ 0 | $ 13,177 | [1] | ||
Proceeds from maturities of available-for-sale securities | 2,000 | $ 1,000 | 13,100 | $ 3,000 | ||
Trading securities | 135,938 | 135,938 | 131,399 | [1],[2] | ||
Gross unrealized gains | 100 | 100 | 8,300 | |||
Gross unrealized losses | $ 6,500 | $ 6,500 | $ 200 | |||
[1] | The Company's financial assets measured at fair value on a recurring basis include trading securities classified as Level 1 and available-for-sale securities classified as Level 2. As of January 31, 2016 and April 30, 2015, the Company had no investments classified as Level 3. | |||||
[2] | These investments are held in trust for settlement of the Company's vested and unvested obligations of $133.0 million and $129.1 million as of January 31, 2016 and April 30, 2015, respectively, under the ECAP (see Note 6 - Deferred Compensation and Retirement Plans). During the three and nine months ended January 31, 2016, the fair value of the investments decreased; therefore, the Company recognized a loss of $7.1 million and $8.9 million, respectively, which was recorded in other (loss) income, net. During the three months ended January 31, 2015, the fair value of investments decreased; therefore, the Company recognized a loss of $0.2 million, which was recorded in other (loss) income, net. For the nine months ended January 31, 2015, the fair value of the investments increased; therefore, the Company recognized income of $4.3 million, which was recorded in other (loss) income, net. |
Amortized Cost and Fair Values
Amortized Cost and Fair Values of Marketable Securities Classified as Available-For-Sale Investments (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Apr. 30, 2015 | ||
Schedule of Available-for-sale Securities [Line Items] | ||||
Estimated Fair Value | $ 0 | $ 13,177 | [1] | |
Corporate Bonds | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Amortized Cost | 13,167 | |||
Gross Unrealized Gains | 11 | |||
Gross Unrealized Losses | [2] | (1) | ||
Estimated Fair Value | [1] | $ 13,177 | ||
[1] | The Company's financial assets measured at fair value on a recurring basis include trading securities classified as Level 1 and available-for-sale securities classified as Level 2. As of January 31, 2016 and April 30, 2015, the Company had no investments classified as Level 3. | |||
[2] | There are no marketable securities that have been in a continuous unrealized loss position for 12 months or more. |
Amortized Cost and Fair Value42
Amortized Cost and Fair Values of Marketable Securities Classified as Available-For-Sale Investments (Parenthetical) (Detail) - USD ($) | Jan. 31, 2016 | Apr. 30, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Marketable securities that have been in a continuous unrealized loss position for 12 months or more | $ 0 | $ 0 |
Components of Net Periodic Bene
Components of Net Periodic Benefit Costs (Detail) - Deferred Compensation Plan - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Amortization of actuarial loss | $ 730 | $ 763 | $ 2,192 | $ 2,288 |
Interest cost | 703 | 747 | 2,109 | 2,242 |
Net periodic benefit costs | $ 1,433 | $ 1,510 | $ 4,301 | $ 4,530 |
Deferred Compensation and Ret44
Deferred Compensation and Retirement Plans - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Apr. 30, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | |||||
Gain on cash surrender value of life insurance policies | $ 1,801 | $ 8,498 | |||
Defined benefit pension plan, non-current | $ 203,378 | 203,378 | $ 173,432 | ||
Gain (loss) on marketable securities | (7,100) | $ (200) | (8,904) | 4,328 | |
CSV of Coli Contracts | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Gross CSV | 173,200 | 173,200 | 172,300 | ||
Outstanding policy loans | 68,400 | 68,400 | $ 69,600 | ||
Gain on cash surrender value of life insurance policies | (1,500) | 3,000 | 1,801 | 8,498 | |
Executive Capital Accumulation Plan | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Company's contributions | 1,200 | 500 | $ 23,200 | $ 19,100 | |
Deferred compensation arrangement vesting period | 4 years | 4 years | |||
Loss (gain) on deferred compensation plan | (5,300) | $ (400) | $ (6,200) | $ 2,300 | |
Pension Plans, Defined Benefit | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined benefit pension plan current and non-current | 44,700 | 44,700 | |||
Compensation and Benefits Payable | Pension Plans, Defined Benefit | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined benefit pension plan, current | 12,900 | 12,900 | |||
Deferred Compensation and Other Retirement Plans | Pension Plans, Defined Benefit | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined benefit pension plan, non-current | $ 31,800 | $ 31,800 |
Restructuring Charges, Net - Ad
Restructuring Charges, Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Apr. 30, 2015 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges, net | $ 30,577 | $ (418) | $ 30,577 | $ 9,468 | |
Restructuring liability included in other long-term liabilities | 600 | 600 | $ 300 | ||
Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges, net | 29,877 | 29,877 | |||
Facilities | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges, net | $ 700 | $ 700 |
Changes In Restructuring Liabil
Changes In Restructuring Liability (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||
Liability, Beginning period | $ 665 | $ 1,146 | ||
Restructuring charges, net | 30,577 | $ (418) | 30,577 | $ 9,468 |
Reductions for cash payments | (8,053) | (8,515) | ||
Non-cash items | (1,690) | (1,690) | ||
Exchange rate fluctuations | (179) | (198) | ||
Liability, Ending period | 21,320 | 21,320 | ||
Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Liability, Beginning period | 156 | 375 | ||
Restructuring charges, net | 29,877 | 29,877 | ||
Reductions for cash payments | (7,962) | (8,176) | ||
Non-cash items | (1,690) | (1,690) | ||
Exchange rate fluctuations | (119) | (124) | ||
Liability, Ending period | 20,262 | 20,262 | ||
Facilities | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Liability, Beginning period | 509 | 771 | ||
Restructuring charges, net | 700 | 700 | ||
Reductions for cash payments | (91) | (339) | ||
Exchange rate fluctuations | (60) | (74) | ||
Liability, Ending period | $ 1,058 | $ 1,058 |
Summary of Restructuring Liabil
Summary of Restructuring Liability by Segment (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Oct. 31, 2015 | Apr. 30, 2015 |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | $ 21,320 | $ 665 | $ 1,146 |
Asia Pacific | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 421 | ||
South America | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 186 | ||
Operating Segments | Executive Recruitment | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 4,913 | 473 | |
Operating Segments | Executive Recruitment | North America | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 446 | 51 | |
Operating Segments | Executive Recruitment | EMEA | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 3,860 | 422 | |
Operating Segments | Hay Group | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 16,152 | 378 | |
Operating Segments | Futurestep | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 173 | 291 | |
Corporate | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 82 | 4 | |
Severance | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 20,262 | 156 | 375 |
Severance | Asia Pacific | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 421 | ||
Severance | South America | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 186 | ||
Severance | Operating Segments | Executive Recruitment | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 4,698 | 261 | |
Severance | Operating Segments | Executive Recruitment | North America | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 427 | 51 | |
Severance | Operating Segments | Executive Recruitment | EMEA | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 3,664 | 210 | |
Severance | Operating Segments | Hay Group | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 15,431 | 58 | |
Severance | Operating Segments | Futurestep | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 51 | 52 | |
Severance | Corporate | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 82 | 4 | |
Facilities | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 1,058 | $ 509 | 771 |
Facilities | Operating Segments | Executive Recruitment | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 215 | 212 | |
Facilities | Operating Segments | Executive Recruitment | North America | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 19 | ||
Facilities | Operating Segments | Executive Recruitment | EMEA | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 196 | 212 | |
Facilities | Operating Segments | Hay Group | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 721 | 320 | |
Facilities | Operating Segments | Futurestep | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | $ 122 | $ 239 |
Business Segments - Additional
Business Segments - Additional Information (Detail) | 9 Months Ended |
Jan. 31, 2016Segment | |
Segment Reporting Information [Line Items] | |
Number of business segments | 3 |
Business Segments (Detail)
Business Segments (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Dec. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||
Fee revenue | $ 344,158 | $ 249,545 | $ 892,152 | $ 756,435 | |
Total revenue | 358,879 | 258,871 | 929,553 | 783,913 | |
Net (loss) income | (15,995) | 22,939 | 25,058 | 62,875 | |
Other loss (income), net | 7,092 | 1,478 | 9,812 | (3,061) | |
Interest (income) expense, net | 372 | (288) | 1,215 | 1,426 | |
Equity in earnings of unconsolidated subsidiaries, net | (181) | (778) | (1,446) | (1,696) | |
Income tax (benefit) provision | $ (2,100) | (5,355) | 9,576 | 13,211 | 26,392 |
Operating income (loss) | (14,067) | 32,927 | 47,850 | 85,936 | |
Depreciation and amortization | 10,330 | 6,814 | 24,933 | 20,363 | |
Other (loss) income, net | (7,092) | (1,478) | (9,812) | 3,061 | |
Equity in earnings of unconsolidated subsidiaries, net | 181 | 778 | 1,446 | 1,696 | |
EBITDA | (10,648) | 39,041 | 64,417 | 111,056 | |
Restructuring charges, net | 30,577 | (418) | 30,577 | 9,468 | |
Integration/acquisition costs | 21,147 | 33,815 | |||
Acquisition costs | 445 | 445 | |||
Deferred revenue adjustment due to acquisition | 5,871 | 5,871 | |||
Separation costs | 744 | 744 | |||
Adjusted EBITDA | 47,691 | 39,068 | 135,424 | 120,969 | |
Operating Segments | Executive Recruitment | |||||
Segment Reporting Information [Line Items] | |||||
Fee revenue | 154,653 | 143,479 | 463,215 | 440,824 | |
Total revenue | 159,662 | 148,987 | 479,096 | 457,581 | |
Operating income (loss) | 34,605 | 33,583 | 108,748 | 87,680 | |
Depreciation and amortization | 1,333 | 1,593 | 4,209 | 5,048 | |
Other (loss) income, net | (358) | (135) | (19) | 537 | |
Equity in earnings of unconsolidated subsidiaries, net | 26 | 103 | 252 | 281 | |
EBITDA | 35,606 | 35,144 | 113,190 | 93,546 | |
Restructuring charges, net | 7,255 | (148) | 7,255 | 5,384 | |
Adjusted EBITDA | 42,861 | 34,996 | 120,445 | 98,930 | |
Operating Segments | Executive Recruitment | North America | |||||
Segment Reporting Information [Line Items] | |||||
Fee revenue | 93,520 | 78,026 | 276,667 | 243,055 | |
Total revenue | 97,097 | 81,521 | 287,694 | 253,855 | |
Operating income (loss) | 28,957 | 22,673 | 80,524 | 60,788 | |
Depreciation and amortization | 812 | 867 | 2,471 | 2,662 | |
Other (loss) income, net | (330) | (225) | (425) | 98 | |
Equity in earnings of unconsolidated subsidiaries, net | 26 | 103 | 252 | 281 | |
EBITDA | 29,465 | 23,418 | 82,822 | 63,829 | |
Restructuring charges, net | 484 | 484 | 1,151 | ||
Adjusted EBITDA | 29,949 | 23,418 | 83,306 | 64,980 | |
Operating Segments | Executive Recruitment | EMEA | |||||
Segment Reporting Information [Line Items] | |||||
Fee revenue | 35,498 | 36,816 | 108,158 | 113,788 | |
Total revenue | 36,417 | 37,868 | 111,097 | 117,351 | |
Operating income (loss) | 1,707 | 5,073 | 14,912 | 13,337 | |
Depreciation and amortization | 213 | 431 | 810 | 1,366 | |
Other (loss) income, net | 77 | 24 | 227 | 69 | |
EBITDA | 1,997 | 5,528 | 15,949 | 14,772 | |
Restructuring charges, net | 5,866 | 5,866 | 3,987 | ||
Adjusted EBITDA | 7,863 | 5,528 | 21,815 | 18,759 | |
Operating Segments | Executive Recruitment | Asia Pacific | |||||
Segment Reporting Information [Line Items] | |||||
Fee revenue | 19,094 | 20,924 | 59,307 | 61,615 | |
Total revenue | 19,603 | 21,874 | 61,210 | 63,959 | |
Operating income (loss) | 2,775 | 4,096 | 9,668 | 10,042 | |
Depreciation and amortization | 235 | 216 | 704 | 771 | |
Other (loss) income, net | (114) | 25 | (102) | 283 | |
EBITDA | 2,896 | 4,337 | 10,270 | 11,096 | |
Restructuring charges, net | 577 | 577 | 17 | ||
Adjusted EBITDA | 3,473 | 4,337 | 10,847 | 11,113 | |
Operating Segments | Executive Recruitment | South America | |||||
Segment Reporting Information [Line Items] | |||||
Fee revenue | 6,541 | 7,713 | 19,083 | 22,366 | |
Total revenue | 6,545 | 7,724 | 19,095 | 22,416 | |
Operating income (loss) | 1,166 | 1,741 | 3,644 | 3,513 | |
Depreciation and amortization | 73 | 79 | 224 | 249 | |
Other (loss) income, net | 9 | 41 | 281 | 87 | |
EBITDA | 1,248 | 1,861 | 4,149 | 3,849 | |
Restructuring charges, net | 328 | (148) | 328 | 229 | |
Adjusted EBITDA | 1,576 | 1,713 | 4,477 | 4,078 | |
Operating Segments | Hay Group | |||||
Segment Reporting Information [Line Items] | |||||
Fee revenue | 140,508 | 64,313 | 283,350 | 194,269 | |
Total revenue | 146,079 | 66,048 | 293,511 | 199,945 | |
Operating income (loss) | (21,559) | 8,577 | (6,286) | 19,799 | |
Depreciation and amortization | 6,722 | 3,317 | 14,058 | 9,848 | |
Other (loss) income, net | 143 | (156) | (737) | (111) | |
EBITDA | (14,694) | 11,738 | 7,035 | 29,536 | |
Restructuring charges, net | 23,241 | 23,241 | 2,758 | ||
Integration/acquisition costs | 8,413 | 12,052 | |||
Deferred revenue adjustment due to acquisition | 5,871 | 5,871 | |||
Adjusted EBITDA | 22,831 | 11,738 | 48,199 | 32,294 | |
Operating Segments | Futurestep | |||||
Segment Reporting Information [Line Items] | |||||
Fee revenue | 48,997 | 41,753 | 145,587 | 121,342 | |
Total revenue | 53,138 | 43,836 | 156,946 | 126,387 | |
Operating income (loss) | 6,630 | 5,760 | 19,715 | 14,367 | |
Depreciation and amortization | 609 | 469 | 1,772 | 1,374 | |
Other (loss) income, net | 79 | 4 | 87 | 27 | |
EBITDA | 7,318 | 6,233 | 21,574 | 15,768 | |
Restructuring charges, net | (270) | 1,154 | |||
Adjusted EBITDA | 7,318 | 5,963 | 21,574 | 16,922 | |
Corporate | |||||
Segment Reporting Information [Line Items] | |||||
Operating income (loss) | (33,743) | (14,993) | (74,327) | (35,910) | |
Depreciation and amortization | 1,666 | 1,435 | 4,894 | 4,093 | |
Other (loss) income, net | (6,956) | (1,191) | (9,143) | 2,608 | |
Equity in earnings of unconsolidated subsidiaries, net | 155 | 675 | 1,194 | 1,415 | |
EBITDA | (38,878) | (14,074) | (77,382) | (27,794) | |
Restructuring charges, net | 81 | 81 | 172 | ||
Integration/acquisition costs | 12,734 | 21,763 | |||
Acquisition costs | 445 | 445 | |||
Separation costs | 744 | 744 | |||
Adjusted EBITDA | $ (25,319) | $ (13,629) | $ (54,794) | $ (27,177) |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) | Nov. 23, 2015 | Jan. 31, 2016 | Jan. 31, 2016 | Apr. 30, 2015 |
Debt Instrument [Line Items] | ||||
Value of common shares repurchases permitted, dividends paid and permitted acquisitions for any fiscal year | $ 135,000,000 | $ 135,000,000 | ||
Value of common shares repurchases permitted and dividends paid for any fiscal year | 85,000,000 | 85,000,000 | ||
Financial covenants amount | 50,000,000 | 50,000,000 | ||
Payment of principal | $ 2,500,000 | |||
Minimum | ||||
Debt Instrument [Line Items] | ||||
Quarterly fee on average daily unused amount of Credit Facilities | 0.25% | |||
Maximum | ||||
Debt Instrument [Line Items] | ||||
Quarterly fee on average daily unused amount of Credit Facilities | 0.40% | |||
London Interbank Offered Rate (LIBOR) | Minimum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin on variable interest rate | 1.125% | |||
London Interbank Offered Rate (LIBOR) | Maximum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin on variable interest rate | 1.875% | |||
Base Rate Loans | Minimum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin on variable interest rate | 0.125% | |||
Base Rate Loans | Maximum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin on variable interest rate | 0.875% | |||
Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | 25,000,000 | $ 25,000,000 | ||
Term Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | 150,000,000 | $ 150,000,000 | ||
Line of credit facility, extended maturity date | Sep. 23, 2020 | Sep. 23, 2020 | ||
Senior unsecured loan, aggregate principal amount | $ 150,000,000 | |||
Payment of principal | 2,500,000 | |||
Quarterly installments | 7,800,000 | |||
Long-term debt | $ 147,500,000 | $ 147,500,000 | ||
Quarterly installments payment date | Apr. 1, 2016 | |||
Average interest rate | 1.56% | |||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 100,000,000 | $ 100,000,000 | ||
Line of credit facility, extended maturity date | Sep. 23, 2020 | |||
Line of credit facility borrowings | 0 | $ 0 | $ 0 | |
Standby Letters of Credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt arrangement | 2,900,000 | 2,900,000 | 2,800,000 | |
Other Financial Institutions | Standby Letters of Credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt arrangement | $ 5,000,000 | $ 5,000,000 | $ 1,600,000 |
Acquisition - Additional Inform
Acquisition - Additional Information (Detail) - USD ($) | Dec. 01, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Nov. 23, 2015 | Apr. 30, 2015 |
Business Acquisition [Line Items] | |||||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Fee revenue | $ 344,158,000 | $ 249,545,000 | $ 892,152,000 | $ 756,435,000 | |||
Assets | 1,873,300,000 | 1,873,300,000 | $ 1,317,801,000 | ||||
Adjusted EBITDA | 47,691,000 | $ 39,068,000 | 135,424,000 | $ 120,969,000 | |||
Term Facility | |||||||
Business Acquisition [Line Items] | |||||||
Senior unsecured loan, aggregate principal amount | $ 150,000,000 | ||||||
Legacy Hay | |||||||
Business Acquisition [Line Items] | |||||||
Business combination, aggregate purchase price | $ 470,500,000 | ||||||
Payment to acquire business | $ 252,600,000 | ||||||
Business combination, Consideration Shares | 5,922,136 | ||||||
Business combination, Consideration Shares value | $ 217,900,000 | ||||||
Common stock, par value | $ 0.01 | ||||||
Business combination, committed to retention pool for certain employees | $ 40,000,000 | ||||||
Business combination, committed to retention pool for certain employees, payable | $ 5,000,000 | ||||||
Fee revenue | 71,900,000 | ||||||
Assets | 746,100,000 | $ 746,100,000 | |||||
Adjusted EBITDA | $ 8,600,000 | ||||||
Adjusted EBITDA margin | 11.00% | ||||||
Legacy Hay | Payable within 45 days after November 30, 2017 | |||||||
Business Acquisition [Line Items] | |||||||
Business combination, committed to retention pool for certain employees | 50.00% | ||||||
Legacy Hay | Payable within 45 days after November 30, 2018 | |||||||
Business Acquisition [Line Items] | |||||||
Business combination, committed to retention pool for certain employees | 50.00% | ||||||
Foreign Locations | Legacy Hay | |||||||
Business Acquisition [Line Items] | |||||||
Payment to acquire business | $ 54,000,000 |
Summary of Net Assets Acquired
Summary of Net Assets Acquired (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2016 | Dec. 01, 2015 | Apr. 30, 2015 | ||
Business Acquisition [Line Items] | |||||
Goodwill | $ 575,112 | $ 575,112 | $ 254,440 | ||
Integration/acquisition costs | $ 21,147 | 33,815 | |||
Legacy Hay | |||||
Business Acquisition [Line Items] | |||||
Receivables due from clients | $ 116,509 | ||||
Other current assets | 16,306 | ||||
Property and equipment | 27,904 | ||||
Intangibles assets | [1] | 198,700 | |||
Other non-current assets | 7,345 | ||||
Current liabilities | 127,099 | ||||
Deferred compensation and other retirement plans | 31,400 | ||||
Deferred tax liabilities | 55,369 | ||||
Other liabilities | 9,118 | ||||
Net assets acquired | 143,778 | ||||
Purchase price | 470,502 | ||||
Goodwill | $ 326,724 | ||||
Integration/acquisition costs | $ 33,815 | ||||
[1] | Acquisition-related intangible assets acquired in connection with the acquisition of Legacy Hay consist of customer lists and intellectual property of $86.3 million and $10.2 million, respectively, with weighted-average useful lives from the date of purchase of eleven years and seven years, respectively. Acquisition-related intangible assets not subject to amortization acquired in connection with the acquisition of Legacy Hay consist of trademarks of $102.2 million. |
Summary of Net Assets Acquire53
Summary of Net Assets Acquired (Parenthetical) (Detail) - Legacy Hay $ in Thousands | Dec. 01, 2015USD ($) | |
Business Acquisition [Line Items] | ||
Intangible assets | $ 198,700 | [1] |
Trademarks | ||
Business Acquisition [Line Items] | ||
Intangible assets | 102,200 | |
Customer Lists | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 86,300 | |
Intangible assets, weighted-average useful lives | 11 years | |
Intellectual Property | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 10,200 | |
Intangible assets, weighted-average useful lives | 7 years | |
[1] | Acquisition-related intangible assets acquired in connection with the acquisition of Legacy Hay consist of customer lists and intellectual property of $86.3 million and $10.2 million, respectively, with weighted-average useful lives from the date of purchase of eleven years and seven years, respectively. Acquisition-related intangible assets not subject to amortization acquired in connection with the acquisition of Legacy Hay consist of trademarks of $102.2 million. |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) $ / shares in Units, $ in Millions | Mar. 08, 2016$ / shares | Apr. 30, 2016USD ($)$ / shares | Jan. 31, 2016$ / shares | Jan. 31, 2015$ / shares | Jan. 31, 2016$ / shares | Jan. 31, 2015$ / shares | Feb. 17, 2016VEF / $ | Feb. 16, 2016VEF / $ |
Subsequent Event [Line Items] | ||||||||
Diluted (loss) earnings per share | $ (0.30) | $ 0.46 | $ 0.48 | $ 1.25 | ||||
Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Foreign currency exchange rate, translation | VEF / $ | 10 | 6.3 | ||||||
Subsequent Event | Dividend Declared | ||||||||
Subsequent Event [Line Items] | ||||||||
Dividends payable, declared date | Mar. 8, 2016 | |||||||
Dividends payable, per share amount | $ 0.10 | |||||||
Dividends payable, payable date | Apr. 15, 2016 | |||||||
Dividends declared, record date | Mar. 25, 2016 | |||||||
Free-Floating Exchange Rate | Subsequent Event | ||||||||
Subsequent Event [Line Items] | ||||||||
Foreign currency exchange rate, translation | VEF / $ | 200 | |||||||
Scenario, Forecast | Minimum | ||||||||
Subsequent Event [Line Items] | ||||||||
Foreign currency devaluation estimated pre-tax charge | $ | $ 9 | |||||||
Diluted (loss) earnings per share | $ (0.11) | |||||||
Scenario, Forecast | Maximum | ||||||||
Subsequent Event [Line Items] | ||||||||
Foreign currency devaluation estimated pre-tax charge | $ | $ 12 | |||||||
Diluted (loss) earnings per share | $ (0.14) |