Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jan. 31, 2019 | Mar. 05, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jan. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | KFY | |
Entity Registrant Name | KORN FERRY | |
Entity Central Index Key | 0000056679 | |
Current Fiscal Year End Date | --04-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 56,429,436 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
ASSETS | ||
Cash and cash equivalents | $ 489,509 | $ 520,848 |
Marketable securities | 6,414 | 14,293 |
Receivables due from clients, net of allowance for doubtful accounts of $22,046 and $17,845 at January 31, 2019 and April 30, 2018, respectively | 421,812 | 384,996 |
Income taxes and other receivables | 29,502 | 29,089 |
Unearned compensation | 41,739 | 37,333 |
Prepaid expenses and other assets | 28,106 | 27,700 |
Total current assets | 1,017,082 | 1,014,259 |
Marketable securities, non-current | 126,950 | 122,792 |
Property and equipment, net | 130,266 | 119,901 |
Cash surrender value of company owned life insurance policies, net of loans | 124,607 | 120,087 |
Deferred income taxes | 40,530 | 25,520 |
Goodwill | 580,021 | 584,222 |
Intangible assets, net | 86,308 | 203,216 |
Unearned compensation, non-current | 88,986 | 78,295 |
Investments and other assets | 22,803 | 19,622 |
Total assets | 2,217,553 | 2,287,914 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Accounts payable | 31,151 | 35,196 |
Income taxes payable | 24,287 | 23,034 |
Compensation and benefits payable | 266,925 | 304,980 |
Current portion of long-term debt | 24,911 | |
Other accrued liabilities | 163,997 | 170,339 |
Total current liabilities | 486,360 | 558,460 |
Deferred compensation and other retirement plans | 240,856 | 227,729 |
Long-term debt | 222,662 | 211,311 |
Deferred tax liabilities | 1,434 | 9,105 |
Other liabilities | 59,201 | 61,694 |
Total liabilities | 1,010,513 | 1,068,299 |
Stockholders' equity | ||
Common stock: $0.01 par value, 150,000 shares authorized, 72,440 and 71,631 shares issued at January 31, 2019 and April 30, 2018, respectively, and 56,420 and 56,517 shares outstanding at January 31, 2019 and April 30, 2018, respectively | 651,683 | 683,942 |
Retained earnings | 616,282 | 572,800 |
Accumulated other comprehensive loss, net | (63,271) | (40,135) |
Total Korn Ferry stockholders' equity | 1,204,694 | 1,216,607 |
Noncontrolling interest | 2,346 | 3,008 |
Total stockholders' equity | 1,207,040 | 1,219,615 |
Total liabilities and stockholders' equity | $ 2,217,553 | $ 2,287,914 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 22,046 | $ 17,845 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 72,440,000 | 71,631,000 |
Common stock, shares outstanding | 56,420,000 | 56,517,000 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Total revenue | $ 486,172 | $ 460,770 | $ 1,471,327 | $ 1,331,155 |
Compensation and benefits | 321,835 | 309,527 | 979,575 | 882,102 |
General and administrative expenses | 61,179 | 58,516 | 287,641 | 175,380 |
Depreciation and amortization | 11,741 | 12,225 | 34,490 | 36,881 |
Restructuring charges, net | 78 | |||
Total operating expenses | 423,489 | 410,924 | 1,392,776 | 1,186,906 |
Operating income | 62,683 | 49,846 | 78,551 | 144,249 |
Other income, net | 2,401 | 7,510 | 2,292 | 14,311 |
Interest expense, net | (4,282) | (3,710) | (12,722) | (11,014) |
Income before provision for income taxes and equity in earnings of unconsolidated subsidiaries | 60,802 | 53,646 | 68,121 | 147,546 |
Equity in earnings of unconsolidated subsidiaries | 62 | 97 | 191 | 187 |
Income tax provision | 15,420 | 26,316 | 14,143 | 54,145 |
Net income | 45,444 | 27,427 | 54,169 | 93,588 |
Net income attributable to noncontrolling interest | (480) | (180) | (1,782) | (969) |
Net income attributable to Korn Ferry | $ 44,964 | $ 27,247 | $ 52,387 | $ 92,619 |
Earnings per common share attributable to Korn Ferry: | ||||
Basic | $ 0.81 | $ 0.49 | $ 0.94 | $ 1.65 |
Diluted | $ 0.80 | $ 0.48 | $ 0.92 | $ 1.63 |
Weighted-average common shares outstanding: | ||||
Basic | 55,233 | 55,252 | 55,358 | 55,479 |
Diluted | 55,753 | 55,997 | 56,181 | 56,236 |
Cash dividends declared per share: | $ 0.10 | $ 0.10 | $ 0.30 | $ 0.30 |
Fee Revenue | ||||
Total revenue | $ 474,504 | $ 447,581 | $ 1,435,277 | $ 1,291,853 |
Cost of services | 17,066 | 17,467 | 55,020 | 53,163 |
Reimbursed Out Of Pocket Engagement Expenses | ||||
Total revenue | 11,668 | 13,189 | 36,050 | 39,302 |
Reimbursed Expenses | ||||
Cost of services | $ 11,668 | $ 13,189 | $ 36,050 | $ 39,302 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 45,444 | $ 27,427 | $ 54,169 | $ 93,588 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments | 6,089 | 17,839 | (21,245) | 29,773 |
Deferred compensation and pension plan adjustments, net of tax | 273 | 361 | 819 | 1,065 |
Net unrealized (loss) gain on interest rate swap, net of tax | (980) | 1,077 | (702) | 1,470 |
Comprehensive income | 50,826 | 46,704 | 33,041 | 125,896 |
Less: comprehensive income attributable to noncontrolling interest | (552) | (226) | (1,593) | (884) |
Comprehensive income attributable to Korn Ferry | $ 50,274 | $ 46,478 | $ 31,448 | $ 125,012 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Retained Earnings | Accumulated Other Comprehensive (Loss) Income, Net | Total Korn Ferry International Stockholders' Equity | Noncontrolling Interest |
Beginning Balance at Apr. 30, 2017 | $ 1,087,048 | $ 692,527 | $ 461,976 | $ (71,064) | $ 1,083,439 | $ 3,609 |
Beginning Balance, Shares at Apr. 30, 2017 | 56,938,000 | |||||
Net (loss) income | 29,429 | 29,041 | 29,041 | 388 | ||
Other Comprehensive (loss) income | 16,478 | 16,373 | 16,373 | 105 | ||
Dividends paid to shareholders | (5,823) | (5,823) | (5,823) | |||
Purchase of stock | (7,372) | $ (7,372) | (7,372) | |||
Purchase of stock, shares | (217,000) | |||||
Issuance of stock | 4,586 | $ 4,586 | 4,586 | |||
Issuance of stock (shares) | 525,000 | |||||
Stock-based compensation | 4,405 | $ 4,405 | 4,405 | |||
Ending Balance at Jul. 31, 2017 | 1,128,751 | $ 694,146 | 485,194 | (54,691) | 1,124,649 | 4,102 |
Ending Balance, Shares at Jul. 31, 2017 | 57,246,000 | |||||
Beginning Balance at Apr. 30, 2017 | 1,087,048 | $ 692,527 | 461,976 | (71,064) | 1,083,439 | 3,609 |
Beginning Balance, Shares at Apr. 30, 2017 | 56,938,000 | |||||
Net (loss) income | 93,588 | |||||
Ending Balance at Jan. 31, 2018 | 1,180,894 | $ 679,277 | 537,353 | (38,671) | 1,177,959 | 2,935 |
Ending Balance, Shares at Jan. 31, 2018 | 56,518,000 | |||||
Beginning Balance at Jul. 31, 2017 | 1,128,751 | $ 694,146 | 485,194 | (54,691) | 1,124,649 | 4,102 |
Beginning Balance, Shares at Jul. 31, 2017 | 57,246,000 | |||||
Net (loss) income | 36,732 | 36,331 | 36,331 | 401 | ||
Other Comprehensive (loss) income | (3,447) | (3,211) | (3,211) | (236) | ||
Dividends paid to shareholders | (5,714) | (5,714) | (5,714) | |||
Dividends paid to noncontrolling interest | (1,558) | (1,558) | ||||
Purchase of stock | (25,350) | $ (25,350) | (25,350) | |||
Purchase of stock, shares | (777,000) | |||||
Issuance of stock (shares) | 42,000 | |||||
Stock-based compensation | 5,309 | $ 5,309 | 5,309 | |||
Ending Balance at Oct. 31, 2017 | 1,134,723 | $ 674,105 | 515,811 | (57,902) | 1,132,014 | 2,709 |
Ending Balance, Shares at Oct. 31, 2017 | 56,511,000 | |||||
Net (loss) income | 27,427 | 27,247 | 27,247 | 180 | ||
Other Comprehensive (loss) income | 19,277 | 19,231 | 19,231 | 46 | ||
Dividends paid to shareholders | (5,705) | (5,705) | (5,705) | |||
Purchase of stock | (3,503) | $ (3,503) | (3,503) | |||
Purchase of stock, shares | (85,000) | |||||
Issuance of stock | 3,412 | $ 3,412 | 3,412 | |||
Issuance of stock (shares) | 92,000 | |||||
Stock-based compensation | 5,263 | $ 5,263 | 5,263 | |||
Ending Balance at Jan. 31, 2018 | 1,180,894 | $ 679,277 | 537,353 | (38,671) | 1,177,959 | 2,935 |
Ending Balance, Shares at Jan. 31, 2018 | 56,518,000 | |||||
Beginning Balance at Apr. 30, 2018 | $ 1,219,615 | $ 683,942 | 572,800 | (40,135) | 1,216,607 | 3,008 |
Beginning Balance, Shares at Apr. 30, 2018 | 56,517,000 | 56,517,000 | ||||
Net (loss) income | $ (38,592) | (38,611) | (38,611) | 19 | ||
Other Comprehensive (loss) income | (14,150) | (14,156) | (14,156) | 6 | ||
Effect of adopting new accounting standards | 6,656 | 8,853 | (2,197) | 6,656 | ||
Dividends paid to shareholders | (6,027) | (6,027) | (6,027) | |||
Purchase of stock | (13,054) | $ (13,054) | (13,054) | |||
Purchase of stock, shares | (200,000) | |||||
Issuance of stock | 4,803 | $ 4,803 | 4,803 | |||
Issuance of stock (shares) | 621,000 | |||||
Stock-based compensation | 5,369 | $ 5,369 | 5,369 | |||
Ending Balance at Jul. 31, 2018 | 1,164,620 | $ 681,060 | 537,015 | (56,488) | 1,161,587 | 3,033 |
Ending Balance, Shares at Jul. 31, 2018 | 56,938,000 | |||||
Beginning Balance at Apr. 30, 2018 | $ 1,219,615 | $ 683,942 | 572,800 | (40,135) | 1,216,607 | 3,008 |
Beginning Balance, Shares at Apr. 30, 2018 | 56,517,000 | 56,517,000 | ||||
Net (loss) income | $ 54,169 | |||||
Ending Balance at Jan. 31, 2019 | $ 1,207,040 | $ 651,683 | 616,282 | (63,271) | 1,204,694 | 2,346 |
Ending Balance, Shares at Jan. 31, 2019 | 56,420,000 | 56,420,000 | ||||
Beginning Balance at Jul. 31, 2018 | $ 1,164,620 | $ 681,060 | 537,015 | (56,488) | 1,161,587 | 3,033 |
Beginning Balance, Shares at Jul. 31, 2018 | 56,938,000 | |||||
Net (loss) income | 47,317 | 46,034 | 46,034 | 1,283 | ||
Other Comprehensive (loss) income | (12,360) | (12,093) | (12,093) | (267) | ||
Dividends paid to shareholders | (5,716) | (5,716) | (5,716) | |||
Dividends paid to noncontrolling interest | (690) | (690) | ||||
Purchase of stock | (22,875) | $ (22,875) | (22,875) | |||
Purchase of stock, shares | (459,000) | |||||
Issuance of stock (shares) | 32,000 | |||||
Stock-based compensation | 6,301 | $ 6,301 | 6,301 | |||
Ending Balance at Oct. 31, 2018 | 1,176,597 | $ 664,486 | 577,333 | (68,581) | 1,173,238 | 3,359 |
Ending Balance, Shares at Oct. 31, 2018 | 56,511,000 | |||||
Net (loss) income | 45,444 | 44,964 | 44,964 | 480 | ||
Other Comprehensive (loss) income | 5,382 | 5,310 | 5,310 | 72 | ||
Dividends paid to shareholders | (6,015) | (6,015) | (6,015) | |||
Dividends paid to noncontrolling interest | (1,565) | (1,565) | ||||
Purchase of stock | (21,940) | $ (21,940) | (21,940) | |||
Purchase of stock, shares | (503,000) | |||||
Issuance of stock | 3,724 | $ 3,724 | 3,724 | |||
Issuance of stock (shares) | 412,000 | |||||
Stock-based compensation | 5,413 | $ 5,413 | 5,413 | |||
Ending Balance at Jan. 31, 2019 | $ 1,207,040 | $ 651,683 | $ 616,282 | $ (63,271) | $ 1,204,694 | $ 2,346 |
Ending Balance, Shares at Jan. 31, 2019 | 56,420,000 | 56,420,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Jan. 31, 2019 | Jan. 31, 2018 | |
Cash flows from operating activities: | ||
Net income | $ 54,169 | $ 93,588 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 34,490 | 36,881 |
Stock-based compensation expense | 18,028 | 15,800 |
Impairment of tradenames | 106,555 | |
Provision for doubtful accounts | 11,012 | 9,933 |
Gain on cash surrender value of life insurance policies | (4,547) | (6,020) |
Gain on marketable securities | (1,330) | (14,022) |
Deferred income taxes | (23,192) | 5,373 |
Change in other assets and liabilities: | ||
Deferred compensation | 5,486 | 25,587 |
Receivables due from clients | (44,332) | (62,464) |
Income taxes and other receivables | (1,142) | 4,445 |
Prepaid expenses and other assets | (479) | (1,201) |
Unearned compensation | (15,097) | (42,904) |
Investment in unconsolidated subsidiaries | (191) | (187) |
Income taxes payable | (532) | 18,217 |
Accounts payable and accrued liabilities | (33,076) | (15,569) |
Other | (4,865) | (7,865) |
Net cash provided by operating activities | 100,957 | 59,592 |
Cash flows from investing activities: | ||
Purchase of property and equipment | (36,886) | (31,133) |
Purchase of marketable securities | (8,672) | (7,462) |
Proceeds from sales/maturities of marketable securities | 13,557 | 2,515 |
Premium on company-owned life insurance policies | (34,612) | (1,339) |
Dividends received from unconsolidated subsidiaries | 140 | 60 |
Proceeds from life insurance policies | 6,972 | 5,175 |
Net cash used in investing activities | (59,501) | (32,184) |
Cash flows from financing activities: | ||
Proceeds from long term debt | 226,875 | |
Principal payments on term loan | (238,906) | (15,469) |
Payment of debt issuance costs | (2,181) | |
Payment of contingent consideration from acquisitions | (455) | (485) |
Repurchases of common stock | (37,372) | (32,568) |
Payments of tax withholdings on restricted stock | (20,497) | (3,657) |
Proceeds from issuance of common stock upon exercise of employee stock options and in connection with an employee stock purchase plan | 7,271 | 6,885 |
Dividends paid to shareholders | (17,758) | (17,242) |
Dividends - noncontrolling interest | (2,255) | (1,558) |
Borrowings under life insurance policies | 31,870 | |
Payments on life insurance policy loans | (4,351) | (464) |
Net cash used in financing activities | (57,759) | (64,558) |
Effect of exchange rate changes on cash and cash equivalents | (15,036) | 16,258 |
Net decrease in cash and cash equivalents | (31,339) | (20,892) |
Cash and cash equivalents at beginning of period | 520,848 | 410,882 |
Cash and cash equivalents at end of the period | $ 489,509 | $ 389,990 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 9 Months Ended |
Jan. 31, 2019 | |
Accounting Policies [Abstract] | |
Organization and Summary of Significant Accounting Policies | 1. Organization and Summary of Significant Accounting Policies Nature of Business On June 12, 2018, the Board of Directors of Korn Ferry, a Delaware corporation (the “Company”) and its subsidiaries approved a plan (the “Plan”) to go to market under a single, master brand architecture and to simplify the Company’s organizational structure by eliminating and/or consolidating certain legal entities and implementing a rebranding of the Company to offer the Company’s current products and services using the “Korn Ferry” name, branding and trademarks. In connection with the Plan, (i) , and (ii) effective as of January 1, 2019, the Company has been renamed “Korn Ferry.” The Company currently operates in three global businesses: Executive Search, Advisory and RPO & Professional Search. The Executive Search segment focuses on recruiting board level, chief executive and other senior executive and general management positions, in addition to research-based interviewing and onboarding solutions, for clients predominantly in the consumer goods, financial services, industrial, life sciences/healthcare and technology industries. Advisory assists clients synchronize strategy and talent by addressing four fundamental needs: Organizational Strategy, Assessment and Succession, Leadership Development, and Rewards and Benefits, all underpinned by a comprehensive array of world-leading intellectual property, products and tools. RPO & Professional Search 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. 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, 2018 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 has control of a Mexico subsidiary and consolidates the operations of this subsidiary. Noncontrolling interest, which represents the Company’s 51% noncontrolling interest in the Mexico subsidiary, is reflected on the Company’s consolidated financial statements. 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 or determinable. The most significant areas that require management’s judgment are revenue recognition, deferred compensation, annual performance related bonuses, evaluation of the carrying value of receivables, goodwill and other intangible assets, 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 and professional recruitment performed on a retained basis, recruitment process outsourcing, talent and organizational advisory services and the sale of products, either Revenue is recognized when control of the goods and services are transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods and services. Revenue contracts with customers are evaluated based on the five-step model outlined in Accounting Standard Codification 606 (“ASC 606”): 1) identify the contract with a customer; 2) identify the performance obligation(s) in the contract; 3) determine the transaction price; 4) allocate the transaction price to the separate performance obligation(s); and 5) recognize revenue when (or as) each performance obligation is satisfied. Fee revenue from executive and non-executive professional search activities is generally one-third of the estimated first-year compensation of the placed candidate plus a percentage of the fee to cover RPO fee Consulting fee revenue, primarily generated from Advisory, is recognized as services are rendered, measured by total hours incurred to the total estimated hours at completion. It is possible that updated estimates for consulting engagements 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. Product revenue is generated from a range of online tools designed to support human resource processes for pay, talent and engagement, and assessments, as well as licenses to proprietary intellectual property (“IP”) and tangible/digital products. IP Functional IP licenses grant customers the right to use IP content via delivery of a flat file. Because the IP content license has significant stand-alone functionality, revenue is recognized upon delivery and when an enforceable right to payment exists . Online assessments are delivered in the form of online questionnaires. A bundle of assessments represents one performance obligation, and revenue is recognized as assessment services are delivered and the Company has a legally enforceable right to payment. Reimbursements The Company incurs certain out-of-pocket expenses that are reimbursed by its clients, which are accounted for as revenue in the consolidated statements of income. 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 and 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, 2019 and April 30, 2018, the Company’s investments in cash equivalents consisted of money market funds for which market prices are readily available. Marketable Securities The Company currently has investments 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. Such investments are based upon the employees’ investment elections in their deemed accounts in the Executive Capital Accumulation Plan and similar plans in Asia Pacific and Canada (“ECAP”) from a pre-determined set of securities and the Company invests in marketable securities to mirror these elections. These investments are recorded at fair value with the change in value in the period being reflected in the consolidated statements of income 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, dividend income and the changes in fair value in marketable securities are recorded in the accompanying consolidated statements of income in other income, net. 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: Observable inputs such as quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. ▪ Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. ▪ Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. As of January 31, 2019 and April 30, 2018, 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, foreign currency forward contracts and an interest rate swap. The carrying amount of cash, cash equivalents and accounts receivable approximates fair value due to the short-term maturity of these instruments. The fair values of marketable securities are obtained from quoted market prices, and the fair values of foreign currency forward contracts and the interest rate swap are obtained from a third party, which are based on quoted prices or market prices for similar assets and financial instruments. Derivative Financial Instruments The Company has entered into an interest rate swap agreement to effectively convert its variable debt to a fixed-rate basis. The principal objective of these contracts is to eliminate or reduce the variability of the cash flows in interest payments associated with the Company’s long-term debt, thus reducing the impact of interest rate changes on future interest payment cash flows. The Company has determined that the interest rate swap qualifies as a cash flow hedge in accordance with Accounting Standards Codification 815, Derivatives and Hedging (“ASC 815”) Foreign Currency Forward Contracts Not Designated as Hedges The Company has established a program that primarily utilizes foreign currency forward contracts to offset the risks associated with the effects of certain foreign currency exposures primarily originating from intercompany balances due to cross border work performed in the ordinary course of business. These foreign currency forward contracts are neither used for trading purposes nor are they designated as hedging instruments pursuant to ASC 815. Accordingly, the fair value of these contracts is 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 statements of income. 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 noncontrolling 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, 2018, 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 2019. There was no indication of potential impairment as of January 31, 2019 and April 30, 2018 that would have required further testing. Intangible assets primarily consist of customer lists, non-compete agreements, proprietary databases and IP. Intangible assets 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, 2019 and April 30, 2018, there were no further indicators of impairment with respect to the Company’s intangible assets, with the exception of the intangible asset impairment charge discussed below. As described above, on June 12, 2018, the Company’s Board of Directors voted to approve the Plan. This integrated go-to-market approach was a key driver in our fee revenue growth in fiscal 2018, which led to the decision to further integrate our go-to-market activities under one master brand — Korn Ferry. As a result, the Company discontinued the use of all sub-brands. Two of the Company’s sub-brands, Hay Group and Lominger, came to Korn Ferry through acquisitions. In connection with the accounting for these acquisitions, $106.6 million of the purchase price was allocated to indefinite-lived tradename intangible assets. As a result of the decision to discontinue their use, the Company took a non-cash intangible asset impairment charge of $106.6 million during the nine months ended January 31, 2019, recorded in general and administrative expenses. No impairment charge was recorded during the three months ended January 31, 2019. Compensation and Benefits Expense Compensation and benefits expense in the accompanying consolidated statements of income 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/profitability metrics for Advisory and RPO & Professional Search consultants), the level of engagements referred by a consultant in one line of business to a different line of business, and 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/line of business 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 $202.4 million and $155.2 million during the nine months ended January 31, 2019 and 2018, respectively, included in compensation and benefits expense in the consolidated statements of income. During the three months ended January 31, 2019 and 2018, the performance-related bonus expense was $59.5 million and $56.8 million, respectively. 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. Unearned compensation on the consolidated balance sheets includes long-term retention awards that are generally amortized over four-to-five years. 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. Such charges include one-time employee termination benefits and the cost to terminate an office lease including remaining lease payments. 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 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 purchases under the ESPP on a straight-line basis over the service period for the entire award. Reclassifications Certain reclassifications have been made to the amounts in prior periods in order to conform to the current period’s presentation. Recently Adopted Accounting Standards In May 2014, the Financial Accounting Standards Board (“ FASB”) issued ASC 606, which superseded revenue recognition requirements regarding contracts with customers to transfer goods or services The Company recognized the cumulative effect of initially applying the new guidance as an adjustment to the opening balance of retained earnings. The comparative periods have not been restated and continue to be reported under the revenue accounting standards in effect for those periods. As a result of the adoption, the Company recorded an increase to retained earnings of $6.7 million, net of tax as of May 1, 2018 due to the cumulative impact of adopting ASC 606. The change in total assets was recorded to unbilled receivables which is included in receivables due from clients; the changes in total liabilities was recorded to income taxes payable, deferred tax liabilities and deferred revenue, which is included in other accrued liabilities. The following table summarizes the effect of changes made to our consolidated balance sheet at May 1, 2018: Adjustments April 30, 2018 due to ASC 606 May 1, 2018 (in thousands) Total assets $ 2,287,914 $ 3,496 $ 2,291,410 Total liabilities $ 1,068,299 $ (3,160 ) $ 1,065,139 Total stockholders’ equity $ 1,219,615 $ 6,656 $ 1,226,271 The adjustments primarily relate to uptick revenue (uptick revenue occurs when a placement’s actual compensation is higher than the original estimated compensation) and certain Korn Ferry products that are now considered Functional IP. Under the new standard, uptick revenue is considered variable consideration and estimated at contract inception using the expected value method and recognized over the service period. Previously, the Company recognized uptick revenue as the amount became fixed or determinable. Under the new standard, certain products are now considered Functional IP as delivery of IP content fulfills the performance obligation, and revenue is recognized upon delivery and when an enforceable right to payment exists. Previously these products were considered term licenses and revenue was recognized ratably over the contract term. In August 2016, the FASB issued guidance on the classification of certain cash receipts and cash payments in the statement of cash flows. The new guidance provides clarification on specific cash flow issues regarding presentation and classification in the statement of cash flows with the objective of reducing the existing diversity in practice. The amendments in this update are effective for reporting periods beginning after December 15, 2017 and were adopted by the Company effective May 1, 2018. The adoption of this guidance did not have an impact on the Company’s consolidated financial statements. In January 2017, the FASB issued guidance that clarifies the definition of a business. The new guidance assists a company when evaluating whether transactions should be accounted for as acquisitions (disposals) of assets or businesses. The provisions of the guidance require that if the fair value of the gross assets acquired (or disposed of) is substantially concentrated in a single identifiable asset or a group of similar identifiable assets, then it is not a business. The provisions of the guidance are to be applied prospectively. The provisions of the guidance are effective for annual years beginning after December 15, 2017 and were adopted by the Company effective May 1, 2018. The adoption of this guidance did not have an impact on the Company’s consolidated financial statements. In March 2017, the FASB issued guidance that changes the presentation of net periodic pension cost and net periodic postretirement benefit cost. The new guidance will change the presentation of net periodic benefit cost related to employer-sponsored defined benefit plans and other postretirement benefits. Service cost will be included within the same income statement line item as other compensation costs arising from services rendered during the period, while other components of net periodic benefit pension cost will be presented separately outside of operating income. Additionally, only service costs may be capitalized in assets. This pronouncement is effective for annual reporting periods beginning after December 15, 2017 and was adopted by the Company effective May 1, 2018. The change to the c onsolidated statements of income Prior period amounts were revised, which resulted in a decrease in compensation expense and other income of $3.6 million and $0.5 million, respectively, and an increase in interest expense of $3.1 million, in the nine months ended January 31, 2018. During the three months ended January 31, 2018, prior period amounts were revised, which resulted in a decrease in compensation expense and other income of $1.2 million and $0.2 million, respectively, and an increase in interest expense of $1.0 million (see Note 6 — Deferred Compensation and Retirement Plans ). In May 2017, the FASB issued guidance clarifying the scope of modification accounting for stock compensation. The new standard provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. This pronouncement is effective for annual reporting periods beginning after December 15, 2017 and was adopted by the Company effective May 1, 2018. The adoption of this guidance did not have an impact on the Company’s consolidated financial statements. Any future impact of this guidance will be dependent on future modification including the number of awards modified. In February 2018, the FASB issued guidance that provides companies the option to reclassify stranded tax effects from accumulated other comprehensive (loss) income to retained earnings. The new guidance requires companies to disclose whether they decided to reclassify the income tax effects of the Tax Cuts and Jobs Act of 2017 (the “ Tax Act”) from Recently Proposed Accounting Standards — Not Yet Adopted In February 2016, the FASB issued guidance on accounting for leases that generally requires all leases to be recognized on the consolidated balance sheet. The provisions of the guidance are effective for fiscal years beginning after December 15, 2018 and early adoption is permitted. The Company plans to adopt this guidance in fiscal year beginning May 1, 2019. The provisions of the guidance are to be applied using a modified retrospective approach. On July 30, 2018, the FASB issued an amendment that allows entities to apply the provisions at the effective date without adjusting comparative periods. The Company is still evaluating the effect this guidance will have on the consolidated financial statements. Based on our initial assessment, the Company expects that upon adoption it will report an increase in assets and liabilities on our consolidated balance sheet as a result of recognizing right-of-use assets and lease liabilities related to lease agreements. In January 2017, the FASB issued guidance simplifying the test for goodwill impairment. The new guidance simplifies the test for goodwill impairment by removing Step 2 from the goodwill impairment test. Companies will now perform the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount, recognizing an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value not to exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The amendments of this standard are effective for goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted for goodwill impairment tests performed after January 1, 2017. The Company is evaluating the adoption timeline and the effects that the standard will have on the consolidated financial statements. In August 2017, the FASB issued guidance amending and simplifying accounting for hedging activities. The new guidance will refine and expand strategies that qualify for hedge accounting and simplify the application of hedge accounting in certain situations. The amendments of this standard are effective for fiscal years beginning after December 15, 2018. The Company will adopt this guidance in its fiscal year beginning May 1, 2019. The Company is currently evaluating the impact of adopting this guidance. In August 2018, the FASB issued guidance amending the disclosure requirements for fair value measurements. The amendment removes and modifies disclosures that are currently required and adds additional disclosures that are deemed relevant. The amendments of this standard are effective for fiscal years beginning after December 15, 2019. The Company will adopt this guidance in its fiscal year beginning May 1, 2020. In August 2018, the FASB issued guidance amending accounting for internal-use software. The new guidance will align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with developing or obtaining internal-use software. The amendments of this standard are effective for fiscal years ending after December 15, 2019 with early adoption permitted. The Company will adopt this guidance in its fiscal year beginning May 1, 2020. The Company is currently evaluating the impact of adopting this guidance. In August 2018, the FASB issued guidance amending and modifying the disclosure requirements for employers that sponsor defined benefit pension or other postretirement pension plans. The amendment removes disclosures to pension plans and other postretirement benefit plans that are no longer considered beneficial and adds disclosure requirements deemed relevant. The amendments of this standard are effective for fiscal years ending after December 15, 2020. The Company will adopt this guidance in its fiscal year beginning May 1, 2021. The Company is currently evaluating the impact of adopting this guidance. |
Basic and Diluted Earnings Per
Basic and Diluted Earnings Per Share | 9 Months Ended |
Jan. 31, 2019 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings Per Share | 2. Basic and Diluted Earnings Per Share Accounting Standards Codification 260, Earnings Per Share Basic earnings per common share was computed using the two-class method by dividing basic net earnings attributable to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings per common share was computed using the two-class method by dividing diluted net 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. Financial instruments that are not in the form of common stock, but when converted into common stock increase earnings per share are anti-dilutive and are not included in the computation of diluted earnings per share. During the three and nine months ended January 31, 2019, restricted stock awards of 0.7 million and 0.6 million were outstanding, respectively, 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, 2018, restricted stock awards of 0.6 million were outstanding, but not included in the computation of diluted earnings per share because they were anti-dilutive. The following table summarizes basic and diluted earnings per common share attributable to common stockholders: Three Months Ended January 31, Nine Months Ended January 31, 2019 2018 2019 2018 (in thousands, except per share data) Net income attributable to Korn Ferry $ 44,964 $ 27,247 $ 52,387 $ 92,619 Less: distributed and undistributed earnings to nonvested restricted stockholders 468 295 541 982 Basic net earnings attributable to common stockholders 44,496 26,952 51,846 91,637 Add: undistributed earnings to nonvested restricted stockholders 409 235 365 804 Less: reallocation of undistributed earnings to nonvested restricted stockholders 405 232 359 793 Diluted net earnings attributable to common stockholders $ 44,500 $ 26,955 $ 51,852 $ 91,648 Weighted-average common shares outstanding: Basic weighted-average number of common shares outstanding 55,233 55,252 55,358 55,479 Effect of dilutive securities: Restricted stock 516 738 799 744 ESPP 4 4 24 7 Stock options — 3 — 6 Diluted weighted-average number of common shares outstanding 55,753 55,997 56,181 56,236 Net earnings per common share: Basic earnings per share $ 0.81 $ 0.49 $ 0.94 $ 1.65 Diluted earnings per share $ 0.80 $ 0.48 $ 0.92 $ 1.63 |
Comprehensive Income
Comprehensive Income | 9 Months Ended |
Jan. 31, 2019 | |
Equity [Abstract] | |
Comprehensive Income | 3. Comprehensive Income Comprehensive income is comprised of net 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 income. Accumulated other comprehensive income (loss), net of taxes, is recorded as a component of stockholders’ equity. The components of accumulated other comprehensive income (loss) were as follows: January 31, 2019 April 30, 2018 (in thousands) Foreign currency translation adjustments $ (53,455 ) $ (32,399 ) Deferred compensation and pension plan adjustments, net of tax (10,650 ) (9,073 ) Interest rate swap unrealized gain, net of taxes 834 1,337 Accumulated other comprehensive loss, net $ (63,271 ) $ (40,135 ) The following table summarizes the changes in each component of accumulated other comprehensive income (loss) for the three months ended January 31, 2019: Foreign Currency Translation Deferred Compensation and Pension Plan (1) Unrealized (Losses) Gains on Interest Rate Swap (2) Accumulated Other Comprehensive Income (Loss) (in thousands) Balance as of October 31, 2018 $ (59,472 ) $ (10,923 ) $ 1,814 $ (68,581 ) Unrealized gains (losses) arising during the period 6,017 — (880 ) 5,137 Reclassification of realized net losses (gains) to net income — 273 (100 ) 173 Balance as of January 31, 2019 $ (53,455 ) $ (10,650 ) $ 834 $ (63,271 ) The following table summarizes the changes in each component of accumulated other comprehensive (loss) income for the nine months ended January 31, 2019: Foreign Currency Translation Deferred Compensation and Pension Plan (1) Unrealized (Losses) Gains on Interest Rate Swap (2) Accumulated Other Comprehensive Income (Loss) (in thousands) Balance as of April 30, 2018 $ (32,399 ) $ (9,073 ) $ 1,337 $ (40,135 ) Unrealized losses arising during the period (21,056 ) — (538 ) (21,594 ) Reclassification of realized net losses (gains) to net income — 819 (164 ) 655 Effect of adoption of accounting standard — (2,396 ) 199 (2,197 ) Balance as of January 31, 2019 $ (53,455 ) $ (10,650 ) $ 834 $ (63,271 ) (1) The tax effect on the reclassifications of realized net losses was $0.1 million and $0.3 million for the three and nine months ended January 31, 2019, respectively. (2) The tax effect on unrealized losses was $0.3 million and $0.2 million for the three and nine months ended January 31, 2019, respectively. The following table summarizes the changes in each component of accumulated other comprehensive income (loss), net for the three months ended January 31, 2018: Foreign Currency Translation Deferred Compensation and Pension Plan (1) Unrealized (Losses) Gains on Interest Rate Swap (2) Accumulated Other Comprehensive Income (Loss) (in thousands) Balance as of October 31, 2017 $ (43,294 ) $ (14,423 ) $ (185 ) $ (57,902 ) Unrealized gains arising during the period 17,793 — 973 18,766 Reclassification of realized net losses to net income — 361 104 465 Balance as of January 31, 2018 $ (25,501 ) $ (14,062 ) $ 892 $ (38,671 ) The following table summarizes the changes in each component of accumulated other comprehensive income (loss), net for the nine months ended January 31, 2018: Foreign Currency Translation Deferred Compensation and Pension Plan (1) Unrealized (Losses) Gains on Interest Rate Swap (2) Accumulated Other Comprehensive Income (Loss) (in thousands) Balance as of April 30, 2017 $ (55,359 ) $ (15,127 ) $ (578 ) $ (71,064 ) Unrealized gains arising during the period 29,858 — 1,061 30,919 Reclassification of realized net losses to net income — 1,065 409 1,474 Balance as of January 31, 2018 $ (25,501 ) $ (14,062 ) $ 892 $ (38,671 ) ________ (1) The tax effect on the reclassifications of realized net losses was $0.2 million and $0.7 million for the three and nine months ended January 31, 2018, respectively. (2) The tax effect on unrealized gains was $0.6 million and $0.6 million for the three and nine months ended January 31, 2018, respectively. The tax effect on the reclassification of realized net losses to net income was $0.1 million and $0.3 million for the three and nine months ended January 31, 2018, respectively . |
Employee Stock Plans
Employee Stock Plans | 9 Months Ended |
Jan. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
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 income for the periods indicated: Three Months Ended January 31, Nine Months Ended January 31, 2019 2018 2019 2018 (in thousands) Restricted stock $ 5,413 $ 5,263 $ 17,083 $ 14,977 ESPP 246 254 945 823 Total stock-based compensation expense $ 5,659 $ 5,517 $ 18,028 $ 15,800 Stock Incentive Plans At the Company’s 2016 Annual Meeting of Stockholders, held on October 6, 2016, the Company’s stockholders approved an amendment and restatement to the Korn Ferry Amended and Restated 2008 Stock Incentive Plan (the 2016 amendment and restatement being “The Third A&R 2008 Plan”), which among other things, increased the number of shares under the plan by 5,500,000 shares, increasing the current maximum number of shares that may be issued under the plan to 11,200,000 shares, subject to certain changes in the Company’s capital structure and other extraordinary events. The Third 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 stock or a combination thereof. Under the Third A&R 2008 Plan, the ability to issue full-value awards is limited by requiring full-value stock awards to count 2.3 times as much as stock options. Restricted Stock The Company grants time-based restricted stock awards to executive officers and other senior employees generally vesting over a 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 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 using extensive market data that is 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 the fair value, which is determined based on the closing price of the Company’s common stock on the grant date. 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, be exceeded, or fall below target levels, and the Company takes into account these estimates when calculating the expense for the period. As of January 31, 2019, no performance-based shares were outstanding. Restricted stock activity during the nine months ended January 31, 2019 is summarized below: Shares Weighted- Average Grant Date Fair Value (in thousands, except per share data) Non-vested, April 30, 2018 1,730 $ 33.45 Granted 665 $ 40.86 Vested (889 ) $ 36.44 Forfeited/expired (32 ) $ 31.96 Non-vested, January 31, 2019 1,474 $ 38.33 As of January 31, 2019, there were 0.6 million shares outstanding relating to market-based restricted stock units with total unrecognized compensation totaling $12.9 million. As of January 31, 2019, there was $39.9 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 2.5 years. During the three and nine months ended January 31, 2019, 150,227 shares and 352,730 shares of restricted stock totaling $7.3 million and $20.5 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, 2018, 4,653 shares and 105,024 shares of restricted stock totaling $0.2 million and $3.6 million, respectively, were repurchased by the Company, at the option of employees, 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. During the three and nine months ended January 31, 2019, employees purchased 94,193 shares at $33.61 per share and 169,299 shares at $42.05 per share, respectively. During the three and nine months ended January 31, 2018, employees purchased 82,464 shares at $35.17 per share and 198,749 shares at $31.77 per share, respectively. As of January 31, 2019, the ESPP had approximately 1.0 million shares remaining available for future issuance. Common Stock During the nine months ended January 31, 2019 and 2018, the Company issued 6,720 shares and 41,075 shares of common stock, respectively, because of the exercise of stock options, with cash proceeds from the exercise of $0.2 million and $0.6 million, respectively. No stock options were exercised during the three months ended January 31, 2019 and 2018. During the three and nine months ended January 31, 2019, the Company repurchased (on the open market or privately negotiated transactions) 352,800 shares and 809,074 shares of the Company’s common stock for $14.7 million and $37.4 million, respectively. During the three and nine months ended January 31, 2018, the Company repurchased (on the open market or privately negotiated transactions) 80,800 shares and 974,079 shares of the Company’s common stock for $3.3 million and $32.6 million, respectively. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Jan. 31, 2019 | |
Investments All Other Investments [Abstract] | |
Financial Instruments | 5. Financial Instruments The following tables show the Company’s financial instruments and balance sheet classification as of January 31, 2019 and April 30, 2018: January 31, 2019 Fair Value Measurement Balance Sheet Classification Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities, Current Marketable Securities, Non- current Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 468,275 $ — $ — $ 468,275 $ 468,275 $ — $ — $ — Money market funds 21,234 — — 21,234 21,234 — — — Mutual funds (1) 133,857 3,392 (3,885 ) 133,364 — 6,414 126,950 — Total $ 623,366 $ 3,392 $ (3,885 ) $ 622,873 $ 489,509 $ 6,414 $ 126,950 $ — Level 2: Foreign currency forward contracts $ — $ 1,633 $ (683 ) $ 950 $ — $ — $ — $ 950 Interest rate swap $ — $ 1,128 $ — $ 1,128 $ — $ — $ — $ 1,128 April 30, 2018 Fair Value Measurement Balance Sheet Classification Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities, Current Marketable Securities, Non- current Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 519,818 $ — $ — $ 519,818 $ 519,818 $ — $ — $ — Money market funds 1,030 — — 1,030 1,030 — — — Mutual funds (1) 127,077 11,040 (1,032 ) 137,085 — 14,293 122,792 — Total $ 647,925 $ 11,040 $ (1,032 ) $ 657,933 $ 520,848 $ 14,293 $ 122,792 $ — Level 2: Foreign currency forward contracts $ — $ 1,778 $ (1,025 ) $ 753 $ — $ — $ — $ 753 Interest rate swap $ — $ 2,076 $ — $ 2,076 $ — $ — $ — $ 2,076 (1) These investments are held in trust for settlement of the Company’s vested obligations of $116.2 million and $118.2 million as of January 31, 2019 and April 30, 2018, respectively, under the ECAP (see Note 6 — Deferred Compensation and Retirement Plans Investments in marketable securities 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, 2019 and April 30, 2018, the Company’s investments in marketable securities consist of mutual funds for which market prices are readily available. Designated Derivatives - Interest Rate Swap Agreement In March 2017, the Company entered into an interest rate swap contract with a notional amount of $129.8 million, to hedge the variability to changes in cash flows attributable to interest rate risks caused by changes in interest rates related to its variable rate debt. The Company has designated the swap as a cash flow hedge. As of January 31, 2019, the notional amount was $110.0 million. The interest rate swap agreement matures on June 15, 2021, and locks the interest rates on a portion of the debt outstanding at 1.919%, exclusive of the credit spread on the debt. The fair value of the derivative designated as a cash flow hedge instrument is as follows: January 31, 2019 April 30, 2018 (in thousands) Derivative asset: Interest rate swap contract $ 1,128 $ 2,076 During the three and nine months ended January 31, 2019, the Company recognized the following gains and losses on the interest rate swap: Three Months Ended January 31, Nine Months Ended January 31, 2019 2018 2019 2018 (in thousands) (Losses) gains recognized in other comprehensive income (net of tax effects of ($309), $553, ($189), and $609, respectively) $ (880 ) $ 973 $ (538 ) $ 1,061 Gains (losses) reclassified from accumulated other comprehensive income into interest expense, net $ 135 $ (167 ) $ 221 $ (667 ) As the critical terms of the hedging instrument and the hedged forecasted transaction are the same, the Company has concluded that the changes in the fair value or cash flows attributable to the risk being hedged are expected to completely offset at inception and on an ongoing basis. We estimate that $0.6 million of derivative gains included in accumulated other comprehensive income as of January 31, 2019 will be reclassified into interest expense, net within the following 12 months. The cash flows related to the interest rate swap contract are included in net cash provided by operating activities. Foreign Currency Forward Contracts Not Designated as Hedges The fair value of derivatives not designated as hedge instruments are as follows: January 31, 2019 April 30, 2018 (in thousands) Derivative assets: Foreign currency forward contracts $ 1,633 $ 1,778 Derivative liabilities: Foreign currency forward contracts $ 683 $ 1,025 As of January 31, 2019, the total notional amounts of the forward contracts purchased and sold were $48.4 million and $45.9 million, respectively. As of April 30, 2018, the total notional amounts of the forward contracts purchased and sold were $80.8 million and $78.5 million, respectively. The Company recognizes forward contracts as a net asset or net liability on the consolidated balance sheets as such contracts are covered by a master netting agreement. During the three and nine months ended January 31, 2019, the Company incurred gains of $0.7 million and $0.6 million, respectively, which were recorded in general and administrative expenses in the accompanying consolidated statements of income. These gains offset foreign currency losses that result from transactions denominated in a currency other than the Company’s functional currency. During the three and nine months ended January 31, 2018, the company incurred losses of $1.9 million and $4.2 million, respectively, which were recorded in general and administrative expenses in the accompanying consolidated statements of income. These foreign currency losses offset foreign currency gains that result from transactions denominated in a currency other than the Company’s functional currency. The cash flows related to foreign currency forward contracts are included in net cash used in operating activities. |
Deferred Compensation and Retir
Deferred Compensation and Retirement Plans | 9 Months Ended |
Jan. 31, 2019 | |
Compensation And Retirement Disclosure [Abstract] | |
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. Among these plans is a defined benefit pension plan for certain employees in the United States. The assets of this plan are held separately from the assets of the sponsor in self-administered funds. All other defined benefit obligations from other plans are unfunded. The components of net periodic benefit costs are as follows: Three Months Ended January 31, Nine Months Ended January 31, 2019 2018 2019 2018 (in thousands) Service cost $ 4,538 $ 3,148 $ 12,716 $ 8,292 Interest cost 1,330 1,045 3,956 3,110 Amortization of actuarial loss 446 577 1,338 1,731 Expected return on plan assets (1) (392 ) (398 ) (1,176 ) (1,195 ) Net periodic service credit amortization (77 ) — (231 ) — Net periodic benefit costs (2) $ 5,845 $ 4,372 $ 16,603 $ 11,938 (1) The expected long-term rate of return on plan assets is 6.25% and 6.50% for January 31, 2019 and 2018, respectively. (2) The service cost, interest cost and the other components of net periodic benefit costs are included in compensation and benefits expense, interest expense, net and other income, net, respectively, on the consolidated statements of income. 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 setting aside funds to cover such plans. The gross CSV of these contracts of $218.8 and $186.8 million as of January 31, 2019 and April 30, 2018, respectively, The Company’s ECAP is intended to provide certain employees an opportunity to defer salary and/or bonus on a pre-tax basis. 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 on the employees’ performance. Certain key management may also receive Company ECAP contributions upon commencement of employment. The Company amortizes these contributions on a straight-line basis over the service period, generally a four- to five-year period. Participants have the ability to allocate their deferrals among a number of investment options and may receive their benefits at termination, retirement or “in service” either in a lump sum or in quarterly installments over one to 15 years. The ECAP amounts that are expected to be paid to employees over the next 12 months are classified as a current liability included in compensation and benefits payable on the accompanying balance sheet. 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, 2019, deferred compensation liability increased; therefore, the Company recognized an increase in compensation expense of $2.2 million and $2.0 million, respectively. Offsetting the increase in compensation and benefits expense was an increase in the fair value of marketable securities (held in trust to satisfy obligations under the ECAP) of $2.2 million and $1.3 million during the three and nine months ended January 31, 2019, respectively, recorded in other income, net on the consolidated statements of income. During the three and nine months ended January 31, 2018, deferred compensation liability increased; therefore, the Company recognized an increase in compensation expense of $7.2 million and $14.4 million, respectively. Offsetting the increase in compensation and benefits expense was an increase in the fair value of marketable securities (held in trust to satisfy obligations under the ECAP) of $7.2 million and $14.0 million during the three and nine months ended January 31, 2018, respectively, recorded in other income, net on the consolidated statements of income (see Note 5— Financial Instruments |
Fee Revenue
Fee Revenue | 9 Months Ended |
Jan. 31, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Fee Revenue | 7. Fee Revenue Substantially all fee revenue is derived from fees for professional services related to executive and professional recruitment performed on a retained basis, recruitment process outsourcing, talent and organizational advisory services and the sale of products, standalone or as part of a solution. The Company adopted ASC 606 in its fiscal year beginning May 1, 2018 using the modified retrospective transition method applied to those contracts still outstanding and not completed as of May 1, 2018. Effect of the Adoption of ASC 606 The impact of adoption to the balance sheet was immaterial. Contract Balances A contract asset (unbilled receivables) is recorded when the Company transfers control of products or services before there is an unconditional right to payment. A contract liability (deferred revenue) is recorded when cash is received in advance of performance of the obligation. Deferred revenue represents the future performance obligations to transfer control of products or services for which we have already received consideration. Deferred revenue is presented in other accrued liabilities on the consolidated balance sheet. The following table outlines our contract asset and liability balances as of January 31, 2019 and May 1, 2018: January 31, 2019 May 1, 2018 (in thousands) Contract assets (unbilled receivables) $ 71,289 $ 65,164 Contract liabilities (deferred revenue) $ 114,266 $ 114,695 During the nine months ended January 31, 2019, we recognized revenue of $90.0 million that was included in the contract liabilities balance at the beginning of the period. Performance Obligations The Company has elected to apply the practical expedient to exclude the value of unsatisfied performance obligations for contracts with a duration of one year or less, which applies to all executive search and professional search fee revenue. As of January 31, 2019, the aggregate transaction price allocated to the performance obligations that are unsatisfied for contracts with an expected duration of greater than one year at inception was $528.9 million. Of the $528.9 million of remaining performance obligations, we expect to recognize approximately $104.4 million as fee revenue in fiscal 2019, $241.8 million in fiscal 2020, $100.4 million in fiscal 2021 and the remaining $82.3 million in fiscal 2022 and thereafter. However, this amount should not be considered an indication of the Company’s future revenue as contracts with an initial term of one year or less are not included. Further, our contract terms and conditions allow for clients to increase or decrease the scope of services and such changes do not increase or decrease a performance obligation until the Company has an enforceable right to payment. Disaggregation of Revenue The Company disaggregates revenue by line of business and further by region for Executive Search. This information is presented in Note 9— Business Segments The following table provides further disaggregation of fee revenue by industry: Three Months Ended January 31, 2019 2018 Dollars % Dollars % (dollars in thousands) Industrial $ 137,436 29.0 % $ 134,512 30.1 % Financial Services 86,397 18.2 74,044 16.6 Life Sciences/ Healthcare 76,066 16.0 76,237 17.0 Consumer Goods 74,007 15.6 72,229 16.1 Technology 64,248 13.6 57,823 12.9 Education/Non-Profit 29,083 6.1 30,019 6.7 General 7,267 1.5 2,717 0.6 Fee Revenue $ 474,504 100.0 % $ 447,581 100.0 % Nine Months Ended January 31, 2019 2018 Dollars % Dollars % (dollars in thousands) Industrial $ 419,559 29.2 % $ 388,607 30.1 % Financial Services 259,962 18.1 224,771 17.4 Life Sciences/ Healthcare 239,891 16.7 214,771 16.6 Consumer Goods 226,159 15.8 204,323 15.8 Technology 188,088 13.1 165,893 12.8 Education/Non-Profit 91,250 6.4 84,538 6.6 General 10,368 0.7 8,950 0.7 Fee Revenue $ 1,435,277 100.0 % $ 1,291,853 100.0 % |
Income Taxes
Income Taxes | 9 Months Ended |
Jan. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 8. Income Taxes The provision for income tax was an expense of $15.4 million and $14.1 million in the three and nine months ended January 31, 2019, respectively. This reflects a 25.4% and a 20.8% effective tax rate compared to the U.S. federal statutory rate of 21.0%. The Company recorded a tax benefit in the three months ended July 31, 2018 which was largely due to the tradename impairment charge recorded in that quarter. The Company also recorded an excess tax benefit on vested stock-based awards in the three months ended July 31, 2018 and January 31, 2019, both of which were discrete to those respective quarters. The excess tax benefit is the amount by which the Company’s tax deduction for these awards, based on the fair market value of the awards on the date of vesting, exceeds the expense recorded in the Company’s financial statements over the awards’ vesting period. In accordance with Staff Accounting Bulletin No. 118 (“SAB 118”), we finalized our computation of the one-time transition tax on accumulated foreign earnings (the “Transition Tax”) in the three months ended January 31, 2019. The Tax Act also introduced a tax on Global Intangible Low-Taxed Income (“GILTI”) which first became effective for us in fiscal year 2019. The Company has elected to treat taxes due on future U.S. inclusions in taxable income related to GILTI as an expense when incurred (the “period cost method”) as opposed to factoring such amounts in the Company’s measurement of its deferred taxes (the “deferred method”). Although the SAB 118 measurement period has closed, and the Company did not make any adjustments to its provisional estimates recorded in prior periods, further technical guidance on a broad range of topics related to the Tax Act is expected. We will continue to recognize the effects of such guidance in the period in which it is issued. |
Business Segments
Business Segments | 9 Months Ended |
Jan. 31, 2019 | |
Segment Reporting [Abstract] | |
Business Segments | 9. Business Segments The Company currently operates in three global businesses: Executive Search, Advisory and RPO & Professional Search. The Executive Search segment focuses on recruiting board level, chief executive and other senior executive and general management positions The Company evaluates performance and allocates resources based on the Company’s chief operating decision maker’s 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/acquisition costs, 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, 2019 Executive Search North America EMEA Asia Pacific Latin America Subtotal Advisory RPO & Professional Search Corporate Consolidated (in thousands) Fee revenue $ 114,215 $ 45,940 $ 25,687 $ 7,554 $ 193,396 $ 201,502 $ 79,606 $ — $ 474,504 Total revenue $ 117,725 $ 46,639 $ 26,046 $ 7,573 $ 197,983 $ 205,677 $ 82,512 $ — $ 486,172 Net income attributable to Korn Ferry $ 44,964 Net income attributable to noncontrolling interest 480 Other income, net (2,401 ) Interest expense, net 4,282 Equity in earnings of unconsolidated subsidiaries, net (62 ) Income tax provision 15,420 Operating income (loss) $ 30,596 $ 7,525 $ 5,929 $ 653 $ 44,703 $ 29,279 $ 12,176 $ (23,475 ) 62,683 Depreciation and amortization 970 402 338 97 1,807 7,307 803 1,824 11,741 Other income (loss), net 1,564 26 (134 ) 133 1,589 786 77 (51 ) 2,401 Equity in earnings of unconsolidated subsidiaries, net 62 — — — 62 — — — 62 EBITDA 33,192 7,953 6,133 883 48,161 37,372 13,056 (21,702 ) 76,887 Integration/acquisition costs — — — — — 777 — 27 804 Adjusted EBITDA $ 33,192 $ 7,953 $ 6,133 $ 883 $ 48,161 $ 38,149 $ 13,056 $ (21,675 ) $ 77,691 Three Months Ended January 31, 2018 Executive Search North America EMEA Asia Pacific Latin America Subtotal Advisory RPO & Professional Search Corporate Consolidated (in thousands) Fee revenue $ 102,716 $ 46,782 $ 24,493 $ 6,425 $ 180,416 $ 198,056 $ 69,109 $ — $ 447,581 Total revenue $ 106,332 $ 47,763 $ 24,942 $ 6,456 $ 185,493 $ 201,961 $ 73,316 $ — $ 460,770 Net income attributable to Korn Ferry $ 27,247 Net income attributable to noncontrolling interest 180 Other income, net (7,510 ) Interest expense, net 3,710 Equity in earnings of unconsolidated subsidiaries, net (97 ) Income tax provision 26,316 Operating income (loss) $ 21,408 $ 7,329 $ 5,289 $ 408 $ 34,434 $ 27,057 $ 10,064 $ (21,709 ) 49,846 Depreciation and amortization 990 458 361 113 1,922 7,882 733 1,688 12,225 Other income, net 585 37 185 40 847 768 2 5,893 7,510 Equity in earnings of unconsolidated subsidiaries, net 97 — — — 97 — — — 97 EBITDA 23,080 7,824 5,835 561 37,300 35,707 10,799 (14,128 ) 69,678 Integration/acquisition costs — — — — — 1,593 — 80 1,673 Adjusted EBITDA $ 23,080 $ 7,824 $ 5,835 $ 561 $ 37,300 $ 37,300 $ 10,799 $ (14,048 ) $ 71,351 Nine Months Ended January 31, 2019 Executive Search North America EMEA Asia Pacific Latin America Subtotal Advisory RPO & Professional Search Corporate Consolidated (in thousands) Fee revenue $ 342,175 $ 137,522 $ 79,918 $ 24,339 $ 583,954 $ 613,966 $ 237,357 $ — $ 1,435,277 Total revenue $ 352,804 $ 140,024 $ 80,817 $ 24,388 $ 598,033 $ 627,243 $ 246,051 $ — $ 1,471,327 Net income attributable to Korn Ferry $ 52,387 Net income attributable to noncontrolling interest 1,782 Other income, net (2,292 ) Interest expense, net 12,722 Equity in earnings of unconsolidated subsidiaries, net (191 ) Income tax provision 14,143 Operating income (loss) $ 92,438 $ 21,813 $ 19,337 $ 3,460 $ 137,048 $ (24,374 ) $ 36,337 $ (70,460 ) 78,551 Depreciation and amortization 2,917 867 1,083 305 5,172 21,702 2,325 5,291 34,490 Other income (loss), net 955 388 118 263 1,724 1,621 103 (1,156 ) 2,292 Equity in earnings of unconsolidated subsidiaries, net 191 — — — 191 — — — 191 EBITDA 96,501 23,068 20,538 4,028 144,135 (1,051 ) 38,765 (66,325 ) 115,524 Integration/acquisition costs — — — — — 6,559 — 187 6,746 Tradename write-offs — — — — — 106,555 — — 106,555 Adjusted EBITDA $ 96,501 $ 23,068 $ 20,538 $ 4,028 $ 144,135 $ 112,063 $ 38,765 $ (66,138 ) $ 228,825 Nine Months Ended January 31, 2018 Executive Search North America EMEA Asia Pacific Latin America Subtotal Advisory RPO & Professional Search Corporate Consolidated (in thousands) Fee revenue $ 296,093 $ 128,249 $ 71,983 $ 22,048 $ 518,373 $ 577,462 $ 196,018 $ — $ 1,291,853 Total revenue $ 305,866 $ 130,894 $ 73,009 $ 22,114 $ 531,883 $ 589,093 $ 210,179 $ — $ 1,331,155 Net income attributable to Korn Ferry $ 92,619 Net income attributable to noncontrolling interest 969 Other income, net (14,311 ) Interest expense, net 11,014 Equity in earnings of unconsolidated subsidiaries, net (187 ) Income tax provision 54,145 Operating income (loss) $ 66,517 $ 20,349 $ 12,811 $ 2,961 $ 102,638 $ 72,459 $ 27,727 $ (58,575 ) 144,249 Depreciation and amortization 2,923 1,345 1,052 331 5,651 24,110 2,313 4,807 36,881 Other income, net 1,157 136 384 99 1,776 1,654 10 10,871 14,311 Equity in earnings of unconsolidated subsidiaries, net 187 — — — 187 — — — 187 EBITDA 70,784 21,830 14,247 3,391 110,252 98,223 30,050 (42,897 ) 195,628 Restructuring charges (recoveries), net — — 313 — 313 (241 ) 6 — 78 Integration/acquisition costs — — — — — 6,455 — 199 6,654 Adjusted EBITDA $ 70,784 $ 21,830 $ 14,560 $ 3,391 $ 110,565 $ 104,437 $ 30,056 $ (42,698 ) $ 202,360 |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Jan. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 10. Long-Term Debt On December 19, 2018, the Company entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) with a syndicate of banks and Wells Fargo Bank, National Association as administrative agent to among other things, provide for enhanced financial flexibility. The Credit Agreement provides for, among other things: (a) a $650.0 million five-year senior secured revolving credit facility (the “Revolver”) and (b) certain customary affirmative and negative covenants, including a maximum consolidated total leverage ratio (as defined below) and a minimum interest coverage ratio. The Credit Agreement permits payment of dividends to stockholders and share repurchases so long as the pro forma leverage ratio is no greater than 3.25 to 1.00, and the pro forma domestic liquidity is at least $50.0 million. The Company drew down $226.9 million on the Revolver and used the proceeds to pay-off the term loan that was outstanding as of December 19, 2018. The payoff of the old credit facility and draw down on the new Revolver is considered a debt modification and therefore, the previously incurred unamortized and current debt issuance costs will be amortized over the life of the new issuance. At the Company’s option, loans issued under the Credit Agreement will bear interest at either 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 Agreement may fluctuate between LIBOR plus 1.25% per annum to LIBOR plus 2.00% per annum, in the case of LIBOR borrowings (or between the alternate base rate plus 0.25% per annum and the alternate base rate plus 1.00% per annum, in the alternative), based upon the Company’s total funded debt to Adjusted EBITDA ratio (as set forth in the Credit Agreement, the “consolidated leverage ratio”) at such time. In addition, the Company will be required to pay to the lenders a quarterly commitment fee ranging from 0.20% to 0.35% per annum on the average daily unused amount of the Revolver, based upon the Company’s consolidated leverage ratio at such time, and fees relating to the issuance of letters of credit. During the three and nine months ended January 31, 2019, the average interest rate on our long-term debt arrangements were 3.64% and 3.42%, respectively. During the three and nine months ended January 31, 2018, the average interest rate on our previous term loan was 2.65% and 2.49%, respectively. The Revolver matures on December 19, 2023 and any unpaid principal balance is payable on this date. The Revolver also may be prepaid and terminated early by the Company at any time without premium or penalty (subject to customary LIBOR breakage fees). As of January 31, 2019, $226.9 million was outstanding under the Revolver compared to $238.9 million as of April 30, 2018, under the previous term loan. The unamortized debt issuance costs associated with the long-term debt were $4.2 million and $2.7 million as of January 31, 2019 and April 30, 2018, respectively. The fair value of the Company’s Revolver is based on borrowing rates currently required of loans with similar terms, maturity and credit risk. The carrying amount of the Revolver approximates fair value because the base interest rate charged varies with market conditions and the credit spread is commensurate with current market spreads for issuers of similar risk. The fair value of the Revolver is classified as a Level 2 liability in the fair value hierarchy. As of January 31, 2019, the Company was in compliance with its debt covenants. The Company had a total of $420.2 million available under the Revolver after the Company drew down $226.9 million and after $2.9 million of standby letters of credit were issued as of January 31, 2019. As of April 30, 2018, the Company had no borrowings under its previous revolver. The Company had a total of $122.1 million available under the previous revolver after $2.9 million of standby letters of credit were issued as of April 30, 2018. The Company had a total of $10.4 million and $7.4 million of standby letters with other financial institutions as of January 31, 2019 and April 30, 2018, respectively. The standby letters of credits were generally issued as a result of entering into office premise leases. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jan. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 11. Subsequent Events Quarterly Dividend Declaration On March 6, 2019, the Board of Directors of the Company declared a cash dividend of $0.10 per share with a payment date of April 15, 2019 to holders of the Company’s common stock of record at the close of business on March 26, 2019. 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. On March 6, 2019, our Board of Directors approved an increase to the share repurchase program of approximately $200 million, which brings our available capacity to repurchase shares in the open market or privately negotiated transactions to approximately $250 million. |
Organization and Summary of S_2
Organization and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Jan. 31, 2019 | |
Accounting Policies [Abstract] | |
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, 2018 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 has control of a Mexico subsidiary and consolidates the operations of this subsidiary. Noncontrolling interest, which represents the Company’s 51% noncontrolling interest in the Mexico subsidiary, is reflected on the Company’s consolidated financial statements. 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 or determinable. The most significant areas that require management’s judgment are revenue recognition, deferred compensation, annual performance related bonuses, evaluation of the carrying value of receivables, goodwill and other intangible assets, 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 and professional recruitment performed on a retained basis, recruitment process outsourcing, talent and organizational advisory services and the sale of products, either Revenue is recognized when control of the goods and services are transferred to the customer, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods and services. Revenue contracts with customers are evaluated based on the five-step model outlined in Accounting Standard Codification 606 (“ASC 606”): 1) identify the contract with a customer; 2) identify the performance obligation(s) in the contract; 3) determine the transaction price; 4) allocate the transaction price to the separate performance obligation(s); and 5) recognize revenue when (or as) each performance obligation is satisfied. Fee revenue from executive and non-executive professional search activities is generally one-third of the estimated first-year compensation of the placed candidate plus a percentage of the fee to cover RPO fee Consulting fee revenue, primarily generated from Advisory, is recognized as services are rendered, measured by total hours incurred to the total estimated hours at completion. It is possible that updated estimates for consulting engagements 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. Product revenue is generated from a range of online tools designed to support human resource processes for pay, talent and engagement, and assessments, as well as licenses to proprietary intellectual property (“IP”) and tangible/digital products. IP Functional IP licenses grant customers the right to use IP content via delivery of a flat file. Because the IP content license has significant stand-alone functionality, revenue is recognized upon delivery and when an enforceable right to payment exists . Online assessments are delivered in the form of online questionnaires. A bundle of assessments represents one performance obligation, and revenue is recognized as assessment services are delivered and the Company has a legally enforceable right to payment. |
Reimbursements | Reimbursements The Company incurs certain out-of-pocket expenses that are reimbursed by its clients, which are accounted for as revenue in the consolidated statements of income. |
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 and 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, 2019 and April 30, 2018, the Company’s investments in cash equivalents consisted of money market funds for which market prices are readily available. |
Marketable Securities | Marketable Securities The Company currently has investments 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. Such investments are based upon the employees’ investment elections in their deemed accounts in the Executive Capital Accumulation Plan and similar plans in Asia Pacific and Canada (“ECAP”) from a pre-determined set of securities and the Company invests in marketable securities to mirror these elections. These investments are recorded at fair value with the change in value in the period being reflected in the consolidated statements of income 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, dividend income and the changes in fair value in marketable securities are recorded in the accompanying consolidated statements of income in other income, net. |
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: Observable inputs such as quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. ▪ Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. ▪ Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. As of January 31, 2019 and April 30, 2018, 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, foreign currency forward contracts and an interest rate swap. The carrying amount of cash, cash equivalents and accounts receivable approximates fair value due to the short-term maturity of these instruments. The fair values of marketable securities are obtained from quoted market prices, and the fair values of foreign currency forward contracts and the interest rate swap are obtained from a third party, which are based on quoted prices or market prices for similar assets and financial instruments. |
Derivative Financial Instruments | Derivative Financial Instruments The Company has entered into an interest rate swap agreement to effectively convert its variable debt to a fixed-rate basis. The principal objective of these contracts is to eliminate or reduce the variability of the cash flows in interest payments associated with the Company’s long-term debt, thus reducing the impact of interest rate changes on future interest payment cash flows. The Company has determined that the interest rate swap qualifies as a cash flow hedge in accordance with Accounting Standards Codification 815, Derivatives and Hedging (“ASC 815”) |
Foreign Currency Forward Contracts Not Designated as Hedges | Foreign Currency Forward Contracts Not Designated as Hedges The Company has established a program that primarily utilizes foreign currency forward contracts to offset the risks associated with the effects of certain foreign currency exposures primarily originating from intercompany balances due to cross border work performed in the ordinary course of business. These foreign currency forward contracts are neither used for trading purposes nor are they designated as hedging instruments pursuant to ASC 815. Accordingly, the fair value of these contracts is 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 statements of income. |
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 noncontrolling 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, 2018, 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 2019. There was no indication of potential impairment as of January 31, 2019 and April 30, 2018 that would have required further testing. Intangible assets primarily consist of customer lists, non-compete agreements, proprietary databases and IP. Intangible assets 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, 2019 and April 30, 2018, there were no further indicators of impairment with respect to the Company’s intangible assets, with the exception of the intangible asset impairment charge discussed below. As described above, on June 12, 2018, the Company’s Board of Directors voted to approve the Plan. This integrated go-to-market approach was a key driver in our fee revenue growth in fiscal 2018, which led to the decision to further integrate our go-to-market activities under one master brand — Korn Ferry. As a result, the Company discontinued the use of all sub-brands. Two of the Company’s sub-brands, Hay Group and Lominger, came to Korn Ferry through acquisitions. In connection with the accounting for these acquisitions, $106.6 million of the purchase price was allocated to indefinite-lived tradename intangible assets. As a result of the decision to discontinue their use, the Company took a non-cash intangible asset impairment charge of $106.6 million during the nine months ended January 31, 2019, recorded in general and administrative expenses. No impairment charge was recorded during the three months ended January 31, 2019. |
Compensation and Benefits Expense | Compensation and Benefits Expense Compensation and benefits expense in the accompanying consolidated statements of income 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/profitability metrics for Advisory and RPO & Professional Search consultants), the level of engagements referred by a consultant in one line of business to a different line of business, and 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/line of business 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 $202.4 million and $155.2 million during the nine months ended January 31, 2019 and 2018, respectively, included in compensation and benefits expense in the consolidated statements of income. During the three months ended January 31, 2019 and 2018, the performance-related bonus expense was $59.5 million and $56.8 million, respectively. 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. Unearned compensation on the consolidated balance sheets includes long-term retention awards that are generally amortized over four-to-five years. |
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. Such charges include one-time employee termination benefits and the cost to terminate an office lease including remaining lease payments. 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 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 purchases under the ESPP on a straight-line basis over the service period for the entire award. |
Reclassifications | Reclassifications Certain reclassifications have been made to the amounts in prior periods in order to conform to the current period’s presentation. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In May 2014, the Financial Accounting Standards Board (“ FASB”) issued ASC 606, which superseded revenue recognition requirements regarding contracts with customers to transfer goods or services The Company recognized the cumulative effect of initially applying the new guidance as an adjustment to the opening balance of retained earnings. The comparative periods have not been restated and continue to be reported under the revenue accounting standards in effect for those periods. As a result of the adoption, the Company recorded an increase to retained earnings of $6.7 million, net of tax as of May 1, 2018 due to the cumulative impact of adopting ASC 606. The change in total assets was recorded to unbilled receivables which is included in receivables due from clients; the changes in total liabilities was recorded to income taxes payable, deferred tax liabilities and deferred revenue, which is included in other accrued liabilities. The following table summarizes the effect of changes made to our consolidated balance sheet at May 1, 2018: Adjustments April 30, 2018 due to ASC 606 May 1, 2018 (in thousands) Total assets $ 2,287,914 $ 3,496 $ 2,291,410 Total liabilities $ 1,068,299 $ (3,160 ) $ 1,065,139 Total stockholders’ equity $ 1,219,615 $ 6,656 $ 1,226,271 The adjustments primarily relate to uptick revenue (uptick revenue occurs when a placement’s actual compensation is higher than the original estimated compensation) and certain Korn Ferry products that are now considered Functional IP. Under the new standard, uptick revenue is considered variable consideration and estimated at contract inception using the expected value method and recognized over the service period. Previously, the Company recognized uptick revenue as the amount became fixed or determinable. Under the new standard, certain products are now considered Functional IP as delivery of IP content fulfills the performance obligation, and revenue is recognized upon delivery and when an enforceable right to payment exists. Previously these products were considered term licenses and revenue was recognized ratably over the contract term. In August 2016, the FASB issued guidance on the classification of certain cash receipts and cash payments in the statement of cash flows. The new guidance provides clarification on specific cash flow issues regarding presentation and classification in the statement of cash flows with the objective of reducing the existing diversity in practice. The amendments in this update are effective for reporting periods beginning after December 15, 2017 and were adopted by the Company effective May 1, 2018. The adoption of this guidance did not have an impact on the Company’s consolidated financial statements. In January 2017, the FASB issued guidance that clarifies the definition of a business. The new guidance assists a company when evaluating whether transactions should be accounted for as acquisitions (disposals) of assets or businesses. The provisions of the guidance require that if the fair value of the gross assets acquired (or disposed of) is substantially concentrated in a single identifiable asset or a group of similar identifiable assets, then it is not a business. The provisions of the guidance are to be applied prospectively. The provisions of the guidance are effective for annual years beginning after December 15, 2017 and were adopted by the Company effective May 1, 2018. The adoption of this guidance did not have an impact on the Company’s consolidated financial statements. In March 2017, the FASB issued guidance that changes the presentation of net periodic pension cost and net periodic postretirement benefit cost. The new guidance will change the presentation of net periodic benefit cost related to employer-sponsored defined benefit plans and other postretirement benefits. Service cost will be included within the same income statement line item as other compensation costs arising from services rendered during the period, while other components of net periodic benefit pension cost will be presented separately outside of operating income. Additionally, only service costs may be capitalized in assets. This pronouncement is effective for annual reporting periods beginning after December 15, 2017 and was adopted by the Company effective May 1, 2018. The change to the c onsolidated statements of income Prior period amounts were revised, which resulted in a decrease in compensation expense and other income of $3.6 million and $0.5 million, respectively, and an increase in interest expense of $3.1 million, in the nine months ended January 31, 2018. During the three months ended January 31, 2018, prior period amounts were revised, which resulted in a decrease in compensation expense and other income of $1.2 million and $0.2 million, respectively, and an increase in interest expense of $1.0 million (see Note 6 — Deferred Compensation and Retirement Plans ). In May 2017, the FASB issued guidance clarifying the scope of modification accounting for stock compensation. The new standard provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. This pronouncement is effective for annual reporting periods beginning after December 15, 2017 and was adopted by the Company effective May 1, 2018. The adoption of this guidance did not have an impact on the Company’s consolidated financial statements. Any future impact of this guidance will be dependent on future modification including the number of awards modified. In February 2018, the FASB issued guidance that provides companies the option to reclassify stranded tax effects from accumulated other comprehensive (loss) income to retained earnings. The new guidance requires companies to disclose whether they decided to reclassify the income tax effects of the Tax Cuts and Jobs Act of 2017 (the “ Tax Act”) from |
Recently Proposed Accounting Standards - Not Yet Adopted | Recently Proposed Accounting Standards — Not Yet Adopted In February 2016, the FASB issued guidance on accounting for leases that generally requires all leases to be recognized on the consolidated balance sheet. The provisions of the guidance are effective for fiscal years beginning after December 15, 2018 and early adoption is permitted. The Company plans to adopt this guidance in fiscal year beginning May 1, 2019. The provisions of the guidance are to be applied using a modified retrospective approach. On July 30, 2018, the FASB issued an amendment that allows entities to apply the provisions at the effective date without adjusting comparative periods. The Company is still evaluating the effect this guidance will have on the consolidated financial statements. Based on our initial assessment, the Company expects that upon adoption it will report an increase in assets and liabilities on our consolidated balance sheet as a result of recognizing right-of-use assets and lease liabilities related to lease agreements. In January 2017, the FASB issued guidance simplifying the test for goodwill impairment. The new guidance simplifies the test for goodwill impairment by removing Step 2 from the goodwill impairment test. Companies will now perform the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount, recognizing an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value not to exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The amendments of this standard are effective for goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted for goodwill impairment tests performed after January 1, 2017. The Company is evaluating the adoption timeline and the effects that the standard will have on the consolidated financial statements. In August 2017, the FASB issued guidance amending and simplifying accounting for hedging activities. The new guidance will refine and expand strategies that qualify for hedge accounting and simplify the application of hedge accounting in certain situations. The amendments of this standard are effective for fiscal years beginning after December 15, 2018. The Company will adopt this guidance in its fiscal year beginning May 1, 2019. The Company is currently evaluating the impact of adopting this guidance. In August 2018, the FASB issued guidance amending the disclosure requirements for fair value measurements. The amendment removes and modifies disclosures that are currently required and adds additional disclosures that are deemed relevant. The amendments of this standard are effective for fiscal years beginning after December 15, 2019. The Company will adopt this guidance in its fiscal year beginning May 1, 2020. In August 2018, the FASB issued guidance amending accounting for internal-use software. The new guidance will align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with developing or obtaining internal-use software. The amendments of this standard are effective for fiscal years ending after December 15, 2019 with early adoption permitted. The Company will adopt this guidance in its fiscal year beginning May 1, 2020. The Company is currently evaluating the impact of adopting this guidance. In August 2018, the FASB issued guidance amending and modifying the disclosure requirements for employers that sponsor defined benefit pension or other postretirement pension plans. The amendment removes disclosures to pension plans and other postretirement benefit plans that are no longer considered beneficial and adds disclosure requirements deemed relevant. The amendments of this standard are effective for fiscal years ending after December 15, 2020. The Company will adopt this guidance in its fiscal year beginning May 1, 2021. The Company is currently evaluating the impact of adopting this guidance. |
Organization and Summary of S_3
Organization and Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Accounting Standards Update 2014-09 | |
Summary of Effect of Changes to Consolidated Balance Sheet | The following table summarizes the effect of changes made to our consolidated balance sheet at May 1, 2018: Adjustments April 30, 2018 due to ASC 606 May 1, 2018 (in thousands) Total assets $ 2,287,914 $ 3,496 $ 2,291,410 Total liabilities $ 1,068,299 $ (3,160 ) $ 1,065,139 Total stockholders’ equity $ 1,219,615 $ 6,656 $ 1,226,271 |
Basic and Diluted Earnings Pe_2
Basic and Diluted Earnings Per Share (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings per Common Share Attributable to Common Stockholders | The following table summarizes basic and diluted earnings per common share attributable to common stockholders: Three Months Ended January 31, Nine Months Ended January 31, 2019 2018 2019 2018 (in thousands, except per share data) Net income attributable to Korn Ferry $ 44,964 $ 27,247 $ 52,387 $ 92,619 Less: distributed and undistributed earnings to nonvested restricted stockholders 468 295 541 982 Basic net earnings attributable to common stockholders 44,496 26,952 51,846 91,637 Add: undistributed earnings to nonvested restricted stockholders 409 235 365 804 Less: reallocation of undistributed earnings to nonvested restricted stockholders 405 232 359 793 Diluted net earnings attributable to common stockholders $ 44,500 $ 26,955 $ 51,852 $ 91,648 Weighted-average common shares outstanding: Basic weighted-average number of common shares outstanding 55,233 55,252 55,358 55,479 Effect of dilutive securities: Restricted stock 516 738 799 744 ESPP 4 4 24 7 Stock options — 3 — 6 Diluted weighted-average number of common shares outstanding 55,753 55,997 56,181 56,236 Net earnings per common share: Basic earnings per share $ 0.81 $ 0.49 $ 0.94 $ 1.65 Diluted earnings per share $ 0.80 $ 0.48 $ 0.92 $ 1.63 |
Comprehensive Income (Tables)
Comprehensive Income (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Equity [Abstract] | |
Components of Accumulated Other Comprehensive Income (Loss) | The components of accumulated other comprehensive income (loss) were as follows: January 31, 2019 April 30, 2018 (in thousands) Foreign currency translation adjustments $ (53,455 ) $ (32,399 ) Deferred compensation and pension plan adjustments, net of tax (10,650 ) (9,073 ) Interest rate swap unrealized gain, net of taxes 834 1,337 Accumulated other comprehensive loss, net $ (63,271 ) $ (40,135 ) |
Changes in Each Component of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in each component of accumulated other comprehensive income (loss) for the three months ended January 31, 2019: Foreign Currency Translation Deferred Compensation and Pension Plan (1) Unrealized (Losses) Gains on Interest Rate Swap (2) Accumulated Other Comprehensive Income (Loss) (in thousands) Balance as of October 31, 2018 $ (59,472 ) $ (10,923 ) $ 1,814 $ (68,581 ) Unrealized gains (losses) arising during the period 6,017 — (880 ) 5,137 Reclassification of realized net losses (gains) to net income — 273 (100 ) 173 Balance as of January 31, 2019 $ (53,455 ) $ (10,650 ) $ 834 $ (63,271 ) The following table summarizes the changes in each component of accumulated other comprehensive (loss) income for the nine months ended January 31, 2019: Foreign Currency Translation Deferred Compensation and Pension Plan (1) Unrealized (Losses) Gains on Interest Rate Swap (2) Accumulated Other Comprehensive Income (Loss) (in thousands) Balance as of April 30, 2018 $ (32,399 ) $ (9,073 ) $ 1,337 $ (40,135 ) Unrealized losses arising during the period (21,056 ) — (538 ) (21,594 ) Reclassification of realized net losses (gains) to net income — 819 (164 ) 655 Effect of adoption of accounting standard — (2,396 ) 199 (2,197 ) Balance as of January 31, 2019 $ (53,455 ) $ (10,650 ) $ 834 $ (63,271 ) (1) The tax effect on the reclassifications of realized net losses was $0.1 million and $0.3 million for the three and nine months ended January 31, 2019, respectively. (2) The tax effect on unrealized losses was $0.3 million and $0.2 million for the three and nine months ended January 31, 2019, respectively. The following table summarizes the changes in each component of accumulated other comprehensive income (loss), net for the three months ended January 31, 2018: Foreign Currency Translation Deferred Compensation and Pension Plan (1) Unrealized (Losses) Gains on Interest Rate Swap (2) Accumulated Other Comprehensive Income (Loss) (in thousands) Balance as of October 31, 2017 $ (43,294 ) $ (14,423 ) $ (185 ) $ (57,902 ) Unrealized gains arising during the period 17,793 — 973 18,766 Reclassification of realized net losses to net income — 361 104 465 Balance as of January 31, 2018 $ (25,501 ) $ (14,062 ) $ 892 $ (38,671 ) The following table summarizes the changes in each component of accumulated other comprehensive income (loss), net for the nine months ended January 31, 2018: Foreign Currency Translation Deferred Compensation and Pension Plan (1) Unrealized (Losses) Gains on Interest Rate Swap (2) Accumulated Other Comprehensive Income (Loss) (in thousands) Balance as of April 30, 2017 $ (55,359 ) $ (15,127 ) $ (578 ) $ (71,064 ) Unrealized gains arising during the period 29,858 — 1,061 30,919 Reclassification of realized net losses to net income — 1,065 409 1,474 Balance as of January 31, 2018 $ (25,501 ) $ (14,062 ) $ 892 $ (38,671 ) ________ (1) The tax effect on the reclassifications of realized net losses was $0.2 million and $0.7 million for the three and nine months ended January 31, 2018, respectively. (2) The tax effect on unrealized gains was $0.6 million and $0.6 million for the three and nine months ended January 31, 2018, respectively. The tax effect on the reclassification of realized net losses to net income was $0.1 million and $0.3 million for the three and nine months ended January 31, 2018, respectively . |
Employee Stock Plans (Tables)
Employee Stock Plans (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
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 income for the periods indicated: Three Months Ended January 31, Nine Months Ended January 31, 2019 2018 2019 2018 (in thousands) Restricted stock $ 5,413 $ 5,263 $ 17,083 $ 14,977 ESPP 246 254 945 823 Total stock-based compensation expense $ 5,659 $ 5,517 $ 18,028 $ 15,800 |
Restricted Stock Activity | Restricted stock activity during the nine months ended January 31, 2019 is summarized below: Shares Weighted- Average Grant Date Fair Value (in thousands, except per share data) Non-vested, April 30, 2018 1,730 $ 33.45 Granted 665 $ 40.86 Vested (889 ) $ 36.44 Forfeited/expired (32 ) $ 31.96 Non-vested, January 31, 2019 1,474 $ 38.33 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Financial Instruments and Balance Sheet Classification | The following tables show the Company’s financial instruments and balance sheet classification as of January 31, 2019 and April 30, 2018: January 31, 2019 Fair Value Measurement Balance Sheet Classification Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities, Current Marketable Securities, Non- current Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 468,275 $ — $ — $ 468,275 $ 468,275 $ — $ — $ — Money market funds 21,234 — — 21,234 21,234 — — — Mutual funds (1) 133,857 3,392 (3,885 ) 133,364 — 6,414 126,950 — Total $ 623,366 $ 3,392 $ (3,885 ) $ 622,873 $ 489,509 $ 6,414 $ 126,950 $ — Level 2: Foreign currency forward contracts $ — $ 1,633 $ (683 ) $ 950 $ — $ — $ — $ 950 Interest rate swap $ — $ 1,128 $ — $ 1,128 $ — $ — $ — $ 1,128 April 30, 2018 Fair Value Measurement Balance Sheet Classification Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities, Current Marketable Securities, Non- current Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 519,818 $ — $ — $ 519,818 $ 519,818 $ — $ — $ — Money market funds 1,030 — — 1,030 1,030 — — — Mutual funds (1) 127,077 11,040 (1,032 ) 137,085 — 14,293 122,792 — Total $ 647,925 $ 11,040 $ (1,032 ) $ 657,933 $ 520,848 $ 14,293 $ 122,792 $ — Level 2: Foreign currency forward contracts $ — $ 1,778 $ (1,025 ) $ 753 $ — $ — $ — $ 753 Interest rate swap $ — $ 2,076 $ — $ 2,076 $ — $ — $ — $ 2,076 (1) These investments are held in trust for settlement of the Company’s vested obligations of $116.2 million and $118.2 million as of January 31, 2019 and April 30, 2018, respectively, under the ECAP (see Note 6 — Deferred Compensation and Retirement Plans |
Financial Instruments and Balance Sheet Classification | The following tables show the Company’s financial instruments and balance sheet classification as of January 31, 2019 and April 30, 2018: January 31, 2019 Fair Value Measurement Balance Sheet Classification Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities, Current Marketable Securities, Non- current Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 468,275 $ — $ — $ 468,275 $ 468,275 $ — $ — $ — Money market funds 21,234 — — 21,234 21,234 — — — Mutual funds (1) 133,857 3,392 (3,885 ) 133,364 — 6,414 126,950 — Total $ 623,366 $ 3,392 $ (3,885 ) $ 622,873 $ 489,509 $ 6,414 $ 126,950 $ — Level 2: Foreign currency forward contracts $ — $ 1,633 $ (683 ) $ 950 $ — $ — $ — $ 950 Interest rate swap $ — $ 1,128 $ — $ 1,128 $ — $ — $ — $ 1,128 April 30, 2018 Fair Value Measurement Balance Sheet Classification Cost Unrealized Gains Unrealized Losses Fair Value Cash and Cash Equivalents Marketable Securities, Current Marketable Securities, Non- current Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 519,818 $ — $ — $ 519,818 $ 519,818 $ — $ — $ — Money market funds 1,030 — — 1,030 1,030 — — — Mutual funds (1) 127,077 11,040 (1,032 ) 137,085 — 14,293 122,792 — Total $ 647,925 $ 11,040 $ (1,032 ) $ 657,933 $ 520,848 $ 14,293 $ 122,792 $ — Level 2: Foreign currency forward contracts $ — $ 1,778 $ (1,025 ) $ 753 $ — $ — $ — $ 753 Interest rate swap $ — $ 2,076 $ — $ 2,076 $ — $ — $ — $ 2,076 (1) These investments are held in trust for settlement of the Company’s vested obligations of $116.2 million and $118.2 million as of January 31, 2019 and April 30, 2018, respectively, under the ECAP (see Note 6 — Deferred Compensation and Retirement Plans |
Summary of Gains and Losses on Interest Rate Swap | During the three and nine months ended January 31, 2019, the Company recognized the following gains and losses on the interest rate swap: Three Months Ended January 31, Nine Months Ended January 31, 2019 2018 2019 2018 (in thousands) (Losses) gains recognized in other comprehensive income (net of tax effects of ($309), $553, ($189), and $609, respectively) $ (880 ) $ 973 $ (538 ) $ 1,061 Gains (losses) reclassified from accumulated other comprehensive income into interest expense, net $ 135 $ (167 ) $ 221 $ (667 ) |
Fair Value of Liabilities Derivatives | The fair value of derivatives not designated as hedge instruments are as follows: January 31, 2019 April 30, 2018 (in thousands) Derivative assets: Foreign currency forward contracts $ 1,633 $ 1,778 Derivative liabilities: Foreign currency forward contracts $ 683 $ 1,025 |
Not Designated as Hedge Instrument | |
Fair Value of Assets Derivatives | The fair value of derivatives not designated as hedge instruments are as follows: January 31, 2019 April 30, 2018 (in thousands) Derivative assets: Foreign currency forward contracts $ 1,633 $ 1,778 Derivative liabilities: Foreign currency forward contracts $ 683 $ 1,025 |
Cash Flow Hedge | |
Fair Value of Derivative Designated as Cash Flow Hedge Instrument | The fair value of the derivative designated as a cash flow hedge instrument is as follows: January 31, 2019 April 30, 2018 (in thousands) Derivative asset: Interest rate swap contract $ 1,128 $ 2,076 |
Deferred Compensation and Ret_2
Deferred Compensation and Retirement Plans (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Compensation And Retirement Disclosure [Abstract] | |
Components of Net Periodic Benefits Costs | The components of net periodic benefit costs are as follows: Three Months Ended January 31, Nine Months Ended January 31, 2019 2018 2019 2018 (in thousands) Service cost $ 4,538 $ 3,148 $ 12,716 $ 8,292 Interest cost 1,330 1,045 3,956 3,110 Amortization of actuarial loss 446 577 1,338 1,731 Expected return on plan assets (1) (392 ) (398 ) (1,176 ) (1,195 ) Net periodic service credit amortization (77 ) — (231 ) — Net periodic benefit costs (2) $ 5,845 $ 4,372 $ 16,603 $ 11,938 (1) The expected long-term rate of return on plan assets is 6.25% and 6.50% for January 31, 2019 and 2018, respectively. (2) The service cost, interest cost and the other components of net periodic benefit costs are included in compensation and benefits expense, interest expense, net and other income, net, respectively, on the consolidated statements of income. |
Fee Revenue (Tables)
Fee Revenue (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Contract Asset and Liability | The following table outlines our contract asset and liability balances as of January 31, 2019 and May 1, 2018: January 31, 2019 May 1, 2018 (in thousands) Contract assets (unbilled receivables) $ 71,289 $ 65,164 Contract liabilities (deferred revenue) $ 114,266 $ 114,695 |
Schedule of Disaggregation of Fee Revenue by Industry | The following table provides further disaggregation of fee revenue by industry: Three Months Ended January 31, 2019 2018 Dollars % Dollars % (dollars in thousands) Industrial $ 137,436 29.0 % $ 134,512 30.1 % Financial Services 86,397 18.2 74,044 16.6 Life Sciences/ Healthcare 76,066 16.0 76,237 17.0 Consumer Goods 74,007 15.6 72,229 16.1 Technology 64,248 13.6 57,823 12.9 Education/Non-Profit 29,083 6.1 30,019 6.7 General 7,267 1.5 2,717 0.6 Fee Revenue $ 474,504 100.0 % $ 447,581 100.0 % Nine Months Ended January 31, 2019 2018 Dollars % Dollars % (dollars in thousands) Industrial $ 419,559 29.2 % $ 388,607 30.1 % Financial Services 259,962 18.1 224,771 17.4 Life Sciences/ Healthcare 239,891 16.7 214,771 16.6 Consumer Goods 226,159 15.8 204,323 15.8 Technology 188,088 13.1 165,893 12.8 Education/Non-Profit 91,250 6.4 84,538 6.6 General 10,368 0.7 8,950 0.7 Fee Revenue $ 1,435,277 100.0 % $ 1,291,853 100.0 % |
Business Segments (Tables)
Business Segments (Tables) | 9 Months Ended |
Jan. 31, 2019 | |
Segment Reporting [Abstract] | |
Financial Highlights by Business Segment | Financial highlights by business segment are as follows: Three Months Ended January 31, 2019 Executive Search North America EMEA Asia Pacific Latin America Subtotal Advisory RPO & Professional Search Corporate Consolidated (in thousands) Fee revenue $ 114,215 $ 45,940 $ 25,687 $ 7,554 $ 193,396 $ 201,502 $ 79,606 $ — $ 474,504 Total revenue $ 117,725 $ 46,639 $ 26,046 $ 7,573 $ 197,983 $ 205,677 $ 82,512 $ — $ 486,172 Net income attributable to Korn Ferry $ 44,964 Net income attributable to noncontrolling interest 480 Other income, net (2,401 ) Interest expense, net 4,282 Equity in earnings of unconsolidated subsidiaries, net (62 ) Income tax provision 15,420 Operating income (loss) $ 30,596 $ 7,525 $ 5,929 $ 653 $ 44,703 $ 29,279 $ 12,176 $ (23,475 ) 62,683 Depreciation and amortization 970 402 338 97 1,807 7,307 803 1,824 11,741 Other income (loss), net 1,564 26 (134 ) 133 1,589 786 77 (51 ) 2,401 Equity in earnings of unconsolidated subsidiaries, net 62 — — — 62 — — — 62 EBITDA 33,192 7,953 6,133 883 48,161 37,372 13,056 (21,702 ) 76,887 Integration/acquisition costs — — — — — 777 — 27 804 Adjusted EBITDA $ 33,192 $ 7,953 $ 6,133 $ 883 $ 48,161 $ 38,149 $ 13,056 $ (21,675 ) $ 77,691 Three Months Ended January 31, 2018 Executive Search North America EMEA Asia Pacific Latin America Subtotal Advisory RPO & Professional Search Corporate Consolidated (in thousands) Fee revenue $ 102,716 $ 46,782 $ 24,493 $ 6,425 $ 180,416 $ 198,056 $ 69,109 $ — $ 447,581 Total revenue $ 106,332 $ 47,763 $ 24,942 $ 6,456 $ 185,493 $ 201,961 $ 73,316 $ — $ 460,770 Net income attributable to Korn Ferry $ 27,247 Net income attributable to noncontrolling interest 180 Other income, net (7,510 ) Interest expense, net 3,710 Equity in earnings of unconsolidated subsidiaries, net (97 ) Income tax provision 26,316 Operating income (loss) $ 21,408 $ 7,329 $ 5,289 $ 408 $ 34,434 $ 27,057 $ 10,064 $ (21,709 ) 49,846 Depreciation and amortization 990 458 361 113 1,922 7,882 733 1,688 12,225 Other income, net 585 37 185 40 847 768 2 5,893 7,510 Equity in earnings of unconsolidated subsidiaries, net 97 — — — 97 — — — 97 EBITDA 23,080 7,824 5,835 561 37,300 35,707 10,799 (14,128 ) 69,678 Integration/acquisition costs — — — — — 1,593 — 80 1,673 Adjusted EBITDA $ 23,080 $ 7,824 $ 5,835 $ 561 $ 37,300 $ 37,300 $ 10,799 $ (14,048 ) $ 71,351 Nine Months Ended January 31, 2019 Executive Search North America EMEA Asia Pacific Latin America Subtotal Advisory RPO & Professional Search Corporate Consolidated (in thousands) Fee revenue $ 342,175 $ 137,522 $ 79,918 $ 24,339 $ 583,954 $ 613,966 $ 237,357 $ — $ 1,435,277 Total revenue $ 352,804 $ 140,024 $ 80,817 $ 24,388 $ 598,033 $ 627,243 $ 246,051 $ — $ 1,471,327 Net income attributable to Korn Ferry $ 52,387 Net income attributable to noncontrolling interest 1,782 Other income, net (2,292 ) Interest expense, net 12,722 Equity in earnings of unconsolidated subsidiaries, net (191 ) Income tax provision 14,143 Operating income (loss) $ 92,438 $ 21,813 $ 19,337 $ 3,460 $ 137,048 $ (24,374 ) $ 36,337 $ (70,460 ) 78,551 Depreciation and amortization 2,917 867 1,083 305 5,172 21,702 2,325 5,291 34,490 Other income (loss), net 955 388 118 263 1,724 1,621 103 (1,156 ) 2,292 Equity in earnings of unconsolidated subsidiaries, net 191 — — — 191 — — — 191 EBITDA 96,501 23,068 20,538 4,028 144,135 (1,051 ) 38,765 (66,325 ) 115,524 Integration/acquisition costs — — — — — 6,559 — 187 6,746 Tradename write-offs — — — — — 106,555 — — 106,555 Adjusted EBITDA $ 96,501 $ 23,068 $ 20,538 $ 4,028 $ 144,135 $ 112,063 $ 38,765 $ (66,138 ) $ 228,825 Nine Months Ended January 31, 2018 Executive Search North America EMEA Asia Pacific Latin America Subtotal Advisory RPO & Professional Search Corporate Consolidated (in thousands) Fee revenue $ 296,093 $ 128,249 $ 71,983 $ 22,048 $ 518,373 $ 577,462 $ 196,018 $ — $ 1,291,853 Total revenue $ 305,866 $ 130,894 $ 73,009 $ 22,114 $ 531,883 $ 589,093 $ 210,179 $ — $ 1,331,155 Net income attributable to Korn Ferry $ 92,619 Net income attributable to noncontrolling interest 969 Other income, net (14,311 ) Interest expense, net 11,014 Equity in earnings of unconsolidated subsidiaries, net (187 ) Income tax provision 54,145 Operating income (loss) $ 66,517 $ 20,349 $ 12,811 $ 2,961 $ 102,638 $ 72,459 $ 27,727 $ (58,575 ) 144,249 Depreciation and amortization 2,923 1,345 1,052 331 5,651 24,110 2,313 4,807 36,881 Other income, net 1,157 136 384 99 1,776 1,654 10 10,871 14,311 Equity in earnings of unconsolidated subsidiaries, net 187 — — — 187 — — — 187 EBITDA 70,784 21,830 14,247 3,391 110,252 98,223 30,050 (42,897 ) 195,628 Restructuring charges (recoveries), net — — 313 — 313 (241 ) 6 — 78 Integration/acquisition costs — — — — — 6,455 — 199 6,654 Adjusted EBITDA $ 70,784 $ 21,830 $ 14,560 $ 3,391 $ 110,565 $ 104,437 $ 30,056 $ (42,698 ) $ 202,360 |
Organization and Summary of S_4
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Jan. 31, 2019USD ($) | Jan. 31, 2018USD ($) | Jan. 31, 2019USD ($)Segment | Jan. 31, 2018USD ($) | Apr. 30, 2018USD ($) | May 01, 2018USD ($) | |
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Number of business segments | Segment | 3 | |||||
Impairment of goodwill | $ 0 | $ 0 | ||||
Impairment of intangible assets | $ 0 | 0 | $ 0 | |||
Purchase price allocated to indefinite lived trade name intangible assets | 106,600,000 | 106,600,000 | ||||
Performance-related bonus expenses | 59,500,000 | $ 56,800,000 | 202,400,000 | $ 155,200,000 | ||
Accounting Standards Update 2014-09 | Adjustments Due to ASC 606 | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Increase to retained earnings, net of tax | $ 6,700,000 | |||||
Accounting Standards Update 2018-02 | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Increase to retained earnings, net of tax | $ 2,200,000 | 2,200,000 | ||||
General and Administrative Expenses | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Impairment of intangible assets | $ 106,600,000 | |||||
Compensation Expense | Accounting Standards Update 2017-07 | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Reclassification adjustment revised amount | 1,200,000 | 3,600,000 | ||||
Other Income | Accounting Standards Update 2017-07 | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Reclassification adjustment revised amount | (200,000) | (500,000) | ||||
Interest Expense | Accounting Standards Update 2017-07 | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Reclassification adjustment revised amount | $ (1,000,000) | $ (3,100,000) | ||||
Minimum | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Intangible assets estimated useful lives | 1 year | |||||
Amortization of long-term retention awards | 4 years | |||||
Maximum | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Intangible assets estimated useful lives | 24 years | |||||
Amortization of long-term retention awards | 5 years | |||||
Affiliated Entity | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Investments in affiliated companies maximum | 50.00% | 50.00% | ||||
Mexico Subsidiary | ||||||
Organization And Summary Of Significant Accounting Policies [Line Items] | ||||||
Percentage of Noncontrolling interest in subsidiary | 51.00% | 51.00% |
Organization and Summary of S_5
Organization and Summary of Significant Accounting Policies - Summary of Effect of Changes to Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands | Jan. 31, 2019 | Oct. 31, 2018 | Jul. 31, 2018 | May 01, 2018 | Apr. 30, 2018 | Jan. 31, 2018 | Oct. 31, 2017 | Jul. 31, 2017 | Apr. 30, 2017 |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Total assets | $ 2,217,553 | $ 2,287,914 | |||||||
Total liabilities | 1,010,513 | 1,068,299 | |||||||
Total stockholders’ equity | $ 1,207,040 | $ 1,176,597 | $ 1,164,620 | $ 1,219,615 | $ 1,180,894 | $ 1,134,723 | $ 1,128,751 | $ 1,087,048 | |
Accounting Standards Update 2014-09 | |||||||||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Total assets | $ 2,291,410 | ||||||||
Total liabilities | 1,065,139 | ||||||||
Total stockholders’ equity | 1,226,271 | ||||||||
Adjustments Due to ASC 606 | Accounting Standards Update 2014-09 | |||||||||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Total assets | 3,496 | ||||||||
Total liabilities | (3,160) | ||||||||
Total stockholders’ equity | $ 6,656 |
Basic and Diluted Earnings Pe_3
Basic and Diluted Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Restricted Stock | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities excluded from computation of diluted earnings per share, shares | 0.7 | 0.6 | 0.6 | 0.6 |
Basic and Diluted Earnings pe_4
Basic and Diluted 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, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Earnings Per Share Disclosure [Line Items] | ||||
Net income attributable to Korn Ferry | $ 44,964 | $ 27,247 | $ 52,387 | $ 92,619 |
Less: distributed and undistributed earnings to nonvested restricted stockholders | 468 | 295 | 541 | 982 |
Basic net earnings attributable to common stockholders | 44,496 | 26,952 | 51,846 | 91,637 |
Add: undistributed earnings to nonvested restricted stockholders | 409 | 235 | 365 | 804 |
Less: reallocation of undistributed earnings to nonvested restricted stockholders | 405 | 232 | 359 | 793 |
Diluted net earnings attributable to common stockholders | $ 44,500 | $ 26,955 | $ 51,852 | $ 91,648 |
Basic weighted-average number of common shares outstanding | 55,233 | 55,252 | 55,358 | 55,479 |
Diluted weighted-average number of common shares outstanding | 55,753 | 55,997 | 56,181 | 56,236 |
Basic earnings per share | $ 0.81 | $ 0.49 | $ 0.94 | $ 1.65 |
Diluted earnings per share | $ 0.80 | $ 0.48 | $ 0.92 | $ 1.63 |
ESPP | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Stock | 4 | 4 | 24 | 7 |
Restricted Stock | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Stock | 516 | 738 | 799 | 744 |
Stock Options | ||||
Earnings Per Share Disclosure [Line Items] | ||||
Stock | 3 | 6 |
Comprehensive Income - Componen
Comprehensive Income - Components of Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
Accumulated Other Comprehensive Income Loss Net Of Tax [Abstract] | ||
Foreign currency translation adjustments | $ (53,455) | $ (32,399) |
Deferred compensation and pension plan adjustments, net of tax | (10,650) | (9,073) |
Interest rate swap unrealized gain, net of taxes | 834 | 1,337 |
Accumulated other comprehensive loss, net | $ (63,271) | $ (40,135) |
Comprehensive Income - Changes
Comprehensive Income - Changes in Each Component of Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | ||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance | $ 1,216,607 | ||||||||
Ending balance | $ 1,204,694 | 1,204,694 | |||||||
Accumulated Translation Adjustment | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance | (59,472) | $ (43,294) | (32,399) | $ (55,359) | |||||
Unrealized gains (losses) arising during the period | 6,017 | 17,793 | (21,056) | 29,858 | |||||
Ending balance | (53,455) | (25,501) | (53,455) | (25,501) | |||||
Accumulated Defined Benefit Plan Adjustment | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance | (10,923) | [1] | (14,423) | [2] | (9,073) | [1] | (15,127) | [2] | |
Reclassification of realized net losses (gains) to net income | 273 | [1] | 361 | [2] | 819 | [1] | 1,065 | [2] | |
Effect of adoption of accounting standard | [1] | (2,396) | |||||||
Ending balance | (10,650) | [1] | (14,062) | [2] | (10,650) | [1] | (14,062) | [2] | |
Unrealize (Losses) Gains on Interest Rate Swap | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance | 1,814 | [3] | (185) | [4] | 1,337 | [3] | (578) | [4] | |
Unrealized gains (losses) arising during the period | (880) | [3] | 973 | [4] | (538) | [3] | 1,061 | [4] | |
Reclassification of realized net losses (gains) to net income | (100) | [3] | 104 | [4] | (164) | [3] | 409 | [4] | |
Effect of adoption of accounting standard | [3] | 199 | |||||||
Ending balance | 834 | [3] | 892 | [4] | 834 | [3] | 892 | [4] | |
Accumulated Other Comprehensive Income (Loss) | |||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||
Beginning balance | (68,581) | (57,902) | (40,135) | (71,064) | |||||
Unrealized gains (losses) arising during the period | 5,137 | 18,766 | (21,594) | 30,919 | |||||
Reclassification of realized net losses (gains) to net income | 173 | 465 | 655 | 1,474 | |||||
Effect of adoption of accounting standard | (2,197) | ||||||||
Ending balance | $ (63,271) | $ (38,671) | $ (63,271) | $ (38,671) | |||||
[1] | The tax effect on the reclassifications of realized net losses was $0.1 million and $0.3 million for the three and nine months ended January 31, 2019, respectively. | ||||||||
[2] | The tax effect on the reclassifications of realized net losses was $0.2 million and $0.7 million for the three and nine months ended January 31, 2018, respectively. | ||||||||
[3] | The tax effect on unrealized losses was $0.3 million and $0.2 million for the three and nine months ended January 31, 2019, respectively. The tax effect on the reclassification of realized net gains to net income was $0.1 million for the nine months ended January 31, 2019. | ||||||||
[4] | The tax effect on unrealized gains was $0.6 million and $0.6 million for the three and nine months ended January 31, 2018, respectively. The tax effect on the reclassification of realized net losses to net income was $0.1 million and $0.3 million for the three and nine months ended January 31, 2018, respectively. |
Comprehensive Income - Change_2
Comprehensive Income - Changes in Each Component of Accumulated Other Comprehensive Income (Loss) (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Tax effect on reclassifications of realized net losses | $ 0.1 | $ 0.2 | $ 0.3 | $ 0.7 |
Unrealize (Losses) Gains on Interest Rate Swap | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Tax effect on unrealized gains (losses) | $ (0.3) | 0.6 | (0.2) | 0.6 |
Tax effect on reclassifications of realized net gains (losses) | $ (0.1) | $ 0.1 | $ (0.3) |
Employee Stock Plans - Componen
Employee Stock Plans - Components of Stock-Based Compensation Expense Recognized (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 5,659 | $ 5,517 | $ 18,028 | $ 15,800 |
Restricted Stock | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 5,413 | 5,263 | 17,083 | 14,977 |
ESPP | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 246 | $ 254 | $ 945 | $ 823 |
Employee Stock Plans - Addition
Employee Stock Plans - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | |||||||
Jan. 31, 2019USD ($)$ / sharesshares | Oct. 31, 2018USD ($) | Jul. 31, 2018USD ($) | Jan. 31, 2018USD ($)$ / sharesshares | Oct. 31, 2017USD ($) | Jul. 31, 2017USD ($) | Jan. 31, 2019USD ($)$ / sharesshares | Jan. 31, 2018USD ($)$ / sharesshares | Apr. 30, 2018shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Payments of tax withholdings on restricted stock | $ | $ 20,497,000 | $ 3,657,000 | |||||||
Number stock options exercised during the period | 0 | 0 | |||||||
Shares repurchased during the period, value | $ | $ 21,940,000 | $ 22,875,000 | $ 13,054,000 | $ 3,503,000 | $ 25,350,000 | $ 7,372,000 | |||
Treasury Stock, Common | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares repurchased during the period | 352,800 | 80,800 | 809,074 | 974,079 | |||||
Shares repurchased during the period, value | $ | $ 14,700,000 | $ 3,300,000 | $ 37,400,000 | $ 32,600,000 | |||||
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% | |||||||
Fair market price of common stock | 85.00% | ||||||||
Authorized payroll deductions, value | $ | $ 25,000 | ||||||||
Shares available for future issuance | 1,000,000 | 1,000,000 | |||||||
Employees stock purchased | 94,193 | 82,464 | 169,299 | 198,749 | |||||
Employees stock purchased, price per share | $ / shares | $ 33.61 | $ 35.17 | $ 42.05 | $ 31.77 | |||||
Time Based Restricted Stock | |||||||||
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 | 600,000 | 600,000 | |||||||
Total unrecognized compensation cost related to non-vested awards | $ | $ 12,900,000 | $ 12,900,000 | |||||||
Performance Based Restricted Stock Unit | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Vesting period | 3 years | ||||||||
Shares outstanding | 0 | 0 | |||||||
Restricted Stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares outstanding | 1,474,000 | 1,474,000 | 1,730,000 | ||||||
Total unrecognized compensation cost related to non-vested awards | $ | $ 39,900,000 | $ 39,900,000 | |||||||
Expected cost recognized over weighted-average period | 2 years 6 months | ||||||||
Shares repurchased during the period to pay for taxes | 150,227 | 4,653 | 352,730 | 105,024 | |||||
Payments of tax withholdings on restricted stock | $ | $ 7,300,000 | $ 200,000 | $ 20,500,000 | $ 3,600,000 | |||||
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 | $ | $ 200,000 | $ 600,000 | |||||||
Stock Options | Common Stock | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock issued for stock options exercised | 6,720 | 41,075 | |||||||
Stock Incentive Plan | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Stock incentive plan, additional number of shares | 5,500,000 | ||||||||
Maximum number of shares reserved for issuance | 11,200,000 | 11,200,000 | |||||||
Issuance of full-value stock awards limitation, required ratio to stock options | 2.3 | 2.3 |
Employee Stock Plans - Restrict
Employee Stock Plans - Restricted Stock Activity (Detail) - Restricted Stock shares in Thousands | 9 Months Ended |
Jan. 31, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Non-vested, beginning of year | shares | 1,730 |
Shares, Granted | shares | 665 |
Shares, Vested | shares | (889) |
Shares, Forfeited/expired | shares | (32) |
Shares, Non-vested, end of year | shares | 1,474 |
Weighted-Average Grant Date Fair Value, Non-vested, beginning of year | $ / shares | $ 33.45 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 40.86 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 36.44 |
Weighted-Average Grant Date Fair Value, Forfeited/expired | $ / shares | 31.96 |
Weighted-Average Grant Date Fair Value, Non-vested, end of year | $ / shares | $ 38.33 |
Financial Instruments - Financi
Financial Instruments - Financial Instruments and Balance Sheet Classification (Detail) - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 | Jan. 31, 2018 | Apr. 30, 2017 | |
Investment Holdings [Line Items] | |||||
Cash and cash equivalents | $ 489,509 | $ 520,848 | $ 389,990 | $ 410,882 | |
Marketable Securities, Current | 6,414 | 14,293 | |||
Marketable securities, non-current | 126,950 | 122,792 | |||
Income Taxes & Other Receivables | 29,502 | 29,089 | |||
Fair Value, Inputs, Level 1 | |||||
Investment Holdings [Line Items] | |||||
Cost | 623,366 | 647,925 | |||
Unrealized Gains | 3,392 | 11,040 | |||
Unrealized Losses | (3,885) | (1,032) | |||
Fair Value | 622,873 | 657,933 | |||
Cash and cash equivalents | 489,509 | 520,848 | |||
Marketable Securities, Current | 6,414 | 14,293 | |||
Marketable securities, non-current | 126,950 | 122,792 | |||
Fair Value, Inputs, Level 1 | Cash | |||||
Investment Holdings [Line Items] | |||||
Cost | 468,275 | 519,818 | |||
Fair Value | 468,275 | 519,818 | |||
Cash and cash equivalents | 468,275 | 519,818 | |||
Fair Value, Inputs, Level 1 | Money Market Funds | |||||
Investment Holdings [Line Items] | |||||
Cost | 21,234 | 1,030 | |||
Fair Value | 21,234 | 1,030 | |||
Cash and cash equivalents | 21,234 | 1,030 | |||
Fair Value, Inputs, Level 1 | Mutual Funds | |||||
Investment Holdings [Line Items] | |||||
Cost | [1] | 133,857 | 127,077 | ||
Unrealized Gains | [1] | 3,392 | 11,040 | ||
Unrealized Losses | [1] | (3,885) | (1,032) | ||
Fair Value | [1] | 133,364 | 137,085 | ||
Marketable Securities, Current | [1] | 6,414 | 14,293 | ||
Marketable securities, non-current | [1] | 126,950 | 122,792 | ||
Fair Value, Inputs, Level 2 | Foreign Exchange Forward Contracts | |||||
Investment Holdings [Line Items] | |||||
Unrealized Gains | 1,633 | 1,778 | |||
Unrealized Losses | (683) | (1,025) | |||
Fair Value | 950 | 753 | |||
Income Taxes & Other Receivables | 950 | 753 | |||
Fair Value, Inputs, Level 2 | Interest Rate Swap | |||||
Investment Holdings [Line Items] | |||||
Fair Value | 1,128 | 2,076 | |||
Income Taxes & Other Receivables | 1,128 | 2,076 | |||
Unrealized Gains | $ 1,128 | $ 2,076 | |||
[1] | These investments are held in trust for settlement of the Company’s vested obligations of $116.2 million and $118.2 million as of January 31, 2019 and April 30, 2018, respectively, under the ECAP (see Note 6 — Deferred Compensation and Retirement Plans). Unvested obligations under the deferred compensation plans totaled $23.8 million and $29.5 million as of January 31, 2019 and April 30, 2018, respectively. During the three and nine months ended January 31, 2019, the fair value of the investments increased; therefore, the Company recognized a gain of $2.2 million and $1.3 million, respectively, which was recorded in other income, net. During the three and nine months ended January 31, 2018, the fair value of the investments increased; therefore, the Company recognized income of $7.2 million and $14.0 million, respectively, which was recorded in other income, net. |
Financial Instruments - Finan_2
Financial Instruments - Financial Instruments and Balance Sheet Classification (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | Apr. 30, 2018 | |
Investments Debt And Equity Securities [Abstract] | |||||
Obligations for which assets are held in trust | $ 116,200 | $ 116,200 | $ 118,200 | ||
Unvested obligations under deferred compensation plans | 23,800 | 23,800 | $ 29,500 | ||
Gain (loss) on marketable securities | $ 2,200 | $ 7,200 | $ 1,330 | $ 14,022 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2017 | Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | Apr. 30, 2018 | |
Maximum | ||||||
Financial Instrument [Line Items] | ||||||
Derivative gains included in accumulated other comprehensive income | $ 600,000 | |||||
Designated as Hedge Instrument | Interest Rate Swap | Cash Flow Hedge | ||||||
Financial Instrument [Line Items] | ||||||
Derivative notional amount | $ 129,800,000 | $ 110,000,000 | $ 110,000,000 | |||
Derivative, Maturity Date | Jun. 15, 2021 | |||||
Interest rate | 1.919% | 1.919% | ||||
Not Designated as Hedge Instrument | Foreign Exchange Forward Contracts | ||||||
Financial Instrument [Line Items] | ||||||
Foreign currency gains (losses) | $ 700,000 | $ (1,900,000) | $ 600,000 | $ (4,200,000) | ||
Not Designated as Hedge Instrument | Foreign Exchange Forward Contracts | Other Accrued Liabilities | Derivatives Purchased | ||||||
Financial Instrument [Line Items] | ||||||
Derivative notional amount | 48,400,000 | 48,400,000 | $ 80,800,000 | |||
Not Designated as Hedge Instrument | Foreign Exchange Forward Contracts | Other Accrued Liabilities | Derivatives Sold | ||||||
Financial Instrument [Line Items] | ||||||
Derivative notional amount | $ 45,900,000 | $ 45,900,000 | $ 78,500,000 |
Financial Instruments - Fair Va
Financial Instruments - Fair Value of Derivative Designated as Cash Flow Hedge Instrument (Detail) - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
Designated as Hedge Instrument | Interest Rate Swap | ||
Derivative asset: | ||
Interest rate swap contract | $ 1,128 | $ 2,076 |
Financial Instruments - Summary
Financial Instruments - Summary of Gains and Losses on Interest Rate Swap (Detail) - Interest Rate Swap - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Derivative [Line Items] | ||||
(Losses) gains recognized in other comprehensive income (net of tax effects of ($309), $553, ($189), and $609, respectively) | $ (880) | $ 973 | $ (538) | $ 1,061 |
Gains (losses) reclassified from accumulated other comprehensive income into interest expense, net | $ 135 | $ (167) | $ 221 | $ (667) |
Financial Instruments - Summa_2
Financial Instruments - Summary of Gains and Losses on Interest Rate Swap (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Interest Rate Swap | ||||
Derivative [Line Items] | ||||
(Losses) gains recognized in OCI, tax effects | $ (309) | $ 553 | $ (189) | $ 609 |
Financial Instruments - Fair _2
Financial Instruments - Fair Value of Derivatives Not Designated as Hedge Instruments (Detail) - Not Designated as Hedge Instrument - Foreign Exchange Forward Contracts - USD ($) $ in Thousands | Jan. 31, 2019 | Apr. 30, 2018 |
Derivative assets: | ||
Fair Value of Derivative Assets | $ 1,633 | $ 1,778 |
Derivative liabilities: | ||
Fair Value of Derivative Liabilities | $ 683 | $ 1,025 |
Deferred Compensation and Ret_3
Deferred Compensation and Retirement Plans - Components of Net Periodic Benefits Costs (Detail) - Deferred Compensation Plan - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | ||
Defined Benefit Plan Disclosure [Line Items] | |||||
Service cost | $ 4,538 | $ 3,148 | $ 12,716 | $ 8,292 | |
Interest cost | 1,330 | 1,045 | 3,956 | 3,110 | |
Amortization of actuarial loss | 446 | 577 | 1,338 | 1,731 | |
Expected return on plan assets | [1] | (392) | (398) | (1,176) | (1,195) |
Net periodic service credit amortization | (77) | (231) | |||
Net periodic benefit costs | [2] | $ 5,845 | $ 4,372 | $ 16,603 | $ 11,938 |
[1] | The expected long-term rate of return on plan assets is 6.25% and 6.50% for January 31, 2019 and 2018, respectively. | ||||
[2] | The service cost, interest cost and the other components of net periodic benefit costs are included in compensation and benefits expense, interest expense, net and other income, net, respectively, on the consolidated statements of income. |
Deferred Compensation and Ret_4
Deferred Compensation and Retirement Plans - Components of Net Periodic Benefits Costs (Parenthetical) (Detail) | 9 Months Ended | |
Jan. 31, 2019 | Jan. 31, 2018 | |
Compensation And Retirement Disclosure [Abstract] | ||
Expected long-term rate of return on plan assets | 6.25% | 6.50% |
Deferred Compensation and Ret_5
Deferred Compensation and Retirement Plans - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | Apr. 30, 2018 | |
Defined Benefit Plan Disclosure [Line Items] | |||||
Increase in market value of the underlying COLI investments | $ 4,547 | $ 6,020 | |||
Recognized investment income (expense) | $ 2,200 | $ 7,200 | 1,330 | 14,022 | |
Executive Capital Accumulation Plan | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Gain (loss) on deferred compensation plan | 2,200 | 7,200 | $ 2,000 | 14,400 | |
Minimum | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Option to receive employee benefits by quarterly installments periods | 1 year | ||||
Minimum | Executive Capital Accumulation Plan | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Deferred compensation arrangement vesting period | 4 years | ||||
Maximum | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Option to receive employee benefits by quarterly installments periods | 15 years | ||||
Maximum | Executive Capital Accumulation Plan | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Deferred compensation arrangement vesting period | 5 years | ||||
CSV of COLI Contracts | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Gross CSV | 218,800 | $ 218,800 | $ 186,800 | ||
Outstanding policy loans | 94,200 | 94,200 | $ 66,700 | ||
Increase in market value of the underlying COLI investments | $ 1,500 | $ 1,800 | $ 4,500 | $ 6,000 |
Fee Revenue - Schedule of Contr
Fee Revenue - Schedule of Contract Asset and Liability (Detail) - USD ($) $ in Thousands | Jan. 31, 2019 | May 01, 2018 |
Revenue From Contract With Customer [Abstract] | ||
Contract assets (unbilled receivables) | $ 71,289 | $ 65,164 |
Contract liabilities (deferred revenue) | $ 114,266 | $ 114,695 |
Fee Revenue - Additional Inform
Fee Revenue - Additional Information (Detail) $ in Millions | 9 Months Ended |
Jan. 31, 2019USD ($) | |
Revenue From Contract With Customer [Abstract] | |
Contract liabilities, revenue recognized | $ 90 |
Revenue recognized, remaining performance obligation | $ 528.9 |
Revenue, practical expedient, initial application and transition, completed contract, same reporting period | true |
Revenue, remaining performance obligation, optional exemption, performance obligation | true |
Fee Revenue - Additional Info_2
Fee Revenue - Additional Information (Details 1) $ in Millions | 9 Months Ended |
Jan. 31, 2019USD ($) | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue recognized, remaining performance obligation | $ 528.9 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2019-02-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue recognized, remaining performance obligation | $ 104.4 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 3 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2019-05-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue recognized, remaining performance obligation | $ 241.8 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-05-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue recognized, remaining performance obligation | $ 100.4 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-05-01 | |
Revenue Remaining Performance Obligation Expected Timing Of Satisfaction [Line Items] | |
Revenue recognized, remaining performance obligation | $ 82.3 |
Revenue, remaining performance obligation, expected timing of satisfaction, period | |
Revenue, remaining performance obligation, expected timing of satisfaction, explanation | 2022 and thereafter |
Fee Revenue - Schedule of Disag
Fee Revenue - Schedule of Disaggregation of Fee Revenue by Industry (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Disaggregation Of Revenue [Line Items] | ||||
Fee Revenue | $ 486,172 | $ 460,770 | $ 1,471,327 | $ 1,331,155 |
Industrial | ||||
Disaggregation Of Revenue [Line Items] | ||||
Fee Revenue | $ 137,436 | $ 134,512 | $ 419,559 | $ 388,607 |
Fee Revenue, Percentage | 29.00% | 30.10% | 29.20% | 30.10% |
Financial Services | ||||
Disaggregation Of Revenue [Line Items] | ||||
Fee Revenue | $ 86,397 | $ 74,044 | $ 259,962 | $ 224,771 |
Fee Revenue, Percentage | 18.20% | 16.60% | 18.10% | 17.40% |
Life Sciences/ Healthcare | ||||
Disaggregation Of Revenue [Line Items] | ||||
Fee Revenue | $ 76,066 | $ 76,237 | $ 239,891 | $ 214,771 |
Fee Revenue, Percentage | 16.00% | 17.00% | 16.70% | 16.60% |
Consumer Goods | ||||
Disaggregation Of Revenue [Line Items] | ||||
Fee Revenue | $ 74,007 | $ 72,229 | $ 226,159 | $ 204,323 |
Fee Revenue, Percentage | 15.60% | 16.10% | 15.80% | 15.80% |
Technology | ||||
Disaggregation Of Revenue [Line Items] | ||||
Fee Revenue | $ 64,248 | $ 57,823 | $ 188,088 | $ 165,893 |
Fee Revenue, Percentage | 13.60% | 12.90% | 13.10% | 12.80% |
Education/Non-Profit | ||||
Disaggregation Of Revenue [Line Items] | ||||
Fee Revenue | $ 29,083 | $ 30,019 | $ 91,250 | $ 84,538 |
Fee Revenue, Percentage | 6.10% | 6.70% | 6.40% | 6.60% |
General | ||||
Disaggregation Of Revenue [Line Items] | ||||
Fee Revenue | $ 7,267 | $ 2,717 | $ 10,368 | $ 8,950 |
Fee Revenue, Percentage | 1.50% | 0.60% | 0.70% | 0.70% |
Fee Revenue | ||||
Disaggregation Of Revenue [Line Items] | ||||
Fee Revenue | $ 474,504 | $ 447,581 | $ 1,435,277 | $ 1,291,853 |
Fee Revenue, Percentage | 100.00% | 100.00% | 100.00% | 100.00% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Income tax (benefit) provision | $ 15,420 | $ 26,316 | $ 14,143 | $ 54,145 |
Income tax (benefit) provision tax rate | 25.40% | 20.80% | ||
U.S. corporate federal statutory income tax rate | 21.00% | 21.00% |
Business Segments - Additional
Business Segments - Additional Information (Detail) | 9 Months Ended |
Jan. 31, 2019Segment | |
Segment Reporting [Abstract] | |
Number of business segments | 3 |
Business Segments - Financial H
Business Segments - Financial Highlights by Business Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jan. 31, 2019 | Jan. 31, 2018 | Jan. 31, 2019 | Jan. 31, 2018 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 486,172 | $ 460,770 | $ 1,471,327 | $ 1,331,155 |
Net income attributable to Korn Ferry | 44,964 | 27,247 | 52,387 | 92,619 |
Net income attributable to noncontrolling interest | 480 | 180 | 1,782 | 969 |
Other loss (income), net | (2,401) | (7,510) | (2,292) | (14,311) |
Interest expense, net | 4,282 | 3,710 | 12,722 | 11,014 |
Equity in earnings of unconsolidated subsidiaries, net | (62) | (97) | (191) | (187) |
Income tax (benefit) provision | 15,420 | 26,316 | 14,143 | 54,145 |
Operating income (loss) | 62,683 | 49,846 | 78,551 | 144,249 |
Depreciation and amortization | 11,741 | 12,225 | 34,490 | 36,881 |
Other income (loss), net | 2,401 | 7,510 | 2,292 | 14,311 |
Equity in earnings of unconsolidated subsidiaries | 62 | 97 | 191 | 187 |
EBITDA | 76,887 | 69,678 | 115,524 | 195,628 |
Restructuring (recoveries) charges, net | 78 | |||
Integration/acquisition costs | 804 | 1,673 | 6,746 | 6,654 |
Tradename write-offs | 106,555 | |||
Adjusted EBITDA | 77,691 | 71,351 | 228,825 | 202,360 |
Fee Revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 474,504 | 447,581 | 1,435,277 | 1,291,853 |
Operating Segments | Executive Search | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 197,983 | 185,493 | 598,033 | 531,883 |
Operating income (loss) | 44,703 | 34,434 | 137,048 | 102,638 |
Depreciation and amortization | 1,807 | 1,922 | 5,172 | 5,651 |
Other income (loss), net | 1,589 | 847 | 1,724 | 1,776 |
Equity in earnings of unconsolidated subsidiaries | 62 | 97 | 191 | 187 |
EBITDA | 48,161 | 37,300 | 144,135 | 110,252 |
Restructuring (recoveries) charges, net | 313 | |||
Adjusted EBITDA | 48,161 | 37,300 | 144,135 | 110,565 |
Operating Segments | Executive Search | North America | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 117,725 | 106,332 | 352,804 | 305,866 |
Operating income (loss) | 30,596 | 21,408 | 92,438 | 66,517 |
Depreciation and amortization | 970 | 990 | 2,917 | 2,923 |
Other income (loss), net | 1,564 | 585 | 955 | 1,157 |
Equity in earnings of unconsolidated subsidiaries | 62 | 97 | 191 | 187 |
EBITDA | 33,192 | 23,080 | 96,501 | 70,784 |
Adjusted EBITDA | 33,192 | 23,080 | 96,501 | 70,784 |
Operating Segments | Executive Search | EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 46,639 | 47,763 | 140,024 | 130,894 |
Operating income (loss) | 7,525 | 7,329 | 21,813 | 20,349 |
Depreciation and amortization | 402 | 458 | 867 | 1,345 |
Other income (loss), net | 26 | 37 | 388 | 136 |
EBITDA | 7,953 | 7,824 | 23,068 | 21,830 |
Adjusted EBITDA | 7,953 | 7,824 | 23,068 | 21,830 |
Operating Segments | Executive Search | Asia Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 26,046 | 24,942 | 80,817 | 73,009 |
Operating income (loss) | 5,929 | 5,289 | 19,337 | 12,811 |
Depreciation and amortization | 338 | 361 | 1,083 | 1,052 |
Other income (loss), net | (134) | 185 | 118 | 384 |
EBITDA | 6,133 | 5,835 | 20,538 | 14,247 |
Restructuring (recoveries) charges, net | 313 | |||
Adjusted EBITDA | 6,133 | 5,835 | 20,538 | 14,560 |
Operating Segments | Executive Search | Latin America | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 7,573 | 6,456 | 24,388 | 22,114 |
Operating income (loss) | 653 | 408 | 3,460 | 2,961 |
Depreciation and amortization | 97 | 113 | 305 | 331 |
Other income (loss), net | 133 | 40 | 263 | 99 |
EBITDA | 883 | 561 | 4,028 | 3,391 |
Adjusted EBITDA | 883 | 561 | 4,028 | 3,391 |
Operating Segments | Advisory | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 205,677 | 201,961 | 627,243 | 589,093 |
Operating income (loss) | 29,279 | 27,057 | (24,374) | 72,459 |
Depreciation and amortization | 7,307 | 7,882 | 21,702 | 24,110 |
Other income (loss), net | 786 | 768 | 1,621 | 1,654 |
EBITDA | 37,372 | 35,707 | (1,051) | 98,223 |
Restructuring (recoveries) charges, net | (241) | |||
Integration/acquisition costs | 777 | 1,593 | 6,559 | 6,455 |
Tradename write-offs | 106,555 | |||
Adjusted EBITDA | 38,149 | 37,300 | 112,063 | 104,437 |
Operating Segments | RPO & Professional Search | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 82,512 | 73,316 | 246,051 | 210,179 |
Operating income (loss) | 12,176 | 10,064 | 36,337 | 27,727 |
Depreciation and amortization | 803 | 733 | 2,325 | 2,313 |
Other income (loss), net | 77 | 2 | 103 | 10 |
EBITDA | 13,056 | 10,799 | 38,765 | 30,050 |
Restructuring (recoveries) charges, net | 6 | |||
Adjusted EBITDA | 13,056 | 10,799 | 38,765 | 30,056 |
Operating Segments | Fee Revenue | Executive Search | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 193,396 | 180,416 | 583,954 | 518,373 |
Operating Segments | Fee Revenue | Executive Search | North America | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 114,215 | 102,716 | 342,175 | 296,093 |
Operating Segments | Fee Revenue | Executive Search | EMEA | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 45,940 | 46,782 | 137,522 | 128,249 |
Operating Segments | Fee Revenue | Executive Search | Asia Pacific | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 25,687 | 24,493 | 79,918 | 71,983 |
Operating Segments | Fee Revenue | Executive Search | Latin America | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 7,554 | 6,425 | 24,339 | 22,048 |
Operating Segments | Fee Revenue | Advisory | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 201,502 | 198,056 | 613,966 | 577,462 |
Operating Segments | Fee Revenue | RPO & Professional Search | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 79,606 | 69,109 | 237,357 | 196,018 |
Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | (23,475) | (21,709) | (70,460) | (58,575) |
Depreciation and amortization | 1,824 | 1,688 | 5,291 | 4,807 |
Other income (loss), net | (51) | 5,893 | (1,156) | 10,871 |
EBITDA | (21,702) | (14,128) | (66,325) | (42,897) |
Integration/acquisition costs | 27 | 80 | 187 | 199 |
Adjusted EBITDA | $ (21,675) | $ (14,048) | $ (66,138) | $ (42,698) |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) | Dec. 19, 2018USD ($) | Jan. 31, 2019USD ($) | Jan. 31, 2018 | Jan. 31, 2019USD ($) | Jan. 31, 2018 | Apr. 30, 2018USD ($) |
Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility borrowings | $ 226,900,000 | $ 226,900,000 | ||||
Line of credit facility, remaining borrowing capacity | 420,200,000 | 420,200,000 | ||||
Previous Term Loan | ||||||
Debt Instrument [Line Items] | ||||||
Average interest rate | 2.65% | 2.49% | ||||
Standby Letters of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt arrangement | 2,900,000 | 2,900,000 | $ 2,900,000 | |||
Standby Letters of Credit | Other Financial Institutions | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt arrangement | $ 10,400,000 | $ 10,400,000 | 7,400,000 | |||
Previous Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility borrowings | 0 | |||||
Line of credit facility, remaining borrowing capacity | 122,100,000 | |||||
Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Credit agreement initiation date | Dec. 19, 2018 | |||||
Line of credit facility borrowings | $ 226,900,000 | |||||
Average interest rate | 3.64% | 3.42% | ||||
Unamortized debt issuance costs | $ 4,200,000 | $ 4,200,000 | 2,700,000 | |||
Credit Agreement | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Pro forma leverage ratio | 3.25 | |||||
Credit Agreement | Maximum | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on variable interest rate | 2.00% | |||||
Credit Agreement | Maximum | Base Rate Loans | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on variable interest rate | 1.00% | |||||
Credit Agreement | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Pro forma domestic liquidity | $ 50,000,000 | |||||
Credit Agreement | Minimum | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on variable interest rate | 1.25% | |||||
Credit Agreement | Minimum | Base Rate Loans | ||||||
Debt Instrument [Line Items] | ||||||
Applicable margin on variable interest rate | 0.25% | |||||
Credit Agreement | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument term | 5 years | |||||
Line of credit facility, maximum borrowing capacity | $ 650,000,000 | |||||
Line of credit facility, maturity date | Dec. 19, 2023 | |||||
Long-term debt | $ 226,900,000 | $ 226,900,000 | $ 238,900,000 | |||
Credit Agreement | Revolving Credit Facility | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Quarterly commitment fee on average daily unused amount of Credit Facilities | 0.35% | |||||
Credit Agreement | Revolving Credit Facility | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Quarterly commitment fee on average daily unused amount of Credit Facilities | 0.20% |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event $ / shares in Units, $ in Millions | Mar. 06, 2019USD ($)$ / shares |
Subsequent Event [Line Items] | |
Increase in share repurchase program approved by board directors | $ 200 |
Available capacity to repurchase share in open market or privately negotiated transactions | $ 250 |
Dividend Declared | |
Subsequent Event [Line Items] | |
Dividends payable, declared date | Mar. 6, 2019 |
Dividends payable, per share amount | $ / shares | $ 0.10 |
Dividends payable, payable date | Apr. 15, 2019 |
Dividends declared, record date | Mar. 26, 2019 |