FTI Consulting, Inc. (NYSE:FCN) (the “Company”), the global
business advisory firm dedicated to helping organizations protect
and enhance their enterprise value, today released its financial
results for the quarter and full year ended December 31, 2015.
For the quarter, revenues increased 4.0 percent to $442.2
million compared to $425.2 million in the prior year quarter.
Excluding the estimated negative impact of foreign currency
translation (“FX”), revenues increased 6.3 percent compared to the
prior year quarter. Fully diluted earnings per share (“EPS”) were
$0.25 compared to $0.02 in the prior year quarter. Fourth quarter
EPS in the prior year quarter included a $4.6 million non-cash
income tax reserve and a $1.6 million special charge, which reduced
EPS by $0.11 and $0.02, respectively. Adjusted EPS and Adjusted
EBITDA were $0.24 and $35.2 million, respectively, compared to
$0.04 and $36.1 million respectively, in the prior year quarter.
Adjusted EBITDA was 8.0 percent of revenues as compared to 8.5
percent of revenues in the prior year quarter.
For the full year, revenues increased 1.3 percent to $1.78
billion compared to $1.76 billion in the prior year. Excluding the
estimated negative impact of FX, revenues increased 4.1 percent
compared to the prior year. EPS were $1.58 and included a $19.6
million debt extinguishment charge compared to the prior year EPS
of $1.44, which included $16.3 million of special charges. Full
year Adjusted EPS were $1.84 and Adjusted EBITDA was $205.8
million, or 11.6 percent of revenues, compared to Adjusted EPS of
$1.64 and Adjusted EBITDA of $210.6 million, or 12.0 percent of
revenues, in the prior year.
Adjusted EPS, Adjusted EBITDA and Adjusted Segment EBITDA are
non-GAAP measures defined elsewhere in this press release and are
reconciled to GAAP measures in the accompanying financial
tables.
Commenting on these results, Steven H. Gunby, President and
Chief Executive Officer of FTI Consulting, said, “We, of course,
are pleased that we were able, for the first time since
2009, to drive double-digit Adjusted EPS growth this past
year.”
Mr. Gunby added, “Though 2016 will be another year of major
change, with all its attendant risks and uncertainties, the
accomplishments to date mean we exit 2015 within sight of our goal
of being able to drive a double-digit Adjusted EPS gain on a
sustained basis going forward ― and to do so while building an ever
more robust platform for great professionals to serve our clients
on their most important issues.”
Cash Position and Capital AllocationNet cash
provided by operating activities for the year was $139.9 million
compared to net cash provided by operating activities of $135.4
million in the prior year. Cash and cash equivalents were $149.8
million at December 31, 2015 compared to $283.7 million at December
31, 2014. During the quarter, and for the year, the Company spent
$26.5 million to repurchase approximately 765,000 shares at an
average price of $34.68 under its $50 million share repurchase
authorization, which expires on May 5, 2016.
Fourth Quarter Segment Results
Corporate Finance & RestructuringRevenues
in the Corporate Finance & Restructuring segment increased
$18.5 million or 19.9 percent to $111.6 million in the quarter
compared to $93.1 million in the prior year quarter. Excluding the
estimated negative impact of FX, revenues increased $21.0 million
or 22.6 percent compared to the prior year quarter. The increase in
revenues was driven primarily by higher demand for distressed
service offerings in North America. Adjusted Segment EBITDA was
$18.9 million, or 17.0 percent of segment revenues, compared to
$9.9 million, or 10.6 percent of segment revenues in the prior year
quarter. The increase in Adjusted Segment EBITDA margin was due to
an increased mix of higher priced distressed service offerings
combined with a lower cost structure in Australia, which was
partially offset by higher bad debt expense.
Forensic and Litigation ConsultingRevenues in
the Forensic and Litigation Consulting segment decreased $4.4
million or 3.7 percent to $116.7 million in the quarter compared to
$121.1 million in the prior year quarter. Excluding the estimated
negative impact of FX, revenues decreased $2.2 million or 1.8
percent compared to the prior year quarter. The decrease in
revenues was driven by lower realized pricing and demand in the
health solutions practice, which was partially offset by higher
realized pricing and demand in the financial and enterprise data
analytics practice. Adjusted Segment EBITDA was $8.8 million, or
7.5 percent of segment revenues, compared to $19.4 million, or 16.1
percent of segment revenues in the prior year quarter. The decrease
in Adjusted Segment EBITDA margin was due to the aforementioned
declines in the health solutions practice, lower utilization in the
disputes and investigations practices and higher severance
costs.
Economic ConsultingRevenues in the Economic
Consulting segment increased $12.1 million or 11.4 percent to
$118.6 million in the quarter compared to $106.5 million in the
prior year quarter. Excluding the estimated negative impact of FX,
revenues increased $14.0 million or 13.2 percent compared to the
prior year quarter. The increase in revenues was driven by higher
demand for mergers and acquisitions (“M&A”) related antitrust
and international arbitration services. Adjusted Segment EBITDA was
$18.8 million, or 15.9 percent of segment revenues, compared to
$9.8 million, or 9.2 percent of segment revenues in the prior year
quarter. The increase in Adjusted Segment EBITDA margin was driven
by higher realized pricing and utilization across certain
practices, a reduction in a tax equalization employee benefit cost
and lower bad debt expense.
TechnologyRevenues in the Technology segment
decreased $11.6 million or 20.0 percent to $46.6 million in the
quarter compared to $58.2 million in the prior year quarter.
Excluding the estimated negative impact of FX, revenues decreased
$10.8 million or 18.6 percent compared to the prior year quarter.
The decline in revenues was driven by lower demand for consulting
and other services related to large cross-border investigations and
litigations and lower realized pricing, which was partially offset
by higher demand for M&A-related “second request” work.
Adjusted Segment EBITDA was $6.0 million, or 12.8 percent of
segment revenues, compared to $13.3 million, or 22.8 percent of
segment revenues in the prior year quarter. The decrease in
Adjusted Segment EBITDA margin was due to lower utilization in
consulting and lower realized pricing in consulting, hosting and
managed review services.
Strategic CommunicationsRevenues in the
Strategic Communications segment increased $2.4 million or 5.3
percent to $48.8 million in the quarter compared to $46.3 million
in the prior year quarter. Excluding the estimated negative impact
of FX, revenues increased $4.8 million or 10.4 percent compared to
the prior year quarter with a $1.8 million increase in pass-through
income. The remaining $3.0 million increase in revenues was driven
by higher demand for public affairs, crisis and M&A-related
consulting in North America and in the Europe, Middle East and
Africa region. Adjusted Segment EBITDA was $7.6 million, or 15.6
percent of segment revenues, compared to $7.4 million, or 16.0
percent of segment revenues in the prior year quarter. The decrease
in Adjusted Segment EBITDA margin was due to a higher mix of low
margin pass-through income, which was partially offset by improved
staff leverage.
Interim Chief Financial Officer ElectedOn
February 24, 2016, the Company’s Board of Directors elected
Catherine M. Freeman, Senior Vice President, Controller and Chief
Accounting Officer, as Interim Chief Financial Officer, effective
March 1, 2016. As previously disclosed, the Company has initiated
an external search for a permanent successor.
First Quarter of 2016 Special ChargeAs a result
of an ongoing strategic review of the Technology segment, the
Company has taken actions to realign its workforce to address
current business demands and position itself for future growth.
These actions include the termination of approximately 50
employees, representing approximately 10 percent of the segment’s
workforce. The Company estimates the impact of these actions will
result in a pre-tax income charge between $4.5 million to $5.5
million, which will be recorded as a special charge in the first
quarter of 2016.
2016 Guidance The Company estimates that
revenues for 2016 will be between $1.80 billion and $1.85 billion
and Adjusted EPS will be between $1.90 and $2.15.
Fourth Quarter and Full Year 2015 Conference
CallFTI Consulting will host a conference call for
analysts and investors to discuss fourth quarter and full year 2015
financial results at 9:00 a.m. Eastern Time on February 25, 2016.
The call can be accessed live and will be available for replay over
the Internet for 90 days by logging onto the Company's website at
www.fticonsulting.com.
About FTI ConsultingFTI Consulting, Inc. is a
global business advisory firm dedicated to helping organizations
protect and enhance enterprise value in an increasingly complex
legal, regulatory and economic environment. With more than 4,600
employees located in 28 countries, FTI Consulting professionals
work closely with clients to anticipate, illuminate and overcome
complex business challenges in areas such as investigations,
litigation, mergers and acquisitions, regulatory issues, reputation
management, strategic communications and restructuring. The Company
generated $1.78 billion in revenues during fiscal year 2015. More
information can be found at www.fticonsulting.com.
Use of Non-GAAP MeasuresNote: We define Segment
Operating Income (Loss) as a segment’s share of consolidated
operating income (Loss). We define Total Segment Operating Income
(Loss) as the total of Segment Operating Income (Loss) for all
segments, which excludes unallocated corporate expenses. We use
Segment Operating Income (Loss) for the purpose of calculating
Adjusted Segment EBITDA. We define Adjusted EBITDA as consolidated
net income (loss) before income tax provision, other non-operating
income (expense), depreciation, amortization of intangible assets,
remeasurement of acquisition-related contingent consideration,
special charges, goodwill impairment charges and losses on early
extinguishment of debt. We define Adjusted Segment EBITDA as a
segment’s share of consolidated operating income (loss) before
depreciation, amortization of intangible assets, remeasurement of
acquisition-related contingent consideration, special charges and
goodwill impairment charges. We define Total Adjusted Segment
EBITDA as the total of Adjusted Segment EBITDA for all segments,
which excludes unallocated corporate expenses. We define Adjusted
Segment EBITDA margin as Adjusted Segment EBITDA as a percentage of
a segment’s share of revenue. We use Adjusted Segment EBITDA to
internally evaluate the financial performance of our segments
because we believe it is a useful supplemental measure which
reflects current core operating performance and provides an
indicator of the segment’s ability to generate cash. We also
believe that these measures, when considered together with our GAAP
financial results, provide management and investors with a more
complete understanding of our operating results, including
underlying trends, by excluding the effects of remeasurement of
acquisition-related contingent consideration, special charges and
goodwill impairment charges. In addition, EBITDA and Adjusted
EBITDA are common alternative measures of operating performance
used by many of our competitors. It is used by investors, financial
analysts, rating agencies and others to value and compare the
financial performance of companies in our industry. Therefore, we
also believe that these measures, considered along with
corresponding GAAP measures, provide management and investors with
additional information for comparison of our operating results to
the operating results of other companies.
We define Adjusted Net Income and Adjusted Earnings per Diluted
Share (“Adjusted EPS”) as net income (loss) and earnings per
diluted share, respectively, excluding the impact of remeasurement
of acquisition-related contingent consideration, special charges,
goodwill impairment charges and losses on early extinguishment of
debt. We use Adjusted Net Income for the purpose of calculating
Adjusted EPS. Management uses Adjusted EPS to assess total Company
operating performance on a consistent basis. We believe that this
measure, when considered together with our GAAP financial results,
provides management and investors with a more complete
understanding of our business operating results, including
underlying trends, by excluding the effects of remeasurement of
acquisition-related contingent consideration, special charges,
goodwill impairment charges and losses on early extinguishment of
debt. Non-GAAP financial measures are not defined in the same
manner by all companies and may not be comparable to other
similarly titled measures of other companies. Non-GAAP financial
measures should be considered in addition to, but not as a
substitute for or superior to, the information contained in our
Consolidated Statements of Comprehensive Income. Reconciliations of
GAAP to non-GAAP financial measures are included in the financial
tables accompanying this press release.
Safe Harbor StatementThis press release
includes "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended, which involve
uncertainties and risks. Forward-looking statements include
statements concerning our plans, objectives, goals, strategies,
future events, future revenues, future results and performance,
expectations, plans or intentions relating to acquisitions and
other matters, business trends and other information that is not
historical, including statements regarding estimates of our future
financial results. When used in this press release, words such as
"estimates," "expects," "anticipates," "projects," "plans,"
"intends," "believes,” "forecasts" and variations of such words or
similar expressions are intended to identify forward-looking
statements. All forward-looking statements, including, without
limitation, estimates of our future financial results, are based
upon our expectations at the time we make them and various
assumptions. Our expectations, beliefs and projections are
expressed in good faith, and we believe there is a reasonable basis
for them. However, there can be no assurance that management's
expectations, beliefs and estimates will be achieved, and the
Company's actual results may differ materially from our
expectations, beliefs and estimates. Further, preliminary results
are subject to normal year-end adjustments. The Company has
experienced fluctuating revenues, operating income and cash flow in
prior periods and expects that this will occur from time to time in
the future. Other factors that could cause such differences include
declines in demand for, or changes in, the mix of services and
products that we offer, the mix of the geographic locations where
our clients are located or where services are performed, adverse
financial, real estate or other market and general economic
conditions, which could impact each of our segments differently,
the pace and timing of the consummation and integration of past and
future acquisitions, the Company's ability to realize cost savings
and efficiencies, competitive and general economic conditions,
retention of staff and clients and other risks described under the
heading "Item 1A Risk Factors" in the Company's most recent Form
10-K filed with the SEC and in the Company's other filings with the
SEC, including the risks set forth under "Risks Related to Our
Reportable Segments" and "Risks Related to Our Operations". We are
under no duty to update any of the forward looking statements to
conform such statements to actual results or events and do not
intend to do so.
FINANCIAL TABLES FOLLOW
FTI CONSULTING, INC. |
|
CONSOLIDATED STATEMENTS OF COMPREHENSIVE
INCOME |
|
FOR THE YEAR ENDED DECEMBER 31, 2015 AND
2014 |
|
(in thousands, except per share
data) |
|
|
|
|
|
|
|
|
|
Year Ended |
|
|
December 31, |
|
|
|
2015 |
|
|
|
2014 |
|
|
|
|
|
|
|
Revenues |
$ |
1,779,149 |
|
|
$ |
1,756,212 |
|
|
|
|
|
|
|
Operating
expenses |
|
|
|
|
Direct cost of revenues |
|
1,171,444 |
|
|
|
1,144,757 |
|
|
Selling, general and administrative
expenses |
|
432,668 |
|
|
|
433,845 |
|
|
Special charges |
|
- |
|
|
|
16,339 |
|
|
Acquisition-related contingent
consideration |
|
(1,200 |
) |
|
|
(1,676 |
) |
|
Amortization of other intangible
assets |
|
11,726 |
|
|
|
15,521 |
|
|
|
|
1,614,638 |
|
|
|
1,608,786 |
|
|
|
|
|
|
|
Operating
income |
|
164,511 |
|
|
|
147,426 |
|
|
|
|
|
|
|
Other income
(expense) |
|
|
|
|
Interest income and other |
|
3,232 |
|
|
|
4,670 |
|
|
Interest expense |
|
(42,768 |
) |
|
|
(50,685 |
) |
|
Loss on early extinguishment of
debt |
|
(19,589 |
) |
|
|
- |
|
|
|
|
(59,125 |
) |
|
|
(46,015 |
) |
|
|
|
|
|
|
Income before
income tax provision |
|
105,386 |
|
|
|
101,411 |
|
|
|
|
|
|
|
Income tax
provision |
|
39,333 |
|
|
|
42,604 |
|
|
|
|
|
|
|
Net
income |
$ |
66,053 |
|
|
$ |
58,807 |
|
|
|
|
|
|
|
Earnings per
common share - basic |
$ |
1.62 |
|
|
$ |
1.48 |
|
|
Weighted
average common shares outstanding - basic |
|
40,846 |
|
|
|
39,726 |
|
|
|
|
|
|
|
Earnings per
common share - diluted |
$ |
1.58 |
|
|
$ |
1.44 |
|
|
Weighted
average common shares outstanding - diluted |
|
41,729 |
|
|
|
40,729 |
|
|
|
|
|
|
|
Other
comprehensive loss, net of tax: |
|
|
|
|
Foreign currency translation
adjustments, net of tax $0 |
$ |
(28,727 |
) |
|
$ |
(29,179 |
) |
|
Other
comprehensive loss, net of tax |
|
(28,727 |
) |
|
|
(29,179 |
) |
|
Comprehensive
income |
$ |
37,326 |
|
|
$ |
29,628 |
|
|
|
|
|
|
|
FTI CONSULTING, INC. |
|
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(LOSS) |
|
FOR THE THREE MONTHS ENDED DECEMBER 31, 2015
AND 2014 |
|
(in thousands, except per share
data) |
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
December 31, |
|
|
|
2015 |
|
|
|
2014 |
|
|
|
|
|
|
|
Revenues |
$ |
442,204 |
|
|
$ |
425,158 |
|
|
|
|
|
|
|
Operating
expenses |
|
|
|
|
Direct cost of revenues |
|
299,336 |
|
|
|
281,689 |
|
|
Selling, general and administrative
expenses |
|
116,351 |
|
|
|
115,965 |
|
|
Special charges |
|
- |
|
|
|
1,628 |
|
|
Acquisition-related contingent
consideration |
|
(55 |
) |
|
|
(85 |
) |
|
Amortization of other intangible
assets |
|
2,807 |
|
|
|
4,055 |
|
|
|
|
418,439 |
|
|
|
403,252 |
|
|
|
|
|
|
|
Operating
income |
|
23,765 |
|
|
|
21,906 |
|
|
|
|
|
|
|
Other income
(expense) |
|
|
|
|
Interest income and other |
|
392 |
|
|
|
1,205 |
|
|
Interest expense |
|
(6,231 |
) |
|
|
(12,488 |
) |
|
|
|
(5,839 |
) |
|
|
(11,283 |
) |
|
|
|
|
|
|
Income before
income tax provision |
|
17,926 |
|
|
|
10,623 |
|
|
|
|
|
|
|
Income tax
provision |
|
7,577 |
|
|
|
9,702 |
|
|
|
|
|
|
|
Net
income |
$ |
10,349 |
|
|
$ |
921 |
|
|
|
|
|
|
|
Earnings per
common share - basic |
$ |
0.25 |
|
|
$ |
0.02 |
|
|
Weighted
average common shares outstanding - basic |
|
41,078 |
|
|
|
39,991 |
|
|
|
|
|
|
|
Earnings per
common share - diluted |
$ |
0.25 |
|
|
$ |
0.02 |
|
|
Weighted
average common shares outstanding - diluted |
|
41,879 |
|
|
|
41,090 |
|
|
|
|
|
|
|
|
|
|
|
|
Other
comprehensive loss, net of tax: |
|
|
|
|
Foreign currency translation
adjustments, net of tax $0 |
$ |
(4,315 |
) |
|
$ |
(19,059 |
) |
|
Other
comprehensive loss, net of tax |
|
(4,315 |
) |
|
|
(19,059 |
) |
|
Comprehensive
income (loss) |
$ |
6,034 |
|
|
$ |
(18,138 |
) |
|
|
|
|
|
|
FTI CONSULTING, INC. |
|
RECONCILIATION OF NON-GAAP FINANCIAL
MEASURES |
|
FOR THE THREE MONTHS AND YEAR ENDED DECEMBER
31, 2015 AND 2014 |
|
(in thousands, except per share
data) |
|
|
|
|
|
|
|
|
Three Months Ended December 31, |
|
Year Ended December 31, |
|
|
|
|
|
|
|
2015 |
|
|
|
2014 |
|
|
|
2015 |
|
|
|
2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
income |
|
|
|
|
$ |
10,349 |
|
|
$ |
921 |
|
|
$ |
66,053 |
|
|
$ |
58,807 |
|
|
Add back: |
|
|
|
|
|
|
|
|
|
|
|
|
Special charges, net of
tax (1) |
|
|
- |
|
|
|
960 |
|
|
|
- |
|
|
|
9,637 |
|
|
Remeasurement of
acquisition-related contingent consideration, net of tax (2) |
|
|
(115 |
) |
|
|
(204 |
) |
|
|
(1,120 |
) |
|
|
(1,718 |
) |
|
Loss on early
extinguishment of debt, net of tax (3) |
|
|
- |
|
|
|
- |
|
|
|
11,881 |
|
|
|
- |
|
|
Adjusted Net Income |
|
|
|
$ |
10,234 |
|
|
$ |
1,677 |
|
|
$ |
76,814 |
|
|
$ |
66,726 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per common share – diluted |
|
$ |
0.25 |
|
|
$ |
0.02 |
|
|
$ |
1.58 |
|
|
$ |
1.44 |
|
|
Add back: |
|
|
|
|
|
|
|
|
|
|
|
|
Special charges, net of
tax (1) |
|
|
- |
|
|
|
0.02 |
|
|
|
- |
|
|
|
0.24 |
|
|
Remeasurement of
acquisition-related contingent consideration, net of tax
(2) |
|
|
(0.01 |
) |
|
|
- |
|
|
|
(0.02 |
) |
|
|
(0.04 |
) |
|
Loss on early
extinguishment of debt, net of tax (3) |
|
|
- |
|
|
|
- |
|
|
|
0.28 |
|
|
|
- |
|
|
Adjusted earnings per common share –
diluted |
|
$ |
0.24 |
|
|
$ |
0.04 |
|
|
$ |
1.84 |
|
|
$ |
1.64 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common shares outstanding –
diluted |
|
|
41,879 |
|
|
|
41,090 |
|
|
|
41,729 |
|
|
|
40,729 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) The tax effect takes into account the tax treatment and
related tax rate(s) that apply to each adjustment in the applicable
tax jurisdiction(s). As a result, the effective tax rates for the
adjustments related to special charges for both the three months
and year ended December 31, 2014 was 41.0%. The tax expense related
to the adjustments for special charges for the three months and
year ended December 31, 2014 was $0.7 million or $0.02 impact on
adjusted earnings per diluted share and $6.7 million or $0.16
impact on diluted earnings per share, respectively. There were no
special charges for 2015. |
|
(2) The tax effect takes into account the tax treatment and
related tax rate(s) that apply to each adjustment in the applicable
tax jurisdiction(s). As a result, the effective tax rate for the
adjustments related to the remeasurement of acquistion-related
contingent consideration for the three months and year ended
December 31, 2015 was 40%. The effective tax rates for the
adjustments related to the remeasurement of acquistion-related
contingent consideration for the three months and year ended
December 31, 2014 were 40.0% and 36.9%, respectively. The tax
expense related to the adjustment for the remeasurement of
acquistion-related contingent consideration for both the three
months and year ended December 31, 2015 were $0.1 million and
$0.01 impact on adjusted earnings per diluted share, and $0.7
million or a $0.02 impact on diluted earnings per share,
respectively. The tax expense related to the adjustments for the
remeasurement of acquistion-related contingent consideration for
the three months and year ended December 31, 2014 were $0.1 million
with no impact on adjusted earnings per diluted share and $1.0
million or $0.02 impact on diluted earnings per share,
respectively. |
|
(3) The tax effect takes into account the tax treatment
and related tax rate(s) that apply to each adjustment in the
applicable tax jurisdiction(s). As a result, the effective tax rate
for the loss on early extinguishment of debt for the year ended
December 31, 2015 was 39.3%. The tax benefit related to the
loss on early extinguishment of debt for the year ended December
31, 2015 was $7.7 million, or a $0.18 impact on diluted earnings
per share. During the three months ended December 31, 2015 and the
year ended December 31, 2014, there was no loss on early
extinguishment of debt. |
|
|
|
FTI CONSULTING, INC. |
|
OPERATING RESULTS BY BUSINESS
SEGMENT |
|
FOR THE THREE MONTHS AND YEAR ENDED DECEMBER
31, 2015 AND 2014 |
|
|
|
|
|
|
|
|
|
|
|
Average |
|
Revenue- |
|
|
|
Segment |
|
Adjusted |
|
Adjusted EBITDA |
|
|
|
Billable |
|
Generating |
|
|
|
Revenues |
|
EBITDA |
|
Margin |
|
Utilization |
|
Rate |
|
Headcount |
|
|
|
(in
thousands) |
|
|
|
|
|
|
|
(at period end) |
|
Three Months Ended December 31, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate
Finance & Restructuring |
|
$ |
111,586 |
|
|
$ |
18,927 |
|
|
|
17.0 |
% |
|
|
62 |
% |
|
$ |
386 |
|
|
838 |
|
Forensic and
Litigation Consulting |
|
|
116,715 |
|
|
|
8,811 |
|
|
|
7.5 |
% |
|
|
60 |
% |
|
$ |
330 |
|
|
1,131 |
|
Economic
Consulting |
|
|
118,589 |
|
|
|
18,828 |
|
|
|
15.9 |
% |
|
|
70 |
% |
|
$ |
529 |
|
|
599 |
|
Technology (1) |
|
|
46,551 |
|
|
|
5,958 |
|
|
|
12.8 |
% |
|
N/M |
|
N/M |
|
349 |
|
Strategic
Communications (1) |
|
|
48,763 |
|
|
|
7,627 |
|
|
|
15.6 |
% |
|
N/M |
|
N/M |
|
599 |
|
|
|
$ |
442,204 |
|
|
|
60,151 |
|
|
|
13.6 |
% |
|
|
|
|
|
3,516 |
|
Corporate |
|
|
|
|
(24,948 |
) |
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
|
|
|
$ |
35,203 |
|
|
|
8.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate
Finance & Restructuring |
|
$ |
440,398 |
|
|
$ |
90,101 |
|
|
|
20.5 |
% |
|
|
69 |
% |
|
$ |
383 |
|
|
838 |
|
Forensic and
Litigation Consulting |
|
|
482,269 |
|
|
|
64,267 |
|
|
|
13.3 |
% |
|
|
64 |
% |
|
$ |
319 |
|
|
1,131 |
|
Economic
Consulting |
|
|
447,909 |
|
|
|
62,330 |
|
|
|
13.9 |
% |
|
|
72 |
% |
|
$ |
512 |
|
|
599 |
|
Technology (1) |
|
|
218,599 |
|
|
|
39,010 |
|
|
|
17.8 |
% |
|
N/M |
|
N/M |
|
349 |
|
Strategic
Communications (1) |
|
|
189,974 |
|
|
|
27,727 |
|
|
|
14.6 |
% |
|
N/M |
|
N/M |
|
599 |
|
|
|
$ |
1,779,149 |
|
|
|
283,435 |
|
|
|
15.9 |
% |
|
|
|
|
|
3,516 |
|
Corporate |
|
|
|
|
(77,673 |
) |
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
|
|
|
$ |
205,762 |
|
|
|
11.6 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31, 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate
Finance & Restructuring |
|
$ |
93,072 |
|
|
$ |
9,874 |
|
|
|
10.6 |
% |
|
|
61 |
% |
|
$ |
368 |
|
|
706 |
|
Forensic and
Litigation Consulting |
|
|
121,138 |
|
|
|
19,443 |
|
|
|
16.1 |
% |
|
|
64 |
% |
|
$ |
313 |
|
|
1,154 |
|
Economic
Consulting |
|
|
106,468 |
|
|
|
9,783 |
|
|
|
9.2 |
% |
|
|
69 |
% |
|
$ |
503 |
|
|
574 |
|
Technology (1) |
|
|
58,168 |
|
|
|
13,258 |
|
|
|
22.8 |
% |
|
N/M |
|
N/M |
|
344 |
|
Strategic
Communications (1) |
|
|
46,312 |
|
|
|
7,420 |
|
|
|
16.0 |
% |
|
N/M |
|
N/M |
|
566 |
|
|
|
$ |
425,158 |
|
|
|
59,778 |
|
|
|
14.1 |
% |
|
|
|
|
|
3,344 |
|
Corporate |
|
|
|
|
(23,720 |
) |
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
|
|
|
$ |
36,058 |
|
|
|
8.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate
Finance & Restructuring |
|
$ |
391,115 |
|
|
$ |
55,492 |
|
|
|
14.2 |
% |
|
|
67 |
% |
|
$ |
374 |
|
|
706 |
|
Forensic and
Litigation Consulting |
|
|
483,380 |
|
|
|
90,468 |
|
|
|
18.7 |
% |
|
|
69 |
% |
|
$ |
321 |
|
|
1,154 |
|
Economic
Consulting |
|
|
451,040 |
|
|
|
59,282 |
|
|
|
13.1 |
% |
|
|
75 |
% |
|
$ |
512 |
|
|
574 |
|
Technology (1) |
|
|
241,310 |
|
|
|
63,545 |
|
|
|
26.3 |
% |
|
N/M |
|
N/M |
|
344 |
|
Strategic
Communications (1) |
|
|
189,367 |
|
|
|
22,588 |
|
|
|
11.9 |
% |
|
N/M |
|
N/M |
|
566 |
|
|
|
$ |
1,756,212 |
|
|
|
291,375 |
|
|
|
16.6 |
% |
|
|
|
|
|
3,344 |
|
Corporate |
|
|
|
|
(80,823 |
) |
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
|
|
|
$ |
210,552 |
|
|
|
12.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) The
majority of the Technology and Strategic Communications segments'
revenues are not generated based on billable hours.
Accordingly, utilization and average billable rate metrics are not
presented as they are not meaningful as a segment-wide
metric. |
|
RECONCILIATION OF NET INCOME AND OPERATING
INCOME TO ADJUSTED EBITDA |
|
(in thousands) |
|
FOR THE THREE MONTHS AND YEAR ENDED DECEMBER
31, 2015 AND 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
2015 |
|
|
|
Corporate Finance &
Restructuring |
|
Forensic and Litigation
Consulting |
|
Economic Consulting |
|
Technology |
|
Strategic Communications |
|
Corp HQ |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
10,349 |
|
|
|
|
Interest income and
other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(392 |
) |
|
|
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
6,231 |
|
|
|
|
Income tax
provision |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7,577 |
|
|
|
Operating
income |
|
|
|
$ |
17,425 |
|
|
$ |
7,291 |
|
|
$ |
17,836 |
|
|
$ |
1,339 |
|
|
$ |
6,165 |
|
|
$ |
(26,291 |
) |
|
$ |
23,765 |
|
|
|
|
Depreciation and
amortization |
|
|
|
|
694 |
|
|
|
998 |
|
|
|
876 |
|
|
|
4,421 |
|
|
|
491 |
|
|
|
1,343 |
|
|
|
8,823 |
|
|
|
|
Amortization of other
intangible assets |
|
|
|
|
808 |
|
|
|
522 |
|
|
|
308 |
|
|
|
198 |
|
|
|
971 |
|
|
|
- |
|
|
|
2,807 |
|
|
|
|
Special charges |
|
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
Remeasurement of
acquisition-related contingent consideration |
|
|
|
|
- |
|
|
|
- |
|
|
|
(192 |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(192 |
) |
|
|
Adjusted EBITDA |
|
|
|
$ |
18,927 |
|
|
$ |
8,811 |
|
|
$ |
18,828 |
|
|
$ |
5,958 |
|
|
$ |
7,627 |
|
|
$ |
(24,948 |
) |
|
$ |
35,203 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
66,053 |
|
|
|
|
Interest income and
other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3,232 |
) |
|
|
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
42,768 |
|
|
|
|
Loss on early
extinguishment of debt |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19,589 |
|
|
|
|
Income tax
provision |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
39,333 |
|
|
|
Operating
income |
|
|
|
$ |
85,207 |
|
|
$ |
58,185 |
|
|
$ |
57,912 |
|
|
$ |
22,832 |
|
|
$ |
21,723 |
|
|
$ |
(81,348 |
) |
|
|
164,511 |
|
|
|
|
Depreciation and
amortization |
|
|
|
|
2,835 |
|
|
|
3,860 |
|
|
|
3,562 |
|
|
|
15,390 |
|
|
|
2,070 |
|
|
|
3,675 |
|
|
|
31,392 |
|
|
|
|
Amortization of other
intangible assets |
|
|
|
|
3,550 |
|
|
|
2,222 |
|
|
|
1,232 |
|
|
|
788 |
|
|
|
3,934 |
|
|
|
- |
|
|
|
11,726 |
|
|
|
|
Special charges |
|
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
|
Remeasurement of
acquisition-related contingent consideration |
|
|
|
|
(1,491 |
) |
|
|
- |
|
|
|
(376 |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(1,867 |
) |
|
|
Adjusted EBITDA |
|
|
|
|
90,101 |
|
|
|
64,267 |
|
|
|
62,330 |
|
|
|
39,010 |
|
|
|
27,727 |
|
|
|
(77,673 |
) |
|
|
205,762 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
2014 |
|
|
|
Corporate Finance &
Restructuring |
|
Forensic and Litigation
Consulting |
|
Economic Consulting |
|
Technology |
|
Strategic Communications |
|
Corp HQ |
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
921 |
|
|
|
|
Interest income and
other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,205 |
) |
|
|
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12,488 |
|
|
|
|
Income tax
provision |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,702 |
|
|
|
Operating
income |
|
|
|
$ |
7,832 |
|
|
$ |
16,663 |
|
|
$ |
8,767 |
|
|
$ |
9,194 |
|
|
$ |
5,693 |
|
|
$ |
(26,243 |
) |
|
$ |
21,906 |
|
|
|
|
Depreciation and
amortization |
|
|
|
|
1,054 |
|
|
|
1,244 |
|
|
|
1,072 |
|
|
|
3,866 |
|
|
|
678 |
|
|
|
895 |
|
|
|
8,809 |
|
|
|
|
Amortization of other
intangible assets |
|
|
|
|
988 |
|
|
|
1,536 |
|
|
|
284 |
|
|
|
198 |
|
|
|
1,049 |
|
|
|
- |
|
|
|
4,055 |
|
|
|
|
Special charges |
|
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
1,628 |
|
|
|
1,628 |
|
|
|
|
Remeasurement of
acquisition-related contingent consideration |
|
|
|
|
- |
|
|
|
- |
|
|
|
(340 |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(340 |
) |
|
|
Adjusted EBITDA |
|
|
|
$ |
9,874 |
|
|
$ |
19,443 |
|
|
$ |
9,783 |
|
|
$ |
13,258 |
|
|
$ |
7,420 |
|
|
$ |
(23,720 |
) |
|
$ |
36,058 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2014 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
58,807 |
|
|
|
|
Interest income and
other |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,670 |
) |
|
|
|
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
50,685 |
|
|
|
|
Income tax
provision |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
42,604 |
|
|
|
Operating
income |
|
|
|
$ |
46,913 |
|
|
$ |
83,180 |
|
|
$ |
55,282 |
|
|
$ |
46,906 |
|
|
$ |
15,603 |
|
|
$ |
(100,458 |
) |
|
|
147,426 |
|
|
|
|
Depreciation and
amortization |
|
|
|
|
3,568 |
|
|
|
4,301 |
|
|
|
4,068 |
|
|
|
15,768 |
|
|
|
2,562 |
|
|
|
3,722 |
|
|
|
33,989 |
|
|
|
|
Amortization of other
intangible assets |
|
|
|
|
5,589 |
|
|
|
3,613 |
|
|
|
1,047 |
|
|
|
852 |
|
|
|
4,420 |
|
|
|
- |
|
|
|
15,521 |
|
|
|
|
Special charges |
|
|
|
|
84 |
|
|
|
308 |
|
|
|
12 |
|
|
|
19 |
|
|
|
3 |
|
|
|
15,913 |
|
|
|
16,339 |
|
|
|
|
Remeasurement of
acquisition-related contingent consideration |
|
|
|
|
(662 |
) |
|
|
(934 |
) |
|
|
(1,127 |
) |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(2,723 |
) |
|
|
Adjusted EBITDA |
|
|
|
|
55,492 |
|
|
|
90,468 |
|
|
|
59,282 |
|
|
|
63,545 |
|
|
|
22,588 |
|
|
|
(80,823 |
) |
|
|
210,552 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
FTI CONSULTING, INC. |
|
CONSOLIDATED STATEMENTS OF CASH
FLOWS |
|
FOR THE YEAR ENDED DECEMBER 31, 2015 AND
2014 |
|
(in thousands) |
|
|
|
|
|
|
|
|
|
Year Ended |
|
|
December 31, |
|
|
|
2015 |
|
|
|
2014 |
|
|
Operating
activities |
|
|
|
|
Net income |
$ |
66,053 |
|
|
$ |
58,807 |
|
|
Adjustments to
reconcile net income to net cash provided by operating
activities: |
|
|
|
|
Depreciation and amortization |
|
31,392 |
|
|
|
35,126 |
|
|
Amortization and impairment of
other intangible assets |
|
11,726 |
|
|
|
15,521 |
|
|
Acquisition-related contingent
consideration |
|
(1,200 |
) |
|
|
(1,676 |
) |
|
Provision for doubtful
accounts |
|
15,564 |
|
|
|
18,252 |
|
|
Non-cash share-based
compensation |
|
17,951 |
|
|
|
22,848 |
|
|
Non-cash interest expense |
|
2,521 |
|
|
|
2,691 |
|
|
Loss on early extinguishment of
debt |
|
19,589 |
|
|
|
- |
|
|
Other |
|
(760 |
) |
|
|
(522 |
) |
|
Changes in operating assets and
liabilities, net of effects from acquisitions: |
|
|
|
|
Accounts receivable, billed and
unbilled |
|
(35,648 |
) |
|
|
(43,072 |
) |
|
Notes receivable |
|
3,106 |
|
|
|
(18,253 |
) |
|
Prepaid expenses and other
assets |
|
(3,557 |
) |
|
|
10,733 |
|
|
Accounts payable, accrued expenses
and other |
|
(4,718 |
) |
|
|
980 |
|
|
Income taxes |
|
18,491 |
|
|
|
15,283 |
|
|
Accrued compensation |
|
4,780 |
|
|
|
11,106 |
|
|
Billings in excess of services
provided |
|
(5,370 |
) |
|
|
7,577 |
|
|
Net cash provided by
operating activities |
|
139,920 |
|
|
|
135,401 |
|
|
|
|
|
|
|
Investing
activities |
|
|
|
|
Payments for acquisition of
businesses, net of cash received |
|
(575 |
) |
|
|
(23,467 |
) |
|
Purchases of property and
equipment |
|
(31,399 |
) |
|
|
(39,256 |
) |
|
Other |
|
237 |
|
|
|
5,128 |
|
|
Net cash used in investing
activities |
|
(31,737 |
) |
|
|
(57,595 |
) |
|
|
|
|
|
|
Financing
activities |
|
|
|
|
Borrowings under revolving line of
credit, net |
|
200,000 |
|
|
|
- |
|
|
Payments of long-term debt |
|
(425,671 |
) |
|
|
(6,014 |
) |
|
Payments of debt financing
fees |
|
(3,843 |
) |
|
|
- |
|
|
Deposits |
|
3,227 |
|
|
|
13,071 |
|
|
Purchase and retirement of common
stock |
|
(26,532 |
) |
|
|
(4,367 |
) |
|
Net issuance of common stock under
equity compensation plans |
|
16,666 |
|
|
|
4,772 |
|
|
Other |
|
191 |
|
|
|
(1,132 |
) |
|
Net cash (used in) provided
by financing activities |
|
(235,962 |
) |
|
|
6,330 |
|
|
|
|
|
|
|
Effect of exchange rate
changes on cash and cash equivalents |
|
(6,141 |
) |
|
|
(6,289 |
) |
|
|
|
|
|
|
Net increase in cash
and cash equivalents |
|
(133,920 |
) |
|
|
77,847 |
|
|
Cash and cash
equivalents, beginning of period |
|
283,680 |
|
|
|
205,833 |
|
|
Cash and cash
equivalents, end of period |
$ |
149,760 |
|
|
$ |
283,680 |
|
|
|
|
|
|
|
FTI CONSULTING, INC. |
|
CONSOLIDATED BALANCE SHEETS |
|
AT DECEMBER 31, 2015 AND DECEMBER 31,
2014 |
|
(in thousands, except per share
amounts) |
|
|
|
|
|
|
|
December 31, |
|
December 31, |
|
|
|
2015 |
|
|
|
2014 |
|
|
Assets |
|
|
|
|
Current
assets |
|
|
|
|
Cash and cash equivalents |
$ |
149,760 |
|
|
$ |
283,680 |
|
|
Accounts receivable: |
|
|
|
|
Billed receivables |
|
405,000 |
|
|
|
381,464 |
|
|
Unbilled receivables |
|
280,538 |
|
|
|
248,462 |
|
|
Allowance for doubtful accounts and
unbilled services |
|
(185,754 |
) |
|
|
(144,825 |
) |
|
Accounts receivable, net |
|
499,784 |
|
|
|
485,101 |
|
|
Current portion of notes
receivable |
|
36,115 |
|
|
|
27,208 |
|
|
Prepaid expenses and other current
assets |
|
55,966 |
|
|
|
60,852 |
|
|
Total current assets |
|
741,625 |
|
|
|
856,841 |
|
|
Property and equipment, net of
accumulated depreciation |
|
74,760 |
|
|
|
82,163 |
|
|
Goodwill |
|
1,198,298 |
|
|
|
1,211,689 |
|
|
Other intangible assets, net of
amortization |
|
63,935 |
|
|
|
77,034 |
|
|
Notes receivable, net of current
portion |
|
106,882 |
|
|
|
122,149 |
|
|
Other assets |
|
43,518 |
|
|
|
41,723 |
|
|
Total assets |
$ |
2,229,018 |
|
|
$ |
2,391,599 |
|
|
|
|
|
|
|
Liabilities and Stockholders' Equity |
|
|
|
|
Current
liabilities |
|
|
|
|
Accounts payable, accrued expenses
and other |
$ |
89,845 |
|
|
$ |
99,494 |
|
|
Accrued compensation |
|
227,783 |
|
|
|
220,959 |
|
|
Current portion of long-term
debt |
|
- |
|
|
|
11,000 |
|
|
Billings in excess of services
provided |
|
29,449 |
|
|
|
35,639 |
|
|
Total current liabilities |
|
347,077 |
|
|
|
367,092 |
|
|
Long-term debt |
|
494,772 |
|
|
|
688,404 |
|
|
Deferred income
taxes |
|
139,787 |
|
|
|
134,600 |
|
|
Other liabilities |
|
99,779 |
|
|
|
98,757 |
|
|
Total
liabilities |
|
1,081,415 |
|
|
|
1,288,853 |
|
|
|
|
|
|
|
Stockholders'
equity |
|
|
|
|
Preferred stock, $0.01 par value;
shares authorized ― 5,000; none outstanding |
|
- |
|
|
|
- |
|
|
Common stock, $0.01 par value;
shares authorized ― 75,000; shares issued and outstanding ―
41,235 (2015) and 41,181 (2014) |
|
412 |
|
|
|
412 |
|
|
Additional paid-in capital |
|
400,705 |
|
|
|
393,174 |
|
|
Retained earnings |
|
855,481 |
|
|
|
789,428 |
|
|
Accumulated other comprehensive
loss |
|
(108,995 |
) |
|
|
(80,268 |
) |
|
Total stockholders'
equity |
|
1,147,603 |
|
|
|
1,102,746 |
|
|
Total liabilities and
stockholders' equity |
$ |
2,229,018 |
|
|
$ |
2,391,599 |
|
|
|
|
|
|
|
FTI Consulting, Inc.
1101 K Street NW
Washington, DC 20005
+1.202.312.9100
Investor & Media Contact:
Mollie Hawkes
+1.617.747.1791
mollie.hawkes@fticonsulting.com
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