000106660500010666052024-02-262024-02-26


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 8-K

 CURRENT REPORT
Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 26, 2024 

HEIDRICK & STRUGGLES INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware0-2583736-2681268
(State or Other Jurisdiction of
Incorporation or Organization)
(Commission File Number)(I.R.S. Employer
Identification Number)
233 South Wacker Drive, Suite 4900, Chicago, Illinois
 60606-6303
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (312496-1200

N/A
(Former name or former address, if changed since last report.)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: 
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, $0.01 par value HSII The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐



Item 2.02 Results of Operations and Financial Condition.

On February 26, 2024, Heidrick & Struggles International, Inc. (“Heidrick & Struggles” or the “Company”) reported its earnings for the fourth quarter ended December 31, 2023. A copy of the Company’s press release containing the information is being furnished as Exhibit 99.1 to this Report on Form 8-K and is incorporated herein by reference.

The information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of Heidrick & Struggles under the Securities Act of 1933 or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are being furnished as part of this Report on Form 8-K:
Exhibit No.Description
99.1
104Inline XBRL for the cover page of this Current Report on Form 8-K (included as Exhibit 101)



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Heidrick & Struggles International, Inc.
(Registrant)
Dated: February 26, 2024/s/ Mark R. Harris
Name: Mark R. Harris
Title: Executive Vice President and Chief Financial Officer



 




Exhibit 99.1
image.jpg
FOR IMMEDIATE RELEASE

Heidrick & Struggles Reports Fourth Quarter and Full Year 2023 Results

2023 Annual Net Revenue Exceeds $1 Billion for Third Consecutive Year
Record Annual Net Revenue for On-Demand Talent and Heidrick Consulting

CHICAGO, February 26, 2024 – Today Heidrick & Struggles International, Inc. (Nasdaq: HSII) (“Heidrick & Struggles”, “Heidrick” or the “Company”) announced financial results for its fourth quarter and year ended December 31, 2023.

Fourth Quarter Highlights:
Net revenue of $253.2 million increased 7% year over year
Adjusted EBITDA of $35.8 million increased 38% year over year
Adjusted EBITDA margin was 14.1%, 310 bps improvement year over year
Net income was $14.9 million and diluted earnings per share was $0.72

FY 2023 Highlights:
Net revenue of $1,026.9 million decreased 4% year over year
Adjusted EBITDA of $125.6 million increased 4% year over year
Adjusted EBITDA margin was 12.2%, 90 bps improvement year over year
Adjusted net income was $60.5 million and adjusted diluted earnings per share was $2.91

“We are very pleased with how we finished the year and what is reflected by our fourth quarter results, having delivered solid year over year growth in both revenue and adjusted EBITDA,” stated Heidrick & Struggles’ President and Chief Executive Officer, Krishnan Rajagopalan. “These results cap off an impressive year in which we made meaningful strides on our strategic goals of growing and diversifying our revenue. Our Diversified Solutions of On-Demand Talent, Heidrick Consulting, and our nascent Heidrick Digital grew 44% during 2023, and exited the year representing 27% of our fourth quarter revenue. Additionally, our full year consolidated adjusted EBITDA margins were 12%, and our free cash flow allowed us to invest in two key businesses. We also continued to invest in Heidrick Digital, which not only yielded our first customers for the Heidrick Navigator SaaS product, but also advanced our enterprise platform by digitally enabling our businesses.”

Rajagopalan continued, “As a world-class leadership advisory firm, we believe we are well positioned to take advantage of improving market conditions to grow both revenue and profitability in 2024. We will continue to partner with our clients to provide them with the most comprehensive suite of services to help find them the world’s best leaders, create diverse and inclusive cultures, and transform their teams to achieve the highest levels of profitability and performance.”

2023 Fourth Quarter Results

Consolidated net revenue was $253.2 million in the 2023 fourth quarter compared to consolidated net revenue of $235.7 million in the 2022 fourth quarter. The Company experienced growth in On-Demand Talent and Heidrick Consulting, partially offset by declines in Executive Search in Asia Pacific and the Americas.

Adjusted EBITDA was $35.8 million in the 2023 fourth quarter compared to $25.9 million in the 2022 fourth quarter, and 2023 fourth quarter adjusted EBITDA margin was 14.1% compared to 11.0% in the 2022 fourth quarter.

2023 fourth quarter net income was $14.9 million compared to $16.0 million in the 2022 fourth quarter. This generated diluted earnings per share in the 2023 fourth quarter of $0.72, compared to $0.78 in the 2022 fourth quarter.

Executive Search net revenue was $184.0 million compared to net revenue of $192.7 million in the 2022 fourth quarter. However, executive search confirmations increased by 4.0% in the fourth quarter of 2023 when compared to the same period last year. Net revenue decreased 5.6%, or $10.7 million on a constant currency basis from the 2022 fourth quarter. Net revenue decreased 4.4% in the Americas (down 4.7% on a constant currency basis), was flat in



Europe (down 4.9% on a constant currency basis), and decreased 11.8% in Asia Pacific (down 11.2% on a constant currency basis) when compared to the prior year fourth quarter.

The Company had 414 Executive Search consultants at December 31, 2023, compared to 390 at December 31, 2022. Productivity, as measured by annualized Executive Search net revenue per consultant, was $1.8 million compared to $2.0 million in the 2022 fourth quarter, reflecting a higher number of consultants combined with lower revenue. Average revenue per executive search was approximately $138,000 compared to $150,000 in the prior year period.

On-Demand Talent net revenue was $41.1 million, an increase of 83.7% compared to net revenue of $22.4 million in the 2022 fourth quarter, primarily due to the acquisition of Atreus Group GmbH (“Atreus”).

Heidrick Consulting net revenue was $28.1 million compared to net revenue of $20.7 million in the 2022 fourth quarter due to organic growth coupled with the acquisition of businessfourzero. The Company had 89 Heidrick Consulting consultants at December 31, 2023, compared to 70 at December 31, 2022.

Consolidated salaries and benefits decreased $5.8 million, or 3.7%, to $151.0 million compared to $156.8 million in the 2022 fourth quarter. Year-over-year, fixed compensation expense increased $7.5 million due to increases in base salaries and payroll taxes, expenses related to the deferred compensation plan, talent acquisition and retention costs, and retirement and benefits, partially offset by decreases in stock compensation and separation costs. Variable compensation decreased $13.3 million due to lower bonus accruals related to decreased consultant productivity. Salaries and benefits expense was 59.7% of net revenue for the quarter compared to 66.5% in the 2022 fourth quarter.

General and administrative expenses increased $8.6 million, or 24.2%, to $44.1 million compared to $35.5 million in the 2022 fourth quarter. The increase was due to intangible amortization and accretion, bad debt, office occupancy, taxes and licenses, IT, marketing, and business development travel, partially offset by a decrease in professional fees. As a percentage of net revenue, general and administrative expenses were 17.4% for the 2023 fourth quarter compared to 15.1% in the 2022 fourth quarter.

The Company’s cost of services was $30.2 million, or 11.9% of net revenue for the quarter, compared to $17.5 million, or 7.4% of net revenue in the 2022 fourth quarter. This increase is related to an increase in the volume of projects driven by the acquisitions of Atreus and businessfourzero.

The Company’s research and development expenses were $6.0 million, or 2.4% of net revenue for the quarter compared to $6.1 million, or 2.6%, of net revenue for the fourth quarter 2022.

Adjusted EBITDA was $35.8 million compared to $25.9 million in the 2022 fourth quarter. Adjusted EBITDA margin was 14.1%, compared to 11.0% in the 2022 fourth quarter. In Executive Search, adjusted EBITDA was $54.7 million compared to $53.9 million in the prior year period. In On-Demand Talent, adjusted EBITDA was $0.8 million versus a loss of $1.4 million in the prior year period. In Heidrick Consulting, adjusted EBITDA was $1.0 million compared to a loss of $2.4 million in the prior year period.

Net income was $14.9 million and diluted earnings per share was $0.72, with an effective tax rate of 40.5%. This compares to net income of $16.0 million and diluted earnings per share of $0.78, with an effective tax rate of 29.9% in the 2022 fourth quarter.

Net cash provided by operating activities was $155.9 million, compared to $160.3 million in the 2022 fourth quarter. Cash, cash equivalents and marketable securities at December 31, 2023 was $478.2 million compared to $621.6 million at December 31, 2022, the decrease was due to earnout payments in 2023 related to the acquisition of Business Talent Group in 2021, as well as the acquisitions of Atreus and businessfourzero. The Company’s cash position typically builds throughout the year as employee bonuses are accrued, mostly to be paid out in the first half of the following year.

Fiscal 2023 Results

Consolidated net revenue decreased 4.3%, or $46.6 million, to $1,026.9 million compared to $1,073.5 million in 2022 (down 4.6%, or $49.5 million on a constant currency basis).




Executive Search net revenue decreased 13.5%, or $121.9 million, to $780.0 million from $901.9 million in 2022 (down 13.5%, or $121.6 million on a constant currency basis). In 2023, net revenue decreased 14.7% in the Americas, decreased 5.6% in Europe, and decreased 19.6% in Asia Pacific. All industry practices exhibited decline over the prior year with the exception of the Social Impact and Industrial practice groups. Productivity was $1.9 million, compared to $2.3 million in 2022. The average revenue per executive search was approximately $139,000 compared to $144,000 in 2022, while confirmations decreased 10.5%.

On-Demand Talent increased 66.9% to a record net revenue of $152.5 million compared to $91.3 million in 2022 (up 64.1% on a constant currency basis). The increase in net revenue was primarily due to the acquisition of Atreus.

Heidrick Consulting net revenue increased 17.6%, to a record $94.3 million from $80.2 million in 2022 (up 16.9% on a constant currency basis). The increase in net revenue was primarily due to the acquisition of businessfourzero.

Adjusted EBITDA was $125.6 million and adjusted EBITDA margin was 12.2%, compared to adjusted EBITDA of $120.9 million and adjusted EBITDA margin of 11.3% in 2022. In Executive Search, Adjusted EBITDA was $206.7 million compared to $206.2 million in the prior year. In On-Demand Talent, Adjusted EBITDA was $1.4 million versus a loss of $0.3 million in the prior year. In Heidrick Consulting, Adjusted EBITDA was a loss of $5.8 million compared to a loss of $6.4 million in the prior year.

Net income was $54.4 million and diluted earnings per share was $2.62, with an effective tax rate of 38.6%. This compares to net income of $79.5 million and diluted earnings per share of $3.86 with an effective tax rate of 31.0% in 2022. Excluding the goodwill impairment charges in 2023, adjusted net income was $60.4 million compared to $79.2 million in 2022 and adjusted diluted earnings per share was $2.91 compared to $3.84 in 2022, with adjusted effective tax rates of 37.0% and 31.0%, respectively, for the 2023 and 2022 periods.

Dividend

The Board of Directors declared a 2024 first quarter cash dividend of $0.15 per share payable on March 21, 2024, to shareholders of record at the close of business on March 8, 2024.

2024 First Quarter Outlook

The Company expects 2024 first quarter consolidated net revenue of between $245 million and $265 million, which may be impacted by external factors, such as the foreign exchange and interest rate environments, foreign conflicts, inflation and macroeconomic constraints on pricing actions. In addition, this outlook is based on the average currency rates in December 2023 and reflects, among other factors, management's assumptions for the anticipated volume of new Executive Search confirmations, On-Demand Talent projects, and Heidrick Consulting assignments, consultant productivity, and consultant retention along with the current backlog.

Quarterly Webcast and Conference Call

Heidrick & Struggles will host a conference call to review its fourth quarter results today, February 26, 2024 at 5:00 pm Eastern Time. Participants may access the Company’s call and supporting slides through its website at www.heidrick.com or by dialing (888) 440-4091 or (646) 960-0846, conference ID# 6106012. For those unable to participate on the live call, a webcast and copy of the slides will be archived at www.heidrick.com and available for up to 30 days following the investor call.

About Heidrick & Struggles International, Inc.

Heidrick & Struggles (Nasdaq: HSII) is a premier provider of global leadership advisory and on-demand talent solutions, serving the senior-level talent and consulting needs of the world's top organizations. In our role as trusted leadership advisors, we partner with our clients to develop future-ready leaders and organizations, bringing together our services and offerings in executive search, diversity and inclusion, leadership assessment and development, organization and team acceleration, culture shaping and on-demand, independent talent solutions. Heidrick & Struggles pioneered the profession of executive search more than 70 years ago. Today, the firm provides integrated talent and human capital solutions to help our clients change the world, one leadership team at a time. ® www.heidrick.com




Non-GAAP Financial Measures

To supplement the financial results presented in accordance with generally accepted accounting principles in the United States (“GAAP”), Heidrick & Struggles presents certain non-GAAP financial measures. A “non-GAAP financial measure” is defined as a numerical measure of a company’s financial performance that excludes or includes amounts different than the most directly comparable measure calculated and presented in accordance with GAAP in the statements of comprehensive income, balance sheets or statements of cash flow of the Company.

Non-GAAP financial measures used within this earnings release are adjusted net income, adjusted diluted earnings per share, adjusted effective tax rate, adjusted EBITDA, adjusted EBITDA margin, and net revenue excluding the impact of exchange rate fluctuations (referred to as constant currency). These measures are presented because management uses this information to monitor and evaluate financial results and allocate resources. Management believes this information is also useful for investors to evaluate the comparability of financial information presented. Reconciliations of these non-GAAP financial measures to the most directly comparable measures calculated and presented in accordance with GAAP are provided as schedules attached to this release.

Adjusted net income and adjusted diluted earnings per share are net income and diluted earnings per share excluding goodwill impairment and earnout fair value adjustments, net of tax.

Adjusted effective tax rate is effective tax rate excluding goodwill impairment and earnout fair value adjustments, net of tax.

Adjusted EBITDA refers to earnings before interest, taxes, depreciation, intangible amortization, earnout accretion, earnout fair value adjustments, acquisition contingent compensation, deferred compensation plan income and expense, reorganization costs, impairment charges, restructuring charges, and other non-operating income (expense).

Adjusted EBITDA margin refers to adjusted EBITDA as a percentage of net revenue in the same period.

The Company evaluates its results of operations on both an as reported and a constant currency basis. The constant currency presentation is a non-GAAP financial measure, which excludes the impact of fluctuations in foreign currency exchange rates. The Company believes providing constant currency information provides valuable supplemental information regarding its results of operations, consistent with how it evaluates its performance. The Company calculates constant currency percentages by converting its financial results in a local currency for a period using the average exchange rate for the prior period to which it is comparing. This calculation may differ from similarly titled measures used by other companies.

Safe Harbor Statement

This press release contains forward-looking statements within the meaning of the federal securities laws, including statements regarding guidance for the first quarter of 2024. The forward-looking statements are based on current expectations, estimates, forecasts, and projections about the industry in which we operate and management's beliefs and assumptions. Forward-looking statements may be identified by the use of words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “outlook,” “projects,” “forecasts,” “aim” and similar expressions. Forward-looking statements are not guarantees of future performance, rely on a number of assumptions, and involve certain known and unknown risks and uncertainties that are difficult to predict, many of which are beyond our control. Factors that may cause actual outcomes and results to differ materially from what is expressed, forecasted or implied in the forward-looking statements include, among other things, leadership changes, our ability to attract, integrate, develop, manage and retain qualified consultants and senior leaders; our ability to prevent our consultants from taking our clients with them to another firm; our ability to maintain our professional reputation and brand name; the fact that our net revenue may be affected by adverse economic conditions; our clients’ ability to restrict us from recruiting their employees; the aggressive competition we face; our heavy reliance on information management systems; the fact that we face the risk of liability in the services we perform; the fact that data security, data privacy and data protection laws and other evolving regulations and cross-border data transfer restrictions may limit the use of our services and adversely affect our business; social, political, regulatory and legal risks in markets where we operate; any challenges to the classification of our on-demand talent as independent contractors; the impact of foreign currency exchange rate fluctuations; the fact that we may not be able to align our cost structure with net revenue; unfavorable tax law changes and tax authority rulings; our ability to realize our tax losses; the timing of the establishment or reversal of valuation allowance on deferred tax assets; any impairment of our goodwill, other intangible assets and other long-lived assets; our ability to execute and integrate future acquisitions; the fact that we have anti-takeover provisions that make an acquisition of us difficult and expensive; our ability to access additional credit; and the increased cybersecurity



requirements, vulnerabilities, threats and more sophisticated and targeted cyber-related attacks that could pose a risk to our systems, networks, solutions, services and data. We caution the reader that the list of factors may not be exhaustive. For more information on these risks, uncertainties and other factors, refer to our Annual Report on Form 10-K for the year ended December 31, 2023, under the heading "Risk Factors" in Item 1A. The forward-looking statements contained in this press release speak only as of the date of this press release. We undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

Contacts:

Investors & Analysts:
Suzanne Rosenberg, VP, Investor Relations
srosenberg@heidrick.com

Media:
Bianca Wilson, Director of Public Marketing
bwilson@heidrick.com


Heidrick & Struggles International, Inc.
Consolidated Statements of Comprehensive Income
(In thousands, except per share amounts)
(Unaudited)
Three Months Ended
December 31,
20232022$ Change% Change
Revenue
Revenue before reimbursements (net revenue)$253,162 $235,717 $17,445 7.4 %
Reimbursements4,228 2,952 1,276 43.2 %
Total revenue257,390 238,669 18,721 7.8 %
Operating expenses
Salaries and benefits151,036 156,828 (5,792)(3.7)%
General and administrative expenses44,089 35,492 8,597 24.2 %
Cost of services30,221 17,484 12,737 72.8 %
Research and development5,952 6,067 (115)(1.9)%
Reimbursed expenses4,228 2,952 1,276 43.2 %
Total operating expenses235,526 218,823 16,703 7.6 %
Operating income21,864 19,846 2,018 10.2 %
Non-operating income (expense)
Interest, net3,950 3,673 
Other, net(840)(627)
Net non-operating income3,110 3,046 
Income before income taxes24,974 22,892 
Provision for income taxes10,119 6,848 
Net income14,855 16,044 
Other comprehensive income, net of tax7,951 8,196 
Comprehensive income$22,806 $24,240 
Weighted-average common shares outstanding
Basic20,122 19,861 
Diluted20,670 20,499 
Earnings per common share
Basic$0.74 $0.81 
Diluted$0.72 $0.78 
Salaries and benefits as a % of net revenue59.7 %66.5 %
General and administrative expenses as a % of net revenue17.4 %15.1 %
Cost of services as a % of net revenue11.9 %7.4 %
Research and development as a % of net revenue2.4 %2.6 %
Operating income margin8.6 %8.4 %


Heidrick & Struggles International, Inc.
Segment Information
(In thousands)
(Unaudited)
Three Months Ended December 31,
20232022$
Change
% Change
2023 Margin1
2022 Margin1
Revenue
Executive Search
Americas$124,778 $130,561 $(5,783)(4.4)%
Europe37,275 37,258 17 — %
Asia Pacific21,912 24,838 (2,926)(11.8)%
Total Executive Search183,965 192,657 (8,692)(4.5)%
On-Demand Talent41,096 22,368 18,728 83.7 %
Heidrick Consulting28,101 20,692 7,409 35.8 %
Revenue before reimbursements (net revenue)253,162 235,717 17,445 7.4 %
Reimbursements4,228 2,952 1,276 43.2 %
Total revenue$257,390 $238,669 $18,721 7.8 %
Adjusted EBITDA
Executive Search
Americas$45,801 $44,103 $1,698 3.9 %36.7 %33.8 %
Europe5,759 4,264 1,495 35.1 %15.5 %11.4 %
Asia Pacific3,169 5,517 (2,348)(42.6)%14.5 %22.2 %
Total Executive Search54,729 53,884 845 1.6 %29.7 %28.0 %
On-Demand Talent
774 (1,430)2,204 154.1 %1.9 %(6.4)%
Heidrick Consulting1,025 (2,370)3,395 143.2 %3.6 %(11.5)%
Total segments56,528 50,084 6,444 12.9 %22.3 %21.2 %
Research and Development(5,139)(5,788)649 11.2 %(2.0)%(2.5)%
Global Operations Support(15,632)(18,357)2,725 14.8 %(6.2)%(7.8)%
Total operating income$35,757 $25,939 $9,818 37.9 %14.1 %11.0 %

1 Margin based on revenue before reimbursements (net revenue).








Heidrick & Struggles International, Inc.
Consolidated Statements of Comprehensive Income
(In thousands, except per share amounts)
(Unaudited)
Twelve Months Ended
December 31,
20232022$ Change% Change
Revenue
Revenue before reimbursements (net revenue)$1,026,864 $1,073,464 $(46,600)(4.3)%
Reimbursements14,318 10,122 4,196 41.5 %
Total revenue1,041,182 1,083,586 (42,404)(3.9)%
Operating expenses
Salaries and benefits656,030 737,430 (81,400)(11.0)%
General and administrative expenses156,494 132,678 23,816 18.0 %
Cost of services109,039 70,676 38,363 54.3 %
Research and development22,698 20,414 2,284 11.2 %
Impairment charges7,246 — 7,246 100.0 %
Reimbursed expenses14,318 10,122 4,196 41.5 %
Total operating expenses965,825 971,320 (5,495)(0.6)%
Operating income75,357 112,266 (36,909)(32.9)%
Non-operating income (expense)
Interest, net11,617 5,337 
Other, net1,697 (2,367)
Net non-operating income13,314 2,970 
Income before income taxes88,671 115,236 
Provision for income taxes34,261 35,750 
Net income54,410 79,486 
Other comprehensive income (loss), net of tax4,318 (5,864)
Comprehensive income$58,728 $73,622 
Weighted-average common shares outstanding
Basic20,029 19,758 
Diluted20,766 20,618 
Earnings per common share
Basic$2.72 $4.02 
Diluted$2.62 $3.86 
Salaries and benefits as a % of net revenue63.9 %68.7 %
General and administrative expenses as a % of net revenue15.2 %12.4 %
Cost of services as a % of net revenue10.6 %6.6 %
Research and development as a % of net revenue2.2 %1.9 %
Operating income margin7.3 %10.5 %


Heidrick & Struggles International, Inc.
Segment Information
(In thousands)
(Unaudited)
Twelve Months Ended December 31,
20232022$
Change
% Change
2023 Margin1
2022 Margin1
Revenue
Executive Search
Americas$522,988 $612,881 $(89,893)(14.7)%
Europe166,379 176,275 (9,896)(5.6)%
Asia Pacific90,678 112,766 (22,088)(19.6)%
Total Executive Search780,045 901,922 (121,877)(13.5)%
On-Demand Talent152,506 91,349 61,157 66.9 %
Heidrick Consulting94,313 80,193 14,120 17.6 %
Revenue before reimbursements (net revenue)1,026,864 1,073,464 (46,600)(4.3)%
Reimbursements14,318 10,122 4,196 41.5 %
Total revenue$1,041,182 $1,083,586 $(42,404)(3.9)%
Adjusted EBITDA
Executive Search
Americas$173,358 $164,193 $9,165 5.6 %33.1 %26.8 %
Europe22,246 22,150 96 0.4 %13.4 %12.6 %
Asia Pacific11,070 19,813 (8,743)(44.1)%12.2 %17.6 %
Total Executive Search206,674 206,156 518 0.3 %26.5 %22.9 %
On-Demand Talent1,434 (336)1,770 NM0.9 %(0.4)%
Heidrick Consulting(5,823)(6,444)621 9.6 %(6.2)%(8.0)%
Total segments202,285 199,376 2,909 1.5 %19.7 %18.6 %
Research and Development(20,535)(19,965)(570)(2.9)%(2.0)%(1.9)%
Global Operations Support(56,133)(58,533)2,400 4.1 %(5.5)%(5.5)%
Total operating income$125,617 $120,878 $4,739 3.9 %12.2 %11.3 %
1 Margin based on revenue before reimbursements (net revenue).






Heidrick & Struggles International, Inc.
Reconciliation of Net Income and Adjusted Net Income (Non-GAAP)
(In thousands, except per share amounts)
(Unaudited)

Three Months Ended
December 31,
Twelve Months Ended
December 31,
2023202220232022
Net income$14,855 $16,044 $54,410 $79,486 
Adjustments
Impairment charges, net of tax1
— — 6,038 — 
Earnout fair value adjustment, net of tax2
— 29 — (320)
Total adjustments— 29 6,038 (320)
Adjusted net income$14,855 $16,073 $60,448 $79,166 
Weighted-average common shares outstanding
Basic20,122 19,861 20,029 19,758 
Diluted20,670 20,499 20,766 20,618 
Earnings per common share
Basic$0.74 $0.81 $2.72 $4.02 
Diluted$0.72 $0.78 $2.62 $3.86 
Adjusted earnings per common share
Basic$0.74 $0.81 $3.02 $4.01 
Diluted$0.72 $0.78 $2.91 $3.84 

1 The Company recorded a goodwill impairment charge of $7.2 million in the Heidrick Consulting segment for the year ended December 31, 2023.
2     The Company recorded a fair value adjustment to increase the On-Demand Talent earnout by $0.1 million for the three months ended December 31, 2022. The Company recorded a fair value adjustment to reduce the On-Demand Talent earnout by $0.5 million for the year ended December 31, 2022.


Heidrick & Struggles International, Inc.
Consolidated Balance Sheets
(In thousands)
(Unaudited)
December 31,
2023
December 31,
2022
Current assets
Cash and cash equivalents$412,618 $355,447 
Marketable securities65,538 266,169 
Accounts receivable, net133,128 126,437 
Prepaid expenses23,597 24,098 
Other current assets47,923 40,722 
Income taxes recoverable10,410 10,946 
Total current assets693,214 823,819 
Non-current assets
Property and equipment, net35,752 30,207 
Operating lease right-of-use assets86,063 71,457 
Assets designated for retirement and pension plans11,105 11,332 
Investments47,287 34,354 
Other non-current assets17,071 25,788 
Goodwill202,252 138,361 
Other intangible assets, net20,842 6,333 
Deferred income taxes28,005 33,987 
Total non-current assets448,377 351,819 
Total assets$1,141,591 $1,175,638 
Current liabilities
Accounts payable$20,837 $14,613 
Accrued salaries and benefits322,744 451,161 
Deferred revenue45,732 43,057 
Operating lease liabilities21,498 19,554 
Other current liabilities21,823 56,016 
Income taxes payable6,057 4,076 
Total current liabilities438,691 588,477 
Non-current liabilities
Accrued salaries and benefits52,108 59,467 
Retirement and pension plans62,100 48,456 
Operating lease liabilities78,204 63,299 
Other non-current liabilities41,808 5,293 
Deferred income taxes6,402 — 
Total non-current liabilities240,622 176,515 
Total liabilities679,313 764,992 
Stockholders’ equity462,278 410,646 
Total liabilities and stockholders’ equity$1,141,591 $1,175,638 


Heidrick & Struggles International, Inc.
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
Three Months Ended
December 31,
20232022
Cash flows - operating activities
Net income$14,855 $16,044 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization5,076 2,779 
Deferred income taxes12,448 8,064 
Stock-based compensation expense3,499 4,998 
Accretion expense related to earnout payments457 — 
Gain on marketable securities(878)(2,293)
Loss on disposal of property and equipment17 16 
Changes in assets and liabilities:
Accounts receivable59,118 69,275 
Accounts payable1,526 (2,481)
Accrued expenses54,668 65,306 
Deferred revenue3,657 (1,324)
Income taxes recoverable and payable, net(13,309)(7,945)
Retirement and pension plan assets and liabilities796 (3,955)
Prepaid expenses5,004 3,787 
Other assets and liabilities, net8,979 8,065 
Net cash provided by operating activities155,913 160,336 
Cash flows - investing activities
Acquisition of business, net of cash acquired(11,905)— 
Capital expenditures(3,814)(2,958)
Purchases of marketable securities and investments(65,518)(83,727)
Proceeds from sales of marketable securities and investments48,183 143 
Net cash used in investing activities(33,054)(86,542)
Cash flows - financing activities
Cash dividends paid(3,154)(3,123)
Net cash used in financing activities(3,154)(3,123)
Effect of exchange rate fluctuations on cash, cash equivalents and restricted cash6,442 9,308 
Net increase in cash, cash equivalents and restricted cash126,147 79,979 
Cash, cash equivalents and restricted cash at beginning of period286,471 275,510 
Cash, cash equivalents and restricted cash at end of period$412,618 $355,489 


Heidrick & Struggles International, Inc.
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
Twelve Months Ended
December 31,
20232022
Cash flows - operating activities
Net income$54,410 $79,486 
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization18,508 10,603 
Deferred income taxes11,900 7,088 
Stock-based compensation expense10,830 16,689 
Accretion expense related to earnout payments1,554 820 
Gain on marketable securities(2,918)(2,406)
Loss on disposal of property and equipment209 392 
Impairment charges7,246 — 
Changes in assets and liabilities, net of effects of acquisition:
Accounts receivable6,913 4,522 
Accounts payable(131)(5,731)
Accrued expenses(145,118)32,892 
Deferred revenue2,035 (7,237)
Income taxes recoverable and payable, net(6,692)(13,606)
Retirement and pension plan assets and liabilities7,493 (479)
Prepaid expenses1,233 (2,850)
Other assets and liabilities, net5,736 (895)
Net cash provided by (used in) operating activities(26,792)119,288 
Cash flows - investing activities
Acquisition of businesses, net of cash acquired(49,858)— 
Capital expenditures(13,433)(11,134)
Purchases of marketable securities and investments(140,982)(269,824)
Proceeds from sales of marketable securities and investments337,872 1,359 
Net cash provided by (used in) investing activities133,599 (279,599)
Cash flows - financing activities
Repurchases of common stock(904)— 
Cash dividends paid(12,537)(12,466)
Payment of employee tax withholdings on equity transactions(4,141)(3,219)
Acquisition earnout payments(35,946)— 
Net cash used in financing activities(53,528)(15,685)
Effect of exchange rate fluctuations on cash, cash equivalents and restricted cash3,850 (13,774)
Net increase (decrease) in cash, cash equivalents and restricted cash57,129 (189,770)
Cash, cash equivalents and restricted cash at beginning of period355,489 545,259 
Cash, cash equivalents and restricted cash at end of period$412,618 $355,489 


Heidrick & Struggles International, Inc.
Reconciliation of Net Income to Adjusted EBITDA (Non-GAAP)
(In thousands)
(Unaudited)
Three Months Ended
December 31,
Twelve Months Ended
December 31,
2023202220232022
Revenue before reimbursements (net revenue)$253,162 $235,717 $1,026,864 $1,073,464 
Net income 14,855 16,044 54,410 79,486 
Interest, net(3,950)(3,673)(11,617)(5,337)
Other, net840 627 (1,697)2,367 
Provision for income taxes10,119 6,848 34,261 35,750 
Operating income21,864 19,846 75,357 112,266 
Adjustments
Depreciation2,550 1,991 9,113 7,394 
Intangible amortization2,526 788 9,395 3,209 
Earnout accretion457 — 1,554 820 
Earnout fair value adjustments— 43 — (464)
Acquisition contingent consideration3,223 914 11,934 3,885 
Deferred compensation plan3,823 2,357 6,132 (6,232)
Reorganization costs1,314 — 4,886 — 
Impairment charges— — 7,246 — 
Total adjustments13,893 6,093 50,260 8,612 
Adjusted EBITDA$35,757 $25,939 $125,617 $120,878 
Adjusted EBITDA margin14.1 %11.0 %12.2 %11.3 %


Heidrick & Struggles International, Inc.
Reconciliation of Operating Income to Adjusted EBITDA by Line of Business (Non-GAAP)
(In thousands)
(Unaudited)
Three Months Ended December 31, 2023
Executive SearchOn-Demand TalentHeidrick ConsultingResearch & DevelopmentGlobal Operations SupportTotal
Revenue before reimbursements (net revenue)$183,965 $41,096 $28,101 $— $— $253,162 
Operating income (loss)1
49,086 (4,616)(852)(5,952)(15,802)21,864 
Adjustments
Depreciation1,310 74 247 754 165 2,550 
Intangible amortization28 2,060 438 — — 2,526 
Earnout accretion— 399 58 — — 457 
Acquisition contingent compensation640 1,543 1,040 — — 3,223 
Deferred compensation plan3,665 — 94 59 3,823 
Reorganization costs— 1,314 — — — 1,314 
Total adjustments5,643 5,390 1,877 813 170 13,893 
Adjusted EBITDA$54,729 $774 $1,025 $(5,139)$(15,632)$35,757 
Adjusted EBITDA margin29.7 %1.9 %3.6 %(2.0)%(6.2)%14.1 %
Three Months Ended December 31, 2022
Executive SearchOn-Demand TalentHeidrick ConsultingResearch & DevelopmentGlobal Operations SupportTotal
Revenue before reimbursements (net revenue)$192,657 $22,368 $20,692 $— $— $235,717 
Operating income (loss)1
49,214 (2,154)(2,663)(6,067)(18,484)19,846 
Adjustments
Depreciation1,434 51 132 248 126 1,991 
Intangible amortization58 630 100 — — 788 
Earnout accretion— — — — — — 
Earnout fair value adjustments— 43 — — — 43 
Acquisition contingent compensation914 — — — — 914 
Deferred compensation plan2,264 — 61 31 2,357 
Total adjustments4,670 724 293 279 127 6,093 
Adjusted EBITDA$53,884 $(1,430)$(2,370)$(5,788)$(18,357)$25,939 
Adjusted EBITDA margin28.0 %(6.4 %)(11.5 %)(2.5)%(7.8)%11.0 %

1 The Company does not allocate interest income or expense, other income or expense, and the provision for income taxes to the Company’s reportable operating segments. As such, the Company has concluded that operating income (loss) represents the most directly comparable measure of financial performance presented in accordance with U.S. GAAP for the reconciliation of Adjusted EBITDA in this presentation.


Heidrick & Struggles International, Inc.
Reconciliation of Operating Income to Adjusted EBITDA by Line of Business (Non-GAAP)
(In thousands)
(Unaudited)
Twelve Months Ended December 31, 2023
Executive SearchOn-Demand TalentHeidrick ConsultingResearch & DevelopmentGlobal Operations SupportTotal
Revenue before reimbursements (net revenue)$780,045 $152,506 $94,313 $— $— $1,026,864 
Operating income (loss)1
190,009 (16,437)(18,729)(22,698)(56,788)75,357 
Adjustments
Depreciation5,238 400 754 2,073 648 9,113 
Intangible amortization173 7,797 1,425 — — 9,395 
Earnout accretion— 1,381 173 — — 1,554 
Acquisition contingent compensation3,089 5,687 3,158 — — 11,934 
Deferred compensation plan5,885 — 150 90 6,132 
Reorganization costs2,280 2,606 — — — 4,886 
Impairment charges— — 7,246 — — 7,246 
Total adjustments16,665 17,871 12,906 2,163 655 50,260 
Adjusted EBITDA$206,674 $1,434 $(5,823)$(20,535)$(56,133)$125,617 
Adjusted EBITDA margin26.5 %0.9 %(6.2 %)(2.0 %)(5.5)%12.2 %
Twelve Months Ended December 31, 2022
Executive SearchOn-Demand TalentHeidrick ConsultingResearch & DevelopmentGlobal Operations SupportTotal
Revenue before reimbursements (net revenue)$901,922 $91,349 $80,193 $— $— $1,073,464 
Operating income (loss)1
202,186 (3,361)(7,155)(20,414)(58,990)112,266 
Adjustments
Depreciation5,785 150 478 524 457 7,394 
Intangible amortization290 2,519 400 — — 3,209 
Earnout accretion— 820 — — — 820 
Earnout fair value adjustments— (464)— — — (464)
Acquisition contingent compensation3,885 — — — — 3,885 
Deferred compensation plan(5,990)— (167)(75)— (6,232)
Total adjustments3,970 3,025 711 449 457 8,612 
Adjusted EBITDA$206,156 $(336)$(6,444)$(19,965)$(58,533)$120,878 
Adjusted EBITDA margin22.9 %(0.4 %)(8.0 %)(1.9 %)(5.5 %)11.3 %

1 The Company does not allocate interest income or expense, other income or expense, and the provision for income taxes to the Company’s reportable operating segments. As such, the Company has concluded that operating income (loss) represents the most directly comparable measure of financial performance presented in accordance with U.S. GAAP for the reconciliation of Adjusted EBITDA in this presentation.

v3.24.0.1
Cover
Feb. 26, 2024
Cover [Abstract]  
City Area Code 312
Local Phone Number 496-1200
Document Type 8-K
Entity File Number 0-25837
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 36-2681268
Title of 12(b) Security Common Stock, $0.01 par value
Trading Symbol HSII
Security Exchange Name NASDAQ
Entity Registrant Name HEIDRICK & STRUGGLES INTERNATIONAL, INC.
Written Communications false
Soliciting Material false
Entity Address, Postal Zip Code 60606-6303
Entity Central Index Key 0001066605
Document Period End Date Feb. 26, 2024
Amendment Flag false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Entity Address, Address Line One 233 South Wacker Drive
Entity Address, Address Line Two Suite 4900
Entity Address, City or Town Chicago
Entity Address, State or Province IL

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