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      Korn Ferry Announces Second Quarter Fiscal 2019 Results of Operations


      News provided by

      Korn Ferry

      Dec 06, 2018, 08:25 ET

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      LOS ANGELES, Dec. 6, 2018 /PRNewswire/ -- 

      Highlights

      • Korn Ferry reports fee revenue of $495.2 million in Q2 FY'19, an 11.8% increase (14.6% on a constant currency basis) from Q2 FY'18, driven by organic growth in all segments.
      • Operating income was $71.0 million in Q2 FY'19 with an operating margin of 14.3%. Adjusted EBITDA was $80.3 million with Adjusted EBITDA margin of 16.2%.
      • Q2 FY'19 diluted earnings per share was $0.81 compared to diluted earnings per share of $0.64 in Q2 FY'18. Adjusted diluted earnings per share was $0.85 in Q2 FY'19 compared to Adjusted diluted earnings per share of $0.67 in Q2 FY'18.
      • The Company continued with its balanced approach to capital allocation, buying back $22.7 million of stock during the quarter and declaring a quarterly dividend of $0.10 per share on December 5, 2018 payable on January 15, 2019 to stockholders of record on December 20, 2018.
      • In connection with the previously announced rebranding, the firm also announced that it will be formally changing its name from Korn/Ferry International to Korn Ferry, effective January 1, 2019 – a move reflecting the transformation of the organization to one unified brand.

      Korn/Ferry International (NYSE: KFY), a global organizational consulting firm, today announced first quarter fee revenue of $495.2 million.  Second quarter diluted earnings per share was $0.81 and Adjusted diluted earnings per share was $0.85.  Adjusted diluted earnings per share for the second quarter excludes $2.8 million related to retention awards from a prior acquisition, or $0.04 per share.

      "For Korn Ferry's recently completed second quarter, we achieved the highest top line and bottom line results in our history, with fee revenue of approximately $495 million and Adjusted EBITDA and Adjusted EBITDA margin of approximately $80 million and 16.2%, respectively.  Our fee revenue grew approximately 12% year-over-year in the second quarter, 14.6% at constant currency, with strong growth across all of our geographies and solutions.  Additionally, during the quarter we continued to effectively deploy capital, repurchasing over $22 million of our shares.  Our return on invested capital continues to accelerate. From the end of FY'18 to the end of Q2 FY'19, our return on invested capital has now increased by over 200 basis points," said Gary D. Burnison, CEO, Korn Ferry.

      "Calendar year 2018 is the year we established ourselves as the preeminent global organizational consulting firm, a company whose purpose is to enable people and organizations to exceed their potential.  When looking at the one professional we put in a new job every three minutes, the 1.2 million people we develop each year and 98% of the Fortune 500 who work with us – it is clear we are making a notable impact. I look forward to what the future holds as we ring in a New Year."

      Selected Financial Results
      (dollars in millions, except per share amounts) (a)





      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      Fee revenue

      $

      495.2


      $

      443.0


      $

      960.8


      $

      844.3

      Total revenue

      $

      506.8


      $

      455.5


      $

      985.2


      $

      870.4

      Operating income

      $

      71.0


      $

      52.5


      $

      15.9


      $

      94.4

      Operating margin


      14.3%



      11.8%



      1.7%



      11.2%

      Net income attributable to Korn Ferry

      $

      46.0


      $

      36.3


      $

      7.4


      $

      65.4

      Basic earnings per share

      $

      0.82


      $

      0.65


      $

      0.13


      $

      1.16

      Diluted earnings per share

      $

      0.81


      $

      0.64


      $

      0.13


      $

      1.15













      EBITDA Results (b):

      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      EBITDA

      $

      77.5


      $

      68.4


      $

      38.6


      $

      126.0

      EBITDA margin


      15.7%



      15.4%



      4.0%



      14.9%













      Adjusted Results (c):

      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      Adjusted EBITDA (b)

      $

      80.3


      $

      70.6


      $

      151.1


      $

      131.0

      Adjusted EBITDA margin (b)


      16.2%



      15.9%



      15.7%



      15.5%

      Adjusted net income attributable to Korn Ferry

      $

      48.2


      $

      37.8


      $

      92.4


      $

      69.0

      Adjusted basic earnings per share

      $

      0.86


      $

      0.68


      $

      1.65


      $

      1.23

      Adjusted diluted earnings per share

      $

      0.85


      $

      0.67


      $

      1.62


      $

      1.21

      ___________

      (a)

      Numbers may not total due to rounding.

      (b)

      EBITDA refers to earnings before interest, taxes, depreciation and amortization.  Adjusted EBITDA further adjusts EBITDA to exclude tradename write-offs, integration/acquisition costs and restructuring (recoveries) charges, net.  EBITDA, EBITDA margin, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures (see attached reconciliations).

      (c)

      Adjusted results are non-GAAP financial measures that adjust for the following, as applicable (see attached reconciliations):







      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      Tradename write-offs

      $

      -


      $

      -


      $

      106.6


      $

      -

      Integration/acquisition costs

      $

      2.8


      $

      2.4


      $

      5.9


      $

      5.0

      Restructuring (recoveries) charges, net

      $

      -


      $

      (0.2)


      $

      -


      $

      0.1

      Fee revenue was $495.2 million in Q2 FY'19, an increase of 11.8% (14.6% increase on a constant currency basis) compared to Q2 FY'18.  The increase in fee revenue was due to organic growth in all segments.

      Operating margin was 14.3% in Q2 FY'19 compared to 11.8% in the year-ago quarter.  The increase in operating income was primarily due to the increase in fee revenue, partially offset by an increase in compensation and benefits.

      Adjusted EBITDA margin was 16.2%, compared to 15.9% in the year-ago quarter. 

      Results by Segment

      Selected Executive Search Data
      (dollars in millions) (a)







      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      Fee revenue

      $

      197.6


      $

      176.8


      $

      390.6


      $

      338.0

      Total revenue

      $

      202.0


      $

      180.6


      $

      400.1


      $

      346.4

      Operating income

      $

      51.5


      $

      35.3


      $

      92.3


      $

      68.2

      Operating margin


      26.0%



      20.0%



      23.6%



      20.2%













      Ending number of consultants


      556



      538



      556



      538

      Average number of consultants


      550



      535



      548



      528

      Engagements billed


      3,968



      3,723



      6,144



      5,752

      New engagements (b)


      1,757



      1,578



      3,465



      3,171













      EBITDA Results (c):

      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      EBITDA

      $

      49.2


      $

      37.7


      $

      96.0


      $

      73.0

      EBITDA margin


      24.9%



      21.4%



      24.6%



      21.6%













      Adjusted Results (d):

      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      Adjusted EBITDA (c)

      $

      49.2


      $

      38.0


      $

      96.0


      $

      73.3

      Adjusted EBITDA margin (c)


      24.9%



      21.5%



      24.6%



      21.7%

      ___________

      (a)

      Numbers may not total due to rounding.

      (b)

      Represents new engagements opened in the respective period.

      (c)

      EBITDA, EBITDA margin, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures (see attached reconciliations).

      (d)

      Adjusted results are non-GAAP financial measures that exclude the following (see attached reconciliations):









      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      Restructuring charges, net

      $

      —


      $

      0.3


      $

      —


      $

      0.3

      Fee revenue was $197.6 million in Q2 FY'19, an increase of $20.8 million or 11.8% (14.0% on a constant currency basis) compared to Q2 FY'18.  The increase in fee revenue was attributable to higher fee revenue in all regions.

      Operating income was $51.5 million in Q2 FY'19 compared to $35.3 million in Q2 FY'18.  Operating margin was 26.0% in Q2 FY'19 compared to 20.0% in the year-ago quarter.  The increase in operating income was due to higher fee revenue in Q2 FY'19 compared to Q2 FY'18, partially offset by an increase in compensation and benefits expense driven by an increase in performance related bonus expense and an increase in average headcount.

      Adjusted EBITDA was $49.2 million in Q2 FY'19 with an Adjusted EBITDA margin of 24.9% compared to $38.0 million and 21.5%, respectively, in the year-ago quarter.

      Selected Advisory Data
      (dollars in millions) (a)







      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      Fee revenue

      $

      217.1


      $

      200.0


      $

      412.5


      $

      379.4

      Total revenue

      $

      221.4


      $

      203.8


      $

      421.6


      $

      387.1

      Operating income (loss)

      $

      29.4


      $

      26.3


      $

      (53.7)


      $

      45.4

      Operating margin


      13.6%



      13.2%



      (13.0)%



      12.0%













      Ending number of consultants (b)


      570



      594



      570



      594

      Staff utilization (c)


      67%



      67%



      67%



      65%













      EBITDA Results (d):

      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      EBITDA

      $

      36.7


      $

      34.9


      $

      (38.4)


      $

      62.5

      EBITDA margin


      16.9%



      17.5%



      (9.3)%



      16.5%













      Adjusted Results (e):

      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      Adjusted EBITDA (d)

      $

      39.4


      $

      36.8


      $

      73.9


      $

      67.1

      Adjusted EBITDA margin (d)


      18.2%



      18.4%



      17.9%



      17.7%

       ___________

      (a)

      Numbers may not total due to rounding.

      (b)

      Represents number of employees originating consulting services. 

      (c)

      Calculated by dividing the number of hours our full-time Advisory professional staff record to engagements during the period, by the total available working hours during the same period.

      (d)

      EBITDA, EBITDA margin, Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures (see attached reconciliations).

      (e)

      Adjusted results are non-GAAP financial measures that adjust for the following (see attached reconciliations):









      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      Tradename write-offs

      $

      —


      $

      —


      $

      106.6


      $

      —

      Integration/acquisition costs

      $

      2.8


      $

      2.3


      $

      5.8


      $

      4.9

      Restructuring recoveries, net

      $

      —


      $

      (0.5)


      $

      —


      $

      (0.2)

      Fee revenue was $217.1 million in Q2 FY'19 compared to $200.0 million in Q2 FY'18, an increase of $17.1 million or 8.6% (11.8% on a constant currency basis) compared to Q2 FY'18.  The increase in fee revenue was primarily driven by Consulting across each of our Advisory solution areas.

      Operating income was $29.4 million in Q2 FY'19 with an operating margin of 13.6% compared to operating income of $26.3 million and an operating margin of 13.2% in the year-ago quarter.  The increase in operating income was primarily due to higher fee revenue compared to the year-ago quarter, partially offset by an increase in compensation and benefits expense driven by an increase in performance related bonus expense.

      Adjusted EBITDA was $39.4 million in Q2 FY'19 with an Adjusted EBITDA margin of 18.2% compared to $36.8 million and 18.4%, respectively, in the year-ago quarter.

      Selected RPO and Professional Search Data
      (dollars in millions) (a)


      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      Fee revenue

      $

      80.5


      $

      66.3


      $

      157.8


      $

      126.9

      Total revenue

      $

      83.4


      $

      71.0


      $

      163.5


      $

      136.9

      Operating income

      $

      12.5


      $

      9.4


      $

      24.2


      $

      17.7

      Operating margin


      15.6%



      14.2%



      15.3%



      13.9%













      Engagements billed (b)


      1,338



      1,228



      2,134



      1,907

      New engagements (c)


      731



      711



      1,502



      1,443


      EBITDA Results (d):

      Second Quarter


      Year to Date


      FY'19


      FY'18


      FY'19


      FY'18

      EBITDA

      $

      13.2


      $

      10.2


      $

      25.7


      $

      19.3

      EBITDA margin


      16.4%



      15.4%



      16.3%



      15.2%

      ___________

      (a)

      Numbers may not total due to rounding.

      (b)

      Represents professional search engagements billed.

      (c)

      Represents new professional search engagements opened in the respective period.

      (d)

      EBITDA and EBITDA margin are non-GAAP financial measures (see attached reconciliations).

      Fee revenue was $80.5 million in Q2 FY'19, an increase of $14.2 million or 21.4% (24.4% increase on a constant currency basis), compared to the year-ago quarter.  The higher fee revenue was driven by an increase in fee revenue in professional search and recruitment process outsourcing of $8.2 million and $6.0 million, respectively, in Q2 FY'19 compared to Q2 FY'18.

      Operating income was $12.5 million in Q2 FY'19, an increase of $3.1 million compared to Q2 FY'18 operating income of $9.4 million.  Operating margin was 15.6% in the current quarter compared to 14.2% in the year-ago quarter. 

      EBITDA was $13.2 million during Q2 FY'19, an increase of $3.0 million compared to Q2 FY'18. EBITDA margin was 16.4% in Q2 FY'19 and 15.4% in Q2 FY'18.

      Outlook

      Assuming worldwide economic conditions, financial markets and foreign exchange rates remain steady, on a consolidated basis:

      • Q3 FY'19 fee revenue is expected to be in the range of $470 million and $490 million; and
      • Q3 FY'19 diluted earnings per share is likely to range between $0.76 to $0.84.

      On a consolidated adjusted basis:

      • Q3 FY'19 Adjusted diluted earnings per share is expected to be in the range from $0.77 to $0.85.


      Q3 FY'19
      Earnings Per Share Outlook (1)




      Low



      High


      Consolidated diluted earnings per share


      $

      0.76



      $

      0.84


      Retention bonuses



      0.01




      0.01


      Tax rate impact



      —




      —


      Consolidated Adjusted diluted earnings per share


      $

      0.77



      $

      0.85


      ___________

      (1)

      Consolidated Adjusted diluted earnings per share is a non-GAAP financial measure that excludes the items listed in the table.

      Earnings Conference Call Webcast

      The earnings conference call will be held today at 11:00 AM (EST) and hosted by CEO Gary Burnison, CFO Robert Rozek and SVP Finance Gregg Kvochak.  The conference call will be webcast and available online at ir.kornferry.com.  We will also post to this section of our website earnings slides, which will accompany our webcast, and other important information, and encourage you to review the information that we make available on our website.

      About Korn Ferry

      Korn Ferry is a global organizational consulting firm.  We help clients synchronize strategy and talent to drive superior performance.  We work with organizations to design their structures, roles, and responsibilities.  We help them hire the right people to bring their strategy to life.  And we advise them on how to reward, develop, and motivate their people.  Visit kornferry.com for more information.

      Forward-Looking Statements

      Statements in this press release and our conference call that relate to future results and events ("forward-looking statements") are based on Korn Ferry's current expectations.  These statements, which include words such as "believes", "expects" or "likely", include references to our outlook.  Readers are cautioned not to place undue reliance on such statements.  Actual results in future periods may differ materially from those currently expected or desired because of a number of risks and uncertainties that are beyond the control of Korn Ferry.  The potential risks and uncertainties include those relating to competition, changes in demand for our services as a result of automation, the dependence on attracting and retaining qualified and experienced consultants, our ability to maintain relationships with customers and suppliers and retain key employees, maintaining our brand name and professional reputation, potential legal liability and regulatory developments, the portability of client relationships, global and local political or economic developments in or affecting countries where we have operations, currency fluctuations in our international operations, risks related to growth, alignment of our cost structure, restrictions imposed by off-limits agreements, reliance on information processing systems, cyber security vulnerabilities, changes to data security, data privacy and data protection laws, limited protection of our intellectual property, our ability to enhance and develop new technology, our ability to develop new products and services, the utilization and billing rates of our consultants, our ability to successfully recover from a disaster or other business continuity problems, changes in our accounting estimates/assumptions, tax accounting effects of the Tax Act, impairment of goodwill and other intangible assets, deferred tax assets that we may not be able to use, seasonality, risks related to the integration of recently acquired businesses, employment liability risk, the impact of rebranding on the Company's products and services; the expected timing of the Company's rebranding and entity rationalization plan, and the costs of the Company's rebranding and entity rationalization plan.  For a detailed description of risks and uncertainties that could cause differences, please refer to Korn Ferry's periodic filings with the Securities and Exchange Commission.  Korn Ferry disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

      Use of Non-GAAP Financial Measures

      This press release contains financial information calculated other than in accordance with U.S. Generally Accepted Accounting Principles ("GAAP").  In particular, it includes:

      • Adjusted net income attributable to Korn/Ferry International, adjusted to exclude restructuring (recoveries) charges, net, integration/acquisition costs and tradename write-offs, net of income tax effect;
      • Adjusted basic and diluted earnings per share, adjusted to exclude restructuring (recoveries) charges, net, integration/acquisition costs and tradename write-offs, net of income tax effect; and in the case of the outlook section, also adjusted for tax rate impact;
      • Constant currency (calculated using a quarterly average) amounts that represent the outcome that would have resulted had exchange rates in the reported period been the same as those in effect in the comparable prior year period;
      • EBITDA, or earnings before interest, taxes, depreciation and amortization and EBITDA margin; and
      • Adjusted EBITDA, which is EBITDA further adjusted to exclude restructuring (recoveries) charges, net, integration/acquisition costs and tradename write-offs, and Adjusted EBITDA margin.

      This non-GAAP disclosure has limitations as an analytical tool, should not be viewed as a substitute for financial information determined in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of the Company's results as reported under GAAP, nor is it necessarily comparable to non-GAAP performance measures that may be presented by other companies.

      Management believes the presentation of non-GAAP financial measures in this press release provides meaningful supplemental information regarding Korn Ferry's performance by excluding certain charges and other items that may not be indicative of Korn Ferry's ongoing operating results.  These non-GAAP financial measures are performance measures and are not indicative of the liquidity of Korn Ferry.  These charges and other items represent 1) costs we incurred to acquire and integrate a portion of our Advisory business, 2) charges we incurred or recoveries we received to restructure the combined company due to the acquisition of a portion of our Advisory business, and 3) tradename write-offs associated with the rebranding plan initiated by Korn Ferry.  The use of non-GAAP financial measures facilitates comparisons to Korn Ferry's historical performance.  Korn Ferry includes non-GAAP financial measures because management believes they are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its evaluation of Korn Ferry's ongoing operations and financial and operational decision-making.  Management further believes that EBITDA is useful to investors because it is frequently used by investors and other interested parties to measure operating performance among companies with different capital structures, effective tax rates and tax attributes and capitalized asset values, all of which can vary substantially from company to company.  In the case of constant currency amounts, management believes the presentation of such information provides useful supplemental information regarding Korn Ferry's performance as excluding the impact of exchange rate changes on Korn Ferry's financial performance allows investors to make more meaningful period-to-period comparisons of the Company's operating results, to better identify operating trends that may otherwise be masked or distorted by exchange rate changes and to perform related trend analysis, and provides a higher degree of transparency of information used by management in its evaluation of Korn Ferry's ongoing operations and financial and operational decision-making. 

      [Tables attached]

      KORN FERRY AND SUBSIDIARIES

      CONSOLIDATED STATEMENTS OF INCOME

      (in thousands, except per share amounts)



      Three Months Ended


      Six Months Ended


      October 31,


      October 31,


      2018


      2017


      2018


      2017


      (unaudited)

       Fee revenue

      $

      495,205


      $

      443,018


      $

      960,773


      $

      844,272

       Reimbursed out-of-pocket engagement expenses


      11,588



      12,450



      24,382



      26,113

                 Total revenue


      506,793



      455,468



      985,155



      870,385













       Compensation and benefits


      335,835



      299,819



      657,740



      572,575

       General and administrative expenses


      57,738



      58,603



      226,462



      116,864

       Reimbursed expenses


      11,588



      12,450



      24,382



      26,113

       Cost of services


      19,627



      19,883



      37,954



      35,696

       Depreciation and amortization


      11,018



      12,447



      22,749



      24,656

       Restructuring (recoveries) charges, net


      -



      (202)



      -



      78

                 Total operating expenses


      435,806



      403,000



      969,287



      775,982













       Operating income


      70,987



      52,468



      15,868



      94,403

       Other (loss) income, net


      (4,600)



      3,447



      (109)



      6,801

       Interest expense, net


      (4,337)



      (3,624)



      (8,440)



      (7,304)

                Income before provision (benefit) for income taxes and equity in earnings of unconsolidated subsidiaries


      62,050



      52,291



      7,319



      93,900

       Equity in earnings of unconsolidated subsidiaries


      100



      60



      129



      90

       Income tax provision (benefit)


      14,833



      15,619



      (1,277)



      27,829

       Net income


      47,317



      36,732



      8,725



      66,161

                 Net income attributable to noncontrolling interest


      (1,283)



      (401)



      (1,302)



      (789)

       Net income attributable to Korn/Ferry International

      $

      46,034


      $

      36,331


      $

      7,423


      $

      65,372













       Earnings per common share attributable to Korn/Ferry International:












            Basic

      $

      0.82


      $

      0.65


      $

      0.13


      $

      1.16

            Diluted

      $

      0.81


      $

      0.64


      $

      0.13


      $

      1.15













       Weighted-average common shares outstanding:












            Basic


      55,461



      55,390



      55,420



      55,592

            Diluted


      56,239



      55,978



      56,306



      56,252













       Cash dividends declared per share:

      $

      0.10


      $

      0.10


      $

      0.20


      $

      0.20

      KORN FERRY AND SUBSIDIARIES

      FINANCIAL SUMMARY BY SEGMENT

      (in thousands)

      (unaudited)




      Three Months Ended October 31,


      Six Months Ended October 31,



      2018




      2017


      %
      Change


      2018




      2017


      %
      Change






















      Fee revenue:




















      Executive Search:





















      North America

      $

      115,863




      $

      101,544


      14.1%


      $

      227,960




      $

      193,377


      17.9%


      EMEA


      44,928





      41,346


      8.7%



      91,582





      81,467


      12.4%


      Asia Pacific


      27,936





      25,912


      7.8%



      54,231





      47,490


      14.2%


      Latin America


      8,907





      7,964


      11.8%



      16,785





      15,623


      7.4%

      Total Executive Search


      197,634





      176,766


      11.8%



      390,558





      337,957


      15.6%

      Advisory


      217,089





      199,953


      8.6%



      412,464





      379,406


      8.7%

      RPO and Professional Search


      80,482





      66,299


      21.4%



      157,751





      126,909


      24.3%


      Total fee revenue


      495,205





      443,018


      11.8%



      960,773





      844,272


      13.8%

      Reimbursed out-of-pocket engagement expenses


      11,588





      12,450


      (6.9)%



      24,382





      26,113


      (6.6)%


      Total revenue

      $

      506,793




      $

      455,468


      11.3%


      $

      985,155




      $

      870,385


      13.2%


      Operating income (loss):




      Margin





      Margin





      Margin





      Margin

      Executive Search:





















      North America

      $

      35,328


      30.5%


      $

      23,039


      22.7%


      $

      61,842


      27.1%


      $

      45,109


      23.3%


      EMEA


      7,319


      16.3%



      6,345


      15.3%



      14,288


      15.6%



      13,020


      16.0%


      Asia Pacific


      6,767


      24.2%



      4,381


      16.9%



      13,408


      24.7%



      7,522


      15.8%


      Latin America


      2,053


      23.0%



      1,527


      19.2%



      2,807


      16.7%



      2,553


      16.3%

      Total Executive Search


      51,467


      26.0%



      35,292


      20.0%



      92,345


      23.6%



      68,204


      20.2%

      Advisory


      29,426


      13.6%



      26,347


      13.2%



      (53,653)


      (13.0)%



      45,402


      12.0%

      RPO and Professional Search


      12,516


      15.6%



      9,418


      14.2%



      24,161


      15.3%



      17,663


      13.9%

      Corporate


      (22,422)





      (18,589)





      (46,985)





      (36,866)




       Total operating income

      $

      70,987


      14.3%


      $

      52,468


      11.8%


      $

      15,868


      1.7%


      $

      94,403


      11.2%

      KORN FERRY AND SUBSIDIARIES

      CONSOLIDATED BALANCE SHEETS

      (in thousands, except per share amounts)



      October 31,


      April 30,


      2018


      2018


      (unaudited)




      ASSETS






      Cash and cash equivalents

      $

      387,679


      $

      520,848

      Marketable securities


      6,686



      14,293

      Receivables due from clients, net of allowance for doubtful accounts of $20,197 and $17,845 at October 31, 2018 and April 30, 2018, respectively


      433,557



      384,996

      Income taxes and other receivables


      29,009



      29,089

      Unearned compensation


      41,804



      37,333

      Prepaid expenses and other assets


      32,953



      27,700

      Total current assets


      931,688



      1,014,259







      Marketable securities, non-current


      128,913



      122,792

      Property and equipment, net


      126,242



      119,901

      Cash surrender value of company owned life insurance policies, net of loans


      123,205



      120,087

      Deferred income taxes


      37,776



      25,520

      Goodwill


      579,863



      584,222

      Intangible assets, net


      89,662



      203,216

      Unearned compensation, non-current


      94,927



      78,295

      Investments and other assets


      22,191



      19,622

      Total assets

      $

      2,134,467


      $

      2,287,914







      LIABILITIES AND STOCKHOLDERS' EQUITY






      Accounts payable

      $

      34,764


      $

      35,196

      Income taxes payable


      19,453



      23,034

      Compensation and benefits payable


      231,688



      304,980

      Term loan


      26,629



      24,911

      Other accrued liabilities


      153,088



      170,339

      Total current liabilities


      465,622



      558,460







      Deferred compensation and other retirement plans


      234,098



      227,729

      Term loan, non-current


      197,997



      211,311

      Deferred tax liabilities


      1,751



      9,105

      Other liabilities


      58,402



      61,694

      Total liabilities


      957,870



      1,068,299







      Stockholders' equity






      Common stock: $0.01 par value, 150,000 shares authorized, 72,202 and 71,631 shares issued and 56,511 and 56,517 shares outstanding at October 31, 2018 and April 30, 2018, respectively


      664,486



      683,942

      Retained earnings


      577,333



      572,800

      Accumulated other comprehensive loss, net


      (68,581)



      (40,135)

      Total Korn/Ferry International stockholders' equity


      1,173,238



      1,216,607

      Noncontrolling interest


      3,359



      3,008

      Total stockholders' equity


      1,176,597



      1,219,615

      Total liabilities and stockholders' equity

      $

      2,134,467


      $

      2,287,914

      KORN FERRY AND SUBSIDIARIES

      RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES

      (in thousands, except per share amounts)



      Three Months Ended


      Six Months Ended


      October 31,


      October 31,


      2018


      2017


      2018


      2017


      (unaudited)

       Operating income

      $

      70,987


      $

      52,468


      $

      15,868


      $

      94,403

       Depreciation and amortization


      11,018



      12,447



      22,749



      24,656

       Other (loss) income, net


      (4,600)



      3,447



      (109)



      6,801

       Equity in earnings of unconsolidated subsidiaries, net


      100



      60



      129



      90

                 EBITDA


      77,505



      68,422



      38,637



      125,950

       Restructuring (recoveries) charges, net (1)


      -



      (202)



      -



      78

       Integration/acquisition costs (2)


      2,835



      2,393



      5,942



      4,981

       Tradename write-offs (3)


      -



      -



      106,555



      -

                 Adjusted EBITDA

      $

      80,340


      $

      70,613


      $

      151,134


      $

      131,009













       Operating margin


      14.3%



      11.8%



      1.7%



      11.2%

       Depreciation and amortization


      2.3%



      2.8%



      2.3%



      2.9%

       Other (loss) income, net


      (0.9)%



      0.8%



      -



      0.8%

       Equity in earnings of unconsolidated subsidiaries, net


      -



      -



      -



      -

                  EBITDA margin


      15.7%



      15.4%



      4.0%



      14.9%

       Restructuring (recoveries) charges, net (1)


      -



      -



      -



      -

       Integration/acquisition costs (2)


      0.5%



      0.5%



      0.6%



      0.6%

       Tradename write-offs (3)


      -



      -



      11.1%



      -

                 Adjusted EBITDA margin


      16.2%



      15.9%



      15.7%



      15.5%













       Net income attributable to Korn/Ferry International

      $

      46,034


      $

      36,331


      $

      7,423


      $

      65,372

       Restructuring (recoveries) charges, net (1)


      -



      (202)



      -



      78

       Integration/acquisition costs (2)


      2,835



      2,393



      5,942



      4,981

       Tradename write-offs (3)


      -



      -



      106,555



      -

       Tax effect on the above items (4)


      (634)



      (681)



      (27,527)



      (1,405)

                 Adjusted net income attributable to Korn/Ferry International

      $

      48,235


      $

      37,841


      $

      92,393


      $

      69,026













       Basic earnings per common share

      $

      0.82


      $

      0.65


      $

      0.13


      $

      1.16

       Restructuring (recoveries) charges, net (1)


      -



      -



      -



      -

       Integration/acquisition costs (2)


      0.05



      0.04



      0.11



      0.10

       Tradename write-offs (3)


      -



      -



      1.92



      -

       Tax effect on the above items (4)


      (0.01)



      (0.01)



      (0.51)



      (0.03)

                 Adjusted basic earnings per share

      $

      0.86


      $

      0.68


      $

      1.65


      $

      1.23













       Diluted earnings per common share

      $

      0.81


      $

      0.64


      $

      0.13


      $

      1.15

       Restructuring (recoveries) charges, net (1)


      -



      -



      -



      -

       Integration/acquisition costs (2)


      0.05



      0.04



      0.11



      0.09

       Tradename write-offs (3)


      -



      -



      1.88



      -

       Tax effect on the above items (4)


      (0.01)



      (0.01)



      (0.50)



      (0.03)

                 Adjusted diluted earnings per share

      $

      0.85


      $

      0.67


      $

      1.62


      $

      1.21



      Explanation of Non-GAAP Adjustments

      (1)

      Restructuring plan implemented in order to rationalize our cost structure by eliminating redundant positions and consolidating office space due to a previous acquisition that took place on December 1, 2015.

      (2)

      Costs associated with completing a previous acquisition, such as legal and professional fees, retention awards and the on-going integration expenses to combine the companies.

      (3)

      The Company is implementing a plan to go to market under a single, master brand architecture 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. As a result of this the Company was required under U.S. generally accepted accounting principles to record a one-time, non-cash tradename write-offs.

      (4)

      Tax effect on restructuring (recoveries) charges, net, integration/acquisition costs and tradename write-offs.

      KORN FERRY AND SUBSIDIARIES

      RECONCILIATION OF NET INCOME AND OPERATING INCOME (GAAP) TO

      EBITDA AND ADJUSTED EBITDA (NON-GAAP)

      (in thousands)

      (unaudited)



      Three Months Ended October 31, 2018


      Executive Search














      North
      America


      EMEA


      Asia
      Pacific


      Latin
      America


      Subtotal


      Advisory


      RPO and
      Professional
      Search


      Corporate


      Consolidated




























      Fee revenue

      $

      115,863


      $

      44,928


      $

      27,936


      $

      8,907


      $

      197,634


      $

      217,089


      $

      80,482


      $

      -


      $

      495,205

      Total revenue

      $

      119,322


      $

      45,636


      $

      28,146


      $

      8,912


      $

      202,016


      $

      221,419


      $

      83,358


      $

      -


      $

      506,793




























      Net income attributable to Korn/Ferry International

























      $

      46,034

      Net income attributable to noncontrolling interest


























      1,283

      Other loss, net


























      4,600

      Interest expense, net


























      4,337

      Equity in earnings of unconsolidated subsidiaries, net


























      (100)

      Income tax provision


























      14,833

      Operating income (loss)

      $

      35,328


      $

      7,319


      $

      6,767


      $

      2,053


      $

      51,467


      $

      29,426


      $

      12,516


      $

      (22,422)



      70,987

      Depreciation and amortization


      968



      95



      375



      101



      1,539



      6,964



      761



      1,754



      11,018

      Other (loss) income, net


      (4,081)



      22



      77



      93



      (3,889)



      265



      (79)



      (897)



      (4,600)

      Equity in earnings of unconsolidated subsidiaries, net


      100



      -



      -



      -



      100



      -



      -



      -



      100

      EBITDA


      32,315



      7,436



      7,219



      2,247



      49,217



      36,655



      13,198



      (21,565)



      77,505

      EBITDA margin


      27.9%



      16.6%



      25.8%



      25.2%



      24.9%



      16.9%



      16.4%






      15.7%




























      Integration/acquisition costs


      -



      -



      -



      -



      -



      2,755



      -



      80



      2,835

      Adjusted EBITDA

      $

      32,315


      $

      7,436


      $

      7,219


      $

      2,247


      $

      49,217


      $

      39,410


      $

      13,198


      $

      (21,485)


      $

      80,340

      Adjusted EBITDA margin


      27.9%



      16.6%



      25.8%



      25.2%



      24.9%



      18.2%



      16.4%






      16.2%





























      Three Months Ended October 31, 2017


      Executive Search














      North
      America


      EMEA


      Asia
      Pacific


      Latin
      America


      Subtotal


      Advisory


      RPO and
      Professional
      Search


      Corporate


      Consolidated




























      Fee revenue

      $

      101,544


      $

      41,346


      $

      25,912


      $

      7,964


      $

      176,766


      $

      199,953


      $

      66,299


      $

      -


      $

      443,018

      Total revenue

      $

      104,329


      $

      42,073


      $

      26,187


      $

      7,994


      $

      180,583


      $

      203,836


      $

      71,049


      $

      -


      $

      455,468




























      Net income attributable to Korn/Ferry International

























      $

      36,331

      Net income attributable to noncontrolling interest


























      401

      Other income, net


























      (3,447)

      Interest expense, net


























      3,624

      Equity in earnings of unconsolidated subsidiaries, net


























      (60)

      Income tax provision


























      15,619

      Operating income (loss)

      $

      23,039


      $

      6,345


      $

      4,381


      $

      1,527


      $

      35,292


      $

      26,347


      $

      9,418


      $

      (18,589)



      52,468

      Depreciation and amortization


      984



      459



      371



      111



      1,925



      8,143



      784



      1,595



      12,447

      Other income, net


      290



      43



      94



      39



      466



      455



      -



      2,526



      3,447

      Equity in earnings of unconsolidated subsidiaries, net


      60



      -



      -



      -



      60



      -



      -



      -



      60

      EBITDA


      24,373



      6,847



      4,846



      1,677



      37,743



      34,945



      10,202



      (14,468)



      68,422

      EBITDA margin


      24.0%



      16.6%



      18.7%



      21.1%



      21.4%



      17.5%



      15.4%






      15.4%




























      Restructuring (recoveries) charges, net


      -



      -



      273



      -



      273



      (481)



      6



      -



      (202)

      Integration/acquisition costs


      -



      -



      -



      -



      -



      2,313



      -



      80



      2,393

      Adjusted EBITDA

      $

      24,373


      $

      6,847


      $

      5,119


      $

      1,677


      $

      38,016


      $

      36,777


      $

      10,208


      $

      (14,388)


      $

      70,613

      Adjusted EBITDA margin


      24.0%



      16.6%



      19.8%



      21.1%



      21.5%



      18.4%



      15.4%






      15.9%

      KORN FERRY AND SUBSIDIARIES

      RECONCILIATION OF NET INCOME AND OPERATING INCOME (GAAP) TO

      EBITDA AND ADJUSTED EBITDA (NON-GAAP)

      (in thousands)

      (unaudited)



      Six Months Ended October 31, 2018


      Executive Search














      North
      America


      EMEA


      Asia
      Pacific


      Latin
      America


      Subtotal


      Advisory


      RPO and
      Professional
      Search


      Corporate


      Consolidated




























      Fee revenue

      $

      227,960


      $

      91,582


      $

      54,231


      $

      16,785


      $

      390,558


      $

      412,464


      $

      157,751


      $

      -


      $

      960,773

      Total revenue

      $

      235,079


      $

      93,385


      $

      54,771


      $

      16,815


      $

      400,050


      $

      421,566


      $

      163,539


      $

      -


      $

      985,155




























      Net income attributable to Korn/Ferry International

























      $

      7,423

      Net income attributable to noncontrolling interest


























      1,302

      Other loss, net


























      109

      Interest expense, net


























      8,440

      Equity in earnings of unconsolidated subsidiaries, net


























      (129)

      Income tax benefit


























      (1,277)

      Operating income (loss)

      $

      61,842


      $

      14,288


      $

      13,408


      $

      2,807


      $

      92,345


      $

      (53,653)


      $

      24,161


      $

      (46,985)



      15,868

      Depreciation and amortization


      1,947



      465



      745



      208



      3,365



      14,395



      1,522



      3,467



      22,749

      Other (loss) income, net


      (609)



      362



      252



      130



      135



      835



      26



      (1,105)



      (109)

      Equity in earnings of unconsolidated subsidiaries, net


      129



      -



      -



      -



      129



      -



      -



      -



      129

      EBITDA


      63,309



      15,115



      14,405



      3,145



      95,974



      (38,423)



      25,709



      (44,623)



      38,637

      EBITDA margin


      27.8%



      16.5%



      26.6%



      18.7%



      24.6%



      (9.3)%



      16.3%






      4.0%




























      Integration/acquisition costs


      -



      -



      -



      -



      -



      5,782



      -



      160



      5,942

      Tradename write-offs


      -



      -



      -



      -



      -



      106,555



      -



      -



      106,555

      Adjusted EBITDA

      $

      63,309


      $

      15,115


      $

      14,405


      $

      3,145


      $

      95,974


      $

      73,914


      $

      25,709


      $

      (44,463)


      $

      151,134

      Adjusted EBITDA margin


      27.8%



      16.5%



      26.6%



      18.7%



      24.6%



      17.9%



      16.3%






      15.7%
























































      Six Months Ended October 31, 2017


      Executive Search














      North
      America


      EMEA


      Asia
      Pacific


      Latin
      America


      Subtotal


      Advisory


      RPO and
      Professional
      Search


      Corporate


      Consolidated




























      Fee revenue

      $

      193,377


      $

      81,467


      $

      47,490


      $

      15,623


      $

      337,957


      $

      379,406


      $

      126,909


      $

      -


      $

      844,272

      Total revenue

      $

      199,534


      $

      83,131


      $

      48,067


      $

      15,658


      $

      346,390


      $

      387,132


      $

      136,863


      $

      -


      $

      870,385




























      Net income attributable to Korn/Ferry International

























      $

      65,372

      Net income attributable to noncontrolling interest


























      789

      Other income, net


























      (6,801)

      Interest expense, net


























      7,304

      Equity in earnings of unconsolidated subsidiaries, net


























      (90)

      Income tax provision


























      27,829

      Operating income (loss)

      $

      45,109


      $

      13,020


      $

      7,522


      $

      2,553


      $

      68,204


      $

      45,402


      $

      17,663


      $

      (36,866)



      94,403

      Depreciation and amortization


      1,933



      887



      691



      218



      3,729



      16,228



      1,580



      3,119



      24,656

      Other income, net


      572



      99



      199



      59



      929



      886



      8



      4,978



      6,801

      Equity in earnings of unconsolidated subsidiaries, net


      90



      -



      -



      -



      90



      -



      -



      -



      90

      EBITDA


      47,704



      14,006



      8,412



      2,830



      72,952



      62,516



      19,251



      (28,769)



      125,950

      EBITDA margin


      24.7%



      17.2%



      17.7%



      18.1%



      21.6%



      16.5%



      15.2%






      14.9%




























      Restructuring (recoveries) charges, net


      -



      -



      313



      -



      313



      (241)



      6



      -



      78

      Integration/acquisition costs


      -



      -



      -



      -



      -



      4,862



      -



      119



      4,981

      Adjusted EBITDA

      $

      47,704


      $

      14,006


      $

      8,725


      $

      2,830


      $

      73,265


      $

      67,137


      $

      19,257


      $

      (28,650)


      $

      131,009

      Adjusted EBITDA margin


      24.7%



      17.2%



      18.4%



      18.1%



      21.7%



      17.7%



      15.2%






      15.5%

      SOURCE Korn Ferry

      Modal title

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