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      Korn/Ferry International Announces Fourth Quarter Fiscal 2010 Results of Operations

      Highlights

      - Fourth quarter fiscal 2010 fee revenue increased 58% to $168.7 million, compared to $107.0 million in the same quarter last year.

      - Q4 FY'10 diluted earnings per share was $0.19, compared to diluted loss per share of $0.40 in Q4 FY'09. Excluding restructuring charges, Q4 FY'10 diluted earnings per share was $0.19 compared to diluted loss per share of $0.06 in Q4 FY'09.

      - Cash and marketable securities were $296.5 million at April 30, 2010.


      News provided by

      Korn/Ferry International

      Jun 14, 2010, 04:30 ET

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      LOS ANGELES, June 14 /PRNewswire-FirstCall/ -- Korn/Ferry International (NYSE: KFY), a premier global provider of talent management solutions, announced Q4 FY'10 diluted earnings per share of $0.19 compared to diluted loss per share of $0.40 in Q4 FY'09.  Excluding net restructuring charges of $0.1 million and $25.1 million, respectively, diluted earnings per share was $0.19 in Q4 FY'10, compared to diluted loss per share of $0.06 in Q4 FY'09.

      "Over the past year we remained focused on preserving our brand, positioning our company for long-term growth and remaining close to clients," said Gary Burnison, Chief Executive Officer of Korn/Ferry International. "With growth of 58% year over year and 15% sequentially we are leading our industry.  We believe the combination of our multi-services, geographic reach and pristine brand have positioned us to become the leading diversified talent solutions company in the world. It is clear that our differentiation strategy is working and I am enormously proud of the collective effort and accomplishments of our worldwide colleagues during fiscal 2010."

      Financial Results

      (dollars in millions, except per share amounts)



      Fourth Quarter


      Year to Date



      FY'10


      FY'09


      FY'10


      FY'09


      Fee revenue

      $  168.7


      $  107.0


      $  572.4


      $  638.2


      Total revenue

      $  176.9


      $  114.4


      $  599.6


      $  676.1


      Operating income (loss)

      $  13.6


      $  (30.3)


      $  (2.7)


      $  3.7


      Operating margin

      8.1

      %

      (28.3)

      %

      (0.5)

      %

      0.6

      %

      Net income (loss)

      $  8.9


      $  (17.2)


      $  5.3


      $  (10.1)


      Basic earnings (loss) per share

      $  0.20


      $  (0.40)


      $  0.12


      $  (0.23)


      Diluted earnings (loss) per share

      $  0.19


      $  (0.40)


      $  0.12


      $  (0.23)






      Adjusted Results (a):

      Fourth Quarter


      Year to Date



      FY'10


      FY'09


      FY'10


      FY'09


      Operating income (loss)

      $  13.7


      $  (5.2)


      $  17.9


      $  45.6


      Operating margin

      8.1

      %

      (4.9)

      %

      3.1

      %

      7.2

      %

      Net income (loss)

      $  9.0


      $  (2.5)


      $  15.8


      $  15.0


      Basic earnings (loss) per share

      $  0.20


      $  (0.06)


      $  0.36


      $  0.35


      Diluted earnings (loss) per share

      $  0.19


      $  (0.06)


      $  0.35


      $  0.34



      (a) Adjusted results are non-GAAP financial measures that exclude the following:





      Fourth Quarter


      Year to Date



      FY'10


      FY'09


      FY'10


      FY'09


      Restructuring charges, net

      $  0.1


      $  25.1


      $  20.6


      $  41.9


      Certain tax adjustments (b)

      $  —


      $  —


      $  (2.8)


      $  —



      (b) Includes reversal of a reserve previously taken against an uncertain tax position and an increased valuation allowance related to cash repatriations and foreign tax credits.





      Fee revenue was $168.7 million in Q4 FY'10 compared to $107.0 million in Q4 FY'09, an increase of 58% (or an increase of 50%, or $53.7 million, on a constant currency basis), which reflects improving economic conditions in North America and abroad and stronger demand for permanent recruitment.  Q4 FY'10 includes fee revenue from the acquisition of Whitehead Mann, which closed on June 11, 2009.  Fee revenue improved globally due to an increase in revenue from all segments of the business resulting from a 45% increase in the number of executive recruitment engagements billed as well as a 13% increase in the weighted-average fee billed per executive recruitment engagement compared to the prior year (an increase of 8% excluding the impact of exchange rates).    Furthermore, the Company experienced a 15% increase in fee revenue compared to Q3 FY'10 as a result of the improving economic conditions.

      Compensation and benefits were $118.1 million in Q4 FY'10, an increase of $41.3 million, or 54%, compared to $76.8 million in Q4 FY'09.  This increase is attributable mainly to an increase in the variable component of compensation when compared to the prior year, which was lower than normal in Q4 FY'09 due to the challenging economic conditions.  Changes in exchange rates impacted compensation and benefits in Q4 FY'10 unfavorably by $4.8 million compared to Q4 FY'09.

      General and administrative expenses were $28.4 million in Q4 FY'10, a decrease of $1.2 million, or 4% from $29.6 million in Q4 FY'09.  This decrease is attributable to a $2.1 million decrease in the provision for bad debts, partially offset by an increase in business development and marketing costs and unrealized foreign exchange losses.  The decrease in the provision for bad debts is due to a higher than normal provision in the prior year, as a result of the challenging macroeconomic conditions experienced in Q4 FY'09.  Changes in exchange rates impacted general and administrative expenses in Q4 FY'10 unfavorably by $1.5 million compared to Q4 FY'09.

      Operating income was $13.6 million in Q4 FY'10 compared to operating loss of $30.3 million in Q4 FY'09, an increase of $43.9 million.  Excluding restructuring charges of $0.1 million in Q4 FY'10 and $25.1 million in Q4 FY'09, operating income was $13.7 million in Q4 FY'10 and the operating loss was $5.2 million in Q4 FY'09, an increase of $18.9 million as compared to Q4 FY'09.

      Balance Sheet and Liquidity

      Cash and marketable securities were $296.5 million at April 30, 2010 compared to $330.3 million at April 30, 2009.  Cash and marketable securities include $69.0 million and $60.8 million, held in trust for deferred compensation plans, at April 30, 2010 and 2009, respectively.  Cash and marketable securities decreased by $33.8 million from Q4 FY'09 mainly due to payments on previously disclosed acquisitions in the current fiscal year.  

      Results by Segment


      Selected Executive Recruitment Data

      (dollars in millions)



      Fourth Quarter


      Year to Date



      FY'10


      FY'09


      FY'10


      FY'09


      Fee revenue

      $  150.6


      $  91.9


      $  504.4


      $  543.3


      Total revenue

      $  157.4


      $  98.3


      $  526.6


      $  572.3


      Operating income (loss)

      $  23.1


      $  (16.1)


      $  38.2


      $  47.4


      Operating margin

      15.4

      %

      (17.5)

      %

      7.6

      %

      8.7

      %

      Ending number of consultants

      473


      460


      473


      460


      Average number of consultants

      479


      479


      482


      509


      Engagements billed

      3,673


      2,536


      9,164


      9,227











      New engagements (a)

      1,925


      1,139


      6,505


      5,945











      Adjusted Results (b):

      Fourth Quarter


      Year to Date



      FY'10


      FY'09


      FY'10


      FY'09


      Operating income

      $  23.1


      $  3.3


      $  61.6


      $  77.9


      Operating margin

      15.4

      %

      3.6

      %

      12.2

      %

      14.3

      %


      (a) Represents new engagements opened in the respective period.


      (b) Adjusted results are non-GAAP financial measures that exclude restructuring charges (net of reductions) of $23.4 million during the year ended April 30, 2010 (see attached reconciliations).  Comparative results exclude restructuring charges of $19.4 million and $30.5 million during the three months and year ended April 30, 2009, respectively.



      Fee revenue was $150.6 million in Q4 FY'10, an increase of $58.7 million, or 64%, when compared to fee revenue of $91.9 million in Q4 FY'09.  On a constant currency basis, fee revenue increased by $52.4 million or 57%, when compared to the same quarter a year ago.  Fee revenue increased in all regions due to a 45% increase in the overall number of engagements billed and an increase in the average fee per engagement billed of 13% when compared to Q4 FY'09 (an increase of 8% excluding the impact of exchange rates).  

      Operating income was $23.1 million in Q4 FY'10 compared to operating loss of $16.1 million in Q4 FY'09.  Excluding restructuring charges of $19.4 million incurred in Q4 FY'09, operating income was $3.3 million in Q4 FY'09 compared to $23.1 million in Q4 FY'10.

      The total number of consultants at April 30, 2010 was 473, an increase of 13 from April 30, 2009.

      Selected Futurestep Data

      (dollars in millions)



      Fourth Quarter


      Year to Date



      FY'10


      FY'09


      FY'10


      FY'09


      Fee revenue

      $  18.1


      $  15.1


      $  68.0


      $  94.9


      Total revenue

      $  19.5


      $  16.1


      $  73.0


      $  103.8


      Operating (loss) income

      $  (1.1)


      $  (7.8)


      $  1.3


      $  (12.0)


      Operating margin

      (5.9)

      %

      (51.7)

      %

      1.9

      %

      (12.7)

      %










      Adjusted Results (a):

      Fourth Quarter


      Year to Date



      FY'10


      FY'09


      FY'10


      FY'09


      Operating loss

      $  (1.0)


      $  (2.1)


      $  (1.5)


      $  (0.6)


      Operating margin

      (5.5)

      %

      (14.2)

      %

      (2.2)

      %

      (0.6)

      %


      (a) Adjusted results are non-GAAP financial measures that exclude restructuring charges of $0.1 million and restructuring reductions of $2.8 million during the three months and year ended April 30, 2010, respectively (see attached reconciliations).  Comparative results exclude restructuring charges of $5.6 million and $11.4 million during the three months and year ended April 30, 2009, respectively.




      Fee revenue was $18.1 million in Q4 FY'10, an increase of $3.0 million, or 20%, from $15.1 million in Q4 FY'09.  On a constant currency basis, fee revenue increased by $1.3 million in Q4 FY'10, compared to the same quarter a year ago.  Increases in fee revenue were driven by a 21% increase in the average fee per engagement billed, partially offset by a decrease in the number of engagements billed.

      Q4 FY'10 and Q4 FY'09 operating loss includes restructuring costs of $0.1 million and $5.6 million, respectively, without such charges, operating loss would have been $1.0 million  in Q4 FY'10 compared $2.1 million in Q4 FY'09.  Operating loss was $1.1 million in Q4 FY'10 compared to an operating loss of $7.8 million in Q4 FY'09. Q4 FY'10 operating loss includes $1.2 million in severance costs, excluding severance and restructuring costs, operating income would have been $0.2 million.

      Outlook

      Assuming constant foreign exchange rates, Q1 FY'11 fee revenue is likely to be in the range of $155 million to $175 million and diluted earnings per share is likely to be in the range of $0.15 to $0.25.  

      Earnings Conference Call Webcast

      The earnings conference call will be held tomorrow at 9:00 AM (EDT) and hosted by Gary Burnison, Chief Executive Officer, Mike DiGregorio, Chief Financial Officer and Gregg Kvochak, Vice President of Finance.  The conference call will be webcast and available online at www.kornferry.com, accessible through the Investor Relations section.

      Korn/Ferry International (NYSE: KFY), with a presence throughout the Americas, Asia Pacific, Europe, the Middle East and Africa, is a premier global provider of talent management solutions celebrating 40 years in business. Based in Los Angeles, the firm delivers an array of solutions that help clients to attract, develop, retain and sustain their talent. Visit www.kornferry.com for more information on the Korn/Ferry International family of companies, and www.kornferryinstitute.com for thought leadership, intellectual property and research.

      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.  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 relate to competition, the dependence on attracting and retaining qualified and experienced consultants, the portability of client relationships, local political or economic developments in or affecting countries where we have operations, including fluctuations in exchange rates, risks related to the growth and results of Futurestep, global economic developments, restrictions imposed by off-limits agreements, reliance on information systems, the successful integration of acquired businesses and employment liability risk.  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").  These non-GAAP financial measures include:

      • adjusted operating income (loss) and operating margin, adjusted to exclude restructuring charges (reductions), net,
      • adjusted net income (loss), basic and diluted earnings (loss) per share, adjusted to exclude restructuring charges (reductions) and certain tax adjustments and;
      • constant currency 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.

      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 that may not be indicative of Korn/Ferry's ongoing operating results.  The use of these non-GAAP financial measures facilitate comparisons to Korn/Ferry's historical performance.  Korn/Ferry includes these non-GAAP financial measures because management believes it is 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.

      [Tables attached]



      KORN/FERRY INTERNATIONAL AND SUBSIDIARIES

      CONSOLIDATED STATEMENTS OF OPERATIONS

      (in thousands, except per share amounts)






















      Three Months Ended


      Year Ended



      April 30,


      April 30,



      2010


      2009


      2010


      2009



      (unaudited)





      Fee revenue


      $           168,690


      $           106,980


      $           572,380


      $           638,223

      Reimbursed out-of-pocket engagement expenses


      8,215


      7,446


      27,269


      37,905

                Total revenue


      176,905


      114,426


      599,649


      676,128










      Compensation and benefits


      118,225


      76,783


      413,340


      442,632

      General and administrative expenses


      28,427


      29,566


      115,280


      126,882

      Out-of-pocket engagement expenses


      13,495


      10,317


      41,585


      49,388

      Depreciation and amortization


      3,049


      2,946


      11,493


      11,583

      Restructuring charges, net


      80


      25,070


      20,673


      41,915

                Total operating expenses


      163,276


      144,682


      602,371


      672,400










      Operating income (loss)


      13,629


      (30,256)


      (2,722)


      3,728










      Interest and other income (loss), net


      2,080


      1,064


      7,444


      (15,801)

                Income (loss) before provision (benefit) for income taxes









                       and equity in earnings of unconsolidated subsidiaries


      15,709


      (29,192)


      4,722


      (12,073)

      Income tax provision (benefit)


      6,245


      (11,943)


      (485)


      384

      Equity in (loss) earnings of unconsolidated subsidiaries, net


      (548)


      49


      91


      2,365

                 Net income (loss)


      $               8,916


      $           (17,200)


      $               5,298


      $           (10,092)










      Earnings (loss) per common share:









           Basic


      $                 0.20


      $               (0.40)


      $                 0.12


      $               (0.23)

           Diluted


      $                 0.19


      $               (0.40)


      $                 0.12


      $               (0.23)










      Weighted-average common shares outstanding:









           Basic


      44,783


      43,475


      44,413


      43,522

           Diluted


      46,220


      43,475


      45,457


      43,522



      KORN/FERRY INTERNATIONAL AND SUBSIDIARIES

      FINANCIAL SUMMARY BY SEGMENT

      (in thousands)

      (unaudited)




















      Three Months Ended



      Year Ended




      April 30,



      April 30,




      2010




      2009




      2010




      2009




















      Fee Revenue:
















      Executive recruitment:

















      North America

      $                85,037




      $               56,865




      $             278,746




      $             309,514




      EMEA (1)

      36,257




      20,685




      137,497




      143,184




      Asia Pacific

      21,695




      10,151




      64,132




      66,332




      South America

      7,630




      4,260




      24,026




      24,323



      Total executive recruitment

      150,619




      91,961




      504,401




      543,353



      Futurestep

      18,071




      15,019




      67,979




      94,870




      Total fee revenue

      168,690




      106,980




      572,380




      638,223



      Reimbursed out-of-pocket engagement expenses

      8,215




      7,446




      27,269




      37,905




      Total revenue

      $              176,905




      $             114,426




      $             599,649




      $             676,128





































      Adjusted Operating Income (Loss):
















       (Excluding Restructuring Charges)



      Margin




      Margin




      Margin




      Margin

      Executive recruitment:

















      North America

      $                12,183


      14.3%


      $                 1,362


      2.4%


      $               40,993


      14.7%


      $               49,520


      16.0%


      EMEA

      3,514


      9.7%


      1,712


      8.3%


      9,423


      6.8%


      16,423


      11.5%


      Asia Pacific

      5,826


      26.9%


      (421)


      (4.1%)


      8,065


      12.6%


      7,636


      11.5%


      South America

      1,647


      21.6%


      683


      16.0%


      3,173


      13.2%


      4,305


      17.7%

      Total executive recruitment

      23,170


      15.4%


      3,336


      3.6%


      61,654


      12.2%


      77,884


      14.3%

      Futurestep

      (1,002)


      (5.5%)


      (2,129)


      (14.2%)


      (1,485)


      (2.2%)


      (582)


      (0.6%)

      Corporate

      (8,459)




      (6,393)




      (42,218)




      (31,659)




      Total adjusted operating income (loss)

      $                13,709


      8.1%


      $               (5,186)


      (4.9%)


      $               17,951


      3.1%


      $               45,643


      7.2%



































      Restructuring Charges (Reductions), net:
















      Executive recruitment:

















      North America

      $                   (332)


      (0.4%)


      $                 9,447


      16.6%


      $               (1,611)


      (0.6%)


      $               12,004


      3.9%


      EMEA

      136


      0.4%


      7,756


      37.5%


      24,934


      18.1%


      14,362


      10.1%


      Asia Pacific

      152


      0.7%


      1,293


      12.8%


      239


      0.4%


      2,240


      3.4%


      South America

      60


      0.8%


      909


      21.3%


      (113)


      (0.5%)


      1,864


      7.7%

      Total executive recruitment

      16


      0.0%


      19,405


      21.1%


      23,449


      4.6%


      30,470


      5.6%

      Futurestep

      64


      0.4%


      5,641


      37.5%


      (2,776)


      (4.1%)


      11,421


      12.1%

      Corporate

      -




      24




      -




      24




      Total restructuring charges (reductions), net

      $                       80


      0.0%


      $               25,070


      23.4%


      $               20,673


      3.6%


      $               41,915


      6.6%



































      Operating Income (Loss):



      Margin




      Margin




      Margin




      Margin

      Executive recruitment:

















      North America

      $                12,515


      14.7%


      $               (8,085)


      (14.2%)


      $               42,604


      15.3%


      $               37,516


      12.1%


      EMEA

      3,378


      9.3%


      (6,044)


      (29.2%)


      (15,511)


      (11.3%)


      2,061


      1.4%


      Asia Pacific

      5,674


      26.2%


      (1,714)


      (16.9%)


      7,826


      12.2%


      5,396


      8.1%


      South America

      1,587


      20.8%


      (226)


      (5.3%)


      3,286


      13.7%


      2,441


      10.0%

      Total executive recruitment

      23,154


      15.4%


      (16,069)


      (17.5%)


      38,205


      7.6%


      47,414


      8.7%

      Futurestep

      (1,066)


      (5.9%)


      (7,770)


      (51.7%)


      1,291


      1.9%


      (12,003)


      (12.7%)

      Corporate

      (8,459)




      (6,417)




      (42,218)




      (31,683)




      Total operating income (loss)

      $                13,629


      8.1%


      $             (30,256)


      (28.3%)


      $               (2,722)


      (0.5%)


      $                 3,728


      0.6%



































        (1)  Includes revenues from acquisition of Whitehead Mann, closed on June 11, 2009.



      KORN/FERRY INTERNATIONAL AND SUBSIDIARIES

      CONSOLIDATED BALANCE SHEETS

      (in thousands, except per share amounts)




      As of April 30,



      2010


      2009

      ASSETS





      Cash and cash equivalents


      $             219,233


      $             255,000

      Marketable securities


      4,114


      4,263

      Receivables due from clients, net of allowance for doubtful accounts





      of $5,983 and $11,197, respectively


      107,215


      67,308

      Income taxes and other receivables


      6,292


      9,001

      Deferred income taxes


      20,844


      14,583

      Prepaid expenses and other assets


      28,753


      21,442

      Total current assets


      386,451


      371,597






      Marketable securities, non-current


      73,105


      70,992

      Property and equipment, net


      24,963


      27,970

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


      69,069


      63,108

      Deferred income taxes


      59,742


      45,141

      Goodwill


      172,273


      133,331

      Intangible assets, net


      25,425


      16,928

      Investments and other assets


      16,070


      11,812

      Total assets


      $             827,098


      $             740,879






      LIABILITIES AND STOCKHOLDERS' EQUITY





      Accounts payable


      $               11,148


      $               10,282

      Income taxes payable


      6,323


      2,059

      Compensation and benefits payable


      131,550


      116,705

      Other accrued liabilities


      49,062


      44,301

      Total current liabilities


      198,083


      173,347






      Deferred compensation and other retirement plans


      123,794


      99,238

      Other liabilities


      13,879


      9,195

      Total liabilities


      335,756


      281,780






      Stockholders' equity





      Common stock: $0.01 par value, 150,000 shares authorized, 57,614 and





      56,185 shares issued and 45,979 and 44,729 shares outstanding, respectively


      388,717


      368,430

      Retained earnings


      90,220


      84,922

      Accumulated other comprehensive income, net


      12,934


      6,285

      Stockholders' equity


      491,871


      459,637

      Less:  notes receivable from stockholders


      (529)


      (538)

      Total stockholders' equity


      491,342


      459,099

      Total liabilities and stockholders' equity


      $             827,098


      $             740,879



      KORN/FERRY INTERNATIONAL AND SUBSIDIARIES

      CONSOLIDATED STATEMENTS OF OPERATIONS

      RECONCILIATION OF AS REPORTED (GAAP) TO AS ADJUSTED (NON-GAAP)

      APRIL 30, 2010

      (in thousands, except per share amounts)

      (unaudited)





























      Three Months Ended


      Year Ended



      April 30, 2010


      April 30, 2010



      As Reported


      Adjustments


      As Adjusted


      As Reported


      Adjustments


      As Adjusted




      Fee revenue


      $             168,690




      $             168,690


      $             572,380




      $             572,380

      Reimbursed out-of-pocket engagement expenses


      8,215




      8,215


      27,269




      27,269

                Total revenue


      176,905




      176,905


      599,649




      599,649














      Compensation and benefits


      118,225




      118,225


      413,340




      413,340

      General and administrative expenses


      28,427




      28,427


      115,280




      115,280

      Out-of-pocket engagement expenses


      13,495




      13,495


      41,585




      41,585

      Depreciation and amortization


      3,049




      3,049


      11,493




      11,493

      Restructuring charges, net


      80


      (80)


      -


      20,673


      (20,673)


      -

                Total operating expenses


      163,276


      (80)


      163,196


      602,371


      (20,673)


      581,698














      Operating income (loss)


      13,629


      80


      13,709


      (2,722)


      20,673


      17,951














      Interest and other income, net


      2,080




      2,080


      7,444




      7,444

                Income before provision (benefit) for income taxes













                       and equity in earnings of unconsolidated subsidiaries


      15,709


      80


      15,789


      4,722


      20,673


      25,395

      Income tax provision (benefit) (1) (2)


      6,245


      32


      6,277


      (485)


      10,172


      9,687

      Equity in (loss) earnings of unconsolidated subsidiaries, net


      (548)




      (548)


      91




      91

                 Net income


      $                 8,916


      $                     48


      $                 8,964


      $                 5,298


      $              10,501


      $               15,799














      Earnings per common share:













           Basic


      $                   0.20




      $                   0.20


      $                   0.12




      $                   0.36

           Diluted


      $                   0.19




      $                   0.19


      $                   0.12




      $                   0.35














      Weighted-average common shares outstanding:













           Basic


      44,783




      44,783


      44,413




      44,413

           Diluted


      46,220




      46,220


      45,457




      45,457














      Explanation of Non-GAAP Adjustments

      For the three months and year ended April 30, 2010:

        (1) Calculated using an annual effective tax rate of 40% and 38%, respectively, on operating expenses adjustments.

        (2) Includes reversal of a reserve previously taken against an uncertain tax position and an increased valuation allowance

              related to cash repatriations and foreign tax credits.



      KORN/FERRY INTERNATIONAL AND SUBSIDIARIES

      CONSOLIDATED STATEMENTS OF OPERATIONS

      RECONCILIATION OF AS REPORTED (GAAP) TO AS ADJUSTED (NON-GAAP)

      APRIL 30, 2009

      (in thousands, except per share amounts)

      (unaudited)
















      Three Months Ended


      Year Ended



      April 30, 2009


      April 30, 2009



      As Reported


      Adjustments


      As Adjusted


      As Reported


      Adjustments


      As Adjusted














      Fee revenue


      $             106,980




      $             106,980


      $             638,223




      $             638,223

      Reimbursed out-of-pocket engagement expenses


      7,446




      7,446


      37,905




      37,905

         Total revenue


      114,426




      114,426


      676,128




      676,128














      Compensation and benefits


      76,783




      76,783


      442,632




      442,632

      General and administrative expenses


      29,566




      29,566


      126,882




      126,882

      Out-of-pocket engagement expenses


      10,317




      10,317


      49,388




      49,388

      Depreciation and amortization


      2,946




      2,946


      11,583




      11,583

      Restructuring charges  


      25,070


      (25,070)


      -


      41,915


      (41,915)


      -

         Total operating expenses


      144,682


      (25,070)


      119,612


      672,400


      (41,915)


      630,485














      Operating (loss) income


      (30,256)


      25,070


      (5,186)


      3,728


      41,915


      45,643














      Interest and other income (loss), net


      1,064


      -


      1,064


      (15,801)


      -


      (15,801)

         (Loss) income before (benefit) provision for income taxes













                       and equity in earnings of unconsolidated subsidiaries


      (29,192)


      25,070


      (4,122)


      (12,073)


      41,915


      29,842

      Income tax (benefit) provision (1)


      (11,943)


      10,377


      (1,566)


      384


      16,778


      17,162

      Equity in earnings of unconsolidated subsidiaries, net


      49




      49


      2,365




      2,365

          Net (loss) income


      $             (17,200)


      $              14,693


      $               (2,507)


      $             (10,092)


      $           25,137


      $               15,045














      (Loss) earnings per common share:













           Basic


      $                 (0.40)




      $                 (0.06)


      $                 (0.23)




      $                   0.35

           Diluted


      $                 (0.40)




      $                 (0.06)


      $                 (0.23)




      $                   0.34














      Weighted-average common shares outstanding:













           Basic


      43,475




      43,475


      43,522




      43,522

           Diluted


      43,475




      43,475


      43,522




      44,272














      Explanation of Non-GAAP Adjustments

      For the three months and year ended April 30, 2009:

        (1) Calculated using an annual effective tax rate of 38% and 58%, respectively, on operating expense adjustments.



      SOURCE Korn/Ferry International

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