Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jul. 31, 2017 | Sep. 05, 2017 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jul. 31, 2017 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | KFY | |
Entity Registrant Name | KORN FERRY INTERNATIONAL | |
Entity Central Index Key | 56,679 | |
Current Fiscal Year End Date | --04-30 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 56,492,489 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jul. 31, 2017 | Apr. 30, 2017 |
ASSETS | ||
Cash and cash equivalents | $ 282,019 | $ 410,882 |
Marketable securities | 11,651 | 4,363 |
Receivables due from clients, net of allowance for doubtful accounts of $16,088 and $15,455 at July 31, 2017 and April 30, 2017, respectively | 365,657 | 345,314 |
Income taxes and other receivables | 44,035 | 31,573 |
Prepaid expenses and other assets | 62,525 | 51,542 |
Total current assets | 765,887 | 843,674 |
Marketable securities, non-current | 114,608 | 115,574 |
Property and equipment, net | 112,787 | 109,567 |
Cash surrender value of company owned life insurance policies, net of loans | 113,866 | 113,067 |
Deferred income taxes, net | 19,387 | 20,175 |
Goodwill | 583,265 | 576,865 |
Intangible assets, net | 213,910 | 217,319 |
Investments and other assets | 90,617 | 66,657 |
Total assets | 2,014,327 | 2,062,898 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable | 32,658 | 37,481 |
Income taxes payable | 7,204 | 4,526 |
Compensation and benefits payable | 145,752 | 248,354 |
Term loan | 19,754 | 19,754 |
Other accrued liabilities | 153,386 | 148,464 |
Total current liabilities | 358,754 | 458,579 |
Deferred compensation and other retirement plans | 220,894 | 219,905 |
Term loan, non-current | 231,284 | 236,222 |
Deferred tax liabilities | 18,758 | 7,014 |
Other liabilities | 55,886 | 54,130 |
Total liabilities | 885,576 | 975,850 |
Stockholders' equity: | ||
Common stock: $0.01 par value, 150,000 shares authorized, 71,480 and 70,811 shares issued at July 31, 2017 and April 30, 2017, respectively, and 57,246 and 56,938 shares outstanding at July 31, 2017 and April 30, 2017, respectively | 694,146 | 692,527 |
Retained earnings | 485,194 | 461,976 |
Accumulated other comprehensive loss, net | (54,691) | (71,064) |
Total Korn/Ferry International stockholders' equity | 1,124,649 | 1,083,439 |
Noncontrolling interest | 4,102 | 3,609 |
Total stockholders' equity | 1,128,751 | 1,087,048 |
Total liabilities and stockholders' equity | $ 2,014,327 | $ 2,062,898 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jul. 31, 2017 | Apr. 30, 2017 |
Allowance for doubtful accounts | $ 16,088 | $ 15,455 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 71,480,000 | 70,811,000 |
Common stock, shares outstanding | 57,246,000 | 56,938,000 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Fee revenue | $ 401,254 | $ 375,621 |
Reimbursed out-of-pocket engagement expenses | 13,663 | 17,312 |
Total revenue | 414,917 | 392,933 |
Compensation and benefits | 273,954 | 262,967 |
General and administrative expenses | 58,261 | 55,342 |
Reimbursed expenses | 13,663 | 17,312 |
Cost of services | 15,813 | 16,832 |
Depreciation and amortization | 12,209 | 11,444 |
Restructuring charges, net | 280 | 24,520 |
Total operating expenses | 374,180 | 388,417 |
Operating income | 40,737 | 4,516 |
Other income, net | 3,532 | 4,259 |
Interest expense, net | (2,660) | (3,061) |
Income before provision for income taxes and equity in earnings of unconsolidated subsidiaries | 41,609 | 5,714 |
Equity in earnings of unconsolidated subsidiaries, net | 30 | 79 |
Income tax provision | 12,210 | 1,725 |
Net income | 29,429 | 4,068 |
Net income attributable to noncontrolling interest | (388) | (860) |
Net income attributable to Korn/Ferry International | $ 29,041 | $ 3,208 |
Earnings per common share attributable to Korn/Ferry International: | ||
Basic | $ 0.52 | $ 0.06 |
Diluted | $ 0.51 | $ 0.06 |
Weighted-average common shares outstanding: | ||
Basic | 55,795 | 56,189 |
Diluted | 56,403 | 56,576 |
Cash dividends declared per share: | $ 0.10 | $ 0.10 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Net income | $ 29,429 | $ 4,068 |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | 16,189 | (13,274) |
Deferred compensation and pension plan adjustments, net of tax | 352 | 462 |
Net unrealized loss on interest rate swap, net of tax | (63) | |
Comprehensive income (loss) | 45,907 | (8,744) |
Less: comprehensive income attributable to noncontrolling interest | (493) | (714) |
Comprehensive income (loss) attributable to Korn/Ferry International | $ 45,414 | $ (9,458) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 29,429 | $ 4,068 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization | 12,209 | 11,444 |
Stock-based compensation expense | 4,696 | 4,915 |
Provision for doubtful accounts | 3,070 | 2,577 |
Gain on cash surrender value of life insurance policies | (2,485) | (2,498) |
Gain on marketable securities | (3,429) | (3,915) |
Deferred income taxes | 8,562 | 5,410 |
Change in other assets and liabilities: | ||
Deferred compensation | 8,288 | (5,866) |
Receivables due from clients | (23,413) | (28,586) |
Income tax and other receivables | (10,930) | (8,093) |
Prepaid expenses and other assets | (10,983) | (10,066) |
Investment in unconsolidated subsidiaries | (30) | (79) |
Income taxes payable | 6,463 | (4,014) |
Accounts payable and accrued liabilities | (109,034) | (93,866) |
Other | (21,986) | (7,137) |
Net cash used in operating activities | (109,573) | (135,706) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (9,529) | (15,079) |
Cash paid for acquisition, net of cash acquired | (2,880) | |
Purchase of marketable securities | (4,600) | (5,430) |
Proceeds from sales/maturities of marketable securities | 1,734 | 13,764 |
Premium on company-owned life insurance policies | (403) | (401) |
Proceeds from life insurance policies | 971 | |
Dividends received from unconsolidated subsidiaries | 60 | 230 |
Net cash used in investing activities | (11,767) | (9,796) |
Cash flows from financing activities: | ||
Proceeds from term loan facility | 275,000 | |
Principal payment on term loan facility | (5,156) | (140,000) |
Payment of contingent consideration from acquisition | (485) | (1,070) |
Repurchases of common stock | (4,026) | |
Payments of tax withholdings on restricted stock | (3,346) | (4,161) |
Proceeds from issuance of common stock upon exercise of employee stock options and in connection with an employee stock purchase plan | 3,984 | 2,430 |
Dividends paid to shareholders | (5,823) | (5,909) |
Payments on life insurance policy loans | (414) | |
Net cash (used in) provided by financing activities | (15,266) | 126,290 |
Effect of exchange rate changes on cash and cash equivalents | 7,743 | (9,967) |
Net decrease in cash and cash equivalents | (128,863) | (29,179) |
Cash and cash equivalents at beginning of period | 410,882 | 273,252 |
Cash and cash equivalents at end of period | $ 282,019 | $ 244,073 |
Organization and Summary of Sig
Organization and Summary of Significant Accounting Policies | 3 Months Ended |
Jul. 31, 2017 | |
Organization and Summary of Significant Accounting Policies | 1. Organization and Summary of Significant Accounting Policies Nature of Business Korn/Ferry International, a Delaware corporation (the “Company”), and its subsidiaries are engaged in the business of providing talent management solutions, including executive search on a retained basis, recruitment for non-executive Basis of Consolidation and Presentation The accompanying financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report on Form 10-K Investments in affiliated companies, which are 50% or less owned and where the Company exercises significant influence over operations, are accounted for using the equity method. The Company has control of a Mexico subsidiary and consolidates the operations of this subsidiary. Noncontrolling interest, which represents the Company’s 51% noncontrolling interest in the Mexico subsidiary, is reflected on the Company’s consolidated financial statements. The Company considers events or transactions that occur after the balance sheet date but before the consolidated financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosures. Use of Estimates and Uncertainties The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates, and changes in estimates are reported in current operations as new information is learned or upon the amounts becoming fixed and determinable. The most significant areas that require management judgment are revenue recognition, restructuring, deferred compensation, annual performance related bonuses, evaluation of the carrying value of receivables, goodwill and other intangible assets, fair value of contingent consideration, share-based payments and the recoverability of deferred income taxes. Revenue Recognition Substantially all fee revenue is derived from fees for professional services related to executive search performed on a retained basis, recruitment for non-executive non-executive one-third non-executive non-executive Depending on the timing of billings and services rendered, the Company accrues or defers revenue as appropriate. Hay Group revenue is also derived from the sale of product services, which includes revenue from licenses and from the sale of products. Revenue from licenses is recognized using a straight-line method over the term of the contract (generally 12 months). Under the fixed term licenses, the Company is obligated to provide the licensee with access to any updates to the underlying intellectual property that are made by the Company during the term of the license. Once the term of the agreement expires, the client’s right to access or use the intellectual property expires and the Company has no further obligations to the client under the license agreement. Revenue from perpetual licenses is recognized when the license is sold since the Company’s only obligation is to provide the client access to the intellectual property but is not obligated to provide maintenance, support, updates or upgrades. Products sold by the Company mainly consist of books and automated services covering a variety of topics including performance management, team effectiveness, and coaching and development. The Company recognizes revenue for its products when the product has been sold or shipped in the case of books. As of July 31, 2017 and April 30, 2017, the Company included deferred revenue of $93.6 million and $95.8 million, respectively, in other accrued liabilities. Reimbursements The Company incurs certain out-of-pocket Allowance for Doubtful Accounts An allowance is established for doubtful accounts by taking a charge to general and administrative expenses. The amount of the allowance is based on historical loss experience, assessment of the collectability of specific accounts, as well as expectations of future collections based upon trends and the type of work for which services are rendered. After the Company exhausts all collection efforts, the amount of the allowance is reduced for balances identified as uncollectible. Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. As of July 31, 2017 and April 30, 2017, the Company’s investments in cash equivalents consist of money market funds for which market prices are readily available. Marketable Securities The Company currently has investments in mutual funds that are classified as trading securities based upon management’s intent and ability to hold, sell or trade such securities. The classification of the investments in mutual funds is assessed upon purchase and reassessed at each reporting period. The investments in mutual funds (for which market prices are readily available) are held in trust to satisfy obligations under the Company’s deferred compensation plans. Such investments are based upon the employees’ investment elections in their deemed accounts in the Executive Capital Accumulation Plan and similar plans in Asia Pacific and Canada (“ECAP”) from a pre-determined ex-dividend Fair Value of Financial Instruments Fair value is the price the Company would receive to sell an asset or transfer a liability (exit price) in an orderly transaction between market participants. For those assets and liabilities recorded or disclosed at fair value, the Company determines the fair value based upon the quoted market price, if available. If a quoted market price is not available for identical assets, the fair value is based upon the quoted market price of similar assets. The fair values are assigned a level within the fair value hierarchy as defined below: ◾ Level 1: ◾ Level 2: ◾ Level 3: As of July 31, 2017 and April 30, 2017, the Company held certain assets that are required to be measured at fair value on a recurring basis. These included cash, cash equivalents, accounts receivable, marketable securities, foreign currency forward contracts and interest rate swap. The carrying amount of cash, cash equivalents and accounts receivable approximates fair value due to the short maturity of these instruments. The fair values of marketable securities classified as trading are obtained from quoted market prices, and the fair values of foreign currency forward contracts or the interest rate swap are obtained from a third party, which are based on quoted prices or market prices for similar assets and financial instruments. Derivative Financial Instruments The Company is exposed to interest rate risk due to the outstanding senior secured credit agreement entered on June 15, 2016. The Company has entered into an interest rate swap agreement to effectively convert its variable debt to a fixed-rate basis. The principal objective of these contracts is to eliminate or reduce the variability of the cash flows in interest payments associated with the Company’s long-term debt, thus reducing the impact of interest rate changes on future interest payment cash flows. The Company has determined that the interest rate swap qualifies as a cash flow hedge in accordance with Accounting Standards Codification 815, Derivatives and Hedging Foreign Currency Forward Contracts Not Designated as Hedges The Company has established a program that primarily utilizes foreign currency forward contracts to offset the risks associated with the effects of certain foreign currency exposures. These foreign currency forward contracts are neither used for trading purposes nor are they designated as hedging instruments pursuant to Accounting Standards Codification 815, Derivatives and Hedging Business Acquisitions Business acquisitions are accounted for under the acquisition method. The acquisition method requires the reporting entity to identify the acquirer, determine the acquisition date, recognize and measure the identifiable assets acquired, the liabilities assumed and any noncontrolling interest in the acquired entity, and recognize and measure goodwill or a gain from the purchase. The acquiree’s results are included in the Company’s consolidated financial statements from the date of acquisition. Assets acquired and liabilities assumed are recorded at their fair values and the excess of the purchase price over the amounts assigned is recorded as goodwill, or if the fair value of the assets acquired exceeds the purchase price consideration, a bargain purchase gain is recorded. Adjustments to fair value assessments are generally recorded to goodwill over the measurement period (not longer than twelve months). The acquisition method also requires that acquisition-related transaction and post-acquisition restructuring costs be charged to expense as committed, and requires the Company to recognize and measure certain assets and liabilities including those arising from contingencies and contingent consideration in a business combination. Goodwill and Intangible Assets Goodwill represents the excess of the purchase price over the fair value of assets acquired. The goodwill impairment test compares the fair value of a reporting unit with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, goodwill of the reporting unit would be considered impaired. To measure the amount of the impairment loss, the implied fair value of a reporting unit’s goodwill is compared to the carrying amount of that goodwill. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. If the carrying amount of a reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. For each of these tests, the fair value of each of the Company’s reporting units is determined using a combination of valuation techniques, including a discounted cash flow methodology. To corroborate the discounted cash flow analysis performed at each reporting unit, a market approach is utilized using observable market data such as comparable companies in similar lines of business that are publicly traded or which are part of a public or private transaction (to the extent available). Results of the annual impairment test performed as of January 31, 2017, indicated that the fair value of each reporting unit exceeded its carrying amount and no reporting units were at risk of failing the impairment test. As a result, no impairment charge was recognized. There was also no indication of potential impairment as of July 31, 2017 and April 30, 2017 that would have required further testing. Intangible assets primarily consist of customer lists, non-compete Compensation and Benefits Expense Compensation and benefits expense in the accompanying consolidated statements of income consist of compensation and benefits paid to consultants (employees who originate business), executive officers and administrative and support personnel. The most significant portions of this expense are salaries and the amounts paid under the annual performance related bonus plan to employees. The portion of the expense applicable to salaries is comprised of amounts earned by employees during a reporting period. The portion of the expenses applicable to annual performance related bonuses refers to the Company’s annual employee performance related bonus with respect to a fiscal year, the amount of which is communicated and paid to each eligible employee following the completion of the fiscal year. Each quarter, management makes its best estimate of its annual performance related bonuses, which requires management to, among other things, project annual consultant productivity (as measured by engagement fees billed and collected by executive search consultants and revenue and other performance/profitability metrics for Hay Group and Futurestep consultants), the level of engagements referred by a consultant in one line of business to a different line of business, Company performance including profitability, competitive forces and future economic conditions and their impact on the Company’s results. At the end of each fiscal year, annual performance related bonuses take into account final individual consultant productivity (including referred work), Company/line of business results including profitability, the achievement of strategic objectives and the results of individual performance appraisals, and the current economic landscape. Accordingly, each quarter the Company reevaluates the assumptions used to estimate annual performance related bonus liability and adjusts the carrying amount of the liability recorded on the consolidated balance sheet and reports any changes in the estimate in current operations. Because annual performance-based bonuses are communicated and paid only after the Company reports its full fiscal year results, actual performance-based bonus payments may differ from the prior year’s estimate. Such changes in the bonus estimate historically have been immaterial and are recorded in current operations in the period in which they are determined. The performance related bonus expense was $41.6 million and $42.4 million during the three months ended July 31, 2017 and 2016, respectively, included in compensation and benefits expense in the consolidated statements of income. Other expenses included in compensation and benefits expense are due to changes in deferred compensation and pension plan liabilities, changes in cash surrender value (“CSV”) of company owned life insurance (“COLI”) contracts, amortization of stock compensation awards, payroll taxes and employee insurance benefits. Investments and other assets include long-term retention awards that are generally amortized over four to five years. Restructuring Charges, Net The Company accounts for its restructuring charges as a liability when the obligations are incurred and records such charges at fair value. Such charges included one-time Stock-Based Compensation The Company has employee compensation plans under which various types of stock-based instruments are granted. These instruments principally include restricted stock units, restricted stock, stock options and an Employee Stock Purchase Plan (“ESPP”). The Company recognizes compensation expense related to restricted stock units, restricted stock and the estimated fair value of stock options and stock purchases under the ESPP on a straight-line basis over the service period for the entire award. Recently Adopted Accounting Standards In March 2016, the FASB issued guidance on accounting for certain aspects of share-based payments to employees. The new guidance requires excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled. Furthermore, cash flows related to excess tax benefits will no longer be separately classified as a financing activity apart from other income tax cash flows. The guidance also allows companies to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting, clarifying that all cash payments made on an employee’s behalf for withheld shares should be presented as a financing activity in the consolidated statements of cash flows and provides an accounting policy election to account for forfeitures as they occur. The provisions of the guidance are effective for fiscal years beginning after December 15, 2016, and were adopted by the Company effective May 1, 2017. The primary impact of the adoption was the recognition of excess tax benefits in our provision for income taxes in the current year compared to recording it previously as a component of equity. Additional amendments to the accounting for income taxes and minimum statutory withholding tax requirements had no impact to retained earnings, where the cumulative effect of these changes are required to be recorded. The Company elected to apply the presentation for cash flows related to excess tax benefits retrospectively for all periods presented which resulted in a decrease to cash used in operations and cash provided by financing activities of $0.3 million for the three months ended July 31, 2016. The presentation requirements for cash flows related to employee taxes paid for withheld shares had no impact on any of the periods presented on our consolidated cash flows statements since such cash flows have historically been presented as a financing activity. The Company elected to account for forfeitures as they occur, rather than estimating the expected forfeitures over the vesting period. This election did not have an impact on the consolidated financial statements. Recently Proposed Accounting Standards In May 2014, the FASB issued guidance that supersedes revenue recognition requirements regarding contracts with customers to transfer goods or services or for the transfer of nonfinancial assets. Under the new guidance, entities are required to recognize revenue that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance provides a five-step analysis to be performed on transactions to determine when and how revenue is recognized. The guidance permits two transition methods of adoption 1) the full retrospective method, in which case the standard would be applied to all reporting periods presented, or 2) the modified retrospective method, with a cumulative-effect adjustment as of the date of adoption. In July 2015, the FASB decided to approve a one-year bottoms-up No. 2014-09 In February 2016, the FASB issued guidance on accounting for leases that generally requires all leases to be recognized on the consolidated balance sheet. The provisions of the guidance are effective for fiscal years beginning after December 15, 2018, and early adoption is permitted. The Company plans to adopt this guidance in fiscal year beginning May 1, 2019. The provisions of the guidance are to be applied using a modified retrospective approach. The Company is currently evaluating the effect this guidance will have on the consolidated financial statements. In August 2016, the FASB issued guidance on the classification of certain cash receipts and cash payments in the statement of cash flows. The new guidance provides clarification on specific cash flow issues regarding presentation and classification in the statement of cash flows with the objective of reducing the existing diversity in practice. The amendments in this update are effective for reporting periods beginning after December 15, 2017, with early adoption permitted. The Company plans to adopt this guidance in its fiscal year beginning May 1, 2018. The provisions of the guidance are to be applied using a retrospective transition method. The adoption of this guidance is not anticipated to have a material impact on the consolidated financial statements. In January 2017, the FASB issued guidance that clarifies the definition of a business. The new guidance assists a company when evaluating whether transactions should be accounted for as acquisitions (disposals) of assets or businesses. The provisions of the guidance require that if the fair value of the gross assets acquired (or disposed of) is substantially concentrated in a single identifiable asset or a group of similar identifiable assets, then it is not a business. The provisions of the guidance are effective for annual years beginning after December 15, 2017, including interim periods, with early adoption permitted. The Company plans to adopt this guidance in its fiscal year beginning May 1, 2018. The provisions of the guidance are to be applied prospectively. The adoption of this guidance is not anticipated to have a material impact on the consolidated financial statements. In January 2017, the FASB issued guidance simplifying the test for goodwill impairment. The new guidance simplifies the test for goodwill impairment by removing Step 2 from the goodwill impairment test. Companies will now perform the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount, recognizing an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value not to exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The amendments of this standard are effective for goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted for goodwill impairment tests performed after January 1, 2017. The Company is evaluating the adoption timeline and the effects that the standard will have on the consolidated financial statements. In March 2017, the FASB issued guidance that improves the presentation of net periodic pension cost and net periodic postretirement benefit cost. The new guidance will change the presentation of net periodic benefit cost related to employer sponsored defined benefit plans and other postretirement benefits. Service cost will be included within the same income statement line item as other compensation costs arising from services rendered during the period, while other components of net periodic benefit pension cost will be presented separately outside of operating income. Additionally, only service costs may be capitalized in assets. The amendments of this standard are effective for fiscal years beginning after December 15, 2017, including interim periods within those years. The Company will adopt this guidance in its fiscal year beginning May 1, 2018. The adoption of this standard is not anticipated to have a material impact on the consolidated financial statements. In May 2017, the FASB issued guidance clarifying the scope of modification accounting for stock compensation. The new standard provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. This pronouncement is effective for annual reporting periods beginning after December 15, 2017, but early adoption is permitted. The Company will adopt this guidance in its fiscal year beginning May 1, 2018. The Company is currently evaluating the impact of adopting this guidance. |
Basic and Diluted Earnings Per
Basic and Diluted Earnings Per Share | 3 Months Ended |
Jul. 31, 2017 | |
Basic and Diluted Earnings Per Share | 2. Basic and Diluted Earnings Per Share Accounting Standards Codification 260, Earnings Per Share non-forfeitable non-forfeitable two-class two-class two-class Basic earnings per common share was computed using the two-class two-class in-the-money During the three months ended July 31, 2017 and 2016, restricted stock awards of 0.6 million and 0.5 million were outstanding, respectively, but not included in the computation of diluted earnings per share because they were anti-dilutive. The following table summarizes basic and diluted earnings per common share attributable to common stockholders: Three Months Ended July 31, 2017 2016 (in thousands, except per share data) Net income attributable to Korn/Ferry International $ 29,041 $ 3,208 Less: distributed and undistributed earnings to nonvested restricted stockholders 288 44 Basic net earnings attributable to common stockholders 28,753 3,164 Add: undistributed earnings to nonvested restricted stockholders 232 — Less: reallocation of undistributed earnings to nonvested restricted stockholders 230 — Diluted net earnings attributable to common stockholders $ 28,755 $ 3,164 Weighted-average common shares outstanding: Basic weighted-average number of common shares outstanding 55,795 56,189 Effect of dilutive securities: Restricted stock 588 316 Stock options 12 60 ESPP 8 11 Diluted weighted-average number of common shares outstanding 56,403 56,576 Net earnings per common share: Basic earnings per share $ 0.52 $ 0.06 Diluted earnings per share $ 0.51 $ 0.06 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Jul. 31, 2017 | |
Stockholders' Equity | 3. Stockholders’ Equity The following table summarizes the changes in stockholders’ equity for the three months ended July 31, 2017: Total Korn/Ferry Noncontrolling Total (in thousands) Balance as of April 30, 2017 $ 1,083,439 $ 3,609 $ 1,087,048 Comprehensive income (loss): Net income 29,041 388 29,429 Foreign currency translation adjustments 16,084 105 16,189 Deferred compensation and pension plan adjustments, net of tax 352 — 352 Net unrealized loss on interest rate swap, net of tax (63 ) — (63 ) Dividends paid to shareholders (5,823 ) — (5,823 ) Purchase of stock (7,372 ) — (7,372 ) Issuance of stock 4,586 — 4,586 Stock-based compensation 4,405 — 4,405 Balance as of July 31, 2017 $ 1,124,649 $ 4,102 $ 1,128,751 The following table summarizes the changes in stockholders’ equity for the three months ended July 31, 2016: Total Korn/Ferry Noncontrolling Total (in thousands) Balance as of April 30, 2016 $ 1,045,300 $ 2,001 $ 1,047,301 Comprehensive income (loss): Net income 3,208 860 4,068 Foreign currency translation adjustments (13,128 ) (146 ) (13,274 ) Deferred compensation and pension plan adjustments, net of tax 462 — 462 Dividends paid to shareholders (5,909 ) — (5,909 ) Purchase of stock (4,161 ) — (4,161 ) Issuance of stock 2,784 — 2,784 Stock-based compensation 4,739 — 4,739 Tax benefit from exercise of stock options and vesting of restricted stock 332 — 332 Balance as of July 31, 2016 $ 1,033,627 $ 2,715 $ 1,036,342 |
Comprehensive Income (Loss)
Comprehensive Income (Loss) | 3 Months Ended |
Jul. 31, 2017 | |
Comprehensive Income (Loss) | 4. Comprehensive Income (Loss) Comprehensive income (loss) is comprised of net income (loss) and all changes to stockholders’ equity, except those changes resulting from investments by stockholders (changes in paid in capital) and distributions to stockholders (dividends) and is reported in the accompanying consolidated statements of comprehensive income (loss). Accumulated other comprehensive loss, net of taxes, is recorded as a component of stockholders’ equity. The components of accumulated other comprehensive loss were as follows: July 31, 2017 April 30, 2017 (in thousands) Foreign currency translation adjustments $ (39,275 ) $ (55,359 ) Deferred compensation and pension plan adjustments, net of tax (14,775 ) (15,127 ) Interest rate swap unrealized loss, net of taxes (641 ) (578 ) Accumulated other comprehensive loss, net $ (54,691 ) $ (71,064 ) The following table summarizes the changes in each component of accumulated other comprehensive income (loss) for the three months ended July 31, 2017: Foreign Deferred Unrealized Accumulated (in thousands) Balance as of April 30, 2017 $ (55,359 ) $ (15,127 ) $ (578 ) $ (71,064 ) Unrealized gains (losses) arising during the period 16,084 — (234 ) 15,850 Reclassification of realized net losses to net income — 352 171 523 Balance as of July 31, 2017 $ (39,275 ) $ (14,775 ) $ (641 ) $ (54,691 ) The following table summarizes the changes in each component of accumulated other comprehensive income (loss) for the three months ended July 31, 2016: Foreign Currency Deferred Accumulated Other (in thousands) Balance as of April 30, 2016 $ (36,339 ) $ (21,572 ) $ (57,911 ) Unrealized losses arising during the period (13,128 ) — (13,128 ) Reclassification of realized net losses to net income — 462 462 Balance as of July 31, 2016 $ (49,467 ) $ (21,110 ) $ (70,577 ) (1) The tax effect on the reclassifications of realized net losses was $0.2 million and $0.3 million for the three months ended July 31, 2017 and 2016, respectively. (2) The tax effect on unrealized (losses) was $0.1 million for the three months ended July 31, 2017. The tax effect on the reclassification of realized net losses to net income was $0.1 million for the three months ended July 31, 2017. |
Employee Stock Plans
Employee Stock Plans | 3 Months Ended |
Jul. 31, 2017 | |
Employee Stock Plans | 5. Employee Stock Plans Stock-Based Compensation The following table summarizes the components of stock-based compensation expense recognized in the Company’s consolidated statements of operations for the periods indicated: Three Months Ended July 31, 2017 2016 (in thousands) Restricted stock $ 4,405 $ 4,739 ESPP 291 176 Total stock-based compensation expense, pre-tax 4,696 4,915 Tax benefit from stock-based compensation expense (1,378 ) (1,484 ) Total stock-based compensation expense, net of tax $ 3,318 $ 3,431 Stock Incentive Plans At the Company’s 2016 Annual Meeting of Stockholders, held on October 6, 2016, the Company’s stockholders approved an amendment and restatement to the Korn/Ferry International Amended and Restated 2008 Stock Incentive Plan (the 2016 amendment and restatement being “The Third A&R 2008 Plan”), which among other things, increased the number of shares under the plan by 5,500,000 shares, increasing the current maximum number of shares that may be issued under the plan to 11,200,000 shares, subject to certain changes in the Company’s capital structure and other extraordinary events. The Third A&R 2008 Plan provides for the grant of awards to eligible participants, designated as either nonqualified or incentive stock options, restricted stock and restricted stock units, any of which may be performance-based or market-based, and incentive bonuses, which may be paid in cash or stock or a combination thereof. Under the Third A&R 2008 Plan, the ability to issue full-value awards is limited by requiring full-value stock awards to count 2.3 times as much as stock options. Restricted Stock The Company grants time-based restricted stock awards to executive officers and other senior employees generally vesting over a four-year period. In addition, certain key management members typically receive time-based restricted stock awards upon commencement of employment and may receive them annually in conjunction with the Company’s performance review. Time-based restricted stock awards are granted at a price equal to fair value, which is determined based on the closing price of the Company’s common stock on the grant date. The Company recognizes compensation expense for time-based restricted stock awards on a straight-line basis over the vesting period. The Company also grants market-based and performance-based restricted stock units to executive officers and other senior employees. The market-based units vest after three years depending upon the Company’s total stockholder return over the three-year performance period relative to other companies in its selected peer group. The fair value of these market-based restricted stock units are determined by using extensive market data that is based on historical Company and peer group information. The Company recognizes compensation expense for market-based restricted stock units on a straight-line basis over the vesting period. Performance-based restricted stock units vest after three years depending upon the Company meeting certain objectives that are set at the time the restricted stock unit is issued. Performance-based restricted stock units are granted at a price equal to the fair value, which is determined based on the closing price of the Company’s common stock on the grant date. At the end of each reporting period, the Company estimates the number of restricted stock units expected to vest, based on the probability that certain performance objectives will be met, exceeded, or fall below target levels, and the Company takes into account these estimates when calculating the expense for the period. Restricted stock activity during the three months ended July 31, 2017 is summarized below: Shares Weighted- Average Grant Date Fair Value (in thousands, except per share data) Non-vested, 1,581 $ 29.74 Granted 574 $ 34.10 Vested (368 ) $ 26.32 Forfeited/expired (62 ) $ 33.19 Non-vested, 1,725 $ 31.79 As of July 31, 2017, there were 0.7 million shares and 0.2 million shares outstanding relating to market-based and performance-based restricted stock units, respectively, with total unrecognized compensation totaling $11.0 million and $7.0 million, respectively. As of July 31, 2017, there was $42.1 million of total unrecognized compensation cost related to all non-vested Employee Stock Purchase Plan The Company has an ESPP that, in accordance with Section 423 of the Internal Revenue Code, allows eligible employees to authorize payroll deductions of up to 15% of their salary to purchase shares of the Company’s common stock at 85% of the fair market price of the common stock on the last day of the enrollment period. Employees may not purchase more than $25,000 in stock during any calendar year. The maximum number of shares that may be issued under the ESPP is 3.0 million shares. During the three months ended July 31, 2017 and 2016, employees purchased 116,285 shares at $29.35 per share and 114,011 shares at $17.60 per share, respectively. As of July 31, 2017, the ESPP had approximately 1.2 million shares remaining available for future issuance. Common Stock During the three months ended July 31, 2017 and 2016, the Company issued 41,075 shares and 32,470 shares of common stock, respectively, as a result of the exercise of stock options, with cash proceeds from the exercise of $0.6 million and $0.4 million, respectively. During the three months ended July 31, 2017, the Company repurchased (on the open market) 119,356 shares of the Company’s common stock for $4.0 million. No shares were repurchased during the three months ended July 31, 2016, other than to satisfy minimum tax withholding requirements upon the vesting of restricted stock as described above. |
Financial Instruments
Financial Instruments | 3 Months Ended |
Jul. 31, 2017 | |
Financial Instruments | 6. Financial Instruments The following tables show the Company’s financial instruments and balance sheet classification as of July 31, 2017 and April 30, 2017: July 31, 2017 Fair Value Measurement Balance Sheet Classification Cost Unrealized Unrealized Fair Cash and Marketable Marketable Non-current Other Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 280,961 $ — $ — $ 280,961 $ 280,961 $ — $ — $ — $ — Money market funds 1,058 — — 1,058 1,058 — — — — Mutual funds (1) 117,222 9,533 (496 ) 126,259 — 11,651 114,608 — — Total $ 399,241 $ 9,533 $ (496 ) $ 408,278 $ 282,019 $ 11,651 $ 114,608 $ — $ — Level 2: Foreign currency forward contracts $ — $ 386 $ (400 ) $ (14 ) $ — $ — $ — $ (315 ) $ 301 Interest rate swap $ — $ — $ (1,050 ) $ (1,050 ) $ — $ — $ — $ (1,050 ) $ — April 30, 2017 Fair Value Measurement Balance Sheet Classification Cost Unrealized Unrealized Fair Cash and Marketable Marketable Non-current Other Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 409,824 $ — $ — $ 409,824 $ 409,824 $ — $ — $ — $ — Money market funds 1,058 — — 1,058 1,058 — — — — Mutual funds (1) 113,818 6,697 (578 ) 119,937 — 4,363 115,574 — — Total $ 524,700 $ 6,697 $ (578 ) $ 530,819 $ 410,882 $ 4,363 $ 115,574 $ — $ — Level 2: Foreign currency forward contracts $ — $ 129 $ (846 ) $ (717 ) $ — $ — $ — $ (717 ) $ — Interest rate swap $ — $ — $ (947 ) $ (947 ) $ — $ — $ — $ (947 ) $ — (1) These investments are held in trust for settlement of the Company’s vested obligations of $116.2 million and $99.5 million as of July 31, 2017 and April 30, 2017, respectively, under the ECAP (see Note 7 — Deferred Compensation and Retirement Plans Investments in marketable securities classified as trading are based upon investment selections the employee elects from a pre-determined Designated Derivatives - Interest Rate Swap Agreement In March 2017, the Company entered into an interest rate swap contract with a notional amount of $129.8 million, to hedge the variability to changes in cash flows attributable to interest rate risks caused by changes in interest rates related to its variable rate debt. The Company has designated the swap as a cash flow hedge. The notional amount will be amortized so that the amount is always half of the principal balance of the debt outstanding. As of July 31, 2017, the notional amount was $127.2 million. The interest rate swap agreement matures on June 15, 2021, and locks the interest rates on half the debt outstanding at 1.919%, exclusive of the credit spread on the debt. The fair value of the derivative designated as a cash flow hedge instrument is as follows: July 31, 2017 April 30, 2017 (in thousands) Derivative liability: Interest rate swap contract $ 1,050 $ 947 During the three months ended July 31, 2017, the Company recognized the following losses on the interest rate swap: July 31, 2017 (in thousands) Losses recognized in other comprehensive income (net of tax effects of $149) $ 234 Losses reclassified from accumulated other comprehensive income into interest expense, net 280 As the critical terms of the hedging instrument and the hedged forecasted transaction are the same, the Company has concluded that the changes in the fair value or cash flows attributable to the risk being hedged are expected to completely offset at inception and on an ongoing basis. We estimate that $0.7 million of derivative losses included in accumulated other comprehensive income as of July 31, 2017 will be reclassified into other expense within the following 12 months. The cash flows related to the interest rate swap contract are included in net cash provided by operating activities. Non-Designated The fair value of derivatives not designated as hedge instruments are as follows: July 31, 2017 April 30, 2017 (in thousands) Derivative assets: Total gross amount of foreign currency forward contracts $ 386 $ — Gross derivatives offset on the balance sheet (1) (85 ) — Net amounts presented on the balance sheet $ 301 $ — Derivative liabilities: Total gross amount of foreign currency forward contracts $ 400 $ 846 Gross derivatives offset on the balance sheet (1) (85 ) (129 ) Net amounts presented on the balance sheet $ 315 $ 717 (1) These amounts represent the impact of netting derivative assets and derivative liabilities when a legally enforceable master netting agreement exists and fair value of adjustments related to our counterparty credit risk. As of July 31, 2017, the total notional amounts of the forward contracts purchased and sold were $12.2 million and $67.2 million, respectively. As of April 30, 2017, the total notional amounts of the forward contracts purchased and sold were $19.4 million and $70.0 million, respectively. During the three months ended July 31, 2017, the Company incurred losses of $2.6 million related to forward contracts which is recorded in general and administrative expenses in the accompanying consolidated statements of operations. These losses offset foreign currency gains that result from transactions denominated in a currency other than the Company’s functional currency. The Company incurred an immaterial net gain related to forward contracts during the three months ended July 31, 2016. The cash flows related to foreign currency forward contracts are included in net cash used in operating activities. |
Deferred Compensation and Retir
Deferred Compensation and Retirement Plans | 3 Months Ended |
Jul. 31, 2017 | |
Deferred Compensation and Retirement Plans | 7. Deferred Compensation and Retirement Plans The Company has several deferred compensation and retirement plans for eligible consultants and vice presidents that provide defined benefits to participants based on the deferral of current compensation or contributions made by the Company subject to vesting and retirement or termination provisions. Among these plans is a defined benefit pension plan for certain Hay Group employees in the United States. The assets of this plan are held separately from the assets of the sponsors in self-administered funds. The plan is funded consistent with local statutory requirements and the Company expects to contribute $0.2 million to this plan during fiscal 2018. All other defined benefit obligations from other plans are unfunded. The components of net periodic benefit costs are as follows: Three Months Ended July 31, 2017 2016 (in thousands) Service cost $ 2,126 $ 609 Interest cost 959 1,062 Amortization of actuarial loss 577 763 Expected return on plan assets (1) (399 ) (390 ) Net periodic benefit costs $ 3,263 $ 2,044 (1) The expected long-term rate of return on plan assets is 6.50% for July 31,2017 and 2016. The Company purchased COLI contracts insuring the lives of certain employees eligible to participate in the deferred compensation and pension plans as a means of funding benefits under such plans. The gross CSV of these contracts of $180.7 million and $180.3 million is offset by outstanding policy loans of $66.8 million and $67.2 million in the accompanying consolidated balance sheets as of July 31, 2017 and April 30, 2017, respectively. The CSV value of the underlying COLI investments increased by $2.5 million during the three months ended July 31, 2017 and 2016, and is recorded as a decrease in compensation and benefits expense in the accompanying consolidated statements of income. The Company’s ECAP is intended to provide certain employees an opportunity to defer salary and/or bonus on a pre-tax after-tax The ECAP is accounted for whereby the changes in the fair value of the vested amounts owed to the participants are adjusted with a corresponding charge (or credit) to compensation and benefits costs. During the three months ended July 31, 2017 and 2016, deferred compensation liability increased; therefore, the Company recognized an increase in compensation expense of $3.7 million and $3.2 million, respectively. Offsetting the increase in compensation and benefits expense was an increase in the fair value of marketable securities classified as trading (held in trust to satisfy obligations under the ECAP) of $3.4 million and $3.9 million during the three months ended July 31, 2017 and 2016, respectively, recorded in other income, net on the consolidated statements of income (see Note 6— Financial Instruments |
Restructuring Charges, Net
Restructuring Charges, Net | 3 Months Ended |
Jul. 31, 2017 | |
Restructuring Charges, Net | 8. Restructuring Charges, Net During fiscal 2016, the Company implemented a restructuring plan in order to rationalize its cost structure by eliminating redundant positions and consolidating office space due to the acquisition of Legacy Hay on December 1, 2015. The Company continued the implementation of the fiscal 2016 restructuring plan in fiscal 2018 in order to integrate the Hay Group entities that were acquired in fiscal 2016 by consolidating premises. This resulted in restructuring charges of $0.3 million in the three months ended July 31, 2017, all of which relates to consolidation of premises. Changes in the restructuring liability during the three months ended July 31, 2017 are as follows: Severance Facilities Total (in thousands) Liability as of April 30, 2017 $ 5,341 $ 8,354 $ 13,695 Restructuring charges, net — 280 280 Reductions for cash payments (2,602 ) (1,464 ) (4,066 ) Exchange rate fluctuations 165 244 409 Liability as of July 31, 2017 $ 2,904 $ 7,414 $ 10,318 As of July 31, 2017 and April 30, 2017, the restructuring liability is included in the current portion of other accrued liabilities on the consolidated balance sheets, except for $4.0 million and $4.6 million, respectively, of facilities costs which primarily relate to commitments under operating leases, net of sublease income, which are included in other long-term liabilities. The restructuring liability by segment is summarized below: July 31, 2017 Severance Facilities Total (in thousands) Executive Search North America $ 40 $ 242 $ 282 Europe, Middle East and Africa (“EMEA”) 204 — 204 Asia Pacific — 3 3 Latin America — 49 49 Total Executive Search 244 294 538 Hay Group 2,660 6,991 9,651 Futurestep — 129 129 Liability as of July 31, 2017 $ 2,904 $ 7,414 $ 10,318 April 30, 2017 Severance Facilities Total (in thousands) Executive Search North America $ 134 $ 250 $ 384 Europe, Middle East and Africa 393 — 393 Asia Pacific — 6 6 Latin America — 87 87 Total Executive Search 527 343 870 Hay Group 4,814 7,879 12,693 Futurestep — 132 132 Liability as of April 30, 2017 $ 5,341 $ 8,354 $ 13,695 |
Business Segments
Business Segments | 3 Months Ended |
Jul. 31, 2017 | |
Business Segments | 9. Business Segments The Company currently operates in three global businesses: Executive Search, Hay Group and Futurestep. The Executive Search segment focuses on recruiting Board of Director and C-level The Company evaluates performance and allocates resources based on the Company’s chief operating decision maker’s review of (1) fee revenue and (2) adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”). To the extent that such charges occur, Adjusted EBITDA excludes restructuring charges, integration/acquisition costs, certain separation costs and certain non-cash write-off Financial highlights by business segment are as follows: Three Months Ended July 31, 2017 Executive Search North America EMEA Asia Pacific Latin America Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 91,833 $ 40,121 $ 21,578 $ 7,659 $ 161,191 $ 179,453 $ 60,610 $ — $ 401,254 Total revenue $ 95,205 $ 41,058 $ 21,880 $ 7,664 $ 165,807 $ 183,296 $ 65,814 $ — $ 414,917 Net income attributable to Korn/Ferry International $ 29,041 Net income attributable to noncontrolling interest 388 Other income, net (3,532 ) Interest expense, net 2,660 Equity in earnings of unconsolidated subsidiaries, net (30 ) Income tax provision 12,210 Operating income (loss) $ 21,995 $ 6,675 $ 3,141 $ 1,026 $ 32,837 $ 19,083 $ 8,237 $ (19,420 ) 40,737 Depreciation and amortization 949 428 320 107 1,804 8,085 796 1,524 12,209 Other income (loss), net 282 56 105 20 463 32 8 3,029 3,532 Equity in earnings of unconsolidated subsidiaries, net 30 — — — 30 — — — 30 EBITDA 23,256 7,159 3,566 1,153 35,134 27,200 9,041 (14,867 ) 56,508 Restructuring charges, net — — 40 — 40 240 — — 280 Integration/acquisition cost — — — — — 2,549 — 39 2,588 Adjusted EBITDA $ 23,256 $ 7,159 $ 3,606 $ 1,153 $ 35,174 $ 29,989 $ 9,041 $ (14,828 ) $ 59,376 Three Months Ended July 31, 2016 Executive Search North America EMEA Asia Pacific Latin America Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 81,802 $ 35,370 $ 19,626 $ 9,563 $ 146,361 $ 174,582 $ 54,678 $ — $ 375,621 Deferred revenue adjustment due to acquisition — — — — — 3,535 — — 3,535 Adjusted fee revenue $ 81,802 $ 35,370 $ 19,626 $ 9,563 $ 146,361 $ 178,117 $ 54,678 $ — $ 379,156 Total revenue $ 85,425 $ 36,249 $ 20,180 $ 9,614 $ 151,468 $ 181,508 $ 59,957 $ — $ 392,933 Net income attributable to Korn/Ferry International $ 3,208 Net income attributable to noncontrolling interest 860 Other income, net (4,259 ) Interest expense, net 3,061 Equity in earnings of unconsolidated subsidiaries, net (79 ) Income tax provision 1,725 Operating income (loss) $ 16,468 $ 6,027 $ 2,102 $ 2,330 $ 26,927 $ (7,743 ) $ 7,513 $ (22,181 ) 4,516 Depreciation and amortization 830 211 225 114 1,380 8,016 623 1,425 11,444 Other income (loss), net 288 24 87 73 472 235 (2 ) 3,554 4,259 Equity in earnings of unconsolidated subsidiaries, net 79 — — — 79 — — — 79 EBITDA 17,665 6,262 2,414 2,517 28,858 508 8,134 (17,202 ) 20,298 Restructuring charges, net 1,706 128 622 360 2,816 21,488 — 216 24,520 Integration/acquisition costs — — — — — 4,264 — 3,763 8,027 Deferred revenue adjustment due to acquisition — — — — — 3,535 — — 3,535 Adjusted EBITDA $ 19,371 $ 6,390 $ 3,036 $ 2,877 $ 31,674 $ 29,795 $ 8,134 $ (13,223 ) $ 56,380 |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Jul. 31, 2017 | |
Long-Term Debt | 10. Long-Term Debt On June 15, 2016, the Company entered into a senior secured $400 million Credit Agreement (the “Credit Agreement”) with a syndicate of banks and Wells Fargo Bank, National Association as administrative agent (to provide for enhanced financial flexibility and in recognition of the accelerated pace of the Hay Group integration). The Credit Agreement provides for, among other things: (a) a senior secured term loan facility in an aggregate principal amount of $275 million (the “Term Facility”), (b) a senior secured revolving credit facility (the “Revolver” and together with the Term Facility, the “Credit Facilities”) in an aggregate principal amount of $125 million, (c) annual term loan amortization of 7.5%, 7.5%, 10.0%, 10.0%, and 10.0%, with the remaining principal due at maturity, (d) certain customary affirmative and negative covenants, including a maximum consolidated total leverage ratio (as defined below) and a minimum interest coverage ratio and (e) an expanded definition of permitted add-backs pay-off At the Company’s option, loans issued under the Credit Agreement will bear interest at either LIBOR or an alternate base rate, in each case plus the applicable interest rate margin. The interest rate applicable to loans outstanding under the Credit Facilities may fluctuate between LIBOR plus 1.25% per annum to LIBOR plus 2.00% per annum, in the case of LIBOR borrowings (or between the alternate base rate plus 0.25% per annum and the alternate base rate plus 1.00% per annum, in the alternative), based upon the Company’s total funded debt to adjusted EBITDA ratio (as set forth in the Credit Agreement, the “consolidated leverage ratio”) at such time. In addition, the Company will be required to pay to the lenders a quarterly fee ranging from 0.20% to 0.35% per annum on the average daily unused amount of the Term Facility, based upon the Company’s consolidated leverage ratio at such time, and fees relating to the issuance of letters of credit. During the three months ended July 31, 2017 and 2016, the average rate on the Term Facility was 2.34% and 2.40%, respectively. Both the Revolver and the Term Facility mature on June 15, 2021, and may be prepaid and terminated early by the Company at any time without premium or penalty (subject to customary LIBOR breakage fees). The Term Facility is payable in quarterly installments with principal payments totaling $5.2 million made during the three months ended July 31, 2017. As of July 31, 2017, $254.4 million was outstanding under the Term Facility compared to $259.5 million as of April 30, 2017. The current and long-term portion of unamortized debt issuance costs associated with the long-term debt, was $3.4 million and $3.5 million as of July 31, 2017 and April 30, 2017, respectively. The fair value of the Company’s Term Facility is based on borrowing rates currently required of loans with similar terms, maturity and credit risk. The carrying amount of the Term Facility approximates fair value because the base interest rate charged varies with market conditions and the credit spread is commensurate with current market spreads for issuers of similar risk. The fair value of the Term Facility is classified as a Level 2 liability in the fair value hierarchy. As of July 31, 2017, the Company was in compliance with its debt covenants. As of July 31, 2017 and April 30, 2017, the Company had no borrowings under the Revolver. The Company had $3.0 million of standby letters of credits issued under its long-term debt arrangements as of July 31, 2017 and April 30, 2017. The Company had a total of $8.8 million and $8.1 million of standby letters of credits with other financial institutions as of July 31, 2017 and April 30, 2017, respectively. The standby letters of credits were generally issued as a result of entering into office premise leases. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jul. 31, 2017 | |
Subsequent Events | 11. Subsequent Events Quarterly Dividend Declaration On September 5, 2017, the Board of Directors of the Company declared a cash dividend of $0.10 per share with a payment date of October 13, 2017 to holders of the Company’s common stock of record at the close of business on September 27, 2017. The declaration and payment of future dividends under the quarterly dividend policy will be at the discretion of the Board of Directors and will depend upon many factors, including the Company’s earnings, capital requirements, financial conditions, the terms of the Company’s indebtedness and other factors that the Board of Directors may deem to be relevant. The Board may amend, revoke or suspend the dividend policy at any time and for any reason. |
Organization and Summary of S18
Organization and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Jul. 31, 2017 | |
Basis of Consolidation and Presentation | Basis of Consolidation and Presentation The accompanying financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report on Form 10-K Investments in affiliated companies, which are 50% or less owned and where the Company exercises significant influence over operations, are accounted for using the equity method. The Company has control of a Mexico subsidiary and consolidates the operations of this subsidiary. Noncontrolling interest, which represents the Company’s 51% noncontrolling interest in the Mexico subsidiary, is reflected on the Company’s consolidated financial statements. The Company considers events or transactions that occur after the balance sheet date but before the consolidated financial statements are issued to provide additional evidence relative to certain estimates or to identify matters that require additional disclosures. |
Use of Estimates and Uncertainties | Use of Estimates and Uncertainties The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates, and changes in estimates are reported in current operations as new information is learned or upon the amounts becoming fixed and determinable. The most significant areas that require management judgment are revenue recognition, restructuring, deferred compensation, annual performance related bonuses, evaluation of the carrying value of receivables, goodwill and other intangible assets, fair value of contingent consideration, share-based payments and the recoverability of deferred income taxes. |
Revenue Recognition | Revenue Recognition Substantially all fee revenue is derived from fees for professional services related to executive search performed on a retained basis, recruitment for non-executive non-executive one-third non-executive non-executive Depending on the timing of billings and services rendered, the Company accrues or defers revenue as appropriate. Hay Group revenue is also derived from the sale of product services, which includes revenue from licenses and from the sale of products. Revenue from licenses is recognized using a straight-line method over the term of the contract (generally 12 months). Under the fixed term licenses, the Company is obligated to provide the licensee with access to any updates to the underlying intellectual property that are made by the Company during the term of the license. Once the term of the agreement expires, the client’s right to access or use the intellectual property expires and the Company has no further obligations to the client under the license agreement. Revenue from perpetual licenses is recognized when the license is sold since the Company’s only obligation is to provide the client access to the intellectual property but is not obligated to provide maintenance, support, updates or upgrades. Products sold by the Company mainly consist of books and automated services covering a variety of topics including performance management, team effectiveness, and coaching and development. The Company recognizes revenue for its products when the product has been sold or shipped in the case of books. As of July 31, 2017 and April 30, 2017, the Company included deferred revenue of $93.6 million and $95.8 million, respectively, in other accrued liabilities. |
Reimbursements | Reimbursements The Company incurs certain out-of-pocket |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts An allowance is established for doubtful accounts by taking a charge to general and administrative expenses. The amount of the allowance is based on historical loss experience, assessment of the collectability of specific accounts, as well as expectations of future collections based upon trends and the type of work for which services are rendered. After the Company exhausts all collection efforts, the amount of the allowance is reduced for balances identified as uncollectible. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. As of July 31, 2017 and April 30, 2017, the Company’s investments in cash equivalents consist of money market funds for which market prices are readily available. |
Marketable Securities | Marketable Securities The Company currently has investments in mutual funds that are classified as trading securities based upon management’s intent and ability to hold, sell or trade such securities. The classification of the investments in mutual funds is assessed upon purchase and reassessed at each reporting period. The investments in mutual funds (for which market prices are readily available) are held in trust to satisfy obligations under the Company’s deferred compensation plans. Such investments are based upon the employees’ investment elections in their deemed accounts in the Executive Capital Accumulation Plan and similar plans in Asia Pacific and Canada (“ECAP”) from a pre-determined ex-dividend |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is the price the Company would receive to sell an asset or transfer a liability (exit price) in an orderly transaction between market participants. For those assets and liabilities recorded or disclosed at fair value, the Company determines the fair value based upon the quoted market price, if available. If a quoted market price is not available for identical assets, the fair value is based upon the quoted market price of similar assets. The fair values are assigned a level within the fair value hierarchy as defined below: ◾ Level 1: ◾ Level 2: ◾ Level 3: As of July 31, 2017 and April 30, 2017, the Company held certain assets that are required to be measured at fair value on a recurring basis. These included cash, cash equivalents, accounts receivable, marketable securities, foreign currency forward contracts and interest rate swap. The carrying amount of cash, cash equivalents and accounts receivable approximates fair value due to the short maturity of these instruments. The fair values of marketable securities classified as trading are obtained from quoted market prices, and the fair values of foreign currency forward contracts or the interest rate swap are obtained from a third party, which are based on quoted prices or market prices for similar assets and financial instruments. |
Derivative Financial Instruments | Derivative Financial Instruments The Company is exposed to interest rate risk due to the outstanding senior secured credit agreement entered on June 15, 2016. The Company has entered into an interest rate swap agreement to effectively convert its variable debt to a fixed-rate basis. The principal objective of these contracts is to eliminate or reduce the variability of the cash flows in interest payments associated with the Company’s long-term debt, thus reducing the impact of interest rate changes on future interest payment cash flows. The Company has determined that the interest rate swap qualifies as a cash flow hedge in accordance with Accounting Standards Codification 815, Derivatives and Hedging |
Foreign Currency Forward Contracts Not Designated as Hedges | Foreign Currency Forward Contracts Not Designated as Hedges The Company has established a program that primarily utilizes foreign currency forward contracts to offset the risks associated with the effects of certain foreign currency exposures. These foreign currency forward contracts are neither used for trading purposes nor are they designated as hedging instruments pursuant to Accounting Standards Codification 815, Derivatives and Hedging |
Business Acquisitions | Business Acquisitions Business acquisitions are accounted for under the acquisition method. The acquisition method requires the reporting entity to identify the acquirer, determine the acquisition date, recognize and measure the identifiable assets acquired, the liabilities assumed and any noncontrolling interest in the acquired entity, and recognize and measure goodwill or a gain from the purchase. The acquiree’s results are included in the Company’s consolidated financial statements from the date of acquisition. Assets acquired and liabilities assumed are recorded at their fair values and the excess of the purchase price over the amounts assigned is recorded as goodwill, or if the fair value of the assets acquired exceeds the purchase price consideration, a bargain purchase gain is recorded. Adjustments to fair value assessments are generally recorded to goodwill over the measurement period (not longer than twelve months). The acquisition method also requires that acquisition-related transaction and post-acquisition restructuring costs be charged to expense as committed, and requires the Company to recognize and measure certain assets and liabilities including those arising from contingencies and contingent consideration in a business combination. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill represents the excess of the purchase price over the fair value of assets acquired. The goodwill impairment test compares the fair value of a reporting unit with its carrying amount, including goodwill. If the carrying amount of a reporting unit exceeds its fair value, goodwill of the reporting unit would be considered impaired. To measure the amount of the impairment loss, the implied fair value of a reporting unit’s goodwill is compared to the carrying amount of that goodwill. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. If the carrying amount of a reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. For each of these tests, the fair value of each of the Company’s reporting units is determined using a combination of valuation techniques, including a discounted cash flow methodology. To corroborate the discounted cash flow analysis performed at each reporting unit, a market approach is utilized using observable market data such as comparable companies in similar lines of business that are publicly traded or which are part of a public or private transaction (to the extent available). Results of the annual impairment test performed as of January 31, 2017, indicated that the fair value of each reporting unit exceeded its carrying amount and no reporting units were at risk of failing the impairment test. As a result, no impairment charge was recognized. There was also no indication of potential impairment as of July 31, 2017 and April 30, 2017 that would have required further testing. Intangible assets primarily consist of customer lists, non-compete |
Compensation and Benefits Expense | Compensation and Benefits Expense Compensation and benefits expense in the accompanying consolidated statements of income consist of compensation and benefits paid to consultants (employees who originate business), executive officers and administrative and support personnel. The most significant portions of this expense are salaries and the amounts paid under the annual performance related bonus plan to employees. The portion of the expense applicable to salaries is comprised of amounts earned by employees during a reporting period. The portion of the expenses applicable to annual performance related bonuses refers to the Company’s annual employee performance related bonus with respect to a fiscal year, the amount of which is communicated and paid to each eligible employee following the completion of the fiscal year. Each quarter, management makes its best estimate of its annual performance related bonuses, which requires management to, among other things, project annual consultant productivity (as measured by engagement fees billed and collected by executive search consultants and revenue and other performance/profitability metrics for Hay Group and Futurestep consultants), the level of engagements referred by a consultant in one line of business to a different line of business, Company performance including profitability, competitive forces and future economic conditions and their impact on the Company’s results. At the end of each fiscal year, annual performance related bonuses take into account final individual consultant productivity (including referred work), Company/line of business results including profitability, the achievement of strategic objectives and the results of individual performance appraisals, and the current economic landscape. Accordingly, each quarter the Company reevaluates the assumptions used to estimate annual performance related bonus liability and adjusts the carrying amount of the liability recorded on the consolidated balance sheet and reports any changes in the estimate in current operations. Because annual performance-based bonuses are communicated and paid only after the Company reports its full fiscal year results, actual performance-based bonus payments may differ from the prior year’s estimate. Such changes in the bonus estimate historically have been immaterial and are recorded in current operations in the period in which they are determined. The performance related bonus expense was $41.6 million and $42.4 million during the three months ended July 31, 2017 and 2016, respectively, included in compensation and benefits expense in the consolidated statements of income. Other expenses included in compensation and benefits expense are due to changes in deferred compensation and pension plan liabilities, changes in cash surrender value (“CSV”) of company owned life insurance (“COLI”) contracts, amortization of stock compensation awards, payroll taxes and employee insurance benefits. Investments and other assets include long-term retention awards that are generally amortized over four to five years. |
Restructuring Charges, Net | Restructuring Charges, Net The Company accounts for its restructuring charges as a liability when the obligations are incurred and records such charges at fair value. Such charges included one-time |
Stock-Based Compensation | Stock-Based Compensation The Company has employee compensation plans under which various types of stock-based instruments are granted. These instruments principally include restricted stock units, restricted stock, stock options and an Employee Stock Purchase Plan (“ESPP”). The Company recognizes compensation expense related to restricted stock units, restricted stock and the estimated fair value of stock options and stock purchases under the ESPP on a straight-line basis over the service period for the entire award. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In March 2016, the FASB issued guidance on accounting for certain aspects of share-based payments to employees. The new guidance requires excess tax benefits and tax deficiencies to be recorded in the income statement when the awards vest or are settled. Furthermore, cash flows related to excess tax benefits will no longer be separately classified as a financing activity apart from other income tax cash flows. The guidance also allows companies to repurchase more of an employee’s shares for tax withholding purposes without triggering liability accounting, clarifying that all cash payments made on an employee’s behalf for withheld shares should be presented as a financing activity in the consolidated statements of cash flows and provides an accounting policy election to account for forfeitures as they occur. The provisions of the guidance are effective for fiscal years beginning after December 15, 2016, and were adopted by the Company effective May 1, 2017. The primary impact of the adoption was the recognition of excess tax benefits in our provision for income taxes in the current year compared to recording it previously as a component of equity. Additional amendments to the accounting for income taxes and minimum statutory withholding tax requirements had no impact to retained earnings, where the cumulative effect of these changes are required to be recorded. The Company elected to apply the presentation for cash flows related to excess tax benefits retrospectively for all periods presented which resulted in a decrease to cash used in operations and cash provided by financing activities of $0.3 million for the three months ended July 31, 2016. The presentation requirements for cash flows related to employee taxes paid for withheld shares had no impact on any of the periods presented on our consolidated cash flows statements since such cash flows have historically been presented as a financing activity. The Company elected to account for forfeitures as they occur, rather than estimating the expected forfeitures over the vesting period. This election did not have an impact on the consolidated financial statements. |
Recently Proposed Accounting Standards | Recently Proposed Accounting Standards In May 2014, the FASB issued guidance that supersedes revenue recognition requirements regarding contracts with customers to transfer goods or services or for the transfer of nonfinancial assets. Under the new guidance, entities are required to recognize revenue that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance provides a five-step analysis to be performed on transactions to determine when and how revenue is recognized. The guidance permits two transition methods of adoption 1) the full retrospective method, in which case the standard would be applied to all reporting periods presented, or 2) the modified retrospective method, with a cumulative-effect adjustment as of the date of adoption. In July 2015, the FASB decided to approve a one-year bottoms-up No. 2014-09 In February 2016, the FASB issued guidance on accounting for leases that generally requires all leases to be recognized on the consolidated balance sheet. The provisions of the guidance are effective for fiscal years beginning after December 15, 2018, and early adoption is permitted. The Company plans to adopt this guidance in fiscal year beginning May 1, 2019. The provisions of the guidance are to be applied using a modified retrospective approach. The Company is currently evaluating the effect this guidance will have on the consolidated financial statements. In August 2016, the FASB issued guidance on the classification of certain cash receipts and cash payments in the statement of cash flows. The new guidance provides clarification on specific cash flow issues regarding presentation and classification in the statement of cash flows with the objective of reducing the existing diversity in practice. The amendments in this update are effective for reporting periods beginning after December 15, 2017, with early adoption permitted. The Company plans to adopt this guidance in its fiscal year beginning May 1, 2018. The provisions of the guidance are to be applied using a retrospective transition method. The adoption of this guidance is not anticipated to have a material impact on the consolidated financial statements. In January 2017, the FASB issued guidance that clarifies the definition of a business. The new guidance assists a company when evaluating whether transactions should be accounted for as acquisitions (disposals) of assets or businesses. The provisions of the guidance require that if the fair value of the gross assets acquired (or disposed of) is substantially concentrated in a single identifiable asset or a group of similar identifiable assets, then it is not a business. The provisions of the guidance are effective for annual years beginning after December 15, 2017, including interim periods, with early adoption permitted. The Company plans to adopt this guidance in its fiscal year beginning May 1, 2018. The provisions of the guidance are to be applied prospectively. The adoption of this guidance is not anticipated to have a material impact on the consolidated financial statements. In January 2017, the FASB issued guidance simplifying the test for goodwill impairment. The new guidance simplifies the test for goodwill impairment by removing Step 2 from the goodwill impairment test. Companies will now perform the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount, recognizing an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value not to exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The amendments of this standard are effective for goodwill impairment tests in fiscal years beginning after December 15, 2019, with early adoption permitted for goodwill impairment tests performed after January 1, 2017. The Company is evaluating the adoption timeline and the effects that the standard will have on the consolidated financial statements. In March 2017, the FASB issued guidance that improves the presentation of net periodic pension cost and net periodic postretirement benefit cost. The new guidance will change the presentation of net periodic benefit cost related to employer sponsored defined benefit plans and other postretirement benefits. Service cost will be included within the same income statement line item as other compensation costs arising from services rendered during the period, while other components of net periodic benefit pension cost will be presented separately outside of operating income. Additionally, only service costs may be capitalized in assets. The amendments of this standard are effective for fiscal years beginning after December 15, 2017, including interim periods within those years. The Company will adopt this guidance in its fiscal year beginning May 1, 2018. The adoption of this standard is not anticipated to have a material impact on the consolidated financial statements. In May 2017, the FASB issued guidance clarifying the scope of modification accounting for stock compensation. The new standard provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. This pronouncement is effective for annual reporting periods beginning after December 15, 2017, but early adoption is permitted. The Company will adopt this guidance in its fiscal year beginning May 1, 2018. The Company is currently evaluating the impact of adopting this guidance. |
Basic and Diluted Earnings Pe19
Basic and Diluted Earnings Per Share (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Basic and Diluted Earnings per Common Share Attributable to Common Stockholders | The following table summarizes basic and diluted earnings per common share attributable to common stockholders: Three Months Ended July 31, 2017 2016 (in thousands, except per share data) Net income attributable to Korn/Ferry International $ 29,041 $ 3,208 Less: distributed and undistributed earnings to nonvested restricted stockholders 288 44 Basic net earnings attributable to common stockholders 28,753 3,164 Add: undistributed earnings to nonvested restricted stockholders 232 — Less: reallocation of undistributed earnings to nonvested restricted stockholders 230 — Diluted net earnings attributable to common stockholders $ 28,755 $ 3,164 Weighted-average common shares outstanding: Basic weighted-average number of common shares outstanding 55,795 56,189 Effect of dilutive securities: Restricted stock 588 316 Stock options 12 60 ESPP 8 11 Diluted weighted-average number of common shares outstanding 56,403 56,576 Net earnings per common share: Basic earnings per share $ 0.52 $ 0.06 Diluted earnings per share $ 0.51 $ 0.06 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Summary of Changes in Stockholders' Equity | The following table summarizes the changes in stockholders’ equity for the three months ended July 31, 2017: Total Korn/Ferry Noncontrolling Total (in thousands) Balance as of April 30, 2017 $ 1,083,439 $ 3,609 $ 1,087,048 Comprehensive income (loss): Net income 29,041 388 29,429 Foreign currency translation adjustments 16,084 105 16,189 Deferred compensation and pension plan adjustments, net of tax 352 — 352 Net unrealized loss on interest rate swap, net of tax (63 ) — (63 ) Dividends paid to shareholders (5,823 ) — (5,823 ) Purchase of stock (7,372 ) — (7,372 ) Issuance of stock 4,586 — 4,586 Stock-based compensation 4,405 — 4,405 Balance as of July 31, 2017 $ 1,124,649 $ 4,102 $ 1,128,751 The following table summarizes the changes in stockholders’ equity for the three months ended July 31, 2016: Total Korn/Ferry Noncontrolling Total (in thousands) Balance as of April 30, 2016 $ 1,045,300 $ 2,001 $ 1,047,301 Comprehensive income (loss): Net income 3,208 860 4,068 Foreign currency translation adjustments (13,128 ) (146 ) (13,274 ) Deferred compensation and pension plan adjustments, net of tax 462 — 462 Dividends paid to shareholders (5,909 ) — (5,909 ) Purchase of stock (4,161 ) — (4,161 ) Issuance of stock 2,784 — 2,784 Stock-based compensation 4,739 — 4,739 Tax benefit from exercise of stock options and vesting of restricted stock 332 — 332 Balance as of July 31, 2016 $ 1,033,627 $ 2,715 $ 1,036,342 |
Comprehensive Income (Loss) (Ta
Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Components of Accumulated Other Comprehensive Loss | The components of accumulated other comprehensive loss were as follows: July 31, 2017 April 30, 2017 (in thousands) Foreign currency translation adjustments $ (39,275 ) $ (55,359 ) Deferred compensation and pension plan adjustments, net of tax (14,775 ) (15,127 ) Interest rate swap unrealized loss, net of taxes (641 ) (578 ) Accumulated other comprehensive loss, net $ (54,691 ) $ (71,064 ) |
Changes in Each Component of Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in each component of accumulated other comprehensive income (loss) for the three months ended July 31, 2017: Foreign Deferred Unrealized Accumulated (in thousands) Balance as of April 30, 2017 $ (55,359 ) $ (15,127 ) $ (578 ) $ (71,064 ) Unrealized gains (losses) arising during the period 16,084 — (234 ) 15,850 Reclassification of realized net losses to net income — 352 171 523 Balance as of July 31, 2017 $ (39,275 ) $ (14,775 ) $ (641 ) $ (54,691 ) The following table summarizes the changes in each component of accumulated other comprehensive income (loss) for the three months ended July 31, 2016: Foreign Currency Deferred Accumulated Other (in thousands) Balance as of April 30, 2016 $ (36,339 ) $ (21,572 ) $ (57,911 ) Unrealized losses arising during the period (13,128 ) — (13,128 ) Reclassification of realized net losses to net income — 462 462 Balance as of July 31, 2016 $ (49,467 ) $ (21,110 ) $ (70,577 ) (1) The tax effect on the reclassifications of realized net losses was $0.2 million and $0.3 million for the three months ended July 31, 2017 and 2016, respectively. (2) The tax effect on unrealized (losses) was $0.1 million for the three months ended July 31, 2017. The tax effect on the reclassification of realized net losses to net income was $0.1 million for the three months ended July 31, 2017. |
Employee Stock Plans (Tables)
Employee Stock Plans (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Components Of Stock-Based Compensation Expense Recognized | The following table summarizes the components of stock-based compensation expense recognized in the Company’s consolidated statements of operations for the periods indicated: Three Months Ended July 31, 2017 2016 (in thousands) Restricted stock $ 4,405 $ 4,739 ESPP 291 176 Total stock-based compensation expense, pre-tax 4,696 4,915 Tax benefit from stock-based compensation expense (1,378 ) (1,484 ) Total stock-based compensation expense, net of tax $ 3,318 $ 3,431 |
Restricted Stock Activity | Restricted stock activity during the three months ended July 31, 2017 is summarized below: Shares Weighted- Average Grant Date Fair Value (in thousands, except per share data) Non-vested, 1,581 $ 29.74 Granted 574 $ 34.10 Vested (368 ) $ 26.32 Forfeited/expired (62 ) $ 33.19 Non-vested, 1,725 $ 31.79 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Financial Instruments and Balance Sheet Classification | The following tables show the Company’s financial instruments and balance sheet classification as of July 31, 2017 and April 30, 2017: July 31, 2017 Fair Value Measurement Balance Sheet Classification Cost Unrealized Unrealized Fair Cash and Marketable Marketable Non-current Other Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 280,961 $ — $ — $ 280,961 $ 280,961 $ — $ — $ — $ — Money market funds 1,058 — — 1,058 1,058 — — — — Mutual funds (1) 117,222 9,533 (496 ) 126,259 — 11,651 114,608 — — Total $ 399,241 $ 9,533 $ (496 ) $ 408,278 $ 282,019 $ 11,651 $ 114,608 $ — $ — Level 2: Foreign currency forward contracts $ — $ 386 $ (400 ) $ (14 ) $ — $ — $ — $ (315 ) $ 301 Interest rate swap $ — $ — $ (1,050 ) $ (1,050 ) $ — $ — $ — $ (1,050 ) $ — April 30, 2017 Fair Value Measurement Balance Sheet Classification Cost Unrealized Unrealized Fair Cash and Marketable Marketable Non-current Other Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 409,824 $ — $ — $ 409,824 $ 409,824 $ — $ — $ — $ — Money market funds 1,058 — — 1,058 1,058 — — — — Mutual funds (1) 113,818 6,697 (578 ) 119,937 — 4,363 115,574 — — Total $ 524,700 $ 6,697 $ (578 ) $ 530,819 $ 410,882 $ 4,363 $ 115,574 $ — $ — Level 2: Foreign currency forward contracts $ — $ 129 $ (846 ) $ (717 ) $ — $ — $ — $ (717 ) $ — Interest rate swap $ — $ — $ (947 ) $ (947 ) $ — $ — $ — $ (947 ) $ — (1) These investments are held in trust for settlement of the Company’s vested obligations of $116.2 million and $99.5 million as of July 31, 2017 and April 30, 2017, respectively, under the ECAP (see Note 7 — Deferred Compensation and Retirement Plans |
Financial Instruments and Balance Sheet Classification | The following tables show the Company’s financial instruments and balance sheet classification as of July 31, 2017 and April 30, 2017: July 31, 2017 Fair Value Measurement Balance Sheet Classification Cost Unrealized Unrealized Fair Cash and Marketable Marketable Non-current Other Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 280,961 $ — $ — $ 280,961 $ 280,961 $ — $ — $ — $ — Money market funds 1,058 — — 1,058 1,058 — — — — Mutual funds (1) 117,222 9,533 (496 ) 126,259 — 11,651 114,608 — — Total $ 399,241 $ 9,533 $ (496 ) $ 408,278 $ 282,019 $ 11,651 $ 114,608 $ — $ — Level 2: Foreign currency forward contracts $ — $ 386 $ (400 ) $ (14 ) $ — $ — $ — $ (315 ) $ 301 Interest rate swap $ — $ — $ (1,050 ) $ (1,050 ) $ — $ — $ — $ (1,050 ) $ — April 30, 2017 Fair Value Measurement Balance Sheet Classification Cost Unrealized Unrealized Fair Cash and Marketable Marketable Non-current Other Income Taxes & Other Receivables (in thousands) Level 1: Cash $ 409,824 $ — $ — $ 409,824 $ 409,824 $ — $ — $ — $ — Money market funds 1,058 — — 1,058 1,058 — — — — Mutual funds (1) 113,818 6,697 (578 ) 119,937 — 4,363 115,574 — — Total $ 524,700 $ 6,697 $ (578 ) $ 530,819 $ 410,882 $ 4,363 $ 115,574 $ — $ — Level 2: Foreign currency forward contracts $ — $ 129 $ (846 ) $ (717 ) $ — $ — $ — $ (717 ) $ — Interest rate swap $ — $ — $ (947 ) $ (947 ) $ — $ — $ — $ (947 ) $ — (1) These investments are held in trust for settlement of the Company’s vested obligations of $116.2 million and $99.5 million as of July 31, 2017 and April 30, 2017, respectively, under the ECAP (see Note 7 — Deferred Compensation and Retirement Plans |
Summary of Losses on Interest Rate Swap | During the three months ended July 31, 2017, the Company recognized the following losses on the interest rate swap: July 31, 2017 (in thousands) Losses recognized in other comprehensive income (net of tax effects of $149) $ 234 Losses reclassified from accumulated other comprehensive income into interest expense, net 280 |
Cash Flow Hedge | |
Fair Value of Derivative Designated as Cash Flow Hedge Instrument | The fair value of the derivative designated as a cash flow hedge instrument is as follows: July 31, 2017 April 30, 2017 (in thousands) Derivative liability: Interest rate swap contract $ 1,050 $ 947 |
Not Designated as Hedge Instrument | |
Fair Value of Liabilities Derivatives | The fair value of derivatives not designated as hedge instruments are as follows: July 31, 2017 April 30, 2017 (in thousands) Derivative assets: Total gross amount of foreign currency forward contracts $ 386 $ — Gross derivatives offset on the balance sheet (1) (85 ) — Net amounts presented on the balance sheet $ 301 $ — Derivative liabilities: Total gross amount of foreign currency forward contracts $ 400 $ 846 Gross derivatives offset on the balance sheet (1) (85 ) (129 ) Net amounts presented on the balance sheet $ 315 $ 717 (1) These amounts represent the impact of netting derivative assets and derivative liabilities when a legally enforceable master netting agreement exists and fair value of adjustments related to our counterparty credit risk. |
Fair Value of Assets Derivatives | The fair value of derivatives not designated as hedge instruments are as follows: July 31, 2017 April 30, 2017 (in thousands) Derivative assets: Total gross amount of foreign currency forward contracts $ 386 $ — Gross derivatives offset on the balance sheet (1) (85 ) — Net amounts presented on the balance sheet $ 301 $ — Derivative liabilities: Total gross amount of foreign currency forward contracts $ 400 $ 846 Gross derivatives offset on the balance sheet (1) (85 ) (129 ) Net amounts presented on the balance sheet $ 315 $ 717 (1) These amounts represent the impact of netting derivative assets and derivative liabilities when a legally enforceable master netting agreement exists and fair value of adjustments related to our counterparty credit risk. |
Deferred Compensation and Ret24
Deferred Compensation and Retirement Plans (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Components of Net Periodic Benefits Costs | The components of net periodic benefit costs are as follows: Three Months Ended July 31, 2017 2016 (in thousands) Service cost $ 2,126 $ 609 Interest cost 959 1,062 Amortization of actuarial loss 577 763 Expected return on plan assets (1) (399 ) (390 ) Net periodic benefit costs $ 3,263 $ 2,044 (1) The expected long-term rate of return on plan assets is 6.50% for July 31,2017 and 2016. |
Restructuring Charges, Net (Tab
Restructuring Charges, Net (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Changes in Restructuring Liability | Changes in the restructuring liability during the three months ended July 31, 2017 are as follows: Severance Facilities Total (in thousands) Liability as of April 30, 2017 $ 5,341 $ 8,354 $ 13,695 Restructuring charges, net — 280 280 Reductions for cash payments (2,602 ) (1,464 ) (4,066 ) Exchange rate fluctuations 165 244 409 Liability as of July 31, 2017 $ 2,904 $ 7,414 $ 10,318 |
Summary of Restructuring Liability by Segment | The restructuring liability by segment is summarized below: July 31, 2017 Severance Facilities Total (in thousands) Executive Search North America $ 40 $ 242 $ 282 Europe, Middle East and Africa (“EMEA”) 204 — 204 Asia Pacific — 3 3 Latin America — 49 49 Total Executive Search 244 294 538 Hay Group 2,660 6,991 9,651 Futurestep — 129 129 Liability as of July 31, 2017 $ 2,904 $ 7,414 $ 10,318 April 30, 2017 Severance Facilities Total (in thousands) Executive Search North America $ 134 $ 250 $ 384 Europe, Middle East and Africa 393 — 393 Asia Pacific — 6 6 Latin America — 87 87 Total Executive Search 527 343 870 Hay Group 4,814 7,879 12,693 Futurestep — 132 132 Liability as of April 30, 2017 $ 5,341 $ 8,354 $ 13,695 |
Business Segments (Tables)
Business Segments (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Financial Highlights by Business Segment | Financial highlights by business segment are as follows: Three Months Ended July 31, 2017 Executive Search North America EMEA Asia Pacific Latin America Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 91,833 $ 40,121 $ 21,578 $ 7,659 $ 161,191 $ 179,453 $ 60,610 $ — $ 401,254 Total revenue $ 95,205 $ 41,058 $ 21,880 $ 7,664 $ 165,807 $ 183,296 $ 65,814 $ — $ 414,917 Net income attributable to Korn/Ferry International $ 29,041 Net income attributable to noncontrolling interest 388 Other income, net (3,532 ) Interest expense, net 2,660 Equity in earnings of unconsolidated subsidiaries, net (30 ) Income tax provision 12,210 Operating income (loss) $ 21,995 $ 6,675 $ 3,141 $ 1,026 $ 32,837 $ 19,083 $ 8,237 $ (19,420 ) 40,737 Depreciation and amortization 949 428 320 107 1,804 8,085 796 1,524 12,209 Other income (loss), net 282 56 105 20 463 32 8 3,029 3,532 Equity in earnings of unconsolidated subsidiaries, net 30 — — — 30 — — — 30 EBITDA 23,256 7,159 3,566 1,153 35,134 27,200 9,041 (14,867 ) 56,508 Restructuring charges, net — — 40 — 40 240 — — 280 Integration/acquisition cost — — — — — 2,549 — 39 2,588 Adjusted EBITDA $ 23,256 $ 7,159 $ 3,606 $ 1,153 $ 35,174 $ 29,989 $ 9,041 $ (14,828 ) $ 59,376 Three Months Ended July 31, 2016 Executive Search North America EMEA Asia Pacific Latin America Subtotal Hay Group Futurestep Corporate Consolidated (in thousands) Fee revenue $ 81,802 $ 35,370 $ 19,626 $ 9,563 $ 146,361 $ 174,582 $ 54,678 $ — $ 375,621 Deferred revenue adjustment due to acquisition — — — — — 3,535 — — 3,535 Adjusted fee revenue $ 81,802 $ 35,370 $ 19,626 $ 9,563 $ 146,361 $ 178,117 $ 54,678 $ — $ 379,156 Total revenue $ 85,425 $ 36,249 $ 20,180 $ 9,614 $ 151,468 $ 181,508 $ 59,957 $ — $ 392,933 Net income attributable to Korn/Ferry International $ 3,208 Net income attributable to noncontrolling interest 860 Other income, net (4,259 ) Interest expense, net 3,061 Equity in earnings of unconsolidated subsidiaries, net (79 ) Income tax provision 1,725 Operating income (loss) $ 16,468 $ 6,027 $ 2,102 $ 2,330 $ 26,927 $ (7,743 ) $ 7,513 $ (22,181 ) 4,516 Depreciation and amortization 830 211 225 114 1,380 8,016 623 1,425 11,444 Other income (loss), net 288 24 87 73 472 235 (2 ) 3,554 4,259 Equity in earnings of unconsolidated subsidiaries, net 79 — — — 79 — — — 79 EBITDA 17,665 6,262 2,414 2,517 28,858 508 8,134 (17,202 ) 20,298 Restructuring charges, net 1,706 128 622 360 2,816 21,488 — 216 24,520 Integration/acquisition costs — — — — — 4,264 — 3,763 8,027 Deferred revenue adjustment due to acquisition — — — — — 3,535 — — 3,535 Adjusted EBITDA $ 19,371 $ 6,390 $ 3,036 $ 2,877 $ 31,674 $ 29,795 $ 8,134 $ (13,223 ) $ 56,380 |
Organization and Summary of S27
Organization and Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | Apr. 30, 2017 | |
Organization And Summary Of Significant Accounting Policies [Line Items] | |||
Investments in affiliated companies maximum | 50.00% | ||
Deferred revenue | $ 93,600,000 | $ 95,800,000 | |
Impairment of goodwill | 0 | 0 | |
Impairment of intangible assets | 0 | $ 0 | |
Performance related bonus expenses | 41,600,000 | $ 42,400,000 | |
Net cash from operations | (109,573,000) | (135,706,000) | |
Net cash provided by financing | $ (15,266,000) | 126,290,000 | |
Adjustments for New Accounting Pronouncement | |||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||
Net cash from operations | 300,000 | ||
Net cash provided by financing | $ (300,000) | ||
Minimum | |||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets estimated useful lives | 1 year | ||
Amortization of long-term retention awards | 4 years | ||
Maximum | |||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||
Intangible assets estimated useful lives | 24 years | ||
Amortization of long-term retention awards | 5 years | ||
Mexico Subsidiary | |||
Organization And Summary Of Significant Accounting Policies [Line Items] | |||
Percentage of Noncontrolling interest in subsidiary | 51.00% |
Basic and Diluted Earnings Pe28
Basic and Diluted Earnings Per Share - Additional Information (Detail) - shares shares in Millions | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Restricted Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from computation of earnings per share, shares | 0.6 | 0.5 |
Basic and Diluted Earnings pe29
Basic and Diluted Earnings per Common Share Attributable to Common Stockholders (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Earnings Per Share Disclosure [Line Items] | ||
Net income attributable to Korn/Ferry International | $ 29,041 | $ 3,208 |
Less: distributed and undistributed earnings to nonvested restricted stockholders | 288 | 44 |
Basic net earnings attributable to common stockholders | 28,753 | 3,164 |
Add: undistributed earnings to nonvested restricted stockholders | 232 | |
Less: reallocation of undistributed earnings to nonvested restricted stockholders | 230 | |
Diluted net earnings attributable to common stockholders | $ 28,755 | $ 3,164 |
Basic weighted-average number of common shares outstanding | 55,795 | 56,189 |
Diluted weighted-average number of common shares outstanding | 56,403 | 56,576 |
Basic earnings per share | $ 0.52 | $ 0.06 |
Diluted earnings per share | $ 0.51 | $ 0.06 |
ESPP | ||
Earnings Per Share Disclosure [Line Items] | ||
Stock | 8 | 11 |
Restricted Stock | ||
Earnings Per Share Disclosure [Line Items] | ||
Stock | 588 | 316 |
Stock Options | ||
Earnings Per Share Disclosure [Line Items] | ||
Stock | 12 | 60 |
Summary of Changes in Stockhold
Summary of Changes in Stockholders' Equity (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Balance as of April 30, 2017 | $ 1,087,048 | $ 1,047,301 |
Net income | 29,429 | 4,068 |
Foreign currency translation adjustments | 16,189 | (13,274) |
Deferred compensation and pension plan adjustments, net of tax | 352 | 462 |
Net unrealized loss on interest rate swap, net of tax | (63) | |
Dividends paid to shareholders | (5,823) | (5,909) |
Purchase of stock | (7,372) | (4,161) |
Issuance of stock | 4,586 | 2,784 |
Stock-based compensation | 4,405 | 4,739 |
Tax benefit from exercise of stock options and vesting of restricted stock | 332 | |
Balance as of July 31, 2017 | 1,128,751 | 1,036,342 |
Parent | ||
Balance as of April 30, 2017 | 1,083,439 | 1,045,300 |
Net income | 29,041 | 3,208 |
Foreign currency translation adjustments | 16,084 | (13,128) |
Deferred compensation and pension plan adjustments, net of tax | 352 | 462 |
Net unrealized loss on interest rate swap, net of tax | (63) | |
Dividends paid to shareholders | (5,823) | (5,909) |
Purchase of stock | (7,372) | (4,161) |
Issuance of stock | 4,586 | 2,784 |
Stock-based compensation | 4,405 | 4,739 |
Tax benefit from exercise of stock options and vesting of restricted stock | 332 | |
Balance as of July 31, 2017 | 1,124,649 | 1,033,627 |
Noncontrolling Interest | ||
Balance as of April 30, 2017 | 3,609 | 2,001 |
Net income | 388 | 860 |
Foreign currency translation adjustments | 105 | (146) |
Balance as of July 31, 2017 | $ 4,102 | $ 2,715 |
Components of Accumulated Other
Components of Accumulated Other Comprehensive Loss (Detail) - USD ($) $ in Thousands | Jul. 31, 2017 | Apr. 30, 2017 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Foreign currency translation adjustments | $ (39,275) | $ (55,359) |
Deferred compensation and pension plan adjustments, net of tax | (14,775) | (15,127) |
Interest rate swap unrealized loss, net of taxes | (641) | (578) |
Accumulated other comprehensive loss, net | $ (54,691) | $ (71,064) |
Changes in Each Component of Ac
Changes in Each Component of Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | $ 1,083,439 | ||
Ending balance | 1,124,649 | ||
Accumulated Translation Adjustment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | (55,359) | $ (36,339) | |
Unrealized gains (losses) arising during the period | 16,084 | (13,128) | |
Ending balance | (39,275) | (49,467) | |
Accumulated Defined Benefit Plan Adjustment | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | [1] | (15,127) | (21,572) |
Reclassification of realized net losses to net income | [1] | 352 | 462 |
Ending balance | [1] | (14,775) | (21,110) |
Unrealized (Losses) on Interest Rate Swap | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | [2] | (578) | |
Unrealized gains (losses) arising during the period | [2] | (234) | |
Reclassification of realized net losses to net income | [2] | 171 | |
Ending balance | [2] | (641) | |
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning balance | (71,064) | (57,911) | |
Unrealized gains (losses) arising during the period | 15,850 | (13,128) | |
Reclassification of realized net losses to net income | 523 | 462 | |
Ending balance | $ (54,691) | $ (70,577) | |
[1] | The tax effect on the reclassifications of realized net losses was $0.2 million and $0.3 million for the three months ended July 31, 2017 and 2016, respectively. | ||
[2] | The tax effect on unrealized (losses) was $0.1 million for the three months ended July 31, 2017. The tax effect on the reclassification of realized net losses to net income was $0.1 million for the three months ended July 31, 2017. |
Changes in Each Component of 33
Changes in Each Component of Accumulated Other Comprehensive Income (Loss) (Parenthetical) (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Tax effect on reclassifications of realized net losses | $ 0.2 | $ 0.3 |
Tax effect on unrealized (losses) | 0.1 | |
Unrealized (Losses) on Interest Rate Swap | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Tax effect on reclassifications of realized net losses | $ 0.1 |
Components of Stock-Based Compe
Components of Stock-Based Compensation Expense Recognized (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense, pre-tax | $ 4,696 | $ 4,915 |
Tax benefit from stock-based compensation expense | (1,378) | (1,484) |
Total stock-based compensation expense, net of tax | 3,318 | 3,431 |
Restricted Stock | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense, pre-tax | 4,405 | 4,739 |
ESPP | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense, pre-tax | $ 291 | $ 176 |
Employee Stock Plans - Addition
Employee Stock Plans - Additional Information (Detail) | 3 Months Ended | ||
Jul. 31, 2017USD ($)$ / sharesshares | Jul. 31, 2016USD ($)$ / sharesshares | Apr. 30, 2017shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Payments of tax withholdings on restricted stock | $ | $ 3,346,000 | $ 4,161,000 | |
Shares repurchased during the period, value | $ | $ 7,372,000 | $ 4,161,000 | |
Treasury Stock, Common | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares repurchased during the period | 119,356 | 0 | |
Shares repurchased during the period, value | $ | $ 4,000,000 | $ 0 | |
Time Based Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Market Based Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Shares outstanding | 700,000 | ||
Total unrecognized compensation cost related to non-vested awards | $ | $ 11,000,000 | ||
Performance Based Restricted Stock Unit | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Shares outstanding | 200,000 | ||
Total unrecognized compensation cost related to non-vested awards | $ | $ 7,000,000 | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Proceeds from issuance of common stock upon exercise of employee stock options | $ | $ 600,000 | $ 400,000 | |
Stock Options | Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock issued for stock options exercised | 41,075 | 32,470 | |
Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares outstanding | 1,725,000 | 1,581,000 | |
Total unrecognized compensation cost related to non-vested awards | $ | $ 42,100,000 | ||
Expected cost recognized over weighted-average period | 2 years 8 months 12 days | ||
Shares repurchased during the period to pay for taxes | 97,483 | 185,754 | |
Payments of tax withholdings on restricted stock | $ | $ 3,300,000 | $ 4,200,000 | |
Stock Incentive Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock incentive plan, additional number of shares | 5,500,000 | ||
Maximum number of shares reserved for issuance | 11,200,000 | ||
Issuance of full-value stock awards limitation, required ratio to stock options | 2.3 | ||
ESPP | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Maximum number of shares reserved for issuance | 3,000,000 | ||
Authorized payroll deductions | 15.00% | ||
Authorized payroll deductions, value | $ | $ 25,000 | ||
Fair market price of common stock | 85.00% | ||
Shares available for future issuance | 1,200,000 | ||
Employees stock purchased | 116,285 | 114,011 | |
Employees stock purchased, price per share | $ / shares | $ 29.35 | $ 17.60 |
Restricted Stock Activity (Deta
Restricted Stock Activity (Detail) - Restricted Stock shares in Thousands | 3 Months Ended |
Jul. 31, 2017$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Non-vested, beginning of year | shares | 1,581 |
Shares, Granted | shares | 574 |
Shares, Vested | shares | (368) |
Shares, Forfeited/expired | shares | (62) |
Shares, Non-vested, end of year | shares | 1,725 |
Weighted-Average Grant Date Fair Value, Non-vested, beginning of year | $ / shares | $ 29.74 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | 34.10 |
Weighted-Average Grant Date Fair Value, Vested | $ / shares | 26.32 |
Weighted-Average Grant Date Fair Value, Forfeited/expired | $ / shares | 33.19 |
Weighted-Average Grant Date Fair Value, Non-vested, end of year | $ / shares | $ 31.79 |
Financial Instruments and Balan
Financial Instruments and Balance Sheet Classification (Detail) - USD ($) $ in Thousands | Jul. 31, 2017 | Apr. 30, 2017 | Jul. 31, 2016 | Apr. 30, 2016 | |
Investment Holdings [Line Items] | |||||
Other Accrued Liabilities | $ (153,386) | $ (148,464) | |||
Cash and cash equivalents | 282,019 | 410,882 | $ 244,073 | $ 273,252 | |
Marketable Securities, Current | 11,651 | 4,363 | |||
Marketable securities, non-current | 114,608 | 115,574 | |||
Income Taxes & Other Receivables | 44,035 | 31,573 | |||
Fair Value, Inputs, Level 1 | |||||
Investment Holdings [Line Items] | |||||
Cost | 399,241 | 524,700 | |||
Unrealized Gains | 9,533 | 6,697 | |||
Unrealized Losses | (496) | (578) | |||
Fair Value | 408,278 | 530,819 | |||
Cash and cash equivalents | 282,019 | 410,882 | |||
Marketable Securities, Current | 11,651 | 4,363 | |||
Marketable securities, non-current | 114,608 | 115,574 | |||
Fair Value, Inputs, Level 1 | Cash | |||||
Investment Holdings [Line Items] | |||||
Cash and cash equivalents | 280,961 | 409,824 | |||
Cost | 280,961 | 409,824 | |||
Fair Value | 280,961 | 409,824 | |||
Fair Value, Inputs, Level 1 | Money Market Funds | |||||
Investment Holdings [Line Items] | |||||
Cash and cash equivalents | 1,058 | 1,058 | |||
Fair Value | 1,058 | 1,058 | |||
Cost | 1,058 | 1,058 | |||
Fair Value, Inputs, Level 1 | Mutual Funds | |||||
Investment Holdings [Line Items] | |||||
Unrealized Gains | [1] | 9,533 | 6,697 | ||
Unrealized Losses | [1] | (496) | (578) | ||
Marketable Securities, Current | [1] | 11,651 | 4,363 | ||
Marketable securities, non-current | [1] | 114,608 | 115,574 | ||
Cost | [1] | 117,222 | 113,818 | ||
Fair Value | [1] | 126,259 | 119,937 | ||
Fair Value, Inputs, Level 2 | Foreign Exchange Forward Contracts | |||||
Investment Holdings [Line Items] | |||||
Other Accrued Liabilities | (315) | (717) | |||
Unrealized Gains | 386 | 129 | |||
Unrealized Losses | (400) | (846) | |||
Fair Value | (14) | (717) | |||
Income Taxes & Other Receivables | 301 | ||||
Fair Value, Inputs, Level 2 | Interest Rate Swap | |||||
Investment Holdings [Line Items] | |||||
Unrealized Losses | (1,050) | (947) | |||
Fair Value | (1,050) | (947) | |||
Other Accrued Liabilities | $ (1,050) | $ (947) | |||
[1] | These investments are held in trust for settlement of the Company's vested obligations of $116.2 million and $99.5 million as of July 31, 2017 and April 30, 2017, respectively, under the ECAP (see Note 7 - Deferred Compensation and Retirement Plans). During the three months ended July 31, 2017 and 2016, the fair value of the investments increased; therefore, the Company recognized income of $3.4 million and $3.9 million, respectively, which was recorded in other income, net. |
Financial Instruments and Bal38
Financial Instruments and Balance Sheet Classification (Parenthetical) (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Apr. 30, 2017 | |
Investment Holdings [Line Items] | |||
Obligations for which assets are held in trust | $ 116,200 | $ 99,500 | |
Gain (loss) on marketable securities | $ 3,429 | $ 3,915 |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | |
Mar. 31, 2017 | Jul. 31, 2017 | Apr. 30, 2017 | |
Financial Instrument [Line Items] | |||
Derivative losses included in accumulated other comprehensive income | $ (0.7) | ||
Not Designated as Hedge Instrument | Foreign Exchange Forward Contracts | |||
Financial Instrument [Line Items] | |||
Foreign currency gains (losses) | (2.6) | ||
Not Designated as Hedge Instrument | Foreign Exchange Forward Contracts | Other Accrued Liabilities | Derivatives Purchased | |||
Financial Instrument [Line Items] | |||
Derivative notional amount | 12.2 | $ 19.4 | |
Not Designated as Hedge Instrument | Foreign Exchange Forward Contracts | Other Accrued Liabilities | Derivatives Sold | |||
Financial Instrument [Line Items] | |||
Derivative notional amount | 67.2 | $ 70 | |
Designated as Hedge Instrument | Interest Rate Swap | Cash Flow Hedge | |||
Financial Instrument [Line Items] | |||
Derivative notional amount | $ 129.8 | $ 127.2 | |
Derivative, Maturity Date | Jun. 15, 2021 | ||
Interest rate | 1.919% |
Fair Value of Derivative Design
Fair Value of Derivative Designated as Cash Flow Hedge Instrument (Detail) - USD ($) $ in Thousands | Jul. 31, 2017 | Apr. 30, 2017 |
Designated as Hedge Instrument | Interest Rate Swap | ||
Derivative liability: | ||
Interest rate swap contract | $ 1,050 | $ 947 |
Summary of Losses on Interest R
Summary of Losses on Interest Rate Swap (Detail) - Interest Rate Swap $ in Thousands | 3 Months Ended |
Jul. 31, 2017USD ($) | |
Derivative [Line Items] | |
Losses recognized in other comprehensive income (net of tax effects of $149) | $ 234 |
Losses reclassified from accumulated other comprehensive income into interest expense, net | $ 280 |
Summary of Losses on Interest42
Summary of Losses on Interest Rate Swap (Parenthetical) (Detail) $ in Thousands | 3 Months Ended |
Jul. 31, 2017USD ($) | |
Derivative [Line Items] | |
Losses recognized in OCI, tax effects | $ 100 |
Interest Rate Swap | |
Derivative [Line Items] | |
Losses recognized in OCI, tax effects | $ 149 |
Fair Value of Derivatives Not D
Fair Value of Derivatives Not Designated as Hedge Instruments (Detail) - Not Designated as Hedge Instrument - USD ($) $ in Thousands | Jul. 31, 2017 | Apr. 30, 2017 | |
Derivative assets: | |||
Gross derivatives offset on the balance sheet | [1] | $ (85) | |
Net amounts presented on the balance sheet | 301 | ||
Derivative liabilities: | |||
Gross derivatives offset on the balance sheet | [1] | (85) | $ (129) |
Net amounts presented on the balance sheet | 315 | 717 | |
Foreign Exchange Forward Contracts | |||
Derivative assets: | |||
Total gross amount of foreign currency forward contracts | 386 | ||
Derivative liabilities: | |||
Total gross amount of foreign currency forward contracts | $ 400 | $ 846 | |
[1] | These amounts represent the impact of netting derivative assets and derivative liabilities when a legally enforceable master netting agreement exists and fair value of adjustments related to our counterparty credit risk. |
Deferred Compensation and Ret44
Deferred Compensation and Retirement Plans - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Apr. 30, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Increase in market value of the underlying COLI investments | $ 2,485 | $ 2,498 | |
Recognized investment income(expense) | 3,429 | 3,915 | |
CSV of COLI Contracts | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Gross CSV | 180,700 | $ 180,300 | |
Outstanding policy loans | 66,800 | $ 67,200 | |
Increase in market value of the underlying COLI investments | 2,500 | 2,500 | |
Executive Capital Accumulation Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Gain (loss) on deferred compensation plan | $ 3,700 | $ 3,200 | |
Executive Capital Accumulation Plan | Minimum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Deferred compensation arrangement vesting period | 4 years | ||
Executive Capital Accumulation Plan | Maximum | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Deferred compensation arrangement vesting period | 5 years | ||
Defined Benefit Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined benefit plan, expected future employer contributions, current fiscal year | $ 200 |
Components of Net Periodic Bene
Components of Net Periodic Benefits Costs (Detail) - Deferred Compensation Plan - USD ($) $ in Thousands | 3 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | ||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | $ 2,126 | $ 609 | |
Interest cost | 959 | 1,062 | |
Amortization of actuarial loss | 577 | 763 | |
Expected return on plan assets | [1] | (399) | (390) |
Net periodic benefit costs | $ 3,263 | $ 2,044 | |
[1] | The expected long-term rate of return on plan assets is 6.50% for July 31,2017 and 2016. |
Components of Net Periodic Be46
Components of Net Periodic Benefits Costs (Parenthetical) (Detail) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Expected long-term rate of return on plan assets | 6.50% | 6.50% |
Restructuring Charges, Net - Ad
Restructuring Charges, Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | Apr. 30, 2017 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 280 | $ 24,520 | |
Restructuring liability included in other long-term liabilities | $ 4,000 | $ 4,600 |
Changes In Restructuring Liabil
Changes In Restructuring Liability (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Restructuring Cost and Reserve [Line Items] | ||
Liability, Beginning period | $ 13,695 | |
Restructuring charges, net | 280 | $ 24,520 |
Reductions for cash payments | (4,066) | |
Exchange rate fluctuations | 409 | |
Liability, Ending period | 10,318 | |
Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Liability, Beginning period | 5,341 | |
Reductions for cash payments | (2,602) | |
Exchange rate fluctuations | 165 | |
Liability, Ending period | 2,904 | |
Facilities | ||
Restructuring Cost and Reserve [Line Items] | ||
Liability, Beginning period | 8,354 | |
Restructuring charges, net | 280 | |
Reductions for cash payments | (1,464) | |
Exchange rate fluctuations | 244 | |
Liability, Ending period | $ 7,414 |
Summary of Restructuring Liabil
Summary of Restructuring Liability by Segment (Detail) - USD ($) $ in Thousands | Jul. 31, 2017 | Apr. 30, 2017 |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | $ 10,318 | $ 13,695 |
Operating Segments | Executive Search | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 538 | 870 |
Operating Segments | Executive Search | North America | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 282 | 384 |
Operating Segments | Executive Search | EMEA | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 204 | 393 |
Operating Segments | Executive Search | Asia Pacific | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 3 | 6 |
Operating Segments | Executive Search | Latin America | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 49 | 87 |
Operating Segments | Hay Group | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 9,651 | 12,693 |
Operating Segments | Futurestep | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 129 | 132 |
Severance | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 2,904 | 5,341 |
Severance | Operating Segments | Executive Search | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 244 | 527 |
Severance | Operating Segments | Executive Search | North America | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 40 | 134 |
Severance | Operating Segments | Executive Search | EMEA | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 204 | 393 |
Severance | Operating Segments | Hay Group | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 2,660 | 4,814 |
Facilities | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 7,414 | 8,354 |
Facilities | Operating Segments | Executive Search | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 294 | 343 |
Facilities | Operating Segments | Executive Search | North America | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 242 | 250 |
Facilities | Operating Segments | Executive Search | Asia Pacific | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 3 | 6 |
Facilities | Operating Segments | Executive Search | Latin America | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 49 | 87 |
Facilities | Operating Segments | Hay Group | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 6,991 | 7,879 |
Facilities | Operating Segments | Futurestep | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | $ 129 | $ 132 |
Business Segments - Additional
Business Segments - Additional Information (Detail) | 3 Months Ended |
Jul. 31, 2017Segment | |
Segment Reporting Information [Line Items] | |
Number of business segments | 3 |
Business Segments (Detail)
Business Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Fee revenue | $ 401,254 | $ 375,621 |
Deferred revenue adjustment due to acquisition | 3,535 | |
Adjusted fee revenue | 379,156 | |
Total revenue | 414,917 | 392,933 |
Net income attributable to Korn/Ferry International | 29,041 | 3,208 |
Net income attributable to noncontrolling interest | 388 | 860 |
Other income, net | (3,532) | (4,259) |
Interest expense, net | 2,660 | 3,061 |
Equity in earnings of unconsolidated subsidiaries, net | (30) | (79) |
Income tax provision | 12,210 | 1,725 |
Operating income (loss) | 40,737 | 4,516 |
Depreciation and amortization | 12,209 | 11,444 |
Other income (loss), net | 3,532 | 4,259 |
Equity in earnings of unconsolidated subsidiaries, net | 30 | 79 |
EBITDA | 56,508 | 20,298 |
Restructuring charges, net | 280 | 24,520 |
Integration/acquisition costs | 2,588 | 8,027 |
Deferred revenue adjustment due to acquisition | 3,535 | |
Adjusted EBITDA | 59,376 | 56,380 |
Operating Segments | Executive Search | ||
Segment Reporting Information [Line Items] | ||
Fee revenue | 161,191 | 146,361 |
Adjusted fee revenue | 146,361 | |
Total revenue | 165,807 | 151,468 |
Operating income (loss) | 32,837 | 26,927 |
Depreciation and amortization | 1,804 | 1,380 |
Other income (loss), net | 463 | 472 |
Equity in earnings of unconsolidated subsidiaries, net | 30 | 79 |
EBITDA | 35,134 | 28,858 |
Restructuring charges, net | 40 | 2,816 |
Adjusted EBITDA | 35,174 | 31,674 |
Operating Segments | Executive Search | North America | ||
Segment Reporting Information [Line Items] | ||
Fee revenue | 91,833 | 81,802 |
Adjusted fee revenue | 81,802 | |
Total revenue | 95,205 | 85,425 |
Operating income (loss) | 21,995 | 16,468 |
Depreciation and amortization | 949 | 830 |
Other income (loss), net | 282 | 288 |
Equity in earnings of unconsolidated subsidiaries, net | 30 | 79 |
EBITDA | 23,256 | 17,665 |
Restructuring charges, net | 1,706 | |
Adjusted EBITDA | 23,256 | 19,371 |
Operating Segments | Executive Search | EMEA | ||
Segment Reporting Information [Line Items] | ||
Fee revenue | 40,121 | 35,370 |
Adjusted fee revenue | 35,370 | |
Total revenue | 41,058 | 36,249 |
Operating income (loss) | 6,675 | 6,027 |
Depreciation and amortization | 428 | 211 |
Other income (loss), net | 56 | 24 |
EBITDA | 7,159 | 6,262 |
Restructuring charges, net | 128 | |
Adjusted EBITDA | 7,159 | 6,390 |
Operating Segments | Executive Search | Asia Pacific | ||
Segment Reporting Information [Line Items] | ||
Fee revenue | 21,578 | 19,626 |
Adjusted fee revenue | 19,626 | |
Total revenue | 21,880 | 20,180 |
Operating income (loss) | 3,141 | 2,102 |
Depreciation and amortization | 320 | 225 |
Other income (loss), net | 105 | 87 |
EBITDA | 3,566 | 2,414 |
Restructuring charges, net | 40 | 622 |
Adjusted EBITDA | 3,606 | 3,036 |
Operating Segments | Executive Search | Latin America | ||
Segment Reporting Information [Line Items] | ||
Fee revenue | 7,659 | 9,563 |
Adjusted fee revenue | 9,563 | |
Total revenue | 7,664 | 9,614 |
Operating income (loss) | 1,026 | 2,330 |
Depreciation and amortization | 107 | 114 |
Other income (loss), net | 20 | 73 |
EBITDA | 1,153 | 2,517 |
Restructuring charges, net | 360 | |
Adjusted EBITDA | 1,153 | 2,877 |
Operating Segments | Hay Group | ||
Segment Reporting Information [Line Items] | ||
Fee revenue | 179,453 | 174,582 |
Deferred revenue adjustment due to acquisition | 3,535 | |
Adjusted fee revenue | 178,117 | |
Total revenue | 183,296 | 181,508 |
Operating income (loss) | 19,083 | (7,743) |
Depreciation and amortization | 8,085 | 8,016 |
Other income (loss), net | 32 | 235 |
EBITDA | 27,200 | 508 |
Restructuring charges, net | 240 | 21,488 |
Integration/acquisition costs | 2,549 | 4,264 |
Deferred revenue adjustment due to acquisition | 3,535 | |
Adjusted EBITDA | 29,989 | 29,795 |
Operating Segments | Futurestep | ||
Segment Reporting Information [Line Items] | ||
Fee revenue | 60,610 | 54,678 |
Adjusted fee revenue | 54,678 | |
Total revenue | 65,814 | 59,957 |
Operating income (loss) | 8,237 | 7,513 |
Depreciation and amortization | 796 | 623 |
Other income (loss), net | 8 | (2) |
EBITDA | 9,041 | 8,134 |
Adjusted EBITDA | 9,041 | 8,134 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Operating income (loss) | (19,420) | (22,181) |
Depreciation and amortization | 1,524 | 1,425 |
Other income (loss), net | 3,029 | 3,554 |
EBITDA | (14,867) | (17,202) |
Restructuring charges, net | 216 | |
Integration/acquisition costs | 39 | 3,763 |
Adjusted EBITDA | $ (14,828) | $ (13,223) |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) - USD ($) | Jun. 15, 2016 | Jul. 31, 2017 | Jul. 31, 2016 | Apr. 30, 2017 |
Debt Instrument [Line Items] | ||||
Principal payment on term loan facility | $ 5,156,000 | $ 140,000,000 | ||
Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility borrowings | 0 | $ 0 | ||
Standby Letters of Credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt arrangement | 3,000,000 | 3,000,000 | ||
Other Financial Institutions | Standby Letters of Credit | ||||
Debt Instrument [Line Items] | ||||
Long-term debt arrangement | 8,800,000 | 8,100,000 | ||
Credit Agreement | ||||
Debt Instrument [Line Items] | ||||
Credit agreement initiation date | Jun. 15, 2016 | |||
Line of credit facility, maximum borrowing capacity | $ 400,000,000 | |||
Line of credit facility borrowings | 275,000,000 | |||
Principal payment on term loan facility | 140,000,000 | |||
Unamortized debt issuance costs | $ 3,400,000 | 3,500,000 | ||
Credit Agreement | London Interbank Offered Rate (LIBOR) | Minimum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin on variable interest rate | 1.25% | |||
Credit Agreement | London Interbank Offered Rate (LIBOR) | Maximum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin on variable interest rate | 2.00% | |||
Credit Agreement | Base Rate Loans | Minimum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin on variable interest rate | 0.25% | |||
Credit Agreement | Base Rate Loans | Maximum | ||||
Debt Instrument [Line Items] | ||||
Applicable margin on variable interest rate | 1.00% | |||
Credit Agreement | Term Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 275,000,000 | |||
Term loan amortization percentage year one | 7.50% | |||
Term loan amortization percentage year two | 7.50% | |||
Term loan amortization percentage year three | 10.00% | |||
Term loan amortization percentage year four | 10.00% | |||
Term loan amortization percentage year five | 10.00% | |||
Principal payment on term loan facility | $ 5,200,000 | |||
Average interest rate | 2.34% | 2.40% | ||
Long-term debt | $ 254,400,000 | $ 259,500,000 | ||
Line of credit facility, maturity date | Jun. 15, 2021 | |||
Credit Agreement | Term Facility | Minimum | ||||
Debt Instrument [Line Items] | ||||
Quarterly fee on average daily unused amount of Credit Facilities | 0.20% | |||
Credit Agreement | Term Facility | Maximum | ||||
Debt Instrument [Line Items] | ||||
Quarterly fee on average daily unused amount of Credit Facilities | 0.35% | |||
Credit Agreement | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Line of credit facility, maximum borrowing capacity | $ 125,000,000 | |||
Line of credit facility, maturity date | Jun. 15, 2021 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - Subsequent Event - Dividend Declared | Sep. 05, 2017$ / shares |
Subsequent Event [Line Items] | |
Dividends payable, declared date | Sep. 5, 2017 |
Dividends payable, per share amount | $ 0.10 |
Dividends payable, payable date | Oct. 13, 2017 |
Dividends declared, record date | Sep. 27, 2017 |