x
|
QUARTERLY REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
o
|
TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
Delaware
|
01-0666114
|
|
(State
or other jurisdiction
|
(IRS
Employer
|
|
of
incorporation or organization)
|
Identification
Number)
|
Page
|
|||||
Part
I – Financial Information
|
|||||
Item
1.
|
Consolidated
Financial Statements
|
||||
Consolidated Balance
Sheets
|
1
|
||||
Consolidated Statements of
Income
|
2
|
||||
Consolidated Statement of
Stockholders’
Equity
|
3
|
||||
Consolidated Statements of Cash
Flows
|
4
|
||||
Notes to Consolidated Financial
Statements
|
5 –
12
|
||||
Item
2.
|
Management’s
Discussion and Analysis of Financial Condition and
Results of Operations
|
13
– 25
|
|||
Item
3.
|
Quantitative
and Qualitative Disclosures About Market
Risk
|
25
|
|||
Item
4.
|
Controls
and
Procedures
|
25
|
|||
Part
II – Other Information
|
|||||
Item
1.
|
Legal
Proceedings
|
25
– 26
|
|||
Item
1A.
|
Risk
Factors
|
26
|
|||
Item
2.
|
Unregistered
Sales of Equity Securities and Use of
Proceeds
|
26
|
|||
Item
3.
|
Defaults
Upon Senior
Securities
|
26
|
|||
Item
4.
|
Submission
of Matters to a Vote of Security
Holders
|
26
|
|||
Item
5.
|
Other
Information
|
27
|
|||
Item
6.
|
Exhibits
|
27
|
|||
Signature
|
28
|
March
31,
2008
|
December
31,
2007
|
|||||||
Assets
|
||||||||
Current
assets:
|
||||||||
Cash and cash
equivalents
|
$ | 14,277 | $ | 2,993 | ||||
Receivables from clients,
net
|
90,239 | 86,867 | ||||||
Unbilled services,
net
|
38,798 | 28,245 | ||||||
Income tax
receivable
|
13,996 | 13,492 | ||||||
Deferred income
taxes
|
15,567 | 13,680 | ||||||
Other current
assets
|
10,277 | 10,435 | ||||||
Total current
assets
|
183,154 | 155,712 | ||||||
Property
and equipment,
net
|
40,239 | 38,147 | ||||||
Deferred
income
taxes
|
3,228 | 3,628 | ||||||
Deposits
and other
assets
|
10,866 | 8,737 | ||||||
Intangible
assets,
net
|
12,213 | 13,936 | ||||||
Goodwill
|
223,284 | 223,053 | ||||||
Total
assets
|
$ | 472,984 | $ | 443,213 | ||||
Liabilities
and stockholders’ equity
|
||||||||
Current
liabilities:
|
||||||||
Accounts
payable
|
$ | 7,109 | $ | 5,823 | ||||
Accrued
expenses
|
15,785 | 17,748 | ||||||
Accrued payroll and related
benefits
|
21,582 | 58,279 | ||||||
Accrued consideration for
business
acquisitions
|
24,300 | 32,422 | ||||||
Income tax
payable
|
2,659 | 1,342 | ||||||
Deferred
revenues
|
5,610 | 5,278 | ||||||
Current portion of notes payable
and capital lease obligations
|
1,165 | 1,309 | ||||||
Total current
liabilities
|
78,210 | 122,201 | ||||||
Non-current
liabilities:
|
||||||||
Deferred compensation and other
liabilities
|
4,773 | 3,795 | ||||||
Capital lease obligations, net
of current
portion
|
164 | 234 | ||||||
Bank
borrowings
|
177,000 | 123,500 | ||||||
Deferred lease
incentives
|
9,413 | 9,699 | ||||||
Total non-current
liabilities
|
191,350 | 137,228 | ||||||
Commitments
and
contingencies
|
—
|
—
|
||||||
Stockholders’
equity
|
||||||||
Common
stock; $0.01 par value; 500,000,000 shares authorized; 19,447,123 and
19,279,176 shares issued at March 31, 2008 and
December 31, 2007,
respectively
|
185 | 182 | ||||||
Treasury
stock, at cost, 310,876 and 589,755 shares at March 31, 2008 and
December 31, 2007, respectively
|
(17,602 | ) | (20,703 | ) | ||||
Additional
paid-in
capital
|
122,125 | 116,148 | ||||||
Retained
earnings
|
98,314 | 88,101 | ||||||
Accumulated
other comprehensive
income
|
402 | 56 | ||||||
Total stockholders’
equity
|
203,424 | 183,784 | ||||||
Total
liabilities and stockholders’
equity
|
$ | 472,984 | $ | 443,213 |
Three
months ended
March 31,
|
||||||||
2008
|
2007
|
|||||||
Revenues
and reimbursable expenses:
|
||||||||
Revenues
|
$ | 139,394 | $ | 116,009 | ||||
Reimbursable
expenses
|
11,613 | 10,035 | ||||||
Total revenues and reimbursable
expenses
|
151,007 | 126,044 | ||||||
Direct costs and reimbursable
expenses (exclusive of depreciation and
amortization shown in operating expenses):
|
||||||||
Direct
costs
|
83,444 | 66,903 | ||||||
Intangible
assets
amortization
|
24 | 2,240 | ||||||
Reimbursable
expenses
|
11,610 | 10,117 | ||||||
Total direct costs and
reimbursable
expenses
|
95,078 | 79,260 | ||||||
Operating
expenses:
|
||||||||
Selling,
general and
administrative
|
30,162 | 23,827 | ||||||
Depreciation
and
amortization
|
5,138 | 4,042 | ||||||
Total operating
expenses
|
35,300 | 27,869 | ||||||
Operating
income
|
20,629 | 18,915 | ||||||
Other
income (expense):
|
||||||||
Interest
expense,
net
|
(1,833 | ) | (1,425 | ) | ||||
Other
income
(expense)
|
(294 | ) | 30 | |||||
Total other
expense
|
(2,127 | ) | (1,395 | ) | ||||
Income
before provision for
income taxes
|
18,502 | 17,520 | ||||||
Provision
for income
taxes
|
8,289 | 7,709 | ||||||
Net
income
|
$ | 10,213 | $ | 9,811 | ||||
Earnings
per share:
|
||||||||
Basic
|
$ | 0.59 | $ | 0.59 | ||||
Diluted
|
$ | 0.56 | $ | 0.55 | ||||
Weighted
average shares used in calculating earnings per share:
|
||||||||
Basic
|
17,372 | 16,725 | ||||||
Diluted
|
18,215 | 17,768 | ||||||
Common
Stock
|
Accumulated
Other Compre-hensive
Income
|
|||||||||||||||||||||||||||
Shares
|
Amount
|
Treasury
Stock
|
Additional
Paid-In
Capital
|
Retained
Earnings
|
Stockholders’
Equity
|
|||||||||||||||||||||||
Balance
at December 31, 2007
|
18,244,073 | $ | 182 | $ | (20,703 | ) | $ | 116,148 | $ | 88,101 | $ | 56 | $ | 183,784 | ||||||||||||||
Comprehensive
income:
|
||||||||||||||||||||||||||||
Net
income
|
— | — | — | — | 10,213 | — | 10,213 | |||||||||||||||||||||
Foreign currency
translation
adjustment
|
— | — | — | — | — | 346 | 346 | |||||||||||||||||||||
Total
comprehensive income
|
10,559 | |||||||||||||||||||||||||||
Issuance
of common stock in
connection
with:
|
||||||||||||||||||||||||||||
Restricted stock
awards,
net of
cancellations
|
138,881 | 2 | 8,592 | (8,594 | ) | — | — | — | ||||||||||||||||||||
Exercise of stock
options
|
112,494 | 1 | — | 135 | — | — | 136 | |||||||||||||||||||||
Share-based
compensation
|
— | — | — | 6,418 | — | — | 6,418 | |||||||||||||||||||||
Shares
redeemed for employee
tax
withholdings
|
— | — | (5,491 | ) | — | — | — | (5,491 | ) | |||||||||||||||||||
Income
tax benefit on share-
based
compensation
|
— | — | — | 8,018 | — | — | 8,018 | |||||||||||||||||||||
Balance
at March 31, 2008
|
18,495,448 | $ | 185 | $ | (17,602 | ) | $ | 122,125 | $ | 98,314 | $ | 402 | $ | 203,424 |
Three
months ended
March 31,
|
||||||||
2008
|
2007
|
|||||||
Cash
flows from operating activities:
|
||||||||
Net
income
|
$ | 10,213 | $ | 9,811 | ||||
Adjustments
to reconcile net income to net cash provided by operating
activities:
|
||||||||
Depreciation and
amortization
|
5,162 | 6,282 | ||||||
Deferred income
taxes
|
(1,487 | ) | (3,866 | ) | ||||
Share-based
compensation
|
6,418 | 4,206 | ||||||
Allowances for doubtful accounts
and unbilled
services
|
651 | 3,035 | ||||||
Changes in operating assets and
liabilities, net of businesses acquired:
|
||||||||
Increase in receivables from
clients
|
(2,823 | ) | (10,937 | ) | ||||
Increase in unbilled
services
|
(11,752 | ) | (10,972 | ) | ||||
Decrease in income tax
receivable / payable,
net
|
812 | 8,884 | ||||||
Increase in other
assets
|
(1,094 | ) | (2,224 | ) | ||||
Increase (decrease) in accounts
payable and accrued liabilities
|
1,815 | (521 | ) | |||||
Decrease in accrued payroll and
related
benefits
|
(36,697 | ) | (16,115 | ) | ||||
Increase (decrease) in deferred
revenues
|
332 | (1,567 | ) | |||||
Net cash used in operating
activities
|
(28,450 | ) | (13,984 | ) | ||||
Cash
flows from investing activities:
|
||||||||
Purchases
of property and equipment,
net
|
(5,530 | ) | (3,022 | ) | ||||
Net
investment in life insurance
policies
|
(878 | ) | (1,206 | ) | ||||
Purchases
of businesses, net of cash
acquired
|
(10,153 | ) | (96,312 | ) | ||||
Net cash used in investing
activities
|
(16,561 | ) | (100,540 | ) | ||||
Cash
flows from financing activities:
|
||||||||
Proceeds
from exercise of stock
options
|
136 | 164 | ||||||
Shares
redeemed for employee tax
withholdings
|
(5,491 | ) | (1,564 | ) | ||||
Tax
benefit from share-based
compensation
|
8,018 | 1,832 | ||||||
Proceeds
from borrowings under line of
credit
|
101,500 | 146,500 | ||||||
Repayments
on line of
credit
|
(48,000 | ) | (42,500 | ) | ||||
Principal
payment of notes payable and capital lease obligations
|
(214 | ) | (144 | ) | ||||
Net cash provided by financing
activities
|
55,949 | 104,288 | ||||||
Effect
of exchange rate changes on
cash
|
346 | — | ||||||
Net
increase (decrease) in cash and cash
equivalents
|
11,284 | (10,236 | ) | |||||
Cash
and cash equivalents at beginning of the
period
|
2,993 | 16,572 | ||||||
Cash
and cash equivalents at end of the
period
|
$ | 14,277 | $ | 6,336 | ||||
Callaway
July
29,
2007
|
Wellspring
January 2,
2007
|
Glass
January 2,
2007
|
||||||||||
Assets
Acquired:
|
||||||||||||
Current
assets
|
$ | 12,418 | $ | 10,292 | $ | 2,705 | ||||||
Property and
equipment
|
698 | 1,073 | 215 | |||||||||
Non-current
assets
|
23 | — | 23 | |||||||||
Intangible
assets
|
5,700 | 13,100 | 4,300 | |||||||||
Goodwill
|
48,981 | 80,479 | 29,511 | |||||||||
67,820 | 104,944 | 36,754 | ||||||||||
Liabilities
Assumed:
|
||||||||||||
Current
liabilities
|
2,354 | 8,768 | 1,727 | |||||||||
Non-current
liabilities
|
94 | 5,278 | — | |||||||||
2,448 | 14,046 | 1,727 | ||||||||||
Net
Assets
Acquired
|
$ | 65,372 | $ | 90,898 | $ | 35,027 |
Three
Months Ended
March 31,
2007
|
||||
Revenues,
net of reimbursable
expenses
|
$ | 130,115 | ||
Operating
income
|
$ | 19,117 | ||
Income
before provision for income
taxes
|
$ | 16,853 | ||
Net
income
|
$ | 9,417 | ||
Earnings
per share:
|
||||
Basic
|
$ | 0.56 | ||
Diluted
|
$ | 0.53 |
Health
and Education Consulting
|
Financial
Consulting
|
Legal
Consulting
|
Corporate
Consulting
|
Total
|
||||||||||||||||
Balance
as of December 31,
2007
|
$ | 93,561 | $ | 50,314 | $ | 15,312 | $ | 63,866 | $ | 223,053 | ||||||||||
Additional
purchase price subsequently
recorded for business combinations
|
— | — | 44 | 187 | 231 | |||||||||||||||
Balance
as of March 31,
2008
|
$ | 93,561 | $ | 50,314 | $ | 15,356 | $ | 64,053 | $ | 223,284 |
March 31,
2008
|
December 31,
2007
|
|||||||||||||||
Gross
Carrying
Amount
|
Accumulated
Amortization
|
Gross
Carrying
Amount
|
Accumulated
Amortization
|
|||||||||||||
Customer
relationships
|
$ | 9,826 | $ | 4,827 | $ | 9,826 | $ | 3,814 | ||||||||
Non-competition
agreements
|
8,273 | 2,083 | 8,273 | 1,690 | ||||||||||||
Tradename
|
2,100 | 1,313 | 2,100 | 1,050 | ||||||||||||
Technology
and
software
|
585 | 348 | 585 | 294 | ||||||||||||
Total
|
$ | 20,784 | $ | 8,571 | $ | 20,784 | $ | 6,848 |
Three
Months Ended
March 31,
|
||||||||
2008
|
2007
|
|||||||
Net
income
|
$ | 10,213 | $ | 9,811 | ||||
Weighted
average common shares outstanding –
basic
|
17,372 | 16,725 | ||||||
Weighted
average common stock
equivalents
|
843 | 1,043 | ||||||
Weighted
average common shares outstanding –
diluted
|
18,215 | 17,768 | ||||||
Basic
earnings per
share
|
$ | 0.59 | $ | 0.59 | ||||
Diluted
earnings per
share
|
$ | 0.56 | $ | 0.55 |
·
|
Health and Education
Consulting. This segment provides consulting services to
hospitals, health systems, physicians, managed care organizations,
academic medical centers, colleges, universities, and pharmaceutical and
medical device manufacturers. This segment’s professionals develop and
implement solutions to help clients address financial management,
strategy, operational and organizational effectiveness, research
administration, and regulatory compliance. This segment also provides
consulting services related to hospital or healthcare organization
performance improvement, turnarounds, merger or affiliation strategies,
labor productivity, non-labor cost management, information technology,
revenue cycle improvement, physician practice management, interim
management, clinical quality and medical management, and governance and
board development.
|
·
|
Financial
Consulting. This segment assists corporations
with complex accounting and financial reporting matters, financial
analysis in business disputes and litigation, as well as valuation
analysis related to business acquisitions. This segment also consults
with management in the areas of corporate governance, Sarbanes-Oxley
compliance, internal audit, and corporate tax. Additionally, the Financial
Consulting segment provides experienced, project leadership and
credentialed on-demand resources to assist clients with finance and
accounting projects. This segment is comprised of certified public
accountants, economists, certified fraud examiners, chartered financial
analysts and valuation experts who serve attorneys and
corporations as expert witnesses and consultants in connection with
business disputes, as well as in regulatory or internal
investigations.
|
·
|
Legal
Consulting. This segment provides guidance and business
services to corporate law departments, law firms and government agencies
by helping to reduce legal spending, enhance client service delivery and
increase operational effectiveness. These services include digital
evidence and discovery services, document review, law firm management
services, records management, and strategic and operational
improvements.
|
·
|
Corporate
Consulting. This segment leads clients through various
stages of transformation that result in measurable and sustainable
performance improvement. This segment works with clients to solve
complex business problems and implements strategies and
solutions to effectively address and manage stagnant or declining
stock price, acquisitions and divestitures, process inefficiency, third
party contracting difficulties, lack of or misaligned performance
measurements, margin and cost pressures, performance issues, bank
defaults, covenant violations and liquidity
issues.
|
Three
Months Ended
March 31,
|
||||||||
2008
|
2007
|
|||||||
Health
and Education Consulting:
|
||||||||
Revenues
|
$ | 51,088 | $ | 38,852 | ||||
Operating
income
|
$ | 22,132 | $ | 12,200 | ||||
Segment
operating income as a percent of segment revenues
|
43.3 | % | 31.4 | % | ||||
Financial
Consulting:
|
||||||||
Revenues
|
$ | 38,811 | $ | 36,612 | ||||
Operating
income
|
$ | 9,589 | $ | 16,175 | ||||
Segment
operating income as a percent of segment revenues
|
24.7 | % | 44.2 | % | ||||
Legal
Consulting:
|
||||||||
Revenues
|
$ | 25,223 | $ | 23,271 | ||||
Operating
income
|
$ | 6,587 | $ | 7,902 | ||||
Segment
operating income as a percent of segment revenues
|
26.1 | % | 34.0 | % | ||||
Corporate
Consulting:
|
||||||||
Revenues
|
$ | 24,272 | $ | 17,274 | ||||
Operating
income
|
$ | 9,377 | $ | 4,196 | ||||
Segment
operating income as a percent of segment revenues
|
38.6 | % | 24.3 | % | ||||
Total
Company:
|
||||||||
Revenues
|
$ | 139,394 | $ | 116,009 | ||||
Reimbursable
expenses
|
11,613 | 10,035 | ||||||
Total
revenues and reimbursable
expenses
|
$ | 151,007 | $ | 126,044 | ||||
Statement
of operations reconciliation:
|
||||||||
Segment
operating
income
|
$ | 47,685 | $ | 40,473 | ||||
Charges
not allocated at the segment level:
|
||||||||
Other selling, general and
administrative
expenses
|
21,918 | 17,516 | ||||||
Depreciation and amortization
expense
|
5,138 | 4,042 | ||||||
Other
expense
|
2,127 | 1,395 | ||||||
Income
before provision for income
taxes
|
$ | 18,502 | $ | 17,520 |
·
|
Health and Education
Consulting. Our Health and Education Consulting segment
provides consulting services to hospitals, health systems, physicians,
managed care organizations, academic medical centers, colleges,
universities, and pharmaceutical and medical device manufacturers. This
segment’s professionals develop and implement solutions to help clients
address financial management, strategy, operational and organizational
effectiveness, research administration, and regulatory compliance. This
segment also provides consulting services related to hospital or
healthcare organization performance improvement, turnarounds, merger of
affiliation strategies, labor productivity, non-labor cost management,
information technology, revenue cycle improvement, physician practice
management, interim management, clinical quality and medical management,
and governance and board
development.
|
·
|
Financial
Consulting. Our Financial Consulting segment assists
corporations with complex accounting and financial reporting matters,
financial analysis in business disputes and litigation, as well as
valuation analysis related to business acquisitions. This segment
also consults with management in the areas of corporate governance,
Sarbanes-Oxley compliance, internal audit, and corporate tax.
Additionally, the Financial Consulting segment provides experienced,
project leadership and credentialed on-demand resources to assist clients
with finance and accounting projects. This segment is comprised of
certified public accountants, economists, certified fraud examiners,
chartered financial analysts and valuation experts that serve
attorneys and corporations as expert witnesses and consultants
in connection with business disputes, as well as in regulatory or internal
investigations.
|
·
|
Legal
Consulting. Our Legal Consulting segment provides
guidance and business services to address the challenges that confront
today’s legal organizations. These services add value to corporate law
departments, law firms and government agencies by helping to reduce legal
spending, enhance client service delivery,
and
|
|
increase
operational effectiveness. These services include digital evidence
and discovery services, document review, law firm management services,
records management, and strategic and operational
improvements.
|
·
|
Corporate
Consulting. Our Corporate Consulting segment leads
clients through various stages of transformation that result in measurable
and sustainable performance improvement. This segment works with
clients to solve complex business problems and implements
strategies and solutions to effectively address and manage stagnant
or declining stock price, acquisitions and divestitures, process
inefficiency, third party contracting difficulties, lack of or misaligned
performance measurements, margin and cost pressures, performance issues,
bank defaults, covenant violations, and liquidity
issues.
|
Three
Months Ended
March 31,
|
||||||||
Segment
and Consolidated Operating Results (in
thousands):
|
2008
|
2007
|
||||||
Revenues
and reimbursable expenses:
|
||||||||
Health
and Education
Consulting
|
$ | 51,088 | $ | 38,852 | ||||
Financial
Consulting
|
38,811 | 36,612 | ||||||
Legal
Consulting
|
25,223 | 23,271 | ||||||
Corporate
Consulting
|
24,272 | 17,274 | ||||||
Total
revenues
|
139,394 | 116,009 | ||||||
Total
reimbursable
expenses
|
11,613 | 10,035 | ||||||
Total
revenues and reimbursable
expenses
|
$ | 151,007 | $ | 126,044 | ||||
Operating
income:
|
||||||||
Health
and Education
Consulting
|
$ | 22,132 | $ | 12,200 | ||||
Financial
Consulting
|
9,589 | 16,175 | ||||||
Legal
Consulting
|
6,587 | 7,902 | ||||||
Corporate
Consulting
|
9,377 | 4,196 | ||||||
Total segment operating
income
|
47,685 | 40,473 | ||||||
Operating
expenses not allocated to
segments
|
27,056 | 21,558 | ||||||
Total
Operating
income
|
$ | 20,629 | $ | 18,915 | ||||
Other
Operating Data:
|
||||||||
Number
of full-time billable consultants (at period end)
(1):
|
||||||||
Health
and Education
Consulting
|
466 | 352 | ||||||
Financial
Consulting
|
364 | 281 | ||||||
Legal
Consulting
|
175 | 121 | ||||||
Corporate
Consulting
|
229 | 170 | ||||||
Total
|
1,234 | 924 | ||||||
Average
number of full-time billable consultants (for the period) (1):
|
||||||||
Health
and Education
Consulting
|
458 | 345 | ||||||
Financial
Consulting
|
370 | 280 | ||||||
Legal
Consulting
|
178 | 121 | ||||||
Corporate
Consulting
|
231 | 173 | ||||||
Total
|
1,237 | 919 | ||||||
Full-time
billable consultant utilization rate (2):
|
||||||||
Health
and Education
Consulting
|
78.1 | % | 78.3 | % | ||||
Financial
Consulting
|
51.8 | % | 85.0 | % | ||||
Legal
Consulting
|
57.9 | % | 75.5 | % | ||||
Corporate
Consulting
|
65.2 | % | 68.4 | % | ||||
Total
|
65.0 | % | 78.1 | % | ||||
Full-time
billable consultant average billing rate per hour (3):
|
||||||||
Health
and Education
Consulting
|
$ | 269 | $ | 248 | ||||
Financial
Consulting
|
$ | 268 | $ | 298 | ||||
Legal
Consulting
|
$ | 234 | $ | 238 | ||||
Corporate
Consulting
|
$ | 329 | $ | 293 | ||||
Total
|
$ | 276 | $ | 271 | ||||
Revenue
per full-time billable consultant (in thousands):
|
||||||||
Health
and Education
Consulting
|
$ | 103 | $ | 94 | ||||
Financial
Consulting
|
$ | 66 | $ | 126 | ||||
Legal
Consulting
|
$ | 64 | $ | 78 | ||||
Corporate
Consulting
|
$ | 103 | $ | 97 | ||||
Total
|
$ | 86 | $ | 102 |
Three
Months Ended
March 31,
|
||||||||
Other
Operating Data:
|
2008
|
2007
|
||||||
Average
number of full-time equivalents (for the period) (4):
|
||||||||
Health
and Education
Consulting
|
38 | 63 | ||||||
Financial
Consulting
|
239 | 10 | ||||||
Legal
Consulting
|
468 | 395 | ||||||
Corporate
Consulting
|
8 | 5 | ||||||
Total
|
753 | 473 | ||||||
Revenue
per full-time equivalents (in thousands):
|
||||||||
Health
and Education
Consulting
|
$ | 104 | $ | 103 | ||||
Financial
Consulting
|
$ | 61 | $ | 147 | ||||
Legal
Consulting
|
$ | 30 | $ | 35 | ||||
Corporate
Consulting
|
$ | 70 | $ | 114 | ||||
Total
|
$ | 44 | $ | 47 |
(1)
|
Consists
of our full-time professionals who provide consulting services and
generate revenues based on the number of hours
worked.
|
(2)
|
Utilization
rate for our full-time billable consultants is calculated by dividing the
number of hours all our full-time billable consultants worked on client
assignments during a period by the total available working hours for all
of these consultants during the same period, assuming a forty-hour work
week, less paid holidays and vacation
days.
|
(3)
|
Average
billing rate per hour for our full-time billable consultants is calculated
by dividing revenues for a period by the number of hours worked on client
assignments during the same period.
|
(4)
|
Consists
of our variable, on-demand consultants, contract reviewers and other
professionals who generate revenues primarily based on number of hours
worked and units produced, such as pages reviewed and data
processed.
|
Less
than
1
Year
(2008)
|
1
to 3
Years
(2009
to 2010)
|
4
to 5
Years
(2011
to 2013)
|
More
than 5 Years
(2013
and thereafter)
|
Total
|
||||||||||||||||
Additional
purchase consideration
|
$ | 32,422 | $ | — |
$
|
— | $ | — | $ | 32,422 | ||||||||||
Notes
payable
|
1,000 | — | — | — | 1,000 | |||||||||||||||
Interest
on notes
payable
|
40 | — | — | — | 40 | |||||||||||||||
Capital
lease
obligations
|
309 | 234 | — | — | 543 | |||||||||||||||
Long-term
bank
borrowings
|
— | — | 123,500 | — | 123,500 | |||||||||||||||
Purchase
obligations
|
4,336 | 1,002 | 3 | — | 5,341 | |||||||||||||||
Operating
lease
obligations
|
16,015 | 29,383 | 29,283 | 13,590 | 88,271 | |||||||||||||||
Total contractual
obligations
|
$ | 54,122 | $ | 30,619 | $ | 152,786 | $ | 13,590 | $ | 251,117 |
ITEM
3.
|
QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK
|
ITEM
4.
|
CONTROLS
AND PROCEDURES
|
ITEM
1.
|
LEGAL
PROCEEDINGS
|
ITEM
1A.
|
RISK
FACTORS
|
ITEM
2.
|
UNREGISTERED
SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS
|
Period
|
Total
Number of Shares Redeemed to Satisfy Employee Tax Withholding
Requirements
|
Weighted-Average
Fair Market Value Per Share Redeemed
|
Total
Number of Shares Purchased as Part of Publicly Announced Plans or
Programs
|
Maximum
Number of Shares that May Yet Be Purchased Under the Plans or
Programs
|
||||||||||||
January
2008
|
3,335 | $ |
80.63
|
N/A |
N/A
|
|||||||||||
February
2008
|
52,246
|
$ |
60.65
|
N/A |
N/A
|
|||||||||||
March
2008
|
38,701 | $ |
53.06
|
N/A |
N/A
|
|||||||||||
Total
|
94,282 | $ |
58.24
|
N/A |
N/A
|
ITEM
3.
|
DEFAULTS
UPON SENIOR SECURITIES
|
ITEM
4.
|
SUBMISSION
OF MATTERS TO A VOTE OF SECURITY
HOLDERS
|
ITEM
5.
|
OTHER
INFORMATION
|
ITEM
6.
|
EXHIBITS
|
(a)
|
The
following exhibits are filed as part of this Quarterly Report on
Form 10-Q.
|
Exhibit
Number
|
Exhibit
|
|
31.1
|
Certification
of the Chief Executive Officer, pursuant to Rule 13a-14(a)/15d-14(a), as
adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|
|
31.2
|
Certification
of the Chief Financial Officer, pursuant to Rule 13a-14(a)/15d-14(a), as
adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
|
|
32.1
|
Certification
of the Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
|
32.2
|
Certification
of the Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.
|
|
SIGNATURE
|
Huron
Consulting Group Inc.
|
|||
(Registrant)
|
|||
Date:
|
May
6, 2008
|
/s/
Gary L. Burge
|
|
Gary
L. Burge
|
|||
Vice
President,
|
|||
Chief
Financial Officer and Treasurer
|