KORN FERRY
For the period ended Jan 31, 2024. Filed Mar 8, 2024.
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Jan 31, 2024 · Filed Mar 8, 2024
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Notes to Condensed Consolidated Unaudited Financial Statements
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024
- Organization and Summary of Significant Accounting Policies
Nature of Business
Korn Ferry, a Delaware corporation, and its subsidiaries (the “Company”) is a global organizational consulting firm. The Company helps clients synchronize strategy and talent to drive superior performance. The Company works with organizations to design their structures, roles, and responsibilities. The Company helps organizations hire the right people to bring their strategy to life and advise them on how to reward, develop, and motivate their people.
The Company is pursuing a strategy designed to help Korn Ferry focus on clients and collaborate intensively across the organization. This approach is intended to build on the best of the Company’s past and give the Company a clear path to the future with focused initiatives to increase its client and commercial impact. Korn Ferry is transforming how clients address their talent management needs. The Company has evolved from a mono-line to a diversified business, giving its consultants more frequent and expanded opportunities to engage with clients.
The Company services its clients with a core set of solutions that are anchored around talent and talent management – essentially touching every aspect of an employer’s engagement with their employees. Korn Ferry'sfive core solutions are as follows: Organizational Strategy, Assessment and Succession, Leadership and Professional Development, Total Rewards, and Talent Acquisition. The Company's colleagues engage with clients through the delivery of one of the Company's core solutions as a point solution sale or through combining component parts of the Company's core solutions into an integrated solution. In either case, Korn Ferry is solving clients’ most challenging business and human capital issues.
Basis of Consolidation and Presentation
The accompanying condensed financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report on Form 10-K for the year ended April 30, 2023 for the Company and its wholly and majority owned/controlled domestic and international subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The preparation of the condensed consolidated financial statements conform with United States (“U.S.”) generally accepted accounting principles (“GAAP”) and pursuant to the instructions to Form 10-Q and Article 10 of Regulation S-X and prevailing practice within the Company's different industries. The accompanying condensed consolidated financial statements include all adjustments consisting of normal recurring accruals and any other adjustments that management considers necessary for a fair presentation of the results for these periods. The results of operations for the interim periods are not necessarily indicative of the results for the entire fiscal year or any other period.
The Company considers events or transactions that occur after the balance sheet date but before the condensed 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 condensed 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 condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could materially differ from these estimates, and changes in estimates are reported in current operations as new information is learned or upon the amounts becoming fixed or determinable.
Revenue Recognition
Substantially all fee revenue is derived from talent and organizational consulting services and digital sales, stand-alone or as part of a solution, fees for professional services related to executive and professional recruitment performed on a retained basis, interim services and RPO, either stand-alone or as part of a solution.
Revenue is recognized when control of the goods and services are transferred to the customer in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods and services. Revenue contracts with customers are evaluated based on the five-step model outlined in Accounting Standards Codification (“ASC”) 606 (“ASC 606”), Revenue from Contracts with Customers: 1) identify the contract with a customer; 2) identify the performance obligation(s) in the contract; 3) determine the transaction price; 4) allocate the transaction price to the separate performance obligation(s); and 5) recognize revenue when (or as) each performance obligation is satisfied.
Consulting fee revenue is primarily recognized as services are rendered, measured by total hours incurred as a percentage of the total estimated hours at completion. It is possible that updated estimates for consulting engagements may vary from initial estimates with such updates being recognized in the period of determination. Depending on the timing of billings and services rendered, the Company accrues or defers revenue as appropriate.
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
Digital fee revenue is generated from IP platforms enabling large-scale, technology-based talent programs for pay, talent development, engagement, and assessment and is consumed directly by an end user or indirectly through a consulting engagement. Revenue is recognized as services are delivered and the Company has a legally enforceable right to payment. Revenue also comes from the sale of the Company’s proprietary IP subscriptions, which are considered symbolic IP due to the dynamic nature of the content. As a result, revenue is recognized over the term of the contract. Functional IP licenses grant customers the right to use IP content via the delivery of a flat file. Because the IP content license has significant stand-alone functionality, revenue is recognized upon delivery and when an enforceable right to payment exists. Revenue for tangible and digital products sold by the Company, such as books and digital files, is recognized when these products are shipped.
Fee revenue from executive and professional search activities is generally one-third of the estimated first-year cash compensation of the placed candidate, plus a percentage of the fee to cover indirect engagement-related expenses. In addition to the search retainer, an uptick fee is billed when the actual compensation awarded by the client for a placement is higher than the estimated compensation. In the aggregate, upticks have been a relatively consistent percentage of the original estimated fee; therefore, the Company estimates upticks using the expected value method based on historical data on a portfolio basis. In a standard search engagement, there isone performance obligation, which is the promise to undertake a search. The Company generally recognizes such revenue over the course of a search and when it is legally entitled to payment as outlined in the billing terms of the contract. Any revenues associated with services that are provided on a contingent basis are recognized once the contingency is resolved, as this is when control is transferred to the customer. These assumptions determine the timing of revenue recognition for the reported period. In addition to talent acquisition for permanent placement roles, the Professional Search & Interim segment also offers recruitment services for interim roles. Interim roles are short term in duration, generally less than 12 months. Generally, each interim role is a separate performance obligation. The Company recognizes fee revenue over the duration that the interim resources’ services are provided which also aligns to the contracted invoicing plan and enforceable right to payment.
RPO fee revenue is generated throughtwo distinct phases: 1) the implementation phase and 2) the post-implementation recruitment phase. The fees associated with the implementation phase are recognized over the period that the related implementation services are provided. The post-implementation recruitment phase represents end-to-end recruiting services to clients for which there are both fixed and variable fees, which are recognized over the period that the related recruiting services are performed.
Allowance for Doubtful Accounts
An allowance is established for doubtful accounts by taking a charge to general and administrative expenses. The Company’s expected credit loss allowance methodology for accounts receivable is developed using historical collection experience, current and future economic and market conditions and a review of the current status of customers’ trade accounts receivable. Due to the short-term nature of such receivables, the estimate of the amount of accounts receivable that may not be collected is primarily based on historical loss-rate experience. When required, the Company adjusts the loss-rate methodology to account for current conditions and reasonable and supportable expectations of future economic and market conditions. The Company generally assesses future economic condition for a period of sixty to ninety days, which corresponds with the contractual life of its accounts receivables. After the Company exhausts all collection efforts, the amount of the allowance is reduced for balances written off as uncollectible.
Cash and Cash Equivalents
The Company considers all highly liquid investments with original maturities of three months or less from the date of purchase to be cash equivalents. As of January 31, 2024 and April 30, 2023, the Company's investments in cash equivalents consisted of money market funds and commercial paper and as of January 31, 2024 also consisted of U.S. Treasury and Agency securities. The Company maintains its cash and cash equivalents in bank accounts that exceed federally insured FDIC limits. The Company has not experienced any losses in such accounts.
Marketable Securities
The Company currently has investments in marketable securities and mutual funds that are classified as either equity securities or available-for-sale debt securities. The classification of the investments in these marketable securities and mutual funds is assessed upon purchase and reassessed at each reporting period. These investments are recorded at fair value and are classified as marketable securities in the accompanying condensed consolidated balance sheets. The investments that the Company may sell within the next 12 months are carried as current assets.
The Company invests in mutual funds (for which market prices are readily available) that are held in trust to satisfy obligations under the Company’s deferred compensation plans. Such investments are classified as equity securities and mirror 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 set of securities. Realized gains (losses) on marketable securities are determined by specific identification. Interest is recognized on an accrual basis; dividends are recorded as
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
earned on the ex-dividend date. Interest, dividend income and the changes in fair value in marketable securities are recorded in the accompanying condensed consolidated statements of operations in other income, net.
The Company also invests cash in excess of its daily operating requirements and capital needs primarily in marketable fixed income (debt) securities in accordance with the Company’s investment policy, which restricts the type of investments that can be made. The Company’s investment portfolio includes commercial paper, corporate notes/bonds and U.S Treasury and Agency securities. These marketable fixed income (debt) securities are classified as available-for-sale securities based on management’s decision, at the date such securities are acquired, not to hold these securities to maturity or actively trade them. The Company carries these marketable debt securities at fair value based on the market prices for these marketable debt securities or similar debt securities whose prices are readily available. The changes in fair values, net of applicable taxes, are recorded as unrealized gains or losses as a component of comprehensive income unless the change is due to credit loss. A credit loss is recorded in the condensed consolidated statements of income in other income, net; any amount in excess of the credit loss is recorded as unrealized losses as a component of comprehensive income. Generally, the amount of the loss is the difference between the cost or amortized cost and its then current fair value; a credit loss is the difference between the discounted expected future cash flows to be collected from the debt security and the cost or amortized cost of the debt security. During the three and nine months ended January 31, 2024 and 2023, no amount was recognized as a credit loss for the Company’s available for sale debt securities.
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: Observable inputs such as quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.
Level 2: Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active.
Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions.
As of January 31, 2024 and April 30, 2023, the Company held certain assets that are required to be measured at fair value on a recurring basis. These included cash equivalents, accounts receivable, marketable securities and foreign currency forward contracts. The carrying amount of cash equivalents and accounts receivable approximates fair value due to the short-term maturity of these instruments. The fair values of marketable securities classified as equity securities are obtained from quoted market prices, and the fair values of marketable securities classified as available-for-sale and foreign currency forward contracts are obtained from a third party, which are based on quoted prices or market prices for similar assets and financial instruments.
Impairment of Long-Lived Assets
Long-lived assets include property, equipment, right-of-use ("ROU") assets and software developed or obtained for internal use. In accordance with ASC 360, Property, Plant and Equipment, management reviews the Company’s recorded long-lived assets for impairment annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a forecasted inability to achieve break-even operating results over an extended period. The Company determines the extent to which an asset may be impaired based upon its expectation of the asset’s future usability, as well as on a reasonable assurance that the future cash flows associated with the asset will be in excess of its carrying amount. If the total of the expected undiscounted future cash flows is less than the carrying amount of the asset, a loss is recognized for the difference between fair value and the carrying value of the asset. During the nine months ended January 31, 2024, the Company reduced its real estate footprint and as a result, the Company recognized an impairment charge of ROU assets of $1.6 million and an impairment of leasehold improvements and furniture and fixtures of $0.1 million, both recorded in the condensed consolidated statements of income in general and administrative expenses. During the nine months ended January 31, 2024, the Company also recognized a $1.5 million software impairment charge in the Digital segment, which was recorded in the condensed consolidated statements of income in general and administrative expenses. During the three and nine months ended January 31, 2023, the Company reduced its real estate footprint and as a result, the Company recorded an impairment charge of ROU assets of $5.5 million and an impairment of leasehold improvements and furniture and fixtures of $4.4 million, both recorded in the condensed consolidated statements of income in general and administrative expenses.
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
Goodwill and Intangible Assets
Goodwill represents the excess of the purchase price over the fair value of assets acquired. Goodwill is tested for impairment annually and more frequently if events or changes in circumstances indicate that it is more likely than not that the asset is impaired. Results of the annual qualitative impairment test performed as of January 31, 2024, indicated that the fair value of each of the reporting units exceeded its carrying amount. As a result, no impairment charge was recognized. As of April 30, 2023, there wereno indicators of potential impairment with respect to the Company’s goodwill that would require further testing.
Intangible assets primarily consist of customer lists, non-compete agreements, proprietary databases and IP. Intangible assets are recorded at their estimated fair value at the date of acquisition and are amortized in a pattern in which the asset is consumed, if that pattern can be reliably determined, or using the straight-line method over their estimated useful lives, which range fromone to 24 years. For intangible assets subject to amortization, an impairment loss is recognized if the carrying amount of the intangible assets is not recoverable and exceeds fair value. The carrying amount of the intangible assets is considered not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from use of the asset. The Company reviewed its intangible assets and didnot identify any impairment as of January 31, 2024 and April 30, 2023.
The Company accounts for its restructuring charges as a liability when the obligations are incurred and records such charges at fair value. Changes in the estimates of the restructuring charges are recorded in the period the change is determined.
Earnings Per Share
ASC 260, Earnings Per Share, requires companies to treat unvested share-based payment awards that have non-forfeitable rights to dividends prior to vesting as a separate class of securities in calculating earnings per share. The Company has granted and expects to continue to grant to certain employees under its restricted stock agreements, grants that contain non-forfeitable rights to dividends. Such grants are considered participating securities. Therefore, the Company is required to apply the two-class method in calculating earnings per share. The two-class method of computing earnings per share is an earnings allocation formula that determines earnings per share for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. The dilutive effect of participating securities is calculated using the more dilutive of the treasury method or the two-class method.
Basic earnings per common share was computed using the two-class method by dividing basic net earnings attributable to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings per common share was computed using the two-class method by dividing diluted net earnings attributable to common stockholders by the weighted-average number of common shares outstanding plus dilutive common equivalent shares. Dilutive common equivalent shares include all in-the-money outstanding options or other contracts to issue common stock as if they were exercised or converted. Financial instruments that are not in the form of common stock, but when converted into common stock increase earnings per share, are anti-dilutive and are not included in the computation of diluted earnings per share.
Recent Accounting Standards - Not Yet Adopted
In November 2023, the Financial Accounting Standards Board issued an amendment in accounting update for all public entities that are required to report segment information in accordance with Topic 280, Segment Reporting. The amendments in this update improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expense. The amendments in this update are effective for fiscal years beginning after December 15, 2023, and interim periods with fiscal years beginning after December 15, 2024. The Company will adopt this guidance in its fiscal year beginning May 1, 2024. The adoption of this guidance is not anticipated to have a material impact on the condensed consolidated financial statements.
In December 2023, the Financial Accounting Standards Board issued an amendment in accounting update for income taxes disclosures. The new amendments provide improvements to income tax disclosures by requiring specific categories in the rate reconciliation and disaggregated information for income taxes paid. The amendments of this update are effective for annual periods beginning after December 15, 2024, and should be applied on a prospective basis. The Company will adopt this guidance in its fiscal year beginning May 1, 2025. The adoption of this guidance is not anticipated to have a material impact on the condensed consolidated financial statements.
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
- Basic and Diluted Earnings Per Share
The following table summarizes basic and diluted earnings per common share attributable to common stockholders:
| Three Months EndedJanuary 31, | Nine Months EndedJanuary 31, | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| (in thousands, except per share data) | ||||
| Net income attributable to Korn Ferry | $59,071 | $11,247 | $103,965 | $162,035 |
| Less: distributed and undistributed earnings to nonvested restricted stockholders | 1,014 | 249 | 1,954 | 3,545 |
| Basic net earnings attributable to common stockholders | 58,057 | 10,998 | 102,011 | 158,490 |
| Add: undistributed earnings to nonvested restricted stockholders | 717 | 72 | 1,273 | 3,017 |
| Less: reallocation of undistributed earnings to nonvested restricted stockholders | 714 | 72 | 1,268 | 2,997 |
| Diluted net earnings attributable to common stockholders | $58,060 | $10,998 | $102,016 | $158,510 |
| Weighted-average common shares outstanding: | ||||
| Basic weighted-average number of common shares outstanding | 51,126 | 51,278 | 51,129 | 51,639 |
| Effect of dilutive securities: | ||||
| Restricted stock | 216 | 150 | 193 | 352 |
| ESPP | 1 | 3 | 7 | 8 |
| Diluted weighted-average number of common shares outstanding | 51,343 | 51,431 | 51,329 | 51,999 |
| Net earnings per common share: | ||||
| Basic earnings per share | $1.14 | $0.21 | $2.00 | $3.07 |
| Diluted earnings per share | $1.13 | $0.21 | $1.99 | $3.05 |
During the three and nine months ended January 31, 2024, restricted stock awards of 0.9 million shares and 1.0 million shares, respectively, were outstanding but not included in the computation of diluted earnings per share because they were anti-dilutive. During the three and nine months ended January 31, 2023, restricted stock awards of 1.2 million shares and 1.2 million shares, respectively, were outstanding but not included in the computation of diluted earnings per share because they were anti-dilutive.
- Comprehensive Income
Comprehensive income is comprised of net income 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 condensed consolidated statements of comprehensive income. Accumulated other comprehensive loss, net of taxes, is recorded as a component of stockholders’ equity.
The components of accumulated other comprehensive loss, net were as follows:
| January 31,2024 | April 30,2023 | |
|---|---|---|
| (in thousands) | ||
| Foreign currency translation adjustments | $(107,454) | $(96,860) |
| Deferred compensation and pension plan adjustments, net of tax | 4,465 | 4,381 |
| Marketable securities unrealized gain (loss), net of tax | 59 | (285) |
| Accumulated other comprehensive loss, net | $(102,930) | $(92,764) |
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
The following table summarizes the changes in each component of accumulated other comprehensive loss, net for the three months ended January 31, 2024:
| ForeignCurrencyTranslation | DeferredCompensationand PensionPlan | Unrealized (Losses) Gains on Marketable Securities (1) | AccumulatedOtherComprehensiveLoss | |
|---|---|---|---|---|
| (in thousands) | ||||
| Balance as of October 31, 2023 | $(120,196) | $4,436 | $(113) | $(115,873) |
| Unrealized gains arising during the period | 12,742 | — | 172 | 12,914 |
| Reclassification of realized net losses to net income | — | 29 | — | 29 |
| Balance as of January 31, 2024 | $(107,454) | $4,465 | $59 | $(102,930) |
The following table summarizes the changes in each component of accumulated other comprehensive loss, net for the nine months ended January 31, 2024:
| ForeignCurrencyTranslation | DeferredCompensationand PensionPlan (2) | Unrealized (Losses) Gainson Marketable Securities (1) | AccumulatedOtherComprehensiveLoss | |
|---|---|---|---|---|
| (in thousands) | ||||
| Balance as of April 30, 2023 | $(96,860) | $4,381 | $(285) | $(92,764) |
| Unrealized (losses) gains arising during the period | (10,594) | — | 344 | (10,250) |
| Reclassification of realized net losses to net income | — | 84 | — | 84 |
| Balance as of January 31, 2024 | $(107,454) | $4,465 | $59 | $(102,930) |
| (1) | The tax effect on the unrealized gains were $0.1 million and $0.1 million for the three and nine months ended January 31, 2024. |
| (2) | The tax effect on the reclassifications of realized net losses was $0.1 million for the nine months ended January 31, 2024. |
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
The following table summarizes the changes in each component of accumulated other comprehensive loss, net for the three months ended January 31, 2023:
| ForeignCurrencyTranslation | DeferredCompensationand PensionPlan | Unrealized Losses on Marketable Securities (1) | AccumulatedOtherComprehensiveLoss | |
|---|---|---|---|---|
| (in thousands) | ||||
| Balance as of October 31, 2022 | $(136,991) | $1,066 | $(740) | $(136,665) |
| Unrealized gains arising during the period | 39,482 | — | 321 | 39,803 |
| Reclassification of realized net losses to net income | — | 60 | — | 60 |
| Balance as of January 31, 2023 | $(97,509) | $1,126 | $(419) | $(96,802) |
The following table summarizes the changes in each component of accumulated other comprehensive loss, net for the nine months ended January 31, 2023:
| ForeignCurrencyTranslation | DeferredCompensationand PensionPlan (2) | Unrealized Losses on Marketable Securities | AccumulatedOtherComprehensiveLoss | |
|---|---|---|---|---|
| (in thousands) | ||||
| Balance as of April 30, 2022 | $(92,717) | $961 | $(429) | $(92,185) |
| Unrealized (losses) gains arising during the period | (4,792) | — | 10 | (4,782) |
| Reclassification of realized net losses to net income | — | 165 | — | 165 |
| Balance as of January 31, 2023 | $(97,509) | $1,126 | $(419) | $(96,802) |
| (1) | The tax effect on the unrealized gains was $0.1 million for the three months ended January 31, 2023. |
| (2) | The tax effect on the reclassifications of realized net losses was $0.1 million for the nine months ended January 31, 2023. |
- Employee Stock Plans
Stock-Based Compensation
The following table summarizes the components of stock-based compensation expense recognized in the Company’s condensed consolidated statements of income for the periods indicated:
| Three Months EndedJanuary 31, | Nine Months EndedJanuary 31, | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| (in thousands) | ||||
| Restricted stock | $10,119 | $9,350 | $29,611 | $26,327 |
| ESPP | 188 | 134 | 649 | 583 |
| Total stock-based compensation expense | $10,307 | $9,484 | $30,260 | $26,910 |
Common Stock
During the three and nine months ended January 31, 2024, the Company repurchased (on the open market or through privately negotiated transactions)382,500 shares and 565,000 shares of the Company’s common stock for $21.0 million and $29.6 million, respectively. During the three and nine months ended January 31, 2023, the Company repurchased (on the open market or through privately negotiated transactions)462,500 shares and 1,454,867 shares of the Company's common stock for $25.0 million and $80.5 million, respectively.
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
- Financial Instruments
The following tables show the Company’s financial instruments and balance sheet classification as of January 31, 2024 and April 30, 2023:
| January 31, 2024 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Fair Value Measurement · Balance Sheet Classification | ||||||||
| Cost | UnrealizedGains | UnrealizedLosses | FairValue | Cash andCashEquivalents | MarketableSecurities,Current | MarketableSecurities,Non-current | Income Taxes & Other Receivables | |
| (in thousands) | ||||||||
| Changes in Fair Value Recorded in | ||||||||
| Other Comprehensive Income | ||||||||
| Level 2: | ||||||||
| Commercial paper | $14,670 | $9 | $(3) | $14,676 | $1,500 | $13,176 | $— | $— |
| Corporate notes/bonds | 19,814 | 84 | (32) | 19,866 | — | 10,897 | 8,969 | — |
| U.S. Treasury and Agency Securities | 3,829 | 21 | — | 3,850 | — | 993 | 2,857 | — |
| Total debt investments | $38,313 | $114 | $(35) | $38,392 | $1,500 | $25,066 | $11,826 | $— |
| Changes in Fair Value Recorded in | ||||||||
| Net Income | ||||||||
| Level 1: | ||||||||
| Mutual funds (1) | $213,161 | $— | $20,661 | $192,500 | $— | |||
| Total equity investments | $213,161 | $— | $20,661 | $192,500 | $— | |||
| Cash | $590,938 | $590,938 | $— | $— | $— | |||
| Money market funds | 144,359 | 144,359 | — | — | — | |||
| Level 2: | ||||||||
| Foreign currency forward contracts | 651 | — | — | — | 651 | |||
| Total | $987,501 | $736,797 | $45,727 | $204,326 | $651 | |||
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
| April 30, 2023 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Fair Value Measurement · Balance Sheet Classification | ||||||||
| Cost | UnrealizedGains | UnrealizedLosses | FairValue | Cash andCashEquivalents | MarketableSecurities,Current | MarketableSecurities,Non-current | Income Taxes & Other Receivables | |
| (in thousands) | ||||||||
| Changes in Fair Value Recorded in | ||||||||
| Other Comprehensive Loss | ||||||||
| Level 2: | ||||||||
| Commercial paper | $11,751 | $— | $(30) | $11,721 | $— | $11,721 | $— | $— |
| Corporate notes/bonds | 24,754 | — | (355) | 24,399 | — | 21,492 | 2,907 | — |
| Total debt investments | $36,505 | $— | $(385) | $36,120 | $— | $33,213 | $2,907 | $— |
| Changes in Fair Value Recorded in | ||||||||
| Net Income | ||||||||
| Level 1: | ||||||||
| Mutual funds (1) | $187,757 | $— | $11,624 | $176,133 | $— | |||
| Total equity investments | $187,757 | $— | $11,624 | $176,133 | $— | |||
| Cash | $696,180 | $696,180 | $— | $— | $— | |||
| Money market funds | 147,844 | 147,844 | — | — | — | |||
| Level 2: | ||||||||
| Foreign currency forward contracts | 2,133 | — | — | — | 2,133 | |||
| Total | $1,070,034 | $844,024 | $44,837 | $179,040 | $2,133 | |||
| (1) | These investments are held in trust for settlement of the Company’s vested obligations of $197.1 million and $172.2 million as of January 31, 2024 and April 30, 2023, respectively, under the ECAP (see Note 6 — Deferred Compensation and Retirement Plans). Unvested obligations under the deferred compensation plans totaled $22.3 million and $21.9 million as of January 31, 2024 and April 30, 2023, respectively. During the three and nine months ended January 31, 2024, the fair value of the investments increased; therefore, the Company recognized a gain of $23.8 million and $22.8 million, respectively, which was recorded in other income, net. During the three and nine months ended January 31, 2023, the fair value of the investments increased; therefore, the Company recognized a gain of $12.7 million and $3.0 million, respectively, which was recorded in other income, net. |
As of January 31, 2024, available-for-sale marketable securities had remaining maturities ranging from 1 month to 21 months. During the three and nine months ended January 31, 2024, there were $4.4 million and $30.6 million in sales/maturities of available-for-sale marketable securities, respectively. During the three and nine months ended January 31, 2023, there were $14.3 million and $47.3 million in sales/maturities of available-for-sale marketable securities, respectively. Investments in marketable securities that are held in trust for settlement of the Company’s vested obligations under the ECAP are equity securities and are based upon the investment selections the employee elects from a pre-determined set of securities in the ECAP and the Company invests in equity securities to mirror these elections. As of January 31, 2024 and April 30, 2023, the Company’s investments in equity securities consisted of mutual funds for which market prices are readily available. Unrealized gains recorded for the period that relate to equity securities still held as of January 31, 2024 were $20.9 million. Unrealized losses recorded for the period that relate to equity securities still held as of January 31, 2023 were $2.8 million.
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
Foreign Currency Forward Contracts Not Designated as Hedges
The fair value of derivatives not designated as hedge instruments are as follows:
| January 31,2024 | April 30,2023 | |
|---|---|---|
| (in thousands) | ||
| Derivative assets: | ||
| Foreign currency forward contracts | $1,032 | $2,813 |
| Derivative liabilities: | ||
| Foreign currency forward contracts | $381 | $680 |
As of January 31, 2024, the total notional amounts of the forward contracts purchased and sold were $84.1 million and $33.7 million, respectively. As of April 30, 2023, the total notional amounts of the forward contracts purchased and sold were $112.7 million and $41.1 million, respectively. The Company recognizes forward contracts as a net asset or net liability on the condensed consolidated balance sheets as such contracts are covered by master netting agreements. During the three and nine months ended January 31, 2024, the Company incurred gains of $2.4 million and $0.9 million, respectively, related to forward contracts which are recorded in general and administrative expenses in the accompanying condensed consolidated statements of income. During the three and nine months ended January 31, 2023, the Company incurred gains of $3.3 million and $1.2 million, respectively, related to forward contracts which are recorded in general and administrative expenses in the accompanying condensed consolidated statements of income. These foreign currency gains related to forward contracts offset foreign currency losses that result from transactions denominated in a currency other than the Company’s functional currency. The cash flows related to foreign currency forward contracts are included in cash flows from operating activities.
- 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 employees in the U.S. The assets of this plan are held separately from the assets of the sponsor in self-administered funds. All other defined benefit obligations from other plans are unfunded.
The components of net periodic benefit costs are as follows:
| Three Months EndedJanuary 31, | Nine Months EndedJanuary 31, | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| (in thousands) | ||||
| Service cost | $11,347 | $10,573 | $32,526 | $30,200 |
| Interest cost | 3,435 | 2,439 | 10,228 | 7,263 |
| Amortization of actuarial loss | 184 | 218 | 551 | 654 |
| Expected return on plan assets (1) | (272) | (289) | (816) | (867) |
| Net periodic service credit amortization | (101) | (101) | (304) | (304) |
| Net periodic benefit costs (2) | $14,593 | $12,840 | $42,185 | $36,946 |
| (1) | The expected long-term rate of return on plan assets was 6.00% and 5.50% for January 31, 2024 and 2023, respectively. |
| (2) | The service cost, interest cost and the other components of net periodic benefit costs are included in compensation and benefits expense, interest expense, net and other income, net, respectively, on the condensed consolidated statements of income. |
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
The Company purchased company-owned life insurance ("COLI") contracts insuring the lives of certain employees eligible to participate in the deferred compensation and pension plans as a means of setting aside funds to cover such plans. The gross cash surrender value ("CSV") of these contracts of $293.4 million and $275.1 million as of January 31, 2024 and April 30, 2023, respectively, was offset by outstanding policy loans of $77.0 million and $77.1 million in the accompanying condensed consolidated balance sheets as of January 31, 2024 and April 30, 2023, respectively. The CSV value of the underlying COLI investments increased by $2.5 million and $6.4 million during the three and nine months ended January 31, 2024, respectively, and was recorded as a decrease in compensation and benefits expense in the accompanying condensed consolidated statements of income. The CSV value of the underlying COLI investment increased by $2.5 million and $7.4 million during the three and nine months ended January 31, 2023, respectively, and was recorded as a decrease in compensation and benefits expense in the accompanying condensed consolidated statements of income.
The Company’s ECAP is intended to provide certain employees an opportunity to defer their salary and/or bonus on a pre-tax basis. In addition, the Company, as part of its compensation philosophy, makes discretionary contributions into the ECAP and such contributions may be granted to key employees annually based on the employee’s performance. Certain key members of management may also receive Company ECAP contributions upon commencement of employment. The Company amortizes these contributions on a straight-line basis over the service period, generally afive year period. Participants have the ability to allocate their deferrals among a number of investment options and may receive their benefits at termination, retirement or ‘in service’ either in a lump sum or in quarterly installments overone-to-15 years. The ECAP amounts that are expected to be paid to employees over the next 12 months are classified as a current liability included in compensation and benefits payable on the accompanying condensed consolidated balance sheets.
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 and nine months ended January 31, 2024, deferred compensation liability increased; therefore, the Company recognized an increase in compensation expense of $22.5 million and $22.7 million, respectively. Offsetting the increases in compensation and benefits expense was an increase in the fair value of marketable securities (held in trust to satisfy obligations of the ECAP liabilities) of $23.8 million and $22.8 million during the three and nine months ended January 31, 2024, recorded in other income, net on the condensed consolidated statements of income. During the three and nine months ended January 31, 2023, deferred compensation liability increased; therefore, the Company recognized an increase in compensation expense of $12.1 million and $3.5 million, respectively. Offsetting the increases in compensation and benefits expense was an increase in the fair value of marketable securities (held in trust to satisfy obligations of the ECAP liabilities) of $12.7 million and $3.0 million during the three and nine months ended January 31, 2023, recorded in other income, net on the condensed consolidated statements of income. (see Note 5—Financial Instruments).
- Fee Revenue
Contract Balances
A contract asset (unbilled receivables) is recorded when the Company transfers control of products or services before there is an unconditional right to payment. A contract liability (deferred revenue) is recorded when cash is received in advance of performance of the obligation. Deferred revenue represents the future performance obligations to transfer control of products or services for which we have already received consideration. Deferred revenue is presented in other accrued liabilities on the condensed consolidated balance sheets.
The following table outlines the Company’s contract asset and liability balances as of January 31, 2024 and April 30, 2023:
| January 31, 2024 | April 30, 2023 | |
|---|---|---|
| (in thousands) | ||
| Contract assets-unbilled receivables | $120,335 | $99,442 |
| Contract liabilities-deferred revenue | $246,418 | $257,067 |
During the nine months ended January 31, 2024, we recognized revenue of $175.1 million that was included in the contract liabilities balance at the beginning of the period.
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
Performance Obligations
The Company has elected to apply the practical expedient to exclude the value of unsatisfied performance obligations for contracts with a duration of one year or less, which applies to all executive search, professional search and to most of the fee revenue from the interim business. As of January 31, 2024, the aggregate transaction price allocated to the performance obligations that are unsatisfied for contracts with an expected duration of greater than one year at inception was $1,081.3 million. Of the $1,081.3 million of remaining performance obligations, the Company expects to recognize approximately $212.5 million in the remainder of fiscal 2024, $523.1 million in fiscal 2025, $212.3 million in fiscal 2026 and the remaining $133.4 million in fiscal 2027 and thereafter. However, this amount should not be considered an indication of the Company’s future revenue as contracts with an initial term of one year or less are not included. Further, our contract terms and conditions allow for clients to increase or decrease the scope of services and such changes do not increase or decrease a performance obligation until the Company has an enforceable right to payment.
Disaggregation of Revenue
The Company disaggregates its revenue by line of business and further by region for Executive Search. This information is presented in Note 10—Segments.
The following table provides further disaggregation of fee revenue by industry:
| Three Months Ended January 31, | ||||
|---|---|---|---|---|
| 2024 | 2023 | |||
| Dollars | % | Dollars | % | |
| (dollars in thousands) | ||||
| Industrial | $205,187 | 30.7% | $199,341 | 29.3% |
| Financial Services | 117,836 | 17.6 | 117,880 | 17.3 |
| Life Sciences/Healthcare | 115,775 | 17.3 | 125,064 | 18.4 |
| Consumer Goods | 97,467 | 14.6 | 88,631 | 13.0 |
| Technology | 90,784 | 13.6 | 112,218 | 16.5 |
| Education/Non–Profit/General | 41,630 | 6.2 | 37,648 | 5.5 |
| Fee Revenue | $668,679 | 100.0% | $680,782 | 100.0% |
| Nine Months Ended January 31, | ||||
|---|---|---|---|---|
| 2024 | 2023 | |||
| Dollars | % | Dollars | % | |
| (dollars in thousands) | ||||
| Industrial | $612,036 | 29.5% | $601,698 | 28.6% |
| Financial Services | 368,208 | 17.8 | 367,878 | 17.5 |
| Life Sciences/Healthcare | 358,994 | 17.3 | 391,863 | 18.6 |
| Technology | 304,686 | 14.7 | 359,475 | 17.1 |
| Consumer Goods | 290,890 | 14.1 | 283,859 | 13.5 |
| Education/Non–Profit/General | 137,057 | 6.6 | 99,761 | 4.7 |
| Fee Revenue | $2,071,871 | 100.0% | $2,104,534 | 100.0% |
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
- Credit Losses
The activity in the allowance for credit losses on the Company's trade receivables is as follows:
| (in thousands) | |
|---|---|
| Balance at April 30, 2023 | $44,377 |
| Provision for credit losses | 17,204 |
| Write-offs | (11,272) |
| Recoveries of amounts previously written off | 259 |
| Foreign currency translation | (266) |
| Balance at January 31, 2024 | $50,302 |
The fair value and unrealized losses on available for sale debt securities, aggregated by investment category and the length of time the security has been in an unrealized loss position, are as follows:
| Less Than 12 Months · 12 Months or longer · Balance Sheet Classification | |||||||
|---|---|---|---|---|---|---|---|
| Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | Cash and CashEquivalent | Marketable Securities,Current | MarketableSecurities, Non-Current | |
| (in thousands) | |||||||
| Commercial paper | $8,932 | $3 | $— | $— | $1,500 | $7,432 | $— |
| Corporate notes/bonds | $— | $— | $7,480 | $32 | $— | $7,480 | $— |
| Commercial paper | $8,229 | $26 | $3,492 | $4 | $— | $11,721 | $— |
| Corporate notes/bonds | $9,581 | $123 | $13,815 | $232 | $— | $20,489 | $2,907 |
The Company only purchases high grade bonds that have a maturity from the date of purchase of no more thantwo years. The Company monitors the credit worthiness of its investments on a quarterly basis. The Company does not intend to sell the investments and does not believe it will be required to sell the investments before the investments mature and therefore recover the amortized cost basis.
- Income Taxes
The provision for income tax was an expense of $9.0 million and $29.8 million in the three and nine months ended January 31, 2024, with an effective tax rate of 13.1% and 21.8%, respectively, compared to $8.5 million and $63.6 million in the three and nine months ended January 31, 2023, with an effective tax rate of 41.8% and 27.8%, respectively. In addition to the impact of U.S. state income taxes and the jurisdictional mix of earnings, which generally create variability in our effective tax rate over time, the decrease in the effective tax rate for the three and nine months ended January 31, 2024 was due to a $9.7 million non-recurring tax benefit from actions taken in connection with the worldwide minimum tax that resulted in the release of a valuation allowance.
- Segments
The Company haseight reportable segments: Consulting, Digital, Executive Search North America, Executive Search Europe, the Middle East and Africa ("EMEA"), Executive Search Asia Pacific, Executive Search Latin America, Professional Search & Interim and Recruitment Process Outsourcing ("RPO").
The Company evaluates performance and allocates resources based on the Company’s chief operating decision maker (“CODM”) review of 1) fee revenue and 2) adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”). To the extent that such costs or charges occur, Adjusted EBITDA excludes restructuring charges, integration/acquisition costs, certain separation costs and certain non-cash charges (goodwill, intangible asset and other impairment charges). The CODM is not provided asset information by reportable segment.
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
Financial highlights are as follows:
| Three Months Ended January 31, | Nine Months Ended January 31, | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| Consolidated | ||||
| (in thousands) | ||||
| Fee revenue | $668,679 | $680,782 | $2,071,871 | $2,104,534 |
| Total revenue | $676,873 | $686,845 | $2,095,582 | $2,125,712 |
| Net income attributable to Korn Ferry | $59,071 | $11,247 | $103,965 | $162,035 |
| Net income attributable to noncontrolling interest | 649 | 522 | 2,984 | 2,885 |
| Other income, net | (23,817) | (13,097) | (23,559) | (4,824) |
| Interest expense, net | 4,946 | 5,378 | 16,282 | 20,088 |
| Income tax provision | 9,018 | 8,463 | 29,779 | 63,575 |
| Operating income | 49,867 | 12,513 | 129,451 | 243,759 |
| Depreciation and amortization | 19,509 | 17,037 | 58,075 | 50,359 |
| Other income, net | 23,817 | 13,097 | 23,559 | 4,824 |
| Integration/acquisition costs | 3,899 | 2,456 | 13,057 | 9,472 |
| Impairment of fixed assets | — | 4,375 | 1,575 | 4,375 |
| Impairment of right-of-use assets | — | 5,471 | 1,629 | 5,471 |
| Restructuring charges, net | 4,612 | 41,162 | 68,558 | 41,162 |
| Adjusted EBITDA (1) | $101,704 | $96,111 | $295,904 | $359,422 |
| (1) | Adjusted EBITDA refers to earnings before interest, taxes, depreciation and amortization, and further excludes integration/acquisition costs, impairment of fixed assets, impairment of right-of-use assets, and restructuring charges, net. |
Financial highlights by reportable segments are as follows:
| Three Months Ended January 31, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||
| Fee revenue | Total revenue | Adjusted EBITDA | Fee revenue | Total revenue | Adjusted EBITDA | |
| (in thousands) | ||||||
| Consulting | $166,947 | $169,929 | $27,812 | $162,155 | $164,414 | $23,305 |
| Digital | 90,317 | 90,394 | 27,370 | 85,071 | 85,087 | 22,153 |
| Executive Search: | ||||||
| North America | 121,449 | 123,059 | 29,382 | 132,810 | 134,255 | 30,446 |
| EMEA | 48,999 | 49,171 | 7,799 | 48,960 | 49,195 | 7,981 |
| Asia Pacific | 21,324 | 21,384 | 4,500 | 22,621 | 22,694 | 5,538 |
| Latin America | 7,541 | 7,543 | 1,750 | 7,654 | 7,658 | 2,462 |
| Professional Search & Interim | 130,890 | 131,824 | 23,795 | 117,980 | 118,616 | 21,969 |
| RPO | 81,212 | 83,569 | 9,291 | 103,531 | 104,926 | 9,849 |
| Corporate | — | — | (29,995) | — | — | (27,592) |
| Consolidated | $668,679 | $676,873 | $101,704 | $680,782 | $686,845 | $96,111 |
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
| Nine Months Ended January 31, | ||||||
|---|---|---|---|---|---|---|
| 2024 | 2023 | |||||
| Fee revenue | Total revenue | Adjusted EBITDA | Fee revenue | Total revenue | Adjusted EBITDA | |
| (in thousands) | ||||||
| Consulting | $512,830 | $521,675 | $81,920 | $501,731 | $508,994 | $83,944 |
| Digital | 275,395 | 275,563 | 80,678 | 263,161 | 263,479 | 73,855 |
| Executive Search: | ||||||
| North America | 381,459 | 386,405 | 87,574 | 426,839 | 431,286 | 112,164 |
| EMEA | 138,873 | 139,621 | 19,056 | 140,661 | 141,443 | 24,577 |
| Asia Pacific | 65,167 | 65,454 | 14,690 | 72,410 | 72,669 | 18,723 |
| Latin America | 22,041 | 22,050 | 4,296 | 23,283 | 23,289 | 7,686 |
| Professional Search & Interim | 411,453 | 414,348 | 73,746 | 351,670 | 354,430 | 83,587 |
| RPO | 264,653 | 270,466 | 28,617 | 324,779 | 330,122 | 43,562 |
| Corporate | — | — | (94,673) | — | — | (88,676) |
| Consolidated | $2,071,871 | $2,095,582 | $295,904 | $2,104,534 | $2,125,712 | $359,422 |
- Long-Term Debt
4.625% Senior Unsecured Notes due 2027
Long-term debt, net at amortized cost, consisted of the following:
| In thousands | January 31,2024 | April 30,2023 |
|---|---|---|
| Senior Unsecured Notes | $400,000 | $400,000 |
| Less: Unamortized discount and issuance costs | (3,245) | (3,806) |
| Long-term borrowings, net of unamortized discount and debt issuance costs | $396,755 | $396,194 |
Credit Facilities
On June 24, 2022, the Company entered into an amendment (the “Amendment”) to its December 16, 2019 Credit Agreement (the “Credit Agreement”; as amended by the Amendment, the “Amended Credit Agreement”) with a syndicate of banks and Bank of America, National Association as administrative agent. The Amended Credit Agreement provides forfive-year senior secured credit facilities in an aggregate amount of $1,150.0 million comprised of a $650.0 million revolving credit facility (the “Revolver”) and a $500.0 million delayed draw term loan facility (the “Delayed Draw Facility”, and together with the Revolver, the “Credit Facilities”). The Delayed Draw Facility expired on June 24, 2023.
As of January 31, 2024 and April 30, 2023, there wasno outstanding liability under the Credit Facilities, and the Company was in compliance with its debt covenants. The Company had a total of $645.4 million and $1,145.4 million available under the Credit Facilities after $4.6 million and $4.6 million of standby letters of credit were issued as of January 31, 2024 and April 30, 2023, respectively. Of the amount available under the Credit Facilities as of April 30, 2023, $500.0 million was under the Delayed Draw Facility that expired on June 24, 2023. The Company had a total of $14.0 million and $11.5 million of standby letters with other financial institutions as of January 31, 2024 and April 30, 2023, respectively. The standby letters of credit were generally issued as a result of entering into office premise leases.
- Leases
The Company’s lease portfolio is comprised of operating leases for office space and equipment and finance leases for equipment. Equipment leases are comprised of vehicles and office equipment. During the nine months ended January 31, 2024, the Company reduced its real estate footprint and as a result recorded an impairment charge of the ROU assets of $1.6 million in the condensed consolidated statements of income. During both the three and nine months ended January 31, 2023, the Company reduced its real estate footprint and as a result recorded an impairment charge of the ROU assets of $5.5 million in the condensed consolidated statements of income.
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
The components of lease expense were as follows:
| Three Months EndedJanuary 31, | Nine Months EndedJanuary 31, | |||
|---|---|---|---|---|
| 2024 | 2023 | 2024 | 2023 | |
| (in thousands) | ||||
| Finance lease cost | ||||
| Amortization of ROU assets | $384 | $366 | $1,234 | $1,104 |
| Interest on lease liabilities | 53 | 47 | 161 | 141 |
| 437 | 413 | 1,395 | 1,245 | |
| Operating lease cost | 12,013 | 12,339 | 35,099 | 36,957 |
| Short-term lease cost | 178 | 183 | 669 | 616 |
| Variable lease cost | 3,371 | 3,300 | 10,286 | 7,538 |
| Lease impairment cost | — | 5,471 | 1,629 | 5,471 |
| Sublease income | (1,096) | (1,019) | (3,210) | (2,264) |
| Total lease cost | $14,903 | $20,687 | $45,868 | $49,563 |
Supplemental cash flow information related to leases was as follows:
| Nine Months EndedJanuary 31, | ||
|---|---|---|
| 2024 | 2023 | |
| (in thousands) | ||
| Cash paid for amounts included in the measurement of lease liabilities: | ||
| Operating cash flows from operating leases | $38,616 | $49,870 |
| Financing cash flows from finance leases | $1,361 | $1,228 |
| ROU assets obtained in exchange for lease obligations: | ||
| Operating leases | $56,487 | $8,967 |
| Finance leases | $882 | $2,673 |
Maturities of lease liabilities were as follows:
| Year Ending April 30, | Operating | Financing |
|---|---|---|
| (in thousands) | ||
| 2024 (excluding the nine months ended January 31, 2024) | $11,065 | $417 |
| 2025 | 44,433 | 1,565 |
| 2026 | 37,467 | 1,193 |
| 2027 | 28,369 | 778 |
| 2028 | 21,783 | 509 |
| Thereafter | 101,660 | 12 |
| Total lease payments | 244,777 | 4,474 |
| Less: imputed interest | 56,723 | 355 |
| Total | $188,054 | $4,119 |
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
- Restructuring Charges, Net
In light of the challenging macroeconomic business environment arising from persistent inflationary pressures, rising interest rates and global economic and geopolitical uncertainty, on October 23, 2023, the Company initiated a plan (the “Plan”) intended to align its workforce with its current business realities through position eliminations. Due to the implementation of the Plan, the Company recorded restructuring charges of $68.6 million in the nine months ended January 31, 2024 across all lines of business related to severance for positions that were eliminated, which included adjustments to previously recorded restructuring accruals of $4.6 million during the three months ended January 31, 2024.
On January 11, 2023, the Company implemented a separate restructuring plan and recorded restructuring charges of $41.2 million in the three and nine months ended January 31, 2023 across all lines of business related to severance for positions that were eliminated.
Changes in the restructuring liability during the three months ended January 31, 2024 were as follows:
| Restructuring Liability | |
|---|---|
| (in thousands) | |
| As of October 31, 2023 | $48,653 |
| Restructuring charges, net | 4,612 |
| Reductions for cash payments | (38,523) |
| Exchange rate fluctuations | 949 |
| As of January 31, 2024 | $15,691 |
Changes in the restructuring liability during the nine months ended January 31, 2024 were as follows:
| Restructuring Liability | |
|---|---|
| (in thousands) | |
| As of April 30, 2023 | $8,004 |
| Restructuring charges, net | 68,558 |
| Reductions for cash payments | (46,240) |
| Reductions for non-cash payments | (15,421) |
| Exchange rate fluctuations | 790 |
| As of January 31, 2024 | $15,691 |
As of January 31, 2024 and April 30, 2023, the restructuring liability is included in the current portion of other accrued liabilities on the condensed consolidated balance sheets.
KORN FERRY AND SUBSIDIARIESNOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTSJanuary 31, 2024 (continued)
Restructuring charges incurred by segment were as follows:
| Three Months Ended January 31, | ||
|---|---|---|
| 2024 | 2023 | |
| (in thousands) | ||
| Consulting | $1,051 | $10,842 |
| Digital | 618 | 2,856 |
| Executive Search: | ||
| North America | 1,398 | 4,352 |
| EMEA | 855 | 12,255 |
| Asia Pacific | — | 2,129 |
| Latin America | — | 697 |
| Professional Search & Interim | — | 4,835 |
| RPO | 690 | 3,097 |
| Corporate | — | 99 |
| Consolidated | $4,612 | $41,162 |
| Nine Months Ended January 31, | ||
|---|---|---|
| 2024 | 2023 | |
| (in thousands) | ||
| Consulting | $18,871 | $10,842 |
| Digital | 9,469 | 2,856 |
| Executive Search: | ||
| North America | 8,825 | 4,352 |
| EMEA | 17,265 | 12,255 |
| Asia Pacific | 1,963 | 2,129 |
| Latin America | 110 | 697 |
| Professional Search & Interim | 3,778 | 4,835 |
| RPO | 7,885 | 3,097 |
| Corporate | 392 | 99 |
| Consolidated | $68,558 | $41,162 |
- Subsequent Event
Quarterly Dividend Declaration
On March 5, 2024, the Board of Directors of the Company declared a cash dividend of $0.33 per share with a payment date of April 15, 2024 to holders of the Company’s common stock of record at the close of business on March 27, 2024. 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 condition, the terms of the Company’s indebtedness and other factors that the Board of Directors may deem to be relevant. The Board of Directors may amend, revoke, or suspend the dividend policy at any time and for any reason.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.