Form 8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

Form 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 5, 2008

 

 

Hudson Highland Group, Inc.

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State or other jurisdiction of incorporation)

 

000-50129   59-3547281
(Commission File Number)   (IRS Employer Identification No.)

560 Lexington Avenue

New York, NY 10022

(Address of Principal Executive Offices)

Registrant’s telephone number, including area code (212) 351-7300

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (16 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (16 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (16 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (16 CFR 240.13e-4(c)

 

 

 


ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On May 5, 2008, Hudson Highland Group, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2008. A copy of such press release is furnished as Exhibit 99.1 to this Current Report.

Also on May 5, 2008, Hudson Highland Group, Inc. posted on its web site a Letter to Shareholders, Employees and Friends, which discusses results for the quarter ended March 31, 2008. A copy of such letter is furnished as Exhibit 99.2 to this Current Report.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(a) Financial Statements.

None.

(b) Pro Forma Financial Information.

None.

(c) Shell Company Transactions

None.

(d) Exhibits

 

99.1   Press Release of Hudson Highland Group, Inc. issued on May 5, 2008.
99.2   Letter to Shareholders, Employees and Friends issued on May 5, 2008 and posted to Company’s web site.

 

2


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

 

HUDSON HIGHLAND GROUP,

INC. (Registrant)

By:  

/s/ MARY JANE RAYMOND

  Mary Jane Raymond
 

Executive Vice President and Chief

Financial Officer

  Dated: May 5, 2008

 

3


Hudson Highland Group, Inc.

Current Report on Form 8-K

Exhibit Index

 

Exhibit

Number

 

Description

99.1   Press Release of Hudson Highland Group, Inc. issued on May 5, 2008.
99.2   Letter to Shareholders, Employees and Friends issued on May 5, 2008 and posted to Company’s web site.

 

4

Press Release of Hudson Highland Group, Inc. issued on May 5, 2008

Exhibit 99.1

LOGO

 

For Immediate Release   Contact:   David F. Kirby
    Hudson Highland Group
    212-351-7216
    david.kirby@hudson.com

Hudson Highland Group Reports 2008

First Quarter Financial Results

NEW YORK, NY – May 5, 2008 – Hudson Highland Group, Inc. (Nasdaq: HHGP), one of the world’s leading providers of permanent recruitment, contract professionals and talent management solutions, today announced financial results for the first quarter ended March 31, 2008.

2008 First Quarter Summary

 

   

Revenue of $297.5 million, an increase of 3.2 percent from $288.2 million for the first quarter of 2007

 

   

Gross margin of $126.2 million, or 42.4 percent of revenue, up 7.2 percent from $117.7 million, or 40.9 percent of revenue for the same period last year

 

   

Adjusted EBITDA* of $6.7 million, or 2.3 percent of revenue, up 40.4 percent from $4.8 million for the first quarter of 2007

 

 

 

EBITDA of $5.3 million, or 1.8 percent of revenue, up 289.4 percent from $1.4 million for the same period last year

 

   

Net income from continuing operations of $0.3 million, or $0.01 per basic and diluted share, compared with net loss of ($1.8) million, or ($0.07) per basic and diluted share, for the first quarter of 2007

 

   

Net income of $1.4 million, or $0.05 per basic and diluted share, compared with net income of $0.1 million, or $0.00 per basic and diluted share, for the first quarter of 2007

*Adjusted EBITDA is defined in the segment tables at the end of this release.

 


“During the first quarter, we benefited from our geographic diversification and specialized, professional-level recruitment focus,” said Jon Chait, Hudson Highland Group chairman and chief executive officer. “While strong performances continued in Asia Pacific and Europe, our North America business performed admirably, including a particularly strong period for Hudson Legal, one of our specialized markets less impacted by economic cycles.”

“The energy and engineering business divestiture helped us further our strategic focus and drive additional operational cost reduction,” added Mary Jane Raymond, executive vice president and chief financial officer. “We believe this will position Hudson for improved profitability when markets recover and, in the meantime, cushion our exposure to the economic cycle.”

Share Repurchase Program

On February 4, 2008, the company announced that its board of directors authorized the repurchase of up to $15 million of the company’s common stock. The company intends to make purchases from time to time as market conditions warrant. Through March 31, 2008, the company had repurchased 701,173 shares for a total cost of approximately $5.3 million.

Restructuring Program

During 2008, the company will streamline its support operations to match its focus on specialization. The company expects to have $5 - $7 million of restructuring actions throughout this year, including $1 - $2 million in the second quarter. During the first quarter of 2008, the company incurred $1.6 million of restructuring expenses, predominantly related to lease terminations and severance in Hudson Americas following the sale of its energy and engineering business.

Sale of Energy and Engineering Business

On February 4, 2008, the company announced it had completed the asset sale of its energy and engineering staffing business to System One Holdings LLC. The company received approximately $11 million in cash, subject to post-closing adjustment; a five-year, secured subordinated $5 million seller note; and a warrant exercisable for 10 percent of the equity of System One. Hudson Highland Group also retained $3.6 million of receivables of the business, all of which has been collected, and has the right to receive an additional $600,000 in cash upon resolution of certain liabilities. The company has treated the business as a discontinued operation effective December 31, 2007. As a result of the sale, the company allocated $6.9 million of goodwill and recorded a loss on sale of ($0.6) million.

Guidance

The company currently expects second quarter 2008 revenue of $300 - $315 million at prevailing exchange rates and adjusted EBITDA of $10 - $13 million, excluding the impact of any restructuring, acquisitions or divestitures. This compares with revenue of $298.5 million and adjusted EBITDA of $12.2 million in the second quarter of 2007.


Additional Information

Please find additional information about the company’s quarterly results in the shareholder letter in the investor information section of the company’s website at www.hudson.com.

Conference Call/Webcast

Hudson Highland Group will conduct a conference call Tuesday, May 6, 2008 at 9:00 AM ET to discuss this announcement. Investors wishing to participate can join the conference call by dialing 1-800-374-1532 followed by the participant passcode 43059918 at 8:50 AM ET. For those outside the United States, please call in on 1-706-634-5594 followed by the participant passcode 43059918. Hudson Highland Group’s quarterly conference call can also be accessed online through Yahoo! Finance at www.yahoo.com and the investor information section of the company’s website at www.hudson.com.

The archived call will be available for one week by dialing 1-800-642-1687 followed by the participant passcode 43059918. For those outside the United States, the call will be available on 1-706-645-9291 followed by the participant passcode 43059918.

About Hudson Highland Group

Hudson Highland Group, Inc. is a leading provider of permanent recruitment, contract professionals and talent management services worldwide. From single placements to total outsourced solutions, Hudson helps clients achieve greater organizational performance by assessing, recruiting, developing and engaging the best and brightest people for their businesses. The company employs more than 3,600 professionals serving clients and candidates in more than 20 countries. More information is available at www.hudson.com.

Safe Harbor Statement

This press release contains statements that the company believes to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this press release, including those under the caption “Guidance” and other statements regarding the company’s future financial condition, results of operations, business operations and business prospects, are forward-looking statements. Words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “predict,” “believe” and similar words, expressions and variations of these words and expressions are intended to identify forward-looking statements. All forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These factors include, but are not limited to, the company’s history of negative cash flows and operating losses may continue; the ability of clients to terminate their relationship with the company at any time; the impact of global economic fluctuations on temporary contracting operations; risks and financial impact associated with acquisitions and dispositions of non-strategic assets; the company’s reliance on information systems and technology; competition; fluctuations in operating results; risks relating to foreign operations, including foreign currency fluctuations; dependence on highly skilled professionals and key management personnel; restrictions imposed by blocking arrangements; exposure to employment-related claims and limits on insurance coverage related thereto; government regulations; restrictions on the company’s operating flexibility due to the terms of its credit facility; and the company’s ability to maintain effective internal control over financial reporting. Additional information concerning these and other factors is contained in the company’s filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the date of this press release. The company assumes no obligation, and expressly disclaims any obligation, to review or confirm analysts’ expectations or estimates or to update any forward-looking statements, whether as a result of new information, future events or otherwise.

###

Financial Tables Follow


HUDSON HIGHLAND GROUP, INC.

CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

(unaudited)

 

     Three Months Ended
March 31,
 
     2008    2007  

Revenue

   $ 297,507    $ 288,150  

Direct costs

     171,282      170,407  
               

Gross margin

     126,225      117,743  
               

Operating expenses:

     

Selling, general and administrative

     119,519      112,965  

Acquisition-related expenses

     —        298  

Depreciation and amortization

     3,863      3,695  

Business reorganization expenses

     1,320      3,116  

Merger and integration expenses

     75      —    
               

Total operating expenses

     124,777      120,074  
               

Operating income (loss)

     1,448      (2,331 )

Other income (expense):

     

Interest, net

     360      212  

Other, net

     426      2,607  
               

Income (loss) from continuing operations before income taxes

     2,234      488  

Provision for income taxes

     1,966      2,266  

Income (loss) from continuing operations

     268      (1,778 )

Income from discontinued operations, net of income taxes

     1,096      1,833  
               

Net income

   $ 1,364    $ 55  
               

Basic and diluted income (loss) per share:

     

Income (loss) from continuing operations

   $ 0.01    $ (0.07 )

Income from discontinued operations

     0.04      0.07  
               

Net income

   $ 0.05    $ —    
               

Weighted average shares outstanding:

     

Basic

     25,500,000      24,919,000  

Diluted

     25,887,000      24,919,000  

 


HUDSON HIGHLAND GROUP, INC.

CONSOLIDATED CONDENSED BALANCE SHEET

(in thousands, except share and per share amounts)

(unaudited)

 

     March 31,
2008
    December 31,
2007
 
ASSETS     

Current assets:

    

Cash and cash equivalents

   $ 25,290     $ 39,245  

Restricted cash, short term

     1,100       —    

Accounts receivable, net

     219,284       189,072  

Prepaid and other

     23,522       18,493  

Current assets from discontinued operations

     —         12,265  
                

Total current assets

     269,196       259,075  

Intangibles, net

     74,836       78,235  

Property and equipment, net

     28,993       29,470  

Other assets

     11,318       7,214  

Non-current assets from discontinued operations

     —         212  
                

Total assets

   $ 384,343     $ 374,206  
                
LIABILITIES AND STOCKHOLDERS’ EQUITY     

Current liabilities:

    

Accounts payable

   $ 27,291     $ 21,237  

Accrued expenses and other current liabilities

     124,159       120,842  

Credit facility and current portion of long-term debt

     1,834       243  

Accrued business reorganization expenses

     4,048       3,490  

Accrued merger and integration expenses

     294       314  

Current liabilities from discontinued operations

     —         6,300  
                

Total current liabilities

     157,626       152,426  

Accrued business reorganization expenses, non-current

     2,668       2,689  

Accrued merger and integration expenses, non-current

     277       327  

Other non-current liabilities

     19,003       18,649  
                

Total liabilities

     179,574       174,091  

Commitments and contingencies

    

Stockholders’ equity:

    

Preferred stock, $0.001 par value, 10,000,000 shares authorized; none issued or outstanding

     —         —    

Common stock, $0.001 par value, 100,000,000 shares authorized; issued: 25,888,548 and 25,690,631 shares, respectively

     26       26  

Additional paid-in capital

     445,013       444,075  

Accumulated deficit

     (287,223 )     (288,587 )

Accumulated other comprehensive income—translation adjustments

     51,399       44,946  

Treasury stock, 585,802 and 24,680 shares, respectively

     (4,446 )     (345 )
                

Total stockholders’ equity

     204,769       200,115  
                
   $ 384,343     $ 374,206  
                

 


HUDSON HIGHLAND GROUP, INC.

SEGMENT ANALYSIS

(in thousands)

(unaudited)

 

For the Three Months Ended

March 31, 2008

   Hudson
Americas
    Hudson Europe     Hudson Asia
Pacific
   Corporate     Total  

Revenue

   $ 83,262     $ 113,352     $ 100,893    $ —       $ 297,507  
                                       

Gross margin

   $ 22,755     $ 59,149     $ 44,321    $ —       $ 126,225  
                                       

Adjusted EBITDA (1)

   $ 1,227     $ 6,178     $ 5,229    $ (5,928 )   $ 6,706  

Business reorganization expenses (recoveries)

     1,462       (237 )     95      —         1,320  

Merger and integration expenses (recoveries)

     (2 )     77       —        —         75  
                                       

EBITDA (1)

     (233 )     6,338       5,134      (5,928 )     5,311  

Depreciation and amortization

     1,173       1,647       990      53       3,863  
                                       

Operating income (loss)

   $ (1,406 )   $ 4,691     $ 4,144    $ (5,981 )   $ 1,448  
                                       

For the Three Months Ended

March 31, 2007

   Hudson
Americas
    Hudson Europe     Hudson Asia
Pacific
   Corporate     Total  

Revenue

   $ 76,547     $ 118,343     $ 93,260    $ —       $ 288,150  
                                       

Gross margin

   $ 22,084     $ 57,048     $ 38,611    $ —       $ 117,743  
                                       

Adjusted EBITDA (1)

   $ (1,369 )   $ 6,827     $ 5,570    $ (6,250 )   $ 4,778  

Acquisition-related expenses

     —         298       —        —         298  

Business reorganization expenses (recoveries)

     729       2,447       14      (74 )     3,116  
                                       

EBITDA (1)

     (2,098 )     4,082       5,556      (6,176 )     1,364  

Depreciation and amortization

     1,127       1,570       883      115       3,695  
                                       

Operating income (loss)

   $ (3,225 )   $ 2,512     $ 4,673    $ (6,291 )   $ (2,331 )
                                       

 

(1) Non-GAAP earnings before interest, income taxes, special charges, other non-operating expense, and depreciation and amortization (“Adjusted EBITDA”) and non-GAAP earnings before interest, income taxes, other non-operating expense, and depreciation and amortization (“EBITDA”) are presented to provide additional information about the company’s operations on a basis consistent with the measures which the company uses to manage its operations and evaluate its performance. Management also uses these measurements to evaluate capital needs and working capital requirements. Adjusted EBITDA and EBITDA should not be considered in isolation or as a substitute for operating income, cash flows from operating activities, and other income or cash flow statement data prepared in accordance with generally accepted accounting principles or as a measure of the company’s profitability or liquidity. Furthermore, adjusted EBITDA and EBITDA as presented above may not be comparable with similarly titled measures reported by other companies.
Letter to Shareholders, Employees and Friends issued on May 5, 2008

Exhibit 99.2

LOGO

May 5, 2008

To: Shareholders, Employees and Friends

Hudson Highland Group 2008 First Quarter Financial Results

Market Observations

Investors continued to be focused on the impact of global economic factors in the first quarter. The economy continued to struggle from the credit crunch fall-out, with a particularly strong impact on the financial services industry worldwide. Simultaneously, the housing and construction sectors are struggling; commodity, oil and gas prices are rising; consumer confidence has declined; and the business outlook for many other sectors has worsened.

Importantly, there are also countervailing forces at play in the global environment. Corporate activity remains strong, positively impacting hiring outside of financial services. In some key markets, the slowdown in one sector is being offset by strength in others. Across many geographies demand for specific sets of middle management and professional skills remained high despite the current economic uncertainties. Both geographic diversification and specialization contributed to year-over-year growth in revenue and EBITDA in the first quarter. We believe these factors will continue to benefit the company, reducing its overall vulnerability to local volatility in any specific market.

In Hudson Americas, our focus on specialized contracting contributed to improved results in the quarter. That region’s Legal practice benefited from significant project work driven by first quarter court dates. Our IT business was down slightly (6 percent in gross margin dollars) in the first quarter from a year ago, though trends in March were consistent with the rest of the quarter and did not show a significant decline at quarter end. Financial Solutions was up 1 percent compared with the first quarter of 2007. While our permanent recruitment business declined from the prior year, that decline was partially driven by the loss of two large outsourcing clients who took those programs in house. Permanent recruitment fees improved through the quarter in line with normal seasonal trends. We are continuing to see demand for permanent hiring in key skill set areas despite the uncertain economic environment. For example, our retained search business was flat year-on-year.

We continued to experience strong growth in Asia in the first quarter, led by China and Hong Kong. Gross margin growth in the first quarter exceeded 25 percent in both markets, driven in part by strong demand in IT recruiting, both in our organic business as well as our Tony Keith acquisition. Recruitment demand in China remains strong, and we are optimistic about continued growth in that country and the region. Looking at future growth opportunities, we recently opened an office in Dubai to address growing demand in the Middle East.


In Australia/New Zealand, in local currency, gross margin decreased in the first quarter, but good expense management minimized the reduction in adjusted EBITDA. The Australian economy has continued to perform well with low unemployment and continuing GDP growth. However, the quarter was affected by a number of small factors, including a slowdown in hiring by the new government, low demand for outplacement services and a decline in some parts of financial services, IT and telecom.

Growth trends continued in continental Europe in the first quarter, as every country in the region had favorable gross margin growth and adjusted EBITDA contributions. This helped offset gross margin declines in the UK, where both permanent recruitment and temporary contracting declined on softer trends in the finance sector impacting both the Finance and IT practices.

As noted earlier, turmoil in the financial services sector worldwide led to weaker demand in that sector in the first quarter across many geographies. Given our focus on specialization and global commitment to this practice, these trends were observable in most of the markets in which we operate, from the U.S. to London to Hong Kong. However, the impact was mitigated in the U.S. by the fact that our domestic Financial Solutions practice is focused on small and medium sized institutions, rather than major banks and financial services firms. In continental Europe and Asia, declines in financial services were offset by growth in accounting and other practices.

We are most cautious about the UK market. Roughly a quarter of our business is attributable to the financial services sector, and we have a significant presence in London (over 25 percent of UK gross margin) which has been heavily affected by the economic slowdown. Indeed, in this sector our UK business experienced a 25 percent decline in gross margin dollars in the first quarter. We do not have any particularly unique insights into the recovery in this sector, but we believe we have opportunities to offset these declines in other areas. Going forward, we will continue to push the development of all our regional businesses, which were led by steady growth in Scotland. We will also push the continued deep specialization for clients and candidates within the practice groups and align resources to those practices that show growth opportunities.

We continue to view the global markets as challenging and remain cautious, as we have been for the last three quarters. However, we reaffirm our outlook that full-year 2008 adjusted EBITDA will exceed prior year.

Recent Events

Share Repurchase Program

The company announced on February 4, 2008, that its board of directors authorized the repurchase of up to $15 million of the company’s common stock. The company intends to make purchases from time to time as market conditions warrant. Through March 31, 2008, the company had repurchased 701,173 shares for a total cost of approximately $5.3 million.

Restructuring Program

During 2008, the company will streamline its support operations to match its focus on specialization. The company expects to have $5 - $7 million of restructuring actions throughout this year, including $1 - $2 million in the second quarter. During the first quarter of 2008, the company incurred $1.6 million of restructuring expenses, predominantly related to lease terminations and severance in Hudson Americas following the sale of its energy and engineering business.


Sale of North America Energy and Engineering Business

On February 4, 2008, the company announced it had completed the asset sale of its energy and engineering staffing business to System One Holdings LLC. The company received approximately $11 million in cash, subject to post-closing adjustment; a five-year, secured subordinated $5 million seller note; and a warrant exercisable for 10 percent of the equity of System One. Hudson Highland Group also retained $3.6 million of receivables of the business, all of which has been collected, and has the right to receive an additional $600,000 in cash upon resolution of certain liabilities. The company has treated the business as a discontinued operation effective December 31, 2007. As a result of the sale, the company allocated $6.9 million of goodwill and recorded a loss on sale of ($0.6) million.

Regional Highlights

Hudson Americas

 

   

Hudson Americas revenue increased 9 percent, with gross margin dollars increasing 3 percent in the first quarter compared with the first quarter of 2007.

 

   

Temporary contracting gross margin percentage increased to 24.0 percent, up from 22.3 percent a year ago.

 

   

The growth in gross margin dollars resulted from a 23 percent increase in temporary contracting, partially offset by a 37 percent decline in permanent recruitment compared with a year ago. The growth in temporary contracting resulted from increased project work in Legal, as the practice was up 54 percent from prior year, while Financial Solutions was up 1 percent and IT was down 6 percent.

 

   

Hudson Americas reported adjusted EBITDA of $1.2 million, or 1.5 percent of revenue, in the first quarter, up $2.6 million from the prior year.

Hudson Europe

 

   

Hudson Europe revenue decreased 4 percent, gross margin increased 4 percent and adjusted EBITDA decreased 10 percent in the first quarter compared with prior year.

 

   

In constant currency, revenue declined 9 percent while gross margin dollars declined 4 percent and adjusted EBITDA declined 20 percent.

 

   

The decline in gross margin dollars for the quarter was due to mixed results in Europe, with a constant currency decline of 17 percent in the UK, partially offset by 13 percent growth in continental Europe.

 

   

Temporary contracting gross margin percentage in Europe increased to 20.4 percent from 19.3 percent in the first quarter of 2007.

 

   

Hudson Europe earned $6.2 million in adjusted EBITDA, or 5.5 percent of revenue, compared with $6.8 million, or 5.8 percent of revenue a year ago.


Hudson Asia Pacific

 

   

Hudson Asia Pacific revenue increased 8 percent, gross margin increased 15 percent and adjusted EBITDA decreased 6 percent in the first quarter of 2008.

 

   

In constant currency, revenue decreased 5 percent while gross margin increased 1 percent and adjusted EBITDA decreased 20 percent.

 

   

In Australia/New Zealand in constant currency, revenue decreased 9 percent, gross margin decreased 6 percent and adjusted EBITDA decreased 25 percent.

 

   

Constant currency growth in gross margin was driven by strength in permanent placement in Asia, offset in part by weakness in talent management and temporary contracting in Australia/New Zealand.

 

   

Temporary contracting gross margin percentage in Asia Pacific was unchanged from prior year at 17.4 percent.

 

   

Hudson Asia Pacific generated $5.2 million in adjusted EBITDA, or 5.2 percent of revenue, compared with $5.6 million, or 6.0 percent of revenue a year ago.

Guidance

The company currently expects second quarter 2008 revenue of $300 - $315 million at prevailing exchange rates and adjusted EBITDA of $10 - $13 million, excluding the impact of any restructuring, acquisitions or divestitures. This compares with revenue of $298.5 million and adjusted EBITDA of $12.2 million in the second quarter of 2007.

Safe Harbor Statement

This press release contains statements that the company believes to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in this press release, including those under the caption “Guidance” and other statements regarding the company’s future financial condition, results of operations, business operations and business prospects, are forward-looking statements. Words such as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “predict,” “believe” and similar words, expressions and variations of these words and expressions are intended to identify forward-looking statements. All forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. These factors include, but are not limited to, the company’s history of negative cash flows and operating losses may continue; the ability of clients to terminate their relationship with the company at any time; the impact of global economic fluctuations on temporary contracting operations; risks and financial impact associated with acquisitions and dispositions of non-strategic assets; the company’s reliance on information systems and technology; competition; fluctuations in operating results; risks relating to foreign operations, including foreign currency fluctuations; dependence on highly skilled professionals and key management personnel; restrictions imposed by blocking arrangements; exposure to employment-related claims and limits on insurance coverage related thereto; government regulations; restrictions on the company’s operating flexibility due to the terms of its credit facility; and the company’s ability to maintain effective internal control over financial reporting. Additional information concerning these and other factors is contained in the company’s filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the date of this press release. The company assumes no obligation, and expressly disclaims any obligation, to review or confirm analysts’ expectations or estimates or to update any forward-looking statements, whether as a result of new information, future events or otherwise.

###

Financial Tables Follow


HUDSON HIGHLAND GROUP, INC.

SEGMENT ANALYSIS

(in thousands)

(unaudited)

 

For the Three Months Ended

March 31, 2008

   Hudson
Americas
    Hudson Europe     Hudson Asia
Pacific
   Corporate     Total  

Revenue

   $ 83,262     $ 113,352     $ 100,893    $ —       $ 297,507  
                                       

Gross margin

   $ 22,755     $ 59,149     $ 44,321    $ —       $ 126,225  
                                       

Adjusted EBITDA (1)

   $ 1,227     $ 6,178     $ 5,229    $ (5,928 )   $ 6,706  

Business reorganization expenses (recoveries)

     1,462       (237 )     95      —         1,320  

Merger and integration expenses (recoveries)

     (2 )     77       —        —         75  
                                       

EBITDA (1)

     (233 )     6,338       5,134      (5,928 )     5,311  

Depreciation and amortization

     1,173       1,647       990      53       3,863  
                                       

Operating income (loss)

   $ (1,406 )   $ 4,691     $ 4,144    $ (5,981 )   $ 1,448  
                                       

For the Three Months Ended

March 31, 2007

   Hudson
Americas
    Hudson Europe     Hudson Asia
Pacific
   Corporate     Total  

Revenue

   $ 76,547     $ 118,343     $ 93,260    $ —       $ 288,150  
                                       

Gross margin

   $ 22,084     $ 57,048     $ 38,611    $ —       $ 117,743  
                                       

Adjusted EBITDA (1)

   $ (1,369 )   $ 6,827     $ 5,570    $ (6,250 )   $ 4,778  

Acquisition-related expenses

     —         298       —        —         298  

Business reorganization expenses (recoveries)

     729       2,447       14      (74 )     3,116  
                                       

EBITDA (1)

     (2,098 )     4,082       5,556      (6,176 )     1,364  

Depreciation and amortization

     1,127       1,570       883      115       3,695  
                                       

Operating income (loss)

   $ (3,225 )   $ 2,512     $ 4,673    $ (6,291 )   $ (2,331 )
                                       

 

(1) Non-GAAP earnings before interest, income taxes, special charges, other non-operating expense, and depreciation and amortization (“Adjusted EBITDA”) and non-GAAP earnings before interest, income taxes, other non-operating expense, and depreciation and amortization (“EBITDA”) are presented to provide additional information about the company’s operations on a basis consistent with the measures which the company uses to manage its operations and evaluate its performance. Management also uses these measurements to evaluate capital needs and working capital requirements. Adjusted EBITDA and EBITDA should not be considered in isolation or as a substitute for operating income, cash flows from operating activities, and other income or cash flow statement data prepared in accordance with generally accepted accounting principles or as a measure of the company’s profitability or liquidity. Furthermore, adjusted EBITDA and EBITDA as presented above may not be comparable with similarly titled measures reported by other companies.


HUDSON HIGHLAND GROUP, INC.

Reconciliation For Contant Currency

(in thousands)

(unaudited)

The company defines the term “constant currency” to mean that financial data for a period are translated into U.S. Dollars using the same foreign currency exchange rates that were used to translate financial data for the previously reported period. Changes in revenues, direct costs, gross margin and selling, general and administrative expenses include the effect of changes in foreign currency exchange rates. Variance analysis usually describes period-to-period variances that are calculated using constant currency as a percentage. The company’s management reviews and analyzes business results in constant currency and believes these results better represent the company’s underlying business trends.

The company believes that these calculations are a useful measure, indicating the actual change in operations. Earnings from subsidiaries are rarely repatriated to the United States, and there are no significant gains or losses on foreign currency transactions between subsidiaries. Therefore, changes in foreign currency exchange rates generally impact only reported earnings and not the company’s economic condition.

 

     2008    2007
     As Reported    Currency
Translation
    Constant
Currency
   As Reported

Revenue:

          

Hudson Americas

   $ 83,262    $ (150 )   $ 83,112    $ 76,547

Hudson Europe

     113,352      (6,182 )     107,170      118,343

Hudson Asia Pacific

     100,893      (12,607 )     88,286      93,260
                            

Total

     297,507      (18,939 )     278,568      288,150

Direct costs:

          

Hudson Americas

     60,507      (23 )     60,484      54,463

Hudson Europe

     54,203      (1,966 )     52,237      61,295

Hudson Asia Pacific

     56,572      (7,343 )     49,229      54,649
                            

Total

     171,282      (9,332 )     161,950      170,407

Gross margin:

          

Hudson Americas

     22,755      (127 )     22,628      22,084

Hudson Europe

     59,149      (4,216 )     54,933      57,048

Hudson Asia Pacific

     44,321      (5,264 )     39,057      38,611
                            

Total

   $ 126,225    $ (9,607 )   $ 116,618    $ 117,743
                            

Selling, general and administrative (1)

          

Hudson Americas

   $ 22,701    $ (142 )   $ 22,559    $ 24,580

Hudson Europe

     54,618      (3,612 )     51,006      52,089

Hudson Asia Pacific

     40,082      (4,582 )     35,500      33,924

Corporate

     5,981      —         5,981      6,365
                            

Total

   $ 123,382    $ (8,336 )   $ 115,046    $ 116,958
                            

 

(1) Selling, general and administrative expenses include depreciation and amortization and acquisition related expenses.