HSON 2013.12.31-8K for Earnings Release




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): February 27, 2014
 
HUDSON GLOBAL, INC.
(Exact name of registrant as specified in charter)
 
 
Delaware
 
000-50129
 
59-3547281
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. 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
N/A
(Former name or former address, if changed since last report)
 

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:

 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)







ITEM 2.02.
RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
 
On February 27, 2014, Hudson Global, Inc. issued a press release announcing its financial results for the full year and three months ended December 31, 2013. A copy of such press release is furnished as Exhibit 99.1 to this Current Report.
 
Included in Exhibit 99.1 are references to “liquidity.” The company believes that this non-GAAP measure provides investors useful information about its combined available cash and borrowing capacity.
 
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 Global, Inc. issued on February 27, 2014.









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 GLOBAL, INC.
(Registrant)
 
 
 
By:
/s/ STEPHEN A. NOLAN
 
Stephen A. Nolan
 
Executive Vice President and Chief Financial Officer
 
 
 
 
Date:
February 27, 2014









Hudson Global, Inc.
Current Report on Form 8-K
 
Exhibit Index


Exhibit Number
 
Description
99.1
 
Press Release of Hudson Global, Inc. issued on February 27, 2014.



HSON 2013.12.31-8K Exhibit 99.1



Exhibit 99.1

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

Hudson Global Reports 2013 Fourth Quarter and Full-Year Results

NEW YORK, NY - February 27, 2014 - Hudson Global, Inc. (Nasdaq: HSON), a leading global talent solutions company, today announced financial results for the fourth quarter and full-year ended December 31, 2013.
 
2013 Fourth Quarter Summary

Revenue of $159.5 million, a decrease of 13.4 percent from the fourth quarter of 2012, or 11.9 percent in constant currency. Sequentially, from the third quarter of 2013 to the fourth quarter of 2013, revenue was down 2.5 percent or 4.4 percent in constant currency, as compared with a decline of 1.9 percent for the same period in 2012.

Gross margin of $56.9 million or 35.7 percent of revenue, a decrease of 15.0 percent from the same period in 2012, or 13.8 percent in constant currency. Sequentially, gross margin increased 2.0 percent or 0.1 percent in constant currency, as compared with a decrease of 1.1 percent for the same period in 2012.

Adjusted EBITDA* loss of $2.0 million, compared with adjusted EBITDA of $3.2 million in the fourth quarter of 2012. Sequentially, adjusted EBITDA improved by 31.3 percent or 33.2 percent in constant currency. Fourth quarter adjusted EBITDA included $0.8 million of costs related to the leadership change in Hudson Europe.

Restructuring charges of $2.8 million, asset impairments of $1.3 million and other income of $0.3 million in the fourth quarter of 2013.

EBITDA* loss of $5.8 million, compared with EBITDA of $3.5 million in the fourth quarter of 2012.

Net loss of $11.3 million, or $0.35 per basic and diluted share, compared with net loss of $0.3 million, or $0.01 per basic and diluted share, for the fourth quarter of 2012.


2013 Full-Year Summary

Revenue of $660.1 million, a decrease of 15.1 percent from 2012, or 13.7 percent in constant currency.


1



Gross margin of $229.9 million, or 34.8 percent of revenue, a decrease of 19.3 percent from 2012, or 18.3 percent in constant currency.

Adjusted EBITDA* loss of $12.3 million, compared with adjusted EBITDA of $7.5 million in 2012.

Restructuring charges of $6.7 million, asset impairments of $1.3 million and other income of $0.7 million in 2013.

EBITDA* loss of $19.6 million in 2013, compared with EBITDA of $0.1 million in 2012.

Net loss of $30.4 million, or $0.94 per basic and diluted share, compared with net loss of $5.3 million, or $0.17 per basic and diluted share, in 2012.

* EBITDA and adjusted EBITDA are defined in the segment tables at the end of this release.


“We closed out 2013 with sequential gross margin growth in our business in the fourth quarter, a leadership team strengthened with experienced executives from the industry, and an emphasis on disciplined execution in both our front office and back office,” said Manolo Marquez, chairman and chief executive officer at Hudson. “Our focus in 2014 will be driving top-line growth through selective investments in key opportunity areas and recapturing positive trajectory in our earnings profile.”

Stephen Nolan, chief financial officer at Hudson said, “Given the progress we have made on the cost structure over the past two years and the positive momentum we are experiencing in some of our business units and markets, we expect to show further traction in 2014. We intend to keep a sharp eye on costs, continue to maintain a strong liquidity position and ensure that we strengthen the operating rigor we have established in recent months.”



2



Regional Highlights

Americas

In the fourth quarter, Hudson Americas' gross margin decreased 14 percent sequentially as compared with the third quarter of 2013 and 17 percent as compared with the fourth quarter in 2012. This was primarily due to reduced project demand in Legal eDiscovery. Recruitment Process Outsourcing (RPO) gross margin in the fourth quarter recorded an increase of approximately 29 percent as compared with the fourth quarter in 2012, as business development efforts earlier in the year resulted in the initiation of several new client relationships in the quarter. Adjusted EBITDA declined to $1.1 million or 3.8 percent of revenue for the fourth quarter, compared with $1.4 million or 3.5 percent of revenue for the same period a year ago.

Hudson Americas' gross margin in 2013 decreased 21 percent from 2012. Contracting gross margin declined by 21 percent, primarily attributable to Legal eDiscovery, and permanent recruitment gross margin dropped by 20 percent. Despite growth in the fourth quarter, RPO gross margin declined by 13 percent in 2013 following 26 percent growth in 2012. The decline was primarily driven by the loss of a large client following its acquisition in 2012. Aggressive cost actions and reductions in support staff drove SG&A and headcount down in 2013 by 20 percent and 18 percent, respectively. The efforts to reduce SG&A offset approximately 86 percent of the gross margin decline. As a result, adjusted EBITDA was $3.6 million, or 2.6 percent of revenue, compared with $4.9 million, or 2.9 percent of revenue, in 2012.

Asia Pacific

Hudson Asia Pacific gross margin declined 19 percent in constant currency in the fourth quarter of 2013 from the same period in 2012. Sequentially, gross margin declined 7 percent in the seasonally slower fourth quarter as compared with the third quarter of 2013, against a 12 percent sequential decline in the fourth quarter of 2012. A 24 percent year-over-year decline in permanent recruitment gross margin accounted for over 80 percent of the overall gross margin drop, driven by softer demand in the IT and industrial sectors. Asia Pacific delivered an adjusted EBITDA loss of $1.3 million, or 2.3 percent of revenue, down from adjusted EBITDA of $2.3 million, or 3.7 percent of revenue in the fourth quarter of 2012.

Hudson Asia Pacific's gross margin in 2013 decreased 23 percent in constant currency compared with 2012, impacted by difficult economic conditions and increasingly subdued hiring activity, amidst concern over slowing economic growth in China. Mining and related industries, including manufacturing, were particularly affected, accounting for over 50 percent of the decline in gross margin. In response to these challenging conditions, the company took steps to rebalance its portfolio and streamline its operating structure. These actions to reduce costs resulted in an SG&A decline of 12 percent and headcount decline of 6 percent in 2013 from 2012. Our effort to reduce SG&A offset 48 percent of the decline in gross margin. Adjusted EBITDA loss was $1.4 million, or 0.6 percent of revenue, down from adjusted EBITDA of $12.9 million in 2012 or 4.5 percent of revenue.


3





Europe

During the fourth quarter of 2013, Hudson Europe gross margin increased 11 percent in constant currency sequentially from the third quarter 2013, compared with an 8 percent sequential increase in fourth quarter 2012. The sequential growth was driven by 23 percent growth in Continental Europe on strength in Talent Management in Belgium and France. As compared with the fourth quarter of 2012, gross margin decreased 9 percent in constant currency. Temporary recruitment gross margin declined 15 percent, driven by reduced demand in the Legal sector in the U.K. Permanent recruitment gross margin declined 3 percent, driven by reduced demand in France and Belgium. Adjusted EBITDA of $1.1 million, or 1.5 percent of revenue, was down from $3.5 million, or 4.2 percent of revenue in the fourth quarter of 2012.

Hudson Europe's gross margin decreased 13 percent in 2013 in constant currency compared with 2012. Temporary contracting gross margin decreased 11 percent in constant currency, driven by declines in the UK on weaker results from the higher margin Legal eDiscovery practice. Temporary contracting gross margin decreased to 16.8 percent of revenue from 17.5 percent in 2012. Permanent recruitment gross margin declined 13 percent in 2013 compared with 2012, as a result of reduced client demand in the U.K., particularly in the Legal and IT sectors, and in France in the Industrial sector. SG&A decreased by 9 percent and headcount by 11 percent in 2013 from 2012. Our effort to reduce SG&A offset 62 percent of the decline in gross margin. Adjusted EBITDA of $1.5 million, or 0.5 percent of revenue, was down from $8.0 million, or 2.5 percent of revenue in 2012.




4



Liquidity and Capital Resources

The company ended the fourth quarter of 2013 with $67.2 million in liquidity, composed of $37.4 million in cash and $29.8 million in availability under its credit facilities. This compares with $38.7 million in cash and $41.7 million in availability under its credit facilities at the end of 2012. The company generated $4.1 million in cash flow from operations during the quarter and $2.5 million in cash flow from operations for the year of 2013. The company had $0.5 million in outstanding borrowings at the end of the fourth quarter of 2013.
    
Business Outlook
    
Given current economic conditions, business trends, a continuing focus on costs and focused investments in the consultant population in certain markets to drive future top-line growth, the company expects first quarter 2014 revenue of between $145 million and $155 million and adjusted EBITDA of between negative $2.5 million and negative $4.5 million. In the first quarter of 2013, revenue was $165.7 million and adjusted EBITDA was a loss of $4.9 million.

Conference Call/Webcast

Hudson will conduct a conference call today at 10:00 a.m. ET to discuss this announcement. Individuals wishing to listen can access the webcast on the investor information section of the company's web site at Hudson.com.

The archived call will be available on the investor information section of the company's web site at Hudson.com.


5




About Hudson

Hudson is a global talent solutions company with expertise in leadership and specialized recruitment, contracting solutions, recruitment process outsourcing, talent management and eDiscovery. We help our clients and candidates succeed by leveraging our expertise, deep industry and market knowledge, and proprietary assessment tools and techniques. Operating in 20 countries through relationships with millions of specialized professionals, we bring an unparalleled ability to match talent with opportunities by assessing, recruiting, developing and engaging the best and brightest people for our clients. We combine broad geographic presence, world-class talent solutions and a tailored, consultative approach to help businesses and professionals achieve higher performance and outstanding results. More information is available at Hudson.com.

Forward-Looking Statements

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 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 important factors, risks, uncertainties and assumptions, including industry and economic conditions' that could cause actual results to differ materially from those described in the forward-looking statements. Such factors, risks, uncertainties and assumptions include, but are not limited to, global economic fluctuations, the company's ability to execute its strategic initiatives, risks related to fluctuations in the company’s operating results from quarter to quarter, the ability of clients to terminate their relationship with the company at any time, competition in the company’s markets, the negative cash flows and operating losses that the company has experienced from time to time, restrictions on the company’s operating flexibility due to the terms of its credit facilities, risks associated with the company’s investment strategy, risks related to international operations, including foreign currency fluctuations, the company’s dependence on key management personnel, the company’s ability to attract and retain highly-skilled professionals, the company’s ability to collect its accounts receivable, the company’s ability to achieve anticipated cost savings through the company’s cost reduction initiatives, the company’s heavy reliance on information systems and the impact of potentially losing or failing to develop technology, risks related to providing uninterrupted service to clients, the company’s exposure to employment-related claims from clients, employers and regulatory authorities and limits on related insurance coverage, the company’s ability to utilize net operating loss carry-forwards, volatility of the company’s stock price, the impact of government regulations, and restrictions imposed by blocking arrangements. 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 document. The company assumes no obligation, and expressly disclaims any obligation, to update any forward-looking statements, whether as a result of new information, future events or otherwise.
                    
###
Financial Tables Follow


6



HUDSON GLOBAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
(unaudited)
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Year Ended
 
December 31,
 
December 31,
 
2013
 
2012
 
2013
 
2012
Revenue
$
159,504

 
$
184,276

 
$
660,128

 
$
777,577

Direct costs
102,608

 
117,352

 
430,256

 
492,710

Gross margin
56,896

 
66,924

 
229,872

 
284,867

Operating expenses:
 

 
 

 
 
 
 
Selling, general and administrative expenses
58,876

 
63,774

 
242,162

 
277,402

Depreciation and amortization
1,573

 
1,650

 
6,406

 
6,438

Business reorganization expenses
2,762

 
231

 
6,721

 
7,782

Office integration expense and (gains) on disposal of business

 
(558
)
 
6

 
(117
)
Impairment of long-lived assets
1,336

 

 
1,336

 

Total operating expenses
64,547

 
65,097

 
256,631

 
291,505

Operating income (loss)
(7,651
)
 
1,827

 
(26,759
)
 
(6,638
)
Non-operating income (expense):
 

 
 

 
 
 
 
Interest income (expense), net
(138
)
 
(124
)
 
(596
)
 
(635
)
Other income (expense), net
281

 
40

 
753

 
254

Income (loss) before provision for income taxes
(7,508
)
 
1,743

 
(26,602
)
 
(7,019
)
Provision for (benefit from) income taxes
3,788

 
2,086

 
3,793

 
(1,684
)
Net income (loss)
$
(11,296
)
 
$
(343
)
 
$
(30,395
)
 
$
(5,335
)
Earnings (loss) per share:
 

 
 

 
 
 
 
Basic
$
(0.35
)
 
$
(0.01
)
 
$
(0.94
)
 
$
(0.17
)
Diluted
$
(0.35
)
 
$
(0.01
)
 
$
(0.94
)
 
$
(0.17
)
Weighted-average shares outstanding:
 

 
 

 
 
 
 
Basic
32,600

 
32,169

 
32,493

 
32,060

Diluted
32,600

 
32,169

 
32,493

 
32,060


Note: Certain prior year amounts have been reclassified to conform to the current period presentation.






7



HUDSON GLOBAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
(unaudited)
 
 
 
 
 
December 31,
2013
 
December 31,
2012
ASSETS
 

 
 

Current assets:
 

 
 

Cash and cash equivalents
$
37,378

 
$
38,653

Accounts receivable, less allowance for doubtful accounts of $1,108 and $1,167, respectively
85,901

 
107,216

Prepaid and other
8,762

 
11,543

Total current assets
132,041

 
157,412

Property and equipment, net
13,822

 
20,050

Deferred tax assets, non-current
7,124

 
9,816

Other assets
5,842

 
6,190

Total assets
$
158,829

 
$
193,468

LIABILITIES AND STOCKHOLDERS’ EQUITY
 

 
 

Current liabilities:
 

 
 

Accounts payable
$
9,747

 
$
9,292

Accrued expenses and other current liabilities
54,722

 
55,960

Short-term borrowings
476

 

Accrued business reorganization expenses
3,810

 
1,916

Total current liabilities
68,755

 
67,168

Other non-current liabilities
5,697

 
7,853

Deferred rent and tenant improvement contributions
6,120

 
8,061

Income tax payable, non-current
3,872

 
3,845

Total liabilities
84,444

 
86,927

Stockholders’ equity:
 

 
 

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

 

Common stock, $0.001 par value, 100,000 shares authorized; issued 33,543 and 33,100 shares, respectively
34

 
33

Additional paid-in capital
475,461

 
473,372

Accumulated deficit
(417,422
)
 
(387,027
)
Accumulated other comprehensive income
17,173

 
20,536

Treasury stock, 211 and 79 shares, respectively, at cost
(861
)
 
(373
)
Total stockholders’ equity
74,385

 
106,541

Total liabilities and stockholders' equity
$
158,829

 
$
193,468



8



HUDSON GLOBAL, INC.
SEGMENT ANALYSIS - QUARTER TO DATE
(in thousands)
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
For The Three Months Ended December 31, 2013
 
Hudson
Americas
 
Hudson
Asia Pacific
 
Hudson
Europe
 
Corporate
 
Total
Revenue, from external customers
 
$
29,612

 
$
55,404

 
$
74,488

 
$

 
$
159,504

Gross margin, from external customers
 
$
7,781

 
$
20,045

 
$
29,070

 
$

 
$
56,896

Adjusted EBITDA (loss) (1)
 
$
1,133

 
$
(1,271
)
 
$
1,081

 
$
(2,924
)
 
$
(1,981
)
Business reorganization expenses (recovery)
 
781

 
887

 
1,067

 
27

 
2,762

Impairment of long-lived assets
 

 
257

 
1,079

 

 
1,336

Office integration expense and (gains) on disposal of business
 

 

 

 

 

Non-operating expense (income),
including corporate administration charges
 
714

 
43

 
1,474

 
(2,513
)
 
(281
)
EBITDA (loss) (1)
 
$
(362
)
 
$
(2,458
)
 
$
(2,539
)
 
$
(438
)
 
$
(5,797
)
Depreciation and amortization expenses
 
 
 
 
 
 
 
 
 
1,573

Interest expense (income), net
 
 
 
 
 
 
 
 
 
138

Provision for (benefit from) income taxes
 
 
 
 
 
 
 
 
 
3,788

Net income (loss)
 
 
 
 
 
 
 
 
 
$
(11,296
)
 
 
 
 
 
 
 
 
 
 
 
For The Three Months Ended December 31, 2012
 
Hudson
Americas
 
Hudson
Asia Pacific
 
Hudson
Europe
 
Corporate
 
Total
Revenue, from external customers
 
$
39,458

 
$
63,517

 
$
81,301

 
$

 
$
184,276

Gross margin, from external customers
 
$
9,388

 
$
26,361

 
$
31,175

 
$

 
$
66,924

Adjusted EBITDA (loss) (1)
 
$
1,379

 
$
2,334

 
$
3,455

 
$
(4,017
)
 
$
3,151

Business reorganization expenses (recovery)
 
(44
)
 
22

 
213

 
40

 
231

Impairment of long-lived assets
 

 

 

 

 

Office integration expense and (gains) on disposal of business
 
(558
)
 

 

 

 
(558
)
Non-operating expense (income),
including corporate administration charges
 
593

 
975

 
641

 
(2,249
)
 
(40
)
EBITDA (loss) (1)
 
$
1,388

 
$
1,337

 
$
2,601

 
$
(1,808
)
 
$
3,518

Depreciation and amortization expenses
 
 
 
 
 
 
 
 
 
1,650

Interest expense (income), net
 
 
 
 
 
 
 
 
 
124

Provision for (benefit from) income taxes
 
 
 
 
 
 
 
 
 
2,086

Net income (loss)
 
 
 
 
 
 
 
 
 
$
(343
)

1.
Non-GAAP earnings before interest, income taxes, and depreciation and amortization (“EBITDA”) and non-GAAP earnings before interest, income taxes, depreciation and amortization, non-operating income, goodwill and other impairment charges, business reorganization expenses and other expenses (“Adjusted 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. EBITDA and adjusted 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, EBITDA and adjusted EBITDA as presented above may not be comparable with similarly titled measures reported by other companies.


9



HUDSON GLOBAL, INC.
SEGMENT ANALYSIS - QUARTER TO DATE (continued)
(in thousands)
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
For The Three Months Ended September 30, 2013
 
Hudson
Americas
 
Hudson
Asia Pacific
 
Hudson
Europe
 
Corporate
 
Total
Revenue, from external customers
 
$
34,842

 
$
58,274

 
$
70,471

 
$

 
$
163,587

Gross margin, from external customers
 
$
9,073

 
$
21,348

 
$
25,375

 
$

 
$
55,796

Adjusted EBITDA (loss) (1)
 
$
1,295

 
$
(460
)
 
$
440

 
$
(4,158
)
 
$
(2,883
)
Business reorganization expenses (recovery)
 
208

 

 
152

 
368

 
728

Impairment of long-lived assets
 

 

 

 

 

Office integration expense and (gains) on disposal of business
 

 

 

 

 

Non-operating expense (income),
including corporate administration charges
 
433

 
(335
)
 
913

 
(1,307
)
 
(296
)
EBITDA (loss) (1)
 
$
654

 
$
(125
)
 
$
(625
)
 
$
(3,219
)
 
$
(3,315
)
Depreciation and amortization expenses
 
 
 
 
 
 
 
 
 
1,529

Interest expense (income), net
 
 
 
 
 
 
 
 
 
158

Provision for (benefit from) income taxes
 
 
 
 
 
 
 
 
 
45

Net income (loss)
 
 
 
 
 
 
 
 
 
$
(5,047
)
 
 
 
 
 
 
 
 
 
 
 
For The Three Months Ended March 31, 2013
 
Hudson
Americas
 
Hudson
Asia Pacific
 
Hudson
Europe
 
Corporate
 
Total
Revenue, from external customers
 
$
37,223

 
$
56,201

 
$
72,254

 
$

 
$
165,678

Gross margin, from external customers
 
$
8,144

 
$
21,491

 
$
27,042

 
$

 
$
56,677

Adjusted EBITDA (loss) (1)
 
$
(357
)
 
$
(426
)
 
$
(112
)
 
$
(4,017
)
 
$
(4,912
)
Business reorganization expenses (recovery)
 
(17
)
 
102

 
1,871

 
26

 
1,982

Impairment of long-lived assets
 

 

 

 

 

Office integration expense and (gains) on disposal of business
 

 

 

 

 

Non-operating expense (income),
including corporate administration charges
 
607

 
339

 
1,469

 
(2,685
)
 
(270
)
EBITDA (loss) (1)
 
$
(947
)
 
$
(867
)
 
$
(3,452
)
 
$
(1,358
)
 
$
(6,624
)
Depreciation and amortization expenses
 
 
 
 
 
 
 
 
 
1,648

Interest expense (income), net
 
 
 
 
 
 
 
 
 
146

Provision for (benefit from) income taxes
 
 
 
 
 
 
 
 
 
(177
)
Net income (loss)
 
 
 
 
 
 
 
 
 
(8,241
)

1.
Non-GAAP earnings before interest, income taxes, and depreciation and amortization (“EBITDA”) and non-GAAP earnings before interest, income taxes, depreciation and amortization, non-operating income, goodwill and other impairment charges, business reorganization expenses and other expenses (“Adjusted 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. EBITDA and adjusted 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, EBITDA and adjusted EBITDA as presented above may not be comparable with similarly titled measures reported by other companies.

10



HUDSON GLOBAL, INC.
SEGMENT ANALYSIS - YEAR TO DATE
(in thousands)
(unaudited)
 
 
 
 
 
 
 
 
 
 
 
For The Year Ended December 31, 2013
 
Hudson
Americas
 
Hudson
Asia Pacific
 
Hudson
Europe
 
Corporate
 
Total
Revenue, from external customers
 
$
139,003

 
$
232,748

 
$
288,377

 
$

 
$
660,128

Gross margin, from external customers
 
$
34,243

 
$
87,161

 
$
108,468

 
$

 
$
229,872

Adjusted EBITDA (loss) (1)
 
$
3,613

 
$
(1,446
)
 
$
1,496

 
$
(15,952
)
 
$
(12,289
)
Business reorganization expenses (recovery)
 
1,297

 
989

 
3,646

 
789

 
6,721

Impairment of long-lived assets
 

 
257

 
1,079

 

 
1,336

Office integration expense and (gains) on disposal of business
 
6

 

 

 

 
6

Non-operating expense (income),
including corporate administration charges
 
2,578

 
535

 
5,543

 
(9,408
)
 
(752
)
EBITDA (loss) (1)
 
$
(268
)
 
$
(3,227
)
 
$
(8,772
)
 
$
(7,333
)
 
$
(19,600
)
Depreciation and amortization expenses
 
 
 
 
 
 
 
 
 
6,406

Interest expense (income), net
 
 
 
 
 
 
 
 
 
596

Provision for (benefit from) income taxes
 
 
 
 
 
 
 
 
 
3,793

Net income (loss)
 
 
 
 
 
 
 
 
 
$
(30,395
)
 
 
 
 
 
 
 
 
 
 
 
For The Year Ended December 31, 2012
 
Hudson
Americas
 
Hudson
Asia Pacific
 
Hudson
Europe
 
Corporate
 
Total
Revenue, from external customers
 
$
169,216

 
$
288,144

 
$
320,217

 
$

 
$
777,577

Gross margin, from external customers
 
$
43,164

 
$
117,430

 
$
124,273

 
$

 
$
284,867

Adjusted EBITDA (loss) (1)
 
$
4,864

 
$
12,911

 
$
7,960

 
$
(18,271
)
 
$
7,464

Business reorganization expenses (recovery)
 
1,007

 
1,285

 
5,131

 
359

 
7,782

Impairment of long-lived assets
 

 

 

 

 

Office integration expense and (gains) on disposal of business
 
(558
)
 
441

 

 

 
(117
)
Non-operating expense (income),
including corporate administration charges
 
3,147

 
5,830

 
5,784

 
(15,016
)
 
(255
)
EBITDA (loss) (1)
 
$
1,268

 
$
5,355

 
$
(2,955
)
 
$
(3,614
)
 
$
54

Depreciation and amortization expenses
 
 
 
 
 
 
 
 
 
6,438

Interest expense (income), net
 
 
 
 
 
 
 
 
 
635

Provision for (benefit from) income taxes
 
 
 
 
 
 
 
 
 
(1,684
)
Net income (loss)
 
 
 
 
 
 
 
 
 
$
(5,335
)

1.
Non-GAAP earnings before interest, income taxes, and depreciation and amortization (“EBITDA”) and non-GAAP earnings before interest, income taxes, depreciation and amortization, non-operating income, goodwill and other impairment charges, business reorganization expenses and other expenses (“Adjusted 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. EBITDA and adjusted 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, EBITDA and adjusted EBITDA as presented above may not be comparable with similarly titled measures reported by other companies.

11



HUDSON GLOBAL, INC.
RECONCILIATION FOR CONSTANT CURRENCY
(in thousands)
(unaudited)

The company operates on a global basis, with the majority of its gross margin generated outside of the United States. Accordingly, fluctuations in foreign currency exchange rates can affect its results of operations. Constant currency information compares financial results between periods as if exchange rates had remained constant period-over-period. The company currently defines the term “constant currency” to mean that financial data for a previously reported period are translated into U.S. dollars using the same foreign currency exchange rates that were used to translate financial data for the current period. Changes in revenue, gross margin, selling, general and administrative expenses ("SG&A"), business reorganization expenses and other non-operating income (expense), operating income (loss) and EBITDA (loss) 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. 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.
 
For The Three Months Ended December 31,
 
2013
 
2012
 
As
 
As
 
Currency
 
Constant
 
reported
 
reported
 
translation
 
currency
Revenue:
 

 
 

 
 

 
 

Hudson Americas
$
29,612

 
$
39,458

 
$
(16
)
 
$
39,442

Hudson Asia Pacific
55,404

 
63,517

 
(4,943
)
 
58,574

Hudson Europe
74,488

 
81,301

 
1,759

 
83,060

Total
$
159,504

 
$
184,276

 
$
(3,200
)
 
$
181,076

Gross margin:
 

 
 

 
 

 
 

Hudson Americas
$
7,781

 
$
9,388

 
$
(15
)
 
$
9,373

Hudson Asia Pacific
20,045

 
26,361

 
(1,747
)
 
24,614

Hudson Europe
29,070

 
31,175

 
877

 
32,052

Total
$
56,896

 
$
66,924

 
$
(885
)
 
$
66,039

SG&A (1):
 
 
 

 
 

 
 

Hudson Americas
$
6,647

 
$
8,005

 
$
(11
)
 
$
7,994

Hudson Asia Pacific
21,318

 
24,054

 
(1,562
)
 
22,492

Hudson Europe
27,989

 
27,697

 
795

 
28,492

Corporate
2,922

 
4,018

 

 
4,018

Total
$
58,876

 
$
63,774

 
$
(778
)
 
$
62,996

Business reorganization expenses:
 

 
 

 
 

 
 

Hudson Americas
$
781

 
$
(44
)
 
$

 
$
(44
)
Hudson Asia Pacific
887

 
22

 

 
22

Hudson Europe
1,067

 
213

 

 
213

Corporate
27

 
40

 

 
40

Total
$
2,762

 
$
231

 
$

 
$
231

Operating income (loss):
 
 
 

 
 

 
 

Hudson Americas
$
122

 
$
1,735

 
$
(4
)
 
$
1,731

Hudson Asia Pacific
(3,192
)
 
1,467

 
(120
)
 
1,347

Hudson Europe
(1,468
)
 
2,846

 
75

 
2,921

Corporate
(3,113
)
 
(4,220
)
 

 
(4,220
)
Total
$
(7,651
)
 
$
1,828

 
$
(49
)
 
$
1,779

EBITDA (loss):
 

 
 

 
 

 
 

Hudson Americas
$
(362
)
 
$
1,388

 
$
5

 
$
1,393

Hudson Asia Pacific
(2,458
)
 
1,337

 
(151
)
 
1,186

Hudson Europe
(2,539
)
 
2,601

 
67

 
2,668

Corporate
(438
)
 
(1,808
)
 

 
(1,808
)
Total
$
(5,797
)
 
$
3,518

 
$
(79
)
 
$
3,439


Note: Certain prior year amounts have been reclassified to conform to the current period presentation.

1.
SG&A is a measure that management uses to evaluate the segments’ expenses.

12



HUDSON GLOBAL, INC.
RECONCILIATION FOR CONSTANT CURRENCY (continued)
(in thousands)
(unaudited)

 
For The Year Ended December 31,
 
2013
 
2012
 
As
 
As
 
Currency
 
Constant
 
reported
 
reported
 
translation
 
currency
Revenue:
 

 
 

 
 

 
 

Hudson Americas
$
139,003

 
$
169,216

 
$
(55
)
 
$
169,161

Hudson Asia Pacific
232,748

 
288,144

 
(13,188
)
 
274,956

Hudson Europe
288,377

 
320,217

 
416

 
320,633

Total
$
660,128

 
$
777,577

 
$
(12,827
)
 
$
764,750

Gross margin:
 

 
 

 
 

 
 

Hudson Americas
$
34,243

 
$
43,164

 
$
(52
)
 
$
43,112

Hudson Asia Pacific
87,161

 
117,430

 
(4,455
)
 
112,975

Hudson Europe
108,468

 
124,273

 
1,093

 
125,366

Total
$
229,872

 
$
284,867

 
$
(3,414
)
 
$
281,453

SG&A (1):
 
 
 

 
 

 
 

Hudson Americas
$
30,627

 
$
38,287

 
$
(25
)
 
$
38,262

Hudson Asia Pacific
88,537

 
104,528

 
(3,694
)
 
100,834

Hudson Europe
107,057

 
116,315

 
1,195

 
117,510

Corporate
15,941

 
18,272

 

 
18,272

Total
$
242,162

 
$
277,402

 
$
(2,524
)
 
$
274,878

Business reorganization expenses:
 

 
 

 
 

 
 

Hudson Americas
$
1,297

 
$
1,007

 
$

 
$
1,007

Hudson Asia Pacific
989

 
1,285

 
(60
)
 
1,225

Hudson Europe
3,646

 
5,131

 
29

 
5,160

Corporate
789

 
359

 

 
359

Total
$
6,721

 
$
7,782

 
$
(31
)
 
$
7,751

Operating income (loss):
 
 
 

 
 

 
 

Hudson Americas
$
1,334

 
$
3,318

 
$
(27
)
 
$
3,291

Hudson Asia Pacific
(5,883
)
 
7,988

 
(534
)
 
7,454

Hudson Europe
(4,823
)
 
1,326

 
(146
)
 
1,180

Corporate
(17,387
)
 
(19,270
)
 

 
(19,270
)
Total
$
(26,759
)
 
$
(6,638
)
 
$
(707
)
 
$
(7,345
)
EBITDA (loss):
 

 
 

 
 

 
 

Hudson Americas
$
(268
)
 
$
1,268

 
$
(14
)
 
$
1,254

Hudson Asia Pacific
(3,227
)
 
5,355

 
(496
)
 
4,859

Hudson Europe
(8,772
)
 
(2,955
)
 
(258
)
 
(3,213
)
Corporate
(7,333
)
 
(3,614
)
 

 
(3,614
)
Total
$
(19,600
)
 
$
54

 
$
(768
)
 
$
(714
)

Note: Certain prior year amounts have been reclassified to conform to the current period presentation.

1.
SG&A is a measure that management uses to evaluate the segments’ expenses.

13