EX-99.1 2 dex991.htm PRESS RELEASE DATED MAY 4,2005 Press Release dated May 4,2005

Exhibit 99.1

 

LOGO

 

Hewitt Associates, Inc.

100 Half Day Road

Lincolnshire, IL 60069

Tel (847) 295-5000

Fax (847) 295-7634

www.hewitt.com

 

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For Immediate Release

May 4, 2005

 

Contact:    Investors: Jennifer Rice (847) 295-5000, investor.relations@hewitt.com

                   Media: Jennifer Frighetto (847) 442-7663, jennifer.frighetto@hewitt.com

 

Hewitt Associates Reports Second Quarter Results

 

Company Awarded Three New HR BPO Clients

 

LINCOLNSHIRE, Ill. - Hewitt Associates, Inc. (NYSE: HEW), a global human resources services firm, today reported results for its fiscal 2005 second quarter ended March 31, 2005. Results for the second quarter include the operations of Exult, Inc.

 

For the second quarter, Hewitt’s reported net revenues (revenues before reimbursements) increased 28%, to $697.1 million, from $546.3 million in the prior-year quarter. Outsourcing revenues increased 41%, and Consulting revenues increased 4%. The net favorable effects of foreign currency translation were $7 million. Reported net income for the second quarter was $27.2 million, $0.23 per diluted share, versus $30.4 million, $0.31 per diluted share, in the prior-year quarter.

 

Pro forma information is provided to assist in the comparability of current-period results as if Hewitt and Exult operations were combined in fiscal 2004. More detail is provided in the “Pro Forma Results” section below.

 

•      Pro forma net revenues increased 7%. On this basis, Outsourcing revenues increased 8% and Consulting revenues increased 4%.

 

•      Pro forma total Company operating income increased 2%, and pro forma operating margin was 7.0% compared to 7.3% in the pro forma prior-year period.

 

•      Pro forma net income increased 6%.

 

“We continued to make great progress in building our HR BPO business during the second quarter, winning an additional three clients since the last quarterly announcement. Our competitive position is very strong as our services provide the most compelling solution for clients,” said Dale L. Gifford, chairman and chief executive officer. “The market activity reinforces my belief that we have made the right strategic decisions over the last couple of years to significantly expand our HR services and capabilities, and we will be better positioned to deliver strong financial results and shareholder value in the future as a result,” he added.

 

“Despite our confidence in our long-term success, our second quarter financial results were clearly disappointing. We lowered our guidance for the quarter in early March, citing the termination of an acquired client relationship, lower margins in benefits outsourcing and modestly lower Consulting revenues. Our actual core earnings for the quarter came in just under our revised guidance, due to the late-March termination of a

 

Hewitt Associates

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second acquired client relationship (both as a result of merger activity), which resulted in an additional $2 million impairment charge; higher near-term client service delivery costs, which include the build-out of newer service offerings and our global sourcing capabilities; and lower-than-projected project work in Outsourcing. These factors were partially mitigated by lower incentive compensation expense in the quarter,” said Gifford.

 

Several actions have been taken recently to strengthen future performance, including the realignment of certain areas of the business, which will result in approximately $13 million of severance charges in the second half of the year (in addition to $2 million incurred in the second quarter). Due to these restructuring charges and the $10 million intangible asset impairment charge, which are offset in part by lower provisions for the annual management incentive compensation plan, the Company now expects fiscal 2005 core earnings to be at the low end of the previously provided $145 million to $150 million range. The Company continues to expect fiscal 2005 net revenue growth at the lower end of a 31% to 35% range.

 

Reported Earnings

 

Reported net income for the second quarter was $27.2 million, $0.23 per diluted share, and included a $4.2 million pretax charge for the fiscal 2002 Initial Public Offering (IPO)-related grant of restricted stock to employees, $5 million of expense related to the amortization of Exult acquisition-related intangible assets, $6 million of synergies realized in connection with the merger with Exult, and approximately $5 million of integration and retention costs related to the merger. Reported net income in the current year also includes a non-cash charge for the impairment of customer relationship intangible assets of approximately $10 million, and lower provisions for incentive compensation costs of $35 million. Reported net income in the comparable prior-year quarter was $30.4 million, $0.31 per diluted share, and included a $4.6 million pretax charge for the one-time, IPO-related grant of restricted stock to employees.

 

Pro Forma Results

 

In accordance with SEC regulations for the determination of pro forma results, the prior-year pro forma results have been prepared assuming that the Company’s merger with Exult had occurred on October 1, 2003, and exclude all related non-recurring items. Pro forma information is provided to assist in the comparability of current-period results as if Hewitt and Exult operations were combined in fiscal 2004. Pro forma results are non-GAAP financial measures.

 

Total Company net revenues increased 7%, compared to prior-year second quarter pro forma revenues of $651.7 million. Adjusting for the net favorable effects of foreign currency translation of approximately $7 million, and the fiscal 2005 second quarter impacts of Exult’s ReloAction acquisition and the acquisition of the majority interest of the Company’s Puerto Rico operations (“2004 acquisitions”) of approximately $7 million, total Company pro forma revenues increased 5%.

 

Total Company net income increased 6%, compared to prior-year pro forma net income of $25.7 million, $0.21 per diluted share. The increase on a pro forma basis relative to a

 

Hewitt Associates

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    reported basis is due to the inclusion of higher losses for Exult in the pro forma 2004 quarter.
    Core Earnings
    Core earnings, a non-GAAP financial measure, include items noted in reported results, but exclude pretax charges of $4.2 million and $4.6 million for the 2005 and 2004 second quarters, respectively, related to the amortization of the one-time, IPO-related grant of restricted stock to employees. Core earnings per share include the shares issued in the IPO-related grant as if they had been outstanding from the beginning of fiscal 2002.
    Core earnings for the second quarter of fiscal 2005 decreased 11%, to $29.6 million, $0.25 per diluted share, from $33.2 million, $0.33 per diluted share, in the prior year. Core earnings in the current year include a non-cash charge for the impairment of customer relationship intangibles of approximately $10 million, and a reduction of $35 million of incentive compensation costs versus the prior-year quarter.
    Business Segment Results
    Outsourcing
    Outsourcing segment revenues increased 41%, to $494.3 million, from $351.0 million in the prior-year quarter, and increased 8% compared to pro forma revenues (including Exult) of $456.4 million in the prior-year quarter. Adjusting for the favorable effects of the 2004 acquisitions of approximately $7 million, and the net favorable effects of foreign currency translation of approximately $3 million, Outsourcing revenues increased 6% over the pro forma prior-year period. The growth was primarily due to increased services to new and existing clients in the HR BPO business and, to a lesser extent, to benefits outsourcing clients. The Company continues to see strong interest in expanded multi-process BPO services following the merger with Exult, and slower growth in stand-alone benefits revenues as more companies include decisions for benefits as part of broader multi-process BPO arrangements.
    Outsourcing segment income (which excludes certain shared services costs not allocated to segments) was $48.2 million in the quarter, compared to $69.9 million in the prior-year quarter. Compared to pro forma income of $67.4 million in the prior-year quarter, Outsourcing segment income decreased 28%, and Outsourcing segment margin was 9.8%, compared to 14.8% in the pro forma comparable prior-year quarter. The decrease in margin is due to the recognition of impairments of customer relationship intangibles of approximately $10 million; a greater mix of early-staged HR BPO revenues; and lower margins in benefits outsourcing due to the planned repricing of some older contracts to current market prices, service mix and higher client service delivery costs, including the build-out of newer service offerings and our global sourcing capabilities. These factors were partially offset by lower incentive compensation expense of $10 million in the quarter.
    As of March 31, 2005, the Company was serving 19.0 million end-user benefits participants, an increase of 6%, compared to the 18.0 million benefits participants served at the end of the prior-year quarter. Total benefits participants for the quarter consists of

 

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    7.1 million health and welfare participants, 6.4 million defined benefit participants and 5.5 million defined contribution participants.
    As of March 31, 2005, the Company was serving 801,000 client employees with HR BPO services. With the recent announcements of HR BPO relationships with PepsiCo and two undisclosed clients, the Company has won 10 new HR BPO clients since the closing of the merger with Exult on October 1, 2004.
    Including these recent additions, the Company now has nearly $150 million of annualized Outsourcing revenue in backlog (defined as a signed contract or letter of intent), of which about 80% is related to HR BPO services and the remainder is for stand-alone benefits services. The Company has nearly $290 million of annualized Outsourcing revenue in the pipeline (defined as a formal proposal outstanding), of which 70% is related to HR BPO.
    Consulting
    Consulting segment revenues increased 4% in the second quarter, on both a reported and a pro forma basis, to $202.8 million, from $195.3 million in the prior year. Adjusting for the net favorable effects of foreign currency translation of approximately $4 million, and the favorable effects of the acquisition of the majority interest of the Company’s Puerto Rico operations of approximately $0.3 million, Consulting revenues increased 2%. The increase was driven by growth in retirement plan management consulting in Europe, offset in part by lower revenues in health benefit management consulting in North America and in other discretionary consulting services.
    Consulting segment income (which excludes certain shared services costs not allocated to segments) increased 30% in the quarter, to $47.0 million, compared to $36.2 million in the prior-year quarter, and increased 28%, compared to pro forma income of $36.8 million in the prior-year quarter. Consulting segment margin was 23.2%, compared to 18.9% in the pro forma prior-year quarter. The increased margin was a result of lower incentive compensation expense of $14 million versus the prior-year quarter. Excluding the effects of incentive compensation expense, Consulting margins declined as a result of increased compensation expense without a corresponding increase in price or volume.
    Unallocated Shared Services Costs
    Reported unallocated shared services costs were $42.3 million, compared to $46.1 million in the prior-year quarter, and $51.9 million in the pro forma prior-year quarter. Unallocated shared services costs as a percentage of revenues were 6.1%, compared to 8.0% in the pro forma prior-year quarter. The decline reflects lower incentive compensation expense versus the 2004 quarter of $10 million, and increased leverage of overhead costs.
    Operating Margin
    Reported total Company operating income for the quarter was $48.8 million and included $4.2 million of pretax expenses for the one-time, IPO-related grant of restricted stock to employees, in addition to $5 million of amortization expense, $5 million of integration and retention costs and $6 million of synergy savings—all related to the merger with Exult. Total Company operating income for the prior-year quarter was $55.5 million and

 

4


    included $4.6 million of pretax expenses for the IPO-related grant of restricted stock to employees.
    On a pro forma basis, total Company operating income increased 2%, compared to prior-year pro forma operating income of $47.8 million. On this basis, total Company operating margin was 7.0%, compared to 7.3% in the prior year. The decline in margins was due to lower Outsourcing and Consulting margins, before the effect of a lower provision for annual incentive compensation in the current year, partially mitigated by lower unallocated shared services costs relative to revenues. Margins benefited from lower total incentive compensation expense of $35 million.
    Year-to-Date Results
    Reported net revenues for the six-month period ended March 31, 2005 increased 31%, to $1.41 billion, compared to $1.08 billion in the prior-year six-month period, and increased 9% compared to prior-year pro forma revenues of $1.29 billion. Adjusting for the net favorable effects of foreign currency translation of approximately $19 million, and the fiscal 2005 second quarter impacts of the 2004 acquisitions of approximately $14 million, total Company pro forma revenues increased 6%.
    Total Company operating income for the six-month period was $110.6 million and included $8.6 million of pretax expenses related to the one-time, IPO-related grant of restricted stock to employees, and $10 million of amortization expense, $11 million of operating synergies and $8 million of integration and retention costs—all related to the merger with Exult. Operating income increased 6% compared to prior-year pro forma operating income of $104.4 million, and operating margins declined to 7.9% from 8.1% in the prior-year pro forma period. The decline in margins was the result of lower Outsourcing margins, which were only partially offset by lower unallocated shared services costs relative to revenues. Margins benefited from lower total incentive compensation expense of $36 million.
    Net income increased 2% for the six-month period to $61.2 million, $0.52 per diluted share, and included the items noted above, compared to reported net income for the prior-year six-month period of $59.8 million, $0.61 per diluted share, including the items noted above. Compared to pro forma prior-year net income of $55.0 million, $0.46 per diluted share, net income increased 11%. Core earnings increased 2%, to $66.3 million, $0.55 per diluted share, compared to $64.9 million, $0.65 per diluted share, in the prior-year six-month period.
    Cash Flow and Investments
    Reported cash flow from operations increased 17% in the six-month period, to $109.3 million, from $93.3 million in the prior-year six-month period. Free cash flow, defined as cash flow from operations less investments (which includes capital expenditures and capitalized software costs), decreased 15%, to $41.5 million, from $48.8 million in the prior-year six-month period. This decrease in free cash flow was driven primarily by a higher annual incentive payout in early fiscal 2005 for the 2004 fiscal year, compared to the payout made in 2004 for fiscal 2003, and increased capital expenditures, capitalized software costs and contract setup costs related to the growth of

 

5


    the HR BPO business. These drivers of decreased free cash flow were partially offset by increased cash collections during the period.
    Share Repurchase
    During the second quarter of fiscal 2005, the Company repurchased, in a modified “Dutch Auction” tender offer, 10.3 million shares at $29.00, for a total of $300 million, plus approximately $1 million of estimated tender-related professional expenses. This completed the Company’s $300 million share repurchase authorization. In addition, as part of a previous authorization, during the second quarter the Company purchased 0.7 million Class A shares, for $22 million.
    Since the beginning of the fiscal year, the Company repurchased 12.7 million shares, reducing its share count going forward by more than 10%, to 108.1 million.
    Business Outlook
    The Company continues to expect fiscal 2005 total Company net revenue growth at the low end of 31% to 35%, or 9% to 11% on a pro forma basis. As a result of lower results in the second quarter, less projected one-time project revenue in Outsourcing, and delayed timing of HR BPO revenues, the revenue growth forecast now comprises approximately 43% to 44% growth in Outsourcing (approximately 8% to 9% on a pro forma basis), and Consulting revenues at the high end of the 4% to 8% range, due to a projected stronger second half of the year. As a result of the above-noted factors, the second quarter impairment charge and the expected restructuring costs, which are offset partially by lower annual incentive costs, the Company expects core operating margins of about 9%, comprising Outsourcing segment margins of about 13%, Consulting segment margins greater than 20% and unallocated shared services costs of less than 6.5% of total revenue. The Company expects core earnings at the low end of a $145 million to $150 million range. As a result of lower earnings and higher investments, the Company now expects free cash flow of $125 million to $135 million. Should the rate of new HR BPO client acquisitions and implementations change, which would impact the amount of required setup costs, expectations for cash flow could differ.
    For the third quarter of fiscal 2005, the Company expects total Company net revenue growth of about 30% to 33% (approximately 7% to 10% on a pro forma basis) and core earnings of about $32 million to $36 million, including approximately $10 million of severance costs.
    Conference Call
    At 7:30 a.m. (CT) today, management will host a conference call with investors to discuss second quarter results and the Company’s outlook for the remainder of fiscal 2005. The live presentation is accessible through the Investor Relations section of Hewitt’s Web site at www.hewitt.com. The Webcast will be archived on the site for approximately one month. During the call, management will discuss “core earnings” and, with the addition of Exult, Inc., “pro forma earnings,” both non-GAAP financial measures. A full reconciliation of core earnings to GAAP earnings, and the computation of pro forma earnings, is included in this press release and posted on our Web site. This release will be under the Investor Relations section of www.hewitt.com.

 

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    About Hewitt Associates
    With more than 60 years of experience, Hewitt Associates (NYSE: HEW) is the world’s foremost provider of human resources outsourcing and consulting services. The firm consults with more than 2,300 companies and administers human resources, health care, payroll and retirement programs on behalf of more than 300 companies to millions of employees and retirees worldwide. Located in 35 countries, Hewitt employs approximately 20,000 associates. For more information, please visit www.hewitt.com.
    Forward-Looking and Pro Forma Information
    This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about the benefits of the merger between Hewitt and Exult, including future financial and operating results, Hewitt’s plans, objectives, expectations and intentions, and other statements that are not historical facts. Such statements are based upon the current beliefs and expectations of Hewitt’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements.
    The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the risk that the heritage Hewitt and Exult businesses will not be integrated successfully; the risk that the cost savings and any revenue synergies from merging Hewitt and Exult may not be fully realized or may take longer to realize than expected; disruption from the merger, making it more difficult to maintain relationships with clients, employees or suppliers; increased competition and its effect on pricing, spending, third-party relationships and revenues; and the risk of new and changing regulations in the U.S. and internationally. Additional factors that could cause Hewitt’s results to differ materially from those described in the forward-looking statements can be found in Hewitt’s most recent Form 10-K and most recent prospectus filed with the Securities and Exchange Commission (SEC) and available at the SEC’s Internet site (www.sec.gov).
    The unaudited pro forma combined fiscal 2004 financial statements are presented for illustrative purposes only and are not indicative of the results of operations that might have occurred had the merger with Exult actually taken place as of the dates specified, or that may be expected to occur in the future. They do not assume any benefits from cost savings or synergies, and they do not reflect any integration costs that the combined Company realized or incurred after the merger. The unaudited pro forma combined financial statements do reflect the estimated effect of Exult’s adoption of Hewitt’s accounting policy of recognizing revenue based upon delivery of services. Hewitt’s ongoing service revenues are typically billed and recognized on a monthly basis as services are rendered. Exult’s policy was to recognize revenue for long-term multi-deliverable process management contracts for each reporting period based on the proportion of contract costs incurred to date to then-current estimates of total contract costs. The effect of changes to total estimated contract revenues or costs was recognized in the period in which the determination was made that facts and circumstances dictate a change of estimate. For a more detailed description of Hewitt’s and the former Exult, Inc.’s revenue recognition policies, please refer to Hewitt’s second quarter Form 10-Q.
    ###

 

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HEWITT ASSOCIATES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(Dollars in thousands, except for share and per-share amounts)

 

     Three Months Ended March 31,

   

% Change


    Six Months Ended March 31,

   

% Change


 
     2005(1)

    2004

      2005(1)

    2004

   

Revenues:

                                            

Revenues before reimbursements (net revenues)

   $ 697,086     $ 546,335     27.6 %   $ 1,407,484     $ 1,078,299     30.5 %

Reimbursements

     15,494       13,145     17.9 %     30,384       31,870     (4.7 )%
    


 


 

 


 


 

Total revenues

     712,580       559,480     27.4 %     1,437,868       1,110,169     29.5 %
    


 


 

 


 


 

Operating expenses:

                                            

Compensation and related expenses, excluding initial public offering restricted stock awards

     405,809       347,806     16.7 %     826,154       688,010     20.1 %

Initial public offering restricted stock awards

     4,165       4,561     (8.7 )%     8,591       8,680     (1.0 )%

Reimbursable expenses

     15,494       13,145     17.9 %     30,384       31,870     (4.7 )%

Other operating expenses

     193,599       110,782     74.8 %     379,242       215,509     76.0 %

Selling, general and administrative expenses

     44,679       27,720     61.2 %     82,930       54,705     51.6 %
    


 


 

 


 


 

Total operating expenses

     663,746       504,014     31.7 %     1,327,301       998,774     32.9 %
    


 


 

 


 


 

Operating income

     48,834       55,466     (12.0 )%     110,567       111,395     (0.7 )%

Other expenses, net:

                                            

Interest expense

     (6,167 )     (4,964 )   24.2 %     (11,626 )     (9,800 )   18.6 %

Interest income

     2,495       720     n/ m     4,784       1,049     n/ m

Other income (expense), net

     888       554     60.3 %     (7 )     (1,317 )   (99.5 )%
    


 


 

 


 


 

Total other expenses, net

     (2,784 )     (3,690 )   (24.6 )%     (6,849 )     (10,068 )   (32.0 )%
    


 


 

 


 


 

Income before income taxes

     46,050       51,776     (11.1 )%     103,718       101,327     2.4 %

Provision for income taxes

     18,887       21,356     (11.6 )%     42,531       41,544     2.4 %
    


 


 

 


 


 

Net income

   $ 27,163     $ 30,420     (10.7 )%   $ 61,187     $ 59,783     2.3 %
    


 


 

 


 


 

Earnings per share:

                                            

Basic

   $ 0.24     $ 0.32     (25.5 )%   $ 0.53     $ 0.62     (15.6 )%

Diluted

   $ 0.23     $ 0.31     (25.1 )%   $ 0.52     $ 0.61     (15.3 )%

Weighted average shares:

                                            

Basic

     114,850,491       95,871,216     19.8 %     116,230,426       95,833,724     21.3 %

Diluted

     117,156,938       98,329,673     19.1 %     118,392,947       97,937,705     20.9 %

 

n/m = not meaningful

 

(1) The results of Exult, Inc. are included in the Company’s results from the acquisition date of October 1, 2004.

 

Hewitt Associates

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HEWITT ASSOCIATES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

PRO FORMA COMPARISON

(Unaudited)

(Dollars in thousands, except for share and per-share amounts)

 

     Three Months Ended March 31,

   

% Change


    Six Months Ended March 31,

   

% Change


 
     2005

    2004(1)

      2005

    2004(1)

   
           Pro Forma                 Pro Forma        

Revenues:

                                            

Revenues before reimbursements (net revenues)

   $ 697,086     $ 651,725     7.0 %   $ 1,407,484     $ 1,293,572     8.8 %

Reimbursements

     15,494       13,145     17.9 %     30,384       31,870     (4.7 )%
    


 


 

 


 


 

Total revenues

     712,580       664,870     7.2 %     1,437,868       1,325,442     8.5 %
    


 


 

 


 


 

Operating expenses:

                                            

Compensation and related expenses, excluding initial public offering restricted stock awards

     405,809       389,552     4.2 %     826,154       769,506     7.4 %

Initial public offering restricted stock awards

     4,165       4,561     (8.7 )%     8,591       8,680     (1.0 )%

Reimbursable expenses

     15,494       13,145     17.9 %     30,384       31,870     (4.7 )%

Other operating expenses

     193,599       172,217     12.4 %     379,242       337,594     12.3 %

Selling, general and administrative expenses

     44,679       37,618     18.8 %     82,930       73,442     12.9 %
    


 


 

 


 


 

Total operating expenses

     663,746       617,093     7.6 %     1,327,301       1,221,092     8.7 %
    


 


 

 


 


 

Operating income

     48,834       47,777     2.2 %     110,567       104,350     6.0 %

Other expenses, net

     (2,784 )     (4,242 )   (34.4 )%     (6,849 )     (11,112 )   (38.4 )%
    


 


 

 


 


 

Income before income taxes

     46,050       43,535     5.8 %     103,718       93,238     11.2 %

Provision for income taxes

     18,887       17,849     5.8 %     42,531       38,227     11.3 %
    


 


 

 


 


 

Net income

   $ 27,163     $ 25,686     5.8 %   $ 61,187     $ 55,011     11.2 %
    


 


 

 


 


 

Earnings per share:

                                            

Basic

   $ 0.24     $ 0.22     8.6 %   $ 0.53     $ 0.47     12.8 %

Diluted

   $ 0.23     $ 0.21     8.9 %   $ 0.52     $ 0.46     13.0 %

Weighted average shares:

                                            

Basic

     114,850,491       117,964,042     (2.6 )%     116,230,426       117,926,550     (1.4 )%

Diluted

     117,156,938       120,657,200     (2.9 )%     118,392,947       120,262,939     (1.6 )%

 

(1) In accordance with SEC regulations for the determination of pro forma results, the prior-year pro forma results assume that the Company’s merger with Exult had occurred on October 1, 2003, and exclude all related non-recurring adjustments to allow for comparability. A reconciliation of GAAP results to pro forma results can be found on our Web site at www.hewitt.com.

 

Hewitt Associates

  9    


HEWITT ASSOCIATES, INC.

CORE EARNINGS AND CORE EARNINGS PER SHARE

(Unaudited)

(Dollars in thousands, except for share and per-share amounts)

 

Core Earnings and Core Earnings Per Share – a non-GAAP financial measure

 

The Company reported net income of $27 million and $61 million, and diluted earnings per share of $0.23 and $0.52 for the three and six months ended March 31, 2005, in accordance with accounting principles generally accepted in the United States of America. In assessing operating performance, the Company also reviews its results once all non-recurring or offering-related adjustments made in connection with the Company’s initial public offering have been removed. We call this measure of earnings “core earnings,” a non-GAAP financial measure. We believe this measure provides a better understanding of our underlying operating performance. For the three and six months ended March 31, 2005 and 2004, our core earnings and core EPS were:

 

     Three Months Ended March 31,

   % Change

    Six Months Ended March 31,

   % Change

 
Core Earnings and Core Earnings Per Share    2005

   2004

     2005

   2004

  

Income before income taxes as reported

   $ 46,050    $ 51,776    (11.1 )%   $ 103,718    $ 101,327    2.4 %

Add back amortization of one-time initial public offering restricted stock awards

     4,165      4,561    (8.7 )%     8,591      8,680    (1.0 )%
    

  

  

 

  

  

Core pretax income

   $ 50,215    $ 56,337    (10.9 )%   $ 112,309    $ 110,007    2.1 %

Adjusted income tax expense (1)

     20,588      23,098    (10.9 )%     46,047      45,103    2.1 %
    

  

  

 

  

  

Core net income

   $ 29,627    $ 33,239    (10.9 )%   $ 66,262    $ 64,904    2.1 %
    

  

  

 

  

  

Core earnings per share:

                                        

Basic

   $ 0.25    $ 0.34    (24.7 )%   $ 0.56    $ 0.66    (14.8 )%

Diluted

   $ 0.25    $ 0.33    (24.6 )%   $ 0.55    $ 0.65    (14.8 )%

Core shares outstanding:

                                        

Basic (2)

     116,444,697      98,385,913    18.4 %     117,823,512      98,374,135    19.8 %

Diluted (3)

     118,108,121      99,910,779    18.2 %     119,404,230      99,663,289    19.8 %

 

(1) Assumes an effective tax rate of 41.0%.

 

(2) Shares are weighted for the time that they are outstanding as noted below. Core shares outstanding assumes that the following shares of common stock are outstanding—

 

For the entire period:

 

    70,819,520 shares of common stock issued to FORE Holdings LLC for the benefit of our owners in connection with the transition to a corporate structure;

 

    5,789,908 shares underlying the one-time, initial public offering restricted stock award less net forfeitures of 442,367 and 333,738 at March 31, 2005 and 2004, respectively, and 13,275,839 and 273,249 of treasury stock at March 31, 2005 and 2004, respectively.

 

Since the acquisition date, June 5, 2002:

 

    9,417,526 shares issued in connection with the June 5, 2002, acquisition of the actuarial and benefits consulting business of Bacon & Woodrow.

 

Since the offering date, June 27, 2002:

 

    11,150,000 shares of common stock issued in connection with the initial public offering weighted as of June 27, 2002;

 

    1,672,500 shares of common stock issued in connection with the exercise of the over-allotment option for the initial public offering weighted as of July 9, 2002.

 

Since the Exult acquisition date, October 1, 2004:

 

    22,092,826 shares of common stock issued in connection with the acquisition weighted as of October 1, 2004.

 

Throughout the periods presented:

 

    27,577 and 12,195 shares of common stock, restricted stock and restricted stock units issued for Director compensation at March 31, 2005 and 2004, respectively.

 

    373,258 and 152,667 shares of common stock issued to fulfill the exercise of stock options at March 31, 2005 and 2004, respectively.

 

(3) In addition to the shares outstanding for core basic EPS, the dilutive effect of stock options and restricted stock and restricted stock units issued outside of the initial public offering restricted stock award calculated using the Treasury Stock Method as outlined in SFAS No. 128, Earnings Per Share, was 1,663,424 shares and 1,580,718 shares for the three- and six-month periods ended March 31, 2005, respectively, and was 1,524,866 shares and 1,289,154 shares for the three- and six-month periods ended March 31, 2004, respectively.

 

Hewitt Associates

  10    


HEWITT ASSOCIATES, INC.

BUSINESS SEGMENT RESULTS

(Unaudited)

(Dollars in thousands)

 

     Three Months Ended
March 31,


    % Change

   

Six Months Ended

March 31,


    % Change

 
Business Segments    2005

    2004

      2005

    2004

   

Outsourcing (1)

                                            

Revenues before reimbursements (net revenues)

   $ 494,306     $ 350,991     40.8 %   $ 1,014,669     $ 706,074     43.7 %

Segment income

     48,230       69,904     (31.0 )%     134,015       149,585     (10.4 )%

Segment income as a percentage of segment net revenues

     9.8 %     19.9 %           13.2 %     21.2 %      

Consulting

                                            

Revenues before reimbursements (net revenues)

   $ 202,780     $ 195,344     3.8 %   $ 392,815     $ 372,225     5.5 %

Segment income

     47,038       36,195     30.0 %     73,083       58,628     24.7 %

Segment income as a percentage of segment net revenues

     23.2 %     18.5 %           18.6 %     15.8 %      

Total Company (1)

                                            

Revenues before reimbursements (net revenues)

   $ 697,086     $ 546,335     27.6 %   $ 1,407,484     $ 1,078,299     30.5 %

Reimbursements

     15,494       13,145     17.9 %     30,384       31,870     (4.7 )%
    


 


 

 


 


 

Total revenues

   $ 712,580     $ 559,480     27.4 %   $ 1,437,868     $ 1,110,169     29.5 %
    


 


 

 


 


 

Segment income

   $ 95,268     $ 106,099     (10.2 )%   $ 207,098     $ 208,213     (0.5 )%

Charges not recorded at the segment level:

                                            

Initial public offering restricted stock awards (2)

     4,165       4,561     (8.7 )%     8,591       8,680     (1.0 )%

Unallocated shared services costs

     42,269       46,072     (8.3 )%     87,940       88,138     (0.2 )%
    


 


 

 


 


 

Operating income

   $ 48,834     $ 55,466     (12.0 )%   $ 110,567     $ 111,395     (0.7 )%
    


 


 

 


 


 

 

(1) On October 1, 2004, the Company acquired Exult. As such, Exult’s results are included in the Company’s Outsourcing segment results from the acquisition date.

 

(2) In connection with the Company’s initial public offering, the Company made a one-time restricted stock grant to associates, which vests over time. As such, related expenses of approximately $4 million and $5 million were incurred in each of the three-month periods ended March 31, 2005 and 2004, respectively, and $9 million in each of the six-month periods ended March 31, 2005 and 2004, respectively.

 

Hewitt Associates

  11    


HEWITT ASSOCIATES, INC.

BUSINESS SEGMENT RESULTS

PRO FORMA COMPARISON

(Unaudited)

(Dollars in thousands)

 

    

Three Months Ended

March 31,


         

Six Months Ended

March 31,


       
Business Segments    2005

    2004

    % Change

    2005

    2004

    % Change

 
           Pro Forma                 Pro Forma        

Outsourcing (1)

                                            

Revenues before reimbursements (net revenues)

   $ 494,306     $ 456,381     8.3 %   $ 1,014,669     $ 921,347     10.1 %

Segment income

     48,230       67,429     (28.5 )%     134,015       150,712     (11.1 )%

Segment income as a percentage of segment net revenues

     9.8 %     14.8 %           13.2 %     16.4 %      

Consulting

                                            

Revenues before reimbursements (net revenues)

   $ 202,780     $ 195,344     3.8 %   $ 392,815     $ 372,225     5.5 %

Segment income

     47,038       36,841     27.7 %     73,083       59,829     22.2 %

Segment income as a percentage of segment net revenues

     23.2 %     18.9 %           18.6 %     16.1 %      

Total Company (1)

                                            

Revenues before reimbursements (net revenues)

   $ 697,086     $ 651,725     7.0 %   $ 1,407,484     $ 1,293,572     8.8 %

Reimbursements

     15,494       13,145     17.9 %     30,384       31,870     (4.7 )%
    


 


 

 


 


 

Total revenues

   $ 712,580     $ 664,870     7.2 %   $ 1,437,868     $ 1,325,442     8.5 %
    


 


 

 


 


 

Segment income

   $ 95,268     $ 104,270     (8.6 )%   $ 207,098     $ 210,541     (1.6 )%

Charges not recorded at the segment level:

                                            

Initial public offering restricted stock awards (2)

     4,165       4,561     (8.7 )%     8,591       8,680     (1.0 )%

Unallocated shared services costs

     42,269       51,932     (18.6 )%     87,940       97,511     (9.8 )%
    


 


 

 


 


 

Operating income

   $ 48,834     $ 47,777     2.2 %   $ 110,567       104,350     6.0 %
    


 


 

 


 


 

 

(1) In accordance with SEC regulations for the determination of pro forma results, the prior-year pro forma results assume that the Company’s merger with Exult had occurred on October 1, 2003, and exclude all related non-recurring adjustments to allow for comparability.

 

(2) In connection with the Company’s initial public offering, the Company made a one-time restricted stock grant to associates, which vests over time. As such, related expenses of approximately $4 million and $5 million were incurred in each of the three-month periods ended March 31, 2005 and 2004, respectively, and $9 million in each of the six-month periods ended March 31, 2005 and 2004, respectively.

 

Hewitt Associates

  12    


HEWITT ASSOCIATES, INC.

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except for share amounts)

 

     March 31,
2005


  

September 30,

2004


     (Unaudited)     
ASSETS              

Current Assets

             

Cash and cash equivalents

   $ 80,263    $ 129,481

Short-term investments

     54,040      183,205

Client receivables and unbilled work in process, less allowances of $21,823 and $21,732 at March 31, 2005 and September 30, 2004, respectively

     549,556      522,882

Prepaid expenses and other current assets

     89,889      50,546

Funds held for clients

     39,056      14,693

Deferred income taxes, net

     —        246
    

  

Total current assets

     812,804      901,053
    

  

Non-Current Assets

             

Deferred contract costs

     188,814      162,602

Property and equipment, net

     254,279      236,480

Capitalized software, net

     97,862      84,969

Other intangible assets, net

     279,940      107,322

Goodwill, net

     668,996      285,743

Other assets, net

     27,651      29,805
    

  

Total non-current assets

     1,517,542      906,921
    

  

Total Assets

   $ 2,330,346    $ 1,807,974
    

  

LIABILITIES              

Current Liabilities

             

Accounts payable

   $ 42,443    $ 20,909

Accrued expenses

     127,915      83,226

Funds held for clients

     39,056      14,693

Advanced billings to clients

     119,361      106,934

Accrued compensation and benefits

     113,840      181,812

Deferred income taxes, net

     11,770      —  

Short-term debt and current portion of long-term debt

     56,342      13,445

Current portion of capital lease obligations

     4,873      5,373

Employee deferred compensation and accrued profit sharing

     29,441      49,450
    

  

Total current liabilities

     545,041      475,842
    

  

Long-Term Liabilities

             

Deferred contract revenues

     114,628      118,025

Debt , less current portion

     221,599      121,253

Capital lease obligations, less current portion

     78,501      79,982

Other long-term liabilities

     102,415      83,063

Deferred income taxes, net

     21,435      70,456
    

  

Total long-term liabilities

     538,578      472,779
    

  

Total Liabilities

   $ 1,083,619    $ 948,621
    

  

 

Hewitt Associates

  13    


HEWITT ASSOCIATES, INC.

CONSOLIDATED BALANCE SHEETS (continued)

(Dollars in thousands, except for share amounts)

 

     March 31,
2005


    September 30,
2004


 
     (Unaudited)        
STOCKHOLDERS’ EQUITY                 

Stockholders’ Equity

                

Class A common stock, par value $0.01 per share, 750,000,000 shares authorized, 64,588,784 and 32,480,669 shares issued, 51,312,945 and 31,954,151 shares outstanding as of March 31, 2005 and September 30, 2004, respectively

   $ 646     $ 325  

Class B common stock, par value $0.01 per share, 200,000,000 shares authorized, 52,509,466 and 61,707,114 shares issued and outstanding as of March 31, 2005 and September 30, 2004, respectively

     525       617  

Class C common stock, par value $0.01 per share, 50,000,000 shares authorized, 4,307,764 and 4,391,862 shares issued and outstanding as of March 31, 2005 and September 30, 2004, respectively

     43       44  

Restricted stock units, 143,766 and 118,363 units issued and outstanding as of March 31, 2005 and September 30, 2004, respectively

     2,890       2,166  

Additional paid-in capital

     1,305,921       633,934  

Cost of common stock in treasury, 13,275,839 and 526,518 shares of Class A common stock as of March 31, 2005 and September 30, 2004, respectively

     (382,434 )     (13,414 )

Retained earnings

     255,617       194,430  

Unearned compensation

     (30,955 )     (27,799 )

Accumulated other comprehensive income

     94,474       69,050  
    


 


Total stockholders’ equity

     1,246,727       859,353  
    


 


Total Liabilities and Stockholders’ Equity

   $ 2,330,346     $ 1,807,974  
    


 


 

Hewitt Associates

  14    


HEWITT ASSOCIATES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(Dollars in thousands)

 

    

Six Months Ended

March 31,


 
     2005

    2004

 

Cash flows from operating activities:

                

Net income

   $ 61,187     $ 59,783  

Adjustments to reconcile net income to net cash provided by operating activities:

                

Depreciation

     42,628       38,256  

Amortization

     31,728       21,465  

Amortization of premiums and discounts on available-for-sale securities

     286       —    

Impairment of customer relationship intangible assets

     9,569       —    

Initial public offering restricted stock awards

     7,606       7,477  

Restricted stock awards

     5,747       —    

Director stock remuneration

     304       140  

Deferred income taxes

     25,337       (450 )

Realized losses on short-term investments, net

     236       —    

Changes in operating assets and liabilities, net of effect of acquisition:

                

Client receivables and unbilled work in process

     63,534       11,944  

Prepaid expenses and other current assets

     4,659       (1,705 )

Funds held for clients

     276       (12,773 )

Deferred contract costs

     (25,842 )     (7,228 )

Accounts payable

     (1,167 )     (989 )

Accrued compensation and benefits

     (84,350 )     (26,937 )

Accrued expenses

     (19,355 )     8,865  

Funds held for clients’ liability

     (276 )     12,773  

Advanced billings to clients

     6,695       3,091  

Deferred contract revenues

     (3,661 )     621  

Employee deferred compensation and accrued profit sharing

     (20,138 )     (19,993 )

Other long-term liabilities

     4,321       (1,036 )
    


 


Net cash provided by operating activities

     109,324       93,304  

Cash flows from investing activities:

                

Sales (purchases) of short-term investments, net

     238,810       (24,180 )

Additions to property and equipment

     (41,979 )     (29,529 )

Cash received from acquisitions, net of cash paid for transaction costs

     4,683       (437 )

Increase in other assets

     (25,846 )     (14,988 )
    


 


Net cash provided by (used in) investing activities

     175,668       (69,134 )

Cash flows from financing activities:

                

Proceeds from the exercise of stock options

     3,187       2,240  

Short-term borrowings

     63,593       14,619  

Repayments of short-term borrowings

     (27,754 )     (18,655 )

Repayments of long-term debt

     (3,000 )     (3,000 )

Repayments of capital lease obligations

     (2,895 )     (4,456 )

Purchase of Class A common shares into treasury

     (369,020 )     (70 )
    


 


Net cash provided by (used in) financing activities

     (335,889 )     (9,322 )

Effect of exchange rate changes on cash and cash equivalents

     1,679       1,115  
    


 


Net increase (decrease) in cash and cash equivalents

     (49,218 )     15,963  

Cash and cash equivalents, beginning of period

     129,481       67,785  
    


 


Cash and cash equivalents, end of period

   $ 80,263     $ 83,748  
    


 


Supplementary disclosure of cash paid during the period:

                

Interest paid

   $ 10,813     $ 9,837  

Income taxes paid

     28,126       37,533  

 

Hewitt Associates

  15