EX-99.1 2 dex991.htm PRESS RELEASE Press release

Exhibit 99.1

 

Hewitt Associates

100 Half Day Road

  LOGO

Lincolnshire, IL 60069

Tel 847.295.5000 Fax 847.295.7634

www.hewitt.com

 

 

 

News and Information

For Immediate Release

May 6, 2010

Contacts:

Investors: Sean McHugh, (847) 442-4176, sean.mchugh@hewitt.com

Media: Julie Macdonald, (847) 771-0076, julie.macdonald@hewitt.com

Hewitt Associates Reports Fiscal 2010 Second Quarter Results

EPS $0.60; Underlying EPS $0.73

Underlying Operating Income Increases 28%; Underlying Operating Margin Expands 314 Basis Points to 16.1%

Company Maintains Full Year Underlying EPS Guidance of $2.85 to $2.95

LINCOLNSHIRE, Ill. — Hewitt Associates, Inc. (NYSE: HEW), a global human resources consulting and outsourcing services company, today reported results for its fiscal 2010 second quarter ended March 31, 2010.

 

   

Reported net revenues (revenues before reimbursements) grew 2% to $760.5 million, compared with $746.3 million in the prior-year quarter. Net revenues declined 1% after adjusting for foreign currency translation, acquisitions and divestitures, and third-party revenues in both periods.

 

   

Reported operating income declined 3% to $103.4 million, compared with $106.9 million in the prior-year quarter. Underlying operating income grew 28% to $122.8 million after adjusting for unusual items in both periods discussed below1.

 

   

Reported net income decreased to $57.4 million, or $0.60 per diluted share, compared with $67.5 million, or $0.71 per diluted share in the prior-year quarter. Adjusting for unusual items in both periods, underlying net income for the second quarter was $69.5 million, or $0.73 per diluted share, compared with $56.2 million, or $0.59 per diluted share in the prior-year quarter.

 

   

Free cash flow, a non-GAAP measure, was $98.2 million for the current six-month period, compared with $64.8 million in the prior-year period.

 

1

In assessing operating performance, the Company also reviews its results once unusual adjustments have been removed. The Company believes that doing so provides a better understanding of underlying operating performance. A reconciliation of GAAP to underlying net revenues, operating income, net income, earnings per share, free cash flow, and Adjusted EBITDA (each a non-GAAP measure) is included in this press release.

 

- 1 -


   

During the second quarter, the Company repurchased 1.4 million of its outstanding common shares at an average price of $39.08 per share for a total of $54.9 million.

“We achieved solid underlying operating income growth and margin expansion this quarter, and each segment contributed,” said Russ Fradin, chairman and chief executive officer. “Our HR BPO business reported another profitable quarter, Consulting delivered meaningful underlying margin improvement, and Benefits Outsourcing margins remained strong as well. We are focused on investments that provide new services and continually improve service quality to our clients.”

Operating Performance

Reported net revenues were $760.5 million, an increase of 2% compared with $746.3 million in the prior-year quarter. Net revenues declined 1% when excluding third-party supplier revenues in both periods and adjusting for the following items:

 

   

$17.3 million in favorable foreign currency translation.

 

   

An $8.3 million contribution from acquisitions.

 

   

A $6.0 million prior-year quarter contribution from divested businesses2.

On the same adjusted basis, Benefits Outsourcing net revenues were approximately flat, HR BPO declined 11% and Consulting grew 1%.

Reported operating income declined 3%, to $103.4 million, compared with $106.9 million in the prior-year quarter. Reported operating margin was 13.6%, compared with 14.3% in the prior-year quarter. Current quarter results include the realization of $13.9 million of previously deferred revenues and $6.7 million of previously deferred costs that were recognized under new accounting guidance and were related to a material modification of an existing contract. Prior-year quarter results include the realization of $20.1 million of previously deferred revenues and $17.2 million of previously deferred costs that were recognized due to the fiscal 2009 second quarter settlement of a contract dispute.

Underlying operating income increased 28% to $122.8 million, compared with $96.3 million in the prior-year quarter. Underlying operating margin was 16.1%, compared with 13.0% in the prior-year quarter. The underlying margin improvement was principally due to lower shared service costs and severance expenses.

Current quarter underlying operating results exclude the following:

 

   

A $17.0 million pretax non-cash impairment charge resulting from goodwill impairment testing of the reporting unit impacted by the partial divestiture of the Company’s North America Executive Compensation (“EC”) Consulting business.

 

   

A $2.4 million pretax loss on sale of business related to the partial divestiture of the EC Consulting business.

Prior-year quarter underlying operating results exclude the following:

 

   

Pretax gains on sale of businesses totaling $9.4 million related to HR BPO business divestitures.

 

   

$1.3 million in net pretax contributions from divested businesses.

The second quarter reported effective tax rate was 39.9%, compared with 32.6% in the prior-year quarter. Adjusted for unusual items in both periods, the second quarter underlying effective tax rate was 39.6%, compared with 37.1% in the prior-year quarter.

 

 

2

Divested businesses include: HR BPO Latin America (February 2009); HR BPO relocation services (March 2009); and Consulting North America Executive Compensation (partial divestiture in January 2010). Pre-disposition contributions have been excluded from “underlying” and “as adjusted” amounts for year-over-year comparative purposes.

 

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Business Segment Results

Benefits Outsourcing

Benefits Outsourcing segment revenues grew 1% to $395.9 million, compared with $392.2 million in the prior-year quarter. Revenues were approximately unchanged compared to the prior year after adjusting for $2.0 million of favorable foreign currency translation and a $0.2 million contribution from an acquisition. Revenue results compared to the prior year reflects higher revenues associated with participant count growth in all businesses and lower adjustments for client service issues. This was offset by the impact of client losses, lower project revenues and client renewals at lower price points. Current quarter revenues include $13.9 million of previously deferred revenues that were recognized under new accounting guidance and were related to a material modification of an existing contract. The prior-year quarter revenues included $20.1 million of previously deferred revenues that were recognized due to the fiscal 2009 settlement of a contract dispute.

Benefits Outsourcing segment income increased 7% to $104.1 million, compared with $97.5 million in the prior-year quarter. Segment margin was 26.3%, compared with 24.9% in the prior-year quarter. The margin improvement reflects infrastructure and compensation cost favorability, the net favorable impact of the current year contract modification and the prior year contract settlement, and lower adjustments for client service issues. These were partially offset by client losses, lower project revenue and the impact of client renewals at lower price points.

Current quarter reported and underlying segment income includes a benefit of $7.2 million that was recognized under new accounting guidance and was related to the material modification of an existing contract. Prior-year quarter reported and underlying segment income included a benefit of $2.8 million related to the fiscal 2009 settlement of a contract dispute.

As of March 31, 2010, the Company was live with approximately 21.1 million end-user Benefits Outsourcing participants, compared with approximately 19.2 million as of March 31, 2009.

Human Resources Business Process Outsourcing

HR BPO segment revenues declined 8% to $109.5 million, compared with $119.5 million in the prior-year quarter. Revenues decreased 11% after excluding third-party supplier revenues in both periods and adjusting for $4.0 million of favorable foreign currency translation and a $3.3 million contribution in the prior-year quarter from divested businesses. The adjusted revenue decline was principally driven by the impact of client terminations and liquidations and certain contractual adjustments.

HR BPO segment income was $1.1 million, compared with a loss of $0.2 million in the prior-year quarter. Underlying segment income was $1.1 million, compared with a loss of $9.7 million in the prior-year quarter. Prior-year underlying operating results exclude pretax gains totaling $9.4 million related to divested HR BPO operations and a pretax contribution of $0.1 million related to the same divested HR BPO operations. The underlying segment income improvement reflects infrastructure cost management and staffing leverage, partially offset by lower revenues.

As of March 31, 2010, the Company was live with approximately 670,000 client employees with HR BPO services, compared with approximately 727,000 as of March 31, 2009.

 

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Consulting

Consulting segment revenues grew 8% to $262.3 million, compared with $243.2 million in the prior-year quarter. Consulting revenues increased 1% after adjusting for the following:

 

   

$11.4 million of favorable foreign currency translation and an $8.1 million contribution from an acquisition, both in the current quarter.

 

   

A $2.7 million prior-year quarter contribution related to the partial divestiture of the EC Consulting business.

The adjusted increase was principally driven by revenue growth in Retirement and Financial Management services in Europe.

Consulting segment income declined 31% to $22.4 million, compared with $32.3 million in the prior-year quarter. Segment margin was 8.5%, compared with 13.3% in the prior-year quarter.

Underlying segment income increased 34% to $41.8 million, compared with $31.1 million in the prior-year quarter. Underlying segment margin was 15.9%, compared to 12.9% in the prior-year quarter. The underlying margin increase was principally due to prior-year additions to a legal reserve and compensation leverage related to productivity initiatives taken last year.

Current quarter underlying operating results exclude:

 

   

A $17.0 million pretax non-cash impairment charge resulting from goodwill impairment testing of the reporting unit impacted by the partial divestiture of the North America EC Consulting business.

 

   

A $2.4 million pretax loss on sale of business related to the partial divestiture of the North America EC Consulting business.

Prior-year quarter underlying operating results exclude a $1.2 million pretax contribution from the partially divested North America EC Consulting business.

Unallocated Shared Service Costs

Second quarter unallocated shared service costs were $24.2 million, or 3.2% of net revenues, compared with $22.7 million, or 3.0% of net revenues, in the prior-year quarter. The increase in expenses relative to net revenues reflects higher professional services costs.

Year-to-Date Results

Consolidated net revenues for the current six-month period grew 1%, to $1.53 billion, compared with $1.52 billion in the prior-year six-month period. Net revenues declined 2% when excluding third-party supplier revenues in both periods and adjusting for the following items:

 

   

$29.7 million in favorable foreign currency translation.

 

   

An $18.0 million contribution from acquisitions.

 

   

A $13.3 million prior-year period contribution from divested businesses3.

On the same adjusted basis, Benefits Outsourcing net revenues grew 2%, HR BPO declined 11% and Consulting declined 3%.

Reported consolidated operating income for the six-month period increased 4%, to $228.3 million, compared to $219.3 million in the prior-year period. Operating margin was 14.9%, compared to 14.5% in the prior-year period. Current six-month period results include the realization of $13.9 million of previously deferred revenues and $6.7 million of previously deferred costs that were recognized under new accounting guidance and were related to a material modification of an existing contract. Prior-year period results include the realization of $20.1 million of previously deferred revenues and $17.2 million of previously deferred costs that were recognized due to the fiscal 2009 second quarter settlement of a contract dispute.

 

3

Divested businesses include: HR BPO Latin America (February 2009); HR BPO relocation services (March 2009); and Consulting North America Executive Compensation (partial divestiture in January 2010). Pre-disposition contributions have been excluded from “underlying” and “as adjusted” amounts for year-over-year comparative purposes.

 

- 4 -


Underlying operating income increased 19% in the six-month period, to $247.6 million, compared with $208.7 million in the prior-year period, when adjusting for unusual items in both periods. Underlying operating margin was 16.2%, compared with 13.9% in the prior-year quarter. The margin improvement reflects lower operating expenses, favorable foreign currency translation, and lower severance and overhead costs.

Current six-month period underlying operating results exclude the following:

 

   

A $17.0 million pretax non-cash impairment charge resulting from goodwill impairment testing of the reporting unit impacted by the partial divestiture of the North America EC Consulting business.

 

   

A $2.4 million pretax loss on sale of business related to the partial divestiture of the North America EC Consulting business.

Prior-year six month period underlying operating results exclude the following:

 

   

Pretax gains totaling $9.4 million related to HR BPO business divestitures.

 

   

$1.2 million in net pretax contributions from divested businesses.

Net income for the six-month period decreased to $125.8 million, or $1.31 per diluted share, compared with $132.3 million, or $1.39 per diluted share, in the prior-year six-month period. Underlying net income increased to $137.9 million, or $1.44 per diluted share, compared with $120.8 million, or $1.26 per diluted share, in the prior year six-month period, when adjusting for unusual items in both periods.

Cash Flow

Cash flow from operations was $139.5 million in the current six-month period, compared with $127.4 million in the prior-year period. Free cash flow, a non-GAAP measure (defined as cash flow from operations less capital expenditures and capitalized software costs) was $98.2 million, compared with $64.8 million in the prior-year period. The improvement in free cash flow was principally driven by lower capital expenditures and lower settlement payments.

Adjusted EBITDA, a non-GAAP measure, was $314.5 million in the current six-month period, compared with $274.5 million in the prior-year period. The increase reflects improved underlying operating performance in all businesses.

Share Repurchase

During the fiscal second quarter, the Company repurchased 1.4 million of its outstanding common shares at an average price of $39.08 per share for a total of $54.9 million. From April 1, 2010 through May 5, 2010, the Company repurchased an additional 318,000 shares at an average price of $40.53 per share for a total of $12.9 million. At May 5, 2010, the Company had approximately $145 million remaining under its current $300 million authorization.

Supplemental Information

Acquisitions

On March 3, 2010, the Company acquired Senior Educators Ltd., a Web-based retiree medical insurance exchange that provides assistance to Medicare recipients seeking supplemental insurance products. The Company believes the acquisition provides it with the key building blocks needed to expand its services in the retiree health market – a solid proprietary technology platform, strong relationships with the major health plan providers and a skilled team. The Company intends to invest in sales, marketing and infrastructure to scale this business. Results of operations are included in the Benefits Outsourcing segment from the date of acquisition.

 

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On May 5, 2010, the Company acquired certain net assets of HRAdvance, Inc., a dependent eligibility audit and ongoing verification service firm. The acquisition enhances the Company’s existing dependent audit capabilities by providing a focused, proprietary technology platform and domain expertise that can be leveraged across the Company’s existing client base. Results of operation will be included in the Benefits Outsourcing segment from the date of acquisition. Please refer to today’s acquisition press release for additional information.

Divestiture and Goodwill Impairment

On January 28, 2010, the Company signed an agreement to divest a portion of its North America EC consulting business focused on advising boards of directors. The divestiture will take place in two phases. Its operations are included in the Consulting segment. This partial divestiture is in response to issues stemming from recent regulations promulgated by the Securities and Exchange Commission (“SEC”) regarding the independence of consulting firms that provide EC services. The first phase, which involved a select group of consultants leaving the Company to form Meridian Compensation Partners (“Meridian”), a fully-independent EC services boutique, closed on January 28, 2010. The Company received a promissory note in consideration for the divested business. The second phase, which involves a second group of consultants leaving the Company to join Meridian, is expected to close during the first quarter of fiscal 2011.

As a result of the divestiture of a portion of the Company’s North America EC Consulting business, the Company was required to test the reporting unit impacted by the partial divestiture for impairment as of January 28, 2010 pursuant to ASC 350, Intangibles—Goodwill and Other. This goodwill impairment test was based upon a comparison of the estimated fair value of the reporting unit to the carrying value of that reporting unit. The fair value of the reporting unit was estimated using the expected present value of future cash flows, and included estimates, judgments and assumptions that management believes were appropriate in the circumstances. The estimates and judgments that most significantly affect the fair value calculations are assumptions related to revenue growth, compensation levels and discount rates. This analysis resulted in a pretax non-cash impairment charge of $17.0 million ($10.6 million net of tax, or $0.11 per diluted share) related to the Consulting segment recorded as a component of operating results in the accompanying consolidated statements of operations.

Loss on Sale of Business

The current-year quarter loss on sale of business of $2.4 million relates to the divestiture of a portion of the Company’s North America EC Consulting business. The Company recorded a pretax loss of $1.8 million as a result of the first phase of the sale. The Company also recorded an estimated pretax loss of $0.6 million related to the second phase of this transaction in the second quarter of fiscal 2010 since it expects to incur a loss when the Company completes the second phase of this transaction.

Business Outlook

“We continue to maintain our previous full year underlying earnings per share guidance range despite incurring approximately ten cents of earnings per share dilution in fiscal 2010 due to previously-announced acquisition, divestiture and related activity to support our longer term growth initiatives,” said Rob Schriesheim, chief financial officer. “Note that our underlying guidance excludes the impact of previously-disclosed unusual items, to include the $17 million impairment charge and $2 million loss on the partial divestiture of our Consulting Executive Compensation business incurred in the current year.”

In addition to reporting results in accordance with U.S. GAAP, the Company assesses its performance once unusual items have been removed. The following guidance reflects the Company’s expectations for fiscal 2010 on this underlying basis (which excludes the impact of previously-disclosed unusual items in the current and prior year):

 

   

Low- to mid-single digit total Company net revenue growth, with solid growth in Consulting, a flat performance in Benefits Outsourcing, and a decline in HR BPO.

 

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Diluted earnings per share of $2.85 to $2.95, with operating income growth moderately exceeding diluted EPS growth, an effective tax rate in the range of 37 to 38 percent, and continued execution against its share repurchase authorization.

Conference Call

At 7:30 a.m. (CT) today, management will host a conference call with investors to discuss fiscal 2010 second quarter results. The live presentation is accessible through the Investor Relations section of Hewitt’s website at www.hewitt.com. The webcast will be archived on the site for approximately one month.

About Hewitt Associates

Hewitt Associates (NYSE: HEW) provides leading organizations around the world with expert human resources consulting and outsourcing solutions to help them anticipate and solve their most complex benefits, talent, and related financial challenges. Hewitt works with companies to design, implement, communicate, and administer a wide range of human resources, retirement, investment management, health care, compensation, and talent management strategies. With a history of exceptional client service since 1940, Hewitt has offices in more than 30 countries and employs approximately 23,000 associates who are helping make the world a better place to work. For more information, please visit www.hewitt.com.

Forward-Looking Information

This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. 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. Factors that could cause actual results to differ materially from those expressed or implied include general economic conditions and the factors discussed under the heading “Risk Factors” in Part I, Item 1A of the Company’s most recent annual report on Form 10-K and in Part II, Item 1A of its most recent quarterly report on Form 10-Q filed with the Securities and Exchange Commission (“SEC”) subsequent to such Form 10-K. Such filings are available at the SEC’s internet site (www.sec.gov). Hewitt disclaims any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or any other reason.

# # #

 

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HEWITT ASSOCIATES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(In thousands except for share and per share amounts)

 

      Three Months Ended
March 31,
    Six Months Ended
March 31,
 
     2010     2009     2010     2009  

Revenues:

        

Revenues before reimbursements (1)

   $ 760,465      $ 746,252      $ 1,530,610      $ 1,517,016   

Reimbursements

     15,471        15,580        40,861        38,789   
                                

Total revenues

     775,936        761,832        1,571,471        1,555,805   
                                

Operating expenses:

        

Compensation and related expenses

     467,194        470,852        940,641        951,759   

Other operating expenses (1)

     131,607        141,301        267,412        275,309   

Selling, general and administrative expenses

     38,895        35,786        74,917        76,663   

Reimbursable expenses

     15,471        15,580        40,861        38,789   

Goodwill and asset impairment

     17,026        786        17,026        3,401   

Loss (gain) on sale of businesses

     2,359        (9,379     2,359        (9,379
                                

Total operating expenses

     672,552        654,926        1,343,216        1,336,542   
                                

Operating income

     103,384        106,906        228,255        219,263   

Other (expense) income, net:

        

Interest expense

     (9,580     (9,854     (19,236     (20,539

Interest income

     1,919        1,565        2,838        5,865   

Other (expense) income, net

     (181     1,537        (3,088     2,819   
                                

Total other expense, net

     (7,842     (6,752     (19,486     (11,855
                                

Income before income taxes

     95,542        100,154        208,769        207,408   

Provision for income taxes

     38,140        32,615        82,967        75,103   
                                

Net income

   $ 57,402      $ 67,539      $ 125,802      $ 132,305   
                                

Earnings per share:

        

Basic

   $ 0.61      $ 0.72      $ 1.34      $ 1.41   

Diluted

   $ 0.60      $ 0.71      $ 1.31      $ 1.39   

Weighted average shares:

        

Basic

     93,604,430        93,674,297        93,701,637        93,804,695   

Diluted

     95,751,519        95,581,956        95,840,167        95,512,923   

 

(1) Net revenues include $10.9 million and $9.7 million of third-party supplier revenues for the three months ended March 31, 2010 and 2009, respectively, and $22.1 million and $20.0 million for the six months ended March 31, 2010 and 2009, respectively. Generally, the third-party supplier arrangements are marginally profitable. The related third-party supplier expenses are included in other operating expenses.

 

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HEWITT ASSOCIATES, INC.

UNDERLYING NET REVENUES, OPERATING INCOME, NET INCOME, AND

EARNINGS PER SHARE

(Unaudited)

(In thousands except for share and per share amounts)

In assessing operating performance, the Company also reviews its results once unusual adjustments have been removed. The Company believes that doing so provides a better understanding of underlying operating performance. For the three and six months ended March 31, 2010 and 2009, underlying net revenues, operating income, net income, and earnings per share were:

 

      Three Months Ended
March 31,
    Six Months Ended
March 31,
 
     2010     2009     2010     2009  

Revenues before reimbursements (net revenues), as reported

   $ 760,465      $ 746,252      $ 1,530,610      $ 1,517,016   

Adjustments:

        

Divestitures (1)

     —          (6,041     —          (13,270
                                

Total adjustments

     —          (6,041     —          (13,270

Underlying revenues before reimbursements (net revenues)

     760,465        740,211        1,530,610        1,503,746   

Operating income, as reported

     103,384        106,906        228,255        219,263   

Adjustments:

        

Divestitures (1)

     —          (1,255     —          (1,185

Goodwill and asset impairment

     17,026        —          17,026        —     

Loss (gain) on sale of businesses

     2,359        (9,379     2,359        (9,379
                                

Total adjustments

     19,385        (10,634     19,385        (10,564

Underlying operating income

     122,769        96,272        247,640        208,699   

% of underlying net revenues

     16.1     13.0     16.2     13.9

Total other (expense) income, net, as reported

     (7,842     (6,752     (19,486     (11,855

Divestitures

     —          (178     —          (468
                                

Underlying total other (expense) income, net

     (7,842     (6,930     (19,486     (12,323

Underlying income before income taxes

     114,927        89,342        228,154        196,376   

Provision for income taxes (2)

     45,468        33,183        90,295        75,584   
                                

Underlying net income

   $ 69,459      $ 56,159      $ 137,859      $ 120,792   
                                

Underlying earnings per share:

        

Basic

   $ 0.74      $ 0.60      $ 1.47      $ 1.29   

Diluted

   $ 0.73      $ 0.59      $ 1.44      $ 1.26   

Weighted average shares:

        

Basic

     93,604,430        93,674,297        93,701,637        93,804,695   

Diluted

     95,751,519        95,581,956        95,840,167        95,512,923   

 

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(1) Divested businesses include HR BPO Latin America (February 2009); HR BPO relocation services (March 2009); and Consulting North America Executive Compensation (partial divestiture in January 2010). Pre-disposition contributions have been excluded from “underlying” and “as adjusted” amounts for year-over-year comparative purposes. Adjustments to other income (expense), net primarily relate to the exclusion of gains on assets, interest income, interest expense, and foreign currency gain on divested operations.

 

(2) The Company used an underlying effective tax rate of 39.6% for the three and six months ended March 31, 2010, to adjust for the impact of the Consulting divestiture. The Company used underlying effective tax rates of 37.1% and 38.5% for the three and six months ended March 31, 2009, respectively, to adjust for the impact of an HR BPO divestiture.

 

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HEWITT ASSOCIATES, INC.

BUSINESS SEGMENT RESULTS

(Unaudited)

(Dollars in thousands)

 

      Three Months Ended
March 31,
    Six Months Ended
March 31,
 
     2010     2009     2010     2009  

Benefits Outsourcing

        

Segment net revenues

   $ 395,898      $ 392,171      $ 799,923      $ 783,745   

Segment income

     104,099        97,537        208,033        199,993   

Segment income as a percentage of segment revenues

     26.3     24.9     26.0     25.5

HR BPO

        

Segment net revenues (1)

   $ 109,534      $ 119,492      $ 223,613      $ 250,183   

Segment income (loss)

     1,052        (216     7,525        (5,369

Segment income (loss) as a percentage of segment revenues

     1.0     (0.2 )%      3.4     (2.1 )% 

Consulting

        

Segment net revenues

   $ 262,347      $ 243,156      $ 523,172      $ 502,316   

Segment income

     22,427        32,317        55,997        69,799   

Segment income as a percentage of segment

revenues

     8.5     13.3     10.7     13.9

Total Company

        

Segment net revenues (1)

   $ 767,779      $ 754,819      $ 1,546,708      $ 1,536,244   

Intersegment revenues

     (7,314     (8,567     (16,098     (19,228
                                

Net revenues

     760,465        746,252        1,530,610        1,517,016   

Reimbursements

     15,471        15,580        40,861        38,789   
                                

Total revenues

   $ 775,936      $ 761,832      $ 1,571,471      $ 1,555,805   
                                

Segment income

   $ 127,578      $ 129,638      $ 271,555      $ 264,423   

Charges not recorded at the segment level:

        

Unallocated shared service costs

     24,194        22,732        43,300        45,160   
                                

Operating income

   $ 103,384      $ 106,906      $ 228,255      $ 219,263   
                                

 

(1) HR BPO net revenues include $10.9 million and $9.7 million of third-party supplier revenues for the three months ended March 31, 2010 and 2009, respectively, and $22.1 million and $20.0 million for the six months ended March 31, 2010 and 2009, respectively. Generally, the third-party supplier arrangements are marginally profitable. The related third-party supplier expenses are included in other operating expenses.

 

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HEWITT ASSOCIATES, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands except for share and per share amounts)

 

      March 31,
2010
   September 30,
2009
     (Unaudited)     
ASSETS      

Current Assets:

     

Cash and cash equivalents

   $ 564,581    $ 581,642

Short-term investments

     105,232      60,994

Client receivables and unbilled work in process, less allowances of $14,102 and $14,381 at March 31, 2010 and September 30, 2009, respectively

     520,960      527,272

Prepaid expenses and other current assets

     153,158      169,533

Funds held for clients

     159,151      131,801

Short-term deferred contract costs, net

     88,960      89,919

Deferred income taxes, net

     104,125      34,119
             

Total current assets

     1,696,167      1,595,280
             

Non-Current Assets:

     

Deferred contract costs, less current portion

     239,371      254,905

Property and equipment, net

     369,166      384,254

Other intangible assets, net

     179,569      191,479

Goodwill

     382,066      412,745

Long-term investments

     54,565      54,442

Other non-current assets, net

     30,299      31,535
             

Total non-current assets

     1,255,036      1,329,360
             

Total Assets

   $ 2,951,203    $ 2,924,640
             
LIABILITIES      

Current Liabilities:

     

Accounts payable

   $ 13,159    $ 20,790

Accrued expenses

     196,723      164,724

Funds held for clients

     159,151      131,801

Advanced billings to clients

     159,948      137,447

Accrued compensation and benefits

     276,052      393,463

Short-term deferred contract revenues, net

     49,507      61,356

Current portion of long-term debt and capital lease obligations

     49,064      36,282
             

Total current liabilities

     903,604      945,863
             

Non-Current Liabilities:

     

Deferred contract revenues, less current portion

     181,004      192,056

Debt and capital lease obligations, less current portion

     589,486      618,561

Other non-current liabilities

     205,017      223,835

Deferred income taxes, net

     100,211      84,023
             

Total non-current liabilities

     1,075,718      1,118,475
             

Total Liabilities

   $ 1,979,322    $ 2,064,338
             

 

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HEWITT ASSOCIATES, INC.

CONSOLIDATED BALANCE SHEETS – Continued

(In thousands except for share and per share amounts)

 

      March 31,
2010
    September 30,
2009
 
     (Unaudited)        
STOCKHOLDERS’ EQUITY     

Stockholders’ Equity:

    

Class A common stock, par value $0.01 per share, 750,000,000 shares authorized, 134,126,337 and 132,844,269 shares issued, 93,063,840 and 93,535,270 shares outstanding, as of March 31, 2010 and September 30, 2009, respectively

   $ 1,341      $ 1,328   

Additional paid-in capital

     1,725,702        1,662,687   

Cost of common stock in treasury, 41,062,497 and 39,308,999 shares of Class A common stock as of March 31, 2010 and September 30, 2009, respectively

     (1,346,445     (1,277,815

Retained earnings

     595,579        469,777   

Accumulated other comprehensive (loss) income, net

     (4,296     4,325   
                

Total Stockholders’ Equity

     971,881        860,302   
                

Total Liabilities and Stockholders’ Equity

   $ 2,951,203      $ 2,924,640   
                

 

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HEWITT ASSOCIATES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(Amounts in thousands)

 

      Six Months Ended
March 31,
 
     2010     2009  

Cash flows from operating activities:

    

Net income

   $ 125,802      $ 132,305   

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

    

Depreciation and amortization, including amortization of deferred contract revenues and costs

     87,038        77,914   

Share-based compensation

     25,759        26,926   

Deferred income taxes

     10,438        27,526   

Goodwill and asset impairment

     17,026        3,401   

Loss (gain) on sale of businesses

     2,359        (9,379

Fair value adjustment related to financial assets

     (17     1,788   

Changes in operating assets and liabilities, net of effect of acquisitions and dispositions:

    

Client receivables and unbilled work in process

     1,929        67,482   

Prepaid expenses and other current assets

     32,323        (7,466

Deferred contract costs

     (30,364     (47,147

Other assets

     584        (4,609

Accounts payable

     (7,517     4,620   

Accrued compensation and benefits

     (116,432     (124,885

Accrued expenses

     (19,255     (46,783

Advanced billings to clients

     23,215        7,500   

Deferred contract revenues

     4,884        14,977   

Other long-term liabilities

     (18,268     3,258   
                

Net cash provided by operating activities

     139,504        127,428   

Cash flows from investing activities:

    

Purchases of investments

     (48,545     —     

Proceeds from sales of investments

     6,900        4,025   

Additions to property and equipment

     (41,339     (62,604

Cash paid for acquisitions, net of cash acquired

     (10,109     —     

Cash received for sale of businesses

     —          1,105   

Other investing activities

     (10,885     —     
                

Net cash used in investing activities

     (103,978     (57,474

Cash flows from financing activities:

    

Proceeds from the exercise of stock options

     30,646        6,343   

Excess tax benefits from the exercise of share-based awards

     3,387        2,345   

Proceeds from short-term borrowings

     —          18,119   

Repayments of short-term borrowings, capital leases and long-term debt

     (14,765     (146,369

Purchase of Class A common shares for treasury

     (68,630     (22,269
                

Net cash used in financing activities

     (49,362     (141,831

Effect of exchange rate changes on cash and cash equivalents

     (3,225     (18,469
                

Net decrease in cash and cash equivalents

     (17,061     (90,346

Cash and cash equivalents, beginning of period

     581,642        541,494   
                

Cash and cash equivalents, end of period

   $ 564,581      $ 451,148   
                

Supplementary disclosure of cash paid during the period:

    

Interest paid

   $ 19,501      $ 23,001   

Income taxes paid

   $ 55,929      $ 48,094   

 

- 14 -


HEWITT ASSOCIATES, INC.

FREE CASH FLOW RECONCILIATION

(Unaudited)

(Amounts in thousands)

 

      Six Months Ended
March 31,
 
     2010     2009  

Net cash provided by operating activities

   $ 139,504      $ 127,428   

Additions to property and equipment

     (41,339     (62,604
                

Free cash flow (1)

   $ 98,165      $ 64,824   
                

 

(1) Free cash flow, a non-GAAP measure, is cash flow from operations less capital expenditures and capitalized software costs. The Company believes this measure provides useful information related to the Company’s liquidity, including but not limited to its ability to reduce debt, make strategic investments, and repurchase stock. The Company views free cash flow as a supplement to, and not a substitute for, GAAP measures of liquidity included in its consolidated statements of cash flows.

 

- 15 -


HEWITT ASSOCIATES, INC.

ADJUSTED EBITDA RECONCILIATION

(Unaudited)

(Amounts in thousands)

 

     Six Months Ended
March 31,
 
     2010     2009  

Reported net income

   $ 125,802      $ 132,305   

Depreciation and amortization (1)

     87,038        77,914   

Provision for income taxes

     82,967        75,103   

Interest expense, net

     16,398        14,674   
                

EBITDA

     312,205        299,996   

Adjustments:

    

Divestitures (2)

     —          (1,185

Goodwill and asset impairment (3)

     17,026        —     

Loss (gain) on sale of businesses

     2,359        (9,379
                

Underlying adjustments

     19,385        (10,564

Normalized depreciation and amortization addbacks

     —          (385

Other (income) expense, excluding interest (4)

     3,088        (2,818
                

Total adjustments

     22,473        (13,767

Adjusted EBITDA before certain non-cash add backs

     334,678        286,229   

Certain non-cash add backs:

    

Asset impairment

     —          3,401   

Net deferrals

     (25,534     (27,442

Deferred internal software development costs

     (20,499     (18,895

Share-based compensation (5)

     25,656        27,133   

Other (loss reserve/provision for bad debt)

     188        4,081   
                

Total certain non-cash add backs

     (20,189     (11,722

Adjusted EBITDA

   $ 314,489      $ 274,507   
                

 

(1) For the six months ended March 31, 2009, depreciation and amortization includes ($0.4) million of adjustments related to HR BPO divestitures.
(2) Divested businesses include HR BPO Latin America (February 2009); HR BPO relocation services (March 2009); and Consulting North America Executive Compensation (partial divestiture in January 2010). Pre-disposition contributions have been excluded from “underlying” and “as adjusted” amounts for year-over-year comparative purposes.
(3) Related to Consulting North America Executive Compensation partial divestiture in January 2010.
(4) For the six months ended March 31, 2009, other (income) expense, excluding interest, includes a non-cash impairment of $1.8 million related to auction rate securities.
(5) Share-based compensation as presented in the Statements of Cash Flows varies by $0.1 million and $0.2 million for the six months ended March 31, 2010 and 2009, respectively, due to amortization expense for a deferred compensation arrangement related to an acquisition in fiscal 2008, the impact of foreign exchange in the current period, and the reclassification of certain prior-year amounts to conform to the current year presentation.

 

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