8-K
HACKETT GROUP, INC. (HCKT)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 6, 2021
The Hackett Group, Inc.
(Exact name of registrant as specified in its charter)
| FLORIDA | 333-48123 | 65-0750100 |
|---|---|---|
| (State or other jurisdiction of<br><br><br>incorporation or organization) | (Commission File Number) | (I.R.S. Employer<br><br><br>Identification No.) |
| 1001 Brickell Bay Drive, Suite 3000<br><br><br>Miami, Florida | 33131 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
(305) 375-8005
(Registrant’s telephone number, including area code)
Not Applicable
(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 (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, par value $.001 per share | HCKT | NASDAQ Stock Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR § 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR § 240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On May 11, 2021, The Hackett Group, Inc. (the “Company”) issued a press release setting forth its consolidated financial results for the first fiscal quarter ended April 2, 2021. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein.
The information contained in Item 2.02 of this current report on Form 8-K, as well as Exhibit 99.1, is being furnished to the Securities and Exchange Commission and shall not be deemed “filed” with the Securities and Exchange Commission nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2021 Annual Meeting of Shareholders of the Company was held on May 6, 2021. Matters submitted to shareholders at the meeting and the voting results thereof were as follows:
Proposal 1 – Election of Directors. The shareholders of the Company elected the director nominees named below to serve until the 2024 Annual Meeting of Shareholders and until his/her successors are duly elected and qualified. The following is a breakdown of the voting results:
| BROKER | ||||
|---|---|---|---|---|
| DIRECTOR | FOR | AGAINST | ABSTAIN | NON-VOTES |
| Maria A. Bofill | 24,353,726 | 277,443 | 49,014 | 2,343,550 |
| DIRECTOR | FOR | AGAINST | ABSTAIN | NON-VOTES |
| --- | --- | --- | --- | --- |
| David N. Dungan | 23,693,361 | 933,822 | 53,000 | 2,343,550 |
| DIRECTOR | FOR | AGAINST | ABSTAIN | NON-VOTES |
| --- | --- | --- | --- | --- |
| Richard N. Hamlin | 22,455,260 | 2,171,923 | 53,000 | 2,343,550 |
Proposal 2 – Advisory Vote on Executive Officer Compensation. The shareholders of the Company approved an advisory vote on executive officer compensation. The following is a breakdown of the voting results:
| BROKER | |||
|---|---|---|---|
| FOR | AGAINST | ABSTAIN | NON-VOTES |
| 23,860,367 | 562,669 | 257,147 | 2,343,550 |
Proposal 3 – Appointment of RSM US LLP as Independent Auditor. The shareholders of the Company ratified the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021. The following is a breakdown of the voting results:
| FOR | AGAINST | ABSTAIN | NON-VOTES |
|---|---|---|---|
| 27,012,026 | 9,927 | 1,780 | - |
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
|---|---|
| Exhibit<br><br><br>Number | Description |
| --- | --- |
| 99.1 | Press Release of The Hackett Group, Inc., dated May 11, 2021 |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document) |
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.
| THE HACKETT GROUP, INC. | ||
|---|---|---|
| Date: May 11, 2021 | By: | /s/ Robert A. Ramirez |
| Robert A. Ramirez | ||
| Executive Vice President, Finance and Chief Financial Officer |
hckt-ex991_6.htm
Exhibit 99.1
Contact:
Robert A. Ramirez, CFO, 305-375-8005 or rramirez@thehackettgroup.com
The Hackett Group Announces First Quarter 2021 Results
| • | Q1 2021 net revenue of $63.4 million exceeds high end of guidance |
|---|---|
| • | Q1 2021 GAAP EPS of $0.19 |
| --- | --- |
| • | Q1 2021 pro forma EPS of $0.27, up 12.5% year over year and exceeds high end of guidance |
| --- | --- |
| • | Board of Directors approves $20.0 million increase in the Company’s share repurchase program |
| --- | --- |
| • | Board of Directors declares a $0.10 per share quarterly dividend |
| --- | --- |
MIAMI, FL – May 11, 2021 - The Hackett Group, Inc. (NASDAQ: HCKT), a global intellectual property-based strategic consultancy and leading enterprise benchmarking and best practices digital transformation firm, today announced its financial results for the first quarter, which ended on April 2, 2021.
First quarter 2021 net revenue (gross revenue less reimbursable expenses) from continuing operations was $63.4 million, down 3%, as compared to the same period in the prior year, but up 7% sequentially from the fourth quarter of 2020 as client engagement and demand improved throughout the quarter.
GAAP diluted earnings per share were $0.19 for the first quarter of 2021, as compared to GAAP diluted earnings per share of $0.17 in the same period in the prior year.
First quarter 2021 pro forma diluted earnings per share were $0.27, as compared to $0.24 in the same period in the prior year, and up 17% sequentially from the fourth quarter. Pro forma information is a non-GAAP financial presentation provided to enhance the understanding of the Company’s financial performance and is reconciled to the Company’s GAAP information in the accompanying tables.
At the end of the first quarter of 2021, the Company's cash balances were $51.1 million with no outstanding debt. During the quarter, the Company repurchased 244 thousand shares of its stock at an average price of $15.18 for a total of $3.7 million. As of the end of the first quarter of 2021, the Company's remaining share repurchase program authorization was $2.2 million.
Subsequent to the end of the first quarter, the Company's Board of Directors approved a $20.0 million increase in the Company’s share repurchase program and declared a quarterly dividend of $0.10 per share for its shareholders of record on June 25, 2021, to be paid on July 9, 2021.
“Our revenues and pro forma EPS improved sequentially, and pro forma EPS was up from last year’s mostly pre-COVID first quarter as we continued to experience increasing client engagement and demand,” stated Ted A. Fernandez, Chairman & CEO of The Hackett Group, Inc. “We expect this momentum to continue and to be further enhanced by our IP centric strategic initiatives and the secular migration of digital transformation and cloud enterprise software initiatives.”
Based on the current economic outlook, the Company's estimates total net revenue for the second quarter of 2021 to be in the range of $64.5 million to $66.5 million. The Company estimates pro forma diluted earnings per share for the second quarter of 2021 to be in the range of $0.28 and $0.30.
Other Highlights
Research: 2021 Key Issues Series – The Hackett Group produced and distributed six pieces in its 2021 Key Issues research series. They focused individually on: finance, sourcing & procurement, supply chain, human resources, information technology, and global business services. Each detailed 10 key issues for 2021 as the unprecedented business disruption of 2020 continues to shape priorities and drive an accelerated transformation agenda. For each research piece, The Hackett Group produced a research paper, email campaign, Website content, LinkedIn advertising, social media posts, infographic, animation, virtual roundtable, and podcast.
OneStream Diamond Level Partnership – OneStream Software announced that The Hackett Group has become a Diamond level implementation partner. Diamond is the highest OneStream partnership level, and as a Diamond level partner, OneStream recognized The Hackett Group’s commitment to align with OneStream’s strategic vision and to continue to bring value to shared clients.
Virtual Roundtable: The Adaptive Finance of the Future – The Hackett Group held a virtual round table discussing how to drive cost optimization in finance without compromising agility. The round table, which is the first in a series of four, covered approaches, methods, tools and technologies being used to transform finance.
Webcast: Is Your Service Delivery Model Future-Proof? – The Hackett Group held a Webcast focusing on how human resources and payroll leaders can meet the challenges of 2021. The Webcast discussed how top-performing HR organizations with a comprehensive global service delivery strategy have been able to operate effectively, reduce risk and consolidate performance.
Quick Poll: Supplier Onboarding – The Hackett Group launched a Quick Poll designed to help participants better understand how long it takes to onboard suppliers, and find out how their onboarding process ranks compared to other companies.
Performance Study: Global Business Services – The Hackett Group launched its annual Global Business Services Performance Study for 2021. The study enables GBS leaders to gain insight into how far their organization has shifted from a labor arbitrage to a digital era operating model, gauge their organization and digital maturity level, and understand post-pandemic workforce trends.
On Tuesday, May 11, 2021, senior management will discuss first quarter results in a conference call at 5:00 P.M. ET. The number for the conference call is (800) 593-0486, [Passcode: First Quarter]. For International callers, please dial (517) 308-9371. Please dial in at least 5-10 minutes prior to start time. If you are unable to participate on the conference call, a rebroadcast will be available beginning at 8:00 P.M. ET on Tuesday, May 11, 2021 and will run through 5:00 P.M. ET on Tuesday, May 25, 2021. To access the rebroadcast, please dial (866) 356-4366. For International callers, please dial (203) 369-0107.
In addition, The Hackett Group will also be webcasting this conference call live through the StreetEvents.com service. To participate, simply visit http://www.thehackettgroup.com approximately 10 minutes prior to the start of the call and click on the conference call link provided. An online replay of the call will be available after 8:00 P.M. ET on Tuesday, May 11, 2021 and will run through 5:00 P.M. ET on Tuesday, May 25, 2021. To access the replay, visit www.thehackettgroup.com or http://www.streetevents.com.
About The Hackett Group
The Hackett Group (NASDAQ: HCKT) is an intellectual property-based strategic consultancy and leading enterprise benchmarking and best practices digital transformation firm to global companies, with offerings that include cloud ERP, EPM and analytics implementation. Services include business transformation, enterprise analytics and global business services. The Hackett Group also provides dedicated expertise in business strategy, operations, finance, human capital management, strategic sourcing, procurement and information technology, including its distinguished Oracle, SAP, Coupa and OneStream practices.
The Hackett Group has completed nearly 20,000 benchmarking studies with major corporations and government agencies, including 93% of the Dow Jones Industrials, 91% of the Fortune 100, 80% of the DAX 30 and 55% of the FTSE 100. These studies drive The Hackett’s Group’s Digital Transformation Platform which includes the firm's benchmarking metrics, best practices repository and best practice configuration guides and process flows, which enable The Hackett Group’s clients and partners to achieve digital world-class performance.
More information on The Hackett Group is available at: www.thehackettgroup.com, info@thehackettgroup.com, or by calling (770) 225-3600.
#
This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and involve known and unknown risks, uncertainties and other factors that may cause The Hackett Group's actual results, performance or achievements to be materially different from the results, performance or achievements expressed or implied by the forward-looking statements. Factors that impact such forward-looking statements include, among others, the impact of the coronavirus pandemic, including the duration and severity of the pandemic, the economic impact of the pandemic and the timing of an economic recovery, demand for our services, our ability to manage our business and capital resources through the pandemic, the ability of our products, services, or offerings mentioned in this release to deliver the desired effect, our ability to retain existing business, our ability to attract additional business through strategic initiatives or otherwise, our ability to effectively market and sell our product offerings and other services, including those referenced above, the timing of projects and the potential for contract cancellations by our customers, especially given that our clients are also impacted by the pandemic, changes in expectations regarding the business consulting and information technology industries, our ability to attract and retain skilled employees, possible changes in collections of accounts receivable due to the bankruptcy or financial difficulties of our customers, risks of competition, price and margin trends, foreign currency fluctuations, the impact of Brexit on our business, changes in general economic conditions and interest rates, our ability to mitigate the impact of the recent decline in our European operations, as well as other risks detailed in our Annual Report on Form 10-K for the most recent fiscal year as filed with the Securities and Exchange Commission. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
Page 4 of 7 - The Hackett Group, Inc. Announces First Quarter Results
The Hackett Group, Inc.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)
| Quarter Ended | ||||||
|---|---|---|---|---|---|---|
| April 2, | March 27, | |||||
| 2021 | 2020 | |||||
| Revenue: | ||||||
| Revenue before reimbursements ("net revenue") | $ | 63,410 | $ | 65,186 | ||
| Reimbursements | 76 | 4,347 | ||||
| TOTAL REVENUE FROM CONTINUING OPERATIONS | 63,486 | 69,533 | ||||
| Costs and expenses: | ||||||
| Cost of service: | ||||||
| Personnel costs before reimbursable expenses | 39,312 | 41,113 | ||||
| Non-cash stock compensation expense | 1,599 | 1,341 | ||||
| Acquisition-related compensation expense | 11 | — | ||||
| Acquisition-related non-cash stock compensation expense | 248 | 253 | ||||
| Reimbursable expenses | 76 | 4,347 | ||||
| TOTAL COST OF SERVICE | 41,246 | 47,054 | ||||
| Selling, general and administrative costs | 12,386 | 13,897 | ||||
| Non-cash stock compensation expense | 740 | 636 | ||||
| Amortization of intangible assets | 261 | 238 | ||||
| TOTAL SELLING, GENERAL AND ADMINISTRATIVE EXPENSES | 13,387 | 14,771 | ||||
| TOTAL COSTS AND OPERATING EXPENSES | 54,633 | 61,825 | ||||
| INCOME FROM OPERATIONS | 8,853 | 7,708 | ||||
| Other expense: | ||||||
| Interest expense | (25 | ) | (37 | ) | ||
| INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | 8,828 | 7,671 | ||||
| Income tax expense | 2,460 | 2,136 | ||||
| INCOME FROM CONTINUING OPERATIONS | 6,368 | 5,535 | ||||
| Loss from discontinued operations (2) | (7 | ) | (8 | ) | ||
| NET INCOME | $ | 6,361 | $ | 5,527 | ||
| Weighted average common shares outstanding: | ||||||
| Basic | 30,207 | 29,889 | ||||
| Diluted | 32,769 | 32,264 | ||||
| Basic net income per common share: | ||||||
| Income per common share from continuing operations | $ | 0.21 | $ | 0.19 | ||
| Loss per common share from discontinued operations (2) | (0.00 | ) | (0.00 | ) | ||
| Basic net income per common share | $ | 0.21 | $ | 0.19 | ||
| Diluted net income per common share: | ||||||
| Income per common share from continuing operations | $ | 0.19 | $ | 0.17 | ||
| Loss per common share from discontinued operations (2) | (0.00 | ) | (0.00 | ) | ||
| Diluted net income per common share | $ | 0.19 | $ | 0.17 |
Page 5 of 7 - The Hackett Group, Inc. Announces First Quarter Results
| PRO FORMA DATA (1): | ||||
|---|---|---|---|---|
| Income from continuing operations before income taxes | $ | 8,828 | $ | 7,671 |
| Non-cash stock compensation expense | 2,339 | 1,977 | ||
| Acquisition-related compensation expense | 11 | — | ||
| Acquisition-related non-cash stock compensation expense | 248 | 253 | ||
| Amortization of intangible assets | 261 | 238 | ||
| PRO FORMA INCOME BEFORE INCOME TAXES | 11,687 | 10,139 | ||
| Pro forma income tax expense | 2,922 | 2,535 | ||
| PRO FORMA NET INCOME | $ | 8,765 | $ | 7,604 |
| Pro forma basic net income per common share | $ | 0.29 | $ | 0.25 |
| Weighted average common shares outstanding | 30,207 | 29,889 | ||
| Pro forma diluted net income per common share | $ | 0.27 | $ | 0.24 |
| Weighted average common and common equivalent shares outstanding | 32,769 | 32,264 |
(1) The Company provides pro forma earnings results (which exclude the amortization of intangible assets, non-cash stock compensation expense, acquisition-related one-time expense, and include a normalized tax rate, which is our long-term projected cash tax rate) as a complement to results provided in accordance with Generally Accepted Accounting Principles (GAAP). These non-GAAP results are provided to enhance the overall users' understanding of the Company's current financial performance and its prospects for the future. The Company believes the non-GAAP results provide useful information to both management and investors and by excluding certain expenses that it believes are not indicative of its core operating results. The non-GAAP measures are included to provide investors and management with an alternative method for assessing operating results in a manner that is focused on the performance of ongoing operations and to provide a more consistent basis for comparison between quarters. Further, these non-GAAP results are one of the primary indicators management uses for planning and forecasting in future periods. In addition, since the Company has historically reported non-GAAP results to the investment community, it believes the continued inclusion of non-GAAP results provides consistency in its financial reporting. The presentation of this additional information should not be considered in isolation or as a substitute for results prepared in accordance with GAAP.
(2) Discontinued operations relate to the discontinuance of the Company’s European Working Capital group.
Page 6 of 7 - The Hackett Group, Inc. Announces First Quarter Results
The Hackett Group, Inc.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
(unaudited)
| April 2, | January 1, | |||
|---|---|---|---|---|
| 2021 | 2021 | |||
| ASSETS | ||||
| Current assets: | ||||
| Cash and cash equivalents | $ | 51,105 | $ | 49,455 |
| Accounts receivable and contract assets, net | 38,521 | 32,778 | ||
| Prepaid expenses and other current assets | 2,733 | 2,599 | ||
| Total current assets | 92,359 | 84,832 | ||
| Property and equipment, net | 17,803 | 18,158 | ||
| Other assets | 1,417 | 1,680 | ||
| Goodwill | 85,438 | 85,297 | ||
| Operating lease right-of-use assets | 2,335 | 2,578 | ||
| Total assets | $ | 199,352 | $ | 192,545 |
| LIABILITIES AND SHAREHOLDERS' EQUITY | ||||
| Current liabilities: | ||||
| Accounts payable | $ | 4,938 | $ | 6,098 |
| Accrued expenses and other liabilities | 24,929 | 25,084 | ||
| Contract liabilities (deferred revenue) | 13,802 | 8,765 | ||
| Operating lease liabilities | 2,501 | 2,620 | ||
| Total current liabilities | 46,170 | 42,567 | ||
| Long-term deferred tax liability, net | 7,013 | 5,588 | ||
| Operating lease liabilities | 2,988 | 3,503 | ||
| Total liabilities | 56,171 | 51,658 | ||
| Shareholders' equity | 143,181 | 140,887 | ||
| Total liabilities and shareholders' equity | $ | 199,352 | $ | 192,545 |
Page 7 of 7 - The Hackett Group, Inc. Announces First Quarter Results
The Hackett Group, Inc.
SUPPLEMENTAL FINANCIAL DATA
(unaudited)
| Quarter Ended | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| April 2, | January 1, | March 27, | |||||||
| 2021 | 2021 | 2020 | |||||||
| Revenue Breakdown by Group: | |||||||||
| (in thousands) | |||||||||
| S&BT (3) | $ | 25,738 | $ | 23,362 | $ | 25,593 | |||
| EEA (4) | 32,138 | 30,102 | 32,093 | ||||||
| International (5) | 5,534 | 5,759 | 7,500 | ||||||
| Net revenue from continuing operations (6) | $ | 63,410 | $ | 59,223 | $ | 65,186 | |||
| Revenue Concentration: | |||||||||
| (% of total revenue) | |||||||||
| Top customer | 3 | % | 3 | % | 4 | % | |||
| Top 5 customers | 13 | % | 13 | % | 15 | % | |||
| Top 10 customers | 22 | % | 23 | % | 25 | % | |||
| Key Metrics and Other Financial Data: | |||||||||
| Total Company: | |||||||||
| Consultant headcount | 943 | 928 | 1,026 | ||||||
| Total headcount | 1,149 | 1,133 | 1,243 | ||||||
| Days sales outstanding (DSO) | 55 | 54 | 70 | ||||||
| Cash provided by operating activities (in thousands) | $ | 5,895 | $ | 12,906 | $ | 6,521 | |||
| Depreciation (in thousands) | $ | 874 | $ | 902 | $ | 800 | |||
| Amortization (in thousands) | $ | 261 | $ | 254 | $ | 238 | |||
| Remaining Plan authorization: | |||||||||
| Shares purchased (in thousands) | 136 | 36 | 73 | ||||||
| Cost of shares repurchased (in thousands) | $ | 2,106 | $ | 429 | $ | 1,006 | |||
| Average price per share of shares purchased | $ | 15.45 | $ | 11.84 | $ | 13.79 | |||
| Remaining Plan authorization (in thousands) | $ | 2,178 | $ | 4,284 | $ | 5,645 | |||
| Shares Purchased to Satisfy Employee Net Vesting Obligations: | |||||||||
| Shares purchased (in thousands) | 108 | 4 | 125 | ||||||
| Cost of shares purchased (in thousands) | $ | 1,606 | $ | 54 | $ | 1,962 | |||
| Average price per share of shares purchased | $ | 14.85 | $ | 13.00 | $ | 15.70 |
(3) Strategy and Business Transformation Group (S&BT) includes the results of our IP as-a-service offerings, which includes our North America Executive Advisory Programs, our Benchmarking Services and our Business Transformation Practices.
(4) ERP, EPM and Analytics Solutions (EEA) includes the results of our North America Oracle EEA and SAP Solutions Practices and One Stream.
(5) International Groups include the results of our S&BT and EEA Practices, primarily in Europe.
(6) Net revenue excludes reimbursable expenses which are primarily travel-related expenses passed through to a client with no associated margin.
(7) Certain reclassifications have been made to conform with current reporting requirements.