PART I. FINANCIAL INFORMATION Financial Statements Financial statements reveal significant revenue and net income growth, driven by the Corporate Finance segment, alongside a positive shift in operating cash flow Consolidated Balance Sheets Consolidated Balance Sheet Highlights (Unaudited) | (In thousands) | September 30, 2021 | March 31, 2021 | | :--- | :--- | :--- | | Assets | | | | Cash and cash equivalents | $923,009 | $846,851 | | Investment securities | $40,425 | $208,618 | | Total assets | $2,356,829 | $2,426,067 | | Liabilities & Stockholders' Equity | | | | Accrued salaries and bonuses | $577,698 | $648,399 | | Total liabilities | $919,092 | $1,042,506 | | Total stockholders' equity | $1,437,737 | $1,383,561 | | Total liabilities and stockholders' equity | $2,356,829 | $2,426,067 | - Total assets decreased slightly to $2.36 billion as of September 30, 2021, from $2.43 billion as of March 31, 2021, primarily due to a reduction in investment securities9 - Total stockholders' equity increased to $1.44 billion from $1.38 billion, driven by retained earnings growth from net income9 Consolidated Statements of Comprehensive Income Consolidated Income Statement Highlights (Unaudited) | (In thousands, except per share data) | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Six Months Ended Sep 30, 2021 | Six Months Ended Sep 30, 2020 | | :--- | :--- | :--- | :--- | :--- | | Revenues | $537,272 | $275,736 | $909,994 | $486,872 | | Operating income | $157,319 | $66,875 | $264,995 | $109,465 | | Net income | $112,883 | $48,790 | $198,843 | $94,890 | | Fully diluted EPS | $1.65 | $0.70 | $2.90 | $1.39 | - Revenues for the three months ended September 30, 2021, increased 95% year-over-year to $537.3 million, while net income grew 131% to $112.9 million11 - For the six months ended September 30, 2021, revenues increased 87% year-over-year to $910.0 million, and net income grew 110% to $198.8 million11 Consolidated Statements of Changes in Stockholders' Equity - For the six months ended September 30, 2021, total stockholders' equity increased from $1.38 billion to $1.44 billion13 - Key drivers of the change in stockholders' equity for the six-month period were net income of $198.8 million, offset by dividends of $57.3 million and share repurchases/forfeitures that reduced paid-in capital by $146.6 million13 Consolidated Statements of Cash Flows Consolidated Cash Flow Highlights (Unaudited) | (In thousands) | Six Months Ended Sep 30, 2021 | Six Months Ended Sep 30, 2020 | | :--- | :--- | :--- | | Net cash provided by/(used in) operating activities | $120,118 | $(1,330) | | Net cash provided by/(used in) investing activities | $164,814 | $(61,179) | | Net cash provided by/(used in) financing activities | $(207,502) | $99,790 | | Net increase in cash, cash equivalents, and restricted cash | $76,158 | $41,594 | - Cash from operating activities was a net inflow of $120.1 million for the six months ended Sep 30, 2021, a significant improvement from a net outflow of $1.3 million in the prior-year period, primarily due to higher net income15 - Financing activities resulted in a net cash outflow of $207.5 million, driven by $112.9 million in share repurchases and $59.5 million in dividend payments15 Notes to Consolidated Financial Statements - The company operates across three business segments: Corporate Finance (CF), Financial Restructuring (FR), and Financial and Valuation Advisory (FVA)161718 - Revenue from CF and certain FR engagements is largely contingent on the successful completion of transactions (Completion Fees), while FVA fees are generally not contingent171830 - Subsequent to the quarter end, on October 4, 2021, the company acquired approximately 90% of GCA Corporation for an all-cash transaction valued at approximately $601.0 million to expand its technology sector capabilities and geographic footprint in Europe and Asia128129130 - On October 21, 2021, the board declared a quarterly cash dividend of $0.43 per share134 Management's Discussion and Analysis of Financial Condition and Results of Operations Record revenues were driven by exceptional performance in Corporate Finance, offsetting a decline in Financial Restructuring, while maintaining strong liquidity Financial Performance Summary | ($ in thousands) | Three Months Ended Sep 30, 2021 | Three Months Ended Sep 30, 2020 | Change | | :--- | :--- | :--- | :--- | | Revenues | $537,272 | $275,736 | 95% | | Operating income | $157,319 | $66,875 | 135% | | Net income | $112,883 | $48,790 | 131% | - The Compensation Ratio decreased to 62.0% for the three months ended September 30, 2021, from 64.3% in the prior-year period, despite an 88% increase in absolute compensation expense150 Business Segments Analysis Revenues by Segment (Three Months Ended Sep 30) | ($ in thousands) | 2021 | 2020 | Change | | :--- | :--- | :--- | :--- | | Corporate Finance | $388,410 | $108,049 | 259% | | Financial Restructuring | $83,184 | $125,391 | (34)% | | Financial and Valuation Advisory | $65,678 | $42,296 | 55% | - Corporate Finance (CF) revenue growth was driven by a significant increase in both the number of closed transactions (134 vs. 53) and the average transaction fee159162 - Financial Restructuring (FR) revenue declined due to a decrease in the number of closed transactions (20 vs. 30) compared to the same quarter last year159166 - Financial and Valuation Advisory (FVA) revenue increased due to a higher number of fee events (806 vs. 539)159170 Liquidity and Capital Resources - As of September 30, 2021, the company had $963.4 million in total unrestricted cash, cash equivalents, and investment securities179 - The company has a $100 million syndicated revolving line of credit maturing in August 2022, with an option to expand to $200 million; no principal was outstanding as of September 30, 2021182 - For the six months ended September 30, 2021, net cash inflow from operations was $120.1 million, a reversal from a $1.3 million outflow in the prior year period185186 Quantitative and Qualitative Disclosures about Market Risk The company's primary market risk exposure is foreign currency exchange rate risk from international operations, which it occasionally hedges - The company's main market risk is from foreign currency fluctuations, as its business is not capital-intensive and does not rely on debt or complex derivatives192 - The net impact of foreign currency fluctuations on other comprehensive income was a loss of $6.0 million for the three months ended September 30, 2021, compared to a gain of $5.4 million in the prior-year period196 - As of September 30, 2021, the company had one foreign currency forward contract outstanding with a notional balance of €1.7 million to hedge exposure between the pound sterling and the euro198 Controls and Procedures Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls during the quarter - The CEO and CFO concluded that the company's disclosure controls and procedures were effective as of September 30, 2021201 - No changes in internal control over financial reporting occurred during the quarter that have materially affected, or are reasonably likely to materially affect, internal controls202 PART II. OTHER INFORMATION Legal Proceedings There have been no material changes in the company's legal proceedings since the last annual report - No material changes to legal proceedings were reported since the 2021 Annual Report204 Risk Factors There have been no material changes to the risk factors disclosed in the company's last annual report - No material changes to risk factors were reported since the 2021 Annual Report205 Unregistered Sales of Equity Securities and Use of Proceeds The company issued unregistered shares for acquisitions and repurchased shares under its authorized program - The company issued 24,777 shares of Class B common stock on July 8, 2021, and 7,090 shares on September 29, 2021, in unregistered sales related to previous acquisitions207208 Equity Securities Repurchases (Quarter Ended Sep 30, 2021) | Period | Total Shares Purchased | Average Price Paid Per Share | Total Shares Purchased (Public Program) | | :--- | :--- | :--- | :--- | | July 1 - July 30, 2021 | 499,386 | $82.89 | 498,896 | | Aug 1 - Aug 31, 2021 | — | — | — | | Sep 1 - Sep 30, 2021 | — | — | — | | Total | 499,386 | $82.89 | 498,896 | - In July 2021, the board of directors increased the authorization for the share repurchase program to an aggregate amount of up to $250 million109209 Exhibits The filing includes the GCA Corporation transaction agreement, CEO/CFO certifications, and Inline XBRL documents - Key exhibits filed include the Transaction Agreement for the GCA Corporation acquisition, CEO/CFO certifications (Rule 13a-14(a) and Section 1350), and XBRL data files215
Houlihan Lokey(HLI) - 2022 Q2 - Quarterly Report