Summary of Hudson Global and STAR Equity Holdings Merger Announcement Conference Call Industry and Companies Involved - **Companies**: Hudson Global and STAR Equity Holdings - **Industry**: Staffing and Recruitment Services Core Points and Arguments 1. **Merger Announcement**: Hudson and STAR signed a definitive merger agreement to form a new company, NewCo, through a stock-for-stock transaction where STAR shareholders will receive 0.23 shares of Hudson for each STAR share held [4][5] 2. **Ownership Structure**: Post-merger, Hudson shareholders will own approximately 79% of NewCo, while STAR shareholders will own about 21% [5] 3. **Financial Projections**: NewCo is expected to have pro forma annualized revenue exceeding $200 million and aims for annualized cost savings of at least $2 million within 12 months of the merger [6] 4. **Growth Goals**: NewCo targets reaching $40 million in adjusted EBITDA by February 2030, based solely on organic growth [7] 5. **Operational Segments**: NewCo will consist of four reporting segments: Building Solutions, Business Services, Energy Services, and Investments [7] 6. **Market Capitalization Benefits**: The merger is expected to improve stock trading liquidity and market capitalization, facilitating a potential addition to the Russell 2000 Index [6] 7. **NOL Utilization**: NewCo will better utilize Hudson's substantial federal net operating losses (NOL) compared to Hudson operating independently [7][17] Additional Important Content 1. **Cost Savings**: The merger is anticipated to eliminate duplicative costs associated with being a public company, potentially leading to greater cost savings than initially projected [14][15] 2. **Acquisition Strategy**: STAR's strategy focuses on acquiring businesses to complement existing platforms and establish new growth avenues, with a history of successful acquisitions [9][38] 3. **Operational Continuity**: Hudson RPO will maintain its day-to-day operations without disruption, focusing on customer service and growth orientation [11][20] 4. **Shareholder Approval**: A majority vote from both companies' shareholders is required for the merger to proceed, with a timeline expected in Q3 2025 [22][28] 5. **Dividends**: STAR's preferred stock will continue to pay dividends post-merger, with no changes expected for preferred shareholders [59][60] 6. **Market Dynamics**: The merger aims to address the challenges of being a microcap company, which often leads to illiquidity and undervaluation in the market [55] This summary encapsulates the key points discussed during the conference call, highlighting the strategic rationale behind the merger, financial expectations, and operational plans for the newly formed entity.

Summary of Hudson Global and STAR Equity Holdings Merger Announcement Conference Call Industry and Companies Involved - **Companies**: Hudson Global (HSON) and STAR Equity Holdings (STRR) - **Industry**: Mergers and Acquisitions, Staffing and Recruitment Services Core Points and Arguments 1. **Merger Announcement**: Hudson and STAR signed a definitive merger agreement, marking a significant milestone for both companies [4] 2. **Transaction Structure**: STAR will merge into a wholly owned subsidiary of Hudson, with STAR shareholders receiving 0.23 shares of HSON for each STAR share held [5] 3. **Ownership Post-Merger**: Upon completion, Hudson shareholders will own approximately 79% of the new company (NewCo), while STAR shareholders will own about 21% [5] 4. **Financial Projections**: The merger is expected to create a larger holding company with pro forma annualized revenue exceeding $200 million and anticipated annualized cost savings of at least $2 million within 12 months [6] 5. **Growth Goals**: NewCo aims to reach $40 million in adjusted EBITDA by February 2030, based solely on organic growth [7] 6. **Operational Segments**: NewCo will consist of four reporting segments: Building Solutions, Business Services, Energy Services, and Investments [7] 7. **Strategic Advantages**: The merger is expected to enhance stock trading liquidity, market capitalization, and provide better financing terms for acquisitions [6][9] 8. **Management Structure**: The management team from both companies will lead NewCo, maintaining a decentralized operating model and a value-oriented acquisition strategy [10] Additional Important Information 1. **Regulatory Approval**: The merger is pending regulatory and shareholder approvals, anticipated to close in the second half of 2025 [6] 2. **Cost Savings Details**: Identified cost savings will come from eliminating duplicative functions, such as audits and public company costs [14][15] 3. **NOL Utilization**: NewCo will benefit from Hudson's substantial net operating losses (NOL), which will be utilized to offset taxable income [17] 4. **Market Positioning**: The merger aims to break out of "microcap purgatory," enhancing the visibility and liquidity of both companies in the market [55] 5. **Shareholder Vote**: A majority vote from both companies' shareholders is required for the merger to proceed [22][28] 6. **Dividends**: STAR's preferred stock will continue to pay dividends post-merger, with no changes to the terms [60] 7. **Future Growth Strategy**: Both companies plan to pursue organic growth and bolt-on acquisitions to enhance their market positions [37][39] This summary encapsulates the key points discussed during the conference call regarding the merger between Hudson Global and STAR Equity Holdings, highlighting the strategic rationale, expected benefits, and operational plans for the newly formed entity.

Hudson Global (HSON) Q1 2025 Earnings Call May 13, 2025 10:00 AM ET Company Participants Jeffrey Eberwein - CEOMatt Diamond - CFOJake Zabkowicz - Global CEO of Hudson RPO Conference Call Participants Marc Riddick - Business Services AnalystNone - Analyst Operator Good morning, and welcome to the Hudson Global Conference Call for the First Quarter of twenty twenty five. Our call today will be led by Chief Executive Officer, Jeff Eberwein Chief Financial Officer, Matt Diamond and Global CEO, Hudson RPO, Jake ...

Financial Data and Key Metrics Changes - For Q1 2025, the company reported revenue of $31.9 million, down 3.3% year over year in constant currency, while adjusted net revenue increased to $16.4 million, up 2.2% year over year in constant currency [5] - Adjusted EBITDA for Q1 was a loss of $700,000, an improvement from a loss of $1.5 million a year ago [5] - The net loss was $1.8 million or $0.59 per diluted share, compared to a net loss of $2.9 million or $0.95 per diluted share in the same period last year [5] Business Line Data and Key Metrics Changes - Revenue for the Americas business increased by 15%, with adjusted net revenue up 3% year over year in constant currency [8] - Asia Pacific revenue decreased by 7%, but adjusted net revenue increased by 14% year over year in constant currency [8] - EMEA revenue decreased by 7% year over year in constant currency, with adjusted net revenue down 19% [9] Market Data and Key Metrics Changes - Overall days sales outstanding increased to 56 days as of March 31, 2025, compared to 51 days at December 31, 2024 [10] - The company ended Q1 with $17.2 million in cash, including $700,000 of restricted cash [10] Company Strategy and Development Direction - The company is focusing on a land and expand strategy to enhance geographical reach and service offerings [12] - A new Chief Digital Officer has been appointed to launch a digital division aimed at improving digital capabilities and enterprise strategies [12] - The company secured approximately $20 million of adjusted net revenue from renewals and extensions at existing clients, plus $2.4 million in new logo wins for the quarter [13] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the company's ability to position itself for strong future growth despite current macroeconomic uncertainties [6] - The management noted that while there was initial momentum entering Q1, uncertainty in the macro environment has created hesitation in hiring demands from clients [20] - The company is optimistic about future growth, particularly in regions like India and Latin America, while facing challenges in the US, China, and the UK [23] Other Important Information - The company has been investing in its capabilities in sales, marketing, and technology to enhance its competitive position [30] - The management is open to share repurchases and is considering various options for cash usage prioritization, including potential acquisitions [31][35] Q&A Session Summary Question: Impact of headlines on client reactions - Management noted that uncertainty in the macro environment has created hesitation in hiring demands from clients, impacting enterprise-level clients [19] Question: Geographic differences in activity levels - Management indicated that there is hesitation across all regions due to macroeconomic impacts, with some resilience seen in pharmaceuticals and financial services [22] Question: Digital launch details - The proprietary digital solution is expected to be available by the end of Q3 or beginning of Q4 2025 [43] Question: Seasonal spikes in renewals and expansions - Management acknowledged cyclical nature in contracts but emphasized ongoing efforts to expand services with existing clients [45] Question: Attrition rate and its implications - Management confirmed that the attrition rate is returning to historical levels, which could be a tailwind for the company [52] Question: Progress since the new CEO's appointment - The CEO expressed satisfaction with the progress made in building capabilities and investing in leadership, aiming to compete at a larger enterprise scale [56]