8-K 1 irm329.txt FORM 8-K 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 7, 2003 Hudson Highland Group, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-50129 59-3547281 (Commission File Number) (IRS Employer Identification No.) 622 Third Avenue New York, NY 10017 (Address of Principal Executive Offices) Registrant's telephone number, including area code (212) 351-7300 ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Financial Statements. None. (b) Pro Forma Financial Information. None. (c) Exhibits 99.1 Press Release of Hudson Highland Group, Inc. (the "Company") issued on May 7, 2003 relating to its first quarter earnings. ITEM 9. REGULATION FD DISCLOSURE. The following information is furnished under "Item 12. Results of Operations and Financial Condition," in accordance with SEC Release No. 33-8216. On May 7, 2003, the Company announced its financial results for the three months ended March 31, 2003. A copy of the press release issued by the Company relating thereto is furnished herewith as Exhibit 99.1. Included in the press release issued by the Company and furnished herewith as Exhibit 99.1 are certain non-GAAP financial measures. Historically, the Company's business has grown through acquisitions. As a result of this growth, the Company has incurred costs to integrate, restructure and reorganize both existing and acquired businesses. The Company has historically presented certain non-GAAP financial measures to exclude these types of costs. Management of the Company believes such non-GAAP financial measures are useful to investors assessing the financial condition and results of operations of the Company's core business operations. (All other items on this report are inapplicable.) 2
The following is a table of additional information related to the March 31, 2003 financial results. HUDSON HIGHLAND GROUP, INC. SEGMENT ANALYSIS (in thousands) (unaudited) For the Three Months Ended March 31, 2003 Americas Europe Asia Pac. Corporate Total -------- ------ --------- --------- ----- Hudson revenue $77,208 $84,932 $81,825 $243,965 Highland revenue 10,432 3,999 793 15,224 ------- ------- ------- -------- Total revenue $87,640 $88,931 $82,618 $259,189 ======= ======= ======= ======== Hudson gross margin $17,557 $37,637 $27,456 $ 82,650 Highland gross margin 10,432 3,699 751 14,882 ------- ------- ------- -------- Total gross margin $27,989 $41,336 $28,207 $ 97,532 ======= ======= ======= ======== Hudson adjusted EBITDA (1) $(2,190) $(8,079) $(1,067) $(11,336) Highland adjusted EBITDA (1) (2,354) (2,402) (345) (5,101) Corporate adjusted EBITDA (1) - - - $(4,964) (4,964) ------- ------- ------- ------- -------- Adjusted EBITDA (1) $(4,544) $(10,481) $(1,412) $(4,964) $(21,401) ======= ======== ======= ======= ======== For the Three Months Ended March 31, 2002 Hudson revenue $81,179 $84,821 $80,322 $246,322 Highland revenue 11,513 5,300 945 17,758 ------- ------- ------- -------- Total revenue $92,692 $90,121 $81,267 $ 264,080 ======= ======= ======= ======== Hudson gross margin $21,089 $41,219 $29,258 $ 91,566 Highland gross margin 11,513 5,300 945 17,758 ------- ------- ------- -------- Total gross margin $32,602 $46,519 $30,203 $ 109,324 ======= ======= ======= ========= Hudson adjusted EBITDA (1) $ 625 $(1,635) $ 4,077 $ 3,067 Highland adjusted EBITDA (1) (1,487) 38 132 (1,317) Corporate adjusted EBITDA (1) - - - $(7,250) (7,250) ------- ------- ------- ------- -------- Adjusted EBITDA (1) $ (862) $(1,597) $ 4,209 $(7,250) $ (5,500) ======= ======= ======= ======= ========= (1) Non-GAAP earnings before interest, income taxes, special charges and depreciation and amortization ("Adjusted EBITDA"), is presented to provide additional information about the Company's ability to meet its future debt service, capital expenditures and working capital requirements and is one of the measures that determines its ability to borrow under its credit facility. Adjusted EBITDA should not be considered in isolation or as a substitute for operating income, cash flows from operating activities and other income or cash flow statement data prepared in accordance with generally accepted accounting principles or as a measure of the Company's profitability or liquidity. Furthermore, adjusted EBITDA as presented above may not be comparable with similarly titled measures reported by other companies.
(All other items on this report are inapplicable.) 3 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. HUDSON HIGHLAND GROUP, INC.(Registrant) By: /s/ RICHARD W. PEHLKE ------------------------------------- Richard W. Pehlke Executive Vice Presidant and Chief Financial Officer Dated: May 13, 2003 Hudson Highland Group, Inc. Current Report on Form 8-K Exhibit Index Exhibit Number Description ------ ----------- 99.1 Press Release of Hudson Highland Group, Inc. issued on May 7, 2003 relating to its first quarter earnings. 4