CEB Reports First Quarter Results and Reaffirms 2013 Guidance

CEB Reports First Quarter Results and Reaffirms 2013 Guidance

CEB Reports Total Revenue Growth of 48.1%, Operating Cash Flow Growth of 9.1%, and CEB Segment Contract Value Growth of 11.9%


ARLINGTON, Va.--(BUSINESS WIRE)-- The Corporate Executive Board Company ("CEB" or the "Company") (NYS: CEB) today announces financial results for the first quarter ended March 31, 2013. Revenue increased 48.1% to $190.3 million in the first quarter of 2013 from $128.5 million in the first quarter of 2012. Net income in the first quarter of 2013 was $11.2 million, or $0.33 per diluted share, compared to $15.6 million, or $0.46 per diluted share, in the same period of 2012. Adjusted net income was $22.7 million and Non-GAAP diluted earnings per share were $0.67 in the first quarter of 2013 compared to $17.8 million and $0.53 in the same period of 2012, respectively.

"Our first quarter results reflect a very solid start to the year," said Tom Monahan, Chairman and CEO. "We saw continued growth in both of our operating segments and took important steps forward on our 2013 investment plan. Even though the operating environment still contains pockets of volatility, our teams continue to benefit from delivering valuable content, services, and solutions that unlock the potential of our member organizations."

OUTLOOK FOR 2013

The Company reaffirms its 2013 annual guidance as follows: Adjusted revenue of $825 to $845 million, revenue of $812 to $832 million, capital expenditures of $29 to $31 million, Non-GAAP diluted earnings per share of $2.85 to $3.15, an Adjusted EBITDA margin between 25.0% and 26.5%, and depreciation and amortization expense of $61 to $63 million. Adjusted revenue refers to revenue before the impact of the reduction of SHL revenue recognized in the post-acquisition period to reflect the adjustment of deferred revenue at the SHL acquisition date to fair value. The estimated reduction in 2013 revenue to reflect the impact of the deferred revenue fair value adjustment is approximately $13 million.

FIRST QUARTER SEGMENT HIGHLIGHTS

Since the August 2012 acquisition of SHL Group Holdings I Limited and its subsidiaries, the Company has had two operating segments, CEB and SHL. The CEB segment includes the historical CEB products and services provided to senior executives and their teams to drive corporate performance. The SHL segment includes the SHL products and services of cloud-based solutions for talent assessment and talent mobility as well as professional services that support those solutions. Personnel Decisions Research Institutes, Inc. ("PDRI"), a subsidiary acquired as part of the SHL acquisition, is included in the CEB segment. PDRI provides customized personnel assessment tools and services to various agencies of the US government.

CEB Segment

CEB segment revenue increased 15.3% in the first quarter of 2013 to $148.1 million from $128.5 million in the same period of 2012. There was $6.8 million of PDRI revenue included in CEB segment revenue in the first quarter of 2013. CEB segment Adjusted EBITDA in the first quarter of 2013 was $38.8 million compared to $34.0 million in the same period of 2012. CEB segment Adjusted EBITDA margin in the first quarter of 2013 was 26.2% of segment Adjusted revenue compared to 26.4% in the first quarter of 2012.

CEB segment Contract Value at March 31, 2013 increased 11.9% to $548.7 million compared to $490.2 million at March 31, 2012. CEB segment Wallet retention rate at March 31, 2013 was 100% compared to 99% at March 31, 2012. CEB segment Contract Value per member institution increased 6.1% at March 31, 2013 to $90,726 from $85,535 at March 31, 2012.

SHL Segment

SHL segment revenue was $42.1 million in the first quarter of 2013. SHL segment Adjusted EBITDA in the first quarter of 2013 was $8.4 million. SHL segment Adjusted EBITDA margin in the quarter was 17.9% of segment Adjusted revenue.

SHL segment Wallet retention rate at March 31, 2013 was 96%. Unlike CEB members, a majority of SHL customers do not typically enter into contracts for fixed periods, so Contract Value is not a relevant operating statistic for the SHL segment.

NON-GAAP FINANCIAL MEASURES

This press release and the accompanying tables, as well as earnings discussions, include a discussion of Adjusted revenue, Adjusted EBITDA, Adjusted EBITDA margin, Adjusted net income, and Non-GAAP diluted earnings per share, all of which are non-GAAP financial measures provided as a complement to the results provided in accordance with accounting principles generally accepted in the United States of America ("GAAP").

The term "Adjusted revenue" refers to revenue before impact of the reduction of SHL revenue recognized in the post-acquisition period to reflect the adjustment of deferred revenue at the SHL acquisition date to fair value (the "deferred revenue fair value adjustment").

The term "Adjusted EBITDA" refers to a financial measure that we define as net income before loss from discontinued operations, net of provision for income taxes; interest expense, net; depreciation and amortization; provision for income taxes; the impact of the deferred revenue fair value adjustment; acquisition related costs; share-based compensation; costs associated with exit activities; restructuring costs; and gain on acquisition.

The term "Adjusted EBITDA margin" refers to Adjusted EBITDA as a percentage of Adjusted revenue.

The term "Adjusted Net Income" refers to net income before loss from discontinued operations, net of provision for income taxes and excludes the after tax effects of the impact of the deferred revenue fair value adjustment, acquisition related costs, share-based compensation, amortization of acquisition related intangibles, costs associated with exit activities, restructuring costs, and gain on acquisition.

"Non-GAAP Diluted Earnings per Share" refers to diluted earnings per share before the per share effect of loss from discontinued operations, net of provision for income taxes and excludes the after tax per share effects of the impact of the deferred revenue fair value adjustment, acquisition related costs, share-based compensation, amortization of acquisition related intangibles, costs associated with exit activities, restructuring costs, and gain on acquisition.

We believe that these non-GAAP financial measures are relevant and useful supplemental information for evaluating our results of operations as compared from period to period and as compared to our competitors. We use these non-GAAP financial measures for internal budgeting and other managerial purposes, when publicly providing the Company's business outlook, and as a measurement for potential acquisitions. These non-GAAP financial measures are not defined in the same manner by all companies and therefore may not be comparable to other similar titled measures used by other companies.

These non-GAAP measures may be considered in addition to results prepared in accordance with GAAP, but they should not be considered a substitute for, or superior to, GAAP results. We intend to continue to provide these non-GAAP financial measures as part of our future earnings discussions and, therefore, the inclusion of these non-GAAP financial measures will provide consistency in our financial reporting.

A reconciliation of these non-GAAP measures to the most directly comparable GAAP measure is included in the accompanying tables.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements using words such as "estimates," "expects," "anticipates," "projects," "plans," "intends," "believes," "forecasts," and variations of such words or similar expressions are intended to identify forward-looking statements. In addition, all statements other than statements of historical fact are statements that could be deemed forward-looking statements, including but not limited to our 2013 annual guidance. You are hereby cautioned that these statements are based upon our expectations at the time we make them and may be affected by important factors including, among others, the factors set forth below and in our filings with the U.S. Securities and Exchange Commission ("SEC"), and consequently, actual operations and results may differ materially from the results discussed in the forward-looking statements. Our expectations, beliefs and projections are expressed in good faith and we believe there is a reasonable basis for them. Factors that could cause actual results to differ materially from those indicated by forward-looking statements include, among others, our dependence on renewals of our membership-based services, the sale of additional programs to existing members and our ability to attract new members, our potential failure to adapt to changing member needs and demands, our potential failure to develop and sell, or expand sales markets for our SHL tools and services, our potential inability to attract and retain a significant number of highly skilled employees or successfully manage succession planning issues, fluctuations in operating results, our potential inability to protect our intellectual property rights, our potential inability to adequately maintain and protect our information technology infrastructure and our member and client data, potential confusion about our rebranding, including our integration of the SHL brand, our potential exposure to loss of revenue resulting from our unconditional service guarantee, exposure to litigation related to our content, various factors that could affect our estimated income tax rate or our ability to use our existing deferred tax assets, changes in estimates, assumptions or revenue recognition policies used to prepare our consolidated financial statements, our potential inability to make, integrate and maintain acquisitions and investments, the amount and timing of the benefits expected from acquisitions and investments including our acquisition of SHL, our potential inability to effectively manage the risks associated with the indebtedness we incurred and the senior secured credit facilities we entered into in connection with our acquisition of SHL or any additional indebtedness we may incur in the future, our potential inability to effectively manage the risks associated with our international operations, including the risk of foreign currency exchange fluctuations, and our potential inability to effectively anticipate, plan for and respond to changing economic and financial markets conditions, especially in light of ongoing uncertainty in the worldwide economy, the US economy (including sequestration under the Budget Control Act of 2011), and possible volatility of our stock price. Various important factors that could cause our actual results to differ from our expected or historical results are discussed more fully in the "Management's Discussion and Analysis of Financial Condition and Results of Operations" and "Risk Factors" sections of our filings with the SEC, including, but not limited to, our 2012 Annual Report on Form 10-K filed on March 1, 2013. The forward-looking statements in this presentation are made as of May 1, 2013, and we undertake no obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise.

ABOUT CEB

CEB is the leading member-based advisory company. By combining the best practices of thousands of member companies with our advanced research methodologies and human capital analytics, we equip senior leaders and their teams with insight and actionable solutions to transform operations. This distinctive approach, pioneered by CEB, enables executives to harness peer perspectives and tap into breakthrough innovation without costly consulting or reinvention. The CEB member network includes more than 18,000 executives and the majority of top companies globally. In 2012, CEB acquired SHL, the leader in talent measurement solutions. Headquartered in London with offices in North and South America, Europe, the Middle East, Africa, Asia and Australia/New Zealand, SHL delivers more than 30 million assessments annually in over 30 languages, and supports more than 10,000 business customers. For more information visit www.executiveboard.com.

 
 
 
 
 

THE CORPORATE EXECUTIVE BOARD COMPANY
Financial Highlights and Other Operating Statistics

 
 
         

Selected

Percentage

Changes

 Three Months Ended

March 31,

  2013 2012
Financial Highlights: 
(In thousands, except per share data)
 
Revenue48.1%$190,272$128,467
Adjusted revenue51.6%$194,781$128,467
Net income(28.0)%$11,208$15,561
Adjusted EBITDA39.0%$47,182$33,951
Adjusted EBITDA margin24.2%26.4%
Adjusted net income27.1%$22,687$17,847
Diluted earnings per share(28.3)%$0.33$0.46
Non-GAAP diluted earnings per share26.4%$0.67$0.53
 
 
 
Other Operating Statistics:
CEB segment Contract Value (in thousands)*11.9%$548,706$490,213
CEB segment Member institutions5.5%6,0485,731
CEB segment Contract Value per member institution6.1%$90,726$85,535
CEB segment Wallet retention rate**100%99%
SHL segment Wallet retention rate***96%
 

* We define "CEB segment Contract Value," at the end of the quarter, as the aggregate annualized revenue attributed to all agreements in effect on such date, without regard to the remaining duration of any such agreement. CEB segment Contract Value does not include the impact of PDRI.

 

** We define "CEB segment Wallet retention rate," at the end of the quarter, as the total current year CEB segment Contract Value from prior year members as a percentage of the total prior year CEB segment Contract Value. The CEB segment Wallet retention rate does not include the impact of PDRI.

 

*** We define "SHL segment Wallet retention rate," at the end of the quarter on a constant currency basis, as the last current 12 months of total SHL segment Adjusted Revenue from prior year customers as a percentage of the prior 12 months of total SHL segment Adjusted Revenue.

 
 
 
 
 
 

THE CORPORATE EXECUTIVE BOARD COMPANY
Consolidated Statements of Operations
(In thousands, except per share data)

 
  Three Months Ended

March 31,

2013 2012
(Unaudited)
 
Revenue (1)$190,272$128,467
Costs and expenses:
Cost of services70,99143,651
Member relations and marketing55,65838,178
General and administrative25,21715,988
Acquisition related costs (2)998476
Depreciation and amortization 14,706  5,029 
Total costs and expenses 167,570  103,322 
 
Operating profit22,70225,145
Other (expense) income, net
Interest income and other (3)1,5521,547
Interest expense (6,400) (137)
Other (expense) income, net (4,848) 1,410 
Income before provision for income taxes17,85426,555
Provision for income taxes 6,646  10,994 
Net income$11,208 $15,561 
 
Basic earnings per share$0.34$0.47
Diluted earnings per share$0.33$0.46
 
Weighted average shares outstanding
Basic33,37933,327
Diluted33,79733,661
 
Percentages of Adjusted Revenue
Cost of services36.4%34.0%
Member relations and marketing28.6%29.7%
General and administrative12.9%12.4%
Depreciation and amortization7.6%3.9%
Operating profit11.7%19.6%
Adjusted EBITDA (4)24.2%26.4%

___________________________________________________________________________

(1) Net of a $4.5 million reduction to reflect the impact of the SHL deferred revenue fair value adjustment in the three months ended March 31, 2013.

(2) Acquisition related costs incurred in the three months ended March 31, 2013 primarily relate to the integration of SHL.

(3) Interest income and other in the three months ended March 31, 2013 includes a $0.8 million increase in the fair value of deferred compensation plan assets, interest income of $0.1 million, and $0.6 million of other income. Interest income and other in the three months ended March 31, 2012 includes a $1.1 million increase in the fair value of deferred compensation plan assets, $0.2 million of interest income, and a $0.2 million foreign currency gain.

(4) See "Non-GAAP Financial Measures" for further explanation.

 
 
 
 
 
 

THE CORPORATE EXECUTIVE BOARD COMPANY
Segment Operating Results
(In thousands)

 
 

Three Months Ended

March 31,

2013 2012
(Unaudited)
Adjusted Revenue(1)
CEB segment$148,139$128,467
SHL segment (2) 46,642   
$194,781 $128,467 
 
Adjusted EBITDA(1)
CEB segment$38,821$33,951
SHL segment 8,361   
$47,182 $33,951 
 
Adjusted EBITDA Margin(1)
CEB segment26.2%26.4%
SHL segment 17.9   
 24.2% 26.4%
 

(1) See "Non-GAAP Financial Measures" for further explanation.

(2) Includes a $4.5 million increase to revenue to reflect the impact of the SHL deferred revenue fair value adjustment in the three months ended March 31, 2013.

 
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THE CORPORATE EXECUTIVE BOARD COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)

 
 March 31, 2013  December 31, 2012
(Unaudited)
Assets
Current assets:
Cash and cash equivalents$141,991$72,699

Accounts receivable, net (1)

175,682239,599
Deferred income taxes, net15,44915,669
Deferred incentive compensation23,66519,984