false000005667900000566792023-12-052023-12-05

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): December 5, 2023
_______________________________________________________
KORN FERRY
(Exact name of registrant as specified in its charter)
_______________________________________________________
Delaware001-1450595-2623879
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
1900 Avenue of the Stars, Suite 1500
Los Angeles, California 90067
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (310) 552-1834
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):
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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 ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per shareKFYNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company            o
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.            o



Item 2.02 Results of Operations and Financial Condition.
On December 6, 2023, Korn Ferry (the “Company”) issued a press release announcing its second quarter fiscal year 2024 results. A copy of the press release is attached hereto as Exhibit 99.1. The information in this Item 2.02 and the exhibit hereto are furnished to, but not filed with, the Securities and Exchange Commission.
Item 8.01 Other Events.
On December 5, 2023, the Board of Directors of the Company (the “Board”) (i) approved an increase of 83% of the Company's quarterly dividend, which is now $0.33 per share and (ii) declared a cash dividend of $0.33 per share that will be paid on January 12, 2024 to holders of the Company’s common stock of record at the close of business on December 21, 2023. The declaration and payment of future dividends under the quarterly dividend policy will be at the discretion of the Board and will depend upon many factors, including the Company’s earnings, capital requirements, financial conditions, the terms of the Company’s indebtedness and other factors that the Board may deem to be relevant. The Company may amend, revoke or suspend the dividend policy at any time and for any reason at its discretion.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits
Press Release, date December 6, 2023.
Exhibit 104The cover page from this Current Report on Form 8-K, formatted in Inline XBRL (included as Exhibit 101).



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.
KORN FERRY
(Registrant)
Date: December 6, 2023
/s/ Robert P. Rozek
(Signature)
Name:Robert P. Rozek
Title:Executive Vice President, Chief Financial Officer and
Chief Corporate Officer


Exhibit 99.1
a12.jpg
FOR IMMEDIATE RELEASEContacts:
Investor Relations: Tiffany Louder, (214) 310-8407
Media: Dan Gugler, (310) 226-2645
Korn Ferry Announces Second Quarter Fiscal 2024
Results of Operations
Highlights
Korn Ferry reports Q2 FY'24 fee revenue of $704.0 million, a decrease of 3% (5% at constant currency) from Q2 FY'23.
Net loss attributable to Korn Ferry was $1.7 million in Q2FY'24, which includes a $52.8 million charge, net of tax, primarily relating to restructuring actions taken to realign our workforce due to the current challenging macroeconomic business environment, while diluted loss per share and adjusted diluted earnings per share were $0.04 and $0.97 in Q2 FY'24, respectively.
Operating income was $22.8 million (operating margin of 3.2%) and Adjusted EBITDA was $98.5 million (Adjusted EBITDA margin of 14.0%), in Q2 FY'24.
Continued fee revenue resilience in both Consulting and Digital, with each business reporting year-over-year growth of almost 3% in Q2 FY'24.
Strong new business wins in RPO totaling $141 million with $88 million in renewals and $53 million in new logos.
On December 5, 2023, the Company increased its regular quarterly cash dividend by 83% to $0.33 per share, which is payable on January 12, 2024 to stockholders of record on December 21, 2023.

Los Angeles, CA, December 6, 2023 – Korn Ferry (NYSE: KFY), a global organizational consulting firm, today announced second quarter fee revenue of $704.0 million. In addition, second quarter diluted loss per share was $0.04 and adjusted diluted earnings per share was $0.97. Diluted earnings per share includes a $52.8 million, or $1.01 per share, net of tax charge, primarily relating to restructuring actions taken to realign our workforce due to the current challenging macroeconomic business environment that is excluded from adjusted earnings per share.
“During the fiscal second quarter we generated $704 million in fee revenue, down 3% year-over-year. Despite a persistent, uneven economic environment, earnings and profitability held steady sequentially as we delivered $99 million of Adjusted EBITDA, at a 14% margin,” said Gary D. Burnison, CEO, Korn Ferry.
“I’m very proud of our organization and how we continue to develop increasingly relevant solutions in a rapidly changing world. In particular, our Consulting and Digital businesses now generate almost 40% of our top line, with Digital achieving all-time record revenue at constant currency during the quarter. Throughout history, change is a catalyst for opportunity. It’s times like these when great companies make their best moves – and Korn Ferry is a great company.”

1

capture.jpg
Selected Financial Results
(dollars in millions, except per share amounts) (a)
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Fee revenue$704.0 $727.8 $1,403.2 $1,423.8 
Total revenue$712.4 $735.7 $1,418.7 $1,438.9 
Operating income$22.8 $119.6 $79.6 $231.2 
Operating margin3.2 %16.4 %5.7 %16.2 %
Net (loss) income attributable to Korn Ferry
$(1.7)$73.5 $44.9 $150.8 
Basic (loss) earnings per share
$(0.04)$1.39 $0.86 $2.85 
Diluted (loss) earnings per share
$(0.04)$1.38 $0.86 $2.83 
Adjusted Results (b):Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Adjusted EBITDA$98.5 $131.1 $194.2 $263.3 
Adjusted EBITDA margin14.0 %18.0 %13.8 %18.5 %
Adjusted net income attributable to Korn Ferry$51.0 $76.1 $102.5 $156.1 
Adjusted basic earnings per share$0.98 $1.44 $1.97 $2.95 
Adjusted diluted earnings per share$0.97 $1.43 $1.96 $2.93 
______________________
(a)Numbers may not total due to rounding.
(b)Adjusted EBITDA refers to earnings before interest, taxes, depreciation and amortization, further adjusted to exclude integration/acquisition costs, impairment of fixed assets, impairment of right of use assets and restructuring charges, net when applicable. Adjusted results on a consolidated basis are non-GAAP financial measures that adjust for the following, as applicable (see attached reconciliations):
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Integration/acquisition costs$5.0 $3.4 $9.2 $7.0 
Impairment of fixed assets$1.5 $— $1.6 $— 
Impairment of right of use assets$— $— $1.6 $— 
Restructuring charges, net$63.5 $— $63.9 $— 
The Company reported fee revenue in Q2 FY'24 of $704.0 million, a year-over-year decrease of 3% (down 5% on a constant currency basis). Fee revenue decreased primarily due to decreases in our permanent placement talent acquisition offerings, which includes Executive Search, Professional Search Permanent Placement and RPO, due to a decline in demand driven by global economic and other factors. This was partially offset by increases in the Interim portion of Professional Search & Interim, resulting from the acquisition of Salo ('the acquisition") which was effective February 1, 2023, and increases in fee revenue in Consulting and Digital.
Operating margin was 3.2% in Q2 FY'24, compared to 16.4% in the year-ago quarter. Adjusted EBITDA margin was 14.0% in Q2 FY'24, compared to 18.0% in the year-ago quarter. Net loss attributable to Korn Ferry was $1.7 million in Q2 FY'24, compared to net income attributable to Korn Ferry of $73.5 million in Q2 FY'23 and Adjusted EBITDA was $98.5 million in Q2 FY'24 compared to $131.1 million in Q2 FY'23.
Operating income decreased primarily due to 1) restructuring charges, net recorded in Q2 FY'24 in order to align our workforce to eliminate excess capacity resulting from the challenging macroeconomic business environment, 2) the decrease in fee revenue discussed above, and 3) higher cost of services expense associated with the recently acquired Interim businesses, partially offset by a decrease in compensation and benefits expense driven by reduced headcount and other cost control measures. Net income attributable to Korn Ferry decreased due to the same factors discussed above, partially offset by lower income tax provision.
Adjusted EBITDA decreased due to the same factors discussed above, with the exception of restructuring charges.
2

capture.jpg
Results by Line of Business
Selected Consulting Data
(dollars in millions) (a)
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Fee revenue$177.8 $173.1 $345.9 $339.6 
Total revenue$181.0 $175.8 $351.7 $344.6 
Ending number of consultants and execution staff (b)1,780 1,899 1,780 1,899 
Hours worked in thousands (c)431 467 858 926 
Average bill rate (d)$413 $371 $403 $367 
Adjusted Results (e):Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Adjusted EBITDA$28.9 $31.1 $54.1 $60.6 
Adjusted EBITDA margin16.3 %18.0 %15.6 %17.9 %
______________________
(a)Numbers may not total due to rounding.
(b)Represents number of employees originating, delivering and executing consulting services.
(c)The number of hours worked by consultant and execution staff during the period.
(d)The amount of fee revenue divided by the number of hours worked by consultants and execution staff.
(e)Adjusted results exclude the following:
Second Quarter
Year to Date
FY’24FY’23
FY’24
FY’23
Impairment of right of use assets$— $— $0.6 $— 
Restructuring charges, net$17.6 $— $17.8 $— 
Fee revenue was $177.8 million in Q2 FY'24 compared to $173.1 million in Q2 FY'23, an increase of $4.7 million or 3% (up 1% on a constant currency basis). The increase in Consulting fee revenue was driven by growth in our organizational strategy and assessment & succession solutions.
Adjusted EBITDA was $28.9 million in Q2 FY'24 with an Adjusted EBITDA margin of 16.3% compared to Adjusted EBITDA of $31.1 million with an Adjusted EBITDA margin of 18.0%, in the year-ago quarter. This decrease in Adjusted EBITDA resulted primarily from increases in compensation and benefits expense and cost of services, partially offset by an increase in Consulting fee revenue.
3

capture.jpg
Selected Digital Data
(dollars in millions) (a)
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Fee revenue$97.1 $94.3 $185.1 $178.1 
Total revenue$97.2 $94.6 $185.2 $178.4 
Ending number of consultants284 365 284 365 
Subscription & License fee revenue$32.4 $28.9 $64.9 $58.5 
Adjusted Results (b):
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Adjusted EBITDA$29.0 $27.5 $53.3 $51.7 
Adjusted EBITDA margin29.9 %29.2 %28.8 %29.0 %
______________________
(a)Numbers may not total due to rounding.
(b)Adjusted results exclude the following:
Second Quarter
Year to Date
FY’24FY’23
FY’24
FY’23
Impairment of fixed assets
$1.5 $— $1.5 $— 
Restructuring charges, net$8.9 $— $8.9 $— 
Fee revenue was $97.1 million in Q2 FY'24 compared to $94.3 million in Q2 FY'23, an increase of $2.8 million or 3% (up 1% on a constant currency basis). The increase was driven by increases in total rewards, organizational strategy and sales effectiveness offerings.
Adjusted EBITDA was $29.0 million in Q2 FY'24 with an Adjusted EBITDA margin of 29.9% compared to $27.5 million and 29.2%, respectively, in the year-ago quarter.
4

capture.jpg
Selected Executive Search Data(a)
(dollars in millions) (b)
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Fee revenue$203.0 $218.4 $408.2 $451.1 
Total revenue$204.8 $220.4 $412.4 $454.9 
Ending number of consultants586 621 586 621 
Average number of consultants599 620 594 604 
Engagements billed3,488 4,054 5,555 6,386 
New engagements (c)1,479 1,637 2,982 3,319 
Adjusted Results (d):Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Adjusted EBITDA$39.7 $54.5 $82.2 $116.7 
Adjusted EBITDA margin19.6 %25.0 %20.1 %25.9 %
______________________
(a)Executive Search is the sum of the individual Executive Search Reporting Segments described in our annual and quarterly reporting on Forms 10-K and 10-Q and is presented on a consolidated basis as it is consistent with the Company’s discussion of its Lines of Business, and financial metrics used by the Company’s investor base.
(b)Numbers may not total due to rounding.
(c)Represents new engagements opened in the respective period.
(d)Executive Search Adjusted EBITDA and Adjusted EBITDA margin are non-GAAP financial measures that adjust for the following:
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Impairment of fixed assets$— $— $0.1 $— 
Impairment of right of use assets$— $— $0.9 $— 
Restructuring charges, net$25.7 $— $25.9 $— 
Fee revenue was $203.0 million and $218.4 million in Q2 FY'24 and Q2 FY'23, respectively, a year-over-year decrease of $15.4 million or 7% (down 9% on a constant currency basis). The decrease in fee revenue was primarily driven by a decline in executive search activity, resulting from the uncertain and challenging economic environment.
Adjusted EBITDA was $39.7 million in Q2 FY'24 with an Adjusted EBITDA margin of 19.6% compared to Adjusted EBITDA of $54.5 million and an Adjusted EBITDA margin of 25.0%, respectively, in the year-ago quarter. The decrease in Adjusted EBITDA was primarily due to the decrease in fee revenue discussed above.
5

capture.jpg
Selected Professional Search & Interim Data
(dollars in millions) (a)
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Fee revenue$138.4 $134.7 $280.6 $233.7 
Total revenue$139.5 $135.8 $282.5 $235.8 
Permanent Placement:
Fee revenue$56.5 $79.5 $114.8 $153.6 
Engagements billed (b)2,018 3,006 3,455 4,709 
New engagements (c)1,184 1,816 2,419 3,662 
Ending number of consultants (d)383 527 383 527 
Interim:
Fee revenue$81.9 $55.3 $165.8 $80.1 
Average bill rate (e)$126 $107 $124 $111 
Average weekly billable consultants (f)1,336 1,111 1,387 787 
Adjusted Results (g):Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Adjusted EBITDA$25.6 $32.5 $50.0 $61.6 
Adjusted EBITDA margin18.5 %24.1 %17.8 %26.4 %
_____________________
(a)Numbers may not total due to rounding.
(b)Represents engagements billed for professional search.
(c)Represents new engagements opened for professional search in the respective period.
(d)Represents number of employees originating professional search.
(e)Fee revenue from interim divided by the number of hours worked by consultants.
(f)The number of billable consultants based on a weekly average in the respective period.
(g)Adjusted results exclude the following:
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Integration/acquisition costs$4.9 $2.5 $8.9 $5.0 
Restructuring charges, net$3.8 $— $3.8 $— 
Fee revenue was $138.4 million in Q2 FY'24, an increase of $3.7 million or 3% (up 2% on a constant currency basis) compared to the year-ago quarter. The increase in fee revenue was mainly driven by additional fee revenue from the acquisition, partially offset by a decrease in permanent placement fee revenue.
Adjusted EBITDA was $25.6 million in Q2 FY'24 with an Adjusted EBITDA margin of 18.5% compared to $32.5 million and 24.1%, respectively, in the year-ago quarter. The decrease in Adjusted EBITDA and Adjusted EBITDA margin was primarily due to a change in the revenue mix, with increases in fee revenue from the acquisition, partially offset by the decreases in permanent placement fee revenue.

6

capture.jpg
Selected Recruitment Process Outsourcing ("RPO") Data
(dollars in millions) (a)
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Fee revenue$87.7 $107.3 $183.4 $221.2 
Total revenue$90.1 $109.1 $186.9 $225.2 
Remaining revenue under contract (b)$680.5 $922.8 $680.5 $922.8 
RPO new business (c)$140.9 $290.3 $189.1 $438.7 
Adjusted Results (d):Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Adjusted EBITDA$8.9 $16.0 $19.3 $33.7 
Adjusted EBITDA margin10.1 %14.9 %10.5 %15.2 %
______________________
(a)Numbers may not total due to rounding.
(b)Estimated fee revenue associated with signed contracts for which revenue has not yet been recognized.
(c)Estimated total value of a contract at the point of execution of the contract.
(d)Adjusted results exclude the following:
Second QuarterYear to Date
FY’24FY’23FY’24FY’23
Impairment of right of use assets$— $— $0.1 $— 
Restructuring charges, net$7.2 $— $7.2 $— 
Fee revenue was $87.7 million in Q2 FY'24, a decrease of $19.6 million or 18% (down 20% on a constant currency basis) compared to the year-ago quarter. RPO fee revenue decreased due to reduced demand for the number of placements being requested by existing clients as a result of the challenging economic environment.
Adjusted EBITDA was $8.9 million in Q2 FY'24 with an Adjusted EBITDA margin of 10.1% compared to $16.0 million and 14.9%, respectively, in the year-ago quarter. The decrease in Adjusted EBITDA was primarily due to the decline in demand and fee revenue driven by global economic factors, partially offset by a decrease in compensation and benefit expenses due in large part to a decrease in the average headcount compared to the year-ago quarter.

7

capture.jpg
Outlook
Assuming no new major pandemic related lockdowns or further changes in worldwide geopolitical conditions, economic conditions, financial markets or foreign exchange rates, on a consolidated basis:
Q3 FY’24 fee revenue is expected to be in the range of $645 million and $665 million; and
Q3 FY’24 diluted earnings per share is expected to range between $0.87 to $0.95.
On a consolidated adjusted basis:
Q3 FY’24 adjusted diluted earnings per share is expected to be in the range from $0.96 to $1.02.
Q3 FY’24
Earnings Per Share Outlook
LowHigh
Consolidated diluted earnings per share$0.87 $0.95 
Integration/acquisition and restructuring charges
0.13 0.09 
Tax Rate Impact(0.04)(0.02)
Consolidated adjusted diluted earnings per share(1)
$0.96 $1.02 
______________________
(1)Consolidated adjusted diluted earnings per share is a non-GAAP financial measure that excludes the items listed in the table.
Earnings Conference Call Webcast
The earnings conference call will be held today at 12:00 PM (EST) and hosted by CEO Gary Burnison, CFO Robert Rozek, SVP Business Development & Analytics Gregg Kvochak and VP Investor Relations Tiffany Louder. The conference call will be webcast and available online at ir.kornferry.com. We will also post to this section of our website earnings slides, which will accompany our webcast, and other important information, and encourage you to review the information that we make available on our website.
8

capture.jpg
About Korn Ferry
Korn Ferry is a global organizational consulting firm. We help clients synchronize strategy and talent to drive superior performance. We work with organizations to design their structures, roles, and responsibilities. We help them hire the right people to bring their strategy to life. And we advise them on how to reward, develop, and motivate their people. Visit kornferry.com for more information.
Forward-Looking Statements
Statements in this press release and our conference call that relate to our outlook, projections, goals, strategies, future plans and expectations, including statements relating to expected demand for and relevance of our products and services, our workforce reduction plan, and other statements of future events or conditions are forward-looking statements that involve a number of risks and uncertainties. Words such as “believes”, “expects”, “anticipates”, “goals”, “estimates”, “guidance”, “may”, “should”, “could”, “will” or “likely”, and variations of such words and similar expressions are intended to identify such forward-looking statements. Readers are cautioned not to place undue reliance on such statements. Such statements are based on current expectations; actual results in future periods may differ materially from those currently expected or desired because of a number of risks and uncertainties that are beyond the control of Korn Ferry. The potential risks and uncertainties include those relating to global and local political and or economic developments in or affecting countries where we have operations, such as inflation, interest rates, global slowdowns, or recessions, competition, geopolitical tensions, shifts in global trade patterns, changes in demand for our services as a result of automation, dependence on and costs of attracting and retaining qualified and experienced consultants, impact of inflationary pressures on our profitability, our ability to maintain relationships with customers and suppliers and retaining key employees, maintaining our brand name and professional reputation, potential legal liability and regulatory developments, portability of client relationships, consolidation of or within the industries we serve, changes and developments in government laws and regulations, evolving investor and customer expectations with regard to environmental, social and governance matters, currency fluctuations in our international operations, risks related to growth, alignment of our cost structure, including as a result of recent workforce, real estate, and other restructuring initiatives, restrictions imposed by off-limits agreements, reliance on information processing systems, cyber security vulnerabilities or events, changes to data security, data privacy, and data protection laws, dependence on third parties for the execution of critical functions, limited protection of our intellectual property ("IP"), our ability to enhance, develop and respond to new technology, including artificial intelligence, our ability to successfully recover from a disaster or other business continuity problems, employment liability risk, an impairment in the carrying value of goodwill and other intangible assets, treaties, or regulations on our business and our Company, deferred tax assets that we may not be able to use, our ability to develop new products and services, changes in our accounting estimates and assumptions, the utilization and billing rates of our consultants, seasonality, the expansion of social media platforms, the ability to effect acquisitions and integrate acquired businesses, including Salo, resulting organizational changes, our indebtedness, those relating to the ultimate magnitude and duration of any pandemic or outbreaks. For a detailed description of risks and uncertainties that could cause differences from our expectations, please refer to Korn Ferry’s periodic filings with the Securities and Exchange Commission. Korn Ferry disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Use of Non-GAAP Financial Measures
This press release contains financial information calculated other than in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). In particular, it includes:
Adjusted net income attributable to Korn Ferry, adjusted to exclude integration/acquisition costs, impairment of fixed assets, impairment of right of use assets and restructuring charges, net of income tax effect;
Adjusted basic and diluted earnings per share, adjusted to exclude integration/acquisition costs, impairment of fixed assets, impairment of right of use assets and restructuring charges, net of income tax effect;
Constant currency (calculated using a quarterly average) percentages that represent the percentage change that would have resulted had exchange rates in the prior period been the same as those in effect in the current period;
Consolidated and Executive Search Adjusted EBITDA, which is earnings before interest, taxes, depreciation and amortization, further adjusted to exclude integration/acquisition costs, impairment of fixed assets, impairment of right of use assets and restructuring charges, net when applicable, and Consolidated and Executive Search Adjusted EBITDA margin.
This non-GAAP disclosure has limitations as an analytical tool, should not be viewed as a substitute for financial information determined in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of the Company’s results as reported under GAAP, nor is it necessarily comparable to non-GAAP performance measures that may be presented by other companies.
9

capture.jpg
Management believes the presentation of non-GAAP financial measures in this press release provides meaningful supplemental information regarding Korn Ferry’s performance by excluding certain charges that may not be indicative of Korn Ferry’s ongoing operating results. These non-GAAP financial measures are performance measures and are not indicative of the liquidity of Korn Ferry. These charges, which are described in the footnotes in the attached reconciliations, represent 1) costs we incurred to acquire and integrate a portion of our Professional Search & Interim business, 2) impairment of fixed assets primarily due to software impairment charge in our Digital segment, 3) impairment of right of use assets due to the decision to terminate and sublease some of our offices and 4) Restructuring charges, net to align workforce to the challenging macroeconomic business environment arising from persistent inflationary pressures, rising interest rates and global economic and geopolitical uncertainty. The use of non-GAAP financial measures facilitates comparisons to Korn Ferry’s historical performance. Korn Ferry includes non-GAAP financial measures because management believes they are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its evaluation of Korn Ferry’s ongoing operations and financial and operational decision-making. Adjusted net income attributable to Korn Ferry, adjusted basic and diluted earnings per share and Consolidated and Executive Search Adjusted EBITDA, exclude certain charges that management does not consider on-going in nature and allows management and investors to make more meaningful period-to-period comparisons of the Company’s operating results. Management further believes that Consolidated and Executive Search Adjusted EBITDA is useful to investors because it is frequently used by investors and other interested parties to measure operating performance among companies with different capital structures, effective tax rates and tax attributes and capitalized asset values, all of which can vary substantially from company to company. In the case of constant currency percentages, management believes the presentation of such information provides useful supplemental information regarding Korn Ferry's performance as excluding the impact of exchange rate changes on Korn Ferry's financial performance allows investors to make more meaningful period-to-period comparisons of the Company’s operating results, to better identify operating trends that may otherwise be masked or distorted by exchange rate changes and to perform related trend analysis, and provides a higher degree of transparency of information used by management in its evaluation of Korn Ferry's ongoing operations and financial and operational decision-making.
[Tables attached]
10


KORN FERRY AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share amounts)
Three Months Ended
 October 31,
Six Months Ended
 October 31,
2023202220232022
(unaudited)
Fee revenue$704,003 $727,849 $1,403,192 $1,423,752 
Reimbursed out-of-pocket engagement expenses8,444 7,870 15,517 15,115 
Total revenue712,447 735,719 1,418,709 1,438,867 
Compensation and benefits453,859 464,766 933,740 930,392 
General and administrative expenses65,737 65,086 131,654 129,543 
Reimbursed expenses8,444 7,870 15,517 15,115 
Cost of services78,512 61,257 155,702 99,249 
Depreciation and amortization19,554 17,093 38,566 33,322 
Restructuring charges, net63,525 — 63,946 — 
Total operating expenses689,631 616,072 1,339,125 1,207,621 
Operating income22,816 119,647 79,584 231,246 
Other loss, net
(13,835)(9,048)(258)(8,273)
Interest expense, net(6,596)(7,098)(11,336)(14,710)
Income before provision for income taxes2,385 103,501 67,990 208,263 
Income tax provision2,341 28,886 20,761 55,112 
Net income44 74,615 47,229 153,151 
Net income attributable to noncontrolling interest(1,755)(1,074)(2,335)(2,363)
Net (loss) income attributable to Korn Ferry
$(1,711)$73,541 $44,894 $150,788 
(Loss) earnings per common share attributable to Korn Ferry:
Basic$(0.04)$1.39 $0.86 $2.85 
Diluted$(0.04)$1.38 $0.86 $2.83 
Weighted-average common shares outstanding:
Basic51,328 51,868 51,131 51,820 
Diluted51,328 52,005 51,401 52,143 
Cash dividends declared per share:$0.18 $0.15 $0.36 $0.30 



KORN FERRY AND SUBSIDIARIES
FINANCIAL SUMMARY BY REPORTING SEGMENT
(dollars in thousands)
(unaudited)
Three Months Ended October 31,Six Months Ended October 31,
20232022% Change 20232022% Change
Fee revenue:
Consulting$177,795 $173,092 2.7 %$345,883 $339,576 1.9 %
Digital97,092 94,329 2.9 %185,078 178,090 3.9 %
Executive Search:
North America132,512 142,485 (7.0)%260,010 294,029 (11.6 %)
EMEA43,098 44,645 (3.5)%89,874 91,701 (2.0 %)
Asia Pacific19,304 23,408 (17.5)%43,843 49,789 (11.9 %)
Latin America8,079 7,821 3.3 %14,500 15,629 (7.2 %)
Total Executive Search (a)
202,993 218,359 (7.0)%408,227 451,148 (9.5 %)
Professional Search & Interim138,384 134,743 2.7 %280,563 233,690 20.1 %
RPO87,739 107,326 (18.3)%183,441221,248(17.1 %)
Total fee revenue704,003 727,849 (3.3)%1,403,192 1,423,752 (1.4 %)
Reimbursed out-of-pocket engagement expenses8,444 7,870 7.3 %15,517 15,115 2.7 %
Total revenue$712,447 $735,719 (3.2)%$1,418,709 $1,438,867 (1.4 %)
(a)Total Executive Search is the sum of the individual Executive Search Reporting Segments and is presented on a consolidated basis as it is consistent with the Company’s discussion of its Lines of Business, and financial metrics used by the Company’s investor base.



KORN FERRY AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except per share amounts)
October 31,
2023
April 30,
2023
(unaudited)
ASSETS
Cash and cash equivalents$620,836 $844,024 
Marketable securities26,149 44,837 
Receivables due from clients, net of allowance for doubtful accounts of $47,574 and $44,377 at October 31, 2023 and April 30, 2023, respectively592,208 569,601 
Income taxes and other receivables66,073 67,512 
Unearned compensation62,533 63,476 
Prepaid expenses and other assets53,741 49,219 
Total current assets1,421,540 1,638,669 
Marketable securities, non-current196,860 179,040 
Property and equipment, net165,815 161,876 
Operating lease right-of-use assets, net122,621 142,690 
Cash surrender value of company-owned life insurance policies, net of loans202,094 197,998 
Deferred income taxes101,099 102,057 
Goodwill907,563 909,491 
Intangible assets, net101,423 114,426 
Unearned compensation, non-current119,357 103,607 
Investments and other assets22,589 24,590 
Total assets$3,360,961 $3,574,444 
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable$46,375 $53,386 
Income taxes payable19,446 19,969 
Compensation and benefits payable327,129 532,934 
Operating lease liability, current42,774 45,821 
Other accrued liabilities328,395 324,150 
Total current liabilities764,119 976,260 
Deferred compensation and other retirement plans406,220 396,534 
Operating lease liability, non-current100,321 119,220 
Long-term debt396,565 396,194 
Deferred tax liabilities6,629 5,352 
Other liabilities26,607 27,879 
Total liabilities1,700,461 1,921,439 
Stockholders' equity
Common stock: $0.01 par value, 150,000 shares authorized, 77,505 and 76,693 shares issued and 52,656 and 52,269 shares outstanding at October 31, 2023 and April 30, 2023, respectively435,340 429,754 
Retained earnings1,336,686 1,311,081 
Accumulated other comprehensive loss, net(115,873)(92,764)
Total Korn Ferry stockholders' equity1,656,153 1,648,071 
Noncontrolling interest4,347 4,934 
Total stockholders' equity1,660,500 1,653,005 
Total liabilities and stockholders' equity$3,360,961 $3,574,444 






KORN FERRY AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
(dollars in thousands, except per share amounts)
(unaudited)
Three Months Ended
October 31,
Six Months Ended
October 31,
2023202220232022
Net (loss) income attributable to Korn Ferry
$(1,711)$73,541 $44,894 $150,788 
Net income attributable to non-controlling interest1,755 1,074 2,335 2,363 
Net income44 74,615 47,229 153,151 
Income tax provision2,341 28,886 20,761 55,112 
Income before provision for income taxes2,385 103,501 67,990 208,263 
Other loss, net
13,835 9,048 258 8,273 
Interest expense, net6,596 7,098 11,336 14,710 
Operating income22,816 119,647 79,584 231,246 
Depreciation and amortization19,554 17,093 38,566 33,322 
Other loss, net
(13,835)(9,048)(258)(8,273)
Integration/acquisition costs (1)5,030 3,411 9,158 7,016 
Impairment of fixed assets (2)1,452 — 1,575 — 
Impairment of right of use assets (3)— — 1,629 — 
Restructuring charges, net (4)63,525 — 63,946 — 
Adjusted EBITDA$98,542 $131,103 $194,200 $263,311 
Operating margin3.2 %16.4 %5.7 %16.2 %
Depreciation and amortization2.8 %2.3 %2.7 %2.4 %
Other loss, net
(1.9)%(1.2)%0.0 %(0.6)%
Integration/acquisition costs (1)0.7 %0.5 %0.7 %0.5 %
Impairment of fixed assets (2)0.2 %— %0.1 %— %
Impairment of right of use assets (3)— %— %0.1 %— %
Restructuring charges, net (4)9.0 %— %4.5 %— %
Adjusted EBITDA margin14.0 %18.0 %13.8 %18.5 %
Net (loss) income attributable to Korn Ferry
$(1,711)$73,541 $44,894 $150,788 
Integration/acquisition costs (1)5,030 3,411 9,158 7,016 
Impairment of fixed assets (2)1,452 — 1,575 — 
Impairment of right of use assets (3)— — 1,629 — 
Restructuring charges, net (4)63,525 — 63,946 — 
Tax effect on the adjusted items (5)(17,252)(812)(18,671)(1,705)
Adjusted net income attributable to Korn Ferry$51,044 $76,140 $102,531 $156,099 
Basic (loss) earnings per common share
$(0.04)$1.39 $0.86 $2.85 
Integration/acquisition costs (1)0.10 0.07 0.18 0.13 
Impairment of fixed assets (2)0.03 — 0.03 — 
Impairment of right of use assets (3)— — 0.03 — 
Restructuring charges, net (4)1.24 — 1.24 — 
Tax effect on the adjusted items (5)(0.35)(0.02)(0.37)(0.03)
Adjusted basic earnings per share$0.98 $1.44 $1.97 $2.95 
Diluted (loss) earnings per common share
$(0.04)$1.38 $0.86 $2.83 
Integration/acquisition costs (1)0.10 0.07 0.18 0.13 
Impairment of fixed assets (2)0.03 — 0.03 — 
Impairment of right of use assets (3)— — 0.03 — 
Restructuring charges, net (4)1.23 — 1.23 — 
Tax effect on the adjusted items (5)(0.35)(0.02)(0.37)(0.03)
Adjusted diluted earnings per share$0.97 $1.43 $1.96 $2.93 
Explanation of Non-GAAP Adjustments
(1)Costs associated with previous acquisitions, such as legal and professional fees, retention awards and the on-going integration expenses to combine the companies.
(2)Costs associated with impairment of fixed assets primarily due to software impairment charge in our Digital segment.
(3)Costs associated with impairment of right-of-use assets due to terminating and deciding to sublease some of our office leases.
(4)Restructuring charges incurred to align our workforce to eliminate excess capacity resulting from the challenging macroeconomic business environment.
(5)Tax effect on integration/acquisition costs, impairment of fixed assets and right of use assets, and restructuring charges, net.






KORN FERRY AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES - CONTINUED
(unaudited)
Three Months Ended October 31,
20232022
Fee revenueTotal revenueAdjusted EBITDAAdjusted EBITDA marginFee revenueTotal revenueAdjusted EBITDAAdjusted EBITDA margin
(dollars in thousands)
Consulting$177,795 $180,953 $28,928 16.3 %$173,092 $175,845 $31,089 18.0 %
Digital97,092 97,157 28,983 29.9 %94,329 94,577 27,524 29.2 %
Executive Search:
North America132,512 133,933 29,436 22.2 %142,485 144,147 37,969 26.6 %
EMEA43,098 43,315 5,619 13.0 %44,645 44,919 8,081 18.1 %
Asia Pacific19,304 19,460 3,875 20.1 %23,408 23,523 5,834 24.9 %
Latin America8,079 8,085 805 10.0 %7,821 7,822 2,607 33.3 %
Total Executive Search202,993 204,793 39,735 19.6 %218,359 220,411 54,491 25.0 %
Professional Search & Interim138,384 139,455 25,622 18.5 %134,743 135,762 32,457 24.1 %
RPO87,739 90,089 8,855 10.1 %107,326 109,124 16,004 14.9 %
Corporate— — (33,581) — — (30,462) 
Consolidated$704,003 $712,447 $98,542 14.0 %$727,849 $735,719 $131,103 18.0 %

Six Months Ended October 31,
20232022
Fee revenueTotal revenueAdjusted EBITDAAdjusted EBITDA marginFee revenueTotal revenueAdjusted EBITDAAdjusted EBITDA margin
(dollars in thousands)
Consulting$345,883 $351,746 $54,108 15.6 %$339,576 $344,580 $60,639 17.9 %
Digital185,078 185,169 53,308 28.8 %178,090 178,392 51,702 29.0 %
Executive Search:
North America260,010 263,346 58,192 22.4 %294,029 297,031 81,718 27.8 %
EMEA89,874 90,450 11,257 12.5 %91,701 92,248 16,596 18.1 %
Asia Pacific43,843 44,070 10,190 23.2 %49,789 49,975 13,185 26.5 %
Latin America14,500 14,507 2,546 17.6 %15,629 15,631 5,224 33.4 %
Total Executive Search408,227 412,373 82,185 20.1 %451,148 454,885 116,723 25.9 %
Professional Search & Interim280,563 282,524 49,951 17.8 %233,690 235,814 61,618 26.4 %
RPO183,441 186,897 19,326 10.5 %221,248 225,196 33,713 15.2 %
Corporate— — (64,678) — — (61,084) 
Consolidated$1,403,192 $1,418,709 $194,200 13.8 %$1,423,752 $1,438,867 $263,311 18.5 %

v3.23.3
Document and Entity Information
Dec. 05, 2023
Cover [Abstract]  
Document Type 8-K
Document Period End Date Dec. 05, 2023
Entity Registrant Name KORN FERRY
Entity Incorporation, State or Country Code DE
Entity File Number 001-14505
Entity Tax Identification Number 95-2623879
Entity Address, Address Line One 1900 Avenue of the Stars
Entity Address, Address Line Two Suite 1500
Entity Address, City or Town Los Angeles
Entity Address, State or Province CA
Entity Address, Postal Zip Code 90067
City Area Code (310)
Local Phone Number 552-1834
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $0.01 per share
Trading Symbol KFY
Security Exchange Name NYSE
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0000056679

Korn Ferry (NYSE:KFY)
Gráfico Histórico do Ativo
De Mar 2024 até Abr 2024 Click aqui para mais gráficos Korn Ferry.
Korn Ferry (NYSE:KFY)
Gráfico Histórico do Ativo
De Abr 2023 até Abr 2024 Click aqui para mais gráficos Korn Ferry.