Item 5. Market for Registrant’s Common Equity
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
Market Information
Our common stock is traded on the NASDAQ Global Select Market under the symbol “HURN.” As of February 16, 2021, there were 325 registered holders of record of Huron’s common stock. A number of Huron’s stockholders hold their shares in street name; therefore, the Company believes that there are substantially more beneficial owners of its common stock.
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Dividends
We have not declared or paid dividends on our common stock since we became a public company. Our board of directors re-evaluates this policy periodically. Any determination to pay cash dividends will be at the discretion of the board of directors and will be dependent upon our results of operations, financial condition, capital requirements, terms of our financing arrangements, and such other factors as the board of directors deems relevant. In addition, the amount of dividends we may pay is subject to the restricted payment provisions of our senior secured credit facility. See the Liquidity and Capital Resources section under Part II—Item 7. “Management's Discussion and Analysis of Financial Condition and Results of Operations” for further information on the restricted payment provisions of our senior secured credit facility.
Securities Authorized for Issuance Under Equity Compensation Plans
The information required by this item appears under Part III—Item 12. “Security Ownership of Certain Beneficial Owners and Management and Related Stockholders Matters.”
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
Our Stock Ownership Participation Program, 2012 Omnibus Incentive Plan, and 2004 Omnibus Stock Plan, which was replaced by the 2012 Omnibus Incentive Plan, permit the netting of common stock upon vesting of restricted stock awards to satisfy individual tax withholding requirements. During the quarter ended December 31, 2020, we reacquired 2,475 shares of common stock with a weighted average fair market value of $42.97 as a result of such tax withholdings.
In November 2020, our board of directors authorized a share repurchase program (the “2020 Share Repurchase Program”) permitting us to repurchase up to $50 million of our common stock through December 31, 2021. The 2020 Share Repurchase Program was authorized subsequent to the expiration of our prior share repurchase program (the “2015 Share Repurchase Program”) on October 31, 2020. The 2015 Share Repurchase Program permitted us to repurchase up to $125 million of our common stock through October 31, 2020. The amount and timing of repurchases under both share repurchase programs were determined by management and depended on a variety of factors, including the trading price of our common stock, capacity under our credit facility, general market and business conditions, and applicable legal requirements.
The following table provides information with respect to purchases we made of our common stock during the quarter ended December 31, 2020.
Period Total Number
of Shares Purchased (1)
Average Price
Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Dollar Value of Shares that May Yet Be Purchased under the Plans or Programs (2)
October 1, 2020 – October 31, 2020 1,496 $ 40.06 — $ —
November 1, 2020 – November 30, 2020 52,402 $ 45.18 52,402 $ 47,630,710
December 1, 2020 – December 31, 2020 59,743 $ 45.21 58,764 $ 44,974,137
Total 113,641 $ 45.13 111,166
(1) The number of shares repurchased included 1,496 shares in October 2020 and 979 shares in December 2020 to satisfy employee tax withholding requirements. No shares were repurchased in November 2020 to satisfy employee tax withholding requirements. These shares do not reduce the repurchase authority under the Share Repurchase Program.
(2) As of the end of the period.
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ITEM 6. SELECTED FINANCIAL DATA.
We have derived the following selected consolidated financial data as of and for the years ended December 31, 2016 through 2020 from our consolidated financial statements. The following data reflects the business acquisitions that we have completed through December 31, 2020. The results of operations for acquired businesses have been included in our results of operations since the date of their acquisitions. See Note 3 “Acquisitions” within the notes to our consolidated financial statements for additional information regarding our acquisitions. The following data also reflects the classification of discontinued operations.
The information set forth below is not necessarily indicative of the results of future operations and should be read in conjunction with Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the Consolidated Financial Statements and related notes included elsewhere in this Annual Report on Form 10-K.
Consolidated Statements of Operations
(in thousands, except per share data):
Year Ended December 31,
2020 2019 2018 2017 2016
Revenues and reimbursable expenses:
Revenues $ 844,127 $ 876,757 $ 795,125 $ 732,570 $ 726,272
Reimbursable expenses 26,887 88,717 82,874 75,175 71,712
Total revenues and reimbursable expenses 871,014 965,474 877,999 807,745 797,984
Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses) (1) :
Direct costs 592,428 575,602 521,537 454,806 437,556
Amortization of intangible assets and software development costs 5,366 5,375 4,247 10,932 15,140
Reimbursable expenses 26,918 88,696 82,923 75,436 71,749
Total direct costs and reimbursable expenses 624,712 669,673 608,707 541,174 524,445
Operating expenses and other losses (gains), net:
Selling, general and administrative expenses 170,686 203,071 180,983 175,364 160,204
Restructuring charges 20,525 1,855 3,657 6,246 9,592
Litigation and other losses (gains), net (150) (1,196) (2,019) 1,111 (1,990)
Depreciation and amortization (1)
24,277 28,365 34,575 38,213 31,499
Goodwill impairment charges 59,816 — — 253,093 —
Total operating expenses and other losses (gains), net 275,154 232,095 217,196 474,027 199,305
Operating income (loss) (28,852) 63,706 52,096 (207,456) 74,234
Other income (expense), net:
Interest expense, net of interest income (9,292) (15,648) (19,013) (18,613) (16,274)
Other income (expense), net 4,271 4,433 (7,862) 3,565 1,197
Total other expense, net (5,021) (11,215) (26,875) (15,048) (15,077)
Income (loss) from continuing operations before taxes (33,873) 52,491 25,221 (222,504) 59,157
Income tax expense (benefit) (10,155) 10,512 11,277 (51,999) 19,677
Net income (loss) from continuing operations (23,718) 41,979 13,944 (170,505) 39,480
Income (loss) from discontinued operations, net of tax (122) (236) (298) 388 (1,863)
Net income (loss) $ (23,840) $ 41,743 $ 13,646 $ (170,117) $ 37,617
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Consolidated Statements of Operations
(in thousands, except per share data):
Year Ended December 31,
2020 2019 2018 2017 2016
Net earnings (loss) per basic share:
Net income (loss) from continuing operations $ (1.08) $ 1.91 $ 0.64 $ (7.95) $ 1.87
Income (loss) from discontinued operations, net of tax (0.01) (0.01) (0.01) 0.02 (0.09)
Net income (loss) $ (1.09) $ 1.90 $ 0.63 $ (7.93) $ 1.78
Net earnings (loss) per diluted share:
Net income (loss) from continuing operations $ (1.08) $ 1.87 $ 0.63 $ (7.95) $ 1.84
Income (loss) from discontinued operations, net of tax (0.01) (0.02) (0.01) 0.02 (0.08)
Net income (loss) $ (1.09) $ 1.85 $ 0.62 $ (7.93) $ 1.76
Weighted average shares used in calculating net earnings (loss) per share:
Basic 21,882 21,993 21,706 21,439 21,084
Diluted 21,882 22,507 22,058 21,439 21,424
Consolidated Balance Sheet Data
(in thousands):
As of December 31,
2020 2019 2018 2017 2016
Cash and cash equivalents $ 67,177 $ 11,604 $ 33,107 $ 16,909 $ 17,027
Working capital (2)
$ 43,644 $ 20,192 $ (185,374) $ 51,828 $ 44,314
Total assets $ 1,057,476 $ 1,104,271 $ 1,049,532 $ 1,036,928 $ 1,153,215
Long-term debt, net of current portion (2)
$ 202,780 $ 208,324 $ 53,853 $ 342,507 $ 292,065
Total stockholders’ equity (3)
$ 551,942 $ 585,465 $ 540,624 $ 503,316 $ 648,033
(1) Intangible asset amortization relating to customer contracts, certain client relationships, and technology and software and amortization of certain software development costs are presented as a component of total direct costs. Depreciation and amortization not classified as direct costs are presented as a component of operating expenses.
(2) Our Convertible Notes with a principal amount of $250.0 million were classified as short-term debt on our consolidated balance sheet at December 31, 2018 as they had a maturity date of October 1, 2019. Upon maturity, we refinanced the outstanding notes with the borrowing capacity available under our revolving credit facility, which is classified as long-term debt on our consolidated balance sheet. Refer to the “Liquidity and Capital Resources” section under Part II—Item 7. “Management's Discussion and Analysis of Financial Condition and Results of Operations” and Note 7 “Financing Arrangements” within the notes to our consolidated financial statements for more information on our outstanding borrowings.
(3) We have not declared or paid dividends on our common stock in the periods presented above. See Item 5. “Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities—Dividends.”
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