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UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): July 30, 2020

 

CRA INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

 

Massachusetts 000-24049 04-2372210
(State or other jurisdiction (Commission (IRS employer
of incorporation) file number) identification no.)

 

200 Clarendon Street, Boston, Massachusetts 02116
(Address of principal executive offices) (Zip code)

 

Registrant's telephone number, including area code: (617) 425-3000

 

   

(Former Name or Former Address, if Changed Since Last Report)

 

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:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-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 Class Trading Symbol Name of Each Exchange on Which Registered
Common Stock, no par value CRAI Nasdaq Global Select Market  

 

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 ¨

 

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. ¨

 

 

 

 

 

  

Item 2.02Results of Operations and Financial Condition.

 

On July 30, 2020, we issued a press release reporting our financial results for our fiscal quarter ended June 27, 2020. A copy of the press release is set forth as Exhibit 99.1 and is incorporated by reference herein. On July 30, 2020, we also posted on our website supplemental financial information, including prepared CFO remarks. A copy of the supplemental financial information is set forth as Exhibit 99.2 and incorporated by reference herein.

 

The information contained in Item 2.02 of this report and Exhibits 99.1 and 99.2 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such a filing.

 

Item 7.01Regulation FD Disclosure.

 

On July 30, 2020, we announced that our board of directors declared a quarterly cash dividend on our common stock of $0.23 per share to be paid on September 14, 2020 to all shareholders of record as of August 25, 2020. A copy of the press release is set forth as Exhibit 99.3 and is incorporated by reference herein.

 

The information contained in Item 7.01 of this report and Exhibit 99.3 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such a filing.

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits

 

Number   Title
     
99.1   July 30, 2020 earnings press release
     
99.2   Supplemental financial information (prepared CFO remarks)
     
99.3   July 30, 2020 dividend press release
     
104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

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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.

 

 

CRA INTERNATIONAL, INC.
     
     
Dated: July 30, 2020 By: /s/ Daniel Mahoney
    Daniel Mahoney
    Chief Financial Officer, Executive Vice President and Treasurer

 

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Exhibit 99.1

 

Contacts:

Dan Mahoney Nick Manganaro
Chief Financial Officer Senior Associate
Charles River Associates Sharon Merrill Associates, Inc.
617-425-3505 617-542-5300

 

CHARLES RIVER ASSOCIATES (CRA) REPORTS
FINANCIAL RESULTS FOR THE SECOND QUARTER OF 2020

 

CRA Reports Highest Q2 Revenue in Its History;

Strength Across Services and Geographies Drives Growth in Revenue and Profits

 

BOSTON, July 30, 2020 – Charles River Associates (NASDAQ: CRAI), a worldwide leader in providing economic, financial and management consulting services, today announced financial results for the fiscal second quarter ended June 27, 2020.

 

Key Second-Quarter Fiscal 2020 Highlights

 

·Revenue grew 11.3% year over year to $123.0 million.

 

·Utilization was 66%, while quarter-end headcount was relatively unchanged compared with the first quarter of 2020 and increased 20.8% year over year.

 

·Net income increased 6.3% year over year to $5.9 million, or 4.8% of revenue, compared with $5.6 million, or 5.0% of revenue, in the second quarter of fiscal 2019; non-GAAP net income increased 4.7% year over year to $6.3 million, or 5.2% of revenue, compared with $6.1 million, or 5.5% of revenue, in the second quarter of fiscal 2019.

 

·Earnings per diluted share increased 10.3% year over year to $0.75; non-GAAP earnings per diluted share increased 9.6% year over year to $0.80.

 

·Non-GAAP EBITDA increased 2.0% to $11.9 million, or 9.7% of revenue, compared with $11.7 million, or 10.6% of revenue, in the second quarter of fiscal 2019.

 

·On a constant currency basis relative to the second quarter of fiscal 2019, revenue would have been higher by $0.8 million, GAAP net income would have been higher by $0.1 million, and GAAP earnings per diluted share would have remained unchanged. Non-GAAP net income, earnings per diluted share and EBITDA would have been higher by $0.1 million, $0.01 per diluted share, $0.1 million, respectively.

 

·CRA made dividend payments of $1.8 million during the quarter.

 

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Management Commentary

 

“Our first priority is the health and well-being of our people as we continue to address our clients’ most important business challenges,” said Paul Maleh, CRA’s President and Chief Executive Officer. “We are focused on providing our colleagues with a foundation of stability and safety during this unprecedented time. Although our offices remain open and capable of hosting our colleagues, we have asked everyone to work from home whenever possible.”

 

“Continuing to build on a record fiscal 2019, CRA reported its highest second-quarter revenue in our company’s history. These results were led by double-digit revenue growth year over year in each of our Finance, Forensic Services, and Life Sciences practices, and continued strong contributions from our Labor & Employment and Risk, Investigations & Analytics practices. Geographically, we continue to see strong demand for our services resulting in revenue growth of 14.1% in our North American operations and 3.6% internationally on a constant currency basis.”

 

“Although we entered the year with lofty revenue expectations as evidenced by the increase in our headcount, we still grew second quarter profits year over year by effectively managing our consulting services and overhead. Combining the revenue and profit growth of the second quarter with our strong Q1 performance, on a constant currency basis, we have increased revenue by 15.7% to $250.3 million and non-GAAP EBITDA by 24.2% to $25.1 million, achieving a margin of 10.0%. Although we are pleased with our performance through the second quarter, we recognize the challenges and uncertainties that accompany the ongoing COVID-19 pandemic. We remain confident that the same factors that have driven our success in recent years will continue to drive our performance in the months and years ahead,” Maleh concluded.

 

Quarterly Dividend

 

On July 30, 2020, CRA’s Board of Directors announced a quarterly cash dividend of $0.23 per common share, payable on September 14, 2020 to shareholders of record as of August 25, 2020. CRA expects to continue paying quarterly dividends, the declaration, timing and amounts of which remain subject to the discretion of CRA’s Board of Directors.

 

Conference Call Information and Prepared CFO Remarks

 

CRA will host a conference call today at 10:00 a.m. ET to discuss its second-quarter 2020 financial results. To listen to the live call, please visit the “Investor Relations” section of CRA’s website at http://www.crai.com, or dial (877) 709-8155 or (201) 689-8881. An archived version of the webcast will be available on CRA’s website for one year.

 

In combination with this press release, CRA has posted prepared remarks by its CFO Dan Mahoney under “Conference Call Materials” in the “Investor Relations” section on CRA’s website at http://www.crai.com. These remarks are offered to provide the investment community with additional background on CRA’s financial results prior to the start of the conference call.

 

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About Charles River Associates (CRA)

 

Charles River Associates® is a leading global consulting firm specializing in economic, financial, and management consulting services. CRA advises clients on economic and financial matters pertaining to litigation and regulatory proceedings, and guides corporations through critical business strategy and performance-related issues. Since 1965, clients have engaged CRA for its unique combination of functional expertise and industry knowledge, and for its objective solutions to complex problems. Headquartered in Boston, CRA has offices throughout the world. Detailed information about Charles River Associates, a registered trade name of CRA International, Inc., is available at www.crai.com. Follow us on LinkedIn, Twitter, and Facebook.

 

NON-GAAP FINANCIAL MEASURES

 

In this release, CRA has supplemented the presentation of its financial results calculated in accordance with U.S. generally accepted accounting principles or “GAAP” with financial measures that were not calculated in accordance with GAAP. CRA believes that the non-GAAP financial measures described in this press release are important to management and investors because these measures supplement the understanding of CRA’s ongoing operating results and financial condition. In addition, these non-GAAP measures are used by CRA in its budgeting process, and the non-GAAP adjustments described below are made to the performance measures for some of CRA’s performance-based compensation.

 

The adjustments made to the financial measures identified in this release as “non-GAAP” are as follows: for each of the periods presented, the adjustments exclude non-cash amounts relating to valuation changes in contingent consideration and related tax effects. This release also presents certain current fiscal period financial measures on a “constant currency” basis in order to isolate the effect that foreign currency exchange rate fluctuations can have on CRA’s financial results. These constant currency measures are determined by recalculating the current fiscal period local currency financial measure using the specified corresponding prior fiscal period’s foreign exchange rates. On a constant currency basis relative to the first half of 2019, revenue would have been higher by $1.1 million and EBITDA would have been higher by $0.3 million. Finally, this release also presents the non-GAAP financial metric EBITDA.

 

  3

 

 

All of the non-GAAP financial measures referred to above should be considered in conjunction with, and not as a substitute for, the GAAP financial information presented in this release. EBITDA and the financial measures identified in this release as “non-GAAP” are reconciled to their GAAP comparable measures in the financial tables appended to the end of this press release. In evaluating these non-GAAP financial measures, note that the non-GAAP financial measures used by CRA may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.

 

SAFE HARBOR STATEMENT

 

Statements in this press release concerning our future business, operating results and financial condition, the impact of the COVID-19 pandemic, our ability to effectively provide our services remotely, the impact of exchange rate fluctuations on our financial results, our expectations regarding continued growth, our expectations regarding the payment of any future quarterly dividends and the level and extent of any purchases under our share repurchase program, and statements using the terms “outlook,” “expect,” or similar expressions, are “forward-looking” statements as defined in Section 21 of the Exchange Act. These statements are based upon our current expectations and various underlying assumptions. Although we believe there is a reasonable basis for these statements and assumptions, and these statements are expressed in good faith, these statements are subject to a number of additional factors and uncertainties. Our actual performance and results may differ materially from the performance and results contained in or implied by the forward-looking statements made herein, due to many important factors. These factors include, but are not limited to, the possibility that the demand for our services may decline as a result of changes in general and industry specific economic conditions; the timing of engagements for our services; the effects of competitive services and pricing; our ability to attract and retain key employee or non-employee experts; the inability to integrate and utilize existing consultants and personnel; the decline or reduction in project work or activity; global economic conditions including less stable political and economic environments; the extent and duration of the impact of the COVID-19 pandemic on our operations and results, including the effects on the financial health of our clients, and the impact of the imposition of public health measures and travel, health-related, business and other restrictions; foreign currency exchange rate fluctuations; unanticipated expenses and liabilities; risks inherent in international operations; changes in tax law or accounting standards, rules, and regulations; our ability to collect on forgivable loans should any become due; and professional and other legal liability or settlements. Additional risks and uncertainties are discussed in our periodic filings with the Securities and Exchange Commission under the heading “Risk Factors” (all of which risks may be amplified by the COVID-19 pandemic). The inclusion of such forward-looking information should not be regarded as our representation that the future events, plans, or expectations contemplated will be achieved. Except as may be required by law, we undertake no obligation to update any forward-looking statements after the date of this press release, and we do not intend to do so.

 

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 CRA INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE FISCAL QUARTERS AND FISCAL YEAR-TO-DATE PERIODS ENDED

JUNE 27, 2020 COMPARED TO JUNE 29, 2019

(IN THOUSANDS, EXCEPT PER SHARE DATA)

 

   Fiscal Quarter Ended   Fiscal Year-to-Date Period Ended 
   June 27,
2020
   As a % of
Revenue
   June 29,
2019
   As a % of
Revenue
   June 27,
2020
   As a % of
Revenue
   June 29,
2019
   As a % of
Revenue
 
Revenues  $123,031    100.0%  $110,573    100.0%  $249,189    100.0%  $216,422    100.0%
Cost of services (exclusive of depreciation and amortization)   90,168    73.3%   75,972    68.7%   181,165    72.7%   149,607    69.1%
Selling, general and administrative expenses   21,418    17.4%   23,737    21.5%   45,541    18.3%   46,480    21.5%
Depreciation and amortization   3,106    2.5%   2,553    2.3%   6,049    2.4%   5,169    2.4%
Income from operations   8,339    6.8%   8,311    7.5%   16,434    6.6%   15,166    7.0%
                                         
Interest expense, net   (372)   -0.3%   (519)   -0.5%   (734)   -0.3%   (530)   -0.2%
Foreign currency gains (losses), net   (102)   -0.1%   155    0.1%   1,320    0.5%   (589)   -0.3%
Income before provision for income taxes   7,865    6.4%   7,947    7.2%   17,020    6.8%   14,047    6.5%
Provision for income taxes   1,934    1.6%   2,367    2.1%   4,621    1.9%   3,802    1.8%
Net income  $5,931    4.8%  $5,580    5.0%  $12,399    5.0%  $10,245    4.7%
                                         
Net income per share:                                        
Basic  $0.76        $0.70        $1.59        $1.28      
Diluted  $0.75        $0.68        $1.55        $1.23      
                                         
Weighted average number of shares outstanding:                                        
Basic   7,764         7,925         7,784         7,970      
Diluted   7,920         8,218         7,979         8,282      

 

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CRA INTERNATIONAL, INC.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

FOR THE FISCAL QUARTERS AND FISCAL YEAR-TO-DATE PERIODS ENDED

JUNE 27, 2020 COMPARED TO JUNE 29, 2019

(IN THOUSANDS, EXCEPT PER SHARE DATA)

 

   Fiscal Quarter Ended   Fiscal Year-to-Date Period Ended 
   June 27, 2020   As a % of Revenue   June 29, 2019   As a % of Revenue   June 27, 2020   As a % of Revenue   June 29, 2019   As a % of Revenue 
Revenues  $123,031    100.0%  $110,573    100.0%  $249,189    100.0%  $216,422    100.0%
                                         
Net income  $5,931    4.8%  $5,580    5.0%  $12,399    5.0%  $10,245    4.7%
Adjustments needed to reconcile GAAP net income to non-GAAP net income:                                        
Non-cash valuation change in contingent consideration   566    0.5%   651    0.6%   996    0.4%   434    0.2%
Tax effect on adjustments   (153)   -0.1%   (174)   -0.2%   (270)   -0.1%   (116)   -0.1%
Non-GAAP net income  $6,344    5.2%  $6,057    5.5%  $13,125    5.3%  $10,563    4.9%
                                         
Non-GAAP net income per share:                                        
Basic  $0.81        $0.76        $1.68        $1.32      
Diluted  $0.80        $0.73        $1.64        $1.27      
                                         
Weighted average number of shares outstanding:                                        
Basic   7,764         7,925         7,784         7,970      
Diluted   7,920         8,218         7,979         8,282      

 

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CRA INTERNATIONAL, INC.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

  FOR THE FISCAL QUARTERS AND FISCAL YEAR-TO-DATE PERIODS ENDED

  JUNE 27, 2020 COMPARED TO JUNE 29, 2019

(IN THOUSANDS)

 

   Fiscal Quarter Ended   Fiscal Year-to-Date Period Ended 
   June 27,
2020
   As a % of
Revenue
   June 29,
2019
   As a % of
Revenue
   June 27,
2020
   As a % of
Revenue
   June 29,
2019
   As a % of
Revenue
 
Revenues  $123,031    100.0%  $110,573    100.0%  $249,189    100.0%  $216,422    100.0%
                                         
Net income  $5,931    4.8%  $5,580    5.0%  $12,399    5.0%  $10,245    4.7%
Adjustments needed to reconcile GAAP net income to non-GAAP net income:                                        
Non-cash valuation change in contingent consideration   566    0.5%   651    0.6%   996    0.4%   434    0.2%
Tax effect on adjustments   (153)   -0.1%   (174)   -0.2%   (270)   -0.1%   (116)   -0.1%
Non-GAAP net income  $6,344    5.2%  $6,057    5.5%  $13,125    5.3%  $10,563    4.9%
Adjustments needed to reconcile non-GAAP net income to non-GAAP EBITDA:                                        
Interest expense, net   372    0.3%   519    0.5%   734    0.3%   530    0.2%
Provision for income taxes   2,087    1.7%   2,541    2.3%   4,891    2.0%   3,918    1.8%
Depreciation and amortization   3,106    2.5%   2,553    2.3%   6,049    2.4%   5,169    2.4%
Non-GAAP EBITDA  $11,909    9.7%  $11,670    10.6%  $24,799    10.0%  $20,180    9.3%

 

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CRA INTERNATIONAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS)

 

   June 27,   December 28, 
   2020   2019 
Assets          
Cash and cash equivalents  $18,807   $25,639 
Accounts receivable and unbilled services, net   152,031    144,410 
Other current assets   19,119    14,028 
Total current assets   189,957    184,077 
           
Property and equipment, net   65,402    61,295 
Goodwill and intangible assets, net   93,704    94,980 
Right-of-use assets   122,983    130,173 
Other assets   76,543    62,718 
Total assets  $548,589   $533,243 
           
Liabilities and Shareholders’ Equity          
Accounts payable  $20,894   $26,069 
Accrued expenses   82,199    121,301 
Current portion of lease liabilities   13,208    12,847 
Revolving line of credit   59,000    - 
Other current liabilities   22,223    11,193 
Total current liabilities   197,524    171,410 
Non-current portion of lease liabilities   141,528    146,551 
Other non-current liabilities   7,322    17,531 
Total liabilities   346,374    335,492 
           
Total shareholders’ equity   202,215    197,751 
Total liabilities and shareholders’ equity  $548,589   $533,243 

 

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CRA INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(IN THOUSANDS)  

 

   Fiscal Year-to-Date Period Ended 
   June 27,   June 29, 
   2020   2019 
Operating activities:          
Net income  $12,399   $10,245 
Adjustments to reconcile net income to net cash used in operating activities:          
Non-cash items, net   12,107    11,611 
Accounts receivable and unbilled services   (8,962)   (1,068)
Working capital items, net   (59,844)   (66,897)
Net cash used in operating activities   (44,300)   (46,109)
           
Investing activities:          
Purchases of property and equipment   (13,517)   (3,904)
Net cash used in investing activities   (13,517)   (3,904)
           
Financing activities:          
Issuance of common stock, principally stock option exercises   569    1,526 
Borrowings under revolving line of credit   77,000    50,000 
Repayments under revolving line of credit   (18,000)   (9,000)
Tax withholding payments reimbursed by shares   (390)   (388)
Cash paid on dividend equivalents   (40)   (35)
Cash dividends paid to shareholders   (3,584)   (3,196)
Repurchase of common stock   (3,810)   (11,510)
Net cash provided by financing activities   51,745    27,397 
           
Effect of foreign exchange rates on cash and cash equivalents   (760)   176 
           
Net decrease in cash and cash equivalents   (6,832)   (22,440)
Cash and cash equivalents at beginning of period   25,639    38,028 
           
Cash and cash equivalents at end of period  $18,807   $15,588 
           
Noncash investing and financing activities:          
Purchases of property and equipment not yet paid for  $3,784   $4,053 
Purchases of property and equipment paid by a third party  $-   $62 
Asset retirement obligations  $155   $335 
Right-of-use assets obtained in exchange for lease obligations  $-   $37,284 
Right-of-use assets related to the adoption of ASC 842  $-   $82,329 
Lease liabilities related to the adoption of ASC 842  $-   $106,765 
Supplemental cash flow information:          
Cash paid for taxes  $2,057   $3,583 
Cash paid for interest  $676   $510 
Cash paid for amounts included in operating lease liabilities  $9,243   $8,113 

 

  9

 

Exhibit 99.2

 

 

 

CHARLES RIVER ASSOCIATES (CRA)

second QUARTER FISCAL YEAR 2020

EARNINGS ANNOUNCEMENT

PREPARED CFO REMARKS

 

CRA is providing these prepared remarks by CFO Dan Mahoney in combination with its press release. These remarks are offered to provide the investment community with additional information on CRA’s financial results prior to the start of the conference call.

 

As previously announced, the conference call will be held July 30, 2020 at 10:00 a.m. ET. These prepared remarks will not be read on the call.

 

 

Q2 Fiscal 2020 Summary (Quarter ended June 27, 2020)

 

·Revenue: $123.0 million

 

·Net income: $5.9 million, or 4.8% of revenue; non-GAAP net income: $6.3 million, or 5.2% of revenue

 

·Net income per diluted share: $0.75; non-GAAP net income per diluted share: $0.80

 

·Operating margin: 6.8%; non-GAAP operating margin: 7.2%

 

·Non-GAAP EBITDA: $11.9 million, or 9.7% of revenue

 

·Effective tax rate: 24.6%; non-GAAP effective tax rate: 24.8%

 

·Utilization: 66%

 

·Consultant headcount at the end of Q2 of fiscal 2020: 802, which consists of 136 officers, 450 other senior staff and 216 junior staff

 

·Cash and cash equivalents: $18.8 million at June 27, 2020

 

Revenue

For Q2 of fiscal 2020, revenue was $123.0 million, compared with revenue of $110.6 million for Q2 of fiscal 2019.

 

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Headcount

The following table outlines CRA’s consultant headcount at the end of the stated quarters:

 

   Q2
2020
   Q1
2020
  

Q4

2019

  

Q3

2019

  

Q2

2019

 
Officers   136    135    128    121    123 
Other Senior Staff   450    442    434    412    378 
Junior Staff   216    222    217    208    163 
Total   802    799    779    741    664 

 

Utilization

For Q2 of fiscal 2020, companywide utilization was 66%, compared with 77% for Q2 fiscal 2019.

 

Client Reimbursables

For Q2 of fiscal 2020, client reimbursables were $14.8 million, or 12.0% of revenue, compared with $12.2 million, or 11.0% of revenue, for Q2 of fiscal 2019.

 

Contingent Liability

For Q2 of fiscal 2020, the estimated value of the contingent consideration obligation increased from Q1 of fiscal 2020 by $0.6 million to $12.6 million at June 27, 2020. For Q2 of fiscal 2019, the estimated value of the contingent consideration obligation increased from Q1 of fiscal 2019 by $0.7 million to $6.6 million at June 29, 2019.

 

The change in the value of the contingent liability is recorded as an increase (decrease) to cost of services (exclusive of depreciation and amortization) in the period reported.

 

Selling, General and Administrative (SG&A) Expenses

For Q2 of fiscal 2020, SG&A expenses were $21.4 million, or 17.4% of revenue, compared with $23.7 million, or 21.5% of revenue, for Q2 of fiscal 2019. Commissions to non-employee experts are included in SG&A expenses. These commissions represented approximately 2.4% of revenue for Q2 of fiscal 2020, compared with 2.9% in Q2 of fiscal 2019. Excluding these commissions, SG&A expenses were 15.0% of revenue for Q2 of fiscal 2020, compared with 18.6% in Q2 of fiscal 2019.

 

Depreciation & Amortization

For Q2 of fiscal 2020, depreciation and amortization expenses amounted to $3.1 million, or 2.5% of revenue, compared with $2.6 million, or 2.3% of revenue, for Q2 of fiscal 2019.

 

Forgivable Loan Amortization

For Q2 of fiscal 2020, forgivable loan amortization was $7.5 million, or 6.1% of revenue, compared with $6.5 million, or 5.9% of revenue, for Q2 of fiscal 2019.

 

2

 

 

Share-Based Compensation Expense

For Q2 of fiscal 2020, share-based compensation expense was approximately $0.8 million, or 0.6% of revenue, compared with $0.8 million, or 0.8% of revenue, for Q2 of fiscal 2019.

 

Operating Income

For Q2 of fiscal 2020, operating income was $8.3 million, or 6.8% of revenue, compared with operating income of $8.3 million, or 7.5% of revenue, for Q2 of fiscal 2019. Non-GAAP operating income was $8.9 million, or 7.2% of revenue, for Q2 of fiscal 2020, compared with $9.0 million, or 8.1% of revenue, for Q2 of fiscal 2019.

 

   Fiscal Quarter ended 
$ in 000’s  June 27, 2020   As a % of
Revenue
   June 29, 2019   As a % of
Revenue
 
Income from operations  $8,339    6.8%  $8,311    7.5%
Adjustments needed to reconcile GAAP income from operations to non-GAAP income from operations:                    
Non-cash valuation change in contingent consideration   566    0.5%   651    0.6%
Non-GAAP Income from operations  $8,905    7.2%  $8,962    8.1%

 

Interest Income (Expense), net
For Q2 of fiscal 2020, net interest expense was $0.4 million, or 0.3% of revenue, compared with net interest expense of $0.5 million, or 0.5% of revenue, for Q2 of fiscal 2019.

 

Foreign Currency Gains (Losses), net

For Q2 of fiscal 2020, net foreign currency losses were $0.1 million, or 0.1% of revenue, compared with net foreign currency gains, of $0.2 million, or 0.1% of revenue, for Q2 of fiscal 2019.

 

Foreign currency gains (losses), net, is comprised of net gains and losses on foreign denominated transactions and the revaluation of working capital balances.

 

Income Taxes
The following table outlines CRA’s income tax provision recorded and the resulting effective tax rates:

 

   GAAP   NON-GAAP 
   Q2   Q2 
$ in 000’s   2020    2019    2020    2019 
Tax Provision  $1,934   $2,367   $2,087   $2,541 
Effective Tax Rate   24.6%   29.8%   24.8%   29.6%

 

3

 

 

   Fiscal Quarter ended 
$ in 000’s  June 27, 2020   As a % of Revenue   June 29, 2019   As a % of Revenue 
Income before provision for income taxes   7,865    6.4%  $7,947    7.2%
Adjustments needed to reconcile GAAP income before provision for income taxes to non-GAAP income before provision for income taxes                    
Non-cash valuation change in contingent consideration   566    0.5%   651    0.6%
Non-GAAP income before provision for income taxes  $8,431    6.9%  $8,598    7.8%
                     
GAAP provision for income taxes  $1,934        $2,367      
Tax effect on non-GAAP adjustments   153         174      
Non-GAAP provision for income taxes  $2,087        $2,541      

 

Net Income

For Q2 of fiscal 2020, net income was $5.9 million, or 4.8% of revenue, or $0.75 per diluted share, compared with net income of $5.6 million, or 5.0% of revenue, or $0.68 per diluted share, for Q2 of fiscal 2019. Non-GAAP net income for Q2 of fiscal 2020 was $6.3 million, or 5.2% of revenue, or $0.80 per diluted share, compared with $6.1 million, or 5.5% of revenue, or $0.73 per diluted share, for Q2 of fiscal 2019.

 

Non-GAAP EBITDA

For Q2 of fiscal 2020, non-GAAP EBITDA was $11.9 million, or 9.7% of revenue, compared with $11.7 million, or 10.6% of revenue, for Q2 of fiscal 2019.

 

Constant Currency Basis

For Q2 of fiscal 2020, revenue was $123.0 million, and net income was $5.9 million, or 4.8% of revenue, or $0.75 per diluted share. On a constant currency basis relative to Q2 of fiscal 2019, Q2 of fiscal 2020 revenue would have been higher by $0.8 million to $123.8 million, GAAP net income would have increased by $0.1 million to $6.0 million, or 4.8% of revenue, and earnings per diluted share would have remained unchanged.

 

For Q2 of fiscal 2020, revenue was $123.0 million, and non-GAAP net income was $6.3 million, or 5.2% of revenue, or $0.80 per diluted share. On a constant currency basis relative to Q2 of fiscal 2019, Q2 of fiscal 2020 revenue would have been higher by $0.8 million to $123.8 million, non-GAAP net income would have increased by $0.1 million to $6.4 million, or 5.2% of revenue, non-GAAP earnings per diluted share would have increased by $0.01 to $0.81, and non-GAAP EBITDA would have increased by $0.1 million to $12.0 million, or 9.7% of revenue.

 

4

 

 

A description of the process for calculating the measures presented on a constant currency basis is contained under the heading “Non-GAAP Financial Measures” below.

 

Key Balance Sheet Metrics

Billed and unbilled receivables at June 27, 2020 were $152.0 million, compared with $132.1 million at June 29, 2019. Current liabilities at June 27, 2020 were $197.5 million, compared with $152.8 million at June 29, 2019.

 

Total Days Sales Outstanding, or DSO, for Q2 of fiscal 2020 was 107 days, consisting of 70 days of billed and 37 days of unbilled. This compares with 105 days reported for Q2 of fiscal 2019, consisting of 68 days of billed and 37 days of unbilled.

 

Cash and Cash Flow

Cash and cash equivalents were $18.8 million at June 27, 2020, compared with $15.6 million at June 29, 2019.

 

Net cash provided by operating activities for Q2 of fiscal 2020 was $21.1 million, compared with $10.5 million for Q2 of fiscal 2019.

 

As of June 27, 2020, outstanding borrowings under CRA’s revolving credit facility amounted to $59.0 million. At June 29, 2019, outstanding borrowings under CRA’s revolving credit facility amounted to $41.0 million.

 

Capital expenditures totaled $5.6 million for Q2 of fiscal 2020, compared with $3.1 million for Q2 of fiscal 2019.

 

CRA did not repurchase shares of its common stock during Q2 of fiscal 2020, compared with Q2 of fiscal 2019, when approximately 177,000 shares of common stock were repurchased for $7.2 million.

 

A quarterly cash dividend of $0.23 per common share, for total dividends and dividend equivalents of $1.8 million was paid in Q2 of fiscal 2020, compared with a quarterly cash dividend of $0.20 per common share, for total dividends and dividend equivalents of $1.6 million paid in Q2 of fiscal 2019.

 

GAAP Condensed Consolidated Statement of Cash Flows

 

CRA has derived the condensed consolidated statement of cash flow data for the years ended December 28, 2019 and December 29, 2018 from its audited financial statements appearing on Form 10-K for fiscal year ended December 28, 2019, filed with the Securities and Exchange Commission on February 27, 2020. The condensed consolidated statement of cash flow data for the third quarter of fiscal year 2018, the first, second and third quarters of fiscal year 2019, and the first and second quarters of fiscal year 2020 have been derived from CRA’s unaudited financial statements appearing on Form 10-Q for each of the respective fiscal quarters as well as the consolidated statements of cash flows appearing on Form 10-K for the fiscal year ended December 28, 2019 and December 29, 2018 and have been prepared on the same basis as CRA’s audited financial statements.

 

5

 

 

GAAP Condensed Consolidated Statement of Cash Flows  LTM   Q2   Q1   Q4   Q3 
($ in 000’s)  Q2 2020   2020   2020   2019   2019 

Net cash provided by (used in) operating activities

  $29,641   $21,075   $(65,375)  $47,739   $26,202 
Net cash used in investing activities   (26,306)   (5,568)   (7,949)   (4,145)   (8,644)
Net cash provided by (used in) financing activities   530    (12,370)   64,115    (38,591)   (12,624)
Effect of foreign exchange rates on cash and cash equivalents   (646)   (148)   (612)   803    (689)
Net increase (decrease) in cash and cash equivalents  $3,219   $2,989   $(9,821)  $5,806   $4,245 
Cash and cash equivalents at beginning of period   15,588    15,818    25,639    19,833    15,588 
Cash and cash equivalents at end of period  $18,807   $18,807   $15,818   $25,639   $19,833 

 

                     
GAAP Condensed Consolidated Statement of Cash Flows  LTM   Q2   Q1   Q4   Q3 
($ in 000’s)  Q2 2019   2019   2019   2018   2018 
Net cash provided by (used in) operating activities  $22,881   $10,458   $(56,567)  $44,583   $24,407 
Net cash used in investing activities   (10,412)   (3,130)   (774)   (2,068)   (4,440)
Net cash provided by (used in) financing activities   (5,560)   (6,741)   34,138    (16,217)   (16,740)
Effect of foreign exchange rates on cash and cash equivalents   (346)   43    133    (133)   (389)
Net increase (decrease) in cash and cash equivalents  $6,563   $630   $(23,070)  $26,165   $2,838 
Cash and cash equivalents at beginning of period   9,025    14,958    38,028    11,863    9,025 
Cash and cash equivalents at end of period  $15,588   $15,588   $14,958   $38,028   $11,863 

 

6

 

 

Adjusted Net Cash Provided by (Used in) Operating Activities

 

Below are the quarterly and last twelve-month reconciliations of GAAP net cash provided by (used in) operating activities for each of the periods presented to non-GAAP adjusted net cash provided by (used in) operating activities. The reconciling items are forgivable loan advances and repayments for each period, which are reported as a component of GAAP net cash provided by (used in) operating activities.

 

Adjusted Net Cash Flows from Operations  LTM   Q2   Q1   Q4   Q3 
($ in 000’s)  Q2 2020   2020   2020   2019   2019 
GAAP net cash provided by (used in) operating activities  $29,641   $21,075   $(65,375)  $47,739   $26,202 
Forgivable loan advances   49,657    4,932    33,442    1,762    9,521 
Forgivable loan repayments   (473)   -    -    (67)   (406)
Adjusted net cash provided by (used in) operating activities  $78,825   $26,007   $(31,933)  $49,434   $35,317 
                          
Net revenue  $484,060   $123,031   $126,158   $119,185   $115,686 
                          
GAAP net cash provided by (used in) operating activities as a percentage of net revenue   6.1%   17.1%   -51.8%   40.1%   22.6%
Adjusted net cash provided by (used in) operating activities as a percentage of net revenue   16.3%   21.1%   -25.3%   41.5%   30.5%

 

Adjusted Net Cash Flows from Operations  LTM   Q2   Q1   Q4   Q3 
($ in 000’s)  Q2 2019   2019   2019   2018   2018 
GAAP net cash provided by (used in) operating activities  $22,881   $10,458   $(56,567)  $44,583   $24,407 
Forgivable loan advances   31,806    1,953    21,930    1,219    6,704 
Forgivable loan repayments   (763)   (300)   (400)   3    (66)
Adjusted net cash provided by (used in) operating activities  $53,924   $12,111   $(35,037)  $45,805   $31,045 
                          
Net revenue  $429,056   $110,573   $105,849   $108,763   $103,871 
                          
GAAP net cash provided by (used in) operating activities as a percentage of net revenue   5.3%   9.5%   -53.4%   41.0%   23.5%
Adjusted net cash provided by (used in) operating activities as a percentage of net revenue   12.6%   11.0%   -33.1%   42.1%   29.9%

 

7

 

 

NON-GAAP FINANCIAL MEASURES

In these remarks, CRA has supplemented the presentation of its financial results calculated in accordance with U.S. generally accepted accounting principles or “GAAP” with financial measures that were not calculated in accordance with GAAP. CRA believes that the non-GAAP financial measures described below are important to management and investors because these measures supplement the understanding of CRA’s ongoing operating results, financial condition and cash flows. Non-GAAP adjusted net cash provided by (used in) operating activities is used by management to assess CRA’s ability to fund items such as the acquisition of talent, office expansions, debt repayment and distributions to shareholders. In addition, non-GAAP net income and non-GAAP EBITDA are used by CRA in its budgeting process, and the non-GAAP adjustments described below are made to the performance measures for some of CRA’s performance-based compensation.

 

The adjustments made to non-GAAP net income, non-GAAP EBITDA, non-GAAP income from operations and non-GAAP provision for income taxes in these remarks are as follows: for the second quarter of each of fiscal 2020 and fiscal 2019, the adjustments exclude non-cash amounts relating to valuation changes in contingent consideration and related tax effects. The adjustments made to non-GAAP adjusted net cash provided by (used in) operating activities add back forgivable loan issuances, net of repayments. These remarks also present certain current fiscal period financial measures on a “constant currency” basis in order to isolate the effect that foreign currency exchange rate fluctuations can have on CRA’s financial results. These constant currency measures are determined by recalculating the current fiscal period local currency financial measure using the specified corresponding prior fiscal period’s foreign exchange rates.

 

All of the non-GAAP financial measures referred to above should be considered in conjunction with, and not as a substitute for, the GAAP financial information presented in these remarks. EBITDA and the financial measures identified in these remarks as “non-GAAP” are reconciled to their GAAP comparable measures either in these remarks or in the attached financial tables. In evaluating these non-GAAP financial measures, note that the non-GAAP financial measures used by CRA may be calculated differently from, and therefore may not be comparable to, similarly titled measures used by other companies.

 

8

 

 

 CRA INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

FOR THE FISCAL QUARTERS AND FISCAL YEAR-TO-DATE PERIODS ENDED

JUNE 27, 2020 COMPARED TO JUNE 29, 2019

(IN THOUSANDS, EXCEPT PER SHARE DATA)

 

   Fiscal Quarter Ended   Fiscal Year-to-Date Period Ended 
   June 27,
2020
   As a % of
Revenue
   June 29,
2019
   As a % of
Revenue
   June 27,
2020
   As a % of
Revenue
   June 29,
2019
   As a % of
Revenue
 
Revenues  $123,031    100.0%  $110,573    100.0%  $249,189    100.0%  $216,422    100.0%
Cost of services (exclusive of depreciation and amortization)   90,168    73.3%   75,972    68.7%   181,165    72.7%   149,607    69.1%
Selling, general and administrative expenses   21,418    17.4%   23,737    21.5%   45,541    18.3%   46,480    21.5%
Depreciation and amortization   3,106    2.5%   2,553    2.3%   6,049    2.4%   5,169    2.4%
Income from operations   8,339    6.8%   8,311    7.5%   16,434    6.6%   15,166    7.0%
                                         
Interest expense, net   (372)   -0.3%   (519)   -0.5%   (734)   -0.3%   (530)   -0.2%
Foreign currency gains (losses), net   (102)   -0.1%   155    0.1%   1,320    0.5%   (589)   -0.3%
Income before provision for income taxes   7,865    6.4%   7,947    7.2%   17,020    6.8%   14,047    6.5%
Provision for income taxes   1,934    1.6%   2,367    2.1%   4,621    1.9%   3,802    1.8%
Net income  $5,931    4.8%  $5,580    5.0%  $12,399    5.0%  $10,245    4.7%
                                         
Net income per share:                                        
Basic  $0.76        $0.70        $1.59        $1.28      
Diluted  $0.75        $0.68        $1.55        $1.23      
                                         
Weighted average number of shares outstanding:                                        
Basic   7,764         7,925         7,784         7,970      
Diluted   7,920         8,218         7,979         8,282      

 

  9

 

 

CRA INTERNATIONAL, INC.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

FOR THE FISCAL QUARTERS AND FISCAL YEAR-TO-DATE PERIODS ENDED

JUNE 27, 2020 COMPARED TO JUNE 29, 2019

(IN THOUSANDS, EXCEPT PER SHARE DATA)

 

   Fiscal Quarter Ended   Fiscal Year-to-Date Period Ended 
   June 27, 2020   As a % of Revenue   June 29, 2019   As a % of Revenue   June 27, 2020   As a % of Revenue   June 29, 2019   As a % of Revenue 
Revenues  $123,031    100.0%  $110,573    100.0%  $249,189    100.0%  $216,422    100.0%
                                         
Net income  $5,931    4.8%  $5,580    5.0%  $12,399    5.0%  $10,245    4.7%
Adjustments needed to reconcile GAAP net income to non-GAAP net income:                                        
Non-cash valuation change in contingent consideration   566    0.5%   651    0.6%   996    0.4%   434    0.2%
Tax effect on adjustments   (153)   -0.1%   (174)   -0.2%   (270)   -0.1%   (116)   -0.1%
Non-GAAP net income  $6,344    5.2%  $6,057    5.5%  $13,125    5.3%  $10,563    4.9%
                                         
Non-GAAP net income per share:                                        
Basic  $0.81        $0.76        $1.68        $1.32      
Diluted  $0.80        $0.73        $1.64        $1.27      
                                         
Weighted average number of shares outstanding:                                        
Basic   7,764         7,925         7,784         7,970      
Diluted   7,920         8,218         7,979         8,282      

 

  10

 

 

CRA INTERNATIONAL, INC.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

  FOR THE FISCAL QUARTERS AND FISCAL YEAR-TO-DATE PERIODS ENDED

  JUNE 27, 2020 COMPARED TO JUNE 29, 2019

(IN THOUSANDS)

 

   Fiscal Quarter Ended   Fiscal Year-to-Date Period Ended 
   June 27,
2020
   As a % of
Revenue
   June 29,
2019
   As a % of
Revenue
   June 27,
2020
   As a % of
Revenue
   June 29,
2019
   As a % of
Revenue
 
Revenues  $123,031    100.0%  $110,573    100.0%  $249,189    100.0%  $216,422    100.0%
                                         
Net income  $5,931    4.8%  $5,580    5.0%  $12,399    5.0%  $10,245    4.7%
Adjustments needed to reconcile GAAP net income to non-GAAP net income:                                        
Non-cash valuation change in contingent consideration   566    0.5%   651    0.6%   996    0.4%   434    0.2%
Tax effect on adjustments   (153)   -0.1%   (174)   -0.2%   (270)   -0.1%   (116)   -0.1%
Non-GAAP net income  $6,344    5.2%  $6,057    5.5%  $13,125    5.3%  $10,563    4.9%
Adjustments needed to reconcile non-GAAP net income to non-GAAP EBITDA:                                        
Interest expense, net   372    0.3%   519    0.5%   734    0.3%   530    0.2%
Provision for income taxes   2,087    1.7%   2,541    2.3%   4,891    2.0%   3,918    1.8%
Depreciation and amortization   3,106    2.5%   2,553    2.3%   6,049    2.4%   5,169    2.4%
Non-GAAP EBITDA  $11,909    9.7%  $11,670    10.6%  $24,799    10.0%  $20,180    9.3%

 

  11

 

 

CRA INTERNATIONAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(IN THOUSANDS)

 

   June 27,   December 28, 
   2020   2019 
Assets          
Cash and cash equivalents  $18,807   $25,639 
Accounts receivable and unbilled services, net   152,031    144,410 
Other current assets   19,119    14,028 
Total current assets   189,957    184,077 
           
Property and equipment, net   65,402    61,295 
Goodwill and intangible assets, net   93,704    94,980 
Right-of-use assets   122,983    130,173 
Other assets   76,543    62,718 
Total assets  $548,589   $533,243 
           
Liabilities and Shareholders’ Equity          
Accounts payable  $20,894   $26,069 
Accrued expenses   82,199    121,301 
Current portion of lease liabilities   13,208    12,847 
Revolving line of credit   59,000    - 
Other current liabilities   22,223    11,193 
Total current liabilities   197,524    171,410 
Non-current portion of lease liabilities   141,528    146,551 
Other non-current liabilities   7,322    17,531 
Total liabilities   346,374    335,492 
           
Total shareholders’ equity   202,215    197,751 
Total liabilities and shareholders’ equity  $548,589   $533,243 

 

  12

 

 

CRA INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(IN THOUSANDS)  

 

   Fiscal Year-to-Date Period Ended 
   June 27,   June 29, 
   2020   2019 
Operating activities:          
Net income  $12,399   $10,245 
Adjustments to reconcile net income to net cash used in operating activities:          
Non-cash items, net   12,107    11,611 
Accounts receivable and unbilled services   (8,962)   (1,068)
Working capital items, net   (59,844)   (66,897)
Net cash used in operating activities   (44,300)   (46,109)
           
Investing activities:          
Purchases of property and equipment   (13,517)   (3,904)
Net cash used in investing activities   (13,517)   (3,904)
           
Financing activities:          
Issuance of common stock, principally stock option exercises   569    1,526 
Borrowings under revolving line of credit   77,000    50,000 
Repayments under revolving line of credit   (18,000)   (9,000)
Tax withholding payments reimbursed by shares   (390)   (388)
Cash paid on dividend equivalents   (40)   (35)
Cash dividends paid to shareholders   (3,584)   (3,196)
Repurchase of common stock   (3,810)   (11,510)
Net cash provided by financing activities   51,745    27,397 
           
Effect of foreign exchange rates on cash and cash equivalents   (760)   176 
           
Net decrease in cash and cash equivalents   (6,832)   (22,440)
Cash and cash equivalents at beginning of period   25,639    38,028 
           
Cash and cash equivalents at end of period  $18,807   $15,588 
           
Noncash investing and financing activities:          
Purchases of property and equipment not yet paid for  $3,784   $4,053 
Purchases of property and equipment paid by a third party  $-   $62 
Asset retirement obligations  $155   $335 
Right-of-use assets obtained in exchange for lease obligations  $-   $37,284 
Right-of-use assets related to the adoption of ASC 842  $-   $82,329 
Lease liabilities related to the adoption of ASC 842  $-   $106,765 
Supplemental cash flow information:          
Cash paid for taxes  $2,057   $3,583 
Cash paid for interest  $676   $510 
Cash paid for amounts included in operating lease liabilities  $9,243   $8,113 

 

  13

 

Exhibit 99.3

 

Contacts:

Dan Mahoney Nicholas Manganaro
Chief Financial Officer Sharon Merrill Associates, Inc.
Charles River Associates crai@investorrelations.com
617-425-3505 617-542-5300

 

CHARLES RIVER ASSOCIATES (CRA) DECLARES QUARTERLY CASH DIVIDEND OF $0.23 PER COMMON SHARE

 

BOSTON, July 30, 2020 – Charles River Associates (NASDAQ: CRAI), a worldwide leader in providing economic, financial and management consulting services, today announced that its Board of Directors has declared a quarterly cash dividend of $0.23 per common share to be paid on September 14, 2020 to shareholders of record of CRA’s common stock as of the close of business on August 25, 2020. The Company expects to continue paying quarterly dividends, the declaration, timing and amounts of which remain subject to the discretion of CRA’s Board of Directors.

 

About Charles River Associates (CRA)
Charles River Associates® is a leading global consulting firm specializing in economic, financial and management consulting services. CRA advises clients on economic and financial matters pertaining to litigation and regulatory proceedings, and guides corporations through critical business strategy and performance-related issues. Since 1965, clients have engaged CRA for its unique combination of functional expertise and industry knowledge, and for its objective solutions to complex problems. Headquartered in Boston, CRA has offices throughout the world. Detailed information about Charles River Associates, a registered trade name of CRA International, Inc., is available at www.crai.com. Follow us on LinkedIn, Twitter, and Facebook.

 

SAFE HARBOR STATEMENT

 

Statements in this press release concerning our expectations regarding the payment of future quarterly dividends are “forward-looking” statements as defined in Section 21 of the Exchange Act. These statements are based upon our current expectations and various underlying assumptions. Although we believe there is a reasonable basis for these statements and assumptions, and these statements are expressed in good faith, these statements are subject to a number of additional factors and uncertainties. These factors include, but are not limited to, the possibility that the demand for our services may decline as a result of changes in general and industry specific economic conditions; the timing of engagements for our services; the effects of competitive services and pricing; our ability to attract and retain key employee or non-employee experts; the inability to integrate and utilize existing consultants and personnel; the decline or reduction in project work or activity; global economic conditions including less stable political and economic environments; the extent and duration of the impact of the COVID-19 pandemic on our operations and results, including the effects on the financial health of our clients, and the impact of the imposition of public health measures and travel, health-related, business and other restrictions; foreign currency exchange rate fluctuations; unanticipated expenses and liabilities; risks inherent in international operations; changes in tax law or accounting standards, rules, and regulations; our ability to collect on forgivable loans should any become due; and professional and other legal liability or settlements. Additional risks and uncertainties are discussed in our periodic filings with the Securities and Exchange Commission under the heading “Risk Factors.” The inclusion of such forward-looking information should not be regarded as our representation that the future events, plans, or expectations contemplated will be achieved. Except as may be required by law, we undertake no obligation to update any forward-looking statements after the date of this press release, and we do not intend to do so.