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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): January 28, 2004
FTI CONSULTING, INC.
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(Exact Name of Registrant as Specified in Charter)
Maryland 001-14875 52-1261113
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
900 Bestgate Road, Suite 1000, Annapolis, Maryland 21401
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (410) 224-8770
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ITEM 9. REGULATION FD DISCLOSURE.
Information furnished pursuant to Item 9.
On January 28, 2004, FTI Consulting, Inc. ("FTI" or the "Company")
issued the attached Press Release announcing the unanticipated departure of a
number of senior managing directors associated with the former FTI/Policano &
Manzo practice, that is expected to lead to a further reduction of current
revenue generating engagements, which reductions were not considered and
reflected in the Company's prior earnings guidance. While the loss of
engagements will impact future results of operations, the Company is still
assessing the client relationships involved and at this time is not in a
position to update its earnings guidance. The Company intends to update its
guidance to reflect the impact of the recent departures when it has adequately
assessed all available information. The full text of the Press Release is
attached as Exhibit 99.1 hereto.
The information included in this Item 9, including the Exhibit attached
hereto, shall be deemed not to be "filed" for purposes of Section 18 of the
Securities Act of 1934 and shall not be incorporated by reference into any
filing pursuant to the Securities Act of 1933, regardless of any incorporation
by reference language in any such filing.
(c) Exhibits.
Exhibit No. Description
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99.1 Press Release dated, January 28, 2004, of
FTI Consulting, Inc.
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, FTI has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
FTI CONSULTING, INC.
Dated: January 28, 2004 By: /S/ THEODORE I. PINCUS
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Theodore I. Pincus
Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated, January 28, 2004, of
FTI Consulting, Inc.
EXHIBIT 99.1
[GRAPHIC]
news
[GRAPHIC]
FINANCIAL
RELATIONS BOARD
FOR FURTHER INFORMATION: RE: FTI Consulting, Inc.
AT FTI CONSULTING: AT FINANCIAL RELATIONS BOARD:
Jack Dunn Marilyn Windsor Lisa Fortuna Tim Grace
Chairman & CEO General Inquiries Analyst Inquiries Media Inquiries
(410) 224-1483 (702) 515-1260 (312) 640-6779 (312) 640-6667
FOR IMMEDIATE RELEASE
WEDNESDAY, JANUARY 28, 2004
DEVELOPMENTS IN CORPORATE FINANCE/RESTRUCTURING PRACTICE
ANNAPOLIS, MD, January 28, 2004--FTI Consulting, Inc. (NYSE: FCN), the premier
provider of corporate finance/restructuring, forensic accounting, economic
consulting, and trial services, today announced the expected departure of a
number of senior professionals in its Corporate Finance/Restructuring practice
which is expected to result in a reduction of revenues and earnings from that
practice.
FTI has previously commented on an anticipated decline in revenues and earnings
from the Corporate Finance/Restructuring practice for the year ended December
31, 2004. The unanticipated departure of a number of senior managing directors
associated with the former FTI/Policano & Manzo practice is expected to lead to
a further reduction of current revenue generating engagements, which reductions
were not considered and reflected in FTI's prior earnings guidance. The practice
of the departing professionals and other senior professionals and staff in that
practice had been expected to contribute in 2004 up to 21% of FTI's earnings
before interest, taxes, depreciation and amortization of property and equipment,
which is included in selling, general and administrative expenses, and
amortization of other intangible assets, which is reflected as a separate line
item in FTI's consolidated statements of income (EBITDA).
Even with the unanticipated loss of these individuals, FTI remains one of the
largest restructuring advisory firms in the United States and remains committed
to its Corporate
Finance/Restructuring Practice. Working with the remaining senior managing
directors (including Michael Policano and Robert Manzo), FTI is putting in place
action plans designed to minimize the impact of lost clients and staff. While
the loss of engagements will impact future results of operations, FTI is still
assessing the client relationships involved and at this time is not in a
position to update its earnings guidance. FTI intends to update its guidance to
reflect the impact of the recent departures when it has adequately assessed all
available information.
About FTI Consulting
FTI is the premier provider of corporate finance/restructuring, forensic
accounting, economic consulting, and trial services. Strategically located in 24
of the major US cities and London, FTI employs over 1,000 professionals
consisting of numerous PhDs, MBAs, CPAs, CIRAs and CFEs who are committed to
delivering the highest level of service to our clients. These clients include
the world's largest corporations, financial institutions and law firms in
matters involving financial and operational improvement and major litigation.
This press release includes "forward-looking" statements that involve
uncertainties and risks. There can be no assurance that actual results will not
differ from the company's expectations. The company has experienced fluctuating
revenues, operating income and cash flow in some prior periods and expects this
may occur from time to time in the future. As a result of these possible
fluctuations, the company's actual results may differ from our projections.
Other factors that could cause such differences include pace and timing of
additional acquisitions, the company's ability to realize cost savings and
efficiencies, competitive and general economic conditions, and other risks
described in the company's filings with the Securities and Exchange Commission.
FTI is on the Internet at www.fticonsulting.com.