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The unaudited condensed consolidated financial statements of FTI Consulting, Inc., including its consolidated subsidiaries (collectively, the “Company,” “we,” “our” or “FTI Consulting”), presented herein, have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and under the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information. Some of the information and footnote disclosures normally included in annual financial statements have been condensed or omitted pursuant to those rules and regulations. Certain prior period amounts have been reclassified to conform to the current period presentation. In management’s opinion, the interim financial statements reflect all adjustments that are necessary for a fair presentation of the results for the interim periods presented. All adjustments made were normal recurring accruals. Results of operations for the interim periods presented herein are not necessarily indicative of results of operations for a full year. These financial statements should be read in conjunction with the consolidated financial statements and the notes thereto contained in our Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC.   

  Recently Adopted Accounting Standards

In August 2018, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2018-15 ("ASU 2018-15"), Internal Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract , which requires companies to capitalize implementation costs of a hosting arrangement that is a service contract and expense those costs over the term of the hosting arrangement. On January 1, 2020, we prospectively adopted ASU 2018-15 for eligible costs incurred on or after the adoption date. The adoption of this standard may result in the recognition of additional internal use software costs, which are included in the “Property and equipment, net” financial statement line item on the Condensed Consolidated Balance Sheets. There was no material impact on the Condensed Consolidated Balance Sheets as of March 31, 2020 or on the Condensed Consolidated Statements of Comprehensive Income, Condensed Consolidated Statements of Stockholders’ Equity or Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2020.

Accounting Standards Not Yet Adopted

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes , which is intended to reduce the complexity in accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and clarifying and amending existing guidance. The amendments in this ASU are effective for annual periods beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022, although early adoption is permitted. The Company is in the process of evaluating the impact of this new guidance on its consolidated financial statements.

Basic earnings per common share is calculated by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per common share adjusts basic earnings per common share for the effects of potentially dilutive common shares. Potentially dilutive common shares include the dilutive effects of shares issuable under our equity compensation plans, including stock options and restricted shares, each using the treasury stock method.

Because we expect to settle the principal amount of the outstanding 2.0 % convertible senior notes due 2023 ("2023 Convertible Notes") in cash, we use the treasury stock method for calculating the potential dilutive effect of the conversion feature on earnings per common share, if applicable. The conversion feature had a dilutive impact on earnings per common share for the three months ended March 31, 2020 , as the average market price per share of our common stock for the period exceeded the conversion price of $ 101.38 per share. See Note 8, "Debt" for additional information about the 2023 Convertible Notes.

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	Three Months Ended March 31,
	2020				2019
Numerator — basic and diluted
Net income	$	56,747			$	62,645
Denominator
Weighted average number of common shares outstanding — basic	36,415				36,981
Effect of dilutive convertible notes	433				—
Effect of dilutive stock options	461				431
Effect of dilutive restricted shares	881				807
Weighted average number of common shares outstanding — diluted	38,190				38,219
Earnings per common share — basic	$	1.56			$	1.69
Earnings per common share — diluted	$	1.49			$	1.64
Antidilutive stock options and restricted shares	12				49

We generate the majority of our revenues by providing consulting services to our clients. Most of our consulting service contracts are based on one of the following types of arrangements:

•	Time and expense arrangements require the client to pay us based on the number of hours worked at contractually agreed-upon rates. We recognize revenues for these arrangements based on hours incurred and contracted rates utilizing a right-to-invoice practical expedient because we have a right to consideration for services completed to date.

•	Fixed-fee arrangements require the client to pay a pre-established fee in exchange for a predetermined set of professional services. We recognize revenues earned to date by applying the proportional performance method. Generally, these arrangements have one performance obligation.

•

Performance-based or contingent arrangements represent forms of variable consideration. In these arrangements, our fees are based on the attainment of contractually defined objectives with our client, such as completing a business transaction or assisting the client in achieving a specific business objective. We recognize revenues earned to date in an amount that is probable not to reverse and by applying the proportional performance method when the criteria for over time revenue recognition are met.

Revenues are recognized when we satisfy a performance obligation by transferring services promised in a contract to a customer and in an amount that reflects the consideration that we expect to receive in exchange for those services. Performance obligations in our contracts represent distinct or separate services that we provide to our customers.

Revenues recognized during the current period may include revenues from performance obligations satisfied or partially satisfied in previous periods. This primarily occurs when the estimated transaction price has changed based on our current probability assessment over whether the agreed-upon outcome for our performance-based and contingent arrangements will be achieved. The aggregate amount of revenues recognized related to a change in the transaction price in the current period, which related to performance obligations satisfied or partially satisfied in a prior period, was $ 8.3 million and $ 6.4 million for the three months ended March 31, 2020 and 2019 , respectively.

Unfulfilled performance obligations represent the remaining contract transaction prices allocated to the performance obligations that are unsatisfied. Unfulfilled performance obligations primarily consist of fees not yet recognized on a proportional performance basis for fixed-fee arrangements and performance-based and contingent arrangements. As of March 31, 2020 and December 31, 2019 , the aggregate amount of the remaining contract transaction price allocated to unfulfilled performance obligations was $ 1.4 million and $ 2.3 million , respectively. We expect to recognize the majority of the related revenues over the next 24 months . We elected to utilize the optional exemption to exclude from this disclosure fixed-fee and performance-based and contingent arrangements with an original expected duration of one year or less and to exclude our time and expense arrangements for which revenues are recognized using the right-to-invoice practical expedient.

Contract assets are defined as assets for which we have recorded revenue but are not yet entitled to receive our fees because certain events, such as completion of the measurement period or client approval, must occur. The contract asset balance was immaterial as of March 31, 2020 and $ 1.3 million as of December 31, 2019 .

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Timing of revenue recognition often differs from the timing of billing to our customers. Generally, we transfer goods or services to a customer before the customer pays consideration or payment is due. If we have an unconditional right to invoice and receive payment for goods or services already provided, we record billed and unbilled receivables on our Condensed Consolidated Balance Sheets. Our contract terms generally include a requirement of payment within 30 days when no contingencies exist. Payment terms and conditions vary depending on the jurisdiction, market and type of service, and whether regulatory or other third-party approvals are required. At times, we may execute contracts in a form provided by customers that might include different payment terms and contracts may be negotiated at the client’s request.

We record adjustments to the allowance for doubtful accounts and unbilled services as a reduction in revenues when there are changes in estimates of fee reductions, such as those fee reductions imposed by bankruptcy courts and other regulatory institutions for both billed and unbilled receivables. The allowance for doubtful accounts and unbilled services is also adjusted after the related work has been billed to the client and we discover that collectability is not reasonably assured. These adjustments are recorded to “Selling, general and administrative expenses” ("SG&A") on the Condensed Consolidated Statements of Comprehensive Income. Our bad debt expense totaled $ 3.9 million and $ 3.8 million for the three months ended March 31, 2020 and 2019 , respectively. Our write-offs totaled $ 6.1 million and $ 2.5 million for the three months ended March 31, 2020 and 2019 , respectively.

Goodwill

The table below summarizes the changes in the carrying amount of goodwill by reportable segment:   

	Corporate Finance & Restructuring				Forensic and Litigation Consulting				Economic Consulting				Technology				Strategic Communications				Total
Balance at December 31, 2019
Goodwill	$	478,842			$	232,120			$	268,677			$	96,770			$	320,497			$	1,396,906
Accumulated goodwill impairment	—				—				—				—				( 194,139		)		( 194,139		)
Goodwill, net at December 31, 2019	478,842				232,120				268,677				96,770				126,358				1,202,767
Foreign currency translation adjustment and other	( 3,771		)		( 1,802		)		( 331		)		( 81		)		( 4,834		)		( 10,819		)
Balance at March 31, 2020
Goodwill	475,071				230,318				268,346				96,689				315,663				1,386,087
Accumulated goodwill impairment	—				—				—				—				( 194,139		)		( 194,139		)
Goodwill, net at March 31, 2020	$	475,071			$	230,318			$	268,346			$	96,689			$	121,524			$	1,191,948

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Other Intangible Assets

Other intangible assets were as follows:  

		March 31, 2020												December 31, 2019
		Gross Carrying Amount				Accumulated Amortization				Net Carrying Amount				Gross Carrying Amount				Accumulated Amortization				Net Carrying Amount
Amortizing intangible assets
Customer relationships		$	97,870			$	77,171			$	20,699			$	99,613			$	76,808			$	22,805
Trademarks		9,730				1,051				8,679				9,855				653				9,202
Acquired software and other		3,319				2,115				1,204				3,386				2,061				1,325
		110,919				80,337				30,582				112,854				79,522				33,332
Non-amortizing intangible assets
Trademarks		5,100				—				5,100				5,100				—				5,100
Total		$	116,019			$	80,337			$	35,682			$	117,954			$	79,522			$	38,432

Other intangible assets with finite lives are amortized over their estimated useful lives. We recorded amortization expense of $ 2.3 million and $ 1.9 million for the three months ended March 31, 2020 and 2019 , respectively.

We estimate our future amortization expense for our intangible assets with finite lives to be as follows: 

Year	As of March 31, 2020 (1)
2020 (remaining)	$	6,939
2021	8,740
2022	6,944
2023	3,564
2024	2,177
Thereafter	2,218
	$	30,582

(1)	Actual amortization expense to be reported in future periods could differ from these estimates because of new intangible asset acquisitions, impairments, changes in useful lives, or other relevant factors or changes.

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The following table presents the carrying amounts and estimated fair values of our financial instruments by hierarchy level as of March 31, 2020 and December 31, 2019 :

	March 31, 2020
					Hierarchy Level (Fair Value)
	Carrying Amount				Level 1				Level 2				Level 3
Liabilities
Acquisition-related contingent consideration, including    current portion (1)	$	15,184			$	—			$	—			$	15,184
2023 Convertible Notes (2)	278,193				—				417,937				—
Total	$	293,377			$	—			$	417,937			$	15,184

	December 31, 2019
					Hierarchy Level (Fair Value)
	Carrying Amount				Level 1				Level 2				Level 3
Liabilities
Acquisition-related contingent consideration, including    current portion (1)	$	14,826			$	—			$	—			$	14,826
2023 Convertible Notes (2)	275,609				—				398,016				—
Total	$	290,435			$	—			$	398,016			$	14,826

(1)	The short-term portion is included in “Accounts payable, accrued expenses and other” and the long-term portion is included in “Other liabilities” on the Condensed Consolidated Balance Sheets.

(2)	The carrying values include unamortized deferred debt issue costs and debt discount.

The fair values of financial instruments not included in the tables above are estimated to be equivalent to their carrying values as of March 31, 2020 and December 31, 2019 .

We estimate the fair value of our 2023 Convertible Notes based on their last actively traded prices. The fair value of our 2023 Convertible Notes is classified within Level 2 of the fair value hierarchy because it is traded in less active markets.

We estimate the fair value of acquisition-related contingent consideration using either a probability-weighted discounted cash flow model or a Monte Carlo simulation. These fair value estimates represent Level 3 measurements as they are based on significant inputs not observed in the market and reflect our own assumptions. We have multiple valuation models that use different inputs and assumptions based on the timing of the acquisitions. As a result, the significant unobservable inputs used in these models vary. The acquisition-related contingent consideration subject to the probability-weighted discounted cash flow model was valued using significant unobservable inputs including a discount rate of 13.5 % and future cash flows. The acquisition-related contingent consideration subject to the Monte Carlo simulation was valued using significant unobservable inputs including a volatility rate of 30.0 % , a discount rate of 13.6 % , which reflects the weighted average of our cost of debt and adjusted cost of equity of the acquired company, and future cash flows. Significant increases (decreases) in these unobservable inputs in isolation would result in a significantly lower (higher) fair value. We reassess the fair value of our acquisition-related contingent consideration at each reporting period based on additional information as it becomes available.

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The change in our liability for acquisition-related contingent consideration for our Level 3 financial instruments is as follows:

	Liability for Acquisition-Related Contingent Consideration
Balance at December 31, 2019	$	14,826
Accretion for time value of money (1)	506
Foreign currency translation adjustment (2)	( 148		)
Balance at March 31, 2020	$	15,184

	Liability for Acquisition-Related Contingent Consideration
Balance at December 31, 2018	$	3,698
Accretion for time value of money (1)	93
Balance at March 31, 2019	$	3,791

(1)	Accretion for the time value of money is included in "Selling, general and administrative expenses" on the Condensed Consolidated Statements of Comprehensive Income.

(2)	Foreign currency translation adjustments are included in "Other comprehensive income (loss), net of tax" on the Condensed Consolidated Statements of Comprehensive Income.

The table below summarizes the components of the Company’s debt: 

	March 31, 2020				December 31, 2019
2023 Convertible Notes	$	316,250			$	316,250
Credit Facility	50,000				—
Total debt	366,250				316,250
Less: deferred debt discount	( 33,168		)		( 35,393		)
Less: deferred debt issue costs	( 4,889		)		( 5,248		)
Long-term debt, net (1)	$	328,193			$	275,609
Additional paid-in capital	$	35,306			$	35,306
Discount attribution to equity	( 1,175		)		( 1,175		)
Equity component, net	$	34,131			$	34,131

(1)	There were no current portions of long-term debt as of March 31, 2020 and December 31, 2019 .

2023 Convertible Notes

On August 20, 2018, we issued the 2023 Convertible Notes in an aggregate principal amount of $ 316.3 million . The 2023 Convertible Notes bear interest at a fixed rate of 2.0 % per year, payable semiannually in arrears on February 15th and August 15th of each year and will mature on August 15, 2023, unless earlier converted or repurchased. The 2023 Convertible Notes are senior unsecured obligations of the Company.

The 2023 Convertible Notes are convertible at a conversion rate of 9.8643 shares of our common stock per $1,000 principal amount of the 2023 Convertible Notes (equivalent to a conversion price of approximately $ 101.38 per share of common stock). Subject to the conditions set forth in the indenture governing the 2023 Convertible Notes, holders may convert their 2023 Convertible Notes at any time prior to the close of business on the business day immediately preceding May 15, 2023. The circumstances required to allow the holders to convert their 2023 Convertible Notes prior to maturity were not met as of March 31, 2020 .

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The excess of the principal amount of the liability over its carrying amount ("debt discount") is amortized to interest expense over the term of the 2023 Convertible Notes using the effective interest rate method.

We incurred debt issue costs and allocated the total amount to the liability and equity components of the 2023 Convertible Notes based on their relative values. The debt issue costs attributable to the liability component are amortized to interest expense over the term of the 2023 Convertible Notes using the effective interest rate method. Issuance costs attributable to the equity component were netted with the equity component in stockholders' equity.

The table below summarizes the amount of interest cost recognized by us for both the contractual interest expense and amortization of the debt discount for the 2023 Convertible Notes:

	Three Months Ended March 31,
	2020				2019
Contractual interest expense	$	1,581			$	1,581
Amortization of debt discount (1)	2,225				2,108
Total	$	3,806			$	3,689

(1)	The effective interest rate of the liability component was 5.45 % as of March 31, 2020 .

Credit Facility

On June 26, 2015, we entered into a credit agreement (the "Original Credit Agreement"), which provides for a $ 550.0 million senior secured bank revolving credit facility (the “Credit Facility”) maturing on June 26, 2020. In November 2018, we amended and restated the Original Credit Agreement, to, among other things, extend the maturity of the revolving loans under the Credit Facility to November 30, 2023 and incurred an additional $ 1.7 million  of debt issuance costs (the Original Credit Agreement as amended and restated, the “Credit Agreement”).

The Company classified the borrowings under the Company’s Credit Facility as long-term debt in the accompanying Condensed Consolidated Balance Sheets, as amounts due under the Credit Agreement are not contractually required or expected to be liquidated for more than one year from the applicable balance sheet date. Additionally, $ 1.0 million of the borrowing limit under the Credit Facility was utilized (and, therefore, unavailable) as of March 31, 2020 for letters of credit.

There were $ 1.6 million and $ 2.0 million of unamortized debt issue costs related to the Credit Facility as of March 31, 2020 and December 31, 2019 , respectively. These amounts were included in “Other assets” on our Condensed Consolidated Balance Sheets.

We lease office space and equipment under non-cancelable operating leases. We recognize operating lease expense on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the balance sheet and are expensed on a straight-line basis. Most leases include one or more options to renew, with renewal terms that can extend the lease term from six months to seven years . The exercise of lease renewal options is at our sole discretion. Certain of our lease agreements include rental payments that are adjusted periodically for inflation. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.

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The table below summarizes the carrying amount of our operating lease assets and liabilities:

Leases		Classification		As of March 31, 2020				As of December 31, 2019
Assets
Operating lease assets		Operating lease assets		$	149,570			$	159,777
Total lease assets				$	149,570			$	159,777
Liabilities
Current
Operating lease liabilities		Accounts payable, accrued expenses and other		$	36,235			$	35,727
Noncurrent
Operating lease liabilities		Noncurrent operating lease liabilities		163,594				176,378
Total lease liabilities				$	199,829			$	212,105

The table below summarizes total lease costs:

	Three months ended March 31,
Lease Cost	2020				2019
Operating lease costs	$	11,900			$	10,865
Short-term lease costs	522				863
Variable lease costs	2,987				3,013
Sublease income	( 1,090		)		( 1,197		)
Total lease cost	$	14,319			$	13,544

We sublease certain of our leased office spaces to third parties. Our sublease portfolio consists of leases of office space that we have vacated before the lease term expiration. Operating lease expense on vacated office space is reduced by sublease rental income, which is recorded to SG&A expenses on the Condensed Consolidated Statements of Comprehensive Income. Our sublease arrangements do not contain renewal options or restrictive covenants. We estimate future sublease rental income to be $ 3.6 million for the remainder of 2020, $ 4.5 million in 2021, $ 0.7 million in 2022, $ 0.6 million in 2023, $ 0.6 million in 2024 and $ 0.3 million in years beyond 2024.

The maturity analysis below summarizes the remaining future undiscounted cash flows for our operating leases and includes a reconciliation to operating lease liabilities reported on the Condensed Consolidated Balance Sheet:

	As of March 31, 2020
2020 (remaining)	$	32,688
2021	50,784
2022	31,886
2023	26,654
2024	23,518
Thereafter	75,776
Total future lease payments	241,306
Less: imputed interest	( 41,477		)
Total	$	199,829

The table below includes cash paid for our operating lease liabilities, other non-cash information, our weighted average remaining lease term and weighted average discount rate:

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	Three months ended March 31,
	2020				2019
Cash paid for amounts included in the measurement of operating lease liabilities	$	13,431			$	11,535
Operating lease assets obtained in exchange for lease liabilities	$	1,455			$	4,045
Weighted average remaining lease term (years)
Operating leases	6.5				6.5
Weighted average discount rate
Operating leases	5.6		%		6.2		%

During the three months ended March 31, 2020 , we granted 78,312 restricted share awards, 22,945 restricted stock units and 108,718 performance stock units. Our performance stock units are presented at the maximum potential payout percentage of 150 % of target shares granted. These awards are recorded as equity on the Condensed Consolidated Balance Sheets. During the three months ended March 31, 2020 , no stock options or shares of restricted stock were forfeited prior to the completion of the applicable vesting requirements.

Total share-based compensation expense, net of forfeitures, for the three months ended March 31, 2020 and 2019 is detailed in the following table:   

	Three Months Ended March 31,
Income Statement Classification	2020				2019
Direct cost of revenues	$	5,723			$	5,243
Selling, general and administrative expenses	3,211				2,432
Total share-based compensation expense	$	8,934			$	7,675

On June 2, 2016, our Board of Directors authorized a stock repurchase program of up to $ 100.0 million (the “Repurchase Program”). On each of May 18, 2017, December 1, 2017, February 21, 2019 and February 20, 2020, our Board of Directors authorized an additional $ 100.0 million , respectively, increasing the Repurchase Program to an aggregate authorization of $ 500.0 million . No time limit has been established for the completion of the Repurchase Program, and the Repurchase Program may be suspended, discontinued or replaced by the Board of Directors at any time without prior notice. As of March 31, 2020 , we have $ 116.3 million available under the Repurchase Program to repurchase additional shares.

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The following table details our stock repurchases under the Repurchase Program: 

	Three Months Ended March 31,
	2020				2019
Shares of common stock repurchased and retired	450				328
Average price paid per share	$	111.73			$	66.70
Total cost	$	50,301			$	21,877

   

Common stock outstanding was 37.1 million and 37.4 million shares as of March 31, 2020 and December 31, 2019 , respectively. Common stock outstanding includes unvested restricted stock awards, which are considered issued and outstanding under the terms of the restricted stock award agreements.

We manage our business in five reportable segments: Corporate Finance & Restructuring ("Corporate Finance"), Forensic and Litigation Consulting ("FLC"), Economic Consulting, Technology and Strategic Communications.

Our Corporate Finance segment focuses on the strategic, operational, financial, transactional and capital needs of our clients around the world and delivers a wide range of service offerings related to restructuring, business transformation and transactions. Our restructuring practice includes corporate restructuring, including bankruptcy and interim management services. Our business transformation and transactions practices include financial, operational and performance improvement services, as well as due diligence, financing advisory, mergers and acquisitions ("M&A") advisory, M&A integration, carveout support and valuations.

Our FLC segment provides law firms, companies, government clients and other interested parties with multidisciplinary and independent services related to risk advisory, investigations and disputes. We have expertise in anti-corruption/anti-money laundering investigations and compliance, cybersecurity, data analytics, export controls and sanctions, and monitorship. We offer specialized industry expertise in the areas of insurance, construction, healthcare, environmental and trial services.    

Our Economic Consulting segment provides law firms, companies, government entities and other interested parties with analysis of complex economic issues for use in legal, regulatory and international arbitration proceedings, strategic decision making and public policy debates in the United States and around the world.

Our Technology segment provides companies and law firms with a comprehensive and global portfolio of consulting and services for information governance, privacy and security, electronic discovery and insight analytics. Our consulting expertise enables clients to more confidently govern, secure, find, analyze and rapidly understand their data in the context of compliance and risk.

Our Strategic Communications segment designs and executes communications strategies for CEOs, management teams and boards of directors that help them seize opportunities, manage financial, regulatory and reputational challenges, navigate market disruptions, articulate their corporate brand, stake a competitive position and preserve their freedom to operate.

We evaluate the performance of our operating segments based on Adjusted Segment EBITDA, a GAAP financial measure. We define Adjusted Segment EBITDA as a segment’s share of consolidated operating income before depreciation, amortization of intangible assets, remeasurement of acquisition-related contingent consideration, special charges and goodwill impairment charges. We define Total Adjusted Segment EBITDA, a non-GAAP financial measure, as the total of Adjusted Segment EBITDA for all segments, which excludes unallocated corporate expenses. We use Adjusted Segment EBITDA to internally evaluate the financial performance of our segments because we believe it reflects current core operating performance and provides an indicator of the segment’s ability to generate cash.

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The table below presents revenues and Adjusted Segment EBITDA for our reportable segments:

	Three Months Ended March 31,
	2020				2019
Revenues
Corporate Finance	$	207,749			$	160,966
FLC	147,597				138,997
Economic Consulting	132,138				142,271
Technology	58,723				51,336
Strategic Communications	58,386				57,704
Total revenues	$	604,593			$	551,274
Adjusted Segment EBITDA
Corporate Finance	$	48,946			$	37,361
FLC	21,208				31,817
Economic Consulting	12,710				24,040
Technology	14,484				12,723
Strategic Communications	8,776				11,549
Total Adjusted Segment EBITDA	$	106,124			$	117,490

The table below reconciles net income to Total Adjusted Segment EBITDA:

	Three Months Ended March 31,
	2020				2019
Net income	$	56,747			$	62,645
Add back:
Income tax provision	16,465				19,930
Interest income and other	( 5,017		)		( 159		)
Interest expense	4,861				4,746
Unallocated corporate expenses	23,591				22,103
Segment depreciation expense	7,146				6,364
Amortization of intangible assets	2,331				1,861
Total Adjusted Segment EBITDA	$	106,124			$	117,490

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•	the number, size and type of engagements we secure;

•	the rate per hour or fixed charges we charge our clients for services;

•	the utilization rates of the revenue-generating professionals we employ;

•	the timing of revenue recognition related to revenues subject to certain performance-based contingencies;

•	the number of revenue-generating professionals;

•	the types of assignments we are working on at different times;

•	the length of the billing and collection cycles; and

•	the geographic locations of our clients or locations in which services are rendered.

•	Total Segment Operating Income

•	Adjusted EBITDA

•	Total Adjusted Segment EBITDA

•	Adjusted EBITDA Margin

•	Adjusted Net Income

•	Adjusted Earnings per Diluted Share

•	Free Cash Flow

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(1)	Represents a discrete tax adjustment resulting from a change in estimate related to the accounting for the Ringtail e-discovery software and related business (collectively, "Ringtail") divestiture in 2018.

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(1)	The number of revenue-generating professionals for the Technology segment excludes as-needed professionals who we employ based on demand for the segment’s services. We employed an average of 267 as-needed employees during the three months ended March 31, 2020 compared with 264 as-needed employees during the three months ended March 31, 2019 .

(2)

We calculate the utilization rate for our billable professionals by dividing the number of hours that all of our billable professionals worked on client assignments during a period by the total available working hours for all of our billable professionals during the same period. Available hours are determined by the standard hours worked by each employee, adjusted for part-time hours, U.S. standard work weeks and local country holidays. Available working hours include vacation and professional training days, but exclude holidays. Utilization rates are presented for our segments that primarily bill clients on an hourly basis. We have not presented utilization rates for our Technology and Strategic Communications segments as most of the revenues of these segments are not generated on an hourly basis.

(3)

For engagements where revenues are based on number of hours worked by our billable professionals, average billable rate per hour is calculated by dividing revenues (excluding revenues from success fees, pass-through revenues and outside consultants) for a period by the number of hours worked on client assignments during the same period. We have not presented average billable rates per hour for our Technology and Strategic Communications segments as most of the revenues of these segments are not based on billable hours.

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(1)	Revenues less direct cost of revenues

(2)	Gross profit as a percentage of revenues

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(1)	Revenues less direct cost of revenues

(2)	Gross profit as a percentage of revenues

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(1)	Revenues less direct cost of revenues

(2)	Gross profit as a percentage of revenues

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(1)	Revenues less direct cost of revenues

(2)	Gross profit as a percentage of revenues

(3)	Includes personnel involved in direct client assistance and revenue-generating consultants and excludes professionals employed on an as-needed basis.

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(1)	Revenues less direct cost of revenues

(2)	Gross profit as a percentage of revenues

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•	Revenue recognition

•	Allowance for doubtful accounts and unbilled services

•	Goodwill and other intangible assets

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•	operating and general corporate expenses relating to the operation of our businesses;

•	capital expenditures, primarily for information technology equipment, office furniture and leasehold improvements;

•	debt service requirements, including interest payments on our long-term debt;

•	compensation to designated executive management and senior managing directors under our various long-term incentive compensation programs;

•	discretionary funding of the Repurchase Program;

•	contingent obligations related to our acquisitions;

•	potential acquisitions of businesses; and

•	other known future contractual obligations.

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•	our future profitability;

•	the quality of our accounts receivable;

•	our relative levels of debt and equity;

•	the volatility and overall condition of the capital markets; and

•	the market prices of our securities.

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•	impact of the COVID-19 pandemic and related events that are beyond our control, including possible effects on our business and operations, clients and vendors, and employees and contractors, which could affect our segments, practices and the geographic regions in which we conduct business, differently and adversely;

•	changes in demand for our services;

•	our ability to attract and retain qualified professionals and senior management;

•	conflicts resulting in our inability to represent certain clients;

•	our former employees joining or forming competing businesses;

•	our ability to manage our professionals’ utilization and billing rates and maintain or increase the pricing of our services and products;

•	our ability to identify suitable acquisition candidates, negotiate favorable terms, take advantage of opportunistic acquisition situations and integrate the operations of acquisitions, as well as the costs of integration;

•	our ability to adapt to and manage the risks associated with operating in non-U.S. markets;

•	our ability to replace key personnel, including former executives, officers, senior managers and practice and regional leaders who have highly specialized skills and experience;

•	our ability to protect the confidentiality of internal and client data and proprietary and confidential information, including from cyberattacks, systems failures or other similar events;

•	legislation or judicial rulings, including legislation or rulings regarding data privacy and the discovery process;

•	periodic fluctuations in revenues, operating income and cash flows;

•	damage to our reputation as a result of claims involving the quality of our services;

•	fee discounting or renegotiation, lower pricing, less advantageous contract terms and unexpected termination of client engagements;

•	competition for clients and key personnel;

•	general economic factors, industry trends, restructuring and bankruptcy rates, legal or regulatory requirements, capital market conditions, merger and acquisition activity, major litigation activity and other events outside of our control;

•	our ability to manage growth;

•	risk of non-payment of receivables;

•	the amount and terms of our outstanding indebtedness;

•	uncertainty from the expected discontinuance of LIBOR and transition to any other interest rate benchmark;

•	headcount and cost reductions during periods of reduced demand;

•	risks relating to the obsolescence of or the protection of our proprietary software products, intellectual property rights and trade secrets;

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•	foreign currency disruptions and currency fluctuations between the U.S. dollar and foreign currencies; and

•	fluctuations in the mix of our services and the geographic locations in which our clients are located or our services are rendered.

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(1)

On June 2, 2016, our Board of Directors authorized a stock repurchase program of up to $100.0 million (the “Repurchase Program”). On each of May 18, 2017, December 1, 2017, February 21, 2019 and February 20, 2020, our Board of Directors authorized an additional $100.0 million, respectively, increasing the Repurchase Program to an aggregate authorization of $500.0 million. During the quarter ended March 31, 2020 , we repurchased an aggregate of 450,198 shares of our outstanding common stock under the Repurchase Program at an average price of $111.73 per share for a total cost of approximately $50.3 million.

(2)	Includes 4,417 shares of common stock withheld to cover payroll tax withholdings related to the lapse of restrictions on restricted stock.

(3)	Includes 14,698 shares of common stock withheld to cover payroll tax withholdings related to the lapse of restrictions on restricted stock.

(4)	Includes 38,452 shares of common stock withheld to cover payroll tax withholdings related to the lapse of restrictions on restricted stock.

(5)	During the month ended February 29, 2020, we repurchased and retired 105,543 shares of common stock, at an average price per share of $112.16, for an aggregate cost of $11.8 million.

(6)	During the month ended March 31, 2020, we repurchased and retired 344,655 shares of common stock, at an average price per share of $111.60, for an aggregate cost of $38.5 million.

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