dhx-20240630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549


FORM 10-Q

(Mark One)


☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

______________________________________________


☐			TRANSITION PERIOD PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM TO

Commission File Number: 001-33584

____________________________________________

DHI Group, Inc.

(Exact name of Registrant as specified in its Charter)

______________________________________________


Delaware						20-3179218
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)
6465 South Greenwood Plaza, Suite 400						80111
Centennial, Colorado						(Zip Code)
(Address of principal executive offices)

(212) 448-6605

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

_______________________________________________


Securities registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	DHX	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☑ Non-accelerated filer ☐ Smaller Reporting Company ☑ 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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

As of August 2, 2024, there were 48,403,864 shares of the registrant’s common stock, par value $.01 per share, outstanding.

Table of Contents

DHI GROUP, INC.

TABLE OF CONTENTS


		Page
PART I.	FINANCIAL INFORMATION
Item 1.	Unaudited Financial Statements	2
	Condensed Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023
	Condensed Consolidated Statements of Operations for the three and six month periods ended June 30, 2024 and 2023
	Condensed Consolidated Statements of Comprehensive Income for the three and six month periods ended June 30, 2024 and 2023
	Condensed Consolidated Statements of Stockholders' Equity for the three and six month periods ended June 30, 2024 and 2023
	Condensed Consolidated Statements of Cash Flows for the six month periods ended June 30, 2024 and 2023
	Notes to Condensed Consolidated Financial Statements

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	19

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	33

Item 4.	Controls and Procedures	33

PART II.	OTHER INFORMATION
Item 1.	Legal Proceedings	35

Item 1A.	Risk Factors	35

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	35

Item 5.	Other Information	36

Item 6.	Exhibits	37

SIGNATURES
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Table of Contents

PART I

ITEM 1. Financial Statements

DHI GROUP, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited)

(in thousands, except per share data)


	June 30, 2024		December 31, 2023
ASSETS
Current assets
Cash	$	2,955	$	4,206
Accounts receivable, net of allowance for doubtful accounts of $1,238 and $1,313	22,269		22,225
Income taxes receivable	360		221
Prepaid and other current assets	3,746		4,237
Total current assets	29,330		30,889
Fixed assets, net	23,168		25,272
Capitalized contract costs	7,078		6,364
Operating lease right-of-use assets	7,098		4,759
Investments	1,873		1,918
Acquired intangible assets	23,800		23,800
Goodwill	128,100		128,100
Other assets	3,938		4,100
Total assets	$	224,385	$	225,202
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable and accrued expenses	$	12,205	$	17,408
Deferred revenue	51,709		49,463
Operating lease liabilities	1,715		2,006
Total current liabilities	65,629		68,877
Deferred revenue	559		508
Operating lease liabilities	9,533		6,543
Long-term debt	35,000		38,000
Deferred income taxes	2,264		2,214
Accrual for unrecognized tax benefits	1,145		1,032
Other long-term liabilities	432		486
Total liabilities	114,562		117,660
Commitments and contingencies (Note 11)
Stockholders’ equity
Convertible preferred stock, $.01 par value, authorized 20,000 shares; no shares issued and outstanding	—		—
Common stock, $.01 par value, authorized 240,000; issued: 80,902 and 78,764 shares, respectively; outstanding: 48,348 and 46,875 shares, respectively	810		789
Additional paid-in capital	266,253		261,824
Accumulated other comprehensive loss	(30)		(83)
Accumulated earnings	31,659		32,228
Treasury stock, 32,554 and 31,889 shares, respectively	(188,869)		(187,216)
Total stockholders’ equity	109,823		107,542
Total liabilities and stockholders’ equity	$	224,385	$	225,202
See accompanying notes to the condensed consolidated financial statements.

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DHI GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

(in thousands, except per share amounts)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Revenue	$	35,833	$	38,538	$	71,858	$	77,158

Operating expenses:
Cost of revenue	5,200		4,956		10,077		9,868
Product development	4,729		4,158		9,527		8,852
Sales and marketing	12,019		14,723		24,717		30,783
General and administrative	7,296		8,453		14,523		16,661
Depreciation	4,586		4,162		9,042		8,335
Restructuring	—		2,115		—		2,115
Total operating expenses	33,830		38,567		67,886		76,614
Operating income (loss)	2,003		(29)		3,972		544
Income from equity method investment	168		104		302		275
Impairment of investment	—		—		(400)		—
Interest expense and other	(845)		(879)		(1,791)		(1,677)
Income (loss) before income taxes	1,326		(804)		2,083		(858)
Income tax expense (benefit)	383		(677)		2,652		(1,191)
Net income (loss)	$	943	$	(127)	$	(569)	$	333

Basic earnings (loss) per share	$	0.02	$	—	$	(0.01)	$	0.01
Diluted earnings (loss) per share	$	0.02	$	—	$	(0.01)	$	0.01

Weighted-average basic shares outstanding	44,569		43,460		44,386		43,672
Weighted-average diluted shares outstanding	45,037		43,460		44,386		44,682

See accompanying notes to the condensed consolidated financial statements.

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DHI GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(unaudited)

(in thousands)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Net income (loss)	$	943	$	(127)	$	(569)	$	333

Other comprehensive income:
Foreign currency translation adjustment	31		6		53		156
Total other comprehensive income	31		6		53		156
Comprehensive income (loss)	$	974	$	(121)	$	(516)	$	489

See accompanying notes to the condensed consolidated financial statements.

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DHI GROUP, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY

(unaudited)

(in thousands)

SEC Form 10-Q filed by DHI Group Inc.