November 9, <strong>2009</strong>, we entered into an accelerated share buyback (“ASB”) agreement (“ASB Agreement”).On the same day, we and an investment bank executed a supplemental confirmation to effect a $250.0million ASB transaction under the ASB Agreement. On November 12, <strong>2009</strong>, <strong>FTI</strong> paid $250.0 million to theinvestment bank and repurchased 3,504,205 shares of our common stock. On December 7, <strong>2009</strong>, werepurchased 1,370,602 additional shares of our common stock bringing the total shares delivered to4,874,807 shares in <strong>2009</strong>. On January 27, 2010, we received an additional 580,784 shares of common stock,bringing the total number of repurchased shares to 5,455,591 and the ASB transaction entered into onNovember 9, <strong>2009</strong> was completed. All of the repurchased shares have been cancelled and retired.ITEM 6. SELECTED FINANCIAL DATAWe derived the selected financial data presented below for the periods or dates indicated from ourconsolidated financial statements. Our consolidated financial statements as of and for the years endedDecember 31, <strong>2009</strong>, 2008, 2007, and 2006 were audited by KPMG LLP, an independent registered publicaccounting firm. Our consolidated financial statements as of and for the year ended December 31, 2005 wereaudited by Ernst & Young LLP, an independent registered public accounting firm. The data below should be readin conjunction with our consolidated financial statements, related notes and other financial information appearingin “ — Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “— Item 8. Financial Statements and Supplementary Data.”Our previously reported financial results for the years ended December 31, 2008, 2007, and 2006 have beenrevised to reflect the impact of the correction of an immaterial error related to the accounting for certaincontingent acquisition payments. The impact of the error was a decrease to net income and diluted earnings pershare of $2.1 million and $0.04 per share; $3.5 million and $0.08 per share; and $0.8 million and $0.02 per sharefor the years ended December 31, 2008, 2007 and 2006, respectively. See Note 2 — “Revision of Previously<strong>Report</strong>ed Financial Information,” to our consolidated financial statements for more information.On January 1, <strong>2009</strong>, we retrospectively adopted the provisions of Accounting Standards Codification(“ASC”) 470-20, Debt with Conversion and Other Options (formerly FSP APB 14-1) (“ASC 470-20”) forconvertible debt instruments that have cash settlement features. This new guidance applies to our 3 3 ⁄4% seniorsubordinated convertible notes due 2012 (“Convertible Notes”) issued in August 2005. The impact of theadoption of this change in accounting principle was a decrease to net income and diluted earnings per share of$2.4 million and $0.05 per share, $2.3 million and $0.05 per share, $2.1 million and $0.05 per share, and $0.8million and $0.02 per share for the years ended December 31, 2008, 2007, 2006 and 2005, respectively. SeeNote 2 — “Revision of Previously <strong>Report</strong>ed Financial Information,” to our consolidated financial statements formore information.A number of factors have caused our results of operations and financial position to vary significantly fromone year to the next and can make it difficult to evaluate period-to-period comparisons because of a lack ofcomparability. The most significant of these factors are as follows:AcquisitionsOur results of operations and financial position were impacted by our significant acquisition activitiesduring 2008, 2007, 2006 and 2005. See Note 8 — “Acquisitions” to our consolidated financial statements formore information on the 2008 and 2007 acquisitions.Share-Based PaymentsEffective January 1, 2006, we adopted new accounting principles for share based payments on a prospectivebasis. Share based payments to employees and non-employee directors were recognized in our financialstatements based on their grant date fair values for the years ended December 31, <strong>2009</strong>, 2008, 2007 and 2006.36
Share based payments to employees and non-employee directors were recognized using the intrinsic valuemethod for the year ended December 31, 2005 which resulted in significantly lower share based compensationexpense in 2005.RevenuesIn December 2005, we received a $22.5 million success fee in connection with the resolution of a legal caseinvolving a bankrupt estate for which we served as fiduciary for several years. We used approximately$9.5 million of the proceeds to compensate professionals primarily in the Corporate Finance/Restructuringsegment who participated in the assignment and to provide incentive compensation for other employees. Thisamount was recorded as accrued compensation in our consolidated balance sheet as of December 31, 2005.Special ChargesSpecial charges primarily consist of severance and other contractual employee related costs associated withreductions in workforce. During the third quarter of 2006, we recorded special charges totaling $23.0 million.The charges reflect actions we took to address certain underperforming operations. In particular, we restructuredour Corporate Finance/Restructuring UK operations and consolidated certain of our non-core practices in theU.S., primarily through reductions in workforce.Stockholders’ EquityIn the fourth quarter of <strong>2009</strong> we repurchased 4.9 million shares of common stock for $250 million under anaccelerated stock buyback transaction using cash on hand. The repurchase of shares was accounted for as a shareretirement resulting in a reduction in stockholders’ equity of $250.0 million. See Note 17 — “Stockholders’Equity” to our consolidated financial statements for more information.37
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ITEM 9. CHANGES IN AND DISAGREEMENT
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PART IVITEM 15. EXHIBITS AND FINANC
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SIGNATURESPursuant to the requireme
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FTI Consulting Canada LLC .........
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The Board of DirectorsFTI Consultin
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Exhibit 31.2Certification of Princi
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Exhibit 32.2Certification of Princi
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CORPORATE TEAMJack B. Dunn, IVPresi