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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): March 1, 2024
Houlihan Lokey, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-37537 | 95-2770395 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 10250 Constellation Blvd., 5th Floor, Los Angeles, CA |
90067 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: 310-788-5200
Not Applicable
(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 (see General Instruction A.2. below):
| ☐ | 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(s) |
Name of each exchange on which registered |
||
| Class A Common Stock, par value $0.001 | HLI | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Chief Executive Officer
On March 4, 2024, Houlihan Lokey, Inc. (the “Company”) announced that, effective June 10, 2024, Mr. Scott Adelson will become the Chief Executive Officer of the Company. Mr. Scott Beiser, the current Chief Executive Officer, will remain an executive officer of the Company as Co-Chairman.
Mr. Adelson, age 63, has served as our Co- President since 2013, has been a Senior Managing Director in our Corporate Finance group since 2002, and serves as our Global Co-Head of Corporate Finance. Mr. Adelson has served on the board of directors for various public and private companies, including QAD Inc. from April 2006 to November 2021 and Motorcar Parts of America, Inc. (Nasdaq: MPAA) from January 2008 to September 2022. Mr. Adelson completed his undergraduate studies at the University of Southern California and earned his M.B.A. from the University Of Chicago Booth School Of Business.
There are no arrangements or understandings between Mr. Adelson and any other persons, pursuant to which he was appointed as Chief Executive Officer, no family relationships among any of the Company’s directors or executive officers and Mr. Adelson and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Co-President
On March 4, 2024, the Company announced that, effective June 10, 2024, Mr. David Preiser will step down from his current role as Co-President and will continue to serve as Vice Chairman.
Item 7.01 Regulation FD Disclosure.
On March 4, 2024, the Company issued a press release announcing the appointment of Mr. Adelson as Chief Executive Officer, the transition of Mr. Beiser from Chief Executive Officer to Co-Chairman, the transition of Mr. Preiser from Co-President to Vice Chairman as described in Item 5.02 above, and the appointment of Mr. Eric Siegert as Co-Chairman as described in Item 8.01 below. The press release is filed as Exhibit 99.1 hereto and is incorporated by reference herein.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended.
| Item 8.01 | Other Events. |
Co-Chairman
On March 4, 2024, the Company announced that, effective June 10, 2024, Mr. Siegert will become Co-Chairman alongside Mr. Scott Beiser and Mr. Irwin Gold.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit |
Description |
|
| 99.1 | Press Release dated March 4, 2024 | |
| 104 | Cover page interactive data file (embedded within the inline XBRL document). | |
SIGNATURE
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.
Date: March 4, 2024
| HOULIHAN LOKEY, INC. | ||
| By: | /s/ J. Lindsey Alley |
|
| Name: | J. Lindsey Alley | |
| Title: | Chief Financial Officer | |
Exhibit 99.1
Houlihan Lokey Announces Senior Leadership Changes
Scott Adelson Appointed Chief Executive Officer, to Succeed Scott Beiser After 21 Years Leading Houlihan Lokey
LOS ANGELES — March 4, 2024 — Houlihan Lokey, Inc. (NYSE:HLI), the global investment bank, today announced that Scott Beiser will step down as Chief Executive Officer, a role he has held since 2003. Scott Adelson, Co-President and Global Co-Head of Corporate Finance, will succeed Mr. Beiser as Chief Executive Officer. Mr. Beiser will remain an executive officer of the firm as a Co-Chairman of Houlihan Lokey.
In addition to these changes, Eric Siegert, Global Co-Head of Financial Restructuring, will assume the role of Co-Chairman alongside Mr. Beiser and Irwin Gold, currently Executive Chairman. David Preiser will step down from his current role as Co-President and will continue to serve the firm as Vice Chairman. Mr. Siegert also will continue in his current co-head role in Financial Restructuring, and Mr. Adelson will be succeeded by longtime senior officers as Global Co-Heads of Corporate Finance.
The changes were approved by Houlihan Lokey’s Board of Directors on March 1, 2024 and will be effective June 10, 2024.
“Leading Houlihan Lokey for the past two decades, and working alongside my talented and dedicated partners, has been one of the most gratifying experiences of my career,” said Mr. Beiser. “I am extraordinarily proud of the firm we have built, from a small valuation firm to one of the largest and most successful independent investment banks in financial services. I’m delighted to hand the reins to my longtime partner Scott, who has been instrumental in the firm’s overall success and has built the firm’s Corporate Finance business into the market leader it is today. I have no doubt that Houlihan Lokey will continue to grow and thrive under Scott’s leadership and we will continue to deliver our clients the superior outcomes on which the firm prides itself.”
Mr. Adelson said, “I am honored to assume the role of CEO of Houlihan Lokey. Our culture, values, and people are among the best in the industry, and I remain extremely proud of the successes we have achieved together and look forward to continuing to develop our people, build our businesses, and grow our global brand as we serve our clients. I’m delighted that Eric is joining our executive management team as Co-Chairman alongside Scott and Irwin to guide Houlihan Lokey on our next phase of growth and maintain our status as a leading investment bank.”
Robert Schriesheim, Lead Independent Director of Houlihan Lokey’s Board of Directors, commented, “The Board of Directors is deeply grateful to Scott Beiser for his leadership, dedication, and wisdom in building Houlihan Lokey into a truly outstanding firm. His vision and thoughtful, careful approach to growth and strategy have led the firm to a leading position across its businesses and have placed Houlihan Lokey in an excellent position to benefit from the changes we have seen in the market and those yet to come. In addition, we have every confidence that as the Firm’s new CEO, Scott Adelson will continue Houlihan Lokey’s long track record of success. The growth of the firm’s Corporate Finance business has been nothing short of outstanding, and he is an exemplar and a true steward of the firm’s unique corporate culture. Scott’s leadership and deep commitment to delivering superior results places both the firm and its clients in excellent hands.”
About Houlihan Lokey
Houlihan Lokey, Inc. (NYSE:HLI) is a global investment bank with expertise in mergers and acquisitions, capital markets, financial restructuring, and financial and valuation advisory. The Firm serves corporations, institutions, and governments worldwide with offices in the Americas, Europe, the Middle East, and the Asia-Pacific region. Independent advice and intellectual rigor are hallmarks of the firm’s commitment to client success across its advisory services. The firm is the No. 1 investment bank for all global M&A transactions, the No. 1 M&A advisor for the past nine consecutive years in the U.S., the No. 1 global restructuring advisor for the past ten consecutive years, and the No. 1 global M&A fairness opinion advisor over the past 25 years, all based on number of transactions and according to data provided by LSEG (formerly Refinitiv).
Contact Information
Investor Relations
+1 212.331.8225
IR@HL.com
Media Relations
+1 917.331.1580
+44 (0) 20 7747 1480
PR@HL.com