UNITED STATES
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): October 2, 2006
HEIDRICK & STRUGGLES INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 0-25837 36-2681268
(State or Other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
233 South Wacker Drive, Suite 4200
Chicago, Illinois 60606-6303
(Address of Principal Executive Offices and Zip Code)
(312) 496-1200
(Registrant's Telephone Number, Including Area Code)
(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))
Item 2.01. Completion of Acquisition or Disposition of Assets.
On October 2, 2006, Heidrick & Struggles International, Inc. (the
"Company") completed its previously announced acquisition of the
Highland Partners executive search business (the "Business") from
Hudson Highland Group, Inc. and certain of its subsidiaries for $36.6
million in cash paid at closing and up to $15 million of additional
cash consideration contingent upon the performance of the Business in
2007 and 2008. The acquisition was completed pursuant to a Purchase
Agreement dated September 18, 2006 by and among Hudson Highland Group,
Inc., Highland Partners Co (Canada), Highland Partners (Aust) Pty Ltd
and Highland Partners Limited, and the Company, Heidrick & Struggles
Canada, Inc. and Heidrick & Struggles Australia Ltd.
A copy of the press release issued by the Company on October 2,
2006 announcing the completion of the acquisition is filed herewith as
Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits:
2.1 Purchase Agreement, dated as of September 18,
2006, by and among Hudson Highland Group, Inc.,
Highland Partners Co (Canada), Highland Partners
(Aust) Pty Ltd and Highland Partners Limited, and
the Company, Heidrick & Struggles Canada, Inc. and
Heidrick & Struggles Australia, Ltd. (incorporated
by reference to Exhibit 10.1 of the Company's Form
8-K dated September 18, 2006).
99.1 Press release dated October 2, 2006.
SIGNATURES
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.
HEIDRICK & STRUGGLES INTERNATIONAL,
INC.
Date: October 2, 2006 By: /s/ K. Steven Blake
-----------------------------
Name: K. Steven Blake
Title: Secretary and General
Counsel