UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 10-Q
(Mark One)
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) |
For the quarterly period ended September 30, 2003
OR
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) |
For the transition period from to
Commission file number: 0-20540
ON ASSIGNMENT, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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95-4023433 |
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(State of Incorporation) |
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(IRS Employer Identification No.) |
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26651 West Agoura Road, Calabasas, CA 91302 |
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(Address of principal executive offices) |
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(Zip Code) |
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(818) 878-7900 |
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(Registrant’s telephone number, including area code) |
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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 ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes ý No o
At September 30, 2003, the total number of outstanding shares of the Company’s Common Stock ($0.01 par value) was 25,190,929.
ON ASSIGNMENT, INC.
Index
2
PART I - FINANCIAL INFORMATION
Item 1 - Consolidated Financial Statements
ON ASSIGNMENT, INC.
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
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September 30, |
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December 31, |
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ASSETS |
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Current Assets: |
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Cash and cash equivalents |
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$ |
35,355,000 |
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$ |
31,990,000 |
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Marketable securities |
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— |
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2,000,000 |
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Accounts receivable, net |
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26,672,000 |
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30,296,000 |
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Advances and deposits |
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148,000 |
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353,000 |
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Prepaid expenses |
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2,149,000 |
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1,653,000 |
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Income taxes receivable |
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1,458,000 |
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— |
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Deferred income taxes |
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2,443,000 |
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2,732,000 |
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Other current assets |
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— |
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2,500,000 |
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Total current assets |
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68,225,000 |
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71,524,000 |
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Property and equipment, net |
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8,669,000 |
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7,377,000 |
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Workers’ compensation restricted deposits |
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— |
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88,000 |
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Goodwill, net |
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43,997,000 |
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123,835,000 |
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Identifiable intangible assets, net |
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10,136,000 |
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13,478,000 |
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Other assets |
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1,989,000 |
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1,845,000 |
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Total Assets |
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$ |
133,016,000 |
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$ |
218,147,000 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Current Liabilities: |
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Accounts payable |
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$ |
1,690,000 |
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$ |
1,453,000 |
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Accrued payroll |
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4,778,000 |
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6,178,000 |
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Income taxes payable |
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— |
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483,000 |
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Deferred compensation |
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1,015,000 |
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1,351,000 |
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Accrued workers’ compensation |
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3,321,000 |
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3,048,000 |
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Other accrued expenses |
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3,237,000 |
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2,015,000 |
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Total current liabilities |
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14,041,000 |
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14,528,000 |
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Deferred income taxes |
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1,579,000 |
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2,572,000 |
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Total liabilities |
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15,620,000 |
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17,100,000 |
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Stockholders’ Equity: |
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Preferred stock |
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— |
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— |
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Common stock |
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279,000 |
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279,000 |
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Paid-in capital |
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117,499,000 |
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116,961,000 |
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Deferred compensation liability |
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— |
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265,000 |
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Retained earnings |
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21,604,000 |
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101,385,000 |
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Accumulated other comprehensive income |
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984,000 |
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575,000 |
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140,366,000 |
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219,465,000 |
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Less: Treasury shares, at cost |
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22,970,000 |
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18,418,000 |
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Total stockholders’ equity |
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117,396,000 |
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201,047,000 |
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Total Liabilities and Stockholders’ Equity |
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$ |
133,016,000 |
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$ |
218,147,000 |
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See accompanying Notes to Consolidated Financial Statements
3
ON ASSIGNMENT, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
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Three Months Ended September 30, |
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2003 |
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2002 |
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Revenues |
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$ |
50,467,000 |
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$ |
74,583,000 |
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Cost of services |
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36,508,000 |
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52,732,000 |
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Gross profit |
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13,959,000 |
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21,851,000 |
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Selling, general and administrative expenses |
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13,647,000 |
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16,068,000 |
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Operating income |
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312,000 |
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5,783,000 |
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Interest income, net |
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82,000 |
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104,000 |
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Income before income taxes |
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394,000 |
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5,887,000 |
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Provision for income taxes |
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159,000 |
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2,236,000 |
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Net income |
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$ |
235,000 |
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$ |
3,651,000 |
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Basic net income per common share |
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$ |
0.01 |
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$ |
0.14 |
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Weighted average number of common shares outstanding |
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25,164,000 |
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26,555,000 |
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Diluted net income per common share |
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$ |
0.01 |
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$ |
0.14 |
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Weighted average number of common and common equivalent shares outstanding |
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25,186,000 |
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26,586,000 |
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
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Three Months Ended September 30, |
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2003 |
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2002 |
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Net income |
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$ |
235,000 |
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$ |
3,651,000 |
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Other comprehensive income (loss): |
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Foreign currency translation adjustment |
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(128,000 |
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11,000 |
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Comprehensive income |
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$ |
107,000 |
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$ |
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