Summary of Significant Accounting Policies
The Company's fiscal year ends on the Sunday nearest to December 31. The three most recent years ended on December 28, 1997 (1997), December 29, 1996 (1996) and December 31, 1995 (1995).
The Company operates in the single industry segment of providing staffing services to a diversified group of customers.
The financial statements consolidate the accounts and operations of the Company and its subsidiaries, all of which are wholly owned, after elimination of all intercompany accounts and transactions.
The accounts of the Company's foreign operations are translated at appropriate rates of exchange. Foreign operations are conducted in Australia, Canada, Denmark, France, Ireland, Italy, Luxembourg, Mexico, the Netherlands, New Zealand, Norway, Puerto Rico, Russia, Spain, Switzerland and the United Kingdom. Domestic and foreign sales, earnings from operations and identifiable assets were as follows:
|(In thousands of dollars except share and per share items)|
|Earnings from operations:|
|Total||$ 135,800||$ 121,000||$ 106,300|
|Domestic Operations||$ 686,500||$ 611,500||$ 533,200|
|Total||$ 967,200||$ 838,900||$ 718,700|
The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses. Actual results could differ from those estimates.
Certain prior year amounts have been reclassified to conform with the current presentation.
Cash and equivalents are stated at cost, which approximates market. Included are highly liquid debt instruments with original maturities of three months or less.
Short-term investments are debt instruments having original maturities of more than three months. Of these investments, federal, state and local government obligations comprised approximately 70% in 1997 and 90% in 1996 and 1995. Short-term investments due within one year totaled $64,000 in 1997 and $67,000 in 1995, with the balance due within two years and available for sale. The entire short-term investments balance in 1996 was due within one year. The difference between carrying amounts and market was not material at December 28, 1997, December 29, 1996 and December 31, 1995.
Interest income was $4,390, $4,204 and $8,206, respectively, for the years 1997, 1996 and 1995.
Cash flows from short-term investments for 1997, 1996 and 1995 were as follows:
Changes in Certain Working Capital Components
Changes in certain working capital components, as disclosed in the statements of cash flows, for the years 1997, 1996 and 1995 were as follows:
|Increase in accounts receivable||$ (27,494)||$ (158,596)||$ (86,512)|
|Increase in prepaid expenses and other current assets||(13,234)||(9,928)||(5,522)|
|Increase in accounts payable||16,069||12,325||11,076|
|Increase in payroll and related taxes.||47,345||33,188||15,030|
|Increase (decrease) in accrued insurance||7,981||1,819||(6,101)|
|Increase in income and other taxes||8,047
Property and Equipment
Properties are stated at cost and include expenditures for additions and major improvements. Fully depreci-ated assets are eliminated from the accounts. For financial reporting purposes, assets are depreciated over their estimated useful lives, principally by the straight-line method. Depreciation expense was $22,900 for 1997 and 1996, and $20,400 for 1995.
The Company conducts its field operations primarily from leased facilities. The following is a schedule by fiscal year of future minimum lease commitments as of December 28, 1997:
Lease expense for 1997, 1996 and 1995 amounted to $35,900, $32,900 and $29,800, respectively.
Intangibles and Other Assets
Intangibles and other assets include goodwill of $56,000, $58,000 and $55,400 at year-ends 1997, 1996 and 1995, respectively. Goodwill, which represents the excess of cost over net assets of businesses acquired, is amortized on a straight-line basis over periods not exceeding 40 years. Accumu-lated amortization at 1997, 1996 and 1995 was $5,300, $4,200 and $3,100, respectively.
The Company periodically reviews the specific carrying amounts of goodwill and has determined that no impairments have occurred. Such reviews are based on various analyses including profitability projections and management's judgment of the related business' ability to achieve sufficient profitability.
Other assets include deposits and cash values of life insurance on the lives of officers and key employees.
The authorized capital stock of the Company is 100,000,000 shares of Class A common stock and 10,000,000 shares of Class B common stock. Class A shares have no voting rights and are not convertible. Class B shares have voting rights and are convertible into Class A shares on a share-for-share basis at any time. Both classes of stock have identical rights in the event of liquidation.
Earnings Per Share
The reconciliations of earnings per share computations for the fiscal years 1997, 1996 and 1995 were as follows:
|Net earnings||$ 80,780||$ 73,009||$ 69,491|
|Determination of shares (thousands):|
|Weighted average common shares outstanding||38,099||38,043||37,993|
|Effect of dilutive securities:|
|Restricted and performance awards||31||54||18|
|Weighted average common shares outstanding-- assuming dilution||38,191||38,133||38,057|
|Earnings per share--basic||$ 2.12||$ 1.92||$ 1.83|
|Earnings per share--assuming dilution||$ 2.12||$ 1.91||$ 1.83|
Stock options to purchase 423,000, 618,000 and 194,000 shares of common stock at a weighted average price per share of $31.02, $30.46 and $29.76 were outstanding during 1997, 1996 and 1995, respectively, but were not included in the computation of diluted earnings per share. The options' exercise price was greater than the average market price of the common shares and were anti-dilutive.
Short-term borrowings of $54,958, $41,616 and $16,462 at year-ends 1997, 1996 and 1995, respectively, represent credit lines with banks maintained by certain of the Company's foreign subsidiaries. Weighted average interest rates were 7.8%, 6.8% and 7.8% at year ends 1997, 1996 and 1995, respectively. Interest expense and payments related to the short-term borrowings for 1997, 1996 and 1995 were as follows:
In addition, the Company has an uncommitted line of credit of $25 million at year ends 1997 and 1996. Through December 28, 1997, there have been no borrowings under the line of credit agreement.
The carrying amounts of the Company's borrowings under the lines of credit described above approximate their fair value.
The Company provides a qualified defined contribution plan covering substantially all full-time employees, except officers and certain other management employees. Upon approval by the Board of Directors, a contribution based on eligible wages is funded annually.
The plan offers a savings feature with Company matching contributions. Assets of this plan are held by an independent trustee for the sole benefit of participating employees.
A nonqualified defined contribution plan is provided for officers and certain other management employees. Upon approval by the Board of Directors, a contribution based on eligible wages is set aside annually. This plan also includes provisions for salary deferrals and Company matching contributions.
The total amounts provided for retirement benefits amounted to $6,300 in 1997, $4,900 in 1996 and $4,400 in 1995.
The following summarizes the differences between income taxes for financial reporting purposes and the United States statutory tax rate for the years 1997, 1996 and 1995.
|State and local taxes, net of federal benefit||5.1||4.9||5.3|
|Tax exempt income and other tax credits||(1.1)||(0.7)||(2.6)|
|Effective tax rate||41.0%
Deferred taxes are related to the effect of temporary differences between financial and tax reporting. These differences are related principally to depreciation, benefit plan costs, provisions for workers' compensation claims, full-time and temporary employee vacation costs and provisions for doubtful accounts.
The Company paid income taxes of $64,300 in 1997, $46,500 in 1996 and $52,900 in 1995.
Performance Incentive Plan
Under the 1992 Performance Incentive Plan as amended and restated in 1996 (the "Plan"), the Company may grant stock options (both incentive and nonqualified), Stock Appreciation Rights (SARs), restricted awards and performance awards to key employees utilizing the Company's Class A stock. Stock options may not be granted at prices less than the fair market value on the date of grant, nor for a term to exceed 10 years. The Plan provides that the maximum number of shares available for grants is
7-1/2 percent of the outstanding Class A stock, adjusted for Plan activity over the preceding five years. Shares available for future grants at the end of 1997, 1996 and 1995 were 1,149,000; 1,394,000 and 911,000, respectively.
The Company applies Accounting Principles Board Opinion 25 and related Interpretations in accounting for the Plan. Accordingly, no compensation cost has been recognized for incentive and nonqualified stock options. If compensation cost had been determined based on the fair value at the grant dates for awards under the Plan consistent with the method of Statement of Financial Accounting Standards 123, Accounting for Stock-Based Compensation, the Company's net income would have been reduced by $809, $497 and $207 for 1997, 1996 and 1995, respectively; basic earnings per share would have been reduced by $.02 in 1997 and $.01 in 1996 and 1995; and diluted earnings per share would have been reduced by $.03 in 1997 and $.01 in 1996 and 1995.
Since stock options generally become exercisable over several years and additional grants are likely to be made in future years, the pro forma amounts for compensation cost may not be indicative of the effects on net income and earnings per share for future years.
The fair value of each option included in the following tables is estimated on the date of grant using the Black-Scholes option-pricing model with the following weighted average assumptions used for grants in 1997, 1996 and 1995, respectively: dividend yield of 3.0 percent in all three years, expected volatility of 30, 31 and 33 percent, risk-free interest rates of 5.9, 5.7 and 6.5 percent and expected lives of seven years in all three years.
A summary of the status of stock option grants under the Plan as of December 28, 1997, December 29, 1996 and December 31, 1995, and changes during the years ended on those dates is presented as follows:
|Outstanding at beginning of year||1,022,000||$28.69|
|Outstanding at end of year||1,160,000
|Options exercisable at year end||280,000||$27.70|
|Weighted average fair value of options granted during the year||$8.69|
|Outstanding at beginning of year||697,000||$27.36|
|Outstanding at end of year||1,022,000
|Options exercisable at year end||260,000||$27.10|
|Weighted average fair value of options granted during the year||$9.46|
|Outstanding at beginning of year||646,000||$26.41|
|Outstanding at end of year||697,000||$27.36|
|Options exercisable at year end||169,000||$26.74|
|Weighted average fair value of options granted during the year||$9.86|
Stock options outstanding at December 28, 1997 have a weighted average remaining life of 7.94 years.
As of December 28, 1997, no SARs have been granted under the Plan. Restricted awards are issued to certain key employees and are subject to forfeiture until the end of an established restriction period. Restricted awards totaling 38,900, 2,400 and 66,800 shares were granted under the Plan during 1997, 1996 and 1995, respectively. The weighted average grant date price of such awards were $29.58, $27.38 and $29.45 for 1997, 1996 and 1995, respectively. Restricted awards outstanding totaled 52,800; 55,700 and 98,100 shares at year-ends 1997, 1996 and 1995, respectively, and have a weighted average remaining life of 2.4 years at December 28, 1997.
Under the Plan, performance awards may be granted to senior executive officers, the payout of which is determined by the degree of attainment of objectively determinable performance goals over the established relevant performance period. Performance awards totaling 44,500 and 42,000 shares were granted under the Plan during 1997 and 1996, respectively. The weighted average grant date prices of such awards were $28.06 and $29.75 for 1997 and 1996, respectively. Unearned performance awards outstanding at year-ends 1997 and 1996 were 76,300 and 38,500, respectively, and have a weighted average remaining life of 1.6 years at December 28, 1997. Total compensation cost recognized for restricted and performance awards was $1,400, $1,300 and $800 for 1997, 1996 and 1995, respectively.