CORPORATE OPERATIONS
This segment consists primarily of corporate support departments
which provide services to the Company’s operating segments.
These support departments consist of marketing, information
technology, facilities, human resources, supply, executive,
legal, finance and corporate communications. These support
department costs are largely allocated to the Company’s
operating segments. The Company’s captive insurance
and franchise financing subsidiaries are also included within
this segment.
As previously
discussed, the Company adopted a new methodology for allocation
of corporate services and support costs to business units.
The change was made to more accurately reflect each business
segment’s performance. Fiscal year 2001 segment results
have been restated based on this allocation methodology.
Fiscal
2002 compared to fiscal 2001
The pretax loss for fiscal 2002 increased $25.2 million to
$56.1 million compared to fiscal 2001. The increase is primarily
due to higher employee benefit expenses and an increase in
unallocated research and development activity. The decrease
in interest expense on acquisition debt is attributable to
lower financing costs and payment of a portion of the acquisition
debt in fiscal 2002.
Fiscal
2001 compared to fiscal 2000
The pretax loss for fiscal 2001 increased 37.5% to $30.9 million
from $22.5 million in the prior year. The increase is primarily
a result of higher employee costs and interest expense related
to borrowings for funding of operations, including share repurchases.
Interest expense on acquisition debt increased $42.6 million
in fiscal 2001 compared to fiscal 2000. The increase is primarily
attributable to a full year of financing costs associated
with the acquisition of OLDE in December 1999 compared with
only five months in fiscal 2000.
FINANCIAL
CONDITION
The Company’s liquidity needs are met through a combination
of operational cash flows, commercial paper (“CP”)
issuance, HRBFA client account assets and stock loans, and
for the Mortgage segment, a mix of whole loan sales and residual
securitizations.
OPERATING
NET CASH INFLOWS
Operating cash flows totaled $741.4 million, $248.4 million
and $453.0 million in fiscal years 2002, 2001 and 2000, respectively.
These net cash inflows from operations are generated by the
various segments, the largest provider of which is U.S. tax
operations. While annual operating cash flows are positive,
the seasonal nature of U.S. tax operations results in a negative
operating cash flow through the first three quarters of the
fiscal year and then a large positive operating cash flow
in the fourth quarter. Management views these cash flows as
stable.
The following
table calculates net operating free cash flow, which reflects
the strong cash flows generated by the Company’s business.
In addition, the table highlights management’s capital
allocation decisions.
COMMERCIAL
PAPER ISSUANCE
The Company participates in the $1.4 trillion United States
commercial paper market to meet operating cash needs and to
fund its RAL participation. This participation is executed
through Block Financial Corporation (“BFC”), a
wholly owned subsidiary of the Company. The following chart
provides the debt ratings for BFC as of April 30, 2002:
The Company
incurs short-term borrowings throughout the year primarily
to fund receivables associated with its Business services
segment, mortgage loans held for sale, participation in RALs
and seasonal working capital needs. Because of the seasonality
of U.S. tax operations, the Company has had intra-year short-term
borrowings, which peaked at $2.2 billion in February 2002
primarily due to RALs. No commercial paper was outstanding
at fiscal year-end 2002 and 2001.
The Company’s
commercial paper issuances are supported by unsecured committed
lines of credit (“CLOCs”). The United States issuances
are supported by a $1.93 billion CLOC from a consortium of
twenty banks. The $1.93 billion CLOC is subject to annual
renewal in October of 2002, and has a one-year term-out provision
with a maturity date of October 2003. The Canadian issuances
are supported by a $125 million credit facility provided by
one bank. This line is subject to a minimum net worth covenant.
The Canadian CLOC is subject to annual renewal in December
of 2002. There are no rating contingencies under the CLOCs.
In addition, the Company entered into a $500 million CLOC
during the peak RAL season, which expired in February 2002.
An additional CLOC for $500 million was also in place for
RAL season in fiscal 2001. These CLOCs remain undrawn at April
30, 2002.
Management
believes the commercial paper market to be stable. Risks to
the stability of the Company’s commercial paper market
participation would be a short-term rating downgrade below
A2/P2/F2, resulting from adverse changes in the Company’s
financial performance, non-renewal of the $1.93 billion CLOC
in October 2003, and operational risk within the commercial
paper market such as the events on September 11. Management
believes if any of these events were to occur, the CLOCs,
to the extent available, could be used for an orderly exit
from the commercial paper market, though at a higher cost
to the Company. Additionally, the Company could turn to its
other sources of liquidity, including cash, other uncommitted
bank borrowings, medium- and long-term debt issuance and asset
securitization.
OTHER
OBLIGATIONS AND COMMITMENTS
In April 2000, the Company issued $500 million of 81/2% Senior
Notes, due 2007. The Senior Notes are not redeemable prior
to maturity. The net proceeds of this transaction were used
to repay a portion of the initial short-term borrowings for
the OLDE Financial Corporation acquisition.
In October
1997, the Company issued $250 million of 63/4% Senior Notes,
due 2004. The Senior Notes are not redeemable prior to maturity.
The net proceeds of this transaction were used to repay short-term
borrowings that initially funded the acquisition of Option
One Mortgage Corporation (“Option One”).
As of
April 30, 2002, the Company had $250 million remaining under
its shelf registration of debt securities for additional debt
issuance.
Long-term
debt at April 30, 2002 was comprised of the $750 million of
Senior Notes described above, future payments related to the
acquisitions of RSM McGladrey and other accounting firms,
capital lease obligations and mortgage notes. The Company’s
debt to total capital ratio was 40.4% at April 30, 2002, compared
with 44.0% at April 30, 2001.
Business
services has commitments to fund certain attest entities,
that are not consolidated, related to accounting firms it
has acquired. Commitments also exist to loan up to $40 million
to McGladrey & Pullen, LLP on a revolving basis through
July 31, 2004, subject to certain termination clauses. This
revolving facility bears interest at the prime rate plus four
and one-half percent on the outstanding amount and a commitment
fee of one-half percent per annum on the unused portion of
the commitment.
In connection with the Company’s acquisition of the
non-attest assets of McGladrey & Pullen, LLP (“McGladrey”)
in August 1999, the Company assumed certain pension liabilities
related to McGladrey’s retired partners. The Company
makes payments in varying amounts on a monthly basis. Included
in other noncurrent liabilities at April 30, 2002 and 2001
are $25,655 and $31,360, respectively, related to this liability.
In connection
with the Company’s Business services acquisitions, the
purchase agreements provide for possible future contingent
consideration which is based on achieving certain revenue,
profitibility and working capital requirements over the next
six years.
A summary of the Company’s obligations
and commitments to make future payments is as follows:
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