-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, O/NanyaiTwu+N1hKV91HKZfJskzszI4AoeXBzeFba+E1yxd4gte0++GitLX5t8xy colpTRyx85hPiGeJ5dX1mQ== 0000912057-96-001941.txt : 19960410 0000912057-96-001941.hdr.sgml : 19960410 ACCESSION NUMBER: 0000912057-96-001941 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960209 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANALYSTS INTERNATIONAL CORP CENTRAL INDEX KEY: 0000006292 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 410905498 STATE OF INCORPORATION: MN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-04090 FILM NUMBER: 96514565 BUSINESS ADDRESS: STREET 1: 7615 METRO BLVD CITY: MINNEAPOLIS STATE: MN ZIP: 55439 BUSINESS PHONE: 6128974506 MAIL ADDRESS: STREET 1: 7615 METRO BLVD CITY: MINNEAPOLIS STATE: MN ZIP: 55439 10-Q 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ___________ Quarterly Report Under Section 13 or 15(d) of The Securities Exchange Act of 1934 ___________ For the quarter ended: Commission file number: December 31, 1995 0-4090 ___________ ANALYSTS INTERNATIONAL CORPORATION (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) Minnesota 41-0905408 (STATE OF INCORPORATION) (I.R.S. EMPLOYER IDENTIFICATION NO.) 7615 Metro Boulevard Minneapolis, MN 55439 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) Telephone Number: (612) 835-5900 ___________ 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 and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- ___________ As of January 31, 1996, 7,293,779 shares of the Registrant's Common Stock were outstanding. ANALYSTS INTERNATIONAL CORPORATION INDEX Page NUMBER PART I. FINANCIAL INFORMATION: Item 1. Condensed Consolidated Balance Sheets December 31 1995 (Unaudited) and June 30, 1995 1 Condensed Consolidated Statements of Income Three and six months ended December 31, 1995 and 1994 (Unaudited) 2 Condensed Consolidated Statements of Cash Flows Six months ended December 31, 1995 and 1994 (Unaudited) 3 Notes to Condensed Consolidated Financial Statements (Unaudited) 4 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 5-6 ANALYSTS INTERNATIONAL CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS ASSETS
December 31, June 30, (In thousands) 1995 1995 - -------------- ----------------- ----------- (Unaudited) Current assets: Cash and cash equivalents $ 13,188 $ 12,615 Accounts receivable, less allowance for doubtful accounts 42,898 41,706 Other current assets 2,545 2,493 ------ ------ Total current assets 58,631 56,814 Property and equipment, net 5,714 5,020 Other assets 6,011 5,699 ------ ------ $ 70,356 $ 67,533 ------ ------ ------ ------ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 7,397 $ 7,241 Salaries and vacations 5,062 6,653 Dividend payable 1,091 943 Income taxes payable 90 590 Other, primarily self-insured health care reserves 2,355 1,620 ------ ------ Total current liabilities 15,995 17,047 Long-term liabilities 5,635 5,352 Shareholders' equity (Note 2) 48,726 45,134 ------ ------ $ 70,356 $ 67,533 ------ ------ ------ ------
Note: The balance sheet at June 30, 1995 has been taken from the audited financial statements at that date, and condensed. See notes to condensed consolidated financial statements. 1 ANALYSTS INTERNATIONAL CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
(Dollars in thousands Three Months Ended Six Months Ended except per share amounts) December 31 December 31 - ------------------------- ------------------------------- ---------------------------------------- 1995 1994 1995 1994 Revenues $78,786 $50,719 $151,857 $99,114 Expenses: Salaries, contracted services and direct charges 60,198 35,919 115,510 70,005 Selling, administrative and other operating costs 14,086 10,670 27,459 21,108 ------- ------- ------- ------- Total expenses 74,284 46,589 142,969 91,113 ------- ------- ------- ------- Operating income 4,502 4,130 8,888 8,001 Other income 262 143 520 259 ------- ------- ------- ------- Income before income taxes 4,764 4,273 9,408 8,260 Income taxes 1,882 1,665 3,717 3,220 ------- ------- ------- ------- Net income $ 2,882 $ 2,608 $ 5,691 $ 5,040 ------- ------- ------- ------- ------- ------- ------- ------- PER COMMON SHARE: Net income $ .39 $ .36 $ .77 $ .70 ------- ------- ------- ------- ------- ------- ------- ------- Dividends paid $ .15 $ .13 $ .28 $ .25 ------- ------- ------- ------- ------- ------- ------- ------- Average common and common equivalent shares outstanding 7,392,000 7,258,000 7,386,000 7,225,000 --------- --------- --------- --------- --------- --------- --------- ---------
See notes to condensed consolidated financial statements. 2 ANALYSTS INTERNATIONAL CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Six Months Ended December 31 ------------------------ (Dollars in thousands) 1995 1994 - ---------------------- ---- ---- Net cash provided by operating activities $ 4,383 $ 4,629 Cash flows from investing activities: Property and equipment additions (1,715) (659) Increase in annuities and cash surrender values (144) (138) ----- ----- Net cash used in investing activities (1,859) (797) Cash flows from financing activities: Cash dividends (2,035) (1,787) Proceeds from exercise of stock options 84 485 ----- ----- Net cash used in financing activities (1,951) (1,302) ----- ----- Net change in cash and equivalents 573 2,530 Cash and equivalents at beginning of period 12,615 10,700 ------ ------ Cash and equivalents at end of period $ 13,188 $ 13,230 ------- ------- ------- -------
See notes to condensed consolidated financial statements. 3 ANALYSTS INTERNATIONAL CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Condensed Consolidated Financial Statements - The condensed consolidated balance sheet as of December 31, 1995, the condensed consolidated statements of income for the three month and six month periods ended December 31, 1995 and 1994 and the condensed consolidated statements of cash flows for the six month periods then ended have been prepared by the Company, without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and the cash flows at December 31, 1995 and for the periods then ended have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted. It is suggested these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company's June 30, 1995 annual report to shareholders. 2. SHAREHOLDERS' EQUITY
Six Months Ended December 31, 1995 ----------------- (In thousands) Balance at beginning of period $ 45,134 Cash dividends declared: August 17, 1995 at $.15 per share (1,091) December 13, 1995 at $.15 per share (1,092) Proceeds upon exercise of stock options 84 Net income 5,691 ------- Balance at end of period $ 48,726 ------- -------
4 Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Six Months Ended December 31, 1995 and 1994 CHANGES IN FINANCIAL CONDITION Working capital at December 31, 1995 was $42.6 million, up 7.2% from the $39.8 million at June 30, 1995. This includes cash and cash equivalents of $13.2 million compared to $12.6 million at June 30, 1995 and accounts receivable of $42.9 million compared to $41.7 million at June 30, 1995. The Company's primary need for working capital is to support accounts receivable resulting from the growth in its business and to fund the time lag between payroll disbursement and receipt of fees billed to clients. Over the past years, the Company has been able to support the growth in its business with internally generated funds. The Company's outsourcing contracts with two major customers are not expected to burden working capital, even though the ratio of current assets to current liabilities is likely to decline. This is a consequence of the Company's use of subcontractors to perform substantial amounts of the work and that work not being paid for until after collection from the client. On December 13, 1995 the Board of Directors declared a regular quarterly dividend of $.15 per share payable February 15, 1996 to shareholders of record on January 31, 1996. The Company believes funds generated from its business and current cash balances are adequate to meet demands placed upon its resources by its operations and the payment of quarterly dividends. 5 RESULTS OF OPERATIONS Revenues for the six months ended December 31, 1995 and for the quarter then ended increased 53.2% and 55.3 %, respectively, over the same periods a year ago. For the six month period and quarter ended December 31, 1995, approximately $26.7 million and $14.3 million, respectively, of the increases are attributable to a major outsourcing contract which became effective June 1, 1995. The remaining revenue increases resulted primarily from increases in billable hours of service rendered to clients. Rate increases have not contributed significantly to the revenue increase because prevailing competitive conditions in the industry have made it difficult for the Company to increase the hourly rates it charges for services. Personnel totalled 3,550 at December 31, 1995, compared to 2,825 at December 31, 1995, an increase of 25.7%. Substantially all of the increase consists of billable technical staff. Salaries, contracted services and direct charges, which represent primarily the Company's direct labor cost, were 76.1% of revenues for the six months ended December 31, 1995 compared to 70.6% for the same period a year ago. These costs for the quarters ended December 31, 1995 and 1994 were 76.4% and 70.8%, respectively. This category of expense includes the fees for the contracted services of subcontractors who are necessary to support the Company with the major outsourcing contract referred to above. Excluding both revenues and fees for the contracted services of subcontractors, this category of expense as a percentage of revenue would be at 71.7% and 72.0%, respectively, for the six months and quarter ended December 31, 1995 compared to 70.6% and 70.8%, respectively, for the comparable periods in fiscal 1995. While the Company has taken steps to control this category of expense, there can be no assurance the Company will be able to maintain or improve this level because intense competition for business can adversely affect rate increases and competition for technical personnel makes it difficult to control labor costs. Selling, administrative and other operating costs, which include commissions, employee fringe benefits and location costs, represented 18.1% of revenues for the six months ended December 31, 1995 compared to 21.3% for the same period a year ago. For the quarter ended December 31, 1995 these costs were 17.9% compared to 21.0% for the same quarter last year. Excluding the $26.7 million and $14.3 million, respectively, of revenue realized from the outsourcing contract referred to above, for the six months and quarter ended December 31, 1995, this percentage would have been 21.9% and 21.8%, respectively. While the Company has been successful in controlling selling, administrative and other operating costs and is committed to careful cost management, there can be no assurance the Company will be able to maintain these costs at their current relationship to revenues. 6 PART II. OTHER INFORMATION Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS At the annual meeting of shareholders held October 17, 1995, the following action was taken: (a) Election of directors. The following nominees, all of whom were listed in the company's proxy statement prepared in accordance with Regulation 14(a), were elected:
Nominee Votes for Authority Withheld ------- --------- ------------------ V. C. Benda 6,782,148 15,470 W. K. Drake 6,779,611 18,008 F. W. Lang 6,781,287 16,332 M. A. Loftus 6,781,149 16,469 E. M. Mahoney 6,782,203 15,415 R. Prince 6,782,318 15,300
(b) Ratification of auditors. The shareholders voted their shares to ratify the appointment of Deloitte & Touche LLP by the following vote: In favor 6,721,440 Against 16,891 Abstain 25,431 Item 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibit 11 - Computation of Net Income Per Share. (b) There were no reports on Form 8-K filed for the six months ended December 31, 1995. 7 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 there unto duly authorized. ANALYSTS INTERNATIONAL CORPORATION (Registrant) Date February 13, 1996 By /s/ Gerald M. McGrath ------------------- ------------------------------------ Gerald M. McGrath Treasurer and Chief Financial Officer Date February 13, 1996 By /s/ Marti R. Charpentier ------------------- ------------------------------------ Marti R. Charpentier Controller and Assistant Treasurer (Chief Accounting Officer) 8 EXHIBIT INDEX EXHIBIT NUMBER EXHIBIT PAGE NO.* 11 Computation of Net Income Per Share 13 * Page numbers in the sequential numbering system of the manually signed original report. EX-11 2 EXHIBIT 11 Exhibit No. 11 Exhibit No. 11 Analysts International Corporation Computation of Net Income per Share
Three Months Ended Six Months Ended (IN THOUSANDS EXCEPT December 31 December 31 ------------------- ------------------- PER SHARE AMOUNTS) 1995 1994 1995 1994 ---- ---- ---- ---- Primary: Weighted average number of common shares outstanding 7,274 7,174 7,269 7,147 Dilutive stock options after application of treasury stock method 118 84 117 78 --- --- --- --- Weighted average number of common and common equivalent shares outstanding 7,392 7,258 7,386 7,225 ----- ----- ----- ----- ----- ----- ----- ----- Net income $ 2,882 $ 2,608 $ 5,691 $ 5,040 ------ ------ ------ ------ ------ ------ ------ ------ Per share amount $ .39 $ .36 $ .77 $ .70 ------ ------ ------ ------ ------ ------ ------ ------ Fully diluted: Weighted average number of common shares outstanding 7,274 7,174 7,269 7,147 Dilutive stock options based on the treasury stock method using the end of the period market price, if higher than average market price 118 97 126 97 --- --- --- --- Weighted average number of common and common equivalent shares outstanding 7,392 7,271 7,395 7,244 ----- ----- ----- ----- ----- ----- ----- ----- Net income $ 2,882 $ 2,608 $ 5,691 $ 5,040 ------ ------ ------ ------ ------ ------ ------ ------ Per share amount $ .39 $ .36 $ .77 $ .70 ------ ------ ------ ------ ------ ------ ------ ------
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