8-K

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): April 23, 2021

 _________________________________________________________________

 

Kforce Inc.

Exact name of registrant as specified in its charter

_______________________________________________________________ 

 

Florida	000-26058	59-3264661
State or other jurisdiction of incorporation	Commission File Number	IRS Employer Identification No.

1001 East Palm Avenue, Tampa, Florida 33605

Address of principal executive offices Zip Code

Registrant’s telephone number, including area code: (813) 552-5000 

_______________________________________________________

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 per share	KFRC	NASDAQ

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:

☐	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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 8.01 Other Events.

On April 27, 2021, Kforce Inc. (the "Company") announced that it has entered into an agreement to sell its corporate headquarters in Tampa, Florida for $24.0 million and expects the sale to close in mid-May 2021. Upon closing, Kforce will lease its corporate headquarters back for a period of 18 months while it looks for available space in the Tampa Bay area for its future corporate headquarters. Upon closing, the Company anticipates recognizing a pre-tax gain of approximately $2 million. A copy of the press release with additional details on this transaction is included with this Report.

On April 23, 2021, the Company's Board of Directors declared a cash dividend for the second quarter of 2021, of $0.23 per share. The dividend will be paid on June 25, 2021 to common shareholders of record as of June 11, 2021.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is furnished herewith:

Exhibit Number	Description
99.1	Press Release of Kforce Inc. dated 4/27/2021
101	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.
104	The cover page from this Current Report on Form 8-K, formatted as Inline XBRL.

 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.

 

		KFORCE INC.
		(Registrant)
Date:	April 27, 2021	By:	/s/ DAVID M. KELLY
			David M. Kelly,
			Executive Vice President, Chief Financial Officer
			(Principal Financial Officer)
		KFORCE INC.
		(Registrant)
Date:	April 27, 2021	By:	/s/ JEFFREY B. HACKMAN
			Jeffrey B. Hackman,
			Senior Vice President, Finance and Accounting
			(Principal Accounting Officer)

EX-99.1

Exhibit 99.1 KFORCE ENTERS INTO AGREEMENT TO SELL ITS CORPORATE HEADQUARTERS FACILITY; COMMITS TO MAINTAIN ITS HEADQUARTERS IN THE TAMPA BAY AREA TAMPA, FL, April 27, 2021 — Kforce Inc. (Nasdaq: KFRC), a provider of professional staffing services and solutions, today announced that it entered into an agreement to sell its corporate headquarters and, upon closing, lease it back for 18 months as it looks for available space in the Tampa Bay area for its future state-of-the-art corporate headquarters. The sale is anticipated to close in mid-May 2021. Joseph J. Liberatore, President, said, “The pandemic has permanently changed the way we work and has showcased our ability to thrive remotely. We believe our future lies in a technology-enabled, fully integrated hybrid work environment. This decision is not only based on our review of business data and trends, but also on feedback from multiple employee surveys where they have indicated a strong desire for less time in the office and a greater amount of flexibility. We could not be prouder of how our people have adapted and performed during this pandemic, while working 100% remotely.” In September 2001, Kforce occupied its current corporate headquarters in Tampa, FL consisting of roughly 130,000 square feet. Over the last several years, Kforce has strategically narrowed its focus on technology and finance and accounting staffing and solutions through the completion of a series of divestitures. This has resulted in Kforce requiring significantly less space in its corporate headquarters. David L. Dunkel, Chairman and Chief Executive Officer, said, “Immediately before we began working remotely in March 2020 as a result of the pandemic, we were only utilizing roughly 50% of the capacity of our corporate headquarters. Given the underutilization when combined with the need to satisfy our employees’ desires for a more flexible, technology-enabled future work environment, it was no longer necessary to maintain a large real estate footprint in our corporate headquarters. This presents us with an opportunity to further invest in providing our dedicated Kforcers with the space and work environment they need to be successful in providing our clients, consultants and candidates world-class support.” Mr. Dunkel continued, “Considering all of the significant challenges our nation and world endured, it is remarkable to see how we have persevered, adapted and in many cases, prospered. Our talented team delivered extraordinary financial results in 2020 and we are grateful and proud of their exceptional efforts. We look forward to providing our employees with an aptly sized, state-of-the-art corporate headquarters that encourages a high degree of collaboration by leveraging technology. Establishing a hybrid work model aligns with Kforce’s evolution as a tech-centric leader. We could not be more excited about our future prospects and are confident this step will only further enable our Tampa- based teams to continue their contributions to Kforce capturing additional market share.”

Kforce will discuss more of the financial terms on its first quarter 2021 earnings conference call scheduled for 5:00 p.m. ET on Monday, May 3, 2021. The dial-in number is (877) 344-3890 and the conference passcode is “Kforce”. A replay of the call will be available from 8:00 p.m. ET Monday, May 3, 2021 until May 10, 2021 by dialing (855) 859- 2056, passcode 2668696 or at http://investor.kforce.com. About Kforce Kforce Inc. is a domestic professional staffing services and solutions firm that specializes in the areas of Technology and Finance and Accounting. Each year, through our network of field offices located throughout the U.S. and two national delivery centers, we provide opportunities for over 30,000 highly skilled professionals who work with over 3,000 clients, including a significant majority of the Fortune 500. At Kforce, our promise is to deliver great results through strategic partnership and knowledge sharing. For more information, please visit our website at http://www.kforce.com. Michael R. Blackman, Chief Corporate Development Officer (813) 552-2927 Cautionary Note Regarding Forward-Looking Statements All statements in this press release, other than those of a historical nature, are forward-looking statements. Such forward-looking statements are within the meaning of that term in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Factors that could cause actual results to differ materially include the following: business conditions, growth rate in temporary staffing and the general economy; competitive factors; risks due to shifts in the market demand; a reduction in the supply of consultants and candidates or the Firm’s ability to attract and retain such individuals; the success of the Firm in attracting and retaining its management team and key operating employees; the impacts (direct and indirect) of COVID-19 on our business, our consultants and employees, and the overall economy; the migration of our FA business towards more highly skilled assignments; changes in the service mix; ability of the Firm to repurchase shares; the occurrence of unanticipated expenses; the effect of adverse weather conditions; changes in our effective tax rate; changes in government regulations, laws and policies that impact our business and our ability to comply with the same; risk of contract performance, delays or termination or the failure to obtain new assignments or contracts, or funding under contracts; changes in client demand and our ability to adapt to such changes; our ability to continue to perform under the government-sponsored COVID-19 related initiatives; continued performance of and improvements to our enterprise information systems; impacts of outstanding litigation or other legal matters, including the risk factors and matters listed from time to time in the Firm’s reports filed with the Securities and Exchange Commission, including, but not limited to, the Firm’s Form 10-K for the fiscal year ending December 31, 2020, as well as assumptions regarding the foregoing. The terms “should,” “believe,” “estimate,” “expect,” “intend,” “anticipate,” “foresee,” “plan” and similar expressions and variations thereof contained in this press release identify certain of such forward-looking statements, which speak only as of the date of this press release. As a result, such forward-looking statements are not guarantees of future performance and involve risks and uncertainties. Future events and actual results may differ materially from those indicated in the forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements and the Firm undertakes no obligation to update any forward-looking statements.

XML

Cover Page	Apr. 23, 2021
Cover [Abstract]
Document Type	8-K
Document Period End Date	Apr. 23, 2021
Entity Registrant Name	Kforce Inc
Entity Incorporation, State or Country Code	FL
Entity File Number	000-26058
Entity Tax Identification Number	59-3264661
Entity Address, Address Line One	1001 East Palm Avenue
Entity Address, City or Town	Tampa
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33605
City Area Code	813
Local Phone Number	552-5000
Title of 12(b) Security	Common Stock, $0.01 per share
Trading Symbol	KFRC
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0000930420