UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended SeptemberJune 30, 20222023
 
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
Commission file number: 001-35636
 
ASGN Incorporated
(Exact name of registrant as specified in its charter)
Delaware95-4023433
(State of Incorporation)
 
(I.R.S. Employer Identification No.)
 

4400 Cox Road, Suite 110
Glen Allen, Virginia 23060
(Address, including zip code, of Principal Executive Offices)
(888) 482-8068
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading SymbolName of exchange on which registered
Common StockASGNNYSE

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  No 
 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes No 
  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
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.
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
  Yes No 
 
At OctoberJuly 31, 2022,2023, the total number of outstanding shares of the Common Stock of ASGN Incorporated (the "Company") ($0.01 par value) was 49.948.4 million.




ASGN INCORPORATED AND SUBSIDIARIES

INDEX
 
 

 
 
 
 


2


PART I FINANCIAL INFORMATION

Item 1 — Condensed Consolidated Financial Statements (Unaudited)


ASGN INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
(in millions, except share data)
September 30,
2022
December 31,
2021
June 30,
2023
December 31,
2022
ASSETSASSETSASSETS
Current assets:Current assets:Current assets:
Cash and cash equivalentsCash and cash equivalents$211.2 $529.6 Cash and cash equivalents$93.8 $70.3 
Accounts receivable, netAccounts receivable, net877.9 708.2 Accounts receivable, net828.9 853.6 
Prepaid expenses and income taxesPrepaid expenses and income taxes15.3 41.2 Prepaid expenses and income taxes33.2 39.9 
Other current assetsOther current assets15.6 30.4 Other current assets16.4 17.3 
Total current assetsTotal current assets1,120.0 1,309.4 Total current assets972.3 981.1 
Property and equipment, netProperty and equipment, net62.3 55.0 Property and equipment, net76.1 66.3 
Operating lease right-of-use assetsOperating lease right-of-use assets55.4 57.1 Operating lease right-of-use assets53.0 51.1 
Identifiable intangible assets, netIdentifiable intangible assets, net545.4 487.9 Identifiable intangible assets, net533.5 569.6 
GoodwillGoodwill1,805.9 1,569.5 Goodwill1,894.0 1,892.0 
Other non-current assetsOther non-current assets22.2 23.9 Other non-current assets32.4 25.6 
Total assetsTotal assets$3,611.2 $3,502.8 Total assets$3,561.3 $3,585.7 
LIABILITIES AND STOCKHOLDERS’ EQUITYLIABILITIES AND STOCKHOLDERS’ EQUITYLIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:Current liabilities:Current liabilities:
Accounts payableAccounts payable$33.5 $20.1 Accounts payable$24.3 $35.2 
Accrued payrollAccrued payroll329.2 305.5 Accrued payroll266.5 285.1 
Operating lease liabilitiesOperating lease liabilities23.5 23.3 Operating lease liabilities19.7 22.9 
Other current liabilitiesOther current liabilities106.1 102.0 Other current liabilities106.1 98.7 
Total current liabilitiesTotal current liabilities492.3 450.9 Total current liabilities416.6 441.9 
Long-term debtLong-term debt1,080.8 1,033.9 Long-term debt1,035.7 1,066.6 
Operating lease liabilitiesOperating lease liabilities37.2 40.2 Operating lease liabilities37.4 32.3 
Deferred income tax liabilitiesDeferred income tax liabilities98.2 89.0 Deferred income tax liabilities129.2 129.2 
Other long-term liabilitiesOther long-term liabilities13.6 23.4 Other long-term liabilities15.8 14.4 
Total liabilitiesTotal liabilities1,722.1 1,637.4 Total liabilities1,634.7 1,684.4 
Commitments and contingenciesCommitments and contingenciesCommitments and contingencies
Stockholders’ equity:Stockholders’ equity:Stockholders’ equity:
Preferred stock, $0.01 par value; 1.0 million shares authorized; no shares issuedPreferred stock, $0.01 par value; 1.0 million shares authorized; no shares issued— — Preferred stock, $0.01 par value; 1.0 million shares authorized; no shares issued— — 
Common stock, $0.01 par value; 75.0 million shares authorized; 50.0 million and 51.8 million shares outstanding at September 30, 2022 and December 31, 2021, respectively0.5 0.5 
Common stock, $0.01 par value; 75.0 million shares authorized; 48.5 million and 49.5 million shares outstanding at June 30, 2023 and December 31, 2022, respectivelyCommon stock, $0.01 par value; 75.0 million shares authorized; 48.5 million and 49.5 million shares outstanding at June 30, 2023 and December 31, 2022, respectively0.5 0.5 
Paid-in capitalPaid-in capital702.7 690.8 Paid-in capital702.8 703.5 
Retained earningsRetained earnings1,190.1 1,174.4 Retained earnings1,223.6 1,200.0 
Accumulated other comprehensive lossAccumulated other comprehensive loss(4.2)(0.3)Accumulated other comprehensive loss(0.3)(2.7)
Total stockholders’ equityTotal stockholders’ equity1,889.1 1,865.4 Total stockholders’ equity1,926.6 1,901.3 
Total liabilities and stockholders’ equityTotal liabilities and stockholders’ equity$3,611.2 $3,502.8 Total liabilities and stockholders’ equity$3,561.3 $3,585.7 

See notes to condensed consolidated financial statements.






3




ASGN INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Unaudited)
(in millions, except per share data)
Three Months EndedNine Months EndedThree Months EndedSix Months Ended
September 30,September 30,June 30,June 30,
20222021202220212023202220232022
RevenuesRevenues$1,197.9 $1,073.8 $3,430.7 $2,955.7 Revenues$1,130.9 $1,141.8 $2,259.7 $2,232.8 
Costs of servicesCosts of services839.0 765.1 2,401.2 2,127.0 Costs of services804.6 797.8 1,607.0 1,562.2 
Gross profitGross profit358.9 308.7 1,029.5 828.7 Gross profit326.3 344.0 652.7 670.6 
Selling, general and administrative expensesSelling, general and administrative expenses232.6 192.7 665.1 533.4 Selling, general and administrative expenses210.5 220.4 434.6 432.5 
Amortization of intangible assetsAmortization of intangible assets17.9 15.9 45.3 39.9 Amortization of intangible assets17.9 13.5 36.0 27.4 
Operating incomeOperating income108.4 100.1 319.1 255.4 Operating income97.9 110.1 182.1 210.7 
Interest expenseInterest expense(12.1)(9.6)(31.5)(28.2)Interest expense(15.8)(10.1)(31.2)(19.4)
Income before income taxesIncome before income taxes96.3 90.5 287.6 227.2 Income before income taxes82.1 100.0 150.9 191.3 
Provision for income taxesProvision for income taxes25.2 24.2 76.3 60.8 Provision for income taxes22.0 27.4 41.3 51.1 
Income from continuing operationsIncome from continuing operations71.1 66.3 211.3 166.4 Income from continuing operations60.1 72.6 109.6 140.2 
Income from discontinued operations, net of income taxes2.1 145.7 1.2 158.5 
Loss from discontinued operations, net of income taxesLoss from discontinued operations, net of income taxes— (0.1)— (0.9)
Net incomeNet income$73.2 $212.0 $212.5 $324.9 Net income$60.1 $72.5 $109.6 $139.3 
Earnings per share:Earnings per share:Earnings per share:
Basic —Basic —Basic —
Continuing operationsContinuing operations$1.42 $1.26 $4.15 $3.14 Continuing operations$1.23 $1.42 $2.23 $2.73 
Discontinued operationsDiscontinued operations0.04 2.76 0.02 2.99 Discontinued operations— — — (0.01)
$1.46 $4.02 $4.17 $6.13 $1.23 $1.42 $2.23 $2.72 
Diluted —Diluted —Diluted —
Continuing operationsContinuing operations$1.40 $1.24 $4.09 $3.10 Continuing operations$1.22 $1.41 $2.21 $2.70 
Discontinued operationsDiscontinued operations0.04 2.73 0.02 2.95 Discontinued operations— — — (0.01)
$1.44 $3.97 $4.11 $6.05 $1.22 $1.41 $2.21 $2.69 
Shares and share equivalents used to calculate earnings per share:Shares and share equivalents used to calculate earnings per share:Shares and share equivalents used to calculate earnings per share:
BasicBasic50.1 52.7 50.9 53.0 Basic49.0 51.0 49.1 51.3 
DilutedDiluted50.7 53.4 51.6 53.7 Diluted49.2 51.6 49.5 52.0 
Reconciliation of net income to comprehensive income:Reconciliation of net income to comprehensive income:Reconciliation of net income to comprehensive income:
Net incomeNet income$73.2 $212.0 $212.5 $324.9 Net income$60.1 $72.5 $109.6 $139.3 
Foreign currency translation adjustmentForeign currency translation adjustment(2.2)2.6 (3.9)0.7 Foreign currency translation adjustment1.4 (1.7)2.4 (1.7)
Comprehensive incomeComprehensive income$71.0 $214.6 $208.6 $325.6 Comprehensive income$61.5 $70.8 $112.0 $137.6 

 See notes to condensed consolidated financial statements.
 
 

 

4


ASGN INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited)
(in millions)
Common StockPaid-in CapitalRetained EarningsOtherTotalCommon StockPaid-in CapitalRetained EarningsOtherTotal
SharesPar ValueSharesPar Value
Three Months Ended September 30, 2022
Balance at June 30, 202250.4 $0.5 $692.1 $1,165.5 $(2.0)$1,856.1 
Three Months Ended June 30, 2023Three Months Ended June 30, 2023
Balance at March 31, 2023Balance at March 31, 202349.2 $0.5 $714.4 $1,210.3 $(1.7)$1,923.5 
Stock-based compensation expenseStock-based compensation expense— — 11.9 — — 11.9 Stock-based compensation expense— — 11.3 — — 11.3 
Issuances under equity plansIssuances under equity plans0.2 — 8.5 — — 8.5 Issuances under equity plans0.2 — — — — — 
Tax withholding on restricted stock vestingTax withholding on restricted stock vesting— — (1.6)— — (1.6)Tax withholding on restricted stock vesting— — (10.0)— — (10.0)
Stock repurchases and retirement of sharesStock repurchases and retirement of shares(0.6)— (8.2)(48.6)— (56.8)Stock repurchases and retirement of shares(0.9)— (12.9)(46.8)— (59.7)
OtherOther— — — — (2.2)(2.2)Other— — — — 1.4 1.4 
Net incomeNet income— — — 73.2 — 73.2 Net income— — — 60.1 — 60.1 
Balance at September 30, 202250.0 $0.5 $702.7 $1,190.1 $(4.2)$1,889.1 
Balance at June 30, 2023Balance at June 30, 202348.5 $0.5 $702.8 $1,223.6 $(0.3)$1,926.6 
Three Months Ended September 30, 2021
Balance at June 30, 202153.2 $0.5 $683.0 $1,039.2 $(2.9)$1,719.8 
Three Months Ended June 30, 2022Three Months Ended June 30, 2022
Balance at March 31, 2022Balance at March 31, 202251.3 $0.5 $696.0 $1,173.0 $(0.3)$1,869.2 
Stock-based compensation expenseStock-based compensation expense— — 20.5 — — 20.5 Stock-based compensation expense— — 11.2 — — 11.2 
Issuances under equity plans0.1 — 6.6 — — 6.6 
Tax withholding on restricted stock vestingTax withholding on restricted stock vesting0.2 — (6.7)— — (6.7)Tax withholding on restricted stock vesting— — (2.5)— — (2.5)
Stock repurchases and retirement of sharesStock repurchases and retirement of shares(1.2)— (14.7)(105.7)— (120.4)Stock repurchases and retirement of shares(0.9)— (12.6)(80.0)— (92.6)
OtherOther— — — — 2.6 2.6 Other— — — — (1.7)(1.7)
Net incomeNet income— — — 212.0 — 212.0 Net income— — — 72.5 — 72.5 
Balance at September 30, 202152.3 $0.5 $688.7 $1,145.5 $(0.3)$1,834.4 
Balance at June 30, 2022Balance at June 30, 202250.4 $0.5 $692.1 $1,165.5 $(2.0)$1,856.1 
Common StockPaid-in CapitalRetained EarningsOtherTotalCommon StockPaid-in CapitalRetained EarningsOtherTotal
SharesPar ValueSharesPar Value
Nine Months Ended September 30, 2022
Six Months Ended June 30, 2023Six Months Ended June 30, 2023
Balance at December 31, 2022Balance at December 31, 202249.5 $0.5 $703.5 $1,200.0 $(2.7)$1,901.3 
Stock-based compensation expenseStock-based compensation expense— — 23.4 — — 23.4 
Issuances under equity plansIssuances under equity plans0.4 — 11.1 — — 11.1 
Tax withholding on restricted stock vestingTax withholding on restricted stock vesting— — (14.2)— — (14.2)
Stock repurchase and retirement of sharesStock repurchase and retirement of shares(1.4)— (21.0)(86.0)— (107.0)
OtherOther— — — — 2.4 2.4 
Net incomeNet income— — — 109.6 — 109.6 
Balance at June 30, 2023Balance at June 30, 202348.5 $0.5 $702.8 $1,223.6 $(0.3)$1,926.6 
Six Months Ended June 30, 2022Six Months Ended June 30, 2022
Balance at December 31, 2021Balance at December 31, 202151.8 $0.5 $690.8 $1,174.4 $(0.3)$1,865.4 Balance at December 31, 202151.8 $0.5 $690.8 $1,174.4 $(0.3)$1,865.4 
Stock-based compensation expenseStock-based compensation expense— — 35.9 — — 35.9 Stock-based compensation expense— — 24.0 — — 24.0 
Issuances under equity plansIssuances under equity plans0.4 — 18.9 — — 18.9 Issuances under equity plans0.2 — 10.4 — — 10.4 
Tax withholding on restricted stock vestingTax withholding on restricted stock vesting— — (12.9)— — (12.9)Tax withholding on restricted stock vesting— — (11.3)— — (11.3)
Stock repurchase and retirement of sharesStock repurchase and retirement of shares(2.2)— (30.0)(196.8)— (226.8)Stock repurchase and retirement of shares(1.6)— (21.8)(148.2)— (170.0)
OtherOther— — — — (3.9)(3.9)Other— — — — (1.7)(1.7)
Net incomeNet income— — — 212.5 — 212.5 Net income— — — 139.3 — 139.3 
Balance at September 30, 202250.0 $0.5 $702.7 $1,190.1 $(4.2)$1,889.1 
Nine Months Ended September 30, 2021
Balance at December 31, 202052.9 $0.5 $661.3 $926.3 $(1.0)$1,587.1 
Stock-based compensation expense— — 41.7 — — 41.7 
Issuances under equity plans0.2 — 14.3 — — 14.3 
Tax withholding on restricted stock vesting0.4 — (13.9)— — (13.9)
Stock repurchase and retirement of shares(1.2)— (14.7)(105.7)— (120.4)
Other— — — — 0.7 0.7 
Net income— — — 324.9 — 324.9 
Balance at September 30, 202152.3 $0.5 $688.7 $1,145.5 $(0.3)$1,834.4 
Balance at June 30, 2022Balance at June 30, 202250.4 $0.5 $692.1 $1,165.5 $(2.0)$1,856.1 
 
See notes to condensed consolidated financial statements.
5



ASGN INCORPORATED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
(in millions)
Nine Months EndedSix Months Ended
September 30,June 30,
2022202120232022
Cash Flows from Operating ActivitiesCash Flows from Operating ActivitiesCash Flows from Operating Activities
Net incomeNet income$212.5 $324.9 Net income$109.6 $139.3 
Adjustments to reconcile net income to net cash provided by operating activities:Adjustments to reconcile net income to net cash provided by operating activities:Adjustments to reconcile net income to net cash provided by operating activities:
Gain on sale of discontinued operations— (218.6)
Depreciation and amortizationDepreciation and amortization64.8 67.5 Depreciation and amortization49.8 39.8 
Stock-based compensationStock-based compensation35.9 41.7 Stock-based compensation23.4 24.0 
Deferred income taxes0.3 (42.4)
OtherOther6.5 3.7 Other3.4 5.1 
Changes in operating assets and liabilities, net of effects of acquisitions and divestiture:Changes in operating assets and liabilities, net of effects of acquisitions and divestiture:Changes in operating assets and liabilities, net of effects of acquisitions and divestiture:
Accounts receivableAccounts receivable(154.2)(99.5)Accounts receivable24.7 (136.7)
Prepaid expenses and income taxesPrepaid expenses and income taxes26.4 12.6 Prepaid expenses and income taxes6.8 23.7 
Accounts payableAccounts payable10.0 (12.0)Accounts payable(10.4)12.1 
Accrued payrollAccrued payroll20.0 75.3 Accrued payroll(19.3)31.9 
Income taxes payableIncome taxes payable15.1 130.6 Income taxes payable16.1 8.0 
OtherOther(4.8)(7.9)Other(11.1)(2.8)
Net cash provided by operating activitiesNet cash provided by operating activities232.5 275.9 Net cash provided by operating activities193.0 144.4 
Cash Flows from Investing ActivitiesCash Flows from Investing ActivitiesCash Flows from Investing Activities
Cash paid for property and equipmentCash paid for property and equipment(27.0)(25.6)Cash paid for property and equipment(22.9)(18.4)
Cash paid for acquisitions, net of cash acquired(351.8)(224.4)
Cash received from sale of the Oxford business9.8 499.1 
Cash received from the sale of a businessCash received from the sale of a business— 9.8 
OtherOther2.4 0.1 Other(0.6)2.5 
Net cash provided by (used in) investing activities(366.6)249.2 
Net cash used in investing activitiesNet cash used in investing activities(23.5)(6.1)
Cash Flows from Financing ActivitiesCash Flows from Financing ActivitiesCash Flows from Financing Activities
Proceeds from long term debtProceeds from long term debt46.0 — Proceeds from long term debt73.0 — 
Principal payments of long term debtPrincipal payments of long term debt(104.5)— 
Proceeds from employee stock purchase planProceeds from employee stock purchase plan18.9 14.3 Proceeds from employee stock purchase plan11.1 10.4 
Repurchases of common stockRepurchases of common stock(227.6)(118.4)Repurchases of common stock(106.4)(168.1)
Payment of employment taxes related to release of restricted stock awardsPayment of employment taxes related to release of restricted stock awards(12.9)(13.9)Payment of employment taxes related to release of restricted stock awards(14.2)(11.3)
Payment of contingent considerationPayment of contingent consideration(8.1)— Payment of contingent consideration(5.0)(8.1)
Debt issuance and amendment costs— (1.4)
Net cash used in financing activitiesNet cash used in financing activities(183.7)(119.4)Net cash used in financing activities(146.0)(177.1)
Effect of exchange rate changes on cash and cash equivalentsEffect of exchange rate changes on cash and cash equivalents(0.6)(0.7)Effect of exchange rate changes on cash and cash equivalents— (0.2)
Net increase (decrease) in cash and cash equivalentsNet increase (decrease) in cash and cash equivalents(318.4)405.0 Net increase (decrease) in cash and cash equivalents23.5 (39.0)
Cash and cash equivalents at beginning of yearCash and cash equivalents at beginning of year529.6 274.4 Cash and cash equivalents at beginning of year70.3 529.6 
Cash and cash equivalents at end of periodCash and cash equivalents at end of period$211.2 $679.4 Cash and cash equivalents at end of period$93.8 $490.6 
Supplemental Disclosure of Cash Flow InformationSupplemental Disclosure of Cash Flow InformationSupplemental Disclosure of Cash Flow Information
Cash paid for —Cash paid for —Cash paid for —
Income taxesIncome taxes$33.4 $39.6 Income taxes$8.0 $17.7 
InterestInterest$23.6 $20.1 Interest$30.1 $18.4 
Operating leasesOperating leases$20.4 $25.3 Operating leases$13.2 $13.6 
Noncash transactions —Noncash transactions —Noncash transactions —
Operating lease right of use assets obtained in exchange for operating lease liabilitiesOperating lease right of use assets obtained in exchange for operating lease liabilities$15.5 $3.4 Operating lease right of use assets obtained in exchange for operating lease liabilities$13.9 $9.8 


See notes to condensed consolidated financial statements.
6


ASGN INCORPORATED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

1. General

Basis of presentation — The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") and the rules of the Securities and Exchange Commission. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to those rules and regulations. The December 31, 20212022 balance sheet was derived from audited financial statements. The financial statements include adjustments consisting of normal recurring items, which, in the opinion of management, are necessary for a fair presentation of the financial position of ASGN Incorporated and its subsidiaries ("ASGN" or the "Company") and its results of operations for the interim dates and periods set forth herein. The results for any of the interim periods are not necessarily indicative of the results to be expected for the full year or any other period. This Quarterly Report on Form 10-Q should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 20212022 ("20212022 10-K").

2. Accounting Standards Update

In October 2021, the Financial Accounting Standards Board issued Accounting Standards Update 2021-08, Business Combinations (Topic 805) Accounting for Acquired Contract Assets and Contract Liabilities, which requires an acquirer to recognize and measure contract assets and liabilities in a business combination in accordance with Accounting Standards Codification Topic 606 Revenue from Contracts with Customers, rather than adjust them to fair value at the acquisition date. The Company early adopted this standard and it had no impact on the condensed consolidated financial statements.

3. Acquisitions

On July 6, 2022, the Company acquired GlideFast Holdings, LLC and affiliated entities ("GlideFast"), a ServiceNow consulting company, for $351.8 million in cash. GlideFast is part of the Commercial Segment and its results of operations are included in the consolidated results of the Company from the date of its acquisition. The purchase accounting for this acquisition remains incomplete with respect to the provisional fair value of assets acquired and liabilities assumed, as management continues to gather and evaluate information about circumstances that existed as of the acquisition date. Measurement period adjustments will be recognized prospectively within 12 months from the date of acquisition. The preliminary fair value of the identifiable intangible assets related to this acquisition totaled $102.8 million, including a trademark of $30.2 million which has an indefinite life. Other acquired identifiable intangible assets have useful lives ranging from three to nine years.

In 2021, the Company acquired three consulting services businesses for $221.3 million in cash. These acquisitions increased the Company's investment in IT consulting in its Commercial and Federal Government segments. The fair values allocated to the assets and liabilities for these acquisitions have been finalized.

4. Goodwill and Identifiable Intangible Assets

The following table summarizes the activity related to the carrying amount of goodwill by segment since December 31, 20202021 (in millions).
CommercialFederal GovernmentTotalCommercialFederal GovernmentTotal
Balance as of December 31, 2020$778.6 $642.1 $1,420.7 
2021 acquisitions51.1 94.8 145.9 
Balance as of December 31, 2021Balance as of December 31, 2021$829.3 $740.2 $1,569.5 
2022 acquisitions2022 acquisitions246.4 85.5 331.9 
Purchase price adjustmentsPurchase price adjustments— 3.3 3.3 Purchase price adjustments0.4 (8.5)(8.1)
Translation adjustmentTranslation adjustment(0.4)— (0.4)Translation adjustment(1.4)— (1.4)
Balance as of December 31, 2021829.3 740.2 1,569.5 
2022 acquisition246.9 — 246.9 
Balance as of December 31, 2022Balance as of December 31, 20221,074.7 817.2 1,891.9 
Purchase price adjustmentsPurchase price adjustments0.4 (8.5)(8.1)Purchase price adjustments— 1.1 1.1 
Translation adjustmentTranslation adjustment(2.4)— (2.4)Translation adjustment1.0 — 1.0 
Balance as of September 30, 2022$1,074.2 $731.7 $1,805.9 
Balance as of June 30, 2023Balance as of June 30, 2023$1,075.7 $818.3 $1,894.0 


Approximately $163.6 million and $127.2$250.7 million of the goodwill for the 2022 and 2021 acquisitions respectively, is deductible for income tax purposes.

7



Acquired identifiable intangible assets consisted of the following (in millions):
September 30, 2022December 31, 2021June 30, 2023December 31, 2022
Estimated Useful Life in YearsGross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying AmountEstimated Useful Life in YearsGross Carrying AmountAccumulated AmortizationNet Carrying AmountGross Carrying AmountAccumulated AmortizationNet Carrying Amount
Customer and contractual relationshipsCustomer and contractual relationships7 - 13$555.9 $299.7 $256.2 $493.9 $260.2 $233.7 Customer and contractual relationships1 - 13$589.3 $345.6 $243.7 $589.3 $315.7 $273.6 
Contractor relationships4— — — 45.5 45.5 — 
Contract Backlog1 - 334.8 33.8 1.0 34.8 31.0 3.8 
Contract backlogContract backlog1 - 344.1 40.3 3.8 44.1 36.5 7.6 
Non-compete agreementsNon-compete agreements1 - 739.7 24.3 15.4 29.4 21.6 7.8 Non-compete agreements1 - 741.2 28.0 13.2 41.2 25.6 15.6 
630.4 357.8 272.6 603.6 358.3 245.3 674.6 413.9 260.7 674.6 377.8 296.8 
Not subject to amortization:Not subject to amortization:Not subject to amortization:
TrademarksTrademarks272.8 — 272.8 242.6 — 242.6 Trademarks272.8 — 272.8 272.8 — 272.8 
TotalTotal$903.2 $357.8 $545.4 $846.2 $358.3 $487.9 Total$947.4 $413.9 $533.5 $947.4 $377.8 $569.6 


Estimated future amortization expense follows (in millions): 
Remainder of 2022$17.8 
202359.3 
202449.8 
202541.8 
202635.4 
Thereafter68.5 
$272.6 

5. Discontinued Operations

On August 17, 2021, the Company sold its Oxford business to an affiliate of H.I.G. Capital for $525.0 million. Included in the nine months ended September 30, 2021, was a $218.6 million ($149.3 million net of income taxes) gain from the sale. The financial results of that business are reported as discontinued operations in the accompanying condensed consolidated statements of operations.

There were no significant operating results from discontinued operations subsequent to December 31, 2021.The following table summarizes the results of operations of the Oxford business (in millions):

Three Months EndedNine Months Ended
September 30, 2021September 30, 2021
Revenues$71.6 $324.3 
Costs of services49.0 223.0 
Gross profit22.6 101.3 
Selling, general and administrative expenses27.5 89.9 
Amortization of intangible assets0.1 0.4 
Income (loss) before income taxes(5.0)11.0 
Provision (benefit) for income taxes(1.4)1.8 
Gain on sale, net of income taxes149.3 149.3 
Income from discontinued operations, net of income taxes$145.7 $158.5 
Remainder of 2023$35.7 
202458.1 
202548.8 
202641.8 
202732.0 
Thereafter44.3 
$260.7 

87


During the nine months ended September 30, 2022, the Company received $9.8 million related to the finalization of the purchase price. The following table provides select cash flow information related to the Oxford business for the nine months ended September 30, 2021 (in millions):

Net cash provided by operating activities$8.2 
Net cash provided by (used in) investing activities
   Cash received from sale of discontinued operations499.1 
Other(3.9)
$495.2 

6.3. Long-Term Debt

Long-term debt consisted of the following (in millions):
September 30,
2022
December 31,
2021
Senior Secured Credit Facility:
Borrowings under $250 million revolving credit facility, due 2024$46.0 $— 
Term B loan facility, due 2025490.8 490.8 
Unsecured Senior Notes, due 2028550.0 550.0 
1,086.8 1,040.8 
Unamortized deferred loan costs(6.0)(6.9)
$1,080.8 $1,033.9 
June 30,
2023
December 31,
2022
Senior Secured Credit Facility:
Borrowings under $460 million revolving credit facility, due November 2024$— $31.5 
Term B loan facility, due April 2025490.8 490.8 
Unsecured Senior Notes, due May 2028550.0 550.0 
1,040.8 1,072.3 
Unamortized deferred loan costs(5.1)(5.7)
$1,035.7 $1,066.6 

Senior Secured Credit Facility — The senior secured credit facility (the "facility") consists of a term B loan and a $250.0$460.0 million revolving credit facility.facility (the "revolver"). Borrowings under the term B loan bear interest at LIBORthe secured overnight financing rate plus a 10 basis points adjustment ("SOFR") plus 1.75 percent, or the bank’s base rate plus 0.75 percent. Borrowings under the revolver bear interest at LIBORSOFR plus 1.25 to 2.25 percent, or the bank’s base rate plus 0.25 to 1.25 percent, depending on leverage levels. A commitment fee of 0.20 to 0.35 percent is payable on the undrawn portion of the revolver. There are no required minimum payments on the facility. The revolver is limited to a maximum ratio of senior secured debt to trailing 12-monthstrailing-twelve-months of lender-defined consolidated EBITDA of 3.75 to 1, which was 0.960.91 to 1 at SeptemberJune 30, 2022.2023. The facility is secured by substantially all of the Company's assets and includes various restrictive covenants. At SeptemberJune 30, 2022,2023, the Company was in compliance with its debt covenants. In July 2021, the Company amended its facility to, among other things, permit the sale of its Oxford business and allow the net cash proceeds (approximately $0.4 billion) to be used for future acquisitions and other permitted investments. With the acquisition of GlideFast on July 6, 2022 (see Note 3. Acquisitions) and other investments of the net cash proceeds, no debt prepayments were required.

Unsecured Senior Notes — The Company has $550.0 million of unsecured senior notes, which bear interest at 4.625 percent payable semiannually in arrears on May 15 and November 15. These notes are unsecured obligations and are subordinate to the senior secured credit facility. These notes also contain certain customary limitations including, the Company's ability to incur additional indebtedness, engage in mergers and acquisitions, transfer or sell assets and make certain distributions.

7.4. Commitments and Contingencies

The Company is involved in various legal proceedings, claims and litigation arising in the ordinary course of business.business, and collective class and Private Attorneys General Act ("PAGA") actions alleging violations of wage and hour laws. The Company does not believe that the disposition of matters that are pending or asserted will have a material effect on its consolidated financial statements.

8.
5. Income Taxes

For interim reporting periods, the Company’s provision for income taxes is calculated using its annualized estimated effective tax rate for the year. This rate is based on its estimated full year income and the related income tax expense for each jurisdiction in which the Company operates. The effective tax rate can be affected by changes in the geographical mix, permanent differences and the estimate of full year pretax accounting income. This rate is adjusted for the effects of discrete items occurring in the period.

98


9.6. Earnings per Share

The following table shows the calculation of basic and diluted earnings per share (in millions, except per share data).
Three Months EndedNine Months Ended
September 30,September 30,
2022202120222021
Income from continuing operations$71.1 $66.3 $211.3 $166.4 
Income from discontinued operations, net of income taxes2.1 145.7 1.2 158.5 
Net income$73.2 $212.0 $212.5 $324.9 
Weighted-average number of common shares outstanding — basic50.1 52.7 50.9 53.0 
Dilutive effect of common share equivalents0.6 0.7 0.7 0.7 
Weighted-average number of common shares and share equivalents outstanding — diluted50.7 53.4 51.6 53.7 
Basic earnings per share:
Continuing operations$1.42 $1.26 $4.15 $3.14 
Discontinued operations0.04 2.76 0.02 2.99 
$1.46 $4.02 $4.17 $6.13 
Diluted earnings per share:
Continuing operations$1.40 $1.24 $4.09 $3.10 
Discontinued operations0.04 2.73 0.02 2.95 
$1.44 $3.97 $4.11 $6.05 

Three Months EndedSix Months Ended
June 30,June 30,
2023202220232022
Income from continuing operations$60.1 $72.6 $109.6 $140.2 
Loss from discontinued operations, net of income taxes— (0.1)— (0.9)
Net income$60.1 $72.5 $109.6 $139.3 
Weighted-average number of common shares outstanding — basic49.0 51.0 49.1 51.3 
Dilutive effect of common share equivalents0.2 0.6 0.4 0.7 
Weighted-average number of common shares and share equivalents outstanding — diluted49.2 51.6 49.5 52.0 
Basic earnings per share:
Continuing operations$1.23 $1.42 $2.23 $2.73 
Discontinued operations— — — (0.01)
$1.23 $1.42 $2.23 $2.72 
Diluted earnings per share:
Continuing operations$1.22 $1.41 $2.21 $2.70 
Discontinued operations— — — (0.01)
$1.22 $1.41 $2.21 $2.69 

109


10.7. Segment Reporting

ASGN provides ITinformation technology ("IT") services and professional solutions, including technology and creative digital marketing, services across the commercial and government sectors. ASGN operates through itstwo segments, Commercial and Federal Government. The Commercial Segment, which is the largest segment, provides consulting, creative digital marketing and permanent placement services primarily to large enterprises and Fortune 1000 companies. The Federal Government segments.Segment provides mission-critical solutions to the Department of Defense, the intelligence community and federal civilian agencies. Virtually all of the Company's revenues are generated in the United States.

The Commercial Segment provides IT services and solutions, and creative digital marketing services to Fortune 1000 and mid-market clients across the United States, Canada and Europe. The Federal Government Segment delivers advanced solutions in cloud, cybersecurity, artificial intelligence, machine learning, application and IT modernization, science and engineering to defense, intelligence and federal civilian agencies. Management evaluates the performance of each segment primarily based on revenues, gross profit and operating income derived directly from internal financial reporting of the segments used for corporate management purposes, which is presented below by segment (in millions):
Three Months EndedNine Months Ended
September 30,September 30,
2022202120222021
Commercial
Revenues$900.0 $774.9 $2,583.5 $2,136.7 
Gross profit297.8 251.1 852.1 678.1 
Operating income108.7 98.5 319.6 258.8 
Depreciation5.0 3.5 12.0 10.4 
Amortization9.9 7.3 21.1 18.6 
Federal Government
Revenues$297.9 $298.9 $847.2 $819.0 
Gross profit61.1 57.6 177.4 150.6 
Operating income23.0 23.3 66.4 56.8 
Depreciation1.3 2.3 4.2 6.8 
Amortization8.0 8.6 24.2 21.3 
Consolidated
Revenues$1,197.9 $1,073.8 $3,430.7 $2,955.7 
Gross profit358.9 308.7 1,029.5 828.7 
Operating income108.4 100.1 319.1 255.4 
Depreciation7.2 7.1 19.5 21.7 
Amortization17.9 15.9 45.3 39.9 
_______
Consolidated operating income includes corporate operating expenses, which are not allocated to the segments. These include stock-based compensation expense, depreciation expense, compensation for corporate employees, acquisition, integration and strategic planning expenses and public company expenses.

Three Months EndedSix Months Ended
June 30,June 30,
2023202220232022
Commercial
Revenues$811.3 $850.6 $1,643.4 $1,683.5 
Gross profit260.9 281.7 523.3 554.3 
Operating income91.7 106.0 175.6 211.0 
Depreciation4.9 3.5 9.5 7.1 
Amortization8.7 5.6 17.5 11.3 
Federal Government
Revenues$319.6 $291.2 $616.3 $549.3 
Gross profit65.4 62.3 129.4 116.3 
Operating income25.1 25.7 47.7 42.7 
Depreciation1.5 1.4 2.9 2.9 
Amortization9.2 7.9 18.5 16.2 
Consolidated
Revenues$1,130.9 $1,141.8 $2,259.7 $2,232.8 
Gross profit326.3 344.0 652.7 670.6 
Operating income97.9 110.1 182.1 210.7 
Depreciation7.0 6.1 13.8 12.3 
Amortization17.9 13.5 36.0 27.4 
_______
Consolidated operating income includes corporate operating expenses, which are not allocated to the segments. These include stock-based compensation expense, depreciation expense, compensation for corporate employees, acquisition, integration and strategic planning expenses and public company expenses.
    

1110



Substantially allThe majority of the revenues from the Commercial Segment are generated from time-and-materials ("T&M") contracts where payments are based on fixed hourly rates for each direct labor hour expended and reimbursements for allowable material costs and out-of-pocket expenses. Revenues from the Federal Government Segment are generated from: (i) firm-fixed-price, (ii) T&M and (iii) cost reimbursable contracts. Virtually all of the Company's revenues are recognized over time. Revenues by segment and by type are as follows (in millions):

Three Months EndedNine Months EndedThree Months EndedSix Months Ended
September 30,September 30,June 30,June 30,
20222021202220212023202220232022
CommercialCommercialCommercial
AssignmentAssignment$631.4 $587.3 $1,888.0 $1,687.2 Assignment$530.2 $628.4 $1,090.6 $1,256.6 
ConsultingConsulting268.6 187.6 695.5 449.5 Consulting281.1 222.2 552.8 426.9 
900.0 774.9 2,583.5 2,136.7 811.3 850.6 1,643.4 1,683.5 
Federal GovernmentFederal GovernmentFederal Government
Firm-fixed-priceFirm-fixed-price91.7 94.5 242.9 217.0 Firm-fixed-price97.8 74.3 190.6 151.2 
Time and materialsTime and materials113.7 106.0 338.5 296.9 Time and materials129.2 117.8 251.1 224.8 
Cost reimbursableCost reimbursable92.5 98.4 265.8 305.1 Cost reimbursable92.6 99.1 174.6 173.3 
297.9 298.9 847.2 819.0 319.6 291.2 616.3 549.3 
ConsolidatedConsolidated$1,197.9 $1,073.8 $3,430.7 $2,955.7 Consolidated$1,130.9 $1,141.8 $2,259.7 $2,232.8 

Federal Government Segment revenues by customer type are as follows (in millions):
Three Months EndedNine Months EndedThree Months EndedSix Months Ended
September 30,September 30,June 30,June 30,
20222021202220212023202220232022
Department of Defense and Intelligence AgenciesDepartment of Defense and Intelligence Agencies$165.5 $166.0 $458.4 $450.8 Department of Defense and Intelligence Agencies$155.0 $159.3 $287.9 $292.9 
Federal CivilianFederal Civilian124.8 112.1 361.9 303.5 Federal Civilian155.7 120.7 308.8 237.1 
OtherOther7.6 20.8 26.9 64.7 Other8.9 11.2 19.6 19.3 
$297.9 $298.9 $847.2 $819.0 $319.6 $291.2 $616.3 $549.3 

11.8. Fair Value Measurements

Recurring Fair Value Measurements — The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued payroll and contract professional pay approximate their fair value based on their short-term nature. The carrying amount of long-term debt recorded in the Company’s accompanying condensed consolidated balance sheet at September 30, 2022 was $1.1 billion (see Note 6. Long-Term Debt) and its fair value was $1.0 billion. The fair value for the term B loan and senior notes was determined using quoted prices in active markets for identical liabilities (Level 1 inputs) and the carrying value of the revolving credit facility approximates its fair value.

Certain acquisition agreements contained provisions requiring the Company to pay contingent consideration in the event the underlying acquired business achieved certain specified earnings results or obtained certain contract awards. Contingent consideration liabilities had a fair value of $15.1 million at December 31, 2021, of which $8.1 million was paid and the remaining amount was reduced to zero as a measurement period adjustment, with no effect on results of operations. There were no contingent consideration liabilities at September 30, 2022.

Nonrecurring Fair Value Measurements — Certain assets, such as goodwill and trademarks, are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances, such as, when there is evidence of impairment. There were no fair value adjustments for non-financial assets or liabilities during the three and nine months ended SeptemberJune 30, 2022.2023.

12. Subsequent Events

On October 3, 2022, the Company acquired Iron Vine Security, LLC ("Iron Vine") a leading cybersecurity company that designs, implements and executes cybersecurity programs for federal customers. The resultscarrying amount of operations of Iron Vine will be includedlong-term debt recorded in the Federal Government Segment fromCompany’s accompanying condensed consolidated balance sheet at June 30, 2023 was $1.0 billion (see Note 3. Long-Term Debt) and its fair value, determined using quoted prices in active markets for identical liabilities (Level 1 inputs), was slightly less than the date of acquisition.


carrying amount.

1211


Item 2 Management’s Discussion and Analysis of Financial Condition and Results of Operations
 
The information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements are based upon current expectations, as well as management's beliefs and assumptions and involve a high degree of risk and uncertainty. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. Statements that include the words "believes," "anticipates," "plans," "expects," "intends," and similar expressions that convey uncertainty of future events or outcomes are forward-looking statements. Our actual results could differ materially from those discussed or suggested in the forward-looking statements herein. Factors that could cause or contribute to such differences include those described in Item 1A. Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 20212022 ("20212022 10-K"). In addition, as a result of these and other factors, our past financial performance should not be relied on as an indication of future performance. All forward-looking statements in this document are based on information available to us as of the filing date of this Quarterly Report on Form 10-Q and we assume no obligation to update any forward-looking statements or the reasons why our actual results may differ.

OVERVIEW

ASGN provides ITinformation technology ("IT") services and professional solutions, including technology and creative digital marketing, services across the commercial and government sectors. ASGN operatesWe operate through itstwo segments, Commercial and Federal Government. The Commercial Segment, which is the largest segment, provides consulting, creative digital marketing and permanent placement services primarily to large enterprises and Fortune 1000 companies. Our Federal Government segments.Segment provides mission-critical solutions to the Department of Defense, the intelligence community and federal civilian agencies. Virtually all of the Company's revenues are generated in the United States.

The Commercial Segment provides IT services and solutions, and creative digital marketing services to Fortune 1000 and mid-market clients across the United States, Canada and Europe. The Federal Government Segment delivers advanced solutions in cloud, cybersecurity, artificial intelligence, machine learning, application and IT modernization, science and engineering to defense, intelligence and federal civilian agencies.

RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBERJUNE 30, 20222023 COMPARED WITH THE THREE MONTHS ENDED SEPTEMBERJUNE 30, 20212022

Revenues

Revenues for the quarter were $1.2$1.1 billion, up 11.6down 1.0 percent over the thirdsecond quarter of last year. Revenues for the quarter included approximately $34.2$52.9 million from businesses acquired in the last twelve12 months. Excluding the contributions from these recent acquisitions, revenue growth was 8.4declined 5.6 percent year-over-year. The table below shows our revenues by segment for the three months ended SeptemberJune 30, 20222023 and 20212022 (in millions).
% of Total% of Total
20222021Change20222021Change20232022Change20232022Change
CommercialCommercialCommercial
AssignmentAssignment$631.4 $587.3 7.5 %52.7 %54.7 %-2.0 %Assignment$530.2 $628.4 (15.6 %)46.8 %55.0 %(8.2 %)
ConsultingConsulting268.6 187.6 43.2 %22.4 %17.5 %4.9 %Consulting281.1 222.2 26.5 %24.9 %19.5 %5.4 %
900.0 774.9 16.1 %75.1 %72.2 %2.9 %811.3 850.6 (4.6 %)71.7 %74.5 %(2.8 %)
Federal GovernmentFederal Government297.9 298.9 -0.3 %24.9 %27.8 %-2.9 %Federal Government319.6 291.2 9.8 %28.3 %25.5 %2.8 %
ConsolidatedConsolidated$1,197.9 $1,073.8 11.6 %100.0 %100.0 %Consolidated$1,130.9 $1,141.8 (1.0 %)100.0 %100.0 %
    

Commercial Segment — Revenues from our Commercial Segment (75.1(71.7 percent of total revenues) were up 16.1down 4.6 percent over the third quarter of last year.year-over-year. Assignment revenues were $631.4$530.2 million (70.2(65.4 percent of the segment's revenues), down 15.6 percent year-over-year. Consulting services revenues were $281.1 million (34.6 percent of the segment's revenues), up 7.5 percent year-over-year. Consulting services revenues were $268.6 million (29.8 percent of the segment's revenues), up 43.226.5 percent year-over-year. Excluding the contribution of $25.1$27.7 million from GlideFast, which was acquired on July 6, 2022, consulting services revenues were up 29.8 percent year-over-year.14.1 percent.

From an industry perspective, Commercial revenues fall into five broad industry verticals: (i) Financial Services, (ii) Consumer and Industrials,Industrial, (iii) Healthcare, (iv) Technology, Media and Telecom ("TMT"), (iv) Healthcare, and (v) Business and Government Services. Four out of our five industryOur Consumer and Industrial and Healthcare verticals achieved double-digitsaw single-digit revenue growth over the third quarter of last year, while ouryear-over-year. The TMT, Business and Government Services, vertical was slightly up over last year.and Financial Services verticals were down compared with the second quarter of 2022.

Within the Commercial Segment, IT services and solutions revenues,division, which accounted for 84.186.0 percent of the segment's revenues in the quarter, were up 18.3down 1.3 percent over the third quarter of last year driven by double-digit growth in consulting services, the contribution from GlideFastyear-over-year. The segment's more discretionary and high single-digit growth in IT staffing services. Creativecyclical divisions, creative digital marketing and permanent placement, revenues, which combined accounted for 15.914.0 percent of the segment's revenues in the quarter,and were up 6.1 percent over the third quarter of last year.down 21.0 percent.

Federal Government Segment — Revenues from our Federal Government Segment (24.9(28.3 percent of revenues) were down slightly year-over-year and included $9.1up 9.8 percent year-over-year. Excluding the contribution from Iron Vine of $25.2 million, from the two businesses acquired subsequent to June 30, 2021. The third quarter of last year benefited from approximately $13.4 million in low-margin revenues under a web services resale program the segment elected not to renew in the third quarter of last year.increased by 1.1 percent.

1312


Gross Profit and Gross Margin

The table below shows gross profit and gross margin by segment for the three months ended SeptemberJune 30, 20222023 and 20212022 (in millions).

Gross ProfitGross MarginGross ProfitGross Margin
20222021Change20222021Change20232022Change20232022Change
CommercialCommercial$297.8 $251.1 18.6 %33.1 %32.4 %0.7 %Commercial$260.9 $281.7 (7.4 %)32.2 %33.1 %(0.9 %)
Federal GovernmentFederal Government61.1 57.6 6.1 %20.5 %19.3 %1.2 %Federal Government65.4 62.3 5.0 %20.5 %21.4 %(0.9 %)
ConsolidatedConsolidated$358.9 $308.7 16.3 %30.0 %28.7 %1.3 %Consolidated$326.3 $344.0 (5.1 %)28.9 %30.1 %(1.2 %)


Gross profit is comprised of revenues less costs of services, which consist primarily of compensation for our contract professionals, allowable materialsother direct costs and reimbursable out-of-pocket expenses. Consolidated gross profit was up 16.3down 5.1 percent year-over-year on a revenue growthdecline of 11.61.0 percent.

Gross margin was 30.028.9 percent, an expansiona compression of 130120 basis points overfrom the thirdsecond quarter of 2021.2022. Both business segments and all operating divisions reported year-over-year expansioncompression in gross margin. The expansioncompression in gross margin of the Commercial Segment was driven by double-digit growth of its high-margin commercial consultingprimarily due to a lower contribution from our more discretionary and cyclical permanent placement services.and creative digital marketing revenues. The expansioncompression in gross margin of the Federal Government Segment was driven by changes in business mix, including a lower contribution from cost reimbursable contracts, which carry a lowercertain higher margin than other contract types, the contribution from higher-margin businesses acquired subsequent to June 30, 2021, and the decision not to renew a low-margin web services resale programfixed price programs in the third quarter of lastprevious year.

Selling, General and Administrative Expenses
 
Selling, general and administrative ("SG&A") expenses consist primarily of compensation expense for our field operations and corporate staff, rent, information systems, marketing, telecommunications, public company expenses and other general and administrative expenses. SG&A expenses were $232.6$210.5 million (19.4(18.6 percent of revenues), compared with $192.7$220.4 million (17.9(19.3 percent of revenues) in the thirdsecond quarter of 2021.2022. This increase was commensurate with the growth in the businessdecrease reflected effective expense management and also included investments in headcount to support future growth.lower incentive compensation expense.

Amortization of Intangible Assets

Amortization of intangible assets was $17.9 million, up from $15.9 million in the third quarter of 2021. This increase relates to the effects of businesses acquired.

Interest Expense
Interest expense was $12.1 million and was comprised of $5.2 million of interest on the senior secured credit facility, $6.4 million of interest on the unsecured senior notes, and $0.5 million in amortization of deferred loan costs. The weighted-average outstanding borrowings were $1.0 billion in both periods and the weighted-average interest rate was 4.4 percent, up from 3.4 percent in the third quarter of 2021.

Provision for Income Taxes
The provision for income taxes was $25.2 million, up from $24.2 million in the third quarter of 2021. The increase was related to the growth in income before income taxes as the effective tax rate for the current quarter was slightly lower than in the third quarter of 2021.

Income from Continuing Operations

Income from continuing operations was $71.1 million, up from $66.3 million in the third quarter of 2021 driven by the growth in the business and the expansion of our gross margin.

Income from Discontinued Operations

Income from discontinued operations was $2.1 million, compared with $145.7 million in the third quarter of 2021. In the prior year, virtually all of the income from discontinued operations related to the gain, net of income taxes, on the sale of the Oxford business.

Net Income

Net income of $73.2 million was comprised of income from continuing operations of $71.1 million and discontinued operations of $2.1 million.



14


RESULTS OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2022 COMPARED WITH THE NINE MONTHS ENDED SEPTEMBER 30, 2021

Revenues

Revenues for the first nine months of the year were $3.4 billion, up 16.1 percent year-over-year. Revenues for the nine-month period included approximately $110.7 million from businesses acquired during the last twelve months. Excluding the contributions from acquisitions, revenue growth was 12.3 percent year-over-year. The table below shows our revenues by segment for the nine months ended September 30, 2022 and 2021 (in millions).
% of Total
20222021Change20222021Change
Commercial
Assignment$1,888.0 $1,687.2 11.9 %55.0 %57.1 %-2.1 %
Consulting695.5 449.5 54.7 %20.3 %15.2 %5.1 %
2,583.5 2,136.7 20.9 %75.3 %72.3 %3.0 %
Federal Government847.2 819.0 3.4 %24.7 %27.7 %-3.0 %
Consolidated$3,430.7 $2,955.7 16.1 %100.0 %100.0 %

Commercial Segment — Revenues from our Commercial Segment (75.3 percent of total revenues) were up 20.9 percent over the first nine months of last year. Assignment revenues were $1.9 billion (73.1 percent of the segment's revenues), up 11.9 percent year-over-year. Consulting services revenues were $695.5 million (26.9 percent of the segment's revenues), up 54.7 percent year-over-year. Excluding the contribution of $45.8 million from GlideFast, consulting services revenues were up 44.5 percent year-over-year. All five industry verticals were up double-digits year-over-year.

Within the Commercial Segment, IT services and solutions revenues, which accounted for 83.3 percent of the segment's revenues in the first nine months of 2022, were up 20.9 percent over the same period last year driven by high growth in consulting services, the contribution from GlideFast and high single-digit growth in IT staffing services. Creative digital marketing and permanent placement revenues, which combined accounted for 16.7 percent of the segment's revenues, were up 21.1 percent over the same period last year.

Federal Government Segment — Revenues from our Federal Government Segment (24.7 percent of revenues) were up 3.4 percent year-over-year. Revenues for the first nine months of 2022 included $64.9 million from the two businesses acquired subsequent to June 30, 2021. Last year benefited from higher spending levels on certain cost reimbursable contracts and approximately $38.6 million in revenues from a low-margin web services contract that the segment elected to not renew in the third quarter of last year.

Gross Profit and Gross Margin

The table below shows gross profit and gross margin by segment for the nine months ended September 30, 2022 and 2021 (in millions).

Gross ProfitGross Margin
20222021Change20222021Change
Commercial$852.1 $678.1 25.7 %33.0 %31.7 %1.3 %
Federal Government177.4 150.6 17.8 %20.9 %18.4 %2.5 %
Consolidated$1,029.5 $828.7 24.2 %30.0 %28.0 %2.0 %


Consolidated gross profit was up 24.2 percent on revenue growth of 16.1 percent. Gross margin was 30.0 percent, an expansion of 200 basis points over the first nine months of 2021. Both segments reported expansion in gross margin. The expansion in gross margin of the Commercial Segment was driven by double-digit growth of its high-margin services (commercial consulting, creative digital marketing and permanent placement services). The expansion in gross margin of the Federal Government Segment was driven by changes in business mix, including a lower contribution from cost reimbursable contracts, which carry a lower margin than other contract types, the contribution from higher-margin businesses acquired subsequent to June 30, 2021, and the decision not to renew a low-margin web services resale program in the third quarter of last year.

Selling, General and Administrative Expenses
SG&A expenses were $665.1 million (19.4 percent of revenues), compared with $533.4 million (18.0 percent of revenues) in the first nine months of 2021. This increase was commensurate with the growth in the business, including growth of high-margin commercial revenue streams (which carry a higher SG&A expense component than IT staffing and federal government services revenues).

Amortization of Intangible Assets

Amortization of intangible assets was $45.3$17.9 million, up from $39.9$13.5 million in the first nine monthssecond quarter of 2021.2022. This increase reflects amortization expense related to businesses acquired in the effectssecond half of businesses acquired.
15


last year.

Interest Expense
 
Interest expense was $31.5$15.8 million, andup from $10.1 million in the second quarter of 2022, primarily as a result of higher interest rates on the senior secured credit facility. Interest expense was comprised of $10.9$8.8 million of interest on the senior secured credit facility, $19.1$6.4 million of interest on the unsecured senior notes, and $1.5$0.6 million in amortization of deferred loan costs. The weighted-average outstanding borrowings and interest rate in the second quarter of 2023 and 2022 were $1.0 billion and 5.8 percent, and $1.0 billion and 3.7 percent, respectively.

Provision for Income Taxes
The provision for income taxes was $22.0 million, down from $27.4 million in the second quarter of 2022 due to lower income before income taxes. The effective tax rate was 26.8 percent, down from 27.4 percent in the second quarter of 2022.

Income from Continuing Operations

Income from continuing operations was $60.1 million, down from $72.6 million in the second quarter of 2022.

Loss from Discontinued Operations

Loss from discontinued operations was $0.1 million in the second quarter of 2022.

Net Income

Net income was $60.1 million, down from $72.5 million in the second quarter of 2022.


13


RESULTS OF OPERATIONS FOR THE SIX MONTHS ENDED JUNE 30, 2023 COMPARED WITH THE SIX MONTHS ENDED JUNE 30, 2022

Revenues

Revenues for the first half of the year were $2.3 billion, up 1.2 percent year-over-year. Revenues for the period included approximately $103.3 million from businesses acquired during the last 12 months. Excluding the contributions from acquisitions, revenues declined 3.4 percent year-over-year. The table below shows our revenues by segment for the six months ended June 30, 2023 and 2022 (in millions).
% of Total
20232022Change20232022Change
Commercial
Assignment$1,090.6 $1,256.6 (13.2)%48.2 %56.3 %(8.1 %)
Consulting552.8 426.9 29.5 %24.5 %19.1 %5.4 %
1,643.4 1,683.5 (2.4)%72.7 %75.4 %(2.7 %)
Federal Government616.3 549.3 12.2 %27.3 %24.6 %2.7 %
Consolidated$2,259.7 $2,232.8 1.2 %100.0 %100.0 %

Commercial Segment — Revenues from our Commercial Segment (72.7 percent of total revenues) declined 2.4 percent over the first half of last year. Assignment revenues were $1.1 billion (66.4 percent of the segment's revenues), down 13.2 percent year-over-year. Consulting services revenues were $552.8 million (33.6 percent of the segment's revenues), up 29.5 percent year-over-year. Excluding the contribution of $53.6 million from GlideFast, consulting services revenues were up 16.9 percent.

Within the Commercial Segment, IT services and solutions division, which accounted for 85.7 percent of the segment's revenues in the first half of 2022, were up 0.9 percent over the same period last year driven by growth in consulting services and the contribution from GlideFast. The creative digital marketing and permanent placement divisions, which combined accounted for 14.3 percent of the segment's revenues, declined 18.2 percent.

Federal Government Segment — Revenues from our Federal Government Segment (27.3 percent of revenues) were up 12.2 percent year-over-year. Excluding the contribution from Iron Vine of $49.7 million, revenues increased by 3.2 percent.

Gross Profit and Gross Margin

The table below shows gross profit and gross margin by segment for the six months ended June 30, 2023 and 2022 (in millions).

Gross ProfitGross Margin
20232022Change20232022Change
Commercial$523.3 $554.3 (5.6 %)31.8 %32.9 %(1.1 %)
Federal Government129.4 116.3 11.3 %21.0 %21.2 %(0.2 %)
Consolidated$652.7 $670.6 (2.7 %)28.9 %30.0 %(1.1 %)


Consolidated gross profit declined 2.7 percent on revenue growth of 1.2 percent. Gross margin was 28.9 percent, a compression of 110 basis points over the first half of 2022. The compression mainly related to business mix, including a slightly higher mix of revenues from the Federal Government Segment, which have a lower gross margin than commercial revenues, and, within the Commercial Segment, a lower mix of creative digital marketing and permanent placement revenues, which have higher gross margins.

Selling, General and Administrative Expenses
SG&A expenses were $434.6 million (19.2 percent of revenues), compared with $432.5 million (19.4 percent of revenues) in the first six months of 2022. The decrease as a percent of revenues reflects effective expense management and lower incentive compensation expense.

Amortization of Intangible Assets

Amortization of intangible assets was $36.0 million, up from $27.4 million in the first six months of 2022. This increase reflects amortization expense related to businesses acquired in the second half of last year.

Interest Expense
Interest expense was $31.2 million and was comprised of $17.3 million of interest on the senior secured credit facility, $12.8 million of interest on the unsecured senior notes, and $1.1 million in amortization of deferred loan costs. The weighted-average outstanding borrowings were $1.0 billion in both periods and the weighted-average interest rate was 3.85.8 percent, up from 3.43.5 percent in the first ninesix months of 2021.2022.

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Provision for Income Taxes
 
The provision for income taxes was $76.3$41.3 million, updown from $60.8$51.1 million in the first ninesix months of 2021. The increase related2022 due to the growth inlower income before income taxes as thetaxes. The effective tax rate forwas 27.4 percent, up from 26.7 percent in the first ninesix months of the year was slightly lower than the first nine months of 2021.2022.

Income from Continuing Operations

Income from continuing operations was $211.3$109.6 million, updown from $166.4$140.2 million in the first ninesix months of 2021 driven by the growth in the business and the expansion of our gross margin.2022.

Income from Discontinued Operations

IncomeLoss from discontinued operations was $1.2 million, compared with $158.5$0.9 million in the first ninesix months of 2021. In the prior year, virtually all of the income from discontinued operations related to the gain, net of income taxes, on the sale of the Oxford business.2022.
Net Income

Net income of $212.5$109.6 million, was compriseddown from $139.3 million in the first six months of income from continuing operations of $211.3 million and discontinued operations of $1.2 million.2022.

Commercial Segment - Consulting Metrics

Commercial consulting bookings are defined as the value of new contracts entered into during a specified period, including adjustments for the effects of changes in contract scope and contract terminations.terminations ("Bookings"). The underlying contracts are terminable by the client on short notice with little or no termination penalties. The book-to-bill ratio for our commercial consulting revenues is the ratio of our commercial consulting bookingsBookings to the commercial consulting revenues for a specified period. The average duration of commercial consulting projects is one year.

Three Months EndedNine Months EndedTrailing-Twelve-Months EndedThree Months EndedTrailing-Twelve-Months Ended
September 30,September 30,September 30,June 30,June 30,
(Dollars in millions)(Dollars in millions)202220212022202120222021(Dollars in millions)2023202220232022
BookingsBookings$254.3 $185.7 $892.4 $585.4 $887.2 $558.9 Bookings$357.3 $340.6 $1,303.3 $1,048.7 
Book-to-Bill RatioBook-to-Bill Ratio0.9 to 11.0 to 11.3 to 11.3 to 11.3 to 11.3 to 1Book-to-Bill Ratio1.3 to 11.5 to 11.2 to 11.3 to 1

Federal Government Segment Metrics

Contract backlog for our Federal Government Segment represents the estimated amount of future revenues to be recognized under awarded contracts, including task orders and options.options, at a point in time ("Contract Backlog"). These estimates are subject to change and may be affected by the execution of new contracts, the extension or early termination of existing contracts, the non-renewal or completion of current contracts and adjustments to estimates for previously included contracts. Changes inThe timing of the funded contract backlogexecution of new contracts and other changes are also affected by the funding cycles of the government.
(Dollars in millions)September 30,
2022
December 31,
2021
September 30,
2021
Funded Contract Backlog$548.0 $529.2 $558.3 
Negotiated Unfunded Contract Backlog2,564.6 2,472.0 2,575.1 
Contract Backlog$3,112.6 $3,001.2 $3,133.4 
Contract Backlog Coverage Ratio2.8 to 12.6 to 12.6 to 1
___
government and can vary from quarter to quarter. New contract awards are the estimated amount of future revenues to be recognized under contracts awarded during a specified period, including adjustments to estimates for contracts awarded in previous periods (“New Contract Awards”). Due to variability, New Contract Awards are presented on a trailing-twelve-months (“TTM”) basis. The book-to-bill ratio for our Federal Government Segment is the ratio of New Contract Awards to revenues for a specified period. Contract backlog coverage ratio is calculated as total contract backlogContract Backlog divided by trailing-twelve-months of Federal Government SegmentTTM revenues.

The book-to-bill ratio for our Federal Government Segment was 1.0 to 1 and 1.1 to 1 for the trailing-twelve-months ended September 30, 2022 and 2021, respectively. The book-to-bill ratio was calculated as the sum of the change in total contract backlog during the period plus revenues for the period, divided by revenues for the period.
TTM Ended June 30,
(Dollars in millions)20232022
New Contract Awards$1,139.4 $960.1 
Book-to-Bill Ratio0.9 to 10.9 to 1

(Dollars in millions)June 30,
2023
December 31,
2022
June 30,
2022
Funded Contract Backlog$595.3 $582.3 $455.5 
Negotiated Unfunded Contract Backlog2,516.6 2,681.2 2,395.2 
Contract Backlog$3,111.9 $3,263.5 $2,850.7 
Contract Backlog Coverage Ratio2.6 to 12.9 to 12.5 to 1


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Liquidity and Capital Resources
 
Our working capital, which is current assets less current liabilities, at SeptemberJune 30, 20222023 was $627.7$555.7 million, and our cash and cash equivalents were $211.2$93.8 million. Our cash flows from operating activities have been our primary source of liquidity and have been sufficient to meet our working capital and capital expenditure needs. At SeptemberJune 30, 2022,2023, we had $204.0 million availablefull availability under the $250.0$460.0 million revolving credit facility. We believe that our cash and cash equivalents on hand, expected operating cash flows and availability under our revolving credit facility will be sufficient to fulfill our obligations, working capital requirements and capital expenditures for the next 12 months.

Net cash provided by operating activities was $232.5$193.0 million for the first ninesix months of 2022,2023, compared with $275.9$144.4 million in the same period of 2021. This change2022. The year-over-year increase mainly relatedrelates to an increasechanges in accounts receivable and accounts receivable days sales outstanding and timing of certain payments.outstanding.

Net cash used in investing activities was $366.6$23.5 million for the first ninesix months of 20222023 and included $351.8$22.9 million for capital expenditures. Net cash used in investing activities in the acquisitionfirst six months of GlideFastthe prior year was $6.1 million and $27.0included $18.4 million for capital expenditures, partially offset by $9.8 million in cash received related to the finalization of the purchase price for the sale of the Oxford business. Net cash provided by investing activities in the first nine months of last year was $249.2 million and was comprised of $499.1 million from the sale of Oxford, partially offset by $224.4 million for acquisitions and $25.6 million for capital expenditures.a business.

Net cash used in financing activities was $183.7$146.0 million for the first ninesix months of 2022, compared with net cash used of $119.4 million in the same period of 2021. Net cash used in financing activities for the first nine months of 2022 was primarily comprised of $227.62023 and included $106.4 million to repurchase the Company's common stock, partially offset by $46.0 millionas well as net repayments of borrowings under the revolving credit facility. There were $118.4 million of common stock repurchasesfacility totaling $31.5 million. Net cash used in financing activities in the first ninesix months of last year.the prior year was $177.1 million and primarily consisted of $168.1 million for stock repurchases.

Senior Secured Credit Facility — TheFor details on the Company’s senior secured facility, comprised of a revolving credit facility consists of aand term B loan, and a $250.0 million revolving credit facility. At September 30, 2022, the Company had $490.8 million outstanding under the term B loan and $46.0 million outstanding under the revolver. Borrowings under the term B loan bear interest at LIBOR plus 1.75 percent, or the bank’s base rate plus 0.75 percent. Borrowings under the revolver bear interest at LIBOR plus 1.25 to 2.25 percent, or the bank’s base rate plus 0.25 to 1.25 percent, depending on leverage levels. A commitment fee of 0.20 to 0.35 percent is payable on the undrawn portion of the revolver. There are no required minimum principal payments on the facility until maturity. The facility is secured by substantially all of the Company's assets and includes various restrictive covenants. At September 30, 2022, the Company was in compliance with its debt covenants. In July 2021, the Company amended its facility to, among other things, permit the sale of its Oxford business and allow the net cash proceeds (approximately $0.4 billion) to be used for future acquisitions and other permitted investments. With the acquisition of GlideFast on July 6, 2022 (unsecured senior notes, see see Note 3. Acquisitions to the condensed consolidated financial statements Long-Term Debt in Part I Item 1.) and other investments of the net cash proceeds, no debt prepayments were required.

Unsecured Senior Notes — The Company has $550.0 million of unsecured senior notes due in 2028, which bear interest at 4.625 percent payable semiannually in arrears on May 15 and November 15. These notes are unsecured obligations and subordinate to the senior secured credit facility. These notes contain certain customary limitations including, among other terms and conditions, our ability to incur additional indebtedness, engage in mergers and acquisitions, transfer or sell assets and make certain distributions.

Recent Accounting Pronouncements

See “Note 2 - Accounting Standards Update” inThere have been no recent accounting pronouncements that significantly impact the notes to the condensed consolidated financial statements in Part I, Item 1.Company.

Critical Accounting Policies
 
There were no significant changes to our critical accounting policies and estimates during the thirdsecond quarter of 20222023 compared with those disclosed in Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations of our 20212022 10-K.

Commitments

There were no material changes to the significant commitments or contractual obligations that were disclosed in our 20212022 10-K.

Item 3 Quantitative and Qualitative Disclosures about Market Risks
 
With respect to our quantitative and qualitative disclosures about interest rates risks, there have been no material changes to the information included in our 20212022 10-K. A hypothetical 100 basis-point change in interest rates on variable-rate debt would have resulted in an interest expense fluctuation of approximately $5.4$4.9 million based on $536.8$490.8 million of debt outstanding for any 12-month period.

17


Item 4 Controls and Procedures

As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Principal Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act). Based on this evaluation, our Chief Executive Officer and Principal Financial Officer have concluded that our disclosure controls and procedures are effective as of the end of the period covered by this report. The term "disclosure controls and procedures" means controls and other procedures of the Company that are designed to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within required time periods. We have established disclosure controls and procedures to ensure that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

There were no changes in our internal controls over financial reporting that occurred during the three months ended SeptemberJune 30, 20222023 that have materially affected, or are reasonably likely to affect, our internal control over financial reporting.

1816


PART II OTHER INFORMATION

Item 1 Legal Proceedings
 
We are involved in various legal proceedings, claims and litigation arising in the ordinary course of business.business, and collective class and PAGA actions alleging violations of wage and hour laws. However, based on the facts currently available, we do not believe that the disposition of matters that are pending or asserted will have a material effect on our financial position, results of operations or cash flows.


Item 1A Risk Factors

There have been no material changes to the risk factors previously described in our 20212022 10-K.

Item 2 Unregistered Sales of Securities and Use of Proceeds

On December 9, 2021, the Board of Directors approved a two-year stock repurchase program under which the Company may repurchase up to $350.0 million of its common stock. On July 27, 2022,April 24, 2023, the Company's Board of Directors approved a new stock repurchase program under which the Company may repurchase up to $400.0$500.0 million of its common stock over the nextfollowing two years.years and this replaces the previous program. Under terms of thethis program, purchases can be made in the open market or under a Rule 10b5-1 trading plan. The stock repurchase program does not obligate the Company to acquire any particular amount of the Company's stock and may be suspended at any time at the Company's discretion. The new program superseded and replaced any remaining availability under the Company's previous $350.0 million stock repurchase program.


The Company's repurchases of its common stock during the three months ended SeptemberJune 30, 20222023 are shown in the table below.

PeriodTotal Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsMaximum Number
(or Approximate Dollar Value) of Shares That May Yet be Purchased Under the Plans or Programs
(in millions)
July286,580 $92.85 286,580 $398.5 
August161,303 $102.68 161,303 $381.9 
September145,456 $92.88 145,456 $368.4 
Total593,339 $95.53 593,339 $368.4 
PeriodTotal Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or ProgramsMaximum Number
(or Approximate Dollar Value) of Shares That May Yet be Purchased Under the Plans or Programs
(in millions)
April58,399 $71.50 58,399 $495.8 
May504,914 $67.34 504,914 $461.8 
June292,842 $71.66 292,842 $440.8 
Total856,155 $69.10 856,155 $440.8 

In connection with our stock-based compensation plans, during the three months ended SeptemberJune 30, 2022, 17,4902023, 125,625 shares of our common stock with an aggregate value of $1.6$10.0 million were tendered by employees for payment of applicable statutory tax withholding. These shares are excluded from the table above.


Item 3 Defaults Upon Senior Securities

None.

Item 4 Mine Safety Disclosures

None.

Item 5 Other Information

None.(c) During the three months ended June 30, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

1917


Item 6 Exhibits

INDEX TO EXHIBITS
Number Description
3.1
3.2
3.3

4.1Specimen Common Stock Certificate (incorporated by reference from an exhibit to the Company's Registration Statement on Form S-1 (File No. 33-50646) declared effective on September 21, 1992) (P)
10.1*
31.1*
31.2*
32.1*
32.2*
101The following material from this Quarterly Report on Form 10-Q of ASGN Incorporated, Part I, Item 1 of this Form 10-Q formatted in Inline XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets; (ii) Condensed Consolidated Statements of Operations and Comprehensive Income; (iii) Condensed Consolidated Statement of Stockholders’ Equity; (iv) Condensed Consolidated Statements of Cash Flows; and (v) related notes to these financial statements.
104Cover page interactive data file (formatted in Inline XBRL and contained in Exhibit 101)
  
*Filed herewith.
(P)This exhibit originally filed in paper format. Accordingly, a hyperlink has not been provided.

 
2018



 
 SIGNATURES
 
Pursuant to the requirements of the Exchange Act, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
ASGN Incorporated
Date: November 4, 2022August 2, 2023By:/s/ Marie L. Perry
Marie L. Perry
Executive Vice President and Chief Financial Officer
(Principal Financial Officer and Duly Authorized Officer)
Date: November 4, 2022August 2, 2023By:/s/ Rose L. Cunningham
Rose L. Cunningham
Vice President, FinanceChief Accounting Officer and Corporate Controller
 


2119