UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
[X] Quarterly Report Under Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended March 31, 1999
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the transition period from __________ to __________
Commission File Number: 1-5707
GENERAL EMPLOYMENT ENTERPRISES, INC.
(Exact name of registrant as specified in its charter)
Illinois 36-6097429
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
One Tower Lane, Suite 2100, Oakbrook Terrace, Illinois 60181
(Address of principal executive offices) (Zip Code)
(630) 954-0400
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last
report)
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 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 X No __
The number of shares outstanding of the issuer's common stock as
of April 30, 1999 was 4,423,566.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
GENERAL EMPLOYMENT ENTERPRISES, INC.
CONSOLIDATED BALANCE SHEET (Unaudited)
March 31 September 30
(In Thousands) 1999 1998
ASSETS
Current assets:
Cash and short-term investments $ 9,881 $ 10,459
Accounts receivable, less allowances
(Mar. 1999--$737; Sept. 1998--$565) 4,115 3,639
Total current assets 13,996 14,098
Property and equipment:
Furniture, fixtures and equipment 3,439 3,089
Accumulated depreciation (2,500) (2,391)
Net property and equipment 939 698
Other assets 968 836
Total assets $15,903 $15,632
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accrued compensation and payroll taxes $ 3,551 $ 4,041
Other current liabilities 523 796
Total current liabilities 4,074 4,837
Long-term obligations 473 460
Shareholders' equity:
Common stock, no-par value; authorized --
20,000 shares; issued and outstanding --
4,424 shares 44 44
Capital in excess of stated value of shares 4,576 4,576
Retained earnings 6,736 5,715
Total shareholders' equity 11,356 10,335
Total liabilities and shareholders' equity $15,903 $15,632
See notes to consolidated financial statements.
GENERAL EMPLOYMENT ENTERPRISES, INC.
CONSOLIDATED STATEMENT OF INCOME (Unaudited)
Three Months Six Months
Ended March 31 Ended March 31
(In Thousands, Except Per Share) 1999 1998 1999 1998
Net revenues:
Placement services $5,818 $6,047 $11,561 $12,696
Contract services 4,173 2,794 7,591 5,623
Net revenues 9,991 8,841 19,152 18,319
Operating expenses:
Direct costs of contract
services 2,784 1,839 5,025 3,636
Selling 3,632 3,754 7,259 7,781
General and administrative 2,588 2,144 5,035 4,510
Total operating expenses 9,004 7,737 17,319 15,927
Income from operations 987 1,104 1,833 2,392
Interest income 108 99 234 198
Income before income taxes 1,095 1,203 2,067 2,590
Provision for income taxes 440 480 825 1,035
Net income $ 655 $ 723 $ 1,242 $ 1,555
Net income per share:
Basic $ .15 $ .16 $ .28 $ .35
Diluted $ .15 $ .16 $ .28 $ .34
Average number of shares:
Basic 4,424 4,424 4,424 4,413
Diluted 4,451 4,656 4,455 4,633
See notes to consolidated financial statements.
GENERAL EMPLOYMENT ENTERPRISES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
Six Months
Ended March 31
(In Thousands) 1999 1998
Operating activities:
Net income $1,242 $1,555
Depreciation and other noncurrent items 109 133
Accounts receivable (476) (450)
Accrued compensation and payroll taxes (490) 371
Other current liabilities (273) (376)
Net cash provided by operating activities 112 1,233
Investing activities:
Acquisition of property and equipment and
other noncurrent items (469) (299)
Short-term investments 641 657
Net cash provided by investing activities 172 358
Financing activities:
Exercises of stock options -- 301
Cash dividend declared (221) (201)
Net cash provided (used) by financing activities (221) 100
Increase in cash and cash equivalents 63 1,691
Cash and cash equivalents at beginning of period 4,500 3,188
Cash and cash equivalents at end of period 4,563 4,879
Short-term investments at end of period 5,318 3,902
Cash and short-term investments $9,881 $8,781
See notes to consolidated financial statements.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Interim Financial Statements
The accompanying unaudited consolidated financial statements have
been prepared in accordance with generally accepted accounting
principles for interim financial information and with the
instructions to Form 10-Q. Accordingly, they do not include all
of the information and footnotes required by generally accepted
accounting principles for complete financial statements. In the
opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation
have been included. This financial information should be read in
conjunction with the financial statements included in the
Company's annual report on Form 10-KSB for the year ended
September 30, 1998.
Common Stock
The Company issued a 10% stock dividend on October 30,1998. All
per share amounts for fiscal 1998 have been restated.
The Company declared cash dividends of $.05 per common share on
November 16, 1998 and $ .05 per share on November 17, 1997.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Corporate Strategies and Economic Factors
The Company provides placement and contract staffing services for
business and industry, specializing in the placement of
professional information technology, engineering and accounting
personnel. As of March 31, 1999, the Company operated 48 offices
located in major metropolitan and business centers in 16 states.
The strong demand for information technology professionals in
recent years has had a favorable impact on the Company's results
of operations. This demand has resulted in increased contract
hours billed to clients, and the average placement fee has risen
as the average base salary of individuals placed has grown. For
the five fiscal years ended September 30, 1998, the Company's
average annual rate of revenue growth was 28%. To accommodate
the demand for its services, the Company opened 25 new branch
offices since October 1995, including one new office in fiscal
1999 and nine new offices in fiscal 1998.
Although the Company's contract service division continued to
grow during the first six months of the 1999 fiscal year, the
Company experienced a decline in placement service revenues.
Management attributes this decline to several factors, including
client employers' decisions for increased utilization of contract
employees in lieu of full-time employment staffing, more employer
emphasis on retention of new hires by increased scrutiny and
screening of full-time employee candidates, therefore lengthening
the hiring process time, and lower productivity with
inexperienced branch office staff at some of the Company's newer
locations.
Management believes that the underlying demand for information
technology professionals in the United States will continue in
the foreseeable future. The Company has deferred any new branch
office openings for fiscal 1999, while it addresses issues
related to the changing marketplace, under-performing branch
operations and staff development.
Second Quarter Results of Operations
For the three months ended March 31, 1999, consolidated revenues
of $9,991,000 were up $1,150,000 (13%) from the second quarter
last year. Placement service revenues decreased $229,000 (4%),
as a result of a 10% decrease in the number of placements,
partially offset by a 6% higher average placement fee. Contract
service revenues increased $1,379,000 (49%) due to a 39% increase
in billable hours and a 7% higher average hourly billing rate.
Contract service revenues represented 42% of the Company's
consolidated revenues for the quarter, while placement service
revenues accounted for 58% of the consolidated total.
The direct costs of contract services increased $945,000 (51%)
over last year. The gross profit on contract services was
$1,389,000 this year, compared with $955,000 last year, and the
gross profit margin on contract services was 33.3% this year
compared with 34.2% last year. Consistent with staffing industry
practices, the direct costs of contract services are considered
to be the wages and the related payroll taxes and benefits of
contract workers. Selling expenses for the second quarter
decreased $122,000 (3%) from last year's second quarter.
Commission expense decreased 4% due to the lower placement
revenues, while investment in recruitment advertising increased
7%. General and administrative expenses for the quarter
increased $444,000 (21%) from last year. This was largely
associated with the effects of opening new branch offices during
the 1998 fiscal year. Branch office salaries and wages increased
37%, occupancy costs increased 21%, and all other general and
administrative expenses increased 10%. As a result, total
operating expenses increased $1,267,000 (16%) for the quarter.
The Company had income from operations of $987,000, which was a
$117,000 (11%) decrease from $1,104,000 in the prior year's
second quarter. The operating profit margin of 9.9% this year
decreased 2.6 points from 12.5% last year, due to the effects of
lower placement revenues combined with higher general and
administrative expenses.
Interest income for the second quarter increased $9,000 (9%) due
to higher investable funds.
The Company had pretax income of $1,095,000 for the quarter,
which was a decrease of $108,000 (9%) from last year. The
effective income tax rate was 40.2% this year and 39.9% last
year.
After taxes, net income was $655,000 for the quarter ended March
31, 1999, which was a $68,000 (9%) decline compared with net
income of $723,000 last year. Diluted net income per share was $
.15 this year, compared with $ .16 last year.
Six Months Results of Operations
For the six months ended March 31, 1999, consolidated revenues of
$19,152,000 were up $833,000 (5%) from last year's six month
period. Placement service revenues decreased $1,135,000 (9%), as
a result of a 16% decrease in the number of placements, partially
offset by a 7% higher average placement fee. Contract service
revenues increased $1,968,000 (35%) due to a 26% increase in
billable hours and an 8% higher average hourly billing rate.
Contract service revenues represented 40% of consolidated
revenues for the six-month period, while placement service
revenues represented 60% of the total.
The direct costs of contract services increased $1,389,000 (38%)
over last year. The gross profit on contract services was
$2,566,000 this year, compared with $1,987,000 last year, and the
gross profit margin on contract services was 33.8% this year
compared with 35.3% last year. Selling expenses for the six
months decreased $522,000 (7%) from the same period last year.
Commission expense decreased 10% due to the lower placement
revenues, while investment in recruitment advertising increased
17%. General and administrative expenses for the six months
increased $525,000 (12%) from last year. This was largely
associated with the effects of opening new branch offices during
the 1998 fiscal year. Branch office salaries and wages increased
30% and occupancy costs increased 19% for the period.
Administrative compensation was down 14% due to lower corporate
earnings, and all other general and administrative expenses
increased 6%. As a result, total operating expenses increased
$1,392,000 (9%) for the six month period.
The Company had income from operations of $1,833,000, which was a
$559,000 (23%) decrease from $2,392,000 in the prior year's six
month period. The operating profit margin of 9.6% this year
decreased 3.5 points from 13.1% last year, due to the effects of
lower placement revenues combined with higher general and
administrative expenses.
Interest income for the six months increased $36,000 (18%) due to
higher investable funds.
The Company had pretax income of $2,067,000 for the first six
months, which was a decrease of $523,000 (20%) from last year.
The effective income tax rate was 39.9% this year and 40.0% last
year.
After taxes, net income was $1,242,000 for the six month period
ended March 31, 1999, which was a $313,000 (20%) decline compared
with net income of $1,555,000 last year. Diluted net income per
share was $ .28 this year, compared with $.34 last year.
Financial Condition
During the six months ended March 31, 1999, the Company's cash
and short-term investments decreased by $578,000 to a balance of
$9,881,000. Net cash provided by operating activities was
$112,000 for the period. Net income provided $1,242,000, while
an increase in accounts receivable required $476,000, a reduction
of accrued compensation and payroll tax liabilities required
$490,000, and other operating activities required $164,000. The
Company used $469,000 during the period for investments in
property and equipment and other assets, and the payment of a
cash dividend required $221,000.
The Company's net working capital was $9,922,000 as of March 31,
1999, compared with $9,261,000 at September 30, 1998, and
shareholders' equity was $11,356,000 at March 31, 1999, compared
with $10,335,000 last September.
During fiscal 1999 the Company initiated a program to spend
approximately $1,000,000 for the acquisition of additional
computer equipment, applicant retrieval software and new office
furniture. As of March 31, 1999, there was approximately
$580,000 remaining to be spent under this program, of which
approximately $280,000 was committed. Approximately $330,000 is
expected to be spent during the second half of fiscal 1999, and
$250,000 is expected to be spent in fiscal 2000. All of the
Company's facilities are leased, and information about future
minimum lease payments is presented in the notes to consolidated
financial statements contained in the Company's annual report on
Form 10-KSB for the year ended September 30, 1998.
As of March 31, 1999, the Company had no debt outstanding, and it
had a $1,000,000 line of credit available for working capital
purposes. Management believes that existing resources are
adequate to meet the Company's anticipated operating needs.
Year 2000 Issues
Issues surrounding the year 2000 are the result of older computer
programs being written using two digits rather than four digits
to define a year. As a result, date-sensitive computer software
or hardware containing this defect could be susceptible to
miscalculations or system failures if not corrected or replaced.
As of October 1998, all of the Company's internal software and
computer hardware were compliant with the year 2000, and the
Company does not anticipate any difficulty in processing
transactions or conducting business in the next millennium.
The Company is in the process of identifying what effect, if any,
that the year 2000 will have on the operations of third parties
that could materially affect the operations of the Company.
Management is in the process of identifying potentially
significant third parties, and expects to complete an assessment
of their readiness by September 1999. The potential effect on
the
Company of non-compliance by third parties is not determinable at
this time. However, due to the service nature of the Company's
business, management believes that it would be able to readily
find alternate suppliers in the event that existing providers
might fail.
Forward Looking Statements
The Company's business, particularly placement services, can be
volatile and may fluctuate from quarter to quarter. Operating
results for interim periods are not necessarily indicative of
results that may be expected for the entire year.
This report contains certain forward looking information that is
based on management's current expectations and is subject to
risks and uncertainties. Actual results could differ
significantly. Some of the factors that could affect the
Company's future performance include, but are not limited to,
general business conditions, the demand for the Company's
services, competitive market pressures, and the ability of the
Company to attract and retain qualified personnel for regular
full-time placement and contract project assignments.
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.
At the annual meeting of shareholders on February 22, 1999, the
shareholders approved the Company's 1999 Stock Option Plan.
There were 2,276,981 shares voted for the adoption, and there
were 1,725,520 share withheld. In addition, the shareholders
elected all of the nominees for election as directors. The name
of each director elected, together with the number of votes cast
for election and the number of votes withheld, are presented
below:
Nominees Votes For Votes Withheld
Sheldon Brottman 3,934,259 68,242
Leonard Chavin 3,926,075 76,426
Delain G. Danehey 3,940,132 62,369
Herbert F. Imhoff 3,934,516 67,985
Herbert F. Imhoff, Jr. 3,938,168 64,333
Walter T. Kerwin, Jr. 3,930,668 71,833
Item 6. Exhibits and Reports on Form 8-K.
The following exhibits are filed as part of this report:
No. Description of Exhibit
10 General Employment Enterprises, Inc. 1999 Stock Option Plan.
27 Financial Data Schedule for the six months ended March 31, 1999.
The Company filed no reports on Form 8-K during the quarter.
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, thereunto duly authorized.
GENERAL EMPLOYMENT ENTERPRISES, INC.
(Registrant)
Date: May 5, 1999 By: /s/ Herbert F. Imhoff
Herbert F. Imhoff
Chairman of the Board
and Chief Executive Officer
Date: May 5, 1999 By: /s/ Kent M. Yauch
Kent M. Yauch
Chief Financial Officer
and Treasurer