SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 11-K
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 (NO FEE REQUIRED) for the fiscal year ended December 31, 1996,
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED) for the transition period from
_________________ to __________________
Commission file number . . . . . . . . . . . . . . . . . . . . . . . . . .0-7282
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
Computer Horizons Corp. Employee Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Computer Horizons Corp.
49 Old Bloomfield Avenue
Mountain Lakes, New Jersey 07046-1495
FINANCIAL STATEMENTS AND REPORT OF
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
COMPUTER HORIZONS CORP.
EMPLOYEE SAVINGS PLAN
December 31, 1996 and 1995
C O N T E N T S
Report of Independent Certified Public Accountants
Financial Statements
Statements of Net Assets Available for Plan Benefits
Statements of Changes in Net Assets Available
for Plan Benefits
Notes to Financial Statements
Supplemental Schedules
Report of Independent Certified Public Accountants on
Supplementary Information
Item 27a - Schedule of Assets Held for Investment
Purposes
Item 27d - Schedule of Reportable Transactions
REPORT OF INDEPENDENT CERTIFIED
PUBLIC ACCOUNTANTS
Board of Trustees
Computer Horizons Corp. Employee Savings Plan
We have audited the accompanying statements of net assets available for plan
benefits of Computer Horizons Corp. Employee Savings Plan (the "Plan") as of
December 31, 1996 and 1995, and the related statements of changes in net assets
available for plan benefits for the years then ended. These financial statements
are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 1996 and 1995 and changes in net assets available for plan
benefits for the years then ended, in conformity with generally accepted
accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The fund information in the statement of
changes in net assets available for plan benefits is presented for purposes of
additional analysis rather than to present the changes in net assets available
for plan benefits of each fund. The fund information has been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
Parsippany, New Jersey
June 23, 1997
Computer Horizons Corp. Employee Savings Plan
STATEMENTS OF NET ASSETS AVAILABLE
FOR PLAN BENEFITS
December 31,
1996 1995
----------- -----------
ASSETS
Investments (Notes B and C)
Guaranteed Fund ............................. $ 4,674,524 $ 4,452,121
Mutual Stock Funds .......................... 10,616,029 7,912,396
Common Stock - Computer Horizons Corp. ...... 885,602 --
----------- -----------
16,176,155 12,364,517
Contributions receivable (Note A)
Employee .................................... 138,764 99,449
Employer .................................... 14,880 11,166
Loans receivable (Note A) ...................... 288,850 330,631
Other, net ..................................... -- 28,293
----------- -----------
Net assets available for plan benefits $16,618,649 $12,834,056
=========== ===========
The accompanying notes are an integral part of these statements.
Computer Horizons Corp. Employee Savings Plan
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION
December 31, 1996
20th Century
Growth Fidelity Vanguard Vanguard
Guaranteed Investors Magellan Index Wellington
Fund Fund Fund Fund Fund
----------- ----------- ----------- ----------- -----------
Additions
Employees' contributions (Note A) ............. $ 837,002 $ 291,908 $ 664,701 $ 380,937 $ 266,080
Employer's contributions (Note A) ............. 55,273 33,980 77,212 42,051 31,163
Interest income ............................... 288,992 29,172 719,250 46,673 130,367
Unrealized/realized appreciation (depreciation)
in market value of investments (Note C) ... 175,282 (172,559) 345,123 111,576
Loan repayments (Note A) ...................... 47,371 13,213 32,143 11,394 10,347
----------- ----------- ----------- ----------- -----------
1,228,638 543,555 1,320,747 826,178 549,533
----------- ----------- ----------- ----------- -----------
Deductions
Withdrawals (Note A) .......................... (595,740) (128,393) (387,334) (180,069) (138,951)
Expenses (Note A) ............................. (20,943) (1,270) (4,054) (1,717) (1,404)
Transfers ..................................... (372,642) (6,779) (81,299) 370,925 119,855
Loans issued (Note A) ......................... (26,914) (16,282) (30,139) (13,642) (21,020)
----------- ----------- ----------- ----------- -----------
(1,016,239) (152,724) (502,826) 175,497 (41,520)
NET INCREASE (DECREASE) IN
NET ASSETS AVAILABLE
FOR PLAN BENEFITS .............. 212,399 390,831 817,921 1,001,675 508,013
----------- ----------- ----------- ----------- -----------
Net assets available for plan benefits at
beginning of year ............................ 4,486,484 1,154,426 4,257,161 1,328,883 1,248,178
----------- ----------- ----------- ----------- -----------
Net assets available for plan benefits at
end of year .................................. $ 4,698,883 $ 1,545,257 $ 5,075,082 $ 2,330,558 $ 1,756,191
=========== =========== =========== =========== ===========
Computer Horizons Corp. Employee Savings Plan
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION
December 31, 1996
(continued)
Computer
Horizons
Corp.
Common Total
Stock Loan Other, fund
Fund Fund net balance
------------ ------------ ------------ ------------
Additions
Employees' contributions (Note A) ............. $ 716,047 $ 3,156,675
Employer's contributions (Note A) ............. 79,061 318,740
Interest income ............................... 1,214,454
Unrealized/realized appreciation (depreciation)
in market value of investments (Note C) ... 114,066 573,488
Loan repayments (Note A) ...................... 41,664 $ (156,132)
------------ ------------ ------------ ------------
950,838 (156,132) 5,263,357
------------ ------------ ------------ ------------
Deductions
Withdrawals (Note A) .......................... (18,889) (1,449,376)
Expenses (Note A) ............................. (29,388)
Transfers ..................................... (1,767) $ (28,293)
Loans issued (Note A) ......................... (6,354) 114,351
------------ ------------ ------------ ------------
(27,010) 114,351 (28,293) (1,478,764)
NET INCREASE (DECREASE) IN
NET ASSETS AVAILABLE
FOR PLAN BENEFITS .............. 923,828 (41,781) (28,293) 3,784,593
------------ ------------ ------------ ------------
Net assets available for plan benefits at
beginning of year ............................ 330,631 $ 28,293 12,834,056
------------ ------------ ------------ ------------
Net assets available for plan benefits at ........
end of year .................................. $ 923,828 $ 288,850 $ $ 16,618,649
============ ============ ============ ============
The accompanying notes are an integral part of this statement.
Computer Horizons Corp. Employee Savings Plan
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION (continued)
December 31, 1995
20th Century
Growth Fidelity Vanguard Vanguard
Guaranteed Investors Magellan Index Wellington
----------- ----------- ----------- ----------- -----------
Additions
Employees' contributions (Note A) .............. $ 923,515 $ 276,577 $ 702,215 $ 263,738 $ 264,688
Employer's contributions (Note A) .............. 84,204 31,695 82,991 28,693 30,812
Interest income ................................ 276,873 156,274 238,543 27,559 58,270
Unrealized/realized appreciation in market value
of investments (Note C) .................... 9,995 851,046 266,704 221,027
Loan repayments (Note A) ....................... 79,322 14,930 46,048 8,166 12,019
----------- ----------- ----------- ----------- -----------
1,363,914 489,471 1,920,843 594,860 586,816
----------- ----------- ----------- ----------- -----------
Deductions
Withdrawals (Note A) ........................... (786,633) (91,311) (381,793) (88,897) (99,721)
Expenses (Note A) .............................. (8,927) (2,262) (3,417) (2,079) (2,231)
Transfers ...................................... (74,509) (24,701) (30,806) 134,557 (4,541)
Loans issued (Note A) .......................... (110,709) (23,946) (86,755) (12,585) (19,086)
----------- ----------- ----------- ----------- -----------
(980,778) (142,220) (502,771) 30,996 (125,579)
NET INCREASE (DECREASE) IN
NET ASSETS AVAILABLE
FOR PLAN BENEFITS ............... 383,136 347,251 1,418,072 625,856 461,237
----------- ----------- ----------- ----------- -----------
Net assets available for plan benefits at
beginning of year ............................. 4,103,348 807,175 2,839,089 703,027 786,941
----------- ----------- ----------- ----------- -----------
Net assets available for plan benefits at
end of year ................................... $ 4,486,484 $ 1,154,426 $ 4,257,161 $ 1,328,883 $ 1,248,178
=========== =========== =========== =========== ===========
Computer Horizons Corp. Employee Savings Plan
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION (continued)
December 31, 1995
Total
Loan Other, fund
Fund net balance
------------ ------------ ------------
Additions
Employees' contributions (Note A) .............. $ 21,432 $ 2,452,165
Employer's contributions (Note A) .............. 258,395
Interest income ................................ 757,519
Unrealized/realized appreciation in market value
of investments (Note C) .................... 11,224 1,359,996
Loan repayments (Note A) ....................... $ (160,485)
------------ ------------ ------------
(160,485) 32,656 4,828,075
------------ ------------ ------------
Deductions
Withdrawals (Note A) ........................... (1,448,355)
Expenses (Note A) .............................. (4,363) (23,279)
Transfers
Loans issued (Note A) .......................... 253,081
------------ ------------ ------------
253,081 (4,363) (1,471,634)
NET INCREASE (DECREASE) IN
NET ASSETS AVAILABLE
FOR PLAN BENEFITS ............... 92,596 28,293 3,356,441
------------ ------------ ------------
Net assets available for plan benefits at
beginning of year ............................. 238,035 9,477,615
------------ ------------ ------------
Net assets available for plan benefits at
end of year ................................... $ 330,631 $ 28,293 $ 12,834,056
============ ============ ============
The accompanying notes are an integral part of this statement.
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 1996 and 1995
NOTE A - DESCRIPTION OF THE PLAN
The following description of Computer Horizons Corp. Employee Savings Plan
(the "Plan") provides only general information. Participants should refer
to the Plan Agreement for a more complete description of the Plan's
provisions.
General
The Plan is a defined contribution employee profit-sharing plan, covering
all eligible employees.
The Plan was established effective April 1, 1983, and amended as of January
1, 1984 and May 31, 1989, to be a qualified profit sharing plan under
Internal Revenue Code Section 401(a), with a qualified cash or deferred
arrangement under Internal Revenue Code Section 401(k).
The Plan was further amended and restated effective January 1, 1990 to
comply with the requirements of the Tax Reform Act of 1986 and all
applicable Federal laws subsequently enacted and relating thereto. A
favorable determination letter dated September 1995 was received from the
Internal Revenue Service.
Contributions
Participants may elect to make pretax contributions in accordance with the
provisions of the Plan. The Plan's sponsor, Computer Horizons Corp. (the
"Company"), matches participants' pretax contributions in accordance with
the provisions of the January 1, 1990 Plan Agreement.
Participant Accounts and Vesting
Separate accounts are maintained for each participant's contributions and
earnings thereon. The participant may direct that the account be invested
in one or more Funds permitted by the Plan (Note C). Upon termination of
employment, a participant is entitled to 100% of the value of his Salary
Deferral account balance (pretax contributions of three to fifteen percent
of compensation not to exceed maximum as specified in agreement), Voluntary
Post Tax account balance (post-tax contributions of one to ten percent of
compensation) and Rollover Account balance (participants' qualifying
rollover distributions), plus a specified percentage of their Employer
Matching account balance (participants' share of employer matching
contributions) based upon the vesting provisions of the Plan (25% vested
after three years of service, 50% vested after four years of service, 100%
vested after five years of service). Forfeitures resulting from application
of the vesting provisions are maintained separately by the Plan and are
used to pay plan expenses.
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1996 and 1995
NOTE A (continued)
Withdrawals and Distributions Upon
Termination of Employment
Upon termination of employment for any reason, a participant's account
balance or periodic payments thereof will be distributed to the participant
or designated beneficiary, at their option. However, if the value of a
participant's account is greater than $3,500, the participant's account
will not be distributed before his normal retirement date without the
written election of the participant. A participant may modify an election
thereafter.
Loans to Participants
The Plan provides for loans to participants to a maximum of the lesser of
(1) $50,000 or (2) 50% of the participant's account balance. The loans are
payable over a maximum of five years unless the loan is used to acquire a
principal residence, in which case the maximum term is fifteen years with
interest as specified in the Plan.
Termination
Although it has not expressed any intent to do so, the Company reserves the
right to terminate the Plan at any time. Termination of the Plan shall
result in discontinuance of all future Plan contributions and in full and
immediate vesting for each participant of the entire amount standing to
their credit; there shall not be any forfeitures with respect to any
participant for any reason.
Administrative Expense
All administrative expenses, charged by the Plan's Custodian, are borne by
the Plan.
Use of Estimates in Financial Statements
In preparing financial statements in conformity with generally accepted
accounting principles, management is required to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements, as well as the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from
those estimates.
Reclassifications
Certain 1995 items have been reclassified to conform with 1996
classifications.
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1996 and 1995
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements of the Plan have been prepared on the accrual
basis of accounting in accordance with generally accepted accounting
principles as applied to profit sharing plans and in accordance with the
terms of the trust agreement. The assets of the Plan are valued at quoted
market value, except for the Guaranteed Fund which is valued at contract
value, which approximates fair value. The Plan is subject to certain
provisions of the Employee Retirement Income Security Act of 1974
("ERISA").
NOTE C - INVESTMENT OF FUNDS
All contributions are remitted to the respective fund managers and
invested, at the election of the participant, in one or a combination of
funds. The funds available to participants from Merrill Lynch are the
Guaranteed Fund, various mutual stock funds and the Computer Horizons Corp.
Common Stock Fund. The following is a brief description of the funds
available.
Guaranteed Fund
The Guaranteed Fund is intended to provide fixed income with minimal risk.
Contributions to the Guaranteed Fund are invested primarily under
guaranteed investment contracts or contracts with one or more insurance
companies guaranteeing an annual effective interest rate for specified
periods. The guaranteed investment contracts are included in the financial
statements at contract value, which approximates fair value, as reported to
the Plan by the insurance companies. The amounts remitted to insurance
companies for guaranteed income contracts become the assets of those
companies, which, in turn, assume an obligation to fulfill the contract
terms. The ultimate ability to repay principal and interest is dependent
upon the financial stability of the insurance companies.
Guaranteed investment contracts at December 31 consist of the following:
1996 1995
---------- ----------
ITT Hartford Life Insurance Company $2,797,712* $3,405,614*
The Travelers Insurance Company 1,876,812* 1,046,507*
---------- ----------
$4,674,524 $4,452,121
========== ==========
*Denotes investments which exceed 5% of net assets available for Plan
benefits.
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1996 and 1995
NOTE C (continued)
Mutual Stock Funds
The Fidelity Magellan Fund is a high risk stock fund emphasizing capital
appreciation through investments in companies with high growth potential.
The 20th Century Growth Investors Fund is a stock fund that invests in
large, established companies that exhibit accelerating growth.
The Vanguard Index Trust 500 Portfolio is a stock fund that invests in
individual stocks corresponding with the Standard & Poor's 500 Index.
The Vanguard Wellington Fund invests approximately 65% of its assets in
individual stocks corresponding with the Standard & Poor's 500 Index and
approximately 35% of its assets in long-term corporate bonds with an AA or
better Bond Index.
Investments in securities are valued at quoted market value and at December
31 consist of the following:
1996 1995
----------- ----------
Fidelity Magellan Fund $ 5,041,594* $4,221,618*
20th Century Growth Investors Fund 1,528,023* 1,140,157*
Vanguard Index Trust 500 Portfolio 2,305,912* 1,316,117*
Vanguard Wellington Fund 1,740,500* 1,234,504*
----------- ----------
$10,616,029 $7,912,396
=========== ==========
Computer Horizons Corp. Stock Fund
Effective January 1, 1996, participants are able to invest contributions
in the Computer Horizons Corp. Stock Fund, which invests in the common
stock of the Plan Sponsor, Computer Horizons Corp. Merrill Lynch, as an
independent agent, invests in the Company shares that are obtained by
Merrill Lynch directly from the Company out of its authorized but unissued
shares of common stock, out of its treasury shares, or on the open market.
Total value of investments in Computer Horizons Corp. stock at December
31, 1996 is $885,602.*
NOTE D - TAX STATUS OF PLAN
The Plan is qualified under Section 401(a) of the Internal Revenue Code
and, accordingly, the earnings of the Plan are exempt from Federal income
taxation. The participants' contributions and shares of the earnings of the
Plan are not taxable to them until withdrawn from the Plan.
*Denotes investments which exceed 5% of net assets available for Plan
benefits.
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1996 and 1995
NOTE E - SUBSEQUENT EVENT
The Board of Directors of the Plan Sponsor, Computer Horizons Corp.,
declared a three-for-two common stock split in the form of a 50% stock
dividend. This stock dividend was payable on June 9, 1997 for shareholders
of record as of May 22, 1997. All references in the financial statements
with regard to the number of shares of common stock have been restated to
reflect the stock split.
SUPPLEMENTAL SCHEDULES
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
ON SUPPLEMENTARY INFORMATION
Board of Trustees
Computer Horizons Corp. Employee Savings Plan
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes and schedule of reportable transactions are presented
for the purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The supplemental schedules
have been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
The schedule of assets held for investment purposes and the schedule of
reportable transactions that accompany the Plan's financial statements do not
disclose the historical cost of plan assets held by the Plan's Custodians, as
such costs are not provided by the Custodians. Disclosure of this information is
required by the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974.
Parsippany, New Jersey
June 23, 1997
Computer Horizons Corp. Employee Savings Plan
EIN: 13-2638902, Plan # 001
Item 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1996
(a) (b) Identity of issuer, borrower, (e) Current
lessor or similar party (c) Description of investment (d) Cost value
----------------------------- ------------------------------ --------- ------------
Group Annuity Contracts, Provide a guaranteed interest
at contract value rate for a specified period of
time.
The Travelers Insurance Co.
6.76% * $ 397,325
5.39% * 489,101
4.72% * 990,386
Hartford Life
Insurance Company
7.79% * 2,797,712
-----------
$ 4,674,524
===========
Mutual Funds
Fidelity Magellan Fund, A growth mutual fund designed to provide
62,507.05 shares more aggressive investors with long-term
capital growth. * $ 5,041,594
Twentieth Century Growth An aggressive growth mutual fund designed to
Investors Fund, provide long-term capital appreciation. * 1,528,023
69,836.54 shares
Vanguard Index Trust - 500 An indexed growth and income mutual fund
Portfolio, designed to match the investment performance
23,340.21 shares of the Standard & Poors 500 Composite
Stock Price Index. * 2,305,912
Vanguard Wellington Fund, A balanced mutual fund designed to conserve
66,557.38 shares principal and provide reasonable income
return and growth. * 1,740,500
-----------
$10,616,029
===========
Computer Horizons Corp. Employee Savings Plan
EIN: 13-2638902, Plan # 001
Item 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1996
(continued)
(a) (b) Identity of issuer, borrower, (e) Current
lessor or similar party (c) Description of investment (d) Cost value
----------------------------- ------------------------------ --------- ------------
Stock
**Computer Horizons Corp. Stock $ 885,602
===========
***34,503.05 shares
Participant loans receivable, with
interest which ranges from
3.69% to 6.25% $ 288,850
===========
* Cost information was not available, as this information is not maintained.
** Party-In-Interest
*** Restated to reflect the three-for-two stock split
Computer Horizons Corp. Employee Savings Plan
EIN: 13-2638902, Plan # 001
Item 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
Year ended December 31, 1996
(a) Identity of party (b) Description Number of (c) Purchase Number (d) Selling (g) Cost of
involved of assets purchases price of sales price* asset
- --------------------- ------------------ ---------- ------------ -------- ------------ ------------
The Travellers Guaranteed Annuity $1,038,466 *
Insurance Co. Contract
Hartford Insurance Guaranteed Annuity $805,718 *
Company Contract
Vanguard Index Trust - Mutual Fund 861,431 *
500 Portfolio
Fidelity Magellan Fund Mutual Fund 1,674,760 *
Fidelity Magellan Fund Mutual Fund 651,677 *
Computer Horizons Stock 798,882 *
Corp. Stock
* Cost information was not available, as this information is not
maintained.
Note: Columns (e) and (f), lease rental and expense incurred with
transaction, respectively, are not applicable.
Computer Horizons Corp. Employee Savings Plan
EIN: 13-2638902, Plan # 001
Item 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
Year ended December 31, 1996
(continued)
(h) Current
value
of asset
(a) Identity of party on trans- (i) Net gain
involved action date or (loss)
- --------------------- ----------- -------------
The Travellers
Insurance Co. $1,038,466
Hartford Insurance
Company 805,718
Vanguard Index Trust -
500 Portfolio 861,431
Fidelity Magellan Fund
1,674,760
Fidelity Magellan Fund
651,677 $(43,676)
Computer Horizons
Corp. Stock 798,882
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
Computer Horizons Corp. Employee Savings Plan
Date: June 25, 1997 /s/ William J. Murphy
--------------------------
By: William J. Murphy
Title: Executive Vice President