Modis Professional Services Announces Third Quarter Results

EPS from Continuing Operations (Before Restatement) Up 33% to $.20 vs. $.15

JACKSONVILLE,  Fla.--(BUSINESS  WIRE)--Nov.  12, 1998-- Revenues from Continuing
Operations up 46% to $441.6 Million vs. $302.3 Million

Modis  Professional  Services,  Inc.  (NYSE:MPS  - news),  a global  provider of
information   technology  and  professional   services,   including  consulting,
outsourcing,  outplacement,  training, and professional staffing services, today
announced  results for the third  quarter and nine months  ended  September  30,
1998.

Financial Results

The discussion below includes results of continuing and discontinued  operations
and the change in accounting  treatment  (restatement) of the Actium acquisition
from a pooling of interests to a purchase.  On October 31, 1998,  the  Company's
Board of  Directors  authorized  the  repurchase  of up to $200  million  of the
Company's  common stock.  The Company first  considered the repurchase on August
31, 1998,  shortly  after it  announced  the sale of its  commercial  businesses
(``Strategix'')  to  Randstad  for $850  million  as a result of an  unsolicited
offer.  Prior to the Randstad offer, the Company had announced plans to sell 20%
of Strategix in an initial  public  offering  with a subsequent  spin-off of the
Company's interest to its shareholders, subject to certain market conditions.

As a  result  of the  aforementioned  events,  the  Company  believes  it is now
appropriate  to change the accounting  treatment for its  acquisition of Actium,
Inc. on March 27, 1998, from a pooling of interests to a purchase.  As a result,
the Company has recorded goodwill of approximately $130.0 million,  based on the
preliminary  allocation of purchase  price.  Prior periods have been restated to
eliminate  the Actium  results  and,  starting  in the  second  quarter of 1998,
included amortization of goodwill from the purchase. In addition, as a result of
the sale of  Strategix,  the Company will  present  those  financial  results as
discontinued operations for all periods presented and discussed.

Continuing Operations

Revenues for the third quarter of 1998 totaled  $441.6  million,  an increase of
46% over revenues of $302.3 million in the year-earlier  period.  Net income for
the quarter, before the pooling restatement,  totaled $22.8 million, an increase
of 38% over third quarter 1997 net income of $16.5 million.  After giving effect
to the pooling restatement,  net income for the 1998 third quarter totaled $22.0
million, an increase of 33% over third quarter 1997 net income of $16.5 million.
Net income per diluted common share, before the pooling restatement, rose 33% to
$0.20 per share,  compared with net income of $0.15 per diluted common share for
the third quarter of 1997. After giving effect to the pooling  restatement,  net
income per diluted  common share for the third quarter of 1998 rose 27% to $0.19
per share  compared  with net income of $0.15 per diluted  common  share for the
third quarter of 1997.

For the nine months ended September 30, 1998, revenues totaled $1.24 billion, an
increase of 52% over revenues of $818.0  million in the prior-year  period.  Net
income  year to date,  before the pooling  restatement,  totaled  $69.9  million
before  non-recurring  merger costs,  an increase of 54% over net income for the
first nine months of 1997 of $45.4 million. Diluted net income per common share,
before the pooling restatement, rose 40% to $0.60 per share, compared with $0.43
per diluted common share for the year-earlier period. After giving effect to the
pooling  restatement,  net income for the nine months ended  September 30, 1998,
totaled $68.3 million, up 50% over net income for the prior-year period of $45.4
million, and net income per diluted common share rose 37% to $0.59 per share for
the nine months ended  September 30, 1998,  compared with net income per diluted
common share of $0.43 for the year-earlier period.

Revenues for the third quarter of 1998, broken down by division, are as follows:
Information Technology $301 million and Professional $141 million. This compares
with third quarter 1997 revenue of $198 million for  Information  Technology and
$104  million  for  Professional.  Professional  revenue  was  affected  by  the
disposition of an  unprofitable  foreign  technical/engineering  unit that would
have contributed  approximately $3 million in revenue this quarter. In addition,
the impact on revenue  from  holidays  (July 4th and Labor Day) was greater than
expected in the two divisions, which contributed to fewer billable hours.

Gross margin percentages for the third quarter of 1998, broken down into the two
aforementioned   divisions,  are:  Information  Technology  --  U.S.  27.7%  and
International 18.8%; Professional Services 30%. This compares with third quarter
1997  gross  margins of 27.4% for  Information  Technology  -- U.S.  and 17% for
Information  Technology  --  International  on a  pro  forma  basis;  32.6%  for
Professional Services.

The  comparative  gross margin in the  professional  division is affected by the
relative revenue  contribution each quarter of each separate line of business --
accounting, legal,  engineering/technical,  scientific,  outplacement/workforce,
and  consulting  -- and the fact  that in the 1997  quarter,  the  international
portion of professional  services (which  historically  has lower gross margins)
was a much smaller part of the total revenue mix.

Sale of Discontinued Operations

As previously  announced,  the Company sold Strategix,  its commercial  staffing
services  business,  effective  September 27, 1998. The results of this business
prior to the sale have been reported as discontinued  operations.  The after-tax
proceeds  from the sale  totaled  approximately  $600  million  and were used to
retire all  borrowings  under the Company's  credit  facility with the remaining
proceeds available for other corporate purposes.  The after-tax gain on the sale
of $216 million, or $1.79 per share, was recognized in the current quarter.

Management Comments

Commenting on the results,  Modis Professional Services Chairman,  President and
Chief  Executive  Officer  Derek E. Dewan said,  ``We are pleased with our third
quarter results and have made significant progress.  Highlights during the third
quarter include:

o Sale of our commercial businesses -- Strategix -- for $850

  million and use of a portion of the proceeds to pay off our

  credit facility;

o Announcement of a share repurchase program of up to $200

  million of common stock, which may be additive to earnings

  per share;

o Secured a new $500 million revolving credit facility;

o Transformed our company into a world class information

  technology and professional services firm.

``We have made  several  investments  in  infrastructure  -- systems,  sales and
marketing -- and added strong  operational  leadership in each division,'' Dewan
continued.  ``Our goal is to  continue to generate  strong  internal  growth and
capture greater market share in each service line.

``The  acquisition  pipeline  is  full  and  purchase  multiples  have  adjusted
downward.   We  plan  to  accelerate  our  activity  in  making  strategic  cash
acquisitions  that are  accretive  to  earnings  per  share  and that  fill in a
specialty area or a geographic need in both divisions. We are well positioned to
do so with our strong cash position and new credit facility.''

Timothy D. Payne,  President and Chief Operating Officer of modis, the Company's
billion-dollar   information   technology   services   division,   added,  ``The
information  technology  sector  is strong  and  vibrant.  Our size,  geographic
diversity,  and  breadth  of  I.T.  services  --  enterprise  resource  planning
implementation,  data warehousing,  software  application  development,  systems
integration,  electronic commerce, Internet and Web enablement services -- allow
us to compete very  effectively  for new clients and expand services to existing
customers.  Additionally,  we have designed our  organizational  structure along
practice  specialties  for modis  Solutions to help  facilitate  and  accelerate
cross-selling with the modis Consulting branch network.''

About Modis Professional Services, Inc.

Modis  Professional  Services,  Inc. is a global provider of business  services,
including  consulting,  outsourcing,  outplacement,  training,  and professional
staffing services.  The Company provides strategic  solutions in the information
technology,  accounting,  legal,  engineering/technical,  and scientific  areas.
Headquartered in Jacksonville,  Florida, the Company serves the Fortune 1000 and
other  leading  businesses  through  its offices  located in the United  States,
Canada,  the United Kingdom,  Continental  Europe,  and Latin America.  For more
information about Modis  Professional  Services,  please visit the following web
site: www.modispro.com.

Statements made in this press release,  other than those  concerning  historical
information,  should be considered  forward-looking and subject to various risks
and  uncertainties.  The Company's actual results may differ materially from the
results anticipated in these  forward-looking  statements as a result of certain
factors set forth under Risk Factors and elsewhere in the  Company's  reports on
Forms 10-K,  10-Q and 8-K made under the  Securities  Exchange Act of 1934.  For
instance,  the Company's  results of operations may differ materially from those
anticipated in the  forward-looking  statements due to, among other things:  the
Company's  ability to successfully  identify  suitable  acquisition  candidates,
complete  acquisitions  or integrate the acquired  business into its operations;
the general level of economic activity in the Company's markets; increased price
competition;  and the continued availability of qualified temporary personnel --
particularly in the information  technology and other  professional  segments of
the Company's businesses.  In addition,  the market price of the company's stock
may from time to time be  significantly  volatile  as a result of,  among  other
things:  the  Company's  operating  results;  the  operating  results  of  other
temporary staffing companies; and changes in the performance of the stock market
in general.


                   MODIS PROFESSIONAL SERVICES, INC.
                    Unaudited Financial Highlights
               (in thousands, except per share amounts)

                               Three Months Ended   Nine Months Ended
                                  September 30,       September 30,
Operating Highlights:             1998     1997       1998     1997
Revenue                         $441,580 $302,300 $1,241,456 $818,179

Gross profit                     120,700   87,990    342,953  229,292

Net income from continuing
  operations                      22,021   16,548     68,252   45,424
Net income from discontinued
  operations                       6,907   12,141     30,020   28,614
Gain on sale of discontinued
  operations, net                216,365       --    216,365       --
Net income                      $245,293  $28,689   $314,637  $74,038

Diluted net income per common share:
   From continuing operations
     (before restatement)        $  0.20  $  0.15  $    0.60 $   0.43

   From continuing operations
     (restated)                     0.19     0.15       0.59     0.43
   From discontinued operations     0.06     0.11       0.25     0.25
   Gain on sale of discontinued
      operations                    1.79       --       1.80       --
   Net income per common share   $  2.04  $  0.26  $    2.64 $   0.68

Weighted average shares
  outstanding                    120,875  113,966    119,921  112,567

                                                           As of
                                                    Sept. 30, Dec. 31,
Balance Sheet Highlights:                             1998      1997
Working capital                                    $ 404,109  $514,966
Total assets                                       2,038,650 1,369,022
Long-term debt                                         2,596   347,785
Convertible debentures                                86,250    86,250
Stockholders' equity                               1,313,900   812,842

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Contact:

     Modis Professional Services Inc., Jacksonville
     Michael D. Abney, 904/360-2550
     or
     Derek E. Dewan, 904/360-2525

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