1 =============================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------------ FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO 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 0-26058 ROMAC INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) FLORIDA 59-3264661 ------- ---------- (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 120 WEST HYDE PARK PLACE SUITE 150 TAMPA, FLORIDA 33606 - --------------------------------------- ---------- (Address of principal executive offices) (zip-code) Registrant's telephone number, including area code: (813) 251-1700 ------------------------------ 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) had been subject to such filing requirements for the past 90 days. YES X NO --- --- As of May 14, 1999, the registrant had 46,519,566 shares of common stock, $.01 par value per share, issued and outstanding. ================================================================================ 2 ITEM 1. FINANCIAL STATEMENTS ROMAC INTERNATIONAL, INC. CONSOLIDATED BALANCE SHEETS (AMOUNTS IN THOUSANDS) MARCH 31, DECEMBER 31, 1999 1998 ---- ---- (UNAUDITED) Assets: Current Assets: Cash and cash equivalents $ 40,783 $ 68,821 Short-term investments -- 12,000 Trade receivables, net of allowance for doubtful accounts of $4,725 and $5,762 respectively 128,126 114,144 Notes receivable from franchisees, current 31 31 Receivables from related parties, current 379 384 Deferred tax asset, current 5,702 5,702 Prepaid expenses and other current assets 4,013 3,627 --------- --------- Total current assets 179,034 204,709 Receivables from related parties, less current portion 1,920 1,721 Furniture and equipment, net 22,278 19,869 Goodwill, net of accumulated amortization of $6,569 and $5,790, respectively 96,719 93,510 Other assets, net 15,643 14,003 --------- --------- Total assets $ 315,594 $ 333,812 ========= ========= Liabilities and Shareholders' Equity: Current Liabilities: Accounts payable and other accrued liabilities $ 9,811 $ 9,260 Accrued payroll costs 24,496 41,070 Income taxes payable 6,126 3,213 Current portion of capital lease obligations 743 743 Current portion of payables to related parties 5,588 10,144 Accrued merger and integration expenses 2,381 4,931 --------- --------- Total current liabilities 49,145 69,361 Capital lease obligations, less current portion 236 461 Deferred tax liability, non current 96 96 Payables to related parties, less current portion 2,000 2,000 Other long-term liabilities, less current portion 7,935 6,872 --------- --------- Total liabilities 59,412 78,790 --------- --------- Commitments and contingencies -- -- Shareholders' Equity: Preferred stock, par value $.01; 15,000 shares authorized, none issued and outstanding -- -- Common stock, par value $.01; 250,000 shares authorized, 46,597 and 46,408 issued and outstanding, respectively 466 464 Additional paid-in-capital 185,995 185,300 Retained earnings 79,290 70,162 Cumulative translation adjustment 21 21 Less reacquired stock at cost; 1,829 and 677 shares, respectively (9,590) (925) --------- --------- Total shareholders' equity 256,182 255,022 --------- --------- Total liabilities and shareholders' equity $ 315,594 $ 333,812 ========= ========= THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS. 3 ROMAC INTERNATIONAL, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) THREE MONTHS ENDED ------------------------------ MARCH 31, MARCH 31, 1999 1998 ---- ---- (UNAUDITED) (UNAUDITED) Net service revenues $184,095 $155,402 Direct costs of service 105,263 88,301 -------- -------- Gross profit 78,832 67,101 Selling, general and administrative expenses 61,558 53,832 Depreciation and amortization expense 2,436 2,012 Merger and acquisition related expenses -- 1,745 Other (income) expense (765) (1,333) -------- Income before income taxes 15,603 10,845 Provision for income taxes 6,475 4,596 -------- -------- Net income and Comprehensive income $ 9,128 $ 6,249 ======== ======== Net income per share- Basic $ 0.20 $ 0.14 ======== ======== Weighted average shares outstanding- Basic 45,701 44,985 ======== ======== Net income per share- Diluted $ 0.20 $ 0.13 ======== ======== Weighted average shares outstanding- Diluted 46,492 47,180 ======== ======== THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS. 4 ROMAC INTERNATIONAL, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (AMOUNTS IN THOUSANDS) THREE MONTHS ENDED ------------------------------- MARCH 31, MARCH 31, 1999 1998 ---- ---- (UNAUDITED) (UNAUDITED) Cash flows from operating activities: Net income $ 9,128 $ 6,249 Adjustments to reconcile net income to net cash provided by Operating activities: Depreciation and amortization 2,436 2,012 Provision for losses on accounts and notes receivable 356 401 Deferred taxes -- (79) (Increase) decrease in operating assets: Trade receivables, net (14,338) (14,347) Notes receivable from franchisees 29 -- Prepaid expenses and other current assets (386) (907) Other assets, net (191) (970) Increase (decrease) in operating liabilities: Accounts payable and other accrued liabilities (1,961) 806 Accrued merger, restructuring, and integration expense (2,550) -- Accrued payroll costs (16,574) 947 Income taxes payable 2,913 2,982 Other long-term liabilities 1,063 394 -------- -------- Cash (used in) provided by operating activities (20,104) (2,483) -------- -------- Cash flows from investing activities: Capital expenditures (4,067) (1,621) Acquisitions, net of cash acquired (8,543) (4,653) Proceeds from the sale of short-term investments 12,000 1,868 Premiums paid for cash surrender value of life insurance policies (1,449) (440) -------- -------- Cash (used in) provided by investing activities (2,059) (4,846) -------- -------- Cash flows from financing activities: Proceeds from bank line of credit 663 Payments on capital lease obligations (225) (378) Payments on notes receivable from related parties 6 15 Repurchase of common stock (6,153) -- Issuance of receivables from related parties (200) -- Proceeds from exercise of stock options 697 1,354 -------- -------- Cash (used in) provided by financing activities (5,875) 1,654 -------- -------- Decrease in cash and cash equivalents (28,038) (5,675) Cumulative translation adjustment -- (5) -------- -------- Cash and cash equivalents at beginning of period 68,821 101,669 -------- -------- Cash and cash equivalents at end of period $ 40,783 $ 95,989 ======== ======== Supplemental Cash Flows Information Cash paid during the period for: Income Taxes $ 3,580 $ 1,538 THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS. 5 ROMAC INTERNATIONAL, INC. CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY FOR THE THREE MONTHS ENDED MARCH 31, 1999 (AMOUNTS IN THOUSANDS) (UNAUDITED) Shares Amounts COMMON STOCK: Balance at December 31, 1998 46,408 $ 464 Exercise of stock options 189 2 ------ -------- Balance at March 31, 1999 46,597 $ 466 ====== ======== ADDITIONAL PAID-IN CAPITAL: Balance at December 31, 1998 $185,300 Exercise of stock options 695 -------- Balance at March 31, 1999 $185,995 ======== CUMULATIVE TRANSLATION ADJUSTMENT: Balance at December 31, 1998 and March 31, 1999 $ 21 ======== RETAINED EARNINGS: Balance at December 31, 1998 $ 70,162 Net income 9,128 -------- Balance at March 31, 1999 $ 79,290 ======== REACQUIRED STOCK: Balance at December 31, 1998 ($ 925) Repurchase of common stock (8,665) --------- Balance at March 31, 1999 ($ 9,590) ========= THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS. 6 ROMAC INTERNATIONAL, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS MARCH 31, 1999 (UNAUDITED) NOTE A -- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation. The consolidated Financial Statements include the accounts of Romac International, Inc. (the "Company") and its subsidiaries. The Company completed its merger with Source Services Corporation ("Source") on April 20, 1998. The common stock of Source was converted to shares of the Company using a 1.1351 ratio. This merger was accounted for under the pooling of interests method; accordingly all historical results have been restated to reflect the merger. All material intercompany accounts and transactions have been eliminated in the consolidated financial statements. Interim Financial Information. The Consolidated Financial Statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") and, in management's opinion, include all adjustments necessary for a fair statement of results for such interim periods. Certain information and note disclosures normally included in annual financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to SEC rules or regulations; however, the Company believes that the disclosures made are adequate to make the information presented not misleading. Revenue Recognition. Net service revenues consist of sales, net of credits and discounts. The Company recognizes Flexible Billings based on hours worked by assigned personnel on a weekly basis. Search Fees are recognized in contingency search engagements upon the successful completion of the assignment. For Source, the search fee policy in 1998 was that if an individual fails to continue employment for a period of time as specified in the placement agreement, generally a thirty-to-ninety day period, the Company is not entitled to collect the search fee. During the first quarter of 1999, the Company changed its guarantee policy at its former Source operations. Revenue from search fees is shown on the Consolidated Statement of Operations net of amounts written off for the adjustments due to placed candidates not remaining in employment for the guarantee period. Cash and Cash Equivalents. The Company classifies all highly-liquid investments with an initial maturity of three months or less as cash equivalents. Self-insurance. The Company offers an employee benefit program with Source through September 30, 1998 and for all eligible employees effective October 1, 1998 for which it is self-insured for a portion of the cost. The Company is liable for claims up to $125 per employee and aggregate claims up to a defined yearly payment limit. All full-time employees and salaried consultants are eligible to participate in the program. Self-insurance costs are accrued using actuarial estimates to approximate the liability for reported claims and claims incurred but not reported. Income Taxes. The Company accounts for income taxes under the principles of Statement of Financial Accounting Standards No. 109 "Accounting for Income Taxes" ("SFAS 109"). SFAS 109 requires an asset and liability approach to the recognition of deferred tax assets and liabilities for the expected future tax consequences of differences between the carrying amounts and the tax bases of other assets and liabilities. The tax effects of deductions attributable to employees' disqualifying dispositions of shares obtained from incentive stock options were reflected in additional paid-in capital. 7 Foreign Currency Translation. Foreign currency translation adjustments arise primarily from activities of the Company's Canadian operations. Results of operations are translated using the average exchange rates during the period, while assets and liabilities are translated into U.S. dollars using current rates. Resulting foreign currency translation adjustments are recorded in Stockholder's Equity. Earnings Per Share. Options to purchase 4,2800 shares of common stock were outstanding during the three months ended March 31, 1999, but were not included in the computation of diluted earnings per share because the options were anti-dilutive. Recently Issued Accounting Pronouncements Accounting for Derivative Instruments and Hedging Activities. In June 1998, SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities", was issued. This statement is effective for all fiscal quarters of all fiscal years beginning after June 15, 1999. This statement establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contractors (collectively referred to as derivatives), and for hedging activities. It also requires that all derivatives and hedging activities be recognized as either assets or liabilities in the Statement of Financial Position and be measured at fair value. The Company does not believe adoption of this standard will have a material impact on the Company's financial performance or reporting and expects to adopt this standard during the year ended December 31, 2000. NOTE B -- MERGER, RESTRUCTURING, AND INTEGRATION EXPENSES In connection with the Source merger, one-time merger, restructuring, and integration related expenses were identified and recorded in 1998. As of March 31, 1999, the remaining accrued expenses reserve balance associated with the charge in 1998 were $2,381 of which $1,482 related to severance and other termination related costs to be incurred in connection with anticipated staff reductions, $805 costs in connection with consolidation of certain office facilities and related equipment, and approximately $94 related to other merger and integration related expenses. NOTE C -- SEGMENT ANALYSIS In 1998, the Company adopted Statement of Accounting Standards No. 131, "Disclosures about Segments of Enterprise and Related Information" ("SFAS 131"). SFAS 131 supercedes SFAS 14, "Financial Reporting for Segments of a Business Enterprise," replacing the "industry segment" approach with the "management" approach of determining reportable segments of an organization. The management approach designates the internal organization that is used by management for making operation decisions and addressing performance as the source of determining the Company's reportable segments. Beginning in 1997, the Company revised its organizational structure to provide internal reporting following its four functional service offerings, including: Information Technology, Finance and Accounting, Human Resources and Operating Specialities. The Company only generates information on sales and gross profit on a functional basis, as such; asset information by segment is not disclosed. Substantially all operations and long-lived assets are located in the US. Information Finance & Human Operating Technology Accounting Resources Specialty TOTAL ----------- ---------- --------- --------- -------- 1999 Sales $116,035 $49,847 $4,592 $13,621 $184,095 Gross Profit 44,732 27,606 1,399 5,095 78,832 1998 Sales 99,423 45,540 4,399 6,040 155,402 Gross Profit 39,682 23,854 1,233 2,332 67,101 8 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Forward-Looking Statements This Quarterly Report on Form 10-Q contains forward-looking statements, particularly with respect to the Liquidity and Capital Resources section of Management's Discussion and Analysis of Financial Condition and Results of Operations. Additional written or oral forward-looking statements may be made by the Company from time to time, in filings with the SEC or otherwise. Such forward-looking statements are within the meaning of that term in Section 27A of the Securities Act of 1933 and Section 21 E of the Securities Exchange Act of 1934. Such statements may include, but not be limited to, projections of revenue, income, losses, cash flows, capital expenditures, plans for future operations, financing needs or plans, plans relating to products or services of the Company, estimates concerning the effects of litigation or other disputes, potential effects of Year 2000 issues, as well as assumptions to any of the foregoing. In addition, when used in this discussion the words "anticipate", "estimates", "expects", "intends", "plans", and variations thereof and similar expressions are intended to identify forward looking statements. Forward-looking statements are inherently subject to risks and uncertainties, some of which can not be predicted. Future events and actual results could differ materially from those set forth in or underlying the forward looking statements. Readers are cautioned not to place undue reliance on any forward looking statements contained in this report which speak only as of the date of this report. The Company undertakes no obligation to publicly publish the results of any adjustments to these forward looking statements that may be made to reflect events on or after the date of this report or to reflect the occurrence of unexpected events. Results of Operations The following table sets forth certain items in Romac's consolidated statement of operations, as a percentage of net service revenues, for the indicated periods: Three months ended March 31, 1999 1998 Flexible billings 80.7% 79.2% Search Fees 19.3 20.8 Net service revenues 100.0 100.0 Gross profit 42.8 43.2 Selling, general, and administrative expenses 33.4 34.6 Income before taxes 8.5 6.9 Net income 4.9% 4.0% Results of Operations for each of the Three Months Ended March 31, 1999 and 1998. Net service revenues. Net service revenues increased 18.5% to $184.1 million for the three month period ending March 31, 1999 as compared to $155.4 million for the same period in 1998. These increases were comprised of a $25.6 million increase in Flexible Billings (Professional Temporary and Contract Services revenues combined) and a $3.1 million increase in Search fees for the three month period ending March 31, 1999, as described below. Flexible billings increased 20.8% to $148.6 million for the three month period ending March 31, 1999 as compared to $123.0 million for the same period in 1998. This increase is a result of an 11.6% 9 increase in the number of hours billed and a 14.9% increase in average bill rate as compared to the same period in 1998. Search fees increased 9.6% to $35.5 million for the three month period ended March 31, 1999 compared to $32.4 million for the same period in 1998. This increase resulted primarily from an increase in the average fee for each placement made during the three month period ended March 31, 1999 as compared to the same period in 1998. Gross profit. Gross profit increased 17.4% to $78.8 million during the three month period ended March 31, 1999 as compared to $67.1 million for the same period in 1998. Gross profit as a percentage of net service revenues decreased to 42.8% for the three month period ending March 31, 1999 as compared to 43.2 % for the same period in 1998. This decrease was primarily the result of the continuing change in the Company's business mix whereby revenues from Flexible Billings, traditionally lower gross margins than Search, fees increased to 80.7% of the Company's total revenues for the three month period ending March 31, 1999 as compared to 79.2% for the same period in 1998. Selling, general and administrative expenses. Selling, general and administrative expenses increased 14.5% to $61.6 million for the three month period ended March 31, 1999 as compared to $53.8 million for the same period in 1998. Selling, general and administrative expenses as a percentage of net service revenues decreased to 33.4 % for the three month period ended March 31, 1999 compared to 34.6% for the same period in 1998. This decrease in selling, general and administrative expense as a percentage of net service revenues resulted primarily from elimination of duplicate corporate functions in Dallas, Texas from the Source merger. Depreciation and amortization expense. Depreciation and amortization expense increased 20.0% to approximately $2.4 million for the three month period ended March 31, 1999 compared to approximately $2.0 million for the same period in 1998. Depreciation and amortization expense as a percentage of net service revenues remained constant. The increase in depreciation and amortization expense in the three months ended March 31, 1999 as compared to 1998 is due to the goodwill amortization related to the settlement of earnout provisions completed during the second half of 1998. Merger, restructuring, and integration expenses. Merger and integration expenses for the three months ended March 31, 1999 decreased 100% compared to the same period in 1998 due to the completion of the integration of the Source operations. Other (income) expense. Other (income) expense decreased 38.5% for the three months ended March 31, 1999 compared to the same period in 1998. The decrease in other income during the three months ended March 31, 1999 was due to less interest income as cash declined as it was used to repurchase common stock, fund payments of earnout provisions, and operating cash requirements. Income Before Taxes. Income before taxes increased 44.4% to $15.6 million for the three month period ended March 31, 1999 as compared to $10.8 million for the same period in 1998, primarily as a result of the above factors. Provision for income taxes. Provision for income taxes increased 41.3% to $6.5 million for the three month period ended March 31, 1999 compared to $4.6 million for the same period in 1998. The effective tax rate was 41.7% for the three months ended March 31, 1999 compared to 42.6% for the same period in 1998. The change reflects the impact of state taxes and the reduction in 1999 of non-deductible merger-related expenses. Net Income. Net income increased approximately 46.8% to $9.1 million in the three months ended March 31, 1999 as compared to the $6.2 million for the same period in 1998. 10 LIQUIDITY AND CAPITAL RESOURCES As of March 31, 1999, the Company's sources of liquidity included approximately $40.8 million in cash and cash equivalents, and approximately $89.1 million in additional net working capital. In addition, as of March 31, 1999, there were no amounts outstanding on the line of credit and $30.0 million was available for borrowing under the Company's Line of Credit. The Company has a Revolving Line of Credit Loan Agreement with NationsBank, N.A. (the "Line of Credit"). The Line of Credit expires on March 31, 2000 and amounts outstanding under the line of credit accrue interest at an annual rate equal to 65 basis points above the 90-day London Interbank Offering interest rate ("LIBOR"). During the three months ended March 31, 1999, cash flow used by operations was approximately $20.1 million , resulting primarily from net income, non-cash expenses (depreciation and amortization) and decreases in operating payroll liabilities and an increase in accounts receivable. The increase in accounts receivable reflects the increased volume of business during the first three months of 1999 from existing locations and an increase in the days sales outstanding. The decrease in the operating payroll is due to an change in the timing of the commission payroll payments of the former Source employees from quarterly to monthly. During the three months ended March 31, 1999, cash flow used in investing activities was approximately $2.1 million, resulting primarily from the Company's use of approximately $8.5 million for the acquisition of two companies and earnout payments made on existing acquisitions and $4.0 million for capital expenditures. Proceeds from investing activities of $12.0 million were received in the three months ended March 31, 1999 from the sale of short term investments. On March 11, 1999, the Company announced that its board of directors has authorized the repurchase of up to $50 million of its common stock on the open market, from time to time, depending on market conditions. This stock repurchase plan may impact the Company's cash flow requirements in the next twelve months. As of May 14, 1999, the Company has repurchased 1,152 shares for approximately $8.7 million. The Company believes that cash flow from operations and borrowings under the Company's Line of Credit, or other credit facilities that may become available to the Company in the future will be adequate to meet the working capital requirements of the Company's current operations for at least the next 12 months. The Company's estimate of the period that existing resources will fund its working capital requirements and the amount of stock that the Company will actually be able to repurchase in the next 12 months are forward-looking statements that are subject to risks and uncertainties. Actual results could differ from those indicated as a result of a number of factors, including the use of such resources for possible acquisitions and the announced stock repurchase plan. YEAR 2000 Many computer systems in use today were designed and developed using two digits, rather than four, to specify years. As a result, such systems will recognize the year 2000 as "00" or 1900. This could cause many computer applications to fail completely or to create erroneous results unless corrective measures are taken. The Company utilizes software and computer technologies that are essential to its operations. The Company continuously evaluates the ongoing and expected future business and industry requirements of its internally developed and externally purchased applications. These applications and technology equipment are updated on a regular basis. The Company has not accelerated its plans to replace or update existing systems because of the Year 2000 issue. The Company has implemented a four step process to address Year 2000 issues consisting of assessment/overview (identify the issues); discovery (inventory, categorize, and assess business impacts and risks); conversion (make program changes, rollout new hardware, perform applications and 11 acceptance testing, and certification), and deployment (deploy program and hardware changes, evaluate and apply lessons learned). After the Company completed the assessment/overview phase, the Company hired an independent third party to perform the discovery phase and make recommendations on the assessment of business risks. This study concluded that the greatest risk faced by the Company's Internal Systems are the hardware system that operates the telephone voicemail systems at certain locations and the Wizard NT operating system software that must be upgraded from 3.51 to 4.01 Service Pak 4. As of May 12, 1999, the Company is progressing in the conversion phase and is believes it is on target for completion of the high risk areas by June 30, 1999. The Company is working with key third party vendors to understand their ability to continue to provide services and products through the change to 2000. The Company intends to continue to partner with its key third party vendors to avoid any business interruptions in 2000. The Company is dependent upon its customers for sales and cash flow. The Company currently does not believe that it is subject to significant business risks related to its customers' and suppliers' Year 2000 efforts, although if the Company's customers or vendors experience Year 2000 problems, the Company's results of operations could be materially adversely affected. The effect of Year 2000 interruptions on the Company and our customer's operations is difficult to predict because flexible staffing could be a vehicle that the Company's customer's may use to correct the effect of Year 2000 disruptions in their business. The Company will continue to monitor the status of its customers and key strategic partners as a means of determining risks and alteratives. The Company is also in the process of developing contingency plans with regards to the high risk areas described above as well as areas of medium risk which the Company believes do not have the potential of material disruption to the business. The Company estimates that the total cost of the project will be approximately $1.3 million which includes both personnel costs related to project management, programming, and hardware and software upgrades. Of this total, approximately $1.1 million had been incurred as of March 31, 1999. The cost of the project and the estimated completion dates are based upon management's best estimates, which were derived utilizing assumptions of future events, including the continued availability of certain resources, third-party modification plans and other factors. There can be no assurance that these estimates will prove accurate, and actual results could differ from those estimated if these assumptions prove inaccurate. The Year 2000 discussion includes forward-looking statements, therefore there can be no assurance that the Company will not experience Year 2000 problems. However, based upon the progress to date, the Company believes that it is unlikely that the actual results will differ significantly from those estimated and that the Year 2000 compliance will have a material adverse effect on the Company's financial condition. 12 PART II -- OTHER INFORMATION ITEM 1. LEGAL PROCEEDINGS None ITEM 2. CHANGES IN SECURITIES None ITEM 3. DEFAULTS UPON SENIOR SECURITIES None ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS None ITEM 5. OTHER INFORMATION None ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits 27. Financial Data Schedule (b) Reports: Romac filed no reports on Form 8-K during the quarter ended March 31, 1999. 13 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ROMAC INTERNATIONAL, INC. (Registrant) By: /s/ William L. Sanders ---------------------------------- William L. Sanders Vice President, Chief Financial and Accounting Officer Date: May 17, 1999