UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-K/A
Amendment No. 1
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2000
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission file number 1-5519
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CDI Corp.
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(Exact name of Registrant as specified in its charter)
Pennsylvania 23-2394430
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(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
1717 Arch Street, 35th Floor, Philadelphia, PA 19103-2768
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (215) 569-2200
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SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Common stock, $.10 par value New York Stock Exchange
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(Title of each class) (Name of exchange on which registered)
Indicate 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 X NO _____
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Indicate if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained herein, and will not be contained, to the best
of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
The aggregate market value as of February 28, 2001 of voting stock of the
Registrant held by shareholders other than executive officers, directors or
known beneficial owners of 10% or more of such stock of the Registrant was:
Common stock, $.10 par value $167,554,000
Class B common stock, $.10 par value Not applicable
The outstanding shares of each of the Registrant's classes of common stock
as of February 28, 2001 were:
Common stock, $.10 par value 19,070,426 shares
Class B common stock, $.10 par value None
DOCUMENTS INCORPORATED BY REFERENCE
Part of Form 10-K into
Documents which incorporated
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Proxy Statement for Annual Meeting
of Shareholders to be Held May 1, 2001 Part III
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Preliminary Note
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In the Registrant's Form 10-K for the year ended December 31, 2000 filed on
March 23, 2001, the Consolidated Statement of Cash Flows for the year ended
December 31, 2000 contained a typographical error related to the amount shown
for Earnings from continuing operations included in cash flows from operating
activities. The amount shown, as filed, was $3,003. The correct amount is
$33,003. Following is a revised Consolidated Statements of Cash Flows reflecting
the correct amount, which replaces in its entirety the Consolidated Statements
of Cash Flows included in the original filing.
CDI CORP. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Years ended December 31, 2000, 1999 and 1998
(In thousands)
2000 1999 1998
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Continuing Operations
Operating activities:
Earnings from continuing operations $ 33,003 49,679 44,239
Minority interests 872 1,223 1,017
Depreciation 17,719 14,040 12,242
Amortization of intangible assets 5,931 4,304 2,237
Income tax provision greater (less)
than tax payments (1,836) 8,521 1,617
Change in assets and liabilities
net of effects from acquisitions:
(Increase) in accounts receivable (17,471) (35,129) (40,874)
Increase (decrease) in payables
and accrued expenses 21,341 (5,966) 12,731
Other (1,102) 2,121 (1,838)
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58,457 38,793 31,371
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Investing activities:
Purchases of fixed assets (30,615) (27,585) (23,099)
Acquisitions net of cash acquired (11,677) (42,622) (39,138)
Other (1,427) (589) 389
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(43,719) (70,796) (61,848)
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Financing activities:
Borrowings long-term debt 37,661 34,704 46,006
Payments long-term debt (53,689) (6,096) (11,580)
Obligations not liquidated because
of outstanding checks 1,122 18 8,289
Share repurchase program - - (20,478)
Other 171 580 16
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(14,735) 29,206 22,253
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Net cash flows from continuing operations 3 (2,797) (8,224)
Net cash flows from discontinued operations - 7,264 8,188
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Increase (decrease) in cash 3 4,467 (36)
Cash at beginning of year 11,429 6,962 6,998
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Cash at end of year $ 11,432 11,429 6,962
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See accompanying notes to consolidated financial statements.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
CDI Corp.
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By: /s/ Allen M. Levantin
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Allen M. Levantin, Acting
President and Chief Executive
Officer
Date: May 10, 2001
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INDEX TO EXHIBITS
Number Exhibit Page
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23. Consents of experts and counsel. 5
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