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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
February 25, 2000
Date of Report (Date of earliest event reported)
MSX INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 333-49821 38-3323099
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
275 REX BOULEVARD AUBURN HILLS, MICHIGAN
(Address of principal executive offices)
48326
(Zip Code)
(248) 299-1000
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
On February 25, 2000, a news release was issued to announce the 1999 fourth
quarter and fiscal year to date consolidated earnings of MSX International, Inc.
(MSXI). The news release did not include certain financial statements, related
footnotes or certain other financial information that will be filed with the
Securities and Exchange Commission at a later date as part of MSXI's Annual
Report on Form 10-K. The earnings release is attached as Exhibit 99.1 to this
Form 8-K.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
(c) Exhibits:
99.1 Press Release dated February 25, 2000........................3
SIGNATURE
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 hereunder duly authorized.
Dated: March 1, 2000
MSX INTERNATIONAL, INC.
By: /s/Frederick K. Minturn
----------------------------
Frederick K. Minturn
Executive Vice President, Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
----------- -----------
EX - 99.1 Press Release
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE David Crittenden - Financial
DATE: FEBRUARY 25, 2000 MSX International, Inc.
248-299-1077
[email protected]
BRUCE WAGNER - MEDIA
MSX INTERNATIONAL, INC.
248-844-4129
[email protected]
MSX INTERNATIONAL SALES INCREASE 42% IN 1999; OPERATING INCOME INCREASES 64%
AUBURN HILLS, MICHIGAN, (2/25/00) -- MSX International's sales for the fiscal
year ended January 2, 2000 increased 42% to $760 million from $534 million in
fiscal 1998. The increase included 20% internal growth, primarily in engineering
and staffing services, as well as incremental sales of approximately $121
million from companies acquired in fiscal 1998 and 1999.
Operating income for fiscal 1999 was $38.3 million compared with operating
income of $23.3 million in 1998, a 65% increase. The increase is a result of the
improved sales in existing businesses, a reduction in administrative costs
relative to sales, and the accretive impact of acquisitions. Net income for the
fiscal year was $10.2 million compared with net income of $2.8 million in the
comparable prior period. The increase in net income was due to increased
operating income and decreases in the company's effective income tax rate,
partially offset by increased interest cost due to the company's 1999
acquisition and financing activities.
Thomas T. Stallkamp, MSX International's new chief executive officer, commented,
"The company's 1999 performance is an outstanding achievement and provides a
solid base for the year 2000. Our strong internal growth is enhanced by several
strategic acquisitions, which expand the company's geographic reach and result
in several important new customer relationships.
"We intend to focus the company on the continuing growth in engineering
services, technical services and professional staffing, which are all vital to
the new economy. Based on our strengths in these areas, we expect to assist our
U.S. and global customers as they take advantage of the merger of e-commerce
with their traditional businesses."
MSX International's reported 1999 sales reflect a change in presentation from
prior reporting. Sales and cost of sales generated by the company's purchasing
support services, which are included in total net sales, are now shown net of
billings from sub-suppliers. The new presentation has no impact on the current
or historical gross profit, operating income or net income of the company. It
improves visibility to the operating performance of the company relative to
"value-added" revenues, as well as reflects clarifying guidance issued during
the fourth quarter of 1999 by the Securities and Exchange Commission to, among
others, companies that provide "master vendor" services for their customers.
Previously reported sales and cost of sales have been reclassified to correspond
to the 1999 presentation.
MSX International is a leading, global provider of technology-driven
engineering, business, and specialized staffing services. The company's services
enable customers to significantly improve their business performance by adding
value and helping them to achieve a competitive advantage.
MSX International deploys more than 15,000 professional staff and contract
personnel at over 85 operating locations in 23 countries worldwide. MSX
International offers its customers a wide range of technology-driven
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services, both on-site and off-site, including product engineering and
manufacturing engineering; contract and temporary staffing; training; purchasing
support; marketing support; electronic document and information storage and
retrieval; process improvement consulting; and web and information technology
services.
MSX International's headquarters is in Auburn Hills, Michigan. Visit MSX
International's Web site at http://www.msxi.com. MSX International's news
releases are also available at http://www.prnewswire.com.
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This document contains statements that constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements are not guarantees of future performance and involve
significant risks and uncertainties. Actual results may vary materially from
those in the forward-looking statements as a result of any number of factors,
many of which are beyond the control of management. These important factors are
discussed in MSX International's Registration Statement on Form S-4 (dated July
20, 1999) and in other filings with the Securities and Exchange Commission.
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MSX INTERNATIONAL, INC.
1999 FOURTH QUARTER AND YTD
FINANCIAL RESULTS
<TABLE>
<CAPTION>
FISCAL QUARTERS FISCAL YEARS
--------------- ------------
1999 1998 1999 1998
---- ---- ---- ----
(dollars in thousands)
<S> <C> <C> <C> <C>
Net Sales $189,900 $154,342 $759,842 $533,942
Cost of sales 163,192 130,341 653,543 449,914
-------- -------- -------- --------
Gross profit 26,708 24,001 106,299 84,028
Selling, general and administrative expenses 16,994 15,970 64,813 59,083
Amortization of goodwill and other intangibles 1,005 1,001 3,156 1,690
-------- -------- -------- --------
Operating income 8,709 7,030 38,330 23,255
Interest expense, net 5,792 4,440 21,141 17,416
-------- -------- -------- --------
Income (loss) before income taxes 2,917 2,590 17,189 5,839
Income tax provision 1,317 1,340 6,995 3,068
-------- -------- -------- --------
Net income (loss) $ 1,600 $ 1,250 $ 10,194 $ 2,771
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</TABLE>
