<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------------------------------
FORM 10-Q
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
--------------------------------------------
For Quarter Ended March 31, 2000 Commission File Number 0-7282
COMPUTER HORIZONS CORP.
-----------------------
(Exact name of registrant as specified in its charter)
New York 13-2638902
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
49 Old Bloomfield Avenue, Mountain Lakes, New Jersey 07046-1495
---------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (973) 299-4000
--------------
Not Applicable
--------------
(Former name, former address and former fiscal year, if
changed since last report)
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 twelve 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.
X
-------
Yes No
As of May 12, 2000 the issuer had 31,660,780 shares of common stock outstanding.
<PAGE>
COMPUTER HORIZONS CORP.
Index
Page No.
Part I Financial Information
Consolidated Balance Sheets
March 31, 2000 and December 31, 1999 3
Consolidated Statements of Income (Loss)
Three Months Ended March 31, 2000
and March 31, 1999 4
Condensed Consolidated Statements of
Cash Flows - Three Months Ended
March 31, 2000 and March 31, 1999 5
Notes to Consolidated Financial Statements 6
Management's Discussion and Analysis
of Financial Condition and Results of
Operations 9
Part II Other Information 11
Signatures 11
2
<PAGE>
COMPUTER HORIZONS CORP. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(dollars in thousands)
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
--------- ---------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 19,099 $ 17,072
Accounts receivable, net of allowance for doubtful
accounts of $3,649,000 and $5,819,000 at March
31, 2000 and December 31, 1999, respectively 169,926 172,806
Deferred income tax benefit 8,543 8,945
Refundable income taxes 7,725 5,499
Other 779 4,459
--------- ---------
TOTAL CURRENT ASSETS 206,072 208,781
--------- ---------
PROPERTY AND EQUIPMENT 39,325 38,365
Less accumulated depreciation (19,678) (18,144)
--------- ---------
19,647 20,221
--------- ---------
OTHER ASSETS - NET:
Goodwill 93,646 94,349
Deferred income tax benefit 2,458 2,458
Purchased software 8,724 9,306
Other 13,258 12,879
--------- ---------
TOTAL OTHER ASSETS 118,086 118,992
--------- ---------
TOTAL ASSETS $ 343,805 $347,994
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Notes payable, current $ 29,184 $ 19,502
Accrued payroll, payroll taxes and benefits 16,652 17,764
Accounts payable 11,318 17,741
Restructuring reserve 3,113 4,003
Deferred revenue 9,037 9,576
Other accrued expenses 8,087 10,338
--------- ---------
TOTAL CURRENT LIABILITIES 77,391 78,924
--------- ---------
LONG-TERM DEBT 4,024 4,100
--------- ---------
OTHER LIABILITIES 1,934 2,318
--------- ---------
SHAREHOLDERS' EQUITY:
Preferred stock, $.10 par; authorized and unissued
200,000 shares, including 50,000 Series A
Common stock, $.10 par, authorized 100,000,000 shares;
issued 33,152,206 shares at March 31, 2000 and
33,149,595 shares at December 31, 1999 respectively 3,577 3,315
Additional paid-in capital 138,923 138,821
Accumulated comprehensive income (234) 385
Retained earnings 134,890 138,568
--------- ---------
277,156 281,089
--------- ---------
Less shares held in treasury, at cost; 1,601,785 shares
and 1,780,721 shares at March 31, 2000 and
December 31, 1999, respectively (16,700) (18,437)
--------- ---------
TOTAL SHAREHOLDERS' EQUITY 260,456 262,652
--------- ---------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 343,805 $ 347,994
========= =========
</TABLE>
3
<PAGE>
COMPUTER HORIZONS CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (LOSS)
(Unaudited)
(dollars in thousands, except per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
---------------------------------------------------
March 31, 2000 March 31, 1999
---------------------- ----------------------
<S> <C> <C> <C> <C>
REVENUES:
IT Services $ 80,892 70.8% $ 117,899 85.3%
E-Solutions Group 33,390 29.2% 20,242 14.7%
--------- ------ --------- ------
114,282 100.0% 138,141 100.0%
--------- ------ --------- ------
COSTS AND EXPENSES:
Direct costs - Services 64,788 56.7% 82,028 59.4%
Direct costs - E-Solutions Group 18,227 15.9% 8,692 6.3%
Selling, general and administrative 33,160 29.0% 29,941 21.7%
Amortization of intangibles 1,776 1.6% 1,192 0.8%
--------- ------ --------- ------
117,951 103.2% 121,853 88.2%
--------- ------ --------- ------
INCOME / (LOSS) FROM OPERATIONS (3,669) -3.2% 16,288 11.8%
--------- ------ --------- ------
OTHER INCOME (EXPENSE):
Interest income 141 0.1% 438 0.3%
Interest expense (407) -0.3% (172) -0.1%
--------- ------ --------- ------
(266) -0.2% 266 0.2%
--------- ------ --------- ------
INCOME / (LOSS) BEFORE INCOME TAXES (3,935) -3.4% 16,554 12.0%
--------- ------ --------- ------
INCOME (BENEFIT) / TAXES:
Current (2,094) -1.8% 7,928 5.7%
Deferred 402 0.4% (893) -0.6%
--------- ------ --------- ------
(1,692) -1.4% 7,035 5.1%
--------- ------ --------- ------
NET INCOME / (LOSS) (2,243) -2.0% 9,519 6.9%
========= ====== ========= ======
EARNINGS / (LOSS) PER SHARE:
Basic $ (0.07) $ 0.30
========= =========
Diluted $ (0.07) $ 0.30
========= =========
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING:
Basic 31,482,000 31,221,000
========== ==========
Diluted 31,482,000 31,833,000
========== ==========
</TABLE>
Note: Certain reclassifications have been made to the prior periods to conform
to the 2000 presentation.
4
<PAGE>
COMPUTER HORIZONS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(dollars in thousands)
<TABLE>
<CAPTION>
Three Months Ended
------------------------
March 31, March 31,
2000 1999
-------- --------
<S> <C> <C>
CASH FLOWS USED IN OPERATING ACTIVITIES $ (8,607) $(28,397)
-------- --------
CASH FLOWS (USED IN) / PROVIDED BY INVESTING ACTIVITIES
Sales of short-term investments -- 8,809
Purchases of property and equipment (454) (2,771)
Increase in other assets -- (1,416)
-------- --------
(454) 4,622
-------- --------
CASH FLOWS PROVIDED BY / (USED IN) FINANCING ACTIVITIES
Increase in borrowings 9,682 --
Decrease in long-term debt (76) --
Repurchase of common stock -- (6,578)
Stock options exercised 2,101 1,193
-------- --------
11,707 (5,385)
-------- --------
Foreign currency (loss) / gain (619) 37
-------- --------
NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS 2,027 (29,123)
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 17,072 51,796
-------- --------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 19,099 $ 22,673
======== ========
</TABLE>
5
<PAGE>
COMPUTER HORIZONS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Quarters Ended March 31, 2000 and March 31, 1999
1. BASIS OF PRESENTATION
The information furnished reflects all adjustments which, in the opinion of the
Company, are necessary to present fairly its consolidated financial position and
the results of its operations and changes in financial position for the periods
indicated.
Reference is made to the Company's annual financial statements for the year
ended December 31, 1999, for a description of the accounting policies, which
have been continued without change. Also refer to the footnotes with those
annual statements for additional details of the Company's financial condition,
results of operations and changes in cash flows. The details in those notes have
not changed except as a result of normal transactions in the interim.
2. EARNINGS PER SHARE
Basic Earnings Per Share ("EPS") is based on the weighted average number of
common shares outstanding without consideration of common stock equivalents.
Diluted earnings per share is based on the weighted average number of common and
common equivalent shares outstanding, except the three month period ended March
31, 2000 where the effect would have been antidilutive. The calculation takes
into account the shares that may be issued upon exercise of stock options,
reduced by the shares that may be repurchased with the funds received from the
exercise, based on the average price during the year.
In accordance with SFAS No.128, the table below presents both basic and diluted
earnings per share:
<TABLE>
<CAPTION>
Three Months Ended
-------------------------------
March 31, March 31,
2000 1999
------------ ------------
<S> <C> <C>
Numerator:
Net income /(loss)(in thousands) $ (2,243) $ 9,519
Denominator:
Denominator for basic earnings per share
Weighted average shares outstanding 31,482,000 31,221,000
Effect of stock options -- 612,000
Diluted potential earnings /(loss)per share:
Denominator for diluted earnings per share
Adjusted weighted average shares
Outstanding and assumed conversions 31,482,000 31,833,000
Basic earnings /(loss) per share $ (0.07) $ 0.30
Diluted earnings /(loss) per share $ (0.07) $ 0.30
</TABLE>
6
<PAGE>
COMPUTER HORIZONS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Quarters Ended March 31, 2000 and March 31, 1999
The computation of diluted earnings per share excludes options with exercise
prices greater than the average market price. During 2000, there were 962,866
excluded options outstanding at March 31, 2000 with exercise prices of $17.31 to
$25.67 per share. All options to purchase shares of common stock were included
in the computation of diluted earnings per share in the first quarter of 1999.
3. SEGMENT INFORMATION
The Company has identified two segments: IT Services and the E-Solutions Group.
The IT Services segment consists largely of the professional services
traditionally rendered by the Company and primarily related to legacy and client
server environments. IT Services is primarily Staffing, Outsourcing, and Y2K.
The E-Solutions Group consists of e-products, e-services and e-commerce
components. Broadly defined, revenue is derived from product sales and services
that enable customers to conduct business electronically. Operating income /
(loss) consists of income before income taxes, excluding interest income,
interest expense and amortization of intangibles amounting to $2.0 million and
$0.9 million in the first quarters of 2000 and 1999 respectively. Corporate
services, consisting of general and administrative services are provided to the
segments from a centralized location. Such costs are allocated to the segments
based on either revenue or headcount.
Three Months Ended
-------------------------
March 31, March 31,
2000 1999
--------- ---------
REVENUE:
IT Services $ 80,892 $ 117,899
E-Solutions Group 33,390 20,242
Corporate and other -- --
--------- ---------
TOTAL 114,282 138,141
--------- ---------
OPERATING INCOME / (LOSS):
IT Services 1,726 16,792
E-Solutions Group (3,619) 688
Corporate and other -- --
--------- ---------
TOTAL (1,893) 17,480
--------- ---------
ASSETS:
IT Services 180,236 193,363
E-Solutions Group 108,184 58,354
Corporate and other 55,385 46,231
--------- ---------
TOTAL 343,805 297,948
--------- ---------
7
<PAGE>
COMPUTER HORIZONS CORP.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Quarters Ended March 31, 2000 and March 31, 1999
4. RESTRUCTURING CHARGES
During the third quarter of 1999, the Company recorded a restructuring charge of
$6.4 million primarily related to the consolidating and closing of certain
facilities, generally used for Year 2000 and other legacy related services, as
well as attendant reduction of related staff levels. As of March 31, 2000 this
provision includes an accrued payment of approximately $3.1 million relating to
future payments associated with continuing rent and severance commitments.
<TABLE>
<CAPTION>
Remaining at Remaining at
Dec. 31, 1999 Paid March 31, 2000
------------- ---- --------------
<S> <C> <C> <C>
Severance:
United States $ 151 $ (77) $ 74
Europe 352 -- 352
Canada 33 -- 33
------ ------ ------
Total Severance $ 536 $ (77) $ 459
------ ------ ------
Lease Obligations:
United States $3,310 $ (807) $2,503
Canada 76 -- 76
------ ------ ------
Total Lease Obligations $3,386 $ (807) $2,579
------ ------ ------
General Office Closure:
------ ------ ------
Canada $ 81 $ (6) $ 75
------ ------ ------
------ ------ ------
Total $4,003 $ (890) $3,113
------ ------ ------
</TABLE>
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
For the Quarters Ended March 31, 2000 and March 31, 1999
REVENUES. Revenues decreased to $114.3 million in the first quarter of 2000 from
$138.1 million in the first quarter of 1999, a decrease of $23.8 million or
17.2%. The E-Solutions Group increased to $33.4 million in the first quarter of
2000 from $20.2 million in the first quarter of 1999, an increase of $13.2
million or 65.3%. IT Services revenues, including Year 2000 revenues, decreased
to $80.9 million in the first quarter of 2000 from $117.9 million in the first
quarter of 1999, a decrease of $37.0 million or 31.4%. Year 2000 services
revenues decreased to $0.5 million in the first quarter of 2000 from $18.0
million in the first quarter of 1999, a decrease of $17.5 million. The Company's
Year 2000 business accounted for 0.4% of total revenues in the first quarter of
2000 versus 13.0% of total revenues in the first quarter of 1999. As
anticipated, the decline in Year 2000 business is reflective of the completion
of code remediation assignments for major customers. IT Services revenues,
excluding Year 2000 services, decreased to $80.5 million in the first quarter of
2000 from $99.9 million in the first quarter of 1999, a decrease of $19.4
million.
DIRECT COSTS. Direct costs decreased to $83.0 million in the first quarter of
2000 from $90.7 million in the first quarter of 1999. Gross margin decreased to
27.4% in the first quarter of 2000 from 34.3% in the first quarter of 1999. The
decrease in gross margin was primarily due to a decrease in the Company's higher
margin Year 2000 business and significant investments in the E-Solutions
business. The Company's margins are subject to fluctuations due to a number
of factors, including the level of salary and other compensation
necessary to attract and retain qualified technical personnel.
SELLING, GENERAL AND ADMINISTRATIVE. Selling, general and administrative
expenses increased to $33.2 million in the first quarter of 2000 from $29.9
million in the comparable 1999 period. As a percentage of revenues, selling,
general and administrative expenses increased to 29.0% of revenues in the first
quarter of 2000 from 21.7% of revenues in the first quarter of 1999.
INCOME FROM OPERATIONS. Operating margins decreased to a loss of 3.2% in the
first quarter 2000 from a profit of 11.8% in the comparable 1999 period. This
decrease was primarily due to the Y2K revenue decline and its related impact
on the buying habits of our customers, along with investments in the
E-Solutions business in 2000. The Company's business is labor-intensive and,
as such, is sensitive to inflationary trends. This sensitivity applies to
client billing rates, as well as to payroll costs.
OTHER INCOME/EXPENSE. Other income/(expense) decreased to ($0.3) million in
the first quarter of 2000 compared to other income of $0.3 million in the
first quarter of 1999. This decrease in other income was primarily the result
of decreased interest income.
PROVISION FOR INCOME TAXES. The effective tax rate for Federal, state and local
income taxes was 43.0% for the first quarter of 2000. For the comparable 1999
period, the rate was 42.5%.
9
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
For the Quarters Ended March 31, 2000 and March 31, 1999
NET INCOME/LOSS. Net loss for the first quarter of 2000 was $2.2 million, or
$0.07 loss per diluted share compared to net income of $9.5 million, or $0.30
earnings per diluted share for the first quarter of 1999, a decrease of $11.7
million.
LIQUIDITY AND CAPITAL RESOURCES. At March 31, 2000, the Company had $128.7
million in working capital, of which $19.1 million was cash, cash equivalents
and short-term investments. There was $25.0 million in borrowings outstanding
against one of the Company's bank lines of credit.
Net cash used by operating activities in the first three months of 2000 was $8.6
million, consisting primarily of a decrease in accounts payable and the net loss
for the quarter. During the first three months of 1999, net cash used in
operating activities was $28.4 million, consisting primarily an increase in
accounts receivable, offset in part by net income. The significant increase in
accounts receivable during the first three months of 1999 was primarily
attributable to delays in billing to customers, resulting from the
implementation of an enterprise-wide information system.
Net cash used in investing activities in the first three months of 2000 was $0.5
million, consisting of purchases of equipment. During the first three months of
1999, cash provided by investing activities was $4.6 million, consisting of the
sales of short-term investments offset in part by the purchase of equipment.
Net cash provided by financing activities was $11.7 million for the first three
months of 2000, primarily consisting of borrowings against the Company's line of
credit. For the first three months of 1999, net cash used in financing
activities was $5.4 million, consisting primarily of the repurchase of 510,000
shares of the Company's common stock.
At March 31, 2000, the Company had a current ratio position of 2.7 to 1. The
Company believes that its cash and cash equivalents and short-term investments,
lines of credit and internally generated funds will be sufficient to meet its
working capital needs through 2000.
CERTAIN DISCLOSURES
This report contains certain forward-looking statements for purposes of the
"safe harbor" provisions of the Private Securities Litigation Reform Act of 1995
that involve risks and uncertainties that could cause actual results to differ
materially. Such statements are based upon, among other things, assumptions made
by, and information currently available to management, including management's
own knowledge and assessment of the Company's industry and competition.
10
<PAGE>
PART II Other Information
Item 6.
b) None
Signatures
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
COMPUTER HORIZONS CORP.
-----------------------
(Registrant)
DATE: May 15, 2000 /s/ John J. Cassese
-----------------------------------
John J. Cassese
Chairman of the Board and
President
DATE: May 15, 2000 /s/ William J. Murphy
-----------------------------------
William J. Murphy
Executive Vice President and
Chief Financial Officer
(Principal Financial Officer) and
Director
DATE: May 15, 2000 /s/ Michael J. Shea
-----------------------------------
Michael J. Shea,
Vice President and Controller
(Principal Accounting Officer)
11
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-END> MAR-31-2000
<CASH> 19,099
<SECURITIES> 0
<RECEIVABLES> 169,926
<ALLOWANCES> 3,649
<INVENTORY> 0
<CURRENT-ASSETS> 779
<PP&E> 39,325
<DEPRECIATION> 19,678
<TOTAL-ASSETS> 343,805
<CURRENT-LIABILITIES> 77,391
<BONDS> 0
0
0
<COMMON> 3,577
<OTHER-SE> 256,879
<TOTAL-LIABILITY-AND-EQUITY> 343,805
<SALES> 0
<TOTAL-REVENUES> 114,282
<CGS> 0
<TOTAL-COSTS> 83,015
<OTHER-EXPENSES> 34,936
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (266)
<INCOME-PRETAX> (3,935)
<INCOME-TAX> (1,692)
<INCOME-CONTINUING> (2,243)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,243)
<EPS-BASIC> (0.07)
<EPS-DILUTED> (0.07)
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 22,673
<SECURITIES> 2,450
<RECEIVABLES> 172,523
<ALLOWANCES> 4,223
<INVENTORY> 0
<CURRENT-ASSETS> 205,138
<PP&E> 32,157
<DEPRECIATION> 15,059
<TOTAL-ASSETS> 297,948
<CURRENT-LIABILITIES> 42,961
<BONDS> 0
0
0
<COMMON> 3,235
<OTHER-SE> 247,470
<TOTAL-LIABILITY-AND-EQUITY> 297,948
<SALES> 0
<TOTAL-REVENUES> 138,141
<CGS> 0
<TOTAL-COSTS> 90,720
<OTHER-EXPENSES> 31,133
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 266
<INCOME-PRETAX> 16,554
<INCOME-TAX> 7,035
<INCOME-CONTINUING> 9,519
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 9,519
<EPS-BASIC> 0.30
<EPS-DILUTED> 0.30
</TABLE>
