<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT
OF 1934 (NO FEE REQUIRED) for the fiscal year ended December 31, 1999,
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934 (NO FEE REQUIRED) for the transition period from
___________________ to __________________.
Commission file number ...........................................0-7282
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
Computer Horizons Corp. Employee Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the address
of its principle executive office:
Computer Horizons Corp.
49 Old Bloomfield Avenue
Mountain Lakes, New Jersey 07046-1495
<PAGE>
FINANCIAL STATEMENTS AND REPORT OF
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
COMPUTER HORIZONS CORP.
EMPLOYEE SAVINGS PLAN
December 31, 1999 and 1998
<PAGE>
C O N T E N T S
<TABLE>
<CAPTION>
PAGE
<S> <C>
Report of Independent Certified Public Accountants 3
Financial Statements
Statements of Net Assets Available for Benefits 4
Statements of Changes in Net Assets Available for Benefits 5
Notes to Financial Statements 6 - 12
Supplemental Schedules
Report of Independent Certified Public Accountants on
Supplementary Information 14
Item 27a - Schedule of Assets Held for Investment Purposes 15
</TABLE>
<PAGE>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
Board of Trustees
COMPUTER HORIZONS CORP. EMPLOYEE SAVINGS PLAN
We have audited the accompanying statements of net assets available for benefits
of Computer Horizons Corp. Employee Savings Plan (the "Plan") as of December 31,
1999 and 1998, and the related statements of changes in net assets available for
benefits for the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1999 and 1998 and changes in net assets available for benefits for
the years then ended, in conformity with accounting principles generally
accepted in the United States of America.
/s/ Grant Thornton LLP
Edison, New Jersey
June 16, 2000
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<PAGE>
Computer Horizons Corp. Employee Savings Plan
STATEMENTS OF NET ASSETS AVAILABLE
FOR BENEFITS
December 31,
<TABLE>
<CAPTION>
1999 1998
------------- --------
<S> <C> <C>
ASSETS
Investments (Notes B and C)
Guaranteed Fund $ 923,235 $ 2,061,129
Mutual Funds 36,588,008 27,152,768
Common Stock - Computer Horizons Corp. 3,079,066 2,745,574
--------------- ------------
40,590,309 31,959,471
Contributions receivable (Note A)
Employee 243,403 339,040
Employer 46,144 28,271
Participant loans (Note A) 1,018,080 645,133
Cash 323,689 --
--------------- ------------
Net assets available for benefits $ 42,221,625 $ 32,971,915
=============== ============
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS.
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<PAGE>
Computer Horizons Corp. Employee Savings Plan
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR BENEFITS
December 31,
<TABLE>
<CAPTION>
1999 1998
------------ ------------
<S> <C> <C>
Additions
Employees' contributions $ 10,150,773 $ 9,904,760
Employers' contributions 1,457,819 708,847
Interest/dividend income 1,743,189 1,627,871
Realized gain 211,205 120,494
Unrealized appreciation
in market value of investments 1,007,730 386,558
Other 33,467 --
------------ ------------
14,604,183 12,748,530
Deductions
Withdrawals (5,350,823) (2,394,727)
Expenses (3,650) (2,400)
------------ ------------
(5,354,473) (2,397,127)
NET INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 9,249,710 10,351,403
------------ ------------
Net assets available for benefits at
beginning of year 32,971,915 22,620,512
------------ ------------
Net assets available for benefits at
end of year $ 42,221,625 $ 32,971,915
============ ============
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE STATEMENTS
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<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 1999 and 1998
NOTE A - DESCRIPTION OF THE PLAN
The following description of Computer Horizons Corp. Employee Savings Plan
(the "Plan") provides only general information. Participants should refer
to the Plan Agreement for a more complete description of the Plan's
provisions.
GENERAL
The Plan is a defined contribution employee profit-sharing plan, covering
all full-time employees of the Company who have completed at least one year
of service and a minimum of one thousand (1,000) hours of service.
The Plan was established effective April 1, 1983, and amended as of January
1, 1984 and May 31, 1989, to be a qualified profit sharing plan under
Internal Revenue Code Section 401(a), with a qualified cash or deferred
arrangement under Internal Revenue Code Section 401(k).
The Plan was further amended and restated effective January 1, 1990 to
comply with the requirements of the Tax Reform Act of 1986 and all
applicable Federal laws subsequently enacted and relating thereto. A
favorable determination letter dated September 1995 was received from the
Internal Revenue Service ("IRS").
On January 1, 1998, the Plan was further amended to reflect the appointment
of Merrill Lynch as Plan Trustee. Merrill Lynch also acts as the
recordkeeper. Other modifications to the Plan include: (1) a reduction in
the eligibility service period from one year to six months, (2) a change in
the vesting period from 25% after three years of service and 100% after
five years to 100% after three years, and, (3) a change in investment
options.
CONTRIBUTIONS
Each year, participants may contribute between 3 to 15 percent of pretax
annual compensation, defined as base pay (regular earnings plus overtime)
plus commissions; not to exceed a maximum threshold as specified in
the agreement. Participants may also contribute amounts representing
distributions from other qualified defined-benefit or contribution plans.
The Company contributes 25 percent of the first 4 percent of base
compensation that a participant contributes to the Plan. On April 1, 1999,
the Company raised this contribution amount to 50 percent of the first 4
percent of the base pay.
In order to pass the required IRS Non-Discriminatory Tests for the Plan,
participants who exceeded the maximum contribution amounts for 1999 were
refunded the excess amounts. The total amount refunded in March 2000 was
approximately $253,000.
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<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
December 31, 1999 and 1998
NOTE A (CONTINUED)
PARTICIPANT ACCOUNTS AND VESTING
Separate accounts are maintained for each participant's contributions and
earnings thereon. The participant may direct that the account be invested
in one or more Funds permitted by the Plan (Note C). Upon termination of
employment, a participant is entitled to 100% of the value of his Salary
Deferral account balance (pretax contributions of three to fifteen percent
of compensation not to exceed a maximum threshold as specified in
agreement), and Rollover Account balance (participants' qualifying
rollover distributions), plus a specified percentage of their Employer
Matching account balance (participants' share of employer matching
contributions) based upon the vesting provisions of the Plan (100% vested
after three years of service). Forfeitures resulting from application of
the vesting provisions are maintained separately by the Plan and are
used to pay plan expenses or future employer contributions. Plan
forfeitures approximate $141,000 and $189,000 for 1999 and 1998,
respectively.
WITHDRAWALS AND DISTRIBUTIONS UPON
TERMINATION OF EMPLOYMENT
Upon termination of employment for any reason, a participant's account
balance or periodic payments thereof will be distributed to the participant
or designated beneficiary, at his or her option. However, if the value of a
participant's account is greater than $5,000, the participant's account
will not be distributed before his normal retirement date without the
written election of the participant. A participant may modify an election
thereafter.
LOANS TO PARTICIPANTS
The Plan provides for loans to participants to a maximum of the lesser of
(1) $50,000 or (2) 50% of the participant's account balance (a minimum
$1,000 vested balance required). The loans are payable over a maximum of
five years unless the loan is used to acquire a principal residence, in
which case the maximum term is fifteen years with interest as specified in
the Plan.
TERMINATION
Although it has not expressed any intent to do so, the Company reserves the
right to terminate the Plan at any time. Termination of the Plan shall
result in discontinuance of all future Plan contributions and in full and
immediate vesting for each participant of the entire amount standing to his
or her credit; there shall not be any forfeitures with respect to any
participant for any reason.
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<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
December 31, 1999 and 1998
NOTE A (CONTINUED)
ADMINISTRATIVE EXPENSE
All administrative expenses, charged by the Plan's Recordkeeper, Merrill
Lynch, are borne by the Plan. Any expense not covered by the forfeitures is
allocated to each participant's account.
USE OF ESTIMATES IN FINANCIAL STATEMENTS
In preparing financial statements in conformity with generally accepted
accounting principles, management is required to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements, as well as the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from
those estimates.
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements of the Plan have been prepared on the accrual
basis of accounting in accordance with accounting principles generally
accepted in the United States of America as applied to profit sharing plans
and in accordance with the terms of the trust agreement. The assets of the
Plan are valued at quoted market value, at close on the last trade date of
the year, except for the Guaranteed Fund which is valued at contract value,
which approximates fair value. Dividends are recorded on the ex-dividend
date. The Plan is subject to certain provisions of the Employee Retirement
Income Security Act of 1974 ("ERISA").
NOTE C - INVESTMENT OF FUNDS
All contributions are remitted to the respective fund managers and
invested, at the election of the participant, in one or a combination of
funds. The funds available to participants are the Guaranteed Fund, various
mutual funds and the Computer Horizons Corp. Common Stock Fund. The
following is a brief description of the funds available.
GUARANTEED FUND
The Guaranteed Fund is intended to provide fixed income with minimal risk.
Contributions to the Guaranteed Fund are invested primarily under
guaranteed investment contracts or contracts with an insurance company
guaranteeing an annual effective interest rate for specified periods.
-8-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
December 31, 1999 and 1998
NOTE C (CONTINUED)
The guaranteed investment contracts are included in the financial
statements at contract value, which approximates fair value, as reported to
the Plan by the insurance company. The interest rate is guaranteed for the
life of the contract. The initial contract term ranges from 3 to 5 years.
There have been no new contracts purchased during 1999 and 1998. The
average yield and crediting interest rates range from 4.72% to 5.60% for
The Travelers Insurance Company for 1998 and for 1999 the average yield and
crediting interest rate was 5.60%. The amounts remitted to insurance
company for guaranteed income contracts become the assets of those
companies, which, in turn, assume an obligation to fulfill the contract
terms. The ultimate ability to repay principal and interest is dependent
upon the financial stability of the insurance company.
Guaranteed investment contracts at December 31 consist of the following:
<TABLE>
<CAPTION>
1999 1998
------------- -----------
<S> <C> <C>
The Travelers Insurance Company $ 923,235 $2,061,129*
============= ===========
</TABLE>
*Denotes investments which exceed 5% of net assets available for Plan
benefits at the beginning of the year.
MUTUAL FUNDS
The Merrill Lynch Retirement Preservation Trust is a low risk fund which
provides preservation of capital, liquidity and current income at levels
that are typically higher than those provided by money market funds.
The Merrill Lynch International Equity Fund is a stock fund that seeks
capital appreciation and income through investment primarily in a
diversified portfolio of stocks located in countries other than the United
States.
The Merrill Lynch S&P 500 Index Fund is a stock fund that invests in
individual stocks corresponding with the Standard & Poor's 500 Index.
The Merrill Lynch Small Cap Index Fund is a stock fund that includes
smaller capitalization stocks from various industrial sectors.
-9-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
December 31, 1999 and 1998
NOTE C (CONTINUED)
The Merrill Lynch Global Allocation Fund is a growth and income fund which
seeks high total investment return consistent with prudent risk.
The Massachusetts Investors Trust is a conservative growth and income fund
which invests primarily in stocks and seeks reasonable current income and
long-term growth of income and capital.
The MFS Research Fund is a moderate growth fund which primarily invests in
stocks and seeks long-term growth of capital and future income.
The Merrill Lynch Capital Fund is a growth and income fund which seeks the
highest total investment return consistent with prudent risk.
The Merrill Lynch Intermediate Corporate Bond Fund is an income fund which
invests over 80% in domestic bonds and seeks a high level of current
income.
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<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
December 31, 1999 and 1998
NOTE C (CONTINUED)
Investments in mutual funds are valued at quoted market value and at
December 31 consist of the following:
<TABLE>
<CAPTION>
1999 1998
---------------- -------------
<S> <C> <C>
Merrill Lynch Retirement Preservation Trust $ 5,580,675* $ 3,963,507*
Merrill Lynch International Equity Fund 803,758 262,188
Merrill Lynch S&P 500 Index Fund 10,592,033* 6,654,472*
Merrill Lynch Small Cap Index Fund 961,428 351,337
Merrill Lynch Global Allocation Fund 692,385 289,296
Massachusetts Investors Trust 11,934,410* 11,023,899*
MFS Research Fund 1,712,254* 756,357
Merrill Lynch Capital Fund 3,711,236* 3,529,571*
Merrill Lynch Intermediate Corporate Bond Fund 599,829 322,141
---------------- ------------
$ 36,588,008 $ 27,152,768
================ ============
</TABLE>
*Denotes investments which exceed 5% of net assets available for Plan benefits
at the beginning of the year.
COMPUTER HORIZONS CORP. COMMON STOCK FUND
Effective January 1, 1996, participants were able to invest contributions
in the Computer Horizons Corp. Common Stock Fund, which invests in the
common stock of the Plan Sponsor, Computer Horizons Corp. Merrill Lynch,
as an independent agent, invests in the Company shares that are obtained
by Merrill Lynch directly from the Company out of its authorized but
unissued shares of common stock, out of its treasury shares, or on the
open market. Total value of investments in Computer Horizons Corp. common
stock at December 31, 1999 and 1998 valued at quoted market value is $
3,079,066* and $2,745,574*, respectively.
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<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
December 31, 1999 and 1998
NOTE C - (Continued)
The net appreciation (depreciation) in fair value of investments for the
years ended December 31, 1999 and 1998 is summarized as follows:
1999 1998
---- ----
Mutual Funds $1,557,599 $1,867,270
Common Stock-Computer Horizons Corp. (549,569) (1,480,712)
---------- ----------
$1,007,730 $ 386,558
---------- ----------
---------- ----------
NOTE D - TAX STATUS OF PLAN
The Internal Revenue Service has determined and informed the Company by a
letter dated September 1995, that the Plan and related trust are designed
in accordance with applicable sections of the Internal Revenue Code
("IRC"). The Plan has been amended since receiving the determination
letter. However, the Plan administrator and the Plan's tax counsel believe
that the Plan is designed and is currently being operated in compliance
with the applicable requirements of the IRC.
-12-
<PAGE>
SUPPLEMENTAL SCHEDULES
<PAGE>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
ON SUPPLEMENTARY INFORMATION
Board of Trustees
COMPUTER HORIZONS CORP. EMPLOYEE SAVINGS PLAN
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes is presented for the purpose of additional analysis and
is not a required part of the basic financial statements but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. The supplemental schedule has been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our opinion, is
fairly stated in all material respects in relation to the basic financial
statements taken as a whole.
/s/ Grant Thornton LLP
Edison, New Jersey
June 16, 2000
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<PAGE>
Computer Horizons Corp. Employee Savings Plan
EIN: 13-2638902, Plan # 001
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1999
<TABLE>
<CAPTION>
(a) (b) Identity of issuer, borrower,
lessor or similar party (c) Description of investment (e) Current value
--------------------------------- ----------------------------- -----------------
<S> <C> <C>
Group Annuity Contracts, Provide a guaranteed interest rate
At contract value for a specified period of time.
The Travelers Insurance Co.
5.60% $ 923,235
============
Mutual Funds
ML Retirement Preservation Trust A low risk fund which provides preservation of capital, liquidity
5,580,675.00 shares and current income at levels that are typically higher
than those provided by money market funds. $ 5,580,675
ML International Equity Fund A stock fund that seeks capital appreciation and income through
66.536.31 shares investment primarily in stocks located in countries other than
the United States. 803,758
ML S&P 500 Index Fund A stock fund that invests in individual stocks
587,793.22 shares corresponding with the Standard & Poor's 500 Index. 10,592,033
ML Small Cap Index Fund A stock fund that includes smaller capitalization stocks from
81,615.25 shares various industrial sectors. 961,428
ML Global Allocation Fund A growth and income fund which seeks high total investment return
49,358.53 shares consistent with prudent risk. 692,385
Massachusetts Investors Trust A conservative growth and income fund which invests primarily
569,661.61 shares in stocks and seeks reasonable current income and
long-term growth of income and capital. 11,934,410
MFS Research Fund A moderate growth fund which primarily invests in stocks and
59,329.65 shares seeks long-term growth of capital and future income. 1,712,254
ML Capital Fund A growth and income fund which seeks the highest total
115,722.99 shares investment return consistent with prudent risk. 3,711,236
ML Intermediate Corporate Bond Fund An income fund which invests over 80% in domestic bonds
54,828.99 shares and seeks a high level of current income. 599,829
------------
$ 36,588,008
============
Cash $ 323,689
============
Stocks
Computer Horizons Corp. Common stock $ 3,079,066
190,359.06 shares * ============
Participant loans, with interest which
ranges from 5.50% to 10.78% $ 1,018,080
============
*Party-in-interest
</TABLE>
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
Computer Horizons Corp. Employee Savings Plan
Date: June 28, 2000 /s/ William J. Murphy
---------------------------------
By: William J. Murphy
Title: Executive Vice President
