<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 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
Commission file number 0-21533
TEAM AMERICA CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
OHIO 31-1209872
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
110 EAST WILSON BRIDGE ROAD 43085
(Address of principal executive offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE
(614) 848-3995 (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 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
THE NUMBER OF SHARES OF REGISTRANT'S ONLY CLASS OF COMMON STOCK OUTSTANDING ON
MARCH 31, 2000 WAS 4,332,999.
-1-
<PAGE> 2
TEAM AMERICA CORPORATION AND SUBSIDIARIES
MARCH 31, 2000
INDEX
PART I. FINANCIAL INFORMATION
PAGE
NO.
Item 1. Financial Statements:
Condensed Consolidated Balance Sheets -- March 31, 2000 (unaudited)
and December 31, 1999.................................................... -3-
Condensed Consolidated Statements of Operations -- Three-month periods
ended March 31, 2000 (unaudited) and 1999 (unaudited and restated)....... -5-
Condensed Consolidated Statements of Cash Flows -- Three month periods
ended March 31, 2000 (unaudited) and 1999 (unaudited and restated)....... -6-
Condensed Consolidated Statement of Changes in Shareholders' Equity-
Three-month period ended March 31, 2000 (unaudited)...................... -7-
Notes to Condensed Consolidated Financial Statements..................... -8-
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations............................... -9-
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K................................... -13-
Signature.................................................................. -14-
Exhibit Index.............................................................. -15-
Note: Item 3 of Part I and Items 1 through 5 of Part II are omitted because they
are not applicable.
-2-
<PAGE> 3
PART 1 - FINANCIAL INFORMATION
ITEM 1 - Financial Statements
TEAM AMERICA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
MARCH 31, 2000 AND DECEMBER 31, 1999
($(000) OMITTED)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
2000 1999
----------------- --------------
(UNAUDITED) (AUDITED)
ASSETS
<S> <C> <C>
CURRENT ASSETS:
Cash............................................................................ $ 4,111 $ 3,087
Receivables:
Trade, net of allowance for doubtful accounts
of $150 and $200............................................................. 4,045 4,413
Unbilled revenues............................................................... 10,403 10,515
Refundable income taxes......................................................... 851 851
Employee advances............................................................... 198 130
----------------- --------------
Total receivables....................................................... 15,497 15,909
Prepaid expenses................................................................ 990 450
Deferred income tax asset....................................................... 246 246
----------------- --------------
TOTAL CURRENT ASSETS.................................................... 20,844 19,692
----------------- --------------
PROPERTY AND EQUIPMENT, NET OF ACCUMULATED DEPRECIATION
AND AMORTIZATION............................................................. 1,517 1,645
----------------- --------------
OTHER ASSETS:
Goodwill and non-compete agreements, net..................................... 25,415 25,715
Cash surrender value of life insurance policies.............................. 659 596
Mandated benefit/security deposits........................................... 174 174
Other assets................................................................. 64 64
----------------- --------------
TOTAL OTHER ASSETS...................................................... 26,312 26,549
----------------- --------------
TOTAL ASSETS............................................................ $ 48,673 $ 47,886
================= ==============
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
-3-
<PAGE> 4
TEAM AMERICA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
MARCH 31, 2000 AND DECEMBER 31, 1999
($(000) OMITTED)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
2000 1999
----------------- --------------
(UNAUDITED) (AUDITED)
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
CURRENT LIABILITIES:
Trade accounts payable....................................................... $ 686 $ 688
Line of credit............................................................... 1,500 1,500
Note payable to related party................................................ 670 900
Accrued compensation......................................................... 8,797 8,947
Accrued payroll taxes and insurance.......................................... 5,550 5,006
Accrued workers' compensation costs.......................................... 1,674 1,476
Federal and state income taxes payable....................................... 263 0
Other accrued expenses....................................................... 928 999
Client deposits.............................................................. 474 456
----------------- --------------
TOTAL CURRENT LIABILITIES............................................... 20,542 19,972
----------------- --------------
LONG-TERM LIABILITIES:
Deferred rent................................................................... 26 26
Deferred compensation liability................................................. 659 593
Deferred taxes.................................................................. 23 23
----------------- --------------
TOTAL LONG-TERM LIABILITIES............................................. 708 642
----------------- --------------
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Common Stock, no par value:
Common Stock, 10,000,000 shares authorized
4,989,806 and 4,989,806 issued, respectively;
and outstanding, respectively;............................................ 28,755 28,755
Excess purchase price........................................................... (84) (84)
Retained earnings............................................................... 1,634 1,483
----------------- --------------
30,305 30,154
Less - Treasury stock, 615,343 and 615,343 shares
respectively, at cost........................................................ (2,882) (2,882)
----------------- --------------
TOTAL SHAREHOLDERS'S EQUITY............................................. 27,423 27,272
----------------- --------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY.............................. $ 48,673 $ 47,886
================= ==============
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
-4-
<PAGE> 5
TEAM AMERICA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31,2000 AND 1999
($(000) OMITTED)
<TABLE>
<CAPTION>
MARCH 31, MARCH 31,
2000 1999
---------------- ----------------
(UNAUDITED) (UNAUDITED AND RESTATED)
<S> <C> <C>
REVENUES ...................................................................... $ 96,983 $ 90,654
DIRECT COSTS:
Salaries and wages.......................................................... 83,750 77,198
Payroll taxes, workers' compensation premiums,
employee benefits and other.............................................. 9,277 9,923
---------------- ----------------
Total direct costs.................................................... 93,027 87,121
---------------- ----------------
GROSS PROFIT................................................................... 3,956 3,533
---------------- ----------------
EXPENSES:
Administrative salaries, wages and employment taxes......................... 2,059 1,833
Other selling, general and administrative expenses.......................... 996 1,489
Depreciation and amortization............................................... 457 422
---------------- ----------------
Total operating expenses.............................................. 3,512 3,744
---------------- ----------------
INCOME (LOSS) FROM OPERATIONS.................................................. 444 (211)
Interest income (expense)................................................... (30) (6)
---------------- ----------------
INCOME (LOSS) BEFORE TAXES..................................................... 414 (217)
Income tax (expense)........................................................ (263) (21)
---------------- ----------------
NET INCOME(LOSS)............................................................... $ 151 $ (238)
================ ================
EARNINGS (LOSS) PER SHARE:
Basic ...................................................................... $ 0.03 $ (0.05)
=============== ===============
Diluted..................................................................... $ 0.03 $ (0.05)
=============== ===============
WEIGHTED AVERAGE SHARES OUTSTANDING:
Basic ...................................................................... 4,333 4,484
================ ================
Diluted..................................................................... 4,333 4,517
================ ================
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
-5-
<PAGE> 6
TEAM AMERICA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31,2000 AND 1999
($(000) OMITTED)
<TABLE>
<CAPTION>
MARCH 31, MARCH 31,
2000 1999
----------------- --------------
(UNAUDITED) (UNAUDITED AND RESTATED)
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net income (loss) ........................................................... $ 151 $ (238)
Adjustments to reconcile net income to
net cash provided by (used in) operating activities:
Depreciation and amortization........................................... 457 422
(Increase) decrease in operating assets:
Receivables............................................................ 412 (3,487)
Prepaid expenses....................................................... (540) (457)
Mandated benefit/security deposits..................................... -- (4)
Other.................................................................. -- (16)
Increase (decrease) in operating liabilities:
Accounts payable........................................................ (2) 234
Accrued expenses and other payables..................................... 784 778
Client deposits......................................................... 18 75
Deferred liabilities.................................................... 66 7
----------------- --------------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES............................. 1,346 (2,686)
----------------- ---------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property and equipment.......................................... (29) (156)
Increases in cash surrender value of life insurance policies................. (63) (6)
Non-compete agreements....................................................... -- (170)
Acquisition costs, net of cash obtained...................................... -- (27)
----------------- --------------
NET CASH USED IN INVESTING ACTIVITIES........................................... (92) (359)
----------------- --------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on capital lease obligations........................................ -- (9)
Short-term borrowings........................................................ -- 800
Notes payable issued......................................................... -- 1,700
Notes payable repaid......................................................... (230) (300)
Purchase of treasury stock................................................... -- (2,500)
Stock price guarantee payment................................................ -- (62)
----------------- ---------------
NET CASH USED IN FINANCING ACTIVITIES........................................... (230) (371)
----------------- --------------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS............................ 1,024 (3,416)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD.................................. 3,087 5,011
----------------- --------------
CASH AND CASH EQUIVALENTS, END OF PERIOD........................................ $ 4,111 $ 1,595
================= ==============
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for interest..................................... $ 44 $ 21
Cash paid during the period for income taxes................................. $ 233 $ 400
================= ==============
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
-6-
<PAGE> 7
TEAM AMERICA CORPORATION AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN
SHAREHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED MARCH 31, 2000
($(000) OMITTED)
<TABLE>
<CAPTION>
COMMON STOCK TREASURY STOCK
------------ -------------- EXCESS
PURCHASE RETAINED
NUMBER VALUE NUMBER VALUE PRICE EARNINGS TOTAL
------ ----- ------ ----- ----- -------- -----
<S> <C> <C> <C> <C> <C> <C> <C>
Balance December 31, 1999.... 4,989 $ 28,755 615 $ (2,882) $ (84) $ 1,483 $ 27,272
Net income................... -- -- -- -- -- 151 151
---------- ----------- ----------- ----------- ---------- ---------- -----------
Balance March 31, 2000....... 4,989 $ 28,755 615 $ (2,882) $ (84) $ 1,634 $ 27,423
========== =========== =========== =========== ========== ========== ===========
</TABLE>
See Notes to Condensed Consolidated Financial Statements.
-7-
<PAGE> 8
TEAM AMERICA CORPORATION AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
The accompanying interim condensed consolidated financial statements as
of March 31, 2000 and for the three-month period then ended are unaudited.
However, in the opinion of management, these interim statements include all
adjustments, consisting only of normal recurring adjustments, necessary for a
fair presentation of the financial position, results of operations and cash
flows of TEAM America Corporation. The interim condensed consolidated financial
statements as of March 31, 1999 have been restated to reflect a $711,000
increase in direct costs for the three months ended March 31, 1999 due primarily
to reflect the timing of additional costs in 1999 associated with acquired
entities as described in the Company's Form 10-K for the year ended December 31,
1999. These adjustments reduced net income as previously reported from $184,000,
or $.04 per share, to a loss of $(238,000), or $(.05) per share.
NOTE 2 - ACCOUNTING POLICIES
The financial statements should be read in conjunction with the audited
financial statements contained in TEAM America Corporation's Form 10-K Annual
Report for the year ended December 31, 1999.
NOTE 3 - EARNINGS PER SHARE
Earnings per share were determined in accordance with SFAS No. 128.
There were no differences to reconcile to determine net income (loss) for basic
and diluted earnings per share purposes. The effects of dilutive common stock
equivalents were as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
------------------
2000 1999
---- ----
<S> <C> <C>
Weighted average shares outstanding................................................. 4,374,463 4,484,012
Shares earned but still in escrow from acquisitions................................. - 33,103
--------- ---------
Diluted shares outstanding ......................................................... 4,374,463 4,517,115
--------- ---------
</TABLE>
NOTE 4 - SALE OF COMPANY
On February 7, 2000, the Company signed a definitive Agreement and
Plan of Merger to be acquired by Global Employment Solutions, Inc. On April 13,
2000, this agreement was terminated. As a result of the termination, Mucho.com,
a corporation controlled by a former officer and director of the Company, made
an offer to purchase all of the outstanding common stock of TEAM America at a
price of $6.75 per share, or approximately $29.4 million. The Company entered
into a letter of intent with Mucho.com on April 20, 2000 whereby Mucho.com
agreed to purchase up to 50% of TEAM America's common stock at $6.75 per share
and give shares of Mucho.com to the remaining shareholders of TEAM America. The
terms of the agreement are subject to the signing of a definitive merger
agreement which, to date, has not been signed.
NOTE 5 - PREFERRED STOCK
The Company is authorized to issue 11,000,000 shares of capital stock,
no par value, of which 500,000 are designated as Class A voting preferred
shares, 500,000 are designated as Class B nonvoting preferred shares, and
10,000,000 are authorized shares of Common Stock. None of the preferred shares
are issued or outstanding.
-8-
<PAGE> 9
ITEM 2 - Management's Discussion and Analysis of Financial Condition and Results
of Operations
The following discussion should be read in conjunction with the
condensed consolidated financial statements of the Company and the notes thereto
and the other financial information included elsewhere in this Quarterly Report
on Form 10-Q, as well as the factors set forth under the caption
"Forward-Looking Information" below.
The following table sets forth results of operations for the
three-month periods ended March 31, 2000 and 1999 expressed as a percentage of
revenues. The March 31, 1999 results have been restated to reflect a $711,000
increase in direct costs for the three months then ended. See Note 1 to Notes to
Condensed Consolidated Financial Statements:
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31,
----------------------------
2000 1999
---- ----
<S> <C> <C>
Revenues ........................................................................... 100% 100%
Direct costs:
Salaries and wages.............................................................. 86.3 85.2
Payroll taxes, workers' compensation and other direct costs..................... 9.6 10.9
--- ----
Gross profit........................................................................ 4.1 3.9
Operating Expenses:
Administrative payroll and payroll other........................................ 2.1 2.0
Other selling general and administrative expenses............................... 1.0 1.6
Depreciation and amortization................................................... 0.5 0.5
--- ---
Total operating expenses............................................................ 3.6 4.1
--- ---
Operating income (loss)............................................................. 0.5 (0.2)
Interest income (expense)....................................................... - -
Income (loss) before taxes.......................................................... 0.5 (0.2)
Provision for income taxes.......................................................... 0.3 0.0
Net income (loss)............................................................... 0.2 (0.2)
</TABLE>
THREE MONTHS ENDED MARCH 31, 2000 COMPARED TO THREE MONTHS ENDED MARCH 31, 1999
REVENUES
Revenues increased 7.0%, to $96,983,000, in the three months ended
March 31, 2000 from $90,654,000 in the three months ended March 31, 1999. The
increase was caused by normal growth from period to period; however, the Company
did terminate some marginal accounts at the close of the fourth fiscal quarter
of 1999. This caused a reduction in the rate of growth of revenue from the first
quarter of 1999 to the first quarter of 2000.
DIRECT COSTS/GROSS PROFIT
Direct costs increased 6.8%, to $93,027,000, in the three months ended
March 31, 2000 from a restated $87,121,000 in the three months ended March 31,
1999. Salaries and wages for worksite employees rose 8.5% while the costs of
taxes and insurance decreased 6.5% primarily due to lower costs for workers'
compensation and for other direct costs. Gross profit increased 12.0% to
$3,956,000 in the three months ended March 31, 2000 from a restated $3,533,000
in the three months ended March 31, 1999 and increased to 4.1% of revenues in
the first quarter of 2000 compared to a restated 3.9% of revenues in the first
quarter of 1999. The lower margin in 1999 reflects the impact of the restatement
of $711,000 in direct costs. The margin in the first quarter of 2000 continues
to reflect the lower fees charged in the acquired locations compared to the core
business in the Midwest.
-9-
<PAGE> 10
EXPENSES
Total operating expenses decreased 6.2%, to $3,512,000, in the three
months ended March 31, 2000 from $3,744,000 in the three months ended March 31,
1999. Salaries and wages rose 12.3% to $2,059,000 in the first quarter of 2000
from $1,833,000 in the first quarter of 1999. The increases are due to additions
to corporate staff in management and technical positions during the second half
of 1999 and to normal increases for existing employees. These additions have
helped to improve both direct and administrative cost controls.
Other selling, general and administrative expenses decreased 33.1%, to
$996,000, in the three months ended March 31, 2000 from $1,489,000 in the three
months ended March 31, 1999. This decrease in other operating expenses was due,
in large part, to increased spending in the first quarter of 1999 for the change
of printed materials for all acquired companies to the "TEAM America" brand
name. Reductions also were made in costs associated with commissions, travel,
phone, insurance and other business taxes.
Depreciation and amortization rose 8.3%, to $457,000, in the
three-months ended March 31, 2000 from $422,000 in the three-months ended March
31, 1999. The increase comes from the depreciation arising from the additional
hardware and software purchases for the TEAM Direct(TM) operating system and
from increases in amounts of goodwill from the acquisitions.
OPERATING INCOME
Operating income in the quarter ended March 31, 2000 increased to
$444,000, or .5%, from a restated net operating loss of $(211,000), or (.2)%, in
the first quarter of 1999. The $711,000 restated charge to direct costs in 1999
was the primary cause of the change.
INTEREST INCOME (EXPENSE)
Net interest expense increased to $30,000 in the three months ended
March 31, 2000 compared to expense of $6,000 in the three months ended March 31,
1999. The 1999 results reflect $21,000 of interest expense from the $2,500,000
borrowed to acquire 500,000 shares of common stock. The March 31, 2000 expense
includes $44,000 of expenses and $14,00 of income, with the expense due to
increases in the line of credit and payment of interest through the entire
quarter.
INCOME TAX EXPENSE
Income tax expense was $263,000 for the three months ended March 31,
2000, compared to a restated $21,000 in the three months ended March 31, 1999.
The tax expense includes approximately $90,000 per quarter for the
non-deductibility of goodwill amortization for income tax purposes.
NET INCOME (LOSS) AND EARNINGS PER SHARE
Net income was $151,000, or $.03 per share, in the three months ended
March 31, 2000 compared to a restated loss of $(238,000), or $(.05) per diluted
share, in the three months ended March 31, 1999. Average shares outstanding
declined to 4,380,000 in the first quarter of 2000 from 4,517,000 in the first
quarter of 1999 as a result of the repurchase by the Company of 500,000 shares
in February 1999. The purchase midway through the quarter had the effect of
reducing average shares outstanding. There were no common stock equivalents
because the option prices were less than the average price of the Company's
common stock during both periods.
LIQUIDITY AND CAPITAL RESOURCES
-10-
<PAGE> 11
At March 31, 2000, the Company had a working capital balance of
$302,000, a $582,000 improvement over the December 31, 1999 working capital
deficit of $280,000. The Company's primary source of liquidity and capital
resources has historically been its internal cash flow from operations and its
EBITDA (Earnings before Interest, Taxes, Depreciation and Amortization). For the
quarter ended March 31, 2000, the EBITDA was $901,000 compared to a restated
$211,000 for the quarter ended March 31, 1999.
Net cash provided by (used in) operating activities was $1,346,000 and
$(2,686,000) in the quarters ended March 31, 2000 and 1999, respectively. For
the quarter ended March 31, 2000, the increase was due to improvements in
EBITDA, a decrease in accounts receivable, and an increase in accrued expenses
net of an increase in prepaid expenses. For the quarter ended March 31, 1999,
the change in cash provided by operating activities was due to an increase in
accounts receivable which occurred as a result of the timing of payrolls and
billings to clients at the end of the quarter. In 1999, more Company locations
went to a bi-weekly payroll and billing cycle, whereas, prior to that period,
the acquired locations had more clients on a semi-monthly payroll cycle. On a
semi-monthly payroll cycle, the end of the month payrolls are billed and
collected on the last day of the month, thus providing less fluctuation in
receivables.
Net cash used in investing activities was $92,000 in the three months
ended March 31, 2000, compared to $359,000 in the three months ended March 31,
1999. In the first quarter of 1999, $170,000 was paid to two former executives
of the Company for a covenant not to compete in connection with their
resignation from the Company and for a cancellation of their employment
agreements.
Financing activities historically have not been significant for the
Company. However, during the first quarter of 1999, the Company acquired 500,000
shares of common stock from its former Chairman and founder. The Company
borrowed $800,000 on its line of credit with a bank with an interest rate of
LIBOR plus 2.25%. The ninety day fixed rate was 7.25% during the period the
borrowing was outstanding in the first quarter of 1999. The Company also gave a
$1,700,000 promissory note with a 5.75% interest rate to the former Chairman
with $700,000 due upon demand. Subsequently, the line of credit was increased to
$1,500,000. During the first quarter of 2000, the note to the former chairman
was reduced from $900,000 to $670,000.
In connection with an acquisition in 1998, the Company guaranteed the
price of 68,468 shares at $10.25 per share. During the first quarter of 1999,
$61,515 was paid to one of the holders of the shares under this guarantee
arrangement.
Presently, the Company has no material commitments for capital
expenditures. Primary uses of cash may include acquisitions, the size and timing
of which cannot be predicted. However, the Company is limited in its ability to
continue to acquire other PEO companies unless it can raise additional capital,
since most acquisitions involve the payment of cash and the issuance of stock
for the purchase price and may also require some additional working capital
following acquisition.
The Company believes that existing cash, cash equivalents and
internally generated funds will be sufficient to meet the Company's presently
anticipated working capital and capital expenditure requirements, excluding
acquisitions of other PEO's, for the foreseeable future. To the extent that the
Company needs additional capital resources, the Company believes that it will
have access to bank financing and other alternative sources of capital. However,
there can be no assurances that additional financing will be available on terms
favorable to the Company, or at all.
The Company has not paid dividends in 1996 through March 31, 2000, and
does not expect to pay a dividend in the foreseeable future.
-11-
<PAGE> 12
INFLATION
The Company believes the effects of inflation have not had a
significant impact on its results of operations or financial condition.
FORWARD-LOOKING INFORMATION
Statements in the preceding discussion that indicate the Company's or
management's intentions, hopes, beliefs, expectations or predictions of the
future are forward-looking statements. It is important to note that the
Company's actual results could differ materially from those projected in such
forward-looking statements.
Additional information concerning factors that could cause actual
results to differ materially from those suggested in the forward-looking
statements is contained under the caption "Business-Risk Factors" in the
Company's Annual Report on Form 10-K for the year ended December 31, 1999 filed
with the Securities and Exchange Commission and may be amended from time to
time. Forward-looking statements are not guarantees of performance. They involve
risks, uncertainties and assumptions. The future results and shareholder values
of the Company may differ materially from those expressed in these
forward-looking statements. Many of the factors that will determine these
results and values are beyond the Company's ability to control or predict.
Shareholders are cautioned not to put undue reliance on forward-looking
statements. In addition, the Company does not have any intention or obligation
to update forward-looking statements after the date hereof, even if new
information, future events, or other circumstances have made them incorrect or
misleading. For those statements, the Company claims the protection of the safe
harbor for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995.
-12-
<PAGE> 13
PART II. OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K
(a) Reports on Form 8-K
The Company filed the following Current Reports on Forms 8-K
since December 31, 1999:
(i) Current Report on Form 8-K, dated April 13, 2000, filed
with the Securities and Exchange Commission on April 14,
2000 (Items 5 and 7).
(ii) Current Report on Form 8-K, dated April 20, 2000, filed
with the Securities and Exchange Commission on April 20,
2000 (Items 5 and 7).
(b) Exhibits:
27 Financial Data Schedule
-13-
<PAGE> 14
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.
TEAM AMERICA CORPORATION
By: /s/ THOMAS L. GERLACHER
---------------------------
Chief Financial Officer and
Authorized Signing Officer
May 17, 2000
-14-
<PAGE> 15
Exhibit Index
-------------
Exhibit Number Description
- -------------- ------------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000860235
<NAME> TEAM AMERICA CORP.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 4,111
<SECURITIES> 0
<RECEIVABLES> 15,317
<ALLOWANCES> 50
<INVENTORY> 0
<CURRENT-ASSETS> 20,844
<PP&E> 3,169
<DEPRECIATION> 1,652
<TOTAL-ASSETS> 48,673
<CURRENT-LIABILITIES> 20,542
<BONDS> 0
0
0
<COMMON> 28,755
<OTHER-SE> (1,332)
<TOTAL-LIABILITY-AND-EQUITY> 48,673
<SALES> 0
<TOTAL-REVENUES> 96,983
<CGS> 93,027
<TOTAL-COSTS> 93,027
<OTHER-EXPENSES> 3,512
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 30
<INCOME-PRETAX> 414
<INCOME-TAX> 263
<INCOME-CONTINUING> 151
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 151
<EPS-BASIC> .03
<EPS-DILUTED> .03
</TABLE>
