<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
______________________
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 27, 1998
COMMISSION FILE NUMBER 0-23198
INTERIM SERVICES INC.
(Exact name of registrant in its charter)
DELAWARE 36-3536544
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
2050 SPECTRUM BOULEVARD
FORT LAUDERDALE, FLORIDA 33309
(Address of principal executive offices, including zip code)
(954) 938-7600
(Registrant's telephone number, including area code)
_______________________
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, and (2) has been subject to such filing requirements
for the past 90 days. Yes ( X ) No ( )
The number of shares outstanding of the registrant's Common Stock, $0.0l par
value, at April 24, 1998 was 40,020,976 shares.
<PAGE>
TABLE OF CONTENTS
<TABLE>
<CAPTION>
PART I Financial Information
Item 1. Financial Statements Page
----
<S> <C>
Consolidated Statements of Earnings
Quarter Ended March 27, 1998 and March 28, 1997 . . . . . . . . 1
Consolidated Balance Sheets
March 27, 1998 and December 26, 1997 . . . . . . . . . . . . . 2
Consolidated Statements of Cash Flows
Quarter Ended March 27, 1998 and March 28, 1997 . . . . . . . . 3
Notes to Consolidated Financial Statements . . . . . . . . . . . 4
Item 2.
Management's Discussion and Analysis of Results of Operations
and Financial Condition . . . . . . . . . . . . . . . . . . . . 5
PART II Other Information
Item 4.
Matters Submitted to a Vote of Security Holders. . . . . . . . . . 7
Item 5.
Other Information
Proforma Condensed Consolidated Statement of Earnings. . . . . . . 7
Item 6.
Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . 10
</TABLE>
<PAGE>
ITEM 1. FINANCIAL STATEMENTS
INTERIM SERVICES INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED, AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
QUARTER ENDED
--------------------------
MARCH 27, MARCH 28,
1998 1997
----------- -----------
<S> <C> <C>
Revenues $ 416,191 $ 316,785
Cost of services 276,673 219,345
----------- -----------
Gross profit 139,518 97,440
----------- -----------
Selling, general and
administrative expenses 95,977 70,779
Licensee commissions 11,607 9,428
Amortization of intangibles 5,321 2,284
Interest expense 7,700 275
----------- -----------
120,605 82,766
----------- -----------
Earnings before income taxes 18,913 14,674
Income taxes 8,360 6,149
----------- -----------
Net earnings $ 10,553 $ 8,525
----------- -----------
----------- -----------
Basic earnings per share $ 0.26 $ 0.22
----------- -----------
----------- -----------
Diluted earnings per share $ 0.26 $ 0.21
----------- -----------
----------- -----------
Basic weighted average shares outstanding 39,886 39,032
----------- -----------
----------- -----------
Diluted weighted average shares outstanding 40,828 39,812
----------- -----------
----------- -----------
</TABLE>
See notes to Consolidated Financial Statements.
1
<PAGE>
INTERIM SERVICES INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED, AMOUNTS IN THOUSANDS, EXCEPT PER SHARE DATA)
<TABLE>
<CAPTION>
MARCH 27, DECEMBER 26,
1998 1997
----------- ------------
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 24,579 $ 15,570
Receivables, less allowance for doubtful
accounts of $6,171 and $5,229 252,853 230,947
Insurance deposits 25,679 23,974
Other current assets 39,472 37,610
----------- -----------
TOTAL CURRENT ASSETS 342,583 308,101
Goodwill, net 531,763 475,656
Tradenames and other intangibles, net 218,904 219,472
Property and equipment, net 69,862 65,475
Other assets 19,939 23,030
----------- -----------
$ 1,183,051 $ 1,091,734
----------- -----------
----------- -----------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current portion of long-term debt $ 33,895 $ 33,827
Accounts payable and other accrued expenses 83,113 86,489
Accrued salaries, wages and payroll taxes 74,486 65,256
Accrued self-insurance losses 27,543 28,466
Accrued income taxes 18,302 20,853
----------- -----------
TOTAL CURRENT LIABILITIES 237,339 234,891
Long-Term Debt 453,248 379,197
Deferred Tax Liability 3,765 4,054
Stockholders' Equity:
Preferred stock, par value $.01 per share;
authorized, 2,500,000 shares; none issued
or outstanding - -
Common stock, par value $.01 per share;
authorized, 50,000,000 shares;
outstanding, 39,976,969 and 39,745,761 400 397
Additional paid-in capital 263,183 260,067
Retained earnings 217,014 206,461
Cumulative translation adjustment 8,102 6,667
----------- -----------
TOTAL STOCKHOLDERS' EQUITY 488,699 473,592
----------- -----------
$ 1,183,051 $ 1,091,734
----------- -----------
----------- -----------
</TABLE>
See notes to Consolidated Financial Statements.
2
<PAGE>
INTERIM SERVICES INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
QUARTER ENDED
--------------------------
MARCH 27, MARCH 28,
1998 1997
(unaudited)
----------- -----------
<S> <C> <C>
Cash Flows from Operating Activities:
Net earnings $ 10,553 $ 8,525
Adjustments to reconcile net earnings to net cash
from operating activities:
Depreciation and amortization 9,818 5,665
Deferred income tax provision (benefit) 290 (20)
Changes in assets and liabilities, net of effect of
acquisitions:
Receivables (14,837) (16,535)
Other assets (586) (8,466)
Accounts payable and accrued liabilities (4,275) 18,928
Other (175) (82)
----------- -----------
Net Cash Provided by Operating Activities 788 8,015
----------- -----------
Cash Flows from Investing Activities:
Acquisitions, net of cash acquired (60,091) (118,725)
Capital expenditures (6,905) (6,708)
Net proceeds from sale of marketable securities - 7,499
----------- -----------
Net Cash Used in Investing Activities (66,996) (117,934)
----------- -----------
Cash Flows from Financing Activities:
Debt proceeds 73,199 93,300
Other 2,018 1,507
----------- -----------
Net Cash Provided by Financing Activities 75,217 94,807
----------- -----------
Increase/(decrease) in cash and cash equivalents 9,009 (15,112)
Cash and cash equivalents, beginning of period 15,570 18,938
----------- -----------
Cash and cash equivalents, end of period $ 24,579 $ 3,826
----------- -----------
----------- -----------
</TABLE>
See notes to Consolidated Financial Statements
3
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The consolidated financial statements of Interim Services Inc. and
subsidiaries (the "Company"), included herein, do not include all footnote
disclosures normally included in annual financial statements and,
therefore, should be read in conjunction with the Company's financial
statements and notes thereto for each of the three years in the period
ended December 26, 1997 included in the Company's Annual Report on Form
10-K.
The interim consolidated financial statements for the three months ended
March 27, 1998 and March 28, 1997 are unaudited and, in the opinion of
management, reflect all adjustments (consisting only of normal recurring
adjustments) necessary for fair presentation of financial position, results
of operations and cash flows for such periods. Results for the three months
ended March 27, 1998 are not necessarily indicative of results to be
expected for the full fiscal year ending December 25, 1998.
2. Earnings Per Share
Basic earnings per share is computed by dividing the Company's net income
by the weighted average number of shares outstanding during the period.
Diluted earnings per share is computed by dividing the Company's net income
by the weighted average number of shares outstanding and the dilutive
impact of common stock equivalents, primarily stock options. The dilutive
impact of common stock equivalents is determined by applying the treasury
stock method.
3. New Accounting Standard
In the first quarter of 1998, the Company adopted Statement of Financial
Accounting Standards No. 130, "Reporting Comprehensive Income," ("SFAS No.
130"), which requires companies to report, as comprehensive income all
changes in equity during a period, except those resulting from investment
by owners and distribution to owners. Comprehensive income totaled $12.0
million for the three months ended March 28, 1997, which is comprised of
net income of $10.6 million and foreign currency translation adjustments of
$1.4 million.
4. Subsequent Event
On April 23, 1998 the Company filed registration statements on Form S-3
with the Securities Exchange Commission ("SEC") in connection with a
proposed public offering of 7,000,000 shares of common stock and a proposed
sale of $150,000,000 aggregate principal amount of convertible subordinated
debt. The registration statements relating to these securities have been
filed with the SEC but have not yet become effective. These securities may
not be sold nor may offers to buy be accepted prior to the time the
registration statement becomes effective. Proceeds from the offering will
be used to reduce existing bank debt and for general corporate purposes,
including strategic acquisitions.
4
<PAGE>
ITEM 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
RESULTS OF OPERATIONS AND FINANCIAL CONDITION
RESULTS OF OPERATIONS
QUARTER ENDED MARCH 27, 1998 COMPARED TO QUARTER ENDED MARCH 28, 1997
Revenues increased 31.4% to $416.2 million from $316.8 million last year. The
Company operated through two divisions in 1997, Commercial and HealthCare. The
HealthCare business was sold at the end of the third quarter of 1997. Excluding
revenues from the HealthCare division, revenues increased 61.9% to $416.2
million from $257.1 million. Professional Services revenue increased 132.2%
reflecting strong internal growth, primarily in Information Technology services
("IT"); the acquisitions of Michael Page Group PLC ("Michael Page") in April
1997 and AimExecutive Holdings, Inc. ("AIM") in March 1997; and several smaller
acquisitions in the first quarter of 1998 ("other acquisitions"). Commercial
Staffing revenues increased 20.4% reflecting the continued expansion of the
Interim On-Premise program, increased demand for traditional commercial staffing
services and the acquisition of Crone Corkill Group, PLC, a UK-based Commercial
Staffing company in March 1998.
Gross profit increased 43.2% to $139.5 million compared with $97.4 million a
year ago. Gross profit margin increased to 33.5% from 30.8% last year. This
increase was principally due to an increase in the amount of Professional
Services revenue as a percentage of total revenues. Excluding HealthCare,
Professional Services revenue represented 37.5% of 1997 total revenue compared
with 53.5% of total revenue in 1998. Professional Services generate higher
gross profit rates than Commercial Staffing. In addition, higher pricing in IT
helped to increase the gross profit rate in 1998.
Selling, general and administrative expenses increased 35.6% to $96.0 million
from $70.8 million last year. Selling, general and administrative expenses as a
percentage of revenues were 23.1% compared with 22.3% a year ago. Higher
expenses resulted from the growth of Professional Services as these businesses
have higher selling, general and administrative costs as a percentage of
revenues compared with Commercial Staffing.
Licensee commissions increased 23.1% to $11.6 million from $9.4 million last
year. Licensee commissions as a percent of revenues decreased to 2.8% from 3.0%
due to branch revenues growing at a faster rate than licensee revenues.
Amortization expense increased 133% from $2.3 million to $5.3 million reflecting
the increase in intangible assets arising from acquisitions, primarily Michael
Page.
Interest expense increased to $7.7 million from $0.3 million last year. This
resulted from increased borrowings for acquisitions, primarily Michael Page.
The Company had average borrowings outstanding during the first quarter of 1998
of $444.4 million at an average rate of interest, including the affects of
interest rate swaps of 7.2% versus $18.5 million outstanding during the first
quarter of 1997 at an average rate of interest of 7.5%.
The effective tax rate for the first quarter of 1998 was 44.2% versus 41.9% last
year. This increase in the effective tax rate results from higher levels of
non-deductible intangible amortization in 1998 resulting from the Michael Page
acquisition.
Net earnings for the quarter increased 23.8% to $10.6 million, or $0.26 per
diluted share, compared with $8.5 million, or $0.21 per diluted share last year.
This represents a 23.8% increase in per share earnings. The weighted average
number of shares used in the per share calculation (as adjusted for the dilutive
impact of common stock equivalents) increased to 40,828,000 from 39,812,000 last
year.
5
<PAGE>
FINANCIAL CONDITION
Net cash provided by operating activities was $0.8 million and $8.0 million
in the first quarter of 1998 and 1997, respectively. Lower cash flow from
operating activities in 1998 resulted primarily from a reduction in accounts
payable and accrued liabilities during 1998 compared with an increase in
1997. The increase in 1997 was partially offset by higher other assets due to
the increase in a long-term receivable associated with a new major customer
contract. The decrease in 1998 resulted from the timing of the Company's 1997
fiscal year-end, and tax and annual incentive payments in the first quarter
of 1998.
Investing activities used $67.0 million and $117.9 million in the first quarter
of 1998 and 1997, respectively, primarily relating to acquisitions. In the
first quarter of 1998 the Company acquired several Professional Services
businesses in the accounting, banking and finance area and a large UK-based
commercial staffing company. In the first quarter of 1997, the Company acquired
AIM and funded the initial investment in Michael Page.
Cash provided by financing activities was $75.2 million in the first quarter.
Proceeds from debt of $73.2 million were primarily used to fund acquisitions.
On April 23, 1998 the Company filed registration statements on Form S-3 with the
Securities Exchange Commission ("SEC") in connection with a proposed public
offering of 7,000,000 shares of common stock and proposed $150,000,000 aggregate
principal amount of convertible subordinated debt. The registration statements
relating to these securities have been filed with the SEC but have not yet
become effective. These securities may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes effective.
Proceeds from the offering will be used to reduce existing bank debt and for
general corporate purposes, including strategic acquisitions.
6
<PAGE>
PART II - OTHER INFORMATION
ITEM 4. - There were no matters submitted to a vote of security holders for a
vote during the period covered by this report.
ITEM 5. - Other Information
The historical statements of earnings as filed in this Form 10-Q Item
1. reflect the operations of the acquisitions in 1997 from their
respective dates of acquisitions and include the results of operations
of the healthcare business that was sold on September 26, 1997. The
pro forma condensed consolidated statement of earnings of the Company
reflect the divestiture of its wholly owned subsidiaries, IHI and IHNY
(the "HealthCare Business"), and include acquisitions consummated in
1997, including the acquisition of Michael Page Group PLC ("Michael
Page"), and Aim Executive Holdings, Inc., Interim Accounting
Professionals of San Diego, Interim Personnel of Yakima, Inc.,
Thompson and Thompson, Inc., Centex Personnel Pool, Inc., Mainstream
Access, Inc., Interim Personnel of Hampton Roads, L.C., Employment
Connection of Duluth, Inc., Interim Personnel of Columbia, Inc.,
Interim Personnel of Piedmont, Inc., Interim Personnel of the Upstate,
Inc., Interim Personnel of Spartanburg, Inc., Interim Personnel of
Wichita, Inc., Interim Personnel of Sebring, Inc., ("Other
Acquisitions") and is filed herewith.
INTERIM SERVICES INC.
PRO FORMA CONDENSED CONSOLIDATED
STATEMENTS OF EARNINGS
The following pro forma condensed consolidated statement of earnings
of the Company for the three months ended March 28, 1997 are based on
historical financial statements of the Company and have been adjusted
to reflect the acquisition of Michael Page and Other Acquisitions, and
the sale of the Company's HealthCare Business in each case as if such
events had occurred as of December 28, 1996.
On September 26, 1997, Interim completed the sale of substantially all
of its HealthCare Business. The consummation of the sale of Interim
HealthCare of New York, Inc. has been postponed pending approval by
the New York State regulators but is reflected in the following pro
forma financial information as being sold.
The pro forma condensed consolidated statement of earnings does not
purport to represent the actual financial position or results of
operations of the Company had the transactions assumed therein in fact
occurred on the dates specified, nor are they necessarily indicative
of the results of operations that may be achieved in the future. The
pro forma condensed consolidated financial information is based on
certain assumptions and adjustments described in the notes hereto and
should be read in conjunction therewith.
7
<PAGE>
INTERIM SERVICES INC.
PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF EARNINGS
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED MARCH 28, 1997
-------------------------------------------------------------------------------------------------------
ACQUISITIONS PRO FORMA
PRO FORMA EFFECT ----------------------------------------- AFTER
OF HEALTHCARE PRO FORMA DISPOSITION
HISTORICAL BUSINESS AFTER MICHAEL OTHER PRO FORMA AND
INTERIM DISPOSITION DISPOSITION PAGE d) ACQS. d) ADJUSTMENTS ACQUISITIONS
------------ ---------------- ----------------- ---------- ------------- ------------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
Revenues $ 316,785 $ (59,729)a) $ 257,056 $ 63,544 $ 22,088 $ $ 342,688
Cost of services 219,345 (35,328)a) 184,017 31,844 13,459 229,320
---------- ----------- --------- ---------- ---------- ----------- ----------
Gross Profit 97,440 (24,401) 73,039 31,700 8,629 113,368
---------- ----------- --------- ---------- ---------- ----------- ----------
Selling, general
and administrative expenses 70,779 (19,283)a) 51,496 20,894 5,782 292 e) 78,464
Licensee commissions 9,428 (212)a) 9,216 - 0 (292)e) 8,924
Amortization of intangibles 2,284 (579)a) 1,705 - 0 3,378 f) 5,083
Interest expense 275 (1,763)b) (1,488) (803) 0 10,458 g) 8,167
---------- ----------- --------- ---------- ---------- ----------- ----------
82,766 (21,837) 60,929 20,091 5,782 13,836 100,638
---------- ----------- --------- ---------- ---------- ----------- ----------
Earnings before taxes 14,674 (2,564) 12,110 11,609 2,847 (13,836) 12,730
Income taxes 6,149 (1,161)c) 4,988 4,173 - (2,551)h) 6,610
---------- ----------- --------- ---------- ---------- ----------- ----------
Net earnings $ 8,525 $ (1,403) $ 7,122 $ 7,436 $ 2,847 $ (11,285) $ 6,120
---------- ----------- --------- ---------- ---------- ----------- ----------
---------- ----------- --------- ---------- ---------- ----------- ----------
Diluted earnings per share $0.21 $0.15
---------- ----------
---------- ----------
Diluted weighted
average shares outstanding 39,812 39,812
---------- ----------
---------- ----------
</TABLE>
SEE NOTES TO PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION.
8
<PAGE>
INTERIM SERVICES INC.
NOTES TO PRO FORMA CONDENSED CONSOLIDATED
STATEMENTS OF EARNINGS
a) To eliminate the results of operations of the healthcare business. A
portion of the eliminated selling, general and administrative costs reflect
corporate expenses that have been transferred to the healthcare business or
that will be eliminated. These corporate expenses reflect management's
best estimate of the costs no longer expected to be incurred by Interim
subsequent to the disposition of the healthcare business.
b) To reduce interest expense, due to the reduction of debt, from cash flows
generated by the sale.
c) To reflect the aggregate tax benefit of eliminating the healthcare business
and reducing borrowings.
d) Reflects the historical financial statements of the acquired companies.
Michael Page's financial statements have been adjusted for differences
between U.S. and U.K. Generally Accepted Accounting Principles. Michael
Page's statement of income has been translated into U.S. dollars using
average exchange rates for the period.
e) To eliminate licensee commissions as a result of the repurchase of several
Interim license operations.
f) To reflect amortization of goodwill and other intangibles generated by the
acquisitions on a straight-line basis over a weighted average life of 40
years.
g) To reflect the pro forma effect of interest on the additional borrowings
used to fund the acquisitions. Interest on the credit facilities is
computed at LIBOR plus 85 basis points.
h) To reflect the aggregate tax benefit associated with the pro forma
adjustments to the statement of earnings.
9
<PAGE>
(a) EXHIBITS REQUIRED BY ITEM 601 OF REGULATION S-K
Exhibit
Number Exhibit Name
------- ------------
3.1 Restated Certificate of Incorporation of the registrant, as
amended September 12, 1996, filed as Exhibit 3.1 to the
registrant's Form 10-Q for the quarter ending September 27,
1996, is incorporated herein by reference.
3.2 By-Laws of registrant, as amended, filed as Exhibit 3.2 to the
registrant's Form 10-Q for the quarter ending September 27,
1996, are incorporated herein by reference.
4.1 Form of Stock Certificate, filed as Exhibit 4.3 to the
registrant's Form 10-K for the fiscal year ended December 27,
1996, is incorporated herein by reference.
4.2 Rights Agreement dated as of March 17, 1994 between the
registrant and Boatmen's Trust Company, filed as Exhibit 1.1 to
the registrant's Form 8-A filed April 11, 1994, is incorporated
herein by reference.
4.3 Certificate of Designation, Preferences and Rights filed with
the Secretary of State of the State of Delaware, filed as
Exhibit 2.1 to the registrant's Form 8-A filed April 11, 1994,
is incorporated herein by reference.
4.4 Amendment No. 1 to Rights Agreement dated June 26, 1996 between
the registrant, Boatmen's Trust Company and ChaseMellon
Shareholder Services L.L.C., filed as Exhibit 4.1(A) to the
registrant's Form 10-Q for the quarter ended September 27,
1996, is incorporated herein by reference.
4.5 Amendment No. 2 to Rights Agreement dated February 25, 1997
between the registrant and ChaseMellon Shareholder Services
L.L.C., filed as Exhibit 4.1(B) to the registrant's Form 10-Q
for the quarter ended March 28, 1997, is incorporated herein by
reference.
4.6 Articles Fourth, Fifth, Seventh, Eighth and Tenth of the
Restated Certificate of Incorporation of the registrant, as
amended September 12, 1996, filed as part of Exhibit 4.4 to the
registrant's Form 10-K for the fiscal year ended December 27,
1996, are incorporated herein by reference.
4.7 Sections Four through Twelve and Thirty-Five through Forty-One
of the Bylaws of the registrant, as amended, filed as part of
Exhibit 4.2 to registrant's Form S-3 filed September 16, 1996,
are incorporated herein by reference.
10
<PAGE>
4.8 Certificate of Increase of Shares Designated as Participating
Preferred Stock, filed as Exhibit 2.2 to the Corporation's Form
8-A/A2, dated November 3, 1997, is incorporated herein by
reference.
10.1 1994 Stock Option Plan for Franchisees, Licensees and Agents, as
amended, filed as Exhibit 10.4A to the registrant's Form S-3,
filed on July 12, 1995, is incorporated herein by reference.
10.2 Tax Sharing Agreement dated October 1993, by and between H&R
Block, Inc. and Interim Services Inc. filed as Exhibit 10.5 to
the registrant's Form S-1 dated November 5, 1993, is incorporated
herein by reference.
10.3 Indemnification Agreement dated January 1, 1994, by and between
Interim Services Inc. and H&R Block, Inc., filed as Exhibit 10.8
to the registrant's Form S-1 dated November 5, 1993, is
incorporated herein by reference.
10.4 Employment Agreement dated as of May 1, 1994, by and between
Interim Services Inc. and Raymond Marcy, filed as Exhibit 10(L)
to the registrant's Form 10-K for the fiscal year ended December
30, 1994, is incorporated herein by reference.
10.5 Second Amended and Restated Credit Agreement of Interim Services
dated as of January 15, 1997, filed as Exhibit 10.3 to the
registrant's Form 10-Q for the quarter ending March 28, 1997, is
incorporated herein by reference.
10.6 Credit Agreement between Interim Services Inc. and NationsBank
dated as of May 1, 1997, filed as Exhibit 10.11 to the
registrant's Form 10-Q for the quarter ending March 28, 1997, is
incorporated herein by reference.
10.7 Recommended Cash Offer dated March 14, 1997, by J.P. Morgan on
behalf of Interim Services (UK) PLC, a wholly-owned subsidiary
of Interim Services Inc., for Michael Page Group PLC filed as
Exhibit 10.12 to the registrant's Form 10-Q for the quarter
ending June 27, 1997, is incorporated herein by reference.
10.8 Interim Services Inc. 1997 Long Term Executive Compensation and
Outside Directors Stock Option Plan, filed as Exhibit I to the
registrant's Proxy Statement dated April 10, 1997, is
incorporated herein by reference.
10.9 Interim Services Inc. Incentive Plan for 162(m) Executives,
filed as Exhibit III to the registrant's Proxy Statement dated
April 10, 1997, is incorporated herein by reference.
10.10 Restated Stock Purchase Agreement, dated September 26, 1997
among Interim Services Inc., Catamaran Acquisition Corp. and
Cornerstone Equity Investors IV, L.P., filed as Exhibit 2.1 to
the registrant's Form 8-K dated September 26, 1997 and filed
October 13, 1997, is incorporated herein by reference.
10.11 The Deferred Compensation Plan of Interim Services Inc., filed
as Exhibit 4.1 to the registrant's Form S-8 filed on July 23,
1997, is incorporated herein by reference.
11
<PAGE>
10.12 The Interim Services Inc. Outside Directors Compensation Plan
filed as Exhibit 10.15 to the registrants Form 10-Q for the
quarter ending September 26, 1997 is incorporated herein by
reference.
10.13 The 1997 Stock Purchase Assistance Plan for executives of the
Registrant filed as Exhibit 10.16 to the registrant's Form 10K
for the fiscal year ended December 26, 1997 is incorporated
herein by reference.
10.14 Amendment Agreement No. 1, dated as of June 1, 1997, to the
Credit Agreement dated as of May 1, 1997, by and among Interim
Services Inc. and NationsBank is incorporated herein by
reference.
27. Financial Data Schedule
(b) REPORTS ON FORM 8-K
During the quarter covered by this report, no reports on Form 8-K were
filed.
(c) EXHIBITS FILED WITH THIS FORM
Exhibit
Number Exhibit Name Page
------ ------------ ----
27. Financial Data Schedule
12
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of l934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
INTERIM SERVICES INC.
---------------------
(Registrant)
DATE - May 4, 1998 BY /s/ Roy G. Krause
-------------------------
Roy G. Krause
Executive Vice President
and Chief Financial Officer
(principal financial officer)
DATE - May 4, 1998
BY /s/ Mark W. Smith
-------------------------
Mark W. Smith
Vice President, Finance
(principal accounting officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-25-1998
<PERIOD-START> DEC-27-1997
<PERIOD-END> MAR-27-1998
<CASH> 24,579
<SECURITIES> 0
<RECEIVABLES> 259,024
<ALLOWANCES> 6,171
<INVENTORY> 0
<CURRENT-ASSETS> 342,583
<PP&E> 132,430
<DEPRECIATION> 62,568
<TOTAL-ASSETS> 1,183,051
<CURRENT-LIABILITIES> 237,339
<BONDS> 0
0
0
<COMMON> 400
<OTHER-SE> 488,659
<TOTAL-LIABILITY-AND-EQUITY> 1,183,051
<SALES> 0
<TOTAL-REVENUES> 416,191
<CGS> 0
<TOTAL-COSTS> 276,673
<OTHER-EXPENSES> 11,607
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 7,700
<INCOME-PRETAX> 18,913
<INCOME-TAX> 8,360
<INCOME-CONTINUING> 10,553
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,553
<EPS-PRIMARY> .26
<EPS-DILUTED> .26
</TABLE>
