Form 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1999
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 0-24928
The Solomon-Page Group Ltd.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 51-0353012
- --------------------------------------------------------------------------------
(State or other jurisdiction of incorporation (I.R.S. Employer
or organization) Identification No.)
1140 Avenue of the Americas, New York, NY 10036
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 403-6100
------------------------------
N/A
- --------------------------------------------------------------------------------
(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 / /
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: At August 4, 1999, there were
outstanding 4,152,282 shares of the Registrant's Common Stock, $.001 par value.
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
- --------------------------------------------------------------------------------
FORM 10-Q
QUARTERLY REPORT
FOR THE NINE MONTHS ENDED JUNE 30, 1999
- --------------------------------------------------------------------------------
INDEX
- --------------------------------------------------------------------------------
Part I: FINANCIAL INFORMATION
Item 1: Financial Statements Page Number
Consolidated Balance Sheets as of June 30, 1999
[Unaudited] and September 30, 1998 1
Consolidated Statements of Operations for the three and nine months
ended June 30, 1999 and 1998 [Unaudited] 3
Consolidated Statements of Cash Flows for the nine months
ended June 30, 1999 and 1998 [Unaudited] 4
Notes to Consolidated Financial Statements [Unaudited] 6
Item 2: Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
Item 3: Quantitative and Qualitative Disclosures About
Market Risk. Inapplicable
Part II: OTHER INFORMATION
Item 6: Exhibits and Reports on Form 8-K 12
SIGNATURES 13
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
June 30, September 30,
1999 1998
---------------- -------------
(Unaudited)
ASSETS:
Current Assets:
<S> <C> <C>
Cash and cash equivalents $ 869 $ 935
Investments 852 603
Accounts receivable, net 10,838 10,161
Other current assets 406 246
------- -------
Total current assets 12,965 11,945
------- -------
Property and equipment 3,770 3,228
Less: accumulated depreciation 1,535 1,113
------- -------
Property and Equipment 2,235 2,115
------- -------
Other Assets:
Investments 684 1,112
Intangible assets, net of accumulated
amortization of $281 and $195 respectively 933 1,019
Deferred tax asset 242 177
Due from related parties 136 136
Security deposits 114 128
Restricted investment 34 34
Other assets 112 69
------- -------
Total Other Assets 2,255 2,675
------- -------
Total Assets $17,455 $16,735
======= =======
</TABLE>
See Notes to Consolidated Financial Statements.
1
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
June 30, September 30,
1999 1998
-------------- -------------------
LIABILITIES AND STOCKHOLDERS' EQUITY: (unaudited)
Current Liabilities:
<S> <C> <C>
Accrued payroll and commissions $ 4,878 $ 3,498
Accounts payable and accrued expenses 1,278 968
Income taxes payable 846 298
Line of credit -- 3,100
Term loan payable 500 --
Deferred revenue 499 131
Other current liabilities 221 156
----------- -----------
Total Current Liabilities 8,222 8,151
----------- -----------
Long-Term Liabilities:
Term loan payable, net of current portion 875 --
Deferred credit 615 545
----------- -----------
Total Liabilities 9,712 8,696
----------- -----------
Commitments and Contingencies -- --
Stockholders' Equity:
Preferred stock - $.001 par value;
2,000,000 shares authorized, none issued or outstanding -- --
Common stock - $.001 par value; 20,000,000 shares
authorized, 5,162,282 shares issued and 4,288,482
and 5,121,282 shares outstanding at June 30, 1999
and September 30, 1998, respectively 5 5
Additional paid-in capital 7,426 7,426
Accumulated other comprehensive income 1 11
Treasury stock at cost; 873,800 and 41,000 common shares
at June 30, 1999 and September 30, 1998, respectively (1,832) (80)
Retained earnings 2,143 677
----------- -----------
Total Stockholders' Equity 7,743 8,039
----------- -----------
Total Liabilities and Stockholders' Equity $ 17,455 $ 16,735
=========== ===========
</TABLE>
See Notes to Consolidated Financial Statements.
2
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(AMOUNTS IN THOUSANDS, EXCEPT FOR PER
SHARE AMOUNTS)
<TABLE>
<CAPTION>
Three months ended Nine months ended
June 30, June 30,
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenue $ 16,151 $ 11,696 $ 40,446 $ 33,187
----------- ----------- ----------- -----------
Operating Expenses:
Selling expenses 12,037 9,146 31,598 25,727
General and administrative 2,175 1,926 5,497 5,418
Depreciation and amortization 171 134 508 378
----------- ----------- ----------- -----------
Total Operating Expenses 14,383 11,206 37,603 31,523
----------- ----------- ----------- -----------
Income from Operations 1,768 490 2,843 1,664
----------- ----------- ----------- -----------
Other Income [Expenses]
Interest and dividend income 27 28 74 92
Interest expense (56) (78) (219) (141)
Realized gain/[loss] on investments (10) 1 (17) 1
----------- ----------- ----------- -----------
Total Other Income [Expenses] (39) (49) (162) (48)
----------- ----------- ----------- -----------
Income Before Income Tax Expense 1,729 441 2,681 1,616
Income Tax Expense 800 204 1,215 736
----------- ----------- ----------- -----------
Net Income $ 929 $ 237 $ 1,466 $ 880
=========== =========== =========== ===========
Basic Earnings Per Common Share $ 0.21 $ 0.05 $ 0.32 $ 0.17
=========== =========== =========== ===========
Diluted Earnings Per Common Share $ 0.20 $ 0.04 $ 0.30 $ 0.14
=========== =========== =========== ===========
Basic Weighted Average Shares 4,405,941 5,131,451 4,636,186 5,131,451
=========== =========== =========== ===========
Diluted Weighted Average Shares 4,753,644 6,150,276 4,913,796 6,091,830
=========== =========== =========== ===========
</TABLE>
See Notes to Consolidated Financial Statements.
3
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS [UNAUDITED]
(AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
Nine months ended
June 30,
1999 1998
---- ----
Operating Activities:
<S> <C> <C>
Net income $ 1,466 $ 880
------- -------
Adjustments to reconcile net income
to net cash [used for] operating activities:
Depreciation and amortization 508 377
Deferred credit 70 40
Provision for losses on accounts receivable -- 121
Net realized loss/(gain) on investments 19 (1)
Deferred taxes (65) --
Change in assets and liabilities:
[Increase] decrease in:
Accounts receivable (677) (2,606)
Other assets (203) (448)
Security deposits 14 (22)
Increase [decrease] in:
Accounts payable, accrued expenses, accrued payroll
and commissions 1,690 1,364
Income tax payable 548 (17)
Deferred revenue 368 --
Other liabilities 65 (315)
------- -------
Total Adjustments $ 2,337 ($1,507)
------- -------
Net Cash - Operating Activities-
Forward $ 3,803 ($ 627)
------- -------
Investing Activities:
Capital expenditures (542) (715)
Purchase of investments (399) (600)
Proceeds from sales of investments 549 949
Cash received from related parties -- 15
------- -------
Net Cash - Investing Activities -
Forward ($ 392) ($ 351)
------- -------
</TABLE>
See Notes to Consolidated Financial Statements.
4
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS [UNAUDITED]
(AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
Nine months ended
June 30,
1999 1998
---- ----
Net Cash - Operating Activities -
Forwarded
<S> <C> <C>
$ 3,803 ($ 627)
------- -------
Net Cash - Investing Activities -
Forwarded ($ 392) ($ 351)
------- -------
.......
Financing Activities:
Borrowings under the term loan and line of credit 3,114 3,100
Repayments under the term loan and line of credit (4,839) --
Purchase of Treasury Stock and Warrants (1,752) (1,054)
Proceeds from Exercise of Stock Options -- 27
------- -------
Net Cash - Financing Activities ($3,477) $ 2,073
------- -------
Net Increase [Decrease] in Cash and Cash Equivalents (66) 1,095
Cash and Cash Equivalents - Beginning of Periods 935 410
------- -------
Cash and Cash Equivalents - End of Periods $ 869 $ 1,505
======= =======
Supplemental Cash Flow Information:
Cash paid during the periods for:
Interest $ 219 $ 142
Income Taxes $ 768 $ 777
</TABLE>
See Notes to Consolidated Financial Statements.
5
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
[UNAUDITED]
- --------------------------------------------------------------------------------
[1] Basis of Reporting
The accompanying unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information. These unaudited financial statements include the accounts
of The Solomon-Page Group Ltd. and its wholly owned subsidiary. All significant
intercompany balances and transactions have been eliminated in consolidation.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
In the opinion of management, the accompanying unaudited consolidated financial
statements included in this Form 10-Q reflect all adjustments, consisting only
of normal recurring items, which are considered necessary for a fair
presentation of the results of operations for the periods presented. The results
of operations for the periods presented are not necessarily indicative of the
results to be expected for the full year.
It is suggested that these financial statements be read in conjunction with the
audited financial statements and notes for the fiscal year ended September 30,
1998 included in The Solomon-Page Group Ltd. Form 10-KSB.
[2] Summary of Significant Accounting Policies
Comprehensive Income - The Company has adopted Statement of Financial Accounting
Standards ("SFAS") No. 130, "Reporting Comprehensive Income," as of October 1,
1998. SFAS No. 130 establishes new rules for reporting and display of
comprehensive income and its components, however it has no material impact on
the Company's net income or total stockholders' equity. Accumulated other
comprehensive income presented in the accompanying consolidated balance sheets
consists of the accumulated net unrealized gains on available-for-sale
investments.
Reclassification - Certain prior period amounts have been reclassified to
conform to the current period presentation.
6
<PAGE>
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
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Overview
The Company is a specialty niche provider of staffing services
organized into two primary operating divisions: temporary staffing/consulting
and executive search/full-time contingency recruitment. The temporary
staffing/consulting division provides services to companies seeking personnel in
the information technology, accounting, human resources and legal areas and
generated 60% of the Company's revenue for the nine months ended June 30, 1999.
The executive search/full-time contingency recruitment division comprises nine
lines of business, including four industry (capital markets, publishing and new
media, healthcare and fashion services), and five functional (information
technology, accounting, human resources, legal and administrative support). The
executive search/full-time contingency recruitment division generated 40% of the
Company's revenue for the nine months ended June 30, 1999.
The following is a summary of the Company's consolidated financial
and operating data (amounts in thousands, except for per share amounts).
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
June 30, June 30,
Statement of Operations Data: 1999 1998 1999 1998
- ----------------------------- ---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenue $16,151 $11,696 $40,446 $33,187
Income from Operations 1,768 490 2,843 1,664
Income Before Income Tax Expense 1,729 441 2,681 1,616
Income Tax Expense 800 204 1,215 736
Net Income 929 237 1,466 880
Basic Earnings Per Common Share $0.21 $0.05 $0.32 $0.17
Diluted Earnings Per Common Share $0.20 $0.04 $0.30 $0.14
</TABLE>
<TABLE>
<CAPTION>
Balance Sheet Data: June 30, 1999 September 30, 1998
- ------------------- ------------- ------------------
<S> <C> <C>
Working Capital $ 4,743 $ 3,794
Total Assets 17,455 16,735
Total Liabilities 9,712 8,696
Stockholders' Equity 7,743 8,039
</TABLE>
Results of Operations
The following discussion of the Company's financial condition and
results of operations should be read in conjunction with the financial
statements and notes thereto appearing elsewhere in this document.
Revenue increased to $16.2 million for the three months ended June
30, 1999 from $11.7 million for the three months ended June 30, 1998, an
increase of $4.5 million or 38%. Revenues from the Company's temporary staffing
and consulting division were $8.5 million for the three months ended June 30,
1999 compared to $6.8 million for the same period in 1998, an increase of $1.7
million or 25%. Revenues from the Company's executive search and full time
contingency recruitment division were $7.7 million for the three months ended
June 30, 1999 compared to $4.9 million for the same period in 1998, a increase
of $2.8 million or 57%.
7
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS [Continued]
Revenue increased to $40.4 million for the nine months ended June
30, 1999 from $33.2 million for the nine months ended June 30, 1998, an increase
of $7.2 million or 22%. Revenues from the Company's temporary staffing and
consulting division were $24.3 million for the nine months ended June 30, 1999
compared to $19.3 million for the same period in 1998, an increase of $5 million
or 26%. Revenues from the Company's executive search and full time contingency
recruitment division were $16.1 million for the nine months ended June 30, 1999
compared to $13.9 million for the same period in 1998, an increase of $2.2
million or 16%.
The increase in revenues from the Company's executive search and
full time contingency recruitment division was primarily due to an increase in
demand for services within the capital markets, information technology,
accounting and healthcare businesses. In addition, during 1999 the Company
expanded its temporary staffing/consulting division by providing legal services
to clients within the New York metropolitan area, which contributed to the
increase in revenue.
Selling expenses for the three months ended June 30, 1999 totaled
$12 million (75% of revenues) compared with $9.1 million (78% of revenues) for
the three months ended June 30, 1998. Selling expenses for the nine months ended
June 30, 1999 totaled $31.6 million (78% of revenues) compared with $25.7
million (78% of revenues) for the nine months ended June 30, 1998. The decrease
in selling expenses as a percentage of revenue for the three months ended June
30, 1999 is primarily due to increased revenue of the executive search/full-time
contingency recruitment division. Selling expenses consist primarily of
temporary staffing/consulting compensation, salaries and commissions of revenue
generating personnel, employee benefits, telephone and advertising.
General and Administrative expenses were $2.2 million (13% of
revenues) and $5.5 million (14% of revenues) for the three and nine months ended
June 30, 1999 respectively, compared to $1.9 million (16% of revenues) and $5.4
million (16% of revenues), for the same period in 1998. For the three and nine
months ended June 30, 1999 compared to the same periods in 1998, general and
administrative expenses have remained relatively constant, but have decreased as
a percentage of revenue primarily as a result of an increase in revenue.
Depreciation and Amortization expense for the three and nine months
ended June 30, 1999 totaled $171,000 and $508,000 respectively, compared to
$134,000 and $378,000 for same periods in 1998. Depreciation expense increased
principally as a result of capital expenditures made during fiscal 1998.
The amortization of intangible assets associated with certain acquisitions also
contributed to this increase.
Income from operations was $1,768,000 and $2,843,000 for the three
and nine months ended June 30, 1999 respectively, compared to $490,000 and
$1,664,000 for the three and nine months ended June 30, 1998, primarily due to
the above mentioned factors.
Other Income and (Expenses) for the three and nine months ended June
30, 1999 totaled $39,000 and $162,000 of expense respectively, compared to
$49,000 and $48,000 of expense for the same periods in 1998. The increases in
other expenses primarily were due to interest expense charged for borrowings
under the Company's line of credit and term loan.
Income Tax Expense for the three and nine months ended June 30, 1999
was $800,000 (46% effective tax rate) and $1,215,000 (45% effective tax rate)
respectively, compared with $204,000 (46% effective tax rate) and $736,000 (46%
effective tax rate) for the same periods in 1998.
Net income was $929,000 and $1,466,000 for the three and nine months
ended June 30, 1999 respectively, compared to $237,000 and $880,000 for the
three and nine months ended June 30, 1998.
8
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS [Continued]
Liquidity and Capital Resources
As of June 30, 1999, the Company's sources of liquidity included
$1,721,000 in cash and cash equivalents and short-term investments, which
represents an increase of $183,000 compared to September 30, 1998. The Company's
working capital was $4.7 million at June 30, 1999 compared to $3.8 million at
September 30, 1998. In addition, the Company spent approximately $1,752,000
during fiscal 1999 relating to the repurchase of its common stock, as discussed
below. The Company has available $684,000 of long-term investments as a source
of liquidity if required.
In February 1999, the Company entered into a $6,500,000 credit
facility agreement with The Dime Savings Bank. The facility agreement consists
of a $5,000,000 working capital line of credit and a term loan of $1,500,000,
which are collateralized by all of the Company's assets. The agreement provides
for borrowings under the working capital line of credit at 1% above the Dime
Reference Rate and expires on February 28, 2002. The term loan shall be paid in
12 quarterly installments commencing May 31, 1999 and ending on February 28,
2002 and bears interest at 1.25% above the Dime Reference Rate. The Dime
Reference Rate at June 30, 1999 was 8.50%. At June 30, 1999, there were no
borrowings under the working capital line of credit, and $1.375 million was
outstanding under the term loan.
Net cash provided by operating activities for the nine months ended
June 30, 1999 improved to $3.8 million compared to net cash used by operating
activities of $627,000 for the same period in 1998. The increase in net cash
provided by operating activities resulted primary from increased net income, as
well as a decrease in accounts receivable, offset in part by increases in
various liability categories. Net cash used in financing activities for the nine
months ended June 30, 1999 was $3,477,000, which was primarily due to repayment
of $1,725,000 of borrowings under the line of credit and $1,752,000 used for the
repurchase of the Company's Common Stock.
On July 12, 1999 the company announced that it had completed the
repurchase of 1,000,000 shares of its common stock under a buyback program
announced on September 14, 1998. The aggregate amount spent in order to
repurchase the common stock was $2,248,020. There are 4,152,282 shares of common
stock currently outstanding.
The Company believes that its current cash position and investment
balances, together with financing available under its working capital facility
will be sufficient to support current working capital requirements for the next
twelve months.
Year 2000 Compliance
Many computer systems in use today were designed and developed using
two digits, rather than four, to specify years, and as a result, such systems
will recognize the year 2000 as 1900. This is commonly referred to as the "Year
2000 Issue". As a result, computer systems and software used by government
agencies, utility companies, providers of telecommunication services, suppliers,
and other third parties may need to be upgraded to comply with such Year 2000
requirements or risk system failure or miscalculations causing disruptions of
normal business activities.
9
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS [Continued]
State of Readiness
The Company utilizes software and related information technology
systems in the course of its operations that are essential to its business. The
Company has reviewed its current software and information technology systems for
compliance with the potential hazards of the Year 2000 Issue and presently
believes the vast majority of its software and information technology systems
are currently Year 2000 compliant. The Company does not expect any material
adverse impact on its financial position or results of operations to arise from
Year 2000 failures of its software and information technology systems.
Ultimately, the potential impact of the Year 2000 Issue will depend
not only on the Company's internal Year 2000 compliance, but also on the way in
which the Year 2000 is addressed by the Company's customers, vendors, banking
institutions and service utilities. The Company has requested written statements
indicating whether their systems are Year 2000 compliant, but has not received
all responses. The Company is currently in the process of obtaining
representations from third parties either directly, or gathering information
from publicly available sources, indicating that they are Year 2000 compliant.
The Company anticipates receiving or obtaining confirmation from third parties
during the third quarter of 1999. Once the Company receives confirmation from
third parties as to their Year 2000 compliance, the Company plans to develop
contingency plans as it deems necessary based on such responses. The efforts of
third parties are not within the Company's control, however, and their failure
to remedy Year 2000 issues successfully could result in business disruption,
loss of revenue and increased operating costs. Thus, the Company is unable at
this time to determine the extent of any adverse impact on the Company of the
failure of any of its external parties to be Year 2000 compliant. At the present
time, it is not possible to determine whether any such events are likely to
occur, or to quantify any potential negative impact they may have on the
Company's future results of operations and financial condition.
Costs to Date
The Company has not incurred any material costs and does not
anticipate any material future costs relating to its software and information
technology systems due to the Year 2000 Issue. The Company cannot estimate at
this time whether it will incur any material costs due to the failure of any of
its service providers or clients to be Year 2000 compliant.
The foregoing discussion regarding Year 2000 contains
forward-looking statements, which are based on management's best estimates
derived using various assumptions. These forward-looking statements involve
inherent risks and uncertainties, and actual results could differ materially
from those contemplated by such statements. Factors that might cause material
differences include, but not limited to, (i) the Company's ability to obtain
alternative sources of financing or cash should its current sources operations
be disrupted due to Year 2000 complications, (ii) the Company's ability to
respond to a potential loss of revenue of a major client due to Year 2000
complications, and (iii) the Company's ability to respond to any unforeseen Year
2000 Complications. Such material differences could result in business
disruption, operational problems and financial loss.
10
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS [Continued]
New Authoritative Accounting Pronouncements
The FASB has issued SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities." SFAS No. 133 establishes accounting and
reporting standards for derivative instruments, including certain derivative
instruments embedded in other contracts and for hedging activities. SFAS No. 133
requires that an entity recognize all derivatives as either assets or
liabilities in the statement of financial position and measure those instruments
at fair value. The accounting for changes in the fair value of a derivative
depends on the intended use of the derivative and how it is designated, for
example, gains or losses related to changes in the fair value of a derivative
not designated as a hedging instrument are recognized as earnings in the period,
while certain types of hedges may be initially reported as a component of other
comprehensive income until the consummation of the underlying transaction.
SFAS No. 133 is effective for all fiscal quarters of fiscal years
beginning after June 15, 1999. Initial application of SFAS No. 133 should be as
of the beginning of a fiscal quarter, on that date, hedging relationships must
be designated anew and documented pursuant to the provisions of SFAS No. 133.
Earlier applications of all the provisions of SFAS No. 133 are encouraged, but
it is permitted only as of the beginning of any fiscal quarter. SFAS No. 133 is
not to be applied retroactively to financial statements of prior periods. The
Company will evaluate the new standard to determine whether it requires any new
disclosures or accounting.
11
<PAGE>
Part II: OTHER INFORMATION
Item 4. Other Information
None
Item 5. Exhibits and Reports on Form 8-K
(A) Exhibits:
27 Financial Data Schedule
(B) Reports on Form 8-K: None
12
<PAGE>
THE SOLOMON-PAGE GROUP LTD.
SIGNATURES
In accordance with the requirements of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned thereunto duly
authorized.
The Solomon-Page Group Ltd.
-----------------------------------------
(Registrant)
Date: August 4, 1999 /s/ Lloyd B. Solomon
-----------------------------------------
Lloyd B. Solomon, Chief Executive Officer
Date:August 4, 1999 /s/ Eric M. Davis
-----------------------------------------
Eric M. Davis, Chief Financial Officer
Vice President - Finance
13
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Company's Form 10-Q for the nine months ended June 30, 1999 and is qualified in
its entirety by reference to such Financial Statements and Notes, thereto.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1999
<PERIOD-START> OCT-01-1998
<PERIOD-END> JUN-30-1999
<CASH> 869,000
<SECURITIES> 1,536,000
<RECEIVABLES> 10,638,000
<ALLOWANCES> 200,000
<INVENTORY> 0
<CURRENT-ASSETS> 12,965,000
<PP&E> 2,235,000
<DEPRECIATION> 422,000
<TOTAL-ASSETS> 17,455,000
<CURRENT-LIABILITIES> 8,222,000
<BONDS> 0
0
0
<COMMON> 5,000
<OTHER-SE> 7,738,000
<TOTAL-LIABILITY-AND-EQUITY> 17,455,000
<SALES> 40,446,000
<TOTAL-REVENUES> 40,446,000
<CGS> 31,598,000
<TOTAL-COSTS> 37,603,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 219,000
<INCOME-PRETAX> 2,681,000
<INCOME-TAX> 1,215,000
<INCOME-CONTINUING> 2,843,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,466,000
<EPS-BASIC> .32
<EPS-DILUTED> .30
</TABLE>
