-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, H4blc3GNlZs2YA4adeMVO5ZXCm/9kf66eCGHsHyqLUkarX2Cezs5Bu7l0p9nLgne hE5P2AEUvYYYXxpnooRVEg== 0001007507-99-000020.txt : 19990630 0001007507-99-000020.hdr.sgml : 19990630 ACCESSION NUMBER: 0001007507-99-000020 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MORRISON HEALTH CARE INC CENTRAL INDEX KEY: 0001007507 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 631155966 STATE OF INCORPORATION: GA FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-14194 FILM NUMBER: 99654368 BUSINESS ADDRESS: STREET 1: 1955 LAKE PARK DR SE STREET 2: STE 400 CITY: SMYRNA STATE: GA ZIP: 30080-8855 BUSINESS PHONE: 7704373300 MAIL ADDRESS: STREET 1: 1955 LAKE PARK DR SE STREET 2: STE 400 CITY: SMYRNA STATE: GA ZIP: 30080-8855 11-K 1 FORM 11-K 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 effective October 7, 1996] For the fiscal year ended December 31, 1998. OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 [No fee required] For the transition report period from ___________________ to _______________________. Commission File number 1-14194 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: MORRISON HEALTH CARE, INC. SALARY DEFERRAL PLAN B. Name of issuer of the securities held pursuant to the Plan and address of its principal executive office: Morrison Health Care, Inc. 1955 Lake Park Drive Suite 400 Smyrna, GA 30080 Exhibit index appears on page 2. EXHIBIT INDEX Exhibit Number Description _______ __________________________________________________________ 13 Annual report to Security-Holders 23 Consent of Independent Auditors SIGNATURES Morrison Health Care, Inc. Salary Deferral Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the Compensation Committee of the Morrison Health Care, Inc. Salary Deferral Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Morrison Health Care, Inc. Salary Deferral Plan -------------------------- (Name of Plan) Date: June 24, 1999 /s/ Claire L. Arnold --------------- -------------------------------------- Claire L. Arnold Director; Chairman, Compensation Committee EX-13 2 ANNUAL REPORT TO SECURITY HOLDERS EXHIBIT 13 Audited Financial Statements and Supplemental Schedules Morrison Health Care, Inc., Salary Deferral Plan Year ended December 31, 1998 and as of December 31, 1997 with Report of Independent Auditors Morrison Health Care, Inc., Salary Deferral Plan Audited Financial Statements and Supplemental Schedules Year ended December 31, 1998 and as of December 31, 1997 Contents Report of Independent Auditors................................................1 Audited Financial Statements Statements of Net Assets Available for Benefits...............................2 Statement of Changes in Net Assets Available for Benefits.....................3 Notes to Financial Statements.................................................4 Supplemental Schedules Line 27a - Schedule of Assets Held for Investment Purposes...................13 Line 27d - Schedule of Reportable Transactions...............................14 Report of Independent Auditors Plan Administrator Morrison Health Care, Inc., Salary Deferral Plan We have audited the accompanying statements of net assets available for benefits of the Morrison Health Care, Inc. Salary Deferral Plan (the "Plan") as of December 31, 1998 and 1997, and the related statement of changes in net assets available for benefits for the year ended December 31, 1998. 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 generally accepted auditing standards. 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, 1998 and 1997, and the changes in its net assets available for benefits for the year ended December 31, 1998, in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment purposes as of December 31, 1998 and reportable transactions for the year then ended, are presented for purpose of additional analysis and are not a required part of the financial statements but are 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. These supplemental schedules are the responsibility of the Plan's management. The supplemental schedules have been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, are fairly stated in all material respects in relation to the financial statements taken as a whole. /s/ Ernst & Young LLP -------------------------- Atlanta, Georgia May 14, 1999 Morrison Health Care, Inc., Salary Deferral Plan Statements of Net Assets Available for Benefits
December 31 1998 1997 ------------------------- Assets Investments, at fair value (Note 3): Morrison Health Care, Inc. common stock..............$ 3,846,539 $ 3,375,152 Unallocated ESOP shares of Morrison Health Care, Inc. common stock............................. 4,047,146 4,755,749 Merrill Lynch Retirement Preservation Trust.......... 922,695 962,034 Merrill Lynch Federal Securities Fund................ 3,575,934 3,639,393 Merrill Lynch Growth Fund............................ 926,482 1,188,469 AIM Equity Constellation Fund........................ 1,585,769 1,197,400 Merrill Lynch Equity Index Trust Fund................ 2,418,598 1,332,430 Templeton Foreign Fund............................... 989,915 1,198,806 Money market fund.................................... 75,986 77,482 Investments, at contract value (Note 6): New York Life Insurance Company Guaranteed Investment Contracts............................... 1,066,568 994,934 Protective Life Insurance Company Guaranteed Investment Contract................................ - 328,134 Transamerica Occidental Life Insurance Company Guaranteed Investment Contract..................... 499,865 466,815 ------------------------- Total investments...................................... 19,955,497 19,516,798 Contributions receivable: Participants........................................ 164,215 130,114 Employer (unallocated).............................. 46,328 39,040 ------------------------- 210,543 169,154 Dividends and interest receivable...................... 4,297 - ------------------------- Total Assets........................................... 20,170,337 19,685,952 Liabilities Accrued Liabilities.................................... 13,371 - ESOP note payable (Note 7)............................. 3,015,365 3,433,246 ------------------------- Total Liabilities...................................... 3,028,736 3,433,246 ------------------------- Net assets available for benefits......................$17,141,601 $16,252,706 =========================
See accompanying notes. Morrison Health Care, Inc., Salary Deferral Plan Statement of Changes in Net Assets Available for Benefits Year ended December 31, 1998
Allocated Unallocated Total ----------------------------------------------- Additions to net assets attributable to: Interest and dividend income.................. $ 638,929 $ 113,324 $ 752,253 Contributions: Participants................................ 1,773,714 - 1,773,714 Employer.................................... - 415,418 415,418 ----------------------------------------------- 1,773,714 415,418 2,189,132 ----------------------------------------------- Total additions................................. 2,412,643 528,742 2,941,385 Deductions from net assets attributable to: Distributions to participants................. 1,665,440 - 1,665,440 Administrative expenses....................... 13,386 - 13,386 ESOP interest expense......................... - 222,092 222,092 ----------------------------------------------- Total deductions................................ 1,678,826 222,092 1,900,918 Net realized and unrealized depreciation in fair value of investments..................... (50,631) (100,941) (151,572) Allocation of 25,473 shares of Morrison Health Care, Inc. common stock, at market..... 450,103 (450,103) - ----------------------------------------------- Net increase (decrease) in net assets available for benefits........................ 1,133,289 (244,394) 888,895 Net assets available for benefits: Beginning of year............................. 14,930,203 1,322,503 16,252,706 ----------------------------------------------- End of year................................... $16,063,492 $1,078,109 $17,141,601 ===============================================
See accompanying notes. Morrison Health Care, Inc., Salary Deferral Plan Notes to Financial Statements December 31, 1998 1. Description of the Plan The Morrison Health Care, Inc. Salary Deferral Plan (the "Plan") is a defined contribution plan and is sponsored by Morrison Health Care, Inc. (the "Company"). The Plan, which covers all employees of the Company who have attained the age of 21, is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). The following description of the Plan provides only general information. Participants should refer to the Summary Plan Description for a more complete description of the Plan's provisions. General The Plan was established on March 7, 1996 as a result of the Company's spin-off from Morrison Restaurants Inc. (now named Ruby Tuesday, Inc.) to provide additional incentive and retirement security for eligible employees of the Company. In connection with the establishment of the Plan, assets totalling approximately $10,545,000 were transferred from the Morrison Restaurants Inc. Salary Deferral Plan. Effective February 28, 1997, a component of the Plan operates a leveraged employee stock ownership plan ("ESOP") and is designed to comply with section 4975(e)(7) and the related regulations thereunder of the Internal Revenue Code of 1986, as amended ("the Code"). Effective October 1, 1997, the Plan changed custodian and recordkeeper from AmSouth Bank of Alabama to Merrill Lynch, Pierce, Fenner & Smith Incorporated, as recordkeeper, and Merrill Lynch Trust Company, as trustee. Contributions Under the Plan, participants may contribute on a tax deferred basis amounts ranging from 2% to 10% of their compensation subject to certain limitations of the Code. Participants contributing a tax-deferred contribution of at least 2% may elect to make after-tax contributions up to 10% of their annual earnings. Morrison Health Care, Inc., Salary Deferral Plan Notes to Financial Statements (continued) 1. Description of the Plan (continued) Contributions (continued) The Company matches 20% of contributions from participants with three to nine years of service, 30% of contributions from participants with ten to nineteen years of service and 40% of contributions from participants with twenty or more years of service. Matching contributions are made to the fund and are invested entirely in Company stock. All contributions are remitted to the Plan monthly. Participant Accounts Each participant's account is credited, as appropriate, with the participant's contribution, the Company's matching contributions and allocations of investment earnings and losses. Investment results are allocated to participant's accounts based upon relative balances of the individual accounts on the valuation date as defined by the Plan. Vesting Participants are immediately vested in the value of their contributions, employer matching contributions, plus actual earnings thereon. Distributions to Participants Upon his or her retirement, termination, death or disability, as defined by the Plan, a participant or his /her beneficiary may elect to receive a lump sum distribution. Plan Termination Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination (or permanent discontinuance of contributions to the Plan), the Plan's assets are distributable to the participants or their beneficiaries based on the respective values of their accounts. Morrison Health Care, Inc., Salary Deferral Plan Notes to Financial Statements (continued) 1. Description of the Plan (continued) Administrative Costs The Company pays any administrative costs of the Plan not paid from Plan assets. Withdrawals As of December 31, 1998, $42,857 of withdrawals to be paid to participants is included in net assets available for benefits. 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying financial statements of the Plan are presented on the accrual basis of accounting. Valuation of Investments Investments in mutual funds are stated at fair value based on quoted redemption values on the last business day of the plan year. Morrison Health Care, Inc. common stock is traded on the New York Stock Exchange and is valued at the closing sales price on the last business day of the plan year. Fair values for investments in collective trust funds are valued by the trustee based upon the quoted market values of the underlying investments on the last business day of the plan year. Guaranteed investment contracts held in the Stable Value Fund are fully benefit responsive and are valued at contract value in accordance with AICPA's Statement of Position 94-4, "Reporting of Investment Contracts Held by Health and Welfare Benefit Plans and Defined-Contribution Pension Plans" (SOP 94-4). Contract value represents the contributions of employer and participants plus interest, less withdrawals. Morrison Health Care, Inc., Salary Deferral Plan Notes to Financial Statements (continued) 2. Summary of Significant Accounting Policies (continued) Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates. Reclassification Certain amounts in the prior year have been reclassified for the purpose of conforming with the current year's financial statement presentation. 3. Investments The Plan's investments are held in a trust fund administered by the Plan's trustee, except for the guaranteed investment contracts with insurance companies (see Note 6) and the investments in mutual funds, which are held by the funds themselves. Participants have the option of allocating their individual accounts between various separate investment funds maintained by the trustee of the Plan. Participants may change their investment options at any time. 4. Income Tax Status The Plan has received a determination letter from the Internal Revenue Service dated December 19, 1997, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the "Code") and, therefore, the related trust is exempt from taxation. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan Administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax exempt. Morrison Health Care, Inc., Salary Deferral Plan Notes to Financial Statements (continued) 5. Transactions with Parties-in-Interest The Plan held 414,106 shares of Morrison Health Care, Inc. common stock valued at $7,893,685 at December 31, 1998. During 1998, the Plan received $218,317 in dividends on Morrison Health Care, Inc. common stock. Certain Plan investments are units of participation in collective trust funds maintained by the trustee. 6. Guaranteed Investments Contracts At December 31, 1998 and 1997, the Plan had guaranteed investment contracts with several insurance companies. The fair values of the guaranteed investment contracts are approximated by contract values based on current interest rates. Deposits made under these contracts earn interest at guaranteed rates as follows: December 31 1998 1997 --------------------------------------- Crediting Crediting Company Interest Rate Interest Rate - -------------------------------------------------------------------------------- New York Life Insurance Company #GA30795002 7.2% 7.2% #GM30795001 7.2% 7.2% Transamerica Occidental Life Insurance Company #51471 7.0% 7.0% Protective Life Insurance Company #GA109202 - 7.6% The average yield of each of the foregoing contracts does not differ materially from the crediting interest rate. Morrison Health Care, Inc., Salary Deferral Plan Notes to Financial Statements (continued) 7. ESOP Fund and Note Payable On February 28, 1997 and in connection with a private letter ruling from the IRS concerning the tax-free reorganization of Morrison Restaurants Inc., the Plan, in conjunction with the Company, created an employee stock ownership feature for the Plan, which is herein referred to as the "ESOP". In connection with the ESOP's formation, the Company issued 254,502 shares of its common stock with a fair market value of $14.125 per share to the Plan in exchange for a 10-year note with a principal amount of $3,594,841 executed by the Plan's trustee. These shares, together with those already held by the Plan, increased the Plan's level of ownership to 3%. The note bears interest at 5.47% and provides for scheduled principal payments totaling $467,520 in each of the next ten years. The Plan uses employer matching contributions and dividends received to make loan payments. As the Plan repays the loan, shares are released from the unallocated ESOP account and are allocated to the participant's stock fund account based on a ratio of principal paid to the total remaining loan balance prior to the payment. The loan is collateralized by the unallocated shares of the Company's stock. Accordingly, the financial statements of the Plan for 1998 and 1997 present separately the assets and liabilities and changes therein pertaining to shares of Company stock allocated to participant accounts and the shares of Company stock that are unallocated. Although participants do not have any investment discretion regarding the ESOP Fund portions of their account balances, each participant is entitled to exercise voting rights attributable to shares on Company stock allocated to his/her account and is notified before such rights are to be exercised. The trustee votes any unallocated shares and any allocated shares for which it does not receive voting directions. 8. Year 2000 Issue (Unaudited) The Plan Sponsor has determined that it will be necessary to take certain steps in order to ensure that the Plan's information systems are prepared to handle year 2000 dates. The Plan Sponsor is taking a two phase approach. The first phase addresses internal systems that must be modified or replaced to function properly. Both internal and external resources are being utilized to replace or modify existing software applications, and test the software and equipment for the year 2000 modifications. The Plan Sponsor Morrison Health Care, Inc., Salary Deferral Plan Notes to Financial Statements (continued) 8. Year 2000 Issue (Unaudited) (continued) anticipates substantially completing this phase of the project by mid 1999. Costs associated with modifying software and equipment are not estimated to be significant and will be paid by the Plan Sponsor. For the second phase of the project, Plan management established formal communications with its third party service providers to determine that they have developed plans to address their own year 2000 problems as they relate to the Plan's operations. All third party service providers have indicated that they will be year 2000 compliant during 1999. If modification of data processing systems of either the Plan, the Plan Sponsor, or its service providers are not completed timely, the year 2000 problem could have a material impact on the operations of the Plan. Plan management has not developed a contingency plan, because they are confident that all systems will be year 2000 ready. 9. Differences Between Financial Statements and Form 5500 The following is a reconciliation of net assets available for benefits per the financial statements to those per the Form 5500 as of December 31: 1998 1997 ------------------------------ Net assets available for benefits per the financial statements............................ $17,141,601 $16,252,706 Benefits payable to participants.................. (42,857) - ------------------------------ Net assets available for benefits per the Form 5500....................................... $17,098,744 $16,252,706 ============================== The following is a reconciliation of benefits paid to participants per the financial statements to those per the Form 5500: Year ended December 31, 1998 ---------------- Benefits paid to participants per the financial statements.... $1,665,440 Benefits payable to participants at December 31, 1998......... 42,857 ---------------- Benefits paid to participants per the Form 5500............... $1,708,297 ================ Morrison Health Care, Inc., Salary Deferral Plan Notes to Financial Statements (continued) 10. Investment Programs Changes in net assets available for benefits for the year ended December 31, 1998 were allocated to the separate investment programs as follows:
Merrill Merrill Lynch Lynch AIM Equity Equity Index Templeton Growth Constellation Trust Foreign Fund Fund Fund Fund ---------------------------------------------------------- Additions to net assets attributed to: Interest and dividend income $ 18,411 $ 39,328 $ - $ 106,210 Contributions: Participants........................... 216,261 225,865 338,925 186,349 Employer............................... - - - - ---------------------------------------------------------- Total additions 234,672 265,193 338,925 292,559 Deductions from net assets attributed to: Distributions to participants............ 164,980 189,910 224,752 183,993 Administrative expenses.................. 1,578 2,419 3,564 1,629 Fund transfers, net...................... 34,442 (115,668) (527,125) 176,918 ESOP loan interest expense............... - - - - ---------------------------------------------------------- Total deductions........................... 201,000 76,661 (298,809) 362,540 ---------------------------------------------------------- Net realized and unrealized appreciation/(depreciation) in fair value of investments..................... (288,987) 205,014 460,526 (141,534) ---------------------------------------------------------- Net increases /(decreases)................. (255,315) 393,546 1,098,260 (211,515) Net assets available for benefits at beginning of year..................... 1,204,461 1,213,566 1,349,021 1,215,519 ---------------------------------------------------------- Net assets available for benefits at end of year........................... $ 949,146 $1,607,112 $2,447,281 $1,004,004 ==========================================================
Morrison Health Care, Inc., Salary Deferral Plan Notes to Financial Statements (continued) 10. Investment Programs (continued)
Merrill Lynch Stable Federal Money Value Securities Market Stock Fund Fund Fund Fund Total ----------------------------------------------------------------------- Additions to net assets attributed to: Interest and dividend income............ $ 153,141 $ 212,549 $ 4,297 $ 218,317 $ 752,253 Contributions: Participants.......................... 141,139 358,198 192 306,785 1,773,714 Employer.............................. - - - 415,418 415,418 ----------------------------------------------------------------------- Total additions........................... 294,280 570,747 4,489 940,520 2,941,385 Deductions from net assets attributed to: Distributions to participants........... 325,156 410,983 2,801 162,865 1,665,440 Administrative expenses................. 4,086 5,463 (10,051) 4,698 13,386 Fund transfers, net................... 224,214 233,544 8,995 (35,320) - ESOP loan interest expense............ - - - 222,092 222,092 ----------------------------------------------------------------------- Total deductions.......................... 553,456 649,990 1,745 354,335 1,900,918 ----------------------------------------------------------------------- Net realized and unrealized appreciation/(depreciation) in fair value of investments............... - 12,855 - (399,446) (151,572) ----------------------------------------------------------------------- Net increases /(decreases)................ (259,176) (66,388) 2,744 186,739 888,895 Net assets available for benefits at beginning of year.................... 2,757,276 3,671,196 77,482 4,764,185 16,252,706 ----------------------------------------------------------------------- Net assets available for benefits at end of year......................... $2,498,100 $3,604,808 $ 80,226 $4,950,924 $17,141,601 =======================================================================
Supplemental Schedules Morrison Health Care, Inc., Salary Deferral Plan EIN: 63-1155966 Plan No.: 001 Line 27a - Schedule of Assets Held For Investment Purposes December 31, 1998
Identity of Issue, Borrower, Description of Current Lessor or Similar Party Investments Cost Value - ---------------------------------------------------------------------------------------------- * Morrison Health Care, Inc. 414,106 shares of common stock......................... $ 6,539,796 $ 7,893,685 * Merrill Lynch & Co., Inc. 922,695 units Retirement Preservation Trust............ 922,695 922,695 * Merrill Lynch & Co., Inc. 365,264 units Federal Securities Fund............... 3,556,824 3,575,934 * Merrill Lynch & Co., Inc. 43,072 units Growth Fund........ 1,335,934 926,482 AIM Management Group, Inc. 51,958 units AIM Equity Constellation Fund............ 1,551,910 1,585,769 * Merrill Lynch & Co., Inc. 28,820 units Equity Index Trust Fund.................... 1,965,619 2,418,598 Franklin Templeton Group 117,987 units Templeton Foreign Fund.................. 1,308,534 989,915 New York Life Insurance Company Guaranteed investment contract #GA30795002; matures 9/2/99; 7.2%.......... 528,713 528,713 New York Life Insurance Company Guaranteed investment contract #GM30795001; matures 5/4/99; 7.2%.......... 537,855 537,855 Transamerica Occidental Life Guaranteed investment Insurance Company contract #51471; matures 3/27/2000; 7.0%............... 499,865 499,865 * Merrill Lynch & Co., Inc. Money market fund; variable rate.......................... 75,986 75,986 ---------------------------- Total Investments................................................. $18,823,731 $19,955,497 ============================ * Indicates a party-in-interest to the Plan.
Morrison Health Care, Inc., Salary Deferral Plan EIN: 63-1155966 Plan No.: 001 Line 27d - Schedule of Reportable Transactions Year ended December 31, 1998
Current Value of Asset on Net Identity of Purchase Selling Cost of Transaction Gain Party Involved Description of Assets Price Price Asset Date (Loss) - ----------------------------------------------------------------------------------------------------------------------------------- Category (iii) - Series of securities transactions in excess of 5% of plan assets. Merrill Lynch & Co. Inc. Equity Index Trust Fund $ 919,963 $ - $ 919,963 $ 919,963 $ - Merrill Lynch & Co. Inc. Equity Index Trust Fund - 294,321 262,182 294,321 32,139 Merrill Lynch & Co. Inc. Federal Securities Fund 649,097 - 649,097 649,097 - Merrill Lynch & Co. Inc. Federal Securities Fund - 725,411 724,089 725,411 1,322 Morrison Health Care, Inc. Common stock 1,065,106 - 1,065,106 1,065,106 - Morrison Health Care, Inc. Common stock - 902,876 750,462 902,876 152,414 There were no category (i), (ii) or (iv) transactions during the year ended December 31, 1998. Note: Lease rental and expense incurred with transaction are not applicable.
EX-23 3 CONSENT OF ERNST & YOUNG LLP Exhibit 23 Consent of Independent Auditors We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-2098) pertaining to the Morrison Health Care, Inc. Salary Deferral Plan of our report dated May 14, 1999, with respect to the financial statements and supplemental schedules of the Morrison Health Care, Inc. Salary Deferral Plan included in this Annual Report (Form 11-K) for the year ended December 31, 1998. /s/ Ernst & Young LLP -------------------------- Atlanta, Georgia June 23, 1999 -----END PRIVACY-ENHANCED MESSAGE-----