-----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, GlPY2gW755oRlQp7ZbKH5fM/6VD7uEOtEUH0EOluvOwC4eeelt5qx+N+/C1sEW/e rmIfneK+V2GX4JhWB2bNeQ== 0000914317-96-000177.txt : 19960701 0000914317-96-000177.hdr.sgml : 19960701 ACCESSION NUMBER: 0000914317-96-000177 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960628 FILED AS OF DATE: 19960628 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMPUTER HORIZONS CORP CENTRAL INDEX KEY: 0000023019 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 132638902 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-07282 FILM NUMBER: 96588761 BUSINESS ADDRESS: STREET 1: 49 OLD BLOOMFIELD AVENUE CITY: MOUNTAIN LAKES STATE: NJ ZIP: 07046-1495 BUSINESS PHONE: 2014027400 MAIL ADDRESS: STREET 1: 49 0LD BLOOMFIELD AVE CITY: MOUNTAIN LAKES STATE: NJ ZIP: 07046-1495 11-K 1 COMPUTER HORIZONS ESOP 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 (FEE REQUIRED) for the fiscal year ended December 31, 1995, or [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) for the transition period from _________________ to __________________ Commission file number . . . . . . . . . . . . . . . . . . . . . . . . . .0-7282 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Computer Horizons Corp. Employee Savings Plan B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Computer Horizons Corp. 49 Old Bloomfield Avenue Mountain Lakes, New Jersey 07046-1495 FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS COMPUTER HORIZONS CORP. EMPLOYEE SAVINGS PLAN December 31, 1995 and 1994 C O N T E N T S Report of Independent Certified Public Accountants Financial Statements Statements of Net Assets Available for Plan Benefits Statements of Changes in Net Assets Available for Plan Benefits Notes to Financial Statements Supplemental Schedules Item 27a - Schedules of Assets Held for Investment Purposes Item 27d - Schedules of Reportable Transactions REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS Board of Trustees Computer Horizons Corp. Employee Savings Plan We have audited the accompanying statements of net assets available for benefits of Computer Horizons Corp. Employee Savings Plan (the "Plan") as of December 31, 1995 and 1994, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with 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 plan benefits of the Plan as of December 31, 1995 and 1994 and changes in net assets available for plan benefits for the years then ended, in conformity with generally accepted accounting principles. Our audits of the Plan's financial statements as of and for the years ended December 31, 1995 and 1994, were made for the purpose of forming an opinion on the financial statements taken as a whole. The schedules of reportable transactions and schedules of investments are presented for the purpose of additional analysis and are not a required part of the basic 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. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements for the years ended December 31, 1995 and 1994 and, in our opinion, are fairly stated, in all material respects, in relation to the basic financial statements taken as a whole. The Schedule of Assets Held for Investment Purposes and the Schedule of Reportable Transactions that accompany the Plan's financial statements do not disclose the historical cost of plan assets held by the Plan's Custodians, as such costs are not provided by the Custodians. Disclosure of this information is required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. Parsippany, New Jersey June 24, 1996 Computer Horizons Corp. Employee Savings Plan STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31, 1995 1994 ----------- ----------- ASSETS Investments (Notes B, C, E and F) Guaranteed Fund ............................. $ 4,452,121 $ 4,094,806 Mutual Stock Funds .......................... 7,912,396 5,113,692 ----------- ----------- 12,364,517 9,208,498 Contributions receivable (Note A) Employee .................................... 99,449 28,285 Employer .................................... 11,166 2,797 Loans receivable (Note A) ...................... 330,631 238,035 Other, net ..................................... 28,293 ----------- ----------- Net assets available for plan benefits $12,834,056 $ 9,477,615 =========== ===========
The accompanying notes are an integral part of these statements. Computer Horizons Corp. Employee Savings Plan STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
Year ended December 31, 1995 1994 ----------- ----------- Additions Employees' contributions (Note A) ............ $ 2,452,165 $ 1,969,506 Employer's contributions (Note A) ............ 258,395 209,786 Interest income .............................. 757,519 527,746 Net investment income and realized and unrealized appreciation in market value of investments (Notes C and E) ............ 1,359,996 ----------- ----------- 4,828,075 2,707,038 ----------- ----------- Deductions Participants' withdrawals (Note A) ........... 1,448,355 1,482,987 Expenses (Note A) ............................ 23,279 31,300 Unrealized depreciation in market value of investments (Notes C and E) ............ 341,655 ----------- ----------- 1,471,634 1,855,942 ----------- ----------- NET INCREASE ....................... 3,356,441 851,096 Net assets available for plan benefits Beginning of year ............................ 9,477,615 8,626,519 ----------- ----------- End of year .................................. $12,834,056 $ 9,477,615 =========== ===========
The accompanying notes are an integral part of these statements. Computer Horizons Corp. Employee Savings Plan NOTES TO FINANCIAL STATEMENTS December 31, 1995 and 1994 NOTE A - DESCRIPTION OF THE PLAN The following description of Computer Horizons Corp. Employee Savings Plan (the "Plan") provides only general information. Participants should refer to the Plan Agreement for a more complete description of the Plan's provisions. General The Plan is a defined contribution employee profit-sharing plan, covering all eligible employees. The Plan was established effective April 1, 1983, and amended as of January 1, 1984 and May 31, 1989, to be a qualified profit sharing plan under Internal Revenue Code Section 401(a), with a qualified cash or deferred arrangement under Internal Revenue Code Section 401(k). The Plan was further amended and restated effective January 1, 1990 to comply with the requirements of the Tax Reform Act of 1986 and all applicable Federal laws subsequently enacted and relating thereto. A favorable determination letter dated September 1995 was received from the Internal Revenue Service. Contributions Participants may elect to make pretax contributions in accordance with the provisions of the Plan. The Plan's sponsor, Computer Horizons Corp. (the "Company"), matches participants' pretax contributions in accordance with the provisions of the January 1, 1990 Plan Agreement. Participant Accounts and Vesting Separate accounts are maintained for each participant's contributions and earnings thereon. The participant may direct that the account be invested in one or more Funds permitted by the Plan (Note C). Upon termination of employment, a participant is entitled to 100% of the value of his Salary Deferral account balance (pretax contributions of three to fifteen percent of compensation not to exceed maximum as specified in agreement), Voluntary Post Tax account balance (post-tax contributions of one to ten percent of compensation) and Rollover Account balance (participants' qualifying rollover distributions), plus a specified percentage of their Employer Matching account balance (participants' share of employer matching Computer Horizons Corp. Employee Savings Plan NOTES TO FINANCIAL STATEMENTS (continued) December 31, 1995 and 1994 NOTE A (continued) contributions) based upon the vesting provisions of the Plan (25% vested after three years of service, 50% vested after four years of service, 100% vested after five years of service). Forfeitures resulting from application of the vesting provisions are maintained separately by the Plan and are used to pay plan expenses or for Employer Matching Contributions. Withdrawals and Distributions Upon Termination of Employment Upon termination of employment for any reason, a participant's account balance or periodic payments thereof will be distributed to the participant or designated beneficiary, at their option. However, if the value of a participant's account is greater than $3,500, the participant's account will not be distributed before his normal retirement date without the written election of the participant. A participant may modify an election thereafter. Loans to Participants The Plan provides for loans to participants to a maximum of the lesser of (1) $50,000 or (2) 50% of the participant's account balance. The loans are payable over a maximum of five years unless the loan is used to acquire a principal residence, in which case the maximum term is fifteen years with interest as specified in the Plan. Termination Although it has not expressed any intent to do so, the Company reserves the right to terminate the Plan at any time. Termination of the Plan shall result in discontinuance of all future Plan contributions and in full and immediate vesting for each participant of the entire amount standing to their credit; there shall not be any forfeitures with respect to any participant for any reason. Administrative Expense All administrative expenses, in excess of those fees charged by the Plan's Custodian, are borne by the Company. Computer Horizons Corp. Employee Savings Plan NOTES TO FINANCIAL STATEMENTS (continued) December 31, 1995 and 1994 NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The financial statements of the Plan have been prepared on the accrual basis of accounting in accordance with generally accepted accounting principles as applied to profit sharing plans and in accordance with the terms of the trust agreement. The assets of the Plan are valued at quoted market value, except for the Guaranteed Fund which is valued at contract value, which approximates fair value. The Plan is subject to certain provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). NOTE C - INVESTMENT OF FUNDS All contributions are remitted to Merrill Lynch and invested, at the election of the participant, in one or a combination of funds. The funds available to participants from Merrill Lynch are the Guaranteed Fund and various mutual stock funds. The following is a brief description of the funds available. Guaranteed Fund Contributions to the Guaranteed Fund are invested primarily under guaranteed investment contracts or contracts with one or more insurance companies guaranteeing an annual effective interest rate for specified periods. The guaranteed investment contracts are included in the financial statements at contract value, which approximates fair value, as reported to the Plan by the insurance companies. The amounts remitted to insurance companies for guaranteed income contracts become the assets of those companies, which, in turn, assume an obligation to fulfill the contract terms. The ultimate ability to repay principal and interest is dependent upon the financial stability of the insurance companies. Guaranteed investment contracts at December 31 consist of the following:
1995 1994 ---------- ---------- ITT Hartford Life Insurance Company .... $3,405,614 The Travelers Insurance Company ........ 1,046,507 $3,234,632 UNUM Life Insurance Company ............ 860,174 ---------- ---------- $4,452,121 $4,094,806 ========== ==========
Computer Horizons Corp. Employee Savings Plan NOTES TO FINANCIAL STATEMENTS (continued) December 31, 1995 and 1994 NOTE C (continued) Mutual Stock Funds Investments in securities are valued at quoted market value and at December 31 consist of the following:
1995 1994 ---------- ---------- Fidelity Magellan Fund ................. $4,221,618 $2,827,936 20th Century Growth Investors Fund ..... 1,140,157 802,822 Vanguard Index Trust 500 Portfolio ..... 1,316,117 699,953 Vanguard Wellington Fund ............... 1,234,504 782,981 ---------- ---------- $7,912,396 $5,113,692 ========== ==========
Company Stock Fund Effective January 1, 1996, participants may invest new contributions in the Company Stock Fund, which will invest in the common stock of the Plan Sponsor, Computer Horizons Corp. Merrill Lynch, as an independent agent, will invest in the Company shares that will be obtained by Merrill Lynch directly from the Company out of its authorized but unissued shares of common stock, out of its treasury shares, or on the open market. NOTE D - TAX STATUS OF PLAN The Plan is qualified under Section 401(a) of the Internal Revenue Code and, accordingly, the earnings of the Plan are exempt from Federal income taxation. The participants' contributions and shares of the earnings of the Plan are not taxable to them until withdrawn from the Plan. NOTE E - INVESTMENTS IN SECURITIES During 1995 and 1994, the Plan's investments in mutual stock funds (including investments bought, sold, and held during the year) appreciated (depreciated) in value by $1,359,996 and $(341,655), respectively. Information relating to investment income is not maintained by the Custodian; accordingly, investment income is included with the realized and unrealized appreciation in market value of investments. Computer Horizons Corp. Employee Savings Plan NOTES TO FINANCIAL STATEMENTS (continued) December 31, 1995 and 1994 NOTE F - PLAN ACTIVITY The following is a summary of plan activity by fund which includes an allocation of contributions receivable and loans receivable:
Year ended December 31, 1995 ---------------------------------------------------------------------------- Mutual Stock Funds ------------------------------------------------------------ 20th Century Growth Fidelity Vanguard Vanguard Guaranteed Investors Magellan Index Wellington Fund Fund Fund Fund Fund ------------ ------------ ------------ ------------ ------------ Net assets available for plan benefits at beginning of year ......... $ 4,255,222 $ 821,156 $ 2,907,146 $ 704,660 $ 789,431 ------------ ------------ ------------ ------------ ------------ Additions Employees' contributions .............. 923,515 276,577 702,215 263,738 264,688 Employer's contributions .............. 84,204 31,695 82,991 28,693 30,812 Interest income ....................... 276,873 156,274 238,543 27,559 58,270 Unrealized appreciation in market value of investments ..................... 9,995 851,046 266,704 221,027 ------------ ------------ ------------ ------------ ------------ 1,284,592 474,541 1,874,795 586,694 574,797 ------------ ------------ ------------ ------------ ------------ Deductions Participants' withdrawals ............. (786,633) (91,311) (381,793) (88,897) (99,721) Expenses/adjustments .................. (8,927) (2,262) (3,417) (2,079) (2,231) Transfers ............................. (74,509) (24,701) (30,806) 134,557 (4,541) ------------ ------------ ------------ ------------ ------------ (870,069) (118,274) (416,016) 43,581 (106,493) ------------ ------------ ------------ ------------ ------------ Net assets available for plan benefits at end of year ............... $ 4,669,745 $ 1,177,423 $ 4,365,925 $ 1,334,935 $ 1,257,735 ============ ============ ============ ============ ============ Investments ............................... $ 4,452,121 $ 1,140,157 $ 4,221,618 $ 1,316,117 $ 1,234,504 Contribution receivable ................... 34,363 14,269 35,543 12,766 13,674 Loans receivable .......................... 183,261 22,997 108,764 6,052 9,557 ------------ ------------ ------------ ------------ ------------ $ 4,669,745 $ 1,177,423 $ 4,365,925 $ 1,334,935 $ 1,257,735 ============ ============ ============ ============ ============ Year ended December 31, 1995 ---------------------------- Mutual Stock Funds ------------------ Total Other, fund net balance ------------ ------------ Net assets available for plan benefits at beginning of year ......... $ 9,477,615 ------------ Additions Employees' contributions .............. $ 21,432 2,452,165 Employer's contributions .............. 258,395 Interest income ....................... 757,519 Unrealized appreciation in market value of investments ..................... 11,224 1,359,996 ------------ ------------ 32,656 4,828,075 ------------ ------------ Deductions Participants' withdrawals ............. (1,448,355) Expenses/adjustments .................. (4,363) (23,279) Transfers ............................. ------------ ------------ (4,363) (1,471,634) ------------ ------------ Net assets available for plan benefits at end of year ............... $ 28,293 $ 12,834,056 ============ ============ Investments ............................... $ 28,293 $ 12,392,810 Contribution receivable ................... 110,615 Loans receivable .......................... 330,631 ------------ ------------ $ 28,293 $ 12,834,056 ============ ============
Computer Horizons Corp. Employee Savings Plan NOTES TO FINANCIAL STATEMENTS (continued) December 31, 1995 and 1994 NOTE F (continued) The following is a summary of plan activity by fund which includes an allocation of contributions receivable and loans receivable:
Year ended December 31, 1994 -------------------------------------------------------------------------------------- Mutual Stock Funds -------------------------------------------------------- 20th Century Growth Fidelity Vanguard Vanguard Total Guaranteed Investors Magellan Index Wellington fund Fund Fund Fund Fund Fund balance ----------- ----------- ----------- ----------- ----------- ----------- Net assets available for plan benefits at beginning of year ......... $ 4,186,219 $ 688,002 $ 2,510,460 $ 599,593 $ 642,245 $ 8,626,519 ----------- ----------- ----------- ----------- ----------- ----------- Additions Employees' contributions .............. 680,698 249,754 633,920 178,711 226,423 1,969,506 Employer's contributions .............. 62,325 27,159 74,305 19,751 26,246 209,786 Interest income ....................... 249,361 120,839 103,431 20,957 33,158 527,746 ----------- ----------- ----------- ----------- ----------- ----------- 992,384 397,752 811,656 219,419 285,827 2,707,038 ----------- ----------- ----------- ----------- ----------- ----------- Deductions Participants' withdrawals ............. (605,660) (159,631) (476,077) (111,528) (130,091) (1,482,987) Expenses/adjustments .................. (22,275) (1,581) (4,838) (1,130) (1,476) (31,300) Unrealized depreciation in market value of investments ..................... (133,116) (158,901) (13,101) (36,537) (341,655) Transfers ............................. (295,446) 29,730 224,846 11,407 29,463 ----------- ----------- ----------- ----------- ----------- ----------- (923,381) (264,598) (414,970) (114,352) (138,641) (1,855,942) ----------- ----------- ----------- ----------- ----------- ----------- Net assets available for plan benefits at end of year ............... $ 4,255,222 $ 821,156 $ 2,907,146 $ 704,660 $ 789,431 $ 9,477,615 =========== =========== =========== =========== =========== =========== Investments ............................... $ 4,094,806 $ 802,822 $ 2,827,936 $ 699,953 $ 782,981 $ 9,208,498 Contribution receivable ................... 8,542 4,353 11,153 3,074 3,960 31,082 Loans receivable .......................... 151,874 13,981 68,057 1,633 2,490 238,035 ----------- ----------- ----------- ----------- ----------- ----------- $ 4,255,222 $ 821,156 $ 2,907,146 $ 704,660 $ 789,431 $ 9,477,615 =========== =========== =========== =========== =========== ===========
SUPPLEMENTAL SCHEDULES Computer Horizons Corp. Employee Savings Plan EIN: 13-2638902, Plan # 001 Item 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES December 31, 1995
(a) (b) Identity of issuer, borrower, (e) Current lessor or similar party (c) Description of investment (d) Cost value --------------------- ------------------------- ---- ------- Group Annuity Contracts, Provide a guaranteed interest at contract value rate for a specified period of time. The Travelers Insurance Co. 6.76% * $ 367,964 5.39% * 678,543 Hartford Life Insurance Company 7.79% * 3,405,614 --------- $4,452,121 ========== Mutual Funds Fidelity Magellan Fund, A growth mutual fund designed to provide * $4,221,618 49,100.01 shares more aggressive investors with long-term capital growth. Twentieth Century Growth An aggressive growth mutual fund designed to Investors Fund, provide long-term capital appreciation. * 1,140,157 58,801.92 shares Vanguard Index Trust - 500 An indexed growth and income mutual fund Portfolio, designed to match the investment performance 22,849.87 shares of the Standard & Poors 500 Composite Stock Price Index. * 1,316,117 Vanguard Wellington Fund, A balanced mutual fund designed to conserve 50,532.33 shares principal and provide reasonable income return and growth. * 1,234,504 $7,912,396 Participant loans receivable, with interest which ranges from 3.69% to 6.25% $ - $ 330,631 ===== ===========
* Cost information was not available, as this information is not maintained. Computer Horizons Corp. Employee Savings Plan EIN: 13-2638902, Plan # 001 Item 27d - SCHEDULE OF REPORTABLE TRANSACTIONS Year ended December 31, 1995
(a) Identity of party (b) Description Number of (c) Purchase Number (d) Selling involved of assets purchases price of sales price * ------------------- --------------- ----------- ----------- --------- --------- UNUM Life Insurance Guaranteed Annuity $2,874,326 Company Contract Hartford Insurance Guaranteed Annuity $3,682,075 Company Contract Twentieth Century Mutual Fund 537,463 Growth Investors Fund Vanguard Index Trust - Mutual Fund 472,714 500 Portfolio Fidelity Magellan Fund Mutual Fund 1,247,836 Fidelity Magellan Fund Mutual Fund 710,535 (h) Current value of asset (a) Identity of party (g) Cost of on trans- (i) Net gain involved asset action date or (loss) ------------------- ---------- ----------- --------- UNUM Life Insurance * $2,874,328 Company Hartford Insurance * 3,682,075 Company Twentieth Century * 537,463 Growth Investors Fund Vanguard Index Trust - * 472,714 500 Portfolio Fidelity Magellan Fund * 1,247,836 Fidelity Magellan Fund * 710,535 $152,828
* Cost information was not available, as this information is not maintained. Note: Columns (e) and (f), lease rental and expense incurred with transaction, respectively, are not applicable. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. Computer Horizons Corp. Employee Savings Plan Date: June 28, 1996 /s/ Bernhard Hubert ---------------------- By: Bernhard Hubert Title: Executive Vice President -----END PRIVACY-ENHANCED MESSAGE-----