-----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, RgmH6RZMvLQvsRtMdBakpd7dkx0LPorgVb8Q1u/xuqg7+WHUwZCu3jiZr16an+wK t0QwYDL8DPy6JYlUJlI3PA== 0001104659-05-007180.txt : 20050217 0001104659-05-007180.hdr.sgml : 20050217 20050217132624 ACCESSION NUMBER: 0001104659-05-007180 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050217 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050217 DATE AS OF CHANGE: 20050217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COMPUTER HORIZONS CORP CENTRAL INDEX KEY: 0000023019 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 132638902 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-07282 FILM NUMBER: 05623448 BUSINESS ADDRESS: STREET 1: 49 OLD BLOOMFIELD AVE CITY: MOUNTAIN LAKES STATE: NJ ZIP: 07046-1495 BUSINESS PHONE: 9732994000 MAIL ADDRESS: STREET 1: 49 0LD BLOOMFIELD AVE CITY: MOUNTAIN LAKES STATE: NJ ZIP: 07046-1495 8-K 1 a05-1691_118k.htm 8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

 

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): February 17, 2005

 

Computer Horizons Corp.

 (Exact name of registrant as specified in its charter)

 

New York

 

0-7282

 

13-2638902

(State or other jurisdiction

 

(Commission

 

IRS Employer

of incorporation or organization)

 

File Number)

 

Identification No.)

 

 

 

 

 

49 Old Bloomfield Avenue

 

 

Mountain Lakes, New Jersey

 

07046-1495

(Address of principal executive offices)

 

 

 

Registrant’s telephone number, including area code: (973) 299-4000

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o  Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



 

Item 2.02                                             Results of Operations and Financial Condition.

 

The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, nor be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

 

On February 17, 2005, Computer Horizons Corp. (the “Company”) issued a press release regarding the Company’s financial results for its fourth fiscal quarter and year ended December 31, 2004. The full text of the Company’s press release is attached hereto as Exhibit 99.1.

 

Item 9.01                                             Financial Statements and Exhibits.

 

(c)                                  Exhibits.

 

Exhibit Number

 

Description

 

 

 

99.1

 

Press Release of Computer Horizons Corp. dated February 17, 2005.

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Dated:  February 17, 2005

 

 

 

 

 

 

COMPUTER HORIZONS CORP.

 

 

 

 

 

By:

/s/ William J. Murphy

 

 

 

William J. Murphy

 

 

Chief Executive Officer

 

3


EX-99.1 2 a05-1691_11ex99d1.htm EX-99.1

Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

CONTACT:

Michael Shea, CFO

Lauren Felice

 

David Reingold, Senior Vice President, Marketing, IR

RF Binder Partners

 

Computer Horizons Corp.

(212) 994-7541

 

(973) 299-4000

lauren.felice@rfbinder.com

 

mshea@computerhorizons.com

 

 

dreingol@computerhorizons.com

 

 

COMPUTER HORIZONS REPORTS FOURTH QUARTER AND YEAR-END 2004
RESULTS

 

Realignment Initiatives, Including Goodwill Impairment Charge, Completed; Growth and
Profitability Expected For 2005; Top Line Growth Trend Continues

 

Mountain Lakes, NJ, February 17, 2005 - Computer Horizons Corp. (Nasdaq: CHRZ), a strategic solutions and professional services company, today announced its financial results for the fourth quarter and year ended December 31, 2004.

 

Executive Summary

 

William J. Murphy, president and chief executive officer of Computer Horizons, commented, “Revenues for the fourth quarter 2004 were in line with previously issued Company guidance.  Operating performance, excluding special charges, for the fourth quarter was outside previously issued company guidance by an additional $0.01 loss.  During the quarter, we experienced top line growth of 10 percent over the fourth quarter of 2003, continuing the revenue growth trend started in the second quarter of 2004.  Excluding special charges/credits, adjusted EBITDA remained positive for the year at $1.6 million, an improvement over last year.  In addition, for the full year 2004 we improved gross margins by 1.8 percent to 31.2 percent and cut our operating losses by approximately one-half.  Although we have not yet achieved our bottom-line objectives, we anticipate continued improvement towards our goal of returning CHC to its tradition of growth and profitability in 2005, and anticipate that our Chimes subsidiary will be a strong contributor.”

 

Realignment Initiatives and Goodwill Impairment

 

The Company reported that it completed its previously announced realignment initiatives during the fourth quarter, and as such, recognized a $2.9 million charge.  The Company’s business model has been realigned, effective January 1, 2005, around its three distinct segments of customers: Federal Government, Commercial and Vendor Management Services (Chimes), and

 



 

will report accordingly to conform to the new presentation of CHC business segments for the first quarter of 2005.   The Company has entered 2005 with a $5 million reduction in its annual costs, which will be predominantly reflected in CHC’s Commercial Business division and is designed to deliver improved operational performance.

 

In addition, as required by FAS 142, the Company reassessed the carrying value of goodwill associated with its Solutions Group as of December 31, 2004.  Based on an evaluation prepared by an independent appraisal firm, the Company determined that goodwill was impaired and recorded a non-cash charge of $20.3 million, related to the write-off of the Commercial Solutions goodwill.  The remaining goodwill of $27.6 million, as of December 31, 2004, is associated with CHC’s Federal Government practice and is not impaired.

 

Financial Highlights

 

CHC recorded consolidated revenues for the fourth quarter of 2004 of $67.6 million, a 10 percent increase over the fourth quarter of 2003 and a 3 percent decline on a sequential basis, due to seasonality in the fourth quarter.  The Company reported a net loss of approximately $24.3 million, or $(0.78) per share, for the fourth quarter of 2004, compared with a net loss of $2.2 million, or $(0.07) per share in the comparable period of 2003.  The net loss for the fourth quarter 2004 includes amortization of intangibles and special charges which approximate:

 

                  $20.3 million (net of tax), or $(0.65) per share related to goodwill impairment;

 

                  $1.8 million (net of tax), or ($0.06) per share, pertaining to restructuring and severance costs;

 

                  $583,000 (net of tax), or $(0.02) per share, related to a write-off of assets;

 

                  $378,000 (net of tax), or $(0.01) per share, pertaining to professional fees for the restatement of financials associated with a previously announced accounting error; and

 

                  $310,000 (net of tax), or $(0.01) per share, related to the amortization of intangibles.

 

The net loss for the fourth quarter of 2003 includes special charges of $2.0 million (net of tax), or $(0.07) per share, relating to restructuring, special charges consisting of costs associated with the unilateral proposal and activities of Aquent LLC and amortization expense.

 

2



 

For the full year 2004, CHC recorded consolidated revenues of $262.5 million, a 7 percent increase from the prior year.  The Company reported a net loss of $25.2 million or $(0.82) per share for the full year of 2004, compared with a net loss of $17.2 million, or $(0.56) per share, in the comparable period of 2003. The net loss for the full year 2004 includes amortization of intangibles and charges/credits which approximate:

 

                  $20.3 million (net of tax), or $(0.65) per share charge related to goodwill impairment;

 

                  $1.8 million (net of tax), or ($0.06) per share, pertaining to restructuring and severance costs;

 

                  $583,000 (net of tax), or $(0.02) per share, related to a write-off of assets;

 

                  $378,000 (net of tax), or $(0.01) per share, pertaining to professional fees for the restatement of financials associated with a previously announced accounting error;

 

                  $1.1 million (net of tax), or $(0.03) per share, related to the amortization of intangibles, and

 

                  $603,000 (net of tax) credit or $0.02 per share, related to an insurance refund.

 

The full year 2003 net loss includes special charges totalling $13.4 million (net of tax), or $(0.44) per share, relating to severance charges, the write-off of a terminated project, costs associated with the unilateral proposal and activities of Aquent LLC, restructuring costs at CHC’s Canadian facilities, a loss on sale of assets and amortization of intangibles.

 

Commenting on CHC’s financial position and performance, Michael J. Shea, chief financial officer of Computer Horizons, said, “Completing the year with adjusted EBITDA of $1.6 million (See Adjusted EBITDA Reconciliation table) was a significant achievement for us, demonstrating an improvement over 2003.

 

“Our balance sheet remains strong, with approximately $34 million in cash at December 31, 2004, no debt and a very strong working capital ratio of 3.5 to 1. Additionally, the Company further reduced DSOs by 2 days, down to 68 days, from the prior year period.”

 

Commenting on operations, Murphy added, “For the fourth quarter, a seasonally softer quarter, we experienced a 2 percent year-over-year decline in revenues in our Solutions business.  The

 

3



 

year-over-year decrease is a combination of increased revenue in our Federal Government practice of 30 percent offset by decreases in our Commercial Solutions business of 18 percent, resulting in the 2 percent decrease.

 

We continue to believe our Montreal nearshore outsourcing capability is a key differentiator from others in the market and has stirred significant interest for new projects from existing and potential clients on the Commercial side.    At the same time, we anticipate growth to continue, overall, in the Federal IT market.

 

“Chimes turned in a solid performance for the full year 2004 with 15 percent revenue growth.  This growth was due largely to headcount expansions at existing customers.  We enter 2005 with four new customers.  All of these new customer implementations have been completed and will begin generating revenue in the first quarter of 2005.  We believe we are poised to accelerate top-line growth while at the same time investing prudently to expand the footprint of Chimes.  The pipeline for Chimes remains strong, and we believe there continues to be strong interest in adoption of Vendor Management Services (VMS) by large companies.

 

“We anticipate 2005 will be a key year for Chimes.  As we have achieved critical mass, we believe the Chimes model will demonstrate its value and will be a major contributor to CHC’s overall bottom line.

 

Summary

 

“For the full year, 2004 was an improvement in many ways over 2003, but was not without its challenges.  We achieved revenue growth, improved gross margins, were adjusted EBITDA positive and cut our operating losses in half, excluding special charges and credits.  We have worked diligently to reduce expenses wherever possible.  However, we have to point out that the external cost this year of Sarbanes-Oxley compliance has been singularly significant, adding approximately $0.03 per share to our operational expenses.  This is a challenge for almost all public companies,” concluded Murphy.

 

Looking Forward

 

Based on current business conditions, CHC expects its revenue in the first quarter of 2005 to be in the range of $68.0 million to $70.0 million, with operating results, excluding amortization of intangibles, expected in the range of breakeven to $0.02 earnings per share.

 

4



 

The Company re-confirmed its expectations for growth and profitability for the full year 2005.  CHC expects revenues for the full year 2005 to be in the range of $280 to $290 million, with operating results, excluding amortization of intangibles, expected in the range of $0.10 to $0.14 per share.

 

Reconciliation of Segments Income/ (Loss) Before

Income Tax Benefit to Consolidated Income/(Loss) Before Income Tax Benefit

(in Thousands)

 

 

 

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

 

 

 

2004

 

2003

 

2004

 

2003

 

 

 

 

 

 

 

 

 

 

 

Total Segment Loss Before Income Tax Benefit:

 

$

(1,928

)

$

(305

)

$

(3,220

)

$

(5,558

)

Adjustments:

 

 

 

 

 

 

 

 

 

Restructuring charges

 

(2,859

)

(293

)

(2,859

)

(3,278

)

Goodwill impairment

 

(20,306

)

 

(20,306

)

 

Write-off of assets

 

(910

)

 

(910

)

 

Loss on sale of assets

 

 

(151

)

 

(424

)

Loss on investments

 

 

(432

)

 

(432

)

Interest income, net

 

29

 

142

 

234

 

478

 

Write-off of terminated project, included in S,G, & A

 

 

 

 

(3,064

)

Special (charges)/credits

 

 

(1,335

)

939

 

(10,113

)

Amortization of intangibles

 

(483

)

(558

)

(1,695

)

(1,084

)

Total Adjustments:

 

(24,529

)

(2,627

)

(24,597

)

(17,917

)

Consolidated Loss Before Income Tax Benefit

 

$

(26,457

)

$

(2,932

)

$

(27,817

)

$

(23,475

)

 

5



 

OPERATIONAL REVIEW BY BUSINESS SEGMENT

 

Condensed financial information is presented below for each of the Company’s business segments.  Total income/(loss) before income taxes excludes interest income/expense, amortization, loss on sale of assets and special charges/credits. [See Reconciliation of Segments Income/ (Loss) Before Income Taxes to Consolidated Income/ (Loss) Before Income Taxes.]

 

(in Thousands)

 

 

 

THREE MONTHS ENDED

 

TWELVE MONTHS ENDED

 

 

 

December 31,
2004

 

December 31,
2003

 

December 31,
2004

 

December 31,
2003

 

 

 

 

 

 

 

 

 

 

 

Revenues:

 

 

 

 

 

 

 

 

 

IT Services

 

$

35,536

 

$

29,332

 

$

131,204

 

$

133,070

 

Solutions Group

 

26,290

 

26,814

 

108,231

 

92,122

 

Chimes

 

5,808

 

5,519

 

23,092

 

20,018

 

Total Revenues

 

67,634

 

61,665

 

262,527

 

245,210

 

 

 

 

 

 

 

 

 

 

 

Gross Profit:

 

 

 

 

 

 

 

 

 

IT Services

 

6,310

 

5,977

 

24,613

 

26,740

 

Solutions Group

 

8,492

 

8,637

 

35,612

 

26,646

 

Chimes

 

5,419

 

5,190

 

21,696

 

18,626

 

Total Gross Profit

 

20,221

 

19,804

 

81,921

 

72,012

 

%

 

29.9

%

32.1

%

31.2

%

29.4

%

 

 

 

 

 

 

 

 

 

 

Operating Income:

 

 

 

 

 

 

 

 

 

IT Services

 

927

 

1,903

 

5,631

 

8,053

 

Solutions Group

 

1,683

 

2,733

 

9,187

 

9,258

 

Chimes

 

203

 

200

 

1,420

 

(2,177

)

Total Operating Income/ (Loss):

 

2,813

 

4,836

 

16,238

 

15,134

 

%

 

4.2

%

7.8

%

6.2

%

6.2

%

 

 

 

 

 

 

 

 

 

 

Corporate Allocation:

 

 

 

 

 

 

 

 

 

IT Services

 

3,009

 

2,860

 

11,915

 

12,108

 

Solutions Group

 

1,240

 

1,743

 

5,438

 

6,743

 

Chimes

 

492

 

538

 

2,105

 

1,841

 

Total Corporate Allocation

 

4,741

 

5,141

 

19,458

 

20,692

 

%

 

7.0

%

8.3

%

7.4

%

8.4

%

 

 

 

 

 

 

 

 

 

 

Total Income/ (loss) before Income Taxes/ (benefit):

 

 

 

 

 

 

 

 

 

IT Services

 

(2,082

)

(957

)

(6,284

)

(4,055

)

Solutions Group

 

443

 

990

 

3,749

 

2,515

 

Chimes

 

(289

)

(338

)

(685

)

(4,018

)

Total Income/ (loss) before Income Taxes/ (benefit)

 

$

(1,928

)

$

(305

)

$

(3,220

)

$

(5,558

)

%

 

(2.9

)%

(0.5

)%

(1.2

)%

(2.3

)%

 

6



 

Solutions Group Highlights

 

                  Revenues for the fourth quarter were $26.3 million, a 2 percent decrease from the fourth quarter of 2003 and an 11 percent decrease from the third quarter of 2004.  The sequential revenue decrease is primarily attributable to seasonality, particularly in the Federal Government marketplace, as well as several commercial projects coming to a close.

 

                  Total billable headcount at the end of the fourth quarter was approximately 1,000.

 

                  Revenues from our Federal Government practice accounted for approximately 44 percent of Solutions Group business in the fourth quarter.

 

                  While annual profit increased from the Federal sector, this contribution was offset by losses in the Commercial sector.

 

                  Funded backlog for RGII is $20 million and contracted (unfunded) backlog approximates $112 million.

 

                  CHC won engagements with several new customers during the fourth quarter, predominantly driven by interest in its flexible delivery model and nearshore outsourcing capability.

 

Chimes, Inc. Highlights

 

                  Chimes reported $5.8 million in revenue for the fourth quarter of 2004, a 5 percent increase over the comparable period in 2003, and a 3 percent decline from the third quarter 2004.  The sequential revenue decrease is predominantly attributable to seasonality.

 

                  The momentum at Chimes continues to build, with several of its largest existing customers renewing their contracts, as well as expanding relationships at several other existing customers.

 

                  For the full year, Chimes dramatically reduced its pre-tax loss, from $4.0 million in 2003 to approximately $700,000 in 2004.

 

IT Services Highlights

 

                  Revenues for the fourth quarter increased 21 percent over the comparable period in 2003 and 5 percent sequentially from $33.8 million to $35.5 million.

 

                  Customer requirements continued strong during the fourth quarter. CHC’s IT Services business did not experience the seasonal downturn it has historically experienced during the fourth quarter.

 

7



 

                  CHC was added to three new preferred vendor lists during the quarter.

 

                  Total billable headcount at the end of the fourth quarter was approximately 1,600 – an increase of 4 percent over the third quarter of 2004.

 

                  For the full year, the increased pre-tax loss in the IT Services business is attributable to lower gross profit dollars, resulting from a greater volume of lower-margin business.

 

Computer Horizons Corp. will conduct a conference call webcast at 10:00 AM (ET) today to discuss fourth quarter results.  The call will be broadcast live via the Internet and can be accessed at http://www.computerhorizons.com (click on investor section).  A replay of the call will be available beginning at approximately 1:00 PM (ET) today, through 12:00 AM (ET) on February 28, 2004.  The replay may also be accessed via the Internet at www.computerhorizons.com (click on investor section), or by calling 877-519-4471 (973-341-3080 from outside the United States).  The confirmation code is 5696690.

 

About Computer Horizons Corp.

 

Computer Horizons Corp. (‘CHC’) (NASDAQ: CHRZ) provides professional information technology (IT) services to a broad array of vertical markets, such as financial services, healthcare, pharmaceutical, telecom, consumer packaged goods, as well as the federal government, through its wholly-owned subsidiary, RGII Technologies, Inc.

 

CHC’s wholly-owned subsidiary, Chimes, uses its proprietary technology to enable its Global 2000 customer base to align and integrate business planning with human resource management across an enterprise’s business functions.  For more information on Computer Horizons, visit www.computerhorizons.com.

 

Except for historical information, all of the statements, expectations and assumptions contained in the foregoing are “forward-looking statements” (within the meaning of the Private Securities Litigation Reform Act of 1995) that involve a number of risks and uncertainties.  It is possible that the assumptions made by management—including, but not limited to, those relating to contract awards, service offerings, market opportunities, results, performance expectations, expectations of cost savings, or proceeds from sale of certain operations—may not materialize.

 

Actual results may differ materially from those projected or implied in any forward-looking statements.  In addition to the above factors, other important factors include the risks associated with unforeseen technical difficulties, the ability to meet customer requirements, market acceptance of service offerings, changes in technology and standards, the ability to complete cost-reduction initiatives, the ability to execute the sale of certain operations or other initiatives, dependencies on key employees, customer satisfaction, availability of technical talent, dependencies on certain technologies, delays, market acceptance and competition, as well as other risks described from time to time in the Company’s filings with the Securities and Exchange Commission, press releases, and other communications.

 

Financial Tables Follow

 

8



 

Adjusted EBITDA Reconciliation:

 

A reconciliation of net income/ (loss) as reported to adjusted EBITDA is as follows: (in thousands)

 

 

 

Three Months Ended
December 31,

 

Twelve Months Ended
December 31,

 

 

 

2004

 

2003

 

2004

 

2003

 

Net Loss as reported

 

$

(24,270

)

$

(2,181

)

$

(25,172

)

$

(17,155

)

Income tax benefit

 

(2,210

)

(824

)

(2,690

)

(6,409

)

Restructuring charges

 

2,859

 

293

 

2,859

 

3,278

 

Goodwill impairment

 

20,306

 

 

20,306

 

 

Write-off of assets

 

910

 

 

910

 

 

(Gain)/Loss on sale of assets

 

 

151

 

 

424

 

Net (gain)/loss on investments

 

 

432

 

 

432

 

Write-off of terminated project, included in SG&A

 

 

 

 

3,064

 

Special charges/(credits)

 

 

1,335

 

(939

)

10,113

 

Minority interest

 

23

 

73

 

45

 

89

 

Depreciation

 

1,112

 

1,500

 

4,821

 

5,336

 

Amortization of Intangibles

 

483

 

558

 

1,695

 

1,084

 

Interest income

 

(29

)

(142

)

(234

)

(478

)

Adjusted EBITDA*

 

$

(816

)

$

1,195

 

$

1,601

 

$

(222

)

 


* To supplement our consolidated financial statements presented in accordance with GAAP, we use the non-GAAP financial measure of Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization), which is adjusted from results based on GAAP to exclude certain items.  This non-GAAP financial measure is provided to enhance the user’s overall understanding of our current financial performance and our prospects for the future.  Specifically, we believe the non-GAAP financial measure provided is useful information to both management and investors by excluding certain items that may not be indicative of our core operating results.  In addition, because we have historically reported certain non-GAAP financial measures to investors, we believe the inclusion of non-GAAP financial measures provides consistency in our financial reporting.  These measures should be considered in addition to results prepared in accordance with GAAP, but should not be considered a substitute for or superior to GAAP results.  The non-GAAP financial measure included in this press release has been reconciled to the nearest GAAP measure.

 

9



 

Computer Horizons Corp. and Subsidiaries

Consolidated Condensed Statements of Operations

(Unaudited – In thousands, except per share data)

 

 

 

THREE MONTHS ENDED

 

TWELVE MONTHS ENDED

 

 

 

December 31,
2004

 

December 31,
2003

 

December 31,
2004

 

December 31,
2003

 

Revenues:

 

 

 

 

 

 

 

 

 

IT Services

 

$

35,536

 

$

29,332

 

$

131,204

 

$

133,070

 

Solutions Group

 

26,290

 

26,814

 

108,231

 

92,122

 

Chimes

 

5,808

 

5,519

 

23,092

 

20,018

 

Total

 

67,634

 

61,665

 

262,527

 

245,210

 

Direct Costs

 

47,413

 

41,861

 

180,606

 

173,198

 

Gross Profit

 

20,221

 

19,804

 

81,921

 

72,012

 

Selling, General & Admin.

 

22,149

 

20,109

 

85,141

 

80,634

 

Restructuring Charges

 

2,859

 

293

 

2,859

 

3,278

 

Goodwill impairment

 

20,306

 

 

20,306

 

 

Write-off of assets

 

910

 

 

910

 

 

Special Charges/(Credits)

 

 

1,335

 

(939

)

10,113

 

Amortization of Intangibles

 

483

 

558

 

1,695

 

1,084

 

Loss from Operations

 

(26,486

)

(2,491

)

(28,051

)

(23,097

)

Gain/(Loss) on Sale of Assets

 

 

(151

)

 

(424

)

Loss on Investments

 

 

(432

)

 

(432

)

Net Interest Income

 

29

 

142

 

234

 

478

 

Loss Before Income Tax

 

(26,457

)

(2,932

)

(27,817

)

(23,475

)

Income Tax Benefit

 

2,210

 

824

 

2,690

 

6,409

 

Minority Interest

 

(23

)

(73

)

(45

)

(89

)

Net Loss

 

$

(24,270

)

$

(2,181

)

$

(25,172

)

$

(17,155

)

Loss per share – (Basic and Diluted):

 

 

 

 

 

 

 

 

 

Net Loss Per Share

 

$

(0.78

)

$

(0.07

)

$

(0.82

)

$

(0.56

)

Weighted Average Number of Shares Outstanding – Basic and Diluted

 

31,061,000

 

30,609,000

 

30,870,000

 

30,455,000

 

 

10



 

COMPUTER HORIZONS CORP. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(Unaudited – In Thousands)

 

 

 

December 31, 2004

 

December 31, 2003

 

ASSETS

 

 

 

 

 

Current Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

33,649

 

$

52,610

 

Accounts receivable, less allowance for doubtful accounts

 

51,322

 

48,295

 

Deferred income taxes

 

1,868

 

4,514

 

Refundable income taxes

 

4,088

 

 

Other current assets

 

5,550

 

4,759

 

Total current assets

 

96,477

 

110,178

 

Property and equipment, net

 

5,995

 

9,323

 

Other assets – net:

 

 

 

 

 

Goodwill

 

27,625

 

34,218

 

Intangibles

 

3,253

 

2,408

 

Deferred income taxes

 

17,698

 

14,813

 

Other assets

 

8,036

 

9,386

 

Total Assets

 

$

159,084

 

$

180,326

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

Accounts payable

 

$

7,615

 

$

8,287

 

Accrued payroll

 

8,489

 

7,791

 

Income taxes payable

 

1,377

 

1,243

 

Tax benefit reserve

 

 

19,600

 

Restructuring reserve

 

3,351

 

2,620

 

Other accrued expenses

 

6,763

 

5,813

 

Total Current Liabilities

 

27,595

 

45,354

 

Other long-term liabilities

 

5,708

 

4,635

 

Shareholders’ Equity:

 

 

 

 

 

Common stock

 

3,315

 

3,315

 

Additional paid in capital

 

151,281

 

133,046

 

Accumulated comprehensive loss

 

(2,200

)

(2,789

)

Retained earnings/ (deficit)

 

(14,072

)

11,100

 

 

 

138,324

 

144,672

 

 

 

 

 

 

 

Less treasury shares

 

(12,543

)

(14,335

)

Total shareholders’ equity

 

125,781

 

130,337

 

Total Liabilities and Shareholders’ Equity

 

$

159,084

 

$

180,326

 

 

11



 

COMPUTER HORIZONS CORP. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOWS

(Unaudited – In Thousands)

 

 

 

December 31, 2004

 

December 31, 2003

 

Cash flows from operating activities

 

 

 

 

 

Net loss

 

$

(25,172

)

$

(17,155

)

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

 

 

 

Deferred taxes

 

(1,254

)

(6,750

)

Depreciation

 

4,821

 

5,336

 

Amortization of Intangibles

 

1,695

 

1,084

 

Provision for bad debts

 

969

 

4,644

 

Loss/(Gain) on sale of assets

 

 

424

 

Loss on investments

 

 

432

 

Goodwill impairment charge

 

20,306

 

 

Write-off of assets

 

910

 

 

Change in assets and liabilities, net of acquisitions:

 

 

 

 

 

Accounts receivable

 

(696

)

14,635

 

Other current assets

 

(786

)

2,388

 

Other assets

 

(245

)

(3,612

)

Refundable income taxes

 

(4,088

)

19,051

 

Accrued payroll, payroll taxes and benefits

 

(49

)

3,262

 

Accounts payable

 

(1,072

)

(4,026

)

Income taxes payable

 

134

 

1,033

 

Other accrued expenses

 

1,803

 

(1,673

)

Other liabilities

 

1,327

 

(2,200

)

Net cash provided by/(used in) operating activities

 

(1,397

)

16,873

 

Cash flows from investing activities

 

 

 

 

 

Purchases of furniture and equipment

 

(2,050

)

(2,387

)

Proceeds from sale of investments

 

 

2,517

 

Acquisitions, net of cash

 

(14,714

)

(22,178

)

Proceeds received from the sale of assets

 

 

149

 

Acquisition of intangibles

 

 

(566

)

Acquisition of goodwill

 

(2,461

)

(1,057

)

Net cash provided by/(used in) investing activities

 

(19,225

)

(23,522

)

Cash flows from financing activities

 

 

 

 

 

Payment of notes payable

 

 

(2,636

)

Stock options exercised

 

774

 

959

 

Purchase of treasury shares

 

 

(1,230

)

Stock issued on employee stock purchase plan

 

623

 

391

 

Net cash provided by/(used in) financing activities

 

1,397

 

(2,516

)

Foreign currency losses

 

264

 

2,006

 

Net increase/(decrease) in cash and cash equivalents

 

(18,961

)

(7,159

)

Cash and cash equivalents at beginning of year

 

52,610

 

59,769

 

Cash and cash equivalents at end of period

 

$

33,649

 

$

52,610

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

Details of acquisition:

 

 

 

 

 

Tangible assets acquired (including cash of $1,168)

 

$

4,613

 

$

13,083

 

Liabilities assumed

 

(2,523

)

(7,442

)

Goodwill

 

11,252

 

13,958

 

Intangibles

 

2,540

 

2,926

 

Cash paid

 

15,882

 

22,525

 

Less: Cash received in acquisition

 

(1,168

)

(347

)

Net cash paid

 

$

14,714

 

$

22,178

 

 

# # #

 

12


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