-----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, L6DVb4fnrC+wvbxXXhIAmxKOQJ/RcMUcSeWihpUGm7MSiUFCwc97XnRJV9RFUqGQ HXgT1m3Jj561JmazkJeByg== 0001047469-97-004350.txt : 19971113 0001047469-97-004350.hdr.sgml : 19971113 ACCESSION NUMBER: 0001047469-97-004350 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19971113 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERIM SERVICES INC CENTRAL INDEX KEY: 0000914536 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363] IRS NUMBER: 363536544 STATE OF INCORPORATION: DE FISCAL YEAR END: 1230 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-11997 FILM NUMBER: 97716135 BUSINESS ADDRESS: STREET 1: 2050 SPECTRUM BLVD CITY: FT LAUDERDALE STATE: FL ZIP: 33309-3008 BUSINESS PHONE: 9549387600 MAIL ADDRESS: STREET 1: 2050 SPECTRUM BLVD CITY: FT LAUDERDALE STATE: FL ZIP: 33309-3008 11-K 1 11-K Form 11-K Annual Report Pursuant to Section 15 (d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 1996 Commission File Number 0-23198 Interim Services Inc Interim 401(K) Benefit Plan Interim Services Inc 2050 Spectrum Boulevard Ft. Lauderdale, FL 33309 Financial Statements and Exhibits (a) Financial Statements. Filed as part of this Report on Form 11-K are the financial statements of the Interim Services Inc. Interim 401(K) Benefit Plan as required by Form 11-K, together with the report thereon of Deloitte & Touche LLP independent certified public accountants, dated October 10, 1997 INTERIM SERVICES INC. 401(k) BENEFIT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1996 AND 1995, AND THE RELATED STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 31, 1996, ADDITIONAL INFORMATION REQUIRED FOR FORM 5500 FOR THE YEAR ENDED DECEMBER 31, 1996 AND INDEPENDENT AUDITORS' REPORT F-1 INTERIM SERVICES INC. 401(k) BENEFIT PLAN TABLE OF CONTENTS - ------------------------------------------------------------------------------- PAGE INDEPENDENT AUDITORS' REPORT F-3 FINANCIAL STATEMENTS AS OF DECEMBER 31, 1996 AND 1995 AND FOR THE YEAR ENDED DECEMBER 31, 1996: Statements of Net Assets Available for Benefits F-4 Statement of Changes in Net Assets Available for Benefits F-5 Notes to Financial Statements F-6 - F-9 ADDITIONAL INFORMATION REQUIRED FOR FORM 5500 FOR THE YEAR ENDED DECEMBER 31, 1996: Item 27a - Supplemental Schedule of Assets Held for Investment Purposes F-10 Item 27d - Schedule of Reportable Transactions F-11 Note: Certain supplemental schedules required by rules and regulations of the Department of Labor are omitted because of the absence of conditions under which they are required. F-2 INDEPENDENT AUDITORS' REPORT Administrative Committee Interim Services Inc. 401(k) Benefit Plan Fort Lauderdale, Florida: We have audited the accompanying statements of net assets available for benefits of Interim Services Inc. 401(k) Benefit Plan (the "Plan") as of December 31, 1996 and 1995, and the related statement of changes in net assets available for benefits for the year ended December 31, 1996. 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, such financial statements present fairly, in all material respects, net assets available for benefits of the Plan as of December 31, 1996 and 1995, and the changes in net assets available for benefits for the year ended December 31, 1996 in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of (1) assets held for investment purposes as of December 31, 1996, and (2) reportable transactions for the year ended December 31, 1996, are presented for the purpose of additional analysis 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. These schedules are the responsibility of the Plan's management. Such schedules have been subjected to the auditing procedures applied in our audit of the basic 1996 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. /s/ Deloitte & Touche LLP Fort Lauderdale, Florida October 10, 1997 F-3 INTERIM SERVICES INC. 401(k) BENEFIT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1996 AND 1995 - ------------------------------------------------------------------------------- ASSETS 1996 1995 RECEIVABLES: Employer contributions $ 27,810 $ 23,918 Employee contributions 139,908 122,794 Other 1,725 907 ----------- ---------- Total receivables 169,443 147,619 ----------- ---------- INVESTMENTS: SHARES OF REGISTERED INVESTMENT COMPANIES Windsor Fund ( 352,178 and 272,552 shares as of December 31, 1996 and 1995, respectively) 5,842,639 3,960,181 Wellesley Income Fund ( 117,493 and 90,139 shares as of December 31, 1996 and 1995, respectively) 2,409,788 1,842,447 Vanguard Money Market Reserves - Prime Portfolio (2,324,241 and 1,767,177 shares as of December 31, 1996 and 1995, respectively) 2,324,241 1,767,177 ----------- ---------- Total registered investment company stocks 10,576,668 7,569,805 STOCK FUND Interim Services Inc. common stock ( 143,844 and 77,638 shares as of December 31, 1996 and 1995, respectively) 1,086,023 574,131 PARTICIPANT LOANS RECEIVABLE 46,691 26,119 ----------- ---------- Total investments 11,709,382 8,170,055 ----------- ---------- NET ASSETS AVAILABLE FOR BENEFITS $11,878,825 $8,317,674 ----------- ---------- ----------- ---------- See accompanying notes to financial statements. F-4 INTERIM SERVICES INC. 401(k) BENEFIT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS YEAR ENDED DECEMBER 31, 1996 - ------------------------------------------------------------------------------- 1996 ADDITIONS: Employee contributions $ 1,975,659 Employer contributions 684,542 Employee rollovers 913,714 Dividend income 555,522 Interest income 294,449 Net appreciation in fair value of investments 576,011 ------------ Total additions 4,999,897 ------------ DEDUCTIONS: Savings plan distributions (1,438,666) Asset management fee (80) ------------ Total deductions (1,438,746) ------------ NET INCREASE 3,561,151 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 8,317,674 ------------ NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $ 11,878,825 ------------ ------------ See accompanying notes to financial statements. F-5 INTERIM SERVICES INC. 401(k) BENEFIT PLAN NOTES TO FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 1996 AND 1995 - ------------------------------------------------------------------------------- 1. SIGNIFICANT ACCOUNTING POLICIES BASIS OF ACCOUNTING - The financial statements of the Interim Services Inc. 401(k) Benefit Plan (the "Plan") have been prepared on the accrual basis of accounting. USE OF ESTIMATES - The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from those estimates. INVESTMENTS - Investments are stated at fair value, determined using quoted market prices. Net appreciation or depreciation in fair value of investments is determined by using the beginning of the year values or purchase price if acquired during the year. Participants loans receivable bears a prime interest rate and are collectible over a period not to exceed five years. FORFEITED ACCOUNTS - At December 31, 1996 and 1995, forfeited nonvested accounts totaled $86,469 and $57,869, respectively. These accounts are distributed to active participants based on the participant's share of employer contributions as a percentage of total employer contributions under the Plan. DISCLOSURE REGARDING FINANCIAL INSTRUMENTS - The carrying amounts of employer contributions and employee contributions receivable approximate fair value due to the relatively short maturity of the respective instruments. Investments are stated at fair value, determined using quoted market prices. The carrying amount of participant loans approximate fair value because the interest rates on these instruments change with market interest rates. 2. DESCRIPTION OF THE PLAN The Plan is a defined contribution plan sponsored by Interim Services Inc. ("Interim"). Non-highly compensated employees are eligible for participation under the Plan after completing 1,000 hours of service within a specified twelve-month period. Employees' compensation reduction contributions (made on a pre-tax basis, equal to not less than 2 percent nor more than 10 percent of an employee's compensation before taxes) and actual earnings thereon are fully vested and nonforfeitable. Employer contributions (at present equal up to 25 percent, with the possibility of an additional and discretionary 25 percent paid upon approval by the Board of Directors, of the sum of an employee's compensation reduction on the first 6 percent for the plan year) vest on a graduated scale from two to six years of service and become 100% vested at the end of six years or upon death, permanent disability or retirement at age 65. Effective January 1, 1992, employee after-tax contributions may no longer be made to the Plan. Any such contributions made prior to such date are fully vested and nonforfeitable. Forfeitures F-6 for the plan year are distributed to the participant based upon the participant's share of employer contributions as a percentage of total employer contributions under the Plan. Plan earnings are allocated to individual accounts based on the participant's beginning balance as a percentage of the Plan's total beginning balance. Loans are limited to the lesser of $50,000 or 50% of the participant's vested account balance. Plan participants who leave Interim as a result of termination, retirement or permanent disability may receive the entire amount of their vested account in one lump sum. If a participant dies, his/her designated beneficiary will receive the benefit. Although Interim has not expressed any intent to do so, it has the right to discontinue its contributions at any time and to terminate the Plan subject to the provisions set forth in the Plan and under ERISA. In the event that the Plan should be terminated, all remaining Plan assets shall be allocated to the participants as described in the full text of the Plan. Substantially all administrative expenses of the Plan are paid by Interim. The following investment funds represent the available options, which the participants may elect to use: WINDSOR FUND - A growth and income fund investing in equity securities. WELLESLEY INCOME FUND - A balanced fund invested in fixed income and equity securities. VANGUARD MONEY MARKET RESERVES - PRIME PORTFOLIO - A pooled separate account consisting of commercial paper. INTERIM SERVICES INC. COMMON STOCK - Funds are invested in common stock of Interim Services Inc. Participants should refer to the plan agreement for a more complete description of the Plan's provisions. F-7 3. BY FUND INFORMATION Net additions (deductions) to net assets available for benefits for the year ended December 31, 1996 by fund are as follows:
REGISTERED INVESTMENT COMPANY STOCKS ------------------------------------------------------------------------ VANGUARD INTERIM MONEY SERVICES INC. WELLESLEY MARKET PARTICIPANT COMMON WINDSOR INCOME RESERVE LOANS STOCK FUND FUND PORTFOLIO RECEIVABLE TOTAL ADDITIONS: Employee contributions $ 279,310 $ 918,693 $ 486,597 $ 291,059 $ 1,975,659 Employer contributions 352,830 197,081 111,986 22,645 684,542 Employee rollovers 47,316 195,843 104,857 565,698 913,714 Dividend income 555,522 555,522 Interest income 188,902 102,220 $ 3,327 294,449 Net appreciation (depreciation) in fair value of investments (38,878) 596,468 18,421 576,011 ---------- ---------- ---------- ---------- ------- ----------- Total additions 640,578 2,463,607 910,763 981,622 3,327 4,999,897 ---------- ---------- ---------- ---------- ------- ----------- DEDUCTIONS: Savings plan distributions (128,312) (755,186) (305,800) (240,037) (9,331) (1,438,666) Administrative expenses (10) (10) (60) (80) ---------- ---------- ---------- ---------- ------- ----------- Total deductions (128,312) (755,196) (305,810) (240,097) (9,331) (1,438,746) ---------- ---------- ---------- ---------- ------- ----------- TRANSFERS OF PARTICIPANTS ACCOUNT BALANCES AMONG FUNDS: Transfers, net 16,061 181,640 (40,683) (183,594) 26,576 Other (32,384) 13,034 20,063 (713) ---------- ---------- ---------- ---------- ------- ----------- Total transfers 16,061 149,256 (27,649) (163,531) 25,863 ---------- ---------- ---------- ---------- ------- ----------- NET INCREASE 528,327 1,857,667 577,304 577,994 19,859 3,561,151 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 588,848 4,062,539 1,867,929 1,771,526 26,832 8,317,674 ---------- ---------- ---------- ---------- ------- ----------- NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $1,117,175 $5,920,206 $2,445,233 $2,349,520 $46,691 $11,878,825 ---------- ---------- ---------- ---------- ------- ----------- ---------- ---------- ---------- ---------- ------- -----------
F-8 4. PLAN COMMITTEES AND TRUSTEE The Plan provides for selection of an Administrative Committee, a Plan Administrator and a Trustee by the Board of Directors of Interim. The Administrative Committee is responsible for the general administration of the Plan and the interpretation of its provisions. The Plan Administrator, Interim, is responsible for the reporting and disclosure requirements under ERISA. The Trustee of the Plan is the Vanguard Fiduciary Trust Company, which keeps the books and records of the Plan. 5. PLAN TAX STATUS The Plan obtained a letter dated July 23, 1996 in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable sections of the Internal Revenue Code ("IRC"). The Plan Administrator believes that the Plan is currently designed and is being operated in compliance with the applicable requirements of the IRC. Accordingly, no provision for income taxes has been included in these financial statements. 6. SUBSEQUENT EVENTS Effective April 1, 1997, the Plan merged with the following employee benefit plans, which were previously separate plans of wholly-owned subsidiaries of Interim Services Inc.: Computer Power Group 401(k) Brandon Systems Corporation Savings Investment Plan Bridegate Group 401(k) Savings Plan In addition, effective April 1, 1997, the Plan documents were amended. The significant changes made to the Plan documents include the following: - Non-highly compensated employees are eligible for participation in the Plan once they have completed 90 days of employment. - Employee's deferral percentage is 1% - 15% of compensation before taxes. - Employer contributions vest on a graduated scale of 1 - 5 years of service and become 100% vested at the end of five years or upon death, permanent disability or retirement at age 65. - Plan participants who leave Interim as a result of termination, permanent disability or retirement may elect to receive their vested account as either a lump-sum, a rollover into another qualified plan or, if the balance exceeds $3,500, may be paid out over a two-year period in semiannual installments. Contributions will remain in the Plan and continue to earn interest based on the Investment Fund of the participant's choice until their entitlement is withdrawn or rolled over into another qualified plan. * * * * * * F-9 INTERIM SERVICES INC. 401(k) BENEFIT PLAN ITEM 27a - SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1996 - -------------------------------------------------------------------------------
FAIR DESCRIPTION SHARES COST VALUE SHARES OF REGISTERED INVESTMENT COMPANIES: *Windsor Fund 352,178 $5,141,210 $ 5,842,639 *Wellesley Income Fund 117,493 2,261,090 2,409,788 *Vanguard Money Market Reserves - Prime Portfolio 2,324,241 2,324,241 2,324,241 ---------- ----------- Total registered investment company stocks $9,726,541 $10,576,668 ---------- ----------- ---------- ----------- STOCK FUND - *Interim Common Stock 143,844 $1,053,287 $ 1,086,023 ---------- ----------- ---------- ----------- *PARTICIPANT LOANS RECEIVABLE $46,691 $ 46,691 ---------- ----------- ---------- -----------
Note: Collateral is not applicable as loans represent use of participant's own funds. Defaults are subject to applicable tax and penalties by the Internal Revenue Service. Participant loans receivable are due at various maturity dates and bear interest at the prime rate. * Party-in-interest F-10 INTERIM SERVICES INC. 401 (k) BENEFIT PLAN ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED DECEMBER 31, 1996 - ------------------------------------------------------------------------------- Series of transactions, when aggregated, exceeding five percent of beginning net assets available for benefits:
CURRENT VALUE ON NUMBER OF PURCHASES TRANSACTION SALES SALES NET GAIN DESCRIPTION OF ASSETS PURCHASES SALES AT COST DATE PROCEEDS AT COST (LOSS) Windsor Fund* 73 $2,176,125 $2,176,125 79 890,136 $890,136 $792,336 $97,800 Wellesley Income Fund* 45 1,006,985 1,006,985 98 458,066 458,066 434,630 23,436 Vanguard Money Market Reserves-Prime Portfolio* 129 1,140,173 1,140,173 104 583,109 583,109 583,109 Interim Common Stock* 51 770,682 770,682 68 219,912 219,912 180,649 39,263 * Party-in-interest
F-11 Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the Administrative Committee has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. Interim Services Inc Interim/PPA 401(K) Benefit Plan ----------------------------------- By: /s/ J. B. Smith Secretary, Administrative Committee -----END PRIVACY-ENHANCED MESSAGE-----