UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
[X] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended June 30, 2005
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Commission File Number 1-05707
GENERAL EMPLOYMENT ENTERPRISES, INC.
(Exact name of small business issuer as specified in its charter)
Illinois 36-6097429
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
One Tower Lane, Suite 2200, Oakbrook Terrace, Illinois 60181
(Address of principal executive offices) (Zip Code)
(630) 954-0400
(Issuer's telephone number)
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the preceding 12
months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the
past 90 days. Yes [X] No [ ]
The number of shares outstanding of the issuer's common stock as of
July 31, 2005 was 5,145,894.
Transitional small business disclosure format Yes [ ] No [X]
PART I - FINANCIAL INFORMATION
Item 1, Financial Statements.
GENERAL EMPLOYMENT ENTERPRISES, INC.
CONSOLIDATED BALANCE SHEET
June 30 September 30
2005 2004
(In Thousands) (Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 4,845 $ 4,437
Accounts receivable, less allowances
(June 2005--$365; Sept. 2004--$281) 1,921 1,833
Other current assets 518 486
Total current assets 7,284 6,756
Property and equipment:
Furniture, fixtures and equipment 3,971 4,812
Accumulated depreciation and amortization (3,319) (4,274)
Net property and equipment 652 538
Total assets $ 7,936 $ 7,294
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accrued compensation and payroll taxes $ 1,704 $ 1,244
Other current liabilities 656 882
Total current liabilities 2,360 2,126
Shareholders' equity:
Preferred stock, authorized -- 100 shares;
issued and outstanding -- none -- --
Common stock, no-par value; authorized --
20,000 shares; issued and outstanding --
5,146 shares in June 2005 and
5,136 shares in September 2004 51 51
Capital in excess of stated value of shares 4,786 4,777
Retained earnings 739 340
Total shareholders' equity 5,576 5,168
Total liabilities and shareholders' equity $ 7,936 $ 7,294
See notes to consolidated financial statements.
2
GENERAL EMPLOYMENT ENTERPRISES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
Three Months Nine Months
Ended June 30 Ended June 30
(In Thousands, Except Per Share) 2005 2004 2005 2004
Net revenues:
Contract services $3,011 $2,934 $8,741 $ 8,870
Placement services 2,308 1,821 6,212 4,346
Net revenues 5,319 4,755 14,953 13,216
Operating expenses:
Cost of contract services 2,133 2,179 6,193 6,440
Selling 1,403 1,030 3,814 2,681
General and administrative 1,548 1,576 4,604 4,968
Total operating expenses 5,084 4,785 14,611 14,089
Income (loss) from operations 235 (30) 342 (873)
Investment income 24 8 57 31
Income (loss) from continuing operations 259 (22) 399 (842)
Income (loss) from discontinued operations -- 10 -- (77)
Net income (loss) $ 259 $ (12) $ 399 $ (919)
Average number of shares:
Basic 5,143 5,136 5,140 5,130
Diluted 5,283 5,136 5,361 5,130
Per share - basic:
Income (loss) from continuing operations $ .05 $ -- $ .08 $ (.16)
Income (loss) from discontinued operations -- -- -- (.02)
Net income (loss) $ .05 $ -- $ .08 $ (.18)
Per share - diluted:
Income (loss) from continuing operations $ .05 $ -- $ .07 $ (.16)
Income (loss) from discontinued operations -- -- -- (.02)
Net income (loss) $ .05 $ -- $ .07 $ (.18)
See notes to consolidated financial statements.
3
GENERAL EMPLOYMENT ENTERPRISES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
Nine Months
Ended June 30
(In Thousands) 2005 2004
Operating activities:
Net income (loss) $ 399 $ (919)
Depreciation and other noncurrent items 200 462
Accounts receivable (88) 181
Accrued compensation and payroll taxes 460 168
Other current items, net (521) (348)
Net cash provided (used) by operating activities 450 (456)
Investing activities:
Acquisition of property and equipment (51) (15)
Net cash used by investing activities (51) (15)
Financing activities:
Exercises of stock options 9 13
Net cash provided by financing activities 9 13
Increase (decrease) in cash and cash equivalents 408 (458)
Cash and cash equivalents at beginning of period 4,437 3,905
Cash and cash equivalents at end of period $4,845 $3,447
See notes to consolidated financial statements.
4
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
Basis of Presentation
The accompanying unaudited consolidated financial statements have
been prepared in accordance with generally accepted accounting
principles for interim financial information and with the
instructions to Form 10-QSB. Accordingly, they do not include
all of the information and footnotes required by generally
accepted accounting principles for complete financial statements.
In the opinion of management, all adjustments (consisting of
normal recurring accruals) considered necessary for a fair
presentation have been included. This financial information
should be read in conjunction with the financial statements
included in the Company's annual report on Form 10-KSB for the
year ended September 30, 2004.
Discontinued Operations
In September 2004, the Company completed a transaction to sell
the assets and business operations of its Pittsburgh,
Pennsylvania staffing business ("GenTech"). The results of
GenTech are reflected in the consolidated statement of operations
as discontinued operations for all periods presented.
Income Taxes
There were no provisions for income taxes for the periods ended
June 30, 2005, because of the utilization of losses carried
forward from prior years. There were no credits for income taxes
as a result of the pretax losses for the periods ended June 30,
2004, because the losses were carried forward and there was not
sufficient assurance that a future tax benefit would be realized.
Lease Obligations
In January 2005, the Company entered into an amendment of the
lease agreement that covers office space for its corporate
headquarters in Oakbrook Terrace, Illinois. The amended lease
expires in 2015, and may be cancelled by the Company in 2012
under certain conditions. The previous lease was scheduled to
expire in January 2006. Under the amended lease, the Company's
base annual rent expense is reduced by approximately $120,000.
Minimum payments during the non-cancelable term of the lease
total approximately $1,600,000.
Non-cash Transactions
During 2005, the Company disposed of leasehold improvements,
furniture and equipment having an original cost of $1,155,000 and
having negligible book value. The Company also received a non-
cash allowance of $263,000 from a landlord for leasehold
improvements and recorded a deferred rent credit in that amount.
The amortization of these balances will result in increased
depreciation expense and reduced rent expense over the term of
the lease.
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Item 2, Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Overview
The Company provides contract and placement staffing services for
business and industry, specializing in the placement of
information technology, engineering and accounting professionals.
As of June 30, 2005, the Company operated 19 offices located in
10 states.
The Company's business is highly dependent on national employment
trends in general and on the demand for information technology
and other professional staff in particular. The Company
experienced an increase in the demand for its placement services
during the nine months ended June 30, 2005, compared with the
same period of the prior year, as the U.S. jobs market improved.
The national unemployment rate decreased to 5.0% in June 2005
from 5.6% in June 2004.
As a result of the increased demand for the Company's services,
consolidated net revenues for the nine months ended June 30, 2005
were up 13% compared with the prior year. Placement service
revenues increased 43% due to increases in both the number of
placements and the average placement fee, while contract service
revenues declined slightly during the period. As a result of the
change in the mix, placement service revenues increased to 42% of
consolidated revenues from 33% last year.
Due to the growth in revenues, the Company achieved income from
operations of $342,000 this year, which was a significant
improvement from the $873,000 operating loss last year.
The Company had net cash flow of $408,000 for the year to date,
and the balance of cash and cash equivalents was $4,845,000 as of
June 30, 2005.
Results of Operations
A summary of operating data, expressed as a percentage of
consolidated net revenues, is presented below. Percentages may
not add due to rounding.
Nine Months
Ended June 30
2005 2004
Net revenues:
Contract services 58.5% 67.1%
Placement services 41.5 32.9
Net revenues 100.0 100.0
Operating expenses:
Cost of contract services 41.4 48.7
Selling 25.5 20.3
General and administrative 30.8 37.6
Total operating expenses 97.7 106.6
Income (loss) from operations 2.3% (6.6)%
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Net Revenues
Consolidated net revenues for the nine months ended June 30, 2005
were up $1,737,000 (13%) from the prior year. That was due to
the combination of a $129,000 (1%) decrease in contract service
revenues and a $1,866,000 (43%) increase in placement service revenues.
The decrease in contract service revenues occurred because of a
4% decline in the number of billable hours, while the average
hourly billing rate was up 2%. Reflecting stronger demand during
the period, placement service revenues were up because of a 26%
increase in the number of placements and a 12% increase in the
average placement fee.
Operating Expenses
Total operating expenses for the nine months ended June 30, 2005
were up $522,000 (4%) compared with the prior year.
The cost of contract services was down $247,000 (4%), as a result
of the lower volume of contract business. The gross profit
margin on contract business increased to 29.1% for the nine
months ended June 30, 2005, compared with 27.4% the prior year.
Selling expenses increased $1,133,000 (42%) for the period.
Commission expense was up 52% due to the higher placement service
revenues, and recruitment advertising expense was 37% higher than
the prior year. Selling expenses represented 25.5% of
consolidated net revenues, which was up 5.2 points from the prior
year because of the change in revenue mix.
General and administrative expenses decreased $364,000 (7%) for
the nine months ended June 30, 2005. Office rent and occupancy
costs were down 19% for the period, while other office operating
costs declined 47%. These reductions are attributable to a
combination of office closings, lease renegotiations, and lower
depreciation and amortization expense. All other general and
administrative expenses were up 3%. General and administrative
expenses represented 30.8% of consolidated revenues, and that was
down 6.8 points from the prior year.
There was no provision for income taxes for the nine months ended
June 30, 2005, because of the utilization of losses carried
forward from prior years. There was no credit for income taxes
as a result of the pretax losses for the nine months ended June
30, 2004, because the losses were carried forward and there was
not sufficient assurance that a future tax benefit would be realized.
Outlook
The improvement in national hiring patterns and the increased
demand for the Company's services resulted in improved operating
performance for the Company in the first nine months of fiscal
2005. Management believes that the Company is well positioned
for growth in the future. In recent years, many unprofitable
branch operations were closed, and general and administrative
expenses were reduced significantly. Existing branch offices
have the capacity to accommodate additional consulting staff and
higher volumes of business. Management believes that continued
improvement for the Company will depend on continued improvement
in the U.S. jobs market.
7
Financial Condition
As of June 30, 2005, the Company had cash and cash equivalents of
$4,845,000, which was an increase of $408,000 from September 30,
2004. Net working capital at June 30, 2005 was $4,924,000, which
was an increase of $294,000 from September 30, 2004, and the current
ratio was 3.1 to 1. The Company had no long-term debt. Shareholders'
equity as of June 30, 2005 was $5,576,000, which represented 70%
of total assets.
During the nine months ended June 30, 2005, the net cash provided
by operating activities was $450,000. Net income for the period,
together with depreciation and other non-cash charges, provided
$599,000, while working capital items used $149,000.
The Company's primary source of liquidity is normally from its
operating activities. Management believes that existing cash
balances will be adequate to finance current operations for the
foreseeable future.
As of September 30, 2004 there were approximately $4,300,000 of
losses available to reduce federal taxable income in future years
through 2024, and there were approximately $7,000,000 of losses
available to reduce state and local taxable income in future years,
expiring from 2006 through 2024.
Off-Balance Sheet Arrangements
As of June 30, 2005, and during the nine months then ended, there
were no transactions, agreements or other contractual arrangements
to which an unconsolidated entity was a party, under which the
Company (a) had any direct or contingent obligation under a guarantee
contract, derivative instrument or variable interest in the
unconsolidated entity, or (b) had a retained or contingent interest
in assets transferred to the unconsolidated entity.
Forward-Looking Statements
As a matter of policy, the Company does not provide forecasts of
future financial performance. However, the Company and its
representatives may from time to time make written or verbal
forward-looking statements, including statements contained in
press announcements, reports to shareholders and filings with the
Securities and Exchange Commission. All statements which address
expectations about future operating performance and cash flows,
future events and business developments, and future economic
conditions are forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These
statements are based on management's then-current expectations
and assumptions. Actual outcomes could differ significantly.
The Company and its representatives do not assume any obligation
to provide updated information.
Some of the factors that could affect the Company's future
performance include, but are not limited to, general business
conditions, the demand for the Company's services, competitive
market pressures, the ability of the Company to attract and
retain qualified personnel for regular full-time placement and
contract project assignments, and the ability to attract and
retain qualified corporate and branch management.
8
Item 3, Controls and Procedures.
Disclosure Controls and Procedures
As of June 30, 2005, the Company's management evaluated, with the
participation of its principal executive officer and its principal
financial officer, the effectiveness of the Company's disclosure
controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
of the Securities Exchange Act of 1934 (the "Exchange Act"). Based
on that evaluation, the Company's principal executive officer and
its principal financial officer concluded that the Company's
disclosure controls and procedures were adequate as of June 30, 2005
to ensure that information required to be disclosed in reports filed
or submitted by the Company under the Exchange Act is recorded,
processed, summarized and reported, within the time periods specified
in the Securities and Exchange Commission's rules and forms.
Internal Control over Financial Reporting
Under Rules 13a-15 and 15d-15 of the Exchange Act, companies are
required to maintain internal control over financial reporting,
as defined, and company managements are required to evaluate and
report on internal control over financial reporting. Under an
extended compliance period for these rules, the Company must
begin to comply with the evaluation and disclosure requirements
with its annual report for the fiscal year ending September 30,
2006, and the Company must begin to comply with a requirement to
perform a quarterly evaluation of changes to internal control
over financial reporting that occur thereafter. As of June 30,
2005, the Company had not performed the required evaluations
mentioned above.
There was no change in the Company's internal control over
financial reporting that occurred during the Company's most
recent fiscal quarter that has materially affected, or is
reasonably likely to materially affect, the Company's internal
control over financial reporting.
PART II - OTHER INFORMATION
Item 6, Exhibits.
The following exhibits are filed as a part of Part I of this report:
No. Description of Exhibit
31.01 Certification of the principal executive officer required
by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act.
31.02 Certification of the principal financial officer required
by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act.
32.01 Certifications required by Rule 13a-14(a) or Rule 15d-14(a)
of the Exchange Act and Section 1350 of Chapter 63 of
Title 18 of the United States Code.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
GENERAL EMPLOYMENT ENTERPRISES, INC.
(Registrant)
Date: August 2, 2005 By: /s/ Kent M. Yauch
Kent M. Yauch
Vice President, Chief Financial Officer
and Treasurer (Principal financial and
accounting officer and duly authorized
officer)
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