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, 2004
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 2100, 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
June 30, 2004 was 5,135,894.
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
2004 2003
(In Thousands) (Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 3,447 $ 3,905
Accounts receivable, less allowances
(June 2004--$302; Sept. 2003--$238) 1,914 2,095
Other current assets 512 500
Total current assets 5,873 6,500
Property and equipment:
Furniture, fixtures and equipment 4,943 5,037
Accumulated depreciation and amortization (4,262) (3,934)
Net property and equipment 681 1,103
Goodwill 1,088 1,088
Total assets $ 7,642 $ 8,691
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accrued compensation and payroll taxes $ 1,222 $ 1,054
Other current liabilities 777 1,113
Total current liabilities 1,999 2,167
Shareholders' equity:
Preferred stock, authorized -- 100 shares;
issued and outstanding -- none -- --
Common stock, no-par value; authorized --
20,000 shares; issued and outstanding --
5,136 shares in June 2004 and
5,121 shares in September 2003 51 51
Capital in excess of stated value of shares 4,774 4,736
Retained earnings 818 1,737
Total shareholders' equity 5,643 6,524
Total liabilities and shareholders' equity $ 7,642 $ 8,691
See notes to consolidated financial statements.
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GENERAL EMPLOYMENT ENTERPRISES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited)
Three Months Nine Months
Ended June 30 Ended June 30
(In Thousands, Except Per Share) 2004 2003 2004 2003
Net revenues:
Contract services $ 3,269 $ 3,240 $ 9,854 $ 9,914
Placement services 1,821 1,357 4,346 4,113
Net revenues 5,090 4,597 14,200 14,027
Operating expenses:
Cost of contract services 2,413 2,246 7,150 6,857
Selling 1,037 910 2,718 2,928
General and administrative 1,660 2,314 5,282 6,883
Total operating expenses 5,110 5,470 15,150 16,668
Loss from operations (20) (873) (950) (2,641)
Investment income 8 21 31 45
Net loss $ (12) $ (852) $ (919) $(2,596)
Average number of shares -
basic and diluted 5,136 5,121 5,130 5,121
Net loss per share -
basic and diluted $ -- $ (.17) $ (.18) $ (.51)
See notes to consolidated financial statements.
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GENERAL EMPLOYMENT ENTERPRISES, INC.
CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
Nine Months
Ended June 30
(In Thousands) 2004 2003
Operating activities:
Net loss $ (919) $(2,596)
Depreciation and other noncurrent items 462 556
Accounts receivable 181 274
Income tax refunds receivable 41 1,396
Accrued compensation and payroll taxes 168 93
Other current items, net (389) (53)
Net cash used by operating activities (456) (330)
Investing activities:
Acquisition of property and equipment (15) (96)
Acquisition of Generation Technologies, Inc. -- (19)
Net cash used by investing activities (15) (115)
Financing activities:
Exercises of stock options 13 --
Net cash provided by financing activities 13 --
Decrease in cash and cash equivalents (458) (445)
Cash and cash equivalents at beginning of period 3,905 4,759
Cash and cash equivalents at end of period $ 3,447 $ 4,314
See notes to consolidated financial statements.
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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-K for the year
ended September 30, 2003.
Office Closings
The Company closed two branch offices during the first nine
months of fiscal 2004 and seven branch offices during the first
nine months of fiscal 2003, due to unprofitable operations.
General and administrative expenses include provisions for office
closings, covering the future lease obligations, of $17,000 and
$42,000, respectively, in the three and nine-month periods ended
June 30, 2004, and $178,000 and $215,000, respectively, in the
three and nine month periods ended June 30, 2003.
Income Taxes
There were no credits for income taxes as a result of the pretax
losses in fiscal 2004 and fiscal 2003, because the losses must be
carried forward for income tax purposes and there was not
sufficient assurance that future tax benefits would be realized.
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations.
Overview of Operations
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, 2004, the Company operated 20 branch offices
located in 11 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 demand for the
Company's employment services was adversely affected by the
lingering weakness in the employment market caused by economic
and political uncertainties that followed the U.S. economic
recession and terrorist attacks in 2001. However, beginning in
the second quarter of fiscal 2004, the Company has experienced an
improvement in the demand for its placement services.
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Consolidated net revenues for the third quarter of fiscal 2004
were up 11% from the third quarter of last year, including a 34%
increase in placement service revenues. The improvement is
attributable to increases in the number of placements and
billable contract hours, despite lower average hourly billing
rates.
Consolidated net revenues for the first nine months of fiscal
2004 were up 1% compared with last year. The number of
placements and billable contract hours were both up for the year
to date. However, competitive market conditions resulted in a
lower average hourly billing rate for contract services.
The Company closed twelve unprofitable branch offices since the
beginning of fiscal 2003. Because of these and other actions
taken by management, the Company achieved a 9% reduction in total
operating expenses for the nine months ended June 30, 2004. Due
to the effect of higher revenues and lower operating costs, the
loss from operations was reduced by 64% for the year to date.
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
2004 2003
Net revenues:
Contract services 69.4% 70.7%
Placement services 30.6 29.3
Net revenues 100.0 100.0
Operating expenses:
Cost of contract services 50.4 48.9
Selling 19.1 20.9
General and administrative 37.2 49.1
Total operating expenses 106.7 118.8
Loss from operations (6.7)% (18.8)%
Nine Months Results of Operations
Net Revenues
Consolidated net revenues for the nine months ended June 30, 2004
were up $173,000 (1%) from the prior year. That was due to the
combination of a $60,000 (1%) decrease in contract service
revenues and a $233,000 (6%) increase in placement service
revenues.
The decrease in contract service revenues occurred because of a
15% decrease in the average hourly billing rate, which was
substantially offset by a 16% increase in the number of billable
hours. Placement service revenues were up for the period because
of a 7% increase in the number of placements.
Operating Expenses
Total operating expenses for the nine months ended June 30, 2004
were down $1,518,000 (9%) compared with the prior year.
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The cost of contract services was up $293,000 (4%) as a result of
the higher number of billable hours. Due to competitive market
conditions, the gross profit margin on contract services declined
3.4 points to 27.4% for the nine months ended June 30, 2004,
compared with 30.8% the prior year.
Selling expenses decreased $210,000 (7%) for the period, despite
the higher placement service revenues, because of a 35% reduction
in recruitment advertising expense. Selling expenses represented
19.1% of consolidated net revenues, which was down 1.8 points
from the prior year.
General and administrative expenses include provisions for office
closings totaling $42,000 in 2004 and $215,000 in 2003.
Excluding those charges, general and administrative expenses
decreased $1,428,000 (21%) for the nine months ended June 30,
2004. Compensation in the operating divisions decreased 27% due
to a reduction in the size of the consulting staff. Office rent
and occupancy costs were down 22% for the period, due to the
effect of office closings, and all other general and
administrative expenses were down 15%. General and
administrative expenses represented 37.2% of consolidated
revenues, and that was down 11.9 points from the prior year.
There were no credits for income taxes as a result of the pretax
losses in fiscal 2004 and fiscal 2003, because the losses must be
carried forward for income tax purposes and there was not
sufficient assurance that future tax benefits would be realized.
Outlook
The Company's current priority is to return to profitability.
Management believes that it has taken appropriate actions to
reduce operating costs as far as possible, consistent with
positioning the Company for future growth. The improvement in
national hiring patterns and the improved demand for the
Company's services during the two most recent quarters resulted
in improved operating performance for the Company, and the net
loss was reduced to just $12,000 for the quarter ended June 30,
2004. Management believes that continued improvement for the
Company will depend on continued improvement in the U.S. jobs
market.
Liquidity and Capital Resources
As of June 30, 2004, the Company had cash and cash equivalents of
$3,447,000, which was a decrease of $458,000 from September 30,
2003. Net working capital at June 30, 2004 was $3,874,000, which
was a decrease of $459,000 from September 30, 2003, and the
current ratio was 2.9 to 1. The Company had no long-term debt.
Shareholders' equity as of June 30, 2004 was $5,643,000, which
represented 74% of total assets.
During the nine months ended June 30, 2004, the net cash used by
operating activities was $456,000. The $919,000 net loss for the
period included depreciation and other non-cash expenses of
$462,000.
The Company's primary source of liquidity is normally from its
operating activities. Despite recent operating losses, the
Company had positive cash flow of $87,000 for the third quarter
of fiscal 2004. Management believes that existing cash balances
will be adequate to finance current operations for the
foreseeable future. Nevertheless, if operating losses were to
continue indefinitely, or if the Company's business were to
deteriorate, such losses would have a material, adverse effect on
the Company's financial condition. External sources of funding
are not likely to be available to support continuing losses.
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Off-Balance Sheet Arrangements
As of June 30, 2004, 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.
Item 3. Controls and Procedures.
Disclosure Controls and Procedures
As of June 30, 2004, 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, 2004 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,
2005, and the Company must begin to comply with a requirement to
perform a quarterly
8
evaluation of changes to internal control over financial
reporting that occur thereafter. The Company maintains a system
of internal control over financial reporting. However, as of
June 30, 2004, it 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 and Reports on Form 8-K.
Exhibits
The following exhibits are filed as a part 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.
Reports on Form 8-K
The Company filed the following report on Form 8-K during the
quarter ended June 30, 2004:
The Company reported that it issued a press release on April 28,
2004 containing information regarding its results of operations
and financial condition for the quarter ended March 31, 2004.
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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 11, 2004 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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