SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 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 15, 2000 MANPOWER INC. (Exact name of registrant as specified in its charter) Wisconsin 1-10686 39-1672779 (State or other jurisdiction (Commission file number) (IRS Employer of incorporation) Identification No.) 5301 North Ironwood Road Milwaukee, Wisconsin 53217 (Address of principal executive offices) Registrant's telephone number, including area code: (414) 961-1000Item 5. Other Events. On February 15, 2000, Manpower Inc. (the "Company") announced its financial results for the fourth quarter and year ended December 31, 1999. The Company's press release issued February 15, 2000 is attached as an exhibit to this report and is incorporated herein by reference (except for references to the Company's website or information contained herein). The Company is also making available certain operating unit results for the three months and years ended December 31, 1999 and 1998. Item 7. Exhibits. Exhibit No. Description 99.1 Press Release dated February 15, 2000 99.2 Operating Unit Results
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. MANPOWER INC. Date: February 15, 2000 /s/ Michael J. Van Handel ----------------------------- Michael J. Van Handel Senior Vice President - Chief Financial Officer and Secretary
EXHIBIT INDEX Exhibit No. Description 99.1 Press Release dated February 15, 2000 99.2 Operating Unit Results
Exhibit 99.1 MANPOWER INC. FOR IMMEDIATE RELEASE FEBRUARY 15, 2000 Manpower Reports Strong 4th Quarter, Full-Year 1999 Results Earnings per share rise 19% for 4th quarter, 16% for 1999 Systemwide sales rise by $1 billion, to $11.5 billion Milwaukee, February 15, 2000 - Manpower Inc. (NYSE:MAN) today reported that net income for the year ended December 31, 1999, rose 13 percent to $150.0 million, or $1.91 per diluted share, from $132.8 million, or $1.64 per diluted share a year earlier. Results for 1998 exclude a one-time charge related to the write-down of capitalized software recorded in the fourth quarter. For the fourth quarter of 1999, net income rose 16 percent to $48.8 million, or 63 cents per diluted share, from $42.0 million, or 53 cents per diluted share, a year earlier, again excluding the one-time fourth quarter 1998 charge. "Our continued growth in the quarter was fueled by strong gains in Europe and good expense control in the U.S.," President and Chief Executive Officer Jeffrey A. Joerres said. "Revenues from our investments in fast-growing markets in Germany, Sweden and Spain grew by 46 percent in constant currencies, while operating profits grew even faster. In France, local-currency revenues were up 16 percent, while operating profits were up 64 percent, thanks to improved pricing and efficiencies. And in the U.S., 6 percent revenue growth combined with good expense control drove operating profits 8 percent higher. "We set aggressive performance targets for 1999 and achieved them," Joerres said. "We're entering 2000 with solid momentum, and barring major shifts in the global economy, we are looking forward to continued growth this year." Systemwide sales for 1999 rose 9 percent from the previous year to $11.5 billion. For the fourth quarter, systemwide sales increased 10 percent to $3.1 billion. This press release contains statements that are forward looking in nature and, accordingly, are subject to risks and uncertainties regarding the Company's expected future financial results. The Company's actual results may differ materially from those described or contemplated. Factors that may cause the Company's actual results to differ materially from those contained in the forward-looking statements can be found in the Company's reports filed with the SEC, including the Company's Annual Report on Form 10-K for the year ended December 31, 1998. Manpower provides staffing services and workforce management solutions to a wide variety of customers through more than 3,300 offices in 52 countries. The company annually provides employment and training to more than 2 million people worldwide. More information, including recent news releases, can be found at the company's web site, www.manpower.com.Manpower Inc. Results of Operations (in thousands, except per share data) 3 Months Ended December 31 Year Ended December 31 1999 1998 Variance 1999 1998 Variance Systemwide sales $3,121,373 $2,850,917 9.5% $11,511,350 $10,523,377 9.4% Revenue from services 2,660,497 2,427,553 9.6% 9,770,098 8,814,272 10.8% Cost of services 2,192,292 2,010,404 9.0% 8,065,179 7,311,278 10.3% Gross profit 468,205 417,149 12.2% 1,704,919 1,502,994 13.4% Selling and administrative expenses 384,598 347,053 10.8% 1,474,268 1,280,491 15.1% Write-down of capitalized software - 92,100 N/A - 92,100 N/A Operating profit 83,607 (22,004) N/A 230,651 130,403 76.9% Interest and other expenses (income) 7,828 4,975 57.3% 24,821 16,633 49.2% Earnings before income taxes 75,779 (26,979) N/A 205,830 113,770 80.9% Provision for income taxes 27,010 (11,859) N/A 55,804 38,106 46.4% Net earnings $48,769 $(15,120) N/A $150,026 $75,664 98.3% Net earnings per share - basic $0.64 $(0.19) N/A $1.94 $0.94 105.5% Net earnings per share - diluted $0.63 $(0.19) N/A $1.91 $0.93 104.5% Weighted average shares - basic 75,996 78,994 (3.8%) 77,276 80,101 (3.5%) Weighted average shares - diluted 77,694 78,994 (1.6%) 78,728 81,196 (3.0%)
Manpower Inc. Condensed Balance Sheets (unaudited - in thousands) December 31, December 31, 1999 1998 Current assets: Cash and cash equivalents $241,675 $180,456 Accounts receivable 1,897,553 1,674,729 Prepaid expenses and other assets 118,094 106,377 Total current assets 2,257,322 1,961,562 Other assets 278,976 238,914 Property and equipment 182,355 191,260 Total assets $2,718,653 $2,391,736 Current liabilities: Payable to banks $127,949 $99,268 Accounts payable 387,872 347,864 Employee compensation payable 71,895 77,084 Accrued liabilities 168,346 154,428 Accrued payroll taxes and insurance 340,937 319,053 Income taxes and VAT payable 317,463 309,283 Current maturities of long-term debt 3,574 4,076 Total current liabilities 1,418,036 1,311,056 Other liabilities: Long-term debt 357,530 154,594 Other long-term liabilities 292,441 257,148 Total other liabilities 649,971 411,742 Stockholders' equity 650,646 668,938 Total liabilities and stockholders' equity $2,718,653 $2,391,736
Manpower Inc. Operating Unit Results (in thousands) 3 Months Ended Year Ended December 31 December 31 1999 1998 1999 1998 Revenues from services: United States (a) $ 591,016 $556,785 $2,250,483 $2,152,822 France $1,008,574 986,884 3,775,105 3,639,483 United Kingdom 326,666 299,191 1,170,270 1,088,218 Other Europe 432,203 349,881 1,517,197 1,152,574 Other Countries 302,038 234,812 1,057,043 781,175 ---------------------- ----------------------- $2,660,497 $2,427,553 $9,770,098 $8,814,272 ====================== ======================= Operating Unit Profit: United States $ 23,436 $ 21,622 $ 80,270 $ 78,005 France 32,611 22,579 100,910 76,959 United Kingdom 12,783 15,147 40,224 42,280 Other Europe 21,396 17,307 63,210 49,197 Other Countries 4,425 4,601 16,539 20,953 ---------------------- ----------------------- 94,651 81,256 301,153 267,394 Other corporate expenses (11,044) (11,160) (42,502) (44,891) Non-recurring expenses (b) - - (28,000) - Write-down of capitalized software (c) - (92,100) - (92,100) ---------------------- ----------------------- Operating profit 83,607 (22,004) 230,651 130,403 Interest and other expense (d) 7,828 4,975 24,821 16,633 ---------------------- ----------------------- Earnings before taxes $ 75,779 $ (26,979) $ 205,830 $ 113,770 ====================== ======================= Footnotes: (a) Total systemwide sales in the United States, which includes sales of Company-owned branches and franchises were $992,210 and $919,251 for the three months ended December 31, 1999 and 1998, respectively, and $3,758,690 and $3,577,192 for the year ended December 31, 1999 and 1998, respectively. (b) Represents non-recurring items ($16.4 after tax) in the second quarter of 1999 related to employee severances, retirement costs and other associated realignment costs. (c) The write-down of capitalized software relates to the abandonment of an information system that was being developed in the U.S. (d) The components of interest and other expense (income) were: Interest expense $4,622 $5,984 $17,315 $19,155 Interest income (2,299) (2,182) (8,028) (8,379) Translation loss (gain) 933 (599) 1,918 2,425 Loss on sale of accounts receivable 2,693 658 9,780 658 Other 1,879 1,114 3,836 2,774 -------------------- ------------------- $7,828 $4,975 $24,821 $16,633 ==================== ===================