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): January 29, 2004 MANPOWER INC. ------------------- (Exact name of registrant as specified in its charter) Wisconsin 1-10686 39-1672779 --------- ------- ---------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 5301 North Ironwood Road Milwaukee, Wisconsin 53217 -------------------- ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (414) 961-1000
Item 7. Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press Release dated January 29, 2004 Item 12. Results of Operations and Financial Condition. On January 29, 2004, Manpower Inc. issued a press release announcing its results of operations for the three-month period and year ended December 31, 2003. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. This information is furnished under Item 12 of Form 8-K. SIGNATURES 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. Dated: January 29, 2004 By: /s/ Michael J. Van Handel ---------------- ------------------------- Michael J. Van Handel Executive Vice President Chief Financial Officer and Secretary EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press Release dated January 29, 2004 2
Exhibit 99.1 (MANPOWER LOGO) FOR IMMEDIATE RELEASE CONTACT: Mike Van Handel Chief Financial Officer (414) 906-6305 MANPOWER REPORTS 4TH QUARTER AND FULL-YEAR 2003 RESULTS MILWAUKEE, WI, USA, January 29, 2004 - Manpower Inc. (NYSE: MAN) today reported that net income for the three months ended December 31, 2003 increased 24.6 percent to $49.9 million, or 63 cents per diluted share, from $40.1 million, or 52 cents per diluted share, a year earlier. Revenues for the fourth quarter totaled $3.3 billion, an increase of 15.9 percent from the year-earlier period. Results for the fourth quarter were positively affected by relatively stronger foreign currencies compared to the prior year period. On a constant currency basis, earnings per diluted share for the quarter were 53 cents on a 2.8 percent revenue increase. Results were also favorably impacted by a net 8 cents as a result of a reduction in our estimated liability related to government payroll tax subsidies, partially offset by office closure costs. Jeffrey A. Joerres, Manpower Chairman and Chief Executive Officer, said, "Throughout the fourth quarter of 2003 we continued to see positive signs. In several markets throughout the world the demand for our services is gradually improving, but more importantly, our infrastructure investments and execution of our strategies are clearly accelerating our performance. "Manpower France continues to perform very well. Germany, Canada, Japan, and Mexico also contributed nicely to the success of the quarter and full year. The U.S. market is more positive, though employers remain hesitant and reluctant to hire. On a full year basis, 2003 was unpredictable and difficult, and the Manpower team across the world responded superbly. "We are anticipating the first quarter of 2004 fully diluted earnings per share to fall in the range of 23 to 27 cents. This includes an estimated positive currency impact of 4 cents and earnings accretion from the recently completed acquisition of Right Management Consultants of 3 cents." - MORE - MANPOWER INC. o P.O. BOX 2053 o 5301 N. IRONWOOD RD., MILWAUKEE, WI 53201 o USA o PHONE +1.414-961-1000 o www.manpower.com
MANPOWER REPORTS 4TH QUARTER AND FULL-YEAR 2002/PAGE 2 Net income for the year ended December 31, 2003 totaled $137.7 million or $1.74 per diluted share, up 21.7 percent from $113.2 million, or $1.46 per diluted share in 2002. Revenues for the year were $12.2 billion, an increase of 14.8 percent from the prior year. On a constant currency basis, earnings per diluted share for the year were $1.45 on a revenue increase of 2.2 percent. In conjunction with its fourth quarter earnings release, Manpower will broadcast its conference call live over the Internet on January 29 at 8:00 a.m. CST (9:00 a.m. EST). Interested parties are invited to listen by logging on to http://investor.manpower.com. Supplemental financial information referenced in the conference call can be found at http://investor.manpower.com. # # # ABOUT MANPOWER INC. Manpower Inc. (NYSE: MAN) is a world leader in the employment services industry, offering customers a continuum of services to meet their needs throughout the employment and business cycle. The company specializes in permanent, temporary and contract recruitment; employee assessment; training; career transition and organizational consulting services. Manpower's worldwide network of 4,300 offices in 66 countries and territories enables the company to meet the needs of its 400,000 customers per year, including small and medium size enterprises in all industry sectors, as well as the world's largest multinational corporations. The focus of Manpower's work is on raising productivity through improved quality, efficiency and cost-reduction, enabling customers to concentrate on their core business activities. In addition to the Manpower brand, the company operates under the brand names of Right Management Consultants, Jefferson Wells, Elan, Brook Street and Empower. More information on Manpower Inc. is available at www.manpower.com. FORWARD-LOOKING STATEMENTS This news release contains statements, including earning projections, that are forward-looking in nature and, accordingly, are subject to risks and uncertainties regarding the Company's expected future results. The Company's actual results may differ materially from those described or contemplated in the forward-looking statements. Factors that may cause the Company's actual results to differ materially from those contained in the forward-looking statement can be found in the Company's reports filed with the SEC, including its Annual Report on Form 10-K for the year ended December 31, 2002, which information is incorporated herein by reference.
Manpower Inc. Results of Operations (In millions, except per share data) THREE MONTHS ENDED DECEMBER 31 ------------------------------------------------- % VARIANCE ---------------------- AMOUNT CONSTANT 2003 2002 REPORTED CURRENCY ------------------------------------------------- (Unaudited) Revenues from services (a) $ 3,289.2 $ 2,838.1 15.9% 2.8% Cost of services 2,689.5 2,322.4 15.8% ------------------------- Gross profit 599.7 515.7 16.3% 3.3% Selling and administrative expenses 510.6 428.6 19.1% 6.6% ------------------------- Operating profit 89.1 87.1 2.4% -12.8% Interest and other expenses 8.6 17.9 -52.2% ------------------------- Earnings before income taxes 80.5 69.2 16.4% Provision for income taxes 30.6 29.1 5.2% ------------------------- Net earnings $ 49.9 $ 40.1 24.6% 6.1% ========================= Net earnings per share - basic $ 0.64 $ 0.52 23.1% ========================= Net earnings per share - diluted $ 0.63 $ 0.52 21.2% 1.9% ========================= Weighted average shares - basic 78.2 76.9 1.7% ========================= Weighted average shares - diluted 79.8 77.6 2.9% ========================= (a) Revenues from services include fees received from our franchise offices of $7.7 million and $7.6 million for the three months ended December 31, 2003 and 2002, respectively. These fees are primarily based on revenues generated by the franchise offices, which were $339.6 million and $317.9 million for the three months ended December 31, 2003 and 2002, respectively.
Manpower Inc. Operating Unit Results (In millions) THREE MONTHS ENDED DECEMBER 31 ---------------------------------------------------- % VARIANCE ----------------------- AMOUNT CONSTANT 2003 2002 REPORTED CURRENCY ---------------------------------------------------- (Unaudited) Revenues from services: United States (a) $ 497.8 $ 495.0 0.6% 0.6% France 1,233.1 1,034.5 19.2% 0.2% EMEA 1,089.5 934.0 16.7% 2.5% Other Operations 468.8 374.6 25.1% 13.7% ------------------------- $ 3,289.2 $ 2,838.1 15.9% 2.8% ========================= Operating Unit Profit: United States $ 9.7 $ 13.4 -28.1% -28.1% France 63.9 48.1 32.9% 11.3% EMEA 17.0 26.8 -36.7% -44.9% Other Operations 11.4 4.1 187.5% 173.0% ------------------------- 102.0 92.4 Corporate expenses 12.9 5.3 ------------------------- Operating profit 89.1 87.1 2.4% -12.8% Interest and other expenses (b) 8.6 17.9 ------------------------- Earnings before income taxes $ 80.5 $ 69.2 ========================= (a) In the United States, revenues from services include fees received from the related franchise offices of $6.2 million and $5.8 million for the three months ended December 31, 2003 and 2002, respectively. These fees are primarily based on revenues generated by the franchise offices, which were $286.8 million and $254.2 million for the three months ended December 31, 2003 and 2002, respectively. (b) The components of interest and other expense (income) were: Interest expense $ 10.4 $ 10.5 Interest income (2.0) (2.4) Foreign exchange gains (0.4) (1.0) Miscellaneous, net 0.6 10.8 ------------------------- $ 8.6 $ 17.9 =========================
Manpower Inc. Results of Operations (In millions, except per share data) YEAR ENDED DECEMBER 31 ------------------------------------------------- % VARIANCE ---------------------- AMOUNT CONSTANT 2003 2002 REPORTED CURRENCY ------------------------------------------------- Revenues from services (a) $12,184.5 $10,610.9 14.8% 2.2% Cost of services 10,047.7 8,700.5 15.5% ------------------------ Gross profit 2,136.8 1,910.4 11.9% -0.3% Selling and administrative expenses 1,878.9 1,675.6 12.1% 0.6% ------------------------ Operating profit 257.9 234.8 9.9% -6.6% Interest and other expenses 35.8 46.8 -23.6% ------------------------ Earnings before income taxes 222.1 188.0 18.2% Provision for income taxes 84.4 74.8 12.8% ------------------------ Net earnings $ 137.7 $ 113.2 21.7% 1.4% ======================== Net earnings per share - basic $ 1.77 $ 1.48 19.6% ======================== Net earnings per share - diluted $ 1.74 $ 1.46 19.2% -0.7% ======================== Weighted average shares - basic 77.7 76.4 1.7% ======================== Weighted average shares - diluted 79.3 77.7 2.0% ======================== (a) Revenues from services include fees received from our franchise offices of $26.5 million and $25.8 million for the year ended December 31, 2003 and 2002, respectively. These fees are primarily based on revenues generated by the franchise offices (unaudited), which were $1,214.4 million and $1,179.8 million for the year ended December 31, 2003 and 2002, respectively.
Manpower Inc. Operating Unit Results (In millions) YEAR ENDED DECEMBER 31 -------------------------------------------------------- % VARIANCE -------------------------- AMOUNT CONSTANT 2003 2002 REPORTED CURRENCY -------------------------------------------------------- Revenues from services: United States (a) $ 1,945.8 $ 1,911.4 1.8% 1.8% France 4,638.8 3,848.2 20.5% 0.9% EMEA 3,920.2 3,434.9 14.1% -0.3% Other Operations 1,679.7 1,416.4 18.6% 12.4% ------------------------ $12,184.5 $10,610.9 14.8% 2.2% ======================== Operating Unit Profit: United States $ 33.7 $ 29.2 15.2% 15.2% France 184.0 143.6 28.2% 7.4% EMEA 51.7 83.0 -37.7% -45.4% Other Operations 27.9 6.6 324.1% 288.8% ------------------------ 297.3 262.4 Corporate expenses 39.4 27.5 Amortization of other intangible assets -- 0.1 ------------------------ Operating profit 257.9 234.8 9.9% -6.6% Interest and other expenses (b) 35.8 46.8 ------------------------ Earnings before income taxes $ 222.1 $ 188.0 ======================== (a) In the United States, revenues from services include fees received from the related franchise offices of $21.9 million and $21.7 million for the year ended December 31, 2003 and 2002, respectively. These fees are primarily based on revenues generated by the franchise offices (unaudited), which were $1,026.2 million and $1,015.8 million for the year ended December 31, 2003 and 2002, respectively. (b) The components of interest and other expense (income) were: