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Form 8-K INSPERITY, INC. For: Feb 10

February 10, 2015 8:18 AM










UNITED STATES
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�10, 2015

Insperity, Inc.
(Exact name of registrant as specified in its charter)

Delaware
1-13998
76-0479645
(State or other jurisdiction of incorporation)
(Commission File Number)
(I.R.S Employer Identification No.)

19001 Crescent Springs Drive
Kingwood, Texas 77339
(Address of principal executive offices and zip code)


Registrants telephone number, including area code: (281) 358-8986

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2 below):

[] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[] Pre-commencement communications pursuant to Rule 14d-2(b) under The Exchange Act (17 CFR 240.14d-2(b))


1



[] Pre-commencement communications pursuant to Rule 13e-4(c) under The Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

On February�10, 2015, Insperity, Inc. issued a press release announcing the companys financial and operating results for the quarter and year ended December 31, 2014. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated by reference.

Item 9.01. Financial Statements and Exhibits

(d)
Exhibits

99.1  Press release issued by Insperity, Inc. on February�10, 2015.


2



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.

INSPERITY, INC.
By:
/s/ Daniel D. Herink
Daniel D. Herink
Senior Vice President of Legal, General Counsel and Secretary
��������


Date: February�10, 2015

3



EXHIBIT INDEX


Exhibit
No.����Description

99.1 ����Press release issued by Insperity, Inc. on February�10, 2015.




4


Exhibit 99.1

Insperity Announces Fourth Quarter and Full Year Results

"
Q4 adjusted EBITDA increases 22% over 2013
"
Q4 adjusted EPS up 46% over 2013 to $0.35
"
Q4 sequential increase in paid worksite employees accelerates to 4%
"
Q4 gross profit increases 13% on 7% revenue growth
"
Over $90 million returned to stockholders in 2014 through dividends and share repurchases


HOUSTON  Feb. 10, 2015  Insperity, Inc. (NYSE: NSP), a leading provider of human resources and business performance solutions for Americas best businesses, today reported results for the fourth quarter and year ended Dec. 31, 2014. For the fourth quarter, the company reported adjusted EBITDA of $22.6 million, a 22.4% increase over the fourth quarter 2013. Adjusted net income was $8.9 million and adjusted diluted earnings per share were $0.35, a 45.8% increase over the fourth quarter of 2013. Reported fourth quarter GAAP net income and earnings per share were $8.2 million and $0.27, respectively.

Our successful fall selling and retention campaign has reestablished momentum in growth and profitability and set Insperity up for double digit unit growth in 2015, said Paul J. Sarvadi, Insperity chairman and chief executive officer. Our long-term strategy to offer a wide array of business performance solutions to establish a broader platform for growth is now in place and producing excellent results.

Fourth Quarter Results

Revenues for the fourth quarter of 2014 increased 7.0% over the fourth quarter of 2013 on a 4.6% increase in the average number of worksite employees paid per month. All three drivers to worksite employee growth including sales, client retention and net hiring in our client base, improved over the fourth quarter of 2013.

The 22.4% increase in adjusted EBITDA over the fourth quarter of 2013 resulted from a 12.6% increase in gross profit on a 6.3% increase in operating expenses.

Full Year Results

For the year ended Dec. 31, 2014, the company had adjusted EBITDA of $84.1 million and adjusted diluted earnings per share of $1.19. Reported 2014 GAAP net income was $28.0 million, or $1.05 per share.




Revenues in 2014 were $2.4 billion, an increase of 4.5% over 2013 on a 2.5% increase in the average number of worksite employees paid per month. Sequential quarterly increases in worksite employees accelerated throughout 2014, from 1.6% in the second quarter to 2.6% in the third quarter and 4.0% in the fourth quarter. Gross profit for the year ended Dec. 31, 2014 increased 2.7% to $403.8 million.

Adjusted EBITDA and earnings per share exceeded our initial budget going into 2014 as we effectively managed our direct costs and operating expenses while accelerating unit growth, said Douglas S. Sharp, senior vice-president of finance, chief financial officer and treasurer.

Cash outlays in 2014 included the repurchase of 693,262 shares at a cost of $20.8 million and dividends totaling $69.5 million, including both our regular quarterly dividend and the $2 per share special dividend declared in December. Working capital at Dec. 31, 2014, was $73.1 million.

Other Matters

Separately, the company renewed its revolving credit facility on February 6, 2015. The facility has been increased to $125 million and matures in February 2020. It is available for general corporate purposes and is subject to various covenants that are customary for facilities of this nature.

2015 Guidance

Q1 2015
Full Year 2015
Average WSEEs
138,300

138,900
144,000

146,400
Year-over-year increase
9.5%

10%
10%

12%
Adjusted EPS
$0.65

$0.68
$1.82

$1.92
Year-over-year increase
51%

59%
26%

32%
Adjusted EBITDA (in millions)
$33.5

$35.0
$101.0

$105.0
Year-over-year increase
37%

44%
20%

25%

Definition of Key Metrics

Average WSEEs - Determined by calculating the companys cumulative worksite employees paid during the period divided by the number of months in the period.
Adjusted EPS - Represents diluted net income per share computed in accordance with GAAP, excluding the impact of non-cash impairment charges, dividends exceeding earnings and stock-based compensation. Note that beginning in 2015, the company will begin adjusting for stock-based compensation when reporting Adjusted EPS.



Adjusted EBITDA - Represents net income computed in accordance with GAAP, plus interest expense, income taxes, depreciation, amortization, stock-based compensation and non-cash impairment charges.
Insperity will be hosting a conference call today at 10 a.m. ET to discuss these results, give guidance for the first quarter and full year 2015 and answer questions from investment analysts. To listen in, call 877-651-0053 and use conference i.d. number 64752796. The call will also be webcast at http://ir.insperity.com. The conference call script and company guidance will be available at the same website later today. A replay of the conference call will be available at 855-859-2056, conference i.d. 64752796, for one week. The webcast will be archived for one year.

Insperity, a trusted advisor to Americas best businesses for more than 28 years, provides an array of human resources and business solutions designed to help improve business performance. Insperity Business Performance Advisors offer the most comprehensive suite of products and services available in the marketplace. Insperity delivers administrative relief, better benefits, reduced liabilities and a systematic way to improve productivity through its premier Workforce Optimization solution.� Additional company offerings include Human Capital Management, Payroll Services, Time and Attendance, Performance Management, Organizational Planning, Recruiting Services, Employment Screening, Financial Services, Expense Management, Retirement Services and Insurance Services. Insperity business performance solutions support more than 100,000 businesses with over 2 million employees. With 2014 revenues of $2.4 billion, Insperity operates in 57 offices throughout the United States.� For more information, visit http://www.insperity.com.

The statements contained herein that are not historical facts are forward-looking statements within the meaning of the federal securities laws (Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934). You can identify such forward-looking statements by the words expects, intends, plans, projects, believes, estimates, likely, possibly, probably, goal, opportunity, objective, target, assume, outlook, guidance, predicts, appears, indicator and similar expressions. Forward-looking statements involve a number of risks and uncertainties. In the normal course of business, Insperity, Inc., in an effort to help keep our stockholders and the public informed about our operations, may from time to time issue such forward-looking statements, either orally or in writing. Generally, these statements relate to business plans or strategies, projected or anticipated benefits or other consequences of such plans or strategies, or projections involving anticipated revenues, earnings, unit growth, profit per worksite employee, pricing, operating expenses or other aspects of operating results. We base the forward-looking statements on our expectations, estimates and projections at the time such statements are made. These statements are not guarantees of future performance and involve risks and uncertainties that we cannot predict. In addition, we have based many of these forward-looking statements on assumptions about future events that may prove to be inaccurate. Therefore, the actual results of the future events described in such forward-looking statements could differ materially from those stated in such forward-looking statements. Among the factors that could cause actual results to differ materially are: (i) adverse economic conditions; (ii) regulatory and tax developments and possible adverse application of various federal, state and local regulations; (iii) the ability to secure competitive replacement contracts for health insurance and



workers compensation contracts at expiration of current contracts; (iv) increases in health insurance costs and workers compensation rates and underlying claims trends, health care reform, financial solvency of workers compensation carriers, other insurers or financial institutions, state unemployment tax rates, liabilities for employee and client actions or payroll-related claims; (v) failure to manage growth of our operations and the effectiveness of our sales and marketing efforts; (vi) the competitive environment in the PEO industry may impact growth and/or profitability; (vii) our liability for worksite employee payroll, payroll taxes and benefits costs; (viii) our liability for disclosure of sensitive or private information; (ix) our ability to integrate or realize expected returns on our acquisitions; (x) failure of our information technology systems; (xi) an adverse final judgment or settlement of claims against Insperity; and (xii) the actions of certain stockholders could disrupt our business. These factors are discussed in further detail in Insperitys filings with the U.S. Securities and Exchange Commission. Any of these factors, or a combination of such factors, could materially affect the results of our operations and whether forward-looking statements we make ultimately prove to be accurate.

Except to the extent otherwise required by federal securities law, we do not undertake any obligation to update our forward-looking statements to reflect events or circumstances after the date they are made or to reflect the occurrence of unanticipated events.




Insperity, Inc.
Summary Financial Information
(in thousands, except per share amounts and statistical data)
Dec. 31,
Dec. 31,
2014
2013
Assets:
Cash and cash equivalents
$
276,456

$
225,755

Restricted cash
44,040

51,928

Marketable securities
28,631

46,340

Accounts receivable, net
175,116

210,009

Prepaid insurance
21,301

10,638

Other current assets
17,649

12,053

Income taxes receivable


409

Deferred income taxes
6,316

8,185

Total current assets
569,509

565,317

Property and equipment, net
84,345

86,415

Prepaid health insurance
9,000

9,000

Deposits
117,634

85,578

Goodwill and other intangible assets, net
14,457

18,434

Other assets
1,725

1,816

Total assets
$
796,670

$
766,560

Liabilities and Stockholder's Equity:
Accounts payable
$
4,674

$
2,678

Payroll taxes and other payroll deductions payable
176,341

165,604

Accrued worksite employee payroll cost
192,396

173,801

Accrued health insurance costs
18,329

5,103

Accrued workers compensation costs
45,592

52,930

Accrued corporate payroll and commissions
32,644

21,611

Other accrued liabilities
22,444

14,960

Income taxes payable
4,031



Total current liabilities
496,451

436,687

Accrued workers compensation costs
92,048

68,905

Deferred income taxes
4,075

7,696

Total noncurrent liabilities
96,123

76,601

Stockholders equity:
Common stock
308

308

Additional paid-in capital
137,769

135,653

Treasury stock, at cost
(148,465
)
(138,688
)
Accumulated other comprehensive income, net of tax
3

29

Retained earnings
214,481

255,970

Total stockholders equity
204,096

253,272

Total liabilities and stockholders equity
$
796,670

$
766,560





Insperity, Inc.
Summary Financial Information (continued)
(in thousands, except per share amounts and statistical data)

Three months ended Dec. 31,
Year ended Dec. 31,
2014
2013
Change

2014
2013
Change
Operating results:
Revenues (gross billings of $3.956 billion, $3.726 billion, $14.187 billion and $13.462 billion, less worksite employee payroll cost of $3.360 billion, $3.169 billion, $11.829 billion and $11.206 billion, respectively)
$
595,865

$
557,133

7.0
�%
$
2,357,788

$
2,256,112

4.5
�%
Direct costs:




Payroll taxes, benefits and workers compensation costs
494,506

467,155

5.9
�%
1,953,983

1,862,861

4.9
�%
Gross profit
101,359

89,978

12.6
�%
403,805

393,251

2.7
�%
Operating expenses:




Salaries, wages and payroll taxes
51,873

43,747

18.6
�%
200,118

181,444

10.3
�%
Stock-based compensation
2,707

2,752

(1.6
)%
11,053

11,103

(0.5
)%
Commissions
4,532

4,232

7.1
�%
15,285

14,581

4.8
�%
Advertising
4,001

4,552

(12.1
)%
22,183

23,795

(6.8
)%
General and administrative expenses
18,475

19,107

(3.3
)%
82,618

81,699

1.1
�%
Impairment charges
1,202

3,342

(64.0
)%
3,687

3,342

10.3
�%
Depreciation and amortization
5,560

5,372

3.5
�%
21,387

21,064

1.5
�%
Total operating expenses
88,350

83,104

6.3
�%
356,331

337,028

5.7
�%
Operating income
13,009

6,874

89.2
�%
47,474

56,223

(15.6
)%
Other income (expense):




Interest, net
26

3

766.7
�%
106

158

(32.9
)%
Other, net
27

19

42.1
�%
47

(2,649
)
(101.8
)%
Income before income tax expense
13,062

6,896

89.4
�%
47,627

53,732

(11.4
)%
Income tax expense
4,898

1,607

204.8
�%
19,623

21,700

(9.6
)%
Net income
$
8,164

$
5,289

54.4
�%
$
28,004

$
32,032

(12.6
)%
Less distributed and undistributed earnings allocated to participating securities
(1,572
)
(150
)
948.0
�%
(2,002
)
(916
)
118.6
�%
Net income allocated to common shares
$
6,592

$
5,139

28.3
�%
$
26,002

$
31,116

(16.4
)%
Basic net income per share of common stock
$
0.27

$
0.21

28.6
�%
$
1.05

$
1.25

(16.0
)%
Diluted net income per share of common stock
$
0.27

$
0.21

28.6
�%
$
1.05

$
1.25

(16.0
)%




Insperity, Inc.
Summary Financial Information (continued)
(in thousands, except per share amounts and statistical data)


Three months ended Dec. 31,
Year ended Dec. 31,
2014
2013
Change
2014
2013
Change
Statistical Data:
Average number of worksite employees paid per month
136,764

130,732

4.6
%
130,718

127,517

2.5
�%
Revenues per worksite employee per month (1)
$
1,452

$
1,420

2.3
%
$
1,503

$
1,474

2.0
�%
Gross profit per worksite employee per month
247

229

7.9
%
257

257



Operating expenses per worksite employee per month
215

212

1.4
%
227

220

3.2
�%
Operating income per worksite employee per month
32

18

77.8
%
30

37

(18.9
)%
Net income per worksite employee per month
20

13

53.8
%
18

21

(14.3
)%

(1) Gross billings of $9,642, $9,501, $9,044 and $8,797 per worksite employee per month, less payroll cost of $8,190, $8,081, $7,541 and $7,323 per worksite employee per month, respectively.





Insperity, Inc.
Summary Financial Information (continued)
(in thousands, except per share amounts and statistical data)
(Unaudited)

GAAP to Non-GAAP Reconciliation Tables

Three months ended
Year ended
Dec. 31,
Dec. 31,
2014
2013
Change
2014
2013
Change
Payroll cost (GAAP)
$
3,360,329

$
3,169,120

6.0
�%
$
11,829,133

$
11,205,652

5.6
%
Less: Bonus payroll cost
561,259

567,780

(1.1
)%
1,509,010

1,274,575

18.4
%
Non-bonus payroll cost
$
2,799,070

$
2,601,340

7.6
�%
$
10,320,123

$
9,931,077

3.9
%
Payroll cost per worksite employee per month (GAAP)
$
8,190

$
8,081

1.3
�%
$
7,541

$
7,323

3.0
%
Less: Bonus payroll cost per worksite employee per month
1,368

1,448

(5.5
)%
962

833

15.5
%
Non-bonus payroll cost per worksite employee per month
$
6,822

$
6,633

2.8
�%
$
6,579

$
6,490

1.4
%

Non-bonus payroll cost represents payroll cost excluding the impact of bonus payrolls paid to the companys worksite employees. Bonus payroll cost varies from period to period, but has no direct impact to the companys ultimate workers compensation costs under the current program. As a result, Insperity management refers to non-bonus payroll cost in analyzing, reporting and forecasting the companys workers compensation costs.

Three months ended
Year ended
Dec. 31,
Dec. 31,
2014
2013
Change
2014
2013
Change
Operating expenses (GAAP)
$
88,350

$
83,104

6.3
�%
$
356,331

$
337,028

5.7
%
Impairment charge
1,202

3,342

(64.0
)%
3,687

3,342

10.3
%
Adjusted operating expenses
$
87,148

$
79,762

9.3
�%
$
352,644

$
333,686

5.7
%

Adjusted operating expenses represent operating expenses excluding the impact of impairment charges.




Three months ended
Year ended
Dec. 31,
Dec. 31,
2014
2013
Change
2014
2013
Change
Net income (GAAP)
$
8,164

$
5,289

54.4
�%
$
28,004

$
32,032

(12.6
)%
Income tax expense
4,898

1,607

204.8
�%
19,623

21,700

(9.6
)%
Interest expense
89

119

(25.2
)%
370

383

(3.4
)%
Depreciation and amortization
5,560

5,372

3.5
�%
21,387

21,064

1.5
�%
EBITDA
18,711

12,387

51.1
�%
69,384

75,179

(7.7
)%
Impairment charges
1,202

3,342

(64.0
)%
3,687

6,021

(38.8
)%
Stock-based compensation
2,707

2,752

(1.6
)%
11,053

11,103

(0.5
)%
Adjusted EBITDA
$
22,620

$
18,481

22.4
�%
$
84,124

$
92,303

(8.9
)%

EBITDA represents net income computed in accordance with generally accepted accounting principles (GAAP), plus interest expense, income tax expense, depreciation and amortization expense. Adjusted EBITDA represents EBITDA plus non-cash impairments and stock-based compensation. Insperity management believes EBITDA and adjusted EBITDA are often useful measures of the companys operating performance, as they allow for additional analysis of the companys operating results separate from the impact of these items.

Three Months Ended
Dec. 31,
Year Ended
Dec. 31,
2014
2013
Change
2014
2013
Change
Net income (GAAP)
$
8,164

$
5,289

54.4
�%
$
28,004

$
32,032

(12.6
)%
Impairment charge, net of tax
751

2,941

(74.5
)%
2,317

5,620

(58.8
)%
Tax credit


(1,982
)
(100.0
)%


(1,982
)
(100.0
)%
Adjusted net income
$
8,915

$
6,248

42.7
�%
$
30,321

$
35,670

(15.0
)%

Three Months Ended
Dec. 31,
Year Ended
Dec. 31,
2014
2013
Change
2014
2013
Change
Diluted net income per share of common stock (GAAP)
$
0.27

$
0.21

28.6
�%
$
1.05

$
1.25

(16.0
)%
Impairment charge, net of tax
0.03

0.11

(72.7
)%
0.09

0.22

(59.1
)%
Impact of dividends exceeding earnings
0.05





0.05





Impact of tax credit


(0.08
)
(100.0
)%


(0.08
)
(100.0
)%
Adjusted diluted net income per share of common stock
$
0.35

$
0.24

45.8
�%
$
1.19

$
1.39

(14.4
)%

Adjusted net income and adjusted diluted net income per share of common stock represent net income and diluted net income per share computed in accordance with GAAP, excluding the impact of: i) a $2.5 million impairment charge associated with the Employment Screening reporting unit in 2014; ii) a $1.2 million impairment charge related to a revision to our office consolidation plans in 2014; iii) a $3.3 million impairment charge associated with the Expense Management reporting unit in 2013; iv) a $2.7 million impairment charge related to The Receivables Exchange in 2013; and v) a $2.0 million tax credit relating to tax years 2009 - 2012 and recorded in 2013. Under the two-class earnings per share method, the undistributed losses resulting from dividends exceeding net income in 2014 are not allocated to participating securities. Insperity management believes adjusted



net income and adjusted diluted net income per share of common stock are useful measures of the companys operating performance in this period, as they allow for additional analysis of the companys operating results separate from the impact of these items.

Non-bonus payroll, adjusted operating expenses, EBITDA, adjusted EBITDA, adjusted net income and adjusted diluted net income per share of common stock are not financial measures prepared in accordance with GAAP and may be different from similar measures used by other companies. Non-bonus payroll, adjusted operating expenses, EBITDA, adjusted EBITDA, adjusted net income and adjusted diluted net income per share of common stock should not be considered as a substitute for, or superior to, measures of financial performance prepared in accordance with GAAP. Insperity includes non-bonus payroll, adjusted operating expenses, EBITDA, adjusted EBITDA, adjusted net income and adjusted diluted net income per share of common stock in this press release because the company believes they are useful to investors in allowing for greater transparency related to the costs incurred under the companys workers compensation program and the companys operating performance during the periods presented. Investors are encouraged to review the reconciliation of the non-GAAP financial measures used in this press release to their most directly comparable GAAP financial measures as provided in the tables above.


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