Summary - Annual Report 2015
Transcription
Summary - Annual Report 2015
Summary Making People Successful in a Ch@nging World 3 Building Value 7 Harnessing Technology 13 A Partner in Personal Success 15 Leading Global Service Provider 19 Adecco’s Brand of Entrepreneurs 25 Power Brands 29 Financials 35 Philippe Foriel-Destezet Chairman Klaus J. Jacobs Vice-Chairman Making People Successful in a Ch@nging World Another excellent performance in 2000 has strengthened our conviction that the profitable growth and development of our operations, and the industry which we work hard to lead, is only just beginning. Patterns of business, employment and lifestyle are fundamentally changing in the midst of a modern day economic revolution. Our mission is to make people a success in this changing world. As the interchange between people and businesses is evolving, the relevance of the staffing industry is increasing for both decision-makers in companies and for people seeking employment. 3 Corporate Competitiveness Corporate decision-makers are increasingly adopting an on-demand “just in time” and “just in skills” human resource model. This gives them an integrated flexible workforce to respond to project and market need, delivering real competitive advantage and heightened productivity. Major corporations seeking global competitiveness are leading this revolution. Almost half of Adecco’s business comes from large national or international agreements. This accelerating corporate drive to achieve “competitiveness through people” is also fuelling the rapid growth of our specialist brands and services, such as personnel training, skill development and outplacement programmes. The fundamental changes in today’s evolving environment transcend purely cyclical economic forces. Globalisation, liberalisation, faster and more effective communications and the emergence of new job functions continue to create a highly positive climate for our industry. Already about 1.5% of the European Union’s working population – a daily average of around 2.5 million workers – is employed through staffing companies, largely on short-term contracts ranging from a day to a year. In the USA, our industry already provides around 2.3% of the workforce, nearly 3.9 million workers per day, indicating a significant opportunity for further growth in Europe. Huge opportunities for the future exist in Asia and South America as these economies develop. Our general staffing business is in the vanguard of the companies exploiting such changes in the global market. 4 Personal Partnerships Equally, we partner with the individual in the new world of work, in which the traditional relationship between employer and employee is changing and personal lifestyle expectations and aspirations are themselves evolving. Our challenge is to maximise the opportunities for and security of our flexible workforce who are seeking to take greater charge of their own work, career and lifestyles. Adecco calls such people “Associates” and offers appropriate training opportunities, lifelong learning and career management advice to help them reach their full potential. This means meeting modern day ambitions, whether they be for a “temporary” career, a bridge to a full-time job or a consultative part-time position for an experienced early “retiree” who now wants, or even needs, to return to mainstream employment. Through the development of its services, Adecco is leading the way in recognising and responding to the major demographic and social changes impacting upon the world of work. Amongst such trends, none is of greater importance than the role of older people within the workforce. Increasing life expectancy and falling birth rates are creating the prospect of a smaller number of workers having to support a growing number of pensioners. Such a scenario is both an economic time bomb and a waste of experienced talent. Through the Adecco Foundation in Europe, the USA and Asia, we are driving ideas and initiatives directly to address this issue. In Spain for example, we support a Governmentendorsed “40 Plus” programme, using Lee Hecht Harrison’s expertise and the Adecco Xpert® “Can do, will do, will fit” test programme to help those over 40 find appropriate opportunities to re-enter the workforce. In the USA, we are partnering with Operation Able – an organisation dedicated to the training and skills development of older workers – by testing, training and placing graduates of the programme into temporary jobs. In August 2000, the Foundation hosted a conference in Switzerland of politicians and Chief Executive Officers of international Swiss companies to address the “ageing issue”. As a result, a solution-orientated research programme will be launched in 2001 and is designed to be a key information source for government and corporate decision-makers. Additionally, the Adecco Foundation will continue its activities supporting other groups of people entering or re-entering the workforce, such as the young and the disabled. Building for the Long-term As global market leader, Adecco is at the forefront of the new world of work. In an increasingly fast-paced environment, our business is building long-term relationships with companies and Associates, enabling increased productivity and personal fulfilment. We have enormous scope to develop our business still further across general staffing, specialist brands and career services, expanding our portfolio of Human Resources services in line with the ever changing needs of our Clients and Associates world-wide. We combine the muscle and the investment capability of a true global leader, with the local insight and entrepreneurial spirit of our Colleagues operating from over 5,000 locations. To all of our partners – Shareholders, Clients, Associates and Colleagues, we express and renew our deepest thanks and confidence in continued success in a changing world. 6 To our Clients, Colleagues, Associates and Shareholders I am pleased to report another year of excellent progress for Adecco, with strong results around the world and major strides in positioning the organisation for future success. A landmark in this past year, the merger with Olsten Corporation combined with strong organic growth reinforced our position as the undisputed leader in staffing services world-wide. Since Adecco was established five years ago, we have built an unrivalled global network of over 5,000 branches in 58 countries to serve our global and local customers. We have pushed to establish the leading and highest quality company in all our markets. As a result we became number one or number two in 11 of the 13 largest marketplaces. We have invested heavily in technology to assure speed and quality and to make us the most cost efficient provider in our industry. We stand ready to integrate the use of the Internet into our business to provide unmatched service in the next year. Over 30,000 dedicated and professional internal Colleagues ensure that on an average day close to 700,000 temporary Associates deliver labour flexibility and skills to enhance the productivity of our customers. Both sales and operating profits have grown at a compound rate of 45% over the last five years through the superb and consistent execution of our strategy by the best people in our industry. Building Value Delivering Results JOHN BOWMER Chief Executive Officer A powerful combination of organic and acquisitive growth boosted 2000 revenues to CHF 26.6 billion, a 44% increase over 1999 levels. This exceeded our expectations in light of the challenges presented by the integration of the Olsten Corporation during the year. Operating profits grew 49% to CHF 1.2 billion. We once again demonstrated our ability to drive productivity gains as our operating profit margin improved to 4.6% from 4.5%. The improvement in operating profit margin was achieved despite CHF 55 million of mergerrelated costs included in ordinary operating expenses. The CHF 65 million restructuring costs associated with the merger were lower than originally forecast and synergy cost savings of approximately CHF 80 million in a full year were realised by the fourth quarter of 2000. 7 Merger Success Adecco is the leading consolidator in a fast coalescing global market. Our success in very speedily integrating large companies is a major competitive advantage. We have been able to continue organic growth faster than the market, while merging four large additions, TAD, Delphi, Career Staff and Olsten, along with smaller strategic companies. Mergers have given us critical mass together with geographic and product spread much quicker than pure organic growth. The successful combination of internal and external growth is unique in the staffing industry. The addition of Olsten, by far the largest merger in our industry, has made Adecco the number one in both the IT staffing sector world-wide and in the North American staffing market. It has given us a strong position in Scandinavia and bolstered our position in Germany, France, the United Kingdom and South America. The integration will be completed ahead of time and on budget in the first quarter of 2001. We have single headquarters and common systems in all countries with merged operations. In the USA, the major integration where the two companies were of similar size, we closed down the Adecco headquarters in California and moved to the Olsten head office on Long Island, New York, and rolled out the Olsten front office system through Adecco North America. The former will lead to major future cost savings and the latter has gained a couple of years and saved around US$ 50 million in IT development costs that we were preparing to incur. Overall, the Olsten merger will generate synergies of around CHF 100 million in a full year, compared with the CHF 60 million we expected at completion on 1 April 2000. Robust Global Performance Our results around the world reflect the strength of Adecco’s diversified group of businesses, as our broad network spreads the impact of changes in regional macroeconomic conditions and helps Adecco maintain steady growth. Highlights of our continued growth include France, where revenues grew 28% to CHF 9.0 billion. This strong performance illustrates our ability to respond positively to changes in legislation, such as the 35-hour week and the increases in labour cost that took place in 2000. Despite this excellent performance, our exposure to this market has been strategically reduced by strong growth in other regions. France now accounts for 34% of Group revenues, down from 38% a year ago. North America witnessed a sharp increase in revenues of 63% in the year 2000, contributing CHF 8.0 billion to Group revenues. The region posted over 20% organic profit growth in local currency during the year, an excellent performance amid the inherent challenges brought about by the tight labour market in the USA as well as a major focus on the Olsten integration. The new Adecco North America head office in Melville, New York, is now fully operational, and confirms the very good cultural fit between Adecco and Olsten. Another key market, the United Kingdom performed according to our expectations in 2000 with a substantial increase in operating margin. Turning the spotlight to the Rest of Europe, the region posted an outstanding performance during the year 2000 with revenue growth of 50%, reaching CHF 4.5 billion. This substantial growth, nearly two-thirds of which was organic, was mainly driven by aggressive market penetration strategies in Italy, Belgium, Germany and Spain. In Italy, results greatly exceeded our expectations, and now the country ranks among the five largest Adecco countries, a significant accomplishment in just over three years in operation. In Belgium, we have achieved a major increase in market share. In Spain, business expertise and drive were the key qualities that overcame unfavourable changes in the regulatory environment to achieve organic revenue growth of over 20%. At the Hanover Expo in Germany, Adecco exhibited excellence in labour supply and administration that once again confirmed our ability to manage big projects and resulted in strong organic revenue growth of nearly 30%. The Adecco world is certainly not destitute of challenges. In The Netherlands, which has very low unemployment and has seen major legislative changes in our industry, our market grew only 2% on reduced Associate numbers. Revenues in the Rest of World rose strongly at the rate of 63% to CHF 2.9 billion. More than half of this growth was organic. In Japan, the acquisition of Career Staff proved to be a huge success that enabled faster market penetration. Adecco is now the number two company in the market. Full synergies started to be realised in 2000 as operating margins improved by over 100 basis points. Organic business expansion accounted for nearly half of total revenue growth this year. In Latin America and especially in Mexico, we performed superbly despite very difficult conditions in some markets. We see great future opportunities for our business in this fastdeveloping sub-continent. We continue to optimise our business mix, expanding our higher margin businesses significantly. Speciality brands grew by 33% to CHF 3.5 billion, despite the sluggish recovery of the IT sector following the Y2K surge but helped by the fast-paced expansion of other business lines such as Accounting and Finance. Growing demand for financial information and complex reporting requirements have stimulated demand for financial professionals. Adecco is on the forefront of industry plans to meet these needs. In the Career Services area, we benefited from market conditions to expand our business and penetrate the market with fabulous results. 9 Rapid Global Client Growth In 2000, we doubled the number of major national or international contracts, encompassing up to 30 markets for some Clients. This reflects the strength of our global network and increasing recognition of the competitive value to our Clients of integrating flexible staffing into their human resources strategies. This underpins the value of the continued expansion of our global network in 2000, with the opening of offices in Bolivia, Costa Rica, Dominican Republic, Guatemala and Liechtenstein. In addition, our staffing experience was clearly demonstrated during the year when we recruited and trained more than 17,000 temporary Associates to support and contribute to a number of significant international events. These included the Euro 2000 Football Championships in The Netherlands and Belgium, The World Expo in Hanover and the Sydney 2000 Olympic Games. 10 Building Business on a Browser When Adecco was born in 1996, we set an objective to abolish the paper timecard that was the basis of all payments to Associates and billings to Clients. Through new ERP back office pay bill software, we now have the means for paperless transactions. Over the next two years, our objective is to introduce new front office systems through the company that will make it easier still for Clients and Associates to interact with Adecco. Our new front office systems will be integrated with our back office and the systems of our customers. They will be web-enabled so that e-commerce will become a reality. In the future, Adecco will do its business on a browser. In Italy, we successfully launched a webenabled system – www.adecco.it – a hybrid business model that blends the best of the Internet with our industry-leading branch network. This fully integrated system allows Clients to manage the entire staffing process, while giving job-seekers a quick and powerful job search tool. It generated close to 200,000 applicants by the end of 2000 and is Italy’s leading on-line recruitment site. Clients can roam the database and help us to provide the archetypal “bricks and clicks” recruitment experience. This concept will be rolled out through Europe and North America. Adecco now receives around 20% of candidates through the web, a figure that we believe will rise rapidly as we build upon our initiatives. Another example is idealjob.com. Initially launched in Switzerland, idealjob.com has been expanded to Italy, France, United Kingdom, Ireland, Germany, Austria, Liechtenstein, Belgium and Luxembourg. This web-based business unit specialises in mid- to high-level skilled candidates mainly for permanent positions. Idealjob.com provides a set of customised on-line tools to help Clients manage their human resources and find ideal candidates, while linking back to the Adecco branch network for key off-line services such as interviews and assessments. These two alternative, low cost candidate sources are key to sustaining a leadership position in the increasingly competitive employment market. Both validate our strategy of combining bricks and people with clicks on the web. Industry Leadership While we are proud of our accomplishments over the past several years, Adecco is also ideally positioned for success in the future. Our industry leadership position allows us to finance investments, leverage our central costs and continually improve our efficiency. Moreover, our global scope and balanced business portfolio will help Adecco thrive in time of regional economic instability. We see nearly unlimited opportunities for growth in the next few years. Clients and Associates have come to value the advantages of labour flexibility, and our industry is now frequently recognised by companies and individuals as a valued partner in the drive for productivity and personal career success. As the industry leader, it is our hope and continual goal to ensure that, when people think of flexible work, they think of Adecco. As we close the doors of the millennium and look back one last time to this year in review, Adecco Colleagues and Associates, you should be proud. Thank you for your tremendous commitment, energy and initiative that continues to nurture our success. With equal measure, thank you also to our Clients and Shareholders for your continued support and trust in our vision. 12 Harnessing Technology Technology Tools for Today Technology is key to our ability to drive successful practice and high quality through the business, and to capitalise upon the benefits of scale. As well as our Internet initiatives, Adecco develops and utilises proprietary software and hardware to improve many aspects of the recruitment process. One example is our Xpert® candidate evaluation methodology and software which is unique in the industry. Used all over the world by Adecco branded companies, the Xpert® “can do, will do, will fit” program evaluates candidates’ capability, motivation and crucially, cultural fit with the Client organisation. Adecco’s JOB’shop® – the first of its kind interactive job search kiosk that is used in malls and universities around the world – was launched in 1997 and now places thousands of people in jobs every year. The colourful kiosk is designed to attract a steady flow of interested job seekers that follow the simple interactive touch-screen guide to submit their qualifications in pursuit of new job opportunities. With self-guiding instructions, JOB’shop® prompts users to specify the nature of work desired, their schedule and availability, their education, experience, salary requirements, skills and other data – in a process that takes only a few minutes. All the information entered is linked immediately to Adecco’s central database, where it is processed by proprietary software programs that screen and match the applicant’s interests and skills to specific jobs from among thousands of temporary and fulltime positions. A positive match activates trained Adecco professionals who set up an appointment with the candidate to complete the final steps of the screening, testing and placement process. From web-based solutions to proprietary soft and hardware, Adecco is harnessing technology, creating new opportunities for people to fulfil their potential in the new world of work. 13 over the age of 50 currently represent some 28% of the US population but as the baby boomer generation ages, the percentage will rise to 42% by 2010. All over the world, Adecco offers Associates a highly localised and personalised approach to satisfy the needs and aspirations of the individual, as many examples demonstrate: Career Partner Insights A Partner In the new world of work, the relationship between employer and employee is changing as the pace of economic change quickens and lifestyle expectations and personal aspirations evolve. We are a partner to Associates in meeting the challenges of adapting to the new world of work, providing practical support to help them sustain their employability and connect to new opportunities. With the support of Adecco, Associates are increasingly taking responsibility for their skill development and positive career evolution, as the concept of one lifetime employer is replaced by “serial” employment. For some, variety and flexibility in their working lives is increasingly welcomed – and multitasking is becoming the norm as people seek new ways to balance work with their lifestyle aspirations. Also, many people want to return to work on their own terms, perhaps having left the “working world” to have a family or to retire early. According to US Census statistics, people in Personal Success Adecco Career Staff – Japan In 2000, over 29,000 Associates undertook courses at “Adecco Career Schools”, up from 16,500 in 1999. Located at major Adecco Career Staff branches throughout Japan, the Adecco Career Schools offer courses ranging from computer skills and business etiquette to orientation programmes for temporary assignments. The costs of courses are fully borne by Adecco Career Staff. In addition, 500 Associates received free career counselling advice through the Adecco Dial Service, providing easy access to a qualified career counsellor over the telephone. Adecco Career Staff also provides Associates with a variety of training courses at major educational institutions and cultural schools at discounted rates and discounts on numerous leisure activities. Adecco – Spain In Spain, every year Adecco’s investment in training Associates is in excess of the 1.25% of the payroll legally required in the country. In 2000, over 38,000 people attended over 5,000 courses ranging from computer skills, warehouse organisation, safety and security to a wide variety of other industrial or administrative courses. Training is very much focused on local needs. In Northern Spain for example, Adecco helps the fishing industry by organising anchovy handling courses, so the delicate catch can be placed in cans without breakage. 15 Hundreds of women have taken the course and are successfully working through Adecco in this industry – helping reduce female unemployment in this region of Spain. Adecco – United Kingdom In the United Kingdom, “Adecco Learning Centres” are being set up to enable Associates seeking work to obtain the core skills and qualifications needed by local businesses. The two to four-week courses enable Associates to achieve qualifications – recognised by United Kingdom City and Guilds – for call centre, information technology or secretarial skills. Leeds is the largest of three centres set up in 2000 and over 11 centres will be open by the end of 2001, which will train and find jobs for almost 4,000 Associates. The courses are free to Associates. Adecco funds the Learning Centres in collaboration with local educational and business agencies. In Greenock, Scotland, Adecco is running a training centre specifically for IBM’s European manufacturing site. In collaboration with Scottish Enterprise, Adecco offers a four-week training course, equipping people with the core skills required by IBM. Continuing training is available, which enables Associates employed by IBM to achieve a nationally recognised qualification. Adecco – France Adecco, operating in the northern region of France, noted a significant shortage of labour in the Dunkirk docks, one of the major ports in the north of France. In partnership with five prospective Clients, Adecco established a long-term venture designed to provide appropriate skills training for young candidates seeking to become dockers. The training specialises in loading and unloading cargo ships and operating and driving heavy plant and machinery. 16 The training programme ran over a two-year period, involving more than 1,000 hours of experience with a range of specialist port companies. The training combined periods of formal skills training with “hands on” work experience at Adecco customer companies partnering in the training scheme. Sixty young people benefited from this training. Each received a nationally recognised diploma and all were successful in gaining immediate employment. This initiative allowed us to train young people in the necessary skills to pursue an important trade, whilst also allowing Adecco to penetrate a market new to the concept of temporary resources. Adecco – North America Adecco North America is a leader in encouraging and enabling minority candidates, who may lack strong educational or work backgrounds, to become productive contributors to the workforce and fulfil their own potential. The Diversity Council, composed of representatives from each North American division, works with its Director of Diversity to locate and train candidates from groups that have been traditionally under-represented in the workforce. Encouraging Diversity… In 2000, Procter & Gamble recognised our commitment to diversity by naming Adecco one of five Supplier Diversity Advocates. In the first year of on-site operation at Procter & Gamble, 7% of its business was the result of partnering with minority-owned service companies. We continue to expand our business with minority-owned staffing companies to meet Procter & Gamble’s and Adecco’s shared goals. Technical Training… In the USA, where an unusually low unemployment level has been a characteristic of the marketplace for several years, the demand for skilled technical employees is at an all-time high and competition for such employees is intense. Many Clients recognise the challenges and turn to Adecco to train people for these high-demand positions. Adecco’s network of eight Technical Training Centers offers 22 industry standard courses focusing on skills in demand at manufacturing facilities nationwide. The courses can also be customised to a Client’s unique environment or specific skill requirements. Each year, the Centers are capable of training up to 2,800 people who, without this training, would be unlikely to qualify for such skilled technical positions. Individual Recognition… In October 2000, Keith Palmer, an Associate of Olsten Staffing Services, was named National Temporary Employee of the Year by the American Staffing Association (ASA). Palmer was recognised for exemplifying the hard work, dedication, and success of millions of temporary employees throughout the country. Keith was so successful in his two-year assignment writing software code for the United Space Alliance (USA), the space shuttle maintenance and launch contractor for NASA, that he was hired on a full-time basis. Adecco Foundation The objective of the Adecco Foundation – through research and localised activities – is to help people, who have particular difficulties, find employment to fulfil their potential and find personal success. Adecco believes there are still far too many people marginalized from the workplace through no fault of their own – for example, owing to their age, gender, education or socio-economic circumstances. These are the people the Adecco Foundation helps. In Spain…. The 40 Plus Programme is run in collaboration with the Spanish Government and the Federation of Unemployed. The goal of the programme is to offer a series of services to help those over 40 to quickly re-enter the workforce. Services include training, testing and skill evaluation, counselling and of course job placement. Lee Hecht Harrison’s outplacement methodology, Adecco’s own training expertise and the Xpert® “can do, will do, will fit” evaluation programme have resulted in 65% of the candidates entering the programme to find positions within three months. Additionally, the Spanish Confederation of Young Businessmen (CEAJE) partners in this project, encouraging young businessmen to capitalise on the know-how and experience of unemployed over-40s from the relevant industry sector experience. Leading Global Service As global competition intensifies, companies increasingly recognise the value of a human resources solutions provider that can deliver a consistent quality of service and cost economies on an international basis. No competitor is better placed or working harder to deliver global competitiveness through people than Adecco. Adecco is now number one or two in 11 out of the world’s 13 largest marketplaces for personnel services and it operates in 58 countries, more than any competitor. Through general staffing, speciality brands and career services, it offers the widest range of services in the world. Global Clients can manage their temporary workforce and other related Human Resources services through one point of contact, an Adecco Global Account Manager. He or she has the responsibility to ensure consistent service delivery and transfer of successful practices using the Adecco global database and a team of internal Adecco specialists, thus ensuring Adecco Clients gain competitive advantage. These factors enabled Adecco to double the number of international contracts in 2000 and to expand its global teams of account managers and technical specialists located across Asia, Europe and the Americas. Provider Hewlett Packard Adecco is the preferred supplier for Hewlett Packard’s temporary staffing needs in 31 countries across Europe and Asia Pacific. The ability to provide an integrated flexible workforce is a key component of Hewlett Packard’s competitiveness. In Stuttgart for example, the company is manufacturing servers and Adecco Associates play a key role in building the machines. Local recruitment conditions are tough, particularly as Hewlett Packard requires Associates with a highly adaptable attitude and skill set. To gain an intimate knowledge of their requirements and a rapid response, an Adecco “implant” operates full-time, providing an on-site link to Adecco resources. The implant has responsibility to manage the testing, selection, and induction of new Associates and handles timekeeping, payroll and personnel queries. “Adecco’s ability to deliver the right amount of people, with the right skills and attitudes, at the right time gives us a real competitive edge. Adecco’s on-site presence is a real advantage. They have developed a strong understanding of our business and people, enabling rapid implementation.” Andreas Schmiedel, Hewlett Packard’s European Employment Manager 19 IBM Adecco supplies IBM with temporary workforce and contract employees in 36 countries. Adecco’s employees perform manufacturing and assembly work, administrative and customer service support, technical and IT projects and project management. Adecco fits into IBM’s workforce strategy by supplying difficultto-find labour in emerging and labour-constrained markets. Adecco is able to source just-in-time labour, and difficult-to-find skills efficiently and cost effectively, allowing IBM to focus on its core competencies. Cirque du Soleil Facing many of the challenges common to global organisations which seek to establish a presence in new markets, the world-famous Cirque du Soleil chose Adecco as a staffing partner, for its year 1999 “Saltimbanco” tour in Australia and Singapore. Saltimbanco has been described as barely a circus at all in the traditional sense, more a unique stylised blend of theatre, music, comedy, symbolism and athletic performance for the young and old. Adecco provided between 150 and 200 temporary Associates for each performance of Saltimbanco. To ensure each applicant’s skills and motivation were the correct fit for Cirque du Soleil, Adecco applied Xpert®, its exclusive, leading edge testing system to identify people who shared the appropriate customer service focus. Adecco also established a Client forum on AdeccoNet, the group’s global intranet, to allow Adecco successful practices to be transferred to each tour destination and for all relevant documents to be listed for easy reference, avoiding the need to reinvent the wheel at each tour location. An Adecco co-ordinator was sent from each Saltimbanco tour location to meet with the on-site co-ordinator in the new city to ensure “teething problems” were overcome. Citigroup Adecco is a global human resources partner for Citigroup, providing Human Resources services, staffing, IT program management and workforce augmentation in 34 countries. Because of Adecco’s keen understanding of the financial services industry and diverse service offering, it helps Citigroup meet its business goals in a demanding and evolving global market. “With the help of Adecco, Citigroup can manage labour costs, quality, and emerging market demands, while improving customer care, operating performance and shareholder value.” Citigroup Vice President, Karl Whelpdale Global Event Capability The capability of the Adecco Group can also be brought together for one-time global events. Top Performance Down Under… Adecco was the Official Staffing Services Supporter for the Sydney 2000 Olympic Games, acclaimed as the most successful Olympic Games ever. Adecco’s wide-ranging role commenced in April 1996, following its appointment by the Sydney Organising Committee. First, Adecco recruited the majority of the 2,500 permanent staff who made up the Organising Committee. Vacancies at all levels from senior executives to support staff were filled, in departments including sport, marketing, protocol, technology, finance, legal and even “torch relay”. Adecco also provided 5,000 temporary staff. The diverse array of job roles included a zoo keeper to care for the kangaroos in the Media Village, video arcade supervisors for the Athletes’ Village and make-up and hair stylist managers for the Opening Ceremony. In addition, Adecco was the Master Vendor in a consortium of eight recruitment firms behind the development of the Olympic Labour Network, which supplied a further 5,000 temporary staff to many of the Games contractors. This included roving photographers for Kodak, chefs and hospitality staff for global catering company, Sodexho, and drivers and bilingual secretaries for the European Broadcasting Union. Specialist consulting expertise was also provided to the Organising Committee in areas such as employment policy, industrial relations and occupational health and safety. Moreover, career counselling and outplacement services were provided by Lee Hecht Harrison, including the development of Lead Link, a state of the art on-line job listing facility available to companies globally, leading to interstate and subsequent appointments for many members of the Organising Committee. “Over the past several years Adecco, as the Official Staffing Services Supporter to The Sydney Organising Committee for the Olympic Games (SOCOG), has provided a variety of permanent, temporary and consulting services that have enabled us to create a workforce who delivered ‘the best Games ever’ in the history of the Olympic Games. On behalf of SOCOG, I would like to thank Adecco for approaching the staffing partnership with a spirit of co-operation and for showing the flexibility required to staff an event of this magnitude.” Ian Clubb, General Manager, Games Workforce, The Sydney Organising Committee for the Olympic Games (SOCOG) “We could not have been successful without Adecco.” Sandy Holloway, Chief Executive Officer, The Sydney Organising Committee for the Olympic Games (SOCOG) 21 EXPO 2000… As Product Partner for Employment Services at Expo 2000 in Hanover, Germany, Adecco generated 100,000 applications and filled 10,000 work contracts, fulfilling positions as varied as hosts/hostesses, sales executives, information personnel and restaurant and catering positions. 60% of applications were registered on the Internet and 40% through a Call Center established by Adecco on-site that operated seven days a week. Associates were recruited at the rate of 300 per day and over 38,000 telephone interviews and 15,000 face-to-face interviews were conducted. Over 4,700 Adecco Associates worked at the Expo on its opening day. Moreover, Adecco produced a CD-ROM training guide for all employees and delivered training sessions for 1,500 hosts and hostesses. “We thank you a lot, all the men and women on the Adecco team, for your brilliant support of our guests. Because of your professionalism, you were able to work confidently in a very short amount of time, providing an ideal experience for our guests.” Norbert Bargmann and Alexander Freiherr v. Fircks, EXPO 2000 22 Euro Sport… Adecco was the official staffing partner of Europe’s largest sporting event in 2000, the Euro 2000 football championships in Belgium and Holland. Over 80 paid managers and 3,200 volunteers – from all walks of life and aged between 18 and 65 – were recruited and trained to ensure the smooth organisation of 31 matches at eight venues in June and July. The roles ranged from chauffeurs of players and officials to ticket validation, security and logistics support staff. Over 7,000 applications were generated through advertising, media coverage and the Internet. Turnover of staff was less than 1%. “It was a real challenge to recruit qualified and motivated people who were needed for a relatively short time period. Adecco rose to the challenge. Their Associates were the winning team for Euro 2000.” Alain Courtois, General Director of the Euro 2000 Organising Committee Combining Global Best Practice with Local Insight Our overall success servicing global Clients is underpinned by the continuing development of our local office network. Adecco achieves this through ensuring rapid adoption and adaptation of innovative successful practices and investments at local level. For example, Adecco convenes international, cross-functional task forces that understand the challenges of implementing global projects. This approach lay behind the successful development of the world-wide satisfaction measurement systems. Called “You & Adecco” this measures Client, Associate and Colleague satisfaction – a three-way approach essential to building sustainable success. A multi-cultural perspective is also cultivated in Adecco’s Executive Management Team – comprising one person from Great Britain, three from Switzerland, one from Spain, two from France and four from the USA. This diversity, unique in our industry is, we believe, a major competitive edge. Our executive team meetings bring different perspectives to issues that allow us to have a real global strategy with superb local execution. Notwithstanding occasional short-term international assignments for some Colleagues to gain experience and career development, at country management level, the goal is to have every operation led by talented strong “nationals” who often have gained international experience. We believe that leaders in their home countries best understand the local business community, the people and economic climate. So Adecco continually invests in local employee development programmes teaching key leadership behaviours and project management skills. Adecco’s Brand of Entrepreneurs As a highly decentralised organisation operating in a rapidly changing environment, Adecco’s success is built upon the dynamic, entrepreneurial approach of those Colleagues running a network of over 5,000 offices as individual profit centres. Their challenge is to adapt and apply the expertise, service range and reach of the world’s largest Human Resources services solution provider to the individual needs of local Clients and Associates. Adecco recognises that people who succeed best are those motivated, not just by top and bottom line performance, but by making a wider contribution to the communities they serve – mirroring the outward looking approach of the organisation as a whole. This approach is encouraged in the annual Chairmen’s Award which recognises Colleagues who make an extraordinary contribution towards advancing both Adecco and community values. Open to everyone in the organisation irrespective of their function or seniority, ten Colleagues receive the Chairmen’s Award, five of whom are highlighted. Chairmen’s Award Chairmen’s Award Criteria: Chairmen’s Award nominees, past and future, exhibit an extraordinary balance between work and community, and every day make a noteworthy and inspiring contribution to improving both. Outstanding Performance: Consistently produces excellent business results – brings innovation, creativity, and new ideas to developing and growing Adecco’s business. Commitment to Values: Consistently exhibits the following Adecco values at work – customer focus, innovation and creativity, empowerment and entrepreneurial behaviour, open communication and integrity. Community Involvement: Donates personal time to a charity or programme that supports in some way youth, seniors, minorities, the underprivileged, disabled, unemployed or other groups in need. 25 2000 Chairmen’s Award Winners Debra Monahan – Account Representative aoc: Debra Monahan, joined AOC in 1992 and received a Rookie Achievement award in 1993. Ranked among the top ten AOC Account Representatives for the past three years and number two in 1999, Debra is an outstanding performer and contributor to the team’s success. Moreover, Debra has a long history of community service and has assisted in fundraising efforts for various charities, involving both the branch and Clients. Her activities include food and clothing drives, annual golf events for AOC and Clients benefiting research and treatment of breast cancer, and serving on the board of directors for several non-profit organisations. “Debra’s competitive spirit extends beyond the workplace to her community. She strives to be the best she can be at work and in life, and is dedicated to helping others do the same.” Diane O’Meally, President of AOC Kristy Fitzsimmons-Willis Senior Regional Vice President Adecco North America Kristy Fitzsimmons-Willis joined the business in 1991. After managing one of Adecco’s most profitable branches in North America, the Rancho Bernardo branch in San Diego, California, she was promoted into a variety of different positions. She now leads sales and operations for the important Southcoast Region in California. Her activities in the community range from raising money for the Muscular Dystrophy Association and Arthritis Foundation to volunteering with the Girl Scouts of America and supporting local shelters for battered women. 26 “Kristy personifies Adecco North America’s mission to extend our efforts beyond putting people to work. She has invested her energy, time and considerable talent in community activities that help people realise their personal and professional potential. We applaud Kristy and others like her who take our corporate mission to heart every day.” Debbie Pond-Heide, President of Adecco North America Margaret Locke – Group National Operations Adecco Australia Margaret Locke demonstrates tireless commitment and dedication to her work and is an inspiration and mentor to many of her Colleagues. Her attention to excellence is reflected in her service delivery, and also in the number of Quality Awards she has received over the years. Using her unique brand of humour and passion, she inspires her Colleagues to go “one step further” and she never asks others to do something which she would not be prepared to do herself. Margaret participates actively in her local community, supporting organisations such as the Australian Student Traineeship Foundation, where she provided active sponsorship and assistance to young Australians in gaining apprenticeships. “Margaret is that type of person who is more concerned with doing what is right and making a positive difference every day, than ever considering who gets the credit.” Ray Roe, Zone Manager, Asia Pacific Yvon Grosso – Area Manager, Alpes Maritime Adecco France Yvon Grosso joined the business in 1980, and continues to make an outstanding professional contribution to the company’s growth and the community as a whole. Among his many achievements, Yvon has played a key role in the establishment and development of the business’ network of 21 offices on the Côte d’Azur. Yvon also created the company TPLUS, a temping agency catering for those in difficulty such as the long-term unemployed, or people leaving prison. In addition, he played a key role in setting up the option Human Resources as part of the Economics degree at the University of Nice/Sophia, a first in France in anticipation of the 35-hour week. Moreover, Yvon’s application of his expertise to the benefit of the community is extensive. He has been a member of the Employers Organisation in the Alpes Maritime area since 1982. Since 1998, he has given time to the Resources Centre at the Chamber of Commerce in Nice and gives support and assistance to the Association GEFLUG for French companies in the fight against cancer. Maria Nagy – Regional Director Adecco Debrecon, Hungary Having joined the business in 1993, Maria has played a key role in pioneering the establishment and growth of the staffing business in an economic region of Hungary only just beginning to harness its commercial potential in the post-communist era. In these challenging conditions, Maria took the lead in communicating the value of a flexible skilled workforce to emerging regional and national enterprises. Over and above traditional advertising and mail shots, Maria maximised face-to-face contact through ensuring a company presence at job fairs, university forums and business organisations, building the acceptance and trust of Clients and Associates – establishing Adecco as a leader in the region. “Maria’s enthusiasm, loyalty and commitment to Clients and Associates makes her an outstanding Adecco Colleague.” György Gyorfi, Country Manager, Adecco Hungary “For more than 20 years, Yvon has been a dedicated Adecco Colleague in the south of France. He is passionate about transmitting to his team an entrepreneurial spirit and a real sense of service to its Adecco Clients and Associates.” Philippe Marcel, President, France & Africa 27 The Greatest Strength in Depth Adecco is the only personnel services company in the world to offer such a comprehensive range of services with such a geographic reach, from general to highly specialised staffing, temporary and permanent placement, Human Resources consulting and career management. General Staffing Under its flagship brand the Group provides the services of temporary and full-time clerical, industrial and technical Associates in 58 countries. Adecco leverages proprietary information technologies such as Xpert® (“Can do, will do, will fit”), JOB’shop® recruiting kiosks, adecco.com Internet recruiting and Connect Client information systems. Many Adecco offices specialise in a specific activity: Adecco Technical and Adecco Clerical, Adecco Light Industrial, Adecco Construction and Adecco Call Centers Solutions. www.adecco.com Power Brands In France, the Olsten operations merged with Adia to form the fourth largest network in this market, with more than 380 offices. Adia operations, with both general staffing and specialised offices, offer the strength of a local presence on all important markets combined with the dynamism of a fast growing company. www.adia.com Following the world-wide merger of Adecco and Olsten, a significant number of US branches have retained the well-known and respected Olsten brand. This network delivers a range of services including general office, production/distribution/assembly, speciality and professional staffing. www.olsten.com 29 Office Angels specialises in temporary and permanent recruitment of secretarial, administrative, call centre and junior financial staff. Established in 1986, the Office Angels brand has become synonymous with refreshing, innovative approaches to recruitment solutions and maintains the highest media profile of any United Kingdom recruitment consultancy. It is quoted 12 times more in the media than any of our competitors. Emphasis is placed on providing the quality of a local consultancy backed by a nation-wide branch network. The company presently comprises head office and 60 branches, employing over 550 Colleagues. Growth has been remarkable, with turnover increasing from £71 million in 1995 to £125 million in 1999. Further expansion is planned for 2001, with more branches scheduled for opening in key locations throughout the United Kingdom. Office Angels places approximately 8,000 temporary Associates daily, 11,500 permanent candidates annually and has a Client base of approximately 3,800. www.office-angels.com Professional Staffing and Services IT Staffing and Services Adecco’s IT staffing and IT services capabilities are the most extensive in the world. Ajilon (North America and Australia), Computer People and Ajilon (Europe) and ICON and Ajilon (Asia Pacific) are all leaders in their respective markets. Together these brands are uniquely positioned to offer coverage and support in delivering the highest quality IT services around the globe. 30 Ajilon is one of the largest and fastest-growing technology employers in the industry. With over 6,500 consultants working in more than 50 offices world-wide, Ajilon is on the cutting edge of the IT industry. Ajilon’s Clients range from large multinationals, to mid-size corporations, to public employers and include a variety of industries such as manufacturing, finance, communications, health, transportation and insurance. In addition to supplemental staffing, Ajilon offers several managed services, where the Ajilon team takes responsibility for a complete project. Managed services include systems transformation, functional outsourcing, systems capacity, and software testing. From its strong base in the USA, Ajilon has expanded its operations to Canada, the United Kingdom and Australia. www.ajilon.com Established in 1972, Computer People is the United Kingdom and Europe’s leading provider of IT and e-commerce recruitment solutions. The company supplies individuals or complete project teams on a contract basis and finds permanent positions for highly qualified IT professionals. Through innovative, effective solutions, Computer People is the supplier of choice to a wide range of Clients, from large multinational organisations to the smallest software houses breaking new ground in the field of e-technology. Its services range from fast and accurate high-volume recruitment and candidate-driven permanent placements to executive search and selection. Operating from 35 locations throughout Europe and South Africa, Computer People provides a truly integrated approach which combines the benefits of international presence with specialist local knowledge. In recognition of Computer People’s commitment to quality, the company was voted the Best IT Recruitment Agency by the readers of Computing Magazine four out of the past seven years. www.computerpeople.com Managing in excess of 1,500 contractors, and with offices in all major cities of Australia, New Zealand, Hong Kong, Singapore and the Philippines ICON Recruitment has positioned itself as the region’s premier IT resource provider of both permanent and contract IT professionals. ICON aims to provide innovative and cost effective solutions and is committed to the investment and improvement of technologies that enables it to provide a better service, and add value to the recruitment process for both candidates and Clients. Through consistently challenging the traditional recruitment business model, ICON has launched two new unique business units designed to provide a total IT resource management suite of solutions; IT&R – ICON Training and Re-skilling concentrates on implementing a proven methodology of combining training, re-skilling and recruitment to provide a total skills solution. www.graduate.com.au is a new dynamic website dedicated to attracting and recruiting quality graduates in Australia and New Zealand. www.jobserve.com/icon AOC is one of the largest and fastest-growing financial staffing and recruiting specialists in the world. The temporary staffing division of AOC North America, recruits, pre-screens and places thousands of temporary accounting personnel on short- and long-term assignments. AOC Financial Executive Search recruits highly-qualified accounting and financial professionals on a direct-hire basis. The global AOC brand provides a wide range of accounting and financial specialists through more than 125 offices in the United States, Canada, the United Kingdom, Ireland, France, Italy, Belgium, Spain and Portugal. www.aocnet.com Established in 1968, Jonathan Wren is one of the best-known brands in Financial Recruitment. In London and Frankfurt, the company provides permanent and temporary recruitment solutions to the banking, investment, life and pensions and related disciplines. Specialist teams focus on areas of expertise within financial markets, allowing both Clients and potential recruits to benefit from an in-depth understanding of the key trends in their chosen fields. In Australia, Jonathan Wren also offers contract and full-time accounting and financial recruitment services to a wide range of organisations in government, industry and commerce. www.jwren.com Technical Services To satisfy a growing demand for highly skilled technical personnel, Adecco has developed a network of technology-focused subsidiaries. TAD and ROEVIN assist companies in providing hardware and software engineers, electrical and mechanical engineers, drafting, architecture and CAD/CAM professionals. TAD Telecom provides engineering, project management, technical services and installation personnel to all facets of the communications industry (voice, data and video). Services include outside plant, central office, Client premise equipment and wireless and broadband applications. TAD Telecom’s primary Clients are telephone operating companies, cable TV companies, wireless companies, common carriers, equipment manufacturers and private systems users. TAD Telecom can provide these services on Client premises or at a TAD Telecom facility. Adhering to the newly designed TL9000 Quality System Requirements for telecommunications service providers, TAD Telecom can furnish, from a single task to an entire project, the highest quality of customised, innovative solutions and services. www.tadtelecom.com As the pace of technological advancement continues to increase, ROEVIN provides management, technical, project, operational engineering and design personnel to the manufacturing, oil, construction, utilities, automotive and aerospace industries, satisfying our Clients’ demands for skilled technical personnel who can assist them to meet and surpass that rate of advancement. Operating throughout the United Kingdom, Europe and Canada, services include temporary and permanent recruitment, technical documentation, illustration and translation, outsourcing and project management. www.roevin.com Career Management Lee Hecht Harrison is the premier global career services firm specialising in outplacement, career development, executive coaching, leadership development, retention and workforce consulting services. Its unparalleled experience working with companies as they manage downsizing, restructuring, relocations and other important organisational changes, Lee Hecht Harrison has earned a reputation for extraordinary quality, responsiveness and results. Lee Hecht Harrison has more than 150 worldwide offices and has expertise managing complex, global assignments where consistency and quality are key differentiators. It is the only firm in the industry that has fully integrated career transition delivery with information services and technology resources to connect Clients – from Chief Executive Officers to hourly workers – to their next opportunity faster. Lee Hecht Harrison’s unique Project Services division manages all aspects of a large transition, including consulting, planning, implementation and follow-up. Since 1974, Lee Hecht Harrison has helped more than one million people transition into new employment. With the highly successful introduction of LHH@HOME, Lee Hecht Harrison is reaching individuals who want or need to conduct their job search from their home. This has been an especially effective choice for those in remote locations, field sales staff, telecommuters, people with disabilities and expatriates. Through LHH@HOME, organisations are finally able to provide consistent career transition services wherever their employees are located. www.lhh.com Adecco Consulting offers a comprehensive range of Human Resources services and consulting. In France, Adecco Consulting is a onestop shopping provider of Human Resources solutions, from executive search to training to outplacement and outsourcing, with 65 offices and 1,300 Associates. Established in 1961, Alexandre TIC has developed a strong reputation for quality and reliability in executive search, coaching and Human Resources consulting. Novitec (training) and RH Facilities (outsourcing of Human Resources projects) help companies with Human Resources management, while Phonecco and Districom specialise in Sales and Marketing services. Cenergys, Setsys and Adetec are fast-growing providers of IT and technical professionals and solutions. www.groupe-adecco.com www.alexandretic.com Templar International Consultants (TIC) offers executive search services throughout Asia, with offices in the major regional cities of Bangkok, Beijing, Guangzhou, Hong Kong, Jakarta, Kuala Lumpur, Seoul, Singapore and Taipei. www.templarsearch.com 33 Financial Table of Contents Selected Financial Data – Unaudited 36 Consolidated Financial Statements 37 Notes to Consolidated Financial Statements 41 Adecco SA Financial Statements 53 35 Selected Financial Data unaudited 5-year Compound IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS Selected Financial Highlights for the fiscal years ended Growth Rate 2000 1999 1998 1997 1996 45.0% CHF 26,628 CHF 18,471 CHF 15,308 CHF 11,432 CHF 6,386 44.7% 1,237 832 644 486 271 41.4% 746 528 403 307 202 36.1% CHF 37.08 CHF 29.24 CHF 23.85 CHF 18.30 CHF 12.12 – (23.29) (10.11) (11.61) (12.52) (1.17) 24.2% 8.40 7.00 5.50 5.00 7.262 RESULTS OF OPERATIONS DATA Net service revenues Operating income before restructuring costs and amortisation of goodwill Income before restructuring costs and amortisation of goodwill1 PER SHARE DATA Income per share before restructuring costs and amortisation of goodwill1 Basic and diluted net loss per share Cash dividends per share OTHER KEY INDICATORS Working Capital – CHF 847 CHF 2,085 Amortisation – 1,109 699 CHF 791 601 CHF 222 507 CHF 292 192 Capital Expenditures, net – 347 155 122 76 3 ADDITIONAL STATISTICS Pro forma diluted weighted average common shares – 20,346,121 18,055,376 16,893,802 16,779,939 16,663,672 Basic and diluted weighted average common shares – 18,373,534 17,212,858 16,790,025 16,459,431 12,861,165 Outstanding shares – 18,541,492 17,822,104 17,084,614 16,486,427 16,518,392 Number of employees – 30,000 21,000 16,000 15,000 10,000 December 31, 2000 CHF STATEMENTS OF OPERATIONS DATA3: Net service revenues Operating income USD EUR January 2, 2000 CHF (52 weeks) USD January 3, 1999 EUR CHF (52 weeks) USD EUR (53 weeks) 26,628 16,237 17,518 18,471 11,263 12,152 15,308 9,334 10,071 1,237 754 814 832 507 547 644 393 424 746 455 491 528 322 374 403 246 265 37.08 22.61 24.39 29.24 17.83 19.24 23.85 14.54 15.69 8.40 5.12 5.53 7.00 4.27 4.61 5.50 3.35 3.62 Income before restructuring costs and amortisation of goodwill1 PER SHARE DATA3: Income per share before restructuring costs and amortisation of goodwill1 Cash dividends per share December 31, 2000 BALANCE SHEET DATA3: Cash and cash equivalents Goodwill, net Total assets CHF USD EUR 487 297 320 3,091 1,885 2,034 10,653 6,496 7,009 Short-term debt and current maturities of long-term debt 1,188 724 782 Long-term debt 2,548 1,554 1,676 Total liabilities 8,263 5,038 5,436 Shareholders’ equity 2,390 1,457 1,572 1 Income before restructuring costs and amortisation of goodwill is not meant to portray net income or cash flow in accordance with U.S. GAAP or to represent cash available to shareholders. 2 Including extraordinary dividends related to the Adia and Ecco merger. 3 Adecco is a Swiss corporation and as such presents its financial statements in Swiss francs (CHF). For convenience, the fiscal years 2000, 1999 and 1998 Statements of Operations Data, and Per Share Data and Balance Sheet Data and Other Data as of December 31, 2000 were translated from Swiss francs into US dollars (USD) at the year end rate of CHF 1.64 to USD 1 and from Swiss francs into Euros (EUR) at the year end rate of CHF 1.52 to EUR 1. 36 Adecco SA Annual Report 2000 Consolidated Balance Sheets IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS December 31, 2000 January 2, 2000 ASSETS Current assets Cash and cash equivalents CHF Trade accounts receivable, net 487 CHF 1,555 5,297 3,496 Deferred income taxes 232 219 Other current assets 372 287 6,388 5,557 Total current assets Property, equipment and leasehold improvements, net Goodwill, net Other assets 660 411 3,091 1,756 514 214 CHF 10,653 CHF CHF 1,188 CHF 7,938 LIABILITIES Current liabilities Short-term debt and current maturities of long-term debt Accounts payable and accrued expenses 435 4,353 3,037 5,541 3,472 Long-term debt 2,548 1,885 Other liabilities 163 179 8,252 5,536 11 2 186 178 Additional paid-in capital 3,113 2,449 Accumulated deficit (857) (274) Total current liabilities Total liabilities Minority interests Commitments and contingencies (see Note 10) SHAREHOLDERS’ EQUITY Participation certificates, CHF 2 par value – Authorised and issued : 24,500 and 24,500 shares Outstanding : 3,490 and 10,073 shares Common stock, CHF 10 par value – Authorised : 19,783,019 and 19,783,019 shares Issued : 18,551,343 and 17,830,928 shares Outstanding : 18,538,002 and 17,812,031 shares Accumulated other comprehensive income (loss) Less: Treasury stock, at cost CHF (43) 55 2,399 2,408 (9) (8) 2,390 2,400 10,653 CHF 7,938 The accompanying notes are an integral part of these consolidated financial statements. Adecco SA Annual Report 2000 37 Consolidated Statements of Operations IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS Net service revenues for the fiscal years ended December 31, 2000 January 2, 2000 January 3, 1999 (52 weeks) (52 weeks) (53 weeks) CHF Direct costs of services 26,628 CHF 18,471 CHF 15,308 (21,637) (15,169) 4,991 3,302 2,644 (3,754) (2,470) (2,000) (65) (3) 3 (1,109) (699) (601) 63 130 46 Interest income 43 22 23 Interest expense (263) (118) (91) – (4) 3 Income (loss) before income taxes and minority interests (157) 30 (19) Provision for income taxes (265) (204) (174) (6) – Selling, general and administrative expenses Restructuring costs Amortisation of goodwill Other income (expense) Income applicable to minority interests Net loss CHF Basic and diluted net loss per share CHF Basic and diluted weighted average common shares (428) CHF (23.29) CHF 18,373,534 (12,664) (2) (174) CHF (10.11) CHF 17,212,858 (195) (11.61) 16,790,025 The accompanying notes are an integral part of these consolidated financial statements. 38 Adecco SA Annual Report 2000 Consolidated Statements of Cash Flows IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS for the fiscal years ended December 31, 2000 January 2, 2000 January 3, 1999 CASH FLOWS FROM OPERATING ACTIVITIES Net loss CHF (428) CHF (174) CHF (195) Adjustments to reconcile net loss to net cash and cash equivalents from operating activities : Amortisation 1,109 699 601 Depreciation 176 102 82 Restructuring provision (benefit) Deferred income provision (benefit) Income applicable to minority interests 65 3 (3) (201) 15 (24) 6 – 2 Utilisation of restructuring reserve (65) (32) (27) Other non-cash operating charges 36 26 43 (1,131) (451) (288) 542 217 245 16 (127) 202 Non-current assets and liabilities (102) 10 33 Cash flows from operating activities 23 288 671 (351) (156) (136) 4 1 14 (800) – – Delphi, net of cash acquired of CHF 99 – (296) – Career Staff, net of cash acquired of CHF 75 – (37) – Changes in operating assets and liabilities, net of acquisitions: Trade accounts receivable Accounts payable and accrued expenses Other current assets CASH FLOWS FROM INVESTING ACTIVITIES Additions to property, equipment and leasehold improvements Proceeds from sales of property, equipment and leasehold improvements Cash purchase price for acquisitions: Olsten, net of cash acquired of CHF 101 Other acquisitions and investing activities Cash flows from investing activities (159) (142) (72) (1,306) (630) (194) (517) CASH FLOWS FROM FINANCING ACTIVITIES Net increase (decrease) in short-term debt Increase in long-term debt Repayment of long-term debt Dividends paid to shareholders 773 7 1,051 1,134 40 (1,495) (30) (38) (91) (155) (120) Change in treasury stock – – 4 Issuance of common stock, net – 516 302 Common stock options exercised 47 42 17 Other financing activities 40 (30) (18) 261 1,519 (301) (46) (162) (75) (1,068) 1,015 101 Cash flows from financing activities EFFECT OF EXCHANGE RATE CHANGES ON CASH Net increase (decrease) in cash and cash equivalents Cash and cash equivalents: Beginning of year End of year 1,555 540 CHF 487 CHF Cash paid for interest CHF 215 Cash paid for taxes CHF 272 Issued 634,371 shares of stock for the acquisition of Olsten CHF 439 1,555 CHF 540 CHF 44 CHF 51 CHF 183 CHF 56 591 CHF – CHF – 17 CHF – CHF – Non-cash investing and financing activities: Converted Olsten stock option plan to Adecco plan CHF The accompanying notes are an integral part of these consolidated financial statements. Adecco SA Annual Report 2000 39 Consolidated Statements of Changes in Shareholders’ Equity IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS for the fiscal years ended Additional Paid-in Capital Common Stock Shares Amount December 28,1997 16,605,719 CHF 165 CHF 1,611 Retained Earnings (Deficit ) Treasury Stock Shares Amount (119,292) CHF (54) CHF Accumulated Other Total Comprehensive Shareholders’ Income (Loss ) Equity 306 CHF (8) CHF 2,020 Comprehensive loss : Net loss (195) Currency translation adjustment (195) 11 11 (184) Issuance of common stock Common stock options exercised 500,000 5 297 72,813 1 15 302 5,245 1 17 Common stock purchased (29,326) (14) (14) Participation certificates purchased (34,480) (4) (4) 83,935 41 Common stock sold (19) Cash dividends, CHF 5.50 per share January 3, 1999 22 (91) 17,178,532 171 1,904 (93,918) (30) 20 (91) 3 2,068 Comprehensive loss : Net loss (174) Currency translation adjustment (174) 52 52 (122) Issuance of common stock 600,000 6 510 Common stock options exercised 132,644 1 41 Participation certificates purchased 516 545 - 42 (16,677) (2) (2) (7,346) (5) (5) Common stock issued for participation certificates 13,937 – (69,685) – Participation certificates exchanged for common stock Common stock sold 1 36,730 6 7 (7) 44,460 22 15 2,882 1 1 (33,324) (8) Treasury participation certificates exchanged for treasury common stock Cash dividends, CHF 7.00 per share January 2, 2000 (120) 17,855,428 178 2,449 (274) (120) 55 2,400 Comprehensive loss : Net loss (428) Currency translation adjustment (428) (101) Unrealised gain on marketable securities 3 (101) 3 (526) Issuance of common stock Common stock options exercised 634,371 6 585 86,044 2 45 Participation certificates purchased 591 4,240 (6,583) Tax benefit from stock transactions 47 (1) (1) 16 16 Treasury participation certificates exchanged for treasury common stock 1 Converted Olsten stock options 17 1,316 1 17 Cash dividends, CHF 8.40 per share December 31, 2000 – (155) 18,575,843 CHF 186 CHF 3,113 (34,351) CHF (9) CHF (857) CHF (155) (43) CHF 2,390 The accompanying notes are an integral part of these consolidated financial statements. 40 Adecco SA Annual Report 2000 Notes to Consolidated Financial Statements as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS Note 1 – The Business and Summary of Significant Accounting Policies BUSINESS Adecco’s principal business is providing personnel services to companies and industry worldwide. Adecco’s personnel services include providing temporary personnel, placing permanent employees, training and testing temporary and permanent employees, outsourcing and providing outplacement counselling services. Adecco provides these services by contract to businesses located throughout North America, Europe, Asia and Latin America. PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of Adecco SA, a Swiss corporation, and its majority-owned subsidiaries (collectively, “Adecco”). The equity and net income attributable to minority shareholders’ interests are shown separately in the consolidated financial statements. All material intercompany accounts and transactions have been eliminated. The consolidated financial statements are presented in accordance with accounting principles generally accepted in the United States of America and the provisions of Swiss law. USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported components of results of operations during the reporting period. Actual results could differ from those estimates. BASIS OF PRESENTATION Adecco’s fiscal year ends on the Sunday nearest to December 31. For 2000 and 1999, the fiscal years contained 52 weeks and ended on December 31, 2000 and January 2, 2000. For 1998, the fiscal year contained 53 weeks and ended on January 3, 1999. RECOGNITION OF REVENUE Adecco’s personnel services revenues are recognised when the services are rendered or upon acceptance of employment of permanent placement. FOREIGN CURRENCY TRANSLATION Adecco’s operations are conducted in over 58 countries Adecco SA Annual Report 2000 and Adecco’s local operations are reported in the applicable foreign currencies, then translated into Swiss francs at the applicable foreign currency exchange rates for inclusion in Adecco’s consolidated financial statements. Financial statements of foreign subsidiaries are translated into Swiss francs using year-end rates of exchange for assets and liabilities and using weighted average rates for the year for revenues and expenses. The translation adjustments are included as a separate component of shareholders’ equity. Exchange gains and losses on hedges of non-Swiss franc net investments and on intercompany balances of a long-term investment nature are also included in equity. CASH AND CASH EQUIVALENTS All highly liquid instruments with an original maturity of three months or less are considered to be cash equivalents. ACCOUNTS RECEIVABLE Accounts receivable are recorded at their net realisable value after deducting an allowance for doubtful accounts. Such deductions reflect specific cases and estimates based on historical evidence of collectibility. PROPERTY, EQUIPMENT AND LEASEHOLD IMPROVEMENTS Property and equipment are carried at cost and depreciated on a straight-line basis over their estimated useful lives (three to five years for furniture, computers, software and equipment and twenty to forty years for buildings). Leasehold improvements are stated at cost and amortised over the shorter of the lease term or the useful life of the improvement. GOODWILL The excess of the purchase price over the fair value of net assets acquired is shown as goodwill on the accompanying consolidated balance sheets. Adecco amortises goodwill on a straight-line basis over five years. Adecco evaluates the recoverability of goodwill based on estimated future undiscounted cash flows. Charges for impairment of goodwill are recorded to the extent unamortised book value of such assets exceeds the related future undiscounted cash flows. Goodwill may change as certain estimates and contingencies are finalised, although any adjustments are not expected to have a significant effect on the ultimate amount of goodwill. Accumulated amortisation of goodwill amounted to CHF 3,163 and CHF 2,072 at December 31, 2000 and January 2, 2000. LONG-LIVED ASSETS Adecco reviews, on a periodic basis, the carrying amount of long-lived assets and certain identifiable intangibles for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. For all fiscal years presented, Adecco determined that no material impairment loss had occurred. 41 Notes to Consolidated Financial Statements as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS INCOME TAXES Deferred tax assets and liabilities are recognised for the expected tax consequences of temporary differences arising between the tax basis of assets and liabilities and their reported amounts. FAIR VALUE OF FINANCIAL INSTRUMENTS Adecco uses the following methods and assumptions to estimate the fair value of each class of financial instruments for which it is practical to estimate that value: Cash and cash equivalents The carrying amount approximates fair value because of the short maturity of those instruments. Short-term debt The carrying amount approximates fair value because of the short maturity of those instruments. Long-term debt The fair value of Adecco’s long-term debt is estimated based on the quoted market prices for the same or similar issues or on the current rates offered for debt of similar remaining maturities. The carrying amount of the aggregate debt was CHF 2,548 and CHF 1,904 and the fair value was CHF 2,598 and CHF 2,037 as of December 31, 2000 and January 2, 2000. Foreign currency and interest rate contracts The fair value of foreign currency contracts is estimated based upon information obtained from financial institutions. The carrying amount of the foreign currency contracts was CHF 51 and CHF 6 and the fair value was CHF 51 and CHF 10 as of December 31, 2000 and January 2, 2000. Any interest rate differential on interest rate contracts is recognised as an adjustment to interest expense over the term of the agreement. The carrying amounts of the interest rate contracts was CHF 1 loss and the fair value was CHF 9 loss as of December 31, 2000. DERIVATIVE FINANCIAL INSTRUMENTS Adecco uses short-term forward exchange contracts to hedge the foreign currency exposure that is created as a result of financing within the group, primarily intercompany loans. On a monthly basis, outstanding hedge contracts are valued at the current spot rates. The gains and losses as a result of the hedge contracts are recorded in the consolidated statements of operations as interest expense. In June 1998, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 133, “Accounting for Derivative Instruments and Hedging Activities”. In June 1999, the FASB issued SFAS No. 137, “Accounting for Derivative Instruments and 42 Hedging Activities – Deferral of the Effective Date of FASB Statement No. 133”. In June 2000, the FASB issued SFAS No. 138, “Accounting for Certain Derivative Instruments and Certain Hedging Activities, an amendment of FASB Statement No. 133”. SFAS No. 133, as amended, establishes accounting and reporting standards requiring that every derivative instrument (including certain derivative instruments embedded in other contracts) be recorded in the balance sheet as either an asset or liability measured at its fair value. These rules require that changes in the derivative instrument’s fair value be recognised currently in earnings unless specific hedge accounting criteria are met. Special accounting for qualifying hedges allows a derivative instrument’s gains and losses to offset related results on the hedged item in the income statement, to the extent effective, and requires that a company must formally document, designate, and assess the effectiveness of transactions that receive hedge accounting. SFAS No. 133, as amended, is effective for fiscal years beginning after June 15, 2000. Adecco has adopted SFAS No. 133 as of January 1, 2001. Currently Adecco employs derivative financial instruments to hedge underlying transactional currency exposure, but does not engage in any foreign currency speculation; see Note 12. The adoption of this new standard will result in cumulative after-tax reductions in net income of approximately CHF 8 million as of January 1, 2001, which will be reported as a cumulative effect of a change in accounting principle in the first quarter of 2001. The adoption of this statement may result in additional volatility in reported earnings, other comprehensive income, and accumulated other comprehensive income. The adoption will also impact the reported amounts of assets and liabilities on the balance sheet. NET LOSS PER SHARE Adecco computes basic and diluted net loss per share using the weighted average number of shares of common stock, participation certificates and incremental shares of common stock. Incremental common stock consists of the incremental common stock from assumed conversion of convertible notes (using the if-converted method) and stock issuable upon the exercise of stock options (using the treasury stock method). Incremental common stock of 1,972,587, 842,518 and 103,777 in fiscal years 2000, 1999 and 1998 was excluded from the computation as the effect was anti-dilutive. Participation certificates are included at a rate of five shares of participation certificates common stock to one share of common stock. RECLASSIFICATIONS Certain reclassifications have been made to the fiscal years 1998 and 1999 financial statements to conform to the fiscal year 2000 financial statement presentation. Adecco SA Annual Report 2000 Notes to Consolidated Financial Statements as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS OTHER DISCLOSURES REQUIRED BY SWISS LAW December 31, Balance sheet data 2000 Prepayments and accrued income CHF 63 Total non-current assets 4,265 Total accruals and deferred income 3,853 Total pension liabilities, non-current 31 January 2, 2000 CHF 64 2,381 2,749 24 Statements of operations data Personnel expenses 1999 CHF 1,520 2000 CHF 2,289 The fire insurance value of property, equipment and leasehold improvements amounts to CHF 532 and CHF 520 at December 31, 2000 and January 2, 2000. In connection with the acquisition, Adecco accrued a total of CHF 93 in estimated costs to close facilities, and reduce the Olsten workforce by approximately 600 employees. The amounts accrued included CHF 10 for lease terminations, CHF 25 for branch closures, CHF 38 for employee severance, and CHF 20 for other costs. To the extent that unused facilities covered by long-term leases are subleased and unfavourable contracts are renegotiated, a reduction in the acquisition-related reserves and goodwill recorded as of the end of fiscal year 2000 will be required. The results of operations of Olsten have been included in the financial statements since the date of acquisition. The following unaudited pro forma information shows consolidated operating results as if the acquisition of Olsten had occurred at the beginning of fiscal 2000 and at the beginning of fiscal 1999. 2000 Net service revenues CHF 27,889 Net loss (575) Basic and diluted net loss per share (31.10) 1999 CHF 23,407 (617) (34.59) Note 2 – Acquisitions OLSTEN CORPORATION In March, 2000, Adecco acquired through merger all of the common stock of Olsten Corporation (“Olsten”), a leading supplier of staffing and information technology services and health services conducting owned, franchised, and licensed operations in North America, Europe, and Latin America. In exchange for all of the common stock of Olsten, Adecco paid approximately CHF 800, net of CHF 101 cash acquired, assumed CHF 1,190 in net debt, and issued to Olsten shareholders CHF 591 in Adecco common stock, and recorded CHF 17 in connection with the conversion of the Olsten stock plan to the Adecco stock plan. The purchase price was partly funded with proceeds from the issuance of EUR 360 (CHF 548) guaranteed convertible notes. The acquisition was accounted for as a purchase and, the assets and liabilities and results of operations of Olsten have been included in Adecco’s consolidated financial statements since the date of acquisition. The excess of purchase price over the fair value of tangible assets acquired, liabilities assumed and additional liabilities recorded of CHF 2,321 was allocated to goodwill which is amortised over a period of five years. In addition, Olsten had accumulated net operating loss carryforwards of CHF 23 and capital loss carryforwards of CHF 690, the majority of which were utilised in the current year. Under the terms of the purchase agreement, Olsten agreed to split off to Olsten shareholders Olsten Health Services as a separate public traded entity. In the transaction, holders of common stock of Olsten received shares of the new health services company, which will continue to conduct the healthcare business of Olsten. Adecco SA Annual Report 2000 The pro forma results include adjustments for goodwill and intangible asset amortisation, interest expense and income taxes. The pro forma results of operations do not necessarily represent operating results which would have occurred if the acquisition had taken place on the basis assumed above, nor are they indicative of future operating results of the combined companies. CAREER STAFF CO., LTD. In May 1999, Adecco acquired Career Staff Co., Ltd (“Career Staff”), a personnel services business in Japan, for approximately CHF 128. The acquisition was financed using existing credit facilities and internal resources and was accounted for as a purchase. The excess of the purchase price over the fair value of the net assets acquired was CHF 127 and was recorded as goodwill. The results of operations of Career Staff have been included in the financial statements beginning May 1999. The following unaudited pro forma information shows consolidated operating results as if the acquisition of Career Staff had occurred at the beginning of fiscal 1999 and at the beginning of fiscal 1998. 1999 Net service revenues CHF 18,685 Net loss (177) Basic and diluted net loss per share (10.28) 1998 CHF 15,909 (195) (11.61) DELPHI GROUP PLC In April 1999, Adecco acquired Delphi Group plc (“Delphi”) for approximately CHF 395. Delphi is an information technology service and staffing business with operations in the United Kingdom, the United States and Europe. The acquisi- 43 accounts of GBP 0.5 (CHF 1) at December 31, 2000 related to these exposures. Notes to Consolidated Financial Statements as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS tion was financed from bank borrowings and was accounted for as a purchase. The excess of the purchase price over the fair value of the net assets acquired was CHF 400 and was recorded as goodwill. The results of the operations of Delphi have been included in the financial statements beginning in April 1999. The following unaudited pro forma information shows consolidated operating results as if the acquisition of Delphi had occurred at the beginning of fiscal 1999 and at the beginning of fiscal 1998. 1999 Net service revenues CHF 18,681 Net loss (176) Basic and diluted net loss per share (10.25) 1998 CHF 16,047 (221) (13.16) Note 3 – Trade Accounts Receivable December 31, 2000 Trade accounts receivable CHF 5,456 Allowance for doubtful accounts (159) Trade accounts receivable, net CHF 5,297 January 2, 2000 CHF 3,620 (124) CHF 3,496 In March 2000, Adecco entered into an agreement to sell a percentage ownership interest in a continuous revolving pool of certain of its United Kingdom trade receivables (“the pool”). The purchaser funds its investment in the pool through the issuance of commercial paper. Under the terms of the sale agreement, the purchaser’s investment in the pool (i) cannot exceed GBP 64 (CHF 156), (ii) bears interest based on the underlying commercial paper rate (7.00% at December 31, 2000), and (iii) is subject to reduction based on the eligibility and concentration of the trade accounts receivable that comprise the pool. The sale agreement is renewable annually. This arrangement is accounted for as a sale of receivables under the provisions of SFAS No. 125, “Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities.” At December 31, 2000, the pool, amounting to GBP 49 (CHF 120), has been reflected as a reduction in trade accounts receivable of which an undivided interest has been sold to the purchaser for cash of GBP 37 (CHF 90). In addition, Adecco has a long-term receivable of GBP 12 (CHF 30) at December 31, 2000 from the purchaser for the percentage interest sold for which Adecco has not yet received cash. Adecco’s interest in the remainder of the pool is classified as trade accounts receivable. Adecco has exposure to risk of credit loss related to the total pool for the nonperformance of the purchaser, and to uncollectible accounts receivable, and has provided an allowance for doubtful 44 In October 2000, Adecco terminated an agreement to sell an undivided ownership interest in a continuous revolving pool of certain of its United States trade receivables of up to USD 200 (CHF 328), which had been accounted for as a sale of receivables. Concurrently, Adecco entered into a new agreement to borrow, on an ongoing basis, against the security of certain of its United States trade receivables arising in the future. In conjunction with these concurrent transactions, Adecco received a loan from a lending institution. As of December 31, 2000, the loan amounted to USD 400 (CHF 655). This arrangement is accounted for as a secured borrowing with pledge of collateral under the provisions of SFAS No. 125, “Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities.” Unlike Adecco’s prior agreement where it sold an undivided interest in certain United States trade receivables thereby removing such receivables from its balance sheet, under the new agreement the receivables and related debt remain on the balance sheet. Adecco continues to be exposed to a risk of credit loss related to uncollectible accounts receivable and has provided an allowance for doubtful accounts of USD 5 (CHF 7) at December 31, 2000. In September 2000, the FASB issued SFAS No. 140 “Accounting for Transfers and Servicing of Financial Assets and Extinguishments of Liabilities – a Replacement of SFAS No. 125”. This statement replaces SFAS No. 125 “Accounting for Transfers and Servicing of Financial Assets and Extinguishment of Liabilities” and provides accounting and reporting standards for transfers and servicing of financial assets and extinguishment of liabilities. Those standards are based on consistent application of a financial-components approach that focuses on control. SFAS No. 140 is effective for transfers and servicing of financial assets and extinguishments of liabilities occurring after March 31, 2001 and shall be applied prospectively. Adecco believes that the adoption of this standard will not be material to its results of operations. Note 4 – Property, Equipment and Leasehold Improvements December 31, 2000 Land and buildings CHF 99 Furniture, fixtures and office equipment 211 Computer equipment and software 633 Leasehold improvements 206 1,149 Accumulated depreciation (489) CHF 660 January 2, 2000 CHF 52 203 444 159 858 (447) CHF 411 Included in property, equipment and leasehold improvements are assets acquired under capital leases with an original cost of CHF 32 and CHF 21 and accumulated depreciation of CHF 15 and CHF 15 at December 31, 2000 and January 2, 2000. Adecco SA Annual Report 2000 Notes to Consolidated Financial Statements as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS Note 5 – Accounts Payable and Accrued Expenses December 31, 2000 Accounts payable Wages and benefits VAT and sales taxes Income and other taxes Other CHF CHF 273 1,849 680 669 882 4,353 January 2, 2000 CHF CHF 123 1,576 513 418 407 3,037 Note 6 - Financing Arrangements SHORT-TERM DEBT To support short-term working capital and borrowing requirements, Adecco had available bank lines of credit in certain countries in which it operates of CHF 1,229 and CHF 757 and borrowings outstanding of CHF 1,178 and CHF 416 as of LONG-TERM DEBT Unsecured, CHF 1,500, multicurrency revolving credit facility, CHF 232 due February 2002, CHF 819 due 2003 Convertible subordinated notes, EUR 360, 1.5%, due 2004 Senior notes, USD 200, 7.0%, due 2006 Unsecured, GBP 175, credit facility, due February 2000 Bonds, CHF 300, 4.0%, due 2005 Guaranteed notes, FRF 800, 6.0%, due 2008 Senior note, USD 50, 7.1% Subordinated notes, undated Other Less current maturities Long-term portion In January 2000, Adecco entered into CHF 1,500 of unsecured multicurrency revolving credit facilities consisting of a 3 1/2 year CHF 1,000 revolving credit facility and a one year CHF 500 revolving credit facility which bear interest at LIBOR plus a maximum margin of 0.65% (including a maximum utilisation fee of 0.05%), with a maximum annual commitment fee of 0.30% and 0.15% on the 3 1/2 year and one year facilities, respectively, payable on the undrawn portion of each facility. These funds were used to refinance CHF 842 of Adecco debt maturing in February 2000 and to fund, in part, the cash requirements of the Olsten acquisition. In January 2001, Adecco amended the existing agreement to extend the one year CHF 500 revolving credit facility for another year. In connection with the March 2000 Olsten acquisition, Adecco Adecco SA Annual Report 2000 December 31, 2000 and January 2, 2000. The lines of credit are in various currencies at variable interest rates that as of December 31, 2000 averaged 6%. Included in the lines of credit are bank overdrafts aggregating CHF 46 and CHF 57 at December 31, 2000 and January 2, 2000. December 31, 2000 CHF CHF 1,051 548 328 – 300 184 82 46 19 2,558 (10) 2,548 January 2, 2000 CHF CHF 494 576 – 348 300 – 80 62 44 1,904 (19) 1,885 assumed Olsten’s outstanding USD 200 (CHF 328) 7.0% guaranteed senior notes due 2006. Additionally, Adecco assumed Olsten’s outstanding FRF 800 (CHF 184) guaranteed notes due 2008. In November 1999, Meridian B.V., a wholly-owned subsidiary of Adecco, issued EUR 360 (CHF 548) in total principal amount of its 1.5% guaranteed convertible notes due 2004. The convertible notes are guaranteed on a senior, unsecured basis by Adecco and are convertible, in the aggregate, into approximately 540,000 Adecco common shares commencing January 2000. In connection with the 1999 Delphi acquisition, Adecco assumed Delphi’s outstanding USD 50 (CHF 82) guaranteed senior note bearing interest of 7.1%. Interest on the note is payable semi-annually and the principal amount of the note is 45 Note 7 – Shareholders’ Equity Notes to Consolidated Financial Statements as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS repayable in six equal annual instalments commencing June 2002. In 1992, a subsidiary issued USD 100 (CHF 164) of undated subordinated notes (“the notes”). The notes are not due to be redeemed, and will only be repaid in the event of a merger or a liquidation of the subsidiary. The notes bear interest at 1.0% above LIBOR, which is adjusted every six months, in perpetuity. Interest payments on these notes may be suspended if the subsidiary’s losses exceed 25% of shareholders’ equity and no dividends are distributed with respect to the previous year. The notes are considered repackaged in accordance with the Structured Finance Agreement (“the Agreement”) entered into by a third party and the noteholders. The third party (“the trust”) has agreed to acquire all the notes from the noteholders after a period of fifteen years and forego all rights to interest from the sixteenth year to perpetuity in return for a prepayment of that interest by the subsidiary amounting to approximately USD 29 (CHF 46). The trust invested this amount in a zero coupon bond maturing up to USD 100 (CHF 164) over fifteen years. In 1996, the notes were restructured as part of an agreement between the subsidiary, the trust and a bank. The bank bought back the notes from the investors and the trust contributed the zero coupon bonds to the bank. The bank also agreed to forego all the rights to interest from the sixteenth year to perpetuity. Adecco has accounted for the notes by stating the principal balance net of the prepaid interest USD 71 (CHF 116) and accounts for payments on the notes as interest and principal. The effective interest rate, before impact of the hedging financial instrument (see Note 12), of these payments was 8.86%, 5.50%, and 7.17% in fiscal years 2000, 1999 and 1998. Adecco accounted for USD 5 (CHF 8), USD 4 (CHF 7) and USD 4 (CHF 7) of payments as principal in fiscal years 2000, 1999 and 1998. Under the terms of the various short and long-term credit agreements, Adecco is subject to covenants requiring, among other things, compliance with certain financial tests and ratios. Adecco was in compliance with or obtained waivers for these covenants at December 31, 2000. Payments of long-term debt are due as follows: FISCAL YEAR 2001 CHF 2002 255 2003 844 2004 572 2005 323 Thereafter 554 CHF 46 10 2,558 Adecco’s shareholders’ equity consists of common stock and participation certificates. Participation certificates entitle the holder to receive dividends, other distributions and liquidation proceeds to the extent such payments are made to the holders of common stock. Participation certificates are non-voting. Included in common stock are participation certificates, par value CHF 2, which consisted of 24,500; 24,500 and 94,185 shares as of December 31, 2000, January 2, 2000 and January 3, 1999. Included in treasury stock are participation certificates which consisted of 21,010; 14,427 and 34,480 shares as of December 31, 2000, January 2, 2000, and January 3, 1999. At December 31, 2000, Adecco had 523,430 shares of common stock reserved for issuance to employees and directors upon the exercise of stock options. Common stock held as treasury stock is generally reserved to support option exercises under stock option plans. Adecco may only pay dividends out of unappropriated retained earnings disclosed in the annual financial statements of Adecco SA (“Holding Company”), prepared in accordance with Swiss law and as approved at the annual general meeting of shareholders. These parent company financial statements, which reflected unappropriated retained earnings of CHF 1,112 as of December 31, 2000, account for investments in all subsidiaries at cost. In March 2000, Adecco acquired the staffing services and IT services businesses of Olsten. The aggregate purchase price of Olsten by Adecco was approximately CHF 1,509, excluding the assumption of debt and including the issuance of 634,371 shares of common stock to the Olsten shareholders for a value of CHF 591. During 2000, a tax benefit of CHF 16 was recorded in relation to stock option exercises. Note 8 – Stock Option Plans At December 31, 2000, Adecco had options outstanding relating to its common stock under several existing plans and plans assumed in the Olsten acquisition. Under these plans, options vest and become exercisable in instalments, generally on a rateable basis over two to five years beginning on the day of the grant or one year after the date of grant, and have a contractual life of three to ten years. Adecco applies APB Opinion No. 25, “Accounting for Stock Issued to Employees”, and related interpretations in accounting for its plans. Accordingly, no compensation cost has been recognised for its stock option plans. Had compensation cost for Adecco’s stock-based compensation plans been determined based on the fair value at the grant dates for awards under those plans consistent with SFAS No. 123, “Accounting for Stock-Based Compensation”, Adecco’s net loss and loss per share would have increased to the pro forma amounts indicated on the next page: Adecco SA Annual Report 2000 Notes to Consolidated Financial Statements as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS Net loss: As reported Pro forma Basic and diluted loss per share: As reported Pro forma Exercise Price per Share CHF 64 88 - 213 430 - 680 533 - 760 1,022 - 1,415 1,080 599 - 3,151 CHF 64 - 3,151 Number 170 49,315 108,281 165,830 280,151 200,000 20,205 823,952 2000 1999 1998 CHF (428) (454) CHF (174) (188) CHF (195) (205) CHF (23.29) (24.71) CHF (10.11) (10.92) CHF (11.61) (12.21) OPTIONS OUTSTANDING Weighted Average Remaining Life 1.91 2.30 4.79 5.67 6.07 6.91 5.00 5.77 OPTIONS EXERCISABLE Weighted Average Exercise Number Price per Share 170 CHF 64 46,177 179 74,398 462 53,016 534 91,399 1,025 31,485 1,080 20,205 1,795 316,850 CHF 741 Weighted Average Exercise Price per Share CHF 64 177 462 536 1,029 1,080 1,795 CHF 835 The fair value of each option grant is estimated on the date of grant using the Black-Scholes option-pricing model and the following weighted average assumptions: Expected lives Risk-free interest rate Expected volatility Expected dividend CHF 2000 3.9 3.50% 39% 10.0 CHF 1999 3.7 3.40% 27% 8.4 A summary of the status of Adecco’s stock option plans as of the fiscal years ended 2000, 1999 and 1998, and changes during those years is presented below. CHF 1998 5.0 5.25% 57% 7.0 Balance, December 28, 1997 Granted Exercised Cancelled Number of Shares 425,838 236,010 (78,058) (31,173) Exercise Price per Share CHF 5 - 1,120 472 - 674 5 - 430 10 - 1,120 Weighted Average Exercise Price per Share CHF 300 532 200 389 Balance, January 3, 1999 Granted Exercised Cancelled 552,617 297,141 (133,189) (19,496) 10 - 674 533 - 1,022 10 - 750 166 - 533 446 1,018 322 376 Balance, January 2, 2000 Granted Exercised Cancelled 697,073 245,392 (89,390) (29,123) 64 - 1,022 599 - 3,151 64 - 1,221 166 - 2,981 688 1,193 525 1,373 Balance, December 31, 2000 823,952 CHF 64 - 3,151 CHF 835 Exercisable, December 31, 2000 316,850 CHF 64 - 3,151 CHF 741 The weighted average fair value per option granted in 2000, 1999 and 1998 was CHF 351, CHF 237 and CHF 248 per share. Adecco SA Annual Report 2000 47 Notes to Consolidated Financial Statements Adecco common stock, on the Swiss Stock Exchange for the five days immediately preceding the date of acquisition and the average closing prices of the Olsten common stock, on the New York Stock Exchange for the five days immediately preceding the date of acquisition. Pursuant to the acquisition Agreement and Plan of Merger, the converted Olsten options became 100% vested and exercisable on the acquisition date. The fair value of these vested options has been accounted for as additional purchase price, with the corresponding credit to equity. as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS In connection with the acquisition of Olsten, Adecco converted approximately 3,726,264 shares of outstanding Olsten stock options to an existing Adecco stock option plan. The converted options were adjusted by the exchange ratio of 0.014, which reflected the average closing prices of the Switzerland. Consequently, the weighted average expected effective rate will vary from year to year according to the source of earnings by country. The provision for income taxes on continuing operations consists of the following for the fiscal years: Note 9 – Income Taxes Adecco is incorporated in Switzerland, operates in countries that have differing tax laws and rates and generates income from continuing operations primarily outside of Current provision Deferred provision (benefit) Total CHF CHF 2000 466 (201) 265 CHF CHF 1999 189 15 204 CHF CHF 1998 198 (24) 174 Temporary differences that give rise to deferred income tax assets and liabilities are summarised as follows: December 31, 2000 Net operating loss carryforward Provision for risk and accrued restructuring charges Accrued business tax Accrued workers’ compensation Deferred compensation and accrued employee benefits 41 88 18 24 32 CHF 47 22 17 17 43 Other accrued expenses Financial amortisation in excess of tax amortisation Other 123 225 39 41 83 35 Gross deferred tax asset Valuation allowance 590 (58) 305 (32) Net deferred tax asset Deferred tax liability 532 20 273 9 Deferred tax asset net of deferred tax liability Adecco’s assessment of the realisability of deferred tax assets is made on a country-by-country basis. A valuation allowance is used to reduce deferred tax assets to a level which, more likely than not, will be realised. Other long-term assets include CHF 280 and CHF 45 of net deferred tax assets as of December 31, 2000 and January 2, 2000. At December 31, 2000, Adecco had approximately CHF 169 in net operating loss carryforwards expiring beginning 2001 48 CHF January 2, 2000 CHF 512 CHF 264 attributable to several European countries. Future utilisation of these loss carryforwards may be limited by local country tax laws that restrict utilisation of the loss to the subsidiary that incurred the loss and by reorganisation of local country operations. A portion of the net operating loss carryforward available is not included in the net operating loss carryforward and related deferred tax assets disclosed above because management believes the probability of utilisation is remote. Adecco SA Annual Report 2000 Notes to Consolidated Financial Statements as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS The difference between the provision for income taxes and the expected tax provision at the weighted average tax rate is reconciled as follows for the fiscal years: Expected tax provision (benefit) Goodwill amortisation Adjustment to deferred tax assets due to rate changes Other Total provision for income taxes CHF CHF 2000 (64) 297 – 32 265 CHF CHF 1999 11 199 11 (17) 204 CHF CHF 1998 (8) 195 – (13) 174 The expected tax provision was calculated by aggregating the products of pre-tax income (loss) in each country multiplied by that country’s statutory income tax rate. A provision has been made for withholding tax and other taxes on crossborder, intercompany transactions including management fees, royalties, interest and dividends. Note 10 – Commitments and Contingencies agreement grants NPG the right to put at fair value, at any time, any number of its shares in the Olsten Norway AS subsidiary to Olsten Norway AS. If the put is exercised, Olsten Norway AS is required to buy at least 50% of the shares subject to the put immediately. The remaining 50% is required to be purchased within two years following the exercise of the put. In November 2000, a valuation resulted in an estimated value of CHF 7,784 per share. As of December 31, 2000, NPG can put a total of 28,258 shares in the subsidiary, out of which Olsten Norway AS is required to buy 50% of the shares subject to the put immediately. Based on the valuation, Olsten Norway AS would be required to pay CHF 110 for these shares. During fiscal 2000, NPG put 1,500 shares changing Olsten Norway AS’s ownership in the subsidiary to 51.4%. In January 2001, NPG put 8,350 shares out of which Olsten Norway AS bought 4,175 shares for CHF 32 changing its ownership to 58.4%. COMMITMENTS Adecco leases facilities under operating leases, certain of which require payment of property taxes, insurance and maintenance costs. Operating leases for facilities are usually renewable at Adecco’s option and usually include escalation clauses linked to inflation. Future minimum annual lease payments are as follows: FISCAL YEAR 2001 CHF 148 2002 117 2003 83 2004 59 2005 35 Thereafter 83 CHF 525 Note 11 – Restructuring Total rent expense under operating leases amounted to CHF 149, CHF 131 and CHF 91 during 2000, 1999 and 1998. CONTINGENCIES Adecco is involved in various legal actions and claims. In the opinion of management, after taking appropriate legal advice, the future settlements of such actions and claims will not have a material adverse effect on Adecco’s financial position or results of operations. In 1995, Olsten Norway AS (a wholly-owned subsidiary of Adecco) entered into an agreement with Norsk Personal Gruppen AS (“NPG”) regarding a subsidiary that was 49.9% owned by NPG and 50.1% owned by Olsten Norway AS. The Adecco SA Annual Report 2000 In connection with acquisitions in 2000, primarily Olsten, Adecco committed to restructuring plans which resulted in a pre-tax charge of CHF 65 during the year. This included CHF 36 related to employee reductions, lease commitments, branch closure and other costs and CHF 29 for the write-down of software and other fixed assets. In addition, restructuring costs of CHF 93 of the acquirees were accrued in connection with the purchase accounting for the acquisitions (See Note 2). The total restructuring costs of CHF 129 included CHF 57 for employee reductions, CHF 20 for remaining lease commitments on abandoned facilities and CHF 52 for branch closure and other costs. At December 31, 2000, the remaining restructuring reserve related to acquisitions in 2000 was CHF 66, including 49 Notes to Consolidated Financial Statements restructuring costs of CHF 24 of the acquirees were accrued in connection with the purchase accounting for the acquisitions in 1999. The total restructuring costs of CHF 27 included CHF 8 for employee reductions, CHF 9 for remaining lease commitments on abandoned facilities and CHF 10 for branch closure costs. At January 2, 2000, the remaining restructuring reserve related to acquisitions was CHF 17, including CHF 6 for employee reductions, CHF 5 for remaining lease commitments on abandoned facilities and CHF 6 for branch closure and other costs, and was included in accounts payable and accrued expenses. Restructuring costs of CHF 8 recorded in 1999 in connection with the Delphi acquisition were reversed during the year and booked against goodwill. At December 31, 2000, the remaining restructuring reserve related to 1999 acquisitions was CHF 7, including CHF 3 for remaining lease commitments on abandoned facilities and CHF 4 for branch closure costs, and was included in accounts payable and accrued expenses. as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS CHF 17 for employee reductions, CHF 9 for remaining lease commitments on abandoned facilities and CHF 40 for branch closure and other costs, and was included in accounts payable and accrued expenses. As part of the restructuring plans Adecco will reduce its workforce by approximately 1,000 positions, including approximately 700 positions in North America and 300 positions in the rest of the world, consisting primarily of administrative and sales and marketing personnel. Approximately 860 positions were eliminated during 2000. In connection with acquisitions in 1999, primarily Delphi and Career Staff, Adecco committed to restructuring plans which resulted in a pre-tax charge of CHF 3 in 1999 related to employee reductions and branch closure costs. In addition, Employee reductions Remaining lease commitments on abandoned facilities Branch closure and other costs Total restructuring liability Restructuring liability January 2, 2000 CHF 6 Net additions to restructuring liability CHF 51 5 6 17 19 51 121 CHF Note 12 - Financial Instruments Financial instruments that potentially expose Adecco to concentrations of credit risk consist principally of cash investments, trade accounts receivable and foreign exchange contracts. Adecco places its cash investments in major financial institutions throughout the world that management assesses to be of high credit quality. Credit risk, with respect to trade accounts receivable, is dispersed due to the international nature of the business, the large number of customers and the diversity of industries serviced. Adecco performs credit evaluations of its customers and, where available and cost effective, utilises credit insurance. Adecco sells a percentage ownership interest in a continuous revolving pool of certain of its United Kingdom trade accounts receivable; see Note 3. Adecco uses foreign exchange contracts for purposes other than proprietary trading to exchange various currencies into Swiss francs and other currencies, and enters into foreign exchange contracts for the purpose of hedging underlying transactional currency exposure, but not to engage in any foreign currency speculation. Foreign exchange contracts include: forward contracts representing agreements to buy or sell a specified amount of foreign currency at a specified price in the future; foreign currency options representing contracts that grant the purchaser, for a premium payment, the right to either buy or sell in the future a specified amount of currency at a specified price; and foreign currency swap contracts representing agreements to 50 CHF CHF Cash payments (40) Restructuring liability as of December 31, 2000 CHF 17 CHF (13) (12) (65) 11 45 73 CHF simultaneously buy and sell an amount in a currency at two different dates in the future (collectively “foreign exchange contracts”). Market risk, with respect to foreign exchange contracts, is offset by the corresponding exposure related to the underlying assets and liabilities. Foreign exchange gains and losses and the amortisation of premiums and discounts related to foreign exchange contracts used to hedge existing assets and liabilities are recognised in the consolidated statements of operations in the same period that the exchange gains and losses of the hedged assets and liabilities are recorded. At December 31, 2000, Adecco had short-term foreign exchange contracts outstanding with an aggregate notional amount of CHF 1,818. CHF 51 would be required to close the positions at December 31, 2000. These contracts primarily hedge intercompany lending activity with the respective gains and losses being included in interest expense. At December 31, 2000, foreign exchange contracts and interest rate swap agreements that expire in the year 2007 exist for the purpose of managing foreign currency and interest rate exposures related to the undated subordinated notes described in Note 6. The interest rate swap agreements are used to exchange the USD 6 month LIBOR interest payments under the undated subordinated notes into EUR fixed interest payments until May 2001, and thereafter into CHF 3 month LIBOR interest payments payable in Euro. Changes in interest receivable and payable under interest rate and exchange rate swaps are recorded as adjustments to interest expense on the related debt. Adecco SA Annual Report 2000 Notes to Consolidated Financial Statements as of December 31, 2000 IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS Note 13 – Segment Reporting Adecco has adopted SFAS No. 131, “Disclosures about Segments of an Enterprise and Related Information.” SFAS No. 131 establishes standards for reporting information about operating segments in annual financial statements. The operating segments of Adecco are defined by geography. Adecco’s reportable operating segments are France, North America, United Kingdom, Rest of Europe and Rest of World. Adecco evaluates performance based on country France 2000 Net service revenues CHF 8,959 Depreciation and amortisation 71 Country contribution 440 Additions to property, equipment and leasehold improvements, net 50 Segment assets 2,886 Long lived assets4 111 1999 Net service revenues CHF 7,000 Depreciation and amortisation 28 Country contribution 302 Additions to property, equipment and leasehold improvements, net 33 Segment assets 2,109 Long lived assets4 88 1998 Net service revenues CHF 6,298 Depreciation and amortisation 24 Country contribution 261 Additions to property, equipment and leasehold improvements, net 23 Segment assets 1,893 Long lived assets4 78 SALES BY SERVICE General Staffing Speciality Services North America1 CHF CHF CHF contribution, which is defined as the amount of segment profit or loss before intercompany charges, interest income and expense charges, goodwill amortisation, restructuring costs and income tax expense. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies. Adecco delivers general staffing services and speciality services within its segments. Speciality services include accounting and finance, information technology, engineering and technical, and outplacement and career transition. United Kingdom 7,986 320 449 CHF 2,220 106 119 129 2,067 295 34 616 84 4,885 176 306 CHF 1,763 78 77 64 1,181 140 17 823 42 4,520 152 241 CHF 1,280 19 41 32 1,041 119 11 271 27 2000 CHF 23,088 3,540 CHF 26,628 Rest of Europe2 CHF CHF CHF Rest of World3 Total 4,534 45 232 CHF 2,929 743 (3) CHF 26,628 1,285 1,237 53 1,161 106 85 3,923 298 351 10,653 894 3,023 26 164 CHF 1,800 493 (20) CHF 18,471 801 829 60 873 83 22 2,952 227 196 7,938 580 852 465 (24) CHF 15,308 683 647 30 1,817 66 136 5,607 347 2,358 23 128 40 585 57 1999 CHF 15,804 2,667 CHF 18,471 CHF 1998 CHF 13,641 1,667 CHF 15,308 1 Consists primarily of operations in the United States Consists primarily of operations in Belgium, Germany, Italy, the Netherlands, Spain and Switzerland 3 Consists of operations in Asia, Latin America, Other and Corporate 4 Long lived assets include all non-current assets except deferred taxes of CHF 280, CHF 45 and CHF 37, and goodwill, net of CHF 3,091, CHF 1,756 and CHF 1,730 for 2000, 1999 and 1998 2 Adecco SA Annual Report 2000 51 Report of the Group Auditors to the General Meeting of Adecco SA, Chéserex As auditors of the group, we have audited the Consolidated Financial Statements, (Consolidated Balance Sheets as of December 31, 2000 and January 2, 2000, Consolidated Statements of Operations, Cash Flows, Changes in Shareholders’ Equity and Notes pages 41 to 51) of Adecco SA for the three years ended December 31, 2000. These Consolidated Financial Statements are the responsibility of the Board of Directors. Our responsibility is to express an opinion on these Consolidated Financial Statements based on our audits. We confirm that we meet the legal requirements concerning professional qualification and independence. Our audits were conducted in accordance with auditing standards promulgated by the profession in Switzerland and in accordance with auditing standards generally accepted in the United States of America, which require that an audit be planned and performed to obtain reasonable assurance about whether the Consolidated Financial Statements are free from material misstatement. We have examined, on a test basis, evidence supporting the amounts and disclosures in the Consolidated Financial Statements. We have also assessed the accounting principles used, significant estimates made and the overall Consolidated Financial Statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the Consolidated Financial Statements give a true and fair view of the financial position, the results of operations and the cash flows in accordance with accounting principles generally accepted in the United States of America, and comply with Swiss law. We recommend that the Consolidated Statements submitted to you be approved. Financial ARTHUR ANDERSEN SA Mike Sills Jane Ellis Lausanne, January 26, 2001 52 Adecco SA Annual Report 2000 Balance Sheets (Holding Company) IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS as of December 31 2000 1999 ASSETS Current assets Cash and cash equivalents CHF 42 CHF 570 Amounts due from subsidiaries 82 49 Amounts due from third parties 2 3 Withholding taxes, accrued income and prepaid expenses 57 24 183 646 2,415 1,647 3,701 2,426 Non-current assets Investments in subsidiaries Loans to subsidiaries Provisions on investments in and loans to subsidiaries Investments Treasury shares Other fixed assets (1,056) (636) 5,060 3,437 10 – 9 10 107 50 5,186 Total assets 3,497 CHF 5,369 CHF 4,143 CHF – CHF 56 LIABILITIES Current liabilities Short-term debt Amounts due to subsidiaries 27 Amounts due to third parties – 2 46 40 73 109 Accrued liabilities 11 Non-current liabilities Long-term debt Long-term debt to subsidiaries Provisions and non-current liabilities Total liabilities 532 1,143 1,418 362 119 165 2,069 1,670 2,142 1,779 SHAREHOLDERS’ EQUITY Share and participation capital General reserve Reserve for treasury shares Retained earnings Total shareholders’ equity Total liabilities and shareholders’ equity 186 178 1,920 1,273 9 10 1,112 903 3,227 CHF 5,369 2,364 CHF 4,143 The accompanying notes are an integral part of these financial statements. Adecco SA Annual Report 2000 53 Statements of Operations (Holding Company) IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS for the years ended December 31 2000 1999 Operating income Royalties CHF Dividends 284 CHF 111 Gain on sale of investments Interest income from subsidiaries Interest income from third parties 191 201 1 27 216 88 3 1 615 508 Operating expense Interest expense to subsidiaries (42) (9) Interest expense to third parties (87) (52) Provisions on loans to subsidiaries (29) (31) Taxes (18) (26) Financial expenses (35) – Other expenses (including depreciation of CHF 16 and CHF 4) (41) (22) (252) (140) NET INCOME FOR THE YEAR 363 368 Retained earnings, beginning of year 903 710 1 (55) Transfer from/to reserve for treasury shares Dividend distribution Retained earnings, end of year (155) CHF 1,112 (120) CHF 903 The accompanying notes are an integral part of these financial statements. 54 Adecco SA Annual Report 2000 Notes to Financial Statements (Holding Company) IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS as of December 31 Note 1 – Contingent Liabilities in Favour of Third Parties December 31, December 31, 2000 Guarantees CHF 1,322 CHF 1,373 Letters of comfort 1999 CHF 849 CHF 907 51 58 Adecco SA has guaranteed the outstanding senior notes of USD 200 (CHF 328) and the outstanding notes of FRF 800 (CHF 184) assumed by a subsidiary as part of the Olsten acquisition. Adecco SA has guaranteed the senior notes of USD 50 (CHF 82) issued by Delphi Group Limited. Adecco SA has unconditionally and irrevocably guaranteed the convertible notes of EUR 360 (CHF 548) issued by Meridian B.V. (“Meridian”), a subsidiary of Adecco SA. Adecco SA has also provided Meridian with guarantees for any receivable Meridian may have on group companies arising from group financing. In addition, Adecco SA has issued 539,988 call options of its registered shares to Meridian at an initial strike price of CHF 1,072.38 payable in five annual instalments. The resulting liability has been included in provisions at the original price per option. Adecco SA has also committed to provide Meridian with Euro loans for the exercise price each time Meridian exercises an option. Loans bear interest at 5.124% and are repayable in November 2004. Note 2 – Outstanding Bonds December 31, 2000 4.0% due July 7, 2005 CHF December 31, 1999 300 CHF 300 Note 3 - Treasury Shares Common stock: At December 31, 1999 Average cost Number Purchase sale price average per share Highest price per share Lowest price per share CHF 7 18,897 Options exercised (2) (4,240) CHF 416 CHF 496 CHF 403 Shares sold (1) (1,316) 401 403 397 4 13,341 At December 31, 1999 3 14,427 Shares purchased 2 6,583 CHF 206 CHF 215 CHF 190 At December 31, 2000 5 21,010 At December 31, 2000 Participation certificates : Total treasury shares CHF 9 The reserve for treasury shares held by the holding company is transferred to/from retained earnings. All treasury shares held by subsidiary companies have been transferred to Adecco SA as of December 31, 2000. Adecco SA Annual Report 2000 55 Notes to Financial Statements (Holding Company) IN MILLIONS, EXCEPT SHARE AND PER SHARE AMOUNTS as of December 31 Note 4 – Shareholders’ equity Share capital Partcipation certificates General reserves Reserve for treasury shares Retained earnings Total Balance at December 31, 1999 CHF Share capital increase 178 CHF – 6 CHF 1,273 CHF 10 CHF 903 CHF 2,364 (155) (155) 602 608 Dividend distribution Conditional share capital increase 2 45 Provision for treasury shares 47 – (1) Net income for the year 1 – 363 363 CHF 1,112 CHF 3,227 Balance at December 31, 2000 CHF 186* CHF –** CHF 1,920 CHF 9 *18,551,343 common shares at CHF 10 par value **24,500 participation certificates at CHF 2 par value On April 19, 2000, Adecco held its annual meeting of shareholders in Lausanne, Switzerland. At the meeting, the Adecco shareholders voted to approve the following capital changes as a result of the acquisition of the staffing services and IT services of Olsten: 56 the exercise of option rights which the Board of Directors grants to the employees and to the members of the Board of Directors of the corporation or of its affiliated companies. a. Reduce the conditional capital of Art 3sexies from 1,400,000 shares to 700,000 shares, or a maximum aggregate amount of CHF 7, through issuing a maximum of 700,000 registered shares, which shall be fully paid up by the exercise of option and conversion rights to be granted in relation with bond issues or other obligations of the corporation or affiliated companies. b. Increase the conditional capital of Art 3quinquies from 500,000 shares to 565,629 shares, or, a maximum aggregate amount of CHF 5,656,290 by issuing a maximum of 565,629 registered shares, which shall be fully paid up by In March 2000, Adecco acquired the staffing services and IT services businesses of Olsten. The aggregate purchase price of Olsten by Adecco included the issuance of 634,371 shares of common stock to the Olsten shareholders for a value of CHF 608, representing par value of CHF 6, additional paid in capital of CHF 585 (representing the fair value of Adecco shares on the date of the acquisition of Olsten) and additional paid in capital of CHF 17 (representing the fair value of the transfer of Olsten options to Adecco options). The additional paid in capital has been recognised in the general reserve. During 2000, 85,150 shares were issued for stock options for a total value of CHF 47. Note 5 – Significant Shareholders Note 6 – Restriction Regarding the Distribution of Dividends Adecco SA’s shares are registered shares. Adecco is not aware of any significant shareholders, other than Akila SA and KJ Jacobs Holding AG, which held interests of 19.3% and 20.1%, at December 31, 2000. Under Swiss law, a minimum of 5% of the net income for the year must be transferred to a general reserve until this reserve equals 20% of the issued share capital. Other allocations to this reserve are also mandatory. The general reserve is an appropriation of retained earnings and is not available for distribution. Adecco SA Annual Report 2000 Proposal by the Board of Directors for Dealing with the Unallocated Retained Earnings as of December 31 2000 DIVIDEND CHF 10.00 per registered share CHF CHF 2.00 per participation certificate CHF To be carried forward 197,647,780* 6,980 914,067,710 1,111,722,470 *This amount represents the maximum amount of dividends payable based on the total number of issued and authorised shares as of December 31, 2000. Included in this total number of shares are 1,227,776 conditional shares, which were not in circulation as of December 31, 2000. Adecco SA Annual Report 2000 57 Report of the Statutory Auditors to the General Meeting of Adecco SA, Chéserex As Statutory Auditors, we have audited the accounting records and the Financial Statements, (Balance Sheet, Statements of Operations and Notes, pages 55 to 57) of Adecco SA for the year ended December 31, 2000. These Financial Statements are the responsibility of the Board of Directors. Our responsibility is to express an opinion on these Financial Statements based on our audit. We confirm that we meet the legal requirements concerning professional qualification and independence. Our audit was conducted in accordance with auditing standards promulgated by the profession in Switzerland which require that an audit be planned and performed to obtain reasonable assurance about whether the Financial Statements are free from material misstatement. We have examined, on a test basis, evidence supporting the amounts and disclosures in the Financial Statements. We have also assessed the accounting principles used, significant estimates made and the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the accounting records and Financial Statements (and the proposed allocation of available earnings) comply with Swiss law and the company’s Articles of Incorporation. We recommend that the Financial Statements submitted to you be approved. ARTHUR ANDERSEN SA Mike Sills Jane Ellis Lausanne, January 26, 2001 58 Adecco SA Annual Report 2000 Addresses REGISTERED OFFICE Adecco SA (Holding) 1275 Chéserex Switzerland PRINCIPAL CORPORATE OFFICES Adecco management & consulting SA Rue de Langallerie 11 Case Postale 16 1000 Lausanne 4 Switzerland Tel: +41 21 321 66 66 Fax: +41 21 321 66 28 Adecco, Inc 175 Broad Hollow Road Melville, New York 11747 United States of America Tel: +1 631 844 7800 Fax: +1 631 844 2867 Adecco Travail Temporaire SA 4, rue Louis Guérin 69626 Villeurbanne Cedex France Tel: +33 4 72 82 5858 Fax: +33 4 72 82 5860 Adecco Global Sales 52B, rue de la Bienfaisance 75008 Paris France Tel: +33 1 56 88 9940 Fax: +33 1 56 88 9941 MAIN OPERATING UNITS ARGENTINA Adecco Argentina SA Suipacha 745 4th Piso 1008 Capital Federal Tel: +54 11 4322 65 39 Fax: +54 11 4328 44 49 Adecco SA Annual Report 2000 AUSTRALIA Adecco Australia Pty Ltd Level 35, 385 Bourke Street Melbourne VIC 3000 Tel: +61 3 9954 2100 Fax: +61 3 9600 3105 Ajilon Australia Pty Ltd Level 6, 55 Southbank Boulevard Southbank VIC 3006 Tel: +61 3 9686 0358 Fax: +61 3 9686 0359 Icon Recruitment Pty Ltd Level 12, 350 Collins Street Melbourne VIC 3000 Tel: +61 3 9641 6601 Fax: +61 3 9642 0845 Jonathan Wren Australia Pty Ltd Level 12, 350 Collins Street Melbourne VIC 3000 Tel: +61 3 9963 6333 Fax: +61 3 9670 9948 Lee Hecht Harrison Pty Ltd Building 2, Level 2 4 Riverside Quay Southbank VIC 3006 Tel: +61 3 9690 2400 Fax: +61 3 9690 2444 TAD Pty Ltd Level 12, 350 Collins Street Melbourne VIC 3000 Tel: +61 3 9963 6363 Fax: +61 3 9963 6400 AUSTRIA Adecco GesmbH Pinguinweg 5 4053 Pucking Tel +43 7229 78 0730 Fax: +43 7229 78 0734 BELGIUM Adecco Personnel Services SA Assesteenweg 65 1740 Ternat Tel: +32 2 583 91 11 Fax: +32 2 583 91 12 AOC Louisalaan 125 Bruxelles 1050 Tel: +32 2 542 6390 Fax: +32 2 542 6391 Lee Hecht Harrison Chaussee de Roodebeek 206 1200 Bruxelles Tel: +32 475 253 253 Fax: +32 2 770 3088 BOLIVIA Adecco Bolivia SA Federico Zauzo 1563 Zona Central La Paz Tel: +59 12 32 20 63 Fax: +59 18 11 67 14 BRAZIL Adecco Recursos Humanos Ltda Al. Joaquim E. de Lima 696 Cerqueira Cesar 01403-000 São Paulo Tel: +55 11 3178 04 72 Fax: +55 11 3178 04 00 CANADA Adecco Employment Services Ltd Water Park Place 10 Bay Street, 14th Floor Toronto, Ontario M5J 2R8 Tel: +1 416 364 2020 Fax: +1 416 366 7375 AOC Accountants On Call of Canada Ltd 20 Eglinton Avenue West Yonge Eglinton Centre, Suite 1101 Toronto, Ontario M4R1K8 Tel: +1 416 932 1566 Fax: +1 416 932 2766 Ajilon Canada Inc Water Park Place 10 Bay Street, 7th Floor Toronto, Ontario M5J 2R8 Tel: +1 416 367 2020 Fax: +1 416 366 2804 Roevin Technical People Ltd 2500 Meadowpine Boulevard Suite 201 Mississauga, Ontario L5N 6C4 Tel: +1 905 826 4155 Fax: +1 905 826 5336 TAD Telecom Canada Inc 60 Queen Street, Suite 200 Ottawa, ON K2J 1N6 Tel: +1 613 232 4744 Fax: +1 613 232 1199 CHILE Adecco Temporarios SA Alfredo Lecannelier 1946 Providencia Santiago Tel: +56 2 560 72 00 Fax: +56 2 231 86 06 CHINA Guangdong Personnel Services Ltd Room 2902 World Peace Plaza 362-366 Huanshi Road G2 Guangzhou 510060 Tel: +8620 8384 9658 Fax: +8620 8384 9799 59 Addresses COLOMBIA Adecco Colombia SA Calle 70 A n° 9-46 Santa Fe de Bogota D.C. Tel: +57 1 313 01 26 Fax: +57 1 212 69 79 COSTA RICA Adecco de Costa Rica Recursos Humanos SA Alotico de la Mercedes Benz Paseo Colon 250 mts. Al oeste, mano derecha correcto contiguo a la Panadería La Selecta. San José de Costa Rica Tel: +50 63 82 14 35 CZECH REPUBLIC Adecco spol s.r.o. Narodni Trida 33 110 00 Praha 1 Tel: +42 02 2422 9688 +42 02 2422 0518 Fax: +42 02 923 2600 +42 02 923 2602 Lee Hecht Harrison Narodni Tr 33 110 00 Praha 1 Tel: +42 02 2422 9688 Fax: +42 02 2422 9328 DENMARK Adecco AS Lyngby Hovedgade 60 2800 Lyngby Tel: +45 45 93 88 00 Fax: +45 45 93 88 50 Computer People APS Smakkedalen 4 2820 Copenhagen Tel: +45 7020 2430 Fax: +45 2173 4212 60 DOMINICAN REPUBLIC Adecco Dominicana SA Zona Franca Grace Valerio Lama Edif. Servicios Generales, Modulo 3 Pq. Ind. Santiago Norte Zona Franca Pisano Aut. Santiago Navarete Tel: +1 809 223 58 24 ECUADOR Adeccoiberia SA Av. 6 de Diciembre 15-29 Ibaquedano Quito Tel: +593 2 52 87 56 Fax: +593 2 23 16 24 FINLAND Adecco Finland Oy Annankatu 42D, 6th Fl 00100 Helsinki Tel: +358 9 6689 8880 Fax: +358 9 6689 8888 FRANCE Adecco Travail Temporaire SA 4, rue Louis Guérin 69626 Villeurbanne Cedex Tel: +33 4 72 82 58 58 Fax: +33 4 72 82 58 60 Adia SA 7, rue Louis Guérin 69626 Villeurbanne Cedex Tel: +33 4 72 82 28 28 Fax: +33 4 72 82 28 29 Adecco Consulting SA 2 Bd du 11 novembre BP 2089 69616 Villeurbanne Cedex Tel : +33 4 78 17 37 47 Fax : +33 4 78 17 37 40 Alexandre Tic Interim Quick Medical Service AOC 67 Bd Malesherbes 75008 Paris Tel: +33 1 44 69 98 70 Fax: +33 1 44 69 98 78 Computer People SA 4 Avenue Bertie Albrecht Paris 75008 Tel: +33 1 5669 3500 Fax: +33 1 5376 3501 GUATEMALA Adecco Guatemala Recursos Humanos SA Edificio Real Reforma Avda. Reforma 1370, Local 6F 1er nivel zona 9 Guatemala Tel: +502 332 50 67 Fax: +502 334 74 06 Lee Hecht Harrison 1, rue de la République 69001 Lyon Tel: +33 4 7828 7133 Fax: +33 4 7828 5085 HONG KONG Adecco Personnel Ltd 902-903, 9/F Soundwill Plaza 38 Russell Street Causeway Bay Tel: +852 28 95 2616 Fax: +852 28 95 3571 GERMANY Adecco Personaldienstleistungen GmbH Flemingstrasse 20-22 36041 Fulda Tel: +49 661 9398 998 Fax: +49 661 9398 995 Lee Hecht Harrison 12/F Takshing House 20 Des Voeux Road Central Tel: +852 2524 0889 Fax: +852 2845 0420 Computer People GmbH Südwestpark 108 90449 Nürnberg Tel: + 49 911 689 380 Fax: + 49 911 689 3841 Lee Hecht Harrison Baselerstrasse 35-37 60329 Frankfurt Tel: +49 692 7399 422 Fax: +49 692 7399 460 GREECE Adecco HR, AE Vasileos Alexandrou 2 161 21 Athens Tel: +30 1722 9907 Fax: +30 1729 7197 Templar International Consultants Ltd Room 56,5/F New Henry House 10 Ice House Street Central, Hong Kong Tel: +852 2970 2722 Fax: +852 2970 2723 HUNGARY Adecco Szemelyzeti Kozvetitö Kft. Benczur ut 47 1068 Budapest Tel: +36 1 479 53 50 Fax: +36 1 479 53 59 Lee Hecht Harrison Benzur ut 47 1068 Budapest Tel: +36 1 479 53 62 Fax: +36 1 479 53 69 Adecco SA Annual Report 2000 Addresses INDONESIA Templar International Consultants Pte Ltd World Trade Centre 11th floor Jl. Jend. Sudirman Kav 31 Jakarta 12920 Tel: +6221 52960380 Fax: +6221 52960379 IRELAND Adecco (Ireland) Ltd 8 Mainstreet Tallaght Dublin 24 Tel: +353 1 462 4353 Fax: +353 1 462 4364 Computer People Ltd 64 Lower Mount Street Dublin Tel: +353 1663 3456 Fax: +353 1663 3434 ISRAEL Adecco Israel Staffing Ltd 53 Hamasger St. 67217 Tel Aviv Tel: +972 3 561 66 88 Fax: +972 3 561 07 57 ITALY Adecco Società di Formitura di Lavoro Temporaneo SpA Piazza Diaz, 2 20123 Milano Tel: +39 02 88 14 28 03 Fax: +39 02 88 14 28 00 AOC Via Campanini 6 20124 Milano Tel: +39 02 6707 0107 Fax: +39 02 6707 0556 Computer People Srl Viale Lombardia 20 20131 Milano Tel: +39 02 67681 205 Fax: +39 02 67070 556 Adecco SA Annual Report 2000 Career Srl Piazza Diaz 2 20123 Milano Tel: +39 02 869 152 41 Fax: +39 02 804 770 Lee Hecht Harrison Srl Via Dogana 1 20123 Milano Tel: +39 02 881 2871 Fax: +39 02 88 12 8750 JAPAN Adecco Career Staff Ltd Kowa Bldg. No. 45 1-15-9, Minami Aoyama Minato-ku, Tokyo 107-0062 Tel: +81 3 3470 9300 Fax: +81 3 3470 9301 Lee Hecht Harrison New Career Consulting Mitsui-asahi Bldg. 9F 1-1 Kanda-sudacho Chiyoda-ku, Tokyo 101-0041 Tel: +81 3 3254 5141 Fax: +81 3 3254 5144 LIECHTENSTEIN Adecco Personaldienstleistungen AG St. Gallerstrasse 1 9470 Buchs Tel: +41 81 750 60 70 Fax: +41 81 750 60 75 LUXEMBOURG Adecco Luxembourg SA 26 Place de la Gare 1616 Luxembourg Tel: +35 2 48 25 51 1 Fax: +35 2 40 65 36 MALAYSIA Agensi Perkerjaan Adecco Personnel Sdn Bhd Lot 802 B, 8th Floor Wisma Lim Foo Yong Jalan Raja Chulan 50200 Kuala Lumpur Tel: +603 244 8360 Fax: +603 244 8464 MEXICO Adecco de Mexico SA Avda. Ejército Nacional 539 Piso 12 Colonia Granada 11520 Mexico D.F. Tel: +52 5 581 07 00 Fax: +52 5 581 07 01 MONACO Adecco Monaco SAM 4, rue Baron de Ste. Suzanne Monaco 98000 Tel: +377 97 97 53 00 Fax: +377 97 97 53 01 MOROCCO Adecco Maroc SA 125, BD. Zerktouni Casablanca 20190 Tel: +21 2 22 99 10 23 Fax: +21 2 22 99 10 26 NETHERLANDS Adecco Personeelsdiensten BV Savannahweg 71 3542 AW Utrecht Tel: +31 30 247 5555 Fax: +31 30 247 5666 Computer People BV Oostenburgervoorstraat 116 1018 MR Amsterdam Tel: +31 20 420 3945 Fax: +31 20 420 3964 61 Addresses Lee Hecht Harrison Fellenoord 47 5612 AA Eindhoven Tel: +40 2 36 8925 Fax: +40 2 44 4267 NORWAY Adecco Norge AS Karl Johansgate 25 0139 Oslo Tel: +47 22 94 1000 Fax: +47 22 33 2025 NEW CALEDONIA Adecco Calédonie Sarl 18, rue de la Somme Noumea Tel: +687 24 9294 Fax: +687 24 9295 Olsten Personal Norden AS Grensen 9, Sentrum 0104 Oslo Tel: +47 55 54 0400 Fax: +47 55 54 0436 NEW ZEALAND Adecco New Zealand Ltd Level 7, Guardian Trust Building P.O.Box 6918 Wellesley St 105 Queen Street Auckland Tel: +64 9 914 2922 Fax: +64 9 914 2921 ICON Recruitment Ltd Level 7, Guardian Trust building, 105 Queen Street Auckland Tel: +64 93 77 3848 Fax: +64 93 77 8685 TAD - Technical Careers & Contracts Level 7, Guardian Trust Building 105 Queen Street Auckland Tel: +64 9 309 9316 Fax: +64 9 309 0212 Lee Hecht Harrison Level 7, Guardian Trust Building P.O.Box 5151 Wellesley St 105 Queen Street Auckland Tel: +64 9 914 3515 Fax: +64 9 379 3407 62 PANAMA Adecco Panama SA Bella Vista Calle Eusebio A. Morales Edif. San Antonio, local 1 Apto. 832-1440 World Trade Center - Ciudad de Panamá Tel: +507 214 76 56/76 54 Fax: +507 214 76 57 PORTUGAL Adecco Recursos Humanos Lda Rua Antonio Pedro, 111 – 3 Frente 1150.045 Lisboa Tel: +351 21 316 8327 Fax: +351 21 316 8350 SLOVENIA Adecco, kadrovsko Svetovanje, d.o.o. Kolodvorska 10 1000 Ljubljani Tel: +386 1 234 9 272 Fax: +386 1 234 9 274 AOC Rua Antonio Pedro, 111 – 3 Frente 1150.045 Lisboa Tel: +351 2 316 8327 Fax: +351 2 316 8350 SOUTH AFRICA Adecco Technihire Ltd 6th Floor, Nedbank Place 35, Sauer Street Johannesburg 2001 Tel: +27 11 836 8041 Fax: +27 11 836 4601 PUERTO RICO Adecco de Puerto Rico Inc PMB 341 667 Ave. Ponce de Leon San Juan 00907 Tel: +787 289 0690 Fax: +787 289 0693 Computer People PO Box 6550 Roggebaai 8012 Cape Town Tel: +27 21 419 4070 Fax: +27 21 419 4167 PERU Adecco Peru SA Las Begonias 471 San Isidro – Lima Tel: +511 221 3855 +511 222 7426 Fax: +511 422 7468 ROMANIA Adecco Romania Sarl 2 Bulevardul Expozitiei Bucharest, Code 71264 Tel: +40 1 224 1366 Fax : +40 1 224 0075 THE PHILIPPINES AddForce Personnel Services Inc 3rd Floor, Pilar Building 148, Amorsolo St. Legaspi Village – Makati City Tel: +63 2 810 0319 Fax: +63 2 894 1357 SINGAPORE Adecco Personnel Pte Ltd Block 846 Yishun Ring Road #02-3673 Singapore 760846 Tel: +65 756 6686 Fax: +65 756 4063 POLAND Adecco Poland Sp. z.o.o. ul. Marszalkowska 82 00-517 Warszawa Tel: +48 22 622 21 55 +48 22 622 21 63/21 75 Fax: +48 22 623 66 09 Lee Hecht Harrison 435 Orchard Road 21-06 Wisma Atria Singapore 068805 Tel: +65 732 3123 Fax: +65 734 0787 SOUTH KOREA Adecco Korea Ltd 10th Fl, Kyong Am Bldg. 157-27 Samsung-Dong, Kangnam-Ku Seoul 135-090 Tel: +82 2 555 0606 Fax: +82 2 555 5529 Lee Hecht Harrison 10th Fl, Kyong Am Bldg. 157-27 Samsung-Dong, Kangnam-Ku Seoul 135-090 Tel: +82 2 555 0606 Fax: +82 2 555 5529 SPAIN Adecco ETT SA Calle Goya 29 28001 Madrid Tel: +34 91 432 56 00 Fax: +34 91 432 57 01 Accountants SA Empresa de Trabajo Temporal Calle Goya 29 28001 Madrid Tel: +34 91 432 5615 Fax: +34 91 432 5679 Adecco SA Annual Report 2000 Addresses Delphi IT SA Calle Goya 29 4th Floor 28001 Madrid Tel: +34 91 432 5400 Fax: +34 91 432 4403 Lee Hecht Harrison Calle Goya 29 28001 Madrid Tel: +34 91 432 5625 Fax: +34 91 432 9580 SWEDEN Adecco Sverige AB Slussplan 7 – 11, Box 1240 111 82 Stockholm Tel: +46 8 23 53 00 Fax: +46 8 23 53 90 SWITZERLAND Adecco Ressources Humaines SA Grand-Pont 12 1002 Lausanne Tel: +41 21 341 9292 Fax: +41 21 341 9212 Computer People Sarl Poudrières 135-137 2006 Neuchâtel Tel: +41 32 732 1000 Fax: +41 32 731 4463 Lee Hecht Harrison SA Höschgasse 25 Postfach 150 8034 Zürich Tel: +41 1 385 9955 Fax: +41 1 385 9956 TAIWAN Adecco Personnel Co Ltd 501F, No 131 Min Sheng E. Road Section 3 Taipei Tel: +886 2271 88 881 Fax: +886 2271 89 337 Adecco SA Annual Report 2000 Adia L&M Personnel Consultants Ltd 9F-1 77, Tun Hua S. Road Section 2 Taipei Tel: +886 2 2705 1234 Fax: +886 2 2754 5289 THAILAND Adecco Consulting Ltd 979/25, SM Tower,15th F Phaholyothin Road Samsennai, Phayathai Bangkok 10400 Tel: +662 298 0512-17 Fax: +662 298 0518 TURKEY Adecco Hizmet ve Danismanlik, SA Cumhuriyet Cad. Efser Han No: 301 Kat: 9 80230 Harbiye - Istambul Tel: +90 212 291 26 27 Fax: +90 212 291 26 22 UNITED KINGDOM Adecco Holdings Ltd Adecco House, Elstree Way Borehamwood Hertfordshire WD6 1HY Tel: +44 208 207 5000 Fax: +44 208 307 6715 AOC Ltd The Grange 16 St. Peters Street St Albans, Herts AL 13 NA Tel: +44 1727 8484 82 Fax: +44 1727 8341 51 Computer People Ltd 33 Regent Street London SW1Y 4NB Tel: +44 207 440 2000 Fax: +44 207 440 2020 Office Angels Ltd 3 Shortlands Hammersmith London W6 8RR Tel: +44 208 741 4000 Fax: +44 208 741 4047 Ajilon LLC 210 W. 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