10-Q 1 e10-q.txt ABLEST INC. 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 [X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarter period ended July 2, 2000. [ ] Transition Report Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934. Commission file number 0-7907 ------ Ablest Inc. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 65-0978462 ------------------------------- --------------------------------------- (State or other jurisdiction of (I.R.S. Employer Identification Number) incorporation or organization) 1901 Ulmerton Road, Suite 300 Clearwater, Florida 33762 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) 727-299-1200 ---------------------------------------------------- (Registrant's telephone number, including area code) --------------------------------------------------------------------- (Former name, former address and former fiscal year, if changed since last report) Former address: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date - July 28, 2000. Common stock, $.05 par value 2,882,363 ---------------------------- -------------------- (Class) (Outstanding shares) 2 ABLEST INC. AND SUBSIDIARIES Index Part I Financial Information Condensed Consolidated Balance Sheets - July 2, 2000 - (Unaudited) and December 26, 1999 3 Condensed Consolidated Statements of Operations - (Unaudited) Thirteen and twenty-seven week periods ended July 2, 2000 and thirteen and twenty-six week periods ended June 27, 1999. 4 Condensed Consolidated Statements of Cash Flows - (Unaudited) Twenty-seven week period ended July 2, 2000 and twenty-six week period ended June 27, 1999. 5 Notes to Condensed Consolidated Financial Statements 6 - 9 Independent Auditors' Review Report 10 Management's Discussion and Analysis of Results of Operations and Financial Condition 11-12 Part II Other Information 13 Signatures 14 * * * * * 2 3 Part I-Financial Information ABLEST INC. AND SUBSIDIARIES Condensed Consolidated Balance Sheets (In thousands, except share data)

July 2, December 26, Assets 2000 1999 ----------- ------------ (Unaudited) Current assets: Cash and cash equivalents $ 1,423 562 Receivables 13,223 13,492 Prepaid expenses and other 565 419 Deferred income taxes 1,957 1,100 -------- ------- Total current assets 17,168 15,573 Net property, plant and equipment 2,022 2,213 Deferred income taxes 1,047 909 Intangible assets, net 4,697 4,880 Net assets of discontinued operations (note 5) 234 20,434 -------- ------- $ 25,168 44,009 ======== ======= Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 746 1,468 Accrued expenses 5,108 7,223 -------- ------- Total current liabilities 5,854 8,691 Long-term debt, excluding current installments -- 15,950 Other liabilities 454 756 -------- ------- Total liabilities 6,308 25,397 -------- ------- Stockholders' equity (note 3): Preferred Stock of $.05 par value. Authorized 500,000 shares, none issued Common stock of $.05 par value. Authorized 7,500,000 shares; issued 3,178,092 and 3,167,092 shares for 2000 and 1999, respectively 159 158 Additional paid-in capital 4,362 4,285 Retained earnings 15,807 15,391 -------- ------- 20,328 19,834 Less cost of common stock in treasury: 328,929 and 285,529 shares for 2000 and 1999, respectively (1,468) (1,222) -------- ------- Total stockholders' equity 18,860 18,612 -------- ------- $ 25,168 44,009 ======== =======

See accompanying notes to condensed consolidated financial statements. 3 4 ABLEST INC. AND SUBSIDIARIES Condensed Consolidated Statements of Operations (Unaudited) (In thousands, except share data)

Thirteen Thirteen Twenty-seven Twenty-six week period week period week period week period ended Ended ended ended July 2, June 27, July 2, June 27, 2000 1999 2000 1999 ----------- ----------- ------------ ----------- Net service revenues $ 24,906 23,262 50,799 44,944 Cost of services 19,349 17,970 39,370 34,739 ----------- ---------- ---------- ---------- Gross profit 5,557 5,292 11,429 10,205 Selling, general and administrative expenses 5,202 4,774 10,865 9,376 Amortization of intangible assets 91 181 183 362 ----------- ---------- ---------- ---------- Operating income 264 337 381 467 ----------- ---------- ---------- ---------- Other income (expense): Interest expense, net (21) (147) (127) (290) Miscellaneous, net 1 1 129 (2) ----------- ---------- ---------- ---------- Total other income (expense), net (20) (146) 2 (292) ----------- ---------- ---------- ---------- Income before income taxes from continuing operations 244 191 383 175 Income tax expense 103 82 167 75 ----------- ---------- ---------- ---------- Net earnings from Continuing operations 141 109 216 100 ----------- ---------- ---------- ---------- Discontinued operations (note 5): Loss from discontinued operations, net of income taxes -- (241) -- (326) Adjustment of loss on sale of discontinued operations, net of income taxes -- -- 200 -- ----------- ---------- ---------- ---------- -- (241) 200 (326) ----------- ---------- ---------- ---------- Net earnings (loss) $ 141 (132) 416 (226) =========== ========== ========== ========== Basic and diluted net earnings (loss) per share: Continuing operations $ .05 .04 .07 .04 Loss from discontinued operations Adjustment to loss on sale of discontinued operations -- (.08) .07 (.11) ----------- ---------- ---------- ---------- $ .05 (.04) .14 (.07) =========== ========== ========== ========== Weighted average number of common shares outstanding 2,887,216 2,880,747 2,884,867 2,880,509 =========== ========== ========== ==========

See accompanying notes to condensed consolidated financial statements. 4 5 ABLEST INC. AND SUBSIDIARIES Condensed Consolidated Statements of Cash Flows (Unaudited) (In thousands)

Twenty-seven week Twenty-six week period ended period ended July 2, 2000 June 27, 1999 ----------------- --------------- Cash flows from operating activities: Net earnings from continuing operations $ 216 100 Adjustments to reconcile net earnings to net cash provided (used) by operating activities: Depreciation 624 319 Amortization of intangible assets 183 362 Gain on disposal of property, plant and equipment, net (113) -- Deferred income taxes (117) -- Changes in assets and liabilities (see below) (602) (460) ------------ ------------ Net cash provided (used) by operating activities of continuing operations 191 321 ------------ ------------ Cash flows from investing activities: Additions to property, plant and equipment (1,056) (569) Proceeds from disposal of property, plant and equipment 364 -- Acquisitions and earnout payments, net of cash acquired (225) (1,319) Cash transfer from discontinued operations (Note 5) 8,683 -- ------------ ------------ Net cash (used)/provided by investing activities of Continuing operations 7,766 (1,888) Cash flows from financing activities: Proceeds from bank line of credit borrowings 4,800 6,700 Repayment of bank line of credit borrowings (14,100) (6,050) Proceeds from exercise of stock options 78 -- ------------ ------------ Net cash provided (used) by financing activities of continuing operations (9,222) 650 ------------ ------------ Net increase (decrease) in cash from continuing operations (1,265) (917) Net increase in cash from discontinued operations (note 5) 10,809 99 Less amount transferred to continuing operations (8,683) -- ------------ ------------ Net increase (decrease) in cash 861 (818) Cash and cash equivalents at beginning of period 562 1,322 ------------ ------------ Cash and cash equivalents at end of period $ 1,423 504 ============ ============ Changes in assets and liabilities providing (using) cash: Receivables $ 269 (1,433) Prepaid expenses and other (124) (481) Accounts payable (1,077) 751 Accrued expenses 518 678 Other liabilities (188) 25 ------------ ------------ Total $ (602) (460) ============ ============

(1) Excludes changes resulting from discontinued operations. See accompanying notes to condensed consolidated financial statements 5 6 ABLEST INC. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (Unaudited) 1. In the opinion of management of Ablest Inc. and Subsidiaries (the Company), the accompanying condensed consolidated financial statements contain all normal recurring adjustments necessary to fairly present the Company's consolidated financial position as of July 2, 2000 and the consolidated statements of operations for the thirteen and twenty-seven week periods ended July 2, 2000 and the thirteen and twenty-six week periods ended June 27, 1999 and the statement of cash flows for the twenty-seven week period ended July 2, 2000 and the twenty-six week period ended June 27, 1999. 2. The results of operations for the thirteen and twenty-seven week periods ended July 2, 2000 are not necessarily indicative of the results to be expected for the full year. 3. The changes in stockholders' equity for the twenty-seven week period ended July 2, 2000 are summarized as follows (in thousands, except shares):

Additional Total Common paid-in Retained Treasury Stock Stockholders' stock capital earnings Shares Amount Equity ------ ---------- -------- -------- -------- ------------- Balance at December 26, 1999 $ 158 $ 4,285 $ 15,391 285,529 $ (1,222) $ 18,612 Net earnings -- -- 416 -- -- 416 Exercised stock options 1 77 -- -- -- 78 Common stock acquired and retired 43,400 (246) (246) ----- ------- -------- ------- -------- -------- Balance at July 2, 2000 $ 159 $ 4,362 $ 15,807 328,929 $ (1,468) $ 18,860 ===== ======= ======== ======= ======== ========

At the May 16, 2000 regularly scheduled Board of Directors meeting, the board authorized the Company to repurchase up to $2.0 million of its shares of common stock in the open market or privately over a period of one year. During the current fiscal quarter, the Company repurchased 43,400 shares of its common stock, in the open market, at an average cost of $5.67 per share. 4. For the 27 week period ended July 2, 2000, 89,429 additional stock options were granted and 47,606 stock options expired. As of July 2, 2000 and December 26, 1999, the Company had exercisable options outstanding to employees to purchase 124,258 and 166,088 common shares, respectively at prices ranging from $6.94 to $10.13 per share. During the second fiscal quarter, options to purchase 6,000 shares of the Company's common stock were issued to each of the four independent directors of the Company under the Independent Directors' Stock Option Plan, (the "Plan"). The Plan provides for the initial issuance of options to purchase 6,000 shares of the Company's common stock to each independent director elected at the May 16, 2000 shareholder meeting. Independent directors who are subsequently elected by the directors or the shareholders for an initial term will receive options to purchase 6,000 shares immediately upon appointment. Each independent director will also receive additional options to purchase 1,500 shares of common stock each time he or she is re-elected to the Board of Directors. The maximum number of shares of common stock for which options may be issued under the Plan is 100,000. As of July 2, 2000, options for 24,000 shares of common stock have been issued. All options are non-qualified and are exercisable at 100% of the fair market price on the date of grant. Options for the 6,000 shares of the Company's common stock under each initial grant will become exercisable in three equal, annual installments on the first, second and third anniversaries of the grant thereof. All other stock options granted under the Plan will become exercisable on the first anniversary of the grant thereof. The term of each option grant is ten years from the date of grant. 6 7 ABLEST INC. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements, continued (Unaudited) 5. On March 13, 2000, the Company sold substantially all of its industrial maintenance operations to Onyx Industrial Services, Inc. (Onyx). The base selling price was $19,700,000 in cash plus the assumption by Onyx of certain trade liabilities of approximately $2,600,000. The terms of the sale include certain other provisions, which could result in additional disposition costs for the Company. Such costs include environmental remediation at certain specific industrial maintenance branches, reimbursement of any uncollectible accounts receivable acquired by Onyx and the payment of certain severance costs. The Company recorded an estimated net loss from the sale of its industrial maintenance operations of $7,086,000, in the fourth quarter of 1999. Such loss included management's best estimate of the sale proceeds, the direct costs of the transaction, estimated costs associated with the contingencies contained in the agreement and the basis of disposed net assets as of the measurement date. During the first quarter of 2000, the Company recorded an adjustment to the previously recorded loss on the sale of $200,000 (net of taxes of $241,000) as actual amounts related to the transaction were compared to the fourth quarter estimates. No adjustments were made during the current quarter. At July 2, 2000, the remaining accrued loss on disposal is approximately $700,000 and represents management's current best estimate of remaining costs associated with the transaction. The net assets of discontinued operations at July 2, 2000, represent residual assets (such as certain remaining property held for sale and deferred tax assets expected to reverse upon filing the 2000 tax return) and liabilities (primarily consisting of the remaining accrual for the loss on disposal). The proceeds received from the sale were used to discharge bank debt allocated to the discontinued operations and pay various transaction costs. The remaining cash of $8,683,000 was transferred to continuing operations and primarily used to repay debt allocated to staffing services. 7 8 ABLEST INC. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements, continued (Unaudited) 6. Prior to March 13, 2000, the Company had two professional service segments: staffing and industrial maintenance services. Staffing services are provided on a temporary and contract basis to businesses in clerical, light industrial and technology professional sectors throughout the eastern United States and select southwestern U.S. markets. Industrial maintenance serviced a wide range of industries by providing hydroblasting, painting, sandblasting, and vacuuming of industrial wastes throughout the eastern United States and Canada. Operating segment data is as follows (in thousands):

Thirteen Thirteen Twenty-seven Twenty-six Week period Week period Week period Week period Ended Ended Ended Ended July 2, June 27, July 2, June 27, 2000 1999 2000 1999 ------------ ----------- ------------ ----------- Staffing services: Net revenues $ 24,906 23,262 50,799 44,944 Intersegment revenues 11 30 54 61 ------------ ------ ------ ------ Total revenues 24,917 23,292 50,853 45,005 Cost of services 19,348 17,971 39,369 34,740 Selling, general & administrative: Operations 5,072 3,873 10,251 7,465 Allocated overhead 138 829 622 1,671 ------------ ------ ------ ------ Total selling general & administrative 5,210 4,702 10,873 9,136 Amortization 91 181 183 362 Operating income 257 408 374 706 Depreciation 321 174 623 319 Assets 26,421 25,155 26,421 25,155 Capital expenditures and acquisitions $ 639 247 1,056 1,888 ============ ====== ====== ====== Industrial maintenance services: Net revenues $ -- 13,424 12,565 27,843 Cost of services -- 9,023 8,637 18,537 Selling, general & administrative: Operations -- 3,518 3,050 7,100 Overhead (22) 1,578 860 3,113 ------------ ------ ------ ------ Total selling general & administrative (22) 5,096 3,910 10,213 Amortization -- 1 2 3 Operating income (loss) (22) (696) 16 (910) Depreciation -- 1,128 629 2,212 Assets 1,601 30,125 1,601 30,125 Capital expenditures $ -- 851 256 1,933 ============ ====== ====== ====== Corporate assets $ -- 679 -- 679 ============ ====== ====== ======

8 9 ABLEST INC. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements, continued (Unaudited) The difference between segment assets and total assets as presented on the consolidated balance sheet are generally a result of the netting of certain liabilities against assets for discontinued operations and deferred tax assets against liabilities for consolidation. Segment operating income (loss) for the thirteen and twenty-six week periods ended June 27, 1999, differs from the corresponding amounts of continuing and discontinued operations on the consolidated statement of operations as a result of certain corporate overhead allocations. These costs, which are expected to continue subsequent to the industrial maintenance sale, are allocated for segment purposes but have been fully charged to continuing operations in the consolidated statements of operations. 9 10 Independent Auditors' Review Report The Board of Directors and Stockholders Ablest Inc.: We have reviewed the condensed consolidated balance sheet of Ablest Inc. and subsidiaries as of July 2, 2000 and the related condensed consolidated statements of operations for the thirteen and twenty-seven week periods ended July 2, 2000 and the thirteen and twenty-six week periods ended June 27, 1999 and the statement of cash flows for the twenty-seven week period ended July 2, 2000 and the twenty-six week period ended June 27, 1999. These condensed consolidated financial statements are the responsibility of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modifications that should be made to the condensed consolidated financial statements referred to above for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet of Ablest Inc. and subsidiaries as of December 26, 1999 and the related consolidated statements of operations, stockholders' equity and cash flows for the year then ended (not presented herein); and in our report dated February 18, 2000, except as to notes 2 and 14 which are as of March 13, 2000, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying condensed consolidated balance sheet as of December 26, 1999 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived. Tampa, Florida KPMG LLP August 7, 2000 10 11 MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION Statements made in this discussion, other than those concerning historical information, should be considered forward-looking and subject to certain risks and uncertainties which could cause actual results to differ materially from those anticipated. For financial reporting purposes, the Company's industrial maintenance business, which was sold to Onyx Industrial Services, Inc. on March 12, 2000, has been classified as a discontinued operation. The following discussion and analysis of operations and financial condition pertains to the Company's staffing services business, which constitutes the continuing operations. A separate section, labeled discontinued operations, is included at the end of this discussion and pertains to the industrial maintenance business. Results of Operations: The fiscal year to date period ended July 2, 2000 was comprised of 27 weeks compared to 26 weeks for the prior fiscal year to date period ended June 27, 1999. Both the current fiscal second quarter and the prior year fiscal second quarter were comprised of 13 weeks. Service revenues increased by $1.6 million or 6.9% to $24.9 million from $23.3 million for the fiscal quarter and by $5.9 million or 13.0% to $50.8 million from $44.9 million for the fiscal year to date periods ended July 2, 2000, compared to the same fiscal periods one year earlier. Service revenues in the commercial staffing division increased by $3.6 million or 20.6% to $21.1 million from $17.5 million and by $9.7 million or 29.2% to $42.8 million from $33.1 million for the current fiscal quarter and year to date periods, compared to one year earlier. Contributing to this improvement is an increase of approximately $1.9 million for the current fiscal quarter and $3.5 million for the current fiscal year to date period, in revenues generated from eight branch offices that were opened in the prior fiscal year and approximately $550,000 in revenues generated from five offices opened in the current fiscal year. Of the five offices opened this year, three presently have positive earnings. Also contributing to this improvement is an increase of approximately $1.2 million in the current fiscal quarter and $5.6 million in the current fiscal year being generated from existing, mature offices and from the extra week that was included in the first quarter of the current fiscal year. Service revenues in the information technology division decreased by $2.0 million or 34.0% to $3.8 million from $5.8 million and by $3.8 million or 32.2% to $8.0 million from $11.8 million for the current fiscal quarter and year to date periods, respectively. This decline reflects the post-Y2K industrywide slowdown in information technology spending and a shift in information technology requirements from mainframe to e-commerce related capabilities. Gross margin dollars increased by approximately $300,000 or 5.0% to $5.6 million from $5.3 million and by approximately $1.2 million or 12.0% to $11.4 million from $10.2 million, for the current fiscal quarter and year to date periods, respectively. As a percentage of service revenues, gross margin declined to 22.3% from 22.7% and to 22.5% from 22.7% for the same respective periods. The increase in gross margin dollars is primarily attributable to the revenue growth in the commercial staffing division. The decline in gross margin percentage is partly associated with an increase in Vendor-on-Premises programs (Point Source) that require lower margins on higher volumes. The Company's Point Source Account programs require using tiered suppliers on a direct passthrough basis without any markup. While they do not impact profitability, they do impact margin calculations. Our additional billing to provide this service increased approximately $327,000 in the current fiscal quarter and $628,000 in the current fiscal year to date period, as compared to one year earlier. Selling, general and administrative expenses, inclusive of amortization expense, increased by $338,000 or 6.8% to $5.3 million from $5.0 million and by $1.3 million or 13.5% to $11.0 million from $9.7 million, for the current fiscal quarter and year to date periods, respectively. The increase in selling, general and administrative expenses is primarily the result of the opening of new offices in the current and prior fiscal year and an increase in corporate expense associated with establishing a new, consolidated Corporate facility in the Tampa Bay area. During this transition period, selective overhead positions were duplicated as new staff was hired and trained at the former administrative office in Buffalo, New York. Additionally, moving, systems set-up and office expenses required to establish the new corporate facility contributed to this increase in both the current fiscal quarter and year to date periods. The total cost recorded against 11 12 Results of Operations (cont.): selling, general and administrative expense relating to the relocations and establishment of the new corporate office was approximately $265,000 in the current fiscal year. Partially offsetting this increase was a reduction of approximately $90,000 in the current fiscal quarter and $181,000 in the current fiscal year to date period, in amortization expenses due to the write-down of intangible assets that occurred in the fourth quarter of the prior fiscal year. Other expenses, net, decreased by $126,000 and $294,000 for the current fiscal quarter and year to date periods, compared to one year earlier. The decrease in both quarter and year to date periods is due to a decrease in interest expense resulting from the pay-off of the Company's revolving line of credit with the proceeds received from the sale of the industrial maintenance business. Also contributing to the year to date decrease was the gain on sale of approximately $124,000 on the Company's former executive office building in Clearwater, Florida. The effective tax rate is 42.2% and 43.6% for the current fiscal quarter and year to date periods, respectively. The effective tax rates are affected by the multiple taxing jurisdictions in which the Company operates. Financial Condition: The following information is provided for the continuing staffing services operations as of July 2, 2000. The quick ratio was 2.5 to 1 compared to 1.6 to 1 at December 27,1999 and the current ratio was 2.9 to 1 compared to 1.8 to 1 for the same respective period. Net working capital improved by $4.4 million during the current fiscal year. Of this amount approximately $861,000 resulted from an increase in cash, $857,000 from an increase in deferred income taxes resulting from the sale of the industrial maintenance business, $772,000 from a decrease in accounts payable and approximately $2.1 million from a decrease in accrued expenses. The reduction in accounts payable primarily resulted from the use of the proceeds from the sale of the industrial maintenance business. The reduction in accrued expense is primarily the result of the payment of the Company's 1999 retrospective insurance adjustment and the payment of accrued incentive compensation from the prior fiscal year. Reference should be made to the consolidated statement of cash flows, which details the sources and uses of cash. Open credit commitments at July 2, 2000 were $20.0 million. A portion of the proceeds from the sale of the industrial maintenance business was used to pay off the Company's outstanding debt in its entirety. Capital expenditures for the current fiscal quarter were approximately $461,000, net of inter-company transfers. Of this amount, $176,000 was for computer hardware, software and office automation, $165,000 was for furniture and fixtures and $119,000 was for leasehold improvements. It is anticipated that existing funds and cash flows from operations will be sufficient to cover working capital and capital expenditures for fiscal 2000. Discontinued Operations: During the current fiscal quarter, no adjustments were made to the previously recorded loss on sale of discontinued operations. Expenditures associated with the winding down of the discontinued operations were adjusted against the various reserves that were established at the measurement date of September 26, 1999. At that time, reserves were established for an anticipated loss on the sale of discontinued operations, holding period losses, severance payments and transactional expenses. Management believes that balances remaining in the respective reserves will be sufficient to cover future anticipated expenses associated with the discontinued operations. 12 13 Part II-Other Information Item 6 Exhibits and Reports on Form 8-K (A) Exhibit 27.1 Financial Data Schedules (B) Reports on Form 8-K/A: On May 30, 2000, the Company filed a report on Form 8-K/A presenting the pro-forma income statements related to the sale of its industrial maintenance businesses to Onyx Industrial Services, Inc. for approximately $19.7 million in cash and approximately $2.6 million in assumed liabilities. 13 14 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Ablest Inc. (Registrant) Date: August 7, 2000 /s/ Mark P. Kashmanian ------------------------ Mark P. Kashmanian Chief Accounting Officer 14