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Convergys Corporation Reports First Quarter Financial Results in Line With Consensus Estimates of 35 Cents Earnings Per Share.


Business Editors

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CINCINNATI--(BUSINESS WIRE)--April 24, 2002

Convergys Convergys (NYSE: CVG) is a multi-national corporation that provides management consulting services, outsourced billing, customer care and employee care, and transaction management software.  Corporation (NYSE NYSE

See: New York Stock Exchange
:CVG CVG Convergys Corp
CVG Corporación Venezolana de Guayana
CVG Clear Vertical Grain (woodworking)
CVG Carrier Group
CVG Corporacion Venezolana de Guyana
CVG Comprehensive Video Group (South Hackensack, NJ, USA) 
)

IN THE FIRST QUARTER:

Excluding Goodwill Amortization in All Periods Presented:
-- IMG revenue should increase between 5 and 9 percent for all of 2002 and CMG
revenue is expected to increase between 4 and 7 percent when compared to 2001.

-- Operating margin for IMG could improve between 1-2 percent over last year
and CMG's operating margin is expected to remain relatively flat. This margin
guidance reflects the new accounting rules effective January 1, 2002, that
exclude goodwill amortization expense applied to both 2001 and 2002.

-- Convergys' new 2002 EPS guidance is $1.53 to $1.58.

-- Convergys expects second quarter EPS of $0.34 to $0.36. This second quarter
range is consistent with our previous guidance of relatively flat EPS from the
fourth quarter through the second quarter.


Convergys Corporation (NYSE:CVG), the global leader in integrated billing, customer, and employee care services, announced today its financial results for the first quarter ended March 31, 2002.

For the first quarter 2002, total revenues were $587.5 million, slightly lower than the $591.5 million reported in the first quarter of 2001. Operating income Operating Income

The profit realized from a business' own operations.

Notes:
This would not include income from things such as investments in other firms. Also referred to as operating profit or recurring profit.
 decreased to $98.5 million from $99.9 million while operating margin Operating Margin

A ratio used to measure a company's pricing strategy and operating efficiency.

Calculated by:
 remained relatively flat at 16.8 percent. The company's cellular partnership investment contributed pre-tax pre-tax adjanterior al impuesto

pre-tax adjavant impôt(s)

pre-tax adjal lordo d'imposta 
 earnings of $0.9 million, which is down from $1.8 million in the first quarter of 2001. Interest expense for the quarter was $3.6 million, down significantly from $7.2 million in the first quarter of 2001 as a result of much lower debt. Net income of $59.6 million was flat compared to the first quarter of 2001, while earnings per share increased 3 percent to $0.35 from $0.34. The increase in earnings per diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
 share reflects the lower average number of diluted shares outstanding, which resulted from the company's repurchase re·pur·chase  
tr.v. re·pur·chased, re·pur·chas·ing, re·pur·chas·es
To buy (something) again.

n.
The act of buying something that one previously sold or owned.

Noun 1.
 of 1.5 million shares during the first quarter of 2002 for approximately $46 million, and 2.6 million shares during the second half of 2001.

It should be noted that effective January January: see month.  1, 2002, as required by the new accounting rules related to business combinations, Convergys no longer amortizes goodwill resulting from acquisitions. In order to present comparative financial information, the first quarter 2001 results are presented in this release on a pro forma As a matter of form or for the sake of form. Used to describe accounting, financial, and other statements or conclusions based upon assumed or anticipated facts.

The phrase pro forma
 basis assuming the new accounting had been effective at the beginning of 2001. Under the old accounting rules, where goodwill amortization of $9.4 million ($7.6 million after tax) was recorded, operating income, net income, and earnings per diluted share as reported for the first quarter of 2001 were $90.5 million, $52.1 million, and $0.30, respectively.

Commenting on the company's financial performance, Jim Orr Orr   , Robert Gordon Called "Bobby." Born 1948.

Canadian-born hockey player. He led the National Hockey League in scoring in 1970 and 1975 and was the first defenseman to score more than 100 points in a season.

Noun 1.
, Chairman, President, & CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board.  of Convergys said, "While there are some signs of improvement, the global economy and the demand for new services remain weak. Further, carriers have reduced their forecasts for the rate of wireless subscriber growth. This is reflected in our slightly lower revenues and our flat net income. Still, the state-of-the-art services we provide to our clients are recognized as mission critical, and we were able to announce 11 contracts during the first quarter. These included important wins in billing and customer care as well as employee care. And these wins were not confined con·fine  
v. con·fined, con·fin·ing, con·fines

v.tr.
1. To keep within bounds; restrict: Please confine your remarks to the issues at hand. See Synonyms at limit.
 to the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area.  but also encompassed the European European

emanating from or pertaining to Europe.


European bat lyssavirus
see lyssavirus.

European beech tree
fagussylvaticus.

European blastomycosis
see cryptococcosis.
 and Asia Pacific regions."

First Quarter 2002 Highlights

Convergys announced new and renewed re·new  
v. re·newed, re·new·ing, re·news

v.tr.
1. To make new or as if new again; restore: renewed the antique chair.

2.
 domestic contracts and implementations:


-- IMG revenue should increase between 5 and 9 percent for all of 2002 and CMG
revenue is expected to increase between 4 and 7 percent when compared to 2001.

-- Operating margin for IMG could improve between 1-2 percent over last year
and CMG's operating margin is expected to remain relatively flat. This margin
guidance reflects the new accounting rules effective January 1, 2002, that
exclude goodwill amortization expense applied to both 2001 and 2002.

-- Convergys' new 2002 EPS guidance is $1.53 to $1.58.

-- Convergys expects second quarter EPS of $0.34 to $0.36. This second quarter
range is consistent with our previous guidance of relatively flat EPS from the
fourth quarter through the second quarter.


Continuing to penetrate foreign markets, Convergys announced new and renewed international contracts and implementations:


-- IMG revenue should increase between 5 and 9 percent for all of 2002 and CMG
revenue is expected to increase between 4 and 7 percent when compared to 2001.

-- Operating margin for IMG could improve between 1-2 percent over last year
and CMG's operating margin is expected to remain relatively flat. This margin
guidance reflects the new accounting rules effective January 1, 2002, that
exclude goodwill amortization expense applied to both 2001 and 2002.

-- Convergys' new 2002 EPS guidance is $1.53 to $1.58.

-- Convergys expects second quarter EPS of $0.34 to $0.36. This second quarter
range is consistent with our previous guidance of relatively flat EPS from the
fourth quarter through the second quarter.


Convergys announced important employee care developments:


-- IMG revenue should increase between 5 and 9 percent for all of 2002 and CMG
revenue is expected to increase between 4 and 7 percent when compared to 2001.

-- Operating margin for IMG could improve between 1-2 percent over last year
and CMG's operating margin is expected to remain relatively flat. This margin
guidance reflects the new accounting rules effective January 1, 2002, that
exclude goodwill amortization expense applied to both 2001 and 2002.

-- Convergys' new 2002 EPS guidance is $1.53 to $1.58.

-- Convergys expects second quarter EPS of $0.34 to $0.36. This second quarter
range is consistent with our previous guidance of relatively flat EPS from the
fourth quarter through the second quarter.


Convergys continued its market-leading innovation by offering new and enhanced products and services, new delivery methods, and announcing new CRM (Customer Relationship Management) An integrated information system that is used to plan, schedule and control the presales and postsales activities in an organization.  alliances:


-- IMG revenue should increase between 5 and 9 percent for all of 2002 and CMG
revenue is expected to increase between 4 and 7 percent when compared to 2001.

-- Operating margin for IMG could improve between 1-2 percent over last year
and CMG's operating margin is expected to remain relatively flat. This margin
guidance reflects the new accounting rules effective January 1, 2002, that
exclude goodwill amortization expense applied to both 2001 and 2002.

-- Convergys' new 2002 EPS guidance is $1.53 to $1.58.

-- Convergys expects second quarter EPS of $0.34 to $0.36. This second quarter
range is consistent with our previous guidance of relatively flat EPS from the
fourth quarter through the second quarter.


April 2002 Highlights to Date

In addition to the news releases distributed in the first quarter, Convergys made the following announcements during April:


-- IMG revenue should increase between 5 and 9 percent for all of 2002 and CMG
revenue is expected to increase between 4 and 7 percent when compared to 2001.

-- Operating margin for IMG could improve between 1-2 percent over last year
and CMG's operating margin is expected to remain relatively flat. This margin
guidance reflects the new accounting rules effective January 1, 2002, that
exclude goodwill amortization expense applied to both 2001 and 2002.

-- Convergys' new 2002 EPS guidance is $1.53 to $1.58.

-- Convergys expects second quarter EPS of $0.34 to $0.36. This second quarter
range is consistent with our previous guidance of relatively flat EPS from the
fourth quarter through the second quarter.


Operating Performance by Segment

--------------------------------

Information Management Group (IMG IMG International medical graduate, see there )

Excluding intercompany sales, first quarter 2002 Information Management Group (IMG) revenues increased 6 percent to $233.3 million, from $219.3 million in the same period last year. Data processing data processing or information processing, operations (e.g., handling, merging, sorting, and computing) performed upon data in accordance with strictly defined procedures, such as recording and summarizing the financial transactions of a  revenues increased 6 percent to $133.9 million from $126.4 million, primarily as a result of 23 percent subscriber growth at the company's wireless clients, partially offset by lower contractual per subscriber rates and slower wireline growth. Professional and consulting revenues increased 29 percent to $53.1 million reflecting continued enhancement requests from wireless carriers, ongoing Atlys implementations for AT&T Wireless (AWS AWS Amazon Web Services
AWS American Welding Society
AWS Advanced Warning System
AWS Advanced Wireless Services
AWS Automatic Weather Station
AWS Alien Workshop (skateboard company)
AWS Austria Wirtschaftsservice GmbH
), Telecorp, and Triton PCS (1) (Personal Communications Services) Refers to wireless services that emerged after the U.S. government auctioned commercial licenses in 1994 and 1995. This radio spectrum in the 1. , and growth in cable broadband services See broadband and broadband service provider. . License and other revenues decreased to $12.8 million from $15.2 million reflecting the transition of IMG's license agreement with AT&T Broadband broadband

Term describing the radiation from a source that produces a broad, continuous spectrum of frequencies (contrasted with a laser, which produces a single frequency or very narrow range of frequencies).
 for residential and commercial telephony Meaning "sound over distance," it refers to electronically transmitting the human voice. In the beginning, telephony dealt only with analog signals in the circuit-switched networks of the telephone companies.  billing services to a data processing outsourcing (1) Contracting with outside consultants, software houses or service bureaus to perform systems analysis, programming and datacenter operations. Contrast with insourcing. See netsourcing, ASP, SSP and facilities management.  agreement. International revenues decreased 8 percent to $33.5 million, resulting from lower software license revenues and the 2001 completion of the Telesp Telesp - Telecomunicações de São Paulo S.A. (NYSE: TSP) is a telecommunications company in São Paulo state, Brazil. The company was originally formed as part of Telebrás, the state-owned telecom monopoly at the time.  Celular Atlys implementation.

Operating income for IMG increased 18 percent to $56.4 million from $47.8 million. Operating margin for IMG in the first quarter was 24.2 percent compared to 21.8 percent in the first quarter last year. IMG's margin improvement reflects earnings from higher revenues, lower general and administrative expenses, and operating cost savings realized through the integration of the Geneva Geneva, canton and city, Switzerland
Geneva (jənē`və), Fr. Genève, canton (1990 pop. 373,019), 109 sq mi (282 sq km), SW Switzerland, surrounding the southwest tip of the Lake of Geneva.
 business.

Under the old accounting rules, where goodwill amortization of $3.1 million was recorded, IMG's operating income was $44.7 million in the first quarter of 2001.

Customer Management Group (CMG CMG Coastal & Marine Geology (USGS)
CMG Chipotle Mexican Grill, Inc. (stock symbol)
CMG Companion (of the Order Of) St Michael and St George
CMG Computer Measurement Group
)

Customer Management Group (CMG) first quarter revenues were $354.2 million, down 5 percent compared to $372.2 million in the first quarter of 2001, reflecting general weakness in the global economy and reduced spending by some customer care clients versus last year. The weak global economy did not begin to affect the company's results until after the first quarter of last year. These year-over-year reductions were softened soft·en  
v. soft·ened, soft·en·ing, soft·ens

v.tr.
1. To make soft or softer.

2. To undermine or reduce the strength, morale, or resistance of.

3.
 by strong growth in services provided to DirecTV DirecTV (trademarked as "DIRECTV") is a direct broadcast satellite (DBS) service based in El Segundo, California, USA, that transmits digital satellite television and audio to households in the United States, the Caribbean and Latin America except for Mexico. , Microsoft (Microsoft Corporation, Redmond, WA, www.microsoft.com) The most successful and influential software company. Microsoft's software and Intel's hardware pioneered the PC and revolutionized the computer industry. , and Sprint. Furthermore, six of CMG's top ten clients posted double-digit dou·ble-dig·it
adj.
Being between 10 and 99 percent: double-digit inflation. 
, year-over-year growth. CMG's revenues were up 1 percent versus the fourth quarter of 2001, reflecting a normal seasonal progression.

Operating income for CMG decreased 18 percent to $44.0 million, from $53.7 million in last year's first quarter. Operating margin declined to 12.4 percent from 14.4 percent reported in the comparable year-ago period. CMG's results reflect the impact of lower revenues, excess contact center capacity, and higher wage, salary, and medical benefits costs, partially offset by a reduction in operating expenses Operating expenses

The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted.
 realized through the restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics).  activities initiated during the third quarter of 2001.

Under the old accounting rules, where goodwill amortization of $6.3 million was recorded, CMG's operating income was $47.4 million in the first quarter of 2001.

Mr. Orr added, "In summary, Convergys remains focused on our well-defined well-de·fined
adj.
1. Having definite and distinct lines or features: a well-defined silhouette.

2.
 strategy of delivering value to our clients. I continue to believe that current economic conditions will lead companies to search for the most cost-effective cost-effective,
n the minimal expenditure of dollars, time, and other elements necessary to achieve the health care result deemed necessary and appropriate.
 method of delivering quality service to their customers and that search will accelerate the movement toward outsourcing. But whether it's it's  

1. Contraction of it is.

2. Contraction of it has. See Usage Note at its.


it's it is or it has
it's be ~have
 fully-outsourced services, licenses, or our unique build-operate-transfer Build-Operate-Transfer (BOT) is a form of project financing, wherein a private entity receives a franchise from the private or public sector to finance, design, construct, and operate a facility for a specified period, after which ownership is transferred back to the funding entity.  business model that our clients choose, Convergys is exceptionally well-positioned to take advantage of the market demands, and this adds significantly to our growth potential and shareholder value."

Business Outlook

The following forward looking-statements reflect Convergys Corporation's expectations as of April 24, 2002. Given the various risk factors discussed below, actual results may differ materially. The company intends to continue its practice of not updating forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 until its next quarterly results announcement, other than in publicly available statements

2002 Financial Guidance

Given the continuing slowness of the global economy, the tight control of IT spending by telecom carriers, and slowing subscriber growth by leading wireless carriers, Convergys is modifying its 2002 Financial Guidance to the following:


-- IMG revenue should increase between 5 and 9 percent for all of 2002 and CMG
revenue is expected to increase between 4 and 7 percent when compared to 2001.

-- Operating margin for IMG could improve between 1-2 percent over last year
and CMG's operating margin is expected to remain relatively flat. This margin
guidance reflects the new accounting rules effective January 1, 2002, that
exclude goodwill amortization expense applied to both 2001 and 2002.

-- Convergys' new 2002 EPS guidance is $1.53 to $1.58.

-- Convergys expects second quarter EPS of $0.34 to $0.36. This second quarter
range is consistent with our previous guidance of relatively flat EPS from the
fourth quarter through the second quarter.


About Convergys

Convergys Corporation (NYSE:CVG), a member of the S&P 500 and the Forbes' Platinum platinum (plăt`ənəm), metallic chemical element; symbol Pt; at. no. 78; at. wt. 195.08; m.p. 1,772°C;; b.p. 3,827±100°C;; sp. gr. 21.45 at 20°C;; valence +2 or +4.  400, is the global leader in integrated billing and customer care services provided through outsourcing or licensing. We serve top companies in telecommunications Communicating information, including data, text, pictures, voice and video over long distance. See communications. , Internet Internet

Publicly accessible computer network connecting many smaller networks from around the world. It grew out of a U.S. Defense Department program called ARPANET (Advanced Research Projects Agency Network), established in 1969 with connections between computers at the
, cable and broadband services, technology, financial services The examples and perspective in this article or section may not represent a worldwide view of the subject.
Please [ improve this article] or discuss the issue on the talk page.
, and other industries in more than 40 countries. We also provide integrated, outsourced, human resource services to leading companies across a broad range of industries.

We bring together world-class world-class
adj.
1. Ranking among the foremost in the world; of an international standard of excellence; of the highest order: a world-class figure skater.

2.
 resources, software, and expertise to help create valuable relationships between our clients and their customers and their employees. This commitment is validated val·i·date  
tr.v. val·i·dat·ed, val·i·dat·ing, val·i·dates
1. To declare or make legally valid.

2. To mark with an indication of official sanction.

3.
 by the more than 1.5 million individual bills our software produces each day to support more than 120 million subscribers, and by the more than 1.7 million separate customer and employee contacts we manage each day, both live and via electronic interaction.

Convergys(TM) employs more than 45,000 people in 47 customer contact centers and in our data centers and other offices in the United States, Canada Canada (kăn`ədə), independent nation (2001 pop. 30,007,094), 3,851,787 sq mi (9,976,128 sq km), N North America. Canada occupies all of North America N of the United States (and E of Alaska) except for Greenland and the French islands of , Latin America Latin America, the Spanish-speaking, Portuguese-speaking, and French-speaking countries (except Canada) of North America, South America, Central America, and the West Indies. , Europe Europe (yr`əp), 6th largest continent, c.4,000,000 sq mi (10,360,000 sq km) including adjacent islands (1992 est. pop. 512,000,000). , Israel Israel, in the Bible
Israel (ĭz`rēəl, ĭz`rāəl) [as understood by Hebrews,=he strives with God], according to the book of Genesis, name given to Jacob as eponymous ancestor of the Hebrews, the chosen people of God.
, and Asia. Convergys is on the web at www.convergys.com and has world headquarters in Cincinnati Cincinnati (sĭnsənăt`ē, –năt`ə), city (1990 pop. 364,040), seat of Hamilton co., extreme SW Ohio, on the Ohio River opposite Newport and Covington, Ky.; inc. as a city 1819. .

(Convergys, Geneva, and the Convergys logo are service marks and Atlys and WIZARD Instructional help in an application or system development environment that guides the user through a series of multiple choice questions to accomplish a task. For the most part, wizards are more effective than the help menus found in most applications, which often border on the atrocious.  are registered trademarks of Convergys Corporation.)

CONFERENCE CALL NOTE:

Convergys will host a 60-minute conference call on Wednesday Wednesday: see week. , April 24 at 10:00 AM EDT EDT
abbr.
Eastern Daylight Time


EDT Eastern Daylight Time

EDT n abbr (US) (= Eastern Daylight Time) → hora de verano de Nueva York

EDT 
, to discuss the company's first quarter results. It will feature Jim Orr, chairman, president, & CEO, and Steve v. t. 1. To pack or stow, as cargo in a ship's hold. See Steeve.  Rolls, CFO See Chief Financial Officer. . This call will be carried live (with scheduled repeats) on the Internet. A link to the conference call is available at www.convergys.com

"SAFE HARBOR Safe Harbor

1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated.

2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive.
" NOTE:

Information included in this news release may contain forward-looking statements that involve potential risks for Convergys Corporation. The future results of Convergys could differ materially from those discussed herein. Factors that could cause or contribute to such differences include, but are not limited to, the loss of a significant client, difficulties in completing or integrating acquisitions, potential terrorist activities, competitive and other factors disclosed in the Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 for the year ended December December: see month.  31, 2001, filed with the SEC by Convergys Corporation. The company has no current intention of updating any forward-looking statements that may be included herein.

                         CONVERGYS CORPORATION
                    Excluding Goodwill Amortization
          Revenues, Net Income and Earnings Per Common Share
                 In Millions Except Per Share Amounts
                              (Unaudited)

                                     First Quarter
                                                       Change
                             2002       2001        Amount      %
Revenues:
- Information Mgmt. Grp.  $  236.2    $  222.6      $ 13.6      6
- Customer Mgmt. Group       354.2       372.2       (18.0)    (5)
- Eliminations                (2.9)       (3.3)        0.4    (12)
                          ---------   ---------     -------   ---
--Total                   $  587.5    $  591.5      $ (4.0)    (1)

Operating Income:
- Information Mgmt. Grp.  $   56.4    $   47.8      $  8.6     18
- Customer Mgmt. Group        44.0        53.7        (9.7)   (18)
- Corporate & Other           (1.9)       (1.6)       (0.3)    19
                          ---------   ---------     -------   ---
--Total                   $   98.5    $   99.9      $ (1.4)    (1)

Net Income                $   59.6    $   59.7      $ (0.1)     -

Earnings Per Common Share
- Basic                      $0.35       $0.35          --      -
- Diluted                    $0.35       $0.34      $ 0.01      3

Weighted Average Common Shares Outstanding
- Basic                      168.1       169.3        (1.2)
- Diluted                    172.5       175.5        (3.0)


The financial data for 2001 has been restated to include the
results of Geneva Technology Ltd. (Geneva), which was acquired on
April 6, 2001 in a business combination accounted for as a
pooling-of-interests.

Additionally, as a result of Financial Accounting Standards Board
(FASB) new rules related to the accounting for acquisitions,
beginning January 1, 2002, goodwill resulting from Convergys'
acquisitions is no longer amortized.  Accordingly, in order to
present comparative financial information, the 2001 results are
presented on a pro forma basis assuming the new accounting had
been effective at the beginning of 2001.  The first quarter 2001
results as reported included $9.4 ($7.6 or $0.04 per diluted
share after tax) in goodwill amortization.




                         Convergys Corporation
                   Consolidated Statements of Income
                    Excluding Goodwill Amortization
                 In Millions Except Per Share Amounts
                              (Unaudited)

                                     For the Three Months
                                        Ended Mar. 31,
                                                          %
                                   2002      2001        Chg.
 Revenues:

 Information Mgmt. Grp.
  Data Processing                $133.9      $126.4        6
  Prof. & Consulting               53.1        41.2       29
  License & Other                  12.8        15.2      (16)
  International                    33.5        36.5       (8)
                                 ------      ------      ----
   External Revenues              233.3       219.3        6
  Interco. Svcs. for CMG            2.9         3.3      (12)
                                 ------      ------      ----
   Total IMG Revenues             236.2       222.6        6

 Customer Management Grp.
  Communications                  231.5       228.9        1
  Technology                       54.0        63.1      (14)
  Financial Services               19.9        21.8       (9)
  Other                            48.8        58.4      (16)
                                 ------      ------      ----
   Total CMG Revenues             354.2       372.2       (5)

 Eliminations & Other              (2.9)       (3.3)     (12)
                                 -------     -------     ----
 Total Revenues                   587.5       591.5       (1)

Costs & Expenses:
 Cost of Providing
  Services & Products             326.0       322.1        1
 Selling, General & Admin.        103.1       107.8       (4)
 Research & Development            26.2        25.9        1
 Depreciation                      30.2        32.5       (7)
 Amortization                       3.5         3.3        6
                                 ------      ------      ----
 Total Costs & Expenses           489.0       491.6       (1)

Operating Income                   98.5        99.9       (1)

Equity in Earnings of
 Cellular Partnership               0.9         1.8      (50)
Other Income (Expense), Net        (1.5)        0.1        -
Interest Expense                   (3.6)       (7.2)     (50)
                                 ------      ------      ----
Income Before Inc. Taxes           94.3        94.6        -
Income Taxes                       34.7        34.9       (1)
                                 ------      ------      ----
Net Income                       $ 59.6      $ 59.7        -
                                 ======      ======      ====

Earnings Per Common Share
-Basic                           $ 0.35      $ 0.35        -
-Diluted                         $ 0.35      $ 0.34        3

Weighted Average Common Shares Outstanding (millions)
-Basic                            168.1       169.3
-Diluted                          172.5       175.5

Other Data
 Operating Margin                  16.8%       16.9%

Market Price Per Share
 High                            $ 37.98     $ 50.25
 Low                             $ 29.10     $ 30.33
 Close                           $ 29.57     $ 36.07


The financial data for 2001 has been restated to include
the results of Geneva Technology Ltd. (Geneva), which was acquired
on April 6, 2001 in a business combination accounted for as a
pooling-of-interests.

Additionally, as a result of Financial Accounting Standards Board
(FASB) new rules related to the accounting for acquisitions,
beginning January 1, 2002, goodwill resulting from Convergys'
acquisitions is no longer amortized.  Accordingly, in order to
present comparative financial information, the 2001 results are
presented on a pro forma basis assuming the new accounting had
been effective at the beginning of 2001.  The first quarter 2001
results as reported included $9.4 ($7.6 or $0.04 per diluted
share after tax) in goodwill amortization.




                         Convergys Corporation
                     Information Management Group
                        Operating Segment Data
                    Excluding Goodwill Amortization
                              In Millions
                              (Unaudited)


                                   For the Three Months
                                      Ended March 31,
                                                         %
                                       2002     2001    Chg.

Revenues:
  Data Processing                     $133.9   $126.4     6
  Prof. & Consulting                    53.1     41.2    29
  License & Other                       12.8     15.2   (16)
  International                         33.5     36.5    (8)
                                       -----   ------   ----
   External Revenues                   233.3    219.3     6
  Interco. Svcs. for CMG                 2.9      3.3   (12)
                                       -----   ------   ----
   Total IMG Revenues                  236.2    222.6     6

Costs & Expenses:
 Cost of Providing
  Services & Products                  110.2    103.4     7
 Selling, General & Admin.              34.9     37.7    (7)
 Research & Development                 23.3     22.8     2
 Depreciation                           10.0      9.5     5
 Amortization                            1.4      1.4     -
                                      ------   ------   ----
 Total Costs & Expenses                179.8    174.8     3
                                      ------   ------   ----

Operating Income                      $ 56.4   $ 47.8    18
                                      ======   ======

The financial data for 2001 has been restated to include
the results of Geneva Technology Ltd. (Geneva), which was acquired
on April 6, 2001 in a business combination accounted for as a
pooling-of-interests.

Additionally, as a result of Financial Accounting Standards Board
(FASB) new rules related to the accounting for acquisitions,
beginning January 1, 2002, goodwill resulting from Convergys'
acquisitions is no longer amortized.  Accordingly, in order to
present comparative financial information, the 2001 results are
presented on a pro forma basis assuming the new accounting had
been effective at the beginning of 2001.  The first quarter 2001
Information Management Group operating results as reported included
$3.1 in goodwill amortization.





                         Convergys Corporation
                       Customer Management Group
                        Operating Segment Data
                    Excluding Goodwill Amortization
                              In Millions
                              (Unaudited)


                                    For the Three Months
                                      Ended March 31,
                                                         %
                                       2002     2001    Chg.

Revenues:
  Communications                      $231.5   $228.9     1
  Technology                            54.0     63.1   (14)
  Financial Services                    19.9     21.8    (9)
  Other                                 48.8     58.4   (16)
                                      ------   ------   ----
   Total CMG Revenues                  354.2    372.2    (5)

Costs & Expenses:
 Cost of Providing
  Services & Products                  218.7    222.0    (1)
 Selling, General & Admin.              68.4     70.3    (3)
 Research & Development                  2.9      3.0    (3)
 Depreciation                           18.1     21.3   (15)
 Amortization                            2.1      1.9    11
                                      ------   ------   ----
 Total Costs & Expenses                310.2    318.5    (3)
                                      ------   ------   ----

Operating Income                      $ 44.0   $ 53.7   (18)
                                      ======   ======


Additionally, as a result of Financial Accounting Standards Board
(FASB) new rules related to the accounting for acquisitions,
beginning January 1, 2002, goodwill resulting from Convergys'
acquisitions is no longer amortized.  Accordingly, in order to
present comparative financial information, the 2001 results are
presented on a pro forma basis assuming the new accounting had
been effective at the beginning of 2001.  The first quarter 2001
Customer Management Group operating results as reported included
$6.3 in goodwill amortization.





                        Convergys Corporation
                     Consolidated Balance Sheets
                             In Millions
                             (Unaudited)


                                      Mar. 31,       Dec. 31,
                                         2002           2001

Assets

Cash and Cash Equivalents            $    74.9       $    41.1
Receivables - Net                        450.0           413.6
Other Current Assets                      66.4            68.4
Property & Equipment - Net               335.0           350.4
Other Assets                             868.6           869.4
                                     ---------       ---------
   Total Assets                      $ 1,794.9       $ 1,742.9


Liabilities and Shareholders' Equity

Debt Maturing in One Year            $   141.2       $   129.9
Other Current Liabilities                373.0           362.5
Other Liabilities                         23.6            20.3
Long-Term Debt                             4.1             3.6
Common Shareholders' Equity            1,253.0         1,226.6
                                     ---------       ---------
   Total Liabilities
   & Shareholders' Equity            $ 1,794.9       $ 1,742.9


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