ManpowerGroup 2012 Annual Report Download - page 39

Cash provided by operating activities was $331.6 million, $69.2 million and $182.1 million for 2012, 2011 and 2010. The
increase in cash generated from operating activities in 2012 from 2011 was primarily attributable to decreased working
capital needs as a result of the declining revenues and a 1.2 day decrease in our Days Sales Outstanding (“DSO”). Changes
in operating assets and liabilities utilized approximately $13.8 million of cash in 2012 as compared to $367.6 million in 2011
and $76.4 million in 2010.
Accounts receivable were flat at $4,179.0 million as of December 31, 2012 compared to $4,181.3 million as of December 31,
2011, primarily due to the change in exchange rates. Utilizing exchange rates as of December 31, 2011, the December 31,
2012 balance would have been approximately $61.6 million lower than reported as demand decreased for our services.
Capital expenditures were $72.0 million, $64.9 million and $58.5 million during 2012, 2011 and 2010, respectively. These
expenditures were primarily comprised of purchases of computer equipment, office furniture and other costs related to
office openings and refurbishments, as well as capitalized software costs of $3.3 million, $0.4 million and $1.4 million in
2012, 2011 and 2010, respectively.
On April 16, 2012, we acquired Damilo Group (“Damilo”), a French firm specializing in IT design solutions, for total
consideration, net of cash acquired, of €21.2 ($28.0) million. Goodwill arising from this transaction was €30.8 ($40.6) million.
The related intangible assets were €6.3 ($8.0) million and €5.8 ($7.6) million as of April 16, 2012 and December 31, 2012,
respectively. The assumed liabilities and acquired assets, net of goodwill, related intangible assets and cash arising from
the transaction were €33.8 ($44.6) million and €17.9 ($23.6) million, respectively.
On September 22, 2011, we acquired approximately 70% of the shares and voting rights of Proservia SA (“Proservia”), a
provider of information technology and systems engineering solutions in France. We acquired the remaining shares and
voting rights by the end of November 2011. The purchase price was €14.89 ($19.93) per share. The total consideration, net
of cash acquired, was €21.6 ($29.4) million. Goodwill arising from this transaction was €20.7 ($27.7) million. The related
intangible assets were €11.0 ($14.7) million, €10.8 ($14.0) million and €9.4 ($12.4) million as of September 22, 2011,
December 31, 2011 and December 31, 2012, respectively.
In April 2010, we acquired COMSYS IT Partners, Inc. (“COMSYS”), a leading professional staffing firm in the United States,
from its existing shareholders. The value of the consideration for each outstanding share of COMSYS common stock was
approximately $17.65, for a total enterprise value of $427.0 million, including debt of $47.1 million, which we repaid upon
closing. The consideration was approximately 50% ManpowerGroup common stock (3.2 million shares with a fair value of
$188.5 million upon closing) and approximately 50% cash (consideration of $191.4 million). In addition, we incurred
approximately $10.8 million of transaction costs associated with the acquisition during the year ended December 31, 2010,
which have been classified in selling and administrative expenses. Goodwill arising from this transaction was $278.0 million
as of December 31, 2012 and 2011. Intangible assets related to this transaction were $67.1 million and $85.4 million as of
December 31, 2012 and 2011, respectively.
From time to time, we acquire and invest in companies throughout the world, including franchises. Excluding Damilo,
Proservia and COMSYS, the total cash consideration paid for acquisitions, net of cash acquired, for the years ended
December 31, 2012, 2011 and 2010 was $21.0 million, $19.6 million and $32.3 million, respectively. Goodwill resulting from
the remaining 2012 acquisitions was $5.6 million as of December 31, 2012. No intangible asset resulted from the remaining
2012 acquisitions.
Net debt borrowings were $41.7 million in 2012 compared to $15.3 million in 2011 and repayments of $14.9 million for 2010.
We use excess cash to pay down borrowings under facilities when appropriate.
In December 2012, November 2011 and December 2010, the Board of Directors authorized the repurchase of 8.0 million,
3.0 million and 3.0 million shares of our common stock, respectively. Share repurchases may be made from time to time
through a variety of methods, including open market purchases, block transactions, privately negotiated transactions,
accelerated share repurchase programs, forward repurchase agreements or similar facilities. In 2012, we repurchased a
total of 3.6 million shares, comprised of 0.6 million shares under the 2010 authorization and 3.0 million shares under the
2011 authorization, at a total cost of $138.2 million. In 2011, we repurchased a total of 2.6 million shares, composed of 0.2
million shares under the 2007 authorization and 2.4 million shares under the 2010 authorization, at a total cost of $104.5
million. In 2010, we repurchased 0.9 million shares of common stock at a total cost of $34.8 million under the 2007
authorization. As of December 31, 2012, there were no shares remaining under the 2011, 2010 or 2007 authorization. No
purchases were made under the 2012 authorization.
Management’s Discussion & Analysis ManpowerGroup 2012 Annual Report 37