| ProBusiness Services, Inc. | |||
| Ticker: | PRBZ | 5934 Gibraltar Drive | |
| Exchange: | NASDAQ-National Market | Pleasanton, CA 94588 | |
| Industry: | High-Tech (SIC Code 7374) | (513) 734-9990 | |
| # of Employees: | 330 | ||
| Type of Shares: | Common Shares | Filing Date: | 3/12/97 | |
| U.S. Shares: | 2,500,000 | Offer Date: | 9/18/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $10.00 - $12.00 | |
| Primary Shares: | 2,500,000 | Offer Price: | $11.00 | |
| Secondary Shares: | 0 | Gross Spread: | ||
| Offering Amount: | $27,500,000 | Selling: | ||
| Expenses: | $950,000 | Reallowance: | ||
| Shares Out After: | 10,138,257 |
| Manager | Tier | Phone |
| Robertson, Stephens & Company | Lead Manager | (415) 989-8500 |
| William Blair & Company | Co-manager | (312) 364-8990 |
| Issuer's Law Firm: | Wilson, Sonsini, Goodrich & Rosati |
| Bank's Law Firm: | Cooley Godward Castro Huddleson & Tatum |
| Auditor: | Ernst & Young |
| Registrar/Transfer Agent: | Norwest Bank of Minnesota |
Dollar amounts in U.S. millions except for per share data | |||||
| 6 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 6/30/96 | 3/31/97 | 3/31/96 | 3/31/97 | ||
| Revenue: | $13.86 | $18.63 | $9.16 | Assets: | $20.83 |
| Net Income: | -$2.39 | -$4.67 | -$0.92 | Curr Assets: | $9.14 |
| EPS: | -$0.29 | -$0.56 | Liabilities: | $15.39 | |
| Prior EPS: | -$3.92 | -$0.10 | Curr Liabilities: | $7.07 | |
| Cash Flow/Oper: | -$0.20 | $7.96 | $3.60 | Equity: | $5.44 |
| Cash Flow/Fin: | $6.72 | -$2.19 | -$2.07 | Cash: | $5.90 |
| Cash Flow/Inv: | -$3.33 | -$2.19 | Working Cap: | $2.07 | |
| Business Description |
| The company is a leading provider of employee administrative services for large employers, typically with over 250 employees. The company's primary service offerings are payroll processing, payroll tax filing, human resources software and benefits administration, including the enrollment and processing of flexible benefit plans and COBRA programs. The company's proprietary PC-based payroll system offers the cost-effective benefits of outsourcing and high levels of client service, while providing the flexibility, control, customization and integration of an in-house system. The company differentiates itself from its competitors through its proprietary technology, high quality, responsive and professional client service and focus on the needs of large employers. The company develops a business partnership with each client by assessing each client's payroll processing needs, reengineering and designing the client's payroll processing needs, reengineering and designing the client's payroll systems and processes and implementing a cost-effective solution. |
| Competition |
| The market for the Company's services is intensely competitive, subject to rapid change and significantly affected by new service introductions and other market activities of industry participants. The Company primarily competes with several public and private payroll service providers such as Automatic Data Processing, Inc., Ceridian Corporation and Paychex, Inc., as well as smaller, regional competitors. Many of these companies have longer operating histories, greater financial, technical, marketing and other resources, greater name recognition and a larger number of clients than the Company. In addition, many of these companies offer more services or features than the Company and have processing facilities located throughout the United States. The Company also competes with in-house employee services departments and, to a lesser extent, banks and local payroll companies. With respect to benefits administration services, the Company competes with insurance companies, benefits consultants and other local benefits outsourcing companies. The Company may also compete with marketers of related products and services that may offer payroll or benefits administration services in the future. The Company has experienced, and expects to continue to experience, competition from new entrants into its markets. Increased competition could result in pricing pressures, loss of market share and loss of clients, any of which could have a material adverse effect on the Company's business, financial condition and results of operations. The Company believes that the principal competitive factors affecting its market include client service, system functionality and performance, system scalability, reputation, system cost and geographic location. The failure of the Company to compete successfully would have a material adverse effect on the Company's business, financial condition and results of operations. |
| Business Plan |
| The company's objective is to be the premier provider of employee administratvie services for large employers. The company's strateg is to continue providing clients with high levels of personal service and developing a comprehensive and fully integrated suite of employee administrative services. The company also intends to expand its client base and provide additional services to its existing clients. The company's ongoing strategy includes the following key factors: (I) Provide premier service, (ii) Expand client base, (iii) provide a comprehensive and integrated solution, (iv) Increase services to existing clients, (v) pursue strategic acquisitions and alliances and (vi) Attract and retain highly qualified employees. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to repay indebtedness and for working capital and potential acquisitions. |
| Name of Shareholder | % Owned Before | % Owned After |
| Thomas H. Sinton | 35.20% | 28.20% |
| General Atlantic Partners, LLC | 14.30% | 11.40% |
| David C. Hodgson | 14.30% | 11.40% |
| Officer Name | Title | Age |
| Thomas H. Sinton | Chairman of the Board, President, Chief Executive Officer, Director | 48 |
| Alison M. Elder | Executive Vice President, BeneSphere Division | 34 |
| Jeffrey M. Bizzack | Executive Vice President, Sales | 36 |
| Mitchell W. Everton | Executive Vice President, Tax & Operations | 40 |
| Leslie A. Johnson | Vice President, Client Services | 48 |
| Steven E. Klei | Vice President, Finance, Chief Financial Officer and Secretary | 36 |
| Dwight L. Jackson | Vice President, Human Resources | 51 |
| Jane Beule | Vice President, Marketing | 45 |
| Mark F. Curtis | Vice President, Production | 42 |
| Robert E. Schneider | Vice President, Research and Development | 39 |