UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

______________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (date of earliest event reported): September 4, 2009

 

H&R BLOCK, INC.

(Exact name of registrant as specified in charter)

Missouri

(State of Incorporation)

1-6089

(Commission File Number)

44-0607856

(I.R.S. Employer

Identification Number)

 

One H&R Block Way, Kansas City, MO 64105

(Address of Principal Executive Offices) (Zip Code)

 

(816) 854-3000

(Registrant's telephone number, including area code)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.

Results of Operations and Financial Condition

On September 4, 2009, the Company issued a press release regarding the Company’s results of operations for the fiscal quarter ended July 31, 2009. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

Item 9.01.

Financial Statements and Exhibits

 

(d)

Exhibits

 

Exhibit Number

Description

99.1

Press Release Issued September 4, 2009.

 

 

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 hereunto duly authorized.

H&R BLOCK, INC.

 

Date: September 4, 2009

By:/s/ Andrew J. Somora

 

Andrew J. Somora

 

Assistant Secretary


EXHIBIT INDEX

 

Exhibit 99.1

Press Release Issued September 4, 2009.

 

 

 

 


 

News Release

 

                

H&R Block Reports Fiscal 2010 First Quarter Results

 

 

Net loss from continuing operations of $0.39 per share is flat to prior year despite incremental costs from prior-year franchise acquisition

   

 

Company reiterates fiscal 2010 earnings guidance of $1.60 - $1.80 per share from continuing operations

 

For Immediate Release: Sept. 4, 2009

 

KANSAS CITY, Mo. – H&R Block, Inc. (NYSE: HRB) today reported a net loss from continuing operations for the fiscal first quarter ended July 31, 2009, of $130.6 million, or 39 cents per share compared to a loss of $128.4 million, or 39 cents per share in the first quarter a year ago. Improved pre-season results from Business Services and lower corporate expenses were partially offset by an expected larger loss in Tax Services. The increase in Tax Services expense reflects the anticipated inclusion of additional expense attributable to tax offices acquired as part of last year’s acquisition of the Company’s major Southwest franchise operation, severance costs and the timing of some planned expenses as part of the Company’s preparation for tax season 2010.

 

“First quarter results were in-line with our expectations and reflected our continuing success in driving out non-value added costs while making the necessary investments to ensure our success in fiscal 2010 and beyond,” said Russ Smyth, president and chief executive officer of H&R Block. “We are focused on efforts to enhance our field-level performance and marketing effectiveness to improve client attraction, retention and satisfaction,” added Smyth.

 

Fiscal first quarter revenues from continuing operations grew 1.3% over the prior-year period to $275.5 million. Results from discontinued operations improved to a net loss of $3.0 million compared to a net loss of $4.3 million in the first quarter a year ago. Consolidated net loss for the quarter was $133.6 million, or 40 cents per share, essentially flat compared to a loss of $132.7 million, or 41 cents per share a year ago.

 

Segment Reporting Changes

 

The Company changed its segment reporting effective May 1, 2009. Net interest margin and other gains / losses associated with H&R Block Bank’s mortgage portfolio and related assets are now reported in corporate operations. The

 

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remainder of the Bank’s operations is reported in the Tax Services segment. The Bank, through its Emerald suite of products provided to tax clients, primarily supports H&R Block’s tax network in growing its business. In making these changes, the Company eliminated its previous reporting of a Consumer Financial Services segment.

 

Tax Services

 

First quarter Tax Services revenues rose 7.7% year-over-year to $88.0 million. Tax preparation fees increased $4.2 million, or 14.2%, primarily due to favorable results in the Company’s Australian tax operations.

 

The segment reported a pretax loss of $172.0 million compared to $163.7 million a year ago. This primarily reflects a net impact of $7.4 million due to the Southwest franchise acquisition that occurred in the fiscal third quarter of last year, $3.5 million of severance expense, and $2.9 million of incremental expenses for information technology projects to prepare for the upcoming tax season. Expense increases were partially offset by savings achieved through closing underperforming retail office locations and renegotiating leases.

 

The Company continues to expect that the Tax Services segment will deliver improved margins totaling 100 basis points over the next two fiscal years.

 

Business Services

 

First quarter segment revenues rose 1.7% year-over-year to $177.6 million. Core revenues, primarily tax and consulting, increased $8.3 million, or 5.8%, over the prior-year period. Those gains were partially offset by a decline in capital markets revenues.

 

The segment’s fiscal first quarter pretax income was $1.3 million compared to a pretax loss of $0.3 million a year ago, reflecting revenue growth and continued cost reduction efforts.

 

Corporate

 

Corporate operations reported a pretax loss of $40.2 million for the first quarter ended July 31, 2009, compared to a loss of $49.0 million in the prior year. The improvement was due to prior-year impairments of residual interests in mortgage loan securitizations and other real estate owned totaling $9.1 million that did not recur. The total allowance for loan loss reserves was $91.7 million at July 31, 2009, compared to $84.1 million at fiscal 2009 year-end.

 

Guidance

 

The Company continues to expect its fiscal 2010 earnings from continuing operations will be in the range of $1.60 to $1.80 per share.  

 

 

2

 

 

Conference Call

 

At 8:30 a.m. Eastern time today, the Company will conduct a conference call for analysts and investors. To access the call, please dial the number below approximately five to 10 minutes prior to the scheduled starting time:

 

 

U.S./Canada (877) 247-6355 or International (706) 679-0371

 

Access Code: 27388973

 

The call also will be webcast in a listen-only format for the media and public. The webcast link is http://investor-relations.hrblock.com. A replay of the call will be available beginning at 10:00 a.m. Eastern time Sept. 4, 2009, and continuing until Sept. 18, 2009, by dialing (800) 642-1687 (U.S./Canada) or (706) 645-9291 (international). The replay passcode is 27388973. The webcast will be available for replay at http://investor-relations.hrblock.com.

 

Forward Looking Statements

This announcement may contain forward-looking statements, which are any statements that are not historical facts. These forward-looking statements, as well as the Company’s guidance, are based upon the Company’s current expectations and there can be no assurance that such expectations will prove to be correct. Because forward-looking statements involve risks and uncertainties and speak only as of the date on which they are made, the Company’s actual results could differ materially from these statements. These risks and uncertainties relate to, among other things, uncertainties regarding the Company’s ability to attract and retain clients; meet its prepared returns targets; uncertainties and potential contingent liabilities arising from our former mortgage loan origination and servicing business; uncertainties in the residential mortgage market and its impact on loan loss provisions; uncertainties pertaining to the commercial debt market; competitive factors; the Company’s effective income tax rate; litigation; uncertainties regarding the level of share repurchases; and changes in market, economic, political or regulatory conditions. Information concerning these risks and uncertainties is contained in Item 1A of the Company’s 2009 annual report on Form 10-K and in other filings by the Company with the Securities and Exchange Commission.

 

# # #     

 

About H&R Block

H&R Block Inc. (NYSE: HRB) is the world’s preeminent tax services provider, having prepared more than 500 million tax returns since 1955.  In fiscal 2009, H&R Block had annual revenues of $4.1 billion and prepared more than 24 million tax returns worldwide, utilizing more than 120,000 highly trained tax professionals.  The Company provides tax return preparation services in person, online through H&R Block Online, through its TaxCut® software and through other channels.  The Company is also one of the leading providers of business services through RSM McGladrey. For more information visit our Online Press Center at www.hrblock.com.

 

For Further Information

 

Media Relations

Gene King, 816.854.4672, gene.king@hrblock.com

Investor Relations

Derek Drysdale, 816.854.4513, derek.drysdale@hrblock.com

 

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KEY OPERATING RESULTS

Unaudited, amounts in thousands, except per share data

 

 

 

Three Months Ended July 31,

 

 

 

Revenues

 

Income (loss)

 

 

 

2009

 

2008

 

2009

 

2008

 

Tax Services

 

$

87,963

 

$

81,700

 

($171,974

)

($163,657

)

Business Services

 

 

177,618

 

 

174,651

 

1,321

 

(295

)

Corporate and Eliminations

 

 

9,924

 

 

15,558

 

(40,220

)

(49,018

)

 

 

$

275,505

 

$

271,909

 

(210,873

)

(212,970

)

Income tax benefit

 

 

 

 

 

 

 

(80,256

)

(84,547

)

Net loss from continuing operations

 

 

 

 

 

 

 

(130,617

)

(128,423

)

Net loss from discontinued operations

 

 

 

 

 

 

 

(3,017

)

(4,296

)

Net loss

 

 

 

 

 

 

 

($133,634

)

($132,719

)

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted earnings (loss) per share:

 

 

 

 

 

 

 

 

 

 

 

Net loss from continuing operations

 

 

 

 

 

 

 

($0.39

)

($0.39

)

Net loss from discontinued operations

 

 

 

 

 

 

 

(0.01

)

(0.02

)

Net loss

 

 

 

 

 

 

 

($0.40

)

($0.41

)

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted shares outstanding

 

 

 

 

 

 

 

334,533

 

327,141

 

 

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Basic earnings per share is based on the weighted average number of shares outstanding. The dilutive effect of potential common shares is included in diluted earnings per share, except in those periods with a loss from continuing operations.

Certain reclassifications have been made to prior year amounts to conform to the current year presentation. Effective May 1, 2009, we realigned certain segments of our business to reflect a new management reporting structure. The operations of H&R Block Bank, which were previously reported as the Consumer Financial Services segment, have now been reclassified, with activities that support our retail tax network included in the Tax Services segment, and income and expenses of our static portfolio of mortgage loans held for investment and related assets included in Corporate. These reclassifications had no effect on our total operating expenses, results of operations or stockholders’ equity as previously reported.



CONDENSED CONSOLIDATED BALANCE SHEETS

Amounts in thousands, except share data

 

 

 

July 31,

 

April 30,

 

 

 

2009

 

2009

 

ASSETS

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

1,006,303

 

$

1,654,663

 

Cash and cash equivalents - restricted

 

 

46,639

 

 

51,656

 

Receivables, net

 

 

379,177

 

 

512,814

 

Prepaid expenses and other current assets

 

 

396,027

 

 

351,947

 

Total current assets

 

 

1,828,146

 

 

2,571,080

 

 

 

 

 

 

 

 

 

Mortgage loans held for investment, net

 

 

707,712

 

 

744,899

 

Property and equipment, net

 

 

359,408

 

 

368,289

 

Intangible assets, net

 

 

379,622

 

 

385,998

 

Goodwill

 

 

852,018

 

 

850,230

 

Other assets

 

 

418,856

 

 

439,226

 

Total assets

 

$

4,545,762

 

$

5,359,722

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Customer banking deposits

 

$

712,008

 

$

854,888

 

Accounts payable, accrued expenses and other current liabilities

 

 

648,470

 

 

705,945

 

Accrued salaries, wages and payroll taxes

 

 

101,410

 

 

259,698

 

Accrued income taxes

 

 

330,145

 

 

543,967

 

Current portion of long-term debt

 

 

6,093

 

 

8,782

 

Federal Home Loan Bank borrowings

 

 

25,000

 

 

25,000

 

Total current liabilities

 

 

1,823,126

 

 

2,398,280

 

 

 

 

 

 

 

 

 

Long-term debt

 

 

1,032,395

 

 

1,032,122

 

Federal Home Loan Bank borrowings

 

 

75,000

 

 

75,000

 

Other noncurrent liabilities

 

 

424,527

 

 

448,461

 

Total liabilities

 

 

3,355,048

 

 

3,953,863

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

Common stock, no par, stated value $.01 per share

 

 

4,442

 

 

4,442

 

Additional paid-in capital

 

 

824,212

 

 

836,477

 

Accumulated other comprehensive income (loss)

 

 

(2,849

)

 

(11,639

)

Retained earnings

 

 

2,437,017

 

 

2,671,437

 

Less treasury shares, at cost

 

 

(2,072,108

)

 

(2,094,858

)

Total stockholders’ equity

 

 

1,190,714

 

 

1,405,859

 

Total liabilities and stockholders’ equity

 

$

4,545,762

 

$

5,359,722

 

 


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Unaudited, amounts in thousands, except per share data

 

 

 

 

Three Months Ended July 31,

 

 

 

2009

 

2008

 

Revenues:

 

 

 

 

 

 

 

Service revenues

 

$

247,985

 

$

240,720

 

Interest income

 

 

12,287

 

 

17,847

 

Product and other revenues

 

 

15,233

 

 

13,342

 

 

 

 

275,505

 

 

271,909

 

Operating expenses:

 

 

 

 

 

 

 

Cost of revenues

 

 

386,450

 

 

360,138

 

Selling, general and administrative

 

 

103,217

 

 

123,386

 

 

 

 

489,667

 

 

483,524

 

 

 

 

 

 

 

 

 

Operating loss

 

 

(214,162

)

 

(211,615

)

Other income (expense), net

 

 

3,289

 

 

(1,355

)

 

 

 

 

 

 

 

 

Loss from continuing operations before tax benefit

 

 

(210,873

)

 

(212,970

)

Income tax benefit

 

 

(80,256

)

 

(84,547

)

 

 

 

 

 

 

 

 

Net loss from continuing operations

 

 

(130,617

)

 

(128,423

)

Net loss from discontinued operations

 

 

(3,017

)

 

(4,296

)

 

 

 

 

 

 

 

 

Net loss

 

 

($133,634

)

 

($132,719

)

 

 

 

 

 

 

 

 

Basic and diluted earnings (loss) per share:

 

 

 

 

 

 

 

Net loss from continuing operations

 

 

($0.39

)

 

($0.39

)

Net loss from discontinued operations

 

 

(0.01

)

 

(0.02

)

Net loss

 

 

($0.40

)

 

($0.41

)

 

 

 

 

 

 

 

 

Basic and diluted shares outstanding

 

 

334,533

 

 

327,141

 

 


CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Unaudited, amounts in thousands

 

 

 

Three Months Ended July 31,

 

 

 

2009

 

2008

 

 

 

 

 

 

 

Net cash used in operating activities

 

($454,577

)

($364,923

)

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Principal payments on mortgage loans held for investment, net

 

19,264

 

31,619

 

Purchases of property and equipment

 

(8,760

)

(14,648

)

Other, net

 

4,856

 

(901

)

Net cash provided by investing activities

 

15,360

 

16,070

 

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Repayments of Federal Home Loan Bank borrowings

 

 

(40,000

)

Proceeds from Federal Home Loan Bank borrowings

 

 

15,000

 

Customer banking deposits

 

(143,199

)

(8,795

)

Dividends paid

 

(50,287

)

(46,790

)

Acquisition of treasury shares

 

(3,483

)

(4,116

)

Proceeds from issuance of common stock, net

 

6,651

 

28,507

 

Other, net

 

(25,888

)

(14,387

)

Net cash used in financing activities

 

(216,206

)

(70,581

)

 

 

 

 

 

 

Effects of exchange rates on cash

 

7,063

 

 

 

 

 

 

 

 

Net decrease in cash and cash equivalents

 

(648,360

)

(419,434

)

Cash and cash equivalents at beginning of the period

 

1,654,663

 

664,897

 

Cash and cash equivalents at end of the period

 

$1,006,303

 

$245,463

 

 

 

 

 

 

 

Supplementary cash flow data:

 

 

 

 

 

Income taxes paid

 

$155,804

 

$83,111

 

Interest paid on borrowings

 

26,168

 

27,258

 

Interest paid on deposits

 

1,318

 

4,048

 

Transfers of loans to foreclosed assets

 

3,797

 

53,469