ITEM 1. BUSINESS
Crawford & Company (the "Registrant") is the world's largest independent provider of diversified services to insurance companies, self-insured corporations and governmental entities. A few of the many services provided are claims management, loss adjustment, healthcare management, risk management services, class action administration and risk information services.
The Registrant is not owned by or affiliated with any insurance company.
DESCRIPTION OF SERVICES
The percentages of consolidated revenues derived from the Registrant's domestic and international operations are shown in the following schedule:
DOMESTIC OPERATIONS. Domestic claims services are provided by the Registrant to two different markets. Insurance companies, which represent the major source of revenues, customarily manage their own claims administration function, but require limited services which the Registrant provides. The Registrant also services clients which are self-insured or commercially insured through alternative loss funding methods, and provides them with a more complete range of services, including the supervision of field locations, information services and medical cost-containment.
The major elements of domestic claims administration services (which include the limited services required by most property and casualty insurance company clients as well as the expanded services required by self-insured clients) are as follows:
- Initial Reporting - the Registrant's XPressLink(SM) service provides 24-hour receipt, acknowledgement, and distribution of claims information through Electronic Data Interchange, customized reporting and referral programs, call center reporting, and facsimile receipt and distribution.
- Investigation - the development of information necessary to determine the cause and origin of loss.
- Evaluation - the determination of the extent and value of damage incurred and the coverage, liability, and compensability relating to the parties involved.
- Disposition - the resolution of the claim, whether by negotiation and settlement, by denial, or by other means.
Expanded services provided primarily, but not exclusively, to Registrant's self-insured clients include the following:
- Information Services - through the Registrant's information system, SISDAT(SM), it provides reports of detailed claims information of both a statistical and financial nature to self-insured corporations, governmental entities and insurance companies.
- Management - the coordination and supervision of all parties involved in the claims settlement process, including the adjusting personnel directly involved in handling the claim. Typically, this management function is performed by an independent administrative unit within the Registrant which is not involved in the initial investigation of a claim.
- Auditing Services - the Registrant's provider and hospital bill audit programs assist clients in controlling medical costs associated with workers compensation and liability claims by comparing fees charged by health care providers and hospitals with maximum fee schedules prescribed by statutory regulations as well as usual and customary charges in non-fee-schedule states. The Registrant also provides a PPO network through First Health Group.
- Managed Care Services - provides a broad range of cost containment and utilization review services to insurance companies, service organizations and self-insured corporations. These services, which are designed to both control the cost and enhance the efficient delivery of medical benefits, include pre-admission review of hospitalizations, second surgical opinions, concurrent hospital utilization review, and discharge planning. Early intervention services seek to actively control medical and indemnity costs at the onset of a claim through nurse screening for severity as claims are received from XPressLink(SM) or directly from the client.
- Vocational Services - provides vocational evaluation in order to assess an injured employee's potential to return to work. These services involve diagnostic testing and occupational, personal and motivational counseling of the employee. Vocational, medical and employment consultants assist in the re-employment and preparation of injured
individuals to return to work.
- Medical Case Management Services - are typically provided by rehabilitation nurses who work closely with attending physicians and other medical personnel in order to expedite the injured person's physical recovery and rehabilitation and maximize the opportunity for the person to return to work. These services also involve coordinating and monitoring treatment plans and related costs to insure that such treatment is appropriate and necessary in the circumstances.
- Long-Term Care - offers a full menu of long-term care services including comprehensive on-site assessments, complete care coordination, and on-going care monitoring. These services are provided through experienced health care professionals with an insight to local quality care needs and are offered primarily to senior citizens and their children, attorneys, and trust officers.
The claims administration services described above are provided to clients for a variety of different referral assignments which generally are classified as to the underlying insured risk categories used by insurance companies. The major categories are described below:
- Automobile - relates to all types of losses involving use of the automobile. Such losses include bodily injury, physical damage, medical payments, collision, fire, theft, and comprehensive liability.
- Property - relates to losses caused by physical damage to commercial or residential real property and certain types of personal property. Such losses include those arising from fire, windstorm, or hail damage to commercial and residential property, burglary, robbery or theft of personal property, and damage to property under inland marine coverage.
- Workers Compensation - relates to claims arising under state and federal workers compensation laws.
- Public Liability - relates to a wide range of non-automobile liability claims such as product liability; owners', landlords' and tenants' liabilities; and comprehensive general liability.
- Catastrophe - covers all types of natural disasters, such as hurricanes, earthquakes and floods, and man-made disasters such as oil spills, chemical releases, and explosions, where the Registrant provides specially trained catastrophe teams to handle claims, as well as to manage the recovery efforts.
- Class Action Support - relates to the administration and field inspection requirements with respect to product liability class action settlements.
ADDITIONAL RISK MANAGEMENT AND OTHER SERVICES. The Registrant provides the following additional risk management and other related services, which support and supplement the claims and risk management services offered:
- RISK SCIENCES GROUP, INC. - is a software applications and consulting firm which is a wholly-owned subsidiary of the Registrant. Risk Sciences Group ("RSG") provides customized computer-based information systems and analytical forecasting services to the risk management and insurance industry. It manages the Registrant's basic information systems, SISDAT(SM), and has developed the SIGMA(SM) system, an on-line risk management information system which supports multiple sources of claims, locations, risk control, medical, litigation, exposure, and insurance policy information. RSG serves a variety of clients with specialized computer programs for long-term risk management planning, data and systems integration, development of historical claims/loss databases, claims administration and management, regulatory reporting, insurance and risk management cost control, and actuarial and financial analysis required for loss forecasting, reserve estimation and financial reporting.
- THE GARDEN CITY GROUP, INC. - is a class action settlement administration company which was acquired by the Registrant in January of 1999. The Garden City Group ("GCG") handles the administrative functions related to class action settlements, including qualifying class members, dispensing payments, and administering the settlement funds. With the field operations of the Registrant, GCG and the Registrant offer comprehensive programs to integrate the field inspection and administrative functions in a single source for product liability class action settlements.
- THE PRISM NETWORK, INC. - is a subsidiary of the Registrant, acquired in August of 1999, which contracts with a network of contractors ("repairNet(R)") to provide property damage repair services at agreed contract rates for property damage losses. The Registrant and The PRISM Network, Inc. market repairNet to property insurance companies to facilitate faster, more economical resolution of smaller property damage claims under home-owner policies.
- EDUCATION SERVICES - are provided by the Registrant's Crawford University. The primary purpose of the University is to provide education and certification for professionals engaged in service delivery for all lines of business to assure consistent quality in our
work products. In addition, the University provides continuing education in support of career paths, management and supervisory training, and the opportunity to obtain professional certification through IIA/CPCU. Clients have the opportunity to attend Crawford University education programs and access the Crawford University continuing education curriculum in a variety of risk management subjects.
INTERNATIONAL OPERATIONS. In December 1996, an English subsidiary of the Registrant (renamed Crawford-THG Limited) acquired all of the non-United States operations of the Thomas Howell Group, a London, England based international loss adjusting enterprise owned by a subsidiary of Swiss Reinsurance Company ("Swiss Re") of Zurich, Switzerland, which received stock in Crawford-THG Limited as consideration for the transfer. Concurrently, all of the Registrant's non-U.S. subsidiaries were transferred to Crawford-THG Limited, in which the Registrant retained a sixty percent (60%) interest and Swiss Re's subsidiary received a forty percent (40%) interest. In June 1998, Swiss Re's subsidiary exchanged its forty percent (40%) interest in Crawford-THG for 1,900,000 shares of the Registrant's Class A Common Stock. All of the Registrant's principal international operations are now wholly-owned by the Registrant. On July 13, 1998, the Registrant, through a wholly-owned subsidiary, acquired all of the outstanding shares in Adjusters Canada Incorporated, a Canadian loss adjusting company. On December 31, 1998, Adjusters Canada Incorporated and Crawford-THG (Canada) Limited were amalgamated into Crawford Adjusters Canada Incorporated.
Revenues and expenses outside of North America and the Caribbean are reported on a two-month delayed basis and, accordingly, the Registrant's December 31, 2000, 1999 and 1998 consolidated financial statements reflect the non-North American financial position as of October 31, 2000, 1999, and 1998 and the results of non-North American operations and cash flows for the 12-month periods ended October 31, 2000, 1999, and 1998.
The major services offered by the Registrant through its international operations doing business outside of the U.S. are listed below:
- Property and Casualty - provides loss adjusting services for property, general liability, professional indemnity for directors and officers, product liability and medical malpractice.
- Oil, Energy & Engineering - provides loss adjusting for oil, gas, petrochemicals, other energy risks, utilities and mining industries, as well as marine and off-shore risks.
- Environmental Pollution - provides cost-containment and claims management services with respect to environmental related losses.
- Construction - provides loss adjusting services under contractors' all risk, engineering all risk, and contractors' liability coverages. Additionally evaluates machinery breakdown claims and provides
peripheral services including plant valuation and loss prevention surveys.
- Catastrophe - organizes major loss teams to provide claims management and cost containment services through proprietary information systems.
- Marine - provides loss adjusting services for freight carriers liability, loss investigations, recoveries, salvage disposal, yacht and small craft, cargo, container, discharge, draft, general average, load, trailer and on/off live surveys, ship repairer liability and port stevedore liability.
- Specie and Fine Art - provides loss adjusting services under fine art dealers' block and jewelry and furriers' block policies.
- Entertainment Industry - provides a broad range of loss adjusting services for television, commercial and educational film production, and theater and live events.
- Aviation - manages salvage removal and sale and provides loss adjusting services for hull related risks, as well as cargo and legal liability, hangar and airport owners'/operators' liability policies.
- Banking, Financial and Political Risks - performs loss adjusting functions under bankers blanket bond, political risk, and financial contingency policies.
- Livestock - performs loss adjusting on bloodstock, and liability/equestrian activity.
- Security Consultancy - performs loss prevention and bank surveys and adjusts cash-in-transit losses.
- Reinsurance - provides external audits, portfolio analyses, and management and marketing research. Additionally provides underwriting review, cash control and management of discontinued operations.
- Medical and Vocational Case Management Services - provides specialized return to work and expert testimony services in the employer liability and auto liability markets.
SERVICE DELIVERY - The Registrant's claims management services are offered primarily through its more than 400 branch offices throughout the United States and approximately 300 offices in 65 countries throughout the rest of the world.
The Registrant has a branch profit-sharing compensation policy covering most of its branch managers in the United States, under which those managers participate in the profits of their respective branches. This policy provides a formula for the determination of branch office profits and pays the manager a percentage, generally forty percent (40%), of those profits.
COMPETITION, EMPLOYMENT AND OTHER FACTORS
The claims services markets, both domestically and internationally, are highly competitive and are composed of a large number of companies of varying size and scope of services. These include large insurance companies and insurance brokerage firms which, in addition to their primary services of insurance underwriting or insurance brokerage, also provide services such as claims administration, health and disability management, and risk management information systems, which compete with services offered by the Registrant. Many of these companies are larger than the Registrant in terms of annual revenues and total assets; however, based on experience in the market, the Registrant believes that few, if any, such organizations derive revenues from independent claims administration activities which equal those of the Registrant.
The majority of property and casualty insurance companies maintain their own staffs of salaried adjusters, with field adjusters located in those areas in which the volume of claims justifies maintaining a salaried staff. These companies utilize independent adjusters to service claims when the volume of claims exceeds the capacity of their staffs and when claims arise in areas not serviced by staff adjusters. The volume of property claim assignments referred to the Registrant fluctuates primarily depending on the occurrence of severe weather.
The United States insurance industry generally uses internal adjusting personnel to make automobile claims adjustments by telephone and assigns the limited function of appraising physical damage to outside service organizations, such as the Registrant. The Registrant believes that such limited assignments from automobile insurers may continue, reflecting a perception by insurance companies that they can reduce adjusting expenses in amounts greater than the higher losses associated with telephone adjusting. In certain instances, however, insurers have attempted to reduce the fixed cost of their claims departments by increasing outside assignments to independent firms such as the Registrant.
When insurance premiums have increased and corporate risk management personnel have become more aware of alternative methods of financing losses, there has been a trend toward higher retention levels of risk insurance or implementation of self-insurance programs by large corporations and governmental entities. These programs generally utilize an insurance company which writes specialized policies that permit each client to select its own level of risk retention, and may permit certain risk management services to be provided to the client by service companies independent of the insurance company or broker. In addition to providing full claims administration services for such clients, the Registrant generally provides statistical data such as loss experience analysis. The services are usually the subject of a contractual agreement with the specialty insurance company or the self-insured client that specifies the claims to be administered by the Registrant and the fee to be paid for its services (generally a fixed rate per assignment within the various risk classifications). These programs are sensitive to changes in premiums charged for full coverage insurance. In softer insurance markets, as have been experienced in recent years, these alternative risk programs tend
to be less attractive to potential clients and are replaced by full traditional insurance and, accordingly, reduce the number of alternative risk programs in which the Registrant can participate.
In addition to the large insurance companies and insurance brokerage firms, the Registrant competes with a great number of smaller local and regional risk management services firms located throughout the United States and internationally. Many of these smaller firms have rate structures that are lower than the Registrant's, but do not offer the broad spectrum of risk management services which the Registrant provides and, although such firms may secure business which has a local or regional source, the Registrant believes its broader scope of services and its large number of geographically dispersed offices provide it with a competitive advantage in securing business from national and international clients.
At December 31, 2000, the total number of full-time employees was 7,825 compared with 7,684 at December 31, 1999. In addition, Registrant employs a significant number of part-time employees as and when the demand for services requires. The Registrant, through its Crawford University, provides many of its employees with formal classroom training in basic and advanced skills relating to claims administration and healthcare management services. Such training is generally provided at the Registrant's education facility in Atlanta, Georgia, although much of the material is also available through correspondence courses. In many cases, employees are required to complete these or other professional courses in order to qualify for promotion from their existing positions.
In addition to this technical training, the Registrant also provides ongoing professional education for certain of its management personnel on general management, marketing, and sales topics. These programs involve both in-house and external resources.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS AND ANALYSTS' REPORTS
Certain written and oral statements made or incorporated by reference from time to time by the Registrant in this report, other reports, filings with the Securities and Exchange Commission, press releases, conferences, or otherwise, are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements. Forward-looking statements may be identified, without limitation, by the use of such words as "anticipates", "estimates", "expects", "intends", "plans", "predicts", "projects", "believes", or words or phrases of similar meaning.
Forward-looking statements include risks and uncertainties which could cause actual results or outcomes to differ materially from those expressed in the forward-looking statements. In addition to other factors and matters discussed elsewhere herein, some of the important factors that could cause actual results to differ materially from those discussed in the forward-looking statements include the following:
- - Changes in general economic conditions in the Registrant's major markets, which include the United States, the United Kingdom, and Canada, as well as, to a lesser extent, the other areas throughout the world in which the Registrant does business;
- - Occurrences of weather related, natural and man-made disasters;
- - Changes in the degree to which property and casualty insurance carriers outsource their claims handling functions;
- - Decisions by major insurance carriers and underwriters and brokers to expand their activities as third party administrators and adjusters, which would directly compete with the Registrant's business;
- - Continued growth in product liability class actions and the possibility that legislation may curtail or limit that growth;
- - The growth of the alternative risk market and the use of independent third party administrators such as the Registrant, as opposed to administrators affiliated with brokers or insurance carriers;
- - Ability to develop or acquire information technology resources to support and grow the Registrant's businesses;
- - The ability to recruit, train, and retain qualified personnel;
- - The renewal of existing major contracts with clients and the Registrant's ability to obtain such renewals and new contracts on satisfactory financial terms;
- - Changes in accounting principles or application of such principles to the Registrant's business;
- - General risks associated with doing business outside the United States, including without limitation, restrictions on foreign-owned or controlled entities conducting loss adjusting activities in those jurisdictions and currency restrictions; and
- - Any other factors referenced or incorporated by reference in this report and any other report.
The risks included above are not exhaustive. Other sections of this report may include additional factors which could adversely impact the Registrant's business and financial performance. Moreover, the Registrant operates in a very competitive and rapidly changing environment. New risk factors emerge from time to time, and it is not possible for management to predict all such risk factors, nor can it assess the impact of known risk factors on the Registrant's business or the extent to which any factor or combination of factors may cause actual results to differ materially from those contained in any forward-looking statement. The Registrant undertakes no obligation to revise or publicly release the results of any revisions to forward-looking statements or to identify any new risk factors which may arise. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual future results.
Investors should also be aware that while the Registrant does, from time to time, communicate with securities analysts, it is against the Registrant's policy to disclose to them any material, non-public
information or other confidential commercial information. Accordingly, investors should not assume that the Registrant agrees with any statement or report issued by any analyst irrespective of the content of the statement or report. Furthermore, the Registrant has a policy against issuing or confirming financial forecasts or projections issued by others. Thus, to the extent that the reports issued by securities analysts contain any projections, forecasts, or opinions, such reports are not the responsibility of the Registrant.
ITEM 2.
ITEM 2. PROPERTIES
The Registrant's home office and educational facilities are owned by the Registrant and located in Atlanta, Georgia. As of December 31, 2000, the Registrant leased approximately 598 office locations under leases with remaining terms ranging from a few months to ten years. The remainder of its office locations are occupied under various short-term rental arrangements. The Registrant also leases certain computer equipment. See Note 4 of Notes to Consolidated Financial Statements included in the Registrant's 2000 Annual Report to Shareholders filed herewith as Exhibit 13.1, which notes are incorporated herein by reference.
As of December 31, 2000, the Registrant owned or leased approximately 1,538 automobiles which are used by the Registrant's field adjusters and certain of its management personnel in the United States. Additional vehicles are owned or leased by the Registrant's foreign subsidiaries for use by field and management personnel.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
In the normal course of the claims administration services business, the Registrant is named as a defendant in suits by insureds or claimants contesting decisions by the Registrant or its clients with respect to the settlement of claims. Additionally, clients of the Registrant have brought actions for indemnification on the basis of alleged negligence on the part of the Registrant, its agents or employees in rendering service to clients. The majority of these claims are of the type covered by insurance maintained by the Registrant; however, the Registrant is self-insured for the deductibles under its various insurance coverages. In the opinion of the Registrant, adequate reserves have been provided for such self-insured risks.
The Registrant has been served with federal grand jury subpoenas for company records related primarily to its claims management and healthcare management businesses dating back to 1992. It has been advised by government attorneys that the subject of the investigation is the billing practices of the Registrant. The Registrant is cooperating fully in the investigation and has undertaken an internal review of these matters by independent outside legal counsel and forensic accountants. Given the preliminary and prospective nature of the governments investigation and the Registrant's internal review, the Registrant can not now predict when the investigation or its review will be completed, their respective ultimate outcomes, the costs of the investigation and internal review, nor the effect thereof on the Registrant's financial condition or results of operations. Government civil or criminal fines or sanctions, as well as potential reimbursements to clients and loss of existing or prospective business opportunities, could have a material adverse effect on the Registrant's financial condition and results of operations.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to security holders for a vote during the fourth quarter of 2000.
EXECUTIVE OFFICERS OF THE REGISTRANT
The following are the names, positions held, and ages of each of the executive officers of the Registrant:
Mr. Meyers was appointed to his present position effective July 27, 1999. From September 28, 1998 to July 27, 1999 he served as President and Chief Operating Officer. He served as President - Claims Management Services from August 1995 until March 1998. He had previously retired from the Company in April 1994, after having served as Manager of the Registrant's Washington, D. C. branch office since 1977. During the period between his retirement in 1994 and appointment as President - Claims Management Services in 1995, he served as a consultant and operations supervisor for the Registrant.
Mr. Davis was appointed to his present position effective July 27, 1999. From November 1, 1998 to July 27, 1999 he was Senior Vice President of the Claims Management Services business unit, a position he also held from August 1, 1997 to April 1, 1998. From April, 1998 to October 31, 1998 Mr. Davis was Manager of the Registrant's Dallas Service Center. From May of 1996 to August of 1997 he was Vice President - National Sales Manager for Claims Management Services and from July 1994 to May of 1996 he was a Regional Manager in Claims Management Services operations, first as an Assistant Vice President and then Vice President.
Mr. Festa was appointed to his present position with the Registrant on July 27, 1999. Prior to July 1999 and from November 1998 he was Senior Vice President - Risk Management Services. From April 1998 to November 1998, he was a Vice President and Director of the Registrant's Service Centers. Prior to April 1998 and for more than five years Mr. Festa was involved in the operations of the Registrant's Risk Management Services business unit first as an Operations Supervisor, then in June of 1996 as an Assistant Vice President and in August of 1997 as a Vice President.
Mr. Giblin has been with the Registrant for more than five years, serving as Controller until his appointment to his present position in June 1998.
Ms. Holland was appointed to her present position with the Registrant on July 27, 1999. From August 1, 1997 to July 27, 1999, she was a Senior Vice President in the Healthcare Management business unit. Prior to August 1997 and for more than five years, Ms. Holland was a Vice President in the Healthcare Management business unit.
Mr. McGee was appointed to his present position with the Registrant July 27, 1999. From November, 1994 to April, 1999 Mr. McGee was Executive Vice President with GAB Robins responsible for the Claims Services Business Unit. GAB Robins is a competitor of the Registrant's.
Mr. Osten has served in his present position with the Registrant for more then five years.
Mr. Rogers was appointed to his present position with the Registrant on July 27, 1999. Prior to July 1999 and from November 1998 he was Senior Vice President - Property & Catastrophe Services. From February 1, 1997 to November 1, 1998, he was a Vice President in Catastrophe Services operations and from April 1, 1996 to February, 1997 he was an Assistant Vice President in Catastrophe Services operations. From March 1995 to April 1996 he served as Manager of the Registrant's Nashville, Tennessee branch office and from March 1994 to February 1995 he was Manager of the Registrant's Florence, Alabama branch office.
Mr. Beach was hired by the Registrant as its Chief Learning & Resources Officer in September 1996 and was appointed Senior Vice President - Human Resources in October of 1997. For more than five years prior to that, he was a partner of Southern Consulting Group in Atlanta, Georgia.
Mr. Hodson was appointed to his present position with the Registrant April 27, 2000. Prior to this appointment he was Senior Vice President of the Strategic Planning Office. In 1997 he was promoted to Senior Vice President of Project Office and in 1998 was Senior Vice President of Claims Management Services, Field Operations. In 1995 he became Vice President Regional Manager of the Southeast Region for the Registrant and in 1996 was promoted to Vice President of Casualty Operations.
Mr. Bowman was appointed to his present position August 1997, first as a Vice President and then in August 1999 as a Senior Vice President. From January 1, 1996 to August, 1997 he was Vice President in charge of International Strategic Planning and from January 1, 1995 to December 31, 1995 he was the Registrant's International Director of Finance.
Officers of the Registrant are appointed annually by the Board of Directors of Registrant, except for Messrs. Hodson and Bowman, who are appointed by the Board of Directors of Crawford & Company International, Inc.
PART II
ITEM 5.
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED SHAREHOLDER MATTERS
The information required by this Item is included on page 40 of the Registrant's Annual Report to Shareholders for the year ended December 31, 2000, under the caption "Quarterly Financial Data (Unaudited), Dividend Information and Common Stock Quotations" and is incorporated herein by reference.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
The information required by this Item is included on page 39 of the Registrant's Annual Report to Shareholders for the year ended December 31, 2000, under the caption "Selected Financial Data" and is incorporated herein by reference.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The information required by this Item is included on pages 18-22 of the Registrant's Annual Report to Shareholders for the year ended December 31, 2000, under the caption "Management's Discussion and Analysis of Financial Condition and Results of Operations" and is incorporated herein by reference.
ITEM 7A.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
The information required by this Item is included on page 22 of the Registrant's Annual Report to Shareholders for the year ended December 31, 2000, under the caption "Market Risks" and is incorporated herein by reference.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The information required by this Item is included on pages 23-40 of the Registrant's Annual Report to Shareholders for the year ended December 31, 2000, under the captions "Consolidated Statements of Income", "Consolidated Balance Sheets", "Consolidated Statements of Shareholders' Investment", "Consolidated Statements of Cash Flows", "Notes to Consolidated Financial Statements", and "Quarterly Financial Data (Unaudited), Dividend Information and Common Stock Quotations", and is incorporated herein by reference.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
Not applicable.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information required by this Item is included on page 2 under the caption "Nominee Information" of the Registrant's Proxy Statement for the Annual Meeting of Shareholders to be held April 24, 2001, and is incorporated herein by reference. For other information required by this Item, see "Executive Officers of the Registrant" on pages 12-13 herein.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this Item is included on pages 4-8 under the captions "Executive Compensation and Other Information" and "Report of the Senior Compensation and Stock Option Committee of the Board of Directors on Executive Compensation" and on page 12 under the caption "Five Year Comparative Stock Performance Graph" of the Registrant's Proxy Statement for the Annual Meeting of Shareholders to be held April 24, 2001, and is incorporated herein by reference.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information required by this Item is included on pages 9-11 under the caption "Stock Ownership Information" of the Registrant's Proxy Statement for the Annual Meeting of Shareholders to be held April 24, 2001, and is incorporated herein by reference.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information required by this item is included on page 11 under the caption "Information with Respect to Certain Business Relationships" of the Registrant's Proxy Statement for the Annual Meeting of Shareholders to be held April 24, 2001, and is incorporated herein by reference.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) The following documents are filed as part of this report:
1. Financial Statements
The Registrant's 2000 Annual Report to Shareholders contains the consolidated balance sheets as of December 31, 2000 and 1999, the related consolidated statements of income, shareholders' investment and cash flows for each of the three years in the period ended December 31, 2000, and the related report of Arthur Andersen LLP on the financial statements. These financial statements and the report of Arthur Andersen LLP are incorporated herein by reference and included as Exhibit 13.1 to this Form 10-K. The financial statements, incorporated by reference, include the following:
- Consolidated Balance Sheets -- December 31, 2000 and
- Consolidated Statements of Income for the Years Ended December 31, 2000, 1999, and 1998
- Consolidated Statements of Shareholders' Investment for the Years Ended December 31, 2000, 1999, and 1998
- Consolidated Statements of Cash Flows for the Years Ended December 31, 2000, 1999, and 1998
- Notes to Consolidated Financial Statements - December 31, 2000, 1999, and 1998
2. Financial Statement Schedule
- Report of Independent Public Accountants as to Schedule
Schedules I and III through V not listed above have been omitted because they are not applicable.
3. Exhibits filed with this report.
* Management contract or compensatory plan required to be filed as an exhibit pursuant to Item 601 of Regulation S-K.
(b) The following reports on Form 8-K were filed during the last quarter of the year ended December 31, 2000:
Form 8-K dated December 21, 2000 regarding write-down of carrying value of internal use software.
(c) The Registrant has filed the Exhibits listed in Item 14(a)(3).
(d) Separate financial statements of Crawford & Company have been omitted since it is primarily an operating company. All subsidiaries included in the consolidated financial statements are wholly-owned.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
CRAWFORD & COMPANY
Date March 21, 2001 By /s/ Archie Meyers, Jr. -------------- ----------------------------------- ARCHIE MEYERS, JR., Chairman and Chief Executive Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
NAME AND TITLE
Date March 21, 2001 /s/ Archie Meyers, Jr. -------------- ----------------------------------- ARCHIE MEYERS, JR., Chairman and Chief Executive Officer (Principal Executive Officer) and Director
EXHIBIT INDEX
EXHIBIT INDEX
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To Crawford & Company:
We have audited in accordance with auditing standards generally accepted in the United States, the consolidated financial statements included in Crawford & Company's annual report to shareholders incorporated by reference in this Form 10-K, and have issued our report thereon dated January 26, 2001. Our audit was made for the purpose of forming an opinion of those statements taken as a whole. The schedule listed in Item 14(a)2 is the responsibility of the Company's management and is presented for purposes of complying with the Securities and Exchange Commission's rules, and is not part of the basic consolidated financial statements. This schedule has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, fairly states in all material respects the financial data required to be set forth therein in relation to the basic financial statements taken as a whole.
/s/ ARTHUR ANDERSEN LLP
Atlanta, Georgia January 26, 2001
SCHEDULE II
CRAWFORD & COMPANY AND SUBSIDIARIES VALUATION AND QUALIFYING ACCOUNTS ALLOWANCE FOR DOUBTFUL ACCOUNTS RECEIVABLE FOR THE YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998
(In Thousands of Dollars)
(1) Represents adjustments to allowance for doubtful accounts receivable arising from acquisitions.
(2) Represents uncollectible accounts written off, net of recoveries.