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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
October 26, 2023
Date of Report (Date of earliest event reported)
CBIZ, Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-32961 22-2769024
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
6801 Brecksville Rd., Door N
Independence, Ohio 44131
(Address of principal executive offices, including zip code)
216-447-9000
(Registrant's telephone number, including area code)
Note 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):
☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading
Symbol(s)
Name of each exchange
On which registered
Common Stock per value $0.01 per share CBZ New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
☐    Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.


Item 2.02    Results of Operations and Financial Condition
On October 26, 2023, CBIZ, Inc. (the "Company") issued a press release announcing its financial results for the three and nine months ended September 30, 2023. A copy of the press release is furnished herewith as Exhibit 99.1. The exhibit contains, and may implicate, forward-looking statements regarding the Company and include cautionary statements identified important factors that could cause actual results to differ materially from those anticipated.

Item 9.01    Financial Statements and Exhibits
(d)    Exhibits
99.1    Press Release of CBIZ, Inc. dated October 26, 2023, announcing its financial results for the three and nine months ended September 30, 2023.
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)



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.

Dated: October 26, 2023

CBIZ, Inc.

By: /s/ Ware H. Grove
Name: Ware H. Grove
Title: Chief Financial Officer


EX-99.1 2 q32023earningrelease.htm EX-99.1 Document



Exhibit 99.1

cbiznewlogo.jpg
     
prpicture.jpg
FOR IMMEDIATE RELEASE CONTACT:    Ware Grove
      Chief Financial Officer
      -or-
      Lori Novickis
      Director, Corporate Relations
      CBIZ, Inc.
      Cleveland, Ohio
      (216) 447-9000
CBIZ REPORTS THIRD-QUARTER AND NINE-MONTH 2023 RESULTS
THIRD-QUARTER HIGHLIGHTS:
•TOTAL REVENUE UP 13.0%; SAME-UNIT REVENUE UP 8.3%
•GAAP EPS UP 26.4%; ADJUSTED EPS UP 29.4%
•NET INCOME UP 22.6%; ADJUSTED EBITDA UP 34.2%
NINE-MONTH HIGHLIGHTS:
•TOTAL REVENUE UP 13.1%; SAME-UNIT REVENUE UP 7.5%
•GAAP EPS UP 18.9%; ADJUSTED EPS UP 15.6%
•NET INCOME UP 14.4%; ADJUSTED EBITDA UP 17.9%

CLEVELAND (October 26, 2023) – CBIZ, Inc., (NYSE: CBZ) (“CBIZ” or the “Company”), a leading provider of financial, insurance and advisory services, today announced results for the third quarter ended September 30, 2023.
For the 2023 third quarter, CBIZ recorded revenue of $410.5 million, an increase of $47.3 million, or 13.0%, compared with $363.3 million reported for the same period in 2022. Acquired operations, net of divestitures, contributed $17.1 million, or 4.7%, to third-quarter 2023 revenue growth. Same-unit revenue increased by $30.2 million, or 8.3%, for the quarter, compared with the same period a year ago. Net income was $33.7 million, or $0.67 per diluted share, compared with $27.5 million, or $0.53 per diluted share, for the same period a year ago.
For the nine months ended September 30, 2023, CBIZ recorded revenue of $1,263.6 million, an increase of $146.7 million, or 13.1%, over the $1,116.9 million recorded for the same period in 2022. Acquisitions, net of divestitures, contributed $62.6 million, or 5.6%, to revenue growth in the nine months ended September 30, 2023. Same-unit revenue increased by $84.1 million, or 7.5%, compared with the same period a year ago. Net income was $133.7 million, or $2.64 per diluted share, for the nine months ended September 30, 2023, compared with $116.9 million, or $2.22 per diluted share, for the same period a year ago.


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Excluding non-recurring transaction and first-year integration expenses related to the acquisition of Marks Paneth in January 2022, and expenses related to the acquisition of Somerset in February 2023, Adjusted net income was $33.3 million in the third quarter of 2023 compared with Adjusted net income of $26.6 million for the same period a year ago. Adjusted earnings per share was $0.66, an increase of 29.4% compared with Adjusted earnings per share of $0.51 for the same period a year ago. Adjusted EBITDA for the third quarter was $61.6 million, up 34.2% compared with $45.9 million for the same period in 2022.
Adjusted net income was $135.2 million, or $2.67 per diluted share, for the nine months ended September 30, 2023, compared with $122.0 million, or $2.31 per diluted share, for the same period a year ago. Adjusted EBITDA for the nine months was $229.2 million, up 17.9% compared with $194.5 million for the same period in 2022.
Schedules reconciling Adjusted net income, Adjusted earnings per share and Adjusted EBITDA to the most directly comparable GAAP measures can be found in the tables included in this release.
During the nine months ended September 30, 2023, the Company repurchased approximately 1.2 million shares of its common stock on the open market. The balance outstanding on the Company’s unsecured credit facility on September 30, 2023, was $394.7 million with $195.0 million of unused borrowing capacity.

Jerry Grisko, CBIZ President and Chief Executive Officer, said, “We are pleased to report a strong third quarter with both of our major divisions posting solid results. Overall, our results were as expected for the quarter, and we continue to experience strong demand for our essential, recurring services as well as our more project-based services. Based on our year-to-date performance and current outlook for the remainder of the year, we are pleased to affirm our revenue and EPS guidance for the full year.”

“We continue to make steady progress with the integration of our latest acquisitions including three strategic deals and two tuck-in transactions completed earlier this year. Our M&A pipeline remains active, and we continue to pursue additional opportunities to add businesses that enable us to deliver on our promise to provide our clients with a breadth of services and depth of expertise unmatched in our industry.”
2023 Outlook
•The Company expects revenue to grow within a range of 10% to 12% over the prior year.
•The Company expects an effective tax rate of approximately 28%. The increased rate, up from 25.5% in 2022, will impact diluted earnings per share by approximately $0.08.
•The Company expects a weighted average fully diluted share count of approximately 50.5 to 51.0 million shares.
•The Company expects GAAP fully diluted earnings per share to grow within a range of 15% to 17%, to $2.31 to $2.36 per share, over the $2.01 per share reported for 2022.
•The Company expects Adjusted fully diluted earnings per share to grow within a range of 11% to 13%, to $2.36 to $2.41 per share over the Adjusted earnings per share, of $2.13 per share reported for 2022.


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Conference Call
CBIZ will host a conference call at 11:00 a.m. (ET) today to discuss its results. The call will be webcast and an archived replay will be available at https://cbiz.gcs-web.com/investor-overview. Participants may register at https://dpregister.com/sreg/10182964/fa8d77e7d8.
About CBIZ
CBIZ is a leading provider of financial, insurance and advisory services to businesses throughout the United States. Financial services include accounting, tax, government health care consulting, transaction advisory, risk advisory, and valuation services. Insurance services include employee benefits consulting, retirement plan consulting, property and casualty insurance, payroll, and human capital consulting. With more than 120 offices in 33 states, CBIZ is one of the largest accounting and insurance brokerage providers in the U.S. For more information, visit www.cbiz.com.
Forward-Looking Statements
Forward-looking statements in this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Such risks and uncertainties include, but are not limited to, the risk that the anticipated benefits and perceived advantages of an acquisition may not be achieved; the impact of COVID-19 or governmental rules related to public health issues on the Company’s business, operations and clients; the Company’s ability to adequately manage and sustain its growth; the Company’s dependence on the trend of outsourcing business services; the Company’s dependence on the services of its CEO, other key employees, producers and service personnel; the effects of any potential cyber-attacks; competitive pricing pressures; general business and economic conditions; and changes in governmental laws or regulation affecting the Company’s clients, business, business services operations, or business models. A more detailed description of such risks and uncertainties may be found in the Company’s filings with the Securities and Exchange Commission at www.sec.gov.


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CBIZ, INC.
FINANCIAL HIGHLIGHTS (UNAUDITED)
THREE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(In thousands, except percentages and per share data)

  
Three Months Ended September 30,
2023 % 2022 %
Revenue $ 410,539  100.0  % $ 363,262  100.0  %
Operating expenses (1)
342,148  83.3  306,017  84.2 
Gross margin 68,391  16.7  57,245  15.8 
Corporate general and administrative expenses (1)
13,136  3.2  15,893  4.4 
Operating income 55,255  13.5  41,352  11.4 
Other (expense) income:
Interest expense (5,848) (1.4) (2,305) (0.6)
Gain on sale of operations, net 77  —  176  — 
Other expense, net (1) (2)
(2,288) (0.6) (2,622) (0.7)
Total other expense, net (8,059) (2.0) (4,751) (1.3)
Income before income tax expense 47,196  11.5  36,601  10.1 
Income tax expense 13,514  9,131 
Net income $ 33,682  8.2  % $ 27,470  7.6  %
Diluted earnings per share $ 0.67  $ 0.53 
Diluted weighted average common shares outstanding 50,371  52,238 
Other data:
Adjusted EBITDA (3)
$ 61,564  $ 45,861 
Adjusted EPS (3)
$ 0.66  $ 0.51 

(1)CBIZ sponsors a deferred compensation plan, under which a CBIZ employee's compensation deferral is held in a rabbi trust and invested accordingly as directed by the employee. Income and expenses related to the deferred compensation plan are included in "Operating expenses" and "Corporate general and administrative expenses," and are directly offset by deferred compensation gains or losses in "Other expense, net." The deferred compensation plan has no impact on "Income before income tax expense."
Income and expenses related to the deferred compensation plan for the three months ended September 30, 2023, and 2022, are as follows (in thousands):
  
Three Months Ended September 30,
2023 % of Revenue 2022 % of Revenue
Operating income $ (3,009) (0.7) % $ (3,995) (1.1) %
Corporate general and administrative income (452) (0.1) % (697) (0.2) %
Other expense, net (3,461) (0.8) % (4,692) (1.3) %


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Excluding the impact of the above-mentioned income and expenses related to the deferred compensation plan, the operating results for the three months ended September 30, 2023, and 2022, are as follows (in thousands):

  
Three Months Ended September 30,
2023 2022
As Reported Deferred Compensation Plan Adjusted % of Revenue As Reported Deferred Compensation Plan Adjusted % of Revenue
Gross margin $ 68,391  $ (3,009) $ 65,382  15.9  % $ 57,245  $ (3,995) $ 53,250  14.7  %
Operating income 55,255  (3,461) 51,794  12.6  % 41,352  (4,692) 36,660  10.1  %
Other (expense) income, net (2,288) 3,461  1,173  0.3  % (2,622) 4,692  2,070  0.6  %
Income before income tax expense 47,196  —  47,196  11.5  % 36,601  —  36,601  10.1  %
(2)Included in "Other expense, net" for the three months ended September 30, 2023, and 2022, is expense of $0.6 million and $0.4 million, respectively, related to net changes in the fair value of contingent consideration related to CBIZ's prior acquisitions.
(3)Refer to the financial highlights tables for a reconciliation of Non-GAAP financial measures to the most directly comparable GAAP financial measure, and for additional information as to the usefulness of the Non-GAAP financial measures to shareholders and investors.

CBIZ, INC.
FINANCIAL HIGHLIGHTS (UNAUDITED)
NINE MONTHS ENDED SEPTEMBER 30, 2023 AND 2022
(In thousands, except percentages and per share data)

  
Nine Months Ended September 30,
2023 % 2022 %
Revenue $ 1,263,647  100.0  % $ 1,116,936  100.0  %
Operating expenses (1)
1,027,146  81.3  886,052  79.3 
Gross margin 236,501  18.7  230,884  20.7 
Corporate general and administrative expenses (1)
44,527  3.5  43,128  3.9 
Operating income 191,974  15.2  187,756  16.8 
Other (expense) income:
Interest expense (15,023) (1.2) (5,209) (0.5)
Gain on sale of operations, net 176  —  311  — 
Other income (expense), net (1) (2)
8,245  0.7  (24,932) (2.2)
Total other expense, net (6,602) (0.5) (29,830) (2.7)
Income before income tax expense 185,372  14.7  157,926  14.1 
Income tax expense 51,667  41,074 
Net income 133,705  10.6  % 116,852  10.5  %
Diluted earnings per share $ 2.64  $ 2.22 
Diluted weighted average common shares outstanding 50,644  52,720 
Other data:
Adjusted EBITDA (3)
$ 229,222  $ 194,481 
Adjusted EPS (3)
$ 2.67 
$2.31

(1)CBIZ sponsors a deferred compensation plan, under which a CBIZ employee's compensation deferral is held in a rabbi trust and invested accordingly as directed by the employee. Income and expenses related to the deferred compensation plan are included in "Operating expenses" and "Corporate general and administrative expenses," and are directly offset by deferred compensation gains or losses in "Other income (expense), net." The deferred compensation plan has no impact on "Income before income tax expense."
Income and expenses related to the deferred compensation plan for the nine months ended September 30, 2023, and 2022, are as follows (in thousands):


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Nine Months Ended September 30,
2023 % of Revenue 2022 % of Revenue
Operating expenses (income) $ 6,853  0.5  % $ (23,000) (2.1) %
Corporate general and administrative expenses (income) 821  0.1  % (3,319) (0.3) %
Other income (expense), net 7,674  0.6  % (26,319) (2.4) %
Excluding the impact of the above-mentioned income and expenses related to the deferred compensation plan, the operating results for the nine months ended September 30, 2023, and 2022, are as follows (in thousands):
  
Nine Months Ended September 30,
2023 2022
As Reported Deferred Compensation Plan Adjusted % of Revenue As Reported Deferred Compensation Plan Adjusted % of Revenue
Gross margin $ 236,501  $ 6,853  $ 243,354  19.3  % $ 230,884  $ (23,000) $ 207,884  18.6  %
Operating income 191,974  7,674  199,648  15.8  % 187,756  (26,319) 161,437  14.5  %
Other income (expense), net 8,245  (7,674) 571  —  % (24,932) 26,319  1,387  0.1  %
Income before income tax expense 185,372  —  185,372  14.7  % 157,926  —  157,926  14.1  %
(2)Included in "Other income (expense), net" for the nine months ended September 30, 2023, and 2022, is expense of $2.1 million and $1.9 million, respectively, related to net changes in the fair value of contingent consideration related to CBIZ's prior acquisitions.
(3)Refer to the financial highlights tables for a reconciliation of Non-GAAP financial measures to the most directly comparable GAAP financial measure, and for additional information as to the usefulness of the Non-GAAP financial measures to shareholders and investors.

CBIZ, INC.
FINANCIAL HIGHLIGHTS (UNAUDITED)
(In thousands)
SELECT SEGMENT DATA

Three Months Ended September 30, Nine Months Ended September 30,
2023 2022 2023 2022
Revenue
Financial Services $ 298,372  $ 259,998  $ 932,388  $ 808,052 
Benefits and Insurance Services 100,287  92,067  296,179  276,261 
National Practices 11,880  11,197  35,080  32,623 
Total $ 410,539  $ 363,262  $ 1,263,647  $ 1,116,936 
Gross Margin
Financial Services $ 48,692  $ 39,661  $ 194,820  $ 168,272 
Benefits and Insurance Services 20,651  18,746  61,246  55,263 
National Practices 1,213  1,454  3,285  3,405 
Operating expenses - unallocated (1):
Other expense (5,174) (6,611) (15,997) (19,056)
Deferred compensation 3,009  3,995  (6,853) 23,000 
Total $ 68,391  $ 57,245  $ 236,501  $ 230,884 

(1)Represents operating expenses not directly allocated to individual businesses, including stock-based compensation, consolidation and integration charges, and certain advertising expenses. "Operating expenses - unallocated" also includes gains or losses attributable to the assets held in a rabbi trust associated with the Company's deferred compensation plan. These gains or losses do not impact "Income before income tax expense" as they are directly offset by the same adjustment to "Other income (expense), net" in the Consolidated Statements of Comprehensive Income. Net gains/losses recognized from adjustments to the fair value of the assets held in the rabbi trust are recorded as compensation expense (income) in "Operating expenses" and “Corporate, general and administrative expenses,” and offset in "Other income (expense), net."



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CBIZ, INC.
SELECT CASH FLOW DATA (UNAUDITED)
(In thousands)

Nine Months Ended September 30,
2023 2022
Net income $ 133,705  $ 116,852 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization expense 26,965  24,707 
Gain on sale of operations, net (176) (311)
Bad debt expense, net of recoveries 1,011  1,295 
Adjustments to contingent earnout liability, net 2,071  1,917 
Stock-based compensation expense 9,721  11,987 
Other noncash adjustments 5,533  3,594 
Net income, after adjustments to reconcile net income to net cash provided by operating activities 178,830  160,041 
Changes in assets and liabilities, net of acquisitions and divestitures (121,576) (99,982)
Net cash provided by operating activities 57,254  60,059 
Net cash used in investing activities (76,630) (95,550)
Net cash (used in) provided by financing activities (18,442) 6,025 
Net decrease in cash, cash equivalents and restricted cash (37,818) (29,466)
Cash, cash equivalents and restricted cash at beginning of year $ 160,145  $ 150,474 
Cash, cash equivalents and restricted cash at end of period $ 122,327  $ 121,008 
Reconciliation of cash, cash equivalents and restricted cash to the consolidated balance sheet:
Cash and cash equivalents $ 1,415  $ 2,040 
Restricted cash 38,229  39,555 
Cash equivalents included in funds held for clients 82,683  79,413 
Total cash, cash equivalents and restricted cash $ 122,327  $ 121,008 




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CBIZ, INC.
SELECT FINANCIAL DATA AND RATIOS (UNAUDITED)
(In thousands)

September 30, 2023 December 31, 2022
Cash and cash equivalents 1,415  4,697 
Restricted cash 38,229  28,487 
Accounts receivable, net 465,848  334,498 
Current assets before funds held for clients 543,371  397,113 
Funds held for clients 122,531  171,313 
Goodwill and other intangible assets, net 1,014,607  951,702 
Total assets 2,074,494  1,879,124 
Current liabilities before client fund obligations 350,536  338,940 
Client fund obligations 123,910  173,467 
Total long-term debt, net 393,008  263,654 
Total liabilities 1,263,900  1,165,672 
Treasury stock (891,880) (824,778)
Total stockholders' equity 810,594  713,452 
Debt to equity 48.5  % 37.0  %
Days sales outstanding (DSO) (1)
96  74 
Shares outstanding 49,917  50,180 
Basic weighted average common shares outstanding 50,054  51,502 
Diluted weighted average common shares outstanding 50,644  52,388 

(1)DSO is provided for continuing operations and represents accounts receivable, net, at the end of the period, divided by trailing twelve months daily revenue. The Company has included DSO data because such data is commonly used as a performance measure by analysts and investors and as a measure of the Company's ability to collect on receivables in a timely manner. DSO should not be regarded as an alternative or replacement to any measurement of performance under GAAP. DSO on September 30, 2022, was 93.



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CBIZ, INC.
GAAP RECONCILIATION
Net Income and Diluted Earnings Per Share (“EPS”) to Adjusted Net Income, EPS and EBITDA(1)
(In thousands, except per share data)

Three Months Ended September 30, 2023 Three Months Ended September 30, 2022
Amounts EPS Amounts EPS
Net income $ 33,682  $ 0.67  $ 27,470  $ 0.53 
Adjustments:
Gain on sale of assets, net (1,375) (0.03) (2,391) (0.05)
Integration & retention costs related to acquisitions (2)
583  0.01  1,280  0.02 
Facility optimization costs (3)
255  0.01  —  — 
Income tax effect related to adjustments 154  —  277  0.01 
Adjusted net income $ 33,299  $ 0.66  $ 26,636  $ 0.51 
Interest expense $ 5,848  $ 2,305 
Income tax expense 13,514  9,131 
Gain on sale of operations, net (77) (176)
Tax effect related to the adjustments above (154) (277)
Depreciation 3,083  2,771 
Amortization 6,051  5,471 
Adjusted EBITDA $ 61,564  $ 45,861 
Nine Months Ended September 30, 2023 Nine Months Ended September 30, 2022
Amounts EPS Amounts EPS
Net income $ 133,705  $ 2.64  $ 116,852  $ 2.22 
Adjustments:
Gain on sale of assets, net (1,500) (0.03) (2,391) (0.05)
Transaction costs related to acquisitions (2)
611  0.01  1,329  0.02 
Integration & retention costs related to acquisitions (2)
2,451  0.05  8,012  0.15 
Facility optimization costs (3)
476  0.01  —  — 
Income tax effect related to adjustments (568) (0.01) (1,808) (0.03)
Adjusted net income $ 135,175  $ 2.67  $ 121,994  $ 2.31 
Interest expense $ 15,023  $ 5,209 
Income tax expense 51,667  41,074 
Gain on sale of operations, net (176) (311)
Tax effect related to the adjustments above 568  1,808 
Depreciation 9,174  8,378 
Amortization 17,791  16,329 
Adjusted EBITDA $ 229,222  $ 194,481 

(1)CBIZ reports its financial results in accordance with GAAP. This table reconciles Adjusted net income, Adjusted EPS and Adjusted EBITDA to the most directly comparable GAAP financial measures, “Net income” and "Diluted earnings per share." Adjusted net income, Adjusted EPS and Adjusted EBITDA are not defined by GAAP and should not be regarded as an alternative or replacement to any measurement of performance under GAAP. Adjusted net income, Adjusted EPS and Adjusted EBITDA, which excludes significant non-operating related gains and losses, are used by the Company for its shareholders and debt holders as a performance measure to evaluate, assess and benchmark the Company's operational results.
(2)These costs include, but are not limited to, certain consulting, technology, personnel, as well as other first year operating and general administrative costs that are non-recurring in nature. Amounts reported in 2023 related to the costs incurred related to the Somerset acquisition and those reported in 2022 related to the Marks Paneth acquisition.
(3) These costs related to incremental non-recurring lease expense incurred as a result of CBIZ's real estate optimization efforts.



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CBIZ, INC.
GAAP RECONCILIATION
Full Year 2023 Diluted Earnings Per Share (“EPS”) to Full Year 2023 Adjusted Diluted EPS

Full Year 2023 Guidance
Low High
Per Share Per Share
Diluted EPS - GAAP Guidance $ 2.31  $ 2.36 
Transaction and integration costs related to Somerset (1)
0.07  0.07 
Income tax effect related to adjustments (0.02) (0.02)
Adjusted Diluted EPS Guidance $ 2.36  $ 2.41 
GAAP diluted EPS for 2022 $ 2.01  $ 2.01 
Adjusted diluted EPS for 2022 (2)
$ 2.13  $ 2.13 
GAAP diluted EPS range 15  % 17  %
 Adjusted diluted EPS range 11  % 13  %

(1)Includes estimated integration costs related to the Somerset acquisition. Such costs include, but are not limited to, certain consulting, technology, personnel, as well as other first year operating and general administrative costs that are non-recurring in nature.
(2)A reconciliation between net income and adjusted net income and a reconciliation between GAAP diluted EPS and Adjusted diluted EPS for fiscal year ended December 31, 2022, are presented as follows:
  
Year Ended December 31, 2022
In millions EPS
Net income $ 105.4  $ 2.01 
Adjustments:
Gain on sale of assets, net (2.4) (0.05)
Transaction costs related to Marks Paneth 1.3  0.03 
Integration and retention costs related to Marks Paneth 9.2  0.18 
Income tax effect related to adjustments (2.1) (0.04)
Adjusted net income $ 111.4  $ 2.13 


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