Certain information contained in Management's Discussion and Analysis and in
other parts of this report may be deemed forward-looking statements regarding
events and financial trends that may affect the Company's future operating
results or financial positions. These statements may be identified by words such
as "estimate", "forecast", "project", "plan", "intend", "believe", "expect",
"anticipate", or variations or negatives thereof or by similar or comparable
words or phrases. Forward-looking statements are subject to risks and
uncertainties that could cause actual results to differ materially from those
expressed in the statements. These risks and uncertainties include, but are not
limited to, the following: changes to or new interpretations of U.S. or
international tax regulations, the global financial and economic situation; the
duration and impact of the COVID-19 pandemic and efforts to mitigate its spread;
changes in levels of unemployment and other economic conditions in the United
States or foreign countries where the Company does business, or in particular
regions or industries; reduction in the supply of candidates for contract
employment or the Company's ability to attract candidates; the entry of new
competitors into the marketplace or expansion by existing competitors; the
ability of the Company to maintain existing client relationships and attract new
clients in the context of changing economic or competitive conditions; the
impact of competitive pressures, including any change in the demand for the
Company's services, on the Company's ability to maintain its margins; the
possibility of the Company incurring liability for its activities, including the
activities of its engagement professionals, or for events impacting its
engagement professionals on clients' premises; the possibility that adverse
publicity could impact the Company's ability to attract and retain clients and
candidates; the success of the Company in attracting, training, and retaining
qualified management personnel and other staff employees; the Company's ability
to comply with governmental regulations affecting personnel services businesses
in particular or employer/employee relationships in general; whether there will
be ongoing demand for Sarbanes-Oxley or other regulatory compliance services;
the Company's reliance on short-term contracts for a significant percentage of
its business; litigation relating to prior or current transactions or
activities, including litigation that may be disclosed from time to time in the
Company's Securities and Exchange Commission ("SEC") filings; the ability of the
Company to manage its international operations and comply with foreign laws and
regulations; the impact of fluctuations in foreign currency exchange rates; the
possibility that the additional costs the Company will incur as a result of
health care reform legislation may adversely affect the Company's profit margins
or the demand for the Company's services; the possibility that the Company's
computer and communications hardware and software systems could be damaged or
their service interrupted or the Company could experience a cybersecurity
breach; and the possibility that the Company may fail to maintain adequate
financial and management controls and as a result suffer errors in its financial
reporting. Additionally, with respect to Protiviti, other risks and
uncertainties include the fact that future success will depend on its ability to
retain employees and attract clients; there can be no assurance that there will
be ongoing demand for Sarbanes-Oxley or other regulatory compliance services;
failure to produce projected revenues could adversely affect financial results;
and there is the possibility of involvement in litigation relating to prior or
current transactions or activities. Because long-term contracts are not a
significant part of the Company's business, future results cannot be reliably
predicted by considering past trends or extrapolating past results.
Executive Overview
The Company's financial results during the first quarter of 2021 reflect
continued early-cycle recovery from the economic crisis resulting from the
COVID-19 pandemic, with accelerating growth during the quarter in the Company's
staffing business. Our investments in advanced AI technologies and retention of
our tenured employees has allowed us to adapt quickly to a new marketplace,
where remote and hybrid work has become commonplace. During the first quarter of
2021, service revenues were $1.40 billion, a decrease of 7.2% from the prior
year. Net income for the quarter was $111 million and diluted net income per
share was $.98.
The Company's staffing operations significantly outperformed their historical
sequential trends, led by small and medium-size businesses and permanent
placement, which grew 22% sequentially. Protiviti's revenues grew 35%
year-on-year, reflecting continued momentum across its wide array of service
offerings, including very strong demand for managed solutions with staffing.
This is Protiviti's 14th consecutive quarter of year-on-year revenue gains. The
Company's blended solutions, complementing Protiviti's offerings with contract
talent, allow the Company to be extremely nimble and cost effective in response
to client needs, and we expect this offering to be an increasing part of our
business going forward.
Demand for the Company's temporary and consultant staffing, permanent placement
staffing, and risk consulting and internal audit services is largely dependent
upon general economic and labor trends both domestically and abroad, which may
continue to be impacted by COVID-19.
The United States economic backdrop as we ended the first quarter of 2021 showed
early signs of economic recovery as real gross domestic product ("GDP")
increased 6.4%, while the unemployment rate decreased from 6.7% in December 2020
to 6.0% at the end of the first quarter of 2021. In the United States, the
number of job openings exceeded the number of hires at the end of February 2021,
creating competition for skilled talent that increases the Company's value to
clients. The U.S. labor market remains robust, with significant demand due to
talent shortages across our professional disciplines.

                                       19
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We monitor various economic indicators and business trends in all of the
countries in which we operate to anticipate demand for the Company's services.
We evaluate these trends to determine the appropriate level of investment,
including personnel, which will best position the Company for success in the
current and future global macroeconomic environment. The Company's investments
in headcount are typically structured to proactively support and align with
expected revenue growth trends and productivity metrics. We have limited
visibility into future revenues not only due to the dependence on macroeconomic
conditions noted above, but also because of the relatively short duration of the
Company's client engagements. Accordingly, we typically assess headcount and
other investments on at least a quarterly basis. We continue to focus on the
productivity levels of tenured staff and believe we have aligned staffing levels
to drive increased profitability. During the first quarter of 2021, headcount
remained relatively flat in all three business segments, when compared to prior
year-end levels.
Capital expenditures, including $8.5 million for cloud computing arrangements,
for the three months ended March 31, 2021, totaled $18.2 million, approximately
89% of which represented investments in software initiatives and technology
infrastructure, both of which are important to the Company's sustainability and
future growth opportunities. Capital expenditures for cloud computing
arrangements are included in cash flows from operating activities on the
Company's Condensed Consolidated Statements of Cash Flows. Capital expenditures
included amounts spent on tenant improvements and furniture and equipment in the
Company's leased offices. We currently expect that 2021 capital expenditures
will range from $85 million to $95 million, of which $45 million to $55 million
relates to software initiatives and technology infrastructure, including
capitalized costs related to implementation of cloud computing arrangements.
Critical Accounting Policies and Estimates
The Company's most critical accounting policies and estimates are those that
involve subjective decisions or assessments and are included in the Company's
Annual Report on Form 10-K for the year ended December 31, 2020. There were no
material changes to the Company's critical accounting policies or estimates for
the three months ended March 31, 2021.
Recent Accounting Pronouncements
See Note B-"New Accounting Pronouncements" to the Company's Condensed
Consolidated Financial Statements included under Part I-Item 1 of this report.
Results of Operations
Demand for the Company's temporary and consultant staffing, permanent placement
staffing and risk consulting and internal audit services is largely dependent
upon general economic and labor market conditions both domestically and abroad.
Because of the inherent difficulty in predicting economic trends, future demand
for the Company's services cannot be forecast with certainty. The Company's
technology investments have facilitated remote working models internally and,
with the Company's advanced AI-driven capabilities, are providing clients with
real-time choices of candidates across broader resource pools. While uncertainty
remains in the overall economic environment, we are excited about our current
momentum and the Company's prospects for the balance of 2021 and beyond, buoyed
by the strengths of the Company's brands, people, technology and professional
business model.
The Company's temporary and permanent placement staffing business has 322
offices in 43 states, the District of Columbia and 17 foreign countries, while
Protiviti has 63 offices in 24 states and 12 foreign countries.






                                       20

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Non-GAAP Financial Measures
The financial results of Robert Half International Inc. (the "Company") are
prepared in conformity with accounting principles generally accepted in the
United States of America ("GAAP") and the rules of the U.S. Securities and
Exchange Commission ("SEC"). To help readers understand the Company's financial
performance, the Company supplements its GAAP financial results with the
following non-GAAP measures: as adjusted revenue growth rates; adjusted gross
margin; adjusted selling, general and administrative expense; segment income and
combined segment income.
Variations in the Company's financial results include the impact of changes in
foreign currency exchange rates, billing days, and certain intercompany
adjustments. The Company provides "as adjusted" revenue growth calculations to
remove the impact of these items. These calculations show the year-over-year
revenue growth rates for the Company's lines of business on both a reported
basis and also on an as-adjusted basis for global, U.S., and international
operations. This information is presented for each of the six most recent
quarters. The Company has provided this data because it focuses on the Company's
revenue growth rates attributable to operating activities and aids in evaluating
revenue trends over time. The Company expresses year-over-year revenue changes
as calculated percentages using the same number of billing days, constant
currency exchange rates, and certain intercompany adjustments.
The following measures: adjusted gross margin; adjusted selling, general and
administrative expense; and segment income include gains and losses on
investments held to fund the Company's obligations under employee deferred
compensation plans. The Company provides these measures because they are used by
management to review its operational results.
Combined segment income is income before income taxes adjusted for interest
income and amortization of intangible assets. The Company provides combined
segment income because it is how the Company evaluates segment performance.
The non-GAAP financial measures provided herein may not provide information that
is directly comparable to that provided by other companies in the Company's
industry, as other companies may calculate such financial results differently.
The Company's non-GAAP financial measures are not measurements of financial
performance under GAAP and should not be considered as alternatives to amounts
presented in accordance with GAAP. The Company does not consider these non-GAAP
financial measures to be a substitute for, or superior to, the information
provided by GAAP financial results. A reconciliation of the non-GAAP financial
measures to the most directly comparable GAAP financial measures is provided on
the following pages.
Refer to Item 3. "Quantitative and Qualitative Disclosures About Market Risk"
for further discussion of the impact of foreign currency exchange rates on the
Company's results of operations and financial condition.
Three Months Ended March 31, 2021 and 2020
Revenues. The Company's revenues were $1.40 billion for the three months ended
March 31, 2021, decreasing by 7.2% compared to $1.51 billion for the three
months ended March 31, 2020. Revenues from foreign operations represented 23% of
total revenues for the three months ended March 31, 2021, up from 22% of total
revenues for the three months ended March 31, 2020. The Company analyzes its
revenues for three reportable segments: temporary and consultant staffing,
permanent placement staffing, and risk consulting and internal audit services.
Contributing factors for each reportable segment are discussed below in further
detail.
Temporary and consultant staffing revenues were $889 million for the three
months ended March 31, 2021, decreasing by 18.6% compared to revenues of $1.09
billion for the three months ended March 31, 2020. Key drivers of temporary and
consultant staffing revenues include average hourly bill rates and the number of
hours worked by the Company's engagement professionals on client engagements. On
an as adjusted basis, temporary and consultant staffing revenues decreased 18.9%
for the first quarter of 2021, compared to the first quarter of 2020, due
primarily to fewer hours worked by the Company's engagement professionals on
client engagements. In the U.S., revenues in the first quarter of 2021 decreased
20.3% on an as reported basis and 19.4% on an as adjusted basis, compared to the
first quarter of 2020. For the Company's international operations, revenues for
the first quarter of 2021 decreased 12.3% on an as reported basis and decreased
17.0% on an as adjusted basis, compared to the first quarter of 2020.

                                       21
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Permanent placement staffing revenues were $112 million for the three months
ended March 31, 2021, decreasing by 7.3% compared to revenues of $120 million
for the three months ended March 31, 2020. Key drivers of permanent placement
staffing revenues consist of the number of candidate placements and average fees
earned per placement. On an as adjusted basis, permanent placement staffing
revenues decreased 8.1% for the first quarter of 2021, compared to the first
quarter of 2020, driven by a decrease in number of placements. In the U.S.,
revenues for the first quarter of 2021 decreased 12.4% on an as reported basis
and 11.4% on an as adjusted basis, compared to the first quarter of 2020. For
the Company's international operations, revenues for the first quarter of 2021
increased 5.2% on an as reported basis and 0.3% on an as adjusted basis,
compared to the first quarter of 2020. Historically, demand for permanent
placement staffing is even more sensitive to economic and labor market
conditions than demand for temporary and consultant staffing and this is
expected to continue.
Risk consulting and internal audit services revenues were $397 million for the
three months ended March 31, 2021, increasing by 35.1% compared to revenues of
$294 million for the three months ended March 31, 2020. Key drivers of risk
consulting and internal audit services revenues are the billable hours worked by
consultants on client engagements and average hourly bill rates. On an as
adjusted basis, risk consulting and internal audit services revenues increased
34.7% for the first quarter of 2021, compared to the first quarter of 2020, due
primarily to an increase in billable hours. In the U.S., revenues in the first
quarter of 2021 increased 35.5% on an as reported basis and 37.1% on an as
adjusted basis, compared to the first quarter of 2020. The Company's risk
consulting and internal audit services revenues for the first quarter of 2021
from international operations increased 33.8% on an as reported basis and 26.1%
on an as adjusted basis, compared to the first quarter of 2020.
A reconciliation of the non-GAAP year-over-year revenue growth rates to the as
reported year-over-year revenue growth rates for the three months ended
March 31, 2021, is presented in the following table:
                                                 Global       United States

International


Temporary and consultant staffing
As Reported                                      -18.6  %           -20.3  %           -12.3  %
Billing Days Impact                                1.0  %             0.9  %             1.4  %
Currency Impact                                   -1.3  %                  -            -6.1  %
As Adjusted                                      -18.9  %           -19.4  %           -17.0  %
Permanent placement staffing
As Reported                                       -7.3  %           -12.4  %             5.2  %
Billing Days Impact                                1.1  %             1.0  %             1.7  %
Currency Impact                                   -1.9  %                  -            -6.6  %
As Adjusted                                       -8.1  %           -11.4  %             0.3  %
Risk consulting and internal audit services
As Reported                                       35.1  %            35.5  %            33.8  %
Billing Days Impact                                1.6  %             1.6  %             2.1  %
Currency Impact                                   -2.0  %                  -            -9.8  %
As Adjusted                                       34.7  %            37.1  %            26.1  %


Gross Margin. The Company's gross margin dollars were $562 million for the three
months ended March 31, 2021, decreasing by 8.6% compared to $614 million for the
three months ended March 31, 2020. Contributing factors for each reportable
segment are discussed below in further detail.
Gross margin dollars for temporary and consultant staffing represent revenues
less costs of services, which consist of payroll, payroll taxes and benefit
costs for engagement professionals, and reimbursable expenses. The key drivers
of gross margin are: i) pay-bill spreads, which represent the differential
between wages paid to engagement professionals and amounts billed to clients;
ii) fringe costs, which are primarily composed of payroll taxes and benefit
costs for temporary and consultant staffing employees; and iii) conversion
revenues, which are earned when a temporary position converts to a permanent
position with the Company's client. Gross margin dollars for the Company's
temporary and consultant staffing division were $345 million for the three
months ended March 31, 2021, decreasing 16.5% compared to $413 million for the
three months ended March 31, 2020. As a percentage of revenues, gross margin for
temporary and consultant staffing was 38.8% for the three months ended March 31,
2021, up from 37.8% for the three months ended March 31, 2020.

                                       22
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Gross margin dollars for permanent placement staffing represent revenues less
reimbursable expenses. Gross margin dollars for the Company's permanent
placement staffing division were $111 million for the three months ended
March 31, 2021, decreasing 7.3% from $120 million for the three months ended
March 31, 2020. Because reimbursable expenses for permanent placement staffing
are de minimis, gross margin dollars are substantially explained by revenues
previously discussed.
Gross margin dollars for risk consulting and internal audit services represent
revenues less costs of services, which consist primarily of professional staff
payroll, payroll taxes, benefit costs and reimbursable expenses. The primary
drivers of risk consulting and internal audit services gross margin are: i) the
relative composition of and number of professional staff and their respective
pay and bill rates; and ii) staff utilization, which is the relationship of time
spent on client engagements in proportion to the total time available for the
Company's risk consulting and internal audit services staff. Gross margin
dollars for the Company's risk consulting and internal audit division were $105
million for the three months ended March 31, 2021, increasing 29.8% compared to
$81 million for the three months ended March 31, 2020. As a percentage of
revenues, reported gross margin for risk consulting and internal audit services
in the first quarter of 2021 was 26.5%, down from 27.6% in the first quarter of
2020. As a percentage of revenues, adjusted gross margin dollars for risk
consulting and internal audit services were 26.9% the first quarter of 2021, up
from 26.3% in the first quarter of 2020. The year-over-year increase in adjusted
gross margin percentage was due primarily to higher staff utilization rates.
Selling, General and Administrative Expenses. The Company's selling, general and
administrative expenses consist primarily of staff compensation, advertising,
variable overhead, depreciation, and occupancy costs. The Company's selling,
general and administrative expenses were $423 million for the three months ended
March 31, 2021, decreasing 4.5% from $443 million for the three months ended
March 31, 2020. As a percentage of revenues, the Company's reported selling,
general and administrative expenses were 30.3% for the first quarter of 2021, up
from 29.4% the first quarter of 2020. As a percentage of revenues, the Company's
adjusted selling, general and administrative expenses were 29.5% in the first
quarter of 2021 compared to 31.8% in the first quarter of 2020. Contributing
factors for each reportable segment are discussed below in further detail.
Selling, general and administrative expenses for the Company's temporary and
consultant staffing division were $279 million for the three months ended
March 31, 2021, decreasing 2.7% from $286 million for the three months ended
March 31, 2020. As a percentage of revenues, reported selling, general and
administrative expenses for temporary and consultant staffing were 31.3% in the
first quarter of 2021, up from 26.2% in the first quarter of 2020. As a
percentage of revenues, adjusted selling, general and administrative expenses
for temporary and consultant staffing were 30.3% in the first quarter of 2021,
up from 29.2% in the first quarter of 2020 due primarily to negative leverage as
revenues decreased in response to the COVID-19 pandemic.
Selling, general and administrative expenses for the Company's permanent
placement staffing division were $95 million for the three months ended
March 31, 2021, decreasing by 10.3% compared to $106 million for the three
months ended March 31, 2020. As a percentage of revenues, reported selling,
general and administrative expenses for permanent placement staffing were 84.9%
in the first quarter of 2021, down from 87.7% in the first quarter of 2020. As a
percentage of revenues, adjusted selling, general and administrative expenses
for permanent placement staffing was 83.9% in the first quarter of 2021, down
from 90.8% in the first quarter of 2020 due primarily to positive leverage as
the decrease in expenses exceeded the decrease in revenues as a result of cost
curtailing initiatives implemented during 2020.
Selling, general and administrative expenses for the Company's risk consulting
and internal audit services division were $50 million for the three months ended
March 31, 2021, decreasing by 2.6% compared to $51 million for the three months
ended March 31, 2020. As a percentage of revenues, selling, general and
administrative expenses for risk consulting and internal audit services were
12.5% in the first quarter of 2021, down from 17.3% in the first quarter of 2020
due primarily to positive leverage from an increase in revenues.



                                       23
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A reconciliation of the non-GAAP adjusted summary of operations to the reported
summary of operations, for the three months ended March 31, 2021 and 2020 is
presented in the following table (in thousands):
                                                                                      Quarter Ended March 31,                                                                                       Relationships
                                                               2021                                                             2020                                      2021                2020                2021                2020
                                       Reported            Adjustments          Adjusted (1)            Reported            Adjustments          Adjusted (1)                     Reported                                Adjusted
SERVICE REVENUES:
Accountemps                         $   417,116                                $    417,116          $   489,884                                $    489,884               29.8  %             32.5  %             29.8  %             32.5  %
OfficeTeam                              220,467                                     220,467              239,979                                     239,979               15.8  %             15.9  %             15.8  %             15.9  %
Robert Half Technology                  172,239                                     172,239              196,652                                     196,652               12.3  %             13.1  %             12.3  %             13.1  %
Robert Half Management
Resources                               183,271                                     183,271              211,878                                     211,878               13.1  %             14.1  %             13.1  %             14.1  %
Elimination of intersegment
revenues                               (103,818)                                   (103,818)             (46,273)                                    (46,273)              (7.4  %)            (3.1  %)            (7.4  %)            (3.1  %)
Temporary and consultant staffing       889,275                                     889,275            1,092,120                                   1,092,120               63.6  %             72.5  %             63.6  %             72.5  %
Permanent placement staffing            111,703                                     111,703              120,489                                     120,489                8.0  %              8.0  %              8.0  %              8.0  %
Protiviti                               397,402                                     397,402              294,082                                     294,082               28.4  %             19.5  %             28.4  %             19.5  %
Total                               $ 1,398,380                                $  1,398,380          $ 1,506,691                                $  1,506,691              100.0  %            100.0  %            100.0  %            100.0  %

GROSS MARGIN:
Temporary and consultant staffing   $   344,931                                $    344,931          $   412,996                                $    412,996               38.8  %             37.8  %             38.8  %             37.8  %
Permanent placement staffing            111,498                                     111,498              120,280                                     120,280               99.8  %             99.8  %             99.8  %             99.8  %
Protiviti                               105,282                 1,688               106,970               81,112                (3,671)               77,441               26.5  %             27.6  %             26.9  %             26.3  %
Total                               $   561,711          $      1,688          $    563,399          $   614,388          $     (3,671)         $    610,717               40.2  %             40.8  %             40.3  %             40.5  %

SELLING GENERAL AND
ADMINISTRATIVE EXPENSE:
Temporary and consultant staffing   $   278,547          $     (9,151)

$ 269,396 $ 286,174 $ 33,058 $ 319,232

               31.3  %             26.2  %             30.3  %             29.2  %
Permanent placement staffing             94,867                (1,149)               93,718              105,722                 3,647               109,369               84.9  %             87.7  %             83.9  %             90.8  %
Protiviti                                49,648                     -                49,648               50,972                     -                50,972               12.5  %             17.3  %             12.5  %             17.3  %
Total                               $   423,062          $    (10,300)         $    412,762          $   442,868          $     36,705          $    479,573               30.3  %             29.4  %             29.5  %             31.8  %

OPERATING/SEGMENT INCOME:
Temporary and consultant staffing   $    66,384          $      9,151

$ 75,535 $ 126,822 $ (33,058) $ 93,764

                7.5  %             11.6  %              8.5  %              8.6  %
Permanent placement staffing             16,631                 1,149                17,780               14,558                (3,647)               10,911               14.9  %             12.1  %             15.9  %              9.1  %
Protiviti                                55,634                 1,688                57,322               30,140                (3,671)               26,469               14.0  %             10.2  %             14.4  %              9.0  %
Total                               $   138,649          $     11,988          $    150,637          $   171,520          $    (40,376)         $    131,144                9.9  %             11.4  %             10.8  %              8.7  %
Amortization of intangible assets           576                     -                   576                  338                     -                   338                0.1  %              0.1  %              0.1  %              0.1  %
(Income) loss from investments held
in
employee deferred compensation
trusts                                  (11,988)               11,988                     -               40,376               (40,376)                       -             0.9  %             (2.7  %)             0.0  %              0.0  %
Interest income, net                        (45)                    -                   (45)                (957)                    -                  (957)               0.0  %              0.1  %              0.0  %              0.1  %
Income before income taxes          $   150,106          $          -          $    150,106          $   131,763          $          -          $    131,763               10.7  %              8.7  %             10.7  %              8.7  %


(1) Changes in the Company's deferred compensation obligations are included in
selling, general and administrative expense or, in the case of Protiviti, costs
of services, while the related investment income is presented separately. The
non-GAAP financial measures shown in the table above are adjusted to reclassify
investment income from investments held in employee deferred compensation trusts
to the same line item which includes the corresponding change in obligation.
These adjustments have no impact to income before income taxes.

                                       24
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Income from Investments Held in Employee Deferred Compensation Trusts. Under the
Company's employee deferred compensation plans, employees direct the investment
of their account balances, and the Company invests amounts held in the
associated investment trusts consistent with these directions. As realized and
unrealized investment gains and losses occur, the Company's employee deferred
compensation obligation to employees changes accordingly. Changes in the
Company's deferred compensation obligations noted above remain in selling,
general and administrative or in the case of the Company's risk consulting and
internal audit services division, costs of services. The value of the related
investment trust assets also changes by the equal and offsetting amount, leaving
no net costs to the Company. The Company's income from investments held in
employee deferred compensation trusts consists primarily of unrealized and
realized gains and losses and dividend income from trust investments. The
Company's income/loss from investments held in employee deferred compensation
trusts was an income of $12 million for the three months ended March 31, 2021
whereas it had a loss of $40 million for the three months ended March 31, 2020.
The increase in income from trust investments was due to positive market returns
in 2021.
Income Before Income Taxes and Segment Income. The Company's total income before
income taxes was $150 million, or 10.7% of revenues, for the three months ended
March 31, 2021, up from $132 million or 8.7% of revenues, for the three months
ended March 31, 2020. Combined segment income was $151 million, or 10.8% of
revenues, for the three months ended March 31, 2021, up from $131 million or
8.7% of revenues, for the three months ended March 31, 2020.
The following table provides a reconciliation of the non-GAAP combined segment
income to reported income before income taxes for the three months ended
March 31, 2021 and 2020 (in thousands):
                                              Three Months Ended
                                                  March 31,
                                                            2021           2020

Income before income taxes                               $ 150,106      $ 131,763
Interest income, net                                           (45)          (957)
Amortization of intangible assets                              576            338
Combined segment income                                  $ 150,637      $ 131,144


For the Company's temporary and consultant staffing division, segment income was
$76 million, or 8.5% of applicable revenues, down from $94 million, or 8.6% of
applicable revenues, in the first quarter of 2020. For the Company's permanent
placement staffing division, segment income was $18 million, or 15.9% of
applicable revenues, up from segment income of $11 million, or 9.1% of
applicable revenues, in the first quarter of 2020. For the Company's risk
consulting and internal audit services division, segment income was $57 million,
or 14.4% of applicable revenues, compared to segment income of $26 million or
9.0% of applicable revenues, in the first quarter of 2020.
Provision for income taxes. The provision for income taxes was 26.3% and 31.8%
for the three months ended March 31, 2021 and 2020, respectively. The 2020 rate
was elevated based on the estimated lower coverage of non-deductible tax items
due to lower pandemic-impacted revenues.

                                       25
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Liquidity and Capital Resources
The change in the Company's liquidity during the three months ended March 31,
2021 and 2020, is primarily the net effect of funds generated by operations and
the funds used for capital expenditures, investment in employee deferred
compensation trusts, net of redemptions from employee deferred compensation
trusts, repurchases of common stock, and payment of dividends.
Cash and cash equivalents were $498 million and $250 million at March 31, 2021
and 2020, respectively. Operating activities provided $68 million during the
three months ended March 31, 2021, offset by $15 million and $124 million of net
cash used in investing activities and financing activities, respectively.
Operating activities provided $125 million during the three months ended
March 31, 2020, offset by $28 million and $110 million of net cash used in
investing activities and financing activities, respectively.
Operating activities-Net cash provided by operating activities for the three
months ended March 31, 2021, was composed of net income of $111 million adjusted
upward for non-cash items of $33 million, offset by net cash used in changes in
working capital of $76 million. Net cash provided by operating activities for
the three months ended March 31, 2020, was composed of net income of $90 million
adjusted upward for non-cash items of $91 million, offset by net cash used in
changes in working capital of $56 million.
Investing activities-Cash used in investing activities for the three months
ended March 31, 2021, was $15 million. This was composed of capital expenditures
of $10 million and investment in employee deferred compensation trusts of $28
million, offset by proceeds from employee deferred compensation trusts
redemptions of $23 million. Cash used in investing activities for the three
months ended March 31, 2020, was $28 million. This was composed of capital
expenditures of $14 million and investment in employee deferred compensation
trusts of $37 million, offset by proceeds from employee deferred compensation
trusts redemptions of $23 million.
Financing activities-Cash used in financing activities for the three months
ended March 31, 2021, was $124 million. This included repurchases of $80 million
in common stock and $44 million in dividends paid to stockholders. Cash used in
financing activities for the three months ended March 31, 2020, was $110
million. This included repurchases of $70 million in common stock and $40
million in dividends paid to stockholders.
As of March 31, 2021, the Company is authorized to repurchase, from time to
time, up to 9.2 million additional shares of the Company's common stock on the
open market or in privately negotiated transactions, depending on market
conditions. During the three months ended March 31, 2021 and 2020, the Company
repurchased 0.8 million shares, at a cost of $61 million, and 1.0 million
shares, at a cost of $51 million, on the open market, respectively. Additional
stock repurchases were made in connection with employee stock plans, whereby
Company shares were tendered by employees for the payment of exercise price and
applicable statutory withholding taxes. During the three months ended March 31,
2021 and 2020, such repurchases totaled 0.3 million shares, at a cost of $19
million, and 0.3 million shares, at a cost of $12 million, respectively.
Repurchases of shares have been funded with cash generated from operations.
The Company's working capital at March 31, 2021, included $498 million in cash
and cash equivalents and $800 million in accounts receivable, both of which will
be a significant source of ongoing liquidity and financial resilience. The
Company expects that internally generated cash will be sufficient to support the
working capital needs of the Company, the Company's fixed payments, dividends,
and other obligations on both a short-term and long-term basis.

We have limited visibility into future cash flows as the Company's revenues are
dependent on macroeconomic conditions. The Company's variable direct costs
related to its temporary and consultant staffing business will largely fluctuate
in relation to its revenues.
In May 2020, the Company entered into a new $100 million unsecured revolving
credit facility (the "364-Day Credit Agreement"). Borrowings under the 364-Day
Credit Agreement will bear interest in accordance with the terms of the
borrowing, which typically will be calculated according to the LIBOR plus an
applicable margin. The 364-Day Credit Agreement is subject to certain financial
covenants and the Company was in compliance with these covenants as of March 31,
2021. There were no borrowings under the 364-Day Credit Agreement as of
March 31, 2021.
On April 29, 2021, the Company announced a quarterly dividend of $.38 per share
to be paid to all shareholders of record as of May 25, 2021. The dividend will
be paid on June 15, 2021.

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