TMP Worldwide Announces Fourth Quarter and Full-Year 2001 Results

Fourth Quarter Highlights(a)

  • Diluted Adjusted EPS of $0.24 In Line With Expectations

  • Company Generated Cash Flow From Operations of $78.4 Million

  • Net Cash Increased to $264.6 Million from $244.0 Million for the Third Quarter 2001

  • Adjusted Operating Expenses Declined 5.4% from the Third Quarter 2001 and 12.7% from the Fourth Quarter of 2000

  • Monster Maintains Strong Leadership Position in the Global Online Recruitment Market

  • Completed Strategic Reorganization Positions TMP for Continued Growth

Full-Year Highlights(a)

  • Full-Year 2001 Diluted Adjusted EPS of $1.09 Increased 17.2% over 2000

  • Full-Year 2001 Diluted EPS of $0.61 Increased 32.6% over 2000

NEW YORK--(BUSINESS WIRE)--Feb. 19, 2002--TMP Worldwide Inc. (NASDAQ: TMPW), the world's leading supplier of human capital solutions, including the pre-eminent Internet career portal Monster(R), today announced diluted adjusted fourth quarter 2001 earnings per share of $0.24, compared to diluted adjusted earnings per share of $0.31 in the prior year period.

For the year ended December 31, 2001, diluted adjusted earnings per share were $1.09, up 17.2% or $0.16 from $0.93 for the year ended December 31, 2000.

For the fourth quarter of 2001, including merger and integration costs of $10.5 million, which includes the net benefit of $8.3 million from the termination of the HotJobs.com, Ltd. merger, diluted earnings per share for the fourth quarter of 2001 were $0.16 up 100% when compared to $0.08 for the prior year period, which included merger and integration costs of $27.5 million. For the year ended December 31, 2001, including merger and integration costs of $72.5 million, which includes the net benefit of $8.3 million from the termination of the HotJobs merger, TMP reported diluted earnings per share of $0.61. This is up 32.6% when compared to $0.46 per share for the year ended December 31, 2000, which included merger and integration costs of $64.6 million.

"Despite the challenging macroeconomic environment, we are pleased that we were able to meet our earnings target for the quarter. In addition, we are confident that the strategic actions taken during 2001 will serve to strengthen TMP's competitive position and enhance our long-term sustainable growth," said Andrew J. McKelvey, Chairman and CEO of TMP Worldwide. "The strategic reorganization of the Company, announced in November and now fully implemented, provides TMP with new opportunities to cross-sell our broad portfolio of products and services to existing and new clients. TMP's integrated on- and off-line offerings -- from 'Intern to CEO' -- enable us to maximize our value proposition by providing our clients one-stop-shopping for their human capital needs. In fact, our intensified focus on this strategy has resulted in some early successes in the fourth quarter, and as the economy rebounds, we expect it to result in significantly increased revenue growth and profitability. Even though we remain cautiously optimistic about the business environment this year, especially the second half of 2002, we believe that it is prudent to reevaluate our outlook for first quarter 2002 and for the full year, given the uncertainty the current economic environment has created among our global clients."

Jim Treacy, President and COO, said, "We remain sharply focused on integrating our previously announced acquisitions into TMP's operations in order to improve our returns on invested capital and enhance value for our shareholders. In the fourth quarter and throughout the year, we continued to eliminate redundant costs and maximize synergies to improve the returns on these acquisitions and the overall operations of the Company. Further, our ongoing moratorium on essentially all future acquisition activity in our traditional sectors continues to allow our management team to focus on our core businesses and accelerate the integration process. Looking into 2002, we have a strong management team in place that is highly incentivized to more effectively leverage our integrated resources, drive sales across product lines, and maximize the profitability of TMP Worldwide."

Fourth Quarter Financial Review

Total commissions and fees for TMP Worldwide declined by 13.8% to $326.1 million for the quarter ended December 31, 2001, down from $378.2 million in the fourth quarter of 2000. Total Interactive commissions and fees for TMP were $146.7 million for the fourth quarter, up slightly from the $145.6 million reported for the prior year period. The adjusted operating profit margin decreased to 12.8% for the fourth quarter of 2001, compared to 13.9% for the same period last year. Adjusted net income for the fourth quarter of 2001 was $27.3 million, compared to $34.6 million for the prior year period, a decline of 21.1%.

Quarter versus quarter comparative results for TMP Worldwide are as follows (all numbers in thousands, except per share amounts):

---------------------------------------------------------------------- Operating Highlights 4Q'01 4Q'00 (1) % Change ---------------------------------------------------------------------- Total Commissions and Fees $326,083 $378,168 -14% Adjusted Operating Income (2) $41,597 $52,406 -21% Adjusted Operating Margin (2) 12.8% 13.9% -8% Adjusted EBITDA (2) $62,307 $66,746 -7% Adjusted Net Income (3) $27,336 $34,647 -21% Diluted Adjusted EPS (4) $0.24 $0.31 -23% Diluted Weighted Avg. Shares 113,861 112,758 +1% ----------------------------------------------------------------------

The adjusted operating income, operating margin, EBITDA, net income and diluted EPS amounts discussed herein reflect adjustments to exclude merger and integration costs incurred in connection with companies acquired using the pooling of interests method of accounting and the tax benefits thereon (please see the Endnotes). Merger and integration costs for the quarter ended December 31, 2001 were $10.5 million, which includes the benefit of $8.3 million from the termination of the HotJobs merger, compared to $27.5 million for the fourth quarter of 2000. Such costs include transaction costs for the mergers completed in the respective year-to-date periods, amortization of employee stay bonuses, separation pay, office and management integration costs, and for the fourth quarter of 2001, transaction costs incurred for mergers which were not consummated. This includes the effect of the termination of the merger between HotJobs and TMP. As a result of the termination, TMP received $17 million from HotJobs of which $15 million was a termination fee and $2 million was for reimbursement of expenses. Total costs incurred by TMP were $8.7 million resulting in a net benefit of $8.3 million.

Quarter versus quarter comparative results for TMP Worldwide's commissions and fees by operating division, including their Interactive components, are as follows (in thousands):

---------------------------------------------------------------------- Commissions & Fees 4Q'01 4Q'00 % Change ---------------------------------------------------------------------- Traditional Interactive Total Total on Total ---------------------------------------------------------------------- Monster $ - $ 115,544 $ 115,544 $ 120,425 -4% Monstermoving.com - 4,524 4,524 3,597 +26% Advertising & Communications 46,823 12,350 59,173 65,559 -10% eResourcing 86,370 12,565 98,935 121,622 -19% Executive Search 22,471 3 22,474 43,164 -48% Directional Marketing 23,746 1,687 25,433 23,801 +7% ---------------------------------------------------------------------- Total $179,410 $ 146,673 $326,083 $ 378,168 -14% ----------------------------------------------------------------------

Mr. Treacy explained, "As expected, weakness in the economy continued to impact our commissions and fees and operating results in the quarter. However, the slight increase in our Interactive business was a positive sign that our innovative solutions continued to take market share from traditional competitors. The downturn in the economy and reduction in human resource spending has prompted client organizations to seek employment solutions that are better, cheaper and faster - and our Interactive solutions fill this need. When the economy recovers, we believe that the demand for our entire portfolio of human capital solutions -- in particular our Interactive solutions -- will increase significantly."

Consolidated commissions and fees as a percent of related billings for the quarter ended December 31, 2001 were 59.8% compared to 55.7% for the prior year period. This increase reflects the growth of the Company's Interactive businesses, where TMP retains a greater portion of the amount billed to the client.

TMP Cites Strong Balance Sheet and Continued Cost Cutting Initiatives

As of December 31, 2001, TMP had $340.6 million in cash and cash equivalents on the balance sheet, an increase of 7.2% compared to $317.6 million as of September 30, 2001. The increase in cash for the fourth quarter of 2001 is primarily a result of positive cash flow from operations of $78.4 million, which includes net merger and integration costs. The positive operating cash flow was partially offset by approximately $41.1 million in cash paid for acquisitions, net of cash acquired, and $17.0 million in capital expenditures. The Company continues to focus on working capital management, as evidenced by the consistently strong Days Sales Outstanding ("DSOs") of 67 days in the fourth quarter. Deferred interactive revenue as of December 31, 2001 was $117.3 million, down $9.9 million or 7.8%, from $127.2 million for the third quarter of 2001. This represents an improvement over the third quarter decline of $22.4 million or 15.0%.

Mr. Treacy stated, "We are very proud that TMP was able to react quickly to the slowing economic environment and implement the necessary steps to maintain our profitability and healthy financial position. We continue to evaluate our business on a daily basis to ensure that our cost structure is appropriately aligned with our expectations for the top-line. Our extremely disciplined approach to expense and cash management has enabled TMP to preserve our financial flexibility in a time when many companies have not been able to do so. This financial strength has become a key competitive advantage, as we are able to continue to invest in internal growth initiatives that will maintain and expand TMP's position as the industry's leader."

Monster Remains the Clear Leader in the Online Recruitment Market

Monster continued to reach new milestones in the new year. According to independent research conducted by Media Metrix, Monster received 13.9 million unique visitors in January 2002, which is up 137% from 5.9 million visitors in January 2001. The number of job seeker members broke the 21.5 million member milestone in January 2002, and the world's largest resume database grew to more than 15 million resumes as consumers continue to rely on Monster for their employment needs in a difficult labor market. Monster's "power ranking(5)" of 362.9 and its 50.5% share of "career eyeball minutes(6)" continue to serve as evidence of Monster's leadership position in the online recruitment market. In addition, Monster was the 26th most visited property overall on the Internet.

Jeff Taylor, Founder and Chairman of Monster, stated, "All the statistics indicate that Monster continues to be the clear leader in the global online recruitment market. In addition to our powerful position in the U.S., we continued our aggressive expansion into the European market in the fourth quarter. Specifically, we announced a strategic alliance with AOL Europe, which will provide consumers in the UK, France and Germany with Monster's broad array of career management tools and resources. With more than 1.3 million resumes in Europe, our global and European client companies have access to candidates in all key European markets."

Twelve Month Results

TMP reported total commissions and fees of $1.4 billion for the year ended December 31, 2001, relatively flat as compared to prior year. Total Interactive commissions and fees were $654.3 million, up 44.3% versus $453.4 million for last year. Monster's commissions and fees increased 41.4% to $535.8 million for the year ended December 31, 2001, from $379.0 million for the year ended December 31, 2000. Monstermoving.com's commissions and fees increased 45.1% to $15.8 million for the year ended December 31, 2001, from $10.9 million for the year ended December 31, 2000. Advertising & Communications' total commissions and fees decreased 14.3% to $219.4 million for the year ended December 31, 2001, compared to $256.1 million for the prior year period. eResourcing's total commissions and fees were $462.1 million for the year ended December 31, 2001, representing a decrease of 3.1% compared to $476.7 million for the same period last year. Executive Search's total commissions and fees were $109.5 million for the year ended December 31, 2001, a decrease of 38.7% compared to $178.4 million for the prior year. Directional Marketing generated total commissions and fees of $105.6 million for the year ended December 31, 2001, down slightly from the $106.4 million reported for the prior year period.

Year on year comparative results for TMP Worldwide's commissions and fees by operating division, including their Interactive components, are as follows (in thousands):

---------------------------------------------------------------------- Commissions & Fees 2001 2000 % Change ---------------------------------------------------------------------- Traditional Interactive Total Total on Total ---------------------------------------------------------------------- Monster $ - $ 535,776 $ 535,776 $ 378,994 +41% Monstermoving.com - 15,771 15,771 10,867 +45% Advertising & Communications 187,952 31,447 219,399 256,126 -14% eResourcing 397,721 64,356 462,077 476,732 -3% Executive Search 109,433 27 109,460 178,429 -39% Directional Marketing 98,692 6,882 105,574 106,378 -1% ---------------------------------------------------------------------- Total $793,798 $ 654,259 $1,448,057 $1,407,526 +3% ----------------------------------------------------------------------

Excluding merger and integration costs of $72.5 million, which includes the net benefit of $8.3 million from the termination of the HotJobs merger, for the year ended December 31, 2001, and $64.6 million for the year ended December 31, 2000, the Company reported adjusted operating income of $185.9 million for the year ended December 31, 2001, up 18.5% from $156.9 million for the prior year period. The adjusted operating profit margin for the year ended December 31, 2001 was 12.8% compared to 11.1% for the period ended December 31, 2000.

Adjusted EBITDA for the year ended December 31, 2001 was $262.5 million versus $212.3 million for the prior year, representing an increase of 23.6%. Adjusted net income increased 18.7% to $123.3 million for the year ended December 31, 2001, compared to $103.9 million for the prior year period. Diluted adjusted earnings per share were $1.09 for the year ended December 31, 2001, versus $0.93 for the prior year, representing an increase of 17.2%.

Year on year comparative results for TMP Worldwide are as follows (all numbers in thousands, except per share amounts):

---------------------------------------------------------------------- Operating Highlights 2001 2000(1) % Change ---------------------------------------------------------------------- Total Commissions and Fees $1,448,057 $1,407,526 +3% Adjusted Operating Income (2) $185,912 $156,858 +19% Adjusted Operating Margin (2) 12.8% 11.1% +15% Adjusted EBITDA (2) $262,465 $212,326 +24% Adjusted Net Income (3) $123,285 $103,870 +19% Diluted Adjusted EPS (4) $1.09 $0.93 +17% ----------------------------------------------------------------------

Business Outlook for 2002

The following estimates include the anticipated impact of mergers, acquisitions and other business combinations completed before February 19, 2002, and exclude merger and integration expenses incurred in connection with companies acquired using the pooling of interests method of accounting.

Due to continuing economic uncertainty, TMP Worldwide is revising its previously announced expectations for commissions and fees and diluted adjusted earnings per share for the full-year 2002. The company now anticipates total year 2002 adjusted diluted earnings per share in the range of $1.35 to $1.40. The Company's earnings per share projections for 2002 also take into account the elimination of approximately $0.11 of goodwill amortization, as required by SFAS No. 142 "Accounting for Goodwill and Other Intangible Assets." The adjusted diluted earnings per share for total year 2001 would have been $1.20 without the amortization of goodwill, compared with the adjusted diluted earnings per share of $1.09, which includes goodwill amortization. The Company's earnings per share estimated range for 2002 represents an increase of 12.5% to 16.7% over the adjusted 2001 amount of $1.20 per diluted share.

Anticipated gains in Interactive are expected to be offset by further declines in most of the Company's traditional lines of business, specifically, Executive Search, eResourcing and Advertising & Communications. As a result, total Company commissions and fees for 2002 are estimated to be in the range of $1.37 billion to $1.39 billion, which represents a decrease of 4.1% to 5.5% from commissions and fees for 2001 of $1.45 billion.

In addition, first quarter 2002 diluted adjusted earnings per share is expected to be between $0.13 and $0.16, which compares to first quarter 2001 diluted adjusted earnings per share of $0.18, or $0.20 if further adjusted for the elimination of goodwill amortization.

Mr. Treacy concluded "We have seen early indications that our business is stabilizing, and we have extreme confidence in our ability to deliver on these expectations. In addition to ongoing cost-savings initiatives, we continue to aggressively focus on bringing Monster Europe and Monstermoving to breakeven for 2002. Our accelerated integration of the acquisitions completed in 2001 will also benefit the Company in 2002. Finally, the strategic reorganization of TMP, and the strong leadership we have in place, position TMP to rapidly gain more market share and grow the top-line when the economy rebounds."

About TMP Worldwide

Founded in 1967, TMP Worldwide Inc., with more than 11,000 employees in 32 countries, is the online recruitment leader, the world's largest Recruitment Advertising agency network, and one of the world's largest Executive Search & Executive Selection agencies. TMP Worldwide, headquartered in New York, is also the world's largest Yellow Pages advertising agency and a provider of direct marketing services. The Company's clients include more than 90 of the Fortune 100 and more than 480 of the Fortune 500 companies. In June 2001, TMP Worldwide was added to the S&P 500 Index. More information about TMP Worldwide is available at www.tmp.com.

Monster, headquartered in Maynard, Mass., is the leading global careers website, recording over 41 million unique visits during the month of January 2002 according to independent research conducted by I/PRO. Monster connects the most progressive companies with the most qualified career-minded individuals, offering innovative technology and superior services that give them more control over the recruiting process. The Monster global network consists of local content and language sites in the United States, United Kingdom, Australia, Canada, the Netherlands, Belgium, New Zealand, Singapore, Hong Kong, France, Germany, Ireland, Spain, Luxembourg, India, Italy, Sweden, Norway, Denmark, Switzerland, and Finland. Monster is the official online career management services sponsor of the 2002 Olympic Winter Games and 2002 and 2004 U.S. Olympic Teams. More information about Monster is available at www.monster.com or by calling 1-800-MONSTER.

Condensed consolidated statements of operations for the three months and twelve months ending December 31, 2001 and 2000 and condensed consolidated balance sheets for December 31, 2001, September 30, 2001 and December 31, 2000 for TMP Worldwide Inc. and subsidiaries follow. For an investment kit, please contact Dan Bustillos at (212) 351-7084 or visit www.tmp.com.

Fourth quarter and year-end 2001 results will be discussed on TMP Worldwide's quarterly conference call taking place on February 20, 2002. To join the conference call, please dial in on 1-888-564-1857 at 8:20 AM E.S.T. For those outside the United States, please call in on 1-212-896-6061. The call will begin promptly at 8:30 AM E.S.T. Individuals can also access TMP Worldwide's quarterly conference call through Yahoo! Finance at www.yahoo.com and the investor information section of the Company's website at www.tmp.com. Interactive Metrics for TMP Worldwide and Monster are available at www.monster.com or www.tmp.com.

Endnotes

(1) Prior periods' results have been retroactively restated to reflect the effects of acquisitions accounted for as pooling of interests that were completed prior to June 30, 2001. TMP has not completed any pooling of interests transactions subsequent to that date.

(2) Operating expense, income, operating margin and EBITDA have been adjusted to exclude the effects of merger and integration costs. For the three and twelve months ended December 31, 2001 merger and integration costs were $10.5 million and $72.5 million, respectively, which includes the effect of the termination of the merger between HotJobs and TMP. As a result of the termination, TMP received $17 million from HotJobs of which $15 million was a termination fee and $2 million was for re-imbursement of expenses. Total costs incurred by TMP were $8.7 million, resulting in a net benefit of $8.3 million. Merger and integration costs for the three and twelve months ended December 31, 2000 were $27.5 million and $64.6 million, respectively.

(3) Net income has been adjusted to exclude the after tax effects of merger and integration costs, which for 2001 includes the net benefit of $8.3 million from the failed merger with HotJobs. The after tax merger and integration costs are $9.5 million and $25.6 million for the three months ended December 31, 2001 and 2000, respectively, and $54.3 million and $53.0 million for the twelve months ended December 31, 2001 and 2000, respectively.

(4) Available to common and Class B shareholders after excluding merger and integration costs, net of the tax benefits thereon.

(5) "Power ranking" is the result of Media Metrix "audience reach"

multiplied by Media Metrix "unique pages per visitor per month" and therefore indicates a website's recognition by and usefulness to consumers (who in Monster's case are job seekers).

(6) "Career eyeball minutes" is the result of Media Metrix "unique visitors" multiplied by Media Metrix "average minutes per visitor per month" and therefore indicates a website's share of total career or job seeker audience that month.

Special Note: Except for historical information contained herein, the statements made in this release constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such forward-looking statements involve certain risks and uncertainties, including statements regarding the company's strategic direction, prospects and future results. Certain factors, including factors outside of our control, may cause actual results to differ materially from those contained in the forward- looking statements, including economic and other conditions in the markets in which we operate, risks associated with acquisitions, competition, seasonality and the other risks discussed in our Form 10-K and our other filings made with the Securities and Exchange Commission, which discussions are incorporated in this release by reference. -------------------------------

(a) Please see the Endnotes

TMP WORLDWIDE INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the Twelve Months Ended December 31 (in thousands, except per share amounts) (unaudited) 2001 2000(a) Gross billings: Interactive $ 717,917 $ 507,243 Advertising & Communications 750,136 1,024,229 eResourcing 413,323 460,416 Executive Search 109,435 178,399 Directional Marketing 558,909 545,584 Total gross billings $ 2,549,720 $ 2,715,871 Commissions & fees: Interactive $ 654,259 $ 453,386 Advertising & Communications 187,952 223,191 eResourcing 397,721 455,012 Executive Search 109,433 178,399 Directional Marketing 98,692 97,538 Total commissions & fees: 1,448,057 1,407,526 Operating expenses: Salaries & related 735,525 743,589 Office & general 304,082 322,453 Marketing & promotion 196,104 164,883 Merger & integration, net of $15,000 in termination fees in 2001 72,480 64,604 Amortization of intangibles 26,434 19,743 Total operating expenses 1,334,625 1,315,272 Operating income 113,432 92,254 Other income (expense) : Interest income, net 11,167 19,450 Other, net 395 (3,033) Total other income (expense), net 11,562 16,417 Income before income taxes and minority interests 124,994 108,671 Provision for income taxes 57,566 58,250 Income before minority interests 67,428 50,421 Minority interests (1,592) (442) Net income applicable to common and Class B common stockholders $ 69,020 $ 50,863 Adjusted net income: Net income $ 69,020 $ 50,863 Merger & integration, net of $15,000 in termination fees in 2001 72,480 64,604 Tax benefit of M&I costs (18,215) (11,597) Adjusted net income $ 123,285 $ 103,870 (a) Restated to reflect pooling of interests transactions completed through June 30, 2001. Net income per common and Class B common share: Basic $0.63 $0.48 Diluted $0.61 $0.46 Adjusted net income per common and Class B common share: Basic $1.13 $0.99 Diluted $1.09 $0.93 Weighted average shares outstanding: Basic 109,445 104,884 Diluted 113,426 111,375 Adjusted E B I T D A (b) $ 262,465 $ 212,326 (b) Earnings before interest, income taxes, depreciation and amortization, and adjusted to exclude the effects of merger & integration costs for poolings of interests. EBITDA is presented to provide additional information about the Company's ability to meet its future debt service, capital expenditures and working capital requirements, and is one of the measures which determines the Company's ability to borrow under its credit facility. EBITDA should not be considered in isolation or as a substitute for operating income, cash flows from operating activities, and other income or cash flow statement data prepared in accordance with generally accepted accounting principles, or as a measure of the Company's profitability or liquidity. TMP WORLDWIDE INC. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the Three Months Ended December 31 (in thousands, except per share amounts) (unaudited) 2001 2000(a) Gross billings: Interactive $ 154,674 $ 163,290 Advertising & Communications 158,762 244,766 eResourcing 89,274 113,290 Executive Search 22,472 43,159 Directional Marketing 119,791 113,926 Total gross billings $ 544,973 $ 678,431 Commissions & fees: Interactive $ 146,673 $ 145,589 Advertising & Communications 46,823 55,126 eResourcing 86,370 112,422 Executive Search 22,471 43,159 Directional Marketing 23,746 21,872 Total commissions & fees: 326,083 378,168 Operating expenses: Salaries & related 161,402 192,932 Office & general 72,561 83,454 Marketing & promotion 43,667 44,182 Merger & integration, net of $15,000 in termination fees in 2001 10,546 27,458 Amortization of intangibles 6,856 5,194 Total operating expenses 295,032 353,220 Operating income 31,051 24,948 Other income (expense) : Interest income, net 447 7,867 Other, net 83 (2,145) Total other income (expense), net 530 5,722 Income before income taxes and minority interests 31,581 30,670 Provision for income taxes 14,211 21,711 Income before minority interests 17,370 8,959 Minority interests (498) (56) Net income applicable to common and Class B common stockholders $ 17,868 $ 9,015 Adjusted net income: Net income $ 17,868 $ 9,015 Merger & integration, net of $15,000 in termination fees in 2001 10,546 27,458 Tax benefit of M&I costs (1,078) (1,826) Adjusted net income $ 27,336 $ 34,647 (a) Restated to reflect pooling of interests transactions completed through June 30, 2001. Net income per common and Class B common share: Basic $0.16 $0.08 Diluted $0.16 $0.08 Adjusted net income per common and Class B common share: Basic $0.25 $0.32 Diluted $0.24 $0.31 Weighted average shares outstanding: Basic 110,606 106,980 Diluted 113,861 112,758 Adjusted E B I T D A (b) $ 62,307 $ 66,746 (b) Earnings before interest, income taxes, depreciation and amortization, and adjusted to exclude the effects of merger & integration costs for poolings of interests. EBITDA is presented to provide additional information about the Company's ability to meet its future debt service, capital expenditures and working capital requirements, and is one of the measures which determines the Company's ability to borrow under its credit facility. EBITDA should not be considered in isolation or as a substitute for operating income, cash flows from operating activities, and other income or cash flow statement data prepared in accordance with generally accepted accounting principles, or as a measure of the Company's profitability or liquidity. TMP WORLDWIDE INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) (unaudited) Dec. 31, Sept. 30, Dec. 31, 2001 2001 2000(a) Assets: Cash and cash equivalents $ 340,581 $ 317,637 $ 576,265 Accounts receivable, net 507,373 557,359 604,849 Property and equipment, net 192,695 185,126 153,224 Intangibles, net 939,847 903,290 530,798 Other assets 225,866 219,734 217,809 Total Assets $2,206,362 $2,183,146 $2,082,945 Liabilities and Stockholders' Equity: Accounts payable and accrued expenses $ 647,229 $ 686,741 $ 717,516 Accrued integration and restructuring 44,121 45,091 28,014 Deferred commissions and fees 139,100 138,371 155,796 Other liabilities 70,686 36,379 56,213 Debt 75,964 73,611 46,235 Total Liabilities 977,100 980,193 1,003,774 Stockholders' Equity 1,229,262 1,202,953 1,079,171 Total Liabilities and Stockholders' Equity $2,206,362 $2,183,146 $2,082,945

(a) Reflects pooling of interests transactions completed through June 30, 2001.

CONTACT: Weber Shandwick Christian Harper, 212/445-8135 charper@webershandwick.com or TMP Worldwide Dan Bustillos, 212/351-7084 dan.bustillos@tmp.com