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SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
 Form 10-K þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 26, 2004
 Commission File Number 1-10893 Ablest Inc. (Exact name of registrant as specified in its charter)
 Delaware(State of Incorporation)
    
    65-0978462(I.R.S.Identification No.)
 1901 Ulmerton Road, Suite 300
Clearwater, Florida 33762
(727) 299-1200 (Address, including zip code, and telephone number, including area code, of principal executive offices)
 Securities registered pursuant to Section 12(b) of the Exchange Act: Title of Each Class
    
    Name of Each Exchange on Which RegisteredCommon Stock, par value $.05 per share
    
    American Stock Exchange
 Securities registered pursuant to Section 12(g) of the Exchange Act: None Indicate by check mark whether the Registrant (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes þ No o Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation
S-K is not contained herein, and will not be contained, to the best of Registrants knowledge, in
definitive proxy or information statements incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K.  o Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule
12b-2 of the Act). YES o NO þ The aggregate market value of the Registrants common shares held by non-affiliates as of the
last day of the Registrants most recently completed second fiscal quarter was approximately
$4,100,000. Shares of common stock held by each officer and director and by each person who owns
5% or more of the outstanding common stock have been excluded in that such persons may be deemed to
be affiliates. This determination of affiliate status is not necessarily a conclusive
determination for other purposes. The number of common shares of the Registrant outstanding at December 31, 2004 was 2,876,615. Documents Incorporated by Reference Portions of the registrants definitive Proxy Statement for the 2005 Annual Meeting of
Stockholders are incorporated by reference into Part III of this Report.




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TABLE OF CONTENTS  PART IITEM 1. BusinessITEM 2. PropertiesITEM 3. Legal ProceedingsITEM 4. Submission of Matters to a Vote of Security HoldersPART IIITEM 5. Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity SecuritiesITEM 6. Selected Financial DataITEM 7. Managements Discussion and Analysis of Financial Condition and Results of OperationsITEM 7A. Quantitative and Qualitative Disclosure About Market RiskITEM 8. Financial Statements and Supplemental DataITEM 9. Changes In and Disagreements with Accountants on Accounting and Financial DisclosureITEM 9A. Controls and ProceduresITEM 9B. Other InformationPART IIIITEM 10. Directors and Executive Officers of the RegistrantITEM 11. Executive CompensationITEM 12. Security Ownership of Certain Beneficial Owners and ManagementITEM 13. Certain Relationships and Related TransactionsITEM 14. Principal Accountants Fees and ServicesPART IVITEM 15. Exhibits, Financial Statement Schedules and Reports on Form 8-KSIGNATURESEx-21: Subsidiaries of the RegistrantEx-23.1: Consent of PricewaterhouseCoopers LLPEx-31.1: Section 302 Certification of President and CEOEx-31.2: Section 302 Certification of VP, CFO, Secretary and TreasurerEx-32.1: Section 906 Certification of President and CEOEx-32.2: 906 Certification of VP, CFO, Secretary and Treasurer    Table of Contents  
 PART I 
 ITEM 1.Business General Ablest Inc. (Company) offers staffing services in the United States. Staffing services are
principally provided through 49 service locations in the Eastern United States and selected
Southwestern markets with the capability to supply staffing services for the clerical, industrial
and information technology needs of their customers. Positions often filled include, but are not
limited to, data entry, office administration, telemarketing, light industrial assembly, order
picking and shipping, network administration, database administration, program analyst (both
mainframe and client server), web development, project management and technical writing. The
Company does not service any specific industry or field; instead, its services are provided to a
broad-based customer list. The staffing services business is highly competitive with few barriers to entry. There are numerous
local, regional and national firms principally engaged in offering such services. The primary
competitive factors in the staffing services field are quality of service, reliability of personnel
and price. Operations The table below is a summary of information relating to the Companys operations for each of the
last three fiscal years. The discontinued operation note refers to the Companys former industrial
maintenance operations. (Amounts in thousands)
    
    December 26, 2004
    
    
    December 28, 2003
    
    
    December 29, 2002Revenues from Unaffiliated Customers:Staffing Services
    
    $
    116,353
    
    
    $
    104,048
    
    
    $
    101,193Discontinued Operations
    
    
    
    
    
    
    
    
    
    
    Operating IncomeStaffing Services
    
    
    1,372
    
    
    
    1,061
    
    
    
    566Discontinued Operations
    
    
    
    
    
    
    72
    
    
    
    119Identifiable Assets:Staffing Services
    
    
    24,743
    
    
    
    22,579
    
    
    
    19,216Discontinued Operations
    
    
    
    
    
    
    
    
    
    
    
 Working Capital. By virtue of the nature of the Companys business, the attainment and
maintenance of high levels of working capital is not required. Backlog.In view of the fact that the Companys services are primarily furnished pursuant to
purchase orders or on a call basis, backlog is not material. Employees.The ongoing staffing business comprises approximately 6,050 persons, 147 of which were
full time at December 26, 2004. The Company considers its employee relations to be satisfactory. Discontinued Operations Prior to March 13, 2000, the Company operated as C. H. Heist Corp. with two service segments:
Staffing Services and Industrial Maintenance. On March 13, 2000, the Company sold substantially all of the assets of its United States industrial
maintenance
business and the stock of its Canadian subsidiary, C. H. Heist, Ltd., to Onyx Industrial Services,
Inc. (Onyx). 3




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For the 2001 fiscal year, the Companys industrial maintenance business was reported
as a discontinued operation. See the notes to the Financial Statements included under Item 8 to
this report on Form 10-K for additional information on the discontinued operations. Effective
December 31, 2001, reserves relating to the industrial maintenance business are no longer reported
separately. Also on March 13, 2000 and following the sale of the Companys industrial maintenance business to
Onyx, the Company reincorporated in Delaware, changed its name to Ablest Inc. and became a
pure-play staffing services company. On January 1, 2001, Ablest Service Corp., Milestone Technologies Inc. and P.L.P. Corp. (part of the
discontinued operations) merged into Ablest Inc. to form a single operating company under the
Ablest Inc. name. 
 ITEM 2.Properties The Company currently leases 13,724 square feet of office space in Clearwater, Florida that serves
as its corporate headquarters. Forty-seven additional facilities are leased under rental
agreements and under terms and conditions prevailing in the various service locations. The Company
considers all of its offices and facilities suitable and adequate for servicing its customers. 
 ITEM 3.Legal Proceedings The Company is subject, from time to time, to claims encountered in the normal course of business.
In the opinion of management, the resolution of all pending matters will not have a material
adverse effect on the Companys financial condition or liquidity. 
 ITEM 4.Submission of Matters to a Vote of Security Holders No matters were submitted to a vote of security holders of the Company during the fourth quarter of
fiscal 2004. 
 PART II 
 ITEM 5.Market for Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of
Equity Securities Market for Registrants Common Stock The Companys common stock trades on the American Stock Exchange under the symbol AIH. Price Range of Common Stock The following table presents the quarterly high and low sales price of our common stock as reported
by the American Stock Exchange during each quarter of the years ended December 26, 2004 and
December 28, 2003: 2004
    
    
    2003High
    
    
    Low
    
    
    High
    
    
    Low1st Quarter
    
    $
    9.80
    
    
    $
    5.01
    
    
    $
    5.85
    
    
    $
    4.702nd Quarter
    
    
    8.95
    
    
    
    5.15
    
    
    
    5.05
    
    
    
    4.603rd Quarter
    
    
    7.08
    
    
    
    5.25
    
    
    
    6.95
    
    
    
    5.174th Quarter
    
    
    7.62
    
    
    
    5.95
    
    
    
    5.70
    
    
    
    4.95
 4




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Number of Common Shareholders On February 15, 2005, there were 491 holders of record of our common stock. Dividends Our current policy is to retain all of our earnings to finance the growth and development of our
business. Consequently, we do not anticipate paying cash dividends on our common shares in the
foreseeable future. Equity Compensation Plan Information The following table provides information about the Companys common stock that may be issued upon
the exercise of options, warrants, rights and restricted stock under all existing equity
compensation plans as of December 26, 2004, including the 1991 Stock Option Plan, 2000 Independent
Directors Stock Option Plan and 2002 Restricted Stock Plan. Equity Compensation Plan InformationNumber of securitiesremaining available forfuture issuance underNumber of securities to
    
    
    Weighted-average
    
    
    equity compensationbe issued upon exercise
    
    
    exercise price of
    
    
    plans (excludingof outstanding options,
    
    
    outstanding options,
    
    
    securities reflected inwarrants and rights
    
    
    warrants and rights
    
    
    column (a))Plan category
    
    (a)
    
    
    (b)
    
    
    (c)Equity compensation
Plans approved bySecurity holders
    
    
    54,000
    
    
    $
    4.50
    
    
    
    274,053Equity compensation
Plans not approvedby security holders
    
    
    
    
    
    $
    
    
    
    
    Total
    
    
    54,000
    
    
    $
    4.50
    
    
    
    274,053
 
 ITEM 6.Selected Financial Data The selected financial data presented below should be read in conjunction with Managements
Discussion and Analysis of Financial Condition and Results of Operations and the Companys
consolidated financial statements and notes thereto. 5




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Fiscal Year Ended December
    
    2004
    
    
    2003
    
    
    2002
    
    
    2001
    
    
    2000(Amounts in thousands, except per share data)Net service revenues
    
    $
    116,353
    
    
    $
    104,048
    
    
    $
    101,193
    
    
    $
    87,042
    
    
    $
    103,435Net income (loss) from continuing operations
    
    
    883
    
    
    $
    2,883
    
    
    
    608
    
    
    
    (5,120
    )
    
    
    592Income (loss) per common share from
continuing operations:basic
    
    
    0.31
    
    
    
    1.01
    
    
    
    0.21
    
    
    
    (1.75
    )
    
    
    0.21diluted
    
    
    0.30
    
    
    
    0.99
    
    
    
    0.21
    
    
    
    (1.75
    )
    
    
    0.21Total assets
    
    
    24,743
    
    
    
    22,579
    
    
    
    19,216
    
    
    
    17,212
    
    
    
    24,759Long-term debt
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
 The following summarizes quarterly operating results: 2004 Quarters
    
    1st
    
    
    2nd
    
    
    3rd
    
    
    4th(Amounts in thousands, except per share data)Net service revenues
    
    $
    25,770
    
    
    $
    26,827
    
    
    $
    29,912
    
    
    $
    33,844Gross profit
    
    
    3,629
    
    
    
    4,624
    
    
    
    5,074
    
    
    
    5,088Operating income (loss)
    
    
    (708
    )
    
    
    366
    
    
    
    947
    
    
    
    767Net income (loss) from continuing operations
    
    
    (441
    )
    
    
    230
    
    
    
    588
    
    
    
    506Income (loss) per common share, basicContinuing operations
    
    $
    (0.16
    )
    
    $
    0.08
    
    
    $
    0.21
    
    
    $
    0.18Discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    (0.16
    )
    
    $
    0.08
    
    
    $
    0.21
    
    
    $
    0.18Income (loss) per common share, dilutedContinuing operations
    
    $
    (0.16
    )
    
    $
    0.08
    
    
    $
    0.20
    
    
    $
    0.17Discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    (0.16
    )
    
    $
    0.08
    
    
    $
    0.20
    
    
    $
    0.17
 2003 Quarters
    
    1st
    
    
    2nd
    
    
    3rd
    
    
    4th(Amounts in thousands, except per share data)Net service revenues
    
    $
    23,239
    
    
    $
    24,264
    
    
    $
    26,668
    
    
    $
    29,877Gross profit
    
    
    4,123
    
    
    
    3,714
    
    
    
    4,557
    
    
    
    5,319Operating income (loss)
    
    
    (122
    )
    
    
    (116
    )
    
    
    558
    
    
    
    741Net income (loss) from continuing operations
    
    
    (69
    )
    
    
    (72
    )
    
    
    350
    
    
    
    2,674Income (loss) per common share, basicContinuing operations
    
    $
    (0.02
    )
    
    $
    (0.03
    )
    
    $
    0.12
    
    
    $
    0.94Discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.02$
    (0.02
    )
    
    $
    (0.03
    )
    
    $
    0.12
    
    
    $
    0.96Income (loss) per common share, dilutedContinuing operations
    
    $
    (0.02
    )
    
    $
    (0.03
    )
    
    $
    0.12
    
    
    $
    0.92Discontinued operations
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    0.02$
    (0.02
    )
    
    $
    (0.03
    )
    
    $
    0.12
    
    
    $
    0.94
 6




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ITEM 7.Managements Discussion and Analysis of
Financial Condition and Results of Operations Forward-looking Statements Statements made in this Annual Report on Form 10-K, other than those concerning historical
information, should be considered forward-looking and are subject to certain risks and
uncertainties that could cause actual results to differ materially from those anticipated. This
notice is intended to take advantage of the safe harbor provided by the Private Securities
Litigation Reform Act of 1995 with respect to such forward-looking statements. These
forward-looking statements (such as when we describe what will, may or should occur, what we
plan, intend, estimate, believe, expect or anticipate will occur, and other similar
statements) include, but are not limited to, statements regarding future revenues and operating
results; future prospects; anticipated benefits of proposed (or future) new branches, products or
services; growth; the capabilities and capacities of our business operations and information
systems; financing needs or plans; any financial or other guidance and all statements that are not
based on historical fact, but rather reflect our current expectations concerning future results and
events. We make certain assumptions when making forward-looking statements, any of which could
prove inaccurate, including, but not limited to, statements about our business plans. The ultimate
correctness of these forward-looking statements is dependent upon a number of known and unknown
risks and events, and is subject to various uncertainties and other factors that may cause our
actual results, performance or achievements to be different from any future results, performance or
achievements expressed or implied by these statements. The following important factors, among
others, could affect future results and events, causing those results and events to differ
materially from those expressed or implied in our forward-looking statements: business conditions
and competitive factors in our customers industries, our ability to successfully expand into new
markets and offer new service lines, the availability of qualified personnel, the non-exclusive,
short-term nature of our customers commitments, economic and political conditions and unemployment
levels in the United States and other countries, increases in payroll related costs, including
state unemployment insurance and workers compensation insurance, obsolescence or impairment of our
information systems, our ability to successfully invest in and implement information systems,
the cost of and our ability to comply with Section 404 of the Sarbanes-Oxley Act of
2002,material liabilities under our self-insurance program, and other factors that we may not
have currently identified or quantified. All forward-looking statements included in this Annual Report on Form 10-K are made only as of the
date of this Annual Report on Form 10-K, and we do not undertake any obligation to publicly update
or correct any forward-looking statements to reflect events or circumstances that subsequently
occur or which we hereafter become aware of. You should read this document and the documents that
we incorporate by reference into this Annual Report on Form 10-K completely and with the
understanding that our actual future results may be materially different from what we expect. We
may not update these forward-looking statements, even if our situation changes in the future. All
forward-looking statements attributable to us are expressly qualified by these cautionary
statements. History of the Company On March 13, 2000, C.H. Heist Corp., sold substantially all of the assets of its United States
industrial maintenance business and the stock of C. H. Heist Corp.s wholly owned Canadian
subsidiary, C.H. Heist, Ltd., to Onyx Industrial Services, Inc. Taken together, these operations
comprised substantially all of the assets of C. H. Heist Corp.s industrial maintenance operations.
Included in the sale was C. H. Heist Corp.s administrative and warehousing facility in Buffalo,
New York. Also on March 13, 2000, C. H. Heist Corp. merged into a newly formed company, Ablest
Inc., and reincorporated in the State of Delaware. On January 1, 2001, the Companys subsidiaries Ablest Service Corp. (a Delaware corporation),
Milestone
Technologies, Inc. (an Arizona corporation) and PLP Corp. (an Alabama corporation) were formally
merged into 7




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Ablest Inc. (a Delaware corporation), to form a single operating company under the
Ablest Inc. name. The outstanding shares of the merging corporations were cancelled and no shares
of Ablest Inc. were issued in exchange. The outstanding shares of Ablest Inc. remain outstanding
and were not affected by the merger. For financial reporting purposes, the Companys former industrial maintenance business is reported
as a discontinued operation. The following discussions and analysis of operations and financial
condition pertain to the Companys staffing services business, which constitutes the continuing
operations. A separate section labeled Discontinued Operations is included at the end of this
discussion and pertains to the disposal of the industrial maintenance business. Overview We derive our revenues from providing clerical, industrial and technical staffing services in the
United States. We currently provide our staffing services principally through 49 service locations
in the Eastern United States and selected Southwestern markets. We fill positions in data entry,
office administration, telemarketing, light industrial assembly, order picking and shipping,
network administration, database administration, program analyst (both mainframe and client
server), web development, project management and technical writing, among others. We do not service
any specific industry or field; instead, our services are provided to a broad-based customer list. Substantially all of our revenues are driven by hours billed and billing rates. Our billing rates
are generally negotiated and invoiced on a per-hour basis. Accordingly, as we place temporary
employees, we record revenue based on their hours worked. Our gross margins are determined by
deducting temporary employee pay, related taxes, benefits and other direct placement costs such as
drug screens, background and reference checks. Piecework contracts are billed to the customer on a
cost per unit basis versus an hourly basis. Revenue from piecework contracts is recognized at the
time service is performed. Permanent placement services are fee-based services to recruit and fill
regular staff positions for customers. Revenue from permanent placement services is recognized
when a candidate begins full-time employment. Customer demand for our employment services depends significantly on the overall strength of the
labor market. Improving economic growth typically results in increased demand for labor, resulting
in greater demand for our services. Correspondingly, during periods of weak economic growth or
economic contraction, the demand for our services typically declines. Due to the dependence of the staffing industry growth on economic factors, the inherent
difficulty in forecasting the direction and strength of the economy and the short-term nature of
staffing assignments, it is difficult to forecast future demand for our services with any
certainty. As a result, we monitor a number of economic indicators, as well as recent business
trends, in an effort to predict demand for temporary staffing services. Based upon these
anticipated trends, we determine whether changes in personnel or other adjustments to our business
are appropriate. Historically, our business has expanded through both internal growth of existing branch
offices and opening new branch offices. During 2004, we opened four new branch office locations and
focused on increasing revenues of existing branch offices. During 2005, we intend to open
strategically located branches that we believe will enhance our current customer relationships as
well as facilitate establishing new ones. We also intend to explore offering additional lines of
service within the staffing industry at existing and new branches. Internal development of new
branch locations will require start-up capital. However, we believe that the amount of capital
required to open new branches is less than the amount of capital required to consummate
acquisitions. We cannot assure you that we will successfully open new branches or that, if opened,
such branches will result in any material revenues or contribute positively to our earnings. We continue to try to improve our gross margins by working closely with our customers to minimize
costs
associated with workers compensation claims. We have implemented safety training and education
programs at 8




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all branch locations and key customer locations. We also review the risk profiles of
certain clients to assess the potential workers compensation claims liabilities as compared to
their potential profitability level. In addition, we expanded our return-to-work closely
monitoring each employees injury status to enable them to return to work as soon as medically
advisable We attempt to manage unemployment insurance costs through aggressive claim adjudication
and actively offering displaced employees alternative job assignments. Additionally, in 2005 we
implemented a new incentive compensation program for our staff associates, which we believe will
result in improved pricing and costing decisions. The new plan compensates associates for
achieving return on revenue target levels as well as higher profit levels. We cannot assure you
that our continued efforts to manage workers compensation claims and unemployment insurance costs
or our new compensation plan will result in increased operating margins. The Company is currently evaluating replacement of its existing management information systems
with an enterprise-wide, fully integrated solution designed to support future growth of the
Company. Implementation of a new management information system would require a significant
investment in software, hardware, outside consultant assistance and internal personnel resources.
Although we believe this technology initiative would increase productivity, improve operating
efficiencies and lower long-term operating costs, there is no assurance that such an initiative
would yield its intended results. The failure to implement new management information systems or,
if implemented, delays in completing or an inability to successfully complete implementation of a
new management information system could adversely affect our growth plans, operations, liquidity
and financial condition. For the fiscal year ended December 26, 2004, compared to December 28, 2003. Fiscal Year 2004 was comprised of 52 weeks, as was fiscal 2003. Results of Operations: Net service revenues totaled $116.4 million for fiscal 2004 as compared to $104.0 million for
fiscal 2003. Net service revenue increased $12.3 million, or 11.8%, due to the addition of several
large industrial customers as well as expanding services to pre-existing customers. The opening of
4 new branches added $5.4 million in revenues, with information technology related revenue
increasing by $345,000. Gross profit was $18.4 million for fiscal 2004 and $17.7 million for fiscal 2003. Gross profit
increased $700,000, despite higher state unemployment costs of $900,000, and an increase in
workers compensation self-insurance of $950,000 over the prior year. Selling, general and administrative expenses increased by $390,000 or 2.3%, to $17.0 million for
fiscal 2004 as compare to fiscal 2003. Of this increase, $235,000 was attributable to our new
branch openings. The company continues to closely manage expense levels and leverage its cost
structure as business volume increases. Other income (expense), net, decreased to $26,000 in fiscal 2004 from $53,000 in fiscal 2003.
This decrease is partly due to a $29,000 reduction in interest expense as the Company had no
borrowings against its revolving credit facility in fiscal 2004. The effective tax rate for fiscal 2004 was 36.8%, which resulted in tax expense of $515,000. This
is compared to our fiscal 2003 tax benefit of $1.7 million which included the reversal of a
previously provided deferred tax asset valuation allowance in the amount of $2.4 million. The
effective tax rate for fiscal 2003 without the deferred tax asset valuation allowance reversal
would have been 51.6%. Discontinued Operations: At December 28, 2003, there were no reserves relating to the industrial maintenance business. 9




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For the fiscal year ended December 28, 2003, compared to December 29, 2002. Fiscal Year 2003 was comprised of 52 weeks, as was fiscal 2002. Results of Operations: Net service revenues totaled $104.0 million for fiscal 2003 as compared to $101.2 million for
fiscal 2002. Net service revenue increased $2.9 million due to the addition of several large
industrial and clerical customers as well as account penetration in others. Information technology
services continue to be especially hard hit by reduced corporate spending for these services in
particular. Gross profit was $17.7 million for fiscal 2003 and $18.4 million for fiscal 2002. Gross profit
decreased $700,000 primarily due to an increase in workers compensation self-insurance of
$950,000. Selling, general and administrative expenses decreased by $1.2 million, or 6.6%, to $16.7 million
for fiscal 2003 as compare to fiscal 2002. The decrease reflects containment of costs and
management of staff levels as the Company continues to align services with business volume. During
2003, the Company closed two offices that were not performing to expectation and consolidated three
other offices into one location. These and other office closings and realignments accounted for a
$900,000 reduction in selling, general and administrative expenses in fiscal 2003 as compared to
fiscal 2002. Other income (expense), net, decreased by $207,000 to $53,000 in fiscal 2003 as compared to fiscal
2002. This decrease is due to the receipt in fiscal 2002 of $211,000 from the Canadian workers
compensation board for settlement of claims previously funded by the Company. The effective tax rate for fiscal 2003 is a benefit of 146.9%. The tax benefit of $1.7 million
reported for fiscal 2003 includes the reversal of a previously provided deferred tax asset
valuation allowance in the amount of $2.4 million. The effective tax rate for fiscal 2003 without
the deferred tax asset valuation allowance reversal is an expense of 51.6%. This is compared to
fiscal 2002 tax expense of $268,000, including a refund of $201,000 for the Companys 1998 amended
federal income tax return, and an effective tax rate of 28.4%. Discontinued Operations: Adjustment to loss on sale of discontinued operations, net of income taxes, was $45,000 for fiscal
2003. Reserves for potential environmental and other exposures that are no longer needed based on
the Companys determination of the liability status totaled $72,000. Income tax expense related to
this income was $27,000. Critical Accounting Policies and Estimates: The Company has identified the policies below as critical to the Companys business operations and
the understanding of its results of operations. For a detailed discussion on the application of
these and other accounting policies, see the notes to the Financial Statements in Item 8 of this
Annual Report on Form 10-K. Note that the preparation of this Annual Report on Form 10-K requires
management to make estimates and assumptions that affect the reported amount of assets and
liabilities and disclosure of contingent assets and liabilities at the date of the financial
statements, and the reported amounts of revenue and expenses during the reporting period.
Management bases its estimates on historical experience and on various other assumptions that are
believed to be reasonable under the circumstances, the results of which form the basis for making
judgments about the carrying values of assets and liabilities that are not readily apparent from
other sources. Actual results may differ from these estimates under different assumptions or
conditions. (a) Allowance for Doubtful Accounts 10




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The Company must make estimates of the collectibility of accounts receivable. Management analyzes
historical bad debts, customer concentrations, customer credit-worthiness, current economic trends
and changes in the customers payment tendencies when evaluating the adequacy of the allowance for
doubtful accounts. (b) Self-Insurance Reserves The Company is self-insured for the deductible amount of its general liability and workers
compensation coverages. To derive an estimate of the Companys ultimate claims liability,
established loss development factors are applied to current claims information. An independent
actuary is engaged annually to provide an estimate of ultimate liability and to determine loss
development factors going forward. The calculated ultimate liability is then reduced by cumulative
claims payments to determine the required reserve. Management evaluates the accrual on a quarterly
basis and adjusts as needed to reflect the required reserve calculation. Whereas management
believes the recorded liabilities are adequate, there are inherent limitations in the estimation
process whereby future actual losses may differ from projected loss rates, which could materially
affect the financial condition and results of operations of the Company. (c) Goodwill In July 2001, the Financial Accounting Standards Board issued Financial Accounting Standards No.
142 (SFAS No. 142), Goodwill and Other Intangible Assets. Under SFAS No. 142, goodwill and
indefinite lived intangible assets are no longer amortized but are reviewed at least annually for
impairment. At December 26, 2004, the Company did not have indefinite lived intangible assets
other than goodwill and did not have any intangible assets with definite lives. The Company
adopted SFAS No. 142 effective December 31, 2001, the first day of fiscal 2002. SFAS No. 142
prescribes a two-phase process for impairment testing of goodwill. The first phase, required to be
completed by June 30, 2002, screens for impairment; while the second phase (if necessary), required
to be completed by December 29, 2002, measures the impairment. Factors included in the impairment
analysis include expected revenue and EBITDA growth rates, working capital needs, discount rates
and earnings multiples. These assumptions are based on managements best estimate of the current
and expected economic environment. As prescribed, the Company screened for impairment of goodwill
during the fourth fiscal quarters of 2003 and 2004 and found no instances of impairment of its
recorded goodwill. (d) Deferred Tax Assets Income taxes are accounted for by the asset and liability method. Under the asset and liability
method, deferred tax assets and liabilities are recognized for the future tax consequences
attributable to operating loss and credit carryforwards and differences between the financial
statement carrying amounts of existing assets and liabilities and their respective tax bases.
Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to be recovered or
settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized
as income or expense in the period that includes the enactment date. In assessing the realizability of deferred tax assets, management considers, within each taxing
jurisdiction, whether it is more likely than not that some portion or all of the deferred tax
assets will not be realized. Management considers the scheduled reversal of deferred tax
liabilities, projected future taxable income, and tax planning strategies in making this
assessment. Based upon the level of historical taxable income and projections for future taxable
income over the years in which the deferred tax assets are deductible, the Company has determined
that the tax asset will be realizable. Liquidity and Capital Resources: The quick ratio was 3.1 to 1 and 3.2 to 1 at December 26, 2004 and December 28, 2003, respectively,
and the current ratio was 3.4 to 1 and 3.5 to 1, for the same respective periods. The primary
source of funding is generated from results of operations. Net working capital increased by $1.9
million during fiscal 2004 as a result of operations. Contributing to this was an increase in
accounts receivable of $3.0 million due to the higher level of revenue being generated during this
period. This was offset by a decrease in cash of $257,000 and an increase
in accrued expenses of $1.0 million. Reference should be made to the Statement of Cash Flows,
which details the 11




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##### Table of Contents



sources and uses of cash. On August 13, 2003, the Company signed a two-year $7,500,000 Committed Revolving Credit Facility
(Facility) with Manufacturers and Traders Trust Company (M&T). The Company elects the interest
rate on borrowings under the Facility at the time of borrowing at either the banks prime rate or
the thirty, sixty or ninety day LIBOR plus 200 basis points. The Facility expires on August 12,
2005 and is renewable for one year with the consent of both parties. The Company believes that the
facility will be renewed and will be sufficient to cover foreseeable operational funding
requirements in 2005. The Facility requires the Company to maintain certain financial
covenants including a tangible net worth ratio among other restrictions. The most restrictive
covenant is the limitation of total indebtedness which caps total funded indebtedness to 3.5 times
the four most recent quarters EBITDA, as defined in the agreement. During fiscal 2004 the Company
had no borrowings against the Facility and was in compliance with all covenants. It is
anticipated that existing funds, cash flows from operations and available borrowings will be
sufficient to cover working capital requirements, organic growth and capital expenditure
requirements. Material Commitments: The Companys contractual cash obligations as of December 26, 2004 are summarized in the table
below: (Amounts in thousands) Payable
    
    
    Payable
    
    
    Payable
    
    
    Payableduring 2005
    
    
    2006 - 2008
    
    
    2008 - 2010
    
    
    after 2010
    
    
    TotalOperating leases
    
    $
    1,165
    
    
    $
    866
    
    
    $
    27
    
    
    $
    
    
    
    $
    2,058
 
 ITEM 7A.Quantitative and Qualitative Disclosure About Market Risk The Company does not believe that its exposure to fluctuations in interest rates is material. 12




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##### Table of Contents



ITEM 8.Financial Statements and Supplemental Data Index to Financial Statements Page ReferenceThe financial statements of the registrant required to be included in Item 8 are listed
below:Report of Independent Registered Certified Public Accounting Firm
    
    14Balance Sheets as of December 26, 2004 and December 28, 2003
    
    15Statements of Income for the years ended
December 26, 2004, December 28, 2003 and December 29, 2002
    
    16Statements of Stockholders Equity for the years ended
December 26, 2004, December 28, 2003 and December 29, 2002
    
    17Statements of Cash Flows for the years ended
December 26, 2004, December 28, 2003 and December 29, 2002
    
    18Notes to Financial Statements
    
    20
 13




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##### Table of Contents



Report of Independent Registered Certified Public Accounting Firm To the Board of Directors and Shareholders  of
Ablest Inc.: In our opinion, the accompanying balance sheets and the related statements of income, of
stockholders equity and of cash flows present fairly, in all material respects, the financial
position of Ablest Inc. at December 26, 2004 and December 28, 2003, and the results of its
operations and its cash flows for each of the three years in the period ended December 26, 2004 in
conformity with accounting principles generally accepted in the United States of America. These
financial statements are the responsibility of the Companys management. Our responsibility is to
express an opinion on these financial statements based on our audits. We conducted our audits of
these statements in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements, assessing the accounting principles used and significant estimates made by
management, and evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion. /s/ PricewaterhouseCoopers LLP
Tampa, Florida
March 3, 2005 14




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##### Table of Contents



ABLEST INC.
Balance Sheets (Amounts in thousands, except share and per share data) December 26, 2004
    
    
    December 28, 2003ASSETSCURRENT ASSETSCash and cash equivalents
    
    $
    1,357
    
    
    $
    1,614Accounts receivable, net
    
    
    16,783
    
    
    
    13,778Prepaid expenses and other current assets
    
    
    160
    
    
    
    213Current deferred tax asset
    
    
    1,369
    
    
    
    1,085Total current assets
    
    
    19,669
    
    
    
    16,690Property, plant and equipment, net
    
    
    543
    
    
    
    647Deferred tax asset
    
    
    3,208
    
    
    
    3,920Goodwill, net
    
    
    1,283
    
    
    
    1,283Other assets
    
    
    40
    
    
    
    39Total assets
    
    $
    24,743
    
    
    $
    22,579LIABILITIES
AND STOCKHOLDERS EQUITYCURRENT LIABILITIESAccounts payable
    
    $
    378
    
    
    $
    326Accrued expenses and other current liabilities
    
    
    5,483
    
    
    
    4,438Total current liabilities
    
    
    5,861
    
    
    
    4,764Other liabilities
    
    
    117
    
    
    
    89Total liabilities
    
    
    5,978
    
    
    
    4,853COMMITMENTS AND CONTINGENCIESSTOCKHOLDERS EQUITYPreferred stock of $.05 par value; 500,000 shares authorized ,
none issued or outstanding at December 26, 2004 and December 28, 2003
    
    
    
    
    
    
    Common stock of $.05 par value; 7,500,000 shares authorized, 3,334,344 and
3,308,929 shares issued and outstanding including shares held in
treasury at December 26, 2004 and December 28, 2003, respectively
    
    
    167
    
    
    
    165Additional paid-in capital
    
    
    5,172
    
    
    
    5,018Retained earnings
    
    
    15,536
    
    
    
    14,653Treasury stock at cost; 457,729 shares held at both
December 26, 2004 and December 28, 2003
    
    
    (2,110
    )
    
    
    (2,110
    )Total stockholders equity
    
    
    18,765
    
    
    
    17,726Total liabilities and stockholders equity
    
    $
    24,743
    
    
    $
    22,579
 See accompanying Notes to Financial Statements 15




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##### Table of Contents



ABLEST INC.
Statements of Income (Amounts in thousands, except share and per share data) For the Fifty-two WeekPeriods EndedDecember 26, 2004
    
    
    December 28, 2003
    
    
    December 29, 2002Net service revenues
    
    $
    116,353
    
    
    $
    104,048
    
    
    $
    101,193Cost of services
    
    
    97,938
    
    
    
    86,335
    
    
    
    82,806Gross profit
    
    
    18,415
    
    
    
    17,713
    
    
    
    18,387Selling, general and administrative expenses
    
    
    17,043
    
    
    
    16,652
    
    
    
    17,821Operating income
    
    
    1,372
    
    
    
    1,061
    
    
    
    566Other:Interest income (expense), net
    
    
    1
    
    
    
    (30
    )
    
    
    15Miscellaneous, net
    
    
    25
    
    
    
    83
    
    
    
    245Other income
    
    
    26
    
    
    
    53
    
    
    
    260Income from continuing operations
before income taxes
    
    
    1,398
    
    
    
    1,114
    
    
    
    826Income tax expense (benefit)
    
    
    515
    
    
    
    (1,769
    )
    
    
    218Net income from continuing operations
    
    
    883
    
    
    
    2,883
    
    
    
    608Discontinued operations:Adjustment to loss on sale of discontinued
operations, net of income taxes
    
    
    
    
    
    
    45
    
    
    
    69Net income
    
    $
    883
    
    
    $
    2,928
    
    
    $
    677Basic net income per common share:Continuing operations
    
    $
    0.31
    
    
    $
    1.01
    
    
    $
    0.21Discontinued operations
    
    $
    
    
    
    
    0.02
    
    
    
    0.02Basic net income per common share
    
    $
    0.31
    
    
    $
    1.03
    
    
    $
    0.23Diluted net income per common share:Continuing operations
    
    $
    0.30
    
    
    $
    0.99
    
    
    $
    0.21Discontinued operations
    
    
    
    
    
    
    0.02
    
    
    
    0.02Diluted net income per common share
    
    $
    0.30
    
    
    $
    1.01
    
    
    $
    0.23Weighted average number of common shares used
in computing net income per common shareBasic
    
    
    2,839,272
    
    
    
    2,848,821
    
    
    
    2,887,191Diluted
    
    
    2,921,853
    
    
    
    2,902,470
    
    
    
    2,887,230
 See accompanying Notes to Financial Statements 16




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##### Table of Contents



ABLEST INC.
Statements of Stockholders Equity (Amounts in thousands) Additional
    
    
    
    
    
    
    
    
    
    
    Unearned
    
    
    Receivable
    
    
    TotalCommon
    
    
    paid-in
    
    
    Retained
    
    
    Treasury
    
    
    restricted
    
    
    from stock
    
    
    stockholdersstock
    
    
    capital
    
    
    earnings
    
    
    stock
    
    
    stock
    
    
    sales
    
    
    equityBalance at December 29, 2002
    
    $
    165
    
    
    $
    4,936
    
    
    $
    11,725
    
    
    $
    (1,955
    )
    
    $
    
    
    
    $
    
    
    
    $
    14,871Net income
    
    
    
    
    
    
    
    
    
    
    2,928
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,928Restricted stock plan
    
    
    
    
    
    
    82
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    82Stock repurchase program
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (155
    )
    
    
    
    
    
    
    
    
    
    
    (155
    )Balance at December 28, 2003
    
    $
    165
    
    
    $
    5,018
    
    
    $
    14,653
    
    
    $
    (2,110
    )
    
    $
    
    
    
    $
    
    
    
    $
    17,726Net income
    
    
    
    
    
    
    
    
    
    
    883
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    883Restricted stock plan
    
    
    1
    
    
    
    86
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    87Executive stock awards plan
    
    
    1
    
    
    
    68
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    69Balance at December 26, 2004
    
    $
    167
    
    
    $
    5,172
    
    
    $
    15,536
    
    
    $
    (2,110
    )
    
    $
    
    
    
    $
    
    
    
    $
    18,765
 See accompanying Notes to Financial Statements. 17




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##### Table of Contents



ABLEST INC.
Statement of Cash Flows  For the Fifty-two WeekPeriods EndedDecember 26, 2004
    
    
    December 28, 2003
    
    
    December 29, 2002CASH FLOWS FROM OPERATING ACTIVITIES:Net income from continuing operations
    
    $
    883
    
    
    $
    2,883
    
    
    $
    608Adjustments to reconcile net income to net cash
provided by (used in) operating activities:Depreciation
    
    
    461
    
    
    
    513
    
    
    
    642Amortization of intangible assets
    
    
    
    
    
    
    
    
    
    
    Intangible asset impairment
    
    
    
    
    
    
    
    
    
    
    Stock compensation
    
    
    273
    
    
    
    89
    
    
    
    130Loss (gain) on disposal of property, plant
and equipment
    
    
    13
    
    
    
    9
    
    
    
    44Deferred income taxes
    
    
    428
    
    
    
    (1,783
    )
    
    
    (67
    )Changes in assets and liabilities (next page)
    
    
    (1,945
    )
    
    
    (1,548
    )
    
    
    197Net cash provided by operating activities
of continuing operations
    
    
    113
    
    
    
    163
    
    
    
    1,554CASH FLOWS FROM INVESTING ACTIVITIES:Additions to property, plant and equipment
    
    
    (370
    )
    
    
    (297
    )
    
    
    (173
    )Cash transfer from discontinued operations
    
    
    
    
    
    
    
    
    
    
    CASH FLOWS FROM FINANCING ACTIVITIES:Proceeds from short-term borrowings
    
    
    
    
    
    
    2,000
    
    
    
    6,100Repayment of short-term borrowings
    
    
    
    
    
    
    (2,000
    )
    
    
    (6,100
    )Purchase of treasury shares
    
    
    
    
    
    
    (155
    )
    
    
    (199
    )Net cash provided by (used in) financing activities
of continuing operations
    
    
    
    
    
    
    (155
    )
    
    
    (199
    )Net
(decrease) increase in cash from continuing operations
    
    
    (257
    )
    
    
    (289
    )
    
    
    1,182Net increase (decrease) in cash from discontinued operations
    
    
    
    
    
    
    45
    
    
    
    (131
    )Less amount transferred to continuing operations
    
    
    
    
    
    
    
    
    
    
    200NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS
    
    
    (257
    )
    
    
    (244
    )
    
    
    1,251CASH AND CASH EQUIVALENTS,
BEGINNING OF PERIOD
    
    
    1,614
    
    
    
    1,858
    
    
    
    607CASH AND CASH EQUIVALENTS
END OF PERIOD
    
    $
    1,357
    
    
    $
    1,614
    
    
    $
    1,858
 18




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##### Table of Contents



ABLEST INC.
Statement of Cash Flows, continued  For the Fifty-two WeekPeriods EndedDecember 26, 2004
    
    
    December 28, 2003
    
    
    December 29, 2002Changes in continuing operations assets and liabilities
providing (using) cash:Accounts receivable, net
    
    $
    (3,005
    )
    
    $
    (2,139
    )
    
    $
    (1,407
    )Prepaid expenses and other current assets
    
    
    53
    
    
    
    83
    
    
    
    (59
    )Other assets
    
    
    (1
    )
    
    
    7
    
    
    
    267Accounts payable
    
    
    52
    
    
    
    70
    
    
    
    (70
    )Accrued expenses and other current liabilities
    
    
    928
    
    
    
    423
    
    
    
    1,393Other liabilities
    
    
    28
    
    
    
    8
    
    
    
    73Total change in continuing operations
assets and liabilities providing (using) cash
    
    $
    (1,945
    )
    
    $
    (1,548
    )
    
    $
    197Supplemental
disclosures of cash flow information:Cash paid
during year for:Interest
    
    $
    1
    
    
    $
    40
    
    
    $
    28Income Taxes
    
    
    28
    
    
    
    22
    
    
    
    21$
    29
    
    
    $
    62
    
    
    $
    49
 See accompanying Notes to
Financial Statements 19




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##### Table of Contents



ABLEST INC.
Notes to Financial Statements 1. Company Background Ablest Inc. (Company) offers staffing services in the United States. Staffing services are
principally provided through 49 service locations in the Eastern United States and selected
Southwestern markets with the capability to supply staffing services for the clerical, industrial
and information technology needs of their customers. Positions often filled include, but are not
limited to, data entry, office administration, telemarketing, light industrial assembly, order
picking and shipping, network administration, database administration, program analyst (both
mainframe and client server), web development, project management and technical writing. The
Company does not service any specific industry or field; instead, its services are provided to a
broad-based customer list. 2. Significant Accounting Policies  Fiscal YearThe Companys fiscal year ends on the last Sunday of December. The financial statements
include 52 weeks for the years ended December 26, 2004, December 28, 2003 and December 29,
2002.Cash EquivalentsAll highly liquid investments with original maturities of three months or less are
considered cash equivalents. There were no cash equivalents at December 26, 2004 and
December 28, 2003.Revenue RecognitionThe Companys revenues are derived from providing staffing services to its customers.
Substantially all revenue is billed on a direct cost plus markup basis. Revenue is
recognized at the time the service is performed. In addition, the Company bills revenues
under piecework contracts and permanent placement services. Piecework contracts are billed
to the customer on a cost per unit basis versus an hourly basis. Revenue from piecework
contracts is recognized at the time service is performed. Permanent placement services are
fee-based services to recruit and fill regular staff positions for customers. Revenue from
permanent placement services is recognized when a candidate begins full-time employmentProperty, Plant and EquipmentProperty, plant and equipment are recorded at cost and are depreciated over the estimated
useful lives of the respective assets on the straight-line method. Leasehold improvements
are amortized on the straight-line method over the shorter of the lease term or estimated
useful life of the asset. Estimated useful lives generally range from three to seven
years.Expenditures for maintenance and repairs are charged to expense as incurred. Additions and
major replacements or betterments that increase capacity or extend useful lives are added to
the cost of the asset. Upon sale or retirement of the asset, the cost and accumulated
depreciation are eliminated from the respective accounts and the resulting gain or loss is
included in other income (expense), net in the accompanying statements of operations.Allowance for Doubtful AccountsThe Company must make estimates of the collectibility of accounts receivables. Management
analyzes historical bad debts, customer concentrations, customer credit-worthiness, current
economic trends and changes in the customers payment tendencies when evaluating the
adequacy of the allowance for doubtful accounts. 20




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##### Table of Contents



ABLEST INC.
Notes to Financial Statements, continued  Self-Insurance ReservesThe Company is self-insured for the deductible amount of its general liability and workers
compensation coverages. To derive an estimate of the Companys ultimate claims liability,
established loss development factors are applied to current claims information. An
independent actuary is engaged annually to provide an estimate of ultimate liability and to
determine loss development factors going forward. The calculated ultimate liability is then
reduced by cumulative claims payments to determine the required reserve. Management
evaluates the accrual on a quarterly basis and adjusts as needed to reflect the required
reserve calculation. Whereas management believes the recorded liabilities are adequate,
there are inherent limitations in the estimation process whereby future actual losses may
differ from projected loss rates, which could materially affect the financial condition and
results of operations of the Company.Goodwill and Other Intangible AssetsThe Company has adopted Financial Accounting Standards No. 142 (SFAS No. 142), Goodwill and
Other Intangible Assets. Under SFAS No. 142, goodwill and indefinite lived intangible
assets are no longer amortized but are reviewed at least annually for impairment. SFAS No.
142 prescribes a two-phase process for impairment testing of goodwill. The first phase
screens for impairment; while the second phase (if necessary), measures the impairment. The
Company screened for impairment during the first quarter of 2002, the year of adoption, and
fourth fiscal quarters of 2003 and 2004 and found no instances of impairment of its recorded
goodwill.At December 26, 2004, the Company did not have indefinite lived intangible assets other than
goodwill and did not have any intangible assets with definite lives.Impairment of Long-Lived AssetsThe company has adopted Financial Accounting Standards No. 144, (SFAS No. 144), Accounting
for the Impairment or Disposal of Long-Lived Assets. SFAS No. 144 establishes a single
accounting model for long-lived assets to be disposed of by sale and also requires a Company
to review long-lived assets for impairment whenever events or changes in circumstances
indicate that the carrying amount of an asset may not be recoverable. No impairment losses
were recognized by the company for the fiscal years ended 2004, 2003 or 2002.Income TaxesIncome taxes are accounted for by the asset and liability method. Under the asset and
liability method, deferred tax assets and liabilities are recognized for the future tax
consequences attributable to operating loss and credit carryforwards and differences between
the financial statement carrying amounts of existing assets and liabilities and their
respective tax bases. Deferred tax assets and liabilities are measured using enacted tax
rates expected to apply to taxable income in the years in which those temporary differences
are expected to be recovered or settled. The effect on deferred tax assets and liabilities
of a change in tax rates is recognized as income or expense in the period that includes the
enactment date.In assessing the realizability of deferred tax assets, management considers, within each
taxing jurisdiction, whether it is more likely than not that some portion or all of the
deferred tax assets will not be realized. Management considers the scheduled reversal of
deferred tax liabilities, projected future taxable income, and tax planning strategies in
making this assessment. Based upon the level of historical taxable income and projections
for future taxable income over the years in which the deferred tax assets are deductible,
management provided valuation allowances as needed for those deferred tax assets that were
not expected to be realized. 21




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ABLEST INC.
Notes to Financial Statements, continued  Income Per Common ShareBasic income per common share is computed by using the weighted average number of
common shares outstanding. Diluted income per share is computed by using the
weighted average number of common shares outstanding plus the dilutive effect, if any, of
stock options.Use of Estimates and AssumptionsThe preparation of financial statements in conformity with generally accepted accounting
principles requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and liabilities at the
date of the financial statements and the reported amounts of revenue and expenses during the
reporting periods. Actual results could differ from those estimates.Stock Option PlansThe Company applies the intrinsic value-based method of accounting prescribed by Accounting
Principles Board (APB) Opinion No. 25, Accounting for Stock Issued to Employees, and
related interpretations, in accounting for its fixed plan stock options. As such,
compensation expense would be recorded on the date of the grant if the current market price
of the underlying stock exceeded the exercise price. Statement of Financial Accounting
Standards No. 123 (SFAS No. 123) Accounting for Stock  Based Compensation, established
accounting and disclosure requirements using a fair value-based method of accounting for
stock-based employee compensation plans. As allowed by SFAS No. 123, the Company has
elected to continue to apply the intrinsic value-based method of accounting described above,
and has adopted the disclosure requirements of SFAS No. 123. (Amounts in thousands,
    
    For the Years Endedexcept per share data)
    
    December 26, 2004
    
    
    December 28, 2003
    
    
    December 29, 2002Net income, as reported
    
    $
    883
    
    
    $
    2,928
    
    
    $
    677Add: Stock-based employee compensation
expense included in reported net income,
net of related tax effects
    
    
    117
    
    
    
    89
    
    
    
    189Deduct: Total stock-based employee compensation
expense determined under fair value based method
for all awards, net of related tax effects
    
    
    (146
    )
    
    
    (106
    )
    
    
    (228
    )Pro forma net income
    
    $
    854
    
    
    $
    2,911
    
    
    $
    638Basic net income per common share            As reported
    
    $
    0.31
    
    
    $
    1.03
    
    
    $
    0.23Pro forma
    
    
    0.30
    
    
    
    1.02
    
    
    
    0.22Diluted net income per common share         As reported
    
    $
    0.30
    
    
    $
    1.01
    
    
    $
    0.23Pro forma
    
    
    0.29
    
    
    
    1.00
    
    
    
    0.22
 22




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##### Table of Contents



ABLEST INC.
Notes to Financial Statements, continued  The preceding pro forma results were calculated with the use of the Black-Scholes
option pricing model. The various factors used for options granted are as follows: December 26, 2004
    
    
    December 28, 2003
    
    
    December 29, 2002Risk-free interest rate
    
    
    2.64%
    
    
    
    4.17%
    
    
    
    3.83%Dividend yield
    
    
    
    
    
    
    
    
    
    
    Expected life
    
    10 Years
    
    10 Years
    
    10 YearsVolatility
    
    
    4.6%
    
    
    
    34.2%
    
    
    
    40.7%
  Fair Value of Financial InstrumentsThe carrying amounts of the Companys financial instruments, including cash and cash
equivalents, receivables, accounts payable and accrued liabilities, approximate fair value
because of their short maturities.Recent Accounting PronouncementsIn December 2004, the Financial Accounting Standards Board (FASB) issued Statement of
Financial Accounting Standards No. 123 (revised 2004)
Share-Based Payment (SFAS 123 (R) ).
SFAS 123 (R) replaces FASB Statement No. 123 Accounting for Stock-Based Compensation, and
supersedes APB Opinion No 25 Accounting for Stock Issued to Employees. The statement
establishes standards for accounting for share-based payment transactions. Share-based
payment transactions are those in which an entity exchanges its equity instruments for goods
or services, or in which an entity incurs liabilities in exchange for goods or services,
which are based on the fair value of the entitys equity instruments or that may be settled
by the issuance of those equity instruments. SFAS 123 (R) covers a wide range of share-based
compensation arrangements including share options, restricted share plans, performance-based
awards, share appreciation rights and employee share purchase plans.
SFAS 123 (R) requires a
public entity to measure the cost of employee services received in exchange for an award of
equity instruments based on the fair value of the award on the grant date (with limited
exceptions). That cost will be recognized in the entitys financial statements over the
period during which the employee is required to provide services in exchange for the award.
The Company is required to adopt SFAS 123 (R) in the third quarter of fiscal 2005, and has
not currently evaluated the impact of adoption on its overall results of operations or
financial position. In order to maintain consistency and comparability between periods presented, certain amounts may
have been reclassified from the previously reported financial statements to conform to the
financial statement presentation of the current period. 3. Discontinued Operations On March 13, 2000, the Company completed the sale of substantially all of the assets of the
Companys U.S. industrial maintenance operations and all the stock of its Canadian subsidiary, C.
H. Heist, Ltd., to Onyx. Taken together, these operations comprised substantially all of the
Companys industrial maintenance business.
The Asset Sale and Purchase Agreement between C. H. Heist Corp. and Onyx (the Agreement) included
certain 23




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##### Table of Contents



ABLEST INC.
Notes to Financial Statements, continued other provisions, which resulted in additional disposition costs for the Company. Such
costs included environmental remediation at certain specific industrial maintenance branches,
reimbursement of any uncollectible accounts receivable acquired by Onyx and the payment of certain
severance costs. A summary of the operating results of discontinued operations are shown below: For the Years Ended(Amounts in thousands)
    
    December 26, 2004
    
    
    December 28, 2003
    
    
    December 29, 2002Income from discontinued operations
before income tax expense
    
    $
    
    
    
    $
    72
    
    
    $
    119less: Income tax expense
    
    
    
    
    
    
    27
    
    
    
    50Income from discontinued operations
    
    $
    
    
    
    $
    45
    
    
    $
    69
 4. Allowance for Doubtful Accounts The following table sets forth the allowance for doubtful accounts roll-forward for the past two
fiscal years. (Amounts in thousands)
    
    December 26, 2004
    
    
    December 28, 2003Balance, beginning of year
    
    $
    246
    
    
    $
    291Additions charged to cost and expense
    
    
    257
    
    
    
    194Accounts receivable written-off
    
    
    (218
    )
    
    
    (239
    )Balance, end of year
    
    $
    285
    
    
    $
    246
 5. Property, Plant and Equipment A summary of property, plant and equipment follows: (Amounts in thousands)
    
    December 26, 2004
    
    
    December 28, 2003Office furniture and equipment
    
    $
    5,189
    
    
    $
    5,082Leasehold improvements
    
    
    329
    
    
    
    323$
    5,518
    
    
    $
    5,405less: Accumulated Depreciation
    
    
    4,975
    
    
    
    4,758$
    543
    
    
    $
    647
 Depreciation expense for the years ended December 26, 2004, December 28, 2003 and December 29,
2002 was $461,000, $513,000 and $642,000 respectively. 6. Goodwill Effective in 2002, the company adopted SFAS No.142 Goodwill and Other Intangible Assets. SFAS
No. 142 provides that goodwill and other intangible assets with indefinite lives are no longer
amortized, but rather are evaluated for impairment by applying a fair-value based test. During
fiscal years 2002, 2003 and 2004, the 24




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##### Table of Contents



ABLEST INC.
Notes to Financial Statements, continued Company performed tests for impairment, in accordance with
the standard, and found no instance of such. 7. Accrued Expenses and Other Current Liabilities A summary of accrued expenses and other current liabilities follows: (Amounts in thousands)
    
    December 26, 2004
    
    
    December 28, 2003Payroll and other compensation
    
    $
    2,164
    
    
    $
    1,815Insurance
    
    
    3,069
    
    
    
    2,442Other
    
    
    250
    
    
    
    181Accured expenses and other current liabilities
    
    $
    5,483
    
    
    $
    4,438
 8. Indebtedness On August 13, 2003, the Company signed a two-year $7,500,000 Committed Revolving Credit Facility
(Facility) with Manufacturers and Traders Trust Company (M&T). The Company elects the interest
rate on borrowings under the Facility at the time of borrowing at either the banks prime rate or
the thirty, sixty or ninety day London Interbank Offered Rate (LIBOR) plus 200 basis points. The
Facility expires on August 12, 2005 and is renewable for one year with the consent of both parties.
The Facility requires the Company to maintain certain financial covenants including a tangible net
worth ratio, among others The most restrictive covenant is the limitation of total indebtedness
which caps total funded indebtedness to 3.5 times the four most recent quarters EBITDA, as defined
in the agreement. During fiscal 2004 the Company had no borrowings against the Facility and was in
compliance with all covenants. 9. Stock Option Plans The Company has reserved 100,000 common shares for issuance in conjunction with its 2000
Independent Directors Stock Option Plan, (the Directors Plan). The purpose of the Directors
Plan is to strengthen the alignment of interest between the independent directors and the
shareholders of Ablest Inc. through increased ownership by the independent directors of the
Companys common stock. The Directors Plan provides for the granting of options to purchase 6,000
shares of common stock on the date of the respective directors election to the Board of Directors
(the Board) and for the granting of options to purchase 1,500 common shares each time director is
re-elected to the Board. The price per share deliverable upon exercise is equal to 100% of the fair
market value of the shares on the date the option is granted. The initial grant of options to
purchase 6,000 common shares is exercisable in three equal, annual installments on the first,
second and third anniversary of the grant thereof. All subsequent grants are exercisable on the
first anniversary of the grant thereof. The term of each
grant is 10 years from the date it is granted. A summary of stock option activity for the Directors Plan follows: 25




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##### Table of Contents



ABLEST INC.
Notes to Financial Statements, continued WeightedStock
    
    
    AverageOptions
    
    
    Exercise PriceOutstanding at December 30, 2001
    
    
    30,000
    
    
    $
    4.97Granted
    
    
    6,000
    
    
    
    4.10Outstanding at December 29, 2002
    
    
    36,000
    
    
    $
    4.83Granted
    
    
    6,000
    
    
    
    4.60Outstanding at December 28, 2003
    
    
    42,000
    
    
    $
    4.79Granted
    
    
    6,000
    
    
    $
    8.00Outstanding at December 26, 2004
    
    
    48,000
    
    
    $
    4.19Options exercisable at December 26, 2004
    
    
    42,000
    
    
    $
    4.79
 At December 26, 2004, the range of exercise prices for options issued under the Directors
Plan was $4.10 to $8.00, and the weighted average contractual life of the options was 5.47 years. In August 2000, the Board approved the Ablest Inc. Option to Ownership Program, (the Program).
The Program provides for the surrendering of stock options issued under the Companys 1991 Stock
Option Plan and the Companys 1996 Leveraged Stock Option Plan and the purchase of restricted
common stock of the Company through delivery of a full recourse promissory note in an amount equal
to the aggregate purchase price of the common stock issued. The per share purchase price of the
common stock issued was equal to the fair market value of the common stock on October 9, 2000 (the
effective date of the Program). The number of common shares issued to each Program participant was
based on a conversion factor determined by calculating the fair value of the various option grants
previously issued, using the Black-Scholes Method, divided by the fair market price of the common
stock available to purchase. A total of 234,716 option shares were surrendered and 55,313 common
shares issued. The shares issued under the Program are accounted for under variable plan
accounting, as defined in SFAS No. 123. As such, additional compensation expense of $22,000 was
recorded in fiscal 2001 to reflect increase in the fair value of the common shares issued. In
fiscal 2002, the Company forgave a $22,000 promissory note related to approximately 5,000 shares
earned in 2002 under the Program. The Company had reserved 375,000 common shares for issuance in conjunction with its 1991 Stock
Option Plan (the Plan). The Plan provided for the granting of incentive stock options and/or
non-qualified options to officers and key employees to purchase shares of common stock at a price
not less than the fair market value of the stock on the dates options were granted. Such options
were exercisable at such time or times as may be determined by the Compensation Committee of the Board and generally expired no more than ten years
after grant. Options vest and became fully exercisable six months after the grant date. In the
year ended December 31, 2000, 58,336 options were converted to common shares under the Option to
Ownership Program. A summary of stock option activity for the Plan follows: 26




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##### Table of Contents



ABLEST INC.
Notes to Financial Statements, continued WeightedStock
    
    
    AverageOptions
    
    
    Exercise PriceOutstanding at December 30, 2001
    
    
    41,479
    
    
    $
    8.02Canceled or expired
    
    
    (17,479
    )
    
    
    8.77Outstanding at December 29, 2002
    
    
    24,000
    
    
    $
    7.48Outstanding at December 28, 2003
    
    
    24,000
    
    
    $
    7.48Canceled or expired
    
    
    (18,000
    )
    
    
    7.78Outstanding at December 26, 2004
    
    
    6,000
    
    
    $
    6.94Options exercisable at December 26, 2004
    
    
    6,000
    
    
    $
    6.94
 At December 26, 2004, the exercise price for options issued under the Plan was $6.94, and the
weighted average contractual life of the options was 0.94 year. 10. Incentive Plans In 2002 the Company implemented a Restricted Stock Plan (the Plan). The purpose of the Plan is
to promote the long-term growth and profitability of the Company by providing executive officers
and certain other key employees of the Company with incentive to improve stockholder values,
contribute to the success of the Company and enabling the Company to attract, retain and reward the
best available persons for positions of substantial responsibility. An aggregate of 250,000 shares
of common stock of the Company (hereinafter the shares) may be issued pursuant to the Plan. The
maximum number of restricted shares that may be granted to any single individual in any one
calendar year shall not exceed 25,000 shares. With respect to each grant of restricted shares
under the Plan, one-third of the subject shares will become fully vested on the first anniversary
of the date of grant, another one-third of the subject shares will become vested on the second
anniversary of the date of grant, and the final one-third of the subject shares will become vested
on the third anniversary of the date of grant. The Plan commenced effective the first day of fiscal
2002, and received approval by the holders of a majority of the Companys outstanding common stock
in fiscal 2002. Unless previously terminated, the Plan shall terminate at the close of business on
the last day of fiscal year 2006. In fiscal 2003, the Company expensed $89,000 for 17,000 shares.
In fiscal 2004, the Company expensed $117,400 for approximately 16,000 shares. In 2004 the Company implemented an Executive Stock Awards Plan. The purpose of which is to promote
the long-term growth and profitability of the Company by providing executive officers with incentives
to improve stockholder value and contribute to the success of the Company. An aggregate of 135,000
shares of common stock of the Company may be issued, with the maximum number issued to any single
individual in a calendar year capped at 30,000 shares. The Executive Stock Awards Plan provides
for an initial grant of shares, effective as of January 1, 2004 and subsequent grants for 2004,
2005 and 2006 subject to performance targets set for each year by the Compensation Committee.
Shares will vest on January 1of the year following the grant. During 2004 the Company
expensed $69,000 for 13,500 restricted shares earned by executive officers pursuant to initial
granting of shares. No subsequent grants were awarded for fiscal 2004. 27




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##### Table of Contents



ABLEST INC.
Notes to Financial Statements, continued 11. Income Taxes The components and allocation of the total provision for income tax (benefit) expense are as
follows: (Amounts in thousands)
    
    December 26, 2004
    
    
    December 28, 2003
    
    
    December 29, 2002Income tax expense (benefit):Federal
    
    $
    459
    
    
    $
    (1,825
    )
    
    $
    227State, current
    
    $
    (30
    )
    
    $
    14State, deferred
    
    
    86
    
    
    
    69
    
    
    
    41$
    515
    
    
    $
    (1,742
    )
    
    $
    268Continuing operations
    
    $
    515
    
    
    $
    (1,769
    )
    
    $
    218Discontinued operations
    
    
    
    
    
    
    27
    
    
    
    50$
    515
    
    
    $
    (1,742
    )
    
    $
    268
 The source of aggregate income before income taxes is as follows: (Amounts in thousands)
    
    December 26, 2004
    
    
    December 28, 2003
    
    
    December 29, 2002Income before income taxes:Continuing operations
    
    $
    1,398
    
    
    $
    1,114
    
    
    $
    826Discontinued operations
    
    
    
    
    
    
    72
    
    
    
    119$
    1,398
    
    
    $
    1,186
    
    
    $
    945
 Actual income taxes differ from the expected taxes (computed by applying the U.S. Federal
corporate tax rate of 34% to (loss) earnings before income taxes) as follows: (Amounts in thousands)
    
    December 26, 2004
    
    
    December 28, 2003
    
    
    December 29, 2002Computed expected tax expense
    
    $
    475
    
    
    $
    403
    
    
    $
    321Adjustments resulting from:State tax, net of Federal tax benefit
    
    $
    55
    
    
    
    83
    
    
    
    41Meals and entertainment
    
    
    32
    
    
    
    28
    
    
    
    30Change in estimate for tax benefit, other
    
    
    (48
    )
    
    
    98
    
    
    
    77Refund of 1998 amended income tax return
    
    
    
    
    
    
    
    
    
    
    (201
    )Valuation allowance
    
    
    
    
    
    
    (2,354
    )
    
    
    $
    515
    
    
    $
    (1,742
    )
    
    $
    268Effective tax rate
    
    
    36.8
    %
    
    
    -146.9
    %
    
    
    28.4
    %
 The tax effects of temporary differences that give rise to the aggregate deferred tax assets
and liabilities are as follows: 28




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##### Table of Contents



ABLEST INC.
Notes to Financial Statements, continued (Amounts in thousands)
    
    December 26, 2004
    
    
    December 28, 2003Deferred tax assets and liabilities:Allowance for doubtful accounts
    
    $
    108
    
    
    $
    93Accrued insurance expense
    
    
    1,162
    
    
    
    927Accumulated depreciation of plant and equipment
    
    
    124
    
    
    
    100Accumulated amortization of other assets
    
    
    685
    
    
    
    744Foreign tax and other credit carryforwards
    
    
    180
    
    
    
    180AMT Tax Paid
    
    
    60
    
    
    
    Operating loss carryforwards
    
    
    2,159
    
    
    
    2,897Other
    
    
    99
    
    
    
    64Net deferred tax assets
    
    $
    4,577
    
    
    $
    5,005
 In assessing the realizability of deferred tax assets, management considers, within each
taxing jurisdiction, whether it is more likely than not that some portion or all of the deferred
tax assets will not be realized. Management considers the scheduled reversal of deferred tax
liabilities, projected future taxable income, and tax planning strategies in making this
assessment. Based upon the level of historical taxable income and projections for future taxable
income over the years in which the deferred tax assets are deductible, the company has determined
that the tax asset will be realizable. 12. Employee Benefit Plans The Company maintains a qualified defined contribution plan covering all employees in the United
States. The Company matches the contributions of participating employees, with a maximum
contribution limit, on the basis of the percentages specified in the plan. The matching
contributions were approximately $183,000, $176,000 and $198,000 for the years ended December 26,
2004, December 28, 2003 and December 29, 2002, respectively. 13. Lease Commitments The Company occupies certain facilities under non-cancelable operating lease arrangements.
Expenses under such arrangements amounted to approximately $1,288,000, $1,294,000 and $1,358,000
for the years ended December 26, 2004, December 28, 2003 and December 29, 2002, respectively. In addition, the Company leases certain automotive and office equipment under non-cancelable
operating lease arrangements, which provide for minimum monthly rental payments. Expenses under
such arrangements
amounted to approximately $133,000, $142,000 and $153,000 for the years ended December 26, 2004,
December 28, 2003 and December 29, 2002, respectively Management expects that in the normal course of its continuing operations, new leases will replace
leases that expire. Real estate taxes, insurance and maintenance expenses are obligations of the
Company. A summary of future minimum operating lease payments for continuing operations at
December 26, 2004 follows: 29




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##### Table of Contents



ABLEST INC.
Notes to Financial Statements, continued (Amounts in thousands) Year
    
    Real Property
    
    
    Equipment
    
    
    Total2005
    
    $
    1,094
    
    
    $
    71
    
    
    $
    1,1652006
    
    
    556
    
    
    
    47
    
    
    
    6032007
    
    
    209
    
    
    
    24
    
    
    
    2332008
    
    
    30
    
    
    
    
    
    
    
    302009
    
    
    27
    
    
    
    
    
    
    
    27Total
    
    $
    1,916
    
    
    $
    142
    
    
    $
    2,058
 14. Contingencies The Company is subject, from time to time, to claims encountered in the normal course of business.
In the opinion of management, the resolution of all pending matters will not have a material
adverse effect on the Companys financial condition or liquidity. The Company carries a broad range of insurance coverage, including general and business auto
liability, commercial property, workers compensation and a general umbrella policy. The Company
is self-insured for general liability and workers compensation. Accruals for losses are made based
on the Companys claims experience and actuarial assumptions followed in the insurance industry.
Management believes that the amount accrued is adequate to cover all known and unreported claims at
December 26, 2004. Actual losses could differ from accrued amounts. 
 ITEM 9.Changes In and Disagreements with Accountants on Accounting and Financial Disclosure None. 
 ITEM 9A.Controls and Procedures Based on their evaluation, as of a date within 90 days prior to the date of the filing of this
report, of the effectiveness of our disclosure controls and procedures, the Chief Executive Officer
and Chief Financial Officer have each concluded that our disclosure controls and procedures are
effective and sufficient to ensure that we record, process, summarize, and report information
required to be disclosed by us in our periodic reports filed under the Securities Exchange Act
within the time periods specified by the Securities and exchange Commissions rules and forms. Subsequent to the date of their evaluation, there have not been any significant changes in the
Companys internal controls or in other factors to the Companys knowledge that could significantly
affect these controls, including
any corrective action with regard to significant deficiencies and material weaknesses. The design
of any system of controls and procedures is based in part upon certain assumptions about the
likelihood of future events. 
 ITEM 9B. Other Information None. 30




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##### Table of Contents



PART III 
 ITEM 10.Directors and Executive Officers of the Registrant The information in response to this item is hereby incorporated by reference to the information
under the caption Nominees for Directors presented in the Companys definitive proxy statement to
be filed with the Securities and Exchange Commission and used in connection with the solicitation
of proxies for the Companys 2005 Annual Meeting of Shareholders (the Proxy Statement). 
 ITEM 11.Executive Compensation The information in response to this item is hereby incorporated by reference to the information
under the caption Compensation of Executive Officers presented in the Companys Proxy Statement.
Information appearing in the Proxy Statement under the headings Report on Executive Compensation
by the Compensation Committee and Board of Directors, Common Stock Performance and Report of
Audit Committee is not incorporated herein and should not be deemed to be included in this
document for any purposes. 
 ITEM 12.Security Ownership of Certain Beneficial Owners and Management The information in response to this item is hereby incorporated by reference to the information
under the caption Security Ownership of Certain Beneficial Owners and Management presented in the
Companys Proxy Statement. 
 ITEM 13.Certain Relationships and Related Transactions The information in response to this item is hereby incorporated by reference to the information
under the caption Certain Transactions presented in the Companys Proxy Statement. 
 ITEM 14.Principal Accountants Fees and Services The information required by this item is incorporated by reference to the section entitled
Principal Accountants Fees and Services in the Proxy Statement. 
 PART IV 
 ITEM 15.Exhibits, Financial Statement Schedules and Reports on Form 8-K  (a)
    The following documents are filed as part of this Report:  (1)
    Financial StatementsSee Index to Financial Statements on page 13.(2)
    Supplemental Schedules Schedule II  Valuation and Qualifying Accounts All other schedules have been omitted because the required information is not present in amounts
sufficient to require submission of the schedule, or because the required information is included
in the consolidated financial statements or notes thereto. 31




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##### Table of Contents



(3) Exhibits ExhibitNumber
    
    Exhibit2.1
    
    Agreement and Plan of Merger between C. H. Heist Corp. and Ablest Inc. dated February 4,
2000. (1)2.2
    
    Agreement and Plan of Merger between Ablest Service Corp., PLP Corp., Milestone Technologies,
Inc. and Ablest Inc., dated January 1, 2001. (2)3.1
    
    Certificate of Incorporation of the Company. (2)3.2
    
    By-laws of the Registrant. (2)10.1
    
    Asset Sale and Purchase Agreement between C. H. Heist Corp. and Onyx Industrial Services Inc.
(1).10.2
    
    Promissory Note dated August 13, 2003 between the Company and Manufacturers and Traders Trust
Company. (3)10.3
    
    Independent Directors Stock Option Plan adopted May 14, 2000. (2)10.4
    
    Option to Ownership Plan adopted October 9, 2000. (2)10.5
    
    Executive Stock Awards Plan. (4)10.6
    
    Employment agreement with Charles H. Heist III, Chairman, dated January 1, 2004. (5)10.7
    
    Employment agreement with W. David Foster, Vice Chairman, dated January 1, 2004. (5)10.8
    
    Employment agreement with Kurt R. Moore, President and Chief Executive Officer, dated January
1, 2004. (5)10.9
    
    Employment agreement with Vincent J. Lombardo, Vice President and Chief Financial Officer,
dated January 1, 2004. (5)14
    
    Code of Ethics for Senior Financial Officers (5)21
    
    Subsidiaries of the Registrant23.1
    
    Consent of PricewaterhouseCoopers LLP31.1
    
    Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
 32




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##### Table of Contents



ExhibitNumber
    
    Exhibit31.2
    
    Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1
    
    Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
   (1)
    
    Filed as Exhibit to the Registrants Form 8-K report dated March 22, 2000 and
incorporated herein by reference.(2)
    
    Filed as an Exhibit to the Registrants Form 10-K Report for the year ended
December 31, 2000 and incorporated herein by reference.(3)
    
    Filed as an Exhibit to the Registrants Form 10-Q Report for the quarter ended
September 28, 2003 and incorporated herein by reference.(4)
    
    Filed as an Exhibit to the Registrants Form S-8 filed January 12, 2004 and
incorporated herein by reference.(5)
    
    Filed as an Exhibit to the Registrants Form 10-K Report for the year ended
December 28, 2003 and incorporated herein by reference.  (b)
    The Company filed a report on Form 8-K dated October 23, 2003, under Item 12. The report
included a press release reporting the Companys management succession plan.
The Company filed a report on Form 8-K dated October 24, 2003, under Item 12. The report
included a press release reporting the Companys results of operations and financial
condition for the thirteen and thirty-nine weeks ended September 28, 2003.
The Company filed a report on Form 8-K dated February 23, 2005, under Item 12. The report
included a press release reporting the Companys results of operations and financial
condition for the year ended December 26, 2004.(c)
    Exhibits
See subsection (a)(3) above.(d)
    Financial Statement SchedulesNot applicable 33




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##### Table of Contents



SIGNATURES Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the Company has
duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. ABLEST INC.By:
    /s/ Kurt R. MooreKurt R. MoorePresident and Chief Executive Officer
(principal executive officer) By:
    /s/ Vincent J. LombardoVincent J. LombardoVice President, Chief Financial Officer,
Secretary and Treasurer (principal
financial officer and principal accounting
officer) Date: February 17, 2005 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed
below by the following persons on behalf of the Company and in the capacities and as of the date
indicated: ABLEST INC. By:
    
    /s/ Charles H. Heist
    
    
    
    By:
    
    /s/ Ronald K. LeirvikCharles H. Heist
    
    
    
    
    
    Ronald K. LeirvikChairman of the Board, Director
    
    
    
    
    
    DirectorBy:
    
    /s/ W. David Foster
    
    
    
    By:
    
    /s/ Donna R. MooreW. David Foster
    
    
    
    
    
    Donna R. MooreVice Chairman of the Board, Director
    
    
    
    
    
    DirectorBy:
    
    /s/ Kurt R. Moore
    
    
    
    By:
    
    /s/ Richard W. RobersonKurt R. Moore
    
    
    
    
    
    Richard W. RobersonPresident and Chief Executive Officer,
    
    
    
    
    
    DirectorDirectorBy:
    
    /s/ Charles E. ScharlauCharles E. ScharlauDirector
 February 17, 2005




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##### Table of Contents



Report of Independent Registered Certified Public Accounting Firm on Financial
Statement Schedule To the Board of Directors and Shareholders
of Ablest Inc.: Our audits of the financial statements referred to in our report dated March 3, 2005 appearing in
the December 26, 2004 Annual Report to Shareholders of Ablest Inc. (which report and financial
statements are included in this Annual Report on Form 10-K) also included an audit of the financial
statement schedules listed in Item 15(a)(2) of this Form 10-K. In our opinion, these financial
statement schedules present fairly, in all material respects, the information set forth therein
when read in conjunction with the related financial statements. /s/ PricewaterhouseCoopers LLP Tampa, Florida
March 3, 2005




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##### Table of Contents



SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS For the Years Ended December 26, 2004, December 28, 2003 and December 29, 2002 Balance at
    
    
    Additions
    
    
    Additions
    
    
    
    
    
    
    Balance atbeginning of
    
    
    charged to
    
    
    charged to
    
    
    
    
    
    
    end of(Amounts in thousands)
    
    the period
    
    
    costs and expense
    
    
    other accounts
    
    
    Deductions
    
    
    the periodYear Ended December 26, 2004Allowance for doubtful accounts
    
    $
    246
    
    
    
    257
    
    
    
    
    
    
    
    218
    
    
    
    285Deferred tax asset valuation allowance
    
    $
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Year Ended December 28, 2003Allowance for doubtful accounts
    
    $
    291
    
    
    
    194
    
    
    
    
    
    
    
    239
    
    
    
    246Deferred tax asset valuation allowance
    
    $
    2,354
    
    
    
    
    
    
    
    
    
    
    
    2,354
    
    
    
    Year Ended December 29, 2002Allowance for doubtful accounts
    
    $
    252
    
    
    
    92
    
    
    
    
    
    
    
    53
    
    
    
    291Deferred tax asset valuation allowance
    
    $
    2,354
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,354