UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported)

January 7, 2009

 

UNIFIRST CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 

Massachusetts

 

1-8504

 

04-2103460

(State or Other Jurisdiction of Incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

68 Jonspin Road, Wilmington, Massachusetts 01887

(Address of Principal Executive Offices) (Zip Code)

 

Registrant's telephone number, including area code: (978) 658-8888

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o

Written communications pursuant to Rule 425 under the Securities Act

(17 CFR 230.425)

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

(17 CFR 240.14a-12)

 

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

(17 CFR 240.14d-2(b))

 

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

(17 CFR 240.13e-4(c))

 

Item 2.02.

Results of Operations and Financial Condition.

 

On January 7, 2009, UniFirst Corporation (the “Company”) issued a press release ("Press Release") announcing financial results for the fiscal first quarter ended November 29, 2008. A copy of the Press Release is attached as Exhibit 99 to this Current Report on Form 8-K and is incorporated herein by reference.

 

The information in this Item 2.02, including the exhibit attached hereto, shall not be deemed “filed” for any purpose, including for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

 

Item 9.01.

Financial Statements and Exhibits.

 

 

(d) Exhibits

 

 

 

EXHIBIT NO.

DESCRIPTION

 

 

99

Press release of the Company dated January 7, 2009

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

UNIFIRST CORPORATION

 

Date: January 7, 2009

By:

/s/ Ronald D. Croatti

 

Name:

Ronald D. Croatti

 

Title:

Chairman of the Board, Chief

Executive Officer and President

 

 

 

 

By:

/s/ John B. Bartlett

 

Name:

John B. Bartlett

 

Title:

Senior Vice President and Chief Financial Officer

 

 

 

 

By:

/s/ Steven S. Sintros

 

Name:

Steven S. Sintros

 

Title:

Corporate Controller

 

EXHIBIT INDEX

 

 

EXHIBIT NO.

DESCRIPTION

 

 

99

Press release of the Company dated January 7, 2009

Exhibit 99

 

UniFirst Corporation

News Release

 

68 Jonspin Road

 

 

Wilmington, MA 01887-1086

contact:

John B. Bartlett

Telephone 978-658-8888 Ext 520

 

Senior Vice President

Facsimile 978-988-0659

 

jbartlett@unifirst.com

 


 

UNIFIRST ANNOUNCES FINANCIAL RESULTS

FOR THE FIRST QUARTER OF FISCAL 2009

 

Wilmington, MA (January 7, 2009) -- UniFirst Corporation (NYSE: UNF) today announced revenues and earnings for its first quarter of fiscal 2009 which ended November 29, 2008.

 

Revenues for the first quarter of fiscal 2009 were $262.6 million, a 6.2% increase from the previous year’s first quarter of $247.3 million. First quarter net income for fiscal 2009 was $18.9 million or $0.97 per diluted common share, a 14.5% increase from the first quarter of fiscal 2008, when net income was $16.5 million or $0.85 per diluted common share.

 

First quarter revenues from the core laundry operations, which exclude the Company’s Specialty Garments and First Aid segments, grew 6.9%. Revenues from the core laundry operations, net of the effect of acquisitions and changes in foreign currency increased 6.6%.

 

Income from operations from the Company’s core laundry business was up 17.9% compared to the first quarter of fiscal 2008 as the operating margin increased to 13.7% from 12.4% a year earlier. The improvement is due primarily to lower merchandise amortization and lower payroll costs as a percentage of revenues. The core laundry’s operating results in the first quarter also were helped by lower health-care and workers’ compensation costs compared to fiscal 2008. These costs fluctuate from quarter to quarter and the Company does not anticipate that this benefit will continue throughout the year.

 

These benefits were partially offset by higher energy costs and a $1.6 million accounting charge related to environmental obligations. Accounting rules require the discounting of certain liabilities using a risk-free interest rate. The Company’s projected liabilities for environmental remediation are discounted in this manner as disclosed in its quarterly financial statements. Due to the significant decline in interest rates during the first fiscal quarter, the Company discounted its liability using a lower interest rate resulting in this non-cash charge to earnings.

 

The Specialty Garments and First Aid segments’ operating results were comparable to the first quarter of fiscal 2008. The Company’s overall results benefitted from lower interest expense related to its variable rate debt. However, this benefit was more than offset by foreign exchange losses in the current quarter as well as a higher effective tax rate compared to the first quarter of fiscal 2008. The Company’s effective tax rate in the first quarter of fiscal 2009 increased to 39.7% compared to 38.5% in the first quarter of fiscal 2008.

 

Ronald D. Croatti, UniFirst President and Chief Executive Officer, stated, “Our strong first quarter was the result of a continued focus on maximizing the output of our professional sales and services organizations. In addition, we have intensified our cost control efforts throughout the Company. However, we will need to be even more diligent in these areas going forward. The level of headcount reductions in our customer base has accelerated considerably through November and December and we expect that the general economic weakness will negatively impact our revenues for the balance of our fiscal year. Despite the challenging economic environment, we will continue to focus on factors within our control such as providing superior service and value to our customers.”

 

Conference Call Information

The Company will hold a conference call today at 4:00 PM (EST) to discuss its quarterly financial results, business highlights and outlook. A simultaneous live webcast of the call will be available over the Internet and can be accessed at www.unifirst.com.

 

About UniFirst Corporation

UniFirst Corporation is one of the largest providers of workplace uniforms, protective clothing and facility services products in North America. The Company employs over 10,000 team partners who serve over 200,000 customer locations in 46 U.S. states, Canada and Europe from over 200 customer service, distribution, and manufacturing facilities. UniFirst Corporation is a publicly held company traded on the New York Stock Exchange under the symbol UNF and is a component of the Standard & Poor's 600 Small Cap Index.

 

Forward Looking Statements

This public announcement may contain forward looking statements that reflect the Company’s current views with respect to future events and financial performance. Forward looking statements contained in this public announcement are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995 and are highly dependent upon a variety of important factors that could cause actual results to differ materially from those reflected in such forward looking statements. Such factors include, but are not limited to, uncertainties regarding the Company’s ability to consummate and successfully integrate acquired businesses, uncertainties regarding any existing or newly-discovered expenses and liabilities related to environmental compliance and remediation, the Company’s ability to compete successfully without any significant degradation in its margin rates, seasonal fluctuations in business levels, uncertainties regarding the price levels of natural gas, electricity, fuel and labor, the impact of negative economic conditions on the Company’s customers and such customers’ workforce, the continuing increase in domestic healthcare costs, demand and prices for the Company’s products and services, additional professional and internal costs necessary for compliance with recent and proposed future changes in Securities and Exchange Commission (including the Sarbanes-Oxley Act of 2002), New York Stock Exchange and accounting rules, strikes and unemployment levels, the Company’s efforts to evaluate and potentially reduce internal costs, economic and other developments associated with the war on terrorism and its impact on the economy and general economic conditions. When used in this public announcement, the words “anticipate,” “optimistic,” “believe,” “estimate,” “expect,” “intend,” and similar expressions as they relate to the Company are included to identify such forward looking statements. The Company undertakes no obligation to update any forward looking statements to reflect events or circumstances arising after the date on which such statements are made.

 

UniFirst Corporation and Subsidiaries

Consolidated Statements of Income

 

 

 

 

Thirteen weeks ended

 

 

 

 

 

 

 

 

 

 

 

 

 

November 29,

 

 

 

November 24,

 

(In thousands, except share and per share data)

 

 

2008 (2)

 

 

 

2007 (2)

 

 

 

 

 

 

 

 

 

 

Revenues

 

$

262,554

 

 

$

247,260

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

Operating costs (1)

 

 

157,063

 

 

 

151,147

 

Selling and administrative expenses (1)

 

 

57,487

 

 

 

54,019

 

Depreciation and amortization

 

 

13,703

 

 

 

12,787

 

 

 

 

228,253

 

 

 

217,953

 

 

 

 

 

 

 

 

 

 

Income from operations

 

 

34,301

 

 

 

29,307

 

 

 

 

 

 

 

 

 

 

Other expense (income):

 

 

 

 

 

 

 

 

Interest expense

 

 

2,591

 

 

 

3,504

 

Interest income

 

 

(504

)

 

 

(513

)

Foreign exchange loss(gain)

 

 

934

 

 

 

(471

)

 

 

 

3,021

 

 

 

2,520

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

 

31,280

 

 

 

26,787

 

Provision for income taxes

 

 

12,418

 

 

 

10,313

 

 

 

 

 

 

 

 

 

 

Net income

 

$

18,862

 

 

$

16,474

 

 

 

 

 

 

 

 

 

 

Income per share – Basic:

 

 

 

 

 

 

 

 

Common Stock

 

$

1.03

 

 

0.90

 

Class B Common Stock

 

$

0.82

 

 

0.72

 

 

 

 

 

 

 

 

 

 

Income per share – Diluted:

 

 

 

 

 

 

 

 

Common Stock

 

$

0.97

 

 

$

0.85

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares outstanding – Basic:

 

 

 

 

 

 

 

 

Common Stock

 

 

14,384

 

 

 

14,352

 

Class B Common Stock

 

 

4,935

 

 

 

4,937

 

 

 

 

19,319

 

 

 

19,289

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares outstanding – Diluted:

 

 

 

 

 

 

 

 

Common Stock

 

 

19,362

 

 

 

19,366

 

 

 

 

 

 

 

 

 

 

Dividends per share:

 

 

 

 

 

 

 

 

Common Stock

 

$

0.0375

 

 

$

0.0375

 

Class B Common Stock

 

$

0.0300

 

 

$

0.0300

 

 

(1) Exclusive of depreciation on the Company’s property and equipment and amortization on its intangible assets

 

(2) Unaudited

 

UniFirst Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

 

(In thousands, except share data)

 

 

 

November 29,

2008

 

 

August 30,

2008

 

Assets

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

$

24,108

 

$

25,655

 

Receivables, net

 

 

 

111,394

 

 

102,830

 

Inventories

 

 

 

48,566

 

 

46,154

 

Rental merchandise in service

 

 

 

88,763

 

 

92,315

 

Prepaid and deferred income taxes

 

 

 

16,246

 

 

15,431

 

Prepaid expenses

 

 

 

5,255

 

 

1,720

 

 

 

 

 

 

 

 

 

 

Total current assets

 

 

 

294,332

 

 

284,105

 

 

 

 

 

 

 

 

 

 

Property and equipment:

 

 

 

 

 

 

 

 

Land, buildings and leasehold improvements

 

 

 

312,641

 

 

314,370

 

Machinery and equipment

 

 

 

331,097

 

 

327,705

 

Motor vehicles

 

 

 

107,876

 

 

102,805

 

 

 

 

 

 

 

 

 

 

 

 

 

 

751,614

 

 

744,880

 

Less - accumulated depreciation

 

 

 

379,799

 

 

376,319

 

 

 

 

 

371,815

 

 

368,561

 

 

 

 

 

 

 

 

 

 

Goodwill

 

 

 

259,091

 

 

258,836

 

Customer contracts and other intangible assets, net

 

 

 

65,530

 

 

67,450

 

Other assets

 

 

 

2,578

 

 

2,715

 

 

 

 

 

 

 

 

 

 

 

 

 

$

993,346

 

$

981,667

 

 

 

 

 

 

 

 

 

 

Liabilities and shareholders' equity

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Current maturities of long-term obligations

 

 

$

4,191

 

$

4,222

 

Accounts payable

 

 

 

52,820

 

 

54,822

 

Accrued liabilities

 

 

 

95,154

 

 

91,837

 

Accrued income taxes

 

 

 

8,942

 

 

 

 

 

 

 

 

 

 

 

 

Total current liabilities

 

 

 

161,107

 

 

150,881

 

 

 

 

 

 

 

 

 

 

Long-term obligations, net of current maturities

 

 

 

227,928

 

 

231,317

 

Deferred income taxes

 

 

 

42,064

 

 

42,699

 

 

 

 

 

 

 

 

 

 

Shareholders' equity:

 

 

 

 

 

 

 

 

Common Stock

 

 

 

1,439

 

 

1,438

 

Class B Common Stock

 

 

 

494

 

 

494

 

Capital surplus

 

 

 

18,481

 

 

18,240

 

Retained earnings

 

 

 

550,339

 

 

532,164

 

Accumulated other comprehensive (loss) income

 

 

 

(8,506

)

 

4,434

 

 

 

 

 

 

 

 

 

 

Total shareholders' equity

 

 

 

562,247

 

 

556,770

 

 

 

 

 

 

 

 

 

 

 

 

 

$

993,346

 

$

981,667

 

 

UniFirst Corporation and Subsidiaries

Detail of Operating Results

 

Revenues

 

 

 

Thirteen weeks ended

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

November 29,

 

 

November 24,

 

 

Dollar

 

Percent

 

(In thousands, except percentages)

 

2008 (1)

 

 

2007 (1)

 

 

Change

 

Change

 

 

 

 

 

 

 

 

 

 

 

 

 

Core Laundry Operations

$

237,504

 

$

222,112

 

$

15,392

 

6.9

%

Specialty Garments

 

17,741

 

 

17,255

 

 

486

 

2.8

 

First Aid

 

7,309

 

 

7,893

 

 

(584

)

-7.4

 

Consolidated total

$

262,554

 

$

247,260

 

$

15,294

 

6.2

%

 

Income from Operations

 

 

 

Thirteen weeks ended

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

November 29,

 

 

November 24,

 

 

Dollar

 

Percent

 

(In thousands, except percentages)

 

2008 (1)

 

 

2007 (1)

 

 

Change

 

Change

 

 

 

 

 

 

 

 

 

 

 

 

 

Core Laundry Operations

$

32,604

 

$

27,649

 

$

4,955

 

17.9

%

Specialty Garments

 

1,747

 

 

1,661

 

 

86

 

5.2

 

First Aid

 

(50

)

 

(3

)

 

(47

)

1529.7

 

Consolidated total

$

34,301

 

$

29,307

 

$

4,994

 

17.0

%

 

(1) Unaudited