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                       SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C.
                                     20549




                                   FORM 10-Q

              QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934



           For the quarter ended                      Commission File
               May 27, 1995                            Number 1-8504



                              UNIFIRST CORPORATION
             (Exact name of registrant as specified in its charter)



                 Massachusetts                                04-2103460
            (State of Incorporation)                    (IRS Employer ID Number)


                                68 Jonspin Road
                        Wilmington, Massachusetts  01887
                    (Address of principal executive offices)

                 Registrant's telephone number: (508) 658-8888



         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 preceeding 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 [X]     No [ ]


         The number of outstanding shares of the registrant's Common
         Stock and Class B Common Stock as of June 30, 1995 were
         7,886,644 and 12,623,964 respectively.

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PART 1 - FINANCIAL INFORMATION



FORM 10-Q
UNIFIRST CORPORATION AND SUBSIDIARIES
CONDENSED BALANCE SHEETS
(unaudited)
May 27, August 27, May 28, 1995 1994* 1994 - --------------------------------------------------------------------------------------------------- Assets Current assets: Cash $ 4,270,000 $ 4,120,000 $ 2,085,000 Receivables 35,283,000 30,044,000 31,716,000 Inventories 17,255,000 15,409,000 14,232,000 Rental merchandise in service 32,696,000 30,577,000 30,075,000 Prepaid expenses 114,000 109,000 116,000 - --------------------------------------------------------------------------------------------------- Total current assets 89,618,000 80,259,000 78,224,000 - --------------------------------------------------------------------------------------------------- Property and equipment: Land, buildings and leasehold improvements 108,186,000 101,374,000 98,730,000 Machinery and equipment 109,522,000 99,955,000 96,608,000 Motor vehicles 27,369,000 26,237,000 25,798,000 - --------------------------------------------------------------------------------------------------- 245,077,000 227,566,000 221,136,000 Less - accumulated depreciation 101,560,000 89,554,000 85,737,000 - --------------------------------------------------------------------------------------------------- 143,517,000 138,012,000 135,399,000 - --------------------------------------------------------------------------------------------------- Other assets 36,876,000 31,889,000 29,224,000 - --------------------------------------------------------------------------------------------------- $270,011,000 $250,160,000 $242,847,000 =================================================================================================== Liabilities and Shareholders' Equity Current liabilities: Current maturities of long-term obligations $ 6,959,000 $ 6,874,000 $ 6,285,000 Notes payable 66,000 448,000 345,000 Accounts payable 11,025,000 12,246,000 10,488,000 Accrued liabilities 34,301,000 27,265,000 29,064,000 Accrued and deferred income taxes 3,977,000 5,469,000 4,396,000 - --------------------------------------------------------------------------------------------------- Total current liabilities 56,328,000 52,302,000 50,578,000 - --------------------------------------------------------------------------------------------------- Long-term obligations, net of current maturities 35,257,000 34,728,000 32,898,000 Deferred income taxes 15,076,000 13,658,000 14,099,000 - --------------------------------------------------------------------------------------------------- Shareholders' equity: Preferred stock, $1.00 par value; 2,000,000 shares authorized; none issued --- --- --- Common stock, $.10 par value; 30,000,000 shares authorized; issued and outstanding 7,886,644 shares 789,000 788,000 788,000 Class B Common stock, $.10 par value; 20,000,000 shares authorized; issued and outstanding 12,623,964 shares 1,262,000 1,263,000 1,263,000 Capital surplus 7,042,000 7,042,000 7,039,000 Retained earnings 154,694,000 140,866,000 136,792,000 Cumulative translation adjustment (437,000) (487,000) (610,000) - --------------------------------------------------------------------------------------------------- Total shareholders' equity 163,350,000 149,472,000 145,272,000 - --------------------------------------------------------------------------------------------------- $270,011,000 $250,160,000 $242,847,000 =================================================================================================== * Condensed from audited financial statements
The accompanying notes are an integral part of these condensed financial statements. 3 FORM 10-Q UNIFIRST CORPORATION AND SUBSIDIARIES CONDENSED STATEMENTS OF INCOME (unaudited)
Thirty-nine Thirty-nine Thirteen Thirteen weeks ended weeks ended weeks ended weeks ended May 27, May 28, May 27, May 28, 1995 1994 1995 1994 - ------------------------------------------------------------------------------------------------------------------------------- Revenues $265,043,000 $237,307,000 $92,600,000 $83,106,000 - ------------------------------------------------------------------------------------------------------------------------------- Costs and expenses: Operating costs 165,437,000 145,365,000 57,189,000 51,029,000 Selling and administrative expenses 59,776,000 54,157,000 21,020,000 19,353,000 Depreciation and amortization 14,380,000 13,191,000 4,852,000 4,503,000 - ------------------------------------------------------------------------------------------------------------------------------- 239,593,000 212,713,000 83,061,000 74,885,000 - ------------------------------------------------------------------------------------------------------------------------------- Income from operations 25,450,000 24,594,000 9,539,000 8,221,000 - ------------------------------------------------------------------------------------------------------------------------------- Interest expense (income): Interest expense 2,277,000 1,982,000 742,000 673,000 Interest income (176,000) (162,000) (75,000) (23,000) - ------------------------------------------------------------------------------------------------------------------------------- 2,101,000 1,820,000 667,000 650,000 - ------------------------------------------------------------------------------------------------------------------------------- Income before income taxes 23,349,000 22,774,000 8,872,000 7,571,000 Provision for income taxes 8,172,000 8,426,000 3,105,000 2,801,000 - ------------------------------------------------------------------------------------------------------------------------------- Net income $ 15,177,000 $ 14,348,000 $ 5,767,000 $ 4,770,000 =============================================================================================================================== Weighted average number of shares outstanding 20,510,608 20,504,246 20,510,608 20,509,122 =============================================================================================================================== Net income per share $0.74 $0.70 $0.28 $0.23 ===============================================================================================================================
The accompanying notes are an integral part of these condensed financial statements. 4 FORM 10-Q UNIFIRST CORPORATION AND SUBSIDIARIES CONDENSED STATEMENTS OF CASH FLOWS (unaudited)
Thirty-nine Thirty-nine weeks ended weeks ended May 27, May 28, 1995 1994 - -------------------------------------------------------------------------------------------- Cash flows from operating activities: Net Income $15,177,000 $14,348,000 Adjustments: Depreciation 11,965,000 11,053,000 Amortization of other assets 2,415,000 2,138,000 Receivables (4,889,000) (6,566,000) Inventories (1,768,000) (2,727,000) Rental merchandise in service (1,221,000) (2,592,000) Prepaid expenses (4,000) -- Accounts payable (1,495,000) (423,000) Accrued liabilities 6,915,000 3,816,000 Accrued and deferred income taxes (1,601,000) (986,000) Deferred income taxes 1,389,000 1,433,000 - -------------------------------------------------------------------------------------------- Net cash provided by operating activities 26,883,000 19,494,000 - -------------------------------------------------------------------------------------------- Cash flows from investing activities: Acquisition of businesses, net of cash acquired (6,614,000) (6,010,000) Capital expenditures (17,039,000) (19,566,000) Other assets, net (1,963,000) (972,000) - -------------------------------------------------------------------------------------------- Net cash used in investing activites (25,616,000) (26,548,000) - -------------------------------------------------------------------------------------------- Cash flows from financing activities: Increase in debt 4,433,000 10,182,000 Reduction of debt (4,201,000) (3,382,000) Proceeds from exercise of stock options -- 32,000 Cash dividends paid or payable (1,349,000) (1,349,000) - -------------------------------------------------------------------------------------------- Net cash provided by (used in) financing activities (1,117,000) 5,483,000 - -------------------------------------------------------------------------------------------- Net increase (decrease) in cash 150,000 (1,571,000) Cash at beginning of period 4,120,000 3,656,000 - -------------------------------------------------------------------------------------------- Cash at end of period $ 4,270,000 $ 2,085,000 ============================================================================================ Supplemental disclosure of cash flow information: Interest paid $ 2,035,000 $ 1,617,000 Income taxes paid $ 8,249,000 $ 8,015,000 ============================================================================================
The accompanying notes are an integral part of these condensed financial statements. 5 FORM 10-Q UNIFIRST CORPORATION AND SUBSIDIARIES NOTES TO CONDENSED FINANCIAL STATEMENTS FOR THE THIRTY-NINE WEEKS ENDED MAY 27, 1995 1. These condensed financial statements have been prepared by the Company without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations; however, the Company believes that the information furnished reflects all adjustments which are, in the opinion of management, necessary to a fair statement of results for the interim period. It is suggested that these condensed financial statements be read in conjunction with the financial statements and the notes, thereto, included in the Company's latest annual report. 2. From time to time, the Company is subject to legal proceedings and claims arising from the conduct of their business operations, including personal injury, customer contract, employment claims and environmental matters. In the opinion of management, such proceedings and claims are not likely to result in losses which would have a material adverse effect upon the Company. 3. On November 18, 1993 the Company's Board of Directors declared a two-for-one stock split, to be effected in the form of a stock dividend, on the Company's Common Stock and Class B Common Stock. The stock dividend was paid on January 19, 1994 to shareholders of record on January 5, 1994. All references to average number of shares outstanding and per share data in these financial statements reflect the effect of the two-for-one split. 4. On November 1, 1994 the Company acquired all of the outstanding stock of Tennessee Uniform & Towel Service, Inc., a garment rental business located in Nashville, TN. 6 FORM 10-Q UNIFIRST CORPORATION AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION FOR THE THIRTY-NINE WEEKS ENDED MAY 27, 1995 RESULTS OF OPERATIONS - --------------------- Thirty-nine Weeks of Fiscal 1995 compared to Thirty-nine Weeks of Fiscal 1994 - ----------------------------------------------------------------------------- Fiscal 1995 revenues for the thirty-nine weeks increased $27,736,000 or 11.7% over the thirty-nine weeks in fiscal 1994. This increase can be attributed to acquisitions (2.4%), price increases (1.0%) and growth from existing operations (8.3%). Income from operations as a percentage of revenue decreased to 9.6% in the fiscal 1995 period from 10.4% for the fiscal 1994 period. The primary reason for the decrease is the continued impact of higher uniform merchandise costs. Merchandise cost as a percent of revenues increased 1.3% over the prior year. This increase is due to additional new garments placed in service for new customers as well as higher replacement costs for existing customers. The Company has also experienced comparatively higher expenses in the operation of its distribution centers and in the new corporate-owned life insurance program. Offsetting these increases were improvements in employee related costs, primarily workers' compensation and health insurance. Depreciation expense as a percent of revenues improved .2% compared to the prior year, and the Company's operations in Canada and in the nuclear garment services business also showed improvement. Net interest expense (interest expense less interest income) was $2,101,000 in fiscal 1995 as compared to $1,820,000 in fiscal 1994. The increase is attributable to increased debt levels in fiscal 1995. The provision for income taxes for the current period was 35.0% as compared to 37.0% for the corresponding 1994 period. The decrease in 1995 is due primarily to the favorable impact of a corporate-owned life insurance program and proportionally more tax-exempt income from Puerto Rico. Thirteen Weeks ended May 27, 1995 compared to Thirteen Weeks ended May 28, 1994 - ------------------------------------------------------------------------------- Fiscal 1995 third quarter revenues increased $9,494,000 or 11.4% over the fiscal 1994 third quarter. This increase can be attributed to acquisitions (2.3%), price increases (.9%) and growth from existing operations (8.2%). Income from operations as a percentage of revenue increased to 10.3% in fiscal 1995 from 9.9% for the fiscal 1994 period. The primary reasons for the increase are favorable comparative quarter to quarter results from the Company's core uniform laundry business and nuclear garment services business. There were also improvements in employee related costs and depreciation expense as discussed above. These improvements were offset somewhat by higher uniform merchandise costs, for the reasons described above, with merchandise cost as a percent of revenues increasing .9% compared to the prior year's quarter. Net interest expense (interest expense less interest income) was $667,000 in fiscal 1995 as compared to $650,000 in fiscal 1994. The increase is attributable to increased debt levels in fiscal 1995. The provision for income taxes for the current period was 35.0% as compared to 37.0% for the corresponding 1994 period. The decrease in 1995 is due primarily to the favorable impact of a corporate-owned life insurance program and proportionally more tax-exempt income from Puerto Rico. 7 FORM 10-Q UNIFIRST CORPORATION AND SUBSIDIARIES MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION (continued) FOR THE THIRTY-NINE WEEKS ENDED MAY 27, 1995 LIQUIDITY AND CAPITAL RESOURCES - ------------------------------- During the thirty-nine weeks ended May 27, 1995 net cash provided by operating activities, $26,883,000, and additional borrowings of $4,433,000 were primarily used for capital expenditures, $17,039,000, acquisition of businesses, $6,614,000, debt repayment, $4,201,000 and dividends, $1,349,000. Shareholders' equity as a percent of total capital has increased from 71.1% at August 29, 1992 to 79.5% at May 27, 1995, indicating the improvement in the overall strength of the Company's balance sheet. The Company had $4,270,000 in cash and $27,875,000 available on its $50,000,000 line of credit as of May 27, 1995. The Company believes its ability to generate cash from operations will adequately cover its foreseeable capital requirements. EFFECTS OF INFLATION - -------------------- Inflation has had the effect of increasing the reported amounts of the Company's revenues and costs. The Company uses the last-in, first-out (LIFO) method to value a significant portion of inventories. This method tends to reduce the amount of income due to inflation included in the Company's results of operations. The Company believes that, through increases in its prices, it has been able to recover increases in costs and expenses attributable to inflation. 8 PART II - OTHER INFORMATION FORM 10-Q UNIFIRST CORPORATION AND SUBSIDIARIES Item 6. Exhibits and Reports on Form 8-K - ----------------------------------------- (a) Exhibits: (27) Financial Data Schedule (b) Reports on Form 8-K: None SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf of the undersigned thereunto duly authorized. UNIFIRST CORPORATION Ronald D. Croatti --------------------------- Ronald D. Croatti Vice Chairman and Chief Executive Officer Date: July 7, 1995 John B. Bartlett --------------------------- John B. Bartlett Senior Vice President and Chief Financial Officer
 

5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS OF UNIFIRST CORPORATION FOR THE THIRTY-NINE WEEKS ENDED MAY 27, 1995, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 U.S. DOLLARS 9-MOS AUG-26-1995 AUG-28-1994 MAY-27-1995 1. 4,270 0 35,783 500 17,255 89,618 245,077 101,560 270,011 56,328 35,257 2,051 0 0 161,299 270,011 265,043 265,043 239,593 239,593 0 0 2,101 23,349 8,172 15,177 0 0 0 15,177 0.74 0