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 5, 2006
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:
 |
Written communications
pursuant to Rule 425 under the Securities Act |
| |
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act |
| |
Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act |
| |
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act |
Item 2.02 Results of Operations and Financial Condition.
On January 5, 2006, UniFirst Corporation issued a press release (“Press Release”) announcing financial results for the first quarter of fiscal 2006, which ended November 26, 2005. A copy of the Press Release is attached as Exhibit 99 to this Current Report and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
| EXHIBIT NO. |
DESCRIPTION |
|---|---|
| 99 | Press release dated January 5, 2006 |
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 5, 2006 | 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 |
EXHIBIT INDEX
| EXHIBIT NO. |
DESCRIPTION |
|---|---|
| 99 | Press release dated January 5, 2006 |
Exhibit 99
| UniFirst Corporation | News Release |
|---|---|
| 68 Jonspin Road Wilmington, MA 01887-1086 Telephone 978-658-8888 Ext 520 Facsimile 978-988-0659 |
contact: John B. Bartlett Senior Vice President jbartlett@unifirst.com |
UNIFIRST ANNOUNCES
FINANCIAL RESULTS
FOR FISCAL 2006 FIRST
QUARTER
Wilmington, MA (January 5, 2006) — UniFirst Corporation (NYSE: UNF) today announced its revenues and earnings for its fiscal 2006 first quarter, the thirteen weeks ended November 26, 2005.
Revenues for the quarter were a record $199.3 million, a 5.8% increase from $188.4 million in the same period a year ago. First quarter net income was $11.4 million. This translated to $0.59 per diluted common share compared to last year’s first quarter net income of $13.4 million, or $0.69 per diluted common share.
The primary reason for this $2.0 million decrease in net income was the Company’s Specialty Garments (nuclear and clean room) segment. This segment’s income from operations decreased approximately $3.1 million from the first quarter of fiscal 2005 to the first quarter of fiscal 2006. This decrease in profitability of Specialty Garments is directly attributable to a decrease in revenues of 21.0% between comparable periods due primarily to the conclusion of a significant contract in fiscal 2005. In addition, income from operations for the Company’s First Aid segment decreased approximately $0.6 million from the first quarter of fiscal 2005 to the first quarter of fiscal 2006. Excluding the Company’s Specialty Garments and First Aid segments, revenues and income from operations from the Company’s core laundry business increased 8.6% and 6.2%, respectively.
As a percentage of overall revenues, operating costs increased 1.8% from 61.3% for the first quarter of fiscal 2005 to 63.1% for the first quarter of fiscal 2006. This increase is due primarily to higher fuel and natural gas costs as well as the decrease in Specialty Garments revenues discussed above. In addition, selling costs have increased as a percentage of revenues from fiscal 2005 to fiscal 2006 as the Company has increased its sales force over the last year.
“We are pleased with the revenue and profitability growth we saw in the quarter from our core laundry business. These positive results were achieved despite higher operating costs. As for our nuclear business, it has always been more volatile than our core laundry business due to the narrower focus of its services. We’re optimistic that this segment will begin to replace the revenues lost from the completion of this contract with new sales volume as the year progresses,” said Ronald D. Croatti, UniFirst’s President and Chief Executive Officer.
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.
UniFirst is one of the largest providers of workplace uniforms, protective clothing and facility services products in North America. The Company employs 9,200 team partners who serve approximately 190,000 customer locations in 46 states, Canada and Europe from 179 manufacturing, distribution and customer service facilities.
The Private Securities Litigation Reform Act of 1995 provides a safe harbor for certain 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. These forward-looking statements are subject to certain risks and uncertainties. The words “anticipate” and “should,” and other expressions that indicate future events and trends identify forward-looking statements. Actual future results may differ materially from those anticipated depending on a variety of factors, including, but not limited to, performance of acquisitions; economic and business changes; fluctuations in the cost of materials, fuel and labor; the speed of business recovery from recent hurricanes in the southeast; economic and other developments associated with the on-going war on terrorism; strikes and unemployment levels; demand and price for the Company’s products and services; improvement in under performing rental operations; and the outcome of pending and future litigation and environmental matters.
[Tables follow]
UNIFIRST CORPORATION AND
SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
| Thirteen Weeks Ended | ||||||||
|---|---|---|---|---|---|---|---|---|
| (In thousands, except per share data) |
November 26, 2005 |
November 27, 2004 | ||||||
| Revenues | $ | 199,325 | $ | 188,434 | ||||
| Costs and expenses: | ||||||||
| Operating costs (1) | 125,731 | 115,465 | ||||||
| Selling and administrative expenses (1) | 42,066 | 39,169 | ||||||
| Depreciation and amortization | 10,932 | 10,663 | ||||||
| 178,729 | 165,297 | |||||||
| Income from operations | 20,596 | 23,137 | ||||||
| Other expense (income): | ||||||||
| Interest expense | 2,331 | 2,191 | ||||||
| Interest income | (256 | ) | (369 | ) | ||||
| Interest rate swap income | — | (223 | ) | |||||
| 2,075 | 1,599 | |||||||
| Income before income taxes | 18,521 | 21,538 | ||||||
| Provision for income taxes | 7,131 | 8,184 | ||||||
| Net income | $ | 11,390 | $ | 13,354 | ||||
| Income per share - Basic: | ||||||||
| Common Stock | $ | 0.66 | $ | 0.78 | ||||
| Class B Common Stock | $ | 0.53 | $ | 0.62 | ||||
Income per share - Diluted: | ||||||||
| Common Stock | $ | 0.59 | $ | 0.69 | ||||
Weighted average number of shares outstanding - Basic: | ||||||||
| Common Stock | 9,619 | 9,281 | ||||||
| Class B Common Stock | 9,620 | 9,926 | ||||||
| 19,239 | 19,207 | |||||||
| Weighted average number of shares outstanding - Diluted: | ||||||||
| Common Stock | 19,328 | 19,277 | ||||||
| Dividends per share: | ||||||||
| Common Stock | $ | 0.0375 | $ | 0.0375 | ||||
| Class B Common Stock | $ | 0.0300 | $ | 0.0300 | ||||
(1) Exclusive of depreciation and amortization.
UNIFIRST CORPORATION AND
SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
| (In thousands) |
November 26, 2005 |
August 27, 2005 | ||||||
|---|---|---|---|---|---|---|---|---|
| Assets | ||||||||
| Current assets: | ||||||||
| Cash and cash equivalents | $ | 3,229 | $ | 4,704 | ||||
| Receivables, net | 85,446 | 78,497 | ||||||
| Inventories | 30,712 | 31,021 | ||||||
| Rental merchandise in service | 73,369 | 69,808 | ||||||
| Deferred income taxes | 9,080 | 8,983 | ||||||
| Prepaid expenses | 3,777 | 1,492 | ||||||
| Total current assets | 205,613 | 194,505 | ||||||
| Property and equipment: | ||||||||
| Land, buildings and leasehold improvements | 263,058 | 260,515 | ||||||
| Machinery and equipment | 272,473 | 268,272 | ||||||
| Motor vehicles | 78,647 | 76,147 | ||||||
| 614,178 | 604,934 | |||||||
| Less - accumulated depreciation | 307,542 | 299,983 | ||||||
| 306,636 | 304,951 | |||||||
| Goodwill | 188,165 | 187,793 | ||||||
| Customer contracts and other intangible assets, net | 55,140 | 56,481 | ||||||
| Other assets | 8,994 | 4,575 | ||||||
| $ | 764,548 | $ | 748,305 | |||||
| Liabilities and Shareholders' Equity | ||||||||
| Current liabilities: | ||||||||
| Current maturities of long-term obligations | $ | 604 | $ | 1,084 | ||||
| Accounts payable | 41,491 | 36,720 | ||||||
| Accrued liabilities | 74,190 | 76,141 | ||||||
| Accrued income taxes | 10,578 | 3,992 | ||||||
| Total current liabilities | 126,863 | 117,937 | ||||||
| Long-term obligations, net of current maturities | 170,764 | 175,587 | ||||||
| Deferred income taxes | 42,538 | 42,439 | ||||||
Shareholders' equity: | ||||||||
| Common stock | 967 | 960 | ||||||
| Class B common stock | 957 | 964 | ||||||
| Capital surplus | 13,911 | 13,462 | ||||||
| Retained earnings | 405,650 | 394,910 | ||||||
| Accumulated other comprehensive income | 2,898 | 2,046 | ||||||
| Total shareholders' equity | 424,383 | 412,342 | ||||||
| $ | 764,548 | $ | 748,305 | |||||