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)
July 1, 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) |
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o |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 July 1, 2009, UniFirst Corporation (the Company) issued a press release ("Press Release") announcing financial results for the third quarter and first nine months of fiscal 2009 which ended May 30, 2009. 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. |
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|
(d) Exhibits |
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|
EXHIBIT NO. |
DESCRIPTION |
|
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99 |
Press release of the Company dated July 1, 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: July 1, 2009 |
By: |
/s/ Ronald D. Croatti |
|
Name: |
Ronald D. Croatti |
|
Title: |
Chairman of the Board, Chief Executive Officer and President |
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|
|
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By: |
/s/ Steven S. Sintros |
|
Name: |
Steven S. Sintros |
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Title: |
Vice President and Chief Financial Officer |
EXHIBIT INDEX
EXHIBIT NO. |
DESCRIPTION |
|
|
99 |
Press release of the Company dated July 1, 2009 |
Exhibit 99
UNIFIRST ANNOUNCES FINANCIAL RESULTS FOR THE THIRD QUARTER AND FIRST NINE MONTHS OF FISCAL 2009
Wilmington, MA (July 1, 2009) -- UniFirst Corporation (NYSE: UNF) today announced results for the third quarter and first nine months of fiscal 2009, which ended on May 30, 2009.
Revenues for the third quarter of fiscal 2009 were $252.1 million, a 1.0% decrease from the previous years $254.6 million. Third quarter net income was a record $21.7 million or $1.12 per diluted common share, a 28.0% increase from the third quarter of fiscal 2008, when net income was $16.9 million or $0.87 per diluted common share.
Revenues were approximately $772 million for both the first nine months of fiscal 2009 and fiscal 2008. However, on a comparable work week basis, revenues increased 2.6% during the first nine months of fiscal 2009 compared to the same period a year ago. Net income for the first nine months of fiscal 2009 was $58.8 million or $3.04 per diluted common share, a 20.8% increase from the first nine months of fiscal 2008, when net income was $48.7 million or $2.52 per diluted common share.
Our top line continues to be impacted by the further decline of wearer levels at our customers as well as increased business closures, said Ronald D. Croatti, UniFirst President and Chief Executive Officer. Significantly lower energy prices as well as lower merchandise costs due to a lack of new employees being hired by our customers have helped drive recent profitability higher. In addition, our strong results reflect the proactive steps that we have taken to control our head count and overall cost structure in anticipation of further declines in our revenues.
The Companys core laundry revenues declined $2.9 million or 1.3% during the third quarter compared to the same quarter in fiscal 2008; however, income from operations was up 19.2%. The core laundrys operating margin increased to 14.9% in the third quarter from 12.3% a year earlier as total expenses were down $8.3 million. The decline in expenses was primarily the result of lower energy, payroll and merchandise costs. Gasoline and natural gas costs were significantly below the prior years levels. Payroll costs are down as total headcount in the core laundry operations has been reduced by approximately 8% since the beginning of the calendar year. In addition, other administrative and production costs including travel expenses, are lower than those in last years third quarter. The Company continues to focus on reducing its overall expenses. Partially offsetting these cost benefits were higher healthcare and other payroll related costs, depreciation, bad debt expense as well as an increase to our reserve for environmental contingencies.
UniFirsts Specialty Garments and First Aid segments also contributed to the Companys overall growth in third quarter profits compared to 2008. Specialty Garments operating profit increased to $3.0 million from $1.8 million a year ago. This growth was driven primarily by improved performances from the segments US and Canadian power reactor business as well as its clean room operations.
UniFirst continues to generate strong cash flows and maintain a solid balance sheet. Cash flows from operations for the first nine months of fiscal 2009 were $109.4 million compared to $83.6 million in the first nine months of fiscal 2008. This year the Company has generated significant free cash flows which have been used primarily to reduce outstanding debt by $41.6 million. Total debt as a percentage of capital as of the end of the third quarter was 24.1%, down from 29.7% as of the end of fiscal 2008.
As the economic environment remains volatile, cost control will continue to be a top priority, Croatti said. We anticipate that even when general economic conditions improve, our customers will be hesitant to increase employee levels too quickly and as a result it will take us longer to recover the uniform wearers that we have lost. However, our strong overall financial position allows us to continue investing significant resources selling the value of our services to prospective and existing customers.
Conference Call Information
UniFirst will hold a conference call today at 10:00 a.m. (EDT) 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 nearly 10,000 Team Partners who serve more than 200,000 customer locations in 46 U.S. states, Canada, and Europe from over 200 customer service, distribution, and manufacturing facilities. UniFirst 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 Companys 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 Companys 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 Companys 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 Companys customers and such customers workforce, the continuing increase in domestic healthcare costs, demand and prices for the Companys 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 Companys 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
|
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Thirteen |
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Thirteen |
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Thirty-nine |
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Forty |
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weeks ended |
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weeks ended |
|
|
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weeks ended |
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weeks ended |
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|
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May 30, |
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|
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May 31, |
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May 30, |
|
|
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May 31, |
|
(In thousands, except share and per share data) |
|
|
2009 (2) |
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|
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2008 (2) |
|
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|
2009 (2) |
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2008 (2) |
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Revenues |
|
$ |
252,105 |
|
|
$ |
254,617 |
|
|
$ |
771,944 |
|
|
$ |
772,165 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Costs and expenses: |
|
|
|
|
|
|
|
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|
|
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|
|
|
|
|
Operating costs (1) |
|
|
148,597 |
|
|
|
157,169 |
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|
|
464,632 |
|
|
|
480,797 |
|
Selling and administrative expenses (1) |
|
|
52,152 |
|
|
|
54,458 |
|
|
|
159,752 |
|
|
|
164,501 |
|
Depreciation and amortization |
|
|
14,641 |
|
|
|
13,192 |
|
|
|
42,683 |
|
|
|
40,094 |
|
|
|
|
215,390 |
|
|
|
224,819 |
|
|
|
667,067 |
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|
|
685,392 |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Income from operations |
|
|
36,715 |
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|
|
29,798 |
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|
|
104,877 |
|
|
|
86,773 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Other expense (income): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
2,226 |
|
|
|
2,567 |
|
|
|
7,141 |
|
|
|
9,430 |
|
Interest income |
|
|
(441 |
) |
|
|
(575 |
) |
|
|
(1,492 |
) |
|
|
(1,668 |
) |
Foreign exchange (gain)/loss |
|
|
(789 |
) |
|
|
8 |
|
|
|
340 |
|
|
|
(421 |
) |
|
|
|
996 |
|
|
|
2,000 |
|
|
|
5,989 |
|
|
|
7,341 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
35,719 |
|
|
|
27,798 |
|
|
|
98,888 |
|
|
|
79,432 |
|
Provision for income taxes |
|
|
14,030 |
|
|
|
10,858 |
|
|
|
40,057 |
|
|
|
30,737 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
21,689 |
|
|
$ |
16,940 |
|
|
$ |
58,831 |
|
|
$ |
48,695 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Income per share Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
$ |
1.18 |
|
|
$ |
0.92 |
|
|
$ |
3.21 |
|
|
$ |
2.66 |
|
Class B Common Stock |
|
$ |
0.95 |
|
|
$ |
0.74 |
|
|
$ |
2.57 |
|
|
$ |
2.13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income per share Diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
$ |
1.12 |
|
|
$ |
0.87 |
|
|
$ |
3.04 |
|
|
$ |
2.52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
|
14,394 |
|
|
|
14,366 |
|
|
|
14,389 |
|
|
|
14,358 |
|
Class B Common Stock |
|
|
4,935 |
|
|
|
4,937 |
|
|
|
4,935 |
|
|
|
4,937 |
|
|
|
|
19,329 |
|
|
|
19,303 |
|
|
|
19,324 |
|
|
|
19,295 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding Diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
|
19,376 |
|
|
|
19,363 |
|
|
|
19,371 |
|
|
|
19,340 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
$ |
0.0375 |
|
|
$ |
0.0375 |
|
|
$ |
0.1125 |
|
|
$ |
0.1125 |
|
Class B Common Stock |
|
$ |
0.0300 |
|
|
$ |
0.0300 |
|
|
$ |
0.0900 |
|
|
$ |
0.0900 |
|
(1) Exclusive of depreciation on the Companys fixed assets and amortization on its intangible assets
(2) Unaudited
UniFirst Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands, except share data) |
|
|
|
May 30, 2009 (1) |
|
|
August 30, 2008 |
|
Assets |
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
$ |
32,381 |
|
$ |
25,655 |
|
Receivables, net |
|
|
|
103,515 |
|
|
102,830 |
|
Inventories |
|
|
|
47,296 |
|
|
46,154 |
|
Rental merchandise in service |
|
|
|
76,447 |
|
|
92,315 |
|
Prepaid and deferred income taxes |
|
|
|
17,053 |
|
|
15,431 |
|
Prepaid expenses |
|
|
|
3,516 |
|
|
1,720 |
|
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
|
280,208 |
|
|
284,105 |
|
|
|
|
|
|
|
|
|
|
Property and equipment: |
|
|
|
|
|
|
|
|
Land, buildings and leasehold improvements |
|
|
|
322,662 |
|
|
314,370 |
|
Machinery and equipment |
|
|
|
349,771 |
|
|
327,705 |
|
Motor vehicles |
|
|
|
114,598 |
|
|
102,805 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
787,031 |
|
|
744,880 |
|
Less - accumulated depreciation |
|
|
|
401,099 |
|
|
376,319 |
|
|
|
|
|
385,932 |
|
|
368,561 |
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
|
260,588 |
|
|
258,836 |
|
Customer contracts and other intangible assets, net |
|
|
|
61,797 |
|
|
67,450 |
|
Other assets |
|
|
|
2,548 |
|
|
2,715 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
991,073 |
|
$ |
981,667 |
|
|
|
|
|
|
|
|
|
|
Liabilities and shareholders' equity |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Current maturities of long-term obligations |
|
|
$ |
17,841 |
|
$ |
4,222 |
|
Accounts payable |
|
|
|
36,367 |
|
|
54,822 |
|
Accrued liabilities |
|
|
|
103,121 |
|
|
91,837 |
|
Accrued income taxes |
|
|
|
6,430 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
|
163,759 |
|
|
150,881 |
|
|
|
|
|
|
|
|
|
|
Long-term obligations, net of current maturities |
|
|
|
175,622 |
|
|
231,317 |
|
Deferred income taxes |
|
|
|
42,576 |
|
|
42,699 |
|
|
|
|
|
|
|
|
|
|
Shareholders' equity: |
|
|
|
|
|
|
|
|
Common Stock |
|
|
|
1,440 |
|
|
1,438 |
|
Class B Common Stock |
|
|
|
493 |
|
|
494 |
|
Capital surplus |
|
|
|
19,126 |
|
|
18,240 |
|
Retained earnings |
|
|
|
588,931 |
|
|
532,164 |
|
Accumulated other comprehensive (loss)/income |
|
|
|
(874 |
) |
|
4,434 |
|
|
|
|
|
|
|
|
|
|
Total shareholders' equity |
|
|
|
609,116 |
|
|
556,770 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
991,073 |
|
$ |
981,667 |
|
(1) Unaudited
UniFirst Corporation and Subsidiaries
Detail of Operating Results
Revenues
|
|
Thirteen |
|
|
Thirteen |
|
|
|
|
|
|
|
|
weeks ended |
|
|
weeks ended |
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|
|
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|
|
May 31, |
|
|
May 30, |
|
|
Dollar |
|
Percent |
|
(In thousands, except percentages) |
|
2009 (1) |
|
|
2008 (1) |
|
|
Change |
|
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Laundry Operations |
$ |
223,777 |
|
$ |
226,686 |
|
$ |
(2,909 |
) |
-1.3 |
% |
Specialty Garments |
|
21,040 |
|
|
20,401 |
|
|
639 |
|
3.1 |
|
First Aid |
|
7,288 |
|
|
7,530 |
|
|
(242 |
) |
-3.2 |
|
Consolidated total |
$ |
252,105 |
|
$ |
254,617 |
|
$ |
(2,512 |
) |
-1.0 |
% |
|
|
Thirty-nine |
|
|
Forty |
|
|
|
|
|
|
|
|
weeks ended |
|
|
weeks ended |
|
|
|
|
|
|
|
|
May 31, |
|
|
May 30, |
|
|
Dollar |
|
Percent |
|
(In thousands, except percentages) |
|
2009 (1) |
|
|
2008 (1) |
|
|
Change |
|
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Laundry Operations |
$ |
694,994 |
|
$ |
693,343 |
|
$ |
1,651 |
|
0.2 |
% |
Specialty Garments |
|
55,720 |
|
|
54,783 |
|
|
937 |
|
1.7 |
|
First Aid |
|
21,230 |
|
|
24,039 |
|
|
(2,809 |
) |
-11.7 |
|
Consolidated total |
$ |
771,944 |
|
$ |
772,165 |
|
$ |
(221 |
) |
0.0 |
% |
Income from Operations
|
|
Thirteen |
|
|
Thirteen |
|
|
|
|
|
|
|
|
weeks ended |
|
|
weeks ended |
|
|
|
|
|
|
|
|
May 31, |
|
|
May 30, |
|
|
Dollar |
|
Percent |
|
(In thousands, except percentages) |
|
2009 (1) |
|
|
2008 (1) |
|
|
Change |
|
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Laundry Operations |
$ |
33,260 |
|
$ |
27,913 |
|
$ |
5,347 |
|
19.2 |
% |
Specialty Garments |
|
3,013 |
|
|
1,840 |
|
|
1,173 |
|
63.8 |
|
First Aid |
|
442 |
|
|
45 |
|
|
397 |
|
887.8 |
|
Consolidated total |
$ |
36,715 |
|
$ |
29,798 |
|
$ |
6,917 |
|
23.2 |
% |
|
|
Thirty-nine |
|
|
Forty |
|
|
|
|
|
|
|
|
weeks ended |
|
|
weeks ended |
|
|
|
|
|
|
|
|
May 31, |
|
|
May 30, |
|
|
Dollar |
|
Percent |
|
(In thousands, except percentages) |
|
2009 (1) |
|
|
2008 (1) |
|
|
Change |
|
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Laundry Operations |
$ |
97,931 |
|
$ |
82,579 |
|
$ |
15,352 |
|
18.6 |
% |
Specialty Garments |
|
6,411 |
|
|
3,840 |
|
|
2,571 |
|
67.0 |
|
First Aid |
|
535 |
|
|
354 |
|
|
181 |
|
51.2 |
|
Consolidated total |
$ |
104,877 |
|
$ |
86,773 |
|
$ |
18,104 |
|
20.9 |
% |
(1) Unaudited