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)
October 28, 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 October 28, 2009, UniFirst Corporation (the Company) issued a press release ("Press Release") announcing financial results for the fiscal fourth quarter and year ended August 29, 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. |
|
|
(d) Exhibits |
|
|
|
EXHIBIT NO. |
DESCRIPTION |
|
|
99 |
Press release of the Company dated October 28, 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: October 28, 2009 |
By: |
/s/ Ronald D. Croatti |
|
Name: |
Ronald D. Croatti |
|
Title: |
Chairman of the Board, Chief Executive Officer and President |
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|
|
|
By: |
/s/ Steven S. Sintros |
|
Name: |
Steven S. Sintros |
|
Title: |
Vice President and Chief Financial Officer |
EXHIBIT INDEX
EXHIBIT NO. |
DESCRIPTION |
|
|
99 |
Press release of the Company dated October 28, 2009 |
Exhibit 99
UNIFIRST ANNOUNCES FINANCIAL RESULTS
FOR THE FISCAL 2009 FOURTH QUARTER AND
FULL YEAR
Wilmington, MA (October 28, 2009) -- UniFirst Corporation (NYSE: UNF) today announced results for its fiscal fourth quarter and full year, which ended on August 29, 2009.
Revenues for the fourth quarter of fiscal 2009 were $241.5 million, a 3.8% decrease from the previous years $251.0 million. Fourth quarter net income was $17.0 million or $0.88 per diluted common share, a 38.6% increase from the fourth quarter of fiscal 2008, when net income was $12.3 million or $0.63 per diluted common share.
Fiscal 2009 full year revenues were down slightly to $1.013 billion from $1.023 billion in fiscal 2008. However, on a comparable work week basis, revenues increased by 1.0% over the prior year, as fiscal 2008 included an extra week compared to fiscal 2009. Net income for the full year was $75.9 million or $3.92 per diluted common share, a 24.4% increase from fiscal 2008, when net income was $61.0 million or $3.15 per diluted common share.
The rapid pace of job losses and related wearer reductions in our customer base caused a sequential decline in our quarterly revenues during the year, even as we produced solid levels of new sales and customer retention, said Ronald D. Croatti, UniFirst President and Chief Executive Officer. Despite these challenging economic conditions, we were able to achieve record profit levels. I would like to personally thank all our thousands of Team Partner employees throughout North America and Europe for their consistent hard work and sacrifices in what proved to be a very challenging year for our Company.
The Companys core laundry revenues in the fourth quarter declined 4.0% compared to the same period in fiscal 2008; however, its income from operations increased 31.0%. Total expenses in the core laundries were down $15.5 million from the same quarter a year ago which resulted in a fourth quarter operating margin of 12.6% compared to 9.3% a year earlier. The decline in expenses was the result of lower energy, payroll, and merchandise costs. Gasoline and natural gas costs were significantly lower in the fourth quarter of 2009, as compared with historically high levels in the same quarter of fiscal 2008. Payroll costs declined from the prior year as a result of headcount reductions made earlier in fiscal 2009. Lower workers compensation insurance and travel costs also contributed to the decrease in expenses. These benefits were partially offset by higher healthcare and depreciation expense as well as increases to our reserve for environmental contingencies.
The Companys Specialty Garments and First Aid segments both contributed to the Companys overall growth in fourth quarter profits compared to the prior year.
UniFirst continues to generate strong cash flows and maintain a solid balance sheet. Cash produced by operating activities in fiscal 2009 was $159.2 million compared to $119.5 million a year earlier. Free cash flow was used primarily to reduce outstanding debt by $53.1 million. Total debt, as a percentage of capital, as of the end of fiscal 2009, declined to 22.5% from 29.7% at the prior year end. In addition, the year end cash balance increased by $34.5 million to $60.2 million.
Were very pleased with the results of our fourth quarter and have begun to see signs of economic stabilization in our customer base, Croatti said. However, the overall employment condition remains weak and will continue to challenge our top line performance. As always, our top priority is providing first class service to our diverse customer base. In this environment, continuing to optimize the efficiency of our sales force as well as controlling costs will also be essential to achieving our short term and long term financial goals.
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 45 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
|
|
|
Thirteen |
|
|
|
Thirteen |
|
|
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Fifty-two |
|
|
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Fifty-three |
|
|
|
|
weeks ended |
|
|
|
weeks ended |
|
|
|
weeks ended |
|
|
|
weeks ended |
|
|
|
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August 29, |
|
|
|
August 30, |
|
|
|
August 29, |
|
|
|
August 30, |
|
(In thousands, except share and per share data) |
|
|
2009 (2) |
|
|
|
2008 (2) |
|
|
|
2009 |
|
|
|
2008 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
$ |
241,472 |
|
|
$ |
251,010 |
|
|
$ |
1,013,416 |
|
|
$ |
1,023,175 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Costs and expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs (1) |
|
|
144,997 |
|
|
|
163,089 |
|
|
|
609,629 |
|
|
|
643,886 |
|
Selling and administrative expenses (1) |
|
|
52,210 |
|
|
|
52,366 |
|
|
|
211,962 |
|
|
|
216,867 |
|
Depreciation and amortization |
|
|
15,106 |
|
|
|
13,690 |
|
|
|
57,789 |
|
|
|
53,784 |
|
|
|
|
212,313 |
|
|
|
229,145 |
|
|
|
879,380 |
|
|
|
914,537 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations |
|
|
29,159 |
|
|
|
21,865 |
|
|
|
134,036 |
|
|
|
108,638 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expense (income): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
2,172 |
|
|
|
2,569 |
|
|
|
9,313 |
|
|
|
11,999 |
|
Interest income |
|
|
(500 |
) |
|
|
(556 |
) |
|
|
(1,992 |
) |
|
|
(2,224 |
) |
Foreign exchange (gain)/loss |
|
|
(90 |
) |
|
|
585 |
|
|
|
250 |
|
|
|
164 |
|
|
|
|
1,582 |
|
|
|
2,598 |
|
|
|
7,571 |
|
|
|
9,939 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
27,577 |
|
|
|
19,267 |
|
|
|
126,465 |
|
|
|
98,699 |
|
Provision for income taxes |
|
|
10,556 |
|
|
|
6,984 |
|
|
|
50,613 |
|
|
|
37,721 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
17,021 |
|
|
$ |
12,283 |
|
|
$ |
75,852 |
|
|
$ |
60,978 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income per share Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
$ |
0.93 |
|
|
$ |
0.67 |
|
|
$ |
4.14 |
|
|
$ |
3.33 |
|
Class B Common Stock |
|
$ |
0.74 |
|
|
$ |
0.54 |
|
|
$ |
3.31 |
|
|
$ |
2.66 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income per share Diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
$ |
0.88 |
|
|
$ |
0.63 |
|
|
$ |
3.92 |
|
|
$ |
3.15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
|
14,408 |
|
|
|
14,380 |
|
|
|
14,394 |
|
|
|
14,363 |
|
Class B Common Stock |
|
|
4,933 |
|
|
|
4,936 |
|
|
|
4,935 |
|
|
|
4,937 |
|
|
|
|
19,341 |
|
|
|
19,316 |
|
|
|
19,329 |
|
|
|
19,300 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of shares outstanding Diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
|
19,415 |
|
|
|
19,387 |
|
|
|
19,373 |
|
|
|
19,353 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock |
|
$ |
0.0375 |
|
|
$ |
0.0375 |
|
|
$ |
0.1500 |
|
|
$ |
0.1500 |
|
Class B Common Stock |
|
$ |
0.0300 |
|
|
$ |
0.0300 |
|
|
$ |
0.1200 |
|
|
$ |
0.1200 |
|
(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) |
|
|
|
August 29, 2009 |
|
|
August 30, 2008 |
|
Assets |
|
|
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
$ |
60,151 |
|
$ |
25,655 |
|
Receivables, net |
|
|
|
97,784 |
|
|
102,830 |
|
Inventories |
|
|
|
43,586 |
|
|
46,154 |
|
Rental merchandise in service |
|
|
|
73,063 |
|
|
92,315 |
|
Deferred income taxes |
|
|
|
24,901 |
|
|
15,431 |
|
Prepaid expenses |
|
|
|
2,889 |
|
|
1,720 |
|
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
|
302,374 |
|
|
284,105 |
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment: |
|
|
|
|
|
|
|
|
Land, buildings and leasehold improvements |
|
|
|
325,034 |
|
|
314,370 |
|
Machinery and equipment |
|
|
|
352,511 |
|
|
327,705 |
|
Motor vehicles |
|
|
|
113,048 |
|
|
102,805 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
790,593 |
|
|
744,880 |
|
Less - accumulated depreciation |
|
|
|
407,823 |
|
|
376,319 |
|
|
|
|
|
382,770 |
|
|
368,561 |
|
|
|
|
|
|
|
|
|
|
Goodwill |
|
|
|
261,171 |
|
|
258,836 |
|
Customer contracts and other intangible assets, net |
|
|
|
60,054 |
|
|
67,450 |
|
Other assets |
|
|
|
2,416 |
|
|
2,715 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,008,785 |
|
$ |
981,667 |
|
|
|
|
|
|
|
|
|
|
Liabilities and shareholders' equity |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Current maturities of long-term obligations |
|
|
$ |
6,447 |
|
$ |
4,222 |
|
Accounts payable |
|
|
|
41,180 |
|
|
54,822 |
|
Accrued liabilities |
|
|
|
104,003 |
|
|
91,837 |
|
Accrued income taxes |
|
|
|
2,437 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
|
154,067 |
|
|
150,881 |
|
|
|
|
|
|
|
|
|
|
Long-term obligations, net of current maturities |
|
|
|
175,568 |
|
|
231,317 |
|
Deferred income taxes |
|
|
|
52,115 |
|
|
42,699 |
|
|
|
|
|
|
|
|
|
|
Shareholders' equity: |
|
|
|
|
|
|
|
|
Common Stock |
|
|
|
1,443 |
|
|
1,438 |
|
Class B Common Stock |
|
|
|
493 |
|
|
494 |
|
Capital surplus |
|
|
|
20,137 |
|
|
18,240 |
|
Retained earnings |
|
|
|
605,262 |
|
|
532,164 |
|
Accumulated other comprehensive (loss)/income |
|
|
|
(300 |
) |
|
4,434 |
|
|
|
|
|
|
|
|
|
|
Total shareholders' equity |
|
|
|
627,035 |
|
|
556,770 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
1,008,785 |
|
$ |
981,667 |
|
UniFirst Corporation and Subsidiaries
Detail of Operating Results
Revenues
|
|
Thirteen |
|
|
Thirteen |
|
|
|
|
|
|
|
|
weeks ended |
|
|
weeks ended |
|
|
|
|
|
|
|
|
August 29, |
|
|
August 30, |
|
|
Dollar |
|
Percent |
|
(In thousands, except percentages) |
|
2009 (1) |
|
|
2008 (1) |
|
|
Change |
|
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Laundry Operations |
$ |
217,667 |
|
$ |
226,643 |
|
$ |
(8,976 |
) |
-4.0 |
% |
Specialty Garments |
|
16,620 |
|
|
16,854 |
|
|
(234 |
) |
-1.4 |
|
First Aid |
|
7,185 |
|
|
7,513 |
|
|
(328 |
) |
-4.4 |
|
Consolidated total |
$ |
241,472 |
|
$ |
251,010 |
|
$ |
(9,538 |
) |
-3.8 |
% |
|
|
Fifty-two |
|
|
Fifty-three |
|
|
|
|
|
|
|
|
weeks ended |
|
|
weeks ended |
|
|
|
|
|
|
|
|
August 29, |
|
|
August 30, |
|
|
Dollar |
|
Percent |
|
(In thousands, except percentages) |
|
2009 |
|
|
2008 |
|
|
Change |
|
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Laundry Operations |
$ |
912,661 |
|
$ |
919,986 |
|
$ |
(7,325 |
) |
-0.8 |
% |
Specialty Garments |
|
72,340 |
|
|
71,637 |
|
|
703 |
|
1.0 |
|
First Aid |
|
28,415 |
|
|
31,552 |
|
|
(3,137 |
) |
-9.9 |
|
Consolidated total |
$ |
1,013,416 |
|
$ |
1,023,175 |
|
$ |
(9,759 |
) |
-1.0 |
% |
Income from Operations
|
|
Thirteen |
|
|
Thirteen |
|
|
|
|
|
|
|
|
weeks ended |
|
|
weeks ended |
|
|
|
|
|
|
|
|
August 29, |
|
|
August 30, |
|
|
Dollar |
|
Percent |
|
(In thousands, except percentages) |
|
2009 (1) |
|
|
2008 (1) |
|
|
Change |
|
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Laundry Operations |
$ |
27,462 |
|
$ |
20,968 |
|
$ |
6,494 |
|
31.0 |
% |
Specialty Garments |
|
949 |
|
|
364 |
|
|
585 |
|
160.8 |
|
First Aid |
|
748 |
|
|
533 |
|
|
215 |
|
40.1 |
|
Consolidated total |
$ |
29,159 |
|
$ |
21,865 |
|
$ |
7,294 |
|
33.4 |
% |
|
|
Fifty-two |
|
|
Fifty-three |
|
|
|
|
|
|
|
|
weeks ended |
|
|
weeks ended |
|
|
|
|
|
|
|
|
August 29, |
|
|
August 30, |
|
|
Dollar |
|
Percent |
|
(In thousands, except percentages) |
|
2009 |
|
|
2008 |
|
|
Change |
|
Change |
|
|
|
|
|
|
|
|
|
|
|
|
|
Core Laundry Operations |
$ |
125,393 |
|
$ |
103,547 |
|
$ |
21,846 |
|
21.1 |
% |
Specialty Garments |
|
7,360 |
|
|
4,204 |
|
|
3,156 |
|
75.1 |
|
First Aid |
|
1,283 |
|
|
887 |
|
|
396 |
|
44.5 |
|
Consolidated total |
$ |
134,036 |
|
$ |
108,638 |
|
$ |
25,398 |
|
23.4 |
% |
(1) Unaudited
UniFirst Corporation and Subsidiaries
Consolidated Statements of Cash Flows
Year ended (In thousands) |
|
|
|
August 29, 2009 |
|
|
August 30, 2008 |
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
Net income |
|
|
$ |
75,852 |
|
$ |
60,978 |
|
Adjustments to reconcile net income to cash provided by operating activities: |
|
|
|
|
|
|
|
|
Depreciation |
|
|
|
48,855 |
|
|
45,432 |
|
Amortization of intangible assets |
|
|
|
8,934 |
|
|
8,352 |
|
Amortization of deferred financing costs |
|
|
|
267 |
|
|
267 |
|
Share-based compensation |
|
|
|
1,024 |
|
|
1,118 |
|
Accretion on asset retirement obligations |
|
|
|
517 |
|
|
486 |
|
Deferred income taxes |
|
|
|
1,328 |
|
|
1,206 |
|
Changes in assets and liabilities, net of acquisitions: |
|
|
|
|
|
|
|
|
Receivables |
|
|
|
4,079 |
|
|
(8,542 |
) |
Inventories |
|
|
|
2,452 |
|
|
(1,816 |
) |
Rental merchandise in service |
|
|
|
19,334 |
|
|
(2,011 |
) |
Prepaid expenses |
|
|
|
(1,174 |
) |
|
9 |
|
Accounts payable |
|
|
|
(13,365 |
) |
|
9,606 |
|
Accrued liabilities |
|
|
|
8,224 |
|
|
3,775 |
|
Accrued income taxes |
|
|
|
2,868 |
|
|
605 |
|
Net cash provided by operating activities |
|
|
|
159,195 |
|
|
119,465 |
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
Acquisition of businesses, net of cash acquired |
|
|
|
(4,730 |
) |
|
(60,952 |
) |
Capital expenditures |
|
|
|
(65,323 |
) |
|
(73,795 |
) |
Other |
|
|
|
304 |
|
|
1,116 |
|
Net cash used in investing activities |
|
|
|
(69,749 |
) |
|
(133,631 |
) |
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
Proceeds from long-term obligations |
|
|
|
140,628 |
|
|
175,455 |
|
Payments on long-term obligations |
|
|
|
(193,761 |
) |
|
(145,620 |
) |
Proceeds from exercise of Common Stock options |
|
|
|
689 |
|
|
518 |
|
Payment of cash dividends |
|
|
|
(2,754 |
) |
|
(2,748 |
) |
Net cash (used in) provided by financing activities |
|
|
|
(55,198 |
) |
|
27,605 |
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate changes |
|
|
|
248 |
|
|
(482 |
) |
|
|
|
|
|
|
|
|
|
Net increase in cash and cash equivalents |
|
|
|
34,496 |
|
|
12,957 |
|
Cash and cash equivalents at beginning of period |
|
|
|
25,655 |
|
|
12,698 |
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
|
$ |
60,151 |
|
$ |
25,655 |
|