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 7, 2003 UNIFIRST CORPORATION ----------------------------- (Exact Name of Registrant as Specified in Charter) Massachusetts 1-8504 04-2103460 --------------------------- ------------------------ ------------------- (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) 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 --------------
Item 7. Financial Statements and Exhibits. (c) Exhibits EXHIBIT NO. DESCRIPTION ----------- ----------- 99.1 Press release dated July 7, 2003 Item 9. Regulation FD Disclosure This Form 8-K is being furnished to, but not filed with, the Securities and Exchange Commission ("SEC") to report information pursuant to Item 12 - Results of Operations and Financial Condition in accordance with the interim guidance provided by the SEC pursuant to SEC Release No. 33-8216. On July 7, 2003, UniFirst Corporation issued a press release ("Press Release") announcing financial results for the third quarter and first nine months of fiscal 2003. A copy of the Press Release is attached as Exhibit 99.1 to this Current Report and is incorporated herein by reference.
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 7, 2003 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 - ----------- ----------- 99.1 Press release dated July 7, 2003
Exhibit No. 99.1 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 LOGO] UNIFIRST ANNOUNCES RECORD QUARTERLY FINANCIAL RESULTS Wilmington, MA (July 7, 2003) -- UniFirst Corporation (NYSE: UNF) today announced revenues and earnings for the third quarter and nine months of fiscal 2003, which ended May 31, 2003. Revenues for the third quarter of fiscal 2003 were $153.7 million, the highest in the Company's 67 year history, a 6.5 percent increase from $144.3 million in the same period a year ago. Third quarter net income was a record $9.6 million, or $0.50 per share, a 27.6 percent increase from last year's $7.5 million, or $0.39 per share. This was the first time ever that the Company achieved net income of $0.50 per share for a quarter. For the first thirty-nine weeks of fiscal 2003, revenues were $449.3 million, a 2.5 percent increase from $438.4 million for the first forty weeks of fiscal 2002. On a comparative thirty-nine week basis revenues were up 5.1 percent for the first nine months of fiscal 2003. Income before cumulative effect of accounting change was $22.0 million, or $1.15 per basic share, an 8.5 percent increase from last year's $20.3 million, or $1.06 per basic share. Effective with the beginning of fiscal 2003 the Company adopted Statement of Financial Accounting Standards No. 143, "Accounting for Asset Retirement Obligations" ("SFAS No. 143"). This new accounting standard requires that liabilities be recorded for the estimated costs of retiring long lived assets at the end of their service lives. The adoption of SFAS No. 143 resulted in a cumulative charge, net of tax, of $2.2 million, or $(0.12) per share. Therefore net income for the first nine months of fiscal 2003 was $19.8 million, or $1.03 per basic share, a 2.6 percent decrease from last year's $20.3 million, or $1.06 per basic share. "We are very encouraged by our results for the third quarter," said Ronald D. Croatti, UniFirst's President and Chief Executive Officer. "We made significant progress with our cost containment efforts, which together with our sales growth resulted in record quarterly financial results." The Company will hold a conference call today at 4:00 PM (EST) to discuss its quarterly and year to date financial results, business highlights and outlook. A simultaneous live webcast of the call will be available over
the Internet, and replays of the webcast will be available until July 25, 2003. The webcast can be accessed at www.unifirst.com. UniFirst is one of the largest providers of workplace uniforms and protective clothing in North America. The Company employs over 7,800 team partners who serve more than 150,000 customer locations in 46 states, Canada and Europe from 144 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; 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 (unaudited) Thirty-nine Forty Thirteen Thirteen weeks ended weeks ended weeks ended weeks ended (In thousands, except per share data) May 31, June 1, May 31, June 1, 2003 2002 2003 2002 ----------- ----------- ----------- ------------ Revenues $449,294 $438,407 $153,690 $144,259 -------- -------- -------- -------- Costs and expenses: Operating costs 275,917 268,239 93,103 87,335 Selling and administrative expenses 105,903 102,349 34,026 33,536 Depreciation and amortization 29,906 28,175 10,218 9,667 -------- -------- -------- -------- 411,726 398,763 137,347 130,538 -------- -------- -------- -------- Income from operations 37,568 39,644 16,343 13,721 -------- -------- -------- -------- Other expense (income): Interest expense 3,496 7,547 1,304 1,704 Interest income (1,112) (1,133) (279) (308) Interest rate swap expense (income) (666) 447 (306) 176 -------- -------- -------- -------- 1,718 6,861 719 1,572 -------- -------- -------- -------- Income before income taxes 35,850 32,783 15,624 12,149 Provision for income taxes 13,802 12,458 6,015 4,617 -------- -------- -------- -------- Income before cumulative effect of accounting change 22,048 20,325 9,609 7,532 -------- -------- -------- -------- Cumulative effect of accounting change (net of tax benefit of $1,404 in 2003) 2,242 - - - -------- -------- -------- -------- Net income $ 19,806 $ 20,325 $ 9,609 $ 7,532 ======== ======== ======== ======== Weighted average number of shares outstanding: basic 19,185 19,221 19,168 19,223 -------- -------- -------- -------- diluted 19,220 19,275 19,175 19,293 -------- -------- -------- -------- Income per share -- basic: Before cumulative effect of accounting change $ 1.15 $ 1.06 $ 0.50 $ 0.39 Cumulative effect of accounting change (0.12) - - - -------- -------- -------- -------- Net income $ 1.03 $ 1.06 $ 0.50 $ 0.39 ======== ======== ======== ======== Income per share -- diluted: Before cumulative effect of accounting change $ 1.15 $ 1.05 $ 0.50 $ 0.39 Cumulative effect of accounting change (0.12) - - - -------- -------- -------- -------- Net income $ 1.03 $ 1.05 $ 0.50 $ 0.39 ======== ======== ======== ========
UNIFIRST CORPORATION AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (In thousands) May 31, August 31, June 1, 2003 2002 * 2002 ------- ---------- ------- Assets Current assets: Cash $ 7,389 $ 4,333 $ 3,538 Receivables 63,984 54,587 58,811 Inventories 27,052 24,807 27,442 Rental merchandise in service 59,939 56,047 52,905 Prepaid taxes and deferred tax assets 5,641 - - Prepaid expenses 386 315 241 -------- -------- -------- Total current assets 164,391 140,089 142,937 -------- -------- -------- Property and equipment: Land, buildings and leasehold improvements 218,576 208,000 203,268 Machinery and equipment 243,599 229,692 225,868 Motor vehicles 65,593 60,925 60,869 -------- -------- -------- 527,768 498,617 490,005 Less - accumulated depreciation 254,668 229,621 221,723 -------- -------- -------- 273,100 268,996 268,282 -------- -------- -------- Other assets 83,554 85,750 82,934 -------- -------- -------- $521,045 $494,835 $494,153 ======== ======== ======== Liabilities and Shareholders' Equity Current liabilities: Current maturities of long-term obligations $ 2,525 $ 1,406 $ 1,392 Notes payable - 1,195 1,283 Accounts payable 31,476 17,012 14,555 Accrued liabilities 57,406 53,331 59,102 Accrued and deferred income taxes 4,136 1,457 2,944 -------- -------- -------- Total current liabilities 95,543 74,401 79,276 -------- -------- -------- Long-term obligations, net of current maturities 72,726 83,690 85,794 Deferred income taxes 23,299 27,004 24,503 -------- -------- -------- Shareholders' equity: Common stock 1,055 1,055 1,055 Class B common stock 1,021 1,021 1,021 Treasury stock (26,005) (24,756) (24,756) Capital surplus 12,548 12,503 12,503 Retained earnings 341,472 323,595 317,706 Accumulated other comprehensive loss (614) (3,678) (2,949) -------- -------- -------- Total shareholders' equity 329,477 309,740 304,580 -------- -------- -------- $521,045 $494,835 $494,153 ======== ======== ======== * Condensed from audited financial statements