Current Report Filing (8-k)

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 22, 2014

UNIFIRST CORPORATION

(Exact Name of Registrant as Specified in Charter)

Massachusetts		001-08504		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 (17 CFR 230.425)

[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]	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 22, 2014, UniFirst Corporation (the “Company”) issued a press release ("Press Release") announcing financial results for the fourth quarter and full year of fiscal 2014, which ended on August 30, 2014. 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 22, 2014

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 22, 2014	By:	/s/ Ronald D. Croatti
	Name:	Ronald D. Croatti
	Title:	Chairman of the Board, Chief Executive Officer and President

	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 22, 2014

Exhibit 99




	For Immediate Release
	UniFirst Corporation
	68 Jonspin Road
	Wilmington, MA 01887
	Phone: 978- 658-8888
October 22, 2014	Fax: 978-988-0659
CONTACT: Steven S. Sintros, Senior Vice President & CFO	Email: ssintros@UniFirst.com

UNIFIRST ANNOUNCES FINANCIAL RESULTS FOR THE FOURTH QUARTER AND FULL YEAR OF FISCAL 2014

Wilmington, MA (October 22, 2014) -- UniFirst Corporation (NYSE: UNF) today announced results for its fourth quarter and full year ended August 30, 2014. Fourth quarter revenues were $352.0 million, down 0.3% from $352.9 million in the year ago period. Net income for the quarter was $28.9 million ($1.43 per diluted share), down 5.5% from $30.6 million ($1.52 per diluted share) reported a year earlier. Full year revenues were $1.395 billion, up 2.9% from fiscal 2013. Full year net income was $119.9 million ($5.95 per diluted share), up 2.8% from $116.7 million ($5.81 per diluted share) reported in the prior year.

As a reminder, fiscal 2014 was a 52 week year compared to fiscal 2013, which included 53 weeks. The extra week a year ago was included in fiscal 2013’s fourth quarter. Excluding the estimated impact of the extra week, fourth quarter revenues and income from operations both increased 7.4% and full year revenues and income from operations increased 4.8% and 5.7%, respectively.

Net income, excluding the estimated impact of the extra week, increased in the quarter and full year by 1.7% and 4.7%, respectively. The comparison of net income in the quarter was impacted by a higher effective income tax rate of 39.4% compared to 36.5% in the fourth quarter of fiscal 2013. This increase was due to a change in the mix of jurisdictional earnings as well as the impact of certain refunds and credits recognized in the fourth quarter of fiscal 2013.

Ronald D. Croatti, UniFirst President and Chief Executive Officer said, “We are very pleased to be reporting another record year of revenues and profits. Our Core Laundry Operations had a strong year, setting a new level of achievement for sales as well as improving customer retention. These accomplishments are the direct result of the teamwork and dedication of our thousands of employees across North America, Central America and Europe.”

Revenues in the Core Laundry Operations for the fourth quarter of fiscal 2014 were $321.0 million, up 0.2% from those reported in the prior year’s fourth quarter. Excluding the negative impact of the weaker Canadian dollar and the extra week, as well as the positive contributions from acquisitions, the Core Laundry Operations’ revenues grew 7.5% for the quarter. During the quarter, income from operations for this segment, excluding the effect of the extra week, increased 8.9% and operating profit margins increased slightly to 14.3% from 14.2% a year ago. The positive impact on margins from the quarter’s strong revenue growth, excluding the extra week, was partially offset by higher legal costs compared to a year ago.

Revenues for the Specialty Garments segment for the fourth quarter, which consists of nuclear decontamination and cleanroom operations, were $19.0 million, down 4.4% from $19.9 million in the fourth quarter of fiscal 2013. This segment’s income from operations for the quarter was $0.1 million compared to $1.0 million in the fourth quarter of fiscal 2013. Less project-based revenues from this segment’s U.S. and Canadian nuclear business was responsible for these shortfalls compared to the prior year.

UniFirst continues to maintain a solid balance sheet and financial position. We ended the fiscal year with essentially no long-term debt and cash and cash equivalents of $191.8 million, down from $197.5 million at the end of fiscal 2013. The change in cash levels during the year was affected by the Company’s repayment of $100.0 million in private placement notes that came due in September 2013.

Outlook

Mr. Croatti continued, “We believe that we will continue producing solid results for our shareholders in fiscal 2015, despite anticipated increases in merchandise amortization and costs related to healthcare. We expect fiscal 2015 revenues to be between $1.450 billion and $1.470 billion and full year EPS to be in the range of $5.75 and $6.00.” This guidance assumes no deterioration of current economic conditions in the geographies that we service.

Conference Call Information

UniFirst will hold a conference call today at 10:00 a.m. (ET) 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 approximately 12,000 Team Partners who serve more than 260,000 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 contains forward looking statements that reflect the Company’s current views with respect to future events and financial performance, including projected revenues and earnings per share. 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 Company’s ability to consummate and successfully integrate acquired businesses, uncertainties regarding any existing or newly-discovered expenses and liabilities related to environmental compliance and remediation, any adverse outcome of pending or future contingencies or claims, including suits relating to the New England Compounding Center matter, the Company’s ability to compete successfully without any significant degradation in its margin rates, seasonal fluctuations in business levels, our ability to preserve positive labor relationships and avoid becoming the target of corporate labor unionization campaigns that could disrupt our business, the effect of currency fluctuations on our results of operations and financial condition, our dependence on third parties to supply us with raw materials, any loss of key management or other personnel, increased costs as a result of any future changes in federal or state laws, rules and regulations or governmental interpretation of such laws, rules and regulations, uncertainties regarding the price levels of natural gas, electricity, fuel and labor, the impact of turbulent economic conditions and the current tight credit markets on our customers and such customers’ workforce, the level and duration of workforce reductions by our customers, the continuing increase in domestic healthcare costs, including the ultimate impact of the Affordable Care Act, demand and prices for our products and services, rampant criminal activity and instability in Mexico where our principal garment manufacturing plants are located, our ability to properly and efficiently design, construct, implement and operate our new CRM computer system, interruptions or failures of our information technology systems, including as a result of cyber-attacks, additional professional and internal costs necessary for compliance with recent and proposed future changes in Securities and Exchange Commission, New York Stock Exchange and accounting rules, strikes and unemployment levels, the Company’s efforts to evaluate and potentially reduce internal costs, economic and other developments associated with the war on terrorism and its impact on the economy, general economic conditions and other factors described under “Item 1A. Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended August 31, 2013 and in other filings with the Securities and Exchange Commission. 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 weeks ended August 30,			Fourteen weeks ended August 31,			Fifty-two weeks ended August 30,			Fifty-three weeks ended August 31,
(In thousands, except per share data)	2014 (2)			2013 (2)			2014 (2)			2013

Revenues	$	351,988		$	352,876		$	1,394,897		$	1,355,515

Operating expenses:
Cost of revenues (1)		217,965			218,136			858,306			836,174
Selling and administrative expenses (1)		68,086			68,640			271,564			263,531
Depreciation and amortization		18,515			18,542			71,752			69,607
Total operating expenses		304,566			305,318			1,201,622			1,169,312

Income from operations		47,422			47,558			193,275			186,203

Other (income) expense:
Interest expense		239			327			772			1,651
Interest income		(716	)		(729	)		(3,131	)		(3,201	)
Foreign exchange loss (gain)		242			(177	)		283			144
Total other (income) expense		(235	)		(579	)		(2,076	)		(1,406	)

Income before income taxes		47,657			48,137			195,351			187,609
Provision for income taxes		18,785			17,576			75,426			70,924

Net income	$	28,872		$	30,561		$	119,925		$	116,685

Income per share – Basic
Common Stock	$	1.51		$	1.61		$	6.29		$	6.14
Class B Common Stock	$	1.21		$	1.29		$	5.03		$	4.91

Income per share – Diluted
Common Stock	$	1.43		$	1.52		$	5.95		$	5.81

Income allocated to – Basic
Common Stock	$	22,876		$	24,123		$	94,849		$	91,916
Class B Common Stock	$	5,742		$	6,033		$	23,705		$	22,913

Income allocated to – Diluted
Common Stock	$	28,631		$	30,178		$	118,626		$	114,927

Weighted average number of shares outstanding – Basic
Common Stock		15,113			15,017			15,080			14,975
Class B Common Stock		4,741			4,694			4,711			4,666

Weighted average number of shares outstanding – Diluted
Common Stock		20,007			19,882			19,939			19,789

(1) Exclusive of depreciation on the Company’s property, plant and equipment and amortization on its intangible assets

(2) Unaudited

UniFirst Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

(In thousands)	August 30, 2014 (1)			August 31, 2013
Assets
Current assets:
Cash and cash equivalents	$	191,769		$	197,479
Receivables, net		152,523			141,156
Inventories		78,858			74,351
Rental merchandise in service		146,449			132,630
Prepaid and deferred income taxes		13,342			7,099
Prepaid expenses		6,349			8,679

Total current assets		589,290			561,394

Property, plant and equipment:
Land, buildings and leasehold improvements		393,584			376,222
Machinery and equipment		512,842			474,402
Motor vehicles		166,573			153,219

		1,072,999			1,003,843
Less - accumulated depreciation		586,717			546,157
		486,282			457,686

Goodwill		303,648			302,363
Customer contracts and other intangible assets, net		41,477			49,344
Deferred income taxes		1,403			1,417
Other assets		2,061			2,658

	$	1,424,161		$	1,374,862

Liabilities and shareholders' equity
Current liabilities:
Loans payable and current maturities of long-term debt	$	7,704		$	111,253
Accounts payable		59,177			45,633
Accrued liabilities		100,818			95,582
Accrued and deferred income taxes		23,342			12,506

Total current liabilities		191,041			264,974

Long-term liabilities:
Long-term debt, net of current maturities		155			155
Accrued liabilities		50,235			45,037
Accrued and deferred income taxes		48,271			51,298

Total long-term liabilities		98,661			96,490

Shareholders' equity:
Common Stock		1,519			1,513
Class B Common Stock		486			487
Capital surplus		59,415			51,445
Retained earnings		1,075,572			958,508
Accumulated other comprehensive (loss) income		(2,533	)		1,445

Total shareholders' equity		1,134,459			1,013,398

	$	1,424,161		$	1,374,862

(1) Unaudited

UniFirst Corporation and Subsidiaries

Detail of Operating Results

Revenues

	Thirteen weeks ended August 30,		Fourteen Weeks ended August 31,		Dollar			Percent
(In thousands, except percentages)	2014 (1)		2013 (1)		Change			Change

Core Laundry Operations	$	320,993	$	320,447	$	546			0.2	%
Specialty Garments		19,016		19,884		(868	)		-4.4
First Aid		11,979		12,545		(566	)		-4.5
Consolidated total	$	351,988	$	352,876	$	(888	)		-0.3	%

	Fifty-two weeks ended August 30,		Fifty-three Weeks ended August 31,		Dollar			Percent
(In thousands, except percentages)	2014 (1)		2013		Change			Change

Core Laundry Operations	$	1,259,485	$	1,214,365	$	45,120			3.7	%
Specialty Garments		91,484		96,688		(5,204	)		-5.4
First Aid		43,928		44,462		(534	)		-1.2
Consolidated total	$	1,394,897	$	1,355,515	$	39,382			2.9	%

Income from Operations

	Thirteen weeks ended August 30,		Fourteen Weeks ended August 31,		Dollar			Percent
(In thousands, except percentages)	2014 (1)		2013 (1)		Change			Change

Core Laundry Operations	$	45,937	$	45,451	$	486			1.1	%
Specialty Garments		115		984		(869	)		-88.4
First Aid		1,370		1,123		247			22.0
Consolidated total	$	47,422	$	47,558	$	(136	)		-0.3	%

	Fifty-two weeks ended August 30,		Fifty-three Weeks ended August 31,		Dollar			Percent
(In thousands, except percentages)	2014 (1)		2013		Change			Change

Core Laundry Operations	$	182,250	$	170,662	$	11,588			6.8	%
Specialty Garments		7,178		10,539		(3,361	)		-31.9
First Aid		3,847		5,002		(1,155	)		-23.1
Consolidated total	$	193,275	$	186,203	$	7,072			3.8	%

(1) Unaudited

UniFirst Corporation and Subsidiaries

Consolidated Statements of Cash Flows

(In thousands)	Fifty-two weeks ended August 30, 2014 (1)			Fifty-three weeks ended August 31, 2013
Cash flows from operating activities:
Net income	$	119,925		$	116,685
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation		62,791			59,810
Amortization of intangible assets		8,961			9,797
Amortization of deferred financing costs		209			238
Share-based compensation		5,601			6,315
Accretion on environmental contingencies		716			542
Accretion on asset retirement obligations		941			676
Deferred income taxes		8,439			20,666
Changes in assets and liabilities, net of acquisitions:
Receivables		(11,541	)		(5,605	)
Inventories		(4,450	)		1,146
Rental merchandise in service		(14,002	)		7,079
Prepaid expenses		2,623			(2,000	)
Accounts payable		13,646			(6,458	)
Accrued liabilities		6,890			18,040
Prepaid and accrued income taxes		(6,130	)		(15,360	)
Net cash provided by operating activities		194,619			211,571

Cash flows from investing activities:
Acquisition of businesses		(3,635	)		(30,714	)
Capital expenditures		(91,808	)		(103,526	)
Other		1,269			54
Net cash used in investing activities		(94,174	)		(134,186	)

Cash flows from financing activities:
Proceeds from loans payable and long-term debt		9,388			14,033
Payments on loans payable and long-term debt		(113,247	)		(9,524	)
Proceeds from exercise of Common Stock options, including excess tax benefits		5,880			5,488
Taxes withheld and paid related to net share settlement of equity awards		(3,527	)		(3,332	)
Payment of cash dividends		(2,860	)		(2,851	)
Net cash (used in) provided by financing activities		(104,366	)		3,814

Effect of exchange rate changes		(1,789	)		(3,843	)

Net (decrease) increase in cash and cash equivalents		(5,710	)		77,356
Cash and cash equivalents at beginning of period		197,479			120,123

Cash and cash equivalents at end of period	$	191,769		$	197,479