-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Shzllv+BMTPir3nPcuz5CuCtYMIuo0ryJu9C2LpJP8Y1rH9k5zMDO+St5Mofv1Rd j/gLsXASVnA7DTb3eAB/RA== 0001193125-03-029699.txt : 20030806 0001193125-03-029699.hdr.sgml : 20030806 20030806094358 ACCESSION NUMBER: 0001193125-03-029699 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030806 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030806 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARAMARK CORP/DE CENTRAL INDEX KEY: 0001144528 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 233086414 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16807 FILM NUMBER: 03825157 BUSINESS ADDRESS: STREET 1: ARAMARK TOWER STREET 2: 1101 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19107 BUSINESS PHONE: 2152383000 FORMER COMPANY: FORMER CONFORMED NAME: ARAMARK WORLDWIDE CORP DATE OF NAME CHANGE: 20010711 8-K 1 d8k.htm FORM 8-K Form 8-K

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): August 6, 2003

 

 

ARAMARK CORPORATION


(Exact name of registrant specified in charter)

 

Delaware


  

001-16807


  

23-3086414


(State or Other

Jurisdiction of

Incorporation)

   (Commission File
Number)
  

(I.R.S. Employer

Identification No.)

 

 

 

1101 Market Street

Philadelphia, Pennsylvania


    

19107


(Address of Principal Executive Offices)

     (Zip Code)

 

 

Registrant’s telephone number, including area code: 215-238-3000

 

 

 


(Former Name or Former Address, if Changed Since Last Report)

 


Item 7.    Financial Statements, Pro Forma Financial Information and Exhibits

 

(c) Exhibits

 

99.1    Press Release dated August 6, 2003.

 

Item 12.    Results of Operations and Financial Condition

 

The following information, including the text of the press release attached as an exhibit to this Form 8-K, is furnished pursuant to Item 12. Results of Operations and Financial Condition.

 

The information contained in this Current Report, including exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information contained in this Current Report shall not be incorporated by reference into any registration statement or other document or filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

 

On August 6, 2003, ARAMARK Corporation issued a press release announcing its financial results for the quarter and nine months ended June 27, 2003. A copy of the press release is attached hereto as exhibit 99.1.


SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

    ARAMARK CORPORATION
Date: August 6, 2003   By: /s/  L. FREDERICK SUTHERLAND        
    Name:  L. Frederick Sutherland
   

Title:    Executive Vice President

  and Chief Financial Officer

 


Exhibit Index

 

Exhibit No.    Description

99.1

   Press Release dated August 6, 2003.
EX-99.1 3 dex991.htm PRESS RELEASE DATED AUG. 6, 2003. Press Release dated Aug. 6, 2003.

Exhibit 99.1

 

[ARAMARK LOGO]

 

NEWS

RELEASE

 

ARAMARK REPORTS THIRD QUARTER 2003 SALES

AND EARNINGS PER SHARE GROWTH

 

PHILADELPHIA — Aug. 6, 2003 — ARAMARK Corporation (NYSE: RMK), a world leader in managed services, today reported sales from continuing operations of $2.34 billion for its third fiscal quarter ended June 27, 2003, a 10% increase from a year ago. Sales for the first nine months were $6.86 billion, an 11% increase over the prior year.

 

Third Quarter Results

ARAMARK’s net income for the quarter was $89.3 million, or $.45 per diluted share compared to $72.6 million or $.35 per share in the prior year. Income from continuing operations in the third quarter of 2003 was $63.9 million, compared to $65.3 million in the third quarter of 2002. Income per share from continuing operations in the third quarter of 2003 was $.33, compared to $.32 last year. Excluding several unusual items from the third quarter of both 2003 and 2002 (described below), for comparison purposes, income per share from continuing operations increased 7% from $.29 to $.31. (a)

 

In the third quarter of fiscal 2003, ARAMARK completed the previously announced sale of ARAMARK Educational Resources (AER). Accordingly, AER is accounted for as a discontinued operation in the accompanying financial schedules. Included in ARAMARK’s income from discontinued operations is a net gain of $23.6 million related to the sale of AER. ARAMARK received cash proceeds of approximately $250 million from the sale.

 

In the third quarter of fiscal 2003, ARAMARK pre-paid a portion of its outstanding debt, resulting in an extinguishment charge, net of tax, of $4.7 million. ARAMARK also reached a settlement of certain open tax years and reduced its provision for income taxes by approximately $8.4 million. These two items added $.02 to the 2003 third quarter earnings per share. In the third quarter of fiscal 2002, ARAMARK reported a divestiture gain of $.03 per diluted share. Excluding these items, for comparison purposes, income per share from continuing operations increased 7% to $.31 from $.29. (a)

 

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Year To Date Results

Income from continuing operations for the first nine months of 2003 was $160.1 million, compared to $170.3 million last year, which included the previously disclosed after tax gain of $24.4 million ($.12 per share) from the sale of ARAMARK’s interest in the Boston Red Sox baseball team and the $.03 per share divestiture gain described above. Income per share from continuing operations for the first nine months of 2003 was $.81, compared to $.85 last year. Excluding from 2003 and 2002 the per share effect of the above mentioned gains, for comparison purposes, income per share from continuing operations increased 13% in 2003 from $.70 to $.79. (a)

 

Chairman’s Comments

Commenting specifically on the third quarter: “Our business and financial performance met our expectations,” said Joseph Neubauer, chairman and CEO of ARAMARK. “We are quite pleased with our high client retention rates and see these as a source of positive momentum for future results. While some sectors of the economy are beginning to show positive signs, we have not seen a recovery in employment levels which impact several important facets of our business. However, we are particularly pleased with the strong organic growth we generated in our International, Healthcare and Education operations. The negative organic growth improved significantly in our U.S. Business Services group. While still below last year, profit margins in the Uniform Rental segment were improved from our first and second fiscal quarters. The expected third quarter softness in our Sports and Entertainment business did occur. The seasonal nature of that business accentuated the impact of that softness on our operating results in the third quarter and we expect it to continue in our fourth quarter.”

 

Food and Support Services

In ARAMARK’s Food and Support Services — U.S. segment, third quarter sales of $1.62 billion increased 9% from a year ago. Organic sales growth, which excludes the effect of acquisitions and divestitures, was approximately 2%. Segment operating income for the current quarter was down 1%, to $85.9 million, due principally to the softness in the Sports and Entertainment business and the impact of Business Interruption insurance proceeds received in the third quarter of 2002.

 

Sales for the Food and Support Services — International segment for the quarter of $363 million increased 21% from last year’s third quarter, aided by a weaker U.S. dollar. Organic sales growth, which excludes the effect of acquisitions, divestitures and currency translation, was 5% due to good performance in ARAMARK’s U.K. and Spanish operations. Segment operating income of $16.2 million increased by 37% over the same quarter last year. Excluding the effect of currency translation, the increase was 19%.

 

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Uniform and Career Apparel

In ARAMARK’s Uniform and Career Apparel — Rental segment, sales were $254 million, an increase of 1% versus the prior year. Operating income of $28.9 million was down about 4% from the prior year quarter. Net new sales growth, solid client retention rates and modest price increases were offset by continued contraction in base business and higher energy and employee benefit costs. Profit margins improved from those recorded earlier this year, as the effects of on-going cost reduction initiatives were realized.

 

In the Direct Marketing segment, sales increased 2% to $101 million from the same quarter last year. Softness in demand for purchased work clothing was offset by the benefit from a small acquisition made last year. Operating income increased 9% to $4.2 million principally due to a higher margin sales mix and the impact of the acquisition.

 

2003 Financial Guidance

Mr. Neubauer concluded, “We continue to expect fiscal year 2003 sales from continuing operations of $9.2 to $9.4 billion. It is our expectation that full year diluted earnings per share from continuing operations will be in the range of $1.26 to $1.30. This is consistent with the guidance previously provided with the earnings per share range increased by 2 cents from the net effect of the third quarter debt tender and income tax adjustment. Because our fourth fiscal quarter contains an extra week, there will be 53 weeks in 2003’s reported results. Fiscal 2004 will be a 52 week year.”

 

“Our strong performance in the face of a variety of challenges this year underscores the fundamental strength and stability of our outsourced services business model. ARAMARK continues to generate strong cash flows, which we are putting to work for the benefit of shareholders through continued reinvestment in our businesses, share repurchases, debt reduction and the pursuit of value-added acquisitions. Looking ahead, we believe we are poised to drive organic growth at a faster pace as large organizations around the world increasingly outsource non-core functions and as our ‘Mission One’ strategic marketing initiatives help us capitalize on those emerging global opportunities.”

 

In conjunction with its third quarter earnings release, ARAMARK will discuss its results in a conference call broadcast live over the Internet on Aug. 6, 2003 at 10:00 a.m. EDT. Interested parties are invited to log on to www.aramark.com to listen to this webcast. A recording of the conference call will be available on that website. Previously undisclosed material financial information relating to a completed fiscal period, as well as any reconciliations for non-GAAP disclosures, that are disclosed in the conference call will be available on the Investor Relations section of ARAMARK’s website at www.aramark.com.

 

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About ARAMARK

ARAMARK is a world leader in providing managed services — including food, facility and other support services and uniform and career apparel. ARAMARK has leadership positions serving the business, education, healthcare, government and sports and recreation sectors. In FORTUNE Magazine’s 2003 survey of the “Most Admired Companies in America,” ARAMARK ranks No. 1 in the outsourcing services category and is No. 10 among all companies included in the survey by overall score as evaluated by peers within the industry. Headquartered in Philadelphia, ARAMARK has approximately 200,000 employees serving clients in 18 countries.

 

(a) ARAMARK management believes the exclusion of these items facilitates the year-over-year comparisons of these per share items. See attached Non-GAAP reconciliation schedules.

 

###

 

Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 provides a safe harbor from civil litigation for forward-looking statements that reflect our current views as to future events and financial performance with respect to our operations. These statements can be identified by the fact that they do not relate strictly to historical or current facts.

 

They use words such as “aim,” “anticipate,” “estimate,” “expect,” “will be,” “will continue,” “will likely result,” “project,” “intend,” “plan,” “believe” and other words and terms of similar meaning in conjunction with a discussion of future operating or financial performance.

 

Forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties and other factors (many of which are beyond our control) that could cause actual results to differ materially from the future results expressed or implied by such forward-looking statements.

 

The forward-looking statements regarding such matters are based on certain assumptions and analyses made by us in light of our experience and our perception of historical trends, current conditions and expected future developments, as well as other factors we believe are appropriate in the circumstances.

 

Factors that might cause such a difference include: unfavorable economic conditions, including ramifications of any future terrorist attacks; increased operating costs; shortages of qualified personnel; currency risks and other risks associated with international markets; risks associated with acquisitions, including acquisition integration costs; our ability to integrate and derive the expected benefits from recent acquisitions; competition; decline in attendance at client facilities; unpredictability of sales and expenses due to contract terms and terminations; high leverage; claims relating to the provision of food services; costs of compliance with governmental regulations; liability associated with non-compliance with governmental regulations, including regulations pertaining to food services and the environment; and seasonality.

 

For further information regarding risks and uncertainties associated with ARAMARK’s business, please refer to the “Management’s Discussion and Analysis of Results of Operations and Financial Condition” and “Risk Factors” sections of ARAMARK’s SEC filings, including, but not limited to, our annual report on Form 10-K and quarterly reports on Form 10-Q, copies of which may be obtained by contacting ARAMARK’s investor relations department via its web site www.aramark.com.

 

Forward-looking statements speak only as of the date made. We undertake no obligation to update any forward-looking statements to reflect the events or circumstances arising after the date as of which they are made. As a result of these risks and uncertainties, readers are cautioned not to place undue reliance on the forward-looking statements included herein or that may be made elsewhere from time to time by, or on behalf of, us.

 

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Contacts:

 

Media Relations:

  Investor Relations:

GailForce Communications

  ARAMARK Corporation

Christopher Hardwick, 215-238-7104

  Gary Sender, 215-238-3361

Chardwick@gailforceinc.com

  sender-gary@aramark.com


ARAMARK CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(In Thousands, Except Per Share Amounts)

 

     Three Months Ended

 
     June 27, 2003

   June 28, 2002

 

Sales

   $ 2,340,554    $ 2,136,498  
    

  


Costs and Expenses:

               

Cost of services provided

     2,118,788      1,923,856  

Depreciation and amortization

     66,163      56,686  

Selling and general corporate expenses

     27,150      29,973  

Other income, net (2)

     —        (5,806 )
    

  


       2,212,101      2,004,709  
    

  


Operating income

     128,453      131,789  

Interest and other financing costs, net (3)

     40,776      32,986  
    

  


Income from continuing operations before income taxes

     87,677      98,803  

Provision for income taxes (3)

     23,826      33,530  
    

  


Income from continuing operations

     63,851      65,273  

Income from discontinued operations, net (1)

     25,453      7,299  
    

  


Net income

   $ 89,304    $ 72,572  
    

  


Earnings Per Share - Basic:

               

Income from continuing operations

     $0.33      $0.34  

Net income

     $0.47      $0.37  

Earnings Per Share - Diluted:

               

Income from continuing operations

     $0.33      $0.32  

Net income

     $0.45      $0.35  

Weighted Average Shares Outstanding:

               

Basic

     190,727      194,325  

Diluted

     196,375      204,684  

 

(1) - In the third quarter of fiscal 2003, ARAMARK completed the previously announced sale of ARAMARK Educational Resources (AER) to Knowledge Learning Corporation, Inc. for approximately $250 million in cash. AER is accounted for as a discontinued operation in the accompanying financial schedule. AER's results of operations and cash flows have been removed from the Company's results of continuing operations for all periods presented. Included in income from discontinued operations is a net gain of $23.6 million related to the sale of AER.

 

(2) - In the third quarter of fiscal 2002, ARAMARK recorded a pre-tax gain of $5.8 million, resulting principally from the sale of a residual interest in a previously divested business. Income from continuing operations and diluted earnings per share from continuing operations, excluding the impact of this gain, were $58.8 million and $0.29, respectively, for the three months ended June 28, 2002.

 

(3) - In the third quarter of fiscal 2003, ARAMARK completed a tender offer to purchase approximately $94.3 million of its 6.75% Guaranteed Notes due August 1, 2004, for approximately $101.9 million, including accrued interest, and retired a $45 million term loan due March 2005. These two transactions resulted in an extinguishment charge of $7.7 million ($4.7 million net of tax) which is included in "Interest and other financing costs, net" in the accompanying financial schedule. Additionally, in the third quarter of fiscal 2003, ARAMARK reduced the provision for income taxes, based upon the settlement of open tax years, by approximately $8.4 million. Income from continuing operations and diluted earnings per share from continuing operations, excluding the impact of these items, were $60.1 million and $0.31, respectively for the three months ended June 27, 2003.


ARAMARK CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(In Thousands, Except Per Share Amounts)

 

     Nine Months Ended

 
     June 27, 2003

   June 28, 2002

 

Sales

   $ 6,859,800    $ 6,175,082  
    

  


Costs and Expenses:

               

Cost of services provided

     6,228,382      5,594,115  

Depreciation and amortization

     192,599      170,484  

Selling and general corporate expenses

     86,519      86,294  

Other income, net (2)

     —        (43,695 )
    

  


       6,507,500      5,807,198  
    

  


Operating income

     352,300      367,884  

Interest and other financing costs, net (3)

     110,996      103,576  
    

  


Income from continuing operations before income taxes

     241,304      264,308  

Provision for income taxes (3)

     81,227      94,028  
    

  


Income from continuing operations

     160,077      170,280  

Income from discontinued operations, net (1)

     35,724      18,106  
    

  


Net income

   $ 195,801    $ 188,386  
    

  


Earnings Per Share - Basic:

               

Income from continuing operations

     $0.84      $0.90  

Net income

     $1.02      $0.99  

Earnings Per Share - Diluted:

               

Income from continuing operations

     $0.81      $0.85  

Net income

     $0.99      $0.94  

Weighted Average Shares Outstanding:

               

Basic

     191,383      189,476  

Diluted

     198,494      200,673  

 

(1) - In the third quarter of fiscal 2003, ARAMARK completed the previously announced sale of ARAMARK Educational Resources (AER) to Knowledge Learning Corporation, Inc. for approximately $250 million in cash. AER is accounted for as a discontinued operation in the accompanying financial schedule. AER's results of operations and cash flows have been removed from the Company's results of continuing operations for all periods presented. Included in income from discontinued operations is a net gain of $23.6 million related to the sale of AER.

 

(2) - In the second quarter of fiscal 2002, ARAMARK sold its ownership interests in the Boston Red Sox and a related entity, resulting in a pre-tax gain of $37.9 million, which is reported as other income. In the third quarter of fiscal 2002, ARAMARK recorded a pre-tax gain of $5.8 million, resulting principally from the sale of a residual interest in a previously divested business. Income from continuing operations and diluted earnings per share from continuing operations, excluding the impact of these gains, were $139.5 million and $0.70, respectively, for the nine months ended June 28, 2002.

 

(3) - In the third quarter of fiscal 2003, ARAMARK completed a tender offer to purchase approximately $94.3 million of its 6.75% Guaranteed Notes due August 1, 2004, for approximately $101.9 million, including accrued interest, and retired a $45 million term loan due March 2005. These two transactions resulted in an extinguishment charge of $7.7 million ($4.7 million net of tax) which is included in "Interest and other financing costs, net" in the accompanying financial schedule. Additionally, in the third quarter of fiscal 2003, ARAMARK reduced the provision for income taxes, based upon the settlement of open tax years, by approximately $8.4 million. Income from continuing operations and diluted earnings per share from continuing operations, excluding the impact of these items, were $156.3 million and $0.79, respectively for the nine months ended June 27, 2003.


ARAMARK CORPORATION AND SUBSIDIARIES

SELECTED CONSOLIDATED BALANCE SHEET DATA

(Unaudited)

(In Thousands)

 

     June 27, 2003

   September 27, 2002

Assets


         

Current Assets

   $ 1,200,350    $ 1,081,085

Current Assets of Discontinued Operations (1)

     —        17,307

Property and Equipment, net

     1,149,086      1,069,868

Goodwill

     1,355,606      1,298,808

Other Assets

     681,861      536,980

Noncurrent Assets of Discontinued Operations (1)

     —        255,254
    

  

     $ 4,386,903    $ 4,259,302
    

  

Liabilities and Shareholders’ Equity


         

Current Liabilities (2)

   $ 1,197,211    $ 1,249,466

Current Liabilities of Discontinued Operations (1)

     —        54,096

Long-Term Borrowings

     1,932,877      1,835,632

Other Liabilities

     284,204      254,198

Noncurrent Liabilities of Discontinued Operations (1)

     —        7,725

Total Shareholders’ Equity

     972,611      858,185
    

  

     $ 4,386,903    $ 4,259,302
    

  

 

(1) - In the third quarter of fiscal 2003, ARAMARK completed the previously announced sale of ARAMARK Educational Resources (AER) to Knowledge Learning Corporation, Inc. for approximately $250 million in cash. AER is accounted for as a discontinued operation in the accompanying financial schedule.

 

(2) - Includes $11.8 million and $39.5 million of current maturities of long-term borrowings as of June 27, 2003 and September 27, 2002, respectively.


ARAMARK CORPORATION AND SUBSIDIARIES

SELECTED CONSOLIDATED CASH FLOW DATA

(Unaudited)

(In Thousands)

 

     Nine Months Ended

 
     June 27, 2003

    June 28, 2002

 

Cash flows from operating activities from continuing operations:

                

Income from continuing operations

   $ 160,077     $ 170,280  

Adjustments to reconcile income from continuing operations to net cash provided by operating activities:

                

Depreciation and amortization

     192,599       170,484  

Income taxes deferred

     19,082       17,092  

Gain on sale of investments

     —         (45,320 )

Changes in noncash working capital

     (131,084 )     (10,425 )

Net proceeds from sale of receivables

     —         46,605  

Other operating activities

     (16,590 )     (13,667 )
    


 


Net cash provided by operating activities from continuing operations

     224,084       335,049  
    


 


Cash flows from investing activities from continuing operations:

                

Net purchases of property and equipment

     (162,740 )     (134,275 )

Proceeds from sale of investments

     —         76,964  

Divestiture of certain businesses

     248,077       4,235  

Acquisitions and other investing activities

     (212,838 )     (849,877 )
    


 


Net cash used in investing activities from continuing operations

     (127,501 )     (902,953 )
    


 


Cash flows from financing activities from continuing operations:

                

Net proceeds from long-term borrowings

     42,537       233,746  

Proceeds from issuance of common stock

     20,601       764,583  

Repurchase of stock and other financing activities

     (166,241 )     (448,257 )
    


 


Net cash provided by (used in) financing activities from continuing operations

     (103,103 )     550,072  
    


 


Net cash provided by discontinued operations (1)

     14,722       29,405  
    


 


Increase in cash and cash equivalents

   $ 8,202     $ 11,573  
    


 


 

(1) - In the third quarter of fiscal 2003, ARAMARK completed the previously announced sale of ARAMARK Educational Resources (AER) to Knowledge Learning Corporation, Inc. for approximately $250 million in cash. AER is accounted for as a discontinued operation in the accompanying financial schedule.


ARAMARK CORPORATION AND SUBSIDIARIES

SALES AND OPERATING INCOME BY SEGMENT

SUPPLEMENTAL DATA

(Unaudited)

(In Thousands)

 

     Three Months Ended

 
     June 27, 2003

    June 28, 2002

 

Sales (1)


            

Food and Support Services - United States

   $ 1,623,463     $ 1,488,107  

Food and Support Services - International

     362,701       298,948  

Uniform and Career Apparel - Rental

     253,517       250,458  

Uniform and Career Apparel - Direct Marketing

     100,873       98,985  
    


 


     $ 2,340,554     $ 2,136,498  
    


 


Operating Income (1)


            

Food and Support Services - United States

   $ 85,897     $ 86,704  

Food and Support Services - International

     16,181       11,771  

Uniform and Career Apparel - Rental

     28,869       30,136  

Uniform and Career Apparel - Direct Marketing

     4,201       3,867  

Corporate and Other

     (6,695 )     (6,495 )

Other Income (2)

     —         5,806  
    


 


     $ 128,453     $ 131,789  
    


 


 

(1) - In the third quarter of fiscal 2003, ARAMARK completed the previously announced sale of ARAMARK Educational Resources (AER) to Knowledge Learning Corporation, Inc. for approximately $250 million in cash. AER is accounted for as a discontinued operation in the accompanying financial schedule. AER's results of operations and cash flows have been removed from the Company's results of continuing operations for all periods presented.

 

(2) - In the third quarter of fiscal 2002, ARAMARK recorded a pre-tax gain of $5.8 million, resulting principally from the sale of a residual interest in a previously divested business.


ARAMARK CORPORATION AND SUBSIDIARIES

SALES AND OPERATING INCOME BY SEGMENT

SUPPLEMENTAL DATA

(Unaudited)

(In Thousands)

 

     Nine Months Ended

 
     June 27, 2003

    June 28, 2002

 

Sales (1)


            

Food and Support Services - United States

   $ 4,712,854     $ 4,195,924  

Food and Support Services - International

     1,052,255       894,634  

Uniform and Career Apparel - Rental

     759,281       752,632  

Uniform and Career Apparel - Direct Marketing

     335,410       331,892  
    


 


     $ 6,859,800     $ 6,175,082  
    


 


Operating Income (1)


            

Food and Support Services - United States

   $ 227,206     $ 204,923  

Food and Support Services - International

     47,252       34,551  

Uniform and Career Apparel - Rental

     80,868       89,760  

Uniform and Career Apparel - Direct Marketing

     18,832       18,583  

Corporate and Other

     (21,858 )     (23,628 )

Other Income (2)

     —         43,695  
    


 


     $ 352,300     $ 367,884  
    


 


 

(1) - In the third quarter of fiscal 2003, ARAMARK completed the previously announced sale of ARAMARK Educational Resources (AER) to Knowledge Learning Corporation, Inc. for approximately $250 million in cash. AER is accounted for as a discontinued operation in the accompanying financial schedule. AER’s results of operations and cash flows have been removed from the Company's results of continuing operations for all periods presented.

 

(2) - In the second quarter of fiscal 2002, ARAMARK sold its ownership interests in the Boston Red Sox and a related entity, resulting in a pre-tax gain of $37.9 million, which is reported as other income. In the third quarter of fiscal 2002, ARAMARK recorded a pre-tax gain of $5.8 million, resulting principally from the sale of a residual interest in a previously divested business.


ARAMARK CORPORATION AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP MEASURES

OPERATING RESULTS EXCLUDING OTHER INCOME AND UNUSUAL ITEMS

(Unaudited)

(In Thousands, Except Per Share Amounts)

 


In the second quarter of fiscal 2002, ARAMARK sold its ownership interests in the Boston Red Sox and a related entity, resulting in a pre-tax gain of $37.9 million, which is reported as other income. In the third quarter of fiscal 2002, ARAMARK recorded a pre-tax gain of $5.8 million resulting principally from the sale of a residual interest in a previously divested business. In the third quarter of fiscal 2003, ARAMARK completed a tender offer to purchase approximately $94.3 million of its 6.75% Guaranteed Notes due August 1, 2004, and retired a $45 million term loan due March 2005. These two transactions resulted in an extinguishment charge of $7.7 million ($4.7 million net of tax). Additionally, in the third quarter of fiscal 2003, ARAMARK reduced the provision for income taxes, based on the settlement of certain open tax years, by approximately $8.4 million. These items have been excluded from the comparisons of operating income, income from continuing operations and earnings per share to enhance comparability due to the size and unusual nature of these items.


 

     Three Months Ended

    Nine Months Ended

 
     June 27, 2003

    June 28, 2002

    Change

    June 27, 2003

    June 28, 2002

    Change

 

Operating Income (as reported)

   $ 128,453     $ 131,789     -3 %   $ 352,300     $ 367,884     -4 %

Less: Other Income

     —         (5,806 )           —         (43,695 )      
    


 


       


 


     

Operating Income (as adjusted)

   $ 128,453     $ 125,983     2 %   $ 352,300     $ 324,189     9 %
    


 


       


 


     

Operating Income Margins (as reported)

     5.5 %     6.2 %   -0.7 %     5.1 %     6.0 %   -0.9 %

Less: Other Income

     0.0 %     -0.3 %           0.0 %     -0.7 %      
    


 


       


 


     

Operating Income Margins (as adjusted)

     5.5 %     5.9 %   -0.4 %     5.1 %     5.2 %   -0.1 %
    


 


       


 


     

Income from continuing operations (as reported)

   $ 63,851     $ 65,273     -2 %   $ 160,077     $ 170,280     -6 %

Less: Other Income, net of tax

     —         (6,440 )           —         (30,803 )      

Add: Debt extinguishment charges

     4,687       —               4,687       —          

Less: Tax provision adjustment

     (8,439 )     —               (8,439 )     —          
    


 


       


 


     

Income from continuing operations (as adjusted)

   $ 60,099     $ 58,833     2 %   $ 156,325     $ 139,477     12 %
    


 


       


 


     

Earnings Per Share—Diluted

                                            

Income from continuing operations (as reported)

   $ 0.33     $ 0.32     3 %   $ 0.81     $ 0.85     -5 %

Less: Other income

     —         (0.03 )           —         (0.15 )      

Add: Debt extinguishment charges

     0.02       —               0.02       —          

Less: Tax provision adjustment

     (0.04 )     —               (0.04 )     —          
    


 


       


 


     

Income from continuing operations (as adjusted)

   $ 0.31     $ 0.29     7 %   $ 0.79     $ 0.70     13 %
    


 


       


 


     


ARAMARK CORPORATION AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP MEASURES

FOOD AND SUPPORT SERVICES - INTERNATIONAL SEGMENT RESULTS -

ADJUSTED FOR CURRENCY TRANSLATION

(Unaudited)

(In Thousands)

 


The impact of currency translation has been excluded from the comparison of quarterly results to enhance comparability in the Food and Support Services—International Segment by identifying the portion of the change in sales and operating income related to changes in foreign currency, which provides a comparison of results on a constant currency basis. Similarly, the impact of currency translation has been excluded from the comparison of consolidated quarterly sales.


 

     Three Months Ended

   

%

Change


 
     June 27, 2003

   June 28, 2002

   

Food and Support Services - International - Sales (GAAP)

   $ 362,701    $ 298,948     21 %

Less: Impact of Currency Translation

     —        (42,633 )      
    

  


     

Food and Support Services - International - Sales (as adjusted)

   $ 362,701    $ 341,581     6 %
    

  


     
     Three Months Ended

    %
Change


 
     June 27, 2003

   June 28, 2002

   

Food and Support Services - International - Operating Income (GAAP)

   $ 16,181    $ 11,771     37 %

Less: Impact of Currency Translation

     —        (1,833 )      
    

  


     

Food and Support Services - International - Operating Income (as adjusted)

   $ 16,181    $ 13,604     19 %
    

  


     
     Three Months Ended

    %
Change


 
     June 27, 2003

   June 28, 2002

   

ARAMARK Corporation Consolidated Sales (GAAP)

   $ 2,340,554    $ 2,136,498     10 %

Less: Impact of Currency Translation

     —        (42,633 )      
    

  


     

ARAMARK Corporation Consolidated Sales (as adjusted)

   $ 2,340,554    $ 2,179,131     7 %
    

  


     
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