-----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, EBkEbo9K+GxYlh/CFcA/qRDmzgbNOIJiqjA9diPeByhMlHuVT853oD47fcetoaaX kEoZ2hBCxD9KqTxappj9Rg== 0001157523-09-005697.txt : 20090806 0001157523-09-005697.hdr.sgml : 20090806 20090806080204 ACCESSION NUMBER: 0001157523-09-005697 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090806 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090806 DATE AS OF CHANGE: 20090806 FILER: COMPANY DATA: COMPANY CONFORMED NAME: G&K SERVICES INC CENTRAL INDEX KEY: 0000039648 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 410449530 STATE OF INCORPORATION: MN FISCAL YEAR END: 0626 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-04063 FILM NUMBER: 09989943 BUSINESS ADDRESS: STREET 1: 5995 OPUS PARKWAY STREET 2: SUITE 500 CITY: MINNETONKA STATE: MN ZIP: 55343 BUSINESS PHONE: 6129125500 MAIL ADDRESS: STREET 1: 5995 OPUS PARKWAY STREET 2: SUITE 500 CITY: MINNETONKA STATE: MN ZIP: 55343 FORMER COMPANY: FORMER CONFORMED NAME: NORTHWEST LINEN CO DATE OF NAME CHANGE: 19681227 8-K 1 a6023262.htm G&K SERVICES, INC.

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): August 6, 2009

G&K Services, Inc.

(Exact name of registrant as specified in its charter)

Minnesota

0-4063

41-0449530

(State or other jurisdiction
of Incorporation)

(Commission File
Number)

(IRS Employer
Identification No.)

5995 Opus Parkway, Minnetonka, MN

55343

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (952) 912-5500

NOT APPLICABLE

(Former name or former address, if changed since last report)

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 August 6, 2009, G&K Services, Inc. issued a press release announcing its financial results for the fiscal fourth quarter ended June 27, 2009.  A copy of the press release is furnished as Exhibit 99.1 to this report.  The press release contains non-GAAP financial measures which are free cash flow and certain non-GAAP operating results which are reconciled to the fourth quarter and fiscal 2009 year-to-date earnings per diluted share on a GAAP basis to adjusted earnings per diluted share on a non-GAAP basis. The free cash flow result is calculated as cash flow from operations less capital expenditures.  Management believes that organic growth and free cash flow are useful in analyzing the company’s overall financial condition and the results of its operations.  Management believes that certain non-GAAP operating results, which exclude non-cash impairment and certain other non-recurring charges, provide a more meaningful measure on which to compare the company’s overall results of operations between periods.  

The information in this Item 2.02 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.

Item 9.01

Financial Statements and Exhibits.

 
(c) Exhibits.
 
99.1 Press Release dated August 6, 2009 (furnished)


SIGNATURE

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

   

G&K SERVICES, INC.

(Registrant)

 
 

Date: August 6, 2009

By:

/s/ Jeffrey L. Wright

Name: Jeffrey L. Wright

 

Title:   Executive Vice President and Chief Financial Officer


EXHIBIT INDEX

Exhibit No.

 

Description

 

99.1

Press Release dated August 6, 2009

EX-99.1 2 a6023262ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

G&K Services Reports Fiscal 2009 Fourth Quarter Results

New Leadership Driving Changes to Improve Performance;

Company Continues to Generate Strong Cash Flow from Operations

MINNEAPOLIS--(BUSINESS WIRE)--August 6, 2009--G&K Services, Inc. (NASDAQ: GKSR), today reported fourth quarter fiscal 2009 revenue of $218.0 million, which compares to revenue of $252.2 million in the prior-year period. The continued significant deterioration in customer employment levels and the impact from the reduced value of the Canadian dollar, affected overall revenue.

The company reported fourth quarter net earnings of $0.16 per diluted share, which included a previously communicated charge of $0.11 per diluted share related to the departure of the company’s former chairman and chief executive officer. The costs associated with this leadership transition were not included in the company’s guidance provided at the end of the third quarter. When excluding the charges related to the leadership transition, fourth quarter fiscal 2009 adjusted earnings totaled $0.27 per diluted share and compare to net earnings of $0.55 per diluted share in the prior-year period. Fourth quarter earnings benefited from cost reduction activities, lower energy and incentive compensation costs. These earnings improvements were offset by a reduction in fixed cost absorption due to lower revenue, higher health care costs, increases to certain reserves and the effect of the weak Canadian dollar.


“Our fourth quarter results mark the end of a challenging and disappointing fiscal year,” said Douglas A. Milroy, G&K’s recently appointed chief executive officer. “As such, we’re moving quickly to reshape the business with a sharpened focus on profitability. Going forward, G&K will operate with a more intense focus on the details of great execution and a more lean cost structure, while driving even higher levels of customer satisfaction. For example, during the fourth quarter, we idled manufacturing capacity, further scaled our workforce and divested a small non-core operation. We’ll continue to take such actions, streamlining our business to maximize profitability in this difficult environment.”

Financial Strength

The company’s balance sheet remains strong. As of June 27, 2009, the company had total borrowings of $232.5 million and a debt to capitalization ratio of 34.7 percent. The company also recently completed a new $300.0 million three-year credit facility, which maintains the company’s strong liquidity position and increases its financial flexibility. The new facility replaces the company’s previous credit facility which was scheduled to mature in August 2010.

The company continued to generate strong cash flow from operations and further reduced its overall level of debt financing. Cash provided by operating activities for the fiscal year ended June 27, 2009 was a record $103.2 million, driven by strong working capital management. For the fiscal year, free cash flow, defined as cash flow from operations less capital expenditures, was a record $79.8 million. During the fiscal year, the company utilized its strong free cash flow to reduce debt, net of cash, by $56.3 million.

Outlook

“For the first quarter of fiscal 2010, we expect the continued economic stress on our customers to pressure organic revenue growth, operating margins and earnings per diluted share below fourth quarter results reported today," Milroy added. "In spite of the continued economic challenges ahead, we’re confident the changes we’re making will reposition G&K to improve our future financial performance.”

Due primarily to prolonged difficult economic conditions, continued deterioration of customer employment levels and numerous operating changes the company’s new leadership team is executing, the company will not be providing a specific quarterly range for anticipated revenue or earnings.


Conference Call Information

The company will host a conference call today at 10:00 a.m. (CST) to discuss its financial results and outlook. The call will be webcast and is available on the Investor Relations section of the company’s website at www.gkservices.com (click on webcast icon and follow the instructions). A replay of the call will be available on the company’s website through September 6, 2009.

Safe Harbor for Forward-Looking Statements

Statements made in this press release concerning our intentions, expectations or predictions about future results or events are “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. These statements reflect our current expectations or beliefs, and are subject to risks and uncertainties that could cause actual results or events to vary from stated expectations, which could be material and adverse. You are cautioned not to place undue reliance on these statements, and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Information concerning potential factors that could affect future financial results is included in our Annual Report on Form 10-K for the fiscal year ended June 28, 2008.

About G&K Services, Inc.

G&K Services, Inc. is a market leader in branded identity apparel programs and facility services in the United States, and is the largest such provider in Canada. Headquartered in Minneapolis, Minnesota, G&K Services has approximately 8,500 employees serving more than 175,000 customers from over 170 facilities in North America and Europe. G&K Services is a publicly held company traded over the NASDAQ Global Select Market under the symbol GKSR and is a component of the Standard & Poor’s SmallCap 600 Index. For more information on G&K Services, visit the company’s website at www.gkservices.com.

Comparison of GAAP to Non-GAAP Financial Measures

The company reports its consolidated financial results in accordance with generally accepted accounting principles (GAAP). To supplement these consolidated financial results, management believes that certain non-GAAP operating results, which exclude non-cash impairment and certain other non-recurring charges, may provide a more meaningful measure on which to compare the company’s results of operations between periods. The company believes these non-GAAP results provide useful information to both management and investors by excluding certain costs that impact comparability of the results. A reconciliation of fourth quarter and fiscal 2009 earnings per diluted share on a GAAP basis to adjusted earnings per diluted share on a non-GAAP basis are presented in the table below:


   

Three Months Ended June 27,

2009

     

Twelve Months Ended June 27,

2009

(U.S. Dollars, in thousands, except

per share data)

Operating

Income

   

Net

Income

   

Earnings

Per Share

     

Operating

Income

   

Net

Income

   

Earnings

Per Share

As reported $ 7,289     $ 2,843     $ 0.16 $ (76,043 )     $ (72,464 )     $ (3.94 )
Add: Goodwill and other impairment charges - - - 126,719 94,358 5.13
Add: Leadership transition charges   2,986   2,019   0.11   2,986     2,019     0.11  
As Adjusted $ 10,275 $ 4,862 $ 0.27 $ 53,662   $ 23,913   $ 1.30  

These non-GAAP measures are not in accordance with, or an alternative for measures prepared in accordance with, generally accepted accounting principles and may be different from non-GAAP measures used by other companies. Investors should consider non-GAAP measures in addition to, and not as a substitute for, or superior to, financial performance measures prepared in accordance with GAAP.


 
 
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
G&K Services, Inc. and Subsidiaries
(Subject to Reclassification)
                 
 
For the Three Months Ended For the Twelve Months Ended

(U.S. Dollars, in thousands, except

per share data)

      June 27,
2009
      June 28,
2008
      June 27,
2009
      June 28,
2008

 

                               
REVENUES          
Rental operations $ 200,710 $ 234,490 $ 860,921 $ 925,767
  Direct sales         17,274         17,710         75,044           76,628
  Total revenues         217,984         252,200         935,965           1,002,395
 
OPERATING EXPENSES
Cost of rental operations 142,612 159,520 603,524 626,270
Cost of direct sales 12,828 12,870 55,650 55,615
Selling and administrative 55,255 58,410 226,115 229,987
  Goodwill and other impairment charges         -         -         126,719           -
  Total operating expenses         210,695         230,800         1,012,008           911,872
INCOME/(LOSS) FROM OPERATIONS 7,289 21,400 (76,043 ) 90,523
  Interest expense         3,315         3,767         13,996           15,543
INCOME/(LOSS) BEFORE INCOME TAXES 3,974 17,633 (90,039 ) 74,980
  (Benefit)/Provision for income taxes         1,131         7,002         (17,575 )         28,901
NET INCOME/(LOSS)       $ 2,843       $ 10,631       $ (72,464 )       $ 46,079
Basic weighted average number
of shares outstanding 18,216 19,197 18,389 20,138
BASIC EARNINGS PER COMMON SHARE       $ 0.16       $ 0.55       $ (3.94 )       $ 2.29
Diluted weighted average number
of shares outstanding 18,216 19,251 18,389 20,277
DILUTED EARNINGS PER COMMON SHARE       $ 0.16       $ 0.55       $ (3.94 )       $ 2.27
 
Dividends per share $ 0.07 $ 0.05 $ 0.28 $ 0.20

 
 

CONSOLIDATED CONDENSED BALANCE SHEETS

G&K Services, Inc. and Subsidiaries
(Subject to Reclassification)
       

June 27,

June 28,

2009

2008

(U.S. dollars, in thousands)    

 

       
ASSETS  
Current Assets
Cash and cash equivalents

 

$

13,136

$ 12,651
Accounts receivable, net 85,209 111,307
Inventories, net 135,492 142,318
Other current assets       21,241         26,181
Total current assets       255,078         292,457
 
Property, Plant and Equipment, net 216,736 253,041
Goodwill 319,942 434,874
Other Assets       59,412         72,802
Total assets  

 

$

851,168       $ 1,053,174
 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable

 

$

29,134 $ 30,873
Accrued expenses 79,010 78,282
Deferred income taxes 3,414 6,154
Current maturities of long-term debt       7,744         7,891
Total current liabilities       119,302         123,200
 
Long-Term Debt, net of Current Maturities 224,781 280,428
Deferred Income Taxes 1,893 35,190
Accrued Income Taxes – Long Term 12,016 12,343
Other Noncurrent Liabilities 55,820 44,537
Stockholders' Equity         437,356         557,476
Total liabilities and stockholders’ equity       $ 851,168       $ 1,053,174

 
 
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
G&K Services, Inc. and Subsidiaries
(Subject to Reclassification)
  For the Twelve Months Ended
June 27,   June 28,
(U.S. dollars, in thousands)     2009   2008
Operating Activities:
Net (loss)/income $ (72,464 ) $ 46,079
Adjustments to reconcile net (loss)/income to net cash
provided by operating activities -
Depreciation and amortization 44,252 48,404
Goodwill and other impairment charges 126,719 -
Deferred income taxes (34,999 ) 3,741
Other adjustments 7,856 5,932
Changes in current operating items, exclusive of acquisitions 29,038 (7,622 )
Other assets and liabilities       2,778       6,524  
Net cash provided by operating activities       103,180       103,058  
Investing Activities:
Property, plant and equipment additions, net (23,363 ) (27,057 )
Acquisition of business assets, net 33 (63,820 )
Purchase of investments, net       -       (3,223 )
Net cash used for investing activities       (23,330 )     (94,100 )
Financing Activities:
Payments of long-term debt (7,739 ) (7,534 )
(Payments of)/ Proceeds from revolving credit facilities, net (48,500 ) 81,001
Cash dividends paid (5,213 ) (4,041 )
Net issuance of common stock, primarily under stock option plans 209 4,357
Purchase of common stock       (17,047 )     (93,142 )
Net cash used for financing activities     (78,290 )     (19,359 )
Increase/(Decrease) in Cash and Cash Equivalents 1,560 (10,401 )
Effect of Exchange Rates on Cash (1,075 ) 293
 
Cash and Cash Equivalents:
Beginning of period       12,651       22,759  
End of period     $ 13,136     $ 12,651  

CONTACT:
G&K Services, Inc.
Jeffrey L. Wright, 952-912-5500
Executive Vice President and Chief Financial Officer
or
Shayn R. Carlson, 952-912-5500
Director of Investor Relations

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