-----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, HHYYk0xA02ZN25bapZywBtjgUkW7VSMHSwYlFSMVf6DxGrgoZFoyofnthld+v1qe nCdqobCw/4D12AVtikSWbg== 0001157523-10-002327.txt : 20100427 0001157523-10-002327.hdr.sgml : 20100427 20100427080142 ACCESSION NUMBER: 0001157523-10-002327 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100427 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100427 DATE AS OF CHANGE: 20100427 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: 10771868 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 a6263454.htm G&K SERVICES, INC. 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): April 27, 2010

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, Minnesota

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 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 13d-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02

Results of Operations and Financial Condition

On April 27, 2010, G&K Services, Inc. issued a press release announcing its financial results for the fiscal third quarter ended March 27, 2010.  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 rental organic growth rate, free cash flow and certain non-GAAP operating results which are reconciled to the third quarter and year to date GAAP operating results.  The organic growth rate is calculated using industrial rental revenues adjusted for foreign currency exchange rate differences and revenues from newly acquired locations.  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 April 27, 2010 (furnished)

-2-

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:

April 27, 2010

By:

/s/ Jeffrey L. Wright

 

Name: Jeffrey L. Wright

 

Title: Executive Vice President, Director and Chief Financial Officer

-3-

EXHIBIT INDEX

Exhibit No.

Description

 

99.1

Press Release dated April 27, 2010




-4-

EX-99.1 2 a6263454-ex991.htm EXHIBIT 99.1

Exhibit 99.1

G&K Services Reports Fiscal 2010 Third Quarter Results

Company Continues to Drive New Game Plan; Generating Strong Free Cash Flow and Paying Down Debt

MINNEAPOLIS, Minn.--(BUSINESS WIRE)--April 27, 2010--G&K Services, Inc. (NASDAQ: GKSR), today reported third quarter fiscal 2010 revenue of $198.9 million, which compares to revenue of $231.0 million in the prior-year period. The lower level of revenue resulted from continued difficult economic conditions and divestiture activity, partially offset by a stronger Canadian dollar. The company’s rental revenue, after adjusting for divestiture activity and foreign currency translation, continued to stabilize for the third consecutive quarter.

The company reported third quarter net earnings of $0.38 per diluted share. This compares to a prior-year period net loss of $4.74 per diluted share. The company’s current year third quarter included a net gain from divestiture activity and asset sales, which totaled $0.10 per diluted share. The prior year period included a $5.18 per diluted share loss from goodwill impairment, fixed asset write-downs and other non-cash charges. Current year third quarter earnings benefited from lower merchandise expense, reduced employee benefit costs and gains from specific location profit improvement actions. These benefits were offset by the reduction in fixed cost absorption due to lower revenue and a higher effective tax rate.

“Our business continues to strengthen,” said Douglas A. Milroy, G&K’s chief executive officer. “We are driving our new game plan, consisting of redoubling our focus on customer satisfaction, improving execution, increasing cost management and addressing underperforming locations. Our efforts continue to show positive progress and are solidifying key elements of our business.”


Income Statement Review

Third quarter revenue from rental operations was $185.6 million, down from $209.9 million in the prior-year period. The company’s rental organic growth rate was negative 10.5 percent, driven by lower customer employment levels, continued customer financial difficulties and lower pricing. This level of rental organic growth improved from negative 14.0 percent in the company’s second quarter. Third quarter revenue from direct sales was $13.3 million, compared to $21.1 million in the prior-year period which included the successful launch of a new uniform program to a major customer.

Third quarter operating margin was 7.0 percent, compared to negative 48.6 percent in the prior-year period. The current year third quarter adjusted operating margin was 5.8 percent when excluding the net gains from divestiture activity and asset sales. The prior year period adjusted operating margin was 6.3 percent when excluding the loss from goodwill and other impairment charges. Current year adjusted operating margin benefited from the efficient utilization of merchandise, lower staffing and employee-related benefit costs and the continued profit improvement in the company’s underperforming locations. These benefits were offset by the reduction in fixed cost absorption due to lower revenue.

During the quarter, the company divested a non-core linen business. As a result of this divestiture and other asset sales, the company recorded a net gain of $0.10 per diluted share.

Financial Strength

The company’s balance sheet remains strong. As of March 27, 2010, the company had total borrowings of $174.7 million and a debt to capitalization ratio of 27.2 percent. Total shareholders’ equity at the end of the third quarter was $468.1 million.

The company continued to generate strong cash flow from operations and has reduced its debt, net of cash, by $77.9 million in the last 12 months. Cash provided by operating activities for the nine months ended March 27, 2010 was $54.2 million, driven by continued strong working capital management. During the fiscal year, the company has generated $21.7 million from the divestiture of business assets. For the nine month period, free cash flow, defined as cash flow from operations less capital expenditures, was $42.0 million.


Outlook

The company expects fourth quarter revenue to be generally consistent with the third quarter, after adjusting for divestitures and the 53rd week of fiscal 2010. Fourth quarter operating income margin is expected to improve slightly from the third quarter adjusted operating income margin.

Conference Call Information

The company will host a conference call today at 10:00 a.m. (CDT) 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 May 27, 2010.

Safe Harbor for Forward-Looking Statements

Statements made in this press release concerning the company’s 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 the company’s 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 the company undertakes 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 the company’s Annual Report on Form 10-K for the fiscal year ended June 27, 2009.

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 employs nearly 7,500 employees serving approximately 170,000 customers from over 160 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 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 operating income, net income and earnings per diluted share on a GAAP basis to adjusted earnings per diluted share on a non-GAAP basis is presented in the table below:

   
Three Months Ended March 27, 2010 Three Months Ended March 28, 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 $ 13,954   $ 7,037   $ 0.38 $ (112,269 )   $ (86,303 )   $ (4.74 )
Less: Goodwill and other impairment charges - - - 126,719 94,358 5.18
Less: Divestitures of business assets   (2,465 )     (1,918 )     (0.10 )   -       -       -  
As Adjusted $ 11,489     $ 5,119     $ 0.28   $ 14,450     $ 8,055     $ 0.44  
 
   

Nine Months Ended March 27, 2010

Nine Months Ended March 28, 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 $ 38,078 $ 17,471 $ 0.95 $ (83,332 ) $ (75,307 ) $ (4.08 )
Less: Goodwill and other impairment charges - - - 126,719 94,358 5.11
Less: Divestitures of business assets (4,508 ) (3,459 ) (0.19 ) - - -
Add: Cost reduction activities and reserves for certain matters   1,082       668       0.04     10,358       7,838       0.43  
As Adjusted $ 34,652     $ 14,680     $ 0.80   $ 53,745     $ 26,889     $ 1.46  
 

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.

Financial tables follow….


 
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
G&K Services, Inc. and Subsidiaries
(Subject to Reclassification)
 
 
    For the Three Months Ended   For the Nine Months Ended
March 27,   March 28, March 27,   March 28,

(U.S. Dollars, in thousands, except per share data)

  2010   2009   2010   2009
                   
Revenues
Rental operations $ 185,606 $ 209,872 $ 572,585 $ 660,211
  Direct sales     13,339     21,120       40,851     57,770  
  Total revenues     198,945     230,992       613,436     717,981  
 
Operating Expenses
Cost of rental operations 130,038 147,041 402,906 460,912
Cost of direct sales 9,664 15,521 30,255 42,822
Selling and administrative 45,289 53,980 142,197 170,860
  Goodwill and other impairment charges     -     126,719       -     126,719  
  Total operating expenses     184,991     343,261       575,358     801,313  
Income/(Loss) from Operations 13,954 (112,269 ) 38,078 (83,332 )
 

Interest expense

    3,275     3,263       10,675     10,681  
Income/(Loss) before Income Taxes 10,679 (115,532 ) 27,403 (94,013 )
 

Provision/(Benefit) for income taxes

    3,642     (29,229 )     9,932     (18,706 )
Net Income/(Loss)   $ 7,037   $ (86,303 )   $ 17,471   $ (75,307 )

Basic weighted average number of shares outstanding

18,305 18,222 18,300 18,450
Basic Earnings per Common Share   $ 0.38   $ (4.74 )   $ 0.95   $ (4.08 )

Diluted weighted average number of shares outstanding

18,361 18,222 18,339 18,450
Diluted Earnings per Common Share   $ 0.38   $ (4.74 )   $ 0.95   $ (4.08 )
 
Dividends per share $ 0.075 $ 0.070 $ 0.225 $ 0.210

 

CONSOLIDATED CONDENSED BALANCE SHEETS

G&K Services, Inc. and Subsidiaries
(Subject to Reclassification)
 
  March 27,   June 27,

(U.S. dollars, in thousands)

 

2010

  2009
ASSETS
Current Assets
  Cash and cash equivalents $ 10,461 $ 13,136
Accounts receivable, net 80,311 85,209
Inventories, net 121,308 135,492
  Other current assets     19,075     21,241
Total current assets     231,155     255,078
 
Property, Plant and Equipment, net 199,530 216,736
Goodwill 325,268 319,942
Other Assets     57,833     59,412
Total assets   $ 813,786   $ 851,168
 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable $ 25,742 $ 29,134
Accrued expenses 75,240 79,010
Deferred income taxes 3,614 3,414
  Current maturities of long-term debt     412     7,744
Total current liabilities     105,008     119,302
 
Long-Term Debt, net of Current Maturities 174,243 224,781
Deferred Income Taxes 1,077 1,893
Accrued Income Taxes – Long Term 9,533 12,016
Other Noncurrent Liabilities 55,826 55,820
Stockholders' Equity     468,099     437,356
Total liabilities and stockholders’ equity   $ 813,786   $ 851,168

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
G&K Services, Inc. and Subsidiaries
(Subject to Reclassification)
 
  For the Nine Months Ended
March 27,   March 28,
(U.S. dollars, in thousands)   2010   2009
Operating Activities:
  Net income/(loss) $ 17,471 $ (75,307 )

Adjustments to reconcile net income/(loss) to net cash provided by operating activities -

Depreciation and amortization 30,014 33,871
Goodwill and other impairment charges - 126,719
Deferred income taxes (1,737 ) (34,298 )
Other adjustments (1,613 ) 5,731
Changes in current operating items 9,319 13,192
  Other assets and liabilities     754       3,942  
Net cash provided by operating activities     54,208       73,850  
Investing Activities:
Property, plant and equipment additions, net (12,249 ) (18,422 )
  Divestitures of business assets, net     21,670       20  
Net cash provided by/(used for) investing activities     9,421       (18,402 )
Financing Activities:
Payments of long-term debt (7,434 ) (7,540 )
Payments of revolving credit facilities, net (54,210 ) (23,425 )
Cash dividends paid (4,185 ) (3,920 )
Net issuance of common stock, primarily under stock option plans 7 209
  Purchase of common stock     (388 )     (16,775 )
Net cash used for financing activities     (66,210 )     (51,451 )
(Decrease)/Increase in Cash and Cash Equivalents (2,581 ) 3,997
Effect of Exchange Rates on Cash (94 ) (1,359 )
 
Cash and Cash Equivalents:
  Beginning of period     13,136       12,651  
  End of period   $ 10,461     $ 15,289  

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

-----END PRIVACY-ENHANCED MESSAGE-----