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): July 26, 2017

ROLLINS, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-4422	51-0068479
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

2170 Piedmont Road, N.E., Atlanta, Georgia 30324

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (404) 888-2000

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

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

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

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company    o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    o

Item 2.02. Results of Operations and Financial Condition.

On July 26, 2017, the Company issued a press release announcing its unaudited financial results for the second quarter and six months ended June 30, 2017. The Company hereby incorporates by reference herein the information set forth in its Press Release dated July 26, 2017, a copy of which is attached hereto as Exhibit 99.1. Except as otherwise provided in the press release, the press release speaks only as of the date of such press release and such press release shall not create any implication that the affairs of the Company have continued unchanged since such date.

Except for the historical information contained in this report, the statements made by the Company are forward-looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. The Company’s future performance could differ significantly from the expectations of management and from results expressed or implied in the Press Release. See the risk factors contained in the Press Release for a discussion of certain risks and uncertainties that may impact such forward-looking statements. For further information on other risk factors, please refer to the “Risk Factors” contained in the Company’s Form 10-K for the year ended December 31, 2016 filed with the Securities and Exchange Commission. The Company disclaims any obligation or duty to update or modify these forward-looking statements.

Item 9.01. Financial Statements and Exhibits

Exhibit No.	Description
99.1	Press Release Dated July 26, 2017

2

SIGNATURES

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

ROLLINS, INC.

Date: July 26, 2017	By:	/s/ Paul Edward Northen
	Name:	Paul Edward Northen
	Title:	Vice President, Chief Financial Officer and Treasurer
		(Principal Financial and Accounting Officer)

3

EX-99.1

Exhibit 99.1

For Further Information Contact

Eddie Northen (404) 888-2242

FOR IMMEDIATE RELEASE

ROLLINS, INC. REPORTS SECOND QUARTER AND SIX MONTHS 2017 FINANCIAL RESULTS

Company posts 45^th consecutive quarter of improved revenue and earnings

ATLANTA, GEORGIA, July 26, 2017: Rollins, Inc. (NYSE:ROL), a premier global consumer and commercial services company, reported unaudited financial results for its second quarter and six months ended June 30, 2017.

The Company recorded second quarter revenues of $433.6 million, an increase of 5.5% over the prior year’s second quarter revenue of $411.1 million. Rollins’ net income increased 12.4% to $53.7 million or $0.25 per diluted share for the second quarter ended June 30, 2017, compared to $47.8 million or $0.22 per diluted share for the same period in 2016.

Rollins’ revenues rose 5.9% for the first six months of 2017 to $808.8 million compared to $763.9 million for the prior year. Net income for the first six months of 2017 was $94.0 million, an increase of 17.9%, or $0.43 per diluted share compared to $79.7 million or $0.36 per diluted share for the same period last year.

Commenting on the Company’s financial results, Gary W. Rollins, Vice Chairman and Chief Executive Officer of Rollins, Inc. stated, “This quarter reflects a record performance in revenue and profits. Our revenue growth reflects contributions from all of our businesses. As you would expect, we are pleased with the results from our operational initiatives and their impact on customer and employee retention, as well as the bottom line.”

Rollins, Inc. is a premier global consumer and commercial services company. Through its wholly owned subsidiaries, Orkin LLC., HomeTeam Pest Defense, Orkin Canada, Western Pest Services, Critter Control, Inc., The Industrial Fumigant Company, Trutech LLC., Rollins Australia, Waltham Services LLC., PermaTreat, RollinsUK, and Crane Pest Control, the Company provides essential pest control services and protection against termite damage, rodents and insects to more than two million customers in the United States, Canada, Central America, South America, the Caribbean, the Middle East, Asia, the Mediterranean, Europe, Africa, Mexico, and Australia from more than 700 locations. You can learn more about Rollins and its subsidiaries by visiting our web sites at www.orkin.com, www.pestdefense.com, www.westernpest.com, www.orkincanada.ca, www.crittercontrol.com, www.indfumco.com, www.trutechinc.com, www.allpest.com.au, www.walthamservices.com, www.permatreat.com, www.cranepestcontrol.com, www.murraypestcontrol.com.au, www.statewidepestcontrol.com.au, www.safeguardpestcontrol.co.uk, and www.rollins.com. You can also find this and other news releases at www.rollins.com by accessing the news releases button.

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

This release contains statements that constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The actual results of the Company could differ materially from those indicated by the forward-looking statements because of various risks and uncertainties, including without limitation, economic and competitive conditions which may adversely affect the Company’s business; the degree of success of the Company’s pest and termite process, and pest control selling and treatment methods; the Company’s ability to identify and integrate potential acquisitions; climate and weather trends; competitive factors and pricing practices; the Company’s ability to attract and retain skilled workers, and potential increases in labor costs; uncertainties of litigation; and changes in various government laws and regulations, including environmental regulations. All of the foregoing risks and uncertainties are beyond the ability of the Company to control, and in many cases the Company cannot predict the risks and uncertainties that could cause its actual results to differ materially from those indicated by the forward-looking statements. A more detailed discussion of potential risks facing the Company can be found in the Company’s Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2016.

ROL-Fin

ROLLINS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(in thousands)

At June 30, (unaudited)		2017		2016
ASSETS
	Cash and cash equivalents	$	194,837	$	126,465
	Trade accounts receivables, net		101,229		96,959
	Financed receivables, net		16,834		15,263
	Materials and supplies		15,507		14,635
	Other current assets		33,219		33,265
	Total Current Assets		361,626		286,587
	Equipment and property, net		131,443		133,519
	Goodwill		258,263		254,001
	Customer contracts and other intangible assets, net		156,997		164,604
	Deferred income taxes, net		34,203		34,403
	Financed receivables, long-term, net		19,467		16,617
	Other assets		18,527		15,870
	Total Assets	$	980,526	$	905,601
LIABILITIES
	Accounts payable	$	33,777	$	27,628
	Accrued insurance, current		27,118		25,636
	Accrued compensation and related liabilities		72,013		71,564
	Unearned revenue		112,973		109,733
	Other current liabilities		41,216		36,738
	Total Current Liabilities		287,097		271,299
	Accrued insurance, less current portion		33,144		31,333
	Accrued pension		2,132		9,459
	Long-term accrued liabilities		40,691		35,190
	Total Liabilities		363,064		347,281
	STOCKHOLDERS’ EQUITY
	Common stock		217,991		218,300
	Retained earnings and other equity		399,471		340,020
	Total stockholders’ equity		617,462		558,320
	Total Liabilities and Stockholders’ Equity	$	980,526	$	905,601

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in thousands except per share data)

(unaudited)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2017			2016			2017			2016
REVENUES
Customer services	$	433,555		$	411,133		$	808,802		$	763,869
COSTS AND EXPENSES
Cost of services provided		204,480			195,943			393,643			373,745
Depreciation and amortization		13,547			12,350			27,317			23,990
Sales, general and administrative		129,667			126,545			244,821			238,800
Gain on sale of assets, net		(88	)		(579	)		(113	)		(668	)
Interest income, net		(190	)		(88	)		(263	)		(138	)
		347,416			334,171			665,405			635,729
INCOME BEFORE INCOME TAXES		86,139			76,962			143,397			128,140
PROVISION FOR INCOME TAXES		32,450			29,179			49,438			48,429
NET INCOME	$	53,689		$	47,783		$	93,959		$	79,711
NET INCOME PER SHARE - BASIC AND DILUTED	$	0.25		$	0.22		$	0.43		$	0.36
Weighted average shares outstanding - basic and diluted		218,002			218,437			217,987			218,562

(( CONFERENCE CALL ANNOUNCEMENT ((

Rollins, Inc.

(NYSE: ROL)

 

Management will hold a conference call to discuss

Second Quarter 2017 results on

Wednesday, July 26, 2017 at:

10:00 a.m. Eastern

9:00 a.m. Central

8:00 a.m. Mountain

7:00 a.m. Pacific

TO PARTICIPATE:

Please dial 877-397-0298 domestic;

719-325-4810 international
at least 5 minutes before start time.

REPLAY: available through August 2, 2017

Please dial 888-203-1112/719-457-0820, Passcode: 4118006

THIS CALL CAN ALSO BE ACCESSED THROUGH THE INTERNET AT

www.viavid.com

Questions?

Contact Samantha Alphonso at Financial Relations Board at 212-827-3746

Or email to salphonso@mww.com