Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS
Consolidated Statements of Income
UniFirst Corporation and Subsidiaries
(Unaudited)
Thirteen weeks ended
Twenty-six weeks ended
(In thousands, except per share data)
February 27, 2021
February 29, 2020
February 27, 2021
February 29, 2020
Revenues
$
449,764
$
464,600
$
896,617
$
929,998
Operating expenses:
Cost of revenues (1)
289,455
301,422
565,255
590,738
Selling and administrative expenses (1)
93,329
93,080
182,032
183,608
Depreciation and amortization
26,287
25,971
52,595
51,430
Total operating expenses
409,071
420,473
799,882
825,776
Operating income
40,693
44,127
96,735
104,222
Other (income) expense:
Interest income, net
( 863
)
( 2,175
)
( 1,431
)
( 4,536
)
Other (income) expense, net
( 584
)
539
165
1,067
Total other income, net
( 1,447
)
( 1,636
)
( 1,266
)
( 3,469
)
Income before income taxes
42,140
45,763
98,001
107,691
Provision for income taxes
9,555
11,083
23,520
24,769
Net income
$
32,585
$
34,680
$
74,481
$
82,922
Income per share – Basic:
Common Stock
$
1.80
$
1.90
$
4.10
$
4.55
Class B Common Stock
$
1.44
$
1.52
$
3.28
$
3.64
Income per share – Diluted:
Common Stock
$
1.71
$
1.82
$
3.91
$
4.34
Income allocated to – Basic:
Common Stock
$
27,349
$
29,129
$
62,520
$
69,654
Class B Common Stock
$
5,236
$
5,551
$
11,961
$
13,268
Income allocated to – Diluted:
Common Stock
$
32,585
$
34,680
$
74,481
$
82,922
Weighted average shares outstanding – Basic:
Common Stock
15,223
15,293
15,235
15,300
Class B Common Stock
3,643
3,643
3,643
3,643
Weighted average shares outstanding – Diluted:
Common Stock
19,037
19,105
19,032
19,114
(1)
Exclusive of depreciation on the Company’s property, plant and equipment and amortization on its intangible assets.
The accompanying notes are an integral part of these
Consolidated Financial Statements.
3
Consolidated Statements of Comprehensive Income
UniFirst Corporation and Subsidiaries
(Unaudited)
Thirteen weeks ended
Twenty-six weeks ended
(In thousands)
February 27, 2021
February 29, 2020
February 27, 2021
February 29, 2020
Net income
$
32,585
$
34,680
$
74,481
$
82,922
Other comprehensive income (loss):
Foreign currency translation adjustments
2,244
( 769
)
3,554
220
Pension benefit liabilities
—
350
—
350
Change in fair value of derivatives, net of income taxes
( 58
)
52
( 68
)
77
Derivative financial instruments reclassified to earnings
2
( 30
)
( 9
)
( 60
)
Other comprehensive income (loss)
2,188
( 397
)
3,477
587
Comprehensive income
$
34,773
$
34,283
$
77,958
$
83,509
The accompanying notes are an integral part of these
Consolidated Financial Statements.
4
Consolidated Balance Sheets
UniFirst Corporation and Subsidiaries
(Unaudited)
(In thousands, except share and par value data)
February 27, 2021
August 29, 2020
Assets
Current assets:
Cash, cash equivalents and short-term investments
$
509,563
$
474,838
Receivables, less reserves of $ 14,385 and $ 12,125
204,068
190,916
Inventories
110,701
106,269
Rental merchandise in service
155,410
154,278
Prepaid taxes
5,263
7,115
Prepaid expenses and other current assets
38,459
35,918
Total current assets
1,023,464
969,334
Property, plant and equipment, net
599,144
582,470
Goodwill
429,511
424,844
Customer contracts, net
53,438
56,946
Other intangible assets, net
31,704
28,590
Deferred income taxes
543
522
Operating lease right-of-use assets, net
41,203
42,710
Other assets
96,751
93,611
Total assets
$
2,275,758
$
2,199,027
Liabilities and shareholders’ equity
Current liabilities:
Accounts payable
$
61,177
$
64,035
Accrued liabilities
152,171
132,965
Accrued taxes
—
527
Operating lease liabilities, current
12,783
12,569
Total current liabilities
226,131
210,096
Accrued liabilities
132,910
132,820
Accrued and deferred income taxes
87,229
85,721
Operating lease liabilities
28,378
29,261
Total liabilities
474,648
457,898
Commitments and contingencies (Note 12)
Shareholders’ equity:
Preferred Stock, $ 1.00 par value; 2,000,000 shares authorized; no shares issued and
outstanding
—
—
Common Stock, $ 0.10 par value; 30,000,000 shares authorized; 15,230,265 and
15,251,176 shares issued and outstanding as of February 27, 2021 and
August 29, 2020, respectively
1,523
1,525
Class B Common Stock, $ 0.10 par value; 20,000,000 shares authorized; 3,643,009
shares issued and outstanding as of February 27, 2021 and August 29, 2020,
respectively
364
364
Capital surplus
86,979
86,645
Retained earnings
1,740,737
1,684,565
Accumulated other comprehensive loss
( 28,493
)
( 31,970
)
Total shareholders’ equity
1,801,110
1,741,129
Total liabilities and shareholders’ equity
$
2,275,758
$
2,199,027
The accompanying notes are an integral part of these
Consolidated Financial Statements
5
Consolidated Statements of Shareholders’ Equity
UniFirst Corporation and Subsidiaries
(Unaudited)
(In thousands)
Common
Shares
Class B
Common
Shares
Common
Stock
Class B
Common
Stock
Capital
Surplus
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Equity
Balance, August 31, 2019
15,333
3,643
$
1,533
$
364
$
84,946
$
1,588,075
$
( 33,688
)
$
1,641,230
Net income
—
—
—
—
—
48,242
—
48,242
Change in fair value of derivatives
—
—
—
—
—
—
( 5
)
( 5
)
Foreign currency translation
—
—
—
—
—
—
989
989
Dividends declared Common Stock
($ 0.25 per share)
—
—
—
—
—
( 3,825
)
—
( 3,825
)
Dividends declared Class B Common Stock
($ 0.20 per share)
—
—
—
—
—
( 729
)
—
( 729
)
Repurchase of Common Stock
( 51
)
—
( 5
)
—
( 274
)
( 9,694
)
—
( 9,973
)
Share-based compensation, net (1)
—
—
—
—
77
—
—
77
Share-based awards exercised, net (2)
16
—
2
—
—
—
—
2
Balance, November 30, 2019
15,298
3,643
1,530
364
84,749
1,622,069
( 32,704
)
1,676,008
Net income
—
—
—
—
—
34,680
—
$
34,680
Change in fair value of derivatives
—
—
—
—
—
—
22
22
Foreign currency translation
—
—
—
—
—
—
( 769
)
( 769
)
Pension benefit liabilities, net
—
—
—
—
—
—
350
350
Dividends declared Common Stock
($ 0.25 per share)
—
—
—
—
—
( 3,835
)
—
( 3,835
)
Dividends declared Class B Common Stock
($ 0.20 per share)
—
—
—
—
—
( 729
)
—
( 729
)
Repurchase of Common Stock
( 21
)
—
( 2
)
—
( 112
)
( 4,116
)
—
( 4,230
)
Share-based compensation, net (1)
—
—
—
—
( 60
)
—
—
( 60
)
Share-based awards exercised, net (2)
16
—
1
—
—
—
—
1
Balance, February 29, 2020
15,293
3,643
$
1,529
$
364
$
84,577
$
1,648,069
$
( 33,101
)
$
1,701,438
6
(In thousands)
Common
Shares
Class B
Common
Shares
Common
Stock
Class B
Common
Stock
Capital
Surplus
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Equity
Balance, August 29, 2020
15,251
3,643
$
1,525
$
364
$
86,645
$
1,684,565
$
( 31,970
)
$
1,741,129
Net income
—
—
—
—
—
41,896
—
41,896
Change in fair value of derivatives
—
—
—
—
—
—
( 21
)
( 21
)
Foreign currency translation
—
—
—
—
—
—
1,310
1,310
Dividends declared Common Stock
($ 0.25 per share)
—
—
—
—
—
( 3,806
)
—
( 3,806
)
Dividends declared Class B Common Stock
($ 0.20 per share)
—
—
—
—
—
( 729
)
—
( 729
)
Repurchase of Common Stock
( 41
)
—
( 4
)
—
( 223
)
( 6,989
)
—
( 7,216
)
Share-based compensation, net (1)
—
—
—
—
788
—
—
788
Share-based awards exercised, net (2)
11
—
1
—
—
—
—
1
Balance, November 28, 2020
15,221
3,643
1,522
364
87,210
1,714,937
( 30,681
)
1,773,352
Net income
—
—
—
—
—
32,585
—
32,585
Change in fair value of derivatives
—
—
—
—
—
—
( 56
)
( 56
)
Foreign currency translation
—
—
—
—
—
—
2,244
2,244
Dividends declared Common Stock
($ 0.25 per share)
—
—
—
—
—
( 3,806
)
—
( 3,806
)
Dividends declared Class B Common Stock
($ 0.20 per share)
—
—
—
—
—
( 728
)
—
( 728
)
Repurchase of Common Stock
( 12
)
—
( 1
)
—
( 66
)
( 2,251
)
—
( 2,318
)
Share-based compensation, net (1)
—
—
—
—
( 165
)
—
—
( 165
)
Share-based awards exercised, net (2)
21
—
2
—
—
—
—
2
Balance, February 27, 2021
15,230
3,643
$
1,523
$
364
$
86,979
$
1,740,737
$
( 28,493
)
$
1,801,110
(1)
These amounts are shown net of any shares withheld by the Company to satisfy certain tax withholdings obligations in connection with the vesting of certain shares of restricted stock or restricted stock units.
(2)
These amounts are shown net of the effect of income taxes.
The accompanying notes are an integral part of these
Consolidated Financial Statements.
7
Consolidated Statements of Cash Flows
UniFirst Corporation and Subsidiaries
(Unaudited)
Twenty-six weeks ended
(In thousands)
February 27, 2021
February 29, 2020
Cash flows from operating activities:
Net income
$
74,481
$
82,922
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization
52,595
51,430
Amortization of deferred financing costs
56
56
Share-based compensation
3,266
3,227
Accretion on environmental contingencies
224
269
Accretion on asset retirement obligations
492
463
Deferred income taxes
847
727
Other
19
16
Changes in assets and liabilities, net of acquisitions:
Receivables, less reserves
( 12,511
)
( 4,867
)
Inventories
( 4,287
)
6,125
Rental merchandise in service
( 338
)
6,839
Prepaid expenses and other current assets and Other assets
2,267
2,170
Accounts payable
( 1,923
)
( 5,815
)
Accrued liabilities
11,460
( 1,752
)
Prepaid and accrued income taxes
1,368
( 4,941
)
Net cash provided by operating activities
128,016
136,869
Cash flows from investing activities:
Acquisition of businesses, net of cash acquired
( 7,018
)
( 41,021
)
Capital expenditures, including capitalization of software costs
( 66,855
)
( 62,271
)
Proceeds from sale of assets
281
236
Net cash used in investing activities
( 73,592
)
( 103,056
)
Cash flows from financing activities:
Proceeds from exercise of share-based awards
3
75
Taxes withheld and paid related to net share settlement of equity awards
( 2,643
)
( 3,281
)
Repurchase of Common Stock
( 9,534
)
( 14,203
)
Payment of cash dividends
( 9,069
)
( 6,609
)
Net cash used in financing activities
( 21,243
)
( 24,018
)
Effect of exchange rate changes
1,544
187
Net increase in cash, cash equivalents and short-term investments
34,725
9,982
Cash, cash equivalents and short-term investments at beginning of period
474,838
385,341
Cash, cash equivalents and short-term investments at end of period
$
509,563
$
395,323
Supplemental disclosure of cash flow information:
Non-cash capital expenditures
$
3,677
$
9,004
The accompanying notes are an integral part of these
Consolidated Financial Statements.
8
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements
1. Basis of Presentation
These Consolidated Financial Statements of UniFirst Corporation (the “Company”) have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted pursuant to such rules and regulations; however, the Company believes that the information furnished reflects all adjustments (consisting only of normal recurring adjustments) which are, in the opinion of management, necessary for a fair statement of results for the interim period.
It is suggested that these Consolidated Financial Statements be read in conjunction with the consolidated financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended August 29, 2020. There have been no material changes in the accounting policies followed by the Company during the current fiscal year other than the adoption of recent accounting pronouncements discussed in Note 2. Results for an interim period are not indicative of any future interim periods or for an entire fiscal year.
2. Recent Accounting Pronouncements
In June 2016, the Financial Accounting Standards Board (the “FASB”) issued an accounting standard update that introduces a new forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments including trade receivables. The estimate of expected credit losses requires entities to incorporate historical information, current information and reasonable and supportable forecasts. This guidance also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models and methods for estimating expected credit losses. This guidance is effective for annual reporting periods, and any interim periods within those annual periods, that begin after December 15, 2019 with early adoption permitted. The Company’s adoption of this guidance on August 30, 2020 did not have a material impact on its financial statements .
In August 2018, the FASB issued updated guidance to modify the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. This guidance will be effective for annual reporting periods ending after December 15, 2020 and will be required to be applied on a retrospective basis with early adoption permitted. Accordingly, the standard will be effective for the Company on August 29, 2021. The Company is currently evaluating the impact that this guidance will have on its financial statements and related disclosures.
In August 2018, the FASB issued guidance that addresses customer’s accounting for implementation costs incurred in a cloud computing arrangement that is a service contract and also adds certain disclosure requirements related to implementation costs incurred for internal-use software and cloud computing arrangements. This guidance aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). This guidance is effective for annual reporting periods, and any interim periods within those annual periods, that begin after December 15, 2019 with early adoption permitted. The amendments in this update can be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company’s adoption of this guidance on August 30, 2020 did not have a material impact on its financial statements.
In December 2019, the FASB issued updated guidance to simplify accounting for income taxes by removing certain exceptions and improving the consistent application of and simplifying U.S. GAAP in other areas of this topic. This guidance is effective for annual reporting periods, and any interim periods within those annual periods, that begin after December 15, 2020 with early adoption permitted. Accordingly, the guidance will be effective for the Company on August 29, 2021. The Company is currently evaluating the impact that this guidance will have on its financial statements and related disclosures.
3. Revenue Recognition
The following table presents the Company’s revenues for the thirteen and twenty-six weeks ended February 27, 2021 and February 29, 2020, respectively, disaggregated by service type:
Thirteen Weeks Ended
Twenty-Six Weeks Ended
February 27, 2021
February 29, 2020
February 27, 2021
February 29, 2020
(In thousands, except percentages)
Revenues
% of
Revenues
Revenues
% of
Revenues
Revenues
% of
Revenues
Revenues
% of
Revenues
Core Laundry Operations
$
398,235
88.5
%
$
412,192
88.7
%
$
791,425
88.3
%
$
828,490
89.1
%
Specialty Garments
35,222
7.8
%
35,980
7.7
%
73,356
8.2
%
69,382
7.5
%
First Aid
16,307
3.6
%
16,428
3.5
%
31,836
3.6
%
32,126
3.5
%
Total Revenues
$
449,764
100.0
%
$
464,600
100.0
%
$
896,617
100.0
%
$
929,998
100.0
%
9
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
See Note 16 “Segment Reporting” for additional details of segment definitions.
Revenue Recognition Policy
During the thirteen weeks ended February 27, 2021 and February 29, 2020, approximately 91.1 % and 90.2 %, respectively, of the Company’s revenues were derived from fees for route servicing of Core Laundry Operations, Specialty Garments, and First Aid performed by the Company’s employees at the customer’s location of business. During the twenty-six weeks ended February 27, 2021 and February 29, 2020, approximately 91.1 % and 90.9 %, respectively, of the Company’s revenues were derived from fees for route servicing of Core Laundry Operations, Specialty Garments, and First Aid performed by the Company’s employees at the customer’s location of business. Revenues from the Company’s route servicing customer contracts represent a single performance obligation. The Company recognizes these revenues over time as services are performed based on the nature of services provided and contractual rates (input method). Certain of the Company’s customer contracts, primarily within the Company’s Core Laundry Operations, include pricing terms and conditions that include components of variable consideration. The variable consideration is typically in the form of consideration due to customer-based performance metrics specified within the contract. Specifically, some contracts contain discounts or rebates that the customer can earn through the achievement of specified volume levels. Each component of variable consideration is earned based on the Company’s actual performance during the measurement period specified within the contract. To determine the transaction price, the Company estimates the variable consideration using the most likely amount method, based on the specific contract provisions and known performance results during the relevant measurement period. When determining if variable consideration should be constrained, the Company considers whether factors outside its control could result in a significant reversal of revenue. In making these assessments, the Company considers the likelihood and magnitude of a potential reversal. The Company’s performance period generally corresponds with the monthly invoice period. No significant constraints on the Company’s revenue recognition were applied during the thirteen and twenty-six weeks ended February 27, 2021 and February 29, 2020. The Company reassesses these estimates during each reporting period. The Company maintains a liability for these discounts and rebates within accrued liabilities on the consolidated balance sheets. Variable consideration also includes consideration paid to a customer at the beginning of a contract. The Company capitalizes this consideration and amortizes it over the life of the contract as a reduction to revenue in accordance with the updated accounting guidance for revenue recognition. These assets are included in other assets on the consolidated balance sheets.
Costs to Obtain a Contract
The Company defers commission expenses paid to its employee-partners when the commissions are deemed to be incremental for obtaining the route servicing customer contract. The deferred commissions are amortized on a straight-line basis over the expected period of benefit. The Company reviews the deferred commission balances for impairment on an ongoing basis. Deferred commissions are classified as current or noncurrent based on the timing of when the Company expects to recognize the expense. The current portion is included in prepaid expenses and other current assets and the non-current portion is included in other assets on the Company’s consolidated balance sheets. As of February 27, 2021, the current and non-current assets related to deferred commissions totaled $ 13.8 million and $ 58.3 million, respectively. As of August 29, 2020, the current and non-current assets related to deferred commissions totaled $ 13.3 million and $ 55.6 million, respectively. During the thirteen weeks ended February 27, 2021 and February 29, 2020, the Company recorded $ 3.6 million and $ 3.4 million, respectively, of amortization expense related to deferred commissions. During the twenty-six weeks ended February 27, 2021 and February 29, 2020, the Company recorded $ 7.1 million and $ 6.7 million, respectively, of amortization expense related to deferred commissions. This expense is classified in selling and administrative expenses on the consolidated statements of income.
4. Acquisitions
During the twenty-six weeks ended February 27, 2021, the Company completed four business acquisitions with an aggregate purchase price of approximately $ 7.5 million, which was primarily assigned to goodwill and intangible assets. The results of operations of these acquisitions have been included in the Company’s consolidated financial results since their respective acquisition dates. These acquisitions were not significant in relation to the Company’s consolidated financial results and, therefore, pro-forma financial information has not been presented.
10
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
5. Fair Value Measurements
The assets or liabilities measured at fair value on a recurring basis are summarized in the tables below (in thousands):
As of February 27, 2021
Level 1
Level 2
Level 3
Fair Value
Assets:
Cash equivalents
$
196,913
$
—
$
—
$
196,913
Pension plan assets
—
4,071
—
4,071
Foreign currency forward contracts
—
( 17
)
—
( 17
)
Total assets at fair value
$
196,913
$
4,054
$
—
$
200,967
As of August 29, 2020
Level 1
Level 2
Level 3
Fair Value
Assets:
Cash equivalents
$
196,478
$
—
$
—
$
196,478
Pension plan assets
—
4,146
—
4,146
Foreign currency forward contracts
—
87
—
87
Total assets at fair value
$
196,478
$
4,233
$
—
$
200,711
The Company’s cash equivalents listed above represent money market securities and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices. The Company does not adjust the quoted market price for such financial instruments.
The Company’s pension plan assets listed above represent guaranteed deposit accounts that are maintained and operated by Prudential Retirement Insurance and Annuity Company (“PRIAC”). All assets are merged with the general assets of PRIAC and are invested predominantly in privately placed securities and mortgages. At the beginning of each calendar year, PRIAC notifies the Company of the annual rates of interest which will be applied to the amounts held in the guaranteed deposit account during the next calendar year. In determining the interest rate to be applied, PRIAC considers the investment performance of the underlying assets of the prior year; however, regardless of the investment performance the Company is contractually guaranteed a minimum rate of return. As such, the Company’s pension plan assets are included within Level 2 of the fair value hierarchy.
The Company’s foreign currency forward contracts represent contracts the Company has entered into to exchange Canadian dollars for U.S. dollars at fixed exchange rates in order to manage its exposure related to the certain forecasted Canadian dollar denominated sales of one of its subsidiaries. These contracts are included in prepaid expenses and other current assets and other long-term assets as of February 27, 2021 and August 29, 2020. The fair value of the forward contracts is based on similar exchange traded derivatives and are, therefore, included within Level 2 of the fair value hierarchy.
6. Derivative Instruments and Hedging Activities
As of February 27, 2021, the Company had forward contracts with a notional value of approximately $ 3.0 million CAD outstanding and recorded the fair value of the contracts of a nominal amount in prepaid expenses and other current assets with a corresponding nominal loss in accumulated other comprehensive loss, which was recorded net of tax. During the thirteen and twenty-six weeks ended February 27, 2021, the Company reclassified a nominal amount from accumulated other comprehensive loss to revenue, related to the derivative financial instruments. The loss on these forward contracts that resulted in an increase to accumulated other comprehensive loss as of February 27, 2021 is expected to be reclassified to revenues prior to its maturity on February 25, 2022.
7. Employee Benefit Plans
Defined Contribution Retirement Savings Plan
The Company has a defined contribution retirement savings plan with a 401(k) feature for all eligible U.S. and Canadian employees not under collective bargaining agreements. The Company matches a portion of the employee’s contribution and may make an additional contribution at its discretion. Contributions charged to expense under the plan for the thirteen weeks ended February 27, 2021 and February 29, 2020 were $ 4.3 million and $ 5.0 million, respectively. Contributions charged to expense under the plan for the twenty-six weeks ended February 27, 2021 and February 29, 2020 were $ 10.1 million and $ 10.5 million, respectively.
Pension Plans and Supplemental Executive Retirement Plans
11
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
The Company maintains an unfunded Supplemental Executive Retirement Plan for certain eligible employees of the Company and two frozen non-contributory defined benefit pension plans. The amounts charged to expense related to these plans for the thirteen weeks ended February 27, 2021 and February 29, 2020 were $ 0.8 million and $ 0.3 million, respectively. The amounts charged to expense related to these plans for the twenty-six weeks ended February 27, 2021 and February 29, 2020 were $ 1.5 million and $ 0.4 million, respectively.
8. Income Per Share
The Company calculates income per share by allocating income to its unvested participating securities as part of its income per share calculations. The following table sets forth the computation of basic income per share using the two-class method for amounts attributable to the Company’s shares of Common Stock and Class B Common Stock (in thousands, except per share data):
Thirteen Weeks Ended
Twenty-Six Weeks Ended
February 27, 2021
February 29, 2020
February 27, 2021
February 29, 2020
Net income available to shareholders
$
32,585
$
34,680
$
74,481
$
82,922
Allocation of net income for Basic:
Common Stock
$
27,349
$
29,129
$
62,520
$
69,654
Class B Common Stock
5,236
5,551
11,961
13,268
$
32,585
$
34,680
$
74,481
$
82,922
Weighted average number of shares for Basic:
Common Stock
15,223
15,293
15,235
15,300
Class B Common Stock
3,643
3,643
3,643
3,643
18,866
18,936
18,878
18,943
Income per share for Basic:
Common Stock
$
1.80
$
1.90
$
4.10
$
4.55
Class B Common Stock
$
1.44
$
1.52
$
3.28
$
3.64
The Company is required to calculate diluted income per share for Common Stock using the more dilutive of the following two methods:
•
The treasury stock method; or
•
The two-class method assuming a participating security is not exercised or converted.
For the thirteen and twenty-six weeks ended February 27, 2021 and February 29, 2020, the Company’s diluted income per share assumes the conversion of all vested Class B Common Stock into Common Stock and uses the two-class method for its unvested participating shares. The following tables set forth the computation of diluted income per share of Common Stock for the thirteen and twenty-six weeks ended February 27, 2021 and February 29, 2020 (in thousands, except per share data):
Thirteen weeks ended February 27, 2021
Twenty-six weeks ended February 27, 2021
Earnings
to Common
Shareholders
Common
Shares
Income
Per
Share
Earnings
to Common
Shareholders
Common
Shares
Income
Per
Share
As reported - Basic
$
27,349
15,223
$
1.80
$
62,520
15,235
$
4.10
Add: effect of dilutive potential common shares
Share-Based Awards
—
171
—
154
Class B Common Stock
5,236
3,643
11,961
3,643
As reported – Diluted
$
32,585
19,037
$
1.71
$
74,481
19,032
$
3.91
12
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
Thirteen weeks ended February 29, 2020
Twenty-six weeks ended February 29, 2020
Earnings
to Common
Shareholders
Common
Shares
Income
Per
Share
Earnings
to Common
Shareholders
Common
Shares
Income
Per
Share
As reported - Basic
$
29,129
15,293
$
1.90
$
69,654
15,300
$
4.55
Add: effect of dilutive potential common shares
Share-Based Awards
—
169
—
171
Class B Common Stock
5,551
3,643
13,268
3,643
As reported – Diluted
$
34,680
19,105
$
1.82
$
82,922
19,114
$
4.34
Share-based awards that would result in the issuance of 2,379 and 11,566 shares, respectively, of Common Stock were excluded from the calculation of diluted income per share for the thirteen and twenty-six weeks ended February 27, 2021 because they were anti-dilutive. Share-based awards that would result in the issuance of 667 and 423 shares, respectively, of Common Stock were excluded from the calculation of diluted income per share for the thirteen and twenty-six weeks ended February 29, 2020 because they were anti-dilutive.
9. Inventories
Inventories are stated at the lower of cost or net realizable value, net of any reserve for excess and obsolete inventory. Work-in-process and finished goods inventories consist of materials, labor and manufacturing overhead. Judgments and estimates are used in determining the likelihood that new goods on hand can be sold to customers or used in rental operations. Historical inventory usage and current revenue trends are considered in estimating both excess and obsolete inventories. If actual product demand and market conditions are less favorable than those projected by management, additional inventory write-downs may be required. The Company uses the first-in, first-out (“FIFO”) method to value its inventories.
The components of inventory as of February 27, 2021 and August 29, 2020 were as follows (in thousands):
February 27, 2021
August 29, 2020
Raw materials
$
19,791
$
20,266
Work in process
3,286
2,730
Finished goods
87,624
83,273
Total inventories
$
110,701
$
106,269
13
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
10. Goodwill and Other Intangible Assets
When the Company acquires a business, the amount assigned to the tangible assets and liabilities and intangible assets acquired is based on their respective fair values determined as of the acquisition date. The excess of the purchase price over the tangible assets and liabilities and intangible assets is recorded as goodwill.
The changes in the carrying amount of goodwill are as follows (in thousands):
Balance as of August 29, 2020
$
424,844
Goodwill recorded during the period
4,533
Other
134
Balance as of February 27, 2021
$
429,511
Intangible assets, net in the Company’s accompanying Consolidated Balance Sheets are as follows (in thousands):
Gross Carrying
Amount
Accumulated
Amortization
Net Carrying
Amount
February 27, 2021
Customer contracts
$
236,236
$
182,798
$
53,438
Software
71,061
40,712
30,349
Other intangible assets
36,000
34,645
1,355
$
343,297
$
258,155
$
85,142
August 29, 2020
Customer contracts
$
234,065
$
177,119
$
56,946
Software
66,014
39,020
26,994
Other intangible assets
35,741
34,145
1,596
$
335,820
$
250,284
$
85,536
11. Asset Retirement Obligations
The Company recognizes asset retirement obligations in the period in which they are incurred if a reasonable estimate of fair value can be made. The associated asset retirement costs are capitalized as part of the carrying amount of the long-lived asset. The Company continues to depreciate, on a straight-line basis, the amount added to property, plant and equipment and recognizes accretion expense in connection with the discounted liability over the various remaining lives which range from approximately 1 to 23 years .
A reconciliation of the Company’s asset retirement liability for the twenty-six weeks ended February 27, 2021 was as follows (in thousands):
February 27, 2021
Beginning balance as of August 29, 2020
$
13,920
Accretion expense
492
Effect of exchange rate changes
61
Balance as of February 27, 2021
$
14,473
Asset retirement obligations are included in long-term accrued liabilities in the accompanying Consolidated Balance Sheets.
14
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
12. Commitments and Contingencies
Lease Commitments
The Company has operating leases for certain operating facilities, vehicles and equipment, which provide the right to use the underlying asset and require lease payments over the term of the lease. Each new contract is evaluated to determine if an arrangement contains a lease and whether that lease meets the classification criteria of a finance or operating lease. All identified leases are recorded on the consolidated balance sheet with a corresponding operating lease right-of-use asset, net, representing the right to use the underlying asset for the lease term and the operating lease liabilities representing the obligation to make lease payments arising from the lease. Short-term operating leases, which have an initial term of twelve months or less, are not recorded on the consolidated balance sheet.
Operating lease right-of-use assets, net and operating lease liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term and include options to extend or terminate the lease when they are reasonably certain to be exercised. The present value of lease payments is determined primarily using the incremental borrowing rate based on the information available as of the lease commencement date. Lease expense for operating leases is recorded on a straight-line basis over the lease term and variable lease costs are recorded as incurred. Both lease expense and variable lease costs are primarily recorded in cost of revenues on the Company's consolidated statements of income. The Company's lease agreements do not contain any material residual value guarantees or material restrictive covenants.
The following table presents the operating lease cost and information related to the operating lease right-of-use assets, net and operating lease liabilities for the twenty-six weeks ended February 27, 2021:
(In thousands, except lease term and discount rate)
Lease cost
Operating lease costs including short-term lease expense and variable lease costs, which were immaterial in the period
$
9,502
Operating cash flow impacts
Cash paid for amounts included in the measurement of operating lease liabilities
$
6,763
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities
$
5,522
Weighted-average remaining lease term - operating leases
4.4
Weighted-average discount rate - operating leases
2.47
%
The contractual future minimum lease payments of the Company's operating lease liabilities by fiscal year are as follows as of February 27, 2021:
(In thousands)
2021 (remaining six months)
$
6,992
2022
12,095
2023
8,770
2024
6,219
2025
3,951
Thereafter
5,173
Total payments
43,200
Less interest
( 2,039
)
Total present value of lease payments
$
41,161
Environmental and Legal Contingencies
The Company and its operations are subject to various federal, state and local laws and regulations governing, among other things, air emissions, wastewater discharges, and the generation, handling, storage, transportation, treatment and disposal of hazardous wastes and other substances. In particular, industrial laundries currently use and must dispose of detergent wastewater and other residues, and, in the past, used perchloroethylene and other dry-cleaning solvents. The Company is attentive to the environmental concerns surrounding the disposal of these materials and has, through the years, taken measures to avoid their improper disposal. The Company has settled, or contributed to the settlement of, past actions or claims brought against the Company relating to the disposal of
15
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
hazardous materials at several sites and there can be no assurance that the Company will not have to expend material amounts to remediate the consequences of any such disposal in the future.
U.S. GAAP requires that a liability for contingencies be recorded when it is probable that a liability has been incurred and the amount of the liability can be reasonably estimated. Significant judgment is required to determine the existence of a liability, as well as the amount to be recorded. The Company regularly consults with attorneys and outside consultants in its consideration of the relevant facts and circumstances before recording a contingent liability. Changes in enacted laws, regulatory orders or decrees, management’s estimates of costs, risk-free interest rates, insurance proceeds, participation by other parties, the timing of payments, the input of the Company’s attorneys and outside consultants or other factual circumstances could have a material impact on the amounts recorded for environmental and other contingent liabilities.
Under environmental laws, an owner or lessee of real estate may be liable for the costs of removal or remediation of certain hazardous or toxic substances located on, or in, or emanating from, such property, as well as related costs of investigation and property damage. Such laws often impose liability without regard to whether the owner or lessee knew of, or was responsible for the presence of such hazardous or toxic substances. There can be no assurances that acquired or leased locations have been operated in compliance with environmental laws and regulations or that future uses or conditions will not result in the imposition of liability upon the Company under such laws or expose the Company to third-party actions such as tort suits. The Company continues to address environmental conditions under terms of consent orders negotiated with the applicable environmental authorities or otherwise with respect to certain sites.
The Company has accrued certain costs related to certain sites, including but not limited to sites in Woburn and Somerville, Massachusetts, as it has been determined that the costs are probable and can be reasonably estimated. The Company, together with multiple other companies, is party to a consent decree related to its property and parcels of land (the “Central Area”) at a site in Woburn, Massachusetts. The United States Environmental Protection Agency (the “EPA”) has provided the Company and other signatories to the consent decree with comments on the design and implementation of groundwater and soil remedies at the Woburn site and investigation of environmental conditions in the Central Area. The consent decree does not address any remediation work that may be required in the Central Area. The Company, and other signatories, have implemented and proposed to do additional work at the Woburn site but many of the EPA’s comments remain to be resolved. The Company has accrued costs to perform certain work responsive to the EPA’s comments. Additionally, the Company has implemented mitigation measures and continues to monitor environmental conditions at the Somerville, Massachusetts site. The Company has received, responded, and agreed to undertake additional response actions pertaining to a notice of audit findings from the Massachusetts Department of Environmental Protection concerning a regulatory submittal that the Company made in 2009 for a portion of the site. The Company has received demands from the local transit authority for reimbursement of certain costs associated with its construction of a new municipal transit station in the area of the Somerville site. This station is part of an ongoing extension of the transit system. The Company has reserved for costs in connection with this matter; however, in light of the uncertainties associated with this matter, these costs and the related reserve may change.
The Company routinely reviews and evaluates sites that may require remediation and monitoring and determines its estimated costs based on various estimates and assumptions. These estimates are developed using its internal sources or by third party environmental engineers or other service providers. Internally developed estimates are based on:
•
Management’s judgment and experience in remediating and monitoring the Company’s sites;
•
Information available from regulatory agencies as to costs of remediation and monitoring;
•
The number, financial resources and relative degree of responsibility of other potentially responsible parties (“PRPs”) who may be liable for remediation and monitoring of a specific site; and
•
The typical allocation of costs among PRPs.
16
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
There is usually a range of reasonable estimates of the costs associated with each site. In accordance with U.S. GAAP, the Company’s accruals reflect the amount within the range that it believes is the best estimate or the low end of a range of estimates if no point within the range is a better estimate. Where it believes that both the amount of a particular liability and the timing of the payments are reliably determinable, the Company adjusts the cost in current dollars using a rate of 3 % for inflation until the time of expected payment and discounts the cost to present value using current risk-free interest rates. As of February 27, 2021, the risk-free interest rates utilized by the Company ranged from 1.4 % to 2.2 %.
For environmental liabilities that have been discounted, the Company includes interest accretion, based on the effective interest method, in selling and administrative expenses on the accompanying Consolidated Statements of Income. The changes to the Company’s environmental liabilities for the twenty-six weeks ended February 27, 2021 were as follows (in thousands):
February 27, 2021
Balance as of August 29, 2020
$
30,702
Costs incurred for which reserves have been provided
( 556
)
Insurance proceeds
67
Interest accretion
224
Changes in discount rates
( 1,654
)
Balance as of February 27, 2021
$
28,783
Anticipated payments and insurance proceeds of currently identified environmental remediation liabilities as of February 27, 2021, for the next five fiscal years and thereafter, as measured in current dollars, are reflected below.
(In thousands)
2021
2022
2023
2024
2025
Thereafter
Total
Estimated costs – current dollars
$
10,812
$
2,668
$
1,371
$
1,073
$
1,076
$
11,852
$
28,852
Estimated insurance proceeds
( 130
)
( 159
)
( 173
)
( 159
)
( 173
)
( 521
)
( 1,315
)
Net anticipated costs
$
10,682
$
2,509
$
1,198
$
914
$
903
$
11,331
$
27,537
Effect of inflation
7,475
Effect of discounting
( 6,229
)
Balance as of February 27, 2021
$
28,783
Estimated insurance proceeds are primarily received from an annuity received as part of a legal settlement with an insurance company. Annual proceeds of approximately $ 0.3 million are deposited into an escrow account which funds remediation and monitoring costs for two sites related to former operations in Williamstown, Vermont. Annual proceeds received but not expended in the current year accumulate in this account and may be used in future years for costs related to this site through the year 2027. As of February 27, 2021, the balance in this escrow account, which is held in a trust and is not recorded in the Company’s accompanying Consolidated Balance Sheet, was approximately $ 4.5 million. Also included in estimated insurance proceeds are amounts the Company is entitled to receive pursuant to legal settlements as reimbursements from three insurance companies for estimated costs at the site in Uvalde, Texas.
The Company’s nuclear garment decontamination facilities are licensed by the Nuclear Regulatory Commission or, in certain cases, by the applicable state agency, and are subject to regulation by federal, state and local authorities. There can be no assurance that such regulation will not lead to material disruptions in the Company’s garment decontamination business.
From time to time, the Company is also subject to legal proceedings and claims arising from the conduct of its business operations, including personal injury claims, customer contract matters, employment claims and environmental matters as described above.
While it is impossible for the Company to ascertain the ultimate legal and financial liability with respect to contingent liabilities, including lawsuits and environmental contingencies, the Company believes that the aggregate amount of such liabilities, if any, in excess of amounts covered by insurance have been properly accrued in accordance with U.S. GAAP. It is possible, however, that the future financial position and/or results of operations for any particular future period could be materially affected by changes in the Company’s assumptions or strategies related to these contingencies or changes out of the Company’s control.
17
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
13. Income Taxes
In accordance with ASC 740, Income Taxes (“ASC 740”), each interim period is considered integral to the annual period and tax expense is measured using an estimated annual effective tax rate. An entity is required to record income tax expense each quarter based on its annual effective tax rate estimated for the full fiscal year and use that rate to provide for income taxes on a current year-to-date basis, adjusted for discrete taxable events that occur during the interim period.
Effective tax rate
The Company’s effective tax rate for the thirteen weeks ended February 27, 2021 was 22.7 % as compared to 24.2 % for the corresponding period in the prior year. The Company’s effective tax rate for the twenty-six weeks ended February 27, 2021 was 24.0 % as compared to 23.0 % for the corresponding period in the prior year. The increase in the effective tax rate in the twenty-six weeks ended February 27, 2021 as compared to the corresponding period in the prior year was due to the release of certain tax reserves.
Uncertain tax positions
The Company recognizes interest and penalties related to uncertain tax positions as a component of income tax expense, which is consistent with the recognition of these items in prior reporting periods. During the twenty-six weeks ended February 27, 2021, there were no material changes in the amount of unrecognized tax benefits or the amount accrued for interest and penalties.
All U.S. and Canadian federal income tax statutes have lapsed for filings up to and including fiscal years 2015 and 2012, respectively. With a few exceptions, the Company is no longer subject to state and local income tax examinations for periods prior to fiscal 2016. The Company is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change significantly in the next 12 months.
14. Long-Term Debt
On March 26, 2021, the Company entered into an amended and restated $ 175.0 million unsecured revolving credit agreement (the “2021 Credit Agreement”) with a syndicate of banks, which matures on March 26, 2026 . The 2021 Credit Agreement amended and restated the Company’s prior Credit Agreement (defined below), which was scheduled to mature on April 11, 2021 . Under the 2021 Credit Agreement, the Company is able to borrow funds at variable interest rates based on, at the Company’s election, the Eurodollar rate or a base rate, plus in each case a spread based on the Company’s consolidated funded debt ratio. Availability of credit requires compliance with certain financial and other covenants, including a maximum consolidated funded debt ratio and minimum consolidated interest coverage ratio as defined in the 2021 Credit Agreement.
Prior to March 26, 2021, the Company had a $ 250 million unsecured revolving credit agreement (the “Credit Agreement”) with a syndicate of banks, which was scheduled to mature on April 11, 2021 . Under the Credit Agreement, the Company is able to borrow funds at variable interest rates based on, at its election, the Eurodollar rate or a base rate, plus in each case a spread based on the Company’s consolidated funded debt ratio. Availability of credit required compliance with certain financial and other covenants, including a maximum consolidated funded debt ratio and minimum consolidated interest coverage ratio as defined in the Credit Agreement. The Company tested its compliance with these financial covenants on a fiscal quarterly basis. As of February 27, 2021, the interest rates applicable to the Company’s borrowings under the Credit Agreement would be calculated as LIBOR plus 75 basis points at the time of the respective borrowing. As of February 27, 2021, the Company had no outstanding borrowings and had outstanding letters of credit amounting to $ 67.5 million, leaving $ 182.5 million available for borrowing under the Credit Agreement.
18
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
As of February 27, 2021 , the Company was in compliance with all covenants under the Credit Agreement.
15. Accumulated Other Comprehensive Loss
The changes in each component of accumulated other comprehensive loss, net of tax, for the thirteen and twenty-six weeks ended February 27, 2021 and February 29, 2020 were as follows (in thousands):
Thirteen weeks ended February 27, 2021
Foreign
Currency
Translation
Pension-
related (1)
Derivative
Financial
Instruments (1)
Total
Accumulated
Other
Comprehensive
Loss
Balance as of November 28, 2020
$
( 20,699
)
$
( 10,026
)
$
44
$
( 30,681
)
Other comprehensive income (loss) before reclassification
2,244
—
( 58
)
2,186
Amounts reclassified from accumulated other
comprehensive loss
—
—
2
2
Net current period other comprehensive income (loss)
2,244
—
( 56
)
2,188
Balance as of February 27, 2021
$
( 18,455
)
$
( 10,026
)
$
( 12
)
$
( 28,493
)
Twenty-six weeks ended February 27, 2021
Foreign
Currency
Translation
Pension-
related (1)
Derivative
Financial
Instruments (1)
Total
Accumulated
Other
Comprehensive
Loss
Balance as of August 29, 2020
$
( 22,009
)
$
( 10,026
)
$
65
$
( 31,970
)
Other comprehensive income (loss) before reclassification
3,554
—
( 68
)
3,486
Amounts reclassified from accumulated other
comprehensive loss
—
—
( 9
)
( 9
)
Net current period other comprehensive income (loss)
3,554
—
( 77
)
3,477
Balance as of February 27, 2021
$
( 18,455
)
$
( 10,026
)
$
( 12
)
$
( 28,493
)
Thirteen weeks ended February 29, 2020
Foreign
Currency
Translation
Pension-
related (1)
Derivative
Financial
Instruments (1)
Total
Accumulated
Other
Comprehensive
Loss
Balance as of November 30, 2019
$
( 23,651
)
$
( 9,239
)
$
186
$
( 32,704
)
Other comprehensive income (loss) before reclassification
( 769
)
—
52
( 717
)
Amounts reclassified from accumulated other
comprehensive loss
—
350
( 30
)
320
Net current period other comprehensive income (loss)
( 769
)
350
22
( 397
)
Balance as of February 29, 2020
$
( 24,420
)
$
( 8,889
)
$
208
$
( 33,101
)
19
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
Twenty-six weeks ended February 29, 2020
Foreign
Currency
Translation
Pension-
related (1)
Derivative
Financial
Instruments (1)
Total
Accumulated
Other
Comprehensive
Loss
Balance as of August 31, 2019
$
( 24,640
)
$
( 9,239
)
$
191
$
( 33,688
)
Other comprehensive income before reclassification
220
—
77
297
Amounts reclassified from accumulated other
comprehensive loss
—
350
( 60
)
290
Net current period other comprehensive income
220
350
17
587
Balance as of February 29, 2020
$
( 24,420
)
$
( 8,889
)
$
208
$
( 33,101
)
(1)
Amounts are shown net of tax
Amounts reclassified from accumulated other comprehensive loss, net of tax, for the thirteen and twenty-six weeks ended February 27, 2021 and February 29, 2020 were as follows (in thousands):
Thirteen weeks ended
Twenty-six weeks ended
February 27, 2021
February 29, 2020
February 27, 2021
February 29, 2020
Pension benefit liabilities (net):
Reclassification to income statement (a)
$
—
$
350
$
—
$
350
Total, net of tax
—
350
—
350
Derivative financial instruments, net:
Forward contracts (b)
2
( 30
)
( 9
)
( 60
)
Total, net of tax
2
( 30
)
( 9
)
( 60
)
Total amounts reclassified, net of tax
$
2
$
320
$
( 9
)
$
290
(a)
Amounts included in selling and administrative expenses in the accompanying Consolidated Statements of Income.
(b)
Amounts included in revenues in the accompanying Consolidated Statements of Income.
16. Segment Reporting
Operating segments are identified as components of an enterprise for which separate discrete financial information is available for evaluation by the chief operating decision-maker, or decision-making group, in making decisions on how to allocate resources and assess performance. The Company’s chief operating decision maker is the Company’s chief executive officer. The Company has six operating segments based on the information reviewed by its chief executive officer: U.S. Rental and Cleaning, Canadian Rental and Cleaning, Manufacturing (“MFG”), Corporate, Specialty Garments and First Aid. The U.S. Rental and Cleaning and Canadian Rental and Cleaning operating segments have been combined to form the U.S. and Canadian Rental and Cleaning reporting segment, and as a result, the Company has five reporting segments.
The U.S. and Canadian Rental and Cleaning reporting segment purchases, rents, cleans, delivers and sells uniforms and protective clothing and non-garment items in the United States and Canada. The laundry locations of the U.S. and Canadian Rental and Cleaning reporting segment are referred to by the Company as “industrial laundries” or “industrial laundry locations.”
The MFG operating segment designs and manufactures uniforms and non-garment items primarily for the purpose of providing these goods to the U.S. and Canadian Rental and Cleaning reporting segment. MFG revenues are primarily generated when goods are shipped from the Company’s manufacturing facilities, or its subcontract manufacturers, to other Company locations. These intercompany revenues are recorded at a transfer price which is typically in excess of the actual manufacturing cost. Manufactured products are carried in inventory until placed in service at which time they are amortized at this transfer price. On a consolidated basis, intercompany revenues and income are eliminated and the carrying value of inventories and rental merchandise in service is reduced to the manufacturing cost. Income before income taxes from MFG net of the intercompany MFG elimination offsets the merchandise amortization costs incurred by the U.S. and Canadian Rental and Cleaning reporting segment as the merchandise costs of this
20
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
reporting segment are amortized and recognized based on inventories purchased from MFG at the transfer price which is above the Company’s manufacturing cost.
The Corporate operating segment consists of costs associated with the Company’s distribution center, sales and marketing, information systems, engineering, procurement, supply chain, accounting and finance, human resources, other general and administrative costs and interest expense. The revenues generated from the Corporate operating segment represent certain direct sales made by the Company directly from its distribution center. The products sold by this operating segment are the same products rented and sold by the U.S. and Canadian Rental and Cleaning reporting segment. In the table below, no assets or capital expenditures are presented for the Corporate operating segment because no assets are allocated to this operating segment in the information reviewed by the chief executive officer. However, depreciation and amortization expense related to certain assets are reflected in operating income and income before income taxes for the Corporate operating segment. The assets that give rise to this depreciation and amortization are included in the total assets of the U.S. and Canadian Rental and Cleaning reporting segment as this is how they are tracked and reviewed by the Company. The majority of expenses accounted for within the Corporate segment relate to costs of the U.S. and Canadian Rental and Cleaning segment, with the remainder of the costs relating to the Specialty Garment and First Aid segments.
The Specialty Garments operating segment purchases, rents, cleans, delivers and sells, specialty garments and non-garment items primarily for nuclear and cleanroom applications and provides cleanroom cleaning services at limited customer locations. The First Aid operating segment sells first aid cabinet services and other safety supplies, provides certain safety training, as well as maintains wholesale distribution and pill packaging operations.
The Company refers to the U.S. and Canadian Rental and Cleaning, MFG, and Corporate reporting segments combined as its “Core Laundry Operations,” which is included as a subtotal in the following table (in thousands):
Thirteen weeks ended
U.S. and
Canadian
Rental
and
Cleaning
MFG
Net
Interco
MFG
Elim
Corporate
Subtotal
Core
Laundry
Operations
Specialty
Garments
First Aid
Total
February 27, 2021
Revenues
$
388,627
$
54,549
$
( 54,549
)
$
9,608
$
398,235
$
35,222
$
16,307
$
449,764
Operating income (loss)
$
59,156
$
14,774
$
4,178
$
( 42,742
)
$
35,366
$
5,234
$
93
$
40,693
Interest income, net
$
( 778
)
$
-
$
-
$
( 85
)
$
( 863
)
$
-
$
-
$
( 863
)
Income (loss) before taxes
$
59,845
$
14,736
$
4,178
$
( 43,317
)
$
35,442
$
6,603
$
95
$
42,140
February 29, 2020
Revenues
$
403,161
$
53,661
$
( 53,661
)
$
9,031
$
412,192
$
35,980
$
16,428
$
464,600
Operating income (loss)
$
59,008
$
16,714
$
3,093
$
( 40,458
)
$
38,357
$
4,627
$
1,143
$
44,127
Interest income, net
$
( 1,124
)
$
-
$
-
$
( 1,051
)
$
( 2,175
)
$
-
$
-
$
( 2,175
)
Income (loss) before taxes
$
60,119
$
16,646
$
3,093
$
( 39,811
)
$
40,047
$
4,573
$
1,143
$
45,763
Twenty-six weeks ended
February 27, 2021
Revenues
$
774,785
$
113,631
$
( 113,631
)
$
16,640
$
791,425
$
73,356
$
31,836
$
896,617
Operating income (loss)
$
133,996
$
34,584
$
3,184
$
( 87,528
)
$
84,236
$
12,393
$
106
$
96,735
Interest income, net
$
( 1,471
)
$
-
$
-
$
40
$
( 1,431
)
$
-
$
-
$
( 1,431
)
Income (loss) before taxes
$
135,387
$
34,410
$
3,184
$
( 88,700
)
$
84,281
$
13,611
$
109
$
98,001
February 29, 2020
Revenues
$
810,964
$
118,671
$
( 118,671
)
$
17,526
$
828,490
$
69,382
$
32,126
$
929,998
Operating income (loss)
$
135,295
$
39,260
$
567
$
( 82,957
)
$
92,165
$
9,506
$
2,551
$
104,222
Interest income, net
$
( 2,100
)
$
-
$
-
$
( 2,436
)
$
( 4,536
)
$
-
$
-
$
( 4,536
)
Income (loss) before taxes
$
137,376
$
39,049
$
567
$
( 81,309
)
$
95,683
$
9,457
$
2,551
$
107,691
21
UniFirst Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Continued)
17. Shares Repurchased and Dividends
On October 23, 2019, the Company announced that it would be raising its quarterly dividend to $ 0.25 per share of Common Stock and to $ 0.20 per share of Class B Common Stock, up from $ 0.1125 and $ 0.09 per share, respectively. The amount and timing of any dividend payment is subject to the approval of the Board of Directors each quarter.
On January 2, 2019, the Company’s Board of Directors approved a share repurchase program authorizing the Company to repurchase from time to time up to $ 100.0 million of its outstanding shares of Common Stock. Repurchases made under the program, if any, will be made in either the open market or in privately negotiated transactions. The timing, manner, price and amount of any repurchases will depend on a variety of factors, including economic and market conditions, the Company stock price, corporate liquidity requirements and priorities, applicable legal requirements and other factors. The share repurchase program will be funded using the Company’s available cash or capacity under its 2021 Credit Agreement and may be suspended or discontinued at any time. As of February 27, 2021, the Company had repurchased a total of 368,117 shares for an average price per share of $ 167.87 under the share repurchase program using cash on hand. During the thirteen and twenty-six weeks ended February 27, 2021, the Company repurchased 12,200 and 53,200 shares for an average price per share of $ 189.96 and $ 179.21 , respectively. During the thirteen weeks and twenty-six weeks ended February 29, 2020, the Company repurchased 20,500 and 71,100 shares for an average price per share of $ 206.34 and $ 199.77 , respectively.
22
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.