[10-Q] Unifirst Corp Quarterly Earnings Report
InMed Pharmaceuticals Inc. (Nasdaq: INM) has filed a Form S-1 to register 3.90 million common shares for resale by Sabby Volatility Warrant Master Fund Ltd. The shares represent 195% of INM’s 2.00 million shares outstanding as of 30 June 2025 and originate from a 24 June 2025 private placement that issued (i) 1.95 million pre-funded warrants (exercise price $0.0001) and (ii) 1.95 million preferred investment options (exercise price $2.436). INM will not receive proceeds from the resale, but could collect ≈$4.76 million if all preferred investment options are exercised for cash and $195 upon cash exercises of the pre-funded warrants.
The filing outlines INM’s capital structure: after assuming full exercise of the registered securities, common shares would rise to 5.91 million. Additional dilution remains possible from 2.59 million other warrants/options outstanding, including 126,904 placement-agent options issued to H.C. Wainwright and 199,115 repriced options held by Sabby (exercise price reduced from $16.60 to $2.436).
Financial position & need for capital: INM posted FY-2024 and FY-2023 net losses of $7.7 million and $7.9 million, respectively, and carried an accumulated deficit of $109.1 million. Management warns of continued losses and the need for “substantial additional funding” to advance its R&D and manufacturing programs.
Pipeline update: • INM-901 (Alzheimer’s disease): new pre-clinical data (24 Jun 2025) showed statistically significant reductions in neuro-inflammatory markers (NLRP3, IL-1β, IL-6, IL-2, KC/Gro). • INM-089 (dry-AMD) and INM-755 (epidermolysis bullosa) remain key assets; INM-755 completed Phase 2 with positive anti-itch signals; partnering discussions are ongoing. • BayMedica subsidiary continues B2B sales of rare cannabinoids and contributes modest revenue.
Status & risk designations: INM qualifies as an Emerging Growth Company and Smaller Reporting Company, allowing reduced disclosure and auditor attestation requirements. Management highlights delisting risk should the share price fall below Nasdaq’s minimum bid and emphasizes reliance on future equity or strategic transactions to fund operations.
Key takeaway: The S-1 does not introduce new capital for INM but sets the stage for significant potential share supply from a single holder. While recent pre-clinical data strengthen the Alzheimer’s program, the sizeable warrant overhang and ongoing cash burn heighten dilution and price-pressure risks for existing shareholders.
InMed Pharmaceuticals Inc. (Nasdaq: INM) ha depositato un Modulo S-1 per registrare la vendita di 3,90 milioni di azioni ordinarie da parte di Sabby Volatility Warrant Master Fund Ltd. Queste azioni rappresentano il 195% delle 2,00 milioni di azioni INM in circolazione al 30 giugno 2025 e derivano da un collocamento privato del 24 giugno 2025 che ha emesso (i) 1,95 milioni di warrant prefunded (prezzo di esercizio $0,0001) e (ii) 1,95 milioni di opzioni di investimento privilegiate (prezzo di esercizio $2,436). INM non riceverà proventi dalla rivendita, ma potrebbe incassare circa 4,76 milioni di dollari se tutte le opzioni privilegiate fossero esercitate in contanti e 195 dollari dagli esercizi in contanti dei warrant prefunded.
Il deposito illustra la struttura del capitale di INM: assumendo il pieno esercizio dei titoli registrati, le azioni ordinarie salirebbero a 5,91 milioni. Ulteriore diluizione è possibile da 2,59 milioni di altri warrant/opzioni in circolazione, inclusi 126.904 opzioni per agenti di collocamento emesse a H.C. Wainwright e 199.115 opzioni ricalibrate detenute da Sabby (prezzo di esercizio ridotto da $16,60 a $2,436).
Posizione finanziaria e necessità di capitale: INM ha registrato perdite nette di 7,7 milioni di dollari nel FY-2024 e 7,9 milioni nel FY-2023, con un deficit accumulato di 109,1 milioni di dollari. La direzione avverte di perdite continue e della necessità di "finanziamenti aggiuntivi sostanziali" per portare avanti i programmi di R&S e produzione.
Aggiornamento pipeline: • INM-901 (morbo di Alzheimer): nuovi dati preclinici (24 giugno 2025) hanno mostrato riduzioni statisticamente significative di marcatori neuro-infiammatori (NLRP3, IL-1β, IL-6, IL-2, KC/Gro). • INM-089 (AMD secca) e INM-755 (epidermolisi bollosa) rimangono asset chiave; INM-755 ha completato la Fase 2 con segnali positivi contro il prurito; sono in corso discussioni per partnership. • La controllata BayMedica continua le vendite B2B di cannabinoidi rari e contribuisce con ricavi modesti.
Stato e rischi: INM è qualificata come Emerging Growth Company e Smaller Reporting Company, permettendo requisiti ridotti di disclosure e attestazione da parte del revisore. La direzione sottolinea il rischio di delisting se il prezzo azionario scendesse sotto il minimo richiesto da Nasdaq e evidenzia la dipendenza da future operazioni azionarie o strategiche per finanziare le attività.
Conclusione chiave: Il modulo S-1 non introduce nuovo capitale per INM ma prepara il terreno per un significativo potenziale aumento dell’offerta azionaria da parte di un unico azionista. Sebbene i recenti dati preclinici rafforzino il programma Alzheimer, l’ampio overhang di warrant e il continuo consumo di cassa aumentano i rischi di diluizione e pressione sul prezzo per gli azionisti esistenti.
InMed Pharmaceuticals Inc. (Nasdaq: INM) ha presentado un Formulario S-1 para registrar la venta de 3,90 millones de acciones comunes por parte de Sabby Volatility Warrant Master Fund Ltd. Estas acciones representan el 195% de las 2,00 millones de acciones en circulación de INM al 30 de junio de 2025 y provienen de una colocación privada del 24 de junio de 2025 que emitió (i) 1,95 millones de warrants prefinanciados (precio de ejercicio $0,0001) y (ii) 1,95 millones de opciones de inversión preferente (precio de ejercicio $2,436). INM no recibirá ingresos por la reventa, pero podría recaudar aproximadamente $4,76 millones si todas las opciones preferentes se ejercen en efectivo y $195 por el ejercicio en efectivo de los warrants prefinanciados.
El registro detalla la estructura de capital de INM: tras asumir el ejercicio total de los valores registrados, las acciones comunes aumentarían a 5,91 millones. Existe posible dilución adicional de 2,59 millones de otros warrants/opciones en circulación, incluyendo 126.904 opciones para agentes colocadores emitidas a H.C. Wainwright y 199.115 opciones revalorizadas en manos de Sabby (precio de ejercicio reducido de $16,60 a $2,436).
Posición financiera y necesidad de capital: INM reportó pérdidas netas de $7,7 millones en el FY-2024 y $7,9 millones en el FY-2023, con un déficit acumulado de $109,1 millones. La dirección advierte sobre pérdidas continuas y la necesidad de "financiamiento adicional sustancial" para avanzar en sus programas de I+D y manufactura.
Actualización de la pipeline: • INM-901 (enfermedad de Alzheimer): nuevos datos preclínicos (24 de junio de 2025) mostraron reducciones estadísticamente significativas en marcadores neuroinflamatorios (NLRP3, IL-1β, IL-6, IL-2, KC/Gro). • INM-089 (DMA seca) y INM-755 (epidermólisis bullosa) siguen siendo activos clave; INM-755 completó la Fase 2 con señales positivas anti-picor; continúan las discusiones para asociaciones. • La subsidiaria BayMedica continúa ventas B2B de cannabinoides raros y aporta ingresos modestos.
Estado y riesgos: INM califica como Emerging Growth Company y Smaller Reporting Company, lo que permite menores requisitos de divulgación y atestación auditoría. La dirección destaca el riesgo de exclusión si el precio cae por debajo del mínimo requerido por Nasdaq y enfatiza la dependencia de futuras transacciones de capital o estratégicas para financiar operaciones.
Conclusión clave: El S-1 no aporta nuevo capital para INM, pero prepara el escenario para un potencial significativo aumento de acciones por parte de un solo titular. Aunque los recientes datos preclínicos fortalecen el programa de Alzheimer, la considerable sobreoferta de warrants y el continuo gasto de efectivo aumentan los riesgos de dilución y presión sobre el precio para los accionistas existentes.
InMed Pharmaceuticals Inc. (나스닥: INM)는 Sabby Volatility Warrant Master Fund Ltd.가 보유한 390만 보통주 재판매를 위해 Form S-1을 제출했습니다. 이 주식은 2025년 6월 30일 기준 INM의 발행주식 200만 주의 195%에 해당하며, 2025년 6월 24일 사모 발행에서 발생한 (i) 195만 프리펀드 워런트 (행사가격 $0.0001)와 (ii) 195만 우선 투자 옵션 (행사가격 $2.436)에서 기인합니다. INM은 재판매로부터 수익을 받지 않지만, 모든 우선 투자 옵션이 현금으로 행사될 경우 약 476만 달러를, 프리펀드 워런트 현금 행사로는 195달러를 받을 수 있습니다.
제출 서류는 INM의 자본 구조를 설명합니다: 등록된 증권이 전부 행사되면 보통주는 591만 주로 증가합니다. 추가 희석 가능성은 259만 개의 다른 워런트/옵션에서 존재하며, 여기에는 H.C. Wainwright에 발행된 126,904개의 배치 에이전트 옵션과 Sabby가 보유한 199,115개의 재가격 조정된 옵션(행사가격 $16.60에서 $2.436로 인하)이 포함됩니다.
재무 상태 및 자본 필요성: INM은 2024 회계연도와 2023 회계연도에 각각 770만 달러와 790만 달러의 순손실을 기록했으며, 누적 적자 1억 910만 달러를 보유하고 있습니다. 경영진은 지속적인 손실과 연구개발 및 제조 프로그램을 진행하기 위한 “상당한 추가 자금”의 필요성을 경고합니다.
파이프라인 업데이트: • INM-901 (알츠하이머병): 2025년 6월 24일 발표된 새로운 전임상 데이터는 신경염증 마커(NLRP3, IL-1β, IL-6, IL-2, KC/Gro)의 통계적으로 유의한 감소를 보여주었습니다. • INM-089 (건성 AMD) 및 INM-755 (표피박리증)는 주요 자산으로 남아 있으며, INM-755는 긍정적인 가려움증 완화 신호와 함께 2상 시험을 완료했으며 파트너십 논의가 진행 중입니다. • BayMedica 자회사는 희귀 칸나비노이드의 B2B 판매를 지속하며 소규모 수익에 기여하고 있습니다.
상태 및 위험 지정: INM은 신흥 성장 기업(Emerging Growth Company) 및 소규모 보고 기업(Smaller Reporting Company)으로 분류되어 공개 및 감사인의 확인 요구사항이 완화됩니다. 경영진은 주가가 나스닥 최저 입찰가 이하로 떨어질 경우 상장폐지 위험을 강조하며, 운영 자금 조달을 위해 미래의 주식 발행이나 전략적 거래에 의존하고 있음을 강조합니다.
핵심 요점: 이번 S-1 제출은 INM에 새로운 자본을 유입하지 않지만, 단일 보유자로부터 상당한 주식 공급 가능성을 열어줍니다. 최근 전임상 데이터가 알츠하이머 프로그램을 강화했지만, 대규모 워런트 잔존과 지속적인 현금 소진은 기존 주주들에게 희석 및 주가 하락 위험을 높입니다.
InMed Pharmaceuticals Inc. (Nasdaq : INM) a déposé un formulaire S-1 pour enregistrer la revente de 3,90 millions d’actions ordinaires par Sabby Volatility Warrant Master Fund Ltd. Ces actions représentent 195 % des 2,00 millions d’actions en circulation de INM au 30 juin 2025 et proviennent d’un placement privé du 24 juin 2025 ayant émis (i) 1,95 million de bons de souscription préfinancés (prix d’exercice 0,0001 $) et (ii) 1,95 million d’options d’investissement privilégiées (prix d’exercice 2,436 $). INM ne recevra pas de produit de la revente, mais pourrait encaisser environ 4,76 millions de dollars si toutes les options privilégiées étaient exercées en numéraire et 195 dollars lors des exercices en numéraire des bons préfinancés.
Le dépôt détaille la structure du capital d’INM : en supposant l’exercice complet des titres enregistrés, le nombre d’actions ordinaires passerait à 5,91 millions. Une dilution supplémentaire reste possible avec 2,59 millions d’autres bons/options en circulation, dont 126 904 options d’agents de placement émises à H.C. Wainwright et 199 115 options réévaluées détenues par Sabby (prix d’exercice réduit de 16,60 $ à 2,436 $).
Situation financière et besoin de capitaux : INM a enregistré des pertes nettes de 7,7 millions de dollars pour l’exercice 2024 et de 7,9 millions pour l’exercice 2023, avec un déficit accumulé de 109,1 millions de dollars. La direction met en garde contre des pertes continues et la nécessité d’un « financement supplémentaire substantiel » pour faire avancer ses programmes de R&D et de production.
Mise à jour du pipeline : • INM-901 (maladie d’Alzheimer) : de nouvelles données précliniques (24 juin 2025) ont montré des réductions statistiquement significatives des marqueurs neuro-inflammatoires (NLRP3, IL-1β, IL-6, IL-2, KC/Gro). • INM-089 (DMLA sèche) et INM-755 (épidermolyse bulleuse) restent des actifs clés ; INM-755 a terminé la phase 2 avec des signaux positifs anti-démangeaisons ; des discussions de partenariat sont en cours. • La filiale BayMedica poursuit ses ventes B2B de cannabinoïdes rares et apporte des revenus modestes.
Statut et risques : INM est qualifiée de Emerging Growth Company et de Smaller Reporting Company, ce qui permet des exigences réduites en matière de divulgation et d’attestation d’audit. La direction souligne le risque de radiation si le prix de l’action tombe en dessous du prix minimum requis par Nasdaq et insiste sur la dépendance à des opérations futures en actions ou stratégiques pour financer ses activités.
Conclusion clé : Le S-1 n’apporte pas de nouveau capital à INM mais prépare le terrain pour une offre potentielle importante d’actions par un seul détenteur. Bien que les données précliniques récentes renforcent le programme Alzheimer, l’importante surabondance de bons et la consommation continue de trésorerie augmentent les risques de dilution et de pression sur le cours pour les actionnaires existants.
InMed Pharmaceuticals Inc. (Nasdaq: INM) hat ein Formular S-1 eingereicht, um 3,90 Millionen Stammaktien zum Wiederverkauf durch Sabby Volatility Warrant Master Fund Ltd. zu registrieren. Die Aktien entsprechen 195 % der 2,00 Millionen ausstehenden INM-Aktien zum 30. Juni 2025 und stammen aus einer Privatplatzierung vom 24. Juni 2025, die (i) 1,95 Millionen vorfinanzierte Warrants (Ausübungspreis 0,0001 $) und (ii) 1,95 Millionen bevorzugte Investitionsoptionen (Ausübungspreis 2,436 $) ausgab. INM erhält keine Erlöse aus dem Wiederverkauf, könnte jedoch ca. 4,76 Millionen US-Dollar einnehmen, wenn alle bevorzugten Investitionsoptionen in bar ausgeübt werden, und 195 US-Dollar bei Barausübung der vorfinanzierten Warrants.
Die Einreichung beschreibt die Kapitalstruktur von INM: Nach vollständiger Ausübung der registrierten Wertpapiere würden die Stammaktien auf 5,91 Millionen steigen. Weitere Verwässerung ist durch 2,59 Millionen weitere ausstehende Warrants/Optionen möglich, darunter 126.904 Vermittleroptionen, die an H.C. Wainwright ausgegeben wurden, sowie 199.115 neu bewertete Optionen von Sabby (Ausübungspreis von 16,60 $ auf 2,436 $ gesenkt).
Finanzlage & Kapitalbedarf: INM verzeichnete für das Geschäftsjahr 2024 und 2023 Nettoverluste von 7,7 Mio. bzw. 7,9 Mio. US-Dollar und wies einen kumulierten Fehlbetrag von 109,1 Mio. US-Dollar auf. Das Management warnt vor anhaltenden Verlusten und dem Bedarf an „erheblich zusätzlicher Finanzierung“, um seine F&E- und Produktionsprogramme voranzutreiben.
Pipeline-Update: • INM-901 (Alzheimer-Krankheit): Neue präklinische Daten (24. Juni 2025) zeigten statistisch signifikante Reduktionen neuroinflammatorischer Marker (NLRP3, IL-1β, IL-6, IL-2, KC/Gro). • INM-089 (trockene AMD) und INM-755 (Epidermolysis bullosa) bleiben Schlüsselprodukte; INM-755 schloss Phase 2 mit positiven Anti-Juckreiz-Signalen ab; Partnerschaftsgespräche laufen. • Die Tochtergesellschaft BayMedica setzt B2B-Verkäufe seltener Cannabinoide fort und trägt mit moderaten Einnahmen bei.
Status & Risikobewertung: INM qualifiziert sich als Emerging Growth Company und Smaller Reporting Company, was reduzierte Offenlegungs- und Prüferbestätigungsanforderungen ermöglicht. Das Management hebt das Delisting-Risiko hervor, falls der Aktienkurs unter das Nasdaq-Mindestgebot fällt, und betont die Abhängigkeit von zukünftigen Eigenkapital- oder strategischen Transaktionen zur Finanzierung des Betriebs.
Wichtigste Erkenntnis: Das S-1 bringt kein neues Kapital für INM, bereitet aber den Weg für ein erhebliches potenzielles Aktienangebot durch einen einzelnen Inhaber. Während aktuelle präklinische Daten das Alzheimer-Programm stärken, erhöhen der große Warrants-Überhang und der anhaltende Cash-Burn die Risiken von Verwässerung und Kursdruck für bestehende Aktionäre.
- Promising pre-clinical data for INM-901 shows significant reduction of neuro-inflammatory cytokines, supporting its Alzheimer’s program.
- Potential $4.76 million cash inflow if preferred investment options are exercised, modestly extending runway without new financing rounds.
- Repricing of legacy 2023 warrants to $2.436 could simplify capital structure and incent early cash exercise.
- Registration covers shares equal to 195% of current outstanding stock, creating a substantial dilution and supply overhang.
- Company has $109 million accumulated deficit and continues to post annual losses (~$7.7 million FY-2024) with no profitability timeline.
- Cash proceeds from warrant exercises are insufficient for late-stage clinical trials, implying further capital raises likely.
- Sabby Fund and placement agent hold low-priced warrants, increasing risk of downward price pressure when selling into the market.
Insights
TL;DR – Large resale registration signals dilution overhang; minimal cash inflow; warrants priced near market.
The S-1 registers nearly twice the current float, creating a meaningful supply overhang once effective. Because INM receives only ~$4.8 million on cash exercise, the filing is largely neutral to cash runway yet negative for share-price dynamics. The repricing of older warrants to $2.436 further encourages conversion and lowers the market’s clearing price. With just $2.73 last close, the strike sits 11% below market, increasing likelihood of exercise when liquidity allows. Investors must weigh the modest cash proceeds against potential 195% float expansion and Sabby’s historical propensity for active trading. I view the filing as modestly negative for existing holders, though not catastrophic given INM’s micro-cap size and ongoing need for capital.
TL;DR – Pipeline still early; fresh INM-901 data encouraging but far from clinical proof; funding gap persists.
INM’s cannabinoid-derived small molecules remain pre-clinical or early clinical. The new INM-901 inflammation data strengthen rationale for a first-in-human study, but translation risk in neurodegeneration is high. INM-755’s Phase 2 itch signal is interesting yet not pivotal without a partner. The company’s cumulative deficit and limited revenue from BayMedica suggest dependence on repeat financings. While warrant cash could fund short-term experiments, larger Phase 1/2 trials will require >$20 million. Until a strategic partnership materializes, equity dilution appears unavoidable. From a drug-development standpoint the update is scientifically positive but financially neutral; overall impact rated as 0 (neutral).
InMed Pharmaceuticals Inc. (Nasdaq: INM) ha depositato un Modulo S-1 per registrare la vendita di 3,90 milioni di azioni ordinarie da parte di Sabby Volatility Warrant Master Fund Ltd. Queste azioni rappresentano il 195% delle 2,00 milioni di azioni INM in circolazione al 30 giugno 2025 e derivano da un collocamento privato del 24 giugno 2025 che ha emesso (i) 1,95 milioni di warrant prefunded (prezzo di esercizio $0,0001) e (ii) 1,95 milioni di opzioni di investimento privilegiate (prezzo di esercizio $2,436). INM non riceverà proventi dalla rivendita, ma potrebbe incassare circa 4,76 milioni di dollari se tutte le opzioni privilegiate fossero esercitate in contanti e 195 dollari dagli esercizi in contanti dei warrant prefunded.
Il deposito illustra la struttura del capitale di INM: assumendo il pieno esercizio dei titoli registrati, le azioni ordinarie salirebbero a 5,91 milioni. Ulteriore diluizione è possibile da 2,59 milioni di altri warrant/opzioni in circolazione, inclusi 126.904 opzioni per agenti di collocamento emesse a H.C. Wainwright e 199.115 opzioni ricalibrate detenute da Sabby (prezzo di esercizio ridotto da $16,60 a $2,436).
Posizione finanziaria e necessità di capitale: INM ha registrato perdite nette di 7,7 milioni di dollari nel FY-2024 e 7,9 milioni nel FY-2023, con un deficit accumulato di 109,1 milioni di dollari. La direzione avverte di perdite continue e della necessità di "finanziamenti aggiuntivi sostanziali" per portare avanti i programmi di R&S e produzione.
Aggiornamento pipeline: • INM-901 (morbo di Alzheimer): nuovi dati preclinici (24 giugno 2025) hanno mostrato riduzioni statisticamente significative di marcatori neuro-infiammatori (NLRP3, IL-1β, IL-6, IL-2, KC/Gro). • INM-089 (AMD secca) e INM-755 (epidermolisi bollosa) rimangono asset chiave; INM-755 ha completato la Fase 2 con segnali positivi contro il prurito; sono in corso discussioni per partnership. • La controllata BayMedica continua le vendite B2B di cannabinoidi rari e contribuisce con ricavi modesti.
Stato e rischi: INM è qualificata come Emerging Growth Company e Smaller Reporting Company, permettendo requisiti ridotti di disclosure e attestazione da parte del revisore. La direzione sottolinea il rischio di delisting se il prezzo azionario scendesse sotto il minimo richiesto da Nasdaq e evidenzia la dipendenza da future operazioni azionarie o strategiche per finanziare le attività.
Conclusione chiave: Il modulo S-1 non introduce nuovo capitale per INM ma prepara il terreno per un significativo potenziale aumento dell’offerta azionaria da parte di un unico azionista. Sebbene i recenti dati preclinici rafforzino il programma Alzheimer, l’ampio overhang di warrant e il continuo consumo di cassa aumentano i rischi di diluizione e pressione sul prezzo per gli azionisti esistenti.
InMed Pharmaceuticals Inc. (Nasdaq: INM) ha presentado un Formulario S-1 para registrar la venta de 3,90 millones de acciones comunes por parte de Sabby Volatility Warrant Master Fund Ltd. Estas acciones representan el 195% de las 2,00 millones de acciones en circulación de INM al 30 de junio de 2025 y provienen de una colocación privada del 24 de junio de 2025 que emitió (i) 1,95 millones de warrants prefinanciados (precio de ejercicio $0,0001) y (ii) 1,95 millones de opciones de inversión preferente (precio de ejercicio $2,436). INM no recibirá ingresos por la reventa, pero podría recaudar aproximadamente $4,76 millones si todas las opciones preferentes se ejercen en efectivo y $195 por el ejercicio en efectivo de los warrants prefinanciados.
El registro detalla la estructura de capital de INM: tras asumir el ejercicio total de los valores registrados, las acciones comunes aumentarían a 5,91 millones. Existe posible dilución adicional de 2,59 millones de otros warrants/opciones en circulación, incluyendo 126.904 opciones para agentes colocadores emitidas a H.C. Wainwright y 199.115 opciones revalorizadas en manos de Sabby (precio de ejercicio reducido de $16,60 a $2,436).
Posición financiera y necesidad de capital: INM reportó pérdidas netas de $7,7 millones en el FY-2024 y $7,9 millones en el FY-2023, con un déficit acumulado de $109,1 millones. La dirección advierte sobre pérdidas continuas y la necesidad de "financiamiento adicional sustancial" para avanzar en sus programas de I+D y manufactura.
Actualización de la pipeline: • INM-901 (enfermedad de Alzheimer): nuevos datos preclínicos (24 de junio de 2025) mostraron reducciones estadísticamente significativas en marcadores neuroinflamatorios (NLRP3, IL-1β, IL-6, IL-2, KC/Gro). • INM-089 (DMA seca) y INM-755 (epidermólisis bullosa) siguen siendo activos clave; INM-755 completó la Fase 2 con señales positivas anti-picor; continúan las discusiones para asociaciones. • La subsidiaria BayMedica continúa ventas B2B de cannabinoides raros y aporta ingresos modestos.
Estado y riesgos: INM califica como Emerging Growth Company y Smaller Reporting Company, lo que permite menores requisitos de divulgación y atestación auditoría. La dirección destaca el riesgo de exclusión si el precio cae por debajo del mínimo requerido por Nasdaq y enfatiza la dependencia de futuras transacciones de capital o estratégicas para financiar operaciones.
Conclusión clave: El S-1 no aporta nuevo capital para INM, pero prepara el escenario para un potencial significativo aumento de acciones por parte de un solo titular. Aunque los recientes datos preclínicos fortalecen el programa de Alzheimer, la considerable sobreoferta de warrants y el continuo gasto de efectivo aumentan los riesgos de dilución y presión sobre el precio para los accionistas existentes.
InMed Pharmaceuticals Inc. (나스닥: INM)는 Sabby Volatility Warrant Master Fund Ltd.가 보유한 390만 보통주 재판매를 위해 Form S-1을 제출했습니다. 이 주식은 2025년 6월 30일 기준 INM의 발행주식 200만 주의 195%에 해당하며, 2025년 6월 24일 사모 발행에서 발생한 (i) 195만 프리펀드 워런트 (행사가격 $0.0001)와 (ii) 195만 우선 투자 옵션 (행사가격 $2.436)에서 기인합니다. INM은 재판매로부터 수익을 받지 않지만, 모든 우선 투자 옵션이 현금으로 행사될 경우 약 476만 달러를, 프리펀드 워런트 현금 행사로는 195달러를 받을 수 있습니다.
제출 서류는 INM의 자본 구조를 설명합니다: 등록된 증권이 전부 행사되면 보통주는 591만 주로 증가합니다. 추가 희석 가능성은 259만 개의 다른 워런트/옵션에서 존재하며, 여기에는 H.C. Wainwright에 발행된 126,904개의 배치 에이전트 옵션과 Sabby가 보유한 199,115개의 재가격 조정된 옵션(행사가격 $16.60에서 $2.436로 인하)이 포함됩니다.
재무 상태 및 자본 필요성: INM은 2024 회계연도와 2023 회계연도에 각각 770만 달러와 790만 달러의 순손실을 기록했으며, 누적 적자 1억 910만 달러를 보유하고 있습니다. 경영진은 지속적인 손실과 연구개발 및 제조 프로그램을 진행하기 위한 “상당한 추가 자금”의 필요성을 경고합니다.
파이프라인 업데이트: • INM-901 (알츠하이머병): 2025년 6월 24일 발표된 새로운 전임상 데이터는 신경염증 마커(NLRP3, IL-1β, IL-6, IL-2, KC/Gro)의 통계적으로 유의한 감소를 보여주었습니다. • INM-089 (건성 AMD) 및 INM-755 (표피박리증)는 주요 자산으로 남아 있으며, INM-755는 긍정적인 가려움증 완화 신호와 함께 2상 시험을 완료했으며 파트너십 논의가 진행 중입니다. • BayMedica 자회사는 희귀 칸나비노이드의 B2B 판매를 지속하며 소규모 수익에 기여하고 있습니다.
상태 및 위험 지정: INM은 신흥 성장 기업(Emerging Growth Company) 및 소규모 보고 기업(Smaller Reporting Company)으로 분류되어 공개 및 감사인의 확인 요구사항이 완화됩니다. 경영진은 주가가 나스닥 최저 입찰가 이하로 떨어질 경우 상장폐지 위험을 강조하며, 운영 자금 조달을 위해 미래의 주식 발행이나 전략적 거래에 의존하고 있음을 강조합니다.
핵심 요점: 이번 S-1 제출은 INM에 새로운 자본을 유입하지 않지만, 단일 보유자로부터 상당한 주식 공급 가능성을 열어줍니다. 최근 전임상 데이터가 알츠하이머 프로그램을 강화했지만, 대규모 워런트 잔존과 지속적인 현금 소진은 기존 주주들에게 희석 및 주가 하락 위험을 높입니다.
InMed Pharmaceuticals Inc. (Nasdaq : INM) a déposé un formulaire S-1 pour enregistrer la revente de 3,90 millions d’actions ordinaires par Sabby Volatility Warrant Master Fund Ltd. Ces actions représentent 195 % des 2,00 millions d’actions en circulation de INM au 30 juin 2025 et proviennent d’un placement privé du 24 juin 2025 ayant émis (i) 1,95 million de bons de souscription préfinancés (prix d’exercice 0,0001 $) et (ii) 1,95 million d’options d’investissement privilégiées (prix d’exercice 2,436 $). INM ne recevra pas de produit de la revente, mais pourrait encaisser environ 4,76 millions de dollars si toutes les options privilégiées étaient exercées en numéraire et 195 dollars lors des exercices en numéraire des bons préfinancés.
Le dépôt détaille la structure du capital d’INM : en supposant l’exercice complet des titres enregistrés, le nombre d’actions ordinaires passerait à 5,91 millions. Une dilution supplémentaire reste possible avec 2,59 millions d’autres bons/options en circulation, dont 126 904 options d’agents de placement émises à H.C. Wainwright et 199 115 options réévaluées détenues par Sabby (prix d’exercice réduit de 16,60 $ à 2,436 $).
Situation financière et besoin de capitaux : INM a enregistré des pertes nettes de 7,7 millions de dollars pour l’exercice 2024 et de 7,9 millions pour l’exercice 2023, avec un déficit accumulé de 109,1 millions de dollars. La direction met en garde contre des pertes continues et la nécessité d’un « financement supplémentaire substantiel » pour faire avancer ses programmes de R&D et de production.
Mise à jour du pipeline : • INM-901 (maladie d’Alzheimer) : de nouvelles données précliniques (24 juin 2025) ont montré des réductions statistiquement significatives des marqueurs neuro-inflammatoires (NLRP3, IL-1β, IL-6, IL-2, KC/Gro). • INM-089 (DMLA sèche) et INM-755 (épidermolyse bulleuse) restent des actifs clés ; INM-755 a terminé la phase 2 avec des signaux positifs anti-démangeaisons ; des discussions de partenariat sont en cours. • La filiale BayMedica poursuit ses ventes B2B de cannabinoïdes rares et apporte des revenus modestes.
Statut et risques : INM est qualifiée de Emerging Growth Company et de Smaller Reporting Company, ce qui permet des exigences réduites en matière de divulgation et d’attestation d’audit. La direction souligne le risque de radiation si le prix de l’action tombe en dessous du prix minimum requis par Nasdaq et insiste sur la dépendance à des opérations futures en actions ou stratégiques pour financer ses activités.
Conclusion clé : Le S-1 n’apporte pas de nouveau capital à INM mais prépare le terrain pour une offre potentielle importante d’actions par un seul détenteur. Bien que les données précliniques récentes renforcent le programme Alzheimer, l’importante surabondance de bons et la consommation continue de trésorerie augmentent les risques de dilution et de pression sur le cours pour les actionnaires existants.
InMed Pharmaceuticals Inc. (Nasdaq: INM) hat ein Formular S-1 eingereicht, um 3,90 Millionen Stammaktien zum Wiederverkauf durch Sabby Volatility Warrant Master Fund Ltd. zu registrieren. Die Aktien entsprechen 195 % der 2,00 Millionen ausstehenden INM-Aktien zum 30. Juni 2025 und stammen aus einer Privatplatzierung vom 24. Juni 2025, die (i) 1,95 Millionen vorfinanzierte Warrants (Ausübungspreis 0,0001 $) und (ii) 1,95 Millionen bevorzugte Investitionsoptionen (Ausübungspreis 2,436 $) ausgab. INM erhält keine Erlöse aus dem Wiederverkauf, könnte jedoch ca. 4,76 Millionen US-Dollar einnehmen, wenn alle bevorzugten Investitionsoptionen in bar ausgeübt werden, und 195 US-Dollar bei Barausübung der vorfinanzierten Warrants.
Die Einreichung beschreibt die Kapitalstruktur von INM: Nach vollständiger Ausübung der registrierten Wertpapiere würden die Stammaktien auf 5,91 Millionen steigen. Weitere Verwässerung ist durch 2,59 Millionen weitere ausstehende Warrants/Optionen möglich, darunter 126.904 Vermittleroptionen, die an H.C. Wainwright ausgegeben wurden, sowie 199.115 neu bewertete Optionen von Sabby (Ausübungspreis von 16,60 $ auf 2,436 $ gesenkt).
Finanzlage & Kapitalbedarf: INM verzeichnete für das Geschäftsjahr 2024 und 2023 Nettoverluste von 7,7 Mio. bzw. 7,9 Mio. US-Dollar und wies einen kumulierten Fehlbetrag von 109,1 Mio. US-Dollar auf. Das Management warnt vor anhaltenden Verlusten und dem Bedarf an „erheblich zusätzlicher Finanzierung“, um seine F&E- und Produktionsprogramme voranzutreiben.
Pipeline-Update: • INM-901 (Alzheimer-Krankheit): Neue präklinische Daten (24. Juni 2025) zeigten statistisch signifikante Reduktionen neuroinflammatorischer Marker (NLRP3, IL-1β, IL-6, IL-2, KC/Gro). • INM-089 (trockene AMD) und INM-755 (Epidermolysis bullosa) bleiben Schlüsselprodukte; INM-755 schloss Phase 2 mit positiven Anti-Juckreiz-Signalen ab; Partnerschaftsgespräche laufen. • Die Tochtergesellschaft BayMedica setzt B2B-Verkäufe seltener Cannabinoide fort und trägt mit moderaten Einnahmen bei.
Status & Risikobewertung: INM qualifiziert sich als Emerging Growth Company und Smaller Reporting Company, was reduzierte Offenlegungs- und Prüferbestätigungsanforderungen ermöglicht. Das Management hebt das Delisting-Risiko hervor, falls der Aktienkurs unter das Nasdaq-Mindestgebot fällt, und betont die Abhängigkeit von zukünftigen Eigenkapital- oder strategischen Transaktionen zur Finanzierung des Betriebs.
Wichtigste Erkenntnis: Das S-1 bringt kein neues Kapital für INM, bereitet aber den Weg für ein erhebliches potenzielles Aktienangebot durch einen einzelnen Inhaber. Während aktuelle präklinische Daten das Alzheimer-Programm stärken, erhöhen der große Warrants-Überhang und der anhaltende Cash-Burn die Risiken von Verwässerung und Kursdruck für bestehende Aktionäre.
9 u
United States
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number:
(Exact name of registrant as specified in its charter)
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(I.R.S. Employer Identification No.) |
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(Address of Principal Executive Offices) |
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(Registrant’s Telephone Number, Including Area Code)
Securities registered pursuant to Section 12(b) of the Act:
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Name of each exchange on which registered |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
The number of outstanding shares of UniFirst Corporation Common Stock and Class B Common Stock as of July 2, 2025 were
UniFirst Corporation
Quarterly Report on Form 10-Q
For the Thirteen and Thirty-Nine Weeks Ended May 31, 2025
Table of Contents
Part I – FINANCIAL INFORMATION |
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Item 1 – Financial Statements (unaudited) |
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Consolidated Statements of Income for the Thirteen and Thirty-Nine Weeks ended May 31, 2025 and May 25, 2024 |
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Consolidated Statements of Comprehensive Income for the Thirteen and Thirty-Nine Weeks ended May 31, 2025 and May 25, 2024 |
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Consolidated Balance Sheets as of May 31, 2025 and August 31, 2024 |
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Consolidated Statements of Shareholders’ Equity for the Thirteen and Thirty-Nine Weeks ended May 31, 2025 and May 25, 2024 |
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Consolidated Statements of Cash Flows for the Thirty-Nine Weeks ended May 31, 2025 and May 25, 2024 |
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Notes to Consolidated Financial Statements |
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Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3 – Quantitative and Qualitative Disclosures About Market Risk |
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Item 4 – Controls and Procedures |
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Part II – OTHER INFORMATION |
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Item 1 – Legal Proceedings |
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Item 1A – Risk Factors |
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Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds |
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Item 3 – Defaults Upon Senior Securities |
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Item 4 – Mine Safety Disclosures |
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Item 5 – Other Information |
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Item 6 – Exhibits |
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Signatures |
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Certifications |
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Ex-31.1 Section 302 Certification of CEO |
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Ex-31.2 Section 302 Certification of CFO |
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Ex-32.1 Section 906 Certification of CEO |
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Ex-32.2 Section 906 Certification of CFO |
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2
PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Consolidated Statements of Income
UniFirst Corporation and Subsidiaries
(Unaudited)
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Operating expenses: |
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Other (income) expense: |
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Interest income, net |
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Total other income, net |
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Income per share – Basic: |
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Common Stock |
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Income per share – Diluted: |
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Income allocated to – Basic: |
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Common Stock |
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Class B Common Stock |
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Income allocated to – Diluted: |
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Weighted average shares outstanding – Basic: |
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Weighted average shares outstanding – Diluted: |
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Common Stock |
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The accompanying notes are an integral part of these Consolidated Financial Statements.
3
Consolidated Statements of Comprehensive Income
UniFirst Corporation and Subsidiaries
(Unaudited)
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Thirteen Weeks Ended |
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Thirty-Nine Weeks Ended |
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May 31, 2025 |
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May 25, 2024 |
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Net income |
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Other comprehensive income (loss): |
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Foreign currency translation adjustments |
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Change in fair value of derivatives, net of income taxes |
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Other comprehensive income (loss) |
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Comprehensive income |
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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) |
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May 31, 2025 |
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August 31, 2024 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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|
||
Receivables, less reserves of $ |
|
|
|
|
|
|
||
Inventories |
|
|
|
|
|
|
||
Rental merchandise in service |
|
|
|
|
|
|
||
Prepaid taxes |
|
|
|
|
|
|
||
Prepaid expenses and other current assets |
|
|
|
|
|
|
||
Total current assets |
|
|
|
|
|
|
||
Property, plant and equipment, net |
|
|
|
|
|
|
||
Goodwill |
|
|
|
|
|
|
||
Customer contracts, net |
|
|
|
|
|
|
||
Other intangible assets, net |
|
|
|
|
|
|
||
Deferred income taxes |
|
|
|
|
|
|
||
Operating lease right-of-use assets, net |
|
|
|
|
|
|
||
Other assets |
|
|
|
|
|
|
||
Total assets |
|
$ |
|
|
$ |
|
||
Liabilities and shareholders’ equity |
|
|
|
|
|
|
||
Current liabilities: |
|
|
|
|
|
|
||
Accounts payable |
|
$ |
|
|
$ |
|
||
Accrued liabilities |
|
|
|
|
|
|
||
Accrued taxes |
|
|
|
|
|
|
||
Operating lease liabilities, current |
|
|
|
|
|
|
||
Total current liabilities |
|
|
|
|
|
|
||
Accrued liabilities |
|
|
|
|
|
|
||
Accrued and deferred income taxes |
|
|
|
|
|
|
||
Operating lease liabilities |
|
|
|
|
|
|
||
Total liabilities |
|
|
|
|
|
|
||
Commitments and contingencies (Note 12) |
|
|
|
|
|
|
||
Shareholders’ equity: |
|
|
|
|
|
|
||
Preferred Stock, $ |
|
|
|
|
|
|
||
Common Stock, $ |
|
|
|
|
|
|
||
Class B Common Stock, $ |
|
|
|
|
|
|
||
Capital surplus |
|
|
|
|
|
|
||
Retained earnings |
|
|
|
|
|
|
||
Accumulated other comprehensive loss |
|
|
( |
) |
|
|
( |
) |
Total shareholders’ equity |
|
|
|
|
|
|
||
Total liabilities and shareholders’ equity |
|
$ |
|
|
$ |
|
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 |
|
|
Class B |
|
|
Common |
|
|
Class B |
|
|
Capital |
|
|
Retained |
|
|
Accumulated |
|
|
Total |
|
||||||||
Balance, as of August 26, 2023 |
|
|
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||||||
Net income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
||
Change in fair value of derivatives (1) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Foreign currency translation |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Dividends declared Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Dividends declared Class B Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Repurchase of Common Stock |
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Share-based compensation, net (2) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Share-based awards exercised, net (1) |
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Balance, as of November 25, 2023 |
|
|
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||||||
Net income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
||
Change in fair value of derivatives (1) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Foreign currency translation |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
||
Dividends declared Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Dividends declared Class B Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Repurchase of Common Stock |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Share-based compensation, net (2) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Share-based awards exercised, net (1) |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Balance, as of February 24, 2024 |
|
|
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||||||
Net income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
||
Change in fair value of derivatives (1) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
||
Foreign currency translation |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Dividends declared Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Dividends declared Class B Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Repurchase of Common Stock |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Share-based compensation, net (2) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Balance, as of May 25, 2024 |
|
|
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
6
(In thousands) |
|
Common |
|
|
Class B |
|
|
Common |
|
|
Class B |
|
|
Capital |
|
|
Retained |
|
|
Accumulated |
|
|
Total |
|
||||||||
Balance, as of August 31, 2024 |
|
|
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||||||
Net income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
||
Change in fair value of derivatives (1) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
||
Foreign currency translation |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Dividends declared Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Dividends declared Class B Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Repurchase of Common Stock |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Share-based compensation, net (2) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
Share-based awards exercised, net (1) |
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Shares converted |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
||
Balance, as of November 30, 2024 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||||
Net income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
||
Change in fair value of derivatives (1) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
||
Foreign currency translation |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Dividends declared Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Dividends declared Class B Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Repurchase of Common Stock |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Share-based compensation, net (2) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Share-based awards exercised, net (1) |
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Balance, as of March 1, 2025 |
|
|
|
|
|
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||||||
Net income |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
||
Change in fair value of derivatives |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
Foreign currency translation |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
||
Dividends declared Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Dividends declared Class B Common Stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Repurchase of Common Stock |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
Share-based compensation, net (2) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
||
Share-based awards exercised, net (1) |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
Shares converted |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
||
Balance, as of May 31, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
The accompanying notes are an integral part of these Consolidated Financial Statements.
7
Consolidated Statements of Cash Flows
UniFirst Corporation and Subsidiaries
(Unaudited)
Thirty-Nine Weeks Ended |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
||
Cash flows from operating activities: |
|
|
|
|
|
|
||
Net income |
|
$ |
|
|
$ |
|
||
Adjustments to reconcile net income to cash provided by operating activities: |
|
|
|
|
|
|
||
Depreciation and amortization (1) |
|
|
|
|
|
|
||
Share-based compensation |
|
|
|
|
|
|
||
Accretion on environmental contingencies |
|
|
|
|
|
|
||
Accretion on asset retirement obligations |
|
|
|
|
|
|
||
Deferred income taxes |
|
|
|
|
|
|
||
Gain on sale of property and equipment |
|
|
( |
) |
|
|
|
|
Other |
|
|
|
|
|
|
||
Changes in assets and liabilities, net of acquisitions: |
|
|
|
|
|
|
||
Receivables, less reserves |
|
|
( |
) |
|
|
( |
) |
Inventories |
|
|
|
|
|
( |
) |
|
Rental merchandise in service |
|
|
|
|
|
|
||
Prepaid expenses and other current assets and Other assets |
|
|
( |
) |
|
|
( |
) |
Accounts payable |
|
|
( |
) |
|
|
( |
) |
Accrued liabilities |
|
|
( |
) |
|
|
( |
) |
Prepaid and accrued income taxes |
|
|
|
|
|
|
||
Net cash provided by operating activities |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Cash flows from investing activities: |
|
|
|
|
|
|
||
Acquisition of businesses, net of cash acquired |
|
|
( |
) |
|
|
( |
) |
Capital expenditures, including capitalization of software costs |
|
|
( |
) |
|
|
( |
) |
Purchases of investments |
|
|
( |
) |
|
|
( |
) |
Maturities of investments |
|
|
|
|
|
|
||
Proceeds from sale of assets |
|
|
|
|
|
|
||
Net cash used in investing activities |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
||
Cash flows from financing activities: |
|
|
|
|
|
|
||
Proceeds from exercise of share-based awards |
|
|
|
|
|
|
||
Taxes withheld and paid related to net share settlement of equity awards |
|
|
( |
) |
|
|
( |
) |
Repurchase of Common Stock |
|
|
( |
) |
|
|
( |
) |
Payment of cash dividends |
|
|
( |
) |
|
|
( |
) |
Net cash used in financing activities |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
||
Effect of exchange rate changes |
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Net increase in cash and cash equivalents |
|
|
|
|
|
|
||
Cash and cash equivalents at beginning of period |
|
|
|
|
|
|
||
Cash and cash equivalents at end of period |
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|
||
Supplemental disclosure of cash flow information: |
|
|
|
|
|
|
||
Non-cash capital expenditures |
|
$ |
|
|
$ |
|
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”) included herein have been prepared, without audit, in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with 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 31, 2024. There have been no material changes in the accounting policies followed by the Company during the current fiscal year other than with respect to the recent accounting pronouncements discussed in Note 2, “Recent Accounting Pronouncements”. Results for an interim period are not indicative of any future interim periods or for an entire fiscal year.
2. Recent Accounting Pronouncements
In November 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which updates reportable segment disclosure requirements primarily through enhanced disclosures about significant segment expenses. The amendments are effective for fiscal years beginning after December 15, 2023, and for interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. The Company is currently evaluating this ASU to determine its impact on the Company’s disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which enhances effective tax rate reconciliation disclosure requirements and provides clarity to the disclosures of income taxes paid, income before taxes and provision for income taxes. The amendments are effective for fiscal years beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments in this update should be applied on a prospective basis. Retrospective application is permitted. The Company is currently evaluating this ASU to determine its impact on the Company’s disclosures.
In November 2024, the Financial Accounting Standards Board (“FASB”) issued ASU 2024-03, Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures. The ASU requires a public business entity to provide disaggregated disclosures of certain categories of expenses on an annual and interim basis including purchases of inventory, employee compensation, depreciation, and intangible asset amortization for each income statement line item that contains those expenses. This ASU is effective for annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating this ASU to determine its impact on the Company’s disclosures.
Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC have not had, or are not believed by management to have, a material impact on the Company’s present or future financial statements.
9
3. Revenue Recognition
The following table presents the Company’s revenues for the thirteen and thirty-nine weeks ended May 31, 2025 and May 25, 2024, respectively, disaggregated by service type:
|
|
Thirteen Weeks Ended |
|
|
Thirty-Nine Weeks Ended |
|
||||||||||||||||||||||||||
|
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
May 31, 2025 |
|
|
May 25, 2024 |
|
||||||||||||||||||||
(In thousands, except percentages) |
|
Revenues |
|
|
% of |
|
|
Revenues |
|
|
% of |
|
|
Revenues |
|
|
% of |
|
|
Revenues |
|
|
% of |
|
||||||||
Core Laundry Operations |
|
$ |
|
|
|
% |
|
$ |
|
|
|
% |
|
$ |
|
|
|
% |
|
$ |
|
|
|
% |
||||||||
Specialty Garments |
|
|
|
|
|
% |
|
|
|
|
|
% |
|
|
|
|
|
% |
|
|
|
|
|
% |
||||||||
First Aid |
|
|
|
|
|
% |
|
|
|
|
|
% |
|
|
|
|
|
% |
|
|
|
|
|
% |
||||||||
Total revenues |
|
$ |
|
|
|
% |
|
$ |
|
|
|
% |
|
$ |
|
|
|
% |
|
$ |
|
|
|
% |
See Note 16, “Segment Reporting” for additional details of segment definitions.
Revenue Recognition Policy
During the thirteen weeks ended May 31, 2025 and May 25, 2024, approximately
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 thirty-nine weeks ended May 31, 2025 and May 25, 2024. 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.
The Company is exposed to credit losses primarily through its accounts receivables. Accounts receivable represents amounts due from customers and is presented net of reserves for expected credit losses. The Company utilizes its judgment and estimates are used in determining the collectability of accounts receivable and evaluating the adequacy of the reserve for expected credit losses. The Company considers specific accounts receivable and historical credit loss experience, customer credit worthiness, current economic trends and the age of outstanding balances as part of its evaluation. When an account is considered uncollectible, it is written off against the reserve for expected credit losses.
10
The following table presents the change in the allowance for credit losses, which is included in Receivables, net of reserves on the Consolidated Balance Sheets for the thirty-nine weeks ended May 31, 2025 (in thousands):
Balance as of August 31, 2024 |
|
$ |
|
|
Current period provision |
|
|
|
|
Write-offs and other |
|
|
( |
) |
Balance as of May 31, 2025 |
|
$ |
|
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 non-current 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.
The following table presents deferred commissions on the Company's Consolidated Balance Sheets as of May 31, 2025 and August 31, 2024:
(in thousands) |
|
May 31, 2025 |
|
|
August 31, 2024 |
|
||
Prepaid expenses and other current assets |
|
$ |
|
|
$ |
|
||
Other assets |
|
|
|
|
|
|
The following table presents the Company's amortization expense related to deferred commissions on the Consolidated Statements of Income for the thirteen and thirty-nine weeks ended May 31, 2025 and May 25, 2024, respectively:
|
|
Thirteen Weeks Ended |
|
|
Thirty-Nine Weeks Ended |
|
||||||||||
(in thousands) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
May 31, 2025 |
|
|
May 25, 2024 |
|
||||
Selling and administrative expenses |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
4. Acquisitions
Whenever the Company acquires a business, consistent with current accounting guidance, the results of operations of the acquisition are included in the Company’s consolidated financial results from the date of the acquisition. The amount assigned to 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 and intangible assets is recorded as goodwill. Goodwill is allocated to the segment to which the acquisition relates and is deductible for tax purposes.
During the thirty-nine weeks ended May 31, 2025, the Company completed
5. Fair Value Measurements
U.S. GAAP establishes a framework for measuring fair value and establishes disclosure requirements about fair value measurements. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company considered non-performance risk when determining fair value of our derivative financial instruments.
The fair value hierarchy prescribed under U.S. GAAP contains three levels as follows:
Level 1 - Quoted prices in active markets for identical assets or liabilities.
11
Level 2 - Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.
All financial assets or liabilities that are measured at fair value on a recurring basis (at least annually) have been segregated into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date.
The assets or liabilities measured at fair value on a recurring basis are summarized in the tables below (in thousands):
|
|
May 31, 2025 |
|
|
August 31, 2024 |
|
||||||||||||||||||||||||||
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
||||||||
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Short-term investments |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||||
Pension plan assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Non-qualified deferred compensation plan assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Foreign currency forward contracts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Total assets at fair value |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||||
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Non-qualified deferred compensation plan liability |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||||
Total liabilities at fair value |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
The Company’s short-term investments listed above represent certificates of deposit, which maturities range up to six months at purchase. Such securities are classified as held-to-maturity and are carried at amortized cost, which approximates market value. As such, the Company’s short-term investments are included within Level 2 of the fair value hierarchy.
The Company’s pension plan assets listed above represent guaranteed deposit accounts that are maintained and operated by a third-party investment manager. At the beginning of each calendar year, the third-party investment manager 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, the third-party investment manager considers the investment performance of the underlying assets of the prior year; however, regardless of the investment performance the annual interest rate applied per the contract must be
The Company's non-qualified deferred compensation plan liability listed above is carried at fair value and is composed primarily of mutual funds, municipal bonds and other fixed income securities. As such, the Company’s non-qualified deferred compensation plan assets and liabilities are included within Level 2 of the fair value hierarchy. Refer to Note 7, “Employee Benefit Plans”, of these Consolidated Financial Statements for further discussion regarding the Company’s non-qualified deferred compensation plan.
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 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 May 31, 2025 and August 31, 2024. The fair value of the forward contracts is based on similar exchange-traded derivatives and is, therefore, included within Level 2 of the fair value hierarchy.
12
6. Derivative Instruments and Hedging Activities
The Company uses derivative financial instruments to mitigate its exposure to fluctuations in foreign currencies on certain forecasted transactions denominated in foreign currencies. U.S. GAAP requires that all of the Company’s derivative instruments be recorded on the balance sheet at fair value. All subsequent changes in a derivative’s fair value are recognized in income, unless specific hedge accounting criteria are met.
Derivative instruments that qualify for hedge accounting are classified as a hedge of the variability of cash flows to be received or paid related to a recognized asset, liability or forecasted transaction. Changes in the fair value of a derivative that is highly effective and designated as a cash flow hedge are recognized in accumulated other comprehensive (loss) income until the hedged item or forecasted transaction is recognized in earnings. The Company performs an assessment at the inception of the hedge and on a quarterly basis thereafter to determine whether its derivatives are highly effective in offsetting changes in the value of the hedged items. Any changes in the fair value resulting from hedge ineffectiveness are immediately recognized as income or expense.
In August 2021, the Company entered into
As of May 31, 2025, the Company had forward contracts with a notional value of approximately
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 May 31, 2025 and May 25, 2024 were $
Pension Plan and Supplemental Executive Retirement Plan
The Company accounts for its pension plan and Supplemental Executive Retirement Plan on an accrual basis over certain employees’ estimated service periods.
The Company maintains an unfunded Supplemental Executive Retirement Plan for certain eligible employees of the Company and
Non-qualified Deferred Compensation Plan
The Company adopted the UniFirst Corporation Deferred Compensation Plan (the “NQDC Plan”) effective on February 1, 2022. The NQDC Plan is an unfunded, non-qualified deferred compensation plan that allows eligible participants to voluntarily defer receipt of their salary and annual cash bonuses up to approved limits. In its discretion, the Company may credit one or more additional contributions to participant accounts. NQDC Plan participants who are not accruing benefits under the Supplemental Executive Retirement Plan are eligible to have discretionary annual employer contributions credited to their NQDC Plan accounts. All participants are also eligible to have employer supplemental contributions and employer discretionary contributions credited to their NQDC Plan accounts. The amounts of such contributions, if any, may differ from year to year and from participant to participant.
The amounts for employee or employer contributions charged to expense related to the NQDC Plan for the thirteen and thirty-nine weeks ended May 31, 2025 were $
13
charged to expense related to the NQDC Plan for the thirteen and thirty-nine weeks ended May 25, 2024 were $
The Company, at its discretion, may also elect to transfer funds to a trust account with the intention to fund the future liability. Total NQDC Plan assets were $
Earnings and losses on contributions, based on investment elections, are recorded as a component of compensation expense in the period earned and are included within other (income) expense, net. For the thirteen and thirty-nine weeks ended May 31, 2025, other income was $0.1 million and $
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.
|
|
Thirteen Weeks Ended |
|
|
Thirty-Nine Weeks Ended |
|
||||||||||
|
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
May 31, 2025 |
|
|
May 25, 2024 |
|
||||
Net income available to shareholders |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Allocation of net income for Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Common Stock |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Class B Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Weighted average number of shares for Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Class B Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income per share for Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Common Stock |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Class B Common Stock |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
The Company is required to calculate diluted income per share for Common Stock using the more dilutive of the following two methods:
For the thirteen and thirty-nine weeks ended May 31, 2025 and May 25, 2024, 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.
|
|
Thirteen Weeks Ended May 31, 2025 |
|
|
Thirty-Nine Weeks Ended May 31, 2025 |
|
||||||||||||||||||
|
|
Earnings |
|
|
Common |
|
|
Income |
|
|
Earnings |
|
|
Common |
|
|
Income |
|
||||||
As reported - Basic |
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
|
|
|
$ |
|
||||||
Add: effect of dilutive potential common shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Share-Based Awards |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Class B Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
As reported – Diluted |
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
|
|
|
$ |
|
14
|
|
Thirteen Weeks Ended May 25, 2024 |
|
|
Thirty-Nine Weeks Ended May 25, 2024 |
|
||||||||||||||||||
|
|
Earnings |
|
|
Common |
|
|
Income |
|
|
Earnings |
|
|
Common |
|
|
Income |
|
||||||
As reported - Basic |
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
|
|
|
$ |
|
||||||
Add: effect of dilutive potential common shares |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Share-Based Awards |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Class B Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
As reported – Diluted |
|
$ |
|
|
|
|
|
$ |
|
|
$ |
|
|
|
|
|
$ |
|
Anti-dilutive stock-based awards excluded from the calculations of diluted income per share were immaterial during the periods presented.
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 May 31, 2025 and August 31, 2024 were as follows (in thousands):
|
|
May 31, 2025 |
|
|
August 31, 2024 |
|
||
Raw materials |
|
$ |
|
|
$ |
|
||
Work in process |
|
|
|
|
|
|
||
Finished goods |
|
|
|
|
|
|
||
Total inventories |
|
$ |
|
|
$ |
|
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 for the thirty-nine weeks ended May 31, 2025 were as follows (in thousands):
Balance as of August 31, 2024 |
|
$ |
|
|
Goodwill recorded during the period |
|
|
|
|
Other |
|
|
( |
) |
Balance as of May 31, 2025 |
|
$ |
|
15
Intangible assets, net in the Company’s Consolidated Balance Sheets were as follows (in thousands):
|
|
Gross Carrying |
|
|
Accumulated |
|
|
Net Carrying |
|
|||
May 31, 2025 |
|
|
|
|
|
|
|
|
|
|||
Customer contracts |
|
$ |
|
|
$ |
|
|
$ |
|
|||
Software |
|
|
|
|
|
|
|
|
|
|||
Other intangible assets |
|
|
|
|
|
|
|
|
|
|||
|
|
$ |
|
|
$ |
|
|
$ |
|
|||
|
|
|
|
|
|
|
|
|
|
|||
August 31, 2024 |
|
|
|
|
|
|
|
|
|
|||
Customer contracts |
|
$ |
|
|
$ |
|
|
$ |
|
|||
Software |
|
|
|
|
|
|
|
|
|
|||
Other intangible assets |
|
|
|
|
|
|
|
|
|
|||
|
|
$ |
|
|
$ |
|
|
$ |
|
11. Asset Retirement Obligations
Asset retirement obligations generally result from legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and/or the normal operation of a long-lived asset. Accordingly, 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 one to
The Company recognized as a liability the present value of the estimated future costs to decommission its nuclear laundry facilities. The estimated liability is based on historical experience in decommissioning nuclear laundry facilities, estimated useful lives of the underlying assets, external vendor estimates as to the cost to decommission these assets in the future, and federal and state regulatory requirements. The estimated current costs have been adjusted for the estimated impact of inflation at
Revisions to the liability could occur due to changes in the Company’s estimated useful lives of the underlying assets, estimated dates of decommissioning, changes in decommissioning costs, changes in federal or state regulatory guidance on the decommissioning of such facilities, or other changes in estimates. Changes due to revised estimates are recognized by adjusting the carrying amount of the liability and the related long-lived asset if the assets are still in service, or charged to expense in the period if the assets are no longer in service.
A reconciliation of the Company’s asset retirement liability for the thirty-nine weeks ended May 31, 2025 is as follows (in thousands):
Balance as of August 31, 2024 |
|
$ |
|
|
Accretion expense |
|
|
|
|
Effect of exchange rate changes |
|
|
|
|
Change in estimate |
|
|
( |
) |
Balance as of May 31, 2025 |
|
$ |
|
The Company's asset retirement obligations are included in long-term accrued liabilities in the accompanying Consolidated Balance Sheets.
12. Commitments and 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 properly 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
16
of 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 ongoing and potential future environmental investigation, monitoring and remediation activities at certain sites, as it has been determined that the costs are probable and can be reasonably estimated.
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:
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
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 thirty-nine weeks ended May 31, 2025 were as follows (in thousands):
Balance as of August 31, 2024 |
|
$ |
|
|
Costs incurred for which reserves have been provided |
|
|
( |
) |
Insurance proceeds |
|
|
|
|
Interest accretion |
|
|
|
|
Changes in discount rates |
|
|
( |
) |
Revisions in estimates |
|
|
|
|
Balance as of May 31, 2025 |
|
$ |
|
17
Anticipated payments and insurance proceeds of currently identified environmental remediation liabilities as of May 31, 2025, for the next five fiscal years and thereafter, as measured in current dollars, are reflected below (in thousands):
|
|
2025 |
|
|
2026 |
|
|
2027 |
|
|
2028 |
|
|
2029 |
|
|
Thereafter |
|
|
Total |
|
|||||||
Estimated costs – current dollars |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||||
Estimated insurance proceeds |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Net anticipated costs |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||||
Effect of inflation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Effect of discounting |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||||
Balance as of May 31, 2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
|
Estimated insurance proceeds are primarily obtained from an annuity received as part of a legal settlement with an insurance company. Annual proceeds of approximately $
The Company’s nuclear garment decontamination facilities are licensed by respective state agencies, as delegated authority by the Nuclear Regulatory Commission (the “NRC”) pursuant to the NRC’s Agreement State program and are subject to applicable federal and state radioactive material regulations. In addition, the Company’s international locations (Canada, the United Kingdom and the European Union) are regulated by equivalent respective jurisdictional 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 and regulatory proceedings and claims arising from the conduct of its business operations, including but not limited to, personal injury claims, customer contract matters, employment claims and environmental matters as described above.
In addition, in the fourth quarter of fiscal 2022, the Mexican federal tax authority issued a tax assessment on the Company’s subsidiary in Mexico for fiscal 2016 import taxes, value added taxes and custom processing fees of over $
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.
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 May 31, 2025 was
18
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 thirty-nine weeks ended May 31, 2025, there was a net increase in unrecognized tax position of $
The Company has a significant portion of its operations in the U.S. and Canada. It is required to file federal income tax returns as well as state income tax returns in a majority of the U.S. states and also in a number of Canadian provinces. At times, the Company is subject to audits in these jurisdictions, which typically are complex and can require several years to resolve. The final resolution of any such tax audits could result in either a reduction in the Company’s accruals or an increase in its income tax provision, both of which could have a material impact on the consolidated results of operations in any given period.
All U.S. and Canadian federal income tax statutes have lapsed for filings up to and including fiscal years 2019 and 2017, respectively. With a few exceptions, the Company is no longer subject to state and local income tax examinations for periods prior to fiscal 2020. 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 $
On March 9, 2023, the Company exercised the accordion feature of the Credit Agreement pursuant to an amendment to the Credit Agreement. The exercise of the accordion feature increased the aggregate commitments under the Credit Agreement by $
As of May 31, 2025, the Company had
As of May 31, 2025, the Company was in compliance with all covenants under the Credit Agreement.
19
15. Accumulated Other Comprehensive Loss
The changes in each component of accumulated other comprehensive loss, net of tax, for the thirteen and thirty-nine weeks ended May 31, 2025 and May 25, 2024 were as follows (in thousands):
|
|
Thirteen Weeks Ended May 31, 2025 |
|
|||||||||||||
|
|
Foreign |
|
|
Pension- |
|
|
Derivative |
|
|
Total |
|
||||
Balance as of March 1, 2025 |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
||
Other comprehensive income (loss) before reclassification |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||
Amounts reclassified from accumulated other |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||
Net current period other comprehensive income (loss) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||
Balance as of May 31, 2025 |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
|
Thirty-Nine Weeks Ended May 31, 2025 |
|
|||||||||||||
|
|
Foreign |
|
|
Pension- |
|
|
Derivative |
|
|
Total |
|
||||
Balance as of August 31, 2024 |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
|
( |
) |
||
Other comprehensive (loss) income before reclassification |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||
Amounts reclassified from accumulated other |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||
Net current period other comprehensive loss |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Balance as of May 31, 2025 |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
|
Thirteen Weeks Ended May 25, 2024 |
|
|||||||||||||
|
|
Foreign |
|
|
Pension- |
|
|
Derivative |
|
|
Total |
|
||||
Balance as of February 24, 2024 |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
||
Other comprehensive (loss) income before reclassification |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||
Amounts reclassified from accumulated other |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||
Net current period other comprehensive (loss) income |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||
Balance as of May 25, 2024 |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
|
Thirty-Nine Weeks Ended May 25, 2024 |
|
|||||||||||||
|
|
Foreign |
|
|
Pension- |
|
|
Derivative |
|
|
Total |
|
||||
Balance as of August 26, 2023 |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
||
Other comprehensive income before reclassification |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amounts reclassified from accumulated other |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||
Net current period other comprehensive income (loss) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||
Balance as of May 25, 2024 |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
20
Amounts reclassified from accumulated other comprehensive loss, net of tax, for the thirteen and thirty-nine weeks ended May 31, 2025 and May 25, 2024 were as follows (in thousands):
|
|
Thirteen Weeks Ended |
|
|
Thirty-Nine Weeks Ended |
|
||||||||||
|
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
May 31, 2025 |
|
|
May 25, 2024 |
|
||||
Derivative financial instruments, net: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Forward contracts (a) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Total, net of tax |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total amounts reclassified, net of tax |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
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
The U.S. and Canadian Rental and Cleaning reporting segment purchases, rents, cleans, delivers and sells uniforms and protective clothing and other non-garment items utilized at the customer locations in the U.S. 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 some of the other 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 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. No assets or capital expenditures 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 income from operations 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 certain customer locations. The First Aid operating segment sells first aid cabinet services and other safety supplies, provides certain safety training and maintains wholesale distribution and pill packaging operations for non-prescription medicines.
21
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 |
|
|
Thirty-Nine Weeks Ended |
|
||||||||||
|
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
May 31, 2025 |
|
|
May 25, 2024 |
|
||||
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
U.S. and Canadian Rental and Cleaning |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
MFG |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net intercompany MFG elimination |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Corporate |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Subtotal: Core Laundry Operations |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Specialty Garments |
|
|
|
|
|
|
|
|
|
|
|
|
||||
First Aid |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total consolidated revenues |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
U.S. and Canadian Rental and Cleaning |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
MFG |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net intercompany MFG elimination |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Corporate |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Subtotal: Core Laundry Operations |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Specialty Garments |
|
|
|
|
|
|
|
|
|
|
|
|
||||
First Aid |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|||
Total consolidated operating income |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other (income) expense: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest income, net |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Other expense, net |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||
Total consolidated other income, net |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Total consolidated income before income taxes |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
17. Shares Repurchased and Dividends
The Company has two classes of common stock: Common Stock and Class B Common Stock. Each share of Common Stock is entitled to
On October 29, 2024, the Company’s Board of Directors declared increased quarterly cash dividends of $
On October 24, 2023, the Company’s Board of Directors authorized a new share repurchase program to repurchase up to $
22
cash and will be funded in the future using the Company’s available cash or capacity under its Credit Agreement and may be suspended or discontinued at any time. On April 8, 2025, the Company’s Board of Directors authorized a new share repurchase program to repurchase up to $
18. Related Party
During the thirteen and thirty-nine weeks ended May 31, 2025, the Company recognized $
During the thirteen and thirty-nine weeks ended May 31, 2025, the Company did
23
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q and any documents incorporated by reference may contain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements contained in this Quarterly Report on Form 10-Q and any documents incorporated by reference are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by words such as “estimates,” “anticipates,” “projects,” “plans,” “expects,” “intends,” “believes,” “seeks,” “could,” “should,” “may,” “will,” “strategy,” “objective,” “assume,” “strive,” “design,” “assumption,” “vision” or the negative versions thereof, and similar expressions and by the context in which they are used. Such forward-looking statements are based upon our current expectations and speak only as of the date made. Such statements are highly dependent upon a variety of risks, uncertainties and other important factors that could cause actual results to differ materially from those reflected in such forward-looking statements. Such factors include, but are not limited to, uncertainties caused by an economic recession or other adverse economic conditions, including, without limitation, as a result of elevated inflation or interest rates or extraordinary events or circumstances such as geopolitical conflicts like the conflict between Russia and Ukraine and disruption in the Middle East, and their impact on our customers’ businesses and workforce levels, disruptions of our business and operations, including limitations on, or closures of, our facilities, or the business and operations of our customers or suppliers in connection with extraordinary events or circumstances, uncertainties regarding our ability to consummate acquisitions and successfully integrate acquired businesses, and the performance of such businesses, uncertainties regarding any existing or newly-discovered expenses and liabilities related to environmental compliance and remediation, any adverse outcome of pending or future contingencies or claims, our ability to compete successfully without any significant degradation in our margin rates, seasonal and quarterly fluctuations in business levels, our ability to preserve positive labor relationships and avoid becoming the target of corporate labor unionization campaigns that could disrupt our business, the effect of currency fluctuations on our results of operations and financial condition, our dependence on third parties to supply us with raw materials, which such supply could be severely disrupted as a result of extraordinary events or circumstances such as the conflict between Russia and Ukraine, any loss of key management or other personnel, increased costs as a result of any changes in federal, state, international or other laws, rules and regulations or governmental interpretation of such laws, rules and regulations, uncertainties regarding, or adverse impacts from continued high price levels of natural gas, electricity, fuel and labor or increases in such costs, the negative effect on our business from sharply depressed oil and natural gas prices, the continuing increase in domestic healthcare costs, increased workers’ compensation claim costs, increased healthcare claim costs, our ability to retain and grow our customer base, demand and prices for our products and services, fluctuations in our Specialty Garments business, political or other instability, supply chain disruption or infection among our employees in Mexico and Nicaragua where our principal garment manufacturing plants are located, our ability to properly and efficiently design, construct, implement and operate a new enterprise resource planning (“ERP”) computer system, interruptions or failures of our information technology systems, including as a result of cyber-attacks, additional professional and internal costs necessary for compliance with any changes in or additional Securities and Exchange Commission (“SEC”), New York Stock Exchange and accounting or other rules, strikes and unemployment levels, our efforts to evaluate and potentially reduce internal costs, the impact of U.S. and foreign trade policies and tariffs or other impositions on imported goods on our business, results of operations and financial condition, our ability to successfully implement our business strategies and processes, including our capital allocation strategies, our ability to successfully remediate the material weaknesses in internal control over financial reporting disclosed in our Annual Report on Form 10-K for the year ended August 31, 2024 and the other factors described under “Part I, Item 1A. Risk Factors” and elsewhere in our Annual Report on Form 10-K for the year ended August 31, 2024 and in our other filings with the SEC, including, without limitation, under Part II, Item 1A. “Risk Factors” and elsewhere in this Quarterly Report on Form 10-Q. We undertake no obligation to update any forward-looking statements to reflect events or circumstances arising after the date on which they are made.
Business Overview
UniFirst Corporation, together with its subsidiaries, hereunder referred to as “we”, “our”, the “Company”, or “UniFirst”, is one of the leading providers of workplace uniforms and protective work wear clothing in North America. We design, manufacture, personalize, rent, clean, deliver, and sell a wide range of uniforms and protective clothing, including shirts, pants, jackets, coveralls, lab coats, smocks, aprons and specialized protective wear, such as flame resistant and high visibility garments. We also rent and sell industrial wiping products, floor mats, facility service products and other non-garment items, and provide restroom and cleaning supplies and first aid cabinet services and other safety supplies as well as provide certain safety training to a variety of manufacturers, retailers and service companies.
We serve businesses of all sizes across multiple industry sectors. Typical customers include automobile service centers and dealers, delivery services, food and general merchandise retailers, food processors and service operations, light manufacturers, maintenance facilities, restaurants, service companies, soft and durable goods wholesalers, transportation companies, healthcare providers and
24
others who require employee clothing for image, identification, protection or utility purposes. We also provide our customers with restroom and cleaning supplies, including air fresheners, paper products and hand soaps.
At certain specialized facilities, we also decontaminate and clean work clothes and other items that may have been exposed to radioactive materials and service special cleanroom protective wear and facilities. Typical customers for these specialized services include government agencies, research and development laboratories, high technology companies and utilities operating nuclear reactors.
Headquartered in Wilmington, Massachusetts, we are a North American leader in the supply and servicing of uniform and workwear programs, as well as the delivery of facility service programs. Together with our subsidiaries, we also provide first aid and safety products, and manage specialized garment programs for the cleanroom and nuclear industries. We manufacture our own branded workwear, protective clothing, and floorcare products, as well as offer products from industry leading suppliers; and with 270 service locations, over 300,000 customer locations, and approximately 16,000 employee Team Partners, we outfit more than 2 million workers each business day.
As mentioned and described in Note 16, “Segment Reporting,” to our Consolidated Financial Statements, we have five reporting segments: U.S. and Canadian Rental and Cleaning, Manufacturing (“MFG”), Specialty Garments, First Aid and Corporate. We refer to the laundry locations of the U.S. and Canadian Rental and Cleaning reporting segment as “industrial laundries” or “industrial laundry locations”, and to the U.S. and Canadian Rental and Cleaning, MFG, and Corporate reporting segments combined as our “Core Laundry Operations.”
Factors Affecting our Business
In general, we believe that our results of operations are not dependent on moderate changes in the inflation rate. Historically, we have been able to manage the impacts of more significant changes in inflation rates through our customer relationships, customer agreements that generally provide for price increases and continued focus on improvements in operational productivity. However, the inflationary environment in recent years had a negative impact on our margins, including increased energy costs for our vehicles and our plants, and increased wages in the labor markets in which we compete. While inflation has moderated recently, a period of sustained inflation could pressure our margins in future periods. Adverse economic conditions resulting from inflationary pressures, U.S. Federal Reserve actions, including elevated interest rates and/or increases in interest rates, geopolitical issues, U.S. and foreign tariffs or other causes are difficult to predict and may have a material adverse impact on our business, results of operations and financial condition.
We are also monitoring and evaluating the potential impact of recently announced new or increased tariffs on imported goods. If any such tariffs were to increase our cost of obtaining raw materials or products from suppliers and we were unable to mitigate the impacts of any such increased costs, it could have a material adverse impact on our business and our results of operations.
Please see Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended August 31, 2024 and Part II, Item 1A. “Risk Factors” in this Quarterly Report on Form 10-Q for an additional discussion of risks and potential risks of adverse economic
25
conditions on our business, financial condition and results of operations, including, without limitation, as a result of inflation, interest rates, geopolitical issues and tariffs.
Results of Operations
The following table presents certain selected financial data, including the percentage of revenues represented by each item, for the thirteen and thirty-nine weeks ended May 31, 2025 and May 25, 2024.
|
|
Thirteen Weeks Ended |
|
|
Thirty-Nine Weeks Ended |
|
||||||||||||||||||||||||||||||||||
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
% of |
|
|
May 25, 2024 |
|
|
% of |
|
|
% |
|
|
May 31, 2025 |
|
|
% of |
|
|
May 25, 2024 |
|
|
% of |
|
|
% |
|
||||||||||
Revenues |
|
$ |
610,778 |
|
|
|
100.0 |
% |
|
$ |
603,328 |
|
|
|
100.0 |
% |
|
|
1.2 |
% |
|
$ |
1,817,905 |
|
|
|
100.0 |
% |
|
$ |
1,787,564 |
|
|
|
100.0 |
% |
|
|
1.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of revenues (1) |
|
|
385,189 |
|
|
|
63.1 |
|
|
|
391,244 |
|
|
|
64.8 |
|
|
|
(1.5 |
) |
|
|
1,160,388 |
|
|
|
63.8 |
|
|
|
1,171,231 |
|
|
|
65.5 |
|
|
|
(0.9 |
) |
Selling and administrative expenses (1) |
|
|
142,690 |
|
|
|
23.4 |
|
|
|
129,074 |
|
|
|
21.4 |
|
|
|
10.5 |
|
|
|
418,119 |
|
|
|
23.0 |
|
|
|
383,350 |
|
|
|
21.4 |
|
|
|
9.1 |
|
Depreciation and amortization |
|
|
34,722 |
|
|
|
5.7 |
|
|
|
34,560 |
|
|
|
5.7 |
|
|
|
0.5 |
|
|
|
104,476 |
|
|
|
5.7 |
|
|
|
103,453 |
|
|
|
5.8 |
|
|
|
1.0 |
|
Total operating expenses |
|
|
562,601 |
|
|
|
92.2 |
|
|
|
554,878 |
|
|
|
91.9 |
|
|
|
1.4 |
|
|
|
1,682,983 |
|
|
|
92.6 |
|
|
|
1,658,034 |
|
|
|
92.8 |
|
|
|
1.5 |
|
Operating income |
|
|
48,177 |
|
|
|
7.9 |
|
|
|
48,450 |
|
|
|
8.0 |
|
|
|
(0.6 |
) |
|
|
134,922 |
|
|
|
7.4 |
|
|
|
129,530 |
|
|
|
7.2 |
|
|
|
4.2 |
|
Other income, net |
|
|
(5,218 |
) |
|
|
(0.9 |
) |
|
|
(884 |
) |
|
|
(0.1 |
) |
|
|
490.3 |
|
|
|
(9,042 |
) |
|
|
(0.5 |
) |
|
|
(2,777 |
) |
|
|
(0.2 |
) |
|
|
225.6 |
|
Income before income taxes |
|
|
53,395 |
|
|
|
8.8 |
|
|
|
49,334 |
|
|
|
8.1 |
|
|
|
8.2 |
|
|
|
143,964 |
|
|
|
7.9 |
|
|
|
132,307 |
|
|
|
7.4 |
|
|
|
8.8 |
|
Provision for income taxes |
|
|
13,715 |
|
|
|
2.2 |
|
|
|
11,277 |
|
|
|
1.9 |
|
|
|
21.6 |
|
|
|
36,720 |
|
|
|
2.0 |
|
|
|
31,468 |
|
|
|
1.8 |
|
|
|
16.7 |
|
Net income |
|
$ |
39,680 |
|
|
|
6.5 |
% |
|
$ |
38,057 |
|
|
|
6.3 |
% |
|
|
4.3 |
% |
|
$ |
107,244 |
|
|
|
5.9 |
% |
|
$ |
100,839 |
|
|
|
5.6 |
% |
|
|
6.4 |
% |
26
General
We derive our revenues from the services described under “Business Overview” above.
Cost of revenues include the amortization of rental merchandise in service and merchandise costs related to direct sales as well as labor and other production, service and delivery costs and distribution costs associated with operating our Core Laundry Operations, Specialty Garments facilities and First Aid locations. Selling and administrative costs include costs related to our sales and marketing functions as well as general and administrative costs associated with our corporate offices, non-operating environmental sites and operating locations including information systems, engineering, materials management, manufacturing planning, finance, budgeting and human resources.
In fiscal 2018, we initiated a multiyear customer relationship management (“CRM”) project to further develop, implement and deploy a third-party software application we licensed. This new solution improves functionality, capability and information flow as well as increases automation for our operations in servicing our customers. We began deployment of our CRM project during the second half of fiscal 2021 and concluded the deployment to our U.S. locations in the first quarter of fiscal 2024. We are depreciating this system over a 10-year life and recognized $1.0 million and $3.0 million of amortization expense during the thirteen and thirty-nine weeks ended May 31, 2025, respectively.
In fiscal 2022, we initiated a multiyear ERP project that we plan to continue through 2027, with early phases focused on master data management and finance capabilities followed by subsequent phases with a strong focus on supply chain and procurement automation and technology. We believe that this initiative will become the core of our systems technology footprint and will integrate and complement the capabilities of the CRM system. We expect the ERP system, and the new supply chain and procurement capabilities that it will provide to enable lower operating costs and reduce customer churn. Such benefits are expected to be delivered through enhanced inventory utilization and vendor management, improved response times to customer orders and more efficient back-end processes. As of May 31, 2025, we capitalized $38.6 million related to our ERP project.
We refer to our CRM and ERP projects together as our “Key Initiatives”. For the thirteen weeks ended May 31, 2025, we expensed $1.0 million of non-recurring costs related to our Key Initiatives, primarily relating to our ERP project. For the thirty-nine weeks ended May 31, 2025, we expensed $5.4 million of non-recurring costs related to our Key Initiatives, primarily relating to our ERP project.
Thirteen weeks ended May 31, 2025 compared with thirteen weeks ended May 25, 2024
Revenues
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Core Laundry Operations |
|
$ |
533,188 |
|
|
$ |
528,454 |
|
|
$ |
4,734 |
|
|
|
0.9 |
% |
Specialty Garments |
|
|
47,803 |
|
|
|
47,582 |
|
|
|
221 |
|
|
|
0.5 |
% |
First Aid |
|
|
29,787 |
|
|
|
27,292 |
|
|
|
2,495 |
|
|
|
9.1 |
% |
Total consolidated revenues |
|
$ |
610,778 |
|
|
$ |
603,328 |
|
|
$ |
7,450 |
|
|
|
1.2 |
% |
The increase in consolidated revenues of 1.2% during the thirteen weeks ended May 31, 2025 compared to the prior year comparable period was due primarily to growth in our Core Laundry Operations of 0.9%. The increase in our Core Laundry Operations was due to organic growth of 1.1%. The effect of the Canadian dollar exchange rate resulted in changes in our revenues of (0.2)%. The Core Laundry Operations organic growth rate was primarily the result of solid new account sales in fiscal 2024 and the first half of fiscal 2025.
In the thirteen weeks ended May 31, 2025, Specialty Garments revenues increased compared to the prior year comparable period due primarily to the growth in our European nuclear operations and cleanroom operations partially offset by a decrease in revenues in our North American nuclear operations. Specialty Garments’ results are often affected by seasonality and the timing and length of its customers’ power reactor outages as well as its project-based activities.
First Aid revenues in the thirteen weeks ended May 31, 2025 increased 9.1% compared to the prior year comparable period due to strong growth in our van business.
27
Cost of revenues
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Cost of revenues |
|
$ |
385,189 |
|
|
$ |
391,244 |
|
|
$ |
(6,055 |
) |
|
|
(1.5 |
)% |
% of Revenues |
|
|
63.1 |
% |
|
|
64.8 |
% |
|
|
|
|
|
|
Consolidated cost of revenues and cost of revenues as a percentage of revenue both decreased in the thirteen weeks ended May 31, 2025 compared to the prior year comparable period due primarily to lower merchandise and production payroll costs as a percentage of revenues. These decreases were partially offset by higher healthcare claims expense compared to the prior year comparable period.
Selling and administrative expenses
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Selling and administrative expenses |
|
$ |
142,690 |
|
|
$ |
129,074 |
|
|
$ |
13,616 |
|
|
|
10.5 |
% |
% of Revenues |
|
|
23.4 |
% |
|
|
21.4 |
% |
|
|
|
|
|
|
The increase in selling and administrative costs during the thirteen weeks ended May 31, 2025 compared to the prior year comparable period was due primarily to higher healthcare claims expense and approximately $5.7 million of expense related to advisory costs for a strategic matter and legal costs related to an employee matter.
Depreciation and amortization
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Depreciation and amortization |
|
$ |
34,722 |
|
|
$ |
34,560 |
|
|
$ |
162 |
|
|
|
0.5 |
% |
% of Revenues |
|
|
5.7 |
% |
|
|
5.7 |
% |
|
|
|
|
|
|
Depreciation and amortization expense remained relatively consistent during the thirteen weeks ended May 31, 2025 compared to the prior year comparable period.
Operating income
For the thirteen weeks ended May 31, 2025 and May 25, 2024, changes in our revenues and costs as discussed above resulted in the following changes in our operating income and margin:
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Core Laundry Operations |
|
$ |
36,737 |
|
|
$ |
36,929 |
|
|
$ |
(192 |
) |
|
|
(0.5 |
)% |
Specialty Garments |
|
|
10,915 |
|
|
|
11,373 |
|
|
|
(458 |
) |
|
|
(4.0 |
)% |
First Aid |
|
|
525 |
|
|
|
148 |
|
|
|
377 |
|
|
|
254.7 |
% |
Operating income |
|
$ |
48,177 |
|
|
$ |
48,450 |
|
|
$ |
(273 |
) |
|
|
(0.6 |
)% |
Operating income margin |
|
|
7.9 |
% |
|
|
8.0 |
% |
|
|
|
|
|
|
Other income, net
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Interest income, net |
|
$ |
(2,514 |
) |
|
$ |
(1,406 |
) |
|
$ |
(1,108 |
) |
|
|
78.8 |
% |
Other (income) expense, net |
|
|
(2,704 |
) |
|
|
522 |
|
|
|
(3,226 |
) |
|
|
(618.0 |
)% |
Total other income, net |
|
$ |
(5,218 |
) |
|
$ |
(884 |
) |
|
$ |
(4,334 |
) |
|
|
490.3 |
% |
Other income, net during the thirteen weeks ended May 31, 2025 increased as compared to the prior year comparable period primarily due to $2.8 million in proceeds from the sale of a property. In addition, improved operating cash flows over the past few years have led to increased cash reserves, which in turn have also generated higher interest income.
28
Provision for income taxes
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Provision for income taxes |
|
$ |
13,715 |
|
|
$ |
11,277 |
|
|
$ |
2,438 |
|
|
|
21.6 |
% |
Effective income tax rate |
|
|
25.7 |
% |
|
|
22.9 |
% |
|
|
|
|
|
|
The increase in the effective tax rate for the thirteen weeks ended May 31, 2025 as compared to the corresponding period in the prior year was due primarily to favorable adjustments to our tax reserves during the corresponding prior period.
Thirty-nine weeks ended May 31, 2025 compared with thirty-nine weeks ended May 25, 2024
Revenues
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Core Laundry Operations |
|
$ |
1,596,282 |
|
|
$ |
1,574,863 |
|
|
$ |
21,419 |
|
|
|
1.4 |
% |
Specialty Garments |
|
|
138,160 |
|
|
|
135,713 |
|
|
|
2,447 |
|
|
|
1.8 |
% |
First Aid |
|
|
83,463 |
|
|
|
76,988 |
|
|
|
6,475 |
|
|
|
8.4 |
% |
Total consolidated revenues |
|
$ |
1,817,905 |
|
|
$ |
1,787,564 |
|
|
$ |
30,341 |
|
|
|
1.7 |
% |
The increase in consolidated revenues of 1.7% during the thirty-nine weeks ended May 31, 2025 compared to the prior year comparable period was due primarily to growth in our Core Laundry Operations of 1.4%. The increase in our Core Laundry Operations was due to organic growth of 1.6%. The effect of the Canadian dollar exchange rate resulted in changes in our revenues of (0.2)%. The Core Laundry Operations strong organic growth rate was primarily the result of solid new account sales and improved pricing with our customers.
In the thirty-nine weeks ended May 31, 2025, Specialty Garments revenues increased compared to the prior year comparable period due primarily to the growth in our European nuclear operations partially offset by a decrease in revenues in our cleanroom operations. Specialty Garments’ results are often affected by seasonality and the timing and length of its customers’ power reactor outages as well as its project-based activities.
First Aid revenues in the thirty-nine weeks ended May 31, 2025 increased 8.4% compared to the prior year comparable period due to strong growth in our van business partially offset by a slight decrease in revenues in our wholesale business.
Cost of revenues
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Cost of revenues |
|
$ |
1,160,388 |
|
|
$ |
1,171,231 |
|
|
$ |
(10,843 |
) |
|
|
(0.9 |
)% |
% of Revenues |
|
|
63.8 |
% |
|
|
65.5 |
% |
|
|
|
|
|
|
The decrease in consolidated cost of revenues of 0.9% during the thirty-nine weeks ended May 31, 2025 compared to the prior year comparable period was due primarily to lower merchandise and production payroll costs as a percentage of revenues. Partially offsetting these decreases were higher healthcare claims expense compared to the prior year comparable period.
Selling and administrative expenses
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Selling and administrative expenses |
|
$ |
418,119 |
|
|
$ |
383,350 |
|
|
$ |
34,769 |
|
|
|
9.1 |
% |
% of Revenues |
|
|
23.0 |
% |
|
|
21.4 |
% |
|
|
|
|
|
|
The increase in selling and administrative costs of 9.1% during the thirty-nine weeks ended May 31, 2025 compared to the prior year comparable period was due primarily to higher healthcare claims expense and approximately $5.7 million of expense related to advisory costs for a strategic matter and legal costs related to an employee matter.
29
Depreciation and amortization
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Depreciation and amortization |
|
$ |
104,476 |
|
|
$ |
103,453 |
|
|
$ |
1,023 |
|
|
|
1.0 |
% |
% of Revenues |
|
|
5.7 |
% |
|
|
5.8 |
% |
|
|
|
|
|
|
Depreciation and amortization expense remained relatively consistent during the thirty-nine weeks ended May 31, 2025 compared to the prior year comparable period.
Operating income
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Core Laundry Operations |
|
$ |
104,027 |
|
|
$ |
98,066 |
|
|
$ |
5,961 |
|
|
|
6.1 |
% |
Specialty Garments |
|
|
30,515 |
|
|
|
33,391 |
|
|
|
(2,876 |
) |
|
|
(8.6 |
)% |
First Aid |
|
|
380 |
|
|
|
(1,927 |
) |
|
|
2,307 |
|
|
|
(119.7 |
)% |
Operating income |
|
$ |
134,922 |
|
|
$ |
129,530 |
|
|
$ |
5,392 |
|
|
|
4.2 |
% |
Operating income margin |
|
|
7.4 |
% |
|
|
7.2 |
% |
|
|
|
|
|
|
Other income, net
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Interest income, net |
|
$ |
(7,422 |
) |
|
$ |
(4,590 |
) |
|
$ |
(2,832 |
) |
|
|
61.7 |
% |
Other (income) expense, net |
|
|
(1,620 |
) |
|
|
1,813 |
|
|
|
(3,433 |
) |
|
|
(189.4 |
)% |
Total other income, net |
|
$ |
(9,042 |
) |
|
$ |
(2,777 |
) |
|
$ |
(6,265 |
) |
|
|
225.6 |
% |
Other income, net during the thirty-nine weeks ended May 31, 2025 increased as compared to the prior year comparable period primarily due to $2.8 million in proceeds from the sale of a property. In addition, improved operating cash flows over the past few years have led to increased cash reserves, which in turn have also generated higher interest income.
Provision for income taxes
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Provision for income taxes |
|
$ |
36,720 |
|
|
$ |
31,468 |
|
|
$ |
5,252 |
|
|
|
16.7 |
% |
Effective income tax rate |
|
|
25.5 |
% |
|
|
23.8 |
% |
|
|
|
|
|
|
The increase in the effective tax rate for the thirty-nine weeks ended May 31, 2025 as compared to the corresponding period in the prior year was due primarily to favorable adjustments to our tax reserves during the corresponding prior period.
Liquidity and Capital Resources
General
Cash and cash equivalents, and short-term investments totaled $211.9 million as of May 31, 2025, an increase of $36.8 million from $175.1 million as of August 31, 2024. The increase in cash and cash equivalents and short-term investments was largely driven by our cash flows from operating activities. We generated $196.5 million and $193.0 million in cash from operating activities in the thirty-nine weeks ended May 31, 2025 and May 25, 2024, respectively. The increase was due primarily to increased profitability and lower working capital needs of the business. During the thirty-nine weeks ended May 31, 2025, we continued to invest in our business with capital expenditures totaling $109.8 million.
On April 8, 2025, our Board of Directors authorized a new share repurchase program to repurchase up to $100.0 million of our outstanding shares of Common Stock, inclusive of the amount which remained available under the existing share repurchase program approved in 2023.
30
Pursuant to the share repurchase program, we repurchased 142,578 shares of our Common Stock for an aggregate of approximately $25.6 million during the thirty-nine weeks ended May 31, 2025. As of May 31, 2025, we had $86.4 million remaining to repurchase shares under the share repurchase program.
We believe, although there can be no assurance, that our current cash and cash equivalents, our cash generated from future operations and amounts available under our Credit Agreement (as defined below) will be sufficient to meet our current anticipated working capital and capital expenditure requirements for at least the next 12 months and will enable us to manage the impacts of inflation and address related liquidity needs.
Cash flows provided by operating activities have historically been the primary source of our liquidity. We generally use these cash flows to fund most, if not all, of our operations, capital expenditure and acquisition activities as well as dividends on our Common Stock and stock repurchases. We may also use cash flows provided by operating activities, as well as proceeds from long-term debt, to fund growth and acquisition opportunities, as well as other cash requirements.
Sources and uses of cash flows for the thirty-nine weeks ended May 31, 2025 and May 25, 2024, respectively, are summarized as follows:
(In thousands, except percentages) |
|
May 31, 2025 |
|
|
May 25, 2024 |
|
|
Dollar |
|
|
Percent |
|
||||
Net cash provided by operating activities |
|
$ |
196,481 |
|
|
$ |
193,012 |
|
|
$ |
3,469 |
|
|
|
1.8 |
% |
Net cash used in investing activities |
|
|
(98,460 |
) |
|
|
(124,293 |
) |
|
|
25,833 |
|
|
|
(20.8 |
)% |
Net cash used in financing activities |
|
|
(48,348 |
) |
|
|
(36,126 |
) |
|
|
(12,222 |
) |
|
|
33.8 |
% |
Effect of exchange rate changes |
|
|
666 |
|
|
|
210 |
|
|
|
456 |
|
|
|
217.1 |
% |
Net increase in cash and cash equivalents |
|
$ |
50,339 |
|
|
$ |
32,803 |
|
|
$ |
17,536 |
|
|
|
53.5 |
% |
Net Cash Provided by Operating Activities
The net cash provided by operating activities during the thirty-nine weeks ended May 31, 2025 increased as compared to the prior year comparable period due to our improved profitability as well as positive impacts from inventories of $21.4 million, rental merchandise in service of $4.7 million and receivables of $2.1 million.
The positive impact from inventories was due primarily to a focused effort on managing our inventory balances in the current year. The improvement in merchandise in service was due primarily to fewer garments being placed in service to support our rental customers. The increase in receivables was due primarily to the result of enhanced collection efforts and the timing of cash receipts.
These increases were partially offset by an $11.6 million decrease in accounts payable and a $9.0 million decrease in accrued liabilities, both due primarily to the timing of cash payments. Operating activities were also negatively impacted by a $5.2 million increase in prepaid expenses and other current assets, driven by higher information technology prepayments, sponsorship agreements and deferred commission costs.
Additionally, the $4.3 million decrease in prepaid and accrued income taxes reflected the normalization of tax prepayments in the current year, following a large prepaid tax position at the end of fiscal 2023 that resulted in lower tax deposits during the prior-year period.
Net Cash Used in Investing Activities
The net cash used in investing activities during the thirty-nine weeks ended May 31, 2025 decreased as compared to the prior year comparable period due primarily to reduced net investment in certificates of deposit of $16.5 million and reduced capital expenditures of $12.1 million. Offsetting these decreases was an increase in cash paid for acquisitions of $5.2 million during the thirty-nine weeks ended May 31, 2025 as compared to the prior year comparable period.
Net Cash Used in Financing Activities
The net cash used in financing activities during the thirty-nine weeks ended May 31, 2025 increased as compared to the prior year comparable period due primarily to a $9.6 million increase in the repurchase of Common Stock during the period, increases in taxes withheld and paid related to net-share settlement of equity awards of $1.6 million and increases in cash dividends of $1.0 million.
31
Long-term Debt and Borrowing Capacity
On March 26, 2021, we entered into an amended and restated $175.0 million unsecured revolving credit agreement (as subsequently amended, the “Credit Agreement”) with a syndicate of banks, which matures on March 26, 2026. The Credit Agreement amended and restated our prior credit agreement, which was scheduled to mature on April 11, 2021. Under the Credit Agreement, we are able to borrow funds at variable interest rates based on, at our election, the Eurodollar rate or a base rate, plus in each case a spread based on our consolidated funded debt ratio.
On March 9, 2023, we exercised the accordion feature of the Credit Agreement pursuant to an amendment to the Credit Agreement. The exercise of the accordion feature increased the aggregate commitments under the Credit Agreement by $100.0 million, for a total aggregate commitment of up to $275.0 million. In addition, the amendment provided for the replacement of LIBOR with Secured Overnight Financing Rate (“SOFR”) such that borrowings are based on, at our election, the SOFR rate or a base rate, plus in each case a spread based on our consolidated funded debt ratio. The amendment also refreshed the accordion feature, so that, provided there is no default or event of default under the Credit Agreement and we are in compliance with our financial covenants on a pro forma basis, we may request an increase in the aggregate commitments under the Credit Agreement (in the form of revolving or term tranches) of up to an additional $100.0 million, for a total aggregate commitment of up to $375.0 million. 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 Credit Agreement. We test our compliance with these financial covenants on a fiscal quarterly basis. As of May 31, 2025, the interest rates applicable to our borrowings under the Credit Agreement would be calculated as SOFR plus 1.00% at the time of the respective borrowing.
As of May 31, 2025, we had no outstanding borrowings and had outstanding letters of credit amounting to $106.7 million, leaving $168.3 million available for borrowing under the Credit Agreement.
As of May 31, 2025, we were in compliance with all covenants under the Credit Agreement.
Derivative Instruments and Hedging Activities
See Item 3. “Quantitative and Qualitative Disclosures About Market Risk” in this Quarterly Report on Form 10-Q for information regarding our derivative instruments and hedging activities.
Environmental and Legal Contingencies
We are involved with environmental investigation, monitoring and remediation activities at certain sites. In addition, from time to time, we are also subject to legal and regulatory proceedings and claims arising from the conduct of our business operations, including but not limited to, personal injury, customer contract, employment claims and environmental and tax matters as described. We maintain insurance coverage providing indemnification against many of such claims, and we do not expect, although there can be no assurance, that we will sustain any material loss as a result thereof. Refer to Note 12, “Commitments and Contingencies,” to the Consolidated Financial Statements, as well as Part II, Item 1A. “Risk Factors” below and in our Annual Report on Form 10-K, for further discussion.
In addition, in the fourth quarter of fiscal 2022, the Mexican federal tax authority issued a tax assessment on our subsidiary in Mexico for fiscal 2016 import taxes, value added taxes and custom processing fees of over $17.0 million, plus surcharges, fines and penalties of over $67.7 million for a total assessment of over $84.7 million. We challenged the validity of the tax assessment through an appeal process. In the first quarter of fiscal 2025, the Federal Tax Court in Mexico made a determination partially in our favor. Following the Federal Tax Court’s determination, we filed a constitutional action before the Federal Administrative Court. In addition, the federal tax authority appealed the determination of the Federal Tax Court. While we are unable to ascertain the ultimate outcome of this matter, based on the information currently available, we believe that a loss with respect to this matter is neither probable nor remote. Given the uncertainty associated with the ultimate resolution of this matter, we are unable to reasonably assess an estimate or range of estimates of any potential losses.
While it is impossible for us to ascertain the ultimate legal and financial liability with respect to contingent liabilities, including lawsuits and environmental contingencies, we believe that the aggregate amount of such liabilities, if any, in excess of amounts covered by insurance have been properly accrued in accordance with accounting principles under 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 our assumptions or strategies related to these contingencies or changes out of our control.
32
Contractual Obligations and Other Commercial Commitments
As of May 31, 2025, there were no material changes to our contractual obligations that were disclosed in our Annual Report on Form 10-K for the year ended August 31, 2024. As of May 31, 2025, we did not have any off-balance sheet arrangements.
Critical Accounting Policies and Estimates
The discussion of our financial condition and results of operations is based upon the Consolidated Financial Statements, which have been prepared in conformity with U.S. GAAP. As such, management is required to make certain estimates, judgments and assumptions that are believed to be reasonable based on the information available. These estimates and assumptions affect the reported amount of assets and liabilities, revenues and expenses, and disclosure of contingent assets and liabilities at the date of the financial statements. Actual results may differ from these estimates under different assumptions or conditions.
Critical accounting estimates are defined as those that are reflective of significant judgments and uncertainties, the most important and pervasive accounting estimates used and areas most sensitive to material changes from external factors. The critical accounting estimates that we believe affect our more significant judgments and estimates used in the preparation of our Consolidated Financial Statements presented in this report are described in Part II, Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in the Notes to the Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year ended August 31, 2024. There have been no significant changes in our critical accounting estimates since the year ended August 31, 2024.
Recent Accounting Pronouncements
See Note 2, “Recent Accounting Pronouncements” to our Consolidated Financial Statements included in this Quarterly Report on Form 10-Q for more information on recently implemented and issued accounting standards.
33
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Foreign Currency Exchange Risk
We have determined that all of our foreign subsidiaries operate primarily in local currencies that represent the functional currencies of such subsidiaries. All assets and liabilities of our foreign subsidiaries are translated into U.S. dollars using the exchange rate prevailing at the balance sheet date. The effects of exchange rate fluctuations on the translation of assets and liabilities are recorded as a component of shareholders’ equity. Revenues and expenses are translated at the average exchange rates in effect during each month of the fiscal year. As such, our financial condition and operating results are affected by fluctuations in the value of the U.S. dollar as compared to currencies in foreign countries. Revenues denominated in currencies other than the U.S. dollar represented approximately 7.1% and 7.0%, respectively, of total consolidated revenues for the thirteen and thirty-nine weeks ended May 31, 2025. Total assets denominated in currencies other than the U.S. dollar represented approximately 6.9% and 6.8% of our total consolidated assets as of May 31, 2025 and August 31, 2024, respectively. If exchange rates had increased or decreased by 10% from the actual rates in effect during the thirteen and thirty-nine weeks ended May 31, 2025, our revenues would have increased or decreased by $4.2 million and $12.7 million, respectively, and total assets as of May 31, 2025 would have increased or decreased by approximately $19.0 million.
In August 2021, we entered into twenty forward contracts to exchange CAD for U.S. dollars at fixed exchange rates in order to manage our exposure related to certain forecasted CAD denominated sales of one of our subsidiaries. The hedged transactions are specified as the first amount of CAD denominated revenues invoiced by one of our domestic subsidiaries each fiscal quarter, beginning in the first fiscal quarter of 2022 and continuing through the fourth fiscal quarter of 2026. In total, we will sell approximately 14.1 million CAD at an average Canadian-dollar exchange rate of 0.7861 over these quarterly periods. We concluded that the forward contracts met the criteria to qualify as a cash flow hedge under U.S. GAAP.
As of May 31, 2025, we had forward contracts with a notional value of approximately 2.3 million CAD outstanding and recorded the fair value of the contracts of $0.1 million in prepaid expenses and other current assets with a corresponding gain of $0.1 million in accumulated other comprehensive loss, which was recorded net of tax. During the thirteen and thirty-nine weeks ended May 31, 2025, we reclassified a nominal amount and $0.1 million, respectively, from accumulated other comprehensive loss to revenue related to the derivative financial instruments. The gain on these forward contracts that resulted in a decrease to accumulated other comprehensive loss as of May 31, 2025 is expected to be reclassified to revenues prior to their maturity on August 29, 2026.
Other than the forward contracts, discussed above, we do not operate a hedging program to mitigate the effect of a significant change in the value of the functional currencies of our foreign subsidiaries, which include the Canadian dollar, euro, British pound, Mexican peso and Nicaraguan cordoba, as compared to the U.S. dollar. Any losses or gains resulting from unhedged foreign currency transactions, including exchange rate fluctuations on intercompany accounts are reported as transaction losses (gains) in our other income, net. The intercompany payables and receivables are denominated in Canadian dollars, euros, British pounds, Mexican pesos and Nicaraguan cordobas. During the thirteen weeks ended May 31, 2025, transaction gains included in other (income) expense, net were approximately $0.1 million. During the thirty-nine weeks ended May 31, 2025, transaction losses included in other (income) expense, net were approximately $0.3 million. If exchange rates had increased or decreased by 10% during the thirteen and thirty-nine weeks ended May 31, 2025, we would have recognized exchange gains or losses of approximately $0.1 million for both periods.
Interest Rate Sensitivity
We are exposed to market risk from changes in interest rates, which may adversely affect our financial position, results of operations and cash flows. In seeking to minimize the risks from interest rate fluctuations, we manage exposures through our operating and financing activities. We are exposed to interest rate risk primarily through borrowings under our Credit Agreement. Under the Credit Agreement, we borrow funds at variable interest rates based on, at our election, the SOFR rate or a base rate, plus in each case a spread based on our consolidated funded debt ratio. To the extent we have borrowings outstanding under the Credit Agreement, changes in interest rates result in changes in our interest expense.
Please see Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended August 31, 2024 for an additional discussion of risks and potential risks on our business, financial performance and the market price of our Common Stock.
34
ITEM 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
As required by Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), we carried out an evaluation under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of the period covered by this report. Based upon their evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, solely as a result of the material weaknesses previously identified by management and described in our Annual Report on Form 10-K for the year ended August 31, 2024, our disclosure controls and procedures were not effective to ensure that material information relating to the Company required to be disclosed by the Company in reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms and to ensure that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. In designing and evaluating our disclosure controls and procedures, our management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurances of achieving the desired control objectives, and management necessarily was required to apply our judgment in designing and evaluating the controls and procedures. We continue to review our disclosure controls and procedures, and our internal control over financial reporting, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that our systems evolve with our business.
Changes in Internal Control over Financial Reporting
Other than the remediation measures with respect to the material weaknesses described below, there were no changes in our internal control over financial reporting during the third quarter of fiscal 2025 that have materially affected, or that are reasonably likely to materially affect, our internal control over financial reporting.
Previously Identified Material Weakness
As described in Part II, Item 9A of our Annual Report on Form 10-K for fiscal 2024, we previously identified material weaknesses that include design and operating deficiencies in the manage change and manage access processes impacting all financially relevant business processes. Consequently, our automated and manual business process controls that rely upon information from our IT systems were also deemed ineffective because they could have been adversely impacted.
Remediation
Our management is committed to maintaining a strong internal control environment. In response to the material weaknesses described above, management is continuing to take actions to remediate the material weaknesses in internal control over financial reporting.
The intended remediation actions include: (i) reassessing and redesigning our manage change and manage access processes and controls, (ii) enhanced oversight and involvement from our Business Processes, Risk and Controls group, which we created in the second quarter of fiscal 2024, (iii) strengthening our internal policies related to IT general controls (“ITGCs”), (iv) enhanced training and awareness programs addressing ITGCs and policies, including further education of control owners regarding the principles and requirements of each control, (v) implementing an Identity and Access Management (IAM) system, which will provide enhanced control over the provisioning of user access management, and (vi) the hiring of our new Chief Information and Technology Officer, which occurred during the first quarter of fiscal 2025, who is overseeing and informing the remediation actions.
We are currently progressing these actions and believe that when fully implemented will remediate the material weaknesses, however, as we continue to evaluate and improve the applicable controls, management may determine that additional remediation measures are required. The material weaknesses will not be considered remediated until applicable controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively. Management is committed to successfully remediating the material weaknesses as promptly as possible.
Our Chief Executive Officer and Chief Financial Officer have certified in certifications furnished with this Quarterly Report on Form 10-Q that, to the best of their knowledge, the information contained in this Quarterly Report on Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company as of, and for, the periods presented in this Quarterly Report on Form 10-Q.
35
PART II – OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
We are involved with environmental investigation, monitoring and remediation activities at certain sites. In addition, from time to time, we are subject to legal proceedings and claims arising from the current conduct of our business operations, including but not limited to, personal injury, customer contract, employment claims and environmental and tax matters as described. We maintain insurance coverage providing indemnification against many of such claims, and we do not expect, although there can be no assurance, that we will sustain any material loss as a result thereof. Refer to Note 12, “Commitments and Contingencies,” to the Consolidated Financial Statements, as well as Part II, Item 1A. “Risk Factors” below and in our Annual Report on Form 10-K, for further discussion.
ITEM 1A. RISK FACTORS
In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1A. “Risk Factors” in our Annual Report on Form 10-K for the year ended August 31, 2024, which could materially affect our business, financial condition, and future results. The risks described in our Annual Report on Form 10-K are not the only risks that we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition, and operating results. Except to the extent previously updated or below or to the extent additional factual information disclosed elsewhere in this Quarterly Report on Form 10-Q relates to such risk factors (including, without limitation, the matters discussed in Part I, Item 2 – “Management’s Discussion and Analysis of Financial Condition and Results of Operations”), there have been no material changes to the risk factors set forth in our Annual Report on Form 10-K for the year ended August 31, 2024.
U.S. and foreign trade policies, including the assessment of tariffs and other impositions on imported goods, may have a material adverse impact on our business.
The U.S. and certain foreign countries have recently announced new or increased tariffs on imported goods, and additional tariffs or increases in tariffs could be assessed in the future. If any such tariffs were to increase our cost of obtaining raw materials or products from suppliers and we were unable to mitigate the impacts of any such increased costs, it could have a material adverse impact on our business and our results of operations.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
The following table provides information about repurchases of our equity securities during the thirteen weeks ended May 31, 2025:
Period |
|
(a) Total |
|
|
(b) Average |
|
|
(c) Total Number |
|
|
(d) Maximum |
|
||||
March 2, 2025 - March 29, 2025 |
|
|
— |
|
|
$ |
— |
|
|
|
— |
|
|
$ |
63,692,284 |
|
March 30, 2025 - April 26, 2025 |
|
|
24,000 |
|
|
$ |
173.65 |
|
|
|
24,000 |
|
|
$ |
95,831,933 |
|
April 27, 2025 - May 31, 2025 |
|
|
51,973 |
|
|
$ |
182.10 |
|
|
|
51,973 |
|
|
$ |
86,366,704 |
|
Total |
|
|
75,973 |
|
|
|
|
|
|
75,973 |
|
|
|
|
36
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not Applicable.
ITEM 5. OTHER INFORMATION
37
ITEM 6. EXHIBITS
|
|
|
31.1 |
|
Rule 13a-14(a)/15d-14(a) Certification of Steven S. Sintros (filed herewith). |
|
|
|
31.2 |
|
Rule 13a-14(a)/15d-14(a) Certification of Shane O’Connor (filed herewith). |
|
|
|
32.1 |
|
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith). |
|
|
|
32.2 |
|
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith). |
|
|
|
101 |
|
The following financial information from UniFirst Corporation Quarterly Report on Form 10-Q for the quarter ended May 31, 2025 formatted in Inline XBRL (Extensible Business Reporting Language) includes: (i) the Consolidated Statements of Income, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows, and (vi) Notes to the Consolidated Financial Statements. |
|
|
|
104 |
|
Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101) (filed herewith). |
38
SIGNATURES
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.
|
|
UniFirst Corporation |
|
|
|
July 9, 2025 |
By: |
/s/ Steven S. Sintros |
|
|
Steven S. Sintros |
|
|
President and Chief Executive Officer |
|
|
|
July 9, 2025 |
By: |
/s/ Shane O’Connor |
|
|
Shane O’Connor |
|
|
Executive Vice President and Chief Financial Officer |
38