SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
December 22, 2003
UNIFIRST CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Massachusetts 1-8504 04-2103460
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
68 Jonspin Road, Wilmington, Massachusetts 01887
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (978) 658-8888
On September 2, 2003, UniFirst Corporation ("the Company" or "UniFirst") filed a
Current Report on Form 8-K announcing the completion of its acquisition of the
business and assets of Textilease Corporation ("Textilease"). This amendment to
the Form 8-K includes the Financial Statements of the Business Acquired, as well
as applicable Proforma Financial Information.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Business Acquired.
The following financial statements of Textilease are being filed with this
report as Exhibit 99.2 attached hereto:
TEXTILEASE AUDITED CONSOLIDATED FINANCIAL STATEMENTS (RESTATED) AS OF DECEMBER
31, 2002 AND FOR THE YEAR ENDED DECEMBER 31, 2002
Report of Independent Public Accountants
Consolidated Balance Sheet
Consolidated Statement of Income
Consolidated Statement of Changes in Stockholder's Equity
Consolidated Statement of Cash Flows
Notes to Consolidated Financial Statements
TEXTILEASE UNAUDITED FINANCIAL STATEMENTS AS OF JUNE 30, 2003 AND DECEMBER 31,
2002 (RESTATED) AND FOR THE SIX MONTHS ENDED JUNE 30, 2003 AND THE SIX MONTHS
ENDED JUNE 30, 2002
Consolidated Balance Sheets
Consolidated Statements of Income
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
(b) Proforma Financial Information
The following unaudited pro forma combined condensed financial information
of UniFirst and Textilease are being filed with this report as Exhibit 99.3
attached hereto:
Unaudited Pro Forma Combined Condensed Financial Information
Unaudited Pro Forma Combined Condensed Statement of Income--Nine Months Ended
May 31, 2003
Unaudited Pro Forma Combined Condensed Statement of Income--Year Ended
August 31, 2002
Unaudited Pro Forma Combined Condensed Balance Sheet--May 31, 2003
Notes to Unaudited Pro Forma Combined Condensed Financial Statements
(c) Exhibits
* Previously filed
Exhibit Number Description
2.1 Stock Purchase Agreement, dated as of July 17, 2003, by
and among the Registrant and the stockholders of
Textilease signatory thereto (the Registrant agrees to
furnish supplementally to the Commission a copy of any
omitted schedule or exhibit to this agreement upon request
by the Commission).*
23.1 Consent of PricewaterhouseCoopers LLP
99.1 Press release of the Registrant dated September 2, 2003*
99.2 Financial Statements of Textilease Corporation
99.3 Pro forma combined condensed financial information
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
UNIFIRST CORPORATION
Date: December 22, 2003 By: /s/ Ronald D. Croatti
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Name: Ronald D. Croatti
Title: President and Chief Executive
Officer
By: /s/ John B. Bartlett
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Name: John B. Bartlett
Title: Senior Vice President
EXHIBIT INDEX
* Previously filed
Exhibit Number Description
2.1 Stock Purchase Agreement, dated as of July 17, 2003, by
and among the Registrant and the stockholders of
Textilease signatory thereto (the Registrant agrees to
furnish supplementally to the Commission a copy of any
omitted schedule or exhibit to this agreement upon request
by the Commission).*
23.1 Consent of PricewaterhouseCoopers LLP
99.1 Press release of the Registrant dated September 2, 2003*
99.2 Financial Statements of Textilease Corporation
99.3 Pro forma combined condensed financial information