8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 13, 2015

G&K Services, Inc.

(Exact name of registrant as specified in its charter)

Minnesota	0-4063	41-0449530
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

5995 Opus Parkway, Minnetonka Minnesota	55343
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (952) 912-5500

NOT APPLICABLE

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

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

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

Item 2.02 Results of Operations and Financial Condition

On August 13, 2015, G&K Services, Inc. issued a press release announcing its financial results for the fourth quarter of its fiscal year 2015, ended June 27, 2015. A copy of the press release is furnished as Exhibit 99.1 to this report. The press release contains non-GAAP financial measures which are rental organic growth rate and certain non-GAAP operating results which are reconciled to GAAP operating results. The organic growth rate is calculated using revenue, adjusted for foreign currency exchange rate differences, acquisitions, and divestitures. Management believes that organic growth is useful in analyzing the company’s overall financial condition and the results of its operations. Management believes that certain non-GAAP operating results, which exclude certain non-recurring items, provide a more meaningful measure on which to compare the company’s overall results of operations between periods.

The information in this Item 2.02 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.

Item 7.01 Regulation FD Disclosure

On August 13, 2015, the Board of Directors of G&K Services, Inc. approved a repurchase of up to $128.6 million of the company’s common stock, which is inclusive of the company's currently authorized share repurchase program. Today, G&K Services issued a press release announcing this repurchase program, a copy of which is furnished as Exhibit 99.2 hereto.

G&K Services plans to repurchase shares from time to time in open market, privately negotiated or other transactions in accordance with applicable federal securities laws.  The timing and the amount of the repurchases will be determined by the company’s management based on its evaluation of market conditions, share price and other factors.

The information in this Item 7.01 and Exhibit 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.

Item 9.01	Financial Statements and Exhibits
	(c)	Exhibits.
		99.1   Earnings Press Release dated August 13, 2015 (furnished)
		99.2   Press Release dated August 13, 2015 (furnished)

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SIGNATURE

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

		G&K SERVICES, INC.
		(Registrant)
Date:	August 13, 2015	By:	/s/ Tracy C. Jokinen
		Name:	Tracy C. Jokinen
		Title:	Chief Financial Officer

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EXHIBIT INDEX

Exhibit No. Description

99.1            Earnings Press Release dated August 13, 2015

99.2            Press Release dated August 13, 2015

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EX-99.1

Exhibit 99.1

G&K SERVICES REPORTS FISCAL 2015 FOURTH QUARTER RESULTS

Fourth Quarter Adjusted Earnings Increase 9 Percent to $0.83 Per Diluted Share

Full-Year Organic Revenue Growth Reaches 5.6 Percent

Full-Year Adjusted Earnings Grow 13 Percent to Record $3.28 Per Diluted Share

G&K Introduces New Financial Goals

MINNEAPOLIS, MN, August 13, 2015 - G&K Services, Inc. (NASDAQ: GK) today reported operating results for the fourth quarter of its fiscal year 2015, which ended on June 27, 2015. Fourth quarter revenue grew 3.0 percent to $236.6 million, up from $229.7 million in last year’s fourth quarter. Adjusted earnings increased 9 percent to $0.83 per diluted share, compared to $0.76 per diluted share in the prior year period. Adjusted earnings excluded a $0.12 per share charge due to an increase in the company’s environmental reserves in the current quarter and a $0.02 per share benefit from a change in merchandise amortization lives in the prior year quarter. Including these items, the company reported earnings of $0.71 per diluted share in the current quarter and $0.78 per diluted share in the prior year quarter (see reconciliation table for details).

For the full fiscal year revenue was $937.6 million, a 4.1 percent increase from the prior year. Full year adjusted earnings grew to a company record $3.28 per diluted share. Full year adjusted results excluded net charges of $0.33 per share. Including these charges, full year earnings were $2.95 per diluted share (see reconciliation table).

“Our team delivered another terrific set of results in fiscal 2015, continuing our record of consistent, strong financial performance,” said Douglas A. Milroy, Chairman and Chief Executive Officer. “During the year we improved organic revenue growth and significantly expanded operating margins, leading to our third consecutive year of record earnings per share. As we enter fiscal 2016, I’m as confident as ever in our Game Plan and our team’s ability to deliver.”

Income Statement Review

The fourth quarter organic growth rate, which adjusts for the impact of currency exchange, acquisitions and divestitures, was 5.0 percent. Full year organic revenue growth was 5.6 percent. This strong organic growth was partially offset by the negative impact of a lower exchange rate for the Canadian dollar, which reduced total revenue growth by 2.0 percent in the fourth quarter and 1.5 percent for the full year.

Adjusted operating margin expanded to 11.9 percent, a 60 basis point increase compared to last year’s fourth quarter. The higher adjusted operating margin was primarily driven by lower energy costs, operating leverage from revenue growth, and productivity gains in rental operations, partially offset by increased rental merchandise expense and higher health insurance costs. Adjusted operating margin excluded the previously mentioned charges related to environmental reserves in the current quarter and the prior year benefit from the change in estimated merchandise amortization lives. Including these items, operating margin was 10.2 percent in the current quarter and 11.7 percent in the prior year period (see reconciliation table). For the full year, adjusted operating margin improved to 11.9 percent, compared to 11.1 percent in fiscal 2014.

The increase to the company’s environmental reserves was primarily due to additional costs the company expects to incur for environmental remediation at four locations. At three of these sites G&K determined that the party that was contractually obligated to conduct the remediation would no longer be able to meet its obligations because of its financial condition.

Interest expense in the quarter increased slightly to $1.7 million, compared to $1.6 million in the prior-year quarter. The effective tax rate was 37.1 percent, compared to 37.5 percent in the fourth quarter last year and the diluted share count was 20.1 million, unchanged from last year’s fourth quarter.

Balance Sheet and Cash Flow

The company ended the fiscal year with total debt, net of cash, of $227.5 million and a ratio of debt to total capital of 38.2 percent. On a three month annualized basis, return on invested capital (ROIC) increased 50 basis points to 11.1 percent, compared to 10.6 percent in the fourth quarter last year.

Cash provided by operating activities for the fiscal year increased to $94.2 million, compared to $74.6 million in the prior year, primarily due to higher net income and improved working capital management. These improvements in operating cash flow were partially offset by a settlement payment the company made to a multi-employer pension plan during the fourth quarter. Capital expenditures during the fiscal year were $55.8 million, compared to $32.8 million in the prior year, as the company increased investments in capacity expansion and information technology.

During the fiscal year G&K returned $42.1 million of cash to shareholders through dividend payments and share repurchases. In a separate press release issued this morning, the company announced a 19 percent increase in its regular quarterly dividend, to $0.37 per share. The company also announced an increase to its share repurchase authorization.

Outlook

The company expects to drive continued performance gains in fiscal year 2016, with revenue in the range of $975 million to $1 billion and diluted earnings per share between $3.50 and $3.70. This guidance for fiscal 2016 includes one extra week of operations compared to fiscal 2015 due to the timing of our fiscal calendar. This extra week of operations is expected to add approximately 2 percent to both revenue and earnings. In addition, this guidance assumes a continued negative impact from foreign currency exchange, which is expected to reduce both revenue and earnings by 1.5 to 2.0 percent compared to fiscal 2015.

New Financial Goals

Mr. Milroy continued, “Over the past two years, we’ve made terrific progress on our 12+ Plan, which again demonstrates the strength of our team and our business model. Even with this success, we see significant opportunities to further improve our financial performance. So we’re introducing a new set of financial goals, our 15/5 Goals, to better frame our vision for G&K.

“With the 15/5 Goals, our primary focus remains improving profitability and returns, setting the goal to achieve 15 percent operating margin and 15 percent ROIC. We’ve also set a goal of 5 percent or greater average revenue growth, consistent with the shift to growth we began two years ago. Achieving these goals will continue to generate strong returns for our shareholders.”

Conference Call Information

The company will host a conference call today at 10:00 a.m. Central Time to discuss its financial results and outlook. The call will be webcast and is available in the Investor Relations section of the company’s website at investors.gkservices.com. A replay of the call will be available on the company’s website through September 11, 2015.

Safe Harbor for Forward-Looking Statements

Statements made in this press release concerning the company’s intentions, expectations or predictions about future results or events are “forward-looking statements” within the meaning of The Private Securities Litigation Reform Act of 1995. These statements reflect the company’s current expectations or beliefs, and are subject to risks and uncertainties that could cause actual results or events to vary from stated expectations, which could be material and adverse. You are cautioned not to place undue reliance on these statements, and the company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Information concerning potential factors that could affect future financial results is included in the company’s Annual Report on Form 10-K for the fiscal year ended June 28, 2014 and any subsequent filings with the U.S. Securities and Exchange Commission.

About G&K Services, Inc.

G&K Services, Inc. is a service-focused market leader of branded uniform and facility services programs in the United States, and is the largest such provider in Canada. Headquartered in Minneapolis, Minnesota, G&K Services has 7,800 employees serving approximately 170,000 customer locations from 165 facilities in North America. G&K Services is a publicly held company traded over the NASDAQ Global Select Market under the symbol GK and is a component of the Standard & Poor’s SmallCap 600 Index. For more information visit www.gkservices.com.

Reconciliation of GAAP to Non-GAAP Financial Measures

The company reports its consolidated financial results in accordance with generally accepted accounting principles (GAAP). To supplement these consolidated financial results, management believes that certain non-GAAP operating results provide a more meaningful measure on which to compare the company’s results of operations between periods. The company believes these non-GAAP results provide useful information to both management and investors by excluding certain amounts that impact comparability of the results. A reconciliation of operating income, net income and earnings per diluted share on a GAAP basis to adjusted earnings per diluted share on a non-GAAP basis is presented in the table below:

All results reported in the tables below are only from our continuing operations
	Three Months Ended								Three Months Ended
	June 27, 2015								June 28, 2014
(U.S. Dollars, in thousands, except per share data)	Revenue		Operating Income		Net Income		Earnings Per Share		Revenue		Operating Income			Net Income			Earnings Per Share
As Reported	$	236,577	$	24,139	$	14,120	$	0.71	$	229,681	$	26,776		$	15,721		$	0.78
Add: Environmental Reserves (3)	—		3,904		2,446		0.12		—		—			—			—
Less: Change in merchandise amortization lives (2)	—		—		—		—		—		(790		)	(499		)	(0.02		)
As Adjusted	$	236,577	$	28,043	$	16,566	$	0.83	$	229,681	$	25,986		$	15,222		$	0.76
	Twelve Months Ended								Twelve Months Ended
	June 27, 2015								June 28, 2014
(U.S. Dollars, in thousands, except per share data)	Revenue		Operating Income		Net Income		Earnings Per Share		Revenue		Operating Income			Net Income			Earnings Per Share
As Reported	937,642		101,214		$	59,870	$	2.95	$	900,869	$	96,115		$	56,065		$	2.78
Add: Impact of pension withdrawal and associated expenses (1)	—		6,500		4,069		0.21		—		9,854			6,151			0.31
Add: Environmental Reserves (3)	—		3,904		2,446		0.12		—		—			—			—
Less: Change in merchandise amortization lives (2)	—		—		—		—		—		(6,136		)	(3,867		)	(0.19		)
As Adjusted	$	937,642	$	111,618	$	66,385	$	3.28	$	900,869	$	99,833		$	58,349		$	2.90

(1) In the first quarter of 2014, we increased our estimated liability associated with the withdrawal from the Central States Southeast and Southwest Areas Pension Fund, by $1,687. In the third quarter of fiscal 2014, we recorded $8,167 of expense related to the withdrawal from several other MEPPs. In the third quarter of fiscal 2015, we increased our estimated liability associated with the withdrawal from certain MEPPs, by $6,500.

(2) In the fourth quarter of fiscal 2013, we modified the estimated useful lives of certain merchandise in service inventory assets to better reflect the estimated periods in which the assets will remain in-service. This benefit was recorded in the cost of rental and direct sale line item. The pretax benefit was $2,273 in the first quarter of fiscal 2014, $1,803 in the second quarter of fiscal 2014, $1,270 in the third quarter of fiscal 2014, and $790 in the fourth quarter of fiscal 2014.

'(3) In the fourth quarter of fiscal 2015, we increased our estimated reserves for environmental related items by $3,904.

These non-GAAP measures are not in accordance with, or an alternative for measures prepared in accordance with, GAAP and may be different from non-GAAP measures used by other companies. Investors should consider non-GAAP measures in addition to, and not as a substitute for, or superior to, financial performance measures prepared in accordance with GAAP.

Return on Invested Capital

Return on invested capital (ROIC) is a non-GAAP financial measure and may not be defined and calculated by other companies in the same manner. The company uses ROIC as a measure of the effectiveness of its use of capital.

The company defines ROIC as adjusted net operating income from continuing operations after tax, divided by the sum of total debt less cash, plus stockholders’ equity. The company assumes an average effective income tax rate of 38.5 percent.

The following table provides a calculation of ROIC on a 3-month annualized basis, for the periods ending June 27, 2015 and June 28, 2014.

	For the Three Months Ended
	June 27,			June 28,
(U.S. Dollars, in thousands)	2015			2014
Numerator:
Income from continuing operations as reported	24,139			$	26,776
Add: Environmental Reserves	3,904			—
Less: Change in merchandise amortization lives	—			(790		)
Adjusted income from continuing operations	28,043			25,986
Income taxes at 38.5 percent	10,797			10,005
Adjusted income after tax from continuing operations	17,246			15,981
Annualized adjusted income after tax from continuing operations	$	68,984		$	63,924
Denominator:
Current maturities of long-term debt	$	169		792
Long-term debt	243,600			266,230
Total stockholders' equity	394,350			374,044
Less: cash and cash equivalents	(16,235		)	(37,118		)
Total capital	$	621,884		$	603,948
Return on invested capital	11.1		%	10.6		%

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
G&K Services, Inc. and Subsidiaries
(Unaudited)
	For the Three Months Ended					For the Twelve Months Ended
(U.S. Dollars, in thousands, except per share data)	June 27, 2015		June 28, 2014			June 27, 2015			June 28, 2014
Rental and direct sale revenue	$	236,577	$	229,681		$	937,642		$	900,869
OPERATING EXPENSES
Cost of rental and direct sale revenue	158,117		151,845			621,135			594,954
Pension withdrawal and associated expenses	—		—			6,500			9,854
Selling and administrative	54,321		51,060			208,793			199,946
Total operating expenses	212,438		202,905			836,428			804,754
INCOME FROM CONTINUING OPERATIONS	24,139		26,776			101,214			96,115
Interest expense	1,675		1,613			7,138			6,320
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	22,464		25,163			94,076			89,795
Provision for income taxes	8,344		9,442			34,206			33,730
NET INCOME FROM CONTINUING OPERATIONS	14,120		15,721			59,870			56,065
Net loss from discontinued operations	—		—			—			(8,393		)
NET INCOME	$	14,120	$	15,721		$	59,870		$	47,672
EARNINGS (LOSS) PER COMMON SHARE
BASIC
From continuing operations	$	0.72	$	0.80		$	3.01		$	2.83
From discontinued operations	—		—			—			(0.43		)
BASIC EARNINGS PER COMMON SHARE	$	0.72	$	0.80		$	3.01		$	2.41
DILUTED
From continuing operations	$	0.71	$	0.78		$	2.95		$	2.78
From discontinued operations	—		—			—			(0.42		)
DILUTED EARNINGS PER COMMON SHARE	$	0.71	$	0.78		$	2.95		$	2.36
Earnings available to common stockholders:
Net income from continuing operations	$	14,120	$	15,721		$	59,870		$	56,065
Less: Income allocable to participating securities	59		(50		)	(713		)	(610		)
Net income from continuing operations available to common stockholders	$	14,179	$	15,671		$	59,157		$	55,455
Weighted average number of shares outstanding, basic	19,746		19,638			19,676			19,568
Weighted average number of shares outstanding, diluted	20,077		19,994			20,047			19,941
Dividends Declared per Share	$	0.31	$	6.27		$	1.24		$	7.08

CONDENSED CONSOLIDATED BALANCE SHEETS
G&K Services, Inc. and Subsidiaries
(Unaudited)
(U.S. Dollars, in thousands)	June 27, 2015		June 28, 2014
ASSETS
Current Assets
Cash and cash equivalents	$	16,235	$	37,118
Accounts receivable, net	100,402		100,193
Inventory	36,258		38,423
Merchandise in service	133,942		124,111
Other current assets	30,383		27,250
Total current assets	317,220		327,095
Property, plant and equipment, net	222,056		201,382
Goodwill	325,183		333,214
Other assets	64,406		61,828
Total assets	$	928,865	$	923,519
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable	$	51,616	$	44,600
Accrued expenses and other current liabilities	71,739		72,640
Deferred income taxes	31,097		26,306
Current maturities of long-term debt	169		792
Total current liabilities	154,621		144,338
Long-Term debt, net of current maturities	243,600		266,230
Deferred income taxes	28,851		17,214
Other noncurrent liabilities	107,443		121,693
Stockholders' Equity	394,350		374,044
Total liabilities and stockholders' equity	$	928,865	$	923,519

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
G&K Services, Inc. and Subsidiaries
(Unaudited)
	For the Twelve Months Ended
	June 27,			June 28,
(U.S. Dollars, in thousands)	2015			2014
Operating Activities:
Net income	$	59,870		$	47,672
Adjustments to reconcile net income to net cash provided by operating activities -
Depreciation and amortization	32,298			30,877
Loss on sale of businesses	—			12,837
Pension withdrawal and associated expenses	6,500			9,854
Deferred income taxes	18,638			21,972
Share-based compensation	6,219			6,318
Changes in operating items, exclusive of acquisitions and divestitures-
Accounts receivable	(2,908		)	(14,538		)
Inventory and merchandise in service	(9,429		)	(12,157		)
Accounts payable	7,201			935
Other current assets and liabilities	(3,352		)	(25,273		)
Multi-employer pension plan settlement payment	(24,799		)	—
Other	3,997			(3,861		)
Net cash provided by operating activities	94,235			74,636
Investing Activities:
Capital expenditures	(55,838		)	(32,776		)
Divestiture of businesses	—			6,641
Net cash used for investing activities	(55,838		)	(26,135		)
Financing Activities:
Repayments of long-term debt	(843		)	(18		)
Proceeds from revolving credit facilities, net	(22,362		)	91,000
Cash dividends paid	(24,544		)	(140,886		)
Proceeds from net issuance of common stock under stock option plans	6,283			8,748
Repurchase of common stock	(17,597		)	(11,672		)
Shares associated with tax withholdings under our equity incentive plans	(2,076		)	(1,435		)
Excess tax benefits from shared-based compensation	5,205			4,578
Net cash used for financing activities	(55,934		)	(49,685		)
Effect of Exchange Rates on Cash	(3,346		)	(288		)
Decrease in Cash and Cash Equivalents	(20,883		)	(1,472		)
Cash and Cash Equivalents:
Beginning of period	37,118			38,590
End of period	$	16,235		$	37,118
Supplemental Cash Flow Information:
Cash paid for-	6,647			5,645
Interest	11,539			20,945
Income taxes
Supplemental Non-cash Investing Information:
Capital expenditures included amounts in accounts payable	3,662			3,378

CONTACT:

G&K Services, Inc.

Jeff Huebschen, 952.912.5773

Director, Investor Relations

Jeff.Huebschen@gkservices.com

EX-99.2

Exhibit 99.2

G&K Services Announces 19 Percent Increase to Quarterly Dividend and Expanded Share Repurchase Authorization

G&K’s Tenth Consecutive Year with a Dividend Increase

MINNEAPOLIS, MN, August 13, 2015 - G&K Services, Inc. (NASDAQ: GK) announced today that its Board of Directors approved a 19 percent increase to its quarterly dividend and a $100 million expansion of its share repurchase authorization, reaffirming the company’s commitment to return cash to shareholders.

“G&K’s strong operating performance continues to generate significant cash flow,” said Douglas A. Milroy, Chairman and Chief Executive Officer. “That cash flow gives us the financial strength to continue to invest in our business, while also increasing the capital we return to shareholders.”

The company declared a 19 percent increase to the quarterly dividend, to $0.37 per share. The dividend will be payable on September 25, 2015 to shareholders of record at the close of business on September 10, 2015. This marks G&K’s tenth consecutive year with a dividend increase, during which time the company’s quarterly dividend has increased more than twentyfold, from $0.0175 per share to $0.37 per share.

With the increase announced today, remaining capacity under the company’s share repurchase authorization is approximately $130 million. The timing and volume of repurchases will be at the discretion of management and may be made on the open market or in privately negotiated transactions.

About G&K Services, Inc.

G&K Services, Inc. is a service-focused market leader of branded uniform and facility services programs in the United States, and is the largest such provider in Canada. Headquartered in Minneapolis, Minnesota, G&K Services has 7,800 employees serving approximately 170,000 customer locations from 165 facilities in North America. G&K Services is a publicly held company traded over the NASDAQ Global Select Market under the symbol GK and is a component of the Standard & Poor’s SmallCap 600 Index. For more information visit www.gkservices.com.

CONTACT:

G&K Services, Inc.

Jeff Huebschen, 952.912.5773

Director, Investor Relations

Jeff.Huebschen@gkservices.com