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): October 24, 2018

ROLLINS, INC.

(Exact name of registrant as specified in its charter)

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

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

(Address of principal executive offices) (Zip code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

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

Emerging Growth Company    o

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

Item 2.02.  Results of Operations and Financial Condition.

On October 24, 2018, the Company issued a press release announcing its unaudited financial results for the third quarter and nine months ended September 30, 2018. The Company hereby incorporates by reference herein the information set forth in its Press Release dated October 24, 2018, a copy of which is attached hereto as Exhibit 99.1. Except as otherwise provided in the press release, the press release speaks only as of the date of such press release and such press release shall not create any implication that the affairs of the Company have continued unchanged since such date.

Except for the historical information contained in this report, the statements made by the Company are forward-looking statements that involve risks and uncertainties. All such statements are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. The Company’s future performance could differ significantly from the expectations of management and from results expressed or implied in the Press Release. See the risk factors contained in the Press Release for a discussion of certain risks and uncertainties that may impact such forward-looking statements. For further information on other risk factors, please refer to the “Risk Factors” contained in the Company’s Form 10-K for the year ended December 31, 2017 filed with the Securities and Exchange Commission. The Company disclaims any obligation or duty to update or modify these forward-looking statements.

Item 9.01. Financial Statements and Exhibits

Exhibit No.	Description
99.1	Press Release Dated October 24, 2018

SIGNATURES

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

ROLLINS, INC.

Date:  October 24, 2018	By:	/s/ Paul Edward Northen
	Name:	Paul Edward Northen
	Title:	Sr. Vice President, Chief Financial Officer and Treasurer
		(Principal Financial and Accounting Officer)

EX-99.1

Exhibit 99.1

For Further Information Contact

Eddie Northen (404) 888-2242

FOR IMMEDIATE RELEASE

ROLLINS, INC. REPORTS THIRD QUARTER AND NINE MONTHS 2018 FINANCIAL RESULTS

Company posts 50^th consecutive quarter of improved revenues and earnings

ATLANTA, GEORGIA, October 24, 2018: Rollins, Inc. (NYSE:ROL), a premier global consumer and commercial services company, reported unaudited financial results for its third quarter and nine months ended September 30, 2018.

The Company recorded third quarter revenues of $487.7 million, an increase of 8.3% over the prior year’s third quarter revenue of $450.4 million. Rollins’ net income increased 29.6% to $66.6 million or $0.31 per diluted share for the third quarter ended September 30, 2018, compared to $51.4 million or $0.24 per diluted share for the same period in 2017.

Rollins’ revenues rose 9.3% for the first nine months of 2018 to $1.377 billion compared to $1.259 billion for the prior year. Net income for the first nine months of 2018 was $180.7 million or $0.83 per diluted share, an increase of 24.3%, or $0.16 per diluted share compared to $145.4 million or $0.67 per diluted share for the same period last year.

Gary W. Rollins, Vice Chairman and Chief Executive Officer of Rollins, Inc. stated, “We are pleased to have completed our 50^th consecutive quarter of improved revenue and earnings. The weather in some of the eastern U.S. was very challenging; however, our people took extreme measures to provide services to most of those customers impacted. We are so proud of our team and their willingness to go the extra mile.

On August 10, we celebrated our company's 50^th year on the New York Stock Exchange. This was an especially historic occasion since our Chairman, R. Randall Rollins, and Lead Director, Henry B. Tippie were on hand at the initial listing, and for this anniversary. I want to thank them, our employees and shareholders for their support and contribution to our success during those past 50 years.”

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

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS

This release contains statements that constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. The actual results of the Company could differ materially from those indicated by the forward-looking statements because of various risks and uncertainties, including without limitation, economic and competitive conditions which may adversely affect the Company’s business; the degree of success of the Company’s pest and termite process, and pest control selling and treatment methods; the Company’s ability to identify and integrate potential acquisitions; climate and weather trends; competitive factors and pricing practices; the Company’s ability to attract and retain skilled workers, and potential increases in labor costs; uncertainties of litigation; and changes in various government laws and regulations, including environmental regulations. All of the foregoing risks and uncertainties are beyond the ability of the Company to control, and in many cases the Company cannot predict the risks and uncertainties that could cause its actual results to differ materially from those indicated by the forward-looking statements. A more detailed discussion of potential risks facing the Company can be found in the Company’s Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2017.

ROL-Fin

ROLLINS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(in thousands)

At September 30, (unaudited)	2018		2017
ASSETS
Cash and cash equivalents	$	118,652	$	113,396
Trade accounts receivables, net		122,375		110,325
Financed receivables, net		20,384		17,208
Materials and supplies		16,093		15,380
Other current assets		25,576		26,617
Total Current Assets		303,080		282,926
Equipment and property, net		136,857		132,865
Goodwill		365,480		372,924
Customer contracts		185,477		141,385
Trademarks & Tradenames		53,850		35,196
Other intangible assets, net		11,587		10,777
Financed receivables, long-term, net		26,882		18,995
Deferred income taxes, net		5,863		32,491
Prepaid pension		19,522		—
Other assets		20,975		18,968
Total Assets	$	1,129,573	$	1,046,527
LIABILITIES
Accounts payable	$	29,991	$	36,195
Accrued insurance, current		27,722		27,830
Accrued compensation and related liabilities		73,829		75,087
Unearned revenue		123,916		118,950
Other current liabilities		53,923		50,724
Total Current Liabilities		309,381		308,786
Accrued insurance, less current portion		33,883		34,014
Accrued pension		58		1,759
Long-term accrued liabilities		51,493		51,529
Total Liabilities		394,815		396,088
STOCKHOLDERS’ EQUITY
Common stock		218,212		217,975
Retained earnings and other equity		516,546		432,464
Total stockholders’ equity		734,758		650,439
Total Liabilities and Stockholders’ Equity	$	1,129,573	$	1,046,527

ROLLINS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in thousands except per share data)

(unaudited)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2018			2017			2018			2017
REVENUES
Customer services	$	487,739		$	450,442		$	1,376,942		$	1,259,244
COSTS AND EXPENSES
Cost of services provided		236,287			218,781			673,202			612,424
Depreciation and amortization		16,867			14,313			50,149			41,630
Sales, general and administrative		145,072			134,932			414,938			379,753
Gain on sale of assets, net		(314	)		(66	)		(678	)		(179	)
Interest expense / (income), net		(63	)		(79	)		70			(342	)
		397,849			367,881			1,137,681			1,033,286
INCOME BEFORE INCOME TAXES		89,890			82,561			239,261			225,958
PROVISION FOR INCOME TAXES		23,262			31,131			58,566			80,569
NET INCOME	$	66,628		$	51,430		$	180,695		$	145,389
NET INCOME PER SHARE - BASIC AND DILUTED	$	0.31		$	0.24		$	0.83		$	0.67
Weighted average shares outstanding - basic and diluted		218,214			217,988			218,188			217,987

(( CONFERENCE CALL ANNOUNCEMENT ((

Rollins, Inc.

(NYSE: ROL)

Management will hold a conference call to discuss

Third Quarter 2018 results on

Wednesday, October 24, 2018 at:

10:00 a.m. Eastern

9:00 a.m. Central

8:00 a.m. Mountain

7:00 a.m. Pacific

TO PARTICIPATE:

Please dial 855-719-5012 domestic;

334-323-0522 international
at least 5 minutes before start time.

REPLAY: available through October 31, 2018

Please dial 888-203-1112/719-457-0820, Passcode 2143746

THIS CALL CAN ALSO BE ACCESSED THROUGH THE INTERNET AT

www.viavid.com

Questions?

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

Or email to salphonso@mww.com