FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (Mark One) [X] Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 1996. 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 1-4422 ______________________________ ROLLINS, INC. Incorporated I.R.S. Employer in Identification Number Delaware 51-0068479 2170 Piedmont Road, N.E., Atlanta, Georgia 30324 Telephone Number -- (404) 888-2000 ______________________________ 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. Yes [X] No [ ] At June 30, 1996, there were 35,481,052 shares of Common Stock $1 Par Value, outstanding. ROLLINS, INC. AND SUBSIDIARIES INDEX Page No. Part I Financial Information Statements of Financial Position - June 30, 1996 and December 31, 1995 1 Statements of Income and Earnings Retained - Three months and six months ended June 30, 1996 and 1995 2 Statements of Cash Flows - Six months ended June 30, 1996 and 1995 3 Notes to Financial Statements 4 Management's Discussion and Analysis of Financial Condition and Results of Operations 5-8 Part IIOther Information 9 ROLLINS, INC. AND SUBSIDIARIES PART 1. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS STATEMENTS OF FINANCIAL POSITION (In thousands except share data) (Unaudited)
June 30, December 31, 1996 1995 ASSETS Cash and Short-Term Investments $ 30,272 $ 33,623 Marketable Securities 83,165 65,743 Trade Receivables, Net 90,826 88,542 Materials and Supplies 17,763 13,924 Deferred Income Taxes 2,489 7,447 Other Current Assets 9,551 13,486 Current Assets 234,066 222,765 Equipment and Property, Net 40,277 37,799 Intangible Assets 41,974 42,013 Other Assets 15,936 12,348 Total Assets $ 332,253 $ 314,925 LIABILITIES Capital Lease Obligation $ 1,561 $ 1,314 Accounts Payable 17,074 13,334 Accrued Insurance Expenses 14,245 14,314 Accrued Payroll 14,769 12,028 Unearned Revenue 16,688 14,695 Other Expenses 20,044 15,324 Current Liabilities 84,381 71,009 Capital Lease Obligation 6,628 7,422 Long-Term Accrued Liabilities 21,296 15,936 Deferred Income Taxes 6,119 6,240 Total Liabilities 118,424 100,607 Commitments and Contingencies STOCKHOLDERS' EQUITY Common Stock, par value $1 per share; authorized 99,500,000 shares; 41,029,814 shares issued in 1996; 41,431,814 shares issued in 1995 41,030 41,432 Earnings Retained 223,722 224,009 264,752 265,441 Less--Common Stock In Treasury, At Cost, 5,548,762 in 1996 ; 5,573,589 shares in 1995 50,923 51,123 Total Stockholders' Equity 213,829 214,318 Total Liabilities and Stockholders' Equity $ 332,253 $ 314,925 The accompanying notes are an integral part of these statements.
1 of 10 ROLLINS, INC. AND SUBSIDIARIES STATEMENTS OF INCOME AND EARNINGS RETAINED (In thousands except share data) (Unaudited)
Three Months Ended Six Months Ended June 30, June 30, 1996 1995 1996 1995 REVENUES Customer Services $ 177,847 $ 175,350 $ 320,349 $ 318,004 COSTS AND EXPENSES Cost of Services Provided 94,226 86,874 173,600 160,112 Depreciation and Amortization 1,949 1,895 3,770 3,734 Sales, General and Administrative Expenses 62,448 53,761 114,747 109,693 Interest Income (1,487) (1,216) (2,781) (2,162) 157,136 141,314 289,336 271,377 INCOME BEFORE INCOME TAXES 20,711 34,036 31,013 46,627 PROVISION (CREDIT) FOR INCOME TAXES Current 8,176 13,565 13,359 18,905 Deferred (306) (631) (1,574) (1,187) 7,870 12,934 11,785 17,718 NET INCOME 12,841 21,102 19,228 28,909 EARNINGS RETAINED Balance at Beginning of Period 225,082 206,954 224,009 203,582 Cash Dividends (5,183) (5,019) (10,385) (10,037) Common Stock Retired (8,762) 0 (8,762) 0 Other (256) 528 (368) 1,111 BALANCE AT END OF PERIOD $ 223,722 $ 223,565 $ 223,722 $ 223,565 EARNINGS PER SHARE $ 0.36 $ 0.59 $ 0.54 $ 0.81 WEIGHTED AVERAGE SHARES OUTSTANDING 35,691,862 35,850,498 35,782,506 35,844,128 The accompanying notes are an integral part of these statements.
2 of 10 ROLLINS, INC. AND SUBSIDIARIES STATEMENTS OF CASH FLOWS (In thousands) (Unaudited)
Six Months Ended June 30, 1996 1995 OPERATING ACTIVITIES Net Income $ 19,228 $ 28,909 Noncash Charges (Credits) to Earnings: Depreciation and Amortization 3,770 3,734 Deferred Income Taxes (1,574) (1,187) Other, Net 2,715 2,275 (Increase) Decrease in Assets: Trade Receivables (2,204) (4,341) Materials and Supplies (3,796) (2,565) Other Current Assets 8,863 (724) Other Non-Current Assets 104 (755) Increase (Decrease) in Liabilities: Accounts Payable and Accrued Expenses 11,062 9,862 Unearned Revenue 1,656 (498) Long-Term Accrued Liabilities 5,360 (2,788) Non-Current Deferred Income Taxes 1,109 701 Net Cash Provided by Operating Activities 46,293 32,623 INVESTING ACTIVITIES Purchases of Equipment and Property (6,364) (5,167) Net Cash Used for Acquisition of Companies (5,498) (2,266) Marketable Securities, Net (17,916) (15,998) Proceeds from Sales of Equipment and Property 77 142 Net Cash Used in Investing Activities (29,701) (23,289) FINANCING ACTIVITIES Dividends Paid (10,385) (10,037) Purchase of Treasury Stock (9,164) 0 Payments on Capital Lease (547) 0 Treasury Stock Issued to Benefit Plans 153 610 Net Cash Used in Financing Activities (19,943) (9,427) Net Increase (Decrease) in Cash and Short-Term Investments (3,351) (93) Cash and Short-Term Investments at Beginning of Period 33,623 31,917 Cash and Short-Term Investments at End of Period $ 30,272 $ 31,824 The accompanying notes are an integral part of these statements.
3 of 10 ROLLINS, INC. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS (Unaudited) NOTE 1.BASIS OF PREPARATION The consolidated financial statements included herein have been prepared by the Registrant, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Footnote disclosures normally included in the financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. These consolidated financial statements should be read in conjunction with the financial statements and related notes contained in the Registrant's annual report on Form 10-K for the year ended December 31, 1995. In the opinion of management, the consolidated financial statements included herein contain all normal recurring adjustments necessary to present fairly the financial position of the Registrant as of June 30, 1996 and December 31, 1995, and the results of operations and cash flows for the six months ended June 30, 1996 and 1995. NOTE 2.PROVISION FOR INCOME TAXES The book provision for income taxes includes the liability for state income taxes, net of the federal income tax benefit. The deferred provision for income taxes arises from the changes during the year in the company's net deferred tax asset or liability. NOTE 3.EARNINGS PER SHARE Earnings per share is computed by dividing net income by the weighted average number of shares outstanding during the respective periods. 4 of 10 ROLLINS, INC. AND SUBSIDIARIES PART I. ITEM 2. FINANCIAL INFORMATION MANAGEMENT 'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FOR THE SECOND QUARTER ENDED JUNE 30, 1996 RESULTS OF OPERATIONS SELECTED INDUSTRY SEGMENT DATA
Three Months Ended Six Months Ended June 30, June 30, 1996 1995 1996 1995 (In thousands) REVENUES Orkin $ 159,256 $ 157,296 $ 283,689 $ 282,549 Rollins Protective 15,982 14,660 31,312 28,878 Other 2,609 3,394 5,348 6,577 $ 177,847 $ 175,350 $ 320,349 $ 318,004 OPERATING INCOME Orkin $ 20,678 $ 33,905 $ 31,975 $ 46,969 Rollins Protective 1,428 1,421 2,713 2,762 Other (433) (109) (500) 387 $ 21,673 $ 35,217 $ 34,188 $ 50,118
5 of 10 General Operating Comments In the second quarter, the Company continued to execute strategic plans to build on their dedication to customer service and investments for long-term growth. Investments in the core businesses include a renewed emphasis on recurring monthly pest control, increased focus on Commercial opportunities, and expanding the number of locations. During the quarter, the Company repurchased 402,000 shares of their common stock, confirming management's and the Board of Directors' confidence in the Company's future. Revenues for the second quarter ended June 30, 1996 increased 1.4% or $2.5 million, to $177.8 million from the prior year period. Operating income decreased $13.5 million to $21.7 million for the quarter, while net income decreased 39.1% to $12.8 million. Earnings per share were 36 cents versus 59 cents for the second quarter 1995. Year-to-date, net income decreased 33.5% to $19.2 million and earnings per share were 54 cents versus 81 cents last year. For the quarter, the Orkin's operating income decreased 39.0% to $20.7 million on a 1.2% revenue increase to $159.3 million. Operating margins were 13.0%, compared to 21.6% in the prior year. Rollins Protective Services' (RPS) operating income increased 0.5% to $1.4 million on a revenue increase of $1.3 million or 9.0% to $16.0 million. RPS' operating margins were 8.9% compared to 9.7% last year. For the six months ended June 30, 1996, Orkin's revenue increased 0.4% with operating income declining 31.9%. Operating margins were 11.3%, compared to 16.6% for the same period last year. RPS revenue increased 8.4% while operating income decreased 1.8%. Operating margins declined from 9.6% to 8.7%. Detail segment information follows. Orkin 1996 Versus 1995 Orkin realized an increase in pest control revenue and customer base, supporting the strategic decision to continue emphasizing recurring monthly pest control. However, due to the effect of the unexpected, severe and extended winter weather, the pest control revenue increase is offset by a decrease in termite revenue. The termite business continues to be an important part of Orkin's business mix, however Orkin will continue their strategic marketing and customer service programs toward expansion of the less weather sensitive recurring pest control segment. To augment the positive results in the recurring pest control business, a Commercial Pest Control Division was created during the second quarter. The decrease in operating income was the result of the termite sales shortfall, combined with increased claims and legal expenses and planned investments in sales and service staffing. Business development activities included 20 new branch and franchise openings during the first six months, compared to 14 for all of 1995. 6 of 10 Rollins Protective Services (RPS) 1996 Versus 1995 During the second quarter, RPS completed it's second acquisition for the year, with the acquisition of Protect-A-Life Corporation in the Philadelphia area. Acquisitions are an important component of growth for RPS. RPS operating margins were impacted by investments in new, dedicated commercial branches and costs associated with acquisitions during the last twelve months. Operating income improvements are expected to be realized this year through RPS' focus on the System VII product sales, Commercial sales and service initiatives, cross-marketing efficiencies from the National Customer Support Center, and acquisitions. Other 1996 Versus 1995 Other businesses revenue and operating income decreased for the quarter due to revisions of the Company's credit and internal operating policies within the consumer finance area, Rollins Acceptance Company (RAC). The volume of Company financed sales is lower than last year, as the revised policies redirected marketing efforts toward stronger customer demographics inconjunction with a lower termite demand. The expanded physical facility, increased collector headcount, and new computers and phone dialing equipment caused margin deterioration, however these investments have better positioned RAC to more effectively manage the receivables portfolio and function as a marketing support operation. FINANCIAL CONDITION
June 30, December 31, 1996 1995 (In thousands) Cash and Short-Term Investments $ 30,272 $ 33,623 Marketable Securities 83,165 65,743 $ 113,437 $ 99,366 Working Capital $ 149,685 $ 151,756 Current Ratio 2.8 3.1 Cash Provided By Operations$ 60,580 $ 46,910 (Twelve Months Ended)
7 of 10 Rollins, Inc.'s financial position remained solid. The Company's operations have historically provided a strong positive cash flow which represents the Company's principal source of funds. Management believes that this liquidity, along with expected cash from operations, will support the Company's continued growth, capital expenditures, cash dividends, and expansion plans. Interest income increased 28.6% for the six months ended June 30, 1996, due to the increase in average funds invested in short-term investments and marketable securities, coupled with the increase in the average rate of return. Net trade receivables increased $2.3 million or 2.6% at June 30, 1996 compared with December 31, 1995. Trade receivables include installment receivables which are due subsequent to one year from the balance sheet date. These amounts were approximately $21.9 million and $26.2 million at June 30, 1996 and December 31, 1995, respectively. During the six month period, the Company invested $11.9 million in capital expenditures and acquisitions. Also, $10.4 million was paid out in cash dividends. The Company maintains a $40.0 million unused line of credit. This source of funds has not been used, but is available for future acquisitions and growth, if needed. 8 of 10 ROLLINS, INC. AND SUBSIDIARIES PART II. OTHER INFORMATION ITEM 1.LEGAL PROCEEDINGS None ITEM 2.CHANGES IN SECURITIES None ITEM 3.DEFAULTS UPON SENIOR SECURITIES None ITEM 4.SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS The Annual Stockholders' Meeting was held on April 23, 1996. The results of that meeting were disclosed in the Company's Form 10-Q for the first quarter 1996. ITEM 5.OTHER INFORMATION None ITEM 6.EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits Exhibit 27 - Financial Data Schedule (b) Reports on Form 8-K None 9 of 10 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. Date: August 12, 1996 Rollins, Inc. (Registrant) Gary W. Rollins Gary W. Rollins President and Chief Operating Officer (Member of the Board of Directors) Gene L. Smith Gene L. Smith Chief Financial Officer Secretary and Treasurer (Principal Financial and Accounting Officer) 10 of 10