For further information contact: Ernie Mrozek (CFO) 901.766.1268 Steve Bono (COM) 630.663.2150 Bruce Byots (INV) 630.663.2906 FOR IMMEDIATE RELEASE August 2, 2005 SERVICEMASTER REPORTS SECOND QUARTER 2005 RESULTS; REVENUE GROWTH OF EIGHT PERCENT SUPPORTS 13 PERCENT GROWTH IN EPS o Terminix experiences strong growth in termite completions and profits; o TruGreen ChemLawn achieves solid revenue growth with continued diversification of its sales channels; o American Residential Services and American Mechanical Services report strong revenue and profit growth; o American Home Shield continues to experience strong growth in renewals and consumer sales. DOWNERS GROVE, Illinois, August 2, 2005 - The ServiceMaster Company (NYSE: SVM) today announced second quarter 2005 revenues of $1.2 billion, an eight percent increase compared to the prior year. Second quarter earnings per share from continuing operations were $.27, 13 percent above the $.24 reported in 2004. For the six months, revenues of $2 billion were up six percent over the year ago period, and earnings per share from continuing operations were $.31, 11 percent above the $.28 reported in the prior year. "We are very pleased with our strong first half performance, as we experienced top line growth in every business segment," said Jonathan Ward, Chairman and CEO. "We remain confident we will achieve our strategic revenue and earnings growth targets for the year as a whole, even as we continue to reinvest back into our core businesses, which is the surest way to sustain our performance over the next several years. Although market conditions remain slightly favorable, we continue to believe that our own actions ultimately control our ability to achieve our growth objectives and enhance shareholder value." 1 Review of Cash Flows and Balance Sheet Net cash flow used for operating activities for the six months was $3 million, compared to $116 million provided from operating activities in the previous year. This decrease in net cash flow of $119 million primarily reflects $132 million of a previously disclosed tax payment pertaining to the January 2005 IRS agreement. The Company anticipates that this payment will be partially offset by a reduction in estimated tax payments that would have otherwise been due in the second half of 2005 of approximately $45 million. Working capital usage was comparable to last year. Total debt on June 30, 2005 was $799 million, approximately $6 million lower than the level reported at December 31, 2004. Outlook - -------- "We anticipate that earnings per share growth in the second half of the year will be comparable to the first half. We continue to expect revenue growth to be in the mid to high single digit range and earnings per share will grow somewhat faster than revenues. In addition, excluding the impact of the IRS settlement, we expect cash from operating activities to increase and to again substantially exceed net income," said Ward. Business Review by Segment - -------------------------- TruGreen The combined TruGreen segment reported second quarter revenues of $478 million, up five percent compared to prior year. For the six months, the segment reported revenues of $701 million, up three percent compared to 2004. Operating income for the quarter was $69 million compared to $66 million in the prior year. For the six months, operating income was $61 million compared to $63 million in 2004. Revenues in the lawn care operations of $357 million increased six percent in the quarter. For the six months, revenues increased four percent. Revenue growth resulted from improved price realization, the recapture of first quarter production that was previously delayed, an increase in supplemental customer services and overall customer count growth. Year-to-date unit sales were comparable to prior year levels as the successful expansion of its neighborhood selling efforts and direct mail programs offset a reduction in telemarketing sales due to the increased impact of "do-not-call" restrictions. Operating income increased 2 $5 million for the second quarter and included the recapture of some of the first quarter production. For the six months, operating income decreased $4 million, reflecting the first time absorption of first quarter seasonal losses of the Canadian operations that were acquired in April of 2004, as well as higher fuel and fleet-related costs. Revenues in the commercial landscaping operations of $120 million increased two percent in the quarter. For the six months, revenues increased by one percent. Revenue growth primarily reflected increased enhancement sales and modest growth in contract maintenance revenues. Second quarter operating losses increased by $3 million as a result of differences in the timing of certain expenses, as well as increased fuel and vehicle costs. For the six months, the level of operating loss improved $2 million, reflecting an increased volume of higher margin enhancement revenues and the favorable effect on comparability of one-time branch shut-down costs that were incurred last year. The Company remains confident in the future success of this business. Terminix Terminix reported second quarter revenues of $306 million, up eight percent compared to the prior year. For the six months, the segment reported revenues of $553 million, a seven percent increase. Strong growth in revenues from initial termite applications, despite a shift in mix toward lower price liquid treatments, was supported by a sharp increase in unit sales from an expanded sales force and geographic presence, as well as the favorable impact of a new termite bait product introduced in 2005. Termite renewal revenues increased modestly, reflecting improved pricing, partially offset by a slight decrease in customer retention. The pest control operations experienced solid growth in customers and revenues, reflecting the impact of acquisitions and a slight increase in unit sales, partially offset by a decline in customer retention. Operating income for the quarter was $57 million compared to $48 million in the prior year. For the six months, operating income was $88 million compared to $85 million in 2004. Operating results for the second quarter benefited from increased termite revenues and lower material and labor costs associated with the new termite bait product. In addition, since more of the total first year costs associated with this product are incurred at the time of installation, less revenue and gross profit is required to be deferred to future quarters. This 3 timing benefit favorably impacted second quarter operating income by approximately $5 million. Last year's second quarter results included a $6 million, favorable but non-recurring termite damage claim adjustment. For the six months, the growth in operating income was supported by increased revenue levels, partially offset by incremental pre-season investments made to expand the sales force and reorganize the field operations. American Home Shield The American Home Shield (AHS) segment reported second quarter earned revenues of $144 million, up eight percent compared to the prior year. For the six months, the segment reported earned revenues of $255 million, up eight percent compared to 2004. New contract sales, which are reported as earned revenues over the subsequent twelve month contract period, increased nine percent in the quarter and eight percent year-to-date. American Home Shield experienced strong growth in its renewals and the direct-to-consumer channel. This growth was partially offset by a modest decline in the real estate channel. Warranty contract renewals were supported by an overall improved customer retention rate, while consumer sales benefited from an increased level of targeted direct mail. Operating income for the quarter was $24 million, comparable to the results reported in the prior year. For the six months, operating income was $38 million compared to $34 million in 2004. The second quarter comparison was impacted by an increased incidence of claims this year due to hotter weather and planned investments in market penetration and customer retention initiatives. For the six months, operating income reflected favorable trending of service claims pricing and a relatively consistent incidence of claims. American Residential Services and American Mechanical Services The American Residential Services (ARS) and American Mechanical Services (AMS) segment reported second quarter revenues of $203 million, up 13 percent compared to the prior year. For the six months, the segment reported revenues of $362 million, up eight percent compared to 2004. The segment experienced very strong growth in AMS' commercial project revenues and in ARS' volume of replacement sales and residential new construction, partially offset by declines in core HVAC and plumbing service calls. 4 Operating income for the quarter was $5 million, compared to $2 million in the prior year. For the six months, operating income was $2 million compared to a loss of $(2) million in 2004. The increase in profitability primarily resulted from the increased level of revenues and an improvement in marketing costs, partially offset by increased fuel and incentive compensation. Other Operations The Other Operations segment reported second quarter revenues of $43 million, up nine percent compared to the prior year. For the six months, the segment reported revenues of $85 million, also up nine percent compared to 2004. The ServiceMaster Clean and Merry Maids franchise operations reported a combined increase in earned revenue of 10 percent in both the quarter and six months, driven by continued solid results in disaster restoration, improvements in commercial cleaning and strong internal growth in residential maid service. Operating loss for the quarter was $(10) million, consistent with the prior year. For the six months, operating loss was $(18) million compared to a loss of $(19) million in 2004. This modest improvement primarily reflects favorable trending of prior year insurance claims, as well as increased profits from the franchise businesses, offset in part by increases in costs of certain strategic investments. Non-Operating Expense / (Income) - -------------------------------- Non-Operating expenses for the quarter were $13 million compared with $14 million in the prior year. For the six months, these expenses were $21 million compared to $26 million in 2004. The year-to-date improvement primarily reflects a $5 million increase in realized gains experienced on the AHS investment portfolio. The Company's effective tax rate was slightly higher than last year in both the quarter and six months. Conference Call Details - ----------------------- The Company will review these results and discuss its outlook in a call at 10:00 a.m. CT on August 2, 2005. Interested parties may listen to the call at (888) 939-6306. The conference call will include Jon Ward, Chairman and Chief Executive Officer, and Ernie Mrozek, President and Chief Financial Officer. The call will be broadcast live and can be 5 accessed at the ServiceMaster web site, www.svm.com. The call will be archived on the site for 30 days and may also be accessed for seven days at (800) 633-8284 (#21252479). Company Overview - ---------------- ServiceMaster provides outsourcing services for residential and commercial customers through a network of over 5,500 company-owned and franchised service centers and business units operating under leading brands, which include Terminix, TruGreen ChemLawn, TruGreen LandCare, ARS Service Express, Rescue Rooter, American Mechanical Services, ServiceMaster Clean, American Home Shield, Amerispec, Merry Maids, and Furniture Medic. As America's Service Brands for Home and Business, the core service capabilities of the Company include lawn care and landscape maintenance, termite and pest control, plumbing, heating and air conditioning services, cleaning, furniture repair and home warranty. Business Segments - ----------------- The Company is primarily comprised of five business segments: The TruGreen segment includes the lawn care operations performed under the TruGreen ChemLawn brand name and commercial landscaping services provided under the TruGreen LandCare brand name. The Terminix segment includes termite and pest control services. The American Residential Services and American Mechanical Services segment includes heating, ventilation, air conditioning, electrical and plumbing services provided under the ARS Service Express, AMS and Rescue Rooter brand names. The American Home Shield segment offers warranty contracts on home systems and appliances and home inspection services through AmeriSpec. The Other Operations segment includes the Company's franchised operations, which include ServiceMaster Clean, Merry Maids, Furniture Medic, the Company's international operations and headquarters. Forward-Looking Statements - -------------------------- This press release contains statements concerning future results and other matters that may be deemed to be "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The Company intends that these forward-looking statements, which look forward in time and include everything other than historical information, be subject to the safe harbors created by such legislation. The Company notes 6 that these forward-looking statements involve risks and uncertainties that could affect its results of operations, financial condition or cash flows. Factors that could cause actual results to differ materially from those expressed or implied in a forward-looking statement include the following (among others): weather conditions that affect the demand for the Company's services; changes in the source and intensity of competition in the markets served by the Company; labor shortages or increases in wage rates; unexpected increases in operating costs, such as higher insurance premiums, self insurance and healthcare claim costs; higher fuel prices; changes in the types or mix of the Company's service offerings or products; increased governmental regulation including telemarketing and environmental restrictions; general economic conditions in the United States, especially as they may affect home sales or consumer spending levels; and other factors described from time to time in documents filed by the Company with the Securities and Exchange Commission. 7 THE SERVICEMASTER COMPANY (In thousands, except per share data) Statements of Operations Three Months Ended Six Months Ended June 30, June 30, 2005 2004 2005 2004 ----------- ----------- ----------- ----------- Operating Revenue $ 1,174,112 $ 1,088,716 $ 1,956,421 $ 1,845,607 Operating Costs and Expenses: Cost of services rendered and products sold 745,384 697,706 1,301,707 1,242,762 Selling and administrative expenses 282,504 260,128 481,488 439,438 Amortization expense 1,331 1,511 2,483 2,933 ----------- ----------- ----------- ----------- Total operating costs and expenses 1,029,219 959,345 1,785,678 1,685,133 ----------- ----------- ----------- ----------- Operating Income 144,893 129,371 170,743 160,474 Non-operating Expense (Income): Interest expense 14,401 15,007 29,980 29,938 Interest and investment income (3,226) (3,036) (12,600) (7,606) Minority interest and other expense, net 2,047 2,086 4,093 4,132 ----------- ----------- ----------- ----------- Income from Continuing Operations before Income Taxes 131,671 115,314 149,270 134,010 Provision for income taxes 51,486 44,626 58,367 51,861 ----------- ----------- ----------- ----------- Income from Continuing Operations 80,185 70,688 90,903 82,149 Loss from discontinued operations, net of income taxes (384) (292) (530) (554) ----------- ----------- ----------- ----------- Net Income $ 79,801 $ 70,396 $ 90,373 $ 81,595 =========== =========== =========== =========== Diluted Earnings Per Share (2): Income from continuing operations $ 0.27 $ 0.24 $ 0.31 $ 0.28 Loss from discontinued operations --- --- --- --- ------ ------ ------ ------ Diluted Earnings Per Share $ 0.27 $ 0.24 $ 0.30 $ 0.28 ====== ====== ====== ====== Number of Shares - Basic 291,634 289,887 291,400 290,843 Number of Shares - Diluted 305,377 302,944 305,254 295,490 - ---------------------------------------------------------------------- Dividends Per Share $ 0.11 $ 0.105 $ 0.22 $ 0.21 ====== ======= ====== ====== Price Range Per Share: High Price $13.90 $12.50 $13.90 $12.50 Low Price 12.50 11.35 12.50 10.65 THE SERVICEMASTER COMPANY (In thousands) Condensed Balance Sheets As of June 30, Dec. 31, Assets 2005 2004 ------------ ------------ Cash and cash equivalents $ 121,876 $ 256,626 Marketable securities 109,062 103,681 Receivables, net of allowances 459,585 369,026 Inventories and other current assets 292,477 244,467 Assets in discontinued operations 973 4,952 ------------ ------------ Total Current Assets 983,973 978,752 ------------ ------------ Intangible assets, primarily trade names and goodwill, net of accumulated amortization 1,810,599 1,788,824 Property and equipment, net of accumulated depreciation 184,117 186,817 Long-term marketable securities 142,266 135,824 Notes receivable and other assets 45,469 49,985 ------------ ------------ Total Assets $ 3,166,424 $ 3,140,202 ============ ============ Liabilities and Equity Current liabilities $ 949,978 $ 983,144 Liabilities in discontinued operations 18,042 21,536 Current debt maturities 22,116 23,247 ------------ ------------ Total Current Liabilities 990,136 1,027,927 ------------ ------------ Long-term debt 776,950 781,841 Other long-term obligations 268,955 229,842 Liabilities in discontinued operations 9,150 9,057 Minority interest 100,000 100,000 Shareholders' equity 1,021,233 991,535 ------------ ------------ Total Liab. and Shareholders' Equity $ 3,166,424 $ 3,140,202 ============ ============ Six Months Ended June 30, Statements of Cash Flows 2005 2004 ------------ ------------ Cash and Cash Equivalents at January 1 $ 256,626 $ 228,161 Cash Flows from Operating Activities: Net Income 90,373 81,595 Adjustments to reconcile net income to net cash flows from operating activities: Loss from discontinued operations 530 554 Depreciation 25,029 24,327 Amortization 2,483 2,933 Change in working capital, net of acquisitions: Change in tax accounts: Deferred income taxes 49,224 44,961 Resolution of income tax audits (1) (131,562) --- Other changes in working capital (45,509) (44,120) Other, net 6,573 5,446 ------------ ------------ Net Cash (Used for) Provided from Operating Activities (2,859) 115,696 ------------ ------------ Cash Flows from Investing Activities: Property additions (22,328) (24,226) Sale of equipment and other assets 1,138 1,525 Business acquisitions, net of cash acquired (19,125) (20,875) Notes receivable, financial investments and securities (11,507) (3,370) ------------ ------------ Net Cash Used for Investing Activities (51,822) (46,946) ------------ ------------ Cash Flows from Financing Activities: Net payments of debt (10,800) (17,751) Purchase of ServiceMaster stock (16,979) (41,286) Shareholders' dividends (64,025) (61,314) Other 12,064 5,648 ------------ ------------ Net Cash Used for Financing Activities (79,740) (114,703) ------------ ------------ ------------ ------------ Net Cash Used for Discontinued Operating Activities (329) (6,012) ------------ ------------ Cash Decrease During the Period (134,750) (51,965) ------------ ------------ Cash and Cash Equivalents at June 30 $ 121,876 $ 176,196 ============ ============ Notes: (1) In January 2005, the Company reached a comprehensive agreement with the Internal Revenue Service (IRS) regarding its examination of the Company's federal income taxes through the year 2002. The agreement resolved all matters in the years under review. During the six months ended June 30, 2005 (primarily in the first quarter), the Company paid $132 million of taxes and interest to the IRS and various states. The Company anticipates that, pursuant to its agreement with the IRS, this payment will be partially offset by an approximate $45 million reduction in estimated tax payments that would otherwise have been paid in the second half of the year. (2) The weighted-average common shares for the diluted earnings per share calculation include the incremental effect related to outstanding options whose market price is in excess of the exercise price. Shares potentially issuable under convertible securities have been considered outstanding for purposes of the diluted earnings per share calculations. In computing diluted earnings per share, the after-tax interest expense related to convertible debentures is added back to net income in the numerator, while the diluted shares in the denominator include the shares issuable upon conversion of the debentures. Shares potentially issuable under convertible securities have been considered outstanding for the three months and six months ended June, 30 2005, as well as the three months ended June 30, 2004. For the six months ended June 30, 2004, shares potentially issuable under convertible securities have not been considered outstanding as their inclusion results in a less dilutive computation. Had the inclusion of convertible securities not resulted in a less dilutive computation for the six months ended June 30, 2004, incremental shares attributable to the assumed conversion of the debentures would have increased shares outstanding by 8.0 million shares and the after-tax interest expense related to the convertible debentures that would have been added to net income in the numerator would have been $2.4 million. The following table reconciles both the numerator and the denominator of the basic earnings per share from continuing operations computation to the numerator and the denominator of the diluted earnings per share from continuing operations computation: (in thousands, except per share data) Three months ended June 30, 2005 ------------------ Continuing Operations: Income Shares EPS - ---------------------- -------- ------- ------ Basic EPS $ 80,185 291,634 $ 0.27 Effect of dilutive securities, net of tax: Options 5,743 Convertible Securities 1,178 8,000 -------- ------- Diluted EPS $ 81,363 305,377 $ 0.27 ======== ======= ====== Three months ended June 30, 2004 ------------------ Continuing Operations: Income Shares EPS - ---------------------- -------- ------- ------ Basic EPS $ 70,688 289,887 $ 0.24 Effect of dilutive securities, net of tax: Options 5,057 Convertible Securities 1,178 8,000 -------- ------- Diluted EPS $ 71,866 302,944 $ 0.24 ======== ======= ====== Six months ended June 30, 2005 ---------------- Continuing Operations: Income Shares EPS - ---------------------- -------- ------- ------ Basic EPS $ 90,903 291,400 $ 0.31 Effect of dilutive securities, net of tax: Options 5,854 Convertible Securities 2,356 8,000 -------- ------- Diluted EPS $ 93,259 305,254 $ 0.31 ======== ======= ====== Six months ended June 30, 2004 ---------------- Continuing Operations: Income Shares EPS - ---------------------- -------- ------- ------ Basic EPS $ 82,149 290,843 $ 0.28 Effect of dilutive securities, net of tax: Options 4,647 Convertible Securities --- --- -------- ------- Diluted EPS $ 82,149 295,490 $ 0.28 ======== ======= ====== THE SERVICEMASTER COMPANY (In thousands) Segment Summaries For the three months ended June 30, 2005 2004 % Change ----------- ----------- -------- Operating Revenue: TruGreen $ 477,783 $ 453,710 5% Terminix 305,616 282,318 8% American Home Shield 144,286 133,462 8% ARS/AMS 203,485 179,697 13% Other Operations 42,942 39,529 9% ----------- ----------- -------- Total Operating Revenue $ 1,174,112 $ 1,088,716 8% =========== =========== ======== Operating Income: TruGreen $ 68,603 $ 65,897 4% Terminix 57,246 48,483 18% American Home Shield 23,678 23,837 -1% ARS/AMS 5,189 1,613 222% Other Operations (9,823) (10,459) 6% ----------- ----------- -------- Total Operating Income $ 144,893 $ 129,371 12% =========== =========== ======== For the six months ended June 30, 2005 2004 % Change ----------- ----------- -------- Operating Revenue: TruGreen $ 700,765 $ 678,369 3% Terminix 553,361 519,114 7% American Home Shield 255,296 236,259 8% ARS/AMS 362,034 333,681 8% Other Operations 84,965 78,184 9% ----------- ----------- -------- Total Operating Revenue $ 1,956,421 $ 1,845,607 6% =========== =========== ======== Operating Income: TruGreen $ 60,995 $ 62,999 -3% Terminix 88,011 84,737 4% American Home Shield 37,951 33,953 12% ARS/AMS 1,684 (2,035) N/M Other Operations (17,898) (19,180) 7% ----------- ----------- -------- Total Operating Income $ 170,743 $ 160,474 6% =========== =========== ======== The combined operations of ServiceMaster Clean and Merry Maids comprised approximately 4% and 3% of the consolidated revenue for the three months ended June 30, 2005 and 2004, respectively, and 4% of the consolidated revenue for the six months ended June 30, 2005 and 2004, respectively. These operations comprised approximately 7% and 8% of the consolidated operating income before headquarter overheads for the three months ended June 30, 2005 and 2004, respectively, and 11% of the consolidated operating income before headquarter overheads for the six months ended June 30, 2005 and 2004, respectively. As of June 30, 2005 2004 % Change ----------- ---------- -------- Capital Employed: TruGreen $ 900,395 $ 895,246 1% Terminix 629,728 602,811 4% American Home Shield 193,110 144,082 34% ARS/AMS 89,736 93,933 -4% Other Operations and Discontinued Operations 107,330 (16,301) N/M ----------- ----------- -------- Total Capital Employed $ 1,920,299 $ 1,719,771 12% =========== =========== ======== Capital employed is defined as the segment's total assets less liabilities, exclusive of debt balances. The Company believes these figures are useful to investors in helping them compute return on capital measures and therefore better understand the performance of the Company's business segments. Key Performance Indicators Rolling twelve month metrics as of June 30, 2005 2004 ---------- ---------- TruGreen ChemLawn - Growth in Full Program Contracts 2% 8%(a) Customer Retention Rate 66.4% 66.8% Terminix - Growth in Pest Control Customers 4% 6% Pest Control Customer Retention Rate 77.3% 78.6% Growth in Termite Customers 1% -1% Termite Customer Retention Rate 88.0% 88.7% American Home Shield - Growth in Warranty Contracts 5% 6% Customer Retention Rate 55.9% 54.9% (a) Customer count growth in 2004, excluding the impact of the Canadian acquisition completed in April 2004, was approximately 3%.