Form 8-K - Current report

0000900075false00009000752024-09-042024-09-04

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

September 4, 2024

Date of Report (date of earliest event reported)

COPART, INC.

(Exact name of registrant as specified in its charter)

Delaware

000-23255

94-2867490

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

14185 Dallas Parkway

Suite 300

Dallas

Texas

75254

(Address of principal executive offices, including zip code)

[phone]

(Registrant’s telephone number, including area code)

Not applicable
(Former name or former address, if changed since last report)

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:

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act:
Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock, par value $0.0001			CPRT			The NASDAQ Global Select Market

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 or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

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. ☐

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INFORMATION INCLUDED IN THIS REPORT

Section 2 — Financial Information

Item 2.02 Results of Operations and Financial Condition

The following information and the exhibit attached hereto as Exhibit 99.1 are intended to be furnished under Item 2.02 of Form 8-K, “Results of Operations and Financial Condition.” This information and the exhibit attached hereto as Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this report, regardless of any general incorporation language in the filing, except as shall be expressly set forth by specific reference in such filing.

On September 4, 2024, Copart, Inc. issued a press release announcing its financial results for the fourth quarter of fiscal year 2024, which ended July 31, 2024. The full text of the press release is furnished herewith as Exhibit 99.1.

Section 9 — Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibits are furnished herewith:

Exhibit Number						Description
99.1						Press release, dated September 4, 2024 of Copart, Inc. announcing its financial results for the fourth quarter of fiscal year 2024, which ended July 31, 2024.
104						Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).

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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 hereunto duly authorized.

Dated:     September 4, 2024                 COPART, INC.

						By:			/s/ LEAH STEARNS
									Leah Stearns, Chief Financial Officer
									(Principal Financial and Accounting Officer and duly Authorized Officer)

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INDEX TO EXHIBITS

Exhibit Number						Description
99.1						Press release, dated September 4, 2024 of Copart, Inc. announcing its financial results for the fourth quarter of fiscal year 2024, which ended July 31, 2024.
104						Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).

Exhibit 99.1

Copart, Inc.

For Immediate Release

Copart Reports Fourth Quarter Fiscal 2024 Financial Results

Dallas, Texas. (September 4, 2024) — Copart, Inc. (NASDAQ: CPRT) today reported financial results for the quarter and year ended July 31, 2024.

For the three months ended July 31, 2024, revenue, gross profit, and net income attributable to Copart, Inc. were $1.1 billion, $454 million, and $323 million, respectively. These represent an increase in revenue of $71.4 million, or 7.2%; a decrease in gross profit of $(4.0) million, or (0.9)%; and a decrease in net income attributable to Copart, Inc. of $(25.2) million, or (7.3)%, respectively, from the same period last year. Fully diluted earnings per share for the three months ended July 31, 2024 was $0.33 compared to $0.36 last year, a decrease of (8.3)%.

For the year ended July 31, 2024, revenue, gross profit, and net income attributable to Copart, Inc. were $4.2 billion, $1.9 billion, and $1.4 billion, respectively. These represent an increase in revenue of $367.3 million, or 9.5%; an increase in gross profit of $170.3 million, or 9.8%; and an increase in net income attributable to Copart, Inc. of $125.3 million, or 10.1%, respectively, from the same period last year. Fully diluted earnings per share for the year ended July 31, 2024 was $1.40 compared to $1.28 last year, an increase of 9.4%.

On Wednesday, September 4, 2024, at 5:30 p.m. Eastern Time (4:30 p.m. Central Time), Copart, will conduct a conference call to discuss the results for the quarter. The call will be webcast live and can be accessed at www.copart.com/investorrelations. A replay of the call will be available through November 2024 by visiting www.copart.com/investorrelations.

About Copart

Copart, Inc., founded in 1982, is a global leader in online vehicle auctions. Copart’s innovative technology and online auction platform connect vehicle consignors to approximately 1 million members in over 185 countries. Copart offers remarketing services to process and sell vehicles to insurance companies, financial institutions, dealers, rental car companies, charities, fleet operators, and individuals, and offers vehicles via auction to dealers, dismantlers, rebuilders, exporters, and the general public. With operations at over 250 locations in 11 countries, Copart sold more than 4 million units in the last year. Copart currently operates in the United States (Copart.com), Canada (Copart.ca), the United Kingdom (Copart.co.uk), Brazil (Copart.com.br), the Republic of Ireland (Copart.ie), Germany (Copart.de), Finland (Copart.fi), the United Arab Emirates, Oman and Bahrain (Copartmea.com), and Spain (Copart.es). For more information, or to become a Member, visit Copart.com/register.

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ [phone]

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Copart, Inc.

Cautionary Note About Forward-Looking Statements

This press release contains forward-looking statements within the meaning of federal securities laws. These forward-looking statements are subject to substantial risks and uncertainties. These forward-looking statements are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected or implied by our statements and comments. For a more complete discussion of the risks that could affect our business, please review the “Management’s Discussion and Analysis” and the other risks identified in Copart’s latest Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, as filed with the Securities and Exchange Commission. We encourage investors to review these disclosures carefully. We do not undertake to update any forward-looking statement that may be made from time to time on our behalf.

Contact:			Copart Investor Relations
			[e-mail]

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ [phone]

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Copart, Inc.

Consolidated Statements of Income

(In thousands, except per share amounts)

(Unaudited)

						Three Months Ended  July 31,																		Twelve Months Ended  July 31,
						2024						2023						% Change						2024						2023						% Change
Service revenues and vehicle sales:
Service revenues						$	893,091					$	834,242					7.1		%				3,561,002						$	3,198,128					11.3		%
Vehicle sales						175,908						163,349						7.7		%				675,821						671,390						0.7		%
Total service revenues and vehicle sales						1,068,999						997,591						7.2		%				4,236,823						3,869,518						9.5		%
Operating expenses:
Yard operations						407,044						348,332						16.9		%				1,532,484						1,369,006						11.9		%
Cost of vehicle sales						161,891						149,216						8.5		%				619,487						614,498						0.8		%
Yard depreciation and amortization						44,539						40,577						9.8		%				170,650						142,097						20.1		%
Yard stock-based compensation						1,949						1,888						3.2		%				6,950						6,926						0.3		%
Gross profit						453,576						457,578						(0.9)		%				1,907,252						1,736,991						9.8		%
General and administrative						81,377						55,522						46.6		%				287,834						200,294						43.7		%
General and administrative depreciation and amortization						6,064						4,058						49.4		%				19,111						17,381						10.0		%
General and administrative stock-based compensation						6,591						7,381						(10.7)		%				28,284						32,747						(13.6)		%
Total operating expenses						709,455						606,974						16.9		%				2,664,800						2,382,949						11.8		%
Operating income						359,544						390,617						(8.0)		%				1,572,023						1,486,569						5.7		%
Other income (expense):
Interest income (expense), net						43,494						29,148						49.2		%				145,673						65,928						121.0		%
Other income (expense), net						5,389						3,927						37.2		%				(3,095)						1,831						(269.0)		%
Total other income						48,883						33,075						47.8		%				142,578						67,759						110.4		%
Income before income taxes						408,427						423,692						(3.6)		%				1,714,601						1,554,328						10.3		%
Income tax expense						86,249						75,907						13.6		%				352,254						316,587						11.3		%
Net income						322,178						347,785						(7.4)		%				1,362,347						1,237,741						10.1		%
Less: Net loss attributable to noncontrolling interest						(389)						—						100		%				(673)						—						100.0		%
Net income attributable to Copart, Inc.						$	322,567					$	347,785					(7.3)		%				$	1,363,020					$	1,237,741					10.1		%
Basic net income per common share						$	0.34					$	0.36					(5.6)		%				$	1.42					$	1.30					9.2		%
Weighted average common shares outstanding						962,515						955,773						0.7		%				960,739						953,574						0.8		%
Diluted net income per common share						$	0.33					$	0.36					(8.3)		%				$	1.40					$	1.28					9.4		%
Diluted weighted average common shares outstanding						976,500						970,255						0.6		%				974,798						966,647						0.8		%

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ [phone]

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Copart, Inc.

Consolidated Balance Sheets

(In thousands)

(Unaudited)

						July 31, 2024						July 31, 2023
ASSETS
Current assets:
Cash, cash equivalents, and restricted cash						$	1,514,111					$	957,395
Investment in held to maturity securities						1,908,047						1,406,589
Accounts receivable, net						785,877						702,038
Vehicle pooling costs						132,638						123,725
Inventories						43,639						39,973
Income taxes receivable						—						6,574
Prepaid expenses and other assets						33,872						26,310
Total current assets						4,418,184						3,262,604
Property and equipment, net						3,175,838						2,844,339
Operating lease right-of-use assets						116,301						108,139
Intangibles, net						74,088						62,702
Goodwill						513,909						394,289
Other assets						129,444						65,806
Total assets						$	8,427,764					$	6,737,879
LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities						518,148						$	440,810
Deferred revenue						28,121						26,117
Income taxes payable						60,994						4,374
Current portion of operating and finance lease liabilities						21,304						21,468
Total current liabilities						628,567						492,769
Deferred income taxes						93,653						89,492
Income taxes payable						59,560						69,193
Operating and finance lease liabilities, net of current portion						97,429						88,082
Long-term debt and other liabilities, net of discount						—						10,903
Total liabilities						879,209						750,439
Commitments and contingencies
Redeemable non-controlling interest						24,544						—
Stockholders’ equity:
Preferred stock						—						—
Common stock						96						96
Additional paid-in capital						1,120,985						938,910
Accumulated other comprehensive loss						(142,972)						(141,006)
Retained earnings						6,545,902						5,189,440
Total stockholders’ equity						7,524,011						5,987,440
Total liabilities, redeemable noncontrolling interests and stockholders’ equity						$	8,427,764					$	6,737,879

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ [phone]

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Copart, Inc.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

						Year Ended July 31,
						2024						2023
Cash flows from operating activities:
Net Income						$	1,362,347					$	1,237,741
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization, including debt cost						190,256						159,684
Allowance for credit losses						3,914						1,946
Gain on extinguishment of liabilities						(4,058)						—
Equity in losses of unconsolidated affiliates						2,241						5,347
Stock-based compensation						35,234						39,673
Gain on sale of property and equipment						(2,386)						(1,846)
Deferred income taxes						(847)						9,946
Changes in operating assets and liabilities, net of effects from acquisitions:
Accounts receivable						(145,385)						(123,207)
Vehicle pooling costs						(9,542)						(10,989)
Inventories						(3,698)						26,549
Prepaid expenses and other current and non-current assets						(71,067)						(59,949)
Operating lease right-of-use assets and lease liabilities						1,064						350
Accounts payable and accrued liabilities						59,528						18,010
Deferred revenue						1,867						5,896
Income taxes receivable						6,561						33,193
Income taxes payable						46,535						21,866
Net cash provided by operating activities						1,472,564						1,364,210
Cash flows from investing activities:
Purchases of property and equipment						(510,990)						(516,636)
Cash acquired in connection with acquisition						17,662						—
Proceeds from sale of property and equipment						4,166						33,919
Investment in held to maturity securities						(4,087,162)						(1,406,588)
Proceeds from the sale of held to maturity securities						3,645,000						—
Acquisition of investment in unconsolidated affiliates						(8,755)						(2,744)
Net cash used in investing activities						(940,079)						(1,892,049)
Cash flows from financing activities:
Proceeds from the exercise of stock options						24,260						49,679
Proceeds from the issuance of Employee Stock Purchase Plan shares						12,406						11,098
Payments for employee stock-based tax withholdings						(6,558)						(4,709)
Issuance of principal on revolver facility						—						44,494
Principal payments on revolver facility						(10,821)						(33,924)
Payments of finance lease obligations						(14)						(23)
Net cash provided by financing activities						19,273						66,615
Effect of foreign currency translation						4,958						34,383
Net increase (decrease) in cash, cash equivalents, and restricted cash						556,716						(426,841)
Cash, cash equivalents, and restricted cash at beginning of period						957,395						1,384,236
Cash, cash equivalents, and restricted cash at end of period						$	1,514,111					$	957,395
Supplemental disclosure of cash flow information:
Interest paid						$	3,127					$	2,614
Income taxes paid, net of refunds						$	285,891					$	257,514

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ [phone]

Document and Entity Information Document	Sep. 04, 2024
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Sep. 04, 2024
Entity Registrant Name	COPART, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	000-23255
Entity Tax Identification Number	94-2867490
Entity Address, Address Line One	14185 Dallas Parkway
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75254
City Area Code	972
Local Phone Number	391-5000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001
Trading Symbol	CPRT
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000900075
Amendment Flag	false

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