0000723254-14-000039.txt : 20141218 0000723254-14-000039.hdr.sgml : 20141218 20141218162201 ACCESSION NUMBER: 0000723254-14-000039 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20141218 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20141218 DATE AS OF CHANGE: 20141218 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CINTAS CORP CENTRAL INDEX KEY: 0000723254 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 311188630 STATE OF INCORPORATION: WA FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11399 FILM NUMBER: 141296059 BUSINESS ADDRESS: STREET 1: 6800 CINTAS BLVD STREET 2: P O BOX 625737 CITY: CINCINNATI STATE: OH ZIP: 45262 BUSINESS PHONE: 5134591200 MAIL ADDRESS: STREET 1: 6800 CINTAS BOULEVARD STREET 2: P O BOX 625737 CITY: CINCINNATI STATE: OH ZIP: 45262 8-K 1 ctasform8-k12x14.htm 8-K CTAS Form 8-K 12-14

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) December 18, 2014
Cintas Corporation
(Exact name of registrant as specified in its charter)

 
 
 
 
 
 
Washington
 
0-11399
 
31-1188630
(State or Other Jurisdiction
of Incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification Number)
 
 
 
 
 
 
 
6800 Cintas Boulevard, P.O. Box 625737, Cincinnati, Ohio
 
45262-5737
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant’s telephone number, including area code:
(513) 459-1200
(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))



Item 2.02. Results of Operations and Financial Condition.
    
On December 18, 2014, Cintas Corporation issued a press release announcing its financial results for the quarter ended November 30, 2014. A copy of the press release is furnished as Exhibit 99 to this report and is incorporated herein by reference.
 

Item 9.01. Financial Statements and Exhibits.

(d)
Exhibits.

 
Exhibit
Number
 
Description
 
99
 
Press Release dated December 18, 2014





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.
 
 
 
 
 
 
 
 
CINTAS CORPORATION
 
 
 
Date: December 18, 2014
 
By:
 
/s/ William C. Gale
 
 
 
 
William C. Gale
 
 
 
 
Senior Vice President and Chief Financial Officer






EXHIBIT INDEX


 
Exhibit
Number
 
Description
 
99
 
Press release dated December 18, 2014



EX-99 2 ex9912-14.htm EXHIBIT Ex 99 12-14


Exhibit 99
 
FOR IMMEDIATE RELEASE                             
December 18, 2014


Cintas Corporation Announces Fiscal 2015 Second Quarter Results


CINCINNATI, December 18, 2014 -- Cintas Corporation (Nasdaq: CTAS) today reported revenue for its second quarter ended November 30, 2014, of $1.12 billion, which was approximately the same total as last year’s second quarter. This year’s second quarter revenue does not include any Document Shredding revenue as a result of the transaction with Shred-it International Inc. (the “Shred-it Transaction”) that closed on April 30, 2014, whereas last year’s second quarter does. Organic growth, which adjusts for the impacts of acquisitions, foreign currency and the Shred-it Transaction, was 7.2%.

Operating income for the fiscal 2015 second quarter was $181.2 million, an increase of 19.0% compared to last fiscal year’s second quarter. Net income for the fiscal 2015 second quarter was $120.4 million, and earnings per diluted share (EPS) for the fiscal 2015 second quarter were $1.00. Fiscal 2015 second quarter EPS was positively impacted by $0.14 from discontinued operations, which included a gain from the sale of Cintas’ Document Storage and Imaging business. The sale of the Document Storage and Imaging business was previously announced by Cintas in a press release dated November 6, 2014. Fiscal 2015 second quarter EPS from Continuing Operations was $0.86, which is an increase of 24.6% over last fiscal year’s second quarter EPS from Continuing Operations of $0.69. Operating income, net income and EPS are discussed in more detail in the Fiscal 2015 Second Quarter Results section below.

“We are pleased with our second quarter results and remain encouraged by the solid first half of fiscal 2015,” said Scott D. Farmer, Cintas’ Chief Executive Officer. “As was the case in our first quarter, our second quarter organic revenue growth was very good, with Rental operating segment revenue growing organically by 8.1% and First Aid, Safety and Fire Protection operating segment revenue growing organically by 12.1%. Our employees, who we call partners, have executed our game plan very effectively, and we are focused on continuing these efforts during the second half of fiscal 2015.”


FISCAL 2015 SECOND QUARTER RESULTS

The table below labeled “2nd Quarter Revenue Results” presents second quarter revenue for Cintas, reflecting the sale of the Document Storage and Imaging business and presented to exclude fiscal 2014 second quarter Document Shredding revenue. Effective April 30, 2014, Cintas entered into a partnership transaction with the shareholders of Shred-it International Inc. (“Shred-it”) to combine Cintas’ Document Shredding business with Shred-it’s Document Shredding business. Subsequent to the closing of the Shred-it Transaction, Cintas no longer includes Document Shredding revenue in its reported revenue. As a result, we believe that revenue excluding Document Shredding revenue is more representative of the ongoing revenue of Cintas.
2nd Quarter Revenue Results
(dollar amounts in millions)
 
Q2, FY15
(see Note 1)
 
Q2, FY14
(see Note 1)
 
Growth %
 
Organic Growth %
(see Note 2)
 
 
 
 
 
 
 
 
 
Rental Uniforms and Ancillary Products
 
$
865.4

 
$
804.3

 
7.6%
 
8.1%
Uniform Direct Sales
 
117.5

 
121.9

 
(3.6)%
 
(3.2)%
First Aid, Safety and Fire Protection
 
140.5

 
124.6

 
12.7%
 
12.1%
Revenue, excluding Document Shredding
 
$
1,123.4

 
$
1,050.8

 
6.9%
 
7.2%
Document Shredding - (see Note 3)
 
 
73.1

 
 
Total Cintas Revenue
 
$
1,123.4

 
$
1,123.9

 
—%
 
7.2%

Note 1 - Both fiscal 2015 and 2014 second quarter revenue reflect the change in classification of the Document Storage and Imaging business to discontinued operations, and as a result, no revenue amounts are included in either period.





Note 2 - Organic growth reflects the revenue growth for the second quarter of fiscal 2015 when adjusting for the impact of acquisitions, foreign currency and the Shred-it Transaction, compared to the second quarter of fiscal 2014.

Note 3 - As a result of the Shred-it Transaction, Cintas no longer includes Document Shredding revenue in its reported revenue. However, the fiscal 2014 second quarter Document Shredding revenue must continue to be included in the reported fiscal 2014 second quarter revenue in accordance with generally accepted accounting principles (“GAAP”).

The tables below show revenue, gross margin, operating income, net income and EPS for the second quarter of fiscal 2015 and fiscal 2014, as reported and as adjusted. The adjustments between results as reported and as adjusted are explained below. We present revenue, gross margin, operating income, net income from continuing operations and EPS from continuing operations, as adjusted, because we believe they are more representative of the ongoing performance of Cintas.
Q2, Fiscal 2015
 
As Reported
(see Note 1)
 
Document Shredding Impact
(see Note 2)
 
As
Adjusted
 
Percent of Revenue
(dollar amounts in millions, except EPS)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
1,123.4

 
$

 
$
1,123.4

 
100.0
%
Gross Margin
 
481.4

 

 
481.4

 
42.9
%
Operating Income
 
181.2

 
(0.4
)
 
181.6

 
16.2
%
Net Income, continuing operations
 
103.4

 
(0.3
)
 
103.7

 
9.2
%
 
 
 
 
 
 
 
 
 
EPS, continuing operations
 
$
0.86

 
$

 
$
0.86

 
 
 
 
 
 


 
 
 
 
Q2, Fiscal 2014
 
As Reported
(see Note 1)
 
Document Shredding Impact
(see Note 2)
 
As
Adjusted
 
Percent of Revenue
(dollar amounts in millions, except EPS)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
1,123.9

 
$
73.1

 
$
1,050.8

 
100.0
%
Gross Margin
 
467.1

 
32.7

 
434.4

 
41.3
%
Operating Income
 
152.2

 
1.7

 
150.5

 
14.3
%
Net Income, continuing operations
 
84.5

 
1.0

 
83.5

 
7.9
%
 
 
 
 
 
 
 
 
 
EPS, continuing operations
 
$
0.69

 
$
0.01

 
$
0.68

 
 

Note 1 - The “As reported” figures for both fiscal 2015 and 2014 second quarters reflect the change in classification of the Document Storage and Imaging business to discontinued operations within the Consolidated Condensed Statements of Income.

Note 2 - As a result of the Shred-it Transaction, Cintas no longer includes Document Shredding results in its reported revenue and gross margin. During fiscal 2015, Cintas will recognize its share of the Shred-it partnership income in operating income, net income from continuing operations and EPS from continuing operations. Cintas’ share of the Shred-it partnership operating income and net income were $(0.4) million and $(0.3) million, respectively. In accordance with GAAP, the fiscal 2014 second quarter Document Shredding revenue, gross margin, operating income, net income from continuing operations and EPS from continuing operations results must continue to be included in the reported fiscal 2014 results because of Cintas’ continuing ownership in the Shred-it partnership.

Fiscal 2015 second quarter gross margin, as adjusted, was $481.4 million, or 42.9% of second quarter revenue, compared to the fiscal 2014 second quarter gross margin, as adjusted, of $434.4 million, or 41.3% of last year’s second quarter revenue. Fiscal 2015 gross margin, as adjusted, increased 10.8% compared to last year’s second quarter.






Fiscal 2015 second quarter operating income, as adjusted, was $181.6 million, or 16.2% of second quarter revenue, compared to the fiscal 2014 second quarter operating income, as adjusted, of $150.5 million, or 14.3% of last year’s second quarter revenue. Fiscal 2015 operating income, as adjusted, increased 20.7% compared to last year’s second quarter. Mr. Farmer added, “In addition to the solid organic growth for the second quarter, our operating margins have continued to improve due to selling profitable business, operating very efficiently and leveraging our infrastructure.”

Fiscal 2015 second quarter net income from continuing operations and EPS from continuing operations, as adjusted, increased over the fiscal 2014 second quarter by 24.2% and 26.5%, respectively.


FISCAL YEAR 2015 GUIDANCE

Mr. Farmer concluded, “We view the state of the U.S. economy as fairly fragile given numerous factors globally and within the U.S., and are hesitant to turn too optimistic. However, we have been pleased with the recent U.S. economic performance and look forward to this current state continuing in the second half of our fiscal year. Based on this view of the U.S. economy and our second quarter results, we are updating our fiscal 2015 guidance. We now expect fiscal 2015 revenue to be in the range of $4.45 billion to $4.50 billion, and fiscal 2015 EPS to be in the range of $3.49 to $3.54. This guidance continues to assume no EPS contribution from the partnership with Shred-it International Inc. due to the expectation of first year integration and transition expenses.”

As mentioned earlier in this press release, subsequent to the closing of the Shred-it Transaction on April 30, 2014, we no longer include Document Shredding revenue in our reported revenue. The table below shows a comparison of fiscal 2014 revenue to our updated 2015 revenue guidance. 

Updated Revenue Guidance
(dollar amounts in millions)
 
Fiscal
2014
 
Fiscal 2015 Low End
of Range
 
Growth vs. Fiscal 2014
 
Fiscal 2015 High End
of Range
 
Growth vs. Fiscal 2014
 
 
 
 
 
 
 
 
 
 
 
Revenue, excluding Document Shredding
 
$
4,193.9

 
$
4,450.0

 
6.1%
 
$
4,500.0

 
7.3%
Document Shredding Revenue
 
275.7

 
 
 
 
 
 
 
 
Total Cintas Revenue
 
$
4,469.6

 
 
 
 
 
 
 
 

The table below shows a comparison of fiscal 2014 EPS to our updated 2015 EPS guidance.

Updated EPS Guidance
 
Fiscal
2014
 
Fiscal 2015 Low End
of Range
 
Growth vs. Fiscal 2014
 
Fiscal 2015 High End
of Range
 
Growth vs. Fiscal 2014
 
 
 
 
 
 
 
 
 
 
 
EPS, excluding Special Items
 
$
2.75

 
$
3.20

 
16.4%
 
$
3.25

 
18.2%
Impact of Shredding business
 
0.04

 

 
 
 

 
 
Impact of sale of stock in equity investment
 

 
0.11

 
 
 
0.11

 
 
Impact of Shred-it Transaction
 
0.26

 
0.04

 
 
 
0.04

 
 
Impact of discontinued operations
 

 
0.14

 
 
 
0.14

 
 
Total Reported Cintas EPS
 
$
3.05

 
$
3.49

 
14.4%
 
$
3.54

 
16.1%

The updated fiscal 2015 EPS guidance assumes no deterioration in the U.S. economy and does not assume any share buybacks for the second half of fiscal 2015.

About Cintas
Headquartered in Cincinnati, Cintas Corporation provides highly specialized services to businesses of all types primarily throughout North America. Cintas designs, manufactures and implements corporate identity uniform programs, and provides entrance mats, restroom supplies, first aid, safety and fire protection products and services. Cintas is a publicly held company traded over the Nasdaq Global Select Market under the symbol CTAS and is a component of the Standard & Poor’s 500 Index.






CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
The Private Securities Litigation Reform Act of 1995 provides a safe harbor from civil litigation for forward-looking statements. Forward-looking statements may be identified by words such as “estimates,” “anticipates,” “predicts,” “projects,” “plans,” “expects,” “intends,” “target,” “forecast,” “believes,” “seeks,” “could,” “should,” “may” and “will” or the negative versions thereof and similar words, terms and expressions and by the context in which they are used. Such statements are based upon current expectations of Cintas and speak only as of the date made. You should not place undue reliance on any forward-looking statement. We cannot guarantee that any forward-looking statement will be realized. These statements are subject to various risks, uncertainties, potentially inaccurate assumptions and other factors that could cause actual results to differ from those set forth in or implied by this Press Release. Factors that might cause such a difference include, but are not limited to, the Shred-it partnership’s ability to promptly and effectively integrate the Cintas Document Shredding business with Shred-it’s Document Shredding business; the Shred-it partnership’s ability to realize any synergies from the combination of the Cintas Document Shredding business with Shred-it’s Document Shredding business; the Shred-it partnership’s ability to provide a proper accounting of its results; the possibility of greater than anticipated operating costs including energy and fuel costs; lower sales volumes; loss of customers due to outsourcing trends; the performance and costs of integration of acquisitions; fluctuations in costs of materials and labor including increased medical costs; costs and possible effects of union organizing activities; failure to comply with government regulations concerning employment discrimination, employee pay and benefits and employee health and safety; uncertainties regarding any existing or newly-discovered expenses and liabilities related to environmental compliance and remediation; the cost, results and ongoing assessment of internal controls for financial reporting required by the Sarbanes-Oxley Act of 2002; disruptions caused by the inaccessibility of computer systems data; the initiation or outcome of litigation, investigations or other proceedings; higher assumed sourcing or distribution costs of products; the disruption of operations from catastrophic or extraordinary events; the amount and timing of repurchases of our common stock, if any; changes in federal and state tax and labor laws; the reactions of competitors in terms of price and service; the ultimate impact of the Affordable Care Act; and the finalization of our financial statements for the quarter ended November 30, 2014. Cintas undertakes no obligation to publicly release any revisions to any forward-looking statements or to otherwise update any forward-looking statements whether as a result of new information or to reflect events, circumstances or any other unanticipated developments arising after the date on which such statements are made. A further list and description of risks, uncertainties and other matters can be found in our Annual Report on Form 10-K for the year ended May 31, 2014 and in our reports on Forms 10-Q and 8-K. The risks and uncertainties described herein are not the only ones we may face. Additional risks and uncertainties presently not known to us or that we currently believe to be immaterial may also harm our business.

For additional information, contact:
William C. Gale, Sr. Vice President-Finance and Chief Financial Officer - 513-573-4211
J. Michael Hansen, Vice President and Treasurer - 513-701-2079






 Cintas Corporation
Consolidated Condensed Statements of Income
(Unaudited)
(In thousands except per share data)
 
 
Three Months Ended
 
 
November 30,
2014
 
November 30,
2013
 
% Chng.
Revenue:
 
 

 
 

 
 
Rental uniforms and ancillary products
 
$
865,428

 
$
804,316

 
7.6%
Other services
 
257,951

 
319,615

 
(19.3)%
Total revenue
 
1,123,379

 
1,123,931

 
—%
 
 
 
 
 
 
 
Costs and expenses:
 
 

 
 

 
 
Cost of rental uniforms and ancillary products
 
477,960

 
459,112

 
4.1%
Cost of other services
 
163,995

 
197,740

 
(17.1)%
Selling and administrative expenses
 
300,249

 
314,868

 
(4.6)%
 
 
 
 
 
 

Operating income
 
181,175

 
152,211

 
19.0%
 
 
 
 
 
 

Interest income
 
(19
)
 
(84
)
 
(77.4)%
Interest expense
 
15,929

 
16,485

 
(3.4)%
 
 
 
 
 
 

Income before income taxes
 
165,265


135,810

 
21.7%
Income taxes
 
61,819

 
51,354

 
20.4%
Income from continuing operations
 
103,446

 
84,456

 
22.5%
Income from discontinued operations, net of tax of $11,892
  and $354, respectively
 
16,966

 
406

 
4,078.8%
Net income
 
$
120,412

 
$
84,862

 
41.9%
 
 
 
 
 
 

Basic earnings per share:
 
 
 
 
 

  Continuing operations
 
$
0.87

 
$
0.70

 
24.3%
  Discontinued operations
 
0.15

 
0.01

 
1,400.0%
Basic earnings per share
 
$
1.02

 
$
0.71

 
43.7%
 
 
 

 
 

 

Diluted earnings per share:
 
 
 
 
 

  Continuing operations
 
$
0.86

 
$
0.69

 
24.6%
  Discontinued operations
 
0.14

 
0.01

 
1,300.0%
Diluted earnings per share
 
$
1.00

 
$
0.70

 
42.9%
 
 
 
 
 
 
 
Weighted average number of shares outstanding
 
117,115

 
119,907

 
 
Diluted average number of shares outstanding
 
118,655

 
121,050

 
 
 










 Cintas Corporation
Consolidated Condensed Statements of Income
(Unaudited)
(In thousands except per share data)
 
 
Six Months Ended
 
 
November 30,
2014
 
November 30,
2013
 
% Chng.
Revenue:
 
 

 
 

 
 
Rental uniforms and ancillary products
 
$
1,722,300

 
$
1,597,182

 
7.8%
Other services
 
503,156

 
626,995

 
(19.8)%
Total revenue
 
2,225,456

 
2,224,177

 
0.1%
 
 
 
 
 
 

Costs and expenses:
 
 

 
 

 

Cost of rental uniforms and ancillary products
 
948,569

 
913,843

 
3.8%
Cost of other services
 
317,517

 
387,160

 
(18.0)%
Selling and administrative expenses
 
614,707

 
631,351

 
(2.6)%
 
 
 
 
 
 

Operating income
 
344,663

 
291,823

 
18.1%
 
 
 
 
 
 
 
Gain on deconsolidation of Shredding business
 
6,619

 

 
100.0%
 
 
 
 
 
 
 
Gain on sale of stock of an equity method investment
 
21,739

 

 
100.0%
 
 
 
 
 
 
 
Interest income
 
(72
)
 
(152
)
 
(52.6)%
Interest expense
 
32,512

 
33,008

 
(1.5)%
 
 
 
 
 
 

Income before income taxes
 
340,581

 
258,967

 
31.5%
Income taxes
 
127,344

 
97,113

 
31.1%
Income from continuing operations
 
213,237

 
161,854

 
31.7%
Income from discontinued operations, net of tax of $12,151
  and $456, respectively
 
17,283

 
762

 
2,168.1%
Net income
 
$
230,520

 
$
162,616

 
41.8%
 
 
 
 
 
 

Basic earnings per share:
 
 
 
 
 

  Continuing operations
 
$
1.81

 
$
1.33

 
36.1%
  Discontinued operations
 
0.15

 
0.01

 
1,400.0%
Basic earnings per share
 
$
1.96

 
$
1.34

 
46.3%
 
 
 

 
 

 

Diluted earnings per share:
 
 
 
 
 

  Continuing operations
 
$
1.79

 
$
1.32

 
35.6%
  Discontinued operations
 
0.14

 
0.01

 
1,300.0%
Diluted earnings per share
 
$
1.93

 
$
1.33

 
45.1%
 
 
 
 
 
 
 
Weighted average number of shares outstanding
 
116,887

 
121,025

 
 
Diluted average number of shares outstanding
 
118,334

 
122,016

 
 










CINTAS CORPORATION SUPPLEMENTAL DATA
 
 
Three Months Ended
 
 
November 30,
2014
 
November 30,
2013
Rental uniforms and ancillary products gross margin
 
44.8
%
 
42.9
%
Other services gross margin(1)
 
36.4
%
 
38.1
%
Total gross margin(1)
 
42.9
%
 
41.6
%
Net margin(1)
 
9.2
%
 
7.5
%
 
 
 
 
 
 
 
Six Months Ended
 
 
November 30,
2014
 
November 30,
2013
Rental uniforms and ancillary products gross margin
 
44.9
%
 
42.8
%
Other services gross margin(1)
 
36.9
%
 
38.3
%
Total gross margin(1)
 
43.1
%
 
41.5
%
Net margin(1)
 
9.6
%
 
7.3
%
(1) Amounts presented for the three and six months ended November 30, 2013 have been adjusted to reflect the results of continuing operations.


Computation of Diluted Earnings Per Share from Continuing Operations
 
 
Three Months Ended
 
 
November 30,
2014
 
November 30,
2013
Income from continuing operations
 
$
103,446

 
$
84,456

Less: income from continuing operations allocated to participating securities
 
880

 
16

Income from continuing operations available to common shareholders
 
$
102,566

 
$
84,440

 
 
 
 
 
Basic weighted average common shares outstanding
 
117,115

 
119,907

Effect of dilutive securities - employee stock options and awards
 
1,540

 
1,143

Diluted weighted average common shares outstanding
 
118,655

 
121,050

 
 
 
 
 
Diluted earnings per share from continuing operations
 
$
0.86

 
$
0.69

 
 
 
 
 
 
 
Six Months Ended
 
 
November 30,
2014
 
November 30,
2013
Income from continuing operations
 
$
213,237

 
$
161,854

Less: income from continuing operations allocated to participating securities
 
1,493

 
477

Income from continuing operations available to common shareholders
 
$
211,744

 
$
161,377

 
 
 
 
 
Basic weighted average common shares outstanding
 
116,887

 
121,025

Effect of dilutive securities - employee stock options and awards
 
1,447

 
991

Diluted weighted average common shares outstanding
 
118,334

 
122,016

 
 
 
 
 
Diluted earnings per share from continuing operations
 
$
1.79

 
$
1.32











Reconciliation of Non-GAAP Financial Measures and Regulation G Disclosure

The press release contains non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. To supplement its consolidated financial statements presented in accordance with U.S. generally accepted accounting principles (GAAP), the Company provides additional measures of revenue and related growth, gross margin, operating income, net income, earnings per diluted share, and cash flow. The Company believes that these non-GAAP financial measures are appropriate to enhance understanding of its past performance as well as prospects for future performance. Reconciliations of the differences between these non-GAAP financial measures with the most directly comparable financial measures calculated in accordance with GAAP are shown in the tables within the narrative of the press release or below.

Computation of Free Cash Flow
 
 
Six Months Ended
 
 
November 30,
2014
 
November 30,
2013
Net cash provided by operations
 
$
292,573

 
$
222,280

Capital expenditures
 
(113,205
)
 
(76,785
)
Free cash flow
 
$
179,368

 
$
145,495


Management uses free cash flow to assess the financial performance of the Company. Management believes that free cash flow is useful to investors because it relates the operating cash flow of the Company to the capital that is spent to continue, improve and grow business operations.


Results from Continuing Operations as Reported and as Adjusted
 
 
As Reported(1)
 
Document
Shredding
Impact(2)
 
Document
Shredding
Gain(3)
 
Gain on
Investment
Sale(4)
 
As Adjusted
 
Percent of
Revenue
For the six months ended
November 30, 2014
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
2,225,456

 
$

 
$

 
$

 
$
2,225,456

 
100.0
%
Gross margin
 
$
959,370

 
$

 
$

 
$

 
$
959,370

 
43.1
%
Operating income
 
$
344,663

 
$
(408
)
 
$

 
$

 
$
345,071

 
15.5
%
Net income, continuing operations
 
$
213,237

 
$
(255
)
 
$
4,143

 
$
13,609

 
$
195,740

 
8.8
%
Diluted earnings per share,
continuing operations
 
$
1.79

 
$

 
$
0.04

 
$
0.11

 
$
1.64

 
 
 
 
 
 
 
 
 
 
 
 

 
 
For the six months ended
November 30, 2013
 
 
 
 
 
 
 
 
 

 
 
Revenue
 
$
2,224,177

 
$
147,190

 
$

 
$

 
$
2,076,987

 
100.0
%
Gross margin
 
$
923,174

 
$
66,035

 
$

 
$

 
$
857,139

 
41.3
%
Operating income
 
$
291,823

 
$
3,784

 
$

 
$

 
$
288,039

 
13.9
%
Net income, continuing operations
 
$
161,854

 
$
2,365

 
$

 
$

 
$
159,489

 
7.7
%
Diluted earnings per share,
continuing operations
 
$
1.32

 
$
0.02

 
$

 
$

 
$
1.30

 
 

(1) The "As reported" figures reflect the change in classification of the Document Storage and Imaging business to discontinued operations within the Consolidated Condensed Statements of Income.
(2) As a result of the Shred-it Transaction completed in fiscal 2014, Cintas no longer includes Document Shredding results in its reported revenue and gross margin. During fiscal 2015, Cintas will recognize its share of the Shred-it partnership income in operating income, net income, and earnings per share from continuing operations. In accordance with GAAP, the fiscal 2014 Document Shredding revenue, gross margin, operating income, net income and earnings per share must continue to be reported in fiscal 2014 results from continuing operations.





(3) Cintas recorded an additional gain related to the Shred-it Transaction due to receiving additional proceeds during the first quarter of fiscal 2015.
(4) During the first quarter of fiscal 2015, Cintas recognized a gain on the sale of stock in an equity method investment.
SUPPLEMENTAL SEGMENT DATA
 
Rental
Uniforms
 and
Ancillary
Products
 
Uniform
Direct
Sales
 
First Aid,
Safety and
Fire
Protection
 
Document
Management(1)
 
Corporate(2)
 
Total
For the three months ended November 30, 2014
 
 

 
 

 
 

 
 

 
 

 
 

Revenue
 
$
865,428

 
$
117,521

 
$
140,430

 
$

 
$

 
$
1,123,379

Gross margin
 
$
387,468

 
$
32,453

 
$
61,503

 
$

 
$

 
$
481,424

Selling and administrative expenses
 
$
230,988

 
$
22,083

 
$
46,770

 
$

 
$
408

 
$
300,249

Interest income
 
$

 
$

 
$

 
$

 
$
(19
)
 
$
(19
)
Interest expense
 
$

 
$

 
$

 
$

 
$
15,929

 
$
15,929

Income (loss) before income taxes
 
$
156,480

 
$
10,370

 
$
14,733

 
$

 
$
(16,318
)

$
165,265

 
 
 
 
 
 
 
 
 
 
 
 
 
For the three months ended November 30, 2013
 
 

 
 

 
 

 
 

 
 

 
 

Revenue
 
$
804,316

 
$
121,883

 
$
124,585

 
$
73,147

 
$

 
$
1,123,931

Gross margin
 
$
345,204

 
$
35,137

 
$
54,052

 
$
32,686

 
$

 
$
467,079

Selling and administrative expenses
 
$
219,134

 
$
21,273

 
$
43,467

 
$
30,994

 
$

 
$
314,868

Interest income
 
$

 
$

 
$

 
$

 
$
(84
)
 
$
(84
)
Interest expense
 
$

 
$

 
$

 
$

 
$
16,485

 
$
16,485

Income (loss) before income taxes
 
$
126,070

 
$
13,864

 
$
10,585

 
$
1,692

 
$
(16,401
)
 
$
135,810

 
 


 
 
 
 
 
 
 
 
 


As of and for the six months ended November 30, 2014
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
1,722,300

 
$
222,666

 
$
280,490

 
$

 
$

 
$
2,225,456

Gross margin
 
$
773,731

 
$
62,917

 
$
122,722

 
$

 
$

 
$
959,370

Selling and administrative expenses
 
$
474,570

 
$
43,360

 
$
96,369

 
$

 
$
408

 
$
614,707

Gain on deconsolidation of Shredding business
 
$

 
$

 
$

 
$

 
$
6,619

 
$
6,619

Gain on sale of stock of an equity method investment
 
$

 
$

 
$

 
$

 
$
21,739

 
$
21,739

Interest income
 
$

 
$

 
$

 
$

 
$
(72
)
 
$
(72
)
Interest expense
 
$

 
$

 
$

 
$

 
$
32,512

 
$
32,512

Income (loss) before income taxes
 
$
299,161

 
$
19,557

 
$
26,353

 
$

 
$
(4,490
)

$
340,581

Assets
 
$
2,939,994

 
$
138,306

 
$
429,800

 
$

 
$
1,189,471

 
$
4,697,571

 
 
 
 
 
 
 
 
 
 
 
 
 
As of and for the six months ended November 30, 2013
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
1,597,182

 
$
229,345

 
$
250,460

 
$
147,190

 
$

 
$
2,224,177

Gross margin
 
$
683,339

 
$
64,851

 
$
108,949

 
$
66,035

 
$

 
$
923,174

Selling and administrative expenses
 
$
439,876

 
$
42,306

 
$
86,918

 
$
62,251

 
$

 
$
631,351

Interest income
 
$

 
$

 
$

 
$

 
$
(152
)
 
$
(152
)
Interest expense
 
$

 
$

 
$

 
$

 
$
33,008

 
$
33,008

Income (loss) before income taxes
 
$
243,463

 
$
22,545

 
$
22,031

 
$
3,784

 
$
(32,856
)
 
$
258,967

Assets
 
$
2,838,831

 
$
159,465

 
$
418,787

 
$
480,843

 
$
467,472

 
$
4,365,398






(1) As a result of the Shred-it Transaction and the Document Storage and Imaging Transactions, we no longer have a Document Management Services Operating Segment. For illustrative purposes in this press release, we have shown the results of the Document Destruction business within the Document Management Services Operating Segment for the three and six month periods ended November 30, 2013. However, this information will be combined into the Corporate Operating Segment for reporting purposes in the Form 10-Q.
(2) Corporate assets as of November 30, 2014 include the investment in the Shred-it partnership. Corporate assets also include the real estate assets of the Document Storage and Imaging business that were not included in the sale transactions. Corporate assets as of November 30, 2013 include the assets of the Document Storage and Imaging business.





Cintas Corporation
Consolidated Balance Sheets
(In thousands except share data)
 
 
November 30,
2014
 
May 31,
2014
 
 
(Unaudited)
 
 
ASSETS
 
 

 
 

Current assets:
 
 

 
 

Cash and cash equivalents
 
$
826,724

 
$
513,288

Accounts receivable, net
 
510,153

 
508,427

Inventories, net
 
235,860

 
251,239

Uniforms and other rental items in service
 
528,332

 
506,537

Assets held for sale
 
21,320

 

Prepaid expenses and other current assets
 
23,591

 
26,190

Total current assets
 
2,145,980

 
1,805,681

 
 
 
 
 
Property and equipment, at cost, net
 
845,127

 
855,702

 
 
 
 
 
Investments
 
456,864

 
458,357

Goodwill
 
1,189,360

 
1,267,411

Service contracts, net
 
41,590

 
55,675

Other assets, net
 
18,650

 
19,626

 
 
$
4,697,571

 
$
4,462,452

 
 
 
 
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 

 
 

Current liabilities:
 
 

 
 

Accounts payable
 
$
171,629

 
$
150,070

Accrued compensation and related liabilities
 
60,448

 
85,026

Accrued liabilities
 
502,861

 
299,727

Income taxes, current
 
17,459

 
5,960

Deferred tax liability
 
98,313

 
88,845

Liabilities held for sale
 
1,054

 

Long-term debt due within one year
 

 
503

Total current liabilities
 
851,764

 
630,131

 
 
 
 
 
Long-term liabilities:
 
 
 
 

Long-term debt due after one year
 
1,300,000

 
1,300,477

Deferred income taxes
 
233,597

 
246,044

Accrued liabilities
 
108,876

 
92,942

Total long-term liabilities
 
1,642,473

 
1,639,463

 
 
 
 
 
Shareholders’ equity:
 
 

 
 

Preferred stock, no par value:
         100,000 shares authorized, none outstanding
 

 

Common stock, no par value:
425,000,000 shares authorized
FY15: 177,639,653 issued and 117,283,038 outstanding
FY14: 176,378,412 issued and 117,037,784 outstanding
 
309,915

 
251,753

Paid-in capital
 
133,173

 
134,939

Retained earnings
 
4,027,464

 
3,998,893

Treasury stock:
FY15: 60,356,615 shares
FY14: 59,340,628 shares
 
(2,284,728
)
 
(2,221,155
)
Accumulated other comprehensive income
 
17,510

 
28,428

Total shareholders’ equity
 
2,203,334

 
2,192,858

 
 
 
 
 
 
 
$
4,697,571

 
$
4,462,452






Cintas Corporation
Consolidated Condensed Statements of Cash Flows
(Unaudited)
(In thousands)
 
 
 
Six Months Ended
 
 
November 30,
 2014
 
November 30,
 2013
Cash flows from operating activities:
 
 

 
 

Net income
 
$
230,520

 
$
162,616

 
 
 
 
 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
Depreciation
 
70,451

 
85,180

Amortization of intangible assets
 
7,702

 
11,741

Stock-based compensation
 
24,785

 
14,624

Gain on Storage transactions
 
(34,137
)
 

Gain on deconsolidation of Shredding business
 
(6,619
)
 

Gain on sale of stock of an equity method investment
 
(21,739
)
 

Deferred income taxes
 
10,346

 
9,299

Change in current assets and liabilities, net of acquisitions of businesses:
 
 
 
 
Accounts receivable, net
 
(12,747
)
 
(23,755
)
Inventories, net
 
14,847

 
(9,232
)
Uniforms and other rental items in service
 
(23,473
)
 
(12,694
)
Prepaid expenses and other current assets
 
(2,622
)
 
(1,776
)
Accounts payable
 
27,982

 
(19,215
)
Accrued compensation and related liabilities
 
(25,111
)
 
(19,381
)
Accrued liabilities
 
24,780

 
11,387

Income taxes, current
 
7,608

 
13,486

Net cash provided by operating activities
 
292,573

 
222,280

 
 
 
 
 
Cash flows from investing activities:
 
 

 
 

Capital expenditures
 
(113,025
)
 
(76,785
)
Proceeds from redemption of marketable securities
 

 
45,114

Purchase of marketable securities and investments
 
(11,978
)
 
(55,413
)
Proceeds from Storage transactions, net of cash contributed
 
153,996

 

Proceeds from Shredding transaction
 
3,344

 

Proceeds from sale of stock of an equity method investment
 
29,933

 

Dividends received on equity method investment
 
5,247

 

Acquisitions of businesses, net of cash acquired
 
(3,015
)
 
(32,514
)
Other, net
 
1,681

 
(929
)
Net cash provided by (used in) investing activities
 
66,183

 
(120,527
)
 
 
 
 
 
Cash flows from financing activities:
 
 
 
 
Repayment of debt
 
(364
)
 
(7,837
)
Proceeds from exercise of stock-based compensation awards
 
22,472

 
21,311

Repurchase of common stock
 
(63,573
)
 
(164,200
)
Other, net
 
1,758

 
6,323

Net cash used in financing activities
 
(39,707
)
 
(144,403
)
 
 
 
 
 
Effect of exchange rate changes on cash and cash equivalents
 
(5,613
)
 
(289
)
 
 
 
 
 
Net increase (decrease) in cash and cash equivalents
 
313,436

 
(42,939
)
Cash and cash equivalents at beginning of period
 
513,288

 
352,273

Cash and cash equivalents at end of period
 
$
826,724

 
$
309,334