0000723254-15-000004.txt : 20150318 0000723254-15-000004.hdr.sgml : 20150318 20150318161716 ACCESSION NUMBER: 0000723254-15-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150318 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20150318 DATE AS OF CHANGE: 20150318 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: 15710236 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-k3x15.htm 8-K CTAS Form 8-K 3-15

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) March 18, 2015
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 March 18, 2015, Cintas Corporation issued a press release announcing its financial results for the quarter ended February 28, 2015. 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 March 18, 2015





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: March 18, 2015
 
By:
 
/s/ J. Michael Hansen
 
 
 
 
J. Michael Hansen
 
 
 
 
Vice President and Chief Financial Officer






EXHIBIT INDEX


 
Exhibit
Number
 
Description
 
99
 
Press release dated March 18, 2015



EX-99 2 ex993-15.htm EXHIBIT 99 Ex 99 3-15


Exhibit 99
 
FOR IMMEDIATE RELEASE                             
March 18, 2015


Cintas Corporation Announces Fiscal 2015 Third Quarter Results


CINCINNATI, March 18, 2015 -- Cintas Corporation (Nasdaq: CTAS) today reported revenue for its third quarter ended February 28, 2015, of $1.11 billion, which represented organic growth of 7.5%. Organic growth adjusts for the impacts of acquisitions, foreign currency and the contribution of the Document Shredding business to Shred-it International Inc. (“Shred-it”). Fiscal 2015 third quarter revenue was approximately the same total as last year’s third quarter. This year’s third quarter revenue does not include any Document Shredding revenue as a result of the transaction with Shred-it (the “Shred-it Transaction”) that closed on April 30, 2014, whereas last year’s third quarter does.

Operating income for the fiscal 2015 third quarter was $173.6 million, an increase of 16.1% compared to last fiscal year’s third quarter. Net income for the fiscal 2015 third quarter was $94.9 million, and earnings per diluted share (EPS) for the fiscal 2015 third quarter were $0.80. Fiscal 2015 third quarter net income and EPS were negatively impacted by $6.8 million and $0.06, respectively, due to the recording of a net loss on Cintas’ investment in Shred-it. Shred-it results in the period were adversely affected by integration costs and foreign currency exchange due to the weakened Canadian dollar. Fiscal 2015 third quarter EPS from discontinued operations was $0.01. Fiscal 2015 third quarter EPS, excluding the Shred-it impact and discontinued operations was $0.85. Operating income, net income and EPS are discussed in more detail in the Fiscal 2015 Third Quarter Results section below.

“Our third quarter results reflect a continuation of the fiscal 2015 game plan,” said Scott D. Farmer, Cintas’ Chief Executive Officer. “Our employees, whom we call partners, continue to execute at high levels. In addition to the solid results for the quarter, we are pleased to report that we purchased 3.2 million shares of our common stock during the third quarter, demonstrating our commitment to provide shareholder value.” The shares purchased during the third quarter were done so at an aggregate cost of $250.8 million, and this concluded the $500 million share buyback program authorized by Cintas’ Board of Directors in July 2013. As announced on January 13, 2015, the Board of Directors approved an additional $500 million share buyback program, and that entire program remains available as of March 18, 2015.


FISCAL 2015 THIRD QUARTER RESULTS

The table below labeled “3rd Quarter Revenue Results” presents third quarter revenue for Cintas, reflecting the second quarter sale of the Document Storage and Imaging business and presented to exclude fiscal 2014 third quarter Document Shredding revenue. Effective April 30, 2014, Cintas entered into a partnership transaction with the shareholders of 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.

3rd Quarter Revenue Results
(dollar amounts in millions)
 
Q3, FY15
(see Note 1)
 
Q3, FY14
(see Note 1)
 
Growth %
 
Organic Growth %
(see Note 2)
 
 
 
 
 
 
 
 
 
Rental Uniforms and Ancillary Products
 
$
859.5

 
$
801.7

 
7.2%
 
7.8%
Uniform Direct Sales
 
112.2

 
107.7

 
4.2%
 
4.8%
First Aid, Safety and Fire Protection
 
137.1

 
126.7

 
8.2%
 
7.5%
Revenue, excluding Document Shredding
 
$
1,108.8

 
$
1,036.1

 
7.0%
 
7.5%
Document Shredding - (see Note 3)
 
 
74.9

 
 
Total Cintas Revenue
 
$
1,108.8

 
$
1,111.0

 
(0.2)%
 
7.5%





Note 1 - Both fiscal 2015 and 2014 third quarter revenue reflect the 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 third quarter of fiscal 2015 when adjusting for the impact of acquisitions, foreign currency and the Shred-it Transaction, compared to the third 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 third quarter Document Shredding revenue must continue to be included in the reported fiscal 2014 third quarter revenue in accordance with generally accepted accounting principles (“GAAP”).


The tables below show revenue, gross margin, operating income, net income from continuing operations and EPS from continuing operations for the third 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.

Q3, 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
 
$
1,108.8

 
$

 
$
1,108.8

 
100.0
%
Gross Margin
 
475.3

 

 
475.3

 
42.9
%
Operating Income
 
173.6

 

 
173.6

 
15.7
%
Net Income, continuing operations
 
93.6

 
(6.8
)
 
100.4

 
9.1
%
 
 
 
 
 
 
 
 
 
EPS, continuing operations
 
$
0.79

 
$
(0.06
)
 
$
0.85

 
 
 
 
 
 


 
 
 
 
Q3, 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
 
$
1,111.0

 
$
74.9

 
$
1,036.1

 
100.0
%
Gross Margin
 
469.6

 
33.2

 
436.4

 
42.1
%
Operating Income
 
149.6

 
1.3

 
148.3

 
14.3
%
Net Income, continuing operations
 
84.3

 
0.8

 
83.5

 
8.1
%
 
 
 
 
 
 
 
 
 
EPS, continuing operations
 
$
0.69

 
$
0.01

 
$
0.68

 
 
Note 1 - The “As reported” figures for both fiscal 2015 and 2014 third 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, gross margin and operating income. During fiscal 2015, Cintas will recognize its share of the Shred-it partnership income, net of tax, in net income from continuing operations and EPS from continuing operations. Cintas’ share of the fiscal 2015 third quarter Shred-it net income was $(6.8) million. In accordance with GAAP, the fiscal 2014 third 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 Shred-it.






Fiscal 2015 third quarter gross margin was $475.3 million, or 42.9% of third quarter revenue, compared to the fiscal 2014 third quarter gross margin, as adjusted, of $436.4 million, or 42.1% of last year’s third quarter revenue. Fiscal 2015 gross margin increased 8.9% compared to last year’s adjusted third quarter margin.

Fiscal 2015 third quarter operating income was $173.6 million, or 15.7% of third quarter revenue, compared to the fiscal 2014 third quarter operating income, as adjusted, of $148.3 million, or 14.3% of last year’s third quarter revenue. Fiscal 2015 operating income increased 17.1% compared to last year’s adjusted third quarter income.

Fiscal 2015 third quarter net income from continuing operations and EPS from continuing operations, as adjusted, increased over the fiscal 2014 third quarter by 20.2% and 25.0%, respectively.


FISCAL YEAR 2015 GUIDANCE

Mr. Farmer concluded, “We are updating our fiscal 2015 guidance based on our third quarter results. We expect fiscal 2015 revenue to be in the range of $4.46 billion to $4.49 billion, and fiscal 2015 EPS to be in the range of $3.55 to $3.58. This guidance assumes no EPS impact in the fourth quarter from the partnership with Shred-it due to continued integration and transition expenses. This guidance also assumes no deterioration in the U.S. economy and does not consider any additional share buybacks.”

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

 
$
4,460.0

 
6.3%
 
$
4,490.0

 
7.1%
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

 
$
3.31

 
20.4%
 
$
3.34

 
21.5%
Impact of Shredding business
 
0.04

 
(0.06
)
 
 
 
(0.06
)
 
 
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
 

 
0.15

 
 
 
0.15

 
 
Total Reported Cintas EPS
 
$
3.05

 
$
3.55

 
16.4%
 
$
3.58

 
17.4%


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 February 28, 2015. 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:
J. Michael Hansen, Vice President-Finance and Chief Financial Officer - 513-701-2079
Paul F. Adler, Corporate Controller - 513-573-4195






 Cintas Corporation
Consolidated Condensed Statements of Income
(Unaudited)
(In thousands except per share data)
 
 
Three Months Ended
 
 
February 28,
2015
 
February 28,
2014
 
% Change
Revenue:
 
 

 
 

 
 
Rental uniforms and ancillary products
 
$
859,520

 
$
801,702

 
7.2%
Other services
 
249,327

 
309,271

 
(19.4)%
Total revenue
 
1,108,847

 
1,110,973

 
(0.2)%
 
 
 
 
 
 
 
Costs and expenses:
 
 

 
 

 
 
Cost of rental uniforms and ancillary products
 
476,092

 
450,086

 
5.8%
Cost of other services
 
157,448

 
191,253

 
(17.7)%
Selling and administrative expenses
 
301,690

 
317,873

 
(5.1)%
Shredding transaction costs
 

 
2,158

 
(100.0)%
 
 
 
 
 
 

Operating income
 
173,617

 
149,603

 
16.1%
 
 
 
 
 
 

Interest income
 
(96
)
 
(44
)
 
118.2%
Interest expense
 
16,254

 
16,418

 
(1.0)%
 
 
 
 
 
 

Income before income taxes
 
157,459


133,229

 
18.2%
Income taxes
 
57,052

 
48,903

 
16.7%
Loss on investment in Shred-it, net of tax of $4,010
 
(6,771
)
 

 
(100.0)%
Income from continuing operations
 
93,636

 
84,326

 
11.0%
Income from discontinued operations, net of tax of $53
  and $284, respectively
 
1,247

 
276

 
351.8%
Net income
 
$
94,883

 
$
84,602

 
12.2%
 
 
 
 
 
 

Basic earnings per share:
 
 
 
 
 

  Continuing operations
 
$
0.80

 
$
0.70

 
14.3%
  Discontinued operations
 
0.01

 
0.00

 
100.0%
Basic earnings per share
 
$
0.81

 
$
0.70

 
15.7%
 
 
 

 
 

 

Diluted earnings per share:
 
 
 
 
 

  Continuing operations
 
$
0.79

 
$
0.69

 
14.5%
  Discontinued operations
 
0.01

 
0.00

 
100.0%
Diluted earnings per share
 
$
0.80

 
$
0.69

 
15.9%
 
 
 
 
 
 
 
Weighted average number of shares outstanding
 
116,178

 
119,913

 
 
Diluted average number of shares outstanding
 
117,867

 
121,280

 
 
 










 Cintas Corporation
Consolidated Condensed Statements of Income
(Unaudited)
(In thousands except per share data)
 
 
Nine Months Ended
 
 
February 28,
2015
 
February 28,
2014
 
% Change
Revenue:
 
 

 
 

 
 
Rental uniforms and ancillary products
 
$
2,581,820

 
$
2,398,884

 
7.6%
Other services
 
752,483

 
936,266

 
(19.6)%
Total revenue
 
3,334,303

 
3,335,150

 
0.0%
 
 
 
 
 
 

Costs and expenses:
 
 

 
 

 

Cost of rental uniforms and ancillary products
 
1,424,661

 
1,363,929

 
4.5%
Cost of other services
 
474,965

 
578,413

 
(17.9)%
Selling and administrative expenses
 
915,989

 
949,224

 
(3.5)%
  Shredding transaction costs
 

 
2,158

 
(100.0)%
 
 
 
 
 
 
 
Operating income
 
518,688

 
441,426

 
17.5%
 
 
 
 
 
 
 
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
 
(168
)
 
(196
)
 
(14.3)%
Interest expense
 
48,766

 
49,426

 
(1.3)%
 
 
 
 
 
 

Income before income taxes
 
498,448

 
392,196

 
27.1%
Income taxes
 
184,548

 
146,016

 
26.4%
Loss on investment in Shred-it, net of tax of $4,162
 
(7,027
)
 

 
(100.0)%
Income from continuing operations
 
306,873

 
246,180

 
24.7%
Income from discontinued operations, net of tax of $12,204
  and $740, respectively
 
18,530

 
1,038

 
1,685.2%
Net income
 
$
325,403

 
$
247,218

 
31.6%
 
 
 
 
 
 

Basic earnings per share:
 
 
 
 
 

  Continuing operations
 
$
2.61

 
$
2.03

 
28.6%
  Discontinued operations
 
0.16

 
0.01

 
1,500.0%
Basic earnings per share
 
$
2.77

 
$
2.04

 
35.8%
 
 
 

 
 

 

Diluted earnings per share:
 
 
 
 
 

  Continuing operations
 
$
2.58

 
$
2.01

 
28.4%
  Discontinued operations
 
0.15

 
0.01

 
1,400.0%
Diluted earnings per share
 
$
2.73

 
$
2.02

 
35.1%
 
 
 
 
 
 
 
Weighted average number of shares outstanding
 
116,653

 
120,658

 
 
Diluted average number of shares outstanding
 
118,214

 
121,814

 
 








CINTAS CORPORATION SUPPLEMENTAL DATA
 
 
Three Months Ended
 
 
February 28,
2015
 
February 28,
2014
Rental uniforms and ancillary products gross margin
 
44.6
%
 
43.9
%
Other services gross margin(1)
 
36.9
%
 
38.2
%
Total gross margin(1)
 
42.9
%
 
42.3
%
Net margin, continuing operations(1)
 
8.4
%
 
7.6
%
 
 
 
 
 
 
 
Nine Months Ended
 
 
February 28,
2015
 
February 28,
2014
Rental uniforms and ancillary products gross margin
 
44.8
%
 
43.1
%
Other services gross margin(1)
 
36.9
%
 
38.2
%
Total gross margin(1)
 
43.0
%
 
41.8
%
Net margin, continuing operations(1)
 
9.2
%
 
7.4
%
(1) Amounts presented for the three and nine months ended February 28, 2014 have been adjusted to reflect the results of continuing operations.


Computation of Diluted Earnings Per Share from Continuing Operations
 
 
Three Months Ended
 
 
February 28,
2015
 
February 28,
2014
Income from continuing operations
 
$
93,636

 
$
84,326

Less: income from continuing operations allocated to participating securities
 
951

 
740

Income from continuing operations available to common shareholders
 
$
92,685

 
$
83,586

 
 
 
 
 
Basic weighted average common shares outstanding
 
116,178

 
119,913

Effect of dilutive securities - employee stock options and awards
 
1,689

 
1,367

Diluted weighted average common shares outstanding
 
117,867

 
121,280

 
 
 
 
 
Diluted earnings per share from continuing operations
 
$
0.79

 
$
0.69

 
 
 
 
 
 
 
Nine Months Ended
 
 
February 28,
2015
 
February 28,
2014
Income from continuing operations
 
$
306,873

 
$
246,180

Less: income from continuing operations allocated to participating securities
 
2,444

 
1,217

Income from continuing operations available to common shareholders
 
$
304,429

 
$
244,963

 
 
 
 
 
Basic weighted average common shares outstanding
 
116,653

 
120,658

Effect of dilutive securities - employee stock options and awards
 
1,561

 
1,156

Diluted weighted average common shares outstanding
 
118,214

 
121,814

 
 
 
 
 
Diluted earnings per share from continuing operations
 
$
2.58

 
$
2.01











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
 
 
Nine Months Ended
 
 
February 28,
2015
 
February 28,
2014
Net cash provided by operations
 
$
464,640

 
$
385,773

Capital expenditures
 
(163,040
)
 
(113,615
)
Free cash flow
 
$
301,600

 
$
272,158


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 nine months ended
February 28, 2015
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
3,334,303

 
$

 
$

 
$

 
$
3,334,303

 
100.0
%
Gross margin
 
$
1,434,677

 
$

 
$

 
$

 
$
1,434,677

 
43.0
%
Operating income
 
$
518,688

 
$

 
$

 
$

 
$
518,688

 
15.6
%
Net income, continuing operations
 
$
306,873

 
$
(7,027
)
 
$
4,143

 
$
13,609

 
$
296,148

 
8.9
%
Diluted earnings per share,
continuing operations
 
$
2.58

 
$
(0.06
)
 
$
0.04

 
$
0.11

 
$
2.49

 
 
 
 
 
 
 
 
 
 
 
 

 
 
For the nine months ended
February 28, 2014
 
 
 
 
 
 
 
 
 

 
 
Revenue
 
$
3,335,150

 
$
222,040

 
$

 
$

 
$
3,113,110

 
100.0
%
Gross margin
 
$
1,392,808

 
$
99,263

 
$

 
$

 
$
1,293,545

 
41.6
%
Operating income
 
$
441,426

 
$
5,097

 
$

 
$

 
$
436,329

 
14.0
%
Net income, continuing operations
 
$
246,180

 
$
3,195

 
$

 
$

 
$
242,985

 
7.8
%
Diluted earnings per share,
continuing operations
 
$
2.01

 
$
0.03

 
$

 
$

 
$
1.98

 
 

(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 or loss in 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 February 28, 2015
 
 

 
 

 
 

 
 

 
 

 
 

Revenue
 
$
859,520

 
$
112,185

 
$
137,142

 
$

 
$

 
$
1,108,847

Gross margin
 
$
383,428

 
$
31,109

 
$
60,770

 
$

 
$

 
$
475,307

Selling and administrative expenses
 
$
234,418

 
$
21,304

 
$
45,968

 
$

 
$

 
$
301,690

Interest income
 
$

 
$

 
$

 
$

 
$
(96
)
 
$
(96
)
Interest expense
 
$

 
$

 
$

 
$

 
$
16,254

 
$
16,254

Income (loss) before income taxes
 
$
149,010

 
$
9,805

 
$
14,802

 
$

 
$
(16,158
)

$
157,459

 
 
 
 
 
 
 
 
 
 
 
 
 
For the three months ended February 28, 2014
 
 

 
 

 
 

 
 

 
 

 
 

Revenue
 
$
801,702

 
$
107,678

 
$
126,743

 
$
74,850

 
$

 
$
1,110,973

Gross margin
 
$
351,616

 
$
29,659

 
$
55,131

 
$
33,228

 
$

 
$
469,634

Selling and administrative expenses
 
$
223,234

 
$
20,405

 
$
44,477

 
$
29,757

 
$

 
$
317,873

Shredding transaction costs
 
$

 
$

 
$

 
$
2,158

 
$

 
$
2,158

Interest income
 
$

 
$

 
$

 
$

 
$
(44
)
 
$
(44
)
Interest expense
 
$

 
$

 
$

 
$

 
$
16,418

 
$
16,418

Income (loss) before income taxes
 
$
128,382

 
$
9,254

 
$
10,654

 
$
1,313

 
$
(16,374
)
 
$
133,229

 
 


 
 
 
 
 
 
 
 
 


As of and for the nine months ended February 28, 2015
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
2,581,820

 
$
334,851

 
$
417,632

 
$

 
$

 
$
3,334,303

Gross margin
 
$
1,157,159

 
$
94,026

 
$
183,492

 
$

 
$

 
$
1,434,677

Selling and administrative expenses
 
$
708,988

 
$
64,664

 
$
142,337

 
$

 
 
 
$
915,989

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
 
$

 
$

 
$

 
$

 
$
(168
)
 
$
(168
)
Interest expense
 
$

 
$

 
$

 
$

 
$
48,766

 
$
48,766

Income (loss) before income taxes
 
$
448,171

 
$
29,362

 
$
41,155

 
$

 
$
(20,240
)

$
498,448

Assets
 
$
2,941,476

 
$
127,652

 
$
444,763

 
$

 
$
839,449

 
$
4,353,340

 
 
 
 
 
 
 
 
 
 
 
 
 
As of and for the nine months ended February 28, 2014
 
 
 
 
 
 
 
 
 
 
 
 
Revenue
 
$
2,398,884

 
$
337,023

 
$
377,203

 
$
222,040

 
$

 
$
3,335,150

Gross margin
 
$
1,034,955

 
$
94,510

 
$
164,080

 
$
99,263

 
$

 
$
1,392,808

Selling and administrative expenses
 
$
663,110

 
$
62,711

 
$
131,395

 
$
92,008

 
$

 
$
949,224

Shredding transaction costs
 
$

 
$

 
$

 
$
2,158

 
$

 
$
2,158

Interest income
 
$

 
$

 
$

 
$

 
$
(196
)
 
$
(196
)
Interest expense
 
$

 
$

 
$

 
$

 
$
49,426

 
$
49,426

Income (loss) before income taxes
 
$
371,845

 
$
31,799

 
$
32,685

 
$
5,097

 
$
(49,230
)
 
$
392,196

Assets
 
$
2,852,065

 
$
138,994

 
$
419,647

 
$
484,112

 
$
505,623

 
$
4,400,441






(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 nine month periods ended February 28, 2014. However, this information will be combined into the Corporate Operating Segment for reporting purposes in the Form 10-Q.
(2) Corporate assets as of February 28, 2015 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 February 28, 2014 include the assets of the Document Storage and Imaging business.





Cintas Corporation
Consolidated Balance Sheets
(In thousands except share data)
 
 
February 28,
2015
 
May 31,
2014
 
 
(Unaudited)
 
 
ASSETS
 
 

 
 

Current assets:
 
 

 
 

Cash and cash equivalents
 
$
445,314

 
$
513,288

Marketable securities
 
44,874

 

Accounts receivable, net
 
497,978

 
508,427

Inventories, net
 
234,641

 
251,239

Uniforms and other rental items in service
 
524,065

 
506,537

Income taxes, current
 
6,633

 

Assets held for sale
 
21,132

 

Prepaid expenses and other current assets
 
22,482

 
26,190

Total current assets
 
1,797,119

 
1,805,681

 
 
 
 
 
Property and equipment, at cost, net
 
853,391

 
855,702

 
 
 
 
 
Investments
 
445,538

 
458,357

Goodwill
 
1,194,389

 
1,267,411

Service contracts, net
 
44,824

 
55,675

Other assets, net
 
18,079

 
19,626

 
 
$
4,353,340

 
$
4,462,452

 
 
 
 
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 

 
 

Current liabilities:
 
 

 
 

Accounts payable
 
$
198,946

 
$
150,070

Accrued compensation and related liabilities
 
78,007

 
85,026

Accrued liabilities
 
281,872

 
299,727

Income taxes, current
 

 
5,960

Deferred tax liability
 
106,788

 
88,845

Liabilities held for sale
 
612

 

Long-term debt due within one year
 

 
503

Total current liabilities
 
666,225

 
630,131

 
 
 
 
 
Long-term liabilities:
 
 
 
 

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

 
1,300,477

Deferred income taxes
 
232,232

 
246,044

Accrued liabilities
 
107,217

 
92,942

Total long-term liabilities
 
1,639,449

 
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: 177,886,323 issued and 114,344,969 outstanding
FY14: 176,378,412 issued and 117,037,784 outstanding
 
320,248

 
251,753

Paid-in capital
 
145,130

 
134,939

Retained earnings
 
4,122,354

 
3,998,893

Treasury stock:
FY15: 63,541,354 shares
FY14: 59,340,628 shares
 
(2,535,803
)
 
(2,221,155
)
Accumulated other comprehensive (loss) income
 
(4,263
)
 
28,428

Total shareholders’ equity
 
2,047,666

 
2,192,858

 
 
 
 
 
 
 
$
4,353,340

 
$
4,462,452






Cintas Corporation
Consolidated Condensed Statements of Cash Flows
(Unaudited)
(In thousands)
 
 
 
Nine Months Ended
 
 
February 28,
 2015
 
February 28,
 2014
Cash flows from operating activities:
 
 

 
 

Net income
 
$
325,403

 
$
247,218

 
 
 
 
 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
Depreciation
 
104,950

 
127,761

Amortization of intangible assets
 
11,090

 
17,524

Stock-based compensation
 
36,016

 
22,248

Gain on Storage transactions
 
(35,036
)
 

Gain on deconsolidation of Shredding business
 
(6,619
)
 

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

Loss on investment in Shred-it
 
11,189

 

Deferred income taxes
 
15,428

 
8,733

Change in current assets and liabilities, net of acquisitions of businesses:
 
 
 
 
Accounts receivable, net
 
(3,168
)
 
(34,024
)
Inventories, net
 
15,370

 
(16,130
)
Uniforms and other rental items in service
 
(22,203
)
 
(4,142
)
Prepaid expenses and other current assets
 
(1,609
)
 
(1,892
)
Accounts payable
 
53,379

 
(7,037
)
Accrued compensation and related liabilities
 
(7,086
)
 
2,219

Accrued liabilities
 
1,841

 
5,025

Income taxes, current
 
(12,566
)
 
18,270

Net cash provided by operating activities
 
464,640

 
385,773

 
 
 
 
 
Cash flows from investing activities:
 
 

 
 

Capital expenditures
 
(163,040
)
 
(113,615
)
Proceeds from redemption of marketable securities
 
18,711

 
49,635

Purchase of marketable securities and investments
 
(79,947
)
 
(63,335
)
Proceeds from Storage transactions, net of cash contributed
 
154,891

 

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
 
(13,798
)
 
(32,965
)
Other, net
 
1,583

 
(868
)
Net cash used in investing activities
 
(43,076
)
 
(161,148
)
 
 
 
 
 
Cash flows from financing activities:
 
 
 
 
Repayment of debt
 
(456
)
 
(8,010
)
Proceeds from exercise of stock-based compensation awards
 
31,956

 
29,286

Dividends paid
 
(201,941
)
 
(93,314
)
Repurchase of common stock
 
(314,648
)
 
(164,462
)
Other, net
 
3,139

 
10,339

Net cash used in financing activities
 
(481,950
)
 
(226,161
)
 
 
 
 
 
Effect of exchange rate changes on cash and cash equivalents
 
(7,588
)
 
(1,878
)
 
 
 
 
 
Net decrease in cash and cash equivalents
 
(67,974
)
 
(3,414
)
Cash and cash equivalents at beginning of period
 
513,288

 
352,273

Cash and cash equivalents at end of period
 
$
445,314

 
$
348,859