8-K

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

November 23, 2015

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	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

14185 Dallas Parkway, Suite 300

Dallas, Texas 75254

(Address of principal executive offices, including zip code)

(972) 391-5000

(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))

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 a filing.

On November 23, 2015, Copart, Inc. issued a press release announcing its financial results for the first quarter of fiscal year 2016, which ended October 31, 2015. 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 exhibit is furnished herewith:

Exhibit Number	Description
99.1	Press release, dated November 23, 2015 of Copart, Inc. announcing its financial results for the first quarter of fiscal year 2016, which ended October 31, 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.

Dated:     November 23, 2015COPART, INC.

By:	/s/ William E. Franklin
	William E. Franklin
	Executive Vice President and
	Chief Financial Officer

INDEX TO EXHIBITS

Exhibit Number	Description
99.1	Press release, dated November 23, 2015 of Copart, Inc. announcing its financial results for the first quarter of fiscal year 2016, which ended October 31, 2015.

EX-99.1

Exhibit 99.1

Copart, Inc.

For Immediate Release

Copart Reports First Quarter Fiscal 2016 Financial Results

Dallas, Texas. (November 23, 2015) — Copart, Inc. (NASDAQ: CPRT) today reported financial results for the quarter ended October 31, 2015.

For the three months ended October 31, 2015, revenue, gross margin and net income were $288.8 million, $120.9 million and $52.4 million, respectively. These represent a decrease in revenue of $1.5 million, or 0.5%; a decrease in gross margin of $1.4 million, or 1.2%; and a decrease in net income of $0.2 million, or 0.4%, respectively, from the same quarter last year. Fully diluted earnings per share for the three months were $0.42 compared to $0.40 last year, an increase of 5.0%.

On Tuesday, November 24, 2015, at 11 a.m. Eastern time, Copart will conduct a conference call to discuss the results for the quarter. The call will be webcast live at http://stream.conferenceamerica.com/copart112415. A replay of the call will be available through January 23, 2016 by calling (877) 919-4059. Use confirmation code # 31733054.

About Copart

Copart, founded in 1982, provides vehicle sellers with a full range of remarketing services to process and sell salvage and clean title vehicles to dealers, dismantlers, rebuilders, exporters and, in some locations, to end users. Copart remarkets the vehicles through Internet sales utilizing its VB3 technology. Copart sells vehicles on behalf of insurance companies, banks, finance companies, fleet operators, dealers, car dealerships and others as well as cars sourced from the general public. The company currently operates in the United States and Canada (www.copart.com), the United Kingdom (www.copart.co.uk), Brazil (www.copart.com.br), Germany (www.copart.de), the United Arab Emirates, Oman and Bahrain (www.copartmea.com), India (www.copart.in), and Spain (www.autoresiduos.com). Copart links sellers to more than 750,000 members in over 150 countries worldwide through its multi-channel platform. Copart was recently ranked at the top of Deloitte’s “Exceptional 100” list of companies, which reviewed U.S. publicly traded companies based upon a multidimensional approach to measuring financial performance. For more information, or to become a member, visit www.copart.com.

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000

Copart, Inc.

Cautionary Note About Forward-Looking Statements

This press release contains forward-looking statements within the meaning of federal securities laws, and 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:	Christopher M. Smith, Senior Analyst, Office of the Chief Financial Officer
	972-391-5021 or christopher.smith3@copart.com

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000

Copart, Inc.

Condensed Consolidated Statements of Income

(In thousands, except per share data)

(Unaudited)

	Three Months Ended   October 31,
	2015			2014
Service revenues and vehicle sales:
Service revenues	$	250,967		$	246,597
Vehicle sales	37,871			43,789
Total service revenues and vehicle sales	288,838			290,386
Operating expenses:
Yard operations	126,878			121,599
Cost of vehicle sales	32,068			37,073
Yard depreciation and amortization	8,345			8,860
Yard stock-based payment compensation	686			546
Gross margin	120,861			122,308
General and administrative	26,711			33,217
General and administrative depreciation and amortization	3,176			2,870
General and administrative stock-based payment compensation	4,728			3,820
Total operating expenses	202,592			207,985
Operating income	86,246			82,401
Other (expense) income:
Interest expense, net	(5,513		)	(1,771		)
Other income, net	1,027			1,593
Total other expenses	(4,486		)	(178		)
Income before income taxes	81,760			82,223
Income taxes	29,347			29,608
Net income	$	52,413		$	52,615
Basic net income per common share	$	0.44		$	0.42
Weighted average common shares outstanding	120,155			126,217
Diluted net income per common share	$	0.42		$	0.40
Diluted weighted average common shares outstanding	125,572			131,517

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000

Copart, Inc.

Condensed Consolidated Balance Sheets

(In thousands)

(Unaudited)

	October 31, 2015			July 31, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	472,916		$	456,012
Accounts receivable, net	231,403			215,696
Vehicle pooling costs and inventories	35,707			33,562
Income taxes receivable	950			6,092
Deferred income taxes	2,055			3,396
Prepaid expenses and other assets	42,625			19,824
Total current assets	785,656			734,582
Property and equipment, net	705,590			700,402
Intangibles, net	16,229			17,857
Goodwill	270,620			271,850
Deferred income taxes	30,636			28,840
Other assets	47,033			46,421
Total assets	$	1,855,764		$	1,799,952
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	147,342		$	147,452
Deferred revenue	3,719			3,724
Income taxes payable	30,444			8,279
Current portion of long-term debt and capital lease obligations	42,421			53,671
Total current liabilities	223,926			213,126
Deferred income taxes	5,194			5,322
Income taxes payable	22,395			21,157
Long-term debt and capital lease obligations, net of discount	584,302			592,135
Other liabilities	3,402			3,748
Total liabilities	839,219			835,488
Commitments and contingencies
Stockholders' equity:
Preferred stock	—			—
Common stock	12			12
Additional paid-in capital	413,423			407,808
Accumulated other comprehensive loss	(74,740		)	(68,793		)
Retained earnings	677,850			625,437
Total stockholders' equity	1,016,545			964,464
Total liabilities and stockholders' equity	$	1,855,764		$	1,799,952

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000

Copart, Inc.

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

	Three Months Ended October 31,
	2015			2014
Cash flows from operating activities:
Net income	$	52,413		$	52,615
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	11,562			13,967
Allowance for doubtful accounts	1,032			113
Equity in losses of unconsolidated affiliates	158			—
Stock-based payment compensation	5,414			4,366
Excess tax benefits from stock-based payment compensation	(197		)	(361		)
Gain on sale of property and equipment	(60		)	(261		)
Deferred income taxes	(870		)	(1,295		)
Changes in operating assets and liabilities, net of effects from acquisitions:
Accounts receivable	(16,910		)	(9,004		)
Vehicle pooling costs and inventories	(2,252		)	272
Prepaid expenses and other current assets	(1,115		)	633
Other assets	(1,036		)	2,586
Accounts payable and accrued liabilities	77			(79		)
Deferred revenue	(5		)	(353		)
Income taxes receivable	5,333			2,236
Income taxes payable	23,483			18,434
Other liabilities	(433		)	(503		)
Net cash provided by operating activities	76,594			83,366
Cash flows from investing activities:
Purchases of property and equipment	(20,167		)	(23,388		)
Proceeds from sale of property and equipment	443			689
Purchases of marketable securities	(21,119		)	—
Net cash used in investing activities	(40,843		)	(22,699		)
Cash flows from financing activities:
Proceeds from the exercise of stock options	368			1,931
Excess tax benefit from stock-based payment compensation	197			361
Repurchases of common stock	—			(1,121		)
Principal payments on long-term debt	(18,750		)	(18,750		)
Net cash used in financing activities	(18,185		)	(17,579		)
Effect of foreign currency translation	(662		)	(3,272		)
Net increase in cash and cash equivalents	16,904			39,816
Cash and cash equivalents at beginning of period	456,012			158,668
Cash and cash equivalents at end of period	$	472,916		$	198,484
Supplemental disclosure of cash flow information:
Interest paid	$	5,723		$	1,910
Income taxes paid, net of refunds	$	1,292		$	10,030

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000