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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) July 13, 2023
Cintas Logo - Ready for the Workday.jpg
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
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, no par value CTAS The NASDAQ Stock Market LLC
(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 193 (§230.405 of this chapter) 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. ☐



Item 2.02. Results of Operations and Financial Condition.

On July 13, 2023, Cintas Corporation issued a press release announcing its financial results for the quarter ended May 31, 2023. A copy of the press release is furnished as Exhibit 99 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits.
Exhibit
Number
Description
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)





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: July 13, 2023 By: /s/ J. Michael Hansen
J. Michael Hansen
Executive Vice President and Chief Financial Officer


EX-99 2 ex992023-5x31.htm EX-99 Document

Exhibit 99
FOR IMMEDIATE RELEASE
July 13, 2023

Cintas Corporation Announces
Fiscal 2023 Fourth Quarter and Full Year Results

•Full year reported revenues were $8.82 billion, an increase of 12.2%
•Full year reported operating margin increased 13.6%
•Full year reported diluted EPS was $12.99, an increase of 11.5%

CINCINNATI, July 13, 2023 -- Cintas Corporation (Nasdaq: CTAS) today reported results for its fiscal 2023 fourth quarter ended May 31, 2023. Revenue for the fourth quarter of fiscal 2023 was $2.28 billion compared to $2.07 billion in last year’s fourth quarter, an increase of 10.1%. The organic revenue growth rate for the fourth quarter of fiscal 2023, which adjusts for the impacts of acquisitions and foreign currency exchange rate fluctuations, was 10.3%.

Gross margin for the fourth quarter of fiscal 2023 was $1,088.8 million compared to $946.2 million in last year’s fourth quarter, an increase of 15.1%. Gross margin as a percentage of revenue was 47.7% for the fourth quarter of fiscal 2023 compared to 45.6% in last year's fourth quarter, an increase of 210 basis points. Energy expenses comprised of gasoline, natural gas and electricity were 65 basis points lower for the fourth quarter of fiscal 2023 compared to last year's fourth quarter.

Operating income for the fourth quarter of fiscal 2023 was $470.8 million compared to $404.4 million in last year's fourth quarter, an increase of 16.4%. Operating income as a percentage of revenue was 20.6% in the fourth quarter of fiscal 2023 compared to 19.5% in last year's fourth quarter.

Net income was $346.2 million for the fourth quarter of fiscal 2023 compared to $294.5 million in last year's fourth quarter. Fourth quarter of fiscal 2023 diluted earnings per share (EPS) was $3.33 compared to $2.81 in last year's fourth quarter, an increase of 18.5%.

On June 15, 2023, Cintas paid an aggregate quarterly cash dividend of $117.6 million to shareholders, an increase of 20.6% from the amount paid last June.

For the fiscal year ended May 31, 2023, revenue was $8.82 billion compared to $7.85 billion for fiscal 2022, an increase of 12.2%. Operating income for fiscal 2023 was $1.80 billion compared to $1.59 billion for fiscal 2022, an increase of 13.6%. Operating income as a percent of revenue was 20.4% in fiscal 2023 compared to 20.2% in fiscal 2022. Diluted EPS for fiscal 2023 was $12.99 compared to $11.65 in fiscal 2022, an increase of 11.5%. Fiscal year 2022 operating income and diluted EPS included a $12.1 million gain on sale of operating assets and a $30.2 million gain on an equity method investment transaction. Excluding the gains, fiscal 2023 operating income of $1.80 billion increased 16.7% compared to fiscal 2022 adjusted operating income of $1.55 billion, and our operating income as a percent of revenue improved to 20.4% from our fiscal 2022 adjusted operating margin of 19.7%. Excluding the gains, fiscal 2023 diluted EPS of $12.99 increased 15.2% compared to fiscal 2022 adjusted diluted EPS of $11.28.

Todd M. Schneider, Cintas' President and Chief Executive Officer, stated, "We are pleased with our fourth quarter financial results. They conclude a very successful fiscal year, which included double-digit growth in revenue, operating income and diluted EPS. Our business continues to demonstrate momentum as we can provide nearly every business across North America a product or service to help them build a better workday. All businesses care about image, safety, cleanliness and compliance, and businesses continue to outsource to Cintas in order to concentrate on their core competency. Through innovative solutions and routine service visits, our employee-partners take care of the important tasks that help our customers keep their workplaces running smoothly." Mr. Schneider concluded, "For our fiscal 2024, we expect revenue to be in the range of $9.35 billion to $9.50 billion and diluted EPS to be in the range of $13.85 to $14.35. Please note the following regarding guidance:






•Fiscal year 2024 interest expense is expected to be approximately $98.0 million compared to $109.5 million in fiscal year 2023, predominately as a result of lower variable rate debt. This may change as a result of future share buybacks or acquisition activity;
•Our fiscal 2024 effective tax rate is expected to be 21.3% compared to a rate of 20.4% for fiscal 2023. The higher effective tax rate negatively impacts fiscal 2024 diluted EPS guidance by about $0.16 and diluted EPS growth by about 120 basis points;
•Guidance does not include any future share buybacks or significant economic disruptions or downturn;
•Guidance includes the impact of having one more workday in fiscal 2024 compared to fiscal 2023.






Cintas
Cintas Corporation helps more than one million businesses of all types and sizes get Ready™ to open their doors with confidence every day by providing products and services that help keep their customers’ facilities and employees clean, safe and looking their best. With offerings including uniforms, mats, mops, restroom supplies, first aid and safety products, fire extinguishers and testing, and safety training, Cintas helps customers get Ready for the Workday®. Headquartered in Cincinnati, Cintas is a publicly held Fortune 500 company traded over the Nasdaq Global Select Market under the symbol CTAS and is a component of both the Standard & Poor’s 500 Index and Nasdaq-100 Index.  

Cintas will host a live webcast to review the fiscal 2023 fourth quarter and full year results today at 10:00 a.m., Eastern Time. The webcast will be available to the public on Cintas' website at www.Cintas.com. A replay of the webcast will be available approximately two hours after the completion of the live call and will remain available for two weeks.


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 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; inflationary pressures and fluctuations in costs of materials and labor, including increased medical costs; interest rate volatility; 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; the effect on operations of exchange rate fluctuations, tariffs and other political, economic and regulatory risks; uncertainties regarding any existing or newly-discovered expenses and liabilities related to environmental compliance and remediation; our ability to meet our goals relating to environmental, social and governance (ESG) opportunities, improvements and efficiencies; the cost, results and ongoing assessment of internal controls for financial reporting; the effect of new accounting pronouncements; disruptions caused by the inaccessibility of computer systems data, including cybersecurity risks; 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 including global health pandemics such as the COVID-19 coronavirus; the amount and timing of repurchases of our common stock, if any; changes in federal and state tax and labor laws; and the reactions of competitors in terms of price and service. 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, 2022 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, Executive Vice President and Chief Financial Officer - 513-972-2079
Jared S. Mattingley, Vice President - Treasurer and Investor Relations - 513-972-4195



Cintas Corporation
Consolidated Condensed Statements of Income
(Unaudited)
(In thousands except per share data)

Three Months Ended
  May 31,
2023
May 31,
2022

Change
Revenue:      
Uniform rental and facility services $ 1,773,206  $ 1,630,213  8.8%
Other 511,265  444,473  15.0%
Total revenue 2,284,471  2,074,686  10.1%
Costs and expenses:    
Cost of uniform rental and facility services 926,689  885,789  4.6%
Cost of other 269,004  242,702  10.8%
Selling and administrative expenses 617,980  541,759  14.1%
Operating income 470,798  404,436  16.4%
Interest income (844) (74) 1,040.5%
Interest expense 25,773  23,058  11.8%
Income before income taxes 445,869  381,452  16.9%
Income taxes 99,668  86,991  14.6%
Net income $ 346,201  $ 294,461  17.6%
Basic earnings per share $ 3.39  $ 2.87  18.1%
Diluted earnings per share $ 3.33  $ 2.81  18.5%
Basic weighted average common shares outstanding 101,788  102,375 
Diluted weighted average common shares outstanding 103,418  104,427   






Cintas Corporation
Consolidated Condensed Statements of Income
(In thousands except per share data)

Twelve Months Ended
  May 31,
2023
May 31,
2022

Change
Revenue:      
Uniform rental and facility services $ 6,897,130  $ 6,226,980  10.8%
Other 1,918,639  1,627,479  17.9%
Total revenue 8,815,769  7,854,459  12.2%
Costs and expenses:    
Cost of uniform rental and facility services 3,632,175  3,316,433  9.5%
Cost of other 1,010,226  905,780  11.5%
Selling and administrative expenses 2,370,704  2,044,876  15.9%
Operating income 1,802,664  1,587,370  13.6%
Interest income (1,716) (242) 609.1%
Interest expense 111,232  88,844  25.2%
Income before income taxes 1,693,148  1,498,768  13.0%
Income taxes 345,138  263,011  31.2%
Net income $ 1,348,010  $ 1,235,757  9.1%
Basic earnings per share $ 13.21  $ 11.92  10.8%
Diluted earnings per share $ 12.99  $ 11.65  11.5%
Basic weighted average common shares outstanding 101,645  103,172 
Diluted weighted average common shares outstanding 103,377  105,523   




CINTAS CORPORATION SUPPLEMENTAL DATA

Gross Margin and Net Income Margin Results

  Three Months Ended Twelve Months Ended
  May 31,
2023
May 31,
2022
May 31,
2023
May 31,
2022
Uniform rental and facility services gross margin 47.7% 45.7% 47.3% 46.7%
Other gross margin 47.4% 45.4% 47.3% 44.3%
Total gross margin 47.7% 45.6% 47.3% 46.2%
Net income margin 15.2% 14.2% 15.3% 15.7%


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 condensed financial statements presented in accordance with U.S. generally accepted accounting principles (GAAP), the Company provides the additional non-GAAP financial measures of operating 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. A reconciliation of the differences between these non-GAAP financial measures with the most directly comparable financial measure calculated in accordance with GAAP are shown in the tables below.

Operating Income Results

Twelve Months Ended
(In thousands) May 31,
2023
% of
Revenue
May 31,
2022
% of
Revenue
Growth vs.
Fiscal 2022
Operating income $ 1,802,664  20.4% $ 1,587,370  20.2% 13.6%
Gain on sale of operating assets —  (12,129)
Gain on equity method investment transaction (1)
—  (30,151)
Operating income excluding above item $ 1,802,664  20.4% $ 1,545,090  19.7% 16.7%

(1) In connection with the acquisition of the remaining interest in an equity method investment during the third quarter of fiscal 2022, the Company was required by U.S. GAAP to remeasure its existing interest in the equity method investment at its acquisition-date fair value and recognize the resulting gain in operating income.




Earnings Per Share Results

Twelve Months Ended
May 31,
2023
May 31,
2022
Growth vs.
 Fiscal 2022
Diluted EPS $ 12.99  $ 11.65  11.5%
Pre-tax gain and the related tax benefit on sale of operating assets —  (0.09)
Pre-tax gain and the related tax benefit on equity method
   investment transaction (1)
—  (0.28)
Diluted EPS excluding above items $ 12.99  $ 11.28  15.2%

(1) In connection with the acquisition of the remaining interest in an equity method investment during the third quarter of fiscal 2022, the Company was required by U.S. GAAP to remeasure its existing interest in the equity method investment at its acquisition-date fair value and recognize the resulting gain in operating income. The gain taxed at the statutory tax rate resulted in an earnings per share benefit of $0.21. However, the actual tax rate associated with the transaction was significantly lower than the statutory tax rate resulting in an additional earnings per share benefit of $0.07.


Computation of Free Cash Flow

  Twelve Months Ended
(In thousands) May 31,
2023
May 31,
2022
Net cash provided by operations $ 1,597,814  $ 1,537,625 
Capital expenditures (331,109) (240,672)
Free cash flow $ 1,266,705  $ 1,296,953 

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.




SUPPLEMENTAL SEGMENT DATA
(In thousands) Uniform Rental
and Facility Services
First Aid
 and Safety Services
All
Other
Corporate Total
For the three months ended May 31, 2023
Revenue $ 1,773,206  $ 249,756  $ 261,509  $ —  $ 2,284,471 
Gross margin $ 846,517  $ 127,390  $ 114,871  $ —  $ 1,088,778 
Selling and administrative expenses $ 461,621  $ 80,312  $ 76,047  $ —  $ 617,980 
Interest income $ —  $ —  $ —  $ (844) $ (844)
Interest expense $ —  $ —  $ —  $ 25,773  $ 25,773 
Income (loss) before income taxes $ 384,896  $ 47,078  $ 38,824  $ (24,929) $ 445,869 
For the three months ended May 31, 2022
Revenue $ 1,630,213  $ 218,224  $ 226,249  $ —  $ 2,074,686 
Gross margin $ 744,424  $ 100,680  $ 101,091  $ —  $ 946,195 
Selling and administrative expenses $ 413,921  $ 68,026  $ 59,812  $ —  $ 541,759 
Interest income $ —  $ —  $ —  $ (74) $ (74)
Interest expense $ —  $ —  $ —  $ 23,058  $ 23,058 
Income (loss) before income taxes $ 330,503  $ 32,654  $ 41,279  $ (22,984) $ 381,452 
For the twelve months ended May 31, 2023
Revenue $ 6,897,130  $ 951,496  $ 967,143  $ —  $ 8,815,769 
Gross margin $ 3,264,955  $ 482,088  $ 426,325  $ —  $ 4,173,368 
Selling and administrative expenses $ 1,786,198  $ 301,398  $ 283,108  $ —  $ 2,370,704 
Interest income $ —  $ —  $ —  $ (1,716) $ (1,716)
Interest expense $ —  $ —  $ —  $ 111,232  $ 111,232 
Income (loss) before income taxes $ 1,478,757  $ 180,690  $ 143,217  $ (109,516) $ 1,693,148 
For the twelve months ended May 31, 2022
Revenue $ 6,226,980  $ 832,458  $ 795,021  $ —  $ 7,854,459 
Gross margin $ 2,910,547  $ 372,193  $ 349,506  $ —  $ 3,632,246 
Selling and administrative expenses $ 1,557,057  $ 265,430  $ 222,389  $ —  $ 2,044,876 
Interest income $ —  $ —  $ —  $ (242) $ (242)
Interest expense $ —  $ —  $ —  $ 88,844  $ 88,844 
Income (loss) before income taxes $ 1,353,490  $ 106,763  $ 127,117  $ (88,602) $ 1,498,768 



Cintas Corporation
Consolidated Condensed Balance Sheets
(In thousands except per share data)

  May 31,
2023
May 31,
2022
ASSETS  
Current assets:    
Cash and cash equivalents $ 124,149  $ 90,471 
Accounts receivable, net 1,152,993  1,006,220 
Inventories, net 506,604  472,150 
Uniforms and other rental items in service 1,011,918  916,706 
Income taxes, current —  21,708 
Prepaid expenses and other current assets 142,795  124,728 
Total current assets 2,938,459  2,631,983 
Property and equipment, net 1,396,476  1,323,673 
Investments 247,191  242,873 
Goodwill 3,056,201  3,042,976 
Service contracts, net 346,574  391,638 
Operating lease right-of-use assets, net 178,464  170,003 
Other assets, net 382,991  344,110 
  $ 8,546,356  $ 8,147,256 
LIABILITIES AND SHAREHOLDERS’ EQUITY    
Current liabilities:    
Accounts payable $ 302,292  $ 251,504 
Accrued compensation and related liabilities 239,086  236,992 
Accrued liabilities 632,504  588,948 
Income taxes, current 12,470  — 
Operating lease liabilities, current 43,710  43,872 
Debt due within one year —  311,574 
Total current liabilities 1,230,062  1,432,890 
Long-term liabilities:    
Debt due after one year 2,486,405  2,483,932 
Deferred income taxes 498,356  473,777 
Operating lease liabilities 138,278  129,064 
Accrued liabilities 329,269  319,397 
Total long-term liabilities 3,452,308  3,406,170 
Shareholders’ equity:    
Preferred stock, no par value:
        100,000 shares authorized, none outstanding
—  — 
Common stock, no par value, and paid-in capital:
        425,000,000 shares authorized
        FY 2023: 192,198,938 issued and 101,732,148 outstanding
        FY 2022: 190,837,921 issued and 101,711,215 outstanding
2,031,542  1,771,917 
Retained earnings 9,597,315  8,719,163 
Treasury stock:
FY 2023: 90,466,790 shares
FY 2022: 89,126,706 shares
(7,842,649) (7,290,801)
Accumulated other comprehensive income 77,778  107,917 
Total shareholders’ equity 3,863,986  3,308,196 
  $ 8,546,356  $ 8,147,256 



Cintas Corporation
Consolidated Condensed Statements of Cash Flows
(In thousands)
  Twelve Months Ended
  May 31,
2023
May 31,
2022
Cash flows from operating activities:    
Net income $ 1,348,010  $ 1,235,757 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation 257,041  249,376 
Amortization of intangible assets and capitalized contract costs 152,121  150,325 
Stock-based compensation 103,621  109,308 
Gain on equity method investment transaction —  (30,151)
Gain on sale of operating assets —  (12,129)
Deferred income taxes 23,233  52,110 
Change in current assets and liabilities, net of acquisitions of businesses:
Accounts receivable, net (151,771) (100,392)
Inventories, net (35,658) 16,194 
Uniforms and other rental items in service (98,252) (111,332)
Prepaid expenses and other current assets and capitalized contract costs (132,173) (28,581)
Accounts payable 53,369  22,697 
Accrued compensation and related liabilities 2,711  (3,625)
Accrued liabilities and other 41,314  (9,241)
Income taxes, current 34,248  (2,691)
Net cash provided by operating activities 1,597,814  1,537,625 
Cash flows from investing activities:    
Capital expenditures (331,109) (240,672)
Purchases of investments (4,566) (6,076)
Proceeds from sale of operating assets, net of cash disposed —  15,347 
Acquisitions of businesses, net of cash acquired (46,357) (164,228)
Other, net (6,640) (7,006)
Net cash used in investing activities (388,672) (402,635)
Cash flows from financing activities:  
(Payments) issuance of commercial paper, net (261,200) 261,200 
Proceeds from issuance of debt, net —  1,190,506 
Repayment of debt (50,000) (1,200,000)
Proceeds from exercise of stock-based compensation awards 3,021  117,737 
Dividends paid (449,917) (375,119)
Repurchase of common stock (398,865) (1,525,873)
Other, net (15,875) (6,394)
Net cash used in financing activities (1,172,836) (1,537,943)
Effect of exchange rate changes on cash and cash equivalents (2,628) (216)
Net increase (decrease) in cash and cash equivalents 33,678  (403,169)
Cash and cash equivalents at beginning of year 90,471  493,640 
Cash and cash equivalents at end of year $ 124,149  $ 90,471