Form 8-K - Current report

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 21, 2024

Date of Report (date of earliest event reported)

COPART, INC.

(Exact name of registrant as specified in its charter)

Delaware

000-23255

94-2867490

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

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

14185 Dallas Parkway

Suite 300

Dallas

Texas

75254

(Address of principal executive offices, including zip code)

(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))


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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

INFORMATION INCLUDED IN THIS REPORT

Section 2 — Financial Information

Item 2.02 Results of Operations and Financial Condition

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

On November 21, 2024, Copart, Inc. issued a press release announcing its financial results for the first quarter of fiscal year 2025, which ended October 31, 2024. The full text of the press release is furnished herewith as Exhibit 99.1.

Section 9 — Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibits are furnished herewith:


Exhibit Number						Description
99.1						Press release, dated November 21, 2024 of Copart, Inc. announcing its financial results for the first quarter of fiscal year 2025, which ended October 31, 2024.
104						Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).

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 21, 2024 COPART, INC.



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

INDEX TO EXHIBITS


Exhibit Number						Description
99.1						Press release, dated November 21, 2024 of Copart, Inc. announcing its financial results for the first quarter of fiscal year 2025, which ended October 31, 2024.
104						Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).

Exhibit 99.1

Copart, Inc.

For Immediate Release

Copart Reports First Quarter Fiscal 2025 Financial Results

Dallas, Texas November 21, 2024 — Copart, Inc. (NASDAQ: CPRT) today reported financial results for the quarter ended October 31, 2024.

For the three months ended October 31, 2024, revenue, gross profit, and net income attributable to Copart, Inc. were $1.15 billion, $512.1 million, and $362.1 million, respectively. These represent an increase in revenue of $126.4 million, or 12.4%; an increase in gross profit of $48.1 million, or 10.4%; and an increase in net income attributable to Copart, Inc. of $29.6 million, or 8.9%, respectively, from the same period last year. Fully diluted earnings per share for three months ended October 31, 2024 was $0.37 compared to $0.34 last year, an increase of 8.8%.

On Thursday, November 21, 2024, at 5:30 p.m. Eastern Time (4:30 p.m. Central Time), Copart will conduct a conference call to discuss the results for the quarter. The call will be webcast live and can be accessed via hyperlink at www.copart.com/investorrelations. A replay of the call will be available through February 2025 by visiting www.copart.com/investorrelations.

About Copart

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

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (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. These forward-looking statements are subject to substantial risks and uncertainties. These forward-looking statements are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected or implied by our statements and comments. For a more complete discussion of the risks that could affect our business, please review the “Management’s Discussion and Analysis” and the other risks identified in Copart’s latest Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, as filed with the Securities and Exchange Commission. We encourage investors to review these disclosures carefully. We do not undertake to update any forward-looking statement that may be made from time to time on our behalf.


Contact:			Copart Investor Relations
			investor.relations@copart.com

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

Copart, Inc.

Consolidated Statements of Income

(In thousands, except per share amounts)

(Unaudited)


	Three Months Ended October 31,
	2024		2023		% Change
Service revenues and vehicle sales:
Service revenues	$	986,336	$	859,536	14.8	%
Vehicle sales	160,493		160,880		(0.2)	%
Total service revenues and vehicle sales	1,146,829		1,020,416		12.4	%
Operating expenses:
Facility operations	447,245		367,842		21.6	%
Cost of vehicle sales	138,178		147,896		(6.6)	%
Facility depreciation and amortization	47,477		39,103		21.4	%
Facility stock-based compensation	1,824		1,556		17.2	%
Gross profit	512,105		464,019		10.4	%
General and administrative	90,997		57,631		57.9	%
General and administrative depreciation and amortization	6,150		4,061		51.4	%
General and administrative stock-based compensation	8,591		6,951		23.6	%

Total operating expenses	740,462		625,040		18.5	%
Operating income	406,367		395,376		2.8	%
Other income (expense):
Interest income, net	45,547		32,005		42.3	%
Other (expense), net	(596)		(4,072)		(85.4)	%
Total other income	44,951		27,933		60.9	%
Income before income taxes	451,318		423,309		6.6	%
Income tax expense	90,142		90,777		(0.7)	%
Net income	361,176		332,532		8.6	%
Less: Net (loss) income attributable to noncontrolling interest	(910)		5		(18,300.0)	%
Net income attributable to Copart, Inc.	$	362,086	$	332,527	8.9	%

Basic net income per common share	$	0.38	$	0.35	8.6	%
Weighted average common shares outstanding	963,176		958,127		0.5	%

Diluted net income per common share	$	0.37	$	0.34	8.8	%
Diluted weighted average common shares outstanding	976,506		971,682		0.5	%

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

Copart, Inc.

Consolidated Balance Sheets

(In thousands)

(Unaudited)


	October 31, 2024		July 31, 2024
ASSETS
Current assets:
Cash, cash equivalents, and restricted cash	$	3,698,118	$	1,514,111
Investment in held to maturity securities	—		1,908,047
Accounts receivable, net	801,840		785,877
Vehicle pooling costs	147,792		132,638
Inventories	52,401		43,639

Prepaid expenses and other assets	32,966		33,872
Total current assets	4,733,117		4,418,184
Property and equipment, net	3,363,155		3,175,838
Operating lease right-of-use assets	113,557		116,301
Intangibles, net	72,512		74,088
Goodwill	514,483		513,909
Other assets	72,663		129,444
Total assets	$	8,869,487	$	8,427,764

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	582,215	$	518,148
Deferred revenue	25,576		28,121
Income taxes payable	85,628		60,994
Current portion of operating and finance lease liabilities	21,436		21,304

Total current liabilities	714,855		628,567
Deferred income taxes	95,465		93,653
Income taxes payable	43,786		59,560
Operating and finance lease liabilities, net of current portion	95,435		97,429


Total liabilities	949,541		879,209
Commitments and contingencies
Redeemable non-controlling interest	23,634		24,544
Stockholders' equity:
Preferred stock	—		—
Common stock	96		96
Additional paid-in capital	1,133,687		1,120,985
Accumulated other comprehensive loss	(144,739)		(142,972)
Retained earnings	6,907,268		6,545,902
Total stockholders' equity	7,896,312		7,524,011
Total liabilities, redeemable noncontrolling interests and stockholders’ equity	$	8,869,487	$	8,427,764

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

Copart, Inc.

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)


	Three Months Ended October 31,
	2024		2023
Cash flows from operating activities:
Net income	$	361,176	$	332,532
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization, including debt cost	54,862		43,350
Allowance for credit loss	1,094		1,049
Equity in losses of unconsolidated affiliates	(20)		(4,764)

Stock-based compensation	10,415		8,317
Gain on sale of property and equipment	(133)		(1,050)
Deferred income taxes	1,740		(988)
Changes in operating assets and liabilities:
Accounts receivable	(49,093)		(77,086)
Vehicle pooling costs	(15,218)		(4,377)
Inventories	(8,652)		(3,669)
Prepaid expenses, other current and non-current assets	59,026		(40,543)
Operating lease right-of-use assets and lease liabilities	883		366
Accounts payable, accrued liabilities and other liabilities	59,826		38,153
Deferred revenue	(2,564)		1,101
Income taxes receivable	1		6,135
Income taxes payable	8,931		76,720

Net cash provided by operating activities	482,274		375,246

Cash flows from investing activities:
Purchases of property and equipment	(236,758)		(162,260)
Purchase of assets and liabilities in connection with acquisitions	(1,257)		17,662
Proceeds from sale of property and equipment	243		924

Proceeds from the sale of held to maturity securities	1,940,000		1,380,000
Investment in unconsolidated affiliate	—		(1,001)
Net cash provided by investing activities	1,702,228		1,235,325

Cash flows from financing activities:
Proceeds from the exercise of stock options	2,857		8,123


Payments for employee stock-based tax withholdings	(720)		(711)





Payments of finance lease obligations	—		(5)


Net cash provided by financing activities	2,137		7,407
Effect of foreign currency translation	(2,632)		6,194
Net increase in cash, cash equivalents, and restricted cash	2,184,007		1,624,172
Cash, cash equivalents, and restricted cash at beginning of period	1,514,111		957,395
Cash, cash equivalents, and restricted cash at end of period	$	3,698,118	$	2,581,567
Supplemental disclosure of cash flow information:
Interest paid	$	10	$	96
Income taxes paid, net of refunds	$	80,826	$	9,066

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

Document and Entity Information Document	Feb. 22, 2024
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Nov. 21, 2024
Entity Registrant Name	COPART, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	000-23255
Entity Tax Identification Number	94-2867490
Entity Address, Address Line One	14185 Dallas Parkway
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75254
City Area Code	972
Local Phone Number	391-5000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001
Trading Symbol	CPRT
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000900075
Amendment Flag	false