Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Aug. 31, 2016 | Sep. 30, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CINTAS CORP | |
Entity Central Index Key | 723,254 | |
Document Type | 10-Q | |
Document Period End Date | Aug. 31, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --05-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 104,935,651 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 |
Consolidated Condensed Statemen
Consolidated Condensed Statements of Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Revenue: | ||
Uniform rental and facility services | $ 999,596 | $ 938,408 |
Other | 294,534 | 260,482 |
Total revenue | 1,294,130 | 1,198,890 |
Costs and expenses: | ||
Cost of uniform rental and facility services | 540,932 | 518,503 |
Cost of other | 169,424 | 156,243 |
Selling and administrative expenses | 374,026 | 338,637 |
G&K Services, Inc. acquisition expenses | 2,787 | 0 |
Operating income | 206,961 | 185,507 |
Interest income | (65) | (119) |
Interest expense | 14,172 | 16,412 |
Income before income taxes | 192,854 | 169,214 |
Income taxes | 54,763 | 63,016 |
Income from continuing operations | 138,091 | 106,198 |
Loss from discontinued operations, net of tax benefit of $3,419 | 0 | (6,017) |
Net income | $ 138,091 | $ 100,181 |
Earnings Per Share, Basic [Abstract] | ||
Basic earnings (loss) per share, continuing operations (dollars per share) | $ 1.29 | $ 0.94 |
Basic earnings (loss) per share, discontinued operations (dollars per share) | 0 | (0.05) |
Basic earnings per share (dollars per share) | 1.29 | 0.89 |
Earnings Per Share, Diluted [Abstract] | ||
Diluted earnings (loss) per share, continuing operations (dollars per share) | 1.26 | 0.93 |
Diluted earnings (loss) per share, discontinued operations (dollars per share) | 0 | (0.05) |
Diluted earnings per share (dollars per share) | $ 1.26 | $ 0.88 |
Consolidated Condensed Stateme3
Consolidated Condensed Statements of Income (Unaudited) (Parenthetical) $ in Thousands | 3 Months Ended |
Aug. 31, 2015USD ($) | |
Income Statement [Abstract] | |
Income tax expense (benefit) | $ (3,419) |
Consolidated Condensed Stateme4
Consolidated Condensed Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 138,091 | $ 100,181 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | 115 | (12,013) |
Change in fair value of derivatives | (12,037) | 0 |
Amortization of interest rate lock agreements | 385 | 488 |
Change in fair value of available-for-sale securities | (1) | (8) |
Other comprehensive loss | (11,538) | (11,533) |
Comprehensive income | $ 126,553 | $ 88,648 |
Consolidated Condensed Balance
Consolidated Condensed Balance Sheets - USD ($) $ in Thousands | Aug. 31, 2016 | May 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 99,209 | $ 139,357 |
Marketable securities | 64,558 | 70,405 |
Accounts receivable, net | 586,372 | 563,178 |
Inventories, net | 262,156 | 249,362 |
Uniforms and other rental items in service | 542,124 | 539,956 |
Income taxes, current | 0 | 1,712 |
Prepaid expenses and other current assets | 40,329 | 26,065 |
Total current assets | 1,594,748 | 1,590,035 |
Property and equipment, at cost, net | 1,033,160 | 994,237 |
Investments | 140,876 | 124,952 |
Goodwill | 1,298,375 | 1,291,593 |
Service contracts, net | 84,792 | 83,715 |
Other assets, net | 15,194 | 14,283 |
Total assets | 4,167,145 | 4,098,815 |
Current liabilities: | ||
Accounts payable | 129,650 | 114,514 |
Accrued compensation and related liabilities | 64,692 | 101,976 |
Accrued liabilities | 313,888 | 349,065 |
Income taxes, current | 38,829 | 0 |
Debt due within one year | 163,800 | 250,000 |
Total current liabilities | 710,859 | 815,555 |
Long-term liabilities: | ||
Debt due after one year | 1,044,628 | 1,044,422 |
Deferred income taxes | 255,380 | 259,475 |
Accrued liabilities | 168,876 | 136,704 |
Total long-term liabilities | 1,468,884 | 1,440,601 |
Shareholders’ equity: | ||
Preferred stock, no par value: 100,000 shares authorized, none outstanding | 0 | 0 |
Common stock, no par value: 425,000,000 shares authorized, FY 2017: 180,482,036 issued and 104,905,807 outstanding; FY 2016: 179,598,516 issued and 104,213,479 outstanding | 463,375 | 409,682 |
Paid-in capital | 161,938 | 205,260 |
Retained earnings | 4,970,647 | 4,805,867 |
Treasury stock: FY 2017: 75,576,229 shares, FY 2016: 75,385,037 shares | (3,572,146) | (3,553,276) |
Accumulated other comprehensive loss | (36,412) | (24,874) |
Total shareholders’ equity | 1,987,402 | 1,842,659 |
Total liabilities and shareholders' equity | $ 4,167,145 | $ 4,098,815 |
Consolidated Condensed Balance6
Consolidated Condensed Balance Sheets (Unaudited) (Parenthetical) - shares | Aug. 31, 2016 | May 31, 2016 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized (shares) | 100,000 | 100,000 |
Preferred stock, shares outstanding (shares) | 0 | 0 |
Common stock, shares authorized (shares) | 425,000,000 | 425,000,000 |
Common stock, shares issued (shares) | 180,482,036 | 179,598,516 |
Common stock, shares outstanding (shares) | 104,905,807 | 104,213,479 |
Treasury stock, shares (shares) | 75,576,229 | 75,385,037 |
Consolidated Condensed Stateme7
Consolidated Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 138,091 | $ 100,181 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 39,679 | 36,165 |
Amortization of intangible assets | 3,489 | 3,603 |
Stock-based compensation | 20,779 | 23,917 |
Gain on Storage transaction | 0 | (4,843) |
Loss on Shred-it | 0 | 14,516 |
Deferred income taxes | 1,970 | 5,632 |
Change in current assets and liabilities, net of acquisitions of businesses: | ||
Accounts receivable, net | (22,946) | (19,255) |
Inventories, net | (13,017) | (8,109) |
Uniforms and other rental items in service | (1,872) | (4,939) |
Prepaid expenses and other current assets | (5,655) | (6,024) |
Accounts payable | 17,480 | 15,531 |
Accrued compensation and related liabilities | (37,276) | (35,579) |
Accrued liabilities and other | (23,676) | (26,253) |
Income taxes, current | 40,542 | 48,540 |
Net cash provided by operating activities | 157,588 | 143,083 |
Cash flows from investing activities: | ||
Capital expenditures | (78,580) | (62,631) |
Proceeds from redemption of marketable securities | 109,612 | 152,907 |
Purchase of marketable securities and investments | (119,729) | (196,020) |
Proceeds from Storage transaction | 0 | 24,395 |
Acquisitions of businesses, net of cash acquired | (10,991) | (121,434) |
Other, net | (918) | 921 |
Net cash used in investing activities | (100,606) | (201,862) |
Cash flows from financing activities: | ||
Proceeds from issuance of commercial paper, net | 163,800 | 0 |
Repayment of debt | (250,000) | (16) |
Prepaid short-term debt financing fees | (8,625) | 0 |
Proceeds from exercise of stock-based compensation awards | 16,282 | 11,844 |
Repurchase of common stock | (18,870) | (221,598) |
Other, net | 385 | 51 |
Net cash used in financing activities | (97,028) | (209,719) |
Effect of exchange rate changes on cash and cash equivalents | (102) | (1,715) |
Net decrease in cash and cash equivalents | (40,148) | (270,213) |
Cash and cash equivalents at beginning of period | 139,357 | 417,073 |
Cash and cash equivalents at end of period | $ 99,209 | $ 146,860 |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Aug. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated condensed financial statements of Cintas Corporation (Cintas, the Company, we, us or our) included herein have been prepared by Cintas, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with U.S. generally accepted accounting principles (GAAP) have been condensed or omitted pursuant to such rules and regulations. While we believe that the disclosures are adequately presented, it is suggested that these consolidated condensed financial statements be read in conjunction with the consolidated financial statements and notes included in our Annual Report on Form 10-K for the fiscal year ended May 31, 2016 . A summary of our significant accounting policies is presented beginning on page 36 of that report. There have been no material changes in the accounting policies followed by Cintas during the current fiscal year other than the adoption of new accounting pronouncements discussed in Note 2. Interim results are subject to variations and are not necessarily indicative of the results of operations for a full fiscal year. In the opinion of management, adjustments (which include only normal recurring adjustments) necessary for a fair statement of the consolidated results of the interim periods shown have been made. Cintas' investment in the Shred-it Partnership (Shred-it) and the shredding business (Shredding) are classified as discontinued operations for all periods presented as a result of the sale of Shred-it during fiscal 2016. During fiscal 2015, Cintas sold its document imaging and retention services (Storage) business and, as a result, its operations are also classified as discontinued operations for all periods presented. See Note 12 entitled Discontinued Operations for more information. As disclosed in our Annual Report on Form 10-K for the fiscal year ended May 31, 2016 , inventories are valued at the lower of cost (first-in, first-out) or market. Inventory is comprised of the following amounts at: (In thousands) August 31, May 31, Raw materials $ 13,059 $ 17,794 Work in process 17,537 14,731 Finished goods 231,560 216,837 $ 262,156 $ 249,362 |
New Accounting Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Aug. 31, 2016 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity,” which amended accounting guidance related to the reporting of discontinued operations and disclosures of disposals of components of an entity. The amended guidance changes the thresholds for disposals to qualify as discontinued operations and requires additional disclosures. This guidance is effective for reporting periods beginning after December 15, 2014 and is required to be applied prospectively. Cintas adopted ASU 2014-08 during the quarter ended August 31, 2015 and applied the amended accounting guidance to Shred-it and will apply it to future transactions, as appropriate. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)," to clarify revenue recognition principles. This guidance is intended to improve disclosure requirements and enhance the comparability of revenue recognition practices. Improved disclosures under the amended guidance relate to the nature, amount, timing and uncertainty of revenue that is recognized from contracts with customers. This guidance will be effective for reporting periods beginning after December 15, 2017 and will be required to be applied retrospectively. Early application of the amendments in this update is not permitted. Cintas is currently evaluating the impact that ASU 2014-09 will have on its consolidated condensed financial statements. In April 2015, the FASB issued ASU 2015-03, "Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs." ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the consolidated condensed balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. This guidance is effective for annual and interim periods beginning after December 15, 2015. The guidance is applied retrospectively and early adoption is permitted. Cintas adopted ASU 2015-03 during the quarter ended August 31, 2016 and has applied this amended accounting guidance to its long-term debt and other assets for all periods presented. The impact of this change in accounting principle on balances previously reported as of May 31, 2016 was a reclassification of $5.6 million from other assets to long-term liabilities. In September 2015, the FASB issued ASU 2015-16, “Business Combinations (Topic 805), Simplifying the Accounting for Measurement-Period Adjustments.” This amendment eliminates the requirement to retrospectively account for adjustments made to provisional amounts recognized in a business combination. This amendment became effective for Cintas beginning June 1, 2016, and was adopted prospectively in accordance with the standard. The adoption of this amendment did not have an effect on our consolidated condensed financial statements for the quarter ended August 31, 2016. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. Topic 842 supersedes the previous leases standard, Accounting Standard Codification 840, "Leases." This guidance is effective for reporting periods beginning after December 15, 2018, however early adoption is permitted. Entities are required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. Cintas is currently evaluating the impact that ASU 2016-02 will have on its consolidated condensed financial statements. In March 2016, the FASB issued ASU 2016-09, "Improvements to Employee Share-Based Payment Accounting." ASU 2016-09 is intended to simplify accounting for share-based payments. Upon adoption, ASU 2016-09 requires that excess tax benefits for share-based payments be recorded as a reduction of income tax expense and reflected within operating cash flows rather than being recorded within equity and reflected within financing cash flows. The standard also permits the repurchase of more of an employee’s shares for tax withholding purposes without triggering liability accounting, clarifies that all cash payments made on an employee’s behalf for withheld shares should be presented as a financing activity on our cash flows statement, and provides an accounting policy election to account for forfeitures as they occur. ASU 2016-09 is effective for interim and annual periods beginning after December 15, 2016, however early adoption is permitted. Cintas adopted ASU 2016-09 during the quarter ended August 31, 2016 and elected to make an accounting policy change to recognize forfeitures as they occur. The adoption impact on the consolidated condensed balance sheet was a cumulative-effect adjustment of $26.7 million , increasing opening retained earnings and decreasing paid-in capital. The impact of the adoption on the consolidated condensed income statement was a decrease of $17.2 million in income taxes. As a result of the adoption of ASU 2016-09, our excess tax benefit is no longer included in our calculation of diluted shares under the treasury stock method, resulting in an increase of 0.8 million shares in the effect of dilutive securities for the three months ended August 31, 2016. The election to recognize forfeitures as they occur resulted in an increase of $1.7 million in stock based compensation for the three months ended August 31, 2016. No other new accounting pronouncement recently issued or newly effective had or is expected to have a material impact on Cintas' consolidated condensed financial statements. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Aug. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements All financial instruments that are measured at fair value on a recurring basis (at least annually) have been classified within the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the consolidated condensed balance sheet date. These financial instruments measured at fair value on a recurring basis are summarized below: As of August 31, 2016 (In thousands) Level 1 Level 2 Level 3 Fair Value Cash and cash equivalents $ 99,209 $ — $ — $ 99,209 Marketable securities: Canadian treasury securities — 64,558 — 64,558 Total assets at fair value $ 99,209 $ 64,558 $ — $ 163,767 Long-term accrued liabilities: Interest rate lock agreement $ — $ 38,827 $ — $ 38,827 Total liabilities at fair value $ — $ 38,827 $ — $ 38,827 As of May 31, 2016 (In thousands) Level 1 Level 2 Level 3 Fair Value Cash and cash equivalents $ 139,357 $ — $ — $ 139,357 Marketable securities: Canadian treasury securities — 70,405 — 70,405 Total assets at fair value $ 139,357 $ 70,405 $ — $ 209,762 Long-term accrued liabilities: Interest rate lock agreement $ — $ 19,628 $ — $ 19,628 Total liabilities at fair value $ — $ 19,628 $ — $ 19,628 Cintas’ cash and cash equivalents and marketable securities are generally classified within Level 1 or Level 2 of the fair value hierarchy. Financial instruments classified as Level 1 are based on quoted market prices in active markets, and financial instruments classified as Level 2 are based on quoted market prices, broker or dealer quotations or alternative pricing sources with reasonable levels of price transparency. The types of financial instruments Cintas classifies within Level 1 include most bank deposits and money market securities. Cintas does not adjust the quoted market price for such financial instruments. The types of financial instruments Cintas classifies within Level 2 are primarily high grade domestic commercial paper and Canadian treasury securities (federal). The valuation technique used for Cintas’ marketable securities classified within Level 2 of the fair value hierarchy is primarily the market approach. The primary inputs to value Cintas’ marketable securities are the respective instrument's future cash flows based on its stated yield and the amount a market participant would pay for a similar instrument. Primarily all of Cintas’ marketable securities are actively traded and the recorded fair value reflects current market conditions. However, due to the inherent volatility in the investment market, there is at least a possibility that recorded investment values may change in the near term. The funds invested in Canadian treasury securities are not presently expected to be repatriated, but instead are expected to be invested indefinitely in foreign subsidiaries. Interest, realized gains and losses and declines in value determined to be other than temporary on available-for-sale securities are included in interest income or expense. The cost of the securities sold is based on the specific identification method. The amortized cost basis of marketable securities as of August 31, 2016 and May 31, 2016 was $64.6 million and $70.4 million , respectively. All outstanding marketable securities as of August 31, 2016 and May 31, 2016 had contractual maturities due within one year. At both August 31, 2016 and May 31, 2016 , long-term accrued liabilities include interest rate lock agreements. The fair value of Cintas' interest rate lock agreements are based on similar exchange traded derivatives (market approach) and are, therefore, included within Level 2 of the fair value hierarchy. All other amounts included in long-term liabilities are not recorded at fair value. The methods described above may produce a fair value that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while Cintas believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the consolidated condensed balance sheet date. In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records assets and liabilities at fair value on a nonrecurring basis as required under GAAP. The Company's acquisition of ZEE Medical Inc. (ZEE) on August 1, 2015 was recorded at fair value. See Note 9 entitled Acquisitions for additional information on the measurement of the ZEE assets acquired and liabilities assumed. |
Investments
Investments | 3 Months Ended |
Aug. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments Investments at August 31, 2016 of $140.9 million include the cash surrender value of insurance policies of $121.2 million , equity method investments of $14.7 million , and cost method investments of $5.0 million . Investments at May 31, 2016 of $125.0 million include the cash surrender value of insurance policies of $108.1 million , equity method investments of $14.5 million and cost method investments of $2.4 million . Investments are evaluated for impairment on an annual basis or when indicators of impairment exist. For the three months ended August 31, 2016 and 2015 , no impairment losses were recorded. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Aug. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following table sets forth the computation of basic and diluted earnings per share from continuing operations using the two-class method for amounts attributable to Cintas’ common shares: Three Months Ended (In thousands except per share data) August 31, August 31, Basic Earnings per Share from Continuing Operations Income from continuing operations $ 138,091 $ 106,198 Less: income from continuing operations allocated to participating securities 2,727 1,742 Income from continuing operations available to common shareholders $ 135,364 $ 104,456 Basic weighted average common shares outstanding 104,483 110,597 Basic earnings per share from continuing operations $ 1.29 $ 0.94 Three Months Ended (In thousands except per share data) August 31, August 31, Diluted Earnings per Share from Continuing Operations Income from continuing operations $ 138,091 $ 106,198 Less: income from continuing operations allocated to participating securities 2,727 1,742 Income from continuing operations available to common shareholders $ 135,364 $ 104,456 Basic weighted average common shares outstanding 104,483 110,597 Effect of dilutive securities – employee stock options 2,631 1,632 Diluted weighted average common shares outstanding 107,114 112,229 Diluted earnings per share from continuing operations $ 1.26 $ 0.93 Basic and diluted losses per share from discontinued operations were $0.05 for the three months ended August 31, 2015 . For the three months ended August 31, 2016 and 2015 , options granted to purchase 0.7 million and 0.5 million shares of Cintas common stock, respectively, were excluded from the computation of diluted earnings per share. The exercise prices of these options were greater than the average market price of the common stock (anti-dilutive). On August 4, 2015, we announced that the Board of Directors authorized a new $500.0 million share buyback program. In June 2016, we purchased less than 0.1 million shares at an average price of $94.09 per share for a total purchase price of $3.7 million . This completed the August 4, 2015 program through which Cintas purchased a total of 5.7 million shares of Cintas common stock at an average price of $87.89 per share for a total purchase price of $500.0 million . On August 2, 2016, Cintas announced that the Board of Directors authorized a new $500.0 million share buyback program, which does not have an expiration date. For the three months ended August 31, 2016 , Cintas acquired 0.2 million shares of Cintas common stock for employee payroll taxes due on restricted stock awards that vested during the three months ended August 31, 2016 . These shares were acquired at an average price of $99.67 per share for a total purchase price of $15.1 million . |
Goodwill, Service Contracts and
Goodwill, Service Contracts and Other Assets | 3 Months Ended |
Aug. 31, 2016 | |
Goodwill, Service Contracts and Other Assets [Abstract] | |
Goodwill, Service Contracts and Other Assets | Goodwill, Service Contracts and Other Assets Changes in the carrying amount of goodwill and service contracts for the three months ended August 31, 2016 , by reportable operating segment and All Other, are as follows: Goodwill (in thousands) Uniform Rental and Facility Services First Aid and Safety Services All Other Total Balance as of June 1, 2016 $ 953,216 $ 241,448 $ 96,929 $ 1,291,593 Goodwill acquired 5,739 1,050 34 6,823 Foreign currency translation (15 ) (27 ) 1 (41 ) Balance as of August 31, 2016 $ 958,940 $ 242,471 $ 96,964 $ 1,298,375 Service Contracts (in thousands) Uniform Rental and Facility Services First Aid and Safety Services All Other Total Balance as of June 1, 2016 $ 21,191 $ 32,252 $ 30,272 $ 83,715 Service contracts acquired 3,521 — 757 4,278 Service contracts amortization (798 ) (936 ) (1,465 ) (3,199 ) Foreign currency translation — (2 ) — (2 ) Balance as of August 31, 2016 $ 23,914 $ 31,314 $ 29,564 $ 84,792 Information regarding Cintas’ service contracts and other assets is as follows: As of August 31, 2016 (In thousands) Carrying Amount Accumulated Amortization Net Service contracts $ 399,738 $ 314,946 $ 84,792 Noncompete and consulting agreements $ 42,422 $ 41,045 $ 1,377 Other 16,477 2,660 13,817 Total other assets $ 58,899 $ 43,705 $ 15,194 As of May 31, 2016 (In thousands) Carrying Amount Accumulated Amortization Net Service contracts $ 395,482 $ 311,767 $ 83,715 Noncompete and consulting agreements $ 42,378 $ 40,928 $ 1,450 Other 15,275 2,442 12,833 Total other assets $ 57,653 $ 43,370 $ 14,283 Amortization expense for continuing operations was $3.5 million and $3.6 million for the three months ended August 31, 2016 and August 31, 2015 , respectively. Estimated amortization expense for continuing operations, excluding any future acquisitions, for each of the next five full fiscal years is $14.7 million , $12.6 million , $12.1 million , $11.6 million and $9.7 million , respectively. |
Debt, Derivatives and Hedging A
Debt, Derivatives and Hedging Activities | 3 Months Ended |
Aug. 31, 2016 | |
Debt, Derivatives and Hedging Activities [Abstract] | |
Debt, Derivatives and Hedging Activities | Debt, Derivatives and Hedging Activities Cintas' senior notes are recorded at cost, net of debt issuance costs. The fair value of the senior notes is estimated using Level 2 inputs based on general market prices. The carrying value and fair value of Cintas' senior notes as of August 31, 2016 were $1,050.0 million and $1,185.1 million, respectively, and as of May 31, 2016 were $1,300.0 million and $1,416.6 million, respectively. On June 1, 2016, Cintas paid the $250.0 million five-year senior notes that matured on that date with cash on hand and proceeds from the issuance of commercial paper. Cintas’ commercial paper program has a capacity of $450.0 million that is fully supported by a backup revolving credit facility through a credit agreement with its banking group. This revolving credit facility has an accordion feature that allows for a maximum borrowing capacity of $600.0 million . On June 23, 2016, the revolving credit facility was amended to extend the maturity date from May 28, 2019 to June 22, 2021, increase the capacity from $300.0 million to $450.0 million and add an accordion feature that allows for a maximum borrowing capacity of $600.0 million . As of August 31, 2016 , there was $163.8 million of commercial paper outstanding with a weighted average interest rate of 0.74% and maturity dates less than 30 days. The carrying value approximates fair value. No commercial paper or borrowings on our revolving credit facility were outstanding as of May 31, 2016 . Cintas uses interest rate locks to manage our overall interest expense as interest rate locks effectively change the interest rate of specific debt issuances. The treasury locks are entered into to protect against unfavorable movements in the benchmark treasury rate related to forecasted debt issuances. Cintas used interest rate lock agreements to hedge against movements in the treasury rates at the time Cintas issued its senior notes in fiscal 2007, fiscal 2008, fiscal 2011 and fiscal 2013. The amortization of the cash flow hedges resulted in an increase to other comprehensive income of $0.4 million and $0.5 million for the three months ended August 31, 2016 and 2015 , respectively. During the third quarter of fiscal 2016, Cintas entered into an interest rate lock agreement with a notional value of $550.0 million for a forecasted debt issuance. As of August 31, 2016 and May 31, 2016 , the the fair value of this treasury lock was $38.8 million and $19.6 million , respectively and is recorded in long-term liabilities and as a decrease to other comprehensive income, net of tax. The interest rate lock had no impact on net income or cash flows from continuing operations for the three months ending August 31, 2016. Cintas has certain covenants related to debt agreements. These covenants limit Cintas’ ability to incur certain liens, to engage in sale-leaseback transactions and to merge, consolidate or sell all or substantially all of Cintas’ assets. These covenants also require Cintas to maintain certain debt to consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) and interest coverage ratios. Cross-default provisions exist between certain debt instruments. If a default of a significant covenant were to occur, the default could result in an acceleration of the maturity of the indebtedness, impair liquidity and limit the ability to raise future capital. Cintas was in compliance with all debt covenants for all periods presented. On August 15, 2016, the Company entered into the Agreement and Plan of Merger (Merger Agreement) pursuant to which the Company will acquire all outstanding shares of G&K Services, Inc (G&K Services) for $97.50 per share in cash, for a total enterprise value of approximately $2.2 billion , including acquired net debt. It is expected that this acquisition will be financed with short and long-term debt. To that end, the credit agreement that supports the commercial paper program was amended on September 16, 2016. The amendment increased the capacity of the revolving credit facility from $450.0 million to $600.0 million and added a $250.0 million term loan facility. The $150.0 million increase in the revolving credit facility will take effect on the earlier date of either the consummation of the merger (Merger) contemplated by the Merger Agreement among the Corporation, G&K Services and Bravo Merger Sub, Inc. (Merger Sub) a wholly-owned subsidiary of Cintas, dated as of August 15, 2016, or the date on which the Merger Agreement is validly terminated. The term loan facility shall be only funded upon the consummation of the Merger. The credit agreement has an accordion feature that provides Cintas the ability to request increases to the borrowing commitments under either the Revolving Credit Facility or the Term Loan Facility of up to $250.0 million in the aggregate, subject to customary conditions. The amendment also extended the maturity date of the agreement to September 15, 2021. |
Income Taxes
Income Taxes | 3 Months Ended |
Aug. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes In the normal course of business, Cintas provides for uncertain tax positions and the related interest and adjusts its unrecognized tax benefits and accrued interest accordingly. During the three months ended August 31, 2016 , unrecognized tax benefits increased by approximately $0.1 million and accrued interest increased by approximately $0.2 million . All U.S. federal income tax returns are closed to audit through fiscal 2011. Cintas is currently in advanced stages of its U.S. federal audit and various audits in certain foreign jurisdictions and certain domestic states. The years under foreign and domestic state audits cover fiscal years back to 2009. Based on the resolution of the various audits and other potential regulatory developments, it is reasonably possible that the balance of unrecognized tax benefits will decrease by $2.6 million for the fiscal year ending May 31, 2017. The majority of Cintas' operations are in North America. Cintas is required to file federal income tax returns, as well as state income tax returns in a majority of the domestic states and also in certain Canadian provinces. At times, Cintas is subject to audits in these jurisdictions. The audits, by nature, are sometimes complex and can require several years to resolve. The final resolution of any such tax audit could result in either a reduction in Cintas' accruals or an increase in its income tax provision, either of which could have an impact on the consolidated condensed results of operations in any given period. |
Acquisitions
Acquisitions | 3 Months Ended |
Aug. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions On August 1, 2015, the Company acquired all of the shares of ZEE for acquisition-date fair value consideration of $134.0 million , consisting of cash of $120.6 million and contingent consideration, subject to certain holdback provisions of $13.4 million . ZEE operates within the First Aid and Safety Services reportable operating segment. This acquisition has expanded our footprint in van delivered first aid, safety, training and emergency products and will allow us to serve an even greater number of customers in North America. The table below summarizes the final purchase price allocation of ZEE as determined by management with the assistance of third-party valuation specialists. Goodwill is calculated as the excess of the consideration transferred over the net assets recognized and represents the estimated future economic benefits arising from other assets acquired that could not be individually identified and separately recognized. None of the goodwill is deductible for income tax purposes. The assets acquired and liabilities assumed are valued at the estimated fair value at the acquisition date as required by GAAP. Assets: Cash and cash equivalents $ 333 Accounts receivable 16,705 Inventory 5,987 Other current assets 1,443 Property, plant and equipment 849 Goodwill 87,442 Service contracts 34,000 Other intagibles 4,500 Liabilities: Accounts payable (7,195 ) Accrued liabilities (4,428 ) Deferred income taxes (5,636 ) Total consideration $ 134,000 The estimated useful life of the acquired service contracts is 10 years. Cintas is required to provide additional disclosures about fair value measurements as part of the consolidated financial statements for each major category of assets and liabilities measured at fair value on a nonrecurring basis (including business acquisitions). The working capital assets and liabilities, as well as the property and equipment acquired, were valued using Level 2 inputs which included data points that are observable, such as definitive sales agreements, appraisals or established market values of comparable assets (market approach). Goodwill, service contracts and other intangibles were valued using Level 3 inputs, which are unobservable by nature, and included internal estimates of future cash flow using a discount rate of 11% (income approach). The results of operations for the acquired businesses are included in the consolidated condensed statements of income from the dates of acquisition. The proforma revenue, net income and earnings per share information relating to acquired businesses are not presented because they are not significant to Cintas. On August 15, 2016, the Company entered into the Merger Agreement pursuant to which the Company will acquire all outstanding shares of G&K Services for $97.50 per share in cash, for a total enterprise value of approximately $2.2 billion , including acquired net debt. The completion of the Merger is subject to customary conditions, including, without limitation: the adoption of the Merger by G&K Services’ shareholders; the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended; the receipt of Canadian antitrust approvals; the absence of any order, law or other legal restraint or prohibition preventing or prohibiting completion of the Merger; subject to certain exceptions, the accuracy of representations and warranties of the Company, Merger Sub and G&K Services; and the performance or compliance by the Company, Merger Sub and G&K Services with their respective covenants and agreements. The Merger has not closed as of the date of the filing of this Form 10-Q. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 3 Months Ended |
Aug. 31, 2016 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Income (Loss) The following table summarizes the changes in the accumulated balances for each component of accumulated other comprehensive income (loss), net of tax: (In thousands) Foreign Currency Unrealized Loss on Derivatives Other Total Balance at June 1, 2016 $ (2,474 ) $ (20,830 ) $ (1,570 ) $ (24,874 ) Other comprehensive income (loss) before reclassifications 115 (12,037 ) (1 ) (11,923 ) Amounts reclassified from accumulated other comprehensive income (loss) — 385 — 385 Net current period other comprehensive income (loss) 115 (11,652 ) (1 ) (11,538 ) Balance at August 31, 2016 $ (2,359 ) $ (32,482 ) $ (1,571 ) $ (36,412 ) (In thousands) Foreign Currency Unrealized Loss on Derivatives Other Total Balance at June 1, 2015 $ 2,987 $ (10,626 ) $ (832 ) $ (8,471 ) Other comprehensive (loss) income before reclassifications (12,013 ) — (8 ) (12,021 ) Amounts reclassified from accumulated other comprehensive income (loss) — 488 — 488 Net current period other comprehensive (loss) income (12,013 ) 488 (8 ) (11,533 ) Balance at August 31, 2015 $ (9,026 ) $ (10,138 ) $ (840 ) $ (20,004 ) The following table summarizes the reclassifications out of accumulated other comprehensive loss: Reclassifications out of Accumulated Other Comprehensive Loss Details about Accumulated Other Comprehensive Loss Components Amount Reclassified from Accumulated Other Comprehensive Loss Affected Line in the Consolidated Condensed Statements of Income Three Months Ended (In thousands) August 31, 2016 August 31, 2015 Amortization of interest rate locks $ (615 ) $ (783 ) Interest expense Tax benefit 230 295 Income taxes Amortization of interest rate locks, net of tax $ (385 ) $ (488 ) Net of tax |
Segment Information
Segment Information | 3 Months Ended |
Aug. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Cintas classifies its business into two reportable operating segments and places the remainder of its operating segments in an All Other category. Cintas’ two reportable operating segments are Uniform Rental and Facility Services and First Aid and Safety Services. The Uniform Rental and Facility Services reportable operating segment consists of the rental and servicing of uniforms and other garments including flame resistant clothing, mats, mops and shop towels and other ancillary items. In addition to these rental items, restroom cleaning services and supplies, carpet and tile cleaning services and the sale of items from our catalogs to our customers on route are included within this reportable operating segment. The First Aid and Safety Services reportable operating segment consists of first aid and safety products and services. The remainder of Cintas’ business, which consists primarily of Fire Protection Services and its Direct Sale business, is included in All Other. Cintas evaluates the performance of each operating segment based on several factors of which the primary financial measures are operating segment revenue and income before income taxes. The accounting policies of the operating segments are the same as those described in Note 1 entitled Basis of Presentation. Information related to the operations of Cintas’ operating segments is set forth below: (In thousands) Uniform Rental and Facility Services First Aid and Safety Services All Other Corporate (1) Total As of and for the three months ended August 31, 2016 Revenue $ 999,596 $ 124,839 $ 169,695 $ — $ 1,294,130 Income (loss) before income taxes $ 185,245 $ 11,511 $ 10,205 $ (14,107 ) $ 192,854 Total assets $ 3,199,904 $ 436,920 $ 366,554 $ 163,767 $ 4,167,145 As of and for the three months ended August 31, 2015 Revenue $ 938,408 $ 99,488 $ 160,994 $ — $ 1,198,890 Income (loss) before income taxes $ 165,381 $ 8,592 $ 11,534 $ (16,293 ) $ 169,214 Total assets $ 2,865,675 $ 397,573 $ 341,839 $ 511,378 $ 4,116,465 (1) Corporate assets include cash and marketable securities in all periods. Corporate assets as of August 31, 2015 include the investment in Shred-it which was classified as held for sale. |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Aug. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations During fiscal 2016, Cintas sold its investment in Shred-it and, as a result, the operations of Shred-it are classified as discontinued operations for all periods presented. During fiscal 2015, Cintas sold Storage and, as a result, its operations are also classified as discontinued operations for all periods presented. Shredding and Storage were previously included in the former Document Management Services reportable operating segment. In accordance with the applicable accounting guidance for the disposal of long-lived assets, the results of Shredding and Storage have been excluded from both continuing operations and operating segment results for all periods presented. In the first quarter of fiscal 2016, Cintas recorded a net loss on the investment in Shred-it of $9.3 million and sold the remaining Storage assets classified as held for sale. In connection with the sale of Storage assets, Cintas received proceeds of $24.4 million and realized a pre-tax gain of $4.8 million . Following is selected financial information included in net loss from discontinued operations for Shred-it and Storage: Three Months Ended (In thousands) August 31, 2016 August 31, 2015 Revenue $ — $ — Income before income taxes — 237 Gain on Storage transaction — 4,843 Loss on Shred-it — (14,516 ) Income tax benefit on net loss — 3,419 Net loss from discontinued operations $ — $ (6,017 ) |
Supplemental Guarantor Informat
Supplemental Guarantor Information | 3 Months Ended |
Aug. 31, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Supplemental Guarantor Information | Supplemental Guarantor Information Cintas Corporation No. 2 (Corp. 2) is the indirectly, wholly-owned principal operating subsidiary of Cintas. Corp. 2 is the issuer of the $163.8 million aggregate principal amount of commercial paper and the $1,050.0 million aggregate principal amount of senior notes, which are unconditionally guaranteed, jointly and severally, by Cintas Corporation and certain wholly-owned, direct and indirect domestic subsidiaries. As allowed by SEC rules, the following condensed consolidating financial statements are provided as an alternative to filing separate financial statements of the guarantors. Each of the subsidiaries presented in the following condensed consolidating financial statements has been fully consolidated in Cintas’ consolidated financial statements. The following condensed consolidating financial statements should be read in conjunction with the consolidated financial statements of Cintas and notes thereto of which this note is an integral part. During fiscal 2017, the Company merged a legal entity previously included in subsidiary guarantors into Corp. 2. This restructuring has been reflected as of the beginning of the earliest period presented herein. Condensed consolidating financial statements for Cintas, Corp. 2, the subsidiary guarantors and non-guarantors are presented on the following pages: Condensed Consolidating Income Statement Three Months Ended August 31, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 837,274 $ 149,148 $ 57,663 $ (44,489 ) $ 999,596 Other — 410,248 968 18,875 (135,557 ) 294,534 Equity in net income of affiliates 138,091 — — — (138,091 ) — 138,091 1,247,522 150,116 76,538 (318,137 ) 1,294,130 Costs and expenses (income): Cost of uniform rental and facility services — 479,056 90,672 37,114 (65,910 ) 540,932 Cost of other — 280,024 (14,931 ) 13,828 (109,497 ) 169,424 Selling and administrative expenses — 411,934 (50,734 ) 20,265 (7,439 ) 374,026 G&K Services, Inc. acquisition expenses — — 2,787 — — 2,787 Operating income 138,091 76,508 122,322 5,331 (135,291 ) 206,961 Interest income — — (17 ) (48 ) — (65 ) Interest expense (income) — 14,827 (702 ) 47 — 14,172 Income before income taxes 138,091 61,681 123,041 5,332 (135,291 ) 192,854 Income taxes — 17,810 35,526 1,453 (26 ) 54,763 Net income from continuing operations $ 138,091 $ 43,871 $ 87,515 $ 3,879 $ (135,265 ) $ 138,091 Condensed Consolidating Income Statement Three Months Ended August 31, 2015 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 787,169 $ 136,425 $ 54,012 $ (39,198 ) $ 938,408 Other — 372,611 1,293 14,811 (128,233 ) 260,482 Equity in net income of affiliates 106,198 — — — (106,198 ) — 106,198 1,159,780 137,718 68,823 (273,629 ) 1,198,890 Costs and expenses (income): Cost of uniform rental and facility services — 455,207 86,198 35,820 (58,722 ) 518,503 Cost of other — 258,990 (14,256 ) 11,106 (99,597 ) 156,243 Selling and administrative expenses — 369,693 (41,472 ) 17,880 (7,464 ) 338,637 Operating income 106,198 75,890 107,248 4,017 (107,846 ) 185,507 Interest income — — (48 ) (71 ) — (119 ) Interest expense (income) — 16,375 38 (1 ) — 16,412 Income before income taxes 106,198 59,515 107,258 4,089 (107,846 ) 169,214 Income taxes — 22,382 39,403 1,256 (25 ) 63,016 Income from continuing operations 106,198 37,133 67,855 2,833 (107,821 ) 106,198 Loss from discontinued operations, net of tax (6,017 ) (5,323 ) — (694 ) 6,017 (6,017 ) Net income $ 100,181 $ 31,810 $ 67,855 $ 2,139 $ (101,804 ) $ 100,181 Condensed Consolidating Statement of Comprehensive Income Three Months Ended August 31, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 138,091 $ 43,871 $ 87,515 $ 3,879 $ (135,265 ) $ 138,091 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments 115 — — 115 (115 ) 115 Change in fair value of derivatives (12,037 ) (12,037 ) — — 12,037 (12,037 ) Amortization of interest rate lock agreements 385 385 — — (385 ) 385 Change in fair value of available-for-sale securities (1 ) — — (1 ) 1 (1 ) Other comprehensive (loss) income (11,538 ) (11,652 ) — 114 11,538 (11,538 ) Comprehensive income $ 126,553 $ 32,219 $ 87,515 $ 3,993 $ (123,727 ) $ 126,553 Condensed Consolidating Statement of Comprehensive Income Three Months Ended August 31, 2015 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 100,181 $ 31,810 $ 67,855 $ 2,139 $ (101,804 ) $ 100,181 Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments — — — (12,013 ) — (12,013 ) Amortization of interest rate lock agreements — 488 — — — 488 Change in fair value of available-for-sale securities — — — (8 ) — (8 ) Other comprehensive income (loss) — 488 — (12,021 ) — (11,533 ) Comprehensive income (loss) $ 100,181 $ 32,298 $ 67,855 $ (9,882 ) $ (101,804 ) $ 88,648 Condensed Consolidating Balance Sheet As of August 31, 2016 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Assets Current assets: Cash and cash equivalents $ — $ 37,205 $ 38,230 $ 23,774 $ — $ 99,209 Marketable securities — — — 64,558 — 64,558 Accounts receivable, net — 452,028 98,129 36,215 — 586,372 Inventories, net — 234,154 17,343 11,968 (1,309 ) 262,156 Uniforms and other rental items in service — 449,115 75,719 36,607 (19,317 ) 542,124 Prepaid expenses and other current assets — 15,512 23,698 1,119 — 40,329 Total current assets — 1,188,014 253,119 174,241 (20,626 ) 1,594,748 Property and equipment, at cost, net — 632,073 324,484 76,603 — 1,033,160 Investments 321,083 1,774,464 917,468 955,196 (3,827,335 ) 140,876 Goodwill — — 1,257,747 40,740 (112 ) 1,298,375 Service contracts, net — 79,143 9 5,640 — 84,792 Other assets, net 1,201,072 (460 ) 3,545,468 9,022 (4,739,908 ) 15,194 $ 1,522,155 $ 3,673,234 $ 6,298,295 $ 1,261,442 $ (8,587,981 ) $ 4,167,145 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ (465,247 ) $ (1,843,480 ) $ 2,385,059 $ 15,198 $ 38,120 $ 129,650 Accrued compensation and related liabilities — 47,584 12,881 4,227 — 64,692 Accrued liabilities — 64,603 235,678 13,607 — 313,888 Income taxes, current — 4,797 34,446 (414 ) — 38,829 Debt due within one year — 163,800 — — — 163,800 Total current liabilities (465,247 ) (1,562,696 ) 2,668,064 32,618 38,120 710,859 Long-term liabilities: Debt due after one year — 1,044,238 — 390 — 1,044,628 Deferred income taxes — (427 ) 248,215 7,592 — 255,380 Accrued liabilities — 38,827 129,065 984 — 168,876 Total long-term liabilities — 1,082,638 377,280 8,966 — 1,468,884 Total shareholders’ equity 1,987,402 4,153,292 3,252,951 1,219,858 (8,626,101 ) 1,987,402 $ 1,522,155 $ 3,673,234 $ 6,298,295 $ 1,261,442 $ (8,587,981 ) $ 4,167,145 Condensed Consolidating Balance Sheet As of May 31, 2016 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Assets Current assets: Cash and cash equivalents $ — $ 57,893 $ 55,392 $ 26,072 $ — $ 139,357 Marketable securities — — — 70,405 — 70,405 Accounts receivable, net — 430,335 97,516 35,327 — 563,178 Inventories, net — 222,823 19,149 11,235 (3,845 ) 249,362 Uniforms and other rental items in service — 450,065 73,001 36,612 (19,722 ) 539,956 Income taxes, current — (1,634 ) 2,698 648 — 1,712 Prepaid expenses and other current assets — 6,824 18,279 962 — 26,065 Total current assets — 1,166,306 266,035 181,261 (23,567 ) 1,590,035 Property and equipment, at cost, net — 614,656 305,636 73,945 — 994,237 Investments 321,083 1,770,303 901,772 941,396 (3,809,602 ) 124,952 Goodwill — — 1,256,662 35,043 (112 ) 1,291,593 Service contracts, net — 81,462 13 2,240 — 83,715 Other assets, net 1,081,203 (913 ) 3,526,051 9,110 (4,601,168 ) 14,283 $ 1,402,286 $ 3,631,814 $ 6,256,169 $ 1,242,995 $ (8,434,449 ) $ 4,098,815 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ (465,247 ) $ (1,773,815 ) $ 2,298,790 $ 16,781 $ 38,005 $ 114,514 Accrued compensation and related liabilities — 73,545 23,051 5,380 — 101,976 Accrued liabilities — 84,270 251,217 13,578 — 349,065 Debt due within one year — 250,000 — — — 250,000 Total current liabilities (465,247 ) (1,366,000 ) 2,573,058 35,739 38,005 815,555 Long-term liabilities: Debt due after one year — 1,044,032 — 390 — 1,044,422 Deferred income taxes — (427 ) 252,149 7,753 — 259,475 Accrued liabilities — 19,628 116,091 985 — 136,704 Total long-term liabilities — 1,063,233 368,240 9,128 — 1,440,601 Total shareholders’ equity 1,867,533 3,934,581 3,314,871 1,198,128 (8,472,454 ) 1,842,659 $ 1,402,286 $ 3,631,814 $ 6,256,169 $ 1,242,995 $ (8,434,449 ) $ 4,098,815 Condensed Consolidating Statement of Cash Flows Three Months Ended August 31, 2016 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Cash flows from operating activities: Net income $ 138,091 $ 43,871 $ 87,515 $ 3,879 $ (135,265 ) $ 138,091 Adjustments to reconcile net income to net cash provided by (used in) operating activities Depreciation — 25,755 11,441 2,483 — 39,679 Amortization of intangible assets — 3,194 88 207 — 3,489 Stock-based compensation 20,779 — — — — 20,779 Deferred income taxes — (1,050 ) 3,227 (207 ) — 1,970 Changes in current assets and liabilities, net of acquisitions of businesses: Accounts receivable, net — (21,693 ) (612 ) (641 ) — (22,946 ) Inventories, net — (11,331 ) 1,807 (957 ) (2,536 ) (13,017 ) Uniforms and other rental items in service — 950 (2,718 ) 301 (405 ) (1,872 ) Prepaid expenses and other current assets — (63 ) (5,419 ) (173 ) — (5,655 ) Accounts payable — (58,018 ) 74,361 1,022 115 17,480 Accrued compensation and related liabilities — (25,961 ) (10,170 ) (1,145 ) — (37,276 ) Accrued liabilities and other — (2,906 ) (19,352 ) (1,418 ) — (23,676 ) Income taxes, current — 3,163 37,145 234 — 40,542 Net cash provided by (used in) operating activities 158,870 (44,089 ) 177,313 3,585 (138,091 ) 157,588 Cash flows from investing activities: Capital expenditures — (43,130 ) (30,268 ) (5,182 ) — (78,580 ) Proceeds from redemption of marketable securities — — — 109,612 — 109,612 Purchase of marketable securities and investments — (4,161 ) (29,496 ) (103,805 ) 17,733 (119,729 ) Acquisitions of businesses, net of cash acquired — (905 ) 60 (10,146 ) — (10,991 ) Other, net (156,282 ) 166,037 (132,771 ) 1,740 120,358 (918 ) Net cash (used in) provided by investing activities (156,282 ) 117,841 (192,475 ) (7,781 ) 138,091 (100,606 ) Cash flows from financing activities: Proceeds from issuance of commercial paper, net — 163,800 — — — 163,800 Proceeds from issuance of debt — — (2,000 ) 2,000 — — Repayment of debt — (250,000 ) — — — (250,000 ) Prepaid short-term debt financing fees — (8,625 ) — — — (8,625 ) Exercise of stock-based compensation awards 16,282 — — — — 16,282 Repurchase of common stock (18,870 ) — — — — (18,870 ) Other, net — 385 — — — 385 Net cash (used in) provided by financing activities (2,588 ) (94,440 ) (2,000 ) 2,000 — (97,028 ) Effect of exchange rate changes on cash and cash equivalents — — — (102 ) — (102 ) Net decrease in cash and cash equivalents — (20,688 ) (17,162 ) (2,298 ) — (40,148 ) Cash and cash equivalents at beginning of period — 57,893 55,392 26,072 — 139,357 Cash and cash equivalents at end of period $ — $ 37,205 $ 38,230 $ 23,774 $ — $ 99,209 Condensed Consolidating Statement of Cash Flows Three Months Ended August 31, 2015 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Cash flows from operating activities: Net income $ 100,181 $ 31,810 $ 67,855 $ 2,139 $ (101,804 ) $ 100,181 Adjustments to reconcile net income to net cash provided by (used in) operating activities Depreciation — 22,677 11,090 2,398 — 36,165 Amortization of intangible assets — 3,513 40 50 — 3,603 Stock-based compensation 23,917 — — — — 23,917 Gain on Storage transaction — (4,843 ) — — — (4,843 ) Loss on Shred-it — 13,427 — 1,089 — 14,516 Deferred income taxes — 23 5,782 (173 ) — 5,632 Changes in current assets and liabilities, net of acquisitions of businesses: Accounts receivable, net — (20,532 ) (250 ) 1,527 — (19,255 ) Inventories, net — (8,855 ) (1,131 ) (334 ) 2,211 (8,109 ) Uniforms and other rental items in service — (2,164 ) (1,498 ) (700 ) (577 ) (4,939 ) Prepaid expenses and other current assets — (159 ) (5,939 ) 74 — (6,024 ) Accounts payable — 31,253 (17,508 ) 1,802 (16 ) 15,531 Accrued compensation and related liabilities — (26,303 ) (7,846 ) (1,430 ) — (35,579 ) Accrued liabilities and other — (2,444 ) (22,306 ) (2,227 ) 724 (26,253 ) Income taxes, current — 8,799 39,843 (102 ) — 48,540 Net cash provided by operating activities 124,098 46,202 68,132 4,113 (99,462 ) 143,083 Cash flows from investing activities: Capital expenditures — (32,661 ) (26,651 ) (3,319 ) — (62,631 ) Proceeds from redemption of marketable securities — — — 152,907 — 152,907 Purchase of marketable securities and investments — 2,215 (10,148 ) (192,097 ) 4,010 (196,020 ) Proceeds from Storage transaction — 24,395 — — — 24,395 Acquisitions of businesses, net of cash acquired — (96,353 ) — (25,081 ) — (121,434 ) Other, net 85,656 55,473 (235,508 ) (876 ) 96,176 921 Net cash provided by (used in) investing activities 85,656 (46,931 ) (272,307 ) (68,466 ) 100,186 (201,862 ) Cash flows from financing activities: Proceeds from issuance of debt — — (55 ) 55 — — Repayment of debt — (309 ) 853 164 (724 ) (16 ) Exercise of stock-based compensation awards 11,844 — — — — 11,844 Repurchase of common stock (221,598 ) — — — — (221,598 ) Other, net — 488 — (437 ) — 51 Net cash (used in) provided by financing activities (209,754 ) 179 798 (218 ) (724 ) (209,719 ) Effect of exchange rate changes on cash and cash equivalents — — — (1,715 ) — (1,715 ) Net decrease in cash and cash equivalents — (550 ) (203,377 ) (66,286 ) — (270,213 ) Cash and cash equivalents at beginning of period — 74,632 248,716 93,725 — 417,073 Cash and cash equivalents at end of period $ — $ 74,082 $ 45,339 $ 27,439 $ — $ 146,860 |
New Accounting Pronouncements (
New Accounting Pronouncements (Policies) | 3 Months Ended |
Aug. 31, 2016 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In April 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-08, “Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity,” which amended accounting guidance related to the reporting of discontinued operations and disclosures of disposals of components of an entity. The amended guidance changes the thresholds for disposals to qualify as discontinued operations and requires additional disclosures. This guidance is effective for reporting periods beginning after December 15, 2014 and is required to be applied prospectively. Cintas adopted ASU 2014-08 during the quarter ended August 31, 2015 and applied the amended accounting guidance to Shred-it and will apply it to future transactions, as appropriate. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers (Topic 606)," to clarify revenue recognition principles. This guidance is intended to improve disclosure requirements and enhance the comparability of revenue recognition practices. Improved disclosures under the amended guidance relate to the nature, amount, timing and uncertainty of revenue that is recognized from contracts with customers. This guidance will be effective for reporting periods beginning after December 15, 2017 and will be required to be applied retrospectively. Early application of the amendments in this update is not permitted. Cintas is currently evaluating the impact that ASU 2014-09 will have on its consolidated condensed financial statements. In April 2015, the FASB issued ASU 2015-03, "Interest - Imputation of Interest (Subtopic 835-30), Simplifying the Presentation of Debt Issuance Costs." ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the consolidated condensed balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. This guidance is effective for annual and interim periods beginning after December 15, 2015. The guidance is applied retrospectively and early adoption is permitted. Cintas adopted ASU 2015-03 during the quarter ended August 31, 2016 and has applied this amended accounting guidance to its long-term debt and other assets for all periods presented. The impact of this change in accounting principle on balances previously reported as of May 31, 2016 was a reclassification of $5.6 million from other assets to long-term liabilities. In September 2015, the FASB issued ASU 2015-16, “Business Combinations (Topic 805), Simplifying the Accounting for Measurement-Period Adjustments.” This amendment eliminates the requirement to retrospectively account for adjustments made to provisional amounts recognized in a business combination. This amendment became effective for Cintas beginning June 1, 2016, and was adopted prospectively in accordance with the standard. The adoption of this amendment did not have an effect on our consolidated condensed financial statements for the quarter ended August 31, 2016. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842),” which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. Topic 842 supersedes the previous leases standard, Accounting Standard Codification 840, "Leases." This guidance is effective for reporting periods beginning after December 15, 2018, however early adoption is permitted. Entities are required to use a modified retrospective approach for leases that exist or are entered into after the beginning of the earliest comparative period in the financial statements. Cintas is currently evaluating the impact that ASU 2016-02 will have on its consolidated condensed financial statements. In March 2016, the FASB issued ASU 2016-09, "Improvements to Employee Share-Based Payment Accounting." ASU 2016-09 is intended to simplify accounting for share-based payments. Upon adoption, ASU 2016-09 requires that excess tax benefits for share-based payments be recorded as a reduction of income tax expense and reflected within operating cash flows rather than being recorded within equity and reflected within financing cash flows. The standard also permits the repurchase of more of an employee’s shares for tax withholding purposes without triggering liability accounting, clarifies that all cash payments made on an employee’s behalf for withheld shares should be presented as a financing activity on our cash flows statement, and provides an accounting policy election to account for forfeitures as they occur. ASU 2016-09 is effective for interim and annual periods beginning after December 15, 2016, however early adoption is permitted. Cintas adopted ASU 2016-09 during the quarter ended August 31, 2016 and elected to make an accounting policy change to recognize forfeitures as they occur. The adoption impact on the consolidated condensed balance sheet was a cumulative-effect adjustment of $26.7 million , increasing opening retained earnings and decreasing paid-in capital. The impact of the adoption on the consolidated condensed income statement was a decrease of $17.2 million in income taxes. As a result of the adoption of ASU 2016-09, our excess tax benefit is no longer included in our calculation of diluted shares under the treasury stock method, resulting in an increase of 0.8 million shares in the effect of dilutive securities for the three months ended August 31, 2016. The election to recognize forfeitures as they occur resulted in an increase of $1.7 million in stock based compensation for the three months ended August 31, 2016. No other new accounting pronouncement recently issued or newly effective had or is expected to have a material impact on Cintas' consolidated condensed financial statements. |
Basis of Presentation (Tables)
Basis of Presentation (Tables) | 3 Months Ended |
Aug. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Inventory | Inventory is comprised of the following amounts at: (In thousands) August 31, May 31, Raw materials $ 13,059 $ 17,794 Work in process 17,537 14,731 Finished goods 231,560 216,837 $ 262,156 $ 249,362 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Aug. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments Measured on a Recurring Basis | These financial instruments measured at fair value on a recurring basis are summarized below: As of August 31, 2016 (In thousands) Level 1 Level 2 Level 3 Fair Value Cash and cash equivalents $ 99,209 $ — $ — $ 99,209 Marketable securities: Canadian treasury securities — 64,558 — 64,558 Total assets at fair value $ 99,209 $ 64,558 $ — $ 163,767 Long-term accrued liabilities: Interest rate lock agreement $ — $ 38,827 $ — $ 38,827 Total liabilities at fair value $ — $ 38,827 $ — $ 38,827 As of May 31, 2016 (In thousands) Level 1 Level 2 Level 3 Fair Value Cash and cash equivalents $ 139,357 $ — $ — $ 139,357 Marketable securities: Canadian treasury securities — 70,405 — 70,405 Total assets at fair value $ 139,357 $ 70,405 $ — $ 209,762 Long-term accrued liabilities: Interest rate lock agreement $ — $ 19,628 $ — $ 19,628 Total liabilities at fair value $ — $ 19,628 $ — $ 19,628 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Aug. 31, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Earnings Per Share | The following table sets forth the computation of basic and diluted earnings per share from continuing operations using the two-class method for amounts attributable to Cintas’ common shares: Three Months Ended (In thousands except per share data) August 31, August 31, Basic Earnings per Share from Continuing Operations Income from continuing operations $ 138,091 $ 106,198 Less: income from continuing operations allocated to participating securities 2,727 1,742 Income from continuing operations available to common shareholders $ 135,364 $ 104,456 Basic weighted average common shares outstanding 104,483 110,597 Basic earnings per share from continuing operations $ 1.29 $ 0.94 Three Months Ended (In thousands except per share data) August 31, August 31, Diluted Earnings per Share from Continuing Operations Income from continuing operations $ 138,091 $ 106,198 Less: income from continuing operations allocated to participating securities 2,727 1,742 Income from continuing operations available to common shareholders $ 135,364 $ 104,456 Basic weighted average common shares outstanding 104,483 110,597 Effect of dilutive securities – employee stock options 2,631 1,632 Diluted weighted average common shares outstanding 107,114 112,229 Diluted earnings per share from continuing operations $ 1.26 $ 0.93 |
Goodwill, Service Contracts a25
Goodwill, Service Contracts and Other Assets (Tables) | 3 Months Ended |
Aug. 31, 2016 | |
Goodwill, Service Contracts and Other Assets [Abstract] | |
Changes in Carrying Amount of Goodwill by Operating Segment | Changes in the carrying amount of goodwill and service contracts for the three months ended August 31, 2016 , by reportable operating segment and All Other, are as follows: Goodwill (in thousands) Uniform Rental and Facility Services First Aid and Safety Services All Other Total Balance as of June 1, 2016 $ 953,216 $ 241,448 $ 96,929 $ 1,291,593 Goodwill acquired 5,739 1,050 34 6,823 Foreign currency translation (15 ) (27 ) 1 (41 ) Balance as of August 31, 2016 $ 958,940 $ 242,471 $ 96,964 $ 1,298,375 |
Changes in the Carrying Amount of Service Contracts by Operating Segment | Service Contracts (in thousands) Uniform Rental and Facility Services First Aid and Safety Services All Other Total Balance as of June 1, 2016 $ 21,191 $ 32,252 $ 30,272 $ 83,715 Service contracts acquired 3,521 — 757 4,278 Service contracts amortization (798 ) (936 ) (1,465 ) (3,199 ) Foreign currency translation — (2 ) — (2 ) Balance as of August 31, 2016 $ 23,914 $ 31,314 $ 29,564 $ 84,792 |
Information Regarding Service Contracts and Other Assets | Information regarding Cintas’ service contracts and other assets is as follows: As of August 31, 2016 (In thousands) Carrying Amount Accumulated Amortization Net Service contracts $ 399,738 $ 314,946 $ 84,792 Noncompete and consulting agreements $ 42,422 $ 41,045 $ 1,377 Other 16,477 2,660 13,817 Total other assets $ 58,899 $ 43,705 $ 15,194 As of May 31, 2016 (In thousands) Carrying Amount Accumulated Amortization Net Service contracts $ 395,482 $ 311,767 $ 83,715 Noncompete and consulting agreements $ 42,378 $ 40,928 $ 1,450 Other 15,275 2,442 12,833 Total other assets $ 57,653 $ 43,370 $ 14,283 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Aug. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | The assets acquired and liabilities assumed are valued at the estimated fair value at the acquisition date as required by GAAP. Assets: Cash and cash equivalents $ 333 Accounts receivable 16,705 Inventory 5,987 Other current assets 1,443 Property, plant and equipment 849 Goodwill 87,442 Service contracts 34,000 Other intagibles 4,500 Liabilities: Accounts payable (7,195 ) Accrued liabilities (4,428 ) Deferred income taxes (5,636 ) Total consideration $ 134,000 |
Accumulated Other Comprehensi27
Accumulated Other Comprehensive Income (Loss) (Tables) | 3 Months Ended |
Aug. 31, 2016 | |
Equity [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Income (Loss) | The following table summarizes the changes in the accumulated balances for each component of accumulated other comprehensive income (loss), net of tax: (In thousands) Foreign Currency Unrealized Loss on Derivatives Other Total Balance at June 1, 2016 $ (2,474 ) $ (20,830 ) $ (1,570 ) $ (24,874 ) Other comprehensive income (loss) before reclassifications 115 (12,037 ) (1 ) (11,923 ) Amounts reclassified from accumulated other comprehensive income (loss) — 385 — 385 Net current period other comprehensive income (loss) 115 (11,652 ) (1 ) (11,538 ) Balance at August 31, 2016 $ (2,359 ) $ (32,482 ) $ (1,571 ) $ (36,412 ) (In thousands) Foreign Currency Unrealized Loss on Derivatives Other Total Balance at June 1, 2015 $ 2,987 $ (10,626 ) $ (832 ) $ (8,471 ) Other comprehensive (loss) income before reclassifications (12,013 ) — (8 ) (12,021 ) Amounts reclassified from accumulated other comprehensive income (loss) — 488 — 488 Net current period other comprehensive (loss) income (12,013 ) 488 (8 ) (11,533 ) Balance at August 31, 2015 $ (9,026 ) $ (10,138 ) $ (840 ) $ (20,004 ) |
Schedule of Reclassifications Out of Accumulated Other Comprehensive Loss | The following table summarizes the reclassifications out of accumulated other comprehensive loss: Reclassifications out of Accumulated Other Comprehensive Loss Details about Accumulated Other Comprehensive Loss Components Amount Reclassified from Accumulated Other Comprehensive Loss Affected Line in the Consolidated Condensed Statements of Income Three Months Ended (In thousands) August 31, 2016 August 31, 2015 Amortization of interest rate locks $ (615 ) $ (783 ) Interest expense Tax benefit 230 295 Income taxes Amortization of interest rate locks, net of tax $ (385 ) $ (488 ) Net of tax |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Aug. 31, 2016 | |
Segment Reporting [Abstract] | |
Information Related to Operating Segments | Information related to the operations of Cintas’ operating segments is set forth below: (In thousands) Uniform Rental and Facility Services First Aid and Safety Services All Other Corporate (1) Total As of and for the three months ended August 31, 2016 Revenue $ 999,596 $ 124,839 $ 169,695 $ — $ 1,294,130 Income (loss) before income taxes $ 185,245 $ 11,511 $ 10,205 $ (14,107 ) $ 192,854 Total assets $ 3,199,904 $ 436,920 $ 366,554 $ 163,767 $ 4,167,145 As of and for the three months ended August 31, 2015 Revenue $ 938,408 $ 99,488 $ 160,994 $ — $ 1,198,890 Income (loss) before income taxes $ 165,381 $ 8,592 $ 11,534 $ (16,293 ) $ 169,214 Total assets $ 2,865,675 $ 397,573 $ 341,839 $ 511,378 $ 4,116,465 (1) Corporate assets include cash and marketable securities in all periods. Corporate assets as of August 31, 2015 include the investment in Shred-it which was classified as held for sale. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Aug. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations | Following is selected financial information included in net loss from discontinued operations for Shred-it and Storage: Three Months Ended (In thousands) August 31, 2016 August 31, 2015 Revenue $ — $ — Income before income taxes — 237 Gain on Storage transaction — 4,843 Loss on Shred-it — (14,516 ) Income tax benefit on net loss — 3,419 Net loss from discontinued operations $ — $ (6,017 ) |
Supplemental Guarantor Inform30
Supplemental Guarantor Information (Tables) | 3 Months Ended |
Aug. 31, 2016 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Income Statement | Condensed Consolidating Income Statement Three Months Ended August 31, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 837,274 $ 149,148 $ 57,663 $ (44,489 ) $ 999,596 Other — 410,248 968 18,875 (135,557 ) 294,534 Equity in net income of affiliates 138,091 — — — (138,091 ) — 138,091 1,247,522 150,116 76,538 (318,137 ) 1,294,130 Costs and expenses (income): Cost of uniform rental and facility services — 479,056 90,672 37,114 (65,910 ) 540,932 Cost of other — 280,024 (14,931 ) 13,828 (109,497 ) 169,424 Selling and administrative expenses — 411,934 (50,734 ) 20,265 (7,439 ) 374,026 G&K Services, Inc. acquisition expenses — — 2,787 — — 2,787 Operating income 138,091 76,508 122,322 5,331 (135,291 ) 206,961 Interest income — — (17 ) (48 ) — (65 ) Interest expense (income) — 14,827 (702 ) 47 — 14,172 Income before income taxes 138,091 61,681 123,041 5,332 (135,291 ) 192,854 Income taxes — 17,810 35,526 1,453 (26 ) 54,763 Net income from continuing operations $ 138,091 $ 43,871 $ 87,515 $ 3,879 $ (135,265 ) $ 138,091 Condensed Consolidating Income Statement Three Months Ended August 31, 2015 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 787,169 $ 136,425 $ 54,012 $ (39,198 ) $ 938,408 Other — 372,611 1,293 14,811 (128,233 ) 260,482 Equity in net income of affiliates 106,198 — — — (106,198 ) — 106,198 1,159,780 137,718 68,823 (273,629 ) 1,198,890 Costs and expenses (income): Cost of uniform rental and facility services — 455,207 86,198 35,820 (58,722 ) 518,503 Cost of other — 258,990 (14,256 ) 11,106 (99,597 ) 156,243 Selling and administrative expenses — 369,693 (41,472 ) 17,880 (7,464 ) 338,637 Operating income 106,198 75,890 107,248 4,017 (107,846 ) 185,507 Interest income — — (48 ) (71 ) — (119 ) Interest expense (income) — 16,375 38 (1 ) — 16,412 Income before income taxes 106,198 59,515 107,258 4,089 (107,846 ) 169,214 Income taxes — 22,382 39,403 1,256 (25 ) 63,016 Income from continuing operations 106,198 37,133 67,855 2,833 (107,821 ) 106,198 Loss from discontinued operations, net of tax (6,017 ) (5,323 ) — (694 ) 6,017 (6,017 ) Net income $ 100,181 $ 31,810 $ 67,855 $ 2,139 $ (101,804 ) $ 100,181 |
Condensed Consolidating Statement of Comprehensive Income | Condensed Consolidating Statement of Comprehensive Income Three Months Ended August 31, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 138,091 $ 43,871 $ 87,515 $ 3,879 $ (135,265 ) $ 138,091 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments 115 — — 115 (115 ) 115 Change in fair value of derivatives (12,037 ) (12,037 ) — — 12,037 (12,037 ) Amortization of interest rate lock agreements 385 385 — — (385 ) 385 Change in fair value of available-for-sale securities (1 ) — — (1 ) 1 (1 ) Other comprehensive (loss) income (11,538 ) (11,652 ) — 114 11,538 (11,538 ) Comprehensive income $ 126,553 $ 32,219 $ 87,515 $ 3,993 $ (123,727 ) $ 126,553 Condensed Consolidating Statement of Comprehensive Income Three Months Ended August 31, 2015 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 100,181 $ 31,810 $ 67,855 $ 2,139 $ (101,804 ) $ 100,181 Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments — — — (12,013 ) — (12,013 ) Amortization of interest rate lock agreements — 488 — — — 488 Change in fair value of available-for-sale securities — — — (8 ) — (8 ) Other comprehensive income (loss) — 488 — (12,021 ) — (11,533 ) Comprehensive income (loss) $ 100,181 $ 32,298 $ 67,855 $ (9,882 ) $ (101,804 ) $ 88,648 |
Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet As of August 31, 2016 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Assets Current assets: Cash and cash equivalents $ — $ 37,205 $ 38,230 $ 23,774 $ — $ 99,209 Marketable securities — — — 64,558 — 64,558 Accounts receivable, net — 452,028 98,129 36,215 — 586,372 Inventories, net — 234,154 17,343 11,968 (1,309 ) 262,156 Uniforms and other rental items in service — 449,115 75,719 36,607 (19,317 ) 542,124 Prepaid expenses and other current assets — 15,512 23,698 1,119 — 40,329 Total current assets — 1,188,014 253,119 174,241 (20,626 ) 1,594,748 Property and equipment, at cost, net — 632,073 324,484 76,603 — 1,033,160 Investments 321,083 1,774,464 917,468 955,196 (3,827,335 ) 140,876 Goodwill — — 1,257,747 40,740 (112 ) 1,298,375 Service contracts, net — 79,143 9 5,640 — 84,792 Other assets, net 1,201,072 (460 ) 3,545,468 9,022 (4,739,908 ) 15,194 $ 1,522,155 $ 3,673,234 $ 6,298,295 $ 1,261,442 $ (8,587,981 ) $ 4,167,145 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ (465,247 ) $ (1,843,480 ) $ 2,385,059 $ 15,198 $ 38,120 $ 129,650 Accrued compensation and related liabilities — 47,584 12,881 4,227 — 64,692 Accrued liabilities — 64,603 235,678 13,607 — 313,888 Income taxes, current — 4,797 34,446 (414 ) — 38,829 Debt due within one year — 163,800 — — — 163,800 Total current liabilities (465,247 ) (1,562,696 ) 2,668,064 32,618 38,120 710,859 Long-term liabilities: Debt due after one year — 1,044,238 — 390 — 1,044,628 Deferred income taxes — (427 ) 248,215 7,592 — 255,380 Accrued liabilities — 38,827 129,065 984 — 168,876 Total long-term liabilities — 1,082,638 377,280 8,966 — 1,468,884 Total shareholders’ equity 1,987,402 4,153,292 3,252,951 1,219,858 (8,626,101 ) 1,987,402 $ 1,522,155 $ 3,673,234 $ 6,298,295 $ 1,261,442 $ (8,587,981 ) $ 4,167,145 Condensed Consolidating Balance Sheet As of May 31, 2016 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Assets Current assets: Cash and cash equivalents $ — $ 57,893 $ 55,392 $ 26,072 $ — $ 139,357 Marketable securities — — — 70,405 — 70,405 Accounts receivable, net — 430,335 97,516 35,327 — 563,178 Inventories, net — 222,823 19,149 11,235 (3,845 ) 249,362 Uniforms and other rental items in service — 450,065 73,001 36,612 (19,722 ) 539,956 Income taxes, current — (1,634 ) 2,698 648 — 1,712 Prepaid expenses and other current assets — 6,824 18,279 962 — 26,065 Total current assets — 1,166,306 266,035 181,261 (23,567 ) 1,590,035 Property and equipment, at cost, net — 614,656 305,636 73,945 — 994,237 Investments 321,083 1,770,303 901,772 941,396 (3,809,602 ) 124,952 Goodwill — — 1,256,662 35,043 (112 ) 1,291,593 Service contracts, net — 81,462 13 2,240 — 83,715 Other assets, net 1,081,203 (913 ) 3,526,051 9,110 (4,601,168 ) 14,283 $ 1,402,286 $ 3,631,814 $ 6,256,169 $ 1,242,995 $ (8,434,449 ) $ 4,098,815 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ (465,247 ) $ (1,773,815 ) $ 2,298,790 $ 16,781 $ 38,005 $ 114,514 Accrued compensation and related liabilities — 73,545 23,051 5,380 — 101,976 Accrued liabilities — 84,270 251,217 13,578 — 349,065 Debt due within one year — 250,000 — — — 250,000 Total current liabilities (465,247 ) (1,366,000 ) 2,573,058 35,739 38,005 815,555 Long-term liabilities: Debt due after one year — 1,044,032 — 390 — 1,044,422 Deferred income taxes — (427 ) 252,149 7,753 — 259,475 Accrued liabilities — 19,628 116,091 985 — 136,704 Total long-term liabilities — 1,063,233 368,240 9,128 — 1,440,601 Total shareholders’ equity 1,867,533 3,934,581 3,314,871 1,198,128 (8,472,454 ) 1,842,659 $ 1,402,286 $ 3,631,814 $ 6,256,169 $ 1,242,995 $ (8,434,449 ) $ 4,098,815 |
Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows Three Months Ended August 31, 2016 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Cash flows from operating activities: Net income $ 138,091 $ 43,871 $ 87,515 $ 3,879 $ (135,265 ) $ 138,091 Adjustments to reconcile net income to net cash provided by (used in) operating activities Depreciation — 25,755 11,441 2,483 — 39,679 Amortization of intangible assets — 3,194 88 207 — 3,489 Stock-based compensation 20,779 — — — — 20,779 Deferred income taxes — (1,050 ) 3,227 (207 ) — 1,970 Changes in current assets and liabilities, net of acquisitions of businesses: Accounts receivable, net — (21,693 ) (612 ) (641 ) — (22,946 ) Inventories, net — (11,331 ) 1,807 (957 ) (2,536 ) (13,017 ) Uniforms and other rental items in service — 950 (2,718 ) 301 (405 ) (1,872 ) Prepaid expenses and other current assets — (63 ) (5,419 ) (173 ) — (5,655 ) Accounts payable — (58,018 ) 74,361 1,022 115 17,480 Accrued compensation and related liabilities — (25,961 ) (10,170 ) (1,145 ) — (37,276 ) Accrued liabilities and other — (2,906 ) (19,352 ) (1,418 ) — (23,676 ) Income taxes, current — 3,163 37,145 234 — 40,542 Net cash provided by (used in) operating activities 158,870 (44,089 ) 177,313 3,585 (138,091 ) 157,588 Cash flows from investing activities: Capital expenditures — (43,130 ) (30,268 ) (5,182 ) — (78,580 ) Proceeds from redemption of marketable securities — — — 109,612 — 109,612 Purchase of marketable securities and investments — (4,161 ) (29,496 ) (103,805 ) 17,733 (119,729 ) Acquisitions of businesses, net of cash acquired — (905 ) 60 (10,146 ) — (10,991 ) Other, net (156,282 ) 166,037 (132,771 ) 1,740 120,358 (918 ) Net cash (used in) provided by investing activities (156,282 ) 117,841 (192,475 ) (7,781 ) 138,091 (100,606 ) Cash flows from financing activities: Proceeds from issuance of commercial paper, net — 163,800 — — — 163,800 Proceeds from issuance of debt — — (2,000 ) 2,000 — — Repayment of debt — (250,000 ) — — — (250,000 ) Prepaid short-term debt financing fees — (8,625 ) — — — (8,625 ) Exercise of stock-based compensation awards 16,282 — — — — 16,282 Repurchase of common stock (18,870 ) — — — — (18,870 ) Other, net — 385 — — — 385 Net cash (used in) provided by financing activities (2,588 ) (94,440 ) (2,000 ) 2,000 — (97,028 ) Effect of exchange rate changes on cash and cash equivalents — — — (102 ) — (102 ) Net decrease in cash and cash equivalents — (20,688 ) (17,162 ) (2,298 ) — (40,148 ) Cash and cash equivalents at beginning of period — 57,893 55,392 26,072 — 139,357 Cash and cash equivalents at end of period $ — $ 37,205 $ 38,230 $ 23,774 $ — $ 99,209 Condensed Consolidating Statement of Cash Flows Three Months Ended August 31, 2015 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Cash flows from operating activities: Net income $ 100,181 $ 31,810 $ 67,855 $ 2,139 $ (101,804 ) $ 100,181 Adjustments to reconcile net income to net cash provided by (used in) operating activities Depreciation — 22,677 11,090 2,398 — 36,165 Amortization of intangible assets — 3,513 40 50 — 3,603 Stock-based compensation 23,917 — — — — 23,917 Gain on Storage transaction — (4,843 ) — — — (4,843 ) Loss on Shred-it — 13,427 — 1,089 — 14,516 Deferred income taxes — 23 5,782 (173 ) — 5,632 Changes in current assets and liabilities, net of acquisitions of businesses: Accounts receivable, net — (20,532 ) (250 ) 1,527 — (19,255 ) Inventories, net — (8,855 ) (1,131 ) (334 ) 2,211 (8,109 ) Uniforms and other rental items in service — (2,164 ) (1,498 ) (700 ) (577 ) (4,939 ) Prepaid expenses and other current assets — (159 ) (5,939 ) 74 — (6,024 ) Accounts payable — 31,253 (17,508 ) 1,802 (16 ) 15,531 Accrued compensation and related liabilities — (26,303 ) (7,846 ) (1,430 ) — (35,579 ) Accrued liabilities and other — (2,444 ) (22,306 ) (2,227 ) 724 (26,253 ) Income taxes, current — 8,799 39,843 (102 ) — 48,540 Net cash provided by operating activities 124,098 46,202 68,132 4,113 (99,462 ) 143,083 Cash flows from investing activities: Capital expenditures — (32,661 ) (26,651 ) (3,319 ) — (62,631 ) Proceeds from redemption of marketable securities — — — 152,907 — 152,907 Purchase of marketable securities and investments — 2,215 (10,148 ) (192,097 ) 4,010 (196,020 ) Proceeds from Storage transaction — 24,395 — — — 24,395 Acquisitions of businesses, net of cash acquired — (96,353 ) — (25,081 ) — (121,434 ) Other, net 85,656 55,473 (235,508 ) (876 ) 96,176 921 Net cash provided by (used in) investing activities 85,656 (46,931 ) (272,307 ) (68,466 ) 100,186 (201,862 ) Cash flows from financing activities: Proceeds from issuance of debt — — (55 ) 55 — — Repayment of debt — (309 ) 853 164 (724 ) (16 ) Exercise of stock-based compensation awards 11,844 — — — — 11,844 Repurchase of common stock (221,598 ) — — — — (221,598 ) Other, net — 488 — (437 ) — 51 Net cash (used in) provided by financing activities (209,754 ) 179 798 (218 ) (724 ) (209,719 ) Effect of exchange rate changes on cash and cash equivalents — — — (1,715 ) — (1,715 ) Net decrease in cash and cash equivalents — (550 ) (203,377 ) (66,286 ) — (270,213 ) Cash and cash equivalents at beginning of period — 74,632 248,716 93,725 — 417,073 Cash and cash equivalents at end of period $ — $ 74,082 $ 45,339 $ 27,439 $ — $ 146,860 |
Basis of Presentation - Invento
Basis of Presentation - Inventories (Details) - USD ($) $ in Thousands | Aug. 31, 2016 | May 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Raw materials | $ 13,059 | $ 17,794 |
Work in process | 17,537 | 14,731 |
Finished goods | 231,560 | 216,837 |
Inventories, net | $ 262,156 | $ 249,362 |
New Accounting Pronouncements -
New Accounting Pronouncements - Narrative (Details) - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | May 31, 2016 | |
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Increase in dilutive shares (shares) | 2,631 | 1,632 | |
Other Assets | Accounting Standards Update 2015-03 | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Debt issuance costs | $ 5.6 | ||
Long Term Liabilities | Accounting Standards Update 2015-03 | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Debt issuance costs | $ (5.6) | ||
New Accounting Pronouncement, Early Adoption, Effect | Accounting Standards Update 2016-09 | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Decrease in income taxes | $ 17.2 | ||
Increase in dilutive shares (shares) | 800 | ||
Stock based compensation expense | $ 1.7 | ||
New Accounting Pronouncement, Early Adoption, Effect | Accounting Standards Update 2016-09 | Additional Paid-in Capital | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Cumulative effect adjustment | (26.7) | ||
New Accounting Pronouncement, Early Adoption, Effect | Accounting Standards Update 2016-09 | Retained Earnings | |||
New Accounting Pronouncement, Early Adoption [Line Items] | |||
Cumulative effect adjustment | $ 26.7 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Financial Instruments Measured on a Recurring Basis (Details) - USD ($) $ in Thousands | Aug. 31, 2016 | May 31, 2016 |
Fair value on a recurring basis | ||
Marketable securities | $ 64,558 | $ 70,405 |
Fair Value, Measurements, Recurring | ||
Fair value on a recurring basis | ||
Cash and cash equivalents | 99,209 | 139,357 |
Total assets at fair value | 163,767 | 209,762 |
Total liabilities at fair value | 38,827 | 19,628 |
Fair Value, Measurements, Recurring | Interest rate lock agreement | ||
Fair value on a recurring basis | ||
Long term accrued liabilities | 38,827 | 19,628 |
Fair Value, Measurements, Recurring | Canadian treasury securities | ||
Fair value on a recurring basis | ||
Marketable securities | 64,558 | 70,405 |
Fair Value, Measurements, Recurring | Level 1 | ||
Fair value on a recurring basis | ||
Cash and cash equivalents | 99,209 | 139,357 |
Total assets at fair value | 99,209 | 139,357 |
Total liabilities at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Interest rate lock agreement | ||
Fair value on a recurring basis | ||
Long term accrued liabilities | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Canadian treasury securities | ||
Fair value on a recurring basis | ||
Marketable securities | 0 | 0 |
Fair Value, Measurements, Recurring | Level 2 | ||
Fair value on a recurring basis | ||
Cash and cash equivalents | 0 | 0 |
Total assets at fair value | 64,558 | 70,405 |
Total liabilities at fair value | 38,827 | 19,628 |
Fair Value, Measurements, Recurring | Level 2 | Interest rate lock agreement | ||
Fair value on a recurring basis | ||
Long term accrued liabilities | 38,827 | 19,628 |
Fair Value, Measurements, Recurring | Level 2 | Canadian treasury securities | ||
Fair value on a recurring basis | ||
Marketable securities | 64,558 | 70,405 |
Fair Value, Measurements, Recurring | Level 3 | ||
Fair value on a recurring basis | ||
Cash and cash equivalents | 0 | 0 |
Total assets at fair value | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Interest rate lock agreement | ||
Fair value on a recurring basis | ||
Long term accrued liabilities | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Canadian treasury securities | ||
Fair value on a recurring basis | ||
Marketable securities | $ 0 | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Aug. 31, 2016 | May 31, 2016 | |
Fair value on a recurring basis | ||
Contractual maturities (less than) | 1 year | 1 year |
Canadian treasury securities | ||
Fair value on a recurring basis | ||
Amortized cost basis of marketable securities | $ 64.6 | $ 70.4 |
Investments - Narrative (Detail
Investments - Narrative (Details) - USD ($) | 3 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | May 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | |||
Investments | $ 140,876,000 | $ 124,952,000 | |
Cash surrender value of insurance policies | 121,200,000 | 108,100,000 | |
Equity method investments | 14,700,000 | 14,500,000 | |
Cost method investments | 5,000,000 | $ 2,400,000 | |
Losses due to impairment | $ 0 | $ 0 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Basic Earnings per Share from Continuing Operations | ||
Income from continuing operations | $ 138,091 | $ 106,198 |
Less: income from continuing operations allocated to participating securities | 2,727 | 1,742 |
Income from continuing operations available to common shareholders | $ 135,364 | $ 104,456 |
Basic weighted average common shares outstanding (shares) | 104,483 | 110,597 |
Basic earnings per common share: | ||
Basic earnings per share from continuing operations (dollars per share) | $ 1.29 | $ 0.94 |
Diluted Earnings per Share from Continuing Operations | ||
Income from continuing operations | $ 138,091 | $ 106,198 |
Less: income from continuing operations allocated to participating securities | 2,727 | 1,742 |
Income from continuing operations available to common shareholders | $ 135,364 | $ 104,456 |
Basic weighted average common shares outstanding (shares) | 104,483 | 110,597 |
Effect of dilutive securities - employee stock options (shares) | 2,631 | 1,632 |
Diluted weighted average common shares outstanding (shares) | 107,114 | 112,229 |
Diluted earnings per share: | ||
Diluted earnings per share from continuing operations (dollars per share) | $ 1.26 | $ 0.93 |
Earnings Per Share - EPS Narrat
Earnings Per Share - EPS Narrative (Details) - USD ($) $ / shares in Units, shares in Millions | 1 Months Ended | 3 Months Ended | 10 Months Ended | |||
Jun. 30, 2016 | Aug. 31, 2016 | Aug. 31, 2015 | May 31, 2016 | Aug. 02, 2016 | Aug. 04, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Basic earnings (loss) per share from discontinued operations (in dollars per share) | $ (0.05) | |||||
Diluted earnings (loss) per share from discontinued operations (in dollars per share) | $ (0.05) | |||||
Options granted and excluded from the computation of diluted earnings per share (shares) | 0.7 | 0.5 | ||||
Total purchase price of shares repurchased | 5.7 | |||||
Stock purchased under share buyback, average price per share (dollars per share) | $ 87.89 | |||||
Employee Payroll Taxes Due on Restricted Stock | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Total purchase price of shares repurchased | 0.2 | |||||
Stock purchased under share buyback, average price per share (dollars per share) | $ 99.67 | |||||
Total purchase price of shares repurchased | $ 15,100,000 | |||||
Buyback Program, August 2015 | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Share buyback program, authorized amount | $ 500,000,000 | |||||
Total purchase price of shares repurchased | 0.1 | |||||
Stock purchased under share buyback, average price per share (dollars per share) | $ 94.09 | |||||
Total purchase price of shares repurchased | $ 3,700,000 | |||||
Share Buyback Program, August 2, 2016 | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Share buyback program, authorized amount | $ 500,000,000 |
Goodwill, Service Contracts a38
Goodwill, Service Contracts and Other Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Goodwill [Line Items] | ||
Amortization expense for continuing operations | $ 3.5 | $ 3.6 |
Estimated amortization expense, year one | 14.7 | |
Estimated amortization expense, year two | 12.6 | |
Estimated amortization expense, year three | 12.1 | |
Estimated amortization expense, year four | 11.6 | |
Estimated amortization expense, year five | $ 9.7 |
Goodwill, Service Contracts a39
Goodwill, Service Contracts and Other Assets - Changes in Carrying Amount of Goodwill (Details) $ in Thousands | 3 Months Ended |
Aug. 31, 2016USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 1,291,593 |
Goodwill acquired | 6,823 |
Foreign currency translation | (41) |
Ending balance | 1,298,375 |
Uniform Rental and Facility Services | |
Goodwill [Roll Forward] | |
Beginning balance | 953,216 |
Goodwill acquired | 5,739 |
Foreign currency translation | (15) |
Ending balance | 958,940 |
First Aid and Safety Services | |
Goodwill [Roll Forward] | |
Beginning balance | 241,448 |
Goodwill acquired | 1,050 |
Foreign currency translation | (27) |
Ending balance | 242,471 |
All Other | |
Goodwill [Roll Forward] | |
Beginning balance | 96,929 |
Goodwill acquired | 34 |
Foreign currency translation | 1 |
Ending balance | $ 96,964 |
Goodwill, Service Contracts a40
Goodwill, Service Contracts and Other Assets - Changes in Carrying Amount of Service Contracts (Details) $ in Thousands | 3 Months Ended |
Aug. 31, 2016USD ($) | |
Service contracts [Roll Forward] | |
Beginning balance | $ 83,715 |
Service contracts acquired | 4,278 |
Service contracts amortization | (3,199) |
Foreign currency translation | (2) |
Ending balance | 84,792 |
Uniform Rental and Facility Services | |
Service contracts [Roll Forward] | |
Beginning balance | 21,191 |
Service contracts acquired | 3,521 |
Service contracts amortization | (798) |
Foreign currency translation | 0 |
Ending balance | 23,914 |
First Aid and Safety Services | |
Service contracts [Roll Forward] | |
Beginning balance | 32,252 |
Service contracts acquired | 0 |
Service contracts amortization | (936) |
Foreign currency translation | (2) |
Ending balance | 31,314 |
All Other | |
Service contracts [Roll Forward] | |
Beginning balance | 30,272 |
Service contracts acquired | 757 |
Service contracts amortization | (1,465) |
Foreign currency translation | 0 |
Ending balance | $ 29,564 |
Goodwill, Service Contracts a41
Goodwill, Service Contracts and Other Assets - Information Regarding Service Contracts and Other Assets (Details) - USD ($) $ in Thousands | Aug. 31, 2016 | May 31, 2016 |
Information regarding service contracts and other assets | ||
Service contracts, net | $ 84,792 | $ 83,715 |
Other assets, carrying amount | 58,899 | 57,653 |
Other assets, accumulated amortization | 43,705 | 43,370 |
Other assets, net | 15,194 | 14,283 |
Noncompete and consulting agreements | ||
Information regarding service contracts and other assets | ||
Other assets, carrying amount | 42,422 | 42,378 |
Other assets, accumulated amortization | 41,045 | 40,928 |
Other assets, net | 1,377 | 1,450 |
Other | ||
Information regarding service contracts and other assets | ||
Other assets, carrying amount | 16,477 | 15,275 |
Other assets, accumulated amortization | 2,660 | 2,442 |
Other assets, net | 13,817 | 12,833 |
Service Contracts | ||
Information regarding service contracts and other assets | ||
Service contracts, carrying amount | 399,738 | 395,482 |
Service contracts, accumulated amortization | 314,946 | 311,767 |
Service contracts, net | $ 84,792 | $ 83,715 |
Debt, Derivatives and Hedging42
Debt, Derivatives and Hedging Activities (Details) - USD ($) | Sep. 16, 2016 | Aug. 15, 2016 | Jun. 30, 2016 | Aug. 31, 2016 | Aug. 31, 2015 | Jun. 23, 2016 | Jun. 01, 2016 | May 31, 2016 | Feb. 29, 2016 |
Debt Instrument [Line Items] | |||||||||
Commercial paper program capacity | $ 450,000,000 | ||||||||
Revolving credit facility, maximum borrowing capacity with accordion feature | 600,000,000 | ||||||||
Short-term Debt | 163,800,000 | $ 250,000,000 | |||||||
Revolving credit facility amount outstanding | 0 | ||||||||
Amortization of interest rate lock agreements | 385,000 | $ 488,000 | |||||||
Treasury Lock | |||||||||
Debt Instrument [Line Items] | |||||||||
Interest rate lock agreement, fair value | 38,800,000 | 19,600,000 | |||||||
Cash Flow Hedge | Designated as Hedging Instrument | Treasury Lock | |||||||||
Debt Instrument [Line Items] | |||||||||
Notional value | $ 550,000,000 | ||||||||
Commercial Paper | |||||||||
Debt Instrument [Line Items] | |||||||||
Short-term Debt | $ 163,800,000 | ||||||||
Weighted average interest rate (as a percent) | 0.74% | ||||||||
Revolving Credit Facility May 28, 2019 Maturity | |||||||||
Debt Instrument [Line Items] | |||||||||
Revolving credit facility, maximum borrowing capacity with accordion feature | $ 300,000,000 | ||||||||
Debt Amendment June 2016 | |||||||||
Debt Instrument [Line Items] | |||||||||
Revolving credit facility, maximum borrowing capacity with accordion feature | $ 450,000,000 | ||||||||
Senior Notes | Notes Due Through 2036 | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt, carrying amount | $ 1,050,000,000 | 1,300,000,000 | |||||||
Refinanced debt | $ 250,000,000 | ||||||||
Debt instrument term | 5 years | ||||||||
Senior Notes | Level 2 | |||||||||
Debt Instrument [Line Items] | |||||||||
Long-term debt, fair value | $ 1,185,100,000 | $ 1,416,600,000 | |||||||
G&K Services | |||||||||
Debt Instrument [Line Items] | |||||||||
Share price of acquisition (in dollars per share) | $ 97.50 | ||||||||
Consideration transferred | $ 2,200,000,000 | ||||||||
Subsequent Event | Debt Amendment September 2016 | |||||||||
Debt Instrument [Line Items] | |||||||||
Revolving credit facility, maximum borrowing capacity with accordion feature | $ 600,000,000 | ||||||||
Increase in borrowing capacity | 150,000,000 | ||||||||
Debt amendment, increase limit (up to) | 250,000,000 | ||||||||
Subsequent Event | Revolving Credit Facility | Debt Amendment September 2016 | |||||||||
Debt Instrument [Line Items] | |||||||||
Revolving credit facility, maximum borrowing capacity with accordion feature | $ 250,000,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | |
Aug. 31, 2016 | May 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Unrecognized tax benefits, period increase (decrease) | $ (0.1) | |
Unrecognized tax benefits, increase in accrued interest | $ 0.2 | |
Decrease in unrecognized tax benefit | $ 2.6 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 15, 2016 | Aug. 01, 2015 | May 31, 2016 |
Business Acquisition [Line Items] | |||
Goodwill expected to be deductible for income tax purposes | $ 0 | ||
ZEE | |||
Business Acquisition [Line Items] | |||
Consideration transferred | 134,000 | ||
Cash consideration | 120,600 | ||
Contingent consideration subject to holdback provisions | $ 13,400 | ||
ZEE | Level 3 | |||
Business Acquisition [Line Items] | |||
Discount rate | 11.00% | ||
ZEE | Service contracts | |||
Business Acquisition [Line Items] | |||
Estimated useful life of service contracts | 10 years | ||
G&K Services | |||
Business Acquisition [Line Items] | |||
Share price of acquisition (in dollars per share) | $ 97.50 | ||
Consideration transferred | $ 2,200,000 |
Acquisitions - Schedule of Asse
Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Aug. 31, 2016 | May 31, 2016 | Aug. 01, 2015 |
Assets: | |||
Goodwill | $ 1,298,375 | $ 1,291,593 | |
Liabilities: | |||
Total consideration | $ 134,000 | ||
ZEE | |||
Assets: | |||
Cash and cash equivalents | 333 | ||
Accounts receivable | 16,705 | ||
Inventory | 5,987 | ||
Other current assets | 1,443 | ||
Property, plant and equipment | 849 | ||
Goodwill | 87,442 | ||
Liabilities: | |||
Accounts payable | (7,195) | ||
Accrued liabilities | (4,428) | ||
Deferred income taxes | (5,636) | ||
Service contracts | ZEE | |||
Assets: | |||
Intangible assets | 34,000 | ||
Other intangibles | ZEE | |||
Assets: | |||
Intangible assets | $ 4,500 |
Accumulated Other Comprehensi46
Accumulated Other Comprehensive Income (Loss) - Schedule of Changes in Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | $ (24,874) | $ (8,471) |
Other comprehensive income (loss) before reclassifications | (11,923) | (12,021) |
Amounts reclassified from accumulated other comprehensive income (loss) | 385 | 488 |
Other comprehensive loss | (11,538) | (11,533) |
Ending Balance | (36,412) | (20,004) |
Foreign Currency | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (2,474) | 2,987 |
Other comprehensive income (loss) before reclassifications | 115 | (12,013) |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 |
Other comprehensive loss | 115 | (12,013) |
Ending Balance | (2,359) | (9,026) |
Unrealized Loss on Derivatives | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (20,830) | (10,626) |
Other comprehensive income (loss) before reclassifications | (12,037) | 0 |
Amounts reclassified from accumulated other comprehensive income (loss) | 385 | 488 |
Other comprehensive loss | (11,652) | 488 |
Ending Balance | (32,482) | (10,138) |
Other | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Beginning Balance | (1,570) | (832) |
Other comprehensive income (loss) before reclassifications | (1) | (8) |
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 |
Other comprehensive loss | (1) | (8) |
Ending Balance | $ (1,571) | $ (840) |
Accumulated Other Comprehensi47
Accumulated Other Comprehensive Income (Loss) - Schedule of Reclassifications Out of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Equity [Abstract] | ||
Amortization of interest rate locks | $ (615) | $ (783) |
Tax benefit | 230 | 295 |
Amortization of interest rate locks, net of tax | $ (385) | $ (488) |
Segment Information - Narrative
Segment Information - Narrative (Details) | 3 Months Ended |
Aug. 31, 2016segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Segment Information - Informati
Segment Information - Information Related to Operating Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Aug. 31, 2016 | Aug. 31, 2015 | May 31, 2016 | |
Segment Reporting Information | |||
Revenue | $ 1,294,130 | $ 1,198,890 | |
Income (loss) before income taxes | 192,854 | 169,214 | |
Total assets | 4,167,145 | 4,116,465 | $ 4,098,815 |
Operating Segments | Uniform Rental and Facility Services | |||
Segment Reporting Information | |||
Revenue | 999,596 | 938,408 | |
Income (loss) before income taxes | 185,245 | 165,381 | |
Total assets | 3,199,904 | 2,865,675 | |
Operating Segments | First Aid and Safety Services | |||
Segment Reporting Information | |||
Revenue | 124,839 | 99,488 | |
Income (loss) before income taxes | 11,511 | 8,592 | |
Total assets | 436,920 | 397,573 | |
Operating Segments | All Other | |||
Segment Reporting Information | |||
Revenue | 169,695 | 160,994 | |
Income (loss) before income taxes | 10,205 | 11,534 | |
Total assets | 366,554 | 341,839 | |
Corporate | |||
Segment Reporting Information | |||
Revenue | 0 | 0 | |
Income (loss) before income taxes | (14,107) | (16,293) | |
Total assets | $ 163,767 | $ 511,378 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Proceeds from sale of Storage assets | $ 0 | $ 24,395 |
Gain on disposal of business | 0 | 4,843 |
Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Gain on disposal of business | $ 0 | 4,843 |
Discontinued Operations | Storage Real Estate Assets | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Loss on investment in Shred-it, net of tax | 9,300 | |
Proceeds from sale of Storage assets | 24,400 | |
Gain on disposal of business | $ 4,800 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Gain on Storage transaction | $ 0 | $ 4,843 |
Loss on Shred-it | 0 | (14,516) |
Net loss from discontinued operations | 0 | (6,017) |
Discontinued Operations | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Revenue | 0 | 0 |
Income before income taxes | 0 | 237 |
Gain on Storage transaction | 0 | 4,843 |
Loss on Shred-it | 0 | (14,516) |
Income tax benefit on net loss | 0 | 3,419 |
Net loss from discontinued operations | $ 0 | $ (6,017) |
Supplemental Guarantor Inform52
Supplemental Guarantor Information - Narrative (Details) - USD ($) $ in Thousands | Aug. 31, 2016 | May 31, 2016 |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | ||
Short-term Debt | $ 163,800 | $ 250,000 |
Senior notes | $ 1,050,000 |
Supplemental Guarantor Inform53
Supplemental Guarantor Information - Condensed Consolidating Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Revenue: | ||
Uniform rental and facility services | $ 999,596 | $ 938,408 |
Other | 294,534 | 260,482 |
Equity in net income of affiliates | 0 | 0 |
Total revenue | 1,294,130 | 1,198,890 |
Costs and expenses (income): | ||
Cost of uniform rental and facility services | 540,932 | 518,503 |
Cost of other | 169,424 | 156,243 |
Selling and administrative expenses | 374,026 | 338,637 |
G&K Services, Inc. acquisition expenses | 2,787 | 0 |
Operating income | 206,961 | 185,507 |
Interest income | (65) | (119) |
Interest expense (income) | 14,172 | 16,412 |
Income before income taxes | 192,854 | 169,214 |
Income taxes | 54,763 | 63,016 |
Income from continuing operations | 138,091 | 106,198 |
Income (loss) from discontinued operations, net of tax | 0 | (6,017) |
Net income | 138,091 | 100,181 |
Eliminations | ||
Revenue: | ||
Uniform rental and facility services | (44,489) | (39,198) |
Other | (135,557) | (128,233) |
Equity in net income of affiliates | (138,091) | (106,198) |
Total revenue | (318,137) | (273,629) |
Costs and expenses (income): | ||
Cost of uniform rental and facility services | (65,910) | (58,722) |
Cost of other | (109,497) | (99,597) |
Selling and administrative expenses | (7,439) | (7,464) |
G&K Services, Inc. acquisition expenses | 0 | |
Operating income | (135,291) | (107,846) |
Interest income | 0 | 0 |
Interest expense (income) | 0 | 0 |
Income before income taxes | (135,291) | (107,846) |
Income taxes | (26) | (25) |
Income from continuing operations | (107,821) | |
Income (loss) from discontinued operations, net of tax | 6,017 | |
Net income | (135,265) | (101,804) |
Cintas Corporation | ||
Revenue: | ||
Uniform rental and facility services | 0 | 0 |
Other | 0 | 0 |
Equity in net income of affiliates | 138,091 | 106,198 |
Total revenue | 138,091 | 106,198 |
Costs and expenses (income): | ||
Cost of uniform rental and facility services | 0 | 0 |
Cost of other | 0 | 0 |
Selling and administrative expenses | 0 | 0 |
G&K Services, Inc. acquisition expenses | 0 | |
Operating income | 138,091 | 106,198 |
Interest income | 0 | 0 |
Interest expense (income) | 0 | 0 |
Income before income taxes | 138,091 | 106,198 |
Income taxes | 0 | 0 |
Income from continuing operations | 106,198 | |
Income (loss) from discontinued operations, net of tax | (6,017) | |
Net income | 138,091 | 100,181 |
Corp. 2 | ||
Revenue: | ||
Uniform rental and facility services | 837,274 | 787,169 |
Other | 410,248 | 372,611 |
Equity in net income of affiliates | 0 | 0 |
Total revenue | 1,247,522 | 1,159,780 |
Costs and expenses (income): | ||
Cost of uniform rental and facility services | 479,056 | 455,207 |
Cost of other | 280,024 | 258,990 |
Selling and administrative expenses | 411,934 | 369,693 |
G&K Services, Inc. acquisition expenses | 0 | |
Operating income | 76,508 | 75,890 |
Interest income | 0 | 0 |
Interest expense (income) | 14,827 | 16,375 |
Income before income taxes | 61,681 | 59,515 |
Income taxes | 17,810 | 22,382 |
Income from continuing operations | 37,133 | |
Income (loss) from discontinued operations, net of tax | (5,323) | |
Net income | 43,871 | 31,810 |
Subsidiary Guarantors | ||
Revenue: | ||
Uniform rental and facility services | 149,148 | 136,425 |
Other | 968 | 1,293 |
Equity in net income of affiliates | 0 | 0 |
Total revenue | 150,116 | 137,718 |
Costs and expenses (income): | ||
Cost of uniform rental and facility services | 90,672 | 86,198 |
Cost of other | (14,931) | (14,256) |
Selling and administrative expenses | (50,734) | (41,472) |
G&K Services, Inc. acquisition expenses | 2,787 | |
Operating income | 122,322 | 107,248 |
Interest income | (17) | (48) |
Interest expense (income) | (702) | 38 |
Income before income taxes | 123,041 | 107,258 |
Income taxes | 35,526 | 39,403 |
Income from continuing operations | 67,855 | |
Income (loss) from discontinued operations, net of tax | 0 | |
Net income | 87,515 | 67,855 |
Non- Guarantors | ||
Revenue: | ||
Uniform rental and facility services | 57,663 | 54,012 |
Other | 18,875 | 14,811 |
Equity in net income of affiliates | 0 | 0 |
Total revenue | 76,538 | 68,823 |
Costs and expenses (income): | ||
Cost of uniform rental and facility services | 37,114 | 35,820 |
Cost of other | 13,828 | 11,106 |
Selling and administrative expenses | 20,265 | 17,880 |
G&K Services, Inc. acquisition expenses | 0 | |
Operating income | 5,331 | 4,017 |
Interest income | (48) | (71) |
Interest expense (income) | 47 | (1) |
Income before income taxes | 5,332 | 4,089 |
Income taxes | 1,453 | 1,256 |
Income from continuing operations | 2,833 | |
Income (loss) from discontinued operations, net of tax | (694) | |
Net income | $ 3,879 | $ 2,139 |
Supplemental Guarantor Inform54
Supplemental Guarantor Information - Condensed Consolidating Statements of Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Condensed Consolidating Financial Statements | ||
Net income | $ 138,091 | $ 100,181 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | 115 | (12,013) |
Change in fair value of derivatives | (12,037) | 0 |
Amortization of interest rate lock agreements | 385 | 488 |
Change in fair value of available-for-sale securities | (1) | (8) |
Other comprehensive loss | (11,538) | (11,533) |
Comprehensive income | 126,553 | 88,648 |
Eliminations | ||
Condensed Consolidating Financial Statements | ||
Net income | (135,265) | (101,804) |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | (115) | 0 |
Change in fair value of derivatives | 12,037 | |
Amortization of interest rate lock agreements | (385) | 0 |
Change in fair value of available-for-sale securities | 1 | 0 |
Other comprehensive loss | 11,538 | 0 |
Comprehensive income | (123,727) | (101,804) |
Cintas Corporation | ||
Condensed Consolidating Financial Statements | ||
Net income | 138,091 | 100,181 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | 115 | 0 |
Change in fair value of derivatives | (12,037) | |
Amortization of interest rate lock agreements | 385 | 0 |
Change in fair value of available-for-sale securities | (1) | 0 |
Other comprehensive loss | (11,538) | 0 |
Comprehensive income | 126,553 | 100,181 |
Corp. 2 | ||
Condensed Consolidating Financial Statements | ||
Net income | 43,871 | 31,810 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | 0 | 0 |
Change in fair value of derivatives | (12,037) | |
Amortization of interest rate lock agreements | 385 | 488 |
Change in fair value of available-for-sale securities | 0 | 0 |
Other comprehensive loss | (11,652) | 488 |
Comprehensive income | 32,219 | 32,298 |
Subsidiary Guarantors | ||
Condensed Consolidating Financial Statements | ||
Net income | 87,515 | 67,855 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | 0 | 0 |
Change in fair value of derivatives | 0 | |
Amortization of interest rate lock agreements | 0 | 0 |
Change in fair value of available-for-sale securities | 0 | 0 |
Other comprehensive loss | 0 | 0 |
Comprehensive income | 87,515 | 67,855 |
Non- Guarantors | ||
Condensed Consolidating Financial Statements | ||
Net income | 3,879 | 2,139 |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustments | 115 | (12,013) |
Change in fair value of derivatives | 0 | |
Amortization of interest rate lock agreements | 0 | 0 |
Change in fair value of available-for-sale securities | (1) | (8) |
Other comprehensive loss | 114 | (12,021) |
Comprehensive income | $ 3,993 | $ (9,882) |
Supplemental Guarantor Inform55
Supplemental Guarantor Information - Condensed Consolidating Balance Sheet (Details) - USD ($) $ in Thousands | Aug. 31, 2016 | May 31, 2016 | Aug. 31, 2015 | May 31, 2015 |
Current assets: | ||||
Cash and cash equivalents | $ 99,209 | $ 139,357 | $ 146,860 | $ 417,073 |
Marketable securities | 64,558 | 70,405 | ||
Accounts receivable, net | 586,372 | 563,178 | ||
Inventories, net | 262,156 | 249,362 | ||
Uniforms and other rental items in service | 542,124 | 539,956 | ||
Income taxes, current | 0 | 1,712 | ||
Prepaid expenses and other current assets | 40,329 | 26,065 | ||
Total current assets | 1,594,748 | 1,590,035 | ||
Property and equipment, at cost, net | 1,033,160 | 994,237 | ||
Investments | 140,876 | 124,952 | ||
Goodwill | 1,298,375 | 1,291,593 | ||
Service contracts, net | 84,792 | 83,715 | ||
Other assets, net | 15,194 | 14,283 | ||
Total assets | 4,167,145 | 4,098,815 | 4,116,465 | |
Current liabilities: | ||||
Accounts payable | 129,650 | 114,514 | ||
Accrued compensation and related liabilities | 64,692 | 101,976 | ||
Accrued liabilities | 313,888 | 349,065 | ||
Income taxes, current | 38,829 | 0 | ||
Debt due within one year | 163,800 | 250,000 | ||
Total current liabilities | 710,859 | 815,555 | ||
Long-term liabilities: | ||||
Debt due after one year | 1,044,628 | 1,044,422 | ||
Deferred income taxes | 255,380 | 259,475 | ||
Accrued liabilities | 168,876 | 136,704 | ||
Total long-term liabilities | 1,468,884 | 1,440,601 | ||
Total shareholders’ equity | 1,987,402 | 1,842,659 | ||
Total liabilities and shareholders' equity | 4,167,145 | 4,098,815 | ||
Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Marketable securities | 0 | 0 | ||
Accounts receivable, net | 0 | 0 | ||
Inventories, net | (1,309) | (3,845) | ||
Uniforms and other rental items in service | (19,317) | (19,722) | ||
Income taxes, current | 0 | |||
Prepaid expenses and other current assets | 0 | 0 | ||
Total current assets | (20,626) | (23,567) | ||
Property and equipment, at cost, net | 0 | 0 | ||
Investments | (3,827,335) | (3,809,602) | ||
Goodwill | (112) | (112) | ||
Service contracts, net | 0 | 0 | ||
Other assets, net | (4,739,908) | (4,601,168) | ||
Total assets | (8,587,981) | (8,434,449) | ||
Current liabilities: | ||||
Accounts payable | 38,120 | 38,005 | ||
Accrued compensation and related liabilities | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Income taxes, current | 0 | |||
Debt due within one year | 0 | 0 | ||
Total current liabilities | 38,120 | 38,005 | ||
Long-term liabilities: | ||||
Debt due after one year | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Total long-term liabilities | 0 | 0 | ||
Total shareholders’ equity | (8,626,101) | (8,472,454) | ||
Total liabilities and shareholders' equity | (8,587,981) | (8,434,449) | ||
Cintas Corporation | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Marketable securities | 0 | 0 | ||
Accounts receivable, net | 0 | 0 | ||
Inventories, net | 0 | 0 | ||
Uniforms and other rental items in service | 0 | 0 | ||
Income taxes, current | 0 | |||
Prepaid expenses and other current assets | 0 | 0 | ||
Total current assets | 0 | 0 | ||
Property and equipment, at cost, net | 0 | 0 | ||
Investments | 321,083 | 321,083 | ||
Goodwill | 0 | 0 | ||
Service contracts, net | 0 | 0 | ||
Other assets, net | 1,201,072 | 1,081,203 | ||
Total assets | 1,522,155 | 1,402,286 | ||
Current liabilities: | ||||
Accounts payable | (465,247) | (465,247) | ||
Accrued compensation and related liabilities | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Income taxes, current | 0 | |||
Debt due within one year | 0 | 0 | ||
Total current liabilities | (465,247) | (465,247) | ||
Long-term liabilities: | ||||
Debt due after one year | 0 | 0 | ||
Deferred income taxes | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Total long-term liabilities | 0 | 0 | ||
Total shareholders’ equity | 1,987,402 | 1,867,533 | ||
Total liabilities and shareholders' equity | 1,522,155 | 1,402,286 | ||
Corp. 2 | ||||
Current assets: | ||||
Cash and cash equivalents | 37,205 | 57,893 | 74,082 | 74,632 |
Marketable securities | 0 | 0 | ||
Accounts receivable, net | 452,028 | 430,335 | ||
Inventories, net | 234,154 | 222,823 | ||
Uniforms and other rental items in service | 449,115 | 450,065 | ||
Income taxes, current | (1,634) | |||
Prepaid expenses and other current assets | 15,512 | 6,824 | ||
Total current assets | 1,188,014 | 1,166,306 | ||
Property and equipment, at cost, net | 632,073 | 614,656 | ||
Investments | 1,774,464 | 1,770,303 | ||
Goodwill | 0 | 0 | ||
Service contracts, net | 79,143 | 81,462 | ||
Other assets, net | (460) | (913) | ||
Total assets | 3,673,234 | 3,631,814 | ||
Current liabilities: | ||||
Accounts payable | (1,843,480) | (1,773,815) | ||
Accrued compensation and related liabilities | 47,584 | 73,545 | ||
Accrued liabilities | 64,603 | 84,270 | ||
Income taxes, current | 4,797 | |||
Debt due within one year | 163,800 | 250,000 | ||
Total current liabilities | (1,562,696) | (1,366,000) | ||
Long-term liabilities: | ||||
Debt due after one year | 1,044,238 | 1,044,032 | ||
Deferred income taxes | (427) | (427) | ||
Accrued liabilities | 38,827 | 19,628 | ||
Total long-term liabilities | 1,082,638 | 1,063,233 | ||
Total shareholders’ equity | 4,153,292 | 3,934,581 | ||
Total liabilities and shareholders' equity | 3,673,234 | 3,631,814 | ||
Subsidiary Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 38,230 | 55,392 | 45,339 | 248,716 |
Marketable securities | 0 | 0 | ||
Accounts receivable, net | 98,129 | 97,516 | ||
Inventories, net | 17,343 | 19,149 | ||
Uniforms and other rental items in service | 75,719 | 73,001 | ||
Income taxes, current | 2,698 | |||
Prepaid expenses and other current assets | 23,698 | 18,279 | ||
Total current assets | 253,119 | 266,035 | ||
Property and equipment, at cost, net | 324,484 | 305,636 | ||
Investments | 917,468 | 901,772 | ||
Goodwill | 1,257,747 | 1,256,662 | ||
Service contracts, net | 9 | 13 | ||
Other assets, net | 3,545,468 | 3,526,051 | ||
Total assets | 6,298,295 | 6,256,169 | ||
Current liabilities: | ||||
Accounts payable | 2,385,059 | 2,298,790 | ||
Accrued compensation and related liabilities | 12,881 | 23,051 | ||
Accrued liabilities | 235,678 | 251,217 | ||
Income taxes, current | 34,446 | |||
Debt due within one year | 0 | 0 | ||
Total current liabilities | 2,668,064 | 2,573,058 | ||
Long-term liabilities: | ||||
Debt due after one year | 0 | 0 | ||
Deferred income taxes | 248,215 | 252,149 | ||
Accrued liabilities | 129,065 | 116,091 | ||
Total long-term liabilities | 377,280 | 368,240 | ||
Total shareholders’ equity | 3,252,951 | 3,314,871 | ||
Total liabilities and shareholders' equity | 6,298,295 | 6,256,169 | ||
Non- Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 23,774 | 26,072 | $ 27,439 | $ 93,725 |
Marketable securities | 64,558 | 70,405 | ||
Accounts receivable, net | 36,215 | 35,327 | ||
Inventories, net | 11,968 | 11,235 | ||
Uniforms and other rental items in service | 36,607 | 36,612 | ||
Income taxes, current | 648 | |||
Prepaid expenses and other current assets | 1,119 | 962 | ||
Total current assets | 174,241 | 181,261 | ||
Property and equipment, at cost, net | 76,603 | 73,945 | ||
Investments | 955,196 | 941,396 | ||
Goodwill | 40,740 | 35,043 | ||
Service contracts, net | 5,640 | 2,240 | ||
Other assets, net | 9,022 | 9,110 | ||
Total assets | 1,261,442 | 1,242,995 | ||
Current liabilities: | ||||
Accounts payable | 15,198 | 16,781 | ||
Accrued compensation and related liabilities | 4,227 | 5,380 | ||
Accrued liabilities | 13,607 | 13,578 | ||
Income taxes, current | (414) | |||
Debt due within one year | 0 | 0 | ||
Total current liabilities | 32,618 | 35,739 | ||
Long-term liabilities: | ||||
Debt due after one year | 390 | 390 | ||
Deferred income taxes | 7,592 | 7,753 | ||
Accrued liabilities | 984 | 985 | ||
Total long-term liabilities | 8,966 | 9,128 | ||
Total shareholders’ equity | 1,219,858 | 1,198,128 | ||
Total liabilities and shareholders' equity | $ 1,261,442 | $ 1,242,995 |
Supplemental Guarantor Inform56
Supplemental Guarantor Information - Condensed Consolidating Statement of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Aug. 31, 2016 | Aug. 31, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 138,091 | $ 100,181 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities | ||
Depreciation | 39,679 | 36,165 |
Amortization of intangible assets | 3,489 | 3,603 |
Stock-based compensation | 20,779 | 23,917 |
Gain on Storage transaction | 0 | (4,843) |
Loss on investment in Shred-it Partnership | 0 | 14,516 |
Deferred income taxes | 1,970 | 5,632 |
Change in current assets and liabilities, net of acquisitions of businesses: | ||
Accounts receivable, net | (22,946) | (19,255) |
Inventories, net | (13,017) | (8,109) |
Uniforms and other rental items in service | (1,872) | (4,939) |
Prepaid expenses and other current assets | (5,655) | (6,024) |
Accounts payable | 17,480 | 15,531 |
Accrued compensation and related liabilities | (37,276) | (35,579) |
Accrued liabilities and other | (23,676) | (26,253) |
Income taxes, current | 40,542 | 48,540 |
Net cash provided by operating activities | 157,588 | 143,083 |
Cash flows from investing activities: | ||
Capital expenditures | (78,580) | (62,631) |
Proceeds from redemption of marketable securities | 109,612 | 152,907 |
Purchase of marketable securities and investments | (119,729) | (196,020) |
Proceeds from Storage transaction | 0 | 24,395 |
Acquisitions of businesses, net of cash acquired | (10,991) | (121,434) |
Other, net | (918) | 921 |
Net cash used in investing activities | (100,606) | (201,862) |
Cash flows from financing activities: | ||
Proceeds from issuance of commercial paper, net | 163,800 | 0 |
Proceeds from issuance of debt | 0 | 0 |
Repayment of debt | (250,000) | (16) |
Prepaid short-term debt financing fees | (8,625) | 0 |
Exercise of stock-based compensation awards | 16,282 | 11,844 |
Repurchase of common stock | (18,870) | (221,598) |
Other, net | 385 | 51 |
Net cash used in financing activities | (97,028) | (209,719) |
Effect of exchange rate changes on cash and cash equivalents | (102) | (1,715) |
Net decrease in cash and cash equivalents | (40,148) | (270,213) |
Cash and cash equivalents at beginning of period | 139,357 | 417,073 |
Cash and cash equivalents at end of period | 99,209 | 146,860 |
Eliminations | ||
Cash flows from operating activities: | ||
Net income | (135,265) | (101,804) |
Adjustments to reconcile net income to net cash provided by (used in) operating activities | ||
Depreciation | 0 | 0 |
Amortization of intangible assets | 0 | 0 |
Stock-based compensation | 0 | 0 |
Gain on Storage transaction | 0 | |
Loss on investment in Shred-it Partnership | 0 | |
Deferred income taxes | 0 | 0 |
Change in current assets and liabilities, net of acquisitions of businesses: | ||
Accounts receivable, net | 0 | 0 |
Inventories, net | (2,536) | 2,211 |
Uniforms and other rental items in service | (405) | (577) |
Prepaid expenses and other current assets | 0 | 0 |
Accounts payable | 115 | (16) |
Accrued compensation and related liabilities | 0 | 0 |
Accrued liabilities and other | 0 | 724 |
Income taxes, current | 0 | 0 |
Net cash provided by operating activities | (138,091) | (99,462) |
Cash flows from investing activities: | ||
Capital expenditures | 0 | 0 |
Proceeds from redemption of marketable securities | 0 | 0 |
Purchase of marketable securities and investments | 17,733 | 4,010 |
Proceeds from Storage transaction | 0 | |
Acquisitions of businesses, net of cash acquired | 0 | 0 |
Other, net | 120,358 | 96,176 |
Net cash used in investing activities | 138,091 | 100,186 |
Cash flows from financing activities: | ||
Proceeds from issuance of commercial paper, net | 0 | |
Proceeds from issuance of debt | 0 | 0 |
Repayment of debt | 0 | (724) |
Prepaid short-term debt financing fees | 0 | |
Exercise of stock-based compensation awards | 0 | 0 |
Repurchase of common stock | 0 | 0 |
Other, net | 0 | 0 |
Net cash used in financing activities | 0 | (724) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net decrease in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Cintas Corporation | ||
Cash flows from operating activities: | ||
Net income | 138,091 | 100,181 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities | ||
Depreciation | 0 | 0 |
Amortization of intangible assets | 0 | 0 |
Stock-based compensation | 20,779 | 23,917 |
Gain on Storage transaction | 0 | |
Loss on investment in Shred-it Partnership | 0 | |
Deferred income taxes | 0 | 0 |
Change in current assets and liabilities, net of acquisitions of businesses: | ||
Accounts receivable, net | 0 | 0 |
Inventories, net | 0 | 0 |
Uniforms and other rental items in service | 0 | 0 |
Prepaid expenses and other current assets | 0 | 0 |
Accounts payable | 0 | 0 |
Accrued compensation and related liabilities | 0 | 0 |
Accrued liabilities and other | 0 | 0 |
Income taxes, current | 0 | 0 |
Net cash provided by operating activities | 158,870 | 124,098 |
Cash flows from investing activities: | ||
Capital expenditures | 0 | 0 |
Proceeds from redemption of marketable securities | 0 | 0 |
Purchase of marketable securities and investments | 0 | 0 |
Proceeds from Storage transaction | 0 | |
Acquisitions of businesses, net of cash acquired | 0 | 0 |
Other, net | (156,282) | 85,656 |
Net cash used in investing activities | (156,282) | 85,656 |
Cash flows from financing activities: | ||
Proceeds from issuance of commercial paper, net | 0 | |
Proceeds from issuance of debt | 0 | 0 |
Repayment of debt | 0 | 0 |
Prepaid short-term debt financing fees | 0 | |
Exercise of stock-based compensation awards | 16,282 | 11,844 |
Repurchase of common stock | (18,870) | (221,598) |
Other, net | 0 | 0 |
Net cash used in financing activities | (2,588) | (209,754) |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net decrease in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Corp. 2 | ||
Cash flows from operating activities: | ||
Net income | 43,871 | 31,810 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities | ||
Depreciation | 25,755 | 22,677 |
Amortization of intangible assets | 3,194 | 3,513 |
Stock-based compensation | 0 | 0 |
Gain on Storage transaction | (4,843) | |
Loss on investment in Shred-it Partnership | 13,427 | |
Deferred income taxes | (1,050) | 23 |
Change in current assets and liabilities, net of acquisitions of businesses: | ||
Accounts receivable, net | (21,693) | (20,532) |
Inventories, net | (11,331) | (8,855) |
Uniforms and other rental items in service | 950 | (2,164) |
Prepaid expenses and other current assets | (63) | (159) |
Accounts payable | (58,018) | 31,253 |
Accrued compensation and related liabilities | (25,961) | (26,303) |
Accrued liabilities and other | (2,906) | (2,444) |
Income taxes, current | 3,163 | 8,799 |
Net cash provided by operating activities | (44,089) | 46,202 |
Cash flows from investing activities: | ||
Capital expenditures | (43,130) | (32,661) |
Proceeds from redemption of marketable securities | 0 | 0 |
Purchase of marketable securities and investments | (4,161) | 2,215 |
Proceeds from Storage transaction | 24,395 | |
Acquisitions of businesses, net of cash acquired | (905) | (96,353) |
Other, net | 166,037 | 55,473 |
Net cash used in investing activities | 117,841 | (46,931) |
Cash flows from financing activities: | ||
Proceeds from issuance of commercial paper, net | 163,800 | |
Proceeds from issuance of debt | 0 | 0 |
Repayment of debt | (250,000) | (309) |
Prepaid short-term debt financing fees | (8,625) | |
Exercise of stock-based compensation awards | 0 | 0 |
Repurchase of common stock | 0 | 0 |
Other, net | 385 | 488 |
Net cash used in financing activities | (94,440) | 179 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net decrease in cash and cash equivalents | (20,688) | (550) |
Cash and cash equivalents at beginning of period | 57,893 | 74,632 |
Cash and cash equivalents at end of period | 37,205 | 74,082 |
Subsidiary Guarantors | ||
Cash flows from operating activities: | ||
Net income | 87,515 | 67,855 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities | ||
Depreciation | 11,441 | 11,090 |
Amortization of intangible assets | 88 | 40 |
Stock-based compensation | 0 | 0 |
Gain on Storage transaction | 0 | |
Loss on investment in Shred-it Partnership | 0 | |
Deferred income taxes | 3,227 | 5,782 |
Change in current assets and liabilities, net of acquisitions of businesses: | ||
Accounts receivable, net | (612) | (250) |
Inventories, net | 1,807 | (1,131) |
Uniforms and other rental items in service | (2,718) | (1,498) |
Prepaid expenses and other current assets | (5,419) | (5,939) |
Accounts payable | 74,361 | (17,508) |
Accrued compensation and related liabilities | (10,170) | (7,846) |
Accrued liabilities and other | (19,352) | (22,306) |
Income taxes, current | 37,145 | 39,843 |
Net cash provided by operating activities | 177,313 | 68,132 |
Cash flows from investing activities: | ||
Capital expenditures | (30,268) | (26,651) |
Proceeds from redemption of marketable securities | 0 | 0 |
Purchase of marketable securities and investments | (29,496) | (10,148) |
Proceeds from Storage transaction | 0 | |
Acquisitions of businesses, net of cash acquired | 60 | 0 |
Other, net | (132,771) | (235,508) |
Net cash used in investing activities | (192,475) | (272,307) |
Cash flows from financing activities: | ||
Proceeds from issuance of commercial paper, net | 0 | |
Proceeds from issuance of debt | (2,000) | (55) |
Repayment of debt | 0 | 853 |
Prepaid short-term debt financing fees | 0 | |
Exercise of stock-based compensation awards | 0 | 0 |
Repurchase of common stock | 0 | 0 |
Other, net | 0 | 0 |
Net cash used in financing activities | (2,000) | 798 |
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 |
Net decrease in cash and cash equivalents | (17,162) | (203,377) |
Cash and cash equivalents at beginning of period | 55,392 | 248,716 |
Cash and cash equivalents at end of period | 38,230 | 45,339 |
Non- Guarantors | ||
Cash flows from operating activities: | ||
Net income | 3,879 | 2,139 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities | ||
Depreciation | 2,483 | 2,398 |
Amortization of intangible assets | 207 | 50 |
Stock-based compensation | 0 | 0 |
Gain on Storage transaction | 0 | |
Loss on investment in Shred-it Partnership | 1,089 | |
Deferred income taxes | (207) | (173) |
Change in current assets and liabilities, net of acquisitions of businesses: | ||
Accounts receivable, net | (641) | 1,527 |
Inventories, net | (957) | (334) |
Uniforms and other rental items in service | 301 | (700) |
Prepaid expenses and other current assets | (173) | 74 |
Accounts payable | 1,022 | 1,802 |
Accrued compensation and related liabilities | (1,145) | (1,430) |
Accrued liabilities and other | (1,418) | (2,227) |
Income taxes, current | 234 | (102) |
Net cash provided by operating activities | 3,585 | 4,113 |
Cash flows from investing activities: | ||
Capital expenditures | (5,182) | (3,319) |
Proceeds from redemption of marketable securities | 109,612 | 152,907 |
Purchase of marketable securities and investments | (103,805) | (192,097) |
Proceeds from Storage transaction | 0 | |
Acquisitions of businesses, net of cash acquired | (10,146) | (25,081) |
Other, net | 1,740 | (876) |
Net cash used in investing activities | (7,781) | (68,466) |
Cash flows from financing activities: | ||
Proceeds from issuance of commercial paper, net | 0 | |
Proceeds from issuance of debt | 2,000 | 55 |
Repayment of debt | 0 | 164 |
Prepaid short-term debt financing fees | 0 | |
Exercise of stock-based compensation awards | 0 | 0 |
Repurchase of common stock | 0 | 0 |
Other, net | 0 | (437) |
Net cash used in financing activities | 2,000 | (218) |
Effect of exchange rate changes on cash and cash equivalents | (102) | (1,715) |
Net decrease in cash and cash equivalents | (2,298) | (66,286) |
Cash and cash equivalents at beginning of period | 26,072 | 93,725 |
Cash and cash equivalents at end of period | $ 23,774 | $ 27,439 |