Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Nov. 30, 2017 | Dec. 31, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | CINTAS CORP | |
Entity Central Index Key | 723,254 | |
Document Type | 10-Q | |
Document Period End Date | Nov. 30, 2017 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --05-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 106,488,799 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 |
Consolidated Condensed Statemen
Consolidated Condensed Statements of Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Revenue: | ||||
Uniform rental and facility services | $ 1,308,038 | $ 1,000,015 | $ 2,619,822 | $ 1,994,297 |
Other | 298,403 | 271,062 | 598,122 | 543,430 |
Total revenue | 1,606,441 | 1,271,077 | 3,217,944 | 2,537,727 |
Costs and expenses: | ||||
Cost of uniform rental and facility services | 723,960 | 551,498 | 1,430,823 | 1,088,595 |
Cost of other | 166,112 | 154,361 | 331,399 | 307,487 |
Selling and administrative expenses | 468,084 | 361,415 | 954,367 | 731,118 |
G&K Services, Inc. transaction and integration expenses | 13,074 | 3,347 | 17,045 | 6,134 |
Operating income | 235,211 | 200,456 | 484,310 | 404,393 |
Interest income | (291) | (31) | (588) | (96) |
Interest expense | 29,129 | 13,267 | 59,446 | 27,439 |
Income before income taxes | 206,373 | 187,220 | 425,452 | 377,050 |
Income taxes | 68,636 | 65,270 | 126,607 | 118,892 |
Income from continuing operations | 137,737 | 121,950 | 298,845 | 258,158 |
(Loss) income from discontinued operations, net of tax benefit of $624 and tax expense of $9,851, $41,103 and $10,992, respectively | (628) | 18,427 | 55,475 | 20,310 |
Net income | $ 137,109 | $ 140,377 | $ 354,320 | $ 278,468 |
Basic earnings (loss) per share: | ||||
Continuing operations (in dollars per share) | $ 1.27 | $ 1.15 | $ 2.77 | $ 2.42 |
Discontinued operations (in dollars per share) | (0.01) | 0.17 | 0.51 | 0.19 |
Basic earnings per share (in dollars per share) | 1.26 | 1.32 | 3.28 | 2.61 |
Diluted earnings (loss) per share: | ||||
Continuing operations (in dollars per share) | 1.24 | 1.12 | 2.69 | 2.36 |
Discontinued operations (in dollars per share) | (0.01) | 0.17 | 0.50 | 0.19 |
Diluted earnings per share (in dollars per share) | 1.23 | 1.29 | 3.19 | 2.55 |
Dividends declared per share (in dollars per share) | $ 1.62 | $ 1.33 | $ 1.62 | $ 1.33 |
Consolidated Condensed Stateme3
Consolidated Condensed Statements of Income (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Income Statement [Abstract] | ||||
(Loss) income from discontinued operations, net of tax benefit of 624 and tax expense of $9,851, $41,103 and $10,992 respectively | $ (624) | $ 9,851 | $ 41,103 | $ 10,992 |
Consolidated Condensed Stateme4
Consolidated Condensed Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Nov. 30, 2017 | Aug. 31, 2017 | Nov. 30, 2016 | Aug. 31, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Statement of Comprehensive Income [Abstract] | ||||||
Net income | $ 137,109 | $ 140,377 | $ 354,320 | $ 278,468 | ||
Other comprehensive (loss) income, net of tax: | ||||||
Foreign currency translation adjustments | (11,374) | (7,650) | 23,810 | (7,535) | ||
Change in fair value of cash flow hedges | 0 | 26,390 | 0 | 14,353 | ||
Amortization of interest rate lock agreements | (172) | 385 | (344) | 770 | ||
Change in fair value of available-for-sale securities | (20) | 1 | 0 | 0 | ||
Other comprehensive (loss) income | (11,566) | $ 35,032 | 19,126 | $ (11,538) | 23,466 | 7,588 |
Comprehensive income | $ 125,543 | $ 159,503 | $ 377,786 | $ 286,056 |
Consolidated Condensed Balance
Consolidated Condensed Balance Sheets - USD ($) $ in Thousands | Nov. 30, 2017 | May 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 236,002 | $ 169,266 |
Marketable securities | 22,732 | 22,219 |
Accounts receivable, net | 763,555 | 736,008 |
Inventories, net | 272,830 | 278,218 |
Uniforms and other rental items in service | 674,572 | 635,702 |
Income taxes, current | 35,700 | 44,320 |
Prepaid expenses and other current assets | 38,058 | 30,132 |
Assets held for sale | 0 | 38,613 |
Total current assets | 2,043,449 | 1,954,478 |
Property and equipment, net | 1,353,159 | 1,323,501 |
Investments | 175,663 | 164,788 |
Goodwill | 2,811,796 | 2,782,335 |
Service contracts, net | 565,574 | 586,988 |
Other assets, net | 29,160 | 31,967 |
Total assets | 6,978,801 | 6,844,057 |
Current liabilities: | ||
Accounts payable | 162,981 | 177,051 |
Accrued compensation and related liabilities | 113,430 | 149,635 |
Accrued liabilities | 577,960 | 429,809 |
Debt due within one year | 300,000 | 362,900 |
Liabilities held for sale | 0 | 11,457 |
Total current liabilities | 1,154,371 | 1,130,852 |
Long-term liabilities: | ||
Debt due after one year | 2,534,222 | 2,770,624 |
Deferred income taxes | 539,043 | 469,328 |
Accrued liabilities | 198,132 | 170,460 |
Total long-term liabilities | 3,271,397 | 3,410,412 |
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 2018: 182,043,803 issued and 106,179,574 outstanding; FY 2017: 180,992,605 issued and 105,400,629 outstanding | 600,563 | 485,068 |
Paid-in capital | 192,191 | 223,924 |
Retained earnings | 5,349,539 | 5,170,830 |
Treasury stock: FY 2018: 75,864,229 shares, FY 2017: 75,591,976 shares | (3,609,697) | (3,574,000) |
Accumulated other comprehensive income (loss) | 20,437 | (3,029) |
Total shareholders’ equity | 2,553,033 | 2,302,793 |
Total liabilities and shareholders' equity | $ 6,978,801 | $ 6,844,057 |
Consolidated Condensed Balance6
Consolidated Condensed Balance Sheets (Parenthetical) - shares | Nov. 30, 2017 | May 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized (in shares) | 100,000 | 100,000 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, shares authorized (in shares) | 425,000,000 | 425,000,000 |
Common stock, shares issued (in shares) | 182,338,749 | 180,992,605 |
Common stock, shares outstanding (in shares) | 106,470,073 | 105,400,629 |
Treasury stock, shares (in shares) | 75,868,676 | 75,591,976 |
Consolidated Condensed Stateme7
Consolidated Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Nov. 30, 2017 | Nov. 30, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 354,320 | $ 278,468 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 107,578 | 79,590 |
Amortization of intangible assets | 31,261 | 7,460 |
Stock-based compensation | 55,204 | 39,582 |
Gain on sale of business | (99,060) | 0 |
Gain on Shred-it | 0 | (25,876) |
Deferred income taxes | 42,162 | (3,833) |
Change in current assets and liabilities, net of acquisitions of businesses: | ||
Accounts receivable, net | (24,800) | (44,920) |
Inventories, net | 2,595 | (14,616) |
Uniforms and other rental items in service | (33,294) | (4,315) |
Prepaid expenses and other current assets | (18,573) | (1,952) |
Accounts payable | (8,706) | 15,451 |
Accrued compensation and related liabilities | (36,480) | (18,936) |
Accrued liabilities and other | (1,940) | (4,866) |
Income taxes, current | 8,742 | 484 |
Net cash provided by operating activities | 379,009 | 301,721 |
Cash flows from investing activities: | ||
Capital expenditures | (132,466) | (155,173) |
Proceeds from redemption of marketable securities | 100,259 | 172,968 |
Purchase of marketable securities and investments | (99,877) | (118,270) |
Proceeds from sale of business | 127,835 | 0 |
Proceeds from sale of investment in Shred-it | 0 | 25,876 |
Acquisitions of businesses, net of cash acquired | (1,099) | (17,778) |
Other, net | (870) | 332 |
Net cash used in investing activities | (6,218) | (92,045) |
Cash flows from financing activities: | ||
(Payments) issuance of commercial paper, net | (50,500) | 66,000 |
Repayment of debt | (250,000) | (250,000) |
Prepaid short-term debt financing fees | 0 | (13,495) |
Proceeds from exercise of stock-based compensation awards | 28,558 | 19,225 |
Repurchase of common stock | (35,697) | (19,230) |
Other, net | (1,882) | (5,572) |
Net cash used in financing activities | (309,521) | (203,072) |
Effect of exchange rate changes on cash and cash equivalents | 3,466 | (2,388) |
Net increase in cash and cash equivalents | 66,736 | 4,216 |
Cash and cash equivalents at beginning of period | 169,266 | 139,357 |
Cash and cash equivalents at end of period | $ 236,002 | $ 143,573 |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Nov. 30, 2017 | |
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, we suggest 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, 2017 . A summary of our significant accounting policies is presented beginning on page 38 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. On March 21, 2017, Cintas completed the acquisition of G&K Services, Inc. (G&K) for consideration of approximately $2.1 billion . G&K is now a wholly-owned subsidiary of Cintas that operates within the Uniform Rental and Facility Services operating segment. To finance the G&K acquisition, Cintas used a combination of new senior notes, a term loan, other borrowings under its existing credit facility and cash on hand. G&K's results of operations are included in Cintas' consolidated financial statements as of and from the date of acquisition. During the three months ended August 31, 2017, Cintas sold a significant business, referred to as "Discontinued Services," and as a result, its operations are classified as discontinued operations for all periods presented. See Note 13 entitled Discontinued Operations for more information. Inventories, net are measured at the lower of cost (first-in, first-out) or net realizable value. Inventory is comprised of the following amounts at: (In thousands) November 30, May 31, Raw materials $ 16,231 $ 17,528 Work in process 23,199 17,951 Finished goods 233,400 242,739 $ 272,830 $ 278,218 Inventories are recorded net of reserves for obsolete inventory of $37.5 million and $38.3 million at November 30, 2017 and May 31, 2017, respectively. |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Nov. 30, 2017 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (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. A cross-functional implementation team has been established consisting of representatives from all of our operating segments. The implementation team is working to analyze the impact of the standard on Cintas' contract portfolio by reviewing current accounting policies and practices to identify potential differences that would result from applying the requirements of the new standard to revenue contracts. In addition, we are in the process of identifying and implementing the appropriate changes to business processes and controls to support recognition and disclosure under the new standard. Based on our preliminary analysis, we currently do not believe the adoption of this guidance will have a material impact on our consolidated condensed financial statements. Based on our evaluation of each revenue stream, we believe that most revenue transactions will be accounted for in a manner substantially consistent with existing guidance. The majority of our business services revenue transactions represent a series of distinct services over the term of the contract where performance obligations are the same each day. We will continue to evaluate the impact of this guidance on our consolidated condensed financial statements, disclosures, and internal controls. Our preliminary assessments are subject to change. Cintas plans to adopt the standard as of the first quarter of fiscal year 2019 using the modified retrospective adoption alternative under this standard, and therefore, it is anticipated we will record a cumulative adjustment to retained earnings as of June 1, 2018. 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 Standards Codification (ASC) 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 January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment.” ASU 2017-04 eliminates the two-step process that required identification of potential impairment and a separate measure of the actual impairment. Goodwill impairment charges, if any, would be determined by the difference between a reporting unit's carrying value and its fair value (impairment loss is limited to the carrying value). This standard is effective for annual or any interim goodwill impairment tests beginning after December 15, 2019. The adoption of this standard is not expected to have a material impact on the consolidated condensed financial statements. In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Costs.” ASU 2017-07 requires the service component of pension and other postretirement benefit costs to be presented in the same line item as other employee compensation costs on the consolidated condensed statement of income; however, the other components of net benefit costs are required to be presented outside of operating income within the consolidated condensed statements of income. Cintas retrospectively adopted ASU 2017-07 on June 1, 2017. 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 | 6 Months Ended |
Nov. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements All financial instruments that are measured at fair value on a recurring basis 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 November 30, 2017 (In thousands) Level 1 Level 2 Level 3 Fair Value Cash and cash equivalents $ 236,002 $ — $ — $ 236,002 Marketable securities: Canadian treasury securities — 22,732 — 22,732 Total assets at fair value $ 236,002 $ 22,732 $ — $ 258,734 As of May 31, 2017 (In thousands) Level 1 Level 2 Level 3 Fair Value Cash and cash equivalents $ 169,266 $ — $ — $ 169,266 Marketable securities: Canadian treasury securities — 22,219 — 22,219 Total assets at fair value $ 169,266 $ 22,219 $ — $ 191,485 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. 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 November 30, 2017 and May 31, 2017 was $22.7 million and $22.2 million , respectively. All outstanding marketable securities as of November 30, 2017 and May 31, 2017 had contractual maturities due within one year. 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 dates. 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 G&K in the fourth quarter of fiscal 2017 was recorded at fair value. See Note 9 entitled Acquisitions for additional information on the measurement of the G&K assets acquired and liabilities assumed. There were no material acquisitions during the six months ended November 30, 2017 . |
Investments
Investments | 6 Months Ended |
Nov. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments | Investments Investments at November 30, 2017 of $175.7 million include the cash surrender value of insurance policies of $151.3 million , equity method investments of $19.4 million and cost method investments of $5.0 million . Investments at May 31, 2017 of $164.8 million include the cash surrender value of insurance policies of $144.0 million , equity method investments of $15.8 million and cost method investments of $5.0 million . Investments are generally evaluated for impairment on an annual basis or when indicators of impairment exist. For the six months ended November 30, 2017 and 2016 , no impairment losses were recorded. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Nov. 30, 2017 | |
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 Six Months Ended Basic Earnings per Share from Continuing Operations (in thousands except per share data) November 30, November 30, November 30, November 30, Income from continuing operations $ 137,737 $ 121,950 $ 298,845 $ 258,158 Less: income from continuing operations allocated to participating securities 2,111 1,923 5,298 4,775 Income from continuing operations available to common shareholders $ 135,626 $ 120,027 $ 293,547 $ 253,383 Basic weighted average common shares outstanding 106,340 104,957 106,039 104,719 Basic earnings per share from continuing operations $ 1.27 $ 1.15 $ 2.77 $ 2.42 Three Months Ended Six Months Ended Diluted Earnings per Share from Continuing Operations (in thousands except per share data) November 30, November 30, November 30, November 30, Income from continuing operations $ 137,737 $ 121,950 $ 298,845 $ 258,158 Less: income from continuing operations allocated to participating securities 2,111 1,923 5,298 4,775 Income from continuing operations available to common shareholders $ 135,626 $ 120,027 $ 293,547 $ 253,383 Basic weighted average common shares outstanding 106,340 104,957 106,039 104,719 Effect of dilutive securities – employee stock options 3,478 2,690 2,899 2,559 Diluted weighted average common shares outstanding 109,818 107,647 108,938 107,278 Diluted earnings per share from continuing operations $ 1.24 $ 1.12 $ 2.69 $ 2.36 For the three months ended November 30, 2017 , both basic and diluted loss per share from discontinued operations were $0.01 . Both basic and diluted earnings per share from discontinued operations were $0.17 for the three months ended November 30, 2016 . For the six months ended November 30, 2017 , basic and diluted earnings per share from discontinued operations were $0.51 and $0.50 , respectively. Both basic and diluted earnings per share from discontinued operations were $0.19 for the six months ended November 30, 2016 . For the three months ended November 30, 2017 and 2016 , options granted to purchase 0.5 million and 0.7 million shares of Cintas common stock, respectively, were excluded from the computation of diluted earnings per share. For both the six months ended November 30, 2017 and 2016 , options granted to purchase 0.6 million shares of Cintas common stock 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 2, 2016, Cintas announced that the Board of Directors authorized a $500.0 million share buyback program, which does not have an expiration date. As of November 30, 2017 , no share buybacks have occurred under the August 2, 2016 program and there were no share buybacks under this program subsequent to November 30, 2017 through January 5, 2018 . For the six months ended November 30, 2017 , Cintas acquired 0.3 million shares of Cintas common stock for employee payroll taxes due on restricted stock awards that vested during the six months ended November 30, 2017 . These shares were acquired at an average price of $129.01 per share for a total purchase price of $35.7 million . |
Goodwill, Service Contracts and
Goodwill, Service Contracts and Other Assets | 6 Months Ended |
Nov. 30, 2017 | |
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 six months ended November 30, 2017 , 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, 2017 $ 2,448,070 $ 243,112 $ 91,153 $ 2,782,335 Goodwill acquired (1) 27,107 73 426 27,606 Foreign currency translation 927 891 37 1,855 Balance as of November 30, 2017 $ 2,476,104 $ 244,076 $ 91,616 $ 2,811,796 (1) Adjustments to the G&K preliminary purchase price allocation represent $27.1 million of the acquired goodwill in the Uniform Rental and Facility Services reportable operating segment. See Note 9 entitled Acquisitions for more information. Service Contracts (in thousands) Uniform Rental and Facility Services First Aid and Safety Services All Other Total Balance as of June 1, 2017 $ 529,923 $ 30,062 $ 27,003 $ 586,988 Service contracts acquired 32 411 533 976 Service contracts amortization (21,946 ) (1,927 ) (2,364 ) (26,237 ) Foreign currency translation 3,748 99 — 3,847 Balance as of November 30, 2017 $ 511,757 $ 28,645 $ 25,172 $ 565,574 Information regarding Cintas’ service contracts and other assets is as follows: As of November 30, 2017 (In thousands) Carrying Amount Accumulated Amortization Net Service contracts $ 917,072 $ 351,498 $ 565,574 Noncompete and consulting agreements $ 40,913 $ 39,588 $ 1,325 Other 35,711 7,876 27,835 Total other assets $ 76,624 $ 47,464 $ 29,160 As of May 31, 2017 (In thousands) Carrying Amount Accumulated Amortization Net Service contracts $ 911,273 $ 324,285 $ 586,988 Noncompete and consulting agreements $ 40,743 $ 39,244 $ 1,499 Other 34,890 4,422 30,468 Total other assets $ 75,633 $ 43,666 $ 31,967 Amortization expense for service contracts and other assets for continuing operations was $15.6 million and $3.2 million for the three months ended November 30, 2017 and 2016 , respectively. Amortization expense for service contracts and other assets for continuing operations was $29.8 million and $6.4 million for the six months ended November 30, 2017 and 2016 , respectively. Estimated amortization expense for service contracts and other assets excluding any future acquisitions, for each of the next five full fiscal years and thereafter is $61.3 million , $61.0 million , $59.6 million , $53.8 million , $51.8 million and $248.3 million , respectively. The increase in amortization expense in the current year and for the next five years over past fiscal years is the result of the G&K acquisition. |
Debt, Derivatives and Hedging A
Debt, Derivatives and Hedging Activities | 6 Months Ended |
Nov. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt, Derivatives and Hedging Activities | Debt, Derivatives and Hedging Activities Cintas' debt is summarized as follows: (In thousands) Interest Rate Fiscal Year Issued Fiscal Year Maturity November 30, 2017 May 31, 2017 Debt due within one year Senior notes 6.13 % 2008 2018 $ 300,000 $ 300,000 Commercial paper 1.24 % (1) Various Various — 50,500 Current portion of term loan 2.00 % (1) 2017 2018 — 12,500 Debt issuance costs — (100 ) Total debt due within one year $ 300,000 $ 362,900 Debt due after one year Senior notes 4.30 % 2012 2022 $ 250,000 $ 250,000 Senior notes 2.90 % 2017 2022 650,000 650,000 Senior notes 3.25 % 2013 2023 300,000 300,000 Senior notes (2) 2.78 % 2013 2023 52,337 52,554 Senior notes (3) 3.11 % 2015 2025 52,476 52,645 Senior notes 3.70 % 2017 2027 1,000,000 1,000,000 Senior notes 6.15 % 2007 2037 250,000 250,000 Long-term portion of term loan 2.00 % (1) 2017 2022 — 237,500 Debt issuance costs (20,591 ) (22,075 ) Total debt due after one year $ 2,534,222 $ 2,770,624 (1) Variable rate debt instrument. The rate presented is the variable borrowing rate at May 31, 2017. (2) Cintas assumed these senior notes with the acquisition of G&K in the fourth quarter of fiscal 2017, and they were recorded at fair value. The interest rate shown above is the effective interest rate. The principal amount of these notes is $50.0 million with a stated interest rate of 3.73% . (3) Cintas assumed these senior notes with the acquisition of G&K in the fourth quarter of fiscal 2017, and they were recorded at fair value. The interest rate shown above is the effective interest rate. The principal amount of these notes is $50.0 million with a stated interest rate of 3.88% . Cintas' senior notes, excluding the G&K senior notes assumed with the acquisition of G&K in fiscal 2017, and term loan are recorded at cost, net of debt issuance costs. The fair value of the long-term debt is estimated using Level 2 inputs based on general market prices. The carrying value and fair value of Cintas' debt as of November 30, 2017 were $2,854.8 million and $2,985.2 million , respectively, and as of May 31, 2017 were $3,156.0 million and $3,296.8 million , respectively. During the six months ended November 30, 2017, Cintas made payments of $50.5 million , net on commercial paper borrowings and paid off the term loan balance of $250.0 million with cash on hand. On December 1, 2017, in accordance with the terms of the notes, Cintas paid the $300.0 million aggregate principal amount of its 6.13% 10 -year senior notes that matured on that date with cash on hand and $265.0 million in proceeds from the issuance of commercial paper. The credit agreement that supports our 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 existing term loan facility was paid in full as of the first quarter of fiscal 2018. 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 a new term loan of up to $250.0 million in the aggregate, subject to customary conditions. The maturity date of the credit agreement is September 15, 2021. As of November 30, 2017 , there was no commercial paper outstanding and no borrowings on our revolving credit facility. As of May 31, 2017 , there was $50.5 million of commercial paper outstanding with a weighted average interest rate of 1.24% and maturity dates less than 30 days and no borrowings on our revolving credit facility. The fair value of the commercial paper is estimated using Level 2 inputs based on general market prices. Given its short-term nature, the carrying value of the outstanding commercial paper approximates fair value. 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 interest rate 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 2012, fiscal 2013 and fiscal 2017. The amortization of the cash flow hedges resulted in a decrease to other comprehensive income of $0.1 million for the three months ended November 30, 2017 and an increase to other comprehensive income of $0.4 million for the three months ended November 30, 2016 . For the six months ended November 30, 2017 and 2016 , the amortization of the cash flow hedges resulted in a decrease to other comprehensive income of $0.3 million and an increase to other comprehensive income of $0.8 million , respectively. 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. |
Income Taxes
Income Taxes | 6 Months Ended |
Nov. 30, 2017 | |
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. As of November 30, 2017 and May 31, 2017, recorded unrecognized tax benefits were $18.7 million and $12.6 million , respectively, and are included in long-term accrued liabilities on the consolidated condensed balance sheet. The increase in the liability for the six months ended November 30, 2017 is primarily related to an adjustment to the preliminary purchase price allocation for the G&K acquisition. All U.S. federal income tax returns are closed to audit through fiscal 2013. Cintas is currently in various audits in certain foreign jurisdictions and certain domestic states. The years under foreign and domestic state audits cover fiscal years back to 2013. Based on the resolution of the various audits and other potential regulatory developments, it is reasonably possible that the balance of unrecognized tax benefits would not change for the fiscal year ending May 31, 2018. 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. Cintas’ effective tax rate for continuing operations was 33.3% and 34.9% for the three months ended November 30, 2017 and 2016, respectively. For the six months ended November 30, 2017 and 2016 , Cintas' effective tax rate for continuing operations was 29.8% and 31.5% , respectively. The effective tax rate for all periods was largely impacted by certain discrete items (primarily the tax accounting for stock-based compensation). On December 22, 2017, the President signed into legislation The Tax Cuts and Jobs Act (the Act). The Act changes existing U.S. tax law and includes numerous provisions that will affect our business, including our income tax accounting, disclosure and tax compliance. We believe the most impactful changes within the Act provision are those that will reduce the U.S. corporate tax rates, business-related exclusions and deductions and credits. ASC 740, "Income Taxes" (Topic 740), requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted. Consequently, as of the date of enactment, and during the three months ended February 28, 2018, we will remeasure all deferred tax assets and liabilities at the newly enacted Corporate U.S. income tax rate. We are currently evaluating the impact of the Act, which will include remeasuring the deferred tax assets and liabilities, the one-time transition tax, as well as evaluating our reinvestment assertion on all future earnings and profits of our foreign entities, and we will disclose the estimated impact upon recognition in the third quarter of fiscal 2018. |
Acquisitions
Acquisitions | 6 Months Ended |
Nov. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions On March 21, 2017, Cintas acquired G&K for consideration of approximately $2.1 billion . Pursuant to the merger agreement among Cintas, G&K and Bravo Merger Sub, Inc., a wholly-owned subsidiary of Cintas, each share of common stock of G&K issued and outstanding immediately prior to the effective time of the G&K acquisition was canceled and converted into the right to receive $97.50 in cash. The total purchase price was $2,078.4 million , which was funded using a combination of new senior notes, a term loan, other borrowings under our existing credit facility and cash on hand. The net consideration transferred for G&K consisted of the following items: (In thousands) Cash consideration for common stock $ 1,901,845 (1) Cash consideration for share-based awards 62,257 (2) Cash consideration for G&K revolving debt 124,180 (3) Cash consideration for transaction expenses 24,529 (4) Total consideration 2,112,811 Cash acquired (34,393 ) (5) Net consideration transferred $ 2,078,418 (1) The cash consideration for outstanding shares of G&K common stock is the product of the agreed-upon cash per share price of $97.50 and total G&K outstanding shares of approximately 19.5 million . (2) The cash consideration for share-based awards is the product of the agreed-upon cash per share price of $97.50 and the total number of restricted stock outstanding and the “in the money” stock options net of the weighted average exercise price. (3) The cash consideration for G&K revolving debt reflects the repayment of the outstanding obligation. (4) Represents G&K legal and professional fees that were incurred prior to acquisition and were due upon the closing of the transaction. (5) Represents the G&K cash balance acquired at acquisition. Cintas accounted for the G&K acquisition using the acquisition method. The preliminary allocation of the purchase price was determined by management with the assistance of third-party valuation specialists and was based on estimates of the fair value of assets acquired and liabilities assumed as of March 21, 2017. During the six months ended November 30, 2017, $28.3 million of adjustments related to deferred taxes and $1.2 million of adjustments related to income taxes, current were made to the preliminary purchase price allocation. Cintas is continuing to evaluate information to determine the fair value of acquired assets and liabilities. As of November 30, 2017 , the purchase price allocation for the acquisition was preliminary and subject to completion. The components of the preliminary purchase price allocation, at fair value, are as follows: Assets Accounts receivable $ 95,846 Inventories 30,254 Uniforms and other rental items in service 93,659 Income taxes, current 15,873 Prepaid expenses and other current assets 43,235 Property and equipment 254,035 Goodwill 1,520,295 Service contracts 519,000 Trade names 17,000 Other assets 15,585 Liabilities Accounts payable (53,220 ) Accrued compensation and related liabilities (9,594 ) Accrued liabilities (115,109 ) Long-term accrued liabilities (28,380 ) G&K senior notes (105,359 ) Deferred income taxes (214,702 ) Total consideration $ 2,078,418 The preliminary fair value of the intangible assets has been estimated using the income approach through a discounted cash flow analysis (except as noted below with respect to the trade names) with the cash flow projections discounted using a rate of 9.5% . The cash flows are based on estimates used to price the G&K acquisition, and the discount rates applied were benchmarked with reference to the implied rate of return from Cintas’ pricing model and the weighted average cost of capital. The G&K service contract intangible asset will be amortized over a period of 15 years , which represents the estimated useful life of the economic benefit and the asset amortization is based on the annual economic value of the underlying asset which generally decreases over the 15 -year term. The trade names represent the G&K corporate trade name and all of the branded variations thereof. Cintas applied the income approach through a relief from royalty method analysis to determine the preliminary fair value of the trade name assets. The table below sets forth the preliminary valuation and amortization period of identifiable intangible assets: Identifiable intangible assets Preliminary Valuation Amortization Period Service contracts $ 519,000 15 years Trade names 17,000 3 years Total $ 536,000 Cintas estimated the preliminary fair value of the acquired property, plant and equipment using a combination of the cost and market approaches, depending on the type of asset. The preliminary fair value of property, plant and equipment consisted of real property of $141.8 million and personal property of $112.2 million . 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 expected to be deductible for income tax purposes. The factors contributing to the recognition of the amount of goodwill are based on several strategic and synergistic benefits that are expected to be realized from the G&K acquisition. These benefits include improved service capabilities, an enhanced footprint in the markets that we serve, attractive synergy opportunities and value creation. The goodwill is entirely allocated to the Uniform Rental and Facility Services reportable operating segment. The following unaudited pro forma information presents the combined financial results for Cintas and G&K as if the G&K acquisition had been completed at the beginning of Cintas’ prior fiscal year, June 1, 2016. Prior to the acquisition, G&K used a 52-week or 53-week fiscal year ending on the Saturday nearest June 30. The pro forma financial information set forth below for the three and six months ended November 30, 2016 includes G&K's quarterly and year to date results, respectively, for the periods of October 2, 2016 through December 31, 2016 and July 2, 2016 through December 31, 2016, adjusted for number of working days in Cintas' first and second quarters of fiscal 2017. Three Months Ended Six Months Ended (In thousands except per share data) November 30, 2016 November 30, 2016 Net sales $ 1,515,222 $ 3,026,600 Net income from continuing operations $ 131,212 $ 277,625 Earnings from continuing operations per common share - diluted $ 1.20 $ 2.54 The information above does not include the pro forma adjustments that would be required under Regulation S-X for pro forma financial information, and does not reflect future events that may occur after November 30, 2017 or any operating efficiencies or inefficiencies that may result from the G&K acquisition and related financing. Therefore, the information is not necessarily indicative of results that would have been achieved had the businesses been combined during the periods presented or the results that Cintas will experience going forward. 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 9.5% (income approach). Significant increases (decreases) in any of those unobservable inputs in isolation would result in a significantly lower (higher) fair value measurement. Management utilizes third-party valuation firms to assist in the determination of purchase accounting fair values, and specifically those considered Level 3 measurements. Management ultimately oversees the third-party valuation firms to ensure that the transaction-specific assumptions are appropriate for Cintas. |
Pension Plans
Pension Plans | 6 Months Ended |
Nov. 30, 2017 | |
Retirement Benefits [Abstract] | |
Pension Plans | Pension Plans In conjunction with the acquisition of G&K, Cintas assumed G&K's noncontributory frozen defined benefit pension plan (the Pension Plan) that covers substantially all G&K employees who were employed as of July 1, 2005, except certain employees who were covered by union-administered plans. Benefits are based on the number of years of service and each employee’s compensation near retirement. We will make annual contributions to the Pension Plan consistent with federal funding requirements. The Pension Plan was frozen by G&K effective December 31, 2006. Future growth in benefits will not occur beyond this date. Applicable accounting standards require that the consolidated condensed balance sheet reflect the funded status of the Pension Plan. The funded status of the Pension Plan is measured as the difference between the plan assets at fair value and the projected benefit obligation. The net pension liability at November 30, 2017 is included in long-term accrued liabilities on the consolidated condensed balance sheet. Unrecognized differences between actual amounts and estimates based on actuarial assumptions are included in accumulated other comprehensive income in our consolidated condensed balance sheet. The difference between actual amounts and estimates based on actuarial assumptions are recognized in other comprehensive income in the period in which they occur. The Pension Plan assumptions are evaluated annually and are updated as deemed necessary. The components of net periodic pension cost recognized in other comprehensive income for the Pension Plan are as follows: Three Months Ended Six Months Ended (In thousands) November 30, 2017 November 30, 2017 Interest cost $ 711 $ 1,421 Expected return on assets (716 ) (1,432 ) Amortization of net loss — — Total net periodic benefit cost $ (5 ) $ (11 ) |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 6 Months Ended |
Nov. 30, 2017 | |
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 Income on Cash Flow Hedges Other Total Balance at June 1, 2017 $ (12,726 ) $ 11,382 $ (1,685 ) $ (3,029 ) Other comprehensive income before reclassifications 35,184 — 20 35,204 Amounts reclassified from accumulated other comprehensive income (loss) — (172 ) — (172 ) Net current period other comprehensive income (loss) 35,184 (172 ) 20 35,032 Balance at August 31, 2017 22,458 11,210 (1,665 ) 32,003 Other comprehensive loss before reclassifications (11,374 ) — (20 ) (11,394 ) Amounts reclassified from accumulated other comprehensive income (loss) — (172 ) — (172 ) Net current period other comprehensive loss (11,374 ) (172 ) (20 ) (11,566 ) Balance at November 30, 2017 $ 11,084 $ 11,038 $ (1,685 ) $ 20,437 (In thousands) Foreign Currency Unrealized Loss on Cash Flow Hedges 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 ) Other comprehensive (loss) income before reclassifications (7,650 ) 26,390 1 18,741 Amounts reclassified from accumulated other comprehensive income (loss) — 385 — 385 Net current period other comprehensive (loss) income (7,650 ) 26,775 1 19,126 Balance at November 30, 2016 $ (10,009 ) $ (5,707 ) $ (1,570 ) $ (17,286 ) The following table summarizes the reclassifications out of accumulated other comprehensive income (loss): Reclassifications out of Accumulated Other Comprehensive Income (Loss) Details about Accumulated Other Comprehensive Income (Loss) Components Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line in the Consolidated Condensed Statements of Income Three Months Ended Six Months Ended (In thousands) November 30, 2017 November 30, 2016 November 30, 2017 November 30, 2016 Amortization of interest rate locks $ 278 $ (615 ) $ 556 $ (1,229 ) Interest expense Tax (expense) benefit (106 ) 230 (212 ) 459 Income taxes Amortization of interest rate locks, net of tax $ 172 $ (385 ) $ 344 $ (770 ) Net income |
Segment Information
Segment Information | 6 Months Ended |
Nov. 30, 2017 | |
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 of Fire Protection Services and its Uniform 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 For the three months ended Revenue $ 1,308,038 $ 139,090 $ 159,313 $ — $ 1,606,441 Income (loss) before income taxes $ 203,814 $ 17,975 $ 13,422 $ (28,838 ) $ 206,373 For the three months ended Revenue $ 1,000,015 $ 124,797 $ 146,265 $ — $ 1,271,077 Income (loss) before income taxes $ 176,947 $ 14,779 $ 8,730 $ (13,236 ) $ 187,220 As of and for the six months ended Revenue $ 2,619,822 $ 279,672 $ 318,450 $ — $ 3,217,944 Income (loss) before income taxes $ 422,724 $ 37,386 $ 24,200 $ (58,858 ) $ 425,452 Total assets $ 5,899,010 $ 467,902 $ 353,155 $ 258,734 $ 6,978,801 As of and for the six months ended Revenue $ 1,994,297 $ 249,636 $ 293,794 $ — $ 2,537,727 Income (loss) before income taxes $ 361,735 $ 26,290 $ 16,368 $ (27,343 ) $ 377,050 Total assets $ 3,262,448 $ 443,151 $ 326,039 $ 182,941 $ 4,214,579 (1) Corporate assets include cash and marketable securities in all periods. Corporate assets as of November 30, 2016 include the assets of Discontinued Services, which were classified as held for sale at May 31, 2017 and sold during the six months ended November 30, 2017. |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Nov. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations In fiscal 2018, Cintas sold a significant business referred to as Discontinued Services and received proceeds from the sale of $127.8 million . The results of Discontinued Services are included in discontinued operations for all periods presented. In accordance with the applicable accounting guidance for the disposal of long-lived assets and discontinued operations, the results of Discontinued Services have been excluded from both continuing operations and operating segment results for all periods presented. During the three months ended November 30, 2016, we received additional proceeds related to contingent consideration on the sale of Shred-it. Cintas realized a pre-tax gain of $25.9 million as a result of the additional consideration received. As of November 30, 2017 , Cintas still has the opportunity to receive additional consideration, subject to certain holdback provisions. Because of the uncertainty surrounding the holdback provision, this opportunity represents a gain contingency that has not been recorded. Following is selected financial information included in net income from discontinued operations for Discontinued Services and Shred-it: Three Months Ended Six Months Ended (In thousands) November 30, 2017 November 30, 2016 (1) November 30, 2017 November 30, 2016 (1) Revenue $ — $ 25,845 $ 10,773 $ 53,326 (Loss) income before income taxes (43 ) 2,402 (2,482 ) 5,426 Income tax benefit (expense) 18 (898 ) 920 (2,039 ) (Loss) gain on sale of business (1,209 ) — 99,060 — Gain on Shred-it — 25,876 — 25,876 Income tax benefit (expense) on net gain 606 (8,953 ) (42,023 ) (8,953 ) Net (loss) income from discontinued operations $ (628 ) $ 18,427 $ 55,475 $ 20,310 (1) The results of Discontinued Services for the three and six months ended November 30, 2016 were previously included in continuing operations. |
G&K Services, Inc. Transaction
G&K Services, Inc. Transaction and Integration Expenses | 6 Months Ended |
Nov. 30, 2017 | |
Business Combinations [Abstract] | |
G&K Services, Inc. Transaction and Integration Expenses | G&K Services, Inc. Transaction and Integration Expenses As a result of the acquisition of G&K in fiscal 2017, the Company incurred $13.1 million and $3.3 million in transaction and integration expenses during the three months ended November 30, 2017 and 2016, respectively, and $17.0 million and $6.1 million during the six months ended November 30, 2017 and 2016, respectively. The $13.1 million of costs incurred in the three months ended November 30, 2017 related to integration expenses directly related to the acquisition. During the six months ended November 30, 2017 , the costs incurred related to $16.0 million of integration expenses directly related to the acquisition and $1.0 million of employee termination expenses recognized under ASC Topic 712, "Compensation - Nonretirement Postemployment Benefits." The costs incurred in the three and six months ended November 30, 2016 related to legal and professional fees directly related to the acquisition. As of November 30, 2017 and May 31, 2017, employee termination benefits included in accrued compensation and related liabilities on the consolidated condensed balance sheet was $15.7 million and $24.3 million , respectively. The amount of employee termination benefits paid during the three and six months ended November 30, 2017 was $3.6 million and $9.6 million , respectively. |
Supplemental Guarantor Informat
Supplemental Guarantor Information | 6 Months Ended |
Nov. 30, 2017 | |
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 aggregate principal amount of the $2,857.5 million aggregate principal amount of senior notes outstanding as of November 30, 2017 , 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 consolidating condensed financial statements are provided as an alternative to filing separate financial statements of the guarantors. Each of the subsidiaries presented in the following consolidating condensed financial statements has been fully consolidated in Cintas’ consolidated condensed financial statements. The following consolidating condensed financial statements should be read in conjunction with the consolidated condensed financial statements of Cintas and notes thereto of which this note is an integral part. During fiscal 2018, the Company sold Discontinued Services (see Note 13) previously included in Cintas Corporation and Corp. 2. The sale of Discontinued Services has been reflected as discontinued operations as of the beginning of the earliest period presented herein. Consolidating condensed financial statements for Cintas, Corp. 2, the subsidiary guarantors and non-guarantors are presented on the following pages: Consolidating Condensed Income Statement Three Months Ended November 30, 2017 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 1,086,667 $ 170,320 $ 100,933 $ (49,882 ) $ 1,308,038 Other — 435,539 (313 ) 21,982 (158,805 ) 298,403 Equity in net income of affiliates 137,737 — — — (137,737 ) — 137,737 1,522,206 170,007 122,915 (346,424 ) 1,606,441 Costs and expenses (income): Cost of uniform rental and facility services — 628,123 105,954 65,220 (75,337 ) 723,960 Cost of other — 302,065 (25,046 ) 15,438 (126,345 ) 166,112 Selling and administrative expenses — 528,369 (85,417 ) 31,211 (6,079 ) 468,084 G&K Services, Inc. transaction and integration expenses — 4,192 8,319 563 — 13,074 Operating income 137,737 59,457 166,197 10,483 (138,663 ) 235,211 Interest income — (45 ) (59 ) (187 ) — (291 ) Interest expense (income) — 29,444 (313 ) (2 ) — 29,129 Income before income taxes 137,737 30,058 166,569 10,672 (138,663 ) 206,373 Income taxes — 11,449 54,414 2,798 (25 ) 68,636 Income from continuing operations 137,737 18,609 112,155 7,874 (138,638 ) 137,737 Loss from discontinued operations, net of tax (628 ) (628 ) — — 628 (628 ) Net income $ 137,109 $ 17,981 $ 112,155 $ 7,874 $ (138,010 ) $ 137,109 Consolidating Condensed Income Statement Three Months Ended November 30, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 835,892 $ 149,886 $ 57,610 $ (43,373 ) $ 1,000,015 Other — 390,963 633 18,162 (138,696 ) 271,062 Equity in net income of affiliates 121,950 — — — (121,950 ) — 121,950 1,226,855 150,519 75,772 (304,019 ) 1,271,077 Costs and expenses (income): Cost of uniform rental and facility services — 483,399 94,323 37,603 (63,827 ) 551,498 Cost of other — 271,812 (19,549 ) 13,636 (111,538 ) 154,361 Selling and administrative expenses — 398,592 (48,256 ) 18,703 (7,624 ) 361,415 G&K Services, Inc. transaction and integration expenses — — 3,347 — — 3,347 Operating income 121,950 73,052 120,654 5,830 (121,030 ) 200,456 Interest income — — (7 ) (25 ) 1 (31 ) Interest expense (income) — 14,528 (1,176 ) (85 ) — 13,267 Income before income taxes 121,950 58,524 121,837 5,940 (121,031 ) 187,220 Income taxes — 20,635 42,652 2,011 (28 ) 65,270 Income from continuing operations 121,950 37,889 79,185 3,929 (121,003 ) 121,950 Income from discontinued operations, net of tax 18,427 17,115 — 1,941 (19,056 ) 18,427 Net income $ 140,377 $ 55,004 $ 79,185 $ 5,870 $ (140,059 ) $ 140,377 Consolidating Condensed Income Statement Six Months Ended November 30, 2017 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 2,186,536 $ 335,215 $ 197,528 $ (99,457 ) $ 2,619,822 Other — 862,841 (6 ) 42,290 (307,003 ) 598,122 Equity in net income of affiliates 298,845 — — — (298,845 ) — 298,845 3,049,377 335,209 239,818 (705,305 ) 3,217,944 Costs and expenses (income): Cost of uniform rental and facility services — 1,250,271 204,973 125,737 (150,158 ) 1,430,823 Cost of other — 590,984 (44,715 ) 30,173 (245,043 ) 331,399 Selling and administrative expenses — 1,039,324 (132,955 ) 61,117 (13,119 ) 954,367 G&K Services, Inc. transaction and integration expenses — 5,713 10,754 578 — 17,045 Operating income 298,845 163,085 297,152 22,213 (296,985 ) 484,310 Interest income — (76 ) (158 ) (354 ) — (588 ) Interest expense (income) — 60,005 (452 ) (107 ) — 59,446 Income before income taxes 298,845 103,156 297,762 22,674 (296,985 ) 425,452 Income taxes — 31,019 89,537 6,095 (44 ) 126,607 Income from continuing operations 298,845 72,137 208,225 16,579 (296,941 ) 298,845 Income (loss) from discontinued operations, net of tax 55,475 64,374 (8,899 ) — (55,475 ) 55,475 Net income $ 354,320 $ 136,511 $ 199,326 $ 16,579 $ (352,416 ) $ 354,320 Consolidating Condensed Income Statement Six Months Ended November 30, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 1,667,852 $ 299,034 $ 115,273 $ (87,862 ) $ 1,994,297 Other — 779,045 1,601 37,037 (274,253 ) 543,430 Equity in net income of affiliates 258,158 — — — (258,158 ) — 258,158 2,446,897 300,635 152,310 (620,273 ) 2,537,727 Costs and expenses (income): Cost of uniform rental and facility services — 958,620 184,995 74,717 (129,737 ) 1,088,595 Cost of other — 535,538 (34,480 ) 27,464 (221,035 ) 307,487 Selling and administrative expenses — 806,203 (98,990 ) 38,968 (15,063 ) 731,118 G&K Services, Inc. transaction and integration expenses — — 6,134 — — 6,134 Operating income 258,158 146,536 242,976 11,161 (254,438 ) 404,393 Interest income — — (24 ) (73 ) 1 (96 ) Interest expense (income) — 29,355 (1,878 ) (38 ) — 27,439 Income before income taxes 258,158 117,181 244,878 11,272 (254,439 ) 377,050 Income taxes — 37,304 78,178 3,464 (54 ) 118,892 Income from continuing operations 258,158 79,877 166,700 7,808 (254,385 ) 258,158 Income from discontinued operations, net of tax 20,310 18,998 — 1,941 (20,939 ) 20,310 Net income $ 278,468 $ 98,875 $ 166,700 $ 9,749 $ (275,324 ) $ 278,468 Consolidating Condensed Statement of Comprehensive Income Three Months Ended November 30, 2017 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 137,109 $ 17,981 $ 112,155 $ 7,874 $ (138,010 ) $ 137,109 Other comprehensive loss, net of tax: Foreign currency translation adjustments (11,374 ) — — (11,374 ) 11,374 (11,374 ) Amortization of interest rate lock agreements (172 ) (172 ) — — 172 (172 ) Change in fair value of available-for-sale securities (20 ) — — (20 ) 20 (20 ) Other comprehensive loss (11,566 ) (172 ) — (11,394 ) 11,566 (11,566 ) Comprehensive income (loss) $ 125,543 $ 17,809 $ 112,155 $ (3,520 ) $ (126,444 ) $ 125,543 Consolidating Condensed Statement of Comprehensive Income Three Months Ended November 30, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 140,377 $ 55,004 $ 79,185 $ 5,870 $ (140,059 ) $ 140,377 Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments (7,650 ) — — (7,650 ) 7,650 (7,650 ) Change in fair value of cash flow hedges 26,390 26,390 — — (26,390 ) 26,390 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 income (loss) 19,126 26,775 — (7,649 ) (19,126 ) 19,126 Comprehensive income (loss) $ 159,503 $ 81,779 $ 79,185 $ (1,779 ) $ (159,185 ) $ 159,503 Consolidating Condensed Statement of Comprehensive Income Six Months Ended November 30, 2017 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 354,320 $ 136,511 $ 199,326 $ 16,579 $ (352,416 ) $ 354,320 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments 23,810 — — 23,810 (23,810 ) 23,810 Amortization of interest rate lock agreements (344 ) (344 ) — — 344 (344 ) Other comprehensive income (loss) 23,466 (344 ) — 23,810 (23,466 ) 23,466 Comprehensive income $ 377,786 $ 136,167 $ 199,326 $ 40,389 $ (375,882 ) $ 377,786 Consolidating Condensed Statement of Comprehensive Income Six Months Ended November 30, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 278,468 $ 98,875 $ 166,700 $ 9,749 $ (275,324 ) $ 278,468 Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments (7,535 ) — — (7,535 ) 7,535 (7,535 ) Change in fair value of cash flow hedges 14,353 14,353 — — (14,353 ) 14,353 Amortization of interest rate lock agreements 770 770 — — (770 ) 770 Other comprehensive income (loss) 7,588 15,123 — (7,535 ) (7,588 ) 7,588 Comprehensive income $ 286,056 $ 113,998 $ 166,700 $ 2,214 $ (282,912 ) $ 286,056 Consolidating Condensed Balance Sheet As of November 30, 2017 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Assets Current assets: Cash and cash equivalents $ — $ 42,126 $ 83,515 $ 110,361 $ — $ 236,002 Marketable securities — — — 22,732 — 22,732 Accounts receivable, net — 586,992 117,106 59,457 — 763,555 Inventories, net — 224,217 31,994 16,620 (1 ) 272,830 Uniforms and other rental items in service — 562,724 81,459 49,025 (18,636 ) 674,572 Income taxes, current — (16,790 ) 47,940 4,550 — 35,700 Prepaid expenses and other current assets — 7,837 29,222 999 — 38,058 Total current assets — 1,407,106 391,236 263,744 (18,637 ) 2,043,449 Property and equipment, net — 875,883 366,041 111,235 — 1,353,159 Investments (1) 321,083 3,598,267 947,722 1,713,070 (6,404,479 ) 175,663 Goodwill — — 2,770,504 41,403 (111 ) 2,811,796 Service contracts, net — 483,985 — 81,589 — 565,574 Other assets, net 1,766,703 557 3,489,627 13,866 (5,241,593 ) 29,160 $ 2,087,786 $ 6,365,798 $ 7,965,130 $ 2,224,907 $ (11,664,820 ) $ 6,978,801 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ (465,247 ) $ (1,458,658 ) $ 2,162,751 $ (113,813 ) $ 37,948 $ 162,981 Accrued compensation and related liabilities — 101,379 6,141 5,910 — 113,430 Accrued liabilities — 187,828 368,784 21,348 — 577,960 Debt due within one year — 300,000 — — — 300,000 Total current liabilities (465,247 ) (869,451 ) 2,537,676 (86,555 ) 37,948 1,154,371 Long-term liabilities: Debt due after one year — 2,533,832 — 390 — 2,534,222 Deferred income taxes — — 492,999 46,044 — 539,043 Accrued liabilities — 32,998 163,863 1,271 — 198,132 Total long-term liabilities — 2,566,830 656,862 47,705 — 3,271,397 Total shareholders’ equity 2,553,033 4,668,419 4,770,592 2,263,757 (11,702,768 ) 2,553,033 $ 2,087,786 $ 6,365,798 $ 7,965,130 $ 2,224,907 $ (11,664,820 ) $ 6,978,801 (1) Investments include inter company investment activity. Corp 2 and Subsidiary Guarantors hold $20.3 million and $155.4 million , respectively, of the $175.7 million consolidated net investments. Consolidating Condensed Balance Sheet As of May 31, 2017 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Assets Current assets: Cash and cash equivalents $ — $ 48,658 $ 17,302 $ 103,306 $ — $ 169,266 Marketable securities — — — 22,219 — 22,219 Accounts receivable, net — 543,769 137,881 54,358 — 736,008 Inventories, net — 243,677 21,466 14,461 (1,386 ) 278,218 Uniforms and other rental items in service — 531,295 78,012 45,388 (18,993 ) 635,702 Income taxes, current — 16,173 25,138 3,009 — 44,320 Prepaid expenses and other current assets — 13,234 16,188 710 — 30,132 Assets held for sale — 23,095 15,518 — — 38,613 Total current assets — 1,419,901 311,505 243,451 (20,379 ) 1,954,478 Property and equipment, net — 851,018 364,724 107,759 — 1,323,501 Investments (1) 321,083 3,605,457 929,657 1,711,070 (6,402,479 ) 164,788 Goodwill — — 2,742,898 39,549 (112 ) 2,782,335 Service contracts, net — 505,698 — 81,290 — 586,988 Other assets, net 1,516,463 14,705 3,489,653 11,983 (5,000,837 ) 31,967 $ 1,837,546 $ 6,396,779 $ 7,838,437 $ 2,195,102 $ (11,423,807 ) $ 6,844,057 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ (465,247 ) $ (1,596,731 ) $ 2,292,388 $ (91,467 ) $ 38,108 $ 177,051 Accrued compensation and related liabilities — 94,505 42,866 12,264 — 149,635 Accrued liabilities — 191,819 219,303 18,687 — 429,809 Debt due within one year — 362,900 — — — 362,900 Liabilities held for sale — 11,457 — — — 11,457 Total current liabilities (465,247 ) (936,050 ) 2,554,557 (60,516 ) 38,108 1,130,852 Long-term liabilities: Debt due after one year — 2,770,234 — 390 — 2,770,624 Deferred income taxes — — 436,613 32,715 — 469,328 Accrued liabilities — 28,384 140,923 1,153 — 170,460 Total long-term liabilities — 2,798,618 577,536 34,258 — 3,410,412 Total shareholders’ equity 2,302,793 4,534,211 4,706,344 2,221,360 (11,461,915 ) 2,302,793 $ 1,837,546 $ 6,396,779 $ 7,838,437 $ 2,195,102 $ (11,423,807 ) $ 6,844,057 (1) Investments include inter company investment activity. Corp 2 and Subsidiary Guarantors hold $29.0 million and $135.8 million , respectively, of the $164.8 million consolidated net investments. Consolidating Condensed Statement of Cash Flows Six Months Ended November 30, 2017 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Cash flows from operating activities: Net income $ 354,320 $ 136,511 $ 199,326 $ 16,579 $ (352,416 ) $ 354,320 Adjustments to reconcile net income to net cash provided by operating activities Depreciation — 65,942 34,789 6,847 — 107,578 Amortization of intangible assets — 24,522 2,547 4,192 — 31,261 Stock-based compensation 55,204 — — — — 55,204 Gain on sale of business — (114,581 ) 15,521 — — (99,060 ) Deferred income taxes — — 40,555 1,607 — 42,162 Changes in current assets and liabilities, net of acquisitions of businesses: Accounts receivable, net — (42,881 ) 20,790 (2,709 ) — (24,800 ) Inventories, net — 17,728 (13,863 ) 115 (1,385 ) 2,595 Uniforms and other rental items in service — (29,520 ) (112 ) (3,305 ) (357 ) (33,294 ) Prepaid expenses and other current assets — (5,428 ) (13,609 ) 464 — (18,573 ) Accounts payable — 155,461 (153,831 ) (10,176 ) (160 ) (8,706 ) Accrued compensation and related liabilities — 6,341 (39,311 ) (3,510 ) — (36,480 ) Accrued liabilities and other — (26,847 ) 26,373 (1,466 ) — (1,940 ) Income taxes, current — 32,963 (22,794 ) (1,427 ) — 8,742 Net cash provided by operating activities 409,524 220,211 96,381 7,211 (354,318 ) 379,009 Cash flows from investing activities: Capital expenditures — (90,497 ) (36,875 ) (5,094 ) — (132,466 ) Proceeds from redemption of marketable securities and investments — 12,400 — 87,859 — 100,259 Purchase of marketable securities and investments — 5,510 (20,064 ) (87,323 ) 2,000 (99,877 ) Proceeds from sale of business — 127,835 — — — 127,835 Acquisitions of businesses — (1,099 ) — — — (1,099 ) Other, net (402,385 ) 21,470 26,771 956 352,318 (870 ) Net cash (used in) provided by investing activities (402,385 ) 75,619 (30,168 ) (3,602 ) 354,318 (6,218 ) Cash flows from financing activities: Payments of commercial paper, net — (50,500 ) — — — (50,500 ) Repayment of debt — (250,000 ) — — — (250,000 ) Proceeds from exercise of stock-based compensation awards 28,558 — — — — 28,558 Repurchase of common stock (35,697 ) — — — — (35,697 ) Other, net — (1,862 ) — (20 ) — (1,882 ) Net cash used in financing activities (7,139 ) (302,362 ) — (20 ) — (309,521 ) Effect of exchange rate changes on cash and cash equivalents — — — 3,466 — 3,466 Net (decrease) increase in cash and cash equivalents — (6,532 ) 66,213 7,055 — 66,736 Cash and cash equivalents at beginning of period — 48,658 17,302 103,306 — 169,266 Cash and cash equivalents at end of period $ — $ 42,126 $ 83,515 $ 110,361 $ — $ 236,002 Consolidating Condensed Statement of Cash Flows Six Months Ended November 30, 2016 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Cash flows from operating activities: Net income $ 278,468 $ 98,875 $ 166,700 $ 9,749 $ (275,324 ) $ 278,468 Adjustments to reconcile net income to net cash provided by operating activities Depreciation — 52,259 22,412 4,919 — 79,590 Amortization of intangible assets — 6,847 175 438 — 7,460 Stock-based compensation 39,582 — — — — 39,582 Gain on Shred-it — (23,935 ) — (1,941 ) — (25,876 ) Deferred income taxes — (9,578 ) 5,395 350 — (3,833 ) Changes in current assets and liabilities, net of acquisitions of businesses: Accounts receivable, net — (36,939 ) (6,813 ) (1,168 ) — (44,920 ) Inventories, net — (14,038 ) 2,871 (1,593 ) (1,856 ) (14,616 ) Uniforms and other rental items in service — 754 (4,182 ) 511 (1,398 ) (4,315 ) Prepaid expenses and other current assets — 412 (2,411 ) 47 — (1,952 ) Accounts payable — 23,367 (10,857 ) 2,831 110 15,451 Accrued compensation and related liabilities 2,819 (12,734 ) (8,935 ) (86 ) — (18,936 ) Accrued liabilities and other 139,766 3,711 (148,384 ) 41 — (4,866 ) Income taxes, current — (1,635 ) 1,460 659 — 484 Net cash provided by operating activities 460,635 87,366 17,431 14,757 (278,468 ) 301,721 Cash flows from investing activities: Capital expenditures — (85,207 ) (60,837 ) (9,129 ) — (155,173 ) Proceeds from redemption of marketable securities — — — 172,968 — 172,968 Purchase of marketable securities and investments — (4,560 ) (28,751 ) (102,692 ) 17,733 (118,270 ) Proceeds from sale of investment in Shred-it — 23,935 — 1,941 — 25,876 Acquisitions of businesses, net of cash acquired — (7,245 ) — (10,533 ) — (17,778 ) Other, net (460,630 ) 177,446 21,190 1,591 260,735 332 Net cash (used in) provided by investing activities (460,630 ) 104,369 (68,398 ) 54,146 278,468 (92,045 ) Cash flows from financing activities: Issuance of commercial paper, net — 66,000 — — — 66,000 Proceeds from issuance of debt — — (2,000 ) 2,000 — — Repayment of debt — (250,000 ) — — — (250,000 ) Prepaid short-term debt financing fees — (13,495 ) — — — (13,495 ) Proceeds from exercise of stock-based compensation awards 19,225 — — — — 19,225 Repurchase of common stock (19,230 ) — — — — (19,230 ) Other, net — (5,572 ) — — — (5,572 ) Net cash (used in) provided by financing activities (5 ) (203,067 ) (2,000 ) 2,000 — (203,072 ) Effect of exchange rate changes on cash and cash equivalents — — — (2,388 ) — (2,388 ) Net (decrease) increase in cash and cash equivalents — (11,332 ) (52,967 ) 68,515 — 4,216 Cash and cash equivalents at beginning of period — 57,893 55,392 26,072 — 139,357 Cash and cash equivalents at end of period $ — $ 46,561 $ 2,425 $ 94,587 $ — $ 143,573 |
New Accounting Pronouncements (
New Accounting Pronouncements (Policies) | 6 Months Ended |
Nov. 30, 2017 | |
Accounting Policies [Abstract] | |
New Accounting Pronouncements | New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (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. A cross-functional implementation team has been established consisting of representatives from all of our operating segments. The implementation team is working to analyze the impact of the standard on Cintas' contract portfolio by reviewing current accounting policies and practices to identify potential differences that would result from applying the requirements of the new standard to revenue contracts. In addition, we are in the process of identifying and implementing the appropriate changes to business processes and controls to support recognition and disclosure under the new standard. Based on our preliminary analysis, we currently do not believe the adoption of this guidance will have a material impact on our consolidated condensed financial statements. Based on our evaluation of each revenue stream, we believe that most revenue transactions will be accounted for in a manner substantially consistent with existing guidance. The majority of our business services revenue transactions represent a series of distinct services over the term of the contract where performance obligations are the same each day. We will continue to evaluate the impact of this guidance on our consolidated condensed financial statements, disclosures, and internal controls. Our preliminary assessments are subject to change. Cintas plans to adopt the standard as of the first quarter of fiscal year 2019 using the modified retrospective adoption alternative under this standard, and therefore, it is anticipated we will record a cumulative adjustment to retained earnings as of June 1, 2018. 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 Standards Codification (ASC) 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 January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment.” ASU 2017-04 eliminates the two-step process that required identification of potential impairment and a separate measure of the actual impairment. Goodwill impairment charges, if any, would be determined by the difference between a reporting unit's carrying value and its fair value (impairment loss is limited to the carrying value). This standard is effective for annual or any interim goodwill impairment tests beginning after December 15, 2019. The adoption of this standard is not expected to have a material impact on the consolidated condensed financial statements. In March 2017, the FASB issued ASU 2017-07, “Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Costs.” ASU 2017-07 requires the service component of pension and other postretirement benefit costs to be presented in the same line item as other employee compensation costs on the consolidated condensed statement of income; however, the other components of net benefit costs are required to be presented outside of operating income within the consolidated condensed statements of income. Cintas retrospectively adopted ASU 2017-07 on June 1, 2017. 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) | 6 Months Ended |
Nov. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Inventory | Inventory is comprised of the following amounts at: (In thousands) November 30, May 31, Raw materials $ 16,231 $ 17,528 Work in process 23,199 17,951 Finished goods 233,400 242,739 $ 272,830 $ 278,218 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Nov. 30, 2017 | |
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 November 30, 2017 (In thousands) Level 1 Level 2 Level 3 Fair Value Cash and cash equivalents $ 236,002 $ — $ — $ 236,002 Marketable securities: Canadian treasury securities — 22,732 — 22,732 Total assets at fair value $ 236,002 $ 22,732 $ — $ 258,734 As of May 31, 2017 (In thousands) Level 1 Level 2 Level 3 Fair Value Cash and cash equivalents $ 169,266 $ — $ — $ 169,266 Marketable securities: Canadian treasury securities — 22,219 — 22,219 Total assets at fair value $ 169,266 $ 22,219 $ — $ 191,485 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Nov. 30, 2017 | |
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 Six Months Ended Basic Earnings per Share from Continuing Operations (in thousands except per share data) November 30, November 30, November 30, November 30, Income from continuing operations $ 137,737 $ 121,950 $ 298,845 $ 258,158 Less: income from continuing operations allocated to participating securities 2,111 1,923 5,298 4,775 Income from continuing operations available to common shareholders $ 135,626 $ 120,027 $ 293,547 $ 253,383 Basic weighted average common shares outstanding 106,340 104,957 106,039 104,719 Basic earnings per share from continuing operations $ 1.27 $ 1.15 $ 2.77 $ 2.42 Three Months Ended Six Months Ended Diluted Earnings per Share from Continuing Operations (in thousands except per share data) November 30, November 30, November 30, November 30, Income from continuing operations $ 137,737 $ 121,950 $ 298,845 $ 258,158 Less: income from continuing operations allocated to participating securities 2,111 1,923 5,298 4,775 Income from continuing operations available to common shareholders $ 135,626 $ 120,027 $ 293,547 $ 253,383 Basic weighted average common shares outstanding 106,340 104,957 106,039 104,719 Effect of dilutive securities – employee stock options 3,478 2,690 2,899 2,559 Diluted weighted average common shares outstanding 109,818 107,647 108,938 107,278 Diluted earnings per share from continuing operations $ 1.24 $ 1.12 $ 2.69 $ 2.36 |
Goodwill, Service Contracts a27
Goodwill, Service Contracts and Other Assets (Tables) | 6 Months Ended |
Nov. 30, 2017 | |
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 six months ended November 30, 2017 , 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, 2017 $ 2,448,070 $ 243,112 $ 91,153 $ 2,782,335 Goodwill acquired (1) 27,107 73 426 27,606 Foreign currency translation 927 891 37 1,855 Balance as of November 30, 2017 $ 2,476,104 $ 244,076 $ 91,616 $ 2,811,796 (1) Adjustments to the G&K preliminary purchase price allocation represent $27.1 million of the acquired goodwill in the Uniform Rental and Facility Services reportable operating segment. See Note 9 entitled Acquisitions for more information. |
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, 2017 $ 529,923 $ 30,062 $ 27,003 $ 586,988 Service contracts acquired 32 411 533 976 Service contracts amortization (21,946 ) (1,927 ) (2,364 ) (26,237 ) Foreign currency translation 3,748 99 — 3,847 Balance as of November 30, 2017 $ 511,757 $ 28,645 $ 25,172 $ 565,574 |
Information Regarding Service Contracts and Other Assets | Information regarding Cintas’ service contracts and other assets is as follows: As of November 30, 2017 (In thousands) Carrying Amount Accumulated Amortization Net Service contracts $ 917,072 $ 351,498 $ 565,574 Noncompete and consulting agreements $ 40,913 $ 39,588 $ 1,325 Other 35,711 7,876 27,835 Total other assets $ 76,624 $ 47,464 $ 29,160 As of May 31, 2017 (In thousands) Carrying Amount Accumulated Amortization Net Service contracts $ 911,273 $ 324,285 $ 586,988 Noncompete and consulting agreements $ 40,743 $ 39,244 $ 1,499 Other 34,890 4,422 30,468 Total other assets $ 75,633 $ 43,666 $ 31,967 |
Debt, Derivatives and Hedging28
Debt, Derivatives and Hedging Activities (Tables) | 6 Months Ended |
Nov. 30, 2017 | |
Debt Disclosure [Abstract] | |
Summary of Debt Outstanding | Cintas' debt is summarized as follows: (In thousands) Interest Rate Fiscal Year Issued Fiscal Year Maturity November 30, 2017 May 31, 2017 Debt due within one year Senior notes 6.13 % 2008 2018 $ 300,000 $ 300,000 Commercial paper 1.24 % (1) Various Various — 50,500 Current portion of term loan 2.00 % (1) 2017 2018 — 12,500 Debt issuance costs — (100 ) Total debt due within one year $ 300,000 $ 362,900 Debt due after one year Senior notes 4.30 % 2012 2022 $ 250,000 $ 250,000 Senior notes 2.90 % 2017 2022 650,000 650,000 Senior notes 3.25 % 2013 2023 300,000 300,000 Senior notes (2) 2.78 % 2013 2023 52,337 52,554 Senior notes (3) 3.11 % 2015 2025 52,476 52,645 Senior notes 3.70 % 2017 2027 1,000,000 1,000,000 Senior notes 6.15 % 2007 2037 250,000 250,000 Long-term portion of term loan 2.00 % (1) 2017 2022 — 237,500 Debt issuance costs (20,591 ) (22,075 ) Total debt due after one year $ 2,534,222 $ 2,770,624 (1) Variable rate debt instrument. The rate presented is the variable borrowing rate at May 31, 2017. (2) Cintas assumed these senior notes with the acquisition of G&K in the fourth quarter of fiscal 2017, and they were recorded at fair value. The interest rate shown above is the effective interest rate. The principal amount of these notes is $50.0 million with a stated interest rate of 3.73% . (3) Cintas assumed these senior notes with the acquisition of G&K in the fourth quarter of fiscal 2017, and they were recorded at fair value. The interest rate shown above is the effective interest rate. The principal amount of these notes is $50.0 million with a stated interest rate of 3.88% . |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Nov. 30, 2017 | |
Business Combinations [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | The total purchase price was $2,078.4 million , which was funded using a combination of new senior notes, a term loan, other borrowings under our existing credit facility and cash on hand. The net consideration transferred for G&K consisted of the following items: (In thousands) Cash consideration for common stock $ 1,901,845 (1) Cash consideration for share-based awards 62,257 (2) Cash consideration for G&K revolving debt 124,180 (3) Cash consideration for transaction expenses 24,529 (4) Total consideration 2,112,811 Cash acquired (34,393 ) (5) Net consideration transferred $ 2,078,418 (1) The cash consideration for outstanding shares of G&K common stock is the product of the agreed-upon cash per share price of $97.50 and total G&K outstanding shares of approximately 19.5 million . (2) The cash consideration for share-based awards is the product of the agreed-upon cash per share price of $97.50 and the total number of restricted stock outstanding and the “in the money” stock options net of the weighted average exercise price. (3) The cash consideration for G&K revolving debt reflects the repayment of the outstanding obligation. (4) Represents G&K legal and professional fees that were incurred prior to acquisition and were due upon the closing of the transaction. (5) Represents the G&K cash balance acquired at acquisition. The components of the preliminary purchase price allocation, at fair value, are as follows: Assets Accounts receivable $ 95,846 Inventories 30,254 Uniforms and other rental items in service 93,659 Income taxes, current 15,873 Prepaid expenses and other current assets 43,235 Property and equipment 254,035 Goodwill 1,520,295 Service contracts 519,000 Trade names 17,000 Other assets 15,585 Liabilities Accounts payable (53,220 ) Accrued compensation and related liabilities (9,594 ) Accrued liabilities (115,109 ) Long-term accrued liabilities (28,380 ) G&K senior notes (105,359 ) Deferred income taxes (214,702 ) Total consideration $ 2,078,418 |
Schedule of Preliminary Valuation and Amortization Period of Identifiable Intangible Assets | The table below sets forth the preliminary valuation and amortization period of identifiable intangible assets: Identifiable intangible assets Preliminary Valuation Amortization Period Service contracts $ 519,000 15 years Trade names 17,000 3 years Total $ 536,000 |
Schedule of Pro Forma Financial Information | The pro forma financial information set forth below for the three and six months ended November 30, 2016 includes G&K's quarterly and year to date results, respectively, for the periods of October 2, 2016 through December 31, 2016 and July 2, 2016 through December 31, 2016, adjusted for number of working days in Cintas' first and second quarters of fiscal 2017. Three Months Ended Six Months Ended (In thousands except per share data) November 30, 2016 November 30, 2016 Net sales $ 1,515,222 $ 3,026,600 Net income from continuing operations $ 131,212 $ 277,625 Earnings from continuing operations per common share - diluted $ 1.20 $ 2.54 |
Pension Plans (Tables)
Pension Plans (Tables) | 6 Months Ended |
Nov. 30, 2017 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Cost | The components of net periodic pension cost recognized in other comprehensive income for the Pension Plan are as follows: Three Months Ended Six Months Ended (In thousands) November 30, 2017 November 30, 2017 Interest cost $ 711 $ 1,421 Expected return on assets (716 ) (1,432 ) Amortization of net loss — — Total net periodic benefit cost $ (5 ) $ (11 ) |
Accumulated Other Comprehensi31
Accumulated Other Comprehensive Income (Loss) (Tables) | 6 Months Ended |
Nov. 30, 2017 | |
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 Income on Cash Flow Hedges Other Total Balance at June 1, 2017 $ (12,726 ) $ 11,382 $ (1,685 ) $ (3,029 ) Other comprehensive income before reclassifications 35,184 — 20 35,204 Amounts reclassified from accumulated other comprehensive income (loss) — (172 ) — (172 ) Net current period other comprehensive income (loss) 35,184 (172 ) 20 35,032 Balance at August 31, 2017 22,458 11,210 (1,665 ) 32,003 Other comprehensive loss before reclassifications (11,374 ) — (20 ) (11,394 ) Amounts reclassified from accumulated other comprehensive income (loss) — (172 ) — (172 ) Net current period other comprehensive loss (11,374 ) (172 ) (20 ) (11,566 ) Balance at November 30, 2017 $ 11,084 $ 11,038 $ (1,685 ) $ 20,437 (In thousands) Foreign Currency Unrealized Loss on Cash Flow Hedges 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 ) Other comprehensive (loss) income before reclassifications (7,650 ) 26,390 1 18,741 Amounts reclassified from accumulated other comprehensive income (loss) — 385 — 385 Net current period other comprehensive (loss) income (7,650 ) 26,775 1 19,126 Balance at November 30, 2016 $ (10,009 ) $ (5,707 ) $ (1,570 ) $ (17,286 ) |
Schedule of Reclassifications Out of Accumulated Other Comprehensive Loss | The following table summarizes the reclassifications out of accumulated other comprehensive income (loss): Reclassifications out of Accumulated Other Comprehensive Income (Loss) Details about Accumulated Other Comprehensive Income (Loss) Components Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Affected Line in the Consolidated Condensed Statements of Income Three Months Ended Six Months Ended (In thousands) November 30, 2017 November 30, 2016 November 30, 2017 November 30, 2016 Amortization of interest rate locks $ 278 $ (615 ) $ 556 $ (1,229 ) Interest expense Tax (expense) benefit (106 ) 230 (212 ) 459 Income taxes Amortization of interest rate locks, net of tax $ 172 $ (385 ) $ 344 $ (770 ) Net income |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Nov. 30, 2017 | |
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 For the three months ended Revenue $ 1,308,038 $ 139,090 $ 159,313 $ — $ 1,606,441 Income (loss) before income taxes $ 203,814 $ 17,975 $ 13,422 $ (28,838 ) $ 206,373 For the three months ended Revenue $ 1,000,015 $ 124,797 $ 146,265 $ — $ 1,271,077 Income (loss) before income taxes $ 176,947 $ 14,779 $ 8,730 $ (13,236 ) $ 187,220 As of and for the six months ended Revenue $ 2,619,822 $ 279,672 $ 318,450 $ — $ 3,217,944 Income (loss) before income taxes $ 422,724 $ 37,386 $ 24,200 $ (58,858 ) $ 425,452 Total assets $ 5,899,010 $ 467,902 $ 353,155 $ 258,734 $ 6,978,801 As of and for the six months ended Revenue $ 1,994,297 $ 249,636 $ 293,794 $ — $ 2,537,727 Income (loss) before income taxes $ 361,735 $ 26,290 $ 16,368 $ (27,343 ) $ 377,050 Total assets $ 3,262,448 $ 443,151 $ 326,039 $ 182,941 $ 4,214,579 (1) Corporate assets include cash and marketable securities in all periods. Corporate assets as of November 30, 2016 include the assets of Discontinued Services, which were classified as held for sale at May 31, 2017 and sold during the six months ended November 30, 2017. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Nov. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations | Following is selected financial information included in net income from discontinued operations for Discontinued Services and Shred-it: Three Months Ended Six Months Ended (In thousands) November 30, 2017 November 30, 2016 (1) November 30, 2017 November 30, 2016 (1) Revenue $ — $ 25,845 $ 10,773 $ 53,326 (Loss) income before income taxes (43 ) 2,402 (2,482 ) 5,426 Income tax benefit (expense) 18 (898 ) 920 (2,039 ) (Loss) gain on sale of business (1,209 ) — 99,060 — Gain on Shred-it — 25,876 — 25,876 Income tax benefit (expense) on net gain 606 (8,953 ) (42,023 ) (8,953 ) Net (loss) income from discontinued operations $ (628 ) $ 18,427 $ 55,475 $ 20,310 (1) The results of Discontinued Services for the three and six months ended November 30, 2016 were previously included in continuing operations. |
Supplemental Guarantor Inform34
Supplemental Guarantor Information (Tables) | 6 Months Ended |
Nov. 30, 2017 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Consolidating Condensed Income Statement | Consolidating Condensed Income Statement Three Months Ended November 30, 2017 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 1,086,667 $ 170,320 $ 100,933 $ (49,882 ) $ 1,308,038 Other — 435,539 (313 ) 21,982 (158,805 ) 298,403 Equity in net income of affiliates 137,737 — — — (137,737 ) — 137,737 1,522,206 170,007 122,915 (346,424 ) 1,606,441 Costs and expenses (income): Cost of uniform rental and facility services — 628,123 105,954 65,220 (75,337 ) 723,960 Cost of other — 302,065 (25,046 ) 15,438 (126,345 ) 166,112 Selling and administrative expenses — 528,369 (85,417 ) 31,211 (6,079 ) 468,084 G&K Services, Inc. transaction and integration expenses — 4,192 8,319 563 — 13,074 Operating income 137,737 59,457 166,197 10,483 (138,663 ) 235,211 Interest income — (45 ) (59 ) (187 ) — (291 ) Interest expense (income) — 29,444 (313 ) (2 ) — 29,129 Income before income taxes 137,737 30,058 166,569 10,672 (138,663 ) 206,373 Income taxes — 11,449 54,414 2,798 (25 ) 68,636 Income from continuing operations 137,737 18,609 112,155 7,874 (138,638 ) 137,737 Loss from discontinued operations, net of tax (628 ) (628 ) — — 628 (628 ) Net income $ 137,109 $ 17,981 $ 112,155 $ 7,874 $ (138,010 ) $ 137,109 Consolidating Condensed Income Statement Three Months Ended November 30, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 835,892 $ 149,886 $ 57,610 $ (43,373 ) $ 1,000,015 Other — 390,963 633 18,162 (138,696 ) 271,062 Equity in net income of affiliates 121,950 — — — (121,950 ) — 121,950 1,226,855 150,519 75,772 (304,019 ) 1,271,077 Costs and expenses (income): Cost of uniform rental and facility services — 483,399 94,323 37,603 (63,827 ) 551,498 Cost of other — 271,812 (19,549 ) 13,636 (111,538 ) 154,361 Selling and administrative expenses — 398,592 (48,256 ) 18,703 (7,624 ) 361,415 G&K Services, Inc. transaction and integration expenses — — 3,347 — — 3,347 Operating income 121,950 73,052 120,654 5,830 (121,030 ) 200,456 Interest income — — (7 ) (25 ) 1 (31 ) Interest expense (income) — 14,528 (1,176 ) (85 ) — 13,267 Income before income taxes 121,950 58,524 121,837 5,940 (121,031 ) 187,220 Income taxes — 20,635 42,652 2,011 (28 ) 65,270 Income from continuing operations 121,950 37,889 79,185 3,929 (121,003 ) 121,950 Income from discontinued operations, net of tax 18,427 17,115 — 1,941 (19,056 ) 18,427 Net income $ 140,377 $ 55,004 $ 79,185 $ 5,870 $ (140,059 ) $ 140,377 Consolidating Condensed Income Statement Six Months Ended November 30, 2017 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 2,186,536 $ 335,215 $ 197,528 $ (99,457 ) $ 2,619,822 Other — 862,841 (6 ) 42,290 (307,003 ) 598,122 Equity in net income of affiliates 298,845 — — — (298,845 ) — 298,845 3,049,377 335,209 239,818 (705,305 ) 3,217,944 Costs and expenses (income): Cost of uniform rental and facility services — 1,250,271 204,973 125,737 (150,158 ) 1,430,823 Cost of other — 590,984 (44,715 ) 30,173 (245,043 ) 331,399 Selling and administrative expenses — 1,039,324 (132,955 ) 61,117 (13,119 ) 954,367 G&K Services, Inc. transaction and integration expenses — 5,713 10,754 578 — 17,045 Operating income 298,845 163,085 297,152 22,213 (296,985 ) 484,310 Interest income — (76 ) (158 ) (354 ) — (588 ) Interest expense (income) — 60,005 (452 ) (107 ) — 59,446 Income before income taxes 298,845 103,156 297,762 22,674 (296,985 ) 425,452 Income taxes — 31,019 89,537 6,095 (44 ) 126,607 Income from continuing operations 298,845 72,137 208,225 16,579 (296,941 ) 298,845 Income (loss) from discontinued operations, net of tax 55,475 64,374 (8,899 ) — (55,475 ) 55,475 Net income $ 354,320 $ 136,511 $ 199,326 $ 16,579 $ (352,416 ) $ 354,320 Consolidating Condensed Income Statement Six Months Ended November 30, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Revenue: Uniform rental and facility services $ — $ 1,667,852 $ 299,034 $ 115,273 $ (87,862 ) $ 1,994,297 Other — 779,045 1,601 37,037 (274,253 ) 543,430 Equity in net income of affiliates 258,158 — — — (258,158 ) — 258,158 2,446,897 300,635 152,310 (620,273 ) 2,537,727 Costs and expenses (income): Cost of uniform rental and facility services — 958,620 184,995 74,717 (129,737 ) 1,088,595 Cost of other — 535,538 (34,480 ) 27,464 (221,035 ) 307,487 Selling and administrative expenses — 806,203 (98,990 ) 38,968 (15,063 ) 731,118 G&K Services, Inc. transaction and integration expenses — — 6,134 — — 6,134 Operating income 258,158 146,536 242,976 11,161 (254,438 ) 404,393 Interest income — — (24 ) (73 ) 1 (96 ) Interest expense (income) — 29,355 (1,878 ) (38 ) — 27,439 Income before income taxes 258,158 117,181 244,878 11,272 (254,439 ) 377,050 Income taxes — 37,304 78,178 3,464 (54 ) 118,892 Income from continuing operations 258,158 79,877 166,700 7,808 (254,385 ) 258,158 Income from discontinued operations, net of tax 20,310 18,998 — 1,941 (20,939 ) 20,310 Net income $ 278,468 $ 98,875 $ 166,700 $ 9,749 $ (275,324 ) $ 278,468 |
Consolidating Condensed Statement of Comprehensive Income | Consolidating Condensed Statement of Comprehensive Income Three Months Ended November 30, 2017 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 137,109 $ 17,981 $ 112,155 $ 7,874 $ (138,010 ) $ 137,109 Other comprehensive loss, net of tax: Foreign currency translation adjustments (11,374 ) — — (11,374 ) 11,374 (11,374 ) Amortization of interest rate lock agreements (172 ) (172 ) — — 172 (172 ) Change in fair value of available-for-sale securities (20 ) — — (20 ) 20 (20 ) Other comprehensive loss (11,566 ) (172 ) — (11,394 ) 11,566 (11,566 ) Comprehensive income (loss) $ 125,543 $ 17,809 $ 112,155 $ (3,520 ) $ (126,444 ) $ 125,543 Consolidating Condensed Statement of Comprehensive Income Three Months Ended November 30, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 140,377 $ 55,004 $ 79,185 $ 5,870 $ (140,059 ) $ 140,377 Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments (7,650 ) — — (7,650 ) 7,650 (7,650 ) Change in fair value of cash flow hedges 26,390 26,390 — — (26,390 ) 26,390 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 income (loss) 19,126 26,775 — (7,649 ) (19,126 ) 19,126 Comprehensive income (loss) $ 159,503 $ 81,779 $ 79,185 $ (1,779 ) $ (159,185 ) $ 159,503 Consolidating Condensed Statement of Comprehensive Income Six Months Ended November 30, 2017 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 354,320 $ 136,511 $ 199,326 $ 16,579 $ (352,416 ) $ 354,320 Other comprehensive income (loss), net of tax: Foreign currency translation adjustments 23,810 — — 23,810 (23,810 ) 23,810 Amortization of interest rate lock agreements (344 ) (344 ) — — 344 (344 ) Other comprehensive income (loss) 23,466 (344 ) — 23,810 (23,466 ) 23,466 Comprehensive income $ 377,786 $ 136,167 $ 199,326 $ 40,389 $ (375,882 ) $ 377,786 Consolidating Condensed Statement of Comprehensive Income Six Months Ended November 30, 2016 (In thousands) Cintas Corp. 2 Subsidiary Non- Eliminations Cintas Corporation Consolidated Net income $ 278,468 $ 98,875 $ 166,700 $ 9,749 $ (275,324 ) $ 278,468 Other comprehensive (loss) income, net of tax: Foreign currency translation adjustments (7,535 ) — — (7,535 ) 7,535 (7,535 ) Change in fair value of cash flow hedges 14,353 14,353 — — (14,353 ) 14,353 Amortization of interest rate lock agreements 770 770 — — (770 ) 770 Other comprehensive income (loss) 7,588 15,123 — (7,535 ) (7,588 ) 7,588 Comprehensive income $ 286,056 $ 113,998 $ 166,700 $ 2,214 $ (282,912 ) $ 286,056 |
Consolidating Condensed Balance Sheet | Consolidating Condensed Balance Sheet As of November 30, 2017 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Assets Current assets: Cash and cash equivalents $ — $ 42,126 $ 83,515 $ 110,361 $ — $ 236,002 Marketable securities — — — 22,732 — 22,732 Accounts receivable, net — 586,992 117,106 59,457 — 763,555 Inventories, net — 224,217 31,994 16,620 (1 ) 272,830 Uniforms and other rental items in service — 562,724 81,459 49,025 (18,636 ) 674,572 Income taxes, current — (16,790 ) 47,940 4,550 — 35,700 Prepaid expenses and other current assets — 7,837 29,222 999 — 38,058 Total current assets — 1,407,106 391,236 263,744 (18,637 ) 2,043,449 Property and equipment, net — 875,883 366,041 111,235 — 1,353,159 Investments (1) 321,083 3,598,267 947,722 1,713,070 (6,404,479 ) 175,663 Goodwill — — 2,770,504 41,403 (111 ) 2,811,796 Service contracts, net — 483,985 — 81,589 — 565,574 Other assets, net 1,766,703 557 3,489,627 13,866 (5,241,593 ) 29,160 $ 2,087,786 $ 6,365,798 $ 7,965,130 $ 2,224,907 $ (11,664,820 ) $ 6,978,801 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ (465,247 ) $ (1,458,658 ) $ 2,162,751 $ (113,813 ) $ 37,948 $ 162,981 Accrued compensation and related liabilities — 101,379 6,141 5,910 — 113,430 Accrued liabilities — 187,828 368,784 21,348 — 577,960 Debt due within one year — 300,000 — — — 300,000 Total current liabilities (465,247 ) (869,451 ) 2,537,676 (86,555 ) 37,948 1,154,371 Long-term liabilities: Debt due after one year — 2,533,832 — 390 — 2,534,222 Deferred income taxes — — 492,999 46,044 — 539,043 Accrued liabilities — 32,998 163,863 1,271 — 198,132 Total long-term liabilities — 2,566,830 656,862 47,705 — 3,271,397 Total shareholders’ equity 2,553,033 4,668,419 4,770,592 2,263,757 (11,702,768 ) 2,553,033 $ 2,087,786 $ 6,365,798 $ 7,965,130 $ 2,224,907 $ (11,664,820 ) $ 6,978,801 (1) Investments include inter company investment activity. Corp 2 and Subsidiary Guarantors hold $20.3 million and $155.4 million , respectively, of the $175.7 million consolidated net investments. Consolidating Condensed Balance Sheet As of May 31, 2017 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Assets Current assets: Cash and cash equivalents $ — $ 48,658 $ 17,302 $ 103,306 $ — $ 169,266 Marketable securities — — — 22,219 — 22,219 Accounts receivable, net — 543,769 137,881 54,358 — 736,008 Inventories, net — 243,677 21,466 14,461 (1,386 ) 278,218 Uniforms and other rental items in service — 531,295 78,012 45,388 (18,993 ) 635,702 Income taxes, current — 16,173 25,138 3,009 — 44,320 Prepaid expenses and other current assets — 13,234 16,188 710 — 30,132 Assets held for sale — 23,095 15,518 — — 38,613 Total current assets — 1,419,901 311,505 243,451 (20,379 ) 1,954,478 Property and equipment, net — 851,018 364,724 107,759 — 1,323,501 Investments (1) 321,083 3,605,457 929,657 1,711,070 (6,402,479 ) 164,788 Goodwill — — 2,742,898 39,549 (112 ) 2,782,335 Service contracts, net — 505,698 — 81,290 — 586,988 Other assets, net 1,516,463 14,705 3,489,653 11,983 (5,000,837 ) 31,967 $ 1,837,546 $ 6,396,779 $ 7,838,437 $ 2,195,102 $ (11,423,807 ) $ 6,844,057 Liabilities and Shareholders’ Equity Current liabilities: Accounts payable $ (465,247 ) $ (1,596,731 ) $ 2,292,388 $ (91,467 ) $ 38,108 $ 177,051 Accrued compensation and related liabilities — 94,505 42,866 12,264 — 149,635 Accrued liabilities — 191,819 219,303 18,687 — 429,809 Debt due within one year — 362,900 — — — 362,900 Liabilities held for sale — 11,457 — — — 11,457 Total current liabilities (465,247 ) (936,050 ) 2,554,557 (60,516 ) 38,108 1,130,852 Long-term liabilities: Debt due after one year — 2,770,234 — 390 — 2,770,624 Deferred income taxes — — 436,613 32,715 — 469,328 Accrued liabilities — 28,384 140,923 1,153 — 170,460 Total long-term liabilities — 2,798,618 577,536 34,258 — 3,410,412 Total shareholders’ equity 2,302,793 4,534,211 4,706,344 2,221,360 (11,461,915 ) 2,302,793 $ 1,837,546 $ 6,396,779 $ 7,838,437 $ 2,195,102 $ (11,423,807 ) $ 6,844,057 (1) Investments include inter company investment activity. Corp 2 and Subsidiary Guarantors hold $29.0 million and $135.8 million , respectively, of the $164.8 million consolidated net investments. |
Consolidating Condensed Statement of Cash Flows | Consolidating Condensed Statement of Cash Flows Six Months Ended November 30, 2017 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Cash flows from operating activities: Net income $ 354,320 $ 136,511 $ 199,326 $ 16,579 $ (352,416 ) $ 354,320 Adjustments to reconcile net income to net cash provided by operating activities Depreciation — 65,942 34,789 6,847 — 107,578 Amortization of intangible assets — 24,522 2,547 4,192 — 31,261 Stock-based compensation 55,204 — — — — 55,204 Gain on sale of business — (114,581 ) 15,521 — — (99,060 ) Deferred income taxes — — 40,555 1,607 — 42,162 Changes in current assets and liabilities, net of acquisitions of businesses: Accounts receivable, net — (42,881 ) 20,790 (2,709 ) — (24,800 ) Inventories, net — 17,728 (13,863 ) 115 (1,385 ) 2,595 Uniforms and other rental items in service — (29,520 ) (112 ) (3,305 ) (357 ) (33,294 ) Prepaid expenses and other current assets — (5,428 ) (13,609 ) 464 — (18,573 ) Accounts payable — 155,461 (153,831 ) (10,176 ) (160 ) (8,706 ) Accrued compensation and related liabilities — 6,341 (39,311 ) (3,510 ) — (36,480 ) Accrued liabilities and other — (26,847 ) 26,373 (1,466 ) — (1,940 ) Income taxes, current — 32,963 (22,794 ) (1,427 ) — 8,742 Net cash provided by operating activities 409,524 220,211 96,381 7,211 (354,318 ) 379,009 Cash flows from investing activities: Capital expenditures — (90,497 ) (36,875 ) (5,094 ) — (132,466 ) Proceeds from redemption of marketable securities and investments — 12,400 — 87,859 — 100,259 Purchase of marketable securities and investments — 5,510 (20,064 ) (87,323 ) 2,000 (99,877 ) Proceeds from sale of business — 127,835 — — — 127,835 Acquisitions of businesses — (1,099 ) — — — (1,099 ) Other, net (402,385 ) 21,470 26,771 956 352,318 (870 ) Net cash (used in) provided by investing activities (402,385 ) 75,619 (30,168 ) (3,602 ) 354,318 (6,218 ) Cash flows from financing activities: Payments of commercial paper, net — (50,500 ) — — — (50,500 ) Repayment of debt — (250,000 ) — — — (250,000 ) Proceeds from exercise of stock-based compensation awards 28,558 — — — — 28,558 Repurchase of common stock (35,697 ) — — — — (35,697 ) Other, net — (1,862 ) — (20 ) — (1,882 ) Net cash used in financing activities (7,139 ) (302,362 ) — (20 ) — (309,521 ) Effect of exchange rate changes on cash and cash equivalents — — — 3,466 — 3,466 Net (decrease) increase in cash and cash equivalents — (6,532 ) 66,213 7,055 — 66,736 Cash and cash equivalents at beginning of period — 48,658 17,302 103,306 — 169,266 Cash and cash equivalents at end of period $ — $ 42,126 $ 83,515 $ 110,361 $ — $ 236,002 Consolidating Condensed Statement of Cash Flows Six Months Ended November 30, 2016 (In thousands) Cintas Corporation Corp. 2 Subsidiary Guarantors Non- Guarantors Eliminations Cintas Corporation Consolidated Cash flows from operating activities: Net income $ 278,468 $ 98,875 $ 166,700 $ 9,749 $ (275,324 ) $ 278,468 Adjustments to reconcile net income to net cash provided by operating activities Depreciation — 52,259 22,412 4,919 — 79,590 Amortization of intangible assets — 6,847 175 438 — 7,460 Stock-based compensation 39,582 — — — — 39,582 Gain on Shred-it — (23,935 ) — (1,941 ) — (25,876 ) Deferred income taxes — (9,578 ) 5,395 350 — (3,833 ) Changes in current assets and liabilities, net of acquisitions of businesses: Accounts receivable, net — (36,939 ) (6,813 ) (1,168 ) — (44,920 ) Inventories, net — (14,038 ) 2,871 (1,593 ) (1,856 ) (14,616 ) Uniforms and other rental items in service — 754 (4,182 ) 511 (1,398 ) (4,315 ) Prepaid expenses and other current assets — 412 (2,411 ) 47 — (1,952 ) Accounts payable — 23,367 (10,857 ) 2,831 110 15,451 Accrued compensation and related liabilities 2,819 (12,734 ) (8,935 ) (86 ) — (18,936 ) Accrued liabilities and other 139,766 3,711 (148,384 ) 41 — (4,866 ) Income taxes, current — (1,635 ) 1,460 659 — 484 Net cash provided by operating activities 460,635 87,366 17,431 14,757 (278,468 ) 301,721 Cash flows from investing activities: Capital expenditures — (85,207 ) (60,837 ) (9,129 ) — (155,173 ) Proceeds from redemption of marketable securities — — — 172,968 — 172,968 Purchase of marketable securities and investments — (4,560 ) (28,751 ) (102,692 ) 17,733 (118,270 ) Proceeds from sale of investment in Shred-it — 23,935 — 1,941 — 25,876 Acquisitions of businesses, net of cash acquired — (7,245 ) — (10,533 ) — (17,778 ) Other, net (460,630 ) 177,446 21,190 1,591 260,735 332 Net cash (used in) provided by investing activities (460,630 ) 104,369 (68,398 ) 54,146 278,468 (92,045 ) Cash flows from financing activities: Issuance of commercial paper, net — 66,000 — — — 66,000 Proceeds from issuance of debt — — (2,000 ) 2,000 — — Repayment of debt — (250,000 ) — — — (250,000 ) Prepaid short-term debt financing fees — (13,495 ) — — — (13,495 ) Proceeds from exercise of stock-based compensation awards 19,225 — — — — 19,225 Repurchase of common stock (19,230 ) — — — — (19,230 ) Other, net — (5,572 ) — — — (5,572 ) Net cash (used in) provided by financing activities (5 ) (203,067 ) (2,000 ) 2,000 — (203,072 ) Effect of exchange rate changes on cash and cash equivalents — — — (2,388 ) — (2,388 ) Net (decrease) increase in cash and cash equivalents — (11,332 ) (52,967 ) 68,515 — 4,216 Cash and cash equivalents at beginning of period — 57,893 55,392 26,072 — 139,357 Cash and cash equivalents at end of period $ — $ 46,561 $ 2,425 $ 94,587 $ — $ 143,573 |
Basis of Presentation - Narrati
Basis of Presentation - Narrative (Details) - USD ($) $ in Thousands | Mar. 21, 2017 | Nov. 30, 2017 | May 31, 2017 |
Business Acquisition [Line Items] | |||
Reserve for obsolete inventory | $ 37,500 | $ 38,300 | |
G&K Services | |||
Business Acquisition [Line Items] | |||
Consideration transferred | $ 2,112,811 |
Basis of Presentation - Schedul
Basis of Presentation - Schedule of Inventory (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | May 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Raw materials | $ 16,231 | $ 17,528 |
Work in process | 23,199 | 17,951 |
Finished goods | 233,400 | 242,739 |
Inventories, net | $ 272,830 | $ 278,218 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Financial Instruments Measured on a Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Nov. 30, 2017 | May 31, 2017 |
Fair value on a recurring basis | ||
Cash and cash equivalents | $ 236,002 | $ 169,266 |
Total assets at fair value | 258,734 | 191,485 |
Canadian treasury securities | ||
Fair value on a recurring basis | ||
Marketable securities | 22,732 | 22,219 |
Level 1 | ||
Fair value on a recurring basis | ||
Cash and cash equivalents | 236,002 | 169,266 |
Total assets at fair value | 236,002 | 169,266 |
Level 1 | Canadian treasury securities | ||
Fair value on a recurring basis | ||
Marketable securities | 0 | 0 |
Level 2 | ||
Fair value on a recurring basis | ||
Cash and cash equivalents | 0 | 0 |
Total assets at fair value | 22,732 | 22,219 |
Level 2 | Canadian treasury securities | ||
Fair value on a recurring basis | ||
Marketable securities | 22,732 | 22,219 |
Level 3 | ||
Fair value on a recurring basis | ||
Cash and cash equivalents | 0 | 0 |
Total assets at fair value | 0 | 0 |
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 | 6 Months Ended | 12 Months Ended |
Nov. 30, 2017 | May 31, 2017 | |
Fair Value Disclosures [Abstract] | ||
Amortized cost basis of marketable securities | $ 22.7 | $ 22.2 |
Contractual maturities (less than) | 1 year | 1 year |
Investments - Narrative (Detail
Investments - Narrative (Details) - USD ($) | 6 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | May 31, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |||
Investments | $ 175,663,000 | $ 164,788,000 | |
Cash surrender value of insurance policies | 151,300,000 | 144,000,000 | |
Equity method investments | 19,400,000 | 15,800,000 | |
Cost method investments | 5,000,000 | $ 5,000,000 | |
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 | 6 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Basic Earnings per Share from Continuing Operations | ||||
Income from continuing operations | $ 137,737 | $ 121,950 | $ 298,845 | $ 258,158 |
Less: income from continuing operations allocated to participating securities | 2,111 | 1,923 | 5,298 | 4,775 |
Income from continuing operations available to common shareholders | $ 135,626 | $ 120,027 | $ 293,547 | $ 253,383 |
Basic weighted average common shares outstanding (in shares) | 106,340 | 104,957 | 106,039 | 104,719 |
Basic earnings per share from continuing operations (in dollars per share) | $ 1.27 | $ 1.15 | $ 2.77 | $ 2.42 |
Diluted Earnings per Share from Continuing Operations | ||||
Income from continuing operations | $ 137,737 | $ 121,950 | $ 298,845 | $ 258,158 |
Less: income from continuing operations allocated to participating securities | 2,111 | 1,923 | 5,298 | 4,775 |
Income from continuing operations available to common shareholders | $ 135,626 | $ 120,027 | $ 293,547 | $ 253,383 |
Basic weighted average common shares outstanding (in shares) | 106,340 | 104,957 | 106,039 | 104,719 |
Effect of dilutive securities - employee stock options (in shares) | 3,478 | 2,690 | 2,899 | 2,559 |
Diluted weighted average common shares outstanding (in shares) | 109,818 | 107,647 | 108,938 | 107,278 |
Diluted earnings per share from continuing operations (in dollars per share) | $ 1.24 | $ 1.12 | $ 2.69 | $ 2.36 |
Earnings Per Share - Narrative
Earnings Per Share - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jan. 05, 2018 | Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | Aug. 02, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Discontinued operations (in dollars per share) | $ (0.01) | $ 0.17 | $ 0.51 | $ 0.19 | ||
Discontinued operations (in dollars per share) | $ (0.01) | $ 0.17 | $ 0.50 | $ 0.19 | ||
Options granted and excluded from the computation of diluted earnings per share (in shares) | 500,000 | 700,000 | 600,000 | 600,000 | ||
Employee Payroll Taxes Due on Restricted Stock | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Shares acquired (in shares) | 300,000 | |||||
Stock purchased under share buyback, average price per share (in dollars per share) | $ 129.01 | |||||
Total purchase price of shares repurchased | $ 35,700,000 | |||||
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 | |||||
Shares acquired (in shares) | 0 | |||||
Subsequent Event | Share Buyback Program, August 2, 2016 | ||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||
Shares acquired (in shares) | 0 |
Goodwill, Service Contracts a42
Goodwill, Service Contracts and Other Assets - Changes in Carrying Amount of Goodwill by Operating Segment (Details) $ in Thousands | 6 Months Ended |
Nov. 30, 2017USD ($) | |
Goodwill [Roll Forward] | |
Beginning balance | $ 2,782,335 |
Goodwill acquired | 27,606 |
Foreign currency translation | 1,855 |
Ending balance | 2,811,796 |
G&K Services | |
Goodwill [Roll Forward] | |
Adjustment to preliminary purchase price | 27,100 |
Uniform Rental and Facility Services | |
Goodwill [Roll Forward] | |
Beginning balance | 2,448,070 |
Goodwill acquired | 27,107 |
Foreign currency translation | 927 |
Ending balance | 2,476,104 |
First Aid and Safety Services | |
Goodwill [Roll Forward] | |
Beginning balance | 243,112 |
Goodwill acquired | 73 |
Foreign currency translation | 891 |
Ending balance | 244,076 |
All Other | |
Goodwill [Roll Forward] | |
Beginning balance | 91,153 |
Goodwill acquired | 426 |
Foreign currency translation | 37 |
Ending balance | $ 91,616 |
Goodwill, Service Contracts a43
Goodwill, Service Contracts and Other Assets - Changes in Carrying Amount of Service Contracts by Operating Segment (Details) $ in Thousands | 6 Months Ended |
Nov. 30, 2017USD ($) | |
Service contracts [Roll Forward] | |
Beginning balance | $ 586,988 |
Service contracts acquired | 976 |
Service contracts amortization | (26,237) |
Foreign currency translation | 3,847 |
Ending balance | 565,574 |
Uniform Rental and Facility Services | |
Service contracts [Roll Forward] | |
Beginning balance | 529,923 |
Service contracts acquired | 32 |
Service contracts amortization | (21,946) |
Foreign currency translation | 3,748 |
Ending balance | 511,757 |
First Aid and Safety Services | |
Service contracts [Roll Forward] | |
Beginning balance | 30,062 |
Service contracts acquired | 411 |
Service contracts amortization | (1,927) |
Foreign currency translation | 99 |
Ending balance | 28,645 |
All Other | |
Service contracts [Roll Forward] | |
Beginning balance | 27,003 |
Service contracts acquired | 533 |
Service contracts amortization | (2,364) |
Foreign currency translation | 0 |
Ending balance | $ 25,172 |
Goodwill, Service Contracts a44
Goodwill, Service Contracts and Other Assets - Information Regarding Service Contracts and Other Assets (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | May 31, 2017 |
Information regarding service contracts and other assets | ||
Service contracts, net | $ 565,574 | $ 586,988 |
Other assets, carrying amount | 76,624 | 75,633 |
Other assets, accumulated amortization | 47,464 | 43,666 |
Other assets, net | 29,160 | 31,967 |
Noncompete and consulting agreements | ||
Information regarding service contracts and other assets | ||
Other assets, carrying amount | 40,913 | 40,743 |
Other assets, accumulated amortization | 39,588 | 39,244 |
Other assets, net | 1,325 | 1,499 |
Other | ||
Information regarding service contracts and other assets | ||
Other assets, carrying amount | 35,711 | 34,890 |
Other assets, accumulated amortization | 7,876 | 4,422 |
Other assets, net | 27,835 | 30,468 |
Service Contracts | ||
Information regarding service contracts and other assets | ||
Service contracts, carrying amount | 917,072 | 911,273 |
Service contracts, accumulated amortization | 351,498 | 324,285 |
Service contracts, net | $ 565,574 | $ 586,988 |
Goodwill, Service Contracts a45
Goodwill, Service Contracts and Other Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Goodwill, Service Contracts and Other Assets [Abstract] | ||||
Amortization expense for service contracts and other assets | $ 15.6 | $ 3.2 | $ 29.8 | $ 6.4 |
Estimated amortization expense, year one | 61.3 | 61.3 | ||
Estimated amortization expense, year two | 61 | 61 | ||
Estimated amortization expense, year three | 59.6 | 59.6 | ||
Estimated amortization expense, year four | 53.8 | 53.8 | ||
Estimated amortization expense, year five | 51.8 | 51.8 | ||
Estimated amortization expense, thereafter | $ 248.3 | $ 248.3 |
Debt, Derivatives and Hedging46
Debt, Derivatives and Hedging Activities - Summary of Debt Outstanding (Details) - USD ($) | Nov. 30, 2017 | May 31, 2017 |
Debt due within one year | ||
Debt issuance costs | $ 0 | $ (100,000) |
Total debt due within one year | 300,000,000 | 362,900,000 |
Debt due after one year | ||
Debt issuance costs | (20,591,000) | (22,075,000) |
Total debt due after one year | 2,534,222,000 | 2,770,624,000 |
Senior notes | Senior Notes, 6.13%, 2018 Maturity | ||
Debt due within one year | ||
Long-term Debt, current | $ 300,000,000 | 300,000,000 |
Debt due after one year | ||
Stated interest rate (as a percent) | 6.13% | |
Senior notes | Senior Notes 4.30%, 2022 Maturity | ||
Debt due after one year | ||
Long-term Debt, non-current | $ 250,000,000 | 250,000,000 |
Stated interest rate (as a percent) | 4.30% | |
Senior notes | Senior Notes, 2.90%, 2022 Maturity | ||
Debt due after one year | ||
Long-term Debt, non-current | $ 650,000,000 | 650,000,000 |
Stated interest rate (as a percent) | 2.90% | |
Senior notes | Senior Notes, 3.25%, 2023 Maturity | ||
Debt due after one year | ||
Long-term Debt, non-current | $ 300,000,000 | 300,000,000 |
Stated interest rate (as a percent) | 3.25% | |
Senior notes | Senior Notes, 2.78%, 2023 Maturity | ||
Debt due after one year | ||
Long-term Debt, non-current | $ 52,337,000 | 52,554,000 |
Stated interest rate (as a percent) | 2.78% | |
Senior notes | Senior Notes, 2.78%, 2023 Maturity | G&K Services | ||
Debt due after one year | ||
Face value | $ 50,000,000 | |
Stated interest rate (as a percent) | 3.73% | |
Senior notes | Senior Notes, 3.11%, 2025 Maturity | ||
Debt due after one year | ||
Long-term Debt, non-current | $ 52,476,000 | $ 52,645,000 |
Stated interest rate (as a percent) | 3.11% | |
Senior notes | Senior Notes, 3.11%, 2025 Maturity | G&K Services | ||
Debt due after one year | ||
Face value | $ 50,000,000 | |
Stated interest rate (as a percent) | 3.88% | |
Senior notes | Senior Notes, 3.70%, 2027 Maturity | ||
Debt due after one year | ||
Long-term Debt, non-current | $ 1,000,000,000 | $ 1,000,000,000 |
Stated interest rate (as a percent) | 3.70% | |
Senior notes | Senior Notes, 6.15%, 2037 Maturity | ||
Debt due after one year | ||
Long-term Debt, non-current | $ 250,000,000 | 250,000,000 |
Stated interest rate (as a percent) | 6.15% | |
Commercial paper | Commercial Paper, 1.24% | ||
Debt due within one year | ||
Long-term Debt, current | $ 0 | 50,500,000 |
Debt due after one year | ||
Effective interest rate (as a percent) | 1.24% | |
Line of Credit | Term Loan Facility | ||
Debt due within one year | ||
Long-term Debt, current | $ 0 | 12,500,000 |
Debt due after one year | ||
Long-term Debt, non-current | $ 0 | $ 237,500,000 |
Effective interest rate (as a percent) | 2.00% |
Debt, Derivatives and Hedging47
Debt, Derivatives and Hedging Activities - Narrative (Details) - USD ($) | Dec. 01, 2017 | Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | May 31, 2017 | Sep. 16, 2016 | Sep. 15, 2016 |
Debt Instrument [Line Items] | ||||||||
Long term debt | $ 2,534,222,000 | $ 2,534,222,000 | $ 2,770,624,000 | |||||
Commercial paper | $ 50,500,000 | |||||||
Amortization of interest rate lock agreements | (172,000) | $ 385,000 | (344,000) | $ 770,000 | ||||
Commercial paper | ||||||||
Debt Instrument [Line Items] | ||||||||
Short-term debt | 0 | 0 | ||||||
Weighted average interest rate (as a percent) | 1.24% | |||||||
Subsequent Event | ||||||||
Debt Instrument [Line Items] | ||||||||
Proceeds from issuance of commercial paper | $ 265,000,000 | |||||||
Debt Amendment June 2016 | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility, maximum borrowing capacity with accordion feature | $ 450,000,000 | |||||||
Debt Amendment September 2016 | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility, maximum borrowing capacity with accordion feature | $ 600,000,000 | |||||||
Debt amendment, increase limit (up to) | 250,000,000 | |||||||
Revolving Credit Facility | Debt Amendment September 2016 | ||||||||
Debt Instrument [Line Items] | ||||||||
Revolving credit facility, maximum borrowing capacity with accordion feature | $ 250,000,000 | |||||||
Revolving credit facility amount outstanding | 0 | 0 | $ 0 | |||||
Senior Notes | June 2016 Senior Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Long term debt | 2,854,800,000 | 2,854,800,000 | 3,156,000,000 | |||||
Senior Notes | Level 2 | ||||||||
Debt Instrument [Line Items] | ||||||||
Long-term debt, fair value | $ 2,985,200,000 | 2,985,200,000 | $ 3,296,800,000 | |||||
Commercial paper | Commercial Paper, 1.24% | ||||||||
Debt Instrument [Line Items] | ||||||||
Net payments on debt | 50,500,000 | |||||||
Line of Credit | Term Loan Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Net payments on debt | $ 250,000,000 | |||||||
Senior notes | Senior Notes, 6.13%, 2018 Maturity | ||||||||
Debt Instrument [Line Items] | ||||||||
Stated interest rate (as a percent) | 6.13% | 6.13% | ||||||
Senior notes | Senior Notes, 6.13%, 2018 Maturity | Subsequent Event | ||||||||
Debt Instrument [Line Items] | ||||||||
Net payments on debt | $ 300,000,000 | |||||||
Stated interest rate (as a percent) | 6.13% | |||||||
Debt instrument term | 10 years |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | May 31, 2017 | |
Income Tax Disclosure [Abstract] | |||||
Unrecognized tax benefits | $ 18.7 | $ 18.7 | $ 12.6 | ||
Effective tax rate | 33.30% | 34.90% | 29.80% | 31.50% |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - G&K Services - USD ($) | Mar. 21, 2017 | Nov. 30, 2017 |
Business Acquisition [Line Items] | ||
Consideration transferred | $ 2,112,811,000 | |
Share price of acquisition (in dollars per share) | $ 97.50 | |
Total purchase price | $ 2,078,418,000 | |
Deferred tax purchase price adjustment | $ 28,300,000 | |
Adjustment to income taxes, current | $ 1,200,000 | |
Goodwill deductible for income tax purposes | 0 | |
Real Property | ||
Business Acquisition [Line Items] | ||
Preliminary fair value property, plant and equipment | 141,800,000 | |
Personal Property | ||
Business Acquisition [Line Items] | ||
Preliminary fair value property, plant and equipment | $ 112,200,000 | |
Service contracts | ||
Business Acquisition [Line Items] | ||
Amortization period (in years) | 15 years | |
Level 3 | ||
Business Acquisition [Line Items] | ||
Discount rate (as a percent) | 9.50% |
Acquisitions - Purchase Price A
Acquisitions - Purchase Price Allocation (Details) - USD ($) $ / shares in Units, $ in Thousands, shares in Millions | Mar. 21, 2017 | Nov. 30, 2017 |
Business Acquisition [Line Items] | ||
Cash consideration for common stock | $ 1,099 | |
G&K Services | ||
Business Acquisition [Line Items] | ||
Cash consideration for common stock | $ 1,901,845 | |
Cash consideration for share-based awards | 62,257 | |
Cash consideration for G&K revolving debt | 124,180 | |
Cash consideration for transaction expenses | 24,529 | |
Total consideration | 2,112,811 | |
Cash acquired | (34,393) | |
Net consideration transferred | $ 2,078,418 | |
Share price of acquisition (in dollars per share) | $ 97.50 | |
Number of shares acquired (in shares) | 19.5 |
Acquisitions - Schedule of Asse
Acquisitions - Schedule of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | May 31, 2017 | Mar. 21, 2017 |
Assets: | |||
Goodwill | $ 2,811,796 | $ 2,782,335 | |
G&K Services | |||
Assets: | |||
Accounts receivable | $ 95,846 | ||
Inventories | 30,254 | ||
Uniforms and other rental items in service | 93,659 | ||
Income taxes, current | 15,873 | ||
Prepaid expenses and other current assets | 43,235 | ||
Property and equipment | 254,035 | ||
Goodwill | 1,520,295 | ||
Other assets | 15,585 | ||
Liabilities: | |||
Accounts payable | (53,220) | ||
Accrued compensation and related liabilities | (9,594) | ||
Accrued liabilities | (115,109) | ||
Long-term accrued liabilities | (28,380) | ||
G&K senior notes | (105,359) | ||
Deferred income taxes | (214,702) | ||
Total consideration | 2,078,418 | ||
G&K Services | Service contracts | |||
Assets: | |||
Intangible assets | 519,000 | ||
G&K Services | Trade names | |||
Assets: | |||
Intangible assets | $ 17,000 |
Acquisitions - Schedule of Prel
Acquisitions - Schedule of Preliminary Valuation and Amortization Period of Identifiable Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 21, 2017 | Nov. 30, 2017 |
Business Acquisition [Line Items] | ||
Intangible assets acquired | $ 976 | |
G&K Services | ||
Business Acquisition [Line Items] | ||
Intangible assets acquired | $ 536,000 | |
Service contracts | G&K Services | ||
Business Acquisition [Line Items] | ||
Intangible assets acquired | $ 519,000 | |
Amortization period (in years) | 15 years | |
Trade names | G&K Services | ||
Business Acquisition [Line Items] | ||
Intangible assets acquired | $ 17,000 | |
Amortization period (in years) | 3 years |
Acquisitions - Schedule of Pro
Acquisitions - Schedule of Pro Forma Financial Information (Details) - G&K Services - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended |
Nov. 30, 2016 | Nov. 30, 2016 | |
Business Acquisition [Line Items] | ||
Net sales | $ 1,515,222 | $ 3,026,600 |
Net income from continuing operations | $ 131,212 | $ 277,625 |
Earnings from continuing operations per common share - diluted (in dollars per share) | $ 1.20 | $ 2.54 |
Pension Plans - Components of N
Pension Plans - Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Nov. 30, 2017 | Nov. 30, 2017 | |
Retirement Benefits [Abstract] | ||
Interest cost | $ 711 | $ 1,421 |
Expected return on assets | (716) | (1,432) |
Amortization of net loss | 0 | 0 |
Total net periodic benefit cost | $ (5) | $ (11) |
Accumulated Other Comprehensi55
Accumulated Other Comprehensive Income (Loss) - Schedule of Changes in Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Nov. 30, 2017 | Aug. 31, 2017 | Nov. 30, 2016 | Aug. 31, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||||
Beginning balance | $ 2,302,793 | $ 2,302,793 | ||||
Other comprehensive (loss) income before reclassifications | $ (11,394) | 35,204 | $ 18,741 | $ (11,923) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | (172) | (172) | 385 | 385 | ||
Other comprehensive (loss) income | (11,566) | 35,032 | 19,126 | (11,538) | 23,466 | $ 7,588 |
Ending balance | 2,553,033 | 2,553,033 | ||||
Foreign Currency | ||||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||||
Beginning balance | 22,458 | (12,726) | (2,359) | (2,474) | (12,726) | (2,474) |
Other comprehensive (loss) income before reclassifications | (11,374) | 35,184 | (7,650) | 115 | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 | 0 | ||
Other comprehensive (loss) income | (11,374) | 35,184 | (7,650) | 115 | ||
Ending balance | 11,084 | 22,458 | (10,009) | (2,359) | 11,084 | (10,009) |
Unrealized Income on Cash Flow Hedges | ||||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||||
Beginning balance | 11,210 | 11,382 | (32,482) | (20,830) | 11,382 | (20,830) |
Other comprehensive (loss) income before reclassifications | 0 | 0 | 26,390 | (12,037) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | (172) | (172) | 385 | 385 | ||
Other comprehensive (loss) income | (172) | (172) | 26,775 | (11,652) | ||
Ending balance | 11,038 | 11,210 | (5,707) | (32,482) | 11,038 | (5,707) |
Other | ||||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||||
Beginning balance | (1,665) | (1,685) | (1,571) | (1,570) | (1,685) | (1,570) |
Other comprehensive (loss) income before reclassifications | (20) | 20 | 1 | (1) | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | 0 | 0 | 0 | ||
Other comprehensive (loss) income | (20) | 20 | 1 | (1) | ||
Ending balance | (1,685) | (1,665) | (1,570) | (1,571) | (1,685) | (1,570) |
Total | ||||||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||||||
Beginning balance | 32,003 | (3,029) | (36,412) | (24,874) | (3,029) | (24,874) |
Ending balance | $ 20,437 | $ 32,003 | $ (17,286) | $ (36,412) | $ 20,437 | $ (17,286) |
Accumulated Other Comprehensi56
Accumulated Other Comprehensive Income (Loss) - Schedule of Reclassifications Out of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest expense | $ 29,129 | $ 13,267 | $ 59,446 | $ 27,439 |
Income taxes | (68,636) | (65,270) | (126,607) | (118,892) |
Net income | 137,737 | 121,950 | 298,845 | 258,158 |
Reclassifications out of Accumulated Other Comprehensive Income (Loss) | Unrealized Income on Cash Flow Hedges | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Income taxes | (106) | 230 | (212) | 459 |
Net income | 172 | (385) | 344 | (770) |
Reclassifications out of Accumulated Other Comprehensive Income (Loss) | Unrealized Income on Cash Flow Hedges | Interest Rate Locks | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Interest expense | $ 278 | $ (615) | $ 556 | $ (1,229) |
Segment Information - Narrative
Segment Information - Narrative (Details) | 6 Months Ended |
Nov. 30, 2017segment | |
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 | 6 Months Ended | |||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | May 31, 2017 | |
Segment Reporting Information | |||||
Revenue | $ 1,606,441 | $ 1,271,077 | $ 3,217,944 | $ 2,537,727 | |
Income (loss) before income taxes | 206,373 | 187,220 | 425,452 | 377,050 | |
Total assets | 6,978,801 | 4,214,579 | 6,978,801 | 4,214,579 | $ 6,844,057 |
Operating Segments | Uniform Rental and Facility Services | |||||
Segment Reporting Information | |||||
Revenue | 1,308,038 | 1,000,015 | 2,619,822 | 1,994,297 | |
Income (loss) before income taxes | 203,814 | 176,947 | 422,724 | 361,735 | |
Total assets | 5,899,010 | 3,262,448 | 5,899,010 | 3,262,448 | |
Operating Segments | First Aid and Safety Services | |||||
Segment Reporting Information | |||||
Revenue | 139,090 | 124,797 | 279,672 | 249,636 | |
Income (loss) before income taxes | 17,975 | 14,779 | 37,386 | 26,290 | |
Total assets | 467,902 | 443,151 | 467,902 | 443,151 | |
Operating Segments | All Other | |||||
Segment Reporting Information | |||||
Revenue | 159,313 | 146,265 | 318,450 | 293,794 | |
Income (loss) before income taxes | 13,422 | 8,730 | 24,200 | 16,368 | |
Total assets | 353,155 | 326,039 | 353,155 | 326,039 | |
Corporate | |||||
Segment Reporting Information | |||||
Revenue | 0 | 0 | 0 | 0 | |
Income (loss) before income taxes | (28,838) | (13,236) | (58,858) | (27,343) | |
Total assets | $ 258,734 | $ 182,941 | $ 258,734 | $ 182,941 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Proceeds from sale | $ 127,800 | ||
Gain on Shred-it | $ 25,900 | $ 0 | $ 25,876 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Income tax benefit (expense) | $ 624 | $ (9,851) | $ (41,103) | $ (10,992) |
(Loss) gain on sale of business | 99,060 | 0 | ||
Gain on Shred-it | 25,900 | 0 | 25,876 | |
Net (loss) income from discontinued operations | (628) | 18,427 | 55,475 | 20,310 |
Discontinued Operations | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Revenue | 0 | 25,845 | 10,773 | 53,326 |
(Loss) income before income taxes | (43) | 2,402 | (2,482) | 5,426 |
Income tax benefit (expense) | 18 | (898) | 920 | (2,039) |
(Loss) gain on sale of business | (1,209) | 0 | 99,060 | 0 |
Gain on Shred-it | 0 | 25,876 | 0 | 25,876 |
Income tax benefit (expense) on net gain | 606 | (8,953) | (42,023) | (8,953) |
Net (loss) income from discontinued operations | $ (628) | $ 18,427 | $ 55,475 | $ 20,310 |
G&K Services, Inc. Transactio61
G&K Services, Inc. Transaction and Integration Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | May 31, 2017 | |
Business Acquisition [Line Items] | |||||
Integration related costs | $ 13,074 | $ 3,347 | $ 17,045 | $ 6,134 | |
G&K Services | |||||
Business Acquisition [Line Items] | |||||
Integration related costs | 13,100 | $ 3,300 | 17,000 | $ 6,100 | |
Integration costs, excluding severance costs | 16,000 | ||||
Severance costs | 1,000 | ||||
Severance reserve | 15,700 | 15,700 | $ 24,300 | ||
Payments for severance reserve | $ 3,600 | $ 9,600 |
Supplemental Guarantor Inform62
Supplemental Guarantor Information - Narrative (Details) $ in Millions | Nov. 30, 2017USD ($) |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Senior notes | $ 2,857.5 |
Supplemental Guarantor Inform63
Supplemental Guarantor Information - Consolidating Condensed Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Revenue: | ||||
Uniform rental and facility services | $ 1,308,038 | $ 1,000,015 | $ 2,619,822 | $ 1,994,297 |
Other | 298,403 | 271,062 | 598,122 | 543,430 |
Equity in net income of affiliates | 0 | 0 | 0 | 0 |
Total revenue | 1,606,441 | 1,271,077 | 3,217,944 | 2,537,727 |
Costs and expenses (income): | ||||
Cost of uniform rental and facility services | 723,960 | 551,498 | 1,430,823 | 1,088,595 |
Cost of other | 166,112 | 154,361 | 331,399 | 307,487 |
Selling and administrative expenses | 468,084 | 361,415 | 954,367 | 731,118 |
G&K Services, Inc. transaction and integration expenses | 13,074 | 3,347 | 17,045 | 6,134 |
Operating income | 235,211 | 200,456 | 484,310 | 404,393 |
Interest income | (291) | (31) | (588) | (96) |
Interest expense (income) | 29,129 | 13,267 | 59,446 | 27,439 |
Income before income taxes | 206,373 | 187,220 | 425,452 | 377,050 |
Income taxes | 68,636 | 65,270 | 126,607 | 118,892 |
Income from continuing operations | 137,737 | 121,950 | 298,845 | 258,158 |
Income (loss) from discontinued operations, net of tax | (628) | 18,427 | 55,475 | 20,310 |
Net income | 137,109 | 140,377 | 354,320 | 278,468 |
Eliminations | ||||
Revenue: | ||||
Uniform rental and facility services | (49,882) | (43,373) | (99,457) | (87,862) |
Other | (158,805) | (138,696) | (307,003) | (274,253) |
Equity in net income of affiliates | (137,737) | (121,950) | (298,845) | (258,158) |
Total revenue | (346,424) | (304,019) | (705,305) | (620,273) |
Costs and expenses (income): | ||||
Cost of uniform rental and facility services | (75,337) | (63,827) | (150,158) | (129,737) |
Cost of other | (126,345) | (111,538) | (245,043) | (221,035) |
Selling and administrative expenses | (6,079) | (7,624) | (13,119) | (15,063) |
G&K Services, Inc. transaction and integration expenses | 0 | 0 | 0 | 0 |
Operating income | (138,663) | (121,030) | (296,985) | (254,438) |
Interest income | 0 | 1 | 0 | 1 |
Interest expense (income) | 0 | 0 | 0 | 0 |
Income before income taxes | (138,663) | (121,031) | (296,985) | (254,439) |
Income taxes | (25) | (28) | (44) | (54) |
Income from continuing operations | (138,638) | (121,003) | (296,941) | (254,385) |
Income (loss) from discontinued operations, net of tax | 628 | (19,056) | (55,475) | (20,939) |
Net income | (138,010) | (140,059) | (352,416) | (275,324) |
Cintas Corporation | ||||
Revenue: | ||||
Uniform rental and facility services | 0 | 0 | 0 | 0 |
Other | 0 | 0 | 0 | 0 |
Equity in net income of affiliates | 137,737 | 121,950 | 298,845 | 258,158 |
Total revenue | 137,737 | 121,950 | 298,845 | 258,158 |
Costs and expenses (income): | ||||
Cost of uniform rental and facility services | 0 | 0 | 0 | 0 |
Cost of other | 0 | 0 | 0 | 0 |
Selling and administrative expenses | 0 | 0 | 0 | 0 |
G&K Services, Inc. transaction and integration expenses | 0 | 0 | 0 | 0 |
Operating income | 137,737 | 121,950 | 298,845 | 258,158 |
Interest income | 0 | 0 | 0 | 0 |
Interest expense (income) | 0 | 0 | 0 | 0 |
Income before income taxes | 137,737 | 121,950 | 298,845 | 258,158 |
Income taxes | 0 | 0 | 0 | 0 |
Income from continuing operations | 137,737 | 121,950 | 298,845 | 258,158 |
Income (loss) from discontinued operations, net of tax | (628) | 18,427 | 55,475 | 20,310 |
Net income | 137,109 | 140,377 | 354,320 | 278,468 |
Corp. 2 | ||||
Revenue: | ||||
Uniform rental and facility services | 1,086,667 | 835,892 | 2,186,536 | 1,667,852 |
Other | 435,539 | 390,963 | 862,841 | 779,045 |
Equity in net income of affiliates | 0 | 0 | 0 | 0 |
Total revenue | 1,522,206 | 1,226,855 | 3,049,377 | 2,446,897 |
Costs and expenses (income): | ||||
Cost of uniform rental and facility services | 628,123 | 483,399 | 1,250,271 | 958,620 |
Cost of other | 302,065 | 271,812 | 590,984 | 535,538 |
Selling and administrative expenses | 528,369 | 398,592 | 1,039,324 | 806,203 |
G&K Services, Inc. transaction and integration expenses | 4,192 | 0 | 5,713 | 0 |
Operating income | 59,457 | 73,052 | 163,085 | 146,536 |
Interest income | (45) | 0 | (76) | 0 |
Interest expense (income) | 29,444 | 14,528 | 60,005 | 29,355 |
Income before income taxes | 30,058 | 58,524 | 103,156 | 117,181 |
Income taxes | 11,449 | 20,635 | 31,019 | 37,304 |
Income from continuing operations | 18,609 | 37,889 | 72,137 | 79,877 |
Income (loss) from discontinued operations, net of tax | (628) | 17,115 | 64,374 | 18,998 |
Net income | 17,981 | 55,004 | 136,511 | 98,875 |
Subsidiary Guarantors | ||||
Revenue: | ||||
Uniform rental and facility services | 170,320 | 149,886 | 335,215 | 299,034 |
Other | (313) | 633 | (6) | 1,601 |
Equity in net income of affiliates | 0 | 0 | 0 | 0 |
Total revenue | 170,007 | 150,519 | 335,209 | 300,635 |
Costs and expenses (income): | ||||
Cost of uniform rental and facility services | 105,954 | 94,323 | 204,973 | 184,995 |
Cost of other | (25,046) | (19,549) | (44,715) | (34,480) |
Selling and administrative expenses | (85,417) | (48,256) | (132,955) | (98,990) |
G&K Services, Inc. transaction and integration expenses | 8,319 | 3,347 | 10,754 | 6,134 |
Operating income | 166,197 | 120,654 | 297,152 | 242,976 |
Interest income | (59) | (7) | (158) | (24) |
Interest expense (income) | (313) | (1,176) | (452) | (1,878) |
Income before income taxes | 166,569 | 121,837 | 297,762 | 244,878 |
Income taxes | 54,414 | 42,652 | 89,537 | 78,178 |
Income from continuing operations | 112,155 | 79,185 | 208,225 | 166,700 |
Income (loss) from discontinued operations, net of tax | 0 | 0 | (8,899) | 0 |
Net income | 112,155 | 79,185 | 199,326 | 166,700 |
Non- Guarantors | ||||
Revenue: | ||||
Uniform rental and facility services | 100,933 | 57,610 | 197,528 | 115,273 |
Other | 21,982 | 18,162 | 42,290 | 37,037 |
Equity in net income of affiliates | 0 | 0 | 0 | 0 |
Total revenue | 122,915 | 75,772 | 239,818 | 152,310 |
Costs and expenses (income): | ||||
Cost of uniform rental and facility services | 65,220 | 37,603 | 125,737 | 74,717 |
Cost of other | 15,438 | 13,636 | 30,173 | 27,464 |
Selling and administrative expenses | 31,211 | 18,703 | 61,117 | 38,968 |
G&K Services, Inc. transaction and integration expenses | 563 | 0 | 578 | 0 |
Operating income | 10,483 | 5,830 | 22,213 | 11,161 |
Interest income | (187) | (25) | (354) | (73) |
Interest expense (income) | (2) | (85) | (107) | (38) |
Income before income taxes | 10,672 | 5,940 | 22,674 | 11,272 |
Income taxes | 2,798 | 2,011 | 6,095 | 3,464 |
Income from continuing operations | 7,874 | 3,929 | 16,579 | 7,808 |
Income (loss) from discontinued operations, net of tax | 0 | 1,941 | 0 | 1,941 |
Net income | $ 7,874 | $ 5,870 | $ 16,579 | $ 9,749 |
Supplemental Guarantor Inform64
Supplemental Guarantor Information - Consolidating Condensed Statements of Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Nov. 30, 2017 | Aug. 31, 2017 | Nov. 30, 2016 | Aug. 31, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Condensed Consolidating Financial Statements | ||||||
Net income | $ 137,109 | $ 140,377 | $ 354,320 | $ 278,468 | ||
Other comprehensive (loss) income, net of tax: | ||||||
Foreign currency translation adjustments | (11,374) | (7,650) | 23,810 | (7,535) | ||
Change in fair value of cash flow hedges | 0 | 26,390 | 0 | 14,353 | ||
Amortization of interest rate lock agreements | (172) | 385 | (344) | 770 | ||
Change in fair value of available-for-sale securities | (20) | 1 | 0 | 0 | ||
Other comprehensive (loss) income | (11,566) | $ 35,032 | 19,126 | $ (11,538) | 23,466 | 7,588 |
Comprehensive income | 125,543 | 159,503 | 377,786 | 286,056 | ||
Eliminations | ||||||
Condensed Consolidating Financial Statements | ||||||
Net income | (138,010) | (140,059) | (352,416) | (275,324) | ||
Other comprehensive (loss) income, net of tax: | ||||||
Foreign currency translation adjustments | 11,374 | 7,650 | (23,810) | 7,535 | ||
Change in fair value of cash flow hedges | (26,390) | (14,353) | ||||
Amortization of interest rate lock agreements | 172 | (385) | 344 | (770) | ||
Change in fair value of available-for-sale securities | 20 | (1) | ||||
Other comprehensive (loss) income | 11,566 | (19,126) | (23,466) | (7,588) | ||
Comprehensive income | (126,444) | (159,185) | (375,882) | (282,912) | ||
Cintas Corporation | ||||||
Condensed Consolidating Financial Statements | ||||||
Net income | 137,109 | 140,377 | 354,320 | 278,468 | ||
Other comprehensive (loss) income, net of tax: | ||||||
Foreign currency translation adjustments | (11,374) | (7,650) | 23,810 | (7,535) | ||
Change in fair value of cash flow hedges | 26,390 | 14,353 | ||||
Amortization of interest rate lock agreements | (172) | 385 | (344) | 770 | ||
Change in fair value of available-for-sale securities | (20) | 1 | ||||
Other comprehensive (loss) income | (11,566) | 19,126 | 23,466 | 7,588 | ||
Comprehensive income | 125,543 | 159,503 | 377,786 | 286,056 | ||
Corp. 2 | ||||||
Condensed Consolidating Financial Statements | ||||||
Net income | 17,981 | 55,004 | 136,511 | 98,875 | ||
Other comprehensive (loss) income, net of tax: | ||||||
Foreign currency translation adjustments | 0 | 0 | 0 | 0 | ||
Change in fair value of cash flow hedges | 26,390 | 14,353 | ||||
Amortization of interest rate lock agreements | (172) | 385 | (344) | 770 | ||
Change in fair value of available-for-sale securities | 0 | 0 | ||||
Other comprehensive (loss) income | (172) | 26,775 | (344) | 15,123 | ||
Comprehensive income | 17,809 | 81,779 | 136,167 | 113,998 | ||
Subsidiary Guarantors | ||||||
Condensed Consolidating Financial Statements | ||||||
Net income | 112,155 | 79,185 | 199,326 | 166,700 | ||
Other comprehensive (loss) income, net of tax: | ||||||
Foreign currency translation adjustments | 0 | 0 | 0 | 0 | ||
Change in fair value of cash flow hedges | 0 | 0 | ||||
Amortization of interest rate lock agreements | 0 | 0 | 0 | 0 | ||
Change in fair value of available-for-sale securities | 0 | 0 | ||||
Other comprehensive (loss) income | 0 | 0 | 0 | 0 | ||
Comprehensive income | 112,155 | 79,185 | 199,326 | 166,700 | ||
Non- Guarantors | ||||||
Condensed Consolidating Financial Statements | ||||||
Net income | 7,874 | 5,870 | 16,579 | 9,749 | ||
Other comprehensive (loss) income, net of tax: | ||||||
Foreign currency translation adjustments | (11,374) | (7,650) | 23,810 | (7,535) | ||
Change in fair value of cash flow hedges | 0 | 0 | ||||
Amortization of interest rate lock agreements | 0 | 0 | 0 | 0 | ||
Change in fair value of available-for-sale securities | (20) | 1 | ||||
Other comprehensive (loss) income | (11,394) | (7,649) | 23,810 | (7,535) | ||
Comprehensive income | $ (3,520) | $ (1,779) | $ 40,389 | $ 2,214 |
Supplemental Guarantor Inform65
Supplemental Guarantor Information - Consolidating Condensed Balance Sheet (Details) - USD ($) $ in Thousands | Nov. 30, 2017 | May 31, 2017 | Nov. 30, 2016 | May 31, 2016 |
Current assets: | ||||
Cash and cash equivalents | $ 236,002 | $ 169,266 | $ 143,573 | $ 139,357 |
Marketable securities | 22,732 | 22,219 | ||
Accounts receivable, net | 763,555 | 736,008 | ||
Inventories, net | 272,830 | 278,218 | ||
Uniforms and other rental items in service | 674,572 | 635,702 | ||
Income taxes, current | 35,700 | 44,320 | ||
Prepaid expenses and other current assets | 38,058 | 30,132 | ||
Assets held for sale | 0 | 38,613 | ||
Total current assets | 2,043,449 | 1,954,478 | ||
Property and equipment, net | 1,353,159 | 1,323,501 | ||
Investments | 175,663 | 164,788 | ||
Goodwill | 2,811,796 | 2,782,335 | ||
Service contracts, net | 565,574 | 586,988 | ||
Other assets, net | 29,160 | 31,967 | ||
Total assets | 6,978,801 | 6,844,057 | 4,214,579 | |
Current liabilities: | ||||
Accounts payable | 162,981 | 177,051 | ||
Accrued compensation and related liabilities | 113,430 | 149,635 | ||
Accrued liabilities | 577,960 | 429,809 | ||
Debt due within one year | 300,000 | 362,900 | ||
Liabilities held for sale | 0 | 11,457 | ||
Total current liabilities | 1,154,371 | 1,130,852 | ||
Long-term liabilities: | ||||
Debt due after one year | 2,534,222 | 2,770,624 | ||
Deferred income taxes | 539,043 | 469,328 | ||
Accrued liabilities | 198,132 | 170,460 | ||
Total long-term liabilities | 3,271,397 | 3,410,412 | ||
Total shareholders’ equity | 2,553,033 | 2,302,793 | ||
Total liabilities and shareholders' equity | 6,978,801 | 6,844,057 | ||
Eliminations | ||||
Current assets: | ||||
Cash and cash equivalents | 0 | 0 | 0 | 0 |
Marketable securities | 0 | 0 | ||
Accounts receivable, net | 0 | 0 | ||
Inventories, net | (1) | (1,386) | ||
Uniforms and other rental items in service | (18,636) | (18,993) | ||
Income taxes, current | 0 | 0 | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Assets held for sale | 0 | |||
Total current assets | (18,637) | (20,379) | ||
Property and equipment, net | 0 | 0 | ||
Investments | (6,404,479) | (6,402,479) | ||
Goodwill | (111) | (112) | ||
Service contracts, net | 0 | 0 | ||
Other assets, net | (5,241,593) | (5,000,837) | ||
Total assets | (11,664,820) | (11,423,807) | ||
Current liabilities: | ||||
Accounts payable | 37,948 | 38,108 | ||
Accrued compensation and related liabilities | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Debt due within one year | 0 | 0 | ||
Liabilities held for sale | 0 | |||
Total current liabilities | 37,948 | 38,108 | ||
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 | (11,702,768) | (11,461,915) | ||
Total liabilities and shareholders' equity | (11,664,820) | (11,423,807) | ||
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 | 0 | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Assets held for sale | 0 | |||
Total current assets | 0 | 0 | ||
Property and equipment, net | 0 | 0 | ||
Investments | 321,083 | 321,083 | ||
Goodwill | 0 | 0 | ||
Service contracts, net | 0 | 0 | ||
Other assets, net | 1,766,703 | 1,516,463 | ||
Total assets | 2,087,786 | 1,837,546 | ||
Current liabilities: | ||||
Accounts payable | (465,247) | (465,247) | ||
Accrued compensation and related liabilities | 0 | 0 | ||
Accrued liabilities | 0 | 0 | ||
Debt due within one year | 0 | 0 | ||
Liabilities held for sale | 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 | 2,553,033 | 2,302,793 | ||
Total liabilities and shareholders' equity | 2,087,786 | 1,837,546 | ||
Corp. 2 | ||||
Current assets: | ||||
Cash and cash equivalents | 42,126 | 48,658 | 46,561 | 57,893 |
Marketable securities | 0 | 0 | ||
Accounts receivable, net | 586,992 | 543,769 | ||
Inventories, net | 224,217 | 243,677 | ||
Uniforms and other rental items in service | 562,724 | 531,295 | ||
Income taxes, current | (16,790) | 16,173 | ||
Prepaid expenses and other current assets | 7,837 | 13,234 | ||
Assets held for sale | 23,095 | |||
Total current assets | 1,407,106 | 1,419,901 | ||
Property and equipment, net | 875,883 | 851,018 | ||
Investments | 3,598,267 | 3,605,457 | ||
Goodwill | 0 | 0 | ||
Service contracts, net | 483,985 | 505,698 | ||
Other assets, net | 557 | 14,705 | ||
Total assets | 6,365,798 | 6,396,779 | ||
Current liabilities: | ||||
Accounts payable | (1,458,658) | (1,596,731) | ||
Accrued compensation and related liabilities | 101,379 | 94,505 | ||
Accrued liabilities | 187,828 | 191,819 | ||
Debt due within one year | 300,000 | 362,900 | ||
Liabilities held for sale | 11,457 | |||
Total current liabilities | (869,451) | (936,050) | ||
Long-term liabilities: | ||||
Debt due after one year | 2,533,832 | 2,770,234 | ||
Deferred income taxes | 0 | 0 | ||
Accrued liabilities | 32,998 | 28,384 | ||
Total long-term liabilities | 2,566,830 | 2,798,618 | ||
Total shareholders’ equity | 4,668,419 | 4,534,211 | ||
Total liabilities and shareholders' equity | 6,365,798 | 6,396,779 | ||
Investments, including intercompany investments | 20,300 | 29,000 | ||
Subsidiary Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 83,515 | 17,302 | 2,425 | 55,392 |
Marketable securities | 0 | 0 | ||
Accounts receivable, net | 117,106 | 137,881 | ||
Inventories, net | 31,994 | 21,466 | ||
Uniforms and other rental items in service | 81,459 | 78,012 | ||
Income taxes, current | 47,940 | 25,138 | ||
Prepaid expenses and other current assets | 29,222 | 16,188 | ||
Assets held for sale | 15,518 | |||
Total current assets | 391,236 | 311,505 | ||
Property and equipment, net | 366,041 | 364,724 | ||
Investments | 947,722 | 929,657 | ||
Goodwill | 2,770,504 | 2,742,898 | ||
Service contracts, net | 0 | 0 | ||
Other assets, net | 3,489,627 | 3,489,653 | ||
Total assets | 7,965,130 | 7,838,437 | ||
Current liabilities: | ||||
Accounts payable | 2,162,751 | 2,292,388 | ||
Accrued compensation and related liabilities | 6,141 | 42,866 | ||
Accrued liabilities | 368,784 | 219,303 | ||
Debt due within one year | 0 | 0 | ||
Liabilities held for sale | 0 | |||
Total current liabilities | 2,537,676 | 2,554,557 | ||
Long-term liabilities: | ||||
Debt due after one year | 0 | 0 | ||
Deferred income taxes | 492,999 | 436,613 | ||
Accrued liabilities | 163,863 | 140,923 | ||
Total long-term liabilities | 656,862 | 577,536 | ||
Total shareholders’ equity | 4,770,592 | 4,706,344 | ||
Total liabilities and shareholders' equity | 7,965,130 | 7,838,437 | ||
Investments, including intercompany investments | 155,400 | 135,800 | ||
Non- Guarantors | ||||
Current assets: | ||||
Cash and cash equivalents | 110,361 | 103,306 | $ 94,587 | $ 26,072 |
Marketable securities | 22,732 | 22,219 | ||
Accounts receivable, net | 59,457 | 54,358 | ||
Inventories, net | 16,620 | 14,461 | ||
Uniforms and other rental items in service | 49,025 | 45,388 | ||
Income taxes, current | 4,550 | 3,009 | ||
Prepaid expenses and other current assets | 999 | 710 | ||
Assets held for sale | 0 | |||
Total current assets | 263,744 | 243,451 | ||
Property and equipment, net | 111,235 | 107,759 | ||
Investments | 1,713,070 | 1,711,070 | ||
Goodwill | 41,403 | 39,549 | ||
Service contracts, net | 81,589 | 81,290 | ||
Other assets, net | 13,866 | 11,983 | ||
Total assets | 2,224,907 | 2,195,102 | ||
Current liabilities: | ||||
Accounts payable | (113,813) | (91,467) | ||
Accrued compensation and related liabilities | 5,910 | 12,264 | ||
Accrued liabilities | 21,348 | 18,687 | ||
Debt due within one year | 0 | 0 | ||
Liabilities held for sale | 0 | |||
Total current liabilities | (86,555) | (60,516) | ||
Long-term liabilities: | ||||
Debt due after one year | 390 | 390 | ||
Deferred income taxes | 46,044 | 32,715 | ||
Accrued liabilities | 1,271 | 1,153 | ||
Total long-term liabilities | 47,705 | 34,258 | ||
Total shareholders’ equity | 2,263,757 | 2,221,360 | ||
Total liabilities and shareholders' equity | $ 2,224,907 | $ 2,195,102 |
Supplemental Guarantor Inform66
Supplemental Guarantor Information - Consolidating Condensed Statement of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Nov. 30, 2017 | Nov. 30, 2016 | Nov. 30, 2017 | Nov. 30, 2016 | |
Cash flows from operating activities: | ||||
Net income | $ 137,109 | $ 140,377 | $ 354,320 | $ 278,468 |
Adjustments to reconcile net income to net cash provided by operating activities | ||||
Depreciation | 107,578 | 79,590 | ||
Amortization of intangible assets | 31,261 | 7,460 | ||
Stock-based compensation | 55,204 | 39,582 | ||
Gain on sale of business | (99,060) | 0 | ||
Gain on Shred-it | (25,900) | 0 | (25,876) | |
Deferred income taxes | 42,162 | (3,833) | ||
Change in current assets and liabilities, net of acquisitions of businesses: | ||||
Accounts receivable, net | (24,800) | (44,920) | ||
Inventories, net | 2,595 | (14,616) | ||
Uniforms and other rental items in service | (33,294) | (4,315) | ||
Prepaid expenses and other current assets | (18,573) | (1,952) | ||
Accounts payable | (8,706) | 15,451 | ||
Accrued compensation and related liabilities | (36,480) | (18,936) | ||
Accrued liabilities and other | (1,940) | (4,866) | ||
Income taxes, current | 8,742 | 484 | ||
Net cash provided by operating activities | 379,009 | 301,721 | ||
Cash flows from investing activities: | ||||
Capital expenditures | (132,466) | (155,173) | ||
Proceeds from redemption of marketable securities | 100,259 | 172,968 | ||
Purchase of marketable securities and investments | (99,877) | (118,270) | ||
Proceeds from sale of investment in Shred-it | 0 | 25,876 | ||
Proceeds from sale of business | 127,835 | 0 | ||
Acquisitions of businesses | (1,099) | |||
Acquisitions of businesses, net of cash acquired | (1,099) | (17,778) | ||
Other, net | (870) | 332 | ||
Net cash used in investing activities | (6,218) | (92,045) | ||
Cash flows from financing activities: | ||||
Payments of commercial paper, net | (50,500) | 66,000 | ||
Proceeds from issuance of debt | 0 | |||
Repayment of debt | (250,000) | (250,000) | ||
Prepaid short-term debt financing fees | 0 | (13,495) | ||
Proceeds from exercise of stock-based compensation awards | 28,558 | 19,225 | ||
Repurchase of common stock | (35,697) | (19,230) | ||
Other, net | (1,882) | (5,572) | ||
Net cash used in financing activities | (309,521) | (203,072) | ||
Effect of exchange rate changes on cash and cash equivalents | 3,466 | (2,388) | ||
Net (decrease) increase in cash and cash equivalents | 66,736 | 4,216 | ||
Cash and cash equivalents at beginning of period | 169,266 | 139,357 | ||
Cash and cash equivalents at end of period | 236,002 | 143,573 | 236,002 | 143,573 |
Eliminations | ||||
Cash flows from operating activities: | ||||
Net income | (138,010) | (140,059) | (352,416) | (275,324) |
Adjustments to reconcile net income to net cash provided by operating activities | ||||
Depreciation | 0 | 0 | ||
Amortization of intangible assets | 0 | 0 | ||
Stock-based compensation | 0 | 0 | ||
Gain on sale of business | 0 | |||
Gain on Shred-it | 0 | |||
Deferred income taxes | 0 | 0 | ||
Change in current assets and liabilities, net of acquisitions of businesses: | ||||
Accounts receivable, net | 0 | 0 | ||
Inventories, net | (1,385) | (1,856) | ||
Uniforms and other rental items in service | (357) | (1,398) | ||
Prepaid expenses and other current assets | 0 | 0 | ||
Accounts payable | (160) | 110 | ||
Accrued compensation and related liabilities | 0 | 0 | ||
Accrued liabilities and other | 0 | 0 | ||
Income taxes, current | 0 | 0 | ||
Net cash provided by operating activities | (354,318) | (278,468) | ||
Cash flows from investing activities: | ||||
Capital expenditures | 0 | 0 | ||
Proceeds from redemption of marketable securities | 0 | 0 | ||
Purchase of marketable securities and investments | 2,000 | 17,733 | ||
Proceeds from sale of investment in Shred-it | 0 | |||
Proceeds from sale of business | 0 | |||
Acquisitions of businesses | 0 | |||
Acquisitions of businesses, net of cash acquired | 0 | |||
Other, net | 352,318 | 260,735 | ||
Net cash used in investing activities | 354,318 | 278,468 | ||
Cash flows from financing activities: | ||||
Payments of commercial paper, net | 0 | 0 | ||
Proceeds from issuance of debt | 0 | |||
Repayment of debt | 0 | 0 | ||
Prepaid short-term debt financing fees | 0 | |||
Proceeds from 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 | 0 | ||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Net (decrease) increase 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 | 0 | 0 |
Cintas Corporation | ||||
Cash flows from operating activities: | ||||
Net income | 137,109 | 140,377 | 354,320 | 278,468 |
Adjustments to reconcile net income to net cash provided by operating activities | ||||
Depreciation | 0 | 0 | ||
Amortization of intangible assets | 0 | 0 | ||
Stock-based compensation | 55,204 | 39,582 | ||
Gain on sale of business | 0 | |||
Gain on Shred-it | 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 | 2,819 | ||
Accrued liabilities and other | 0 | 139,766 | ||
Income taxes, current | 0 | 0 | ||
Net cash provided by operating activities | 409,524 | 460,635 | ||
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 sale of investment in Shred-it | 0 | |||
Proceeds from sale of business | 0 | |||
Acquisitions of businesses | 0 | |||
Acquisitions of businesses, net of cash acquired | 0 | |||
Other, net | (402,385) | (460,630) | ||
Net cash used in investing activities | (402,385) | (460,630) | ||
Cash flows from financing activities: | ||||
Payments of commercial paper, net | 0 | 0 | ||
Proceeds from issuance of debt | 0 | |||
Repayment of debt | 0 | 0 | ||
Prepaid short-term debt financing fees | 0 | |||
Proceeds from exercise of stock-based compensation awards | 28,558 | 19,225 | ||
Repurchase of common stock | (35,697) | (19,230) | ||
Other, net | 0 | 0 | ||
Net cash used in financing activities | (7,139) | (5) | ||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Net (decrease) increase 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 | 0 | 0 |
Corp. 2 | ||||
Cash flows from operating activities: | ||||
Net income | 17,981 | 55,004 | 136,511 | 98,875 |
Adjustments to reconcile net income to net cash provided by operating activities | ||||
Depreciation | 65,942 | 52,259 | ||
Amortization of intangible assets | 24,522 | 6,847 | ||
Stock-based compensation | 0 | 0 | ||
Gain on sale of business | (114,581) | |||
Gain on Shred-it | (23,935) | |||
Deferred income taxes | 0 | (9,578) | ||
Change in current assets and liabilities, net of acquisitions of businesses: | ||||
Accounts receivable, net | (42,881) | (36,939) | ||
Inventories, net | 17,728 | (14,038) | ||
Uniforms and other rental items in service | (29,520) | 754 | ||
Prepaid expenses and other current assets | (5,428) | 412 | ||
Accounts payable | 155,461 | 23,367 | ||
Accrued compensation and related liabilities | 6,341 | (12,734) | ||
Accrued liabilities and other | (26,847) | 3,711 | ||
Income taxes, current | 32,963 | (1,635) | ||
Net cash provided by operating activities | 220,211 | 87,366 | ||
Cash flows from investing activities: | ||||
Capital expenditures | (90,497) | (85,207) | ||
Proceeds from redemption of marketable securities | 12,400 | 0 | ||
Purchase of marketable securities and investments | 5,510 | (4,560) | ||
Proceeds from sale of investment in Shred-it | 23,935 | |||
Proceeds from sale of business | 127,835 | |||
Acquisitions of businesses | (1,099) | |||
Acquisitions of businesses, net of cash acquired | (7,245) | |||
Other, net | 21,470 | 177,446 | ||
Net cash used in investing activities | 75,619 | 104,369 | ||
Cash flows from financing activities: | ||||
Payments of commercial paper, net | (50,500) | 66,000 | ||
Proceeds from issuance of debt | 0 | |||
Repayment of debt | (250,000) | (250,000) | ||
Prepaid short-term debt financing fees | (13,495) | |||
Proceeds from exercise of stock-based compensation awards | 0 | 0 | ||
Repurchase of common stock | 0 | 0 | ||
Other, net | (1,862) | (5,572) | ||
Net cash used in financing activities | (302,362) | (203,067) | ||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Net (decrease) increase in cash and cash equivalents | (6,532) | (11,332) | ||
Cash and cash equivalents at beginning of period | 48,658 | 57,893 | ||
Cash and cash equivalents at end of period | 42,126 | 46,561 | 42,126 | 46,561 |
Subsidiary Guarantors | ||||
Cash flows from operating activities: | ||||
Net income | 112,155 | 79,185 | 199,326 | 166,700 |
Adjustments to reconcile net income to net cash provided by operating activities | ||||
Depreciation | 34,789 | 22,412 | ||
Amortization of intangible assets | 2,547 | 175 | ||
Stock-based compensation | 0 | 0 | ||
Gain on sale of business | 15,521 | |||
Gain on Shred-it | 0 | |||
Deferred income taxes | 40,555 | 5,395 | ||
Change in current assets and liabilities, net of acquisitions of businesses: | ||||
Accounts receivable, net | 20,790 | (6,813) | ||
Inventories, net | (13,863) | 2,871 | ||
Uniforms and other rental items in service | (112) | (4,182) | ||
Prepaid expenses and other current assets | (13,609) | (2,411) | ||
Accounts payable | (153,831) | (10,857) | ||
Accrued compensation and related liabilities | (39,311) | (8,935) | ||
Accrued liabilities and other | 26,373 | (148,384) | ||
Income taxes, current | (22,794) | 1,460 | ||
Net cash provided by operating activities | 96,381 | 17,431 | ||
Cash flows from investing activities: | ||||
Capital expenditures | (36,875) | (60,837) | ||
Proceeds from redemption of marketable securities | 0 | 0 | ||
Purchase of marketable securities and investments | (20,064) | (28,751) | ||
Proceeds from sale of investment in Shred-it | 0 | |||
Proceeds from sale of business | 0 | |||
Acquisitions of businesses | 0 | |||
Acquisitions of businesses, net of cash acquired | 0 | |||
Other, net | 26,771 | 21,190 | ||
Net cash used in investing activities | (30,168) | (68,398) | ||
Cash flows from financing activities: | ||||
Payments of commercial paper, net | 0 | 0 | ||
Proceeds from issuance of debt | (2,000) | |||
Repayment of debt | 0 | 0 | ||
Prepaid short-term debt financing fees | 0 | |||
Proceeds from 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 | (2,000) | ||
Effect of exchange rate changes on cash and cash equivalents | 0 | 0 | ||
Net (decrease) increase in cash and cash equivalents | 66,213 | (52,967) | ||
Cash and cash equivalents at beginning of period | 17,302 | 55,392 | ||
Cash and cash equivalents at end of period | 83,515 | 2,425 | 83,515 | 2,425 |
Non- Guarantors | ||||
Cash flows from operating activities: | ||||
Net income | 7,874 | 5,870 | 16,579 | 9,749 |
Adjustments to reconcile net income to net cash provided by operating activities | ||||
Depreciation | 6,847 | 4,919 | ||
Amortization of intangible assets | 4,192 | 438 | ||
Stock-based compensation | 0 | 0 | ||
Gain on sale of business | 0 | |||
Gain on Shred-it | (1,941) | |||
Deferred income taxes | 1,607 | 350 | ||
Change in current assets and liabilities, net of acquisitions of businesses: | ||||
Accounts receivable, net | (2,709) | (1,168) | ||
Inventories, net | 115 | (1,593) | ||
Uniforms and other rental items in service | (3,305) | 511 | ||
Prepaid expenses and other current assets | 464 | 47 | ||
Accounts payable | (10,176) | 2,831 | ||
Accrued compensation and related liabilities | (3,510) | (86) | ||
Accrued liabilities and other | (1,466) | 41 | ||
Income taxes, current | (1,427) | 659 | ||
Net cash provided by operating activities | 7,211 | 14,757 | ||
Cash flows from investing activities: | ||||
Capital expenditures | (5,094) | (9,129) | ||
Proceeds from redemption of marketable securities | 87,859 | 172,968 | ||
Purchase of marketable securities and investments | (87,323) | (102,692) | ||
Proceeds from sale of investment in Shred-it | 1,941 | |||
Proceeds from sale of business | 0 | |||
Acquisitions of businesses | 0 | |||
Acquisitions of businesses, net of cash acquired | (10,533) | |||
Other, net | 956 | 1,591 | ||
Net cash used in investing activities | (3,602) | 54,146 | ||
Cash flows from financing activities: | ||||
Payments of commercial paper, net | 0 | 0 | ||
Proceeds from issuance of debt | 2,000 | |||
Repayment of debt | 0 | 0 | ||
Prepaid short-term debt financing fees | 0 | |||
Proceeds from exercise of stock-based compensation awards | 0 | 0 | ||
Repurchase of common stock | 0 | 0 | ||
Other, net | (20) | 0 | ||
Net cash used in financing activities | (20) | 2,000 | ||
Effect of exchange rate changes on cash and cash equivalents | 3,466 | (2,388) | ||
Net (decrease) increase in cash and cash equivalents | 7,055 | 68,515 | ||
Cash and cash equivalents at beginning of period | 103,306 | 26,072 | ||
Cash and cash equivalents at end of period | $ 110,361 | $ 94,587 | $ 110,361 | $ 94,587 |