Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jul. 31, 2019 | Sep. 27, 2019 | Jan. 31, 2019 | |
Entity Information [Line Items] | |||
Document Transition Report | false | ||
Document Annual Report | true | ||
Title of 12(b) Security | Common Stock, par value $0.0001 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity File Number | 000-23255 | ||
Entity Tax Identification Number | 94-2867490 | ||
Entity Address, Address Line One | 14185 Dallas Parkway | ||
Entity Address, Address Line Two | Suite 300 | ||
Entity Address, City or Town | Dallas | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 75254 | ||
City Area Code | 972 | ||
Security Exchange Name | NASDAQ | ||
Documents Incorporated by Reference [Text Block] | Portions of our definitive Proxy Statement for the 2019 Annual Meeting of Stockholders, also referred to in this Annual Report on Form 10-K as our Proxy Statement, which will be filed with the Securities and Exchange Commission, or SEC, pursuant to Regulation 14A within 120 days after the registrant’s fiscal year end of July 31, 2019, have been incorporated by reference in Part III hereof. Except with respect to the information specifically incorporated by reference, the Proxy Statement is not deemed to be filed as a part hereof. | ||
Local Phone Number | 391-5000 | ||
Entity Registrant Name | COPART, INC. | ||
Entity Central Index Key | 0000900075 | ||
Current Fiscal Year End Date | --07-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Jul. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Trading Symbol | CPRT | ||
Entity Common Stock, Shares Outstanding | 232,250,144 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Public Float | $ 9,985,566,607 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jul. 31, 2019 | Jul. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 186,319 | $ 274,520 |
Accounts receivable, net | 367,265 | 351,601 |
Vehicle pooling costs | 76,548 | 34,284 |
Inventories | 20,941 | 16,734 |
Income taxes receivable | 19,526 | 15,312 |
Prepaid expenses and other assets | 16,568 | 16,665 |
Total current assets | 687,167 | 709,116 |
Property and equipment, net | 1,427,726 | 1,163,425 |
Intangibles, net | 55,156 | 64,892 |
Goodwill | 333,321 | 337,235 |
Deferred income taxes | 411 | 470 |
Other assets | 43,836 | 32,560 |
Total assets | 2,547,617 | 2,307,698 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 270,918 | 270,944 |
Deferred revenue | 6,466 | 4,488 |
Income taxes payable | 3,482 | 673 |
Current portion of revolving loan facility and capital lease obligations | 1,138 | 1,151 |
Total current liabilities | 282,004 | 277,256 |
Deferred income taxes | 48,683 | 19,733 |
Income taxes payable | 35,116 | 27,277 |
Long-term debt, revolving loan facility, and capital lease obligations, net of discount | 400,091 | 398,747 |
Other liabilities | 3,342 | 3,586 |
Total liabilities | 769,236 | 726,599 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock: $0.0001 par value—5,000,000 shares authorized; none issued | 0 | 0 |
Common stock: $0.0001 par value—400,000,000 shares authorized; 229,790,268 and 233,898,841 shares issued and outstanding, respectively | 23 | 23 |
Additional paid-in capital | 572,559 | 526,858 |
Accumulated other comprehensive loss | (132,529) | (107,928) |
Retained earnings | 1,338,328 | 1,162,146 |
Stockholders’ Equity | 1,778,381 | 1,581,099 |
Total liabilities and stockholders’ equity | $ 2,547,617 | $ 2,307,698 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Jul. 31, 2019 | Jul. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 400,000,000 | 400,000,000 |
Common stock, shares issued | 229,790,268 | 233,898,841 |
Common stock, shares outstanding | 229,790,268 | 233,898,841 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Service revenues and vehicle sales | $ 2,041,957 | $ 1,805,695 | $ 1,447,981 |
Operating expenses: | |||
Yard operations | 888,111 | 846,868 | 678,401 |
Cost of vehicle sales | 255,504 | 196,461 | 137,552 |
General and administrative | 181,867 | 176,890 | 151,364 |
Impairment of long-lived assets | 0 | 1,131 | 19,365 |
Total operating expenses | 1,325,482 | 1,221,350 | 986,682 |
Operating income | 716,475 | 584,345 | 461,299 |
Other (expense) income: | |||
Interest expense | (19,810) | (20,368) | (23,779) |
Interest income | 2,225 | 1,293 | 1,406 |
Other income (expense), net | 6,061 | (2,759) | 1,174 |
Total other expense | (11,524) | (21,834) | (21,199) |
Income before income taxes | 704,951 | 562,511 | 440,100 |
Income tax expense | 113,258 | 144,504 | 45,839 |
Net income | 591,693 | 418,007 | 394,261 |
Net income attributable to noncontrolling interest | 0 | 140 | 34 |
Net income attributable to Copart, Inc. | $ 591,693 | $ 417,867 | $ 394,227 |
Basic net income per common share | $ 2.57 | $ 1.80 | $ 1.72 |
Weighted average common shares outstanding | 230,489 | 231,793 | 228,686 |
Diluted net income per common share | $ 2.46 | $ 1.73 | $ 1.66 |
Diluted weighted average common shares outstanding | 240,453 | 241,877 | 237,019 |
Service revenues | |||
Service revenues and vehicle sales | $ 1,755,694 | $ 1,578,502 | $ 1,286,252 |
Vehicle sales | |||
Service revenues and vehicle sales | $ 286,263 | $ 227,193 | $ 161,729 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 591,693 | $ 418,007 | $ 394,261 |
Other comprehensive income: | |||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss) Arising During Period, Net of Tax | (24,601) | (7,252) | 8,518 |
Comprehensive income, net of tax: | |||
Comprehensive income | 567,092 | 410,755 | 402,779 |
Comprehensive income attributable to noncontrolling interest | 0 | 140 | 34 |
Comprehensive income attributable to Copart, Inc. | $ 567,092 | $ 410,615 | $ 402,745 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings | Noncontrolling Interest |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stockholders’ Equity | $ 774,456 | |||||
Balances attributable to Parent at Jul. 31, 2016 | $ 22 | $ 392,434 | $ (109,194) | $ 491,194 | ||
Stockholders' Equity Attributable to Noncontrolling Interest at Jul. 31, 2016 | $ 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 394,227 | 0 | 0 | 0 | 394,227 | |
Net Income (Loss), Attributable to Noncontrolling Interest | 34 | 34 | ||||
Net income | 394,261 | |||||
Currency translation adjustment | 8,518 | 0 | 0 | 8,518 | 0 | 0 |
Noncontrolling Interest, Increase from Business Combination | 500 | 0 | 0 | 0 | 0 | 500 |
Exercise of stock options, net of repurchased shares | (104,245) | 1 | 35,805 | 0 | (140,051) | 0 |
Employee stock-based compensation and related tax benefit | 20,840 | 0 | 20,840 | 0 | 0 | 0 |
Shares issued for Employee Stock Purchase Plan | 4,270 | 0 | 4,270 | 0 | 0 | 0 |
Stockholders' Equity Attributable to Noncontrolling Interest at Jul. 31, 2017 | 534 | |||||
Balances attributable to Parent at Jul. 31, 2017 | $ 23 | 453,349 | (100,676) | 745,370 | ||
Balances (in shares) at Jul. 31, 2016 | 220,244,120 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options, net of repurchased shares (in shares) | 10,053,463 | |||||
Shares issued for Employee Stock Purchase Plan (in shares) | 190,713 | |||||
Balances (in shares) at Jul. 31, 2017 | 230,488,296 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stockholders’ Equity | 1,098,600 | |||||
Net income | 417,867 | $ 0 | 0 | 0 | 417,867 | |
Net Income (Loss), Attributable to Noncontrolling Interest | 140 | 140 | ||||
Net income | 418,007 | |||||
Currency translation adjustment | (7,252) | 0 | 0 | (7,252) | 0 | 0 |
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders | (235) | 0 | 0 | 0 | 0 | (235) |
Noncontrolling Interest, Decrease from Deconsolidation | (439) | 0 | 0 | 0 | 0 | (439) |
Exercise of stock options, net of repurchased shares | 43,344 | 0 | 44,459 | 0 | (1,115) | 0 |
Employee stock-based compensation and related tax benefit | 23,221 | 0 | 23,197 | 0 | 24 | 0 |
Shares issued for Employee Stock Purchase Plan | 5,853 | 0 | 5,853 | 0 | 0 | 0 |
Stockholders' Equity Attributable to Noncontrolling Interest at Jul. 31, 2018 | 0 | |||||
Balances attributable to Parent at Jul. 31, 2018 | $ 23 | 526,858 | (107,928) | 1,162,146 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options, net of repurchased shares (in shares) | 3,225,377 | |||||
Shares issued for Employee Stock Purchase Plan (in shares) | 185,168 | |||||
Balances (in shares) at Jul. 31, 2018 | 233,898,841 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stockholders’ Equity | 1,581,099 | |||||
Net income | 591,693 | $ 0 | 0 | 0 | 591,693 | |
Net Income (Loss), Attributable to Noncontrolling Interest | 0 | 0 | ||||
Net income | 591,693 | |||||
Currency translation adjustment | (24,601) | 0 | 0 | (24,601) | 0 | 0 |
Exercise of stock options, net of repurchased shares | (12,487) | 0 | 32,500 | 0 | (44,987) | 0 |
Employee stock-based compensation and related tax benefit | 23,445 | 0 | 23,445 | 0 | 0 | 0 |
Shares issued for Employee Stock Purchase Plan | 7,183 | 0 | 7,183 | 0 | 0 | 0 |
Shares repurchased | (364,997) | 0 | (17,427) | 0 | (347,570) | 0 |
Stockholders' Equity Attributable to Noncontrolling Interest at Jul. 31, 2019 | $ 0 | |||||
Balances attributable to Parent at Jul. 31, 2019 | $ 23 | $ 572,559 | $ (132,529) | $ 1,338,328 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Exercise of stock options, net of repurchased shares (in shares) | 3,349,980 | |||||
Shares issued for Employee Stock Purchase Plan (in shares) | 177,043 | |||||
Shares repurchased (in shares) | (7,635,596) | |||||
Balances (in shares) at Jul. 31, 2019 | 229,790,268 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stockholders’ Equity | $ 1,778,381 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flow - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Cash flows from operating activities: | |||
Net Income | $ 591,693 | $ 418,007 | $ 394,261 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization, including debt cost | 85,334 | 79,040 | 57,441 |
Allowance for doubtful accounts | (429) | 1,142 | 187 |
Impairment of long-lived assets | 0 | 1,131 | 19,365 |
Equity in losses of unconsolidated affiliates | 419 | 750 | 671 |
Stock-based compensation | 23,445 | 23,221 | 20,840 |
(Gain) loss on sale of property and equipment | (3,073) | 3,240 | 184 |
Deferred income taxes | 23,167 | 16,717 | 19,901 |
Changes in operating assets and liabilities, net of effects from acquisitions: | |||
Accounts receivable | (60,808) | (40,335) | (38,542) |
Vehicle pooling costs | (16,418) | (3,353) | (1,915) |
Inventories | (4,719) | (3,959) | 1,294 |
Prepaid expenses and other current assets | (204) | (776) | 1,760 |
Other assets | (12,061) | 70 | 1,085 |
Accounts payable and accrued liabilities | 11,126 | 53,320 | 4,269 |
Deferred revenue | 2,056 | (520) | 392 |
Income taxes receivable | (4,215) | (8,916) | 12,343 |
Income taxes payable | 10,669 | (3,149) | (333) |
Other liabilities | 664 | (587) | (1,145) |
Net Cash Provided by (Used in) Operating Activities | 646,646 | 535,069 | 492,058 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (373,883) | (287,910) | (172,178) |
Purchases of assets and liabilities in connection with acquisitions, net of cash acquired | (745) | (8,787) | (160,812) |
Proceeds from sale of property and equipment | 18,361 | 6,425 | 765 |
Proceeds from sale of majority-owned subsidiary | 0 | 1,796 | 0 |
Investment in unconsolidated affiliate | 0 | 0 | (3,566) |
Net Cash Provided by (Used in) Investing Activities | (356,267) | (288,476) | (335,791) |
Cash flows from financing activities: | |||
Proceeds from the exercise of stock options | 34,398 | 44,459 | 31,188 |
Proceeds from the issuance of Employee Stock Purchase Plan shares | 7,183 | 5,853 | 4,270 |
Repurchases of common stock | (364,997) | 0 | 0 |
Payments for employee stock-based tax withholdings | (46,888) | (1,115) | (135,433) |
Net repayments on revolving loan facility | 0 | (231,000) | (7,000) |
Payments to Noncontrolling Interests | 0 | (235) | 0 |
Net Cash Provided by (Used in) Financing Activities | (370,304) | (182,038) | (106,975) |
Effect of foreign currency translation | (8,276) | (135) | 4,959 |
Net (decrease) increase in cash and cash equivalents | (88,201) | 64,420 | 54,251 |
Cash and cash equivalents at beginning of period | 274,520 | 210,100 | 155,849 |
Cash and cash equivalents at end of period | 186,319 | 274,520 | 210,100 |
Supplemental disclosure of cash flow information: | |||
Interest Paid, Excluding Capitalized Interest, Operating Activities | 19,289 | 20,343 | 23,221 |
Income taxes paid, net of refunds | $ 82,448 | 142,161 | $ 14,011 |
International [Member] | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Impairment of long-lived assets | $ 1,157 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jul. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 1 — Summary of Significant Accounting Policies Basis of Presentation and Description of Business Copart, Inc. was incorporated under the laws of the State of California in 1982. In January 2012, the Company changed the state in which it is incorporated (the “Reincorporation”) and is now incorporated under the laws of the State of Delaware. All references to “we,” “us,” “our,” or “the Company” herein refer to the California corporation prior to the date of the Reincorporation, and to the Delaware corporation on and after the date of the Reincorporation. The Company provides vehicle sellers with a full range of services to process and sell vehicles over the internet through the Company’s Virtual Bidding Third Generation (VB3) internet auction-style sales technology. Sellers are primarily insurance companies but also include banks, finance companies, charities, fleet operators, dealers and vehicles sourced directly from individual owners . The Company sells principally to licensed vehicle dismantlers, rebuilders, repair licensees, used vehicle dealers and exporters; however, at certain locations, the Company sells directly to the general public. The majority of vehicles sold on behalf of insurance companies are either damaged vehicles deemed a total loss or not economically repairable by the insurance companies or are recovered stolen vehicles for which an insurance settlement with the vehicle owner has already been made. The Company offers vehicle sellers a full range of services that expedite each stage of the vehicle sales process, minimize administrative and processing costs and maximize the ultimate sales price through the online auction process. In the United States (U.S.), Canada, Brazil, the Republic of Ireland, Finland, the United Arab Emirates (U.A.E.), Oman, Bahrain, and Spain, the Company sells vehicles primarily as an agent and derives revenue primarily from auction and auction related sales transaction fees charged for vehicle remarketing services as well as fees for services subsequent to the auction, such as delivery and storage. In the United Kingdom (U.K.) and Germany, the Company operates both as an agent and on a principal basis, in some cases purchasing salvage vehicles outright and reselling the vehicles for its own account. In Germany and Spain, the Company also derives revenue from listing vehicles on behalf of insurance companies and insurance experts to determine the vehicle’s residual value and/or to facilitate a sale for the insured. The consolidated financial statements of the Company include the accounts of the parent company and its wholly-owned subsidiaries, including its foreign wholly-owned subsidiaries. The Company also had a 59.5% voting interest in a company, which was acquired as part of the Cycle Express, LLC acquisition (“majority-owned subsidiary”), which provided various repossession services for the powersports auction industry. The noncontrolling interest consisted of a 40.5% outside voting interest in the majority-owned subsidiary. Net income or loss of the majority-owned subsidiary was allocated to the members’ interests in accordance with the operating agreement. During the year ended July 31, 2018, the Company sold the majority-owned subsidiary and disposed of its related goodwill. The proceeds from the sale of the majority-owned subsidiary were $1.8 million resulting in a realized gain of $0.9 million recorded in other income. Significant intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Estimates include, but are not limited to, vehicle pooling costs; income taxes; stock-based compensation; purchase price allocations; and contingencies. Actual results could differ from these estimates. Revenue Recognition In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (ASC 606), which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition . ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 was effective for annual and interim periods within those annual reporting periods beginning after December 15, 2017 and was effective for the Company beginning with the first quarter of fiscal year 2019. ASU 2014-09 allows adoption with either retrospective application to each period presented, or modified retrospective application, with the cumulative effect recognized as of the date of initial application. The Company used the modified retrospective application with the cumulative effect as its transition method. Upon adoption, service revenue and vehicle sales revenue are recognized at the date the vehicles are sold at auction. This timing of revenue recognition under ASU 2014-09 is consistent with the Company’s previous policy under ASC 605 for most service and vehicle sales revenue. However, the adoption represents a change in the timing of revenue recognition for certain service revenues, such as inbound transportation and titling fees, which were previously recognized under ASC 605 when the services were performed, which generally occurred prior to auction. Related costs to prepare the vehicles for auction, including inbound transportation and titling, are deferred and recognized at the time of revenue recognition. This change resulted in a decrease to beginning retained earnings as of August 1, 2018, of $23.0 million as a result of the initial application of the standard and did not have a material impact to earnings. This retained earnings adjustment related to adjustments to accounts receivable, vehicle pooling costs and deferred taxes upon adoption of the standard. There were no contract liabilities on the consolidated balance sheets at July 31, 2019 . The Company’s disaggregation between service revenues and vehicle sales at the segment level reflects how the nature, timing, amount and uncertainty of its revenues and cash flows are impacted by economic factors. The Company reports sales taxes on relevant transactions on a net basis in the Company’s consolidated results of operations, and therefore does not include sales taxes in revenues or costs. Service revenues The Company’s service revenue consists of auction and auction related sales transaction fees charged for vehicle remarketing services. Within this revenue category, the Company’s primary performance obligation is the auctioning of consigned vehicles through an online auction process. These auction and auction related services may include a combination of vehicle purchasing fees, vehicle listing fees, and vehicle selling fees that can be based on a predetermined percentage of the vehicle sales price, tiered vehicle sales price driven fees, or at a fixed fee based on the sale of each vehicle regardless of the selling price of the vehicle; transportation fees for the cost of transporting the vehicle to or from the Company’s facility; title processing and preparation fees; vehicle storage fees; bidding fees; and vehicle loading fees. These services are not distinct within the context of the contract. Accordingly, revenue for these services is recognized when the single performance obligation is satisfied at the completion of the auction process. The Company does not take ownership of these consigned vehicles, which are stored at the Company’s facilities located throughout the U.S. and at its international locations. These fees are recognized as net revenue (not gross vehicle selling price) at the time of auction in the amount of such fees charged. The Company identified a separate performance obligation related to providing access to its online auction platform. The Company also charges members an annual registration fee for the right to participate in its online auctions and access the Company’s bidding platform. Under the new standard, this fee will continue to be recognized ratably over the term of the arrangement, generally one year, as each day of access to the online auction platform represents the best depiction of the transfer of the service. No provision for returns has been established, as all sales are final with no right of return or warranty, although the Company provides for bad debt expense in the case of non-performance by its buyers or sellers. Year Ended July 31, (In thousands) 2019 2018 2017 Service revenues United States $ 1,537,431 $ 1,385,238 $ 1,128,990 International 218,263 193,264 157,262 Total service revenues $ 1,755,694 $ 1,578,502 $ 1,286,252 Vehicle sales Certain vehicles are purchased and remarketed on the Company’s own behalf. The Company identified a single performance obligation related to the sale of these vehicles, which is the completion of the online auction process. Under the new standard, vehicle sales revenue will continue to be recognized on the auction date. As the Company acts as a principal in vehicle sales transactions, the gross sales price at auction is recorded as revenue. Year Ended July 31, (In thousands) 2019 2018 2017 Vehicle sales United States $ 119,138 $ 105,784 $ 64,198 International 167,125 121,409 97,531 Total vehicle sales $ 286,263 $ 227,193 $ 161,729 Contract assets The Company capitalizes certain contract assets related to obtaining a contract, where the amortization period for the related asset is greater than one year. These assets are amortized over the expected life of the customer relationship. Contract assets are classified as current or long-term other assets, based on the timing of when the Company expects to recognize the related revenues and are amortized as an offset to the associated revenues on a straight-line basis. The Company assesses these costs for impairment at least quarterly and as “triggering” events occur that indicate it is more likely than not that an impairment exists. The contract asset costs where the amortization period for the related asset is one year or less are expensed as incurred and recorded within general and administrative expenses in the accompanying statements of income. The change in the carrying amount of contract assets was as follows (in thousands): Balance as of July 31, 2018 $ 11,840 Capitalized contract assets during the period 4,130 Costs amortized during the period (4,875 ) Effect of foreign currency exchange rates (521 ) Balance as of July 31, 2019 $ 10,574 Vehicle Pooling Costs The Company defers costs that relate directly to the fulfillment of its contracts associated with vehicles consigned to and received by the Company, but not sold as of the end of the period. The Company quantifies the deferred costs using a calculation that includes the number of vehicles at its facilities at the beginning and end of the period, the number of vehicles sold during the period and an allocation of certain yard operation costs of the period. The primary expenses allocated and deferred are inbound transportation costs, titling fees, certain facility costs, labor, and vehicle processing. Upon the adoption of ASC 606 in fiscal 2019, the Company began deferring the inbound transportation costs and titling fees directly associated with the vehicles within its vehicle pooling costs. If the allocation factors change, then yard operation expenses could increase or decrease correspondingly in the future. These costs are expensed into yard operations expenses as vehicles are sold in subsequent periods on an average cost basis. Foreign Currency Translation The Company records foreign currency translation adjustments from the process of translating the functional currency of the financial statements of its foreign subsidiaries into the U.S. dollar reporting currency. The Canadian dollar, British pound, Brazilian real, European Union euro, U.A.E. dirham, Omani rial, Bahraini dinar, and Indian rupee are the functional currencies of the Company’s foreign subsidiaries, as they are the primary currencies within the economic environment in which each subsidiary operates. The original equity investment in the respective subsidiaries is translated at historical rates. Assets and liabilities of the respective subsidiary’s operations are translated into U.S. dollars at period-end exchange rates, and revenues and expenses are translated into U.S. dollars at average exchange rates in effect during each reporting period. Adjustments resulting from the translation of each subsidiary’s financial statements are reported in other comprehensive income. The cumulative effects of foreign currency exchange rate fluctuations were as follows (in thousands): Cumulative loss on foreign currency translation as of July 31, 2017 $ (100,676 ) Loss on foreign currency translation (7,252 ) Cumulative loss on foreign currency translation as of July 31, 2018 $ (107,928 ) Loss on foreign currency translation (24,601 ) Cumulative loss on foreign currency translation as of July 31, 2019 $ (132,529 ) Fair Value of Financial Instruments The Company records its financial assets and liabilities at fair value in accordance with the framework for measuring fair value in U.S. GAAP. In accordance with ASC 820, Fair Value Measurements and Disclosures , as amended by Accounting Standards Update 2011-04, the Company considers fair value as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants under current market conditions. This framework establishes a fair value hierarchy that prioritizes the inputs used to measure fair value: Level I Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities traded in active markets. Level II Inputs other than quoted prices included within Level I that are observable for the asset or liability, either directly or indirectly. Level III Inputs that are generally unobservable. These inputs may be used with internally developed methodologies that result in management’s best estimate. The amounts recorded for financial instruments in the Company’s consolidated financial statements, which included cash, accounts receivable, accounts payable, accrued liabilities and Revolving Loan Facility approximated their fair values as of July 31, 2019 and 2018 , due to the short-term nature of those instruments and are classified within Level II of the fair value hierarchy. Cash equivalents are classified within Level II of the fair value hierarchy because they are valued using quoted market prices of the underlying investments. See Note 7 — Long-Term Debt and Note 8 – Fair Value Measures . Cost of Vehicle Sales Cost of vehicle sales includes the purchase price of vehicles sold for the Company’s own account. Yard Operations Yard operations consists primarily of operating personnel (which includes yard management, clerical and yard employees) and their related benefits, rent, vehicle transportation, insurance, property related taxes, fuel, and equipment maintenance and repair. General and Administrative Expenses General and administrative expenses consist primarily of executive, accounting, data processing, sales personnel, professional services, marketing expenses, and system maintenance and enhancements. Advertising All advertising costs are expensed as incurred and are included in general and administrative expenses on the consolidated statements of income. Advertising expenses were $7.5 million , $5.9 million , and $5.6 million for the years ended July 31, 2019 , 2018 and 2017 , respectively. Other (Expense) Income Other (expense) income consists primarily of interest expense, interest income, gains and losses from the disposal of fixed assets, rental income, earnings from unconsolidated affiliates, and currency related gains and losses. Income Taxes and Deferred Tax Assets Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities, their respective tax basis, and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Company considers the need to maintain a valuation allowance on deferred tax assets based on an assessment of whether it is more likely than not that the Company would realize those deferred tax assets based on future reversals of existing taxable temporary differences and the ability to generate sufficient taxable income within the carryforward period available under the applicable tax law. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Excess tax benefits and deficiencies related to exercises of stock options are recognized as expense or benefit in the income statement as discrete items in the reporting period in which they occur. The Company recognizes and measures uncertain tax positions in accordance with ASC740, Income Taxes , pursuant to which the Company only recognizes the tax benefit from an uncertain tax position if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Company reports a liability for unrecognized tax benefits resulting from uncertain tax positions taken or expected to be taken in a tax return. ASC740 further requires that a change in judgment related to the expected ultimate resolution of uncertain tax positions be recognized in earnings in the quarter in which such change occurs. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. The Company files annual income tax returns in multiple taxing jurisdictions. A number of years may elapse before an uncertain tax position is audited by the relevant tax authorities and finally resolved. The Company believes that its reserves for income taxes reflect the most likely outcome. The Company adjusts these reserves, as well as the related interest, where appropriate in light of changing facts and circumstances. The Company accounted for the tax effects of the Tax Cuts and Jobs Act, enacted on December 22, 2017, on a provisional basis in the six months ended January 31, 2018 consolidated financial statements. The Company completed its accounting as of January 31, 2019, within the one year measurement period from the enactment date. Net Income Per Share Basic net income per share amounts were computed by dividing consolidated net income by the weighted average number of common shares outstanding during the period. Diluted net income per share amounts were computed by dividing consolidated net income by the weighted average number of common shares outstanding plus dilutive potential common shares calculated for stock options outstanding during the period using the treasury stock method. Cash and Cash Equivalents The Company considers all highly liquid investments purchased with original maturities of three months or less at the time of purchase to be cash equivalents. Cash and cash equivalents include cash held in checking, domestic certificates of deposit, and money market accounts. The Company periodically invests its excess cash in money market funds and U.S. Treasury Bills. The Company’s cash and cash equivalents are placed with high credit quality financial institutions. Inventory Inventories of purchased vehicles are stated at the lower of cost or estimated realizable value. Cost includes the Company’s cost of acquiring ownership of the vehicle. The cost of vehicles sold is charged to cost of vehicle sales as sold on a specific identification basis. Accounts Receivable Accounts receivable, which consist primarily of advance charges receivable from the Company’s sellers and the gross sales price of the vehicle due from buyers, are recorded when billed, advanced or accrued and represent claims against third parties that will be settled in cash. Advance charges receivable represents amounts paid to third parties on behalf of insurance companies for which the Company will be reimbursed when the vehicle is sold. Concentration of Credit Risk Financial instruments, which subject the Company to potential credit risk, consist of its cash and cash equivalents, short-term investments and accounts receivable. The Company adheres to its investment policy when placing investments. The investment policy has established guidelines to limit the Company’s exposure to credit risk by placing investments with high credit quality financial institutions, diversifying its investment portfolio, limiting investments in any one issuer or pooled fund and placing investments with maturities that maintain safety and liquidity. Deposits with these financial institutions may exceed the amount of insurance provided; however, these deposits typically are redeemable upon demand and, therefore, the Company believes that the financial risks associated with these financial instruments are minimal. The Company generally does not require collateral on its accounts receivable. The Company estimates its allowances for doubtful accounts based on historical collection trends, the age of outstanding receivables and existing economic conditions. If events or changes in circumstances indicate that specific receivable balances may be impaired, further consideration is given to the collectability of those balances and the allowance is adjusted accordingly. Past-due account balances are written off when the Company’s internal collection efforts have been unsuccessful in collecting the amounts due. The Company does not have off-balance sheet credit exposure related to its customers and to date, the Company has not experienced significant credit-related losses. No single customer accounted for more than 10 % of the Company’s consolidated revenues for the years ended July 31, 2019 , 2018 and 2017 . As of July 31, 2019 and 2018, n o customer accounted for more than 10% of the Company’s consolidated accounts receivable. Property and Equipment Property and equipment is stated at cost, less accumulated depreciation and amortization. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or the estimated useful lives of the respective improvements, which is between seven and ten years . Significant improvements which substantially extend the useful lives of assets are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation and amortization are computed on a straight-line basis over the estimated useful lives: three to seven years for internally developed or purchased software; three to twenty years for transportation and other equipment; three to five years for office furniture and equipment; and 7 to 40 years or the lease term, whichever is shorter , for buildings and improvements. Amortization of equipment under capital leases is included in depreciation expense. Goodwill In accordance with ASC 350-30-35, Intangibles—Goodwill and Other , goodwill is not amortized but is tested for potential impairment, at a minimum on an annual basis, or when indications of potential impairment exist. The Company assesses goodwill for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment, referred to as a reporting unit. The Company has identified two reporting units, which are consistent with its two operating and reportable segments, U.S. and International. The Company has historically evaluated goodwill for impairment annually as of the beginning of the fourth quarter, or when an indicator of impairment exists. The Company’s annual goodwill impairment analysis, which was performed qualitatively during the fourth quarter of fiscal 2019 and 2018 , did not result in an impairment charge. This qualitative analysis, which is referred to as step zero under ASC 350, considered all relevant factors specific to the reporting units, including macroeconomic conditions; industry and market considerations; overall financial performance and relevant entity-specific events. Segments and Other Geographic Reporting The Company’s U.S. and International regions are considered two separate operating segments and are disclosed as two reportable segments. The segments represent geographic areas and reflect how the chief operating decision maker allocates resources and measures results, including total revenues and operating income. Capitalized Software Costs The Company capitalizes system development costs and website development costs related to the enterprise computing services during the application development stage. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Internal-use software is amortized on a straight-line basis over its estimated useful life, generally three to seven years. The Company evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that impact the recoverability of these assets. Total gross capitalized software as of July 31, 2019 and 2018 was $39.4 million and $30.7 million , respectively. Accumulated amortization expense related to software as of July 31, 2019 and 2018 totaled $23.6 million and $16.0 million , respectively. During the year ended July 31, 2018, the Company retired fully amortized capitalized software of $15.5 million , which were no longer being utilized. Additionally, during the year ended July 31, 2017, the Company recognized a $19.4 million charge primarily related to fully impairing costs previously capitalized in connection with the development of business operating software. Stock-Based Compensation The Company accounts for stock-based awards to employees and non-employees using the fair value method as required by ASC 718, Compensation—Stock Compensation (ASC 718), which requires the measurement and recognition of compensation expense for all stock-based awards made to employees, consultants and directors based on estimated fair value. ASC 718 requires companies to estimate the fair value of stock-based awards on the measurement date using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized in expense over the requisite service periods. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The fair value of each option was estimated on the measurement date using the Black-Scholes Merton (BSM) option-pricing model utilizing the following assumptions: July 31, 2019 2018 2017 Expected life (in years) 5.3 – 6.6 5.3 – 6.9 5.5 – 7.4 Risk-free interest rate 1.80 – 2.69 1.88 – 2.62 1.20 – 2.07 Estimated volatility 21.6 – 22.1 19.7 – 20.7 20.0 – 22.7 Expected dividends — % — % — % Weighted average fair value at measurement date $ 15.47 $ 8.88 $ 7.05 Expected life—The Company’s expected life represents the period that the Company’s stock-based awards are expected to be outstanding and was determined based on historical experience of similar awards, giving consideration to the contractual terms of the stock-based awards, vesting schedules and expectations of future employee behavior as influenced by changes to the terms of its stock-based awards. Risk-free interest rate—The Company bases the risk-free interest rate used in the BSM option-pricing model on the implied yield currently available on U.S. Treasury zero-coupon issues with the same or substantially equivalent expected life. Estimated volatility—The Company uses the trading history of its common stock in determining an estimated volatility factor when using the BSM option-pricing model to determine the fair value of options granted. Expected dividend—The Company has not declared dividends. Therefore, the Company uses a zero value for the expected dividend value factor when using the BSM option-pricing model to determine the fair value of options granted. Estimated forfeitures—When estimating forfeitures, the Company considers voluntary and involuntary termination behavior as well as analysis of actual option forfeitures. Net cash proceeds from the exercise of stock options were $34.4 million , $44.5 million and $31.2 million for the years ended July 31, 2019 , 2018 and 2017 , respectively. Comprehensive Income Comprehensive income includes all changes in stockholders’ equity during a period from non-stockholder sources. For the years ended July 31, 2019 , 2018 and 2017 , accumulated other comprehensive income (loss) was the effect of foreign currency translation adjustments. Deferred taxes are not provided on cumulative translation adjustments where the Company expects earnings of a foreign subsidiary to be indefinitely reinvested. Acquisitions The Company recognizes and measures identifiable assets acquired and liabilities assumed in acquired entities in accordance with ASC 805, Business Combinations . The allocation of the purchase consideration for acquisitions can require extensive use of accounting estimates and judgments to allocate the purchase consideration to the identifiable tangible and intangible assets acquired and liabilities assumed based on their respective fair values. The excess of the fair value of purchase consideration over the values of the identifiable assets and liabilities is recorded as goodwill. Critical estimates in valuing certain identifiable assets include but are not limited to expected long-term revenues; future expected operating expenses; cost of capital; appropriate attrition; and discount rates. Recently Issued Accounting Pronouncements Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (ASC 606), which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition . ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. On August 1, 2018, the Company adopted ASC 606 using the modified retrospective method for all contracts. Results for reporting periods beginning August 1, 2018 are presented under ASC 606, while prior period amounts were not adjusted and continue to be reported in accordance with the Company’s historic accounting under Topic 605, Revenue Recognition . Pending In February 2018, the FASB issued ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . The current standard, ASC Topic 740 - Income Taxes , requires deferred tax liabilities and assets to be adjusted for the effect of a change in tax laws or rates with the effect included in income from continuing operations in the reporting period that includes the enactment date. This includes the tax effects of items in accumulated other comprehensive income ("AOCI") that were originally recognized in other comprehensive income, subsequently creating stranded tax effects. ASU 2018-02 allows a reclas |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Jul. 31, 2019 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Accounts Receivable, Net | NOTE 2 — Accounts Receivable, Net Accounts receivable, net consisted of: July 31, (In thousands) 2019 2018 Advance charges receivable $ 280,835 $ 230,092 Trade accounts receivable 89,274 125,255 Other receivables 2,098 1,698 372,207 357,045 Less: Allowance for doubtful accounts (4,942 ) (5,444 ) Accounts receivable, net $ 367,265 $ 351,601 Advance charges receivable represents amounts paid to third parties on behalf of insurance companies for which the Company will be reimbursed when the vehicle is sold. As advance charges are recovered within one year, the Company has not adjusted the amount of consideration received from the customer for a significant financing component. Trade accounts receivable includes fees and gross auction proceeds to be collected from insurance companies and buyers. The movements in the allowance for doubtful accounts were as follows: July 31, (In thousands) 2019 2018 2017 Balance at beginning of year $ 5,444 $ 4,311 $ 4,120 Charged to costs and expenses 2,409 4,255 2,928 Deductions to bad debt (2,911 ) (3,122 ) (2,737 ) Balance at end of year $ 4,942 $ 5,444 $ 4,311 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Jul. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | NOTE 3 — Property and Equipment, Net Property and equipment, net consisted of the following: July 31, (In thousands) 2019 2018 Transportation and other equipment $ 236,282 $ 190,900 Office furniture and equipment 63,200 58,477 Software 39,434 30,680 Land 939,817 762,524 Buildings and leasehold improvements 686,615 610,964 1,965,348 1,653,545 Less: Accumulated depreciation and amortization (537,622 ) (490,120 ) Property and equipment, net $ 1,427,726 $ 1,163,425 Depreciation expense on property and equipment was $66.8 million , $58.8 million and $39.6 million for the years ended July 31, 2019 , 2018 and 2017 , respectively. Amortization expense of software was $7.6 million , $5.7 million and $10.6 million for the years ended July 31, 2019 , 2018 and 2017 , respectively. During the year ended July 31, 2018, the Company retired fully amortized capitalized software of $15.5 million , which were no longer being utilized. Additionally, during the year ended July 31, 2017, the Company recognized a $19.4 million |
Goodwill
Goodwill | 12 Months Ended |
Jul. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | NOTE 4 — Goodwill The change in the carrying amount of goodwill was as follows: July 31, (In thousands) 2019 2018 Beginning balance $ 337,235 $ 340,243 Goodwill adjustments and acquisitions during the period 563 (1,839 ) Effect of foreign currency exchange rates (4,477 ) (1,169 ) Ending balance $ 333,321 $ 337,235 In accordance with the guidance in ASC 350, goodwill is tested for impairment on an annual basis or upon the occurrence of circumstances that indicate that goodwill may be impaired. The Company’s annual impairment tests were performed during the fourth quarter of fiscal 2019 and 2018 |
Intangibles, Net
Intangibles, Net | 12 Months Ended |
Jul. 31, 2019 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangibles, Net | NOTE 5 — Intangibles, Net The following table sets forth amortizable intangible assets by major asset class: Gross Carrying Amount Accumulated Amortization Net Book Value Weighted Average Remaining Useful Life (in years) July 31, July 31, July 31, July 31, (In thousands, except remaining useful life) 2019 2018 2019 2018 2019 2018 2019 2018 Amortized intangibles: Supply contracts and customer relationships $ 49,109 $ 71,787 $ (11,900 ) $ (29,601 ) $ 37,209 $ 42,186 9 10 Trade names 23,501 24,173 (8,010 ) (6,405 ) 15,491 17,768 7 1 Licenses and databases 7,688 9,291 (5,232 ) (4,363 ) 2,456 4,928 2 2 Covenants not to compete — 1,666 — (1,656 ) — 10 0 0 Total Intangibles $ 80,298 $ 106,917 $ (25,142 ) $ (42,025 ) $ 55,156 $ 64,892 Aggregate amortization expense on intangible assets was $10.5 million , $14.0 million and $6.8 million for the years ended July 31, 2019 , 2018 and 2017 , respectively. During the year ended July 31, 2018, the Company recognized a $1.1 million charge primarily related to fully impairing a supply contract in the International segment. Intangible amortization expense for the next five fiscal years based upon July 31, 2019 intangible assets is expected to be as follows: (In thousands) 2020 $ 8,613 2021 6,129 2022 6,074 2023 5,973 2024 5,729 Thereafter 22,638 Total future intangible amortization expense $ 55,156 |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Jul. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | NOTE 6 — Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities consisted of the following: July 31, (In thousands) 2019 2018 Trade accounts payable $ 45,520 $ 65,057 Accounts payable to sellers 68,427 68,660 Buyer deposits and prepayments 73,421 62,443 Accrued compensation and benefits 41,400 37,218 Accrued insurance 8,507 4,376 Other accrued liabilities 33,643 33,190 Total accounts payable and accrued expenses $ 270,918 $ 270,944 The Company is partially self-insured for certain losses related to general liability, workers’ compensation and auto liability. Accrued insurance liability represents an estimate of the ultimate cost of claims incurred as of the balance sheet date, including an estimate for reported and unreported claims. The estimated liability is not discounted and is established based upon analysis of historical data, including the severity of the Company’s frequency of claims, actuarial estimates and is reviewed periodically by management to ensure that the liability is appropriate. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Jul. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 7 — Long-Term Debt Credit Agreement On December 3, 2014 , the Company entered into a Credit Agreement (as amended from time to time, the “Credit Amendment”) with Wells Fargo Bank, National Association, as administrative agent, and Bank of America, N.A., as syndication agent. The Credit Agreement provided for (a) a secured revolving loan facility in an aggregate principal amount of up to $300.0 million (the “Revolving Loan Facility”), and (b) a secured term loan facility in an aggregate principal amount of $300.0 million (the “Term Loan”), which was fully drawn at closing. The Term Loan amortized $18.8 million per quarter. On March 15, 2016 , the Company entered into a First Amendment to Credit Agreement (the “Amendment to Credit Agreement”) with Wells Fargo Bank, National Association, as administrative agent and Bank of America, N.A. The Amendment to Credit Agreement amended certain terms of the Credit Agreement, dated as of December 3, 2014 . The Amendment to Credit Agreement provided for (a) an increase in the secured revolving credit commitments by $50.0 million , bringing the aggregate principal amount of the revolving credit commitments under the Credit Agreement to $350.0 million , (b) a new secured term loan (the “Incremental Term Loan”) in the aggregate principal amount of $93.8 million having a maturity date of March 15, 2021 , and (c) an extension of the termination date of the Revolving Loan Facility and the maturity date of the Term Loan from December 3, 2019 to March 15, 2021 . The Amendment to Credit Agreement extended the amortization period for the Term Loan and decreased the quarterly amortization payments for that loan to $7.5 million per quarter. The Amendment to Credit Agreement additionally reduced the pricing levels under the Credit Agreement to a range of 0.15% to 0.30% in the case of the commitment fee, 1.125% to 2.0% in the case of the applicable margin for LIBOR loans, and 0.125% to 1.0% in the case of the applicable margin for base rate loans, based on the Company’s consolidated total net leverage ratio during the preceding fiscal quarter. The Company borrowed the entire $93.8 million principal amount of the Incremental Term Loan concurrent with the closing of the Amendment to Credit Agreement. On July 21, 2016 , the Company entered into a Second Amendment to Credit Agreement (the “Second Amendment to Credit Agreement”) with Wells Fargo Bank, National Association, SunTrust Bank, and Bank of America, N.A., as administrative agent (as successor in interest to Wells Fargo Bank). The Second Amendment to Credit Agreement amends certain terms of the Credit Agreement, dated as of December 3, 2014 as amended by the Amendment to Credit Agreement, dated as of March 15, 2016 . The Second Amendment to Credit Agreement provides for, among other things, (a) an increase in the secured revolving credit commitments by $500.0 million , bringing the aggregate principal amount of the revolving credit commitments under the Credit Agreement to $850.0 million , (b) the repayment of existing term loans outstanding under the Credit Agreement, (c) an extension of the termination date of the revolving credit facility under the Credit Agreement from March 15, 2021 to July 21, 2021 , and (d) increased covenant flexibility. Concurrent with the closing of the Second Amendment to Credit Agreement, the Company prepaid in full the outstanding $242.5 million principal amount of the Term Loan and Incremental Term Loan under the Credit Agreement without premium or penalty. The Second Amendment to Credit Agreement reduced the pricing levels under the Credit Agreement to a range of 0.125% to 0.20% in the case of the commitment fee, 1.00% to 1.75% in the case of the applicable margin for LIBOR loans, and 0.0% to 0.75% in the case of the applicable margin for base rate loans, in each case depending on the Company’s consolidated total net leverage ratio during the preceding fiscal quarter. The principal purposes of these financing transactions were to increase the size and availability under the Company’s Revolving Loan Facility and to provide additional long-term financing. The proceeds are being used for general corporate purposes, including working capital and capital expenditures, potential share repurchases, acquisitions, or other investments relating to the Company’s expansion strategies in domestic and international markets. The Revolving Loan Facility under the Credit Agreement bears interest, at the election of the Company, at either (a) the Base Rate, which is defined as a fluctuating rate per annum equal to the greatest of (i) the Prime Rate in effect on such day; (ii) the Federal Funds Rate in effect on such date plus 0.50% ; or (iii) the LIBOR rate plus 1.0% , in each case plus an applicable margin ranging from 0.0% to 0.75% based on the Company’s consolidated total net leverage ratio during the preceding fiscal quarter; or (b) the LIBOR rate plus an applicable margin ranging from 1.00% to 1.75% depending on the Company’s consolidated total net leverage ratio during the preceding fiscal quarter. Interest is due and payable quarterly, in arrears, for loans bearing interest at the Base Rate, and at the end of an interest period (or at each three month interval in the case of loans with interest periods greater than three months) in the case of loans bearing interest at the LIBOR rate. The interest rate as of July 31, 2019 on the Company’s Revolving Loan Facility was the one month LIBOR rate of 2.22% plus an applicable margin of 1.00% . The carrying amount of the Credit Agreement is comprised of borrowings under which interest accrues under a fluctuating interest rate structure. Accordingly, the carrying value approximates fair value at July 31, 2019 , and was classified within Level II of the fair value hierarchy. Amounts borrowed under the Revolving Loan Facility may be repaid and reborrowed until the maturity date of July 21, 2021 . The Company is obligated to pay a commitment fee on the unused portion of the Revolving Loan Facility. The commitment fee rate ranges from 0.125% to 0.20% , depending on the Company’s consolidated total net leverage ratio during the preceding fiscal quarter, on the average daily unused portion of the revolving credit commitment under the Credit Agreement. The Company had no outstanding borrowings under the Revolving Loan Facility as of July 31, 2019 and 2018 . The Company’s obligations under the Credit Agreement are guaranteed by certain of the Company’s domestic subsidiaries meeting materiality thresholds set forth in the Credit Agreement. Such obligations, including the guaranties, are secured by substantially all of the assets of the Company and the assets of the subsidiary guarantors pursuant to a Security Agreement as part of the Second Amendment to Credit Agreement, dated July 21, 2016 , among the Company, the subsidiary guarantors from time to time party thereto, and Bank of America, N.A., as collateral agent. The Credit Agreement contains customary affirmative and negative covenants, including covenants that limit or restrict the Company and its subsidiaries’ ability to, among other things, incur indebtedness, grant liens, merge or consolidate, dispose of assets, make investments, make acquisitions, enter into transactions with affiliates, pay dividends, or make distributions on and repurchase stock, in each case subject to certain exceptions. The Company is also required to maintain compliance, measured at the end of each fiscal quarter, with a consolidated total net leverage ratio and a consolidated interest coverage ratio. The Credit Agreement contains no restrictions on the payment of dividends and other restricted payments, as defined, as long as (1) the consolidated total net leverage ratio, as defined, both before and after giving effect to any such dividend or restricted payment on a pro forma basis, is less than 3.25 :1, in an unlimited amount, (2) if clause (1) is not available, so long as the consolidated total net leverage ratio both before and after giving effect to any such dividend on a pro forma basis is less than 3.50 :1, in an aggregate amount not to exceed the available amount, as defined, and (3) if clauses (1) and (2) are not available, in an aggregate amount not to exceed $50.0 million ; provided, that, minimum liquidity, as defined, shall be not less than $75.0 million both before and after giving effect to any such dividend or restricted payment. As of July 31, 2019 , the consolidated total net leverage ratio was 0.30 :1. Minimum liquidity as of July 31, 2019 was $1.0 billion . Accordingly, the Company does not believe that the provisions of the Credit Agreement represent a significant restriction to its ability to pay dividends or to the successful future operations of the business. The Company has not paid a cash dividend since becoming a public company in 1994. The Company was in compliance with all covenants related to the Credit Agreement as of July 31, 2019 . Note Purchase Agreement On December 3, 2014 , the Company entered into a Note Purchase Agreement and sold to certain purchasers (collectively, the “Purchasers”) $400.0 million in aggregate principal amount of senior secured notes (the “Senior Notes”) consisting of (i) $100.0 million aggregate principal amount of 4.07% Senior Notes, Series A, due December 3, 2024 ; (ii) $100.0 million aggregate principal amount of 4.19% Senior Notes, Series B, due December 3, 2026 ; (iii) $100.0 million aggregate principal amount of 4.25% Senior Notes, Series C, due December 3, 2027 ; and (iv) $100.0 million aggregate principal amount of 4.35% Senior Notes, Series D, due December 3, 2029 . Interest is due and payable quarterly, in arrears, on each of the Senior Notes. Proceeds from the Note Purchase Agreement are being used for general corporate purposes. On July 21, 2016 , the Company entered into Amendment No. 1 to Note Purchase Agreement (the “First Amendment to Note Purchase Agreement”) which amended certain terms of the Note Purchase Agreement, including providing for increased flexibility substantially consistent with the changes included in the Second Amendment to Credit Agreement, including among other things increased covenant flexibility. The Company may prepay the Senior Notes, in whole or in part, at any time, subject to certain conditions, including minimum amounts and payment of a make-whole amount equal to the discounted value of the remaining scheduled interest payments under the Senior Notes. The Company’s obligations under the Note Purchase Agreement are guaranteed by certain of the Company’s domestic subsidiaries meeting materiality thresholds set forth in the Note Purchase Agreement. Such obligations, including the guaranties, are secured by substantially all of the assets of the Company and assets of the subsidiary guarantors. The obligations of the Company and its subsidiary guarantors under the Note Purchase Agreement will be treated on a pari passu basis with the obligations of those entities under the Credit Agreement as well as any additional debt the Company may obtain. The Note Purchase Agreement contains customary affirmative and negative covenants, including covenants that limit or restrict the Company and its subsidiaries’ ability to, among other things, incur indebtedness, grant liens, merge or consolidate, dispose of assets, make investments, make acquisitions, enter into transactions with affiliates, pay dividends, or make distributions and repurchase stock, in each case subject to certain exceptions. The Company is also required to maintain compliance, measured at the end of each fiscal quarter, with a consolidated total net leverage ratio and a consolidated interest coverage ratio. The Note Purchase Agreement contains no restrictions on the payment of dividends and other restricted payments, as defined, as long as (1) the consolidated total net leverage ratio, as defined, both before and after giving effect to any such dividend or restricted payment on a pro forma basis, is less than 3.25 :1, in an unlimited amount, (2) if clause (1) is not available, so long as the consolidated total net leverage ratio both before and after giving effect to any such dividend on a pro forma basis is less than 3.50 :1, in an aggregate amount not to exceed the available amount, as defined, and (3) if clauses (1) and (2) are not available, in an aggregate amount not to exceed $50.0 million ; provided, that, minimum liquidity, as defined, shall be not less than $75.0 million both before and after giving effect to any such dividend or restricted payment on a pro forma basis. As of July 31, 2019 , the consolidated total net leverage ratio was 0.30 :1. Minimum liquidity as of July 31, 2019 was $1.0 billion . Accordingly, the Company does not believe that the provisions of the Note Purchase Agreement represent a significant restriction to its ability to pay dividends or to the successful future operations of the business. The Company has not paid a cash dividend since becoming a public company in 1994. The Company was in compliance with all covenants related to the Note Purchase Agreement as of July 31, 2019 . Related to the execution of the Credit Agreement, First Amendment to Credit Agreement, Second Amendment to Credit Agreement, and the Note Purchase Agreement, the Company incurred $3.4 million in costs, of which $2.0 million was capitalized as debt issuance fees and $1.4 million was recorded as a reduction of the long-term debt proceeds as a debt discount. Both the debt issuance fees and debt discount are amortized to interest expense over the term of the respective debt instruments and are classified as reductions of the outstanding liability. As of July 31, 2019 , future payments on the Revolving Loan Facility and Note Purchase Agreement were as follows: (In thousands) July 31, (1) 2020 $ — 2021 — 2022 — 2023 — 2024 100,000 Thereafter 300,000 Total future payments $ 400,000 (1) Currently there are no outstanding balances on the Revolving Loan Facility and none are currently expected based on management’s intent of the use of the Revolving Loan Facility, which may change on a quarter by quarter basis. |
Fair Value Measures Fair Value
Fair Value Measures Fair Value Measures (Notes) | 12 Months Ended |
Jul. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Derivatives and Fair Value [Text Block] | 8 – Fair Value Measures The following table summarizes the fair value of the Company’s financial assets and liabilities measured and recorded at fair value on a recurring basis based on inputs used to derive their fair values: July 31, 2019 July 31, 2018 (In thousands) Fair Value Total Significant Observable Inputs (Level II) Fair Value Total Significant Observable Inputs (Level II) Assets Cash equivalents $ 12,389 $ 12,389 $ 130,769 $ 130,769 Total Assets $ 12,389 $ 12,389 $ 130,769 $ 130,769 Liabilities Long-term fixed rate debt, including current portion $ 411,510 $ 411,510 $ 381,230 $ 381,230 Total Liabilities $ 411,510 $ 411,510 $ 381,230 $ 381,230 During the year ended July 31, 2019 , no transfers were made between any levels within the fair value hierarchy. See Note 1 — Summary of Significant Accounting Policies and Note 7 — Long-Term Debt . |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jul. 31, 2019 | |
Equity [Abstract] | |
Shareholders' Equity | NOTE 9 — Stockholders’ Equity General The Company has authorized the issuance of 400 million shares of common stock, with a par value of $0.0001 , of which 229,790,268 shares were issued and outstanding at July 31, 2019 . As of July 31, 2019 and 2018 , the Company had reserved 20,502,335 and 25,621,327 shares of common stock, respectively, for the issuance of options granted under the Company’s stock option plans and 1,426,698 and 1,603,741 shares of common stock, respectively, for the issuance of shares under the Copart, Inc. Employee Stock Purchase Plan (ESPP). The Company has authorized the issuance of five million shares of preferred stock, with a par value of $0.0001 , none of which were issued or outstanding at July 31, 2019 or 2018 , which have the rights and preferences as the Company’s Board of Directors shall determine, from time to time. Stock Repurchases On September 22, 2011 , the Company’s Board of Directors approved an 80 million share increase in the stock repurchase program, bringing the total current authorization to 196 million shares. The repurchases may be effected through solicited or unsolicited transactions in the open market or in privately negotiated transactions. No time limit has been placed on the duration of the stock repurchase program. Subject to applicable securities laws, such repurchases will be made at such times and in such amounts as the Company deems appropriate and may be discontinued at any time. For fiscal 2019 , the Company repurchased 7,635,596 shares of its common stock under the program at a weighted average price of $47.81 per share totaling $365.0 million . For fiscal 2018 and 2017 , the Company did not repurchase any shares of its common stock under the program. As of July 31, 2019 , the total number of shares repurchased under the program was 114,549,198 , and 81,450,802 shares were available for repurchase under the program. During fiscal 2018 and 2017 , certain executive officers and members of the Company’s Board of Directors exercised stock options through cashless exercises. During fiscal 2019 , the Company’s former President exercised all of his vested stock options through a cashless exercise. A portion of the options exercised were net settled in satisfaction of the exercise price. The Company remitted $45.6 million , no amounts and $134.6 million for the years ended July 31, 2019 , 2018 and 2017 , respectively, to the proper taxing authorities in satisfaction of the employees’ statutory withholding requirements. The exercised stock options, utilizing a cashless exercise, are summarized in the following table: Period Options Exercised Weighted Average Exercise Price Shares Net Settled for Exercise Shares Withheld for Taxes (1) Net Shares to Employees Weighted Average Share Price for Withholding Employee Stock Based Tax Withholding (in 000s) FY 2017—Q1 18,000,000 $ 7.70 5,408,972 5,255,322 7,335,706 $ 25.62 $ 134,615 FY 2018—Q2 80,000 6.54 11,996 — 68,004 43.60 — FY 2019—Q3 3,000,000 17.81 945,162 806,039 1,248,799 56.53 45,565 (1) Shares withheld for taxes are treated as a repurchase of shares for accounting purposes but do not count against the Company’s stock repurchase program. Employee Stock Purchase Plan The ESPP provides for the purchase of up to an aggregate of 10 million shares of common stock of the Company by employees pursuant to the terms of the ESPP. The Company’s ESPP was adopted by the Board of Directors and approved by the stockholders in 1994. The ESPP was amended and restated in 2003 and again approved by the stockholders. In 2014, a new ESPP was approved by the Board of Directors and approved by the stockholders. Under the ESPP, employees of the Company who elect to participate have the right to purchase common stock at a 15% discount from the lower of the market value of the common stock at the beginning or the end of each six month offering period. The ESPP permits an enrolled employee to make contributions to purchase shares of common stock by having withheld from their salary an amount up to 10% of their compensation (which amount may be increased from time to time by the Company but may not exceed 15 % of compensation). No employee may purchase more than $25,000 worth of common stock (calculated at the time the purchase right is granted) in any calendar year. The Compensation Committee of the Board of Directors administers the ESPP. The number of shares of common stock issued pursuant to the ESPP during the years ended July 31, 2019 , 2018 and 2017 was 177,043 ; 185,168 ; and 190,713 ; respectively. As of July 31, 2019 , there were 8,653,376 shares of common stock issued pursuant to the ESPP and 1,426,698 shares remain available for purchase under the ESPP. Stock Options In December 2007, the Company adopted the Copart, Inc. 2007 Equity Incentive Plan (Plan), presently covering an aggregate of 32 million shares of the Company’s common stock. The Plan provides for the grant of incentive stock options, restricted stock, restricted stock units and other equity-based awards to employees and non-qualified stock options, restricted stock, restricted stock units and other equity-based awards to employees, officers, directors and consultants at prices not less than 100% of the fair market value for incentive and non-qualified stock options, as determined by the Board of Directors at the grant date. Incentive and non-qualified stock options may have terms of up to ten years and vest over periods determined by the Board of Directors. Options generally vest ratably over a five year period. The Plan replaced the Company’s 2001 Stock Option Plan. As of July 31, 2019 , 5,847,583 shares were available for grant under the Plan and the number of options that were in-the-money was 14,551,639 at July 31, 2019 . In October 2013, the Compensation Committee of the Company’s Board of Directors, subject to stockholder approval (which was subsequently obtained at the December 16, 2013 annual meeting of stockholders), approved the grant to each of the Company’s former President, and A. Jayson Adair, the Company’s Chief Executive Officer, of nonqualified stock options to purchase 3,000,000 and 4,000,000 shares of the Company’s common stock, respectively, at an exercise price of $17.81 per share, which equaled the closing price of the Company’s common stock on December 16, 2013, the effective date of grant. Such grants were made in lieu of any cash salary or bonus compensation in excess of $1.00 per year or the grant of any additional equity incentives for a five year period. Each option became exercisable over five years , subject to continued service by Mr. Adair and the Company’s former President, with 20% vesting on April 15, 2015 and December 16, 2014, respectively, and the balance vesting monthly over the subsequent four years . On December 16, 2018, the option held by the Company’s former President became fully vested and on April 15, 2019, the option held by Mr. Adair became fully vested. The fair value of each option at the date of grant using the Black-Scholes Merton option-pricing model was $5.72 . The total compensation expense recognized by the Company over the five year service period for these options was $38.8 million . The Company recognized $4.3 million , $7.2 million , and $7.5 million in compensation expenses for these grants in the years ended July 31, 2019 , 2018 and 2017 , respectively. The following table details stock-based compensation recognized by the Company for stock options and restricted stock awards: Year Ended July 31, (In thousands) 2019 2018 2017 General and administrative $ 18,254 $ 19,351 $ 17,622 Yard operations 5,191 3,870 3,286 Total stock-based compensation $ 23,445 $ 23,221 $ 20,908 There were no material compensation costs capitalized as part of the cost of an asset as of July 31, 2019 and 2018 . The Company recognizes compensation expense for stock option awards on a straight-line basis over the requisite service period of the award. In accordance with ASC 718, Compensation - Stock Compensation , the Company made an estimate of expected forfeitures and recognized compensation cost only for those equity awards expected to vest. A summary of the status of the Company’s non-vested shares from stock option awards and its activity during the year ended July 31, 2019 was as follows: (In thousands, except per share amounts) Number of Shares Weighted Average Grant- date Fair Value Non-vested shares at July 31, 2018 5,516 $ 6.96 Grants of non-vested shares 1,950 15.47 Vested (3,125 ) 6.81 Forfeitures or expirations (132 ) 6.18 Non-vested shares at July 31, 2019 4,209 $ 11.05 The following is a summary of activity for the Company’s stock options for the year ended July 31, 2019 : (In thousands, except per share and term data) Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (In years) Aggregate Intrinsic Value Outstanding as of July 31, 2018 17,797 $ 20.29 6.19 $ 660,268 Grants of options 1,950 57.91 Exercises (5,063 ) 17.35 Forfeitures or expirations (132 ) 27.29 Outstanding as of July 31, 2019 14,552 $ 26.29 6.04 $ 745,592 Exercisable as of July 31, 2019 10,343 $ 19.77 5.13 $ 597,352 Vested and expected to vest as of July 31, 2019 14,024 $ 25.68 5.99 $ 727,091 The aggregate intrinsic value in the table above represents the total pretax intrinsic value (i.e., the difference between the Company’s closing stock price on the last trading day of the year ended July 31, 2019 and the exercise price, times the number of shares) that would have been received by the option holders had all option holders exercised their options on July 31, 2019 . The aggregate intrinsic value of options exercised was $215.4 million , $111.5 million and $366.7 million in the years ended July 31, 2019 , 2018 and 2017 , respectively, and represents the difference between the exercise price of the option and the estimated fair value of the Company’s common stock on the dates exercised. As of July 31, 2019 , the total compensation cost related to non-vested stock-based awards granted to employees under the Company’s stock option plans but not yet recognized was $38.1 million , net of estimated forfeitures. This cost will be amortized on a straight-line basis over a weighted average remaining term of 3.2 years and will be adjusted for subsequent changes in estimated forfeitures. The fair value of options vested for the years ended July 31, 2019 , 2018 and 2017 was $21.3 million , $19.1 million and $18.6 million , respectively. The Company recognizes compensation expense for restricted stock awards on a straight-line basis over the requisite service period of the award. The following is a summary of activity for the Company’s restricted stock for the for the year ended July 31, 2019 : (In thousands, except per share data) Restricted Shares Weighted Average Grant Date Fair Value Outstanding as of July 31, 2018 28 $ 36.12 Grants of restricted stock 162 55.57 Vested restricted stock (52 ) 42.70 Forfeited restricted stock (4 ) 49.54 Outstanding as of July 31, 2019 134 $ 56.62 The following table summarizes stock options outstanding and exercisable as of July 31, 2019 : (In thousands, except per share amounts) Options Outstanding Options Exercisable Range of Exercise Prices Number Weighted Average Remaining Contractual Life Weighted Average Exercise Price Number Weighted Average Exercise Price $8.28–$17.64 891 2.60 $ 11.94 871 $ 11.82 $17.73–$17.81 6,110 4.87 17.78 5,592 17.79 $18.06–$34.78 4,208 6.23 23.16 3,289 21.52 $36.32–$77.51 3,343 8.84 49.60 591 40.57 Outstanding as of July 31, 2019 14,552 6.04 $ 26.29 10,343 $ 19.77 |
Income Taxes
Income Taxes | 12 Months Ended |
Jul. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 10 — Income Taxes Income before taxes consisted of the following: Year Ended July 31, (In thousands) 2019 2018 2017 U.S. $ 634,874 $ 501,961 $ 385,526 International 70,077 60,550 54,574 Total income before taxes $ 704,951 $ 562,511 $ 440,100 Income tax expense (benefit) from continuing operations consisted of the following: Year Ended July 31, (In thousands) 2019 2018 2017 Federal: Current $ 59,848 $ 109,804 $ 12,752 Deferred 27,779 17,094 20,094 87,627 126,898 32,846 State: Current 12,720 9,100 1,659 Deferred 702 (111 ) 499 13,422 8,989 2,158 International: Current 12,508 8,820 11,468 Deferred (299 ) (203 ) (633 ) 12,209 8,617 10,835 Income tax expense $ 113,258 $ 144,504 $ 45,839 A reconciliation of the expected U.S. statutory tax rate to the actual effective income tax rate is as follows: Year Ended July 31, (In thousands) 2019 2018 2017 Federal statutory rate 21.0 % 26.9 % 35.0 % State income taxes, net of federal income tax benefit 1.4 % 1.3 % 1.3 % International rate differential 0.3 % (0.8 )% (1.8 )% Compensation and fringe benefits (1) (6.4 )% (3.5 )% (24.3 )% Provisional transition tax (0.7 )% 2.2 % — % Deferred tax remeasurement — % (0.8 )% — % Other differences 0.5 % 0.4 % 0.2 % Effective tax rate 16.1 % 25.7 % 10.4 % (1) Included in the compensation and fringe benefits rate reconciliation is the impact of the Company’s adoption of ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting. Under this standard, all excess tax benefits and tax deficiencies related to exercises of stock options are recognized as income tax expense or benefit in the income statement as discrete items in the reporting period in which they occur. The tax effects of temporary differences that give rise to significant portions of the deferred tax assets (liabilities) are presented below: July 31, (In thousands) 2019 2018 Deferred tax assets: Allowance for doubtful accounts $ 919 $ 1,068 Accrued compensation and benefits 18,397 17,704 State taxes 559 580 Accrued other 3,312 1,930 Deferred revenue 1,322 929 Losses carried forward 7,631 3,065 Federal tax benefit 7,998 6,441 Total gross deferred tax assets 40,138 31,717 Less: Valuation allowance (8,578 ) (4,592 ) Net deferred tax assets 31,560 27,125 Deferred tax liabilities: Vehicle pooling costs (15,731 ) (6,523 ) Property and equipment (38,475 ) (14,147 ) Prepaid insurance (987 ) (708 ) Intangibles and goodwill (24,639 ) (25,010 ) Total gross deferred tax liabilities (79,832 ) (46,388 ) Net deferred tax liabilities $ (48,272 ) $ (19,263 ) The above net deferred tax assets and liabilities have been reflected in the accompanying consolidated balance sheets as follows: July 31, (In thousands) 2019 2018 U.S. non-current liabilities $ (44,499 ) $ (16,018 ) International non-current liabilities (3,773 ) (3,245 ) Net deferred tax liabilities $ (48,272 ) $ (19,263 ) On December 22, 2017 legislation, commonly referred to as the Tax Cuts and Jobs Act (the “Act”), was enacted. The Act included a one-time tax on accumulated unremitted earnings of the Company’s foreign subsidiaries (“Transition Tax”). SEC Staff Accounting Bulletin No. 118 allows the use of provisional amounts (reasonable estimates) if accounting for the income tax effects of the Act has not been completed. Provisional amounts must be adjusted within one year from the enactment date of the Act. As of July 31, 2018, the Company recorded a $12.4 million provisional Transition Tax charge. No adjustment to the provisional Transition Tax charge was made in the first quarter of fiscal year 2019. The Company completed its accounting for the tax effects of the enactment of the Tax Act during the three months ended January 31, 2019, and recorded a discrete decrease in tax expense of $1.1 million , whose effect on the Company’s effective tax rate was immaterial. The Act reduced the federal statutory tax rate from 35.0% to 21.0% , effective January 1, 2018, which results in federal statutory tax rates for the Company of 21.0% , 26.9% , and 35.0% for fiscal years 2019, 2018 and 2017, respectively. In fiscal year 2018 the Company recorded a $4.3 million benefit to remeasure deferred taxes as of the enactment date of the Act to reflect the federal statutory rate reduction. The Act contains Global Intangible Low-Taxed Income (“GILTI”) provisions, which first impact the Company in fiscal year 2019. The GILTI provisions effectively subject income earned by the Company's foreign subsidiaries to current U.S. tax at a rate of 10.5% , less foreign tax credits. Under U.S. GAAP, the Company can make an accounting policy election to either recognize deferred taxes for temporary differences expected to impact GILTI in future years or provide for tax expense related to GILTI in the year the tax is incurred as a period expense. The Company has elected to treat tax generated by GILTI provisions as a period expense. The Act also includes a favorable tax treatment for certain Foreign Derived Intangible Income (“FDII”), effective for the Company starting August 1, 2018. The Company’s estimate for both GILTI and FDII did not materially impact the effective income tax rate or income tax expense for the fiscal year ended July 31, 2019 . As of July 31, 2019 and 2018 , the Company had foreign operating losses and a U.S. federal tax credit carryforward of $8.2 million and $3.8 million , respectively. The foreign operating losses, subject to certain limitations, usually can be carried forward indefinitely. The U.S. federal related tax credit, if not used, would start to expire after 2026. The Company’s ability to realize deferred tax assets is dependent on its ability to generate future taxable income. Accordingly, the Company has established a valuation allowance in taxable jurisdictions where the utilization of the tax assets is uncertain. Additional timing differences or future tax losses may occur which could warrant a need for establishing additional valuation allowances against certain deferred tax assets. The valuation allowance for the years ended July 31, 2019 and 2018 was $8.6 million and $4.6 million , respectively. The valuation allowance for deferred tax assets primarily related to operating losses in certain international jurisdictions and certain tax credits that are unlikely to be realized. As of July 31, 2019 and 2018 , if recognized, the portion of liabilities for unrecognized tax benefits resulting from uncertain tax positions that would favorably affect the Company’s effective tax rate w as $22.0 million and $16.0 million , respectively. It is possible that the amount of unrecognized tax benefits will change in the next twelve months, due to tax legislation updates or future audit outcomes; however, an estimate of the range of the possible change cannot be made at this time. The following table summarizes the activities related to the Company’s unrecognized tax benefits resulting from uncertain tax positions: July 31, (In thousands) 2019 2018 2017 Beginning balance $ 21,322 $ 19,269 $ 20,715 Increases related to current year tax position 6,588 5,169 2,807 Prior year tax positions: Prior year increase 800 554 2,694 Prior year decrease (305 ) (2,079 ) (3,605 ) Cash settlement (534 ) (519 ) (1,123 ) Lapse of statute of limitations (334 ) (1,072 ) (2,219 ) Ending balance $ 27,537 $ 21,322 $ 19,269 It is the Company’s continuing practice to recognize interest and penalties related to income tax matters in income tax expense. As of July 31, 2019 , 2018 and 2017 , the Company had accrued interest and penalties related to unrecognized tax benefits of $7.6 million , $6.0 million and $5.3 million , respectively. The Company files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions. The Company is currently under examination by certain taxing authorities in the U.S. for fiscal years from 2014. At this time, the Company does not believe that the outcome of any examination will have a material impact on the Company’s consolidated results of operations and financial position. The Act eliminated any additional federal tax upon repatriation of outside basis difference primarily resulted from undistributed foreign earnings; however, those undistributed earnings may still be subject to foreign withholding taxes if they are repatriated. As of July 31, 2019 , the Company's foreign subsidiaries have accumulated undistributed earnings of $165.0 million . No deferred tax liability has been recognized for the repatriation of these earnings or any residual outside basis difference as the Company intends to permanently reinvest them. The Company’s effective income tax rates were 16.1% , 25.7% , and 10.4% for fiscal 2019 , 2018 and 2017 , respectively. The Company’s U.S. federal statutory tax rate for fiscal year 2019 is 21.0% and was favorably impacted by $10.2 million of discrete tax items related to amending previously filed income tax returns. The effective tax rate for the fiscal year ending July 31, 2018, was computed based on a reduced blended U.S. federal statutory tax rate of 26.9% and included the effects of the Act. The tax rates in the prior years were also impacted from the result of recognizing excess tax benefits from the exercise of employee stock options of $46.1 million , $21.3 million and $107.6 million , for the years ended July 31, 2019 , 2018 and 2017 |
Net Income Per Share
Net Income Per Share | 12 Months Ended |
Jul. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | 11 — Net Income Per Share The table below reconciles basic weighted shares outstanding to diluted weighted average shares outstanding: Year Ended July 31, (In thousands) 2019 2018 2017 Weighted average common shares outstanding 230,489 231,793 228,686 Effect of dilutive securities — stock options 9,964 10,084 8,333 Weighted average common and dilutive potential common shares outstanding 240,453 241,877 237,019 There were no material adjustments to net income required in calculating diluted net income per share. Excluded from the dilutive earnings per share calculation were 3,045,000 ; 4,788,004 ; and 3,058,808 options to purchase the Company’s common stock for the years ended July 31, 2019 , 2018 and 2017 |
Segments and Other Geographic I
Segments and Other Geographic Information Segment Reporting (Notes) | 12 Months Ended |
Jul. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | 12 — Segments and Other Geographic Reporting The Company’s U.S. and International regions are considered two separate operating segments and are disclosed as two reportable segments. The segments represent geographic areas and reflect how the chief operating decision maker allocates resources and measures results, including total revenues and operating income. The following tables present financial information by segment: Year Ended July 31, 2019 (In thousands) United States International Total Service revenues $ 1,537,431 $ 218,263 $ 1,755,694 Vehicle sales 119,138 167,125 286,263 Total service revenues and vehicle sales 1,656,569 $ 385,388 $ 2,041,957 Yard operations 751,653 136,458 888,111 Cost of vehicle sales 112,268 143,236 255,504 General and administrative 151,854 30,013 181,867 Operating income $ 640,794 $ 75,681 $ 716,475 Depreciation and amortization $ 75,135 $ 9,760 $ 84,895 Capital expenditures, including acquisitions 311,472 63,156 374,628 Total assets 2,094,592 453,025 2,547,617 Goodwill 256,998 76,323 333,321 Year Ended July 31, 2018 (In thousands) United States International Total Service revenues $ 1,385,238 $ 193,264 $ 1,578,502 Vehicle sales 105,784 121,409 227,193 Total service revenues and vehicle sales 1,491,022 314,673 1,805,695 Yard operations 730,865 116,003 846,868 Cost of vehicle sales 101,130 95,331 196,461 General and administrative 144,140 32,750 176,890 Impairment of long-lived assets — 1,131 1,131 Operating income $ 514,887 $ 69,458 $ 584,345 Depreciation and amortization $ 67,779 $ 10,819 $ 78,598 Capital expenditures, including acquisitions 255,868 40,829 296,697 Total assets 1,856,058 451,640 2,307,698 Goodwill 256,434 80,801 337,235 Year Ended July 31, 2017 (In thousands) United States International Total Service revenues $ 1,128,990 $ 157,262 $ 1,286,252 Vehicle sales 64,198 97,531 161,729 Total service revenues and vehicle sales 1,193,188 254,793 1,447,981 Yard operations 585,587 92,814 678,401 Cost of vehicle sales 61,484 76,068 137,552 General and administrative 130,392 20,972 151,364 Impairment of long-lived assets 19,365 — 19,365 Operating income $ 396,360 $ 64,939 $ 461,299 Depreciation and amortization $ 47,507 $ 9,493 $ 57,000 Capital expenditures, including acquisitions 317,646 15,344 332,990 Total assets 1,514,018 468,483 1,982,501 Goodwill 259,162 81,081 340,243 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jul. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13 — Commitments and Contingencies Leases The Company leases certain facilities and certain equipment under non-cancelable capital and operating leases. In addition to the minimum future lease commitments presented below, the leases generally require the Company to pay property taxes, insurance, maintenance and repair cost which are not included in the table because the Company has determined these items are not material. Certain leases provide the Company with either a right of first refusal to acquire or an option to purchase a facility at fair value. Certain leases also contain escalation clauses and renewal option clauses calling for increased rents. Where a lease contains an escalation clause or a concession, such as a rent holiday or tenant improvement allowance, rent expense is recognized on a straight-line basis over the lease term in accordance with ASC 840, Operating Leases. The future minimum lease commitments for the next five fiscal years, under non-cancelable capital and operating leases with initial or remaining lease terms in excess of one year were as follows: Years Ending July 31, (In thousands) Capital Leases Operating Leases 2020 $ 644 $ 30,158 2021 619 25,177 2022 505 20,211 2023 — 17,794 2024 — 13,516 Thereafter — 35,291 Subtotal 1,768 142,147 Less: Amount relating to interest (41 ) — Total $ 1,727 $ 142,147 Facilities rental expense for the years ended July 31, 2019 , 2018 and 2017 was $30.6 million , $45.6 million and $26.8 million , respectively. Yard operations equipment rental expense for the years ended July 31, 2019 , 2018 and 2017 was $1.8 million , $2.8 million and $2.9 million , respectively. Commitments Letters of Credit Under a letter of credit facility separate from our Revolving Loan Facility, the Company had outstanding letters of credit of $25.1 million at July 31, 2019 , which are primarily used to secure certain insurance obligations. Contingencies Legal Proceedings The Company is subject to threats of litigation and is involved in actual litigation and damage claims arising in the ordinary course of business, such as actions related to injuries, property damage, contract disputes, and handling or disposal of vehicles. There are no material pending legal proceedings to which the Company is a party, or with respect to which any of the Company’s property is subject. The Company provides for costs relating to matters when a loss is probable and the amount can be reasonably estimated. The effect of the outcome of any such matters on the Company’s future consolidated results of operations and cash flows cannot be predicted because any such effect depends on future results of operations and the amount and timing of the resolution of any such matters. The Company believes that any ultimate liability would not have a material effect on its consolidated results of operations, financial position or cash flows. However, the amount of the liabilities associated with claims, if any, cannot be determined with certainty. The Company maintains insurance which may or may not provide coverage for claims made against the Company. There is no assurance that there will be insurance coverage available when and if needed. Additionally, the insurance that the Company carries requires that the Company pay for costs and/or claims exposure up to the amount of the insurance deductibles. |
Guarantees - Indemnifications t
Guarantees - Indemnifications to Officers and Directors | 12 Months Ended |
Jul. 31, 2019 | |
Guarantees [Abstract] | |
Guarantees - Indemnifications to Officers and Directors | 14 — Guarantees — Indemnifications to Officers and Directors |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jul. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 15 — Related Party Transactions There were no amounts due to or from related parties as of July 31, 2019 and 2018 that are not separately or previously disclosed. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Jul. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | 16 — Employee Benefit Plan The Company sponsors a 401(k) defined contribution plan covering its eligible employees. The plan is available to all U.S. employees who meet minimum age and service requirements and provides employees with tax deferred salary deductions and alternative investment options. The Company matches 20% of employee contributions up to 15% of employee salary deferral. The Company recognized expenses of $1.7 million for the year ended July 31, 2019 , and $0.9 million for the years ended July 31, 2018 and 2017 , respectively, related to this plan. The Company also sponsors an additional defined contribution plan for its U.K. employees, which is available to all U.K. employees who meet minimum service requirements. The Company matches up to 5% of employee contributions. The Company recognized expenses of $0.9 million , for the year ended July 31, 2019 , and $0.7 million for the years ended July 31, 2018 , and 2017 , respectively, related to this plan. |
Quarterly Information
Quarterly Information | 12 Months Ended |
Jul. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Information (in thousands, except per share data) (Unaudited) | 17 — Quarterly Financial Information (Unaudited) (1) Fiscal Quarter Fiscal Year 2019 (In thousands, except per share data) First Second Third Fourth Total revenue $ 461,368 $ 484,898 $ 553,116 $ 542,575 Gross profit 195,918 208,226 251,579 242,619 Operating income 151,440 164,739 207,494 192,802 Income before income taxes 148,786 164,966 204,129 187,070 Net income attributable to Copart, Inc. 114,083 131,373 192,741 153,496 Basic net income per common share $ 0.49 $ 0.57 $ 0.85 $ 0.67 Diluted net income per common share $ 0.47 $ 0.55 $ 0.81 $ 0.64 Fiscal Quarter Fiscal Year 2018 (In thousands, except per share data) First Second Third Fourth Total revenue $ 419,168 $ 459,106 $ 478,198 $ 449,223 Gross profit 163,264 191,609 219,068 188,425 Operating income 123,942 150,947 174,619 134,837 Income before income taxes 114,128 144,438 171,216 132,729 Net income attributable to Copart, Inc. 77,515 103,256 127,348 109,748 Basic net income per common share $ 0.34 $ 0.45 $ 0.55 $ 0.47 Diluted net income per common share $ 0.32 $ 0.43 $ 0.52 $ 0.45 (1) Earnings per share were computed independently for each of the periods presented; therefore, the sum of the earnings per share amounts for the quarters may not equal the total for the year. |
Subsequent Event Subsequent Eve
Subsequent Event Subsequent Event Stock Option Exercise | 12 Months Ended |
Jul. 31, 2020 | |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Subsequent Events [Text Block] | 18 — Subsequent Events Exercise of Stock Options In September 2019, A. Jayson Adair, the Company’s Chief Executive Officer, exercised through a cashless exercise, options to acquire an aggregate of 4,000,000 shares of the Company’s common stock subject to options outstanding under the Company’s stand-alone stock option agreements dated April 14, 2009. As a result of the cashless exercise, a portion of the options exercised were net settled in satisfaction of the exercise price and the executive’s tax withholding obligations. The Company issued the executive a net number of 1,902,686 shares of its common stock. All shares surrendered to satisfy the exercise price and tax withholding obligations were canceled. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jul. 31, 2019 | |
Accounting Policies [Abstract] | |
Consolidation, Subsidiaries or Other Investments, Consolidated Entities, Policy [Policy Text Block] | The consolidated financial statements of the Company include the accounts of the parent company and its wholly-owned subsidiaries, including its foreign wholly-owned subsidiaries. The Company also had a 59.5% voting interest in a company, which was acquired as part of the Cycle Express, LLC acquisition (“majority-owned subsidiary”), which provided various repossession services for the powersports auction industry. The noncontrolling interest consisted of a 40.5% outside voting interest in the majority-owned subsidiary. Net income or loss of the majority-owned subsidiary was allocated to the members’ interests in accordance with the operating agreement. During the year ended July 31, 2018, the Company sold the majority-owned subsidiary and disposed of its related goodwill. The proceeds from the sale of the majority-owned subsidiary were $1.8 million resulting in a realized gain of $0.9 million |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Estimates include, but are not limited to, vehicle pooling costs; income taxes; stock-based compensation; purchase price allocations; and contingencies. Actual results could differ from these estimates. |
Revenue Recognition | Revenue Recognition In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (ASC 606), which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition . ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. ASU 2014-09 was effective for annual and interim periods within those annual reporting periods beginning after December 15, 2017 and was effective for the Company beginning with the first quarter of fiscal year 2019. ASU 2014-09 allows adoption with either retrospective application to each period presented, or modified retrospective application, with the cumulative effect recognized as of the date of initial application. The Company used the modified retrospective application with the cumulative effect as its transition method. Upon adoption, service revenue and vehicle sales revenue are recognized at the date the vehicles are sold at auction. This timing of revenue recognition under ASU 2014-09 is consistent with the Company’s previous policy under ASC 605 for most service and vehicle sales revenue. However, the adoption represents a change in the timing of revenue recognition for certain service revenues, such as inbound transportation and titling fees, which were previously recognized under ASC 605 when the services were performed, which generally occurred prior to auction. Related costs to prepare the vehicles for auction, including inbound transportation and titling, are deferred and recognized at the time of revenue recognition. This change resulted in a decrease to beginning retained earnings as of August 1, 2018, of $23.0 million as a result of the initial application of the standard and did not have a material impact to earnings. This retained earnings adjustment related to adjustments to accounts receivable, vehicle pooling costs and deferred taxes upon adoption of the standard. There were no contract liabilities on the consolidated balance sheets at July 31, 2019 . The Company’s disaggregation between service revenues and vehicle sales at the segment level reflects how the nature, timing, amount and uncertainty of its revenues and cash flows are impacted by economic factors. The Company reports sales taxes on relevant transactions on a net basis in the Company’s consolidated results of operations, and therefore does not include sales taxes in revenues or costs. Service revenues The Company’s service revenue consists of auction and auction related sales transaction fees charged for vehicle remarketing services. Within this revenue category, the Company’s primary performance obligation is the auctioning of consigned vehicles through an online auction process. These auction and auction related services may include a combination of vehicle purchasing fees, vehicle listing fees, and vehicle selling fees that can be based on a predetermined percentage of the vehicle sales price, tiered vehicle sales price driven fees, or at a fixed fee based on the sale of each vehicle regardless of the selling price of the vehicle; transportation fees for the cost of transporting the vehicle to or from the Company’s facility; title processing and preparation fees; vehicle storage fees; bidding fees; and vehicle loading fees. These services are not distinct within the context of the contract. Accordingly, revenue for these services is recognized when the single performance obligation is satisfied at the completion of the auction process. The Company does not take ownership of these consigned vehicles, which are stored at the Company’s facilities located throughout the U.S. and at its international locations. These fees are recognized as net revenue (not gross vehicle selling price) at the time of auction in the amount of such fees charged. The Company identified a separate performance obligation related to providing access to its online auction platform. The Company also charges members an annual registration fee for the right to participate in its online auctions and access the Company’s bidding platform. Under the new standard, this fee will continue to be recognized ratably over the term of the arrangement, generally one year, as each day of access to the online auction platform represents the best depiction of the transfer of the service. No provision for returns has been established, as all sales are final with no right of return or warranty, although the Company provides for bad debt expense in the case of non-performance by its buyers or sellers. Year Ended July 31, (In thousands) 2019 2018 2017 Service revenues United States $ 1,537,431 $ 1,385,238 $ 1,128,990 International 218,263 193,264 157,262 Total service revenues $ 1,755,694 $ 1,578,502 $ 1,286,252 Vehicle sales Certain vehicles are purchased and remarketed on the Company’s own behalf. The Company identified a single performance obligation related to the sale of these vehicles, which is the completion of the online auction process. Under the new standard, vehicle sales revenue will continue to be recognized on the auction date. As the Company acts as a principal in vehicle sales transactions, the gross sales price at auction is recorded as revenue. Year Ended July 31, (In thousands) 2019 2018 2017 Vehicle sales United States $ 119,138 $ 105,784 $ 64,198 International 167,125 121,409 97,531 Total vehicle sales $ 286,263 $ 227,193 $ 161,729 Contract assets The Company capitalizes certain contract assets related to obtaining a contract, where the amortization period for the related asset is greater than one year. These assets are amortized over the expected life of the customer relationship. Contract assets are classified as current or long-term other assets, based on the timing of when the Company expects to recognize the related revenues and are amortized as an offset to the associated revenues on a straight-line basis. The Company assesses these costs for impairment at least quarterly and as “triggering” events occur that indicate it is more likely than not that an impairment exists. The contract asset costs where the amortization period for the related asset is one year or less are expensed as incurred and recorded within general and administrative expenses in the accompanying statements of income. |
Vehicle Pooling Costs | Vehicle Pooling Costs The Company defers costs that relate directly to the fulfillment of its contracts associated with vehicles consigned to and received by the Company, but not sold as of the end of the period. The Company quantifies the deferred costs using a calculation that includes the number of vehicles at its facilities at the beginning and end of the period, the number of vehicles sold during the period and an allocation of certain yard operation costs of the period. The primary expenses allocated and deferred are inbound transportation costs, titling fees, certain facility costs, labor, and vehicle processing. Upon the adoption of ASC 606 in fiscal 2019, the Company began deferring the inbound transportation costs and titling fees directly associated with the vehicles within its vehicle pooling costs. If the allocation factors change, then yard operation expenses could increase or decrease correspondingly in the future. These costs are expensed into yard operations expenses as vehicles are sold in subsequent periods on an average cost basis. |
Foreign Currency Translation | Foreign Currency Translation The Company records foreign currency translation adjustments from the process of translating the functional currency of the financial statements of its foreign subsidiaries into the U.S. dollar reporting currency. The Canadian dollar, British pound, Brazilian real, European Union euro, U.A.E. dirham, Omani rial, Bahraini dinar, and Indian rupee are the functional currencies of the Company’s foreign subsidiaries, as they are the primary currencies within the economic environment in which each subsidiary operates. The original equity investment in the respective subsidiaries is translated at historical rates. Assets and liabilities of the respective subsidiary’s operations are translated into U.S. dollars at period-end exchange rates, and revenues and expenses are translated into U.S. dollars at average exchange rates in effect during each reporting period. Adjustments resulting from the translation of each subsidiary’s financial statements are reported in other comprehensive income. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company records its financial assets and liabilities at fair value in accordance with the framework for measuring fair value in U.S. GAAP. In accordance with ASC 820, Fair Value Measurements and Disclosures , as amended by Accounting Standards Update 2011-04, the Company considers fair value as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants under current market conditions. This framework establishes a fair value hierarchy that prioritizes the inputs used to measure fair value: Level I Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities traded in active markets. Level II Inputs other than quoted prices included within Level I that are observable for the asset or liability, either directly or indirectly. Level III Inputs that are generally unobservable. These inputs may be used with internally developed methodologies that result in management’s best estimate. The amounts recorded for financial instruments in the Company’s consolidated financial statements, which included cash, accounts receivable, accounts payable, accrued liabilities and Revolving Loan Facility approximated their fair values as of July 31, 2019 and 2018 , due to the short-term nature of those instruments and are classified within Level II of the fair value hierarchy. Cash equivalents are classified within Level II of the fair value hierarchy because they are valued using quoted market prices of the underlying investments. See Note 7 — Long-Term Debt and Note 8 – Fair Value Measures . |
Cost of Vehicle Sales | Cost of Vehicle Sales Cost of vehicle sales includes the purchase price of vehicles sold for the Company’s own account. |
Yard Operations | Yard Operations Yard operations consists primarily of operating personnel (which includes yard management, clerical and yard employees) and their related benefits, rent, vehicle transportation, insurance, property related taxes, fuel, and equipment maintenance and repair. |
General and Administrative Expenses | General and Administrative Expenses General and administrative expenses consist primarily of executive, accounting, data processing, sales personnel, professional services, marketing expenses, and system maintenance and enhancements. |
Advertising | Advertising |
Other (Expense) Income | Other (Expense) Income Other (expense) income consists primarily of interest expense, interest income, gains and losses from the disposal of fixed assets, rental income, earnings from unconsolidated affiliates, and currency related gains and losses. |
Income Taxes and Deferred Tax Assets | Income Taxes and Deferred Tax Assets Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities, their respective tax basis, and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Company considers the need to maintain a valuation allowance on deferred tax assets based on an assessment of whether it is more likely than not that the Company would realize those deferred tax assets based on future reversals of existing taxable temporary differences and the ability to generate sufficient taxable income within the carryforward period available under the applicable tax law. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Excess tax benefits and deficiencies related to exercises of stock options are recognized as expense or benefit in the income statement as discrete items in the reporting period in which they occur. The Company recognizes and measures uncertain tax positions in accordance with ASC740, Income Taxes |
Net Income Per Share | Net Income Per Share |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments purchased with original maturities of three months or less at the time of purchase to be cash equivalents. Cash and cash equivalents include cash held in checking, domestic certificates of deposit, and money market accounts. The Company periodically invests its excess cash in money market funds and U.S. Treasury Bills. The Company’s cash and cash equivalents are placed with high credit quality financial institutions. |
Inventory | Inventory Inventories of purchased vehicles are stated at the lower of cost or estimated realizable value. Cost includes the Company’s cost of acquiring ownership of the vehicle. The cost of vehicles sold is charged to cost of vehicle sales as sold on a specific identification basis. |
Accounts Receivable | Accounts Receivable Accounts receivable, which consist primarily of advance charges receivable from the Company’s sellers and the gross sales price of the vehicle due from buyers, are recorded when billed, advanced or accrued and represent claims against third parties that will be settled in cash. Advance charges receivable represents amounts paid to third parties on behalf of insurance companies for which the Company will be reimbursed when the vehicle is sold. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments, which subject the Company to potential credit risk, consist of its cash and cash equivalents, short-term investments and accounts receivable. The Company adheres to its investment policy when placing investments. The investment policy has established guidelines to limit the Company’s exposure to credit risk by placing investments with high credit quality financial institutions, diversifying its investment portfolio, limiting investments in any one issuer or pooled fund and placing investments with maturities that maintain safety and liquidity. Deposits with these financial institutions may exceed the amount of insurance provided; however, these deposits typically are redeemable upon demand and, therefore, the Company believes that the financial risks associated with these financial instruments are minimal. The Company generally does not require collateral on its accounts receivable. The Company estimates its allowances for doubtful accounts based on historical collection trends, the age of outstanding receivables and existing economic conditions. If events or changes in circumstances indicate that specific receivable balances may be impaired, further consideration is given to the collectability of those balances and the allowance is adjusted accordingly. Past-due account balances are written off when the Company’s internal collection efforts have been unsuccessful in collecting the amounts due. The Company does not have off-balance sheet credit exposure related to its customers and to date, the Company has not experienced significant credit-related losses. |
Property and Equipment | Property and Equipment Property and equipment is stated at cost, less accumulated depreciation and amortization. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or the estimated useful lives of the respective improvements, which is between seven and ten years . Significant improvements which substantially extend the useful lives of assets are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation and amortization are computed on a straight-line basis over the estimated useful lives: three to seven years for internally developed or purchased software; three to twenty years for transportation and other equipment; three to five years for office furniture and equipment; and 7 to 40 years or the lease term, whichever is shorter , for buildings and improvements. Amortization of equipment under capital leases is included in depreciation expense. |
Goodwill | Goodwill In accordance with ASC 350-30-35, Intangibles—Goodwill and Other |
Segments and Other Geographic Reporting | Segments and Other Geographic Reporting The Company’s U.S. and International regions are considered two separate operating segments and are disclosed as two reportable segments. The segments represent geographic areas and reflect how the chief operating decision maker allocates resources and measures results, including total revenues and operating income. |
Capitalized Software Costs | Capitalized Software Costs |
Stock-Based Payment Compensation | Stock-Based Compensation The Company accounts for stock-based awards to employees and non-employees using the fair value method as required by ASC 718, Compensation—Stock Compensation (ASC 718), which requires the measurement and recognition of compensation expense for all stock-based awards made to employees, consultants and directors based on estimated fair value. ASC 718 requires companies to estimate the fair value of stock-based awards on the measurement date using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized in expense over the requisite service periods. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The fair value of each option was estimated on the measurement date using the Black-Scholes Merton (BSM) option-pricing model utilizing the following assumptions: July 31, 2019 2018 2017 Expected life (in years) 5.3 – 6.6 5.3 – 6.9 5.5 – 7.4 Risk-free interest rate 1.80 – 2.69 1.88 – 2.62 1.20 – 2.07 Estimated volatility 21.6 – 22.1 19.7 – 20.7 20.0 – 22.7 Expected dividends — % — % — % Weighted average fair value at measurement date $ 15.47 $ 8.88 $ 7.05 Expected life—The Company’s expected life represents the period that the Company’s stock-based awards are expected to be outstanding and was determined based on historical experience of similar awards, giving consideration to the contractual terms of the stock-based awards, vesting schedules and expectations of future employee behavior as influenced by changes to the terms of its stock-based awards. Risk-free interest rate—The Company bases the risk-free interest rate used in the BSM option-pricing model on the implied yield currently available on U.S. Treasury zero-coupon issues with the same or substantially equivalent expected life. Estimated volatility—The Company uses the trading history of its common stock in determining an estimated volatility factor when using the BSM option-pricing model to determine the fair value of options granted. Expected dividend—The Company has not declared dividends. Therefore, the Company uses a zero value for the expected dividend value factor when using the BSM option-pricing model to determine the fair value of options granted. Estimated forfeitures—When estimating forfeitures, the Company considers voluntary and involuntary termination behavior as well as analysis of actual option forfeitures. |
Comprehensive Income | Comprehensive Income Comprehensive income includes all changes in stockholders’ equity during a period from non-stockholder sources. For the years ended July 31, 2019 , 2018 and 2017 , accumulated other comprehensive income (loss) was the effect of foreign currency translation adjustments. Deferred taxes are not provided on cumulative translation adjustments where the Company expects earnings of a foreign subsidiary to be indefinitely reinvested. |
Acquisitions | Acquisitions The Company recognizes and measures identifiable assets acquired and liabilities assumed in acquired entities in accordance with ASC 805, Business Combinations . The allocation of the purchase consideration for acquisitions can require extensive use of accounting estimates and judgments to allocate the purchase consideration to the identifiable tangible and intangible assets acquired and liabilities assumed based on their respective fair values. The excess of the fair value of purchase consideration over the values of the identifiable assets and liabilities is recorded as goodwill. Critical estimates in valuing certain identifiable assets include but are not limited to expected long-term revenues; future expected operating expenses; cost of capital; appropriate attrition; and discount rates. |
Recently Issued Accounting Standards | Recently Issued Accounting Pronouncements Adopted In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) (ASC 606), which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition . ASU 2014-09 is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments and changes in judgments and assets recognized from costs incurred to obtain or fulfill a contract. On August 1, 2018, the Company adopted ASC 606 using the modified retrospective method for all contracts. Results for reporting periods beginning August 1, 2018 are presented under ASC 606, while prior period amounts were not adjusted and continue to be reported in accordance with the Company’s historic accounting under Topic 605, Revenue Recognition . Pending In February 2018, the FASB issued ASU 2018-02, Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . The current standard, ASC Topic 740 - Income Taxes , requires deferred tax liabilities and assets to be adjusted for the effect of a change in tax laws or rates with the effect included in income from continuing operations in the reporting period that includes the enactment date. This includes the tax effects of items in accumulated other comprehensive income ("AOCI") that were originally recognized in other comprehensive income, subsequently creating stranded tax effects. ASU 2018-02 allows a reclassification from AOCI to retained earnings for stranded tax effects specifically resulting from the U.S. federal government's recently enacted tax bill, the Tax Cuts and Jobs Act. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those periods. Early adoption is permitted. The adoption of ASU 2018-02 will result in a reclassification from AOCI to retained earnings and will have no impact on the Company’s consolidated results of operations, financial position or cash flows. In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350). ASU 2017-04 amends the requirement that entities compare the implied fair value of goodwill with its carrying amount as part of step 2 of the goodwill impairment test. As a result, entities should perform their annual or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognize an impairment if the carrying amount exceeds the reporting unit’s fair value. ASU 2017-04 is effective for annual periods beginning after December 15, 2019. The Company’s adoption of ASU 2017-04 will not have a material impact on the Company’s consolidated results of operations and financial position. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) , that supersedes all existing guidance on accounting for leases in ASC Topic 840. ASU 2016-02 is intended to provide enhanced transparency and comparability by requiring lessees to record right-of-use assets and corresponding lease liabilities on the balance sheet. ASU 2016-02 will continue to classify leases as either finance or operating, with classification affecting the pattern of expense recognition in the statement of income. ASU 2016-02 is effective for annual and interim periods within those annual reporting periods beginning after December 15, 2018 and adoption is to be applied with a modified retrospective approach to each prior reporting period presented with various optional practical expedients. Most of the Company’s operating lease commitments are subject to the new guidance and recognized as operating lease liabilities and right-of-use assets upon adoption, resulting in a significant increase in the assets and liabilities on the Company’s consolidated balance sheets. The Company has evaluated the impact the adoption will have on the consolidated financial statements and is finalizing the calculation of its cumulative effect adjustment. Policy elections and practical expedients that the Company expects to implement as part of adopting ASU 2016-02 include: (i) excluding from the balance sheet leases with terms that are less than one year; (ii) for agreements that contain both lease and non-lease components, combining these components together and accounting for them as a single lease; (iii) the package of practical expedients, which allows the Company to avoid reassessing contracts that commenced prior to adoption that were properly evaluated under legacy GAAP; and (iv) the policy election that eliminates the need for adjusting prior period comparable financial statements prepared under legacy lease accounting guidance. The adoption of ASU 2016-02 will result in the recording of a right-of-use asset and a lease liability in the first quarter of fiscal 2020, within a range of $120.0 million to $135.0 million as a result of the initial application of the standard and will not have a material impact to the Company’s consolidated results of operations. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326). ASU 2016-13 requires entities to use a current lifetime expected credit loss methodology to measure impairments of certain financial assets. Using this methodology will result in earlier recognition of losses than under the current incurred loss approach, which requires waiting to recognize a loss until it is probable of having been incurred. There are other provisions within the standard that affect how impairments of other financial assets may be recorded and presented, and that expand disclosures. This pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019, and must be applied on a modified retrospective basis. The Company is continuing its assessment, which may identify additional impacts ASU 2016-13 may have on the Company’s consolidated results of operations, financial position, and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of foreign currency translation | The cumulative effects of foreign currency exchange rate fluctuations were as follows (in thousands): Cumulative loss on foreign currency translation as of July 31, 2017 $ (100,676 ) Loss on foreign currency translation (7,252 ) Cumulative loss on foreign currency translation as of July 31, 2018 $ (107,928 ) Loss on foreign currency translation (24,601 ) Cumulative loss on foreign currency translation as of July 31, 2019 $ (132,529 ) |
Schedule of fair value assumptions | The fair value of each option was estimated on the measurement date using the Black-Scholes Merton (BSM) option-pricing model utilizing the following assumptions: July 31, 2019 2018 2017 Expected life (in years) 5.3 – 6.6 5.3 – 6.9 5.5 – 7.4 Risk-free interest rate 1.80 – 2.69 1.88 – 2.62 1.20 – 2.07 Estimated volatility 21.6 – 22.1 19.7 – 20.7 20.0 – 22.7 Expected dividends — % — % — % Weighted average fair value at measurement date $ 15.47 $ 8.88 $ 7.05 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Schedule of accounts receivable | Accounts receivable, net consisted of: July 31, (In thousands) 2019 2018 Advance charges receivable $ 280,835 $ 230,092 Trade accounts receivable 89,274 125,255 Other receivables 2,098 1,698 372,207 357,045 Less: Allowance for doubtful accounts (4,942 ) (5,444 ) Accounts receivable, net $ 367,265 $ 351,601 |
Schedule of movements in the allowance for doubtful accounts | The movements in the allowance for doubtful accounts were as follows: July 31, (In thousands) 2019 2018 2017 Balance at beginning of year $ 5,444 $ 4,311 $ 4,120 Charged to costs and expenses 2,409 4,255 2,928 Deductions to bad debt (2,911 ) (3,122 ) (2,737 ) Balance at end of year $ 4,942 $ 5,444 $ 4,311 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | Property and equipment, net consisted of the following: July 31, (In thousands) 2019 2018 Transportation and other equipment $ 236,282 $ 190,900 Office furniture and equipment 63,200 58,477 Software 39,434 30,680 Land 939,817 762,524 Buildings and leasehold improvements 686,615 610,964 1,965,348 1,653,545 Less: Accumulated depreciation and amortization (537,622 ) (490,120 ) Property and equipment, net $ 1,427,726 $ 1,163,425 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of change in carrying amount of goodwill | The change in the carrying amount of goodwill was as follows: July 31, (In thousands) 2019 2018 Beginning balance $ 337,235 $ 340,243 Goodwill adjustments and acquisitions during the period 563 (1,839 ) Effect of foreign currency exchange rates (4,477 ) (1,169 ) Ending balance $ 333,321 $ 337,235 |
Intangibles, Net (Tables)
Intangibles, Net (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of intangible assets | The following table sets forth amortizable intangible assets by major asset class: Gross Carrying Amount Accumulated Amortization Net Book Value Weighted Average Remaining Useful Life (in years) July 31, July 31, July 31, July 31, (In thousands, except remaining useful life) 2019 2018 2019 2018 2019 2018 2019 2018 Amortized intangibles: Supply contracts and customer relationships $ 49,109 $ 71,787 $ (11,900 ) $ (29,601 ) $ 37,209 $ 42,186 9 10 Trade names 23,501 24,173 (8,010 ) (6,405 ) 15,491 17,768 7 1 Licenses and databases 7,688 9,291 (5,232 ) (4,363 ) 2,456 4,928 2 2 Covenants not to compete — 1,666 — (1,656 ) — 10 0 0 Total Intangibles $ 80,298 $ 106,917 $ (25,142 ) $ (42,025 ) $ 55,156 $ 64,892 |
Schedule of aggregate amortization expense on intangible assets | Intangible amortization expense for the next five fiscal years based upon July 31, 2019 intangible assets is expected to be as follows: (In thousands) 2020 $ 8,613 2021 6,129 2022 6,074 2023 5,973 2024 5,729 Thereafter 22,638 Total future intangible amortization expense $ 55,156 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of accounts payable and accrued liabilities | Accounts payable and accrued liabilities consisted of the following: July 31, (In thousands) 2019 2018 Trade accounts payable $ 45,520 $ 65,057 Accounts payable to sellers 68,427 68,660 Buyer deposits and prepayments 73,421 62,443 Accrued compensation and benefits 41,400 37,218 Accrued insurance 8,507 4,376 Other accrued liabilities 33,643 33,190 Total accounts payable and accrued expenses $ 270,918 $ 270,944 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of future annual payments | As of July 31, 2019 , future payments on the Revolving Loan Facility and Note Purchase Agreement were as follows: (In thousands) July 31, (1) 2020 $ — 2021 — 2022 — 2023 — 2024 100,000 Thereafter 300,000 Total future payments $ 400,000 (1) Currently there are no outstanding balances on the Revolving Loan Facility and none are currently expected based on management’s intent of the use of the Revolving Loan Facility, which may change on a quarter by quarter basis. |
Fair Value Measures Fair Valu_2
Fair Value Measures Fair Value Measures (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | July 31, 2019 July 31, 2018 (In thousands) Fair Value Total Significant Observable Inputs (Level II) Fair Value Total Significant Observable Inputs (Level II) Assets Cash equivalents $ 12,389 $ 12,389 $ 130,769 $ 130,769 Total Assets $ 12,389 $ 12,389 $ 130,769 $ 130,769 Liabilities Long-term fixed rate debt, including current portion $ 411,510 $ 411,510 $ 381,230 $ 381,230 Total Liabilities $ 411,510 $ 411,510 $ 381,230 $ 381,230 |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Equity [Abstract] | |
Schedule of stock options exercised utilizing a cashless exercise | The exercised stock options, utilizing a cashless exercise, are summarized in the following table: Period Options Exercised Weighted Average Exercise Price Shares Net Settled for Exercise Shares Withheld for Taxes (1) Net Shares to Employees Weighted Average Share Price for Withholding Employee Stock Based Tax Withholding (in 000s) FY 2017—Q1 18,000,000 $ 7.70 5,408,972 5,255,322 7,335,706 $ 25.62 $ 134,615 FY 2018—Q2 80,000 6.54 11,996 — 68,004 43.60 — FY 2019—Q3 3,000,000 17.81 945,162 806,039 1,248,799 56.53 45,565 (1) Shares withheld for taxes are treated as a repurchase of shares for accounting purposes but do not count against the Company’s stock repurchase program. |
Schedule of share-based compensation expense | The following table details stock-based compensation recognized by the Company for stock options and restricted stock awards: Year Ended July 31, (In thousands) 2019 2018 2017 General and administrative $ 18,254 $ 19,351 $ 17,622 Yard operations 5,191 3,870 3,286 Total stock-based compensation $ 23,445 $ 23,221 $ 20,908 |
Schedule of non-vested shares | A summary of the status of the Company’s non-vested shares from stock option awards and its activity during the year ended July 31, 2019 was as follows: (In thousands, except per share amounts) Number of Shares Weighted Average Grant- date Fair Value Non-vested shares at July 31, 2018 5,516 $ 6.96 Grants of non-vested shares 1,950 15.47 Vested (3,125 ) 6.81 Forfeitures or expirations (132 ) 6.18 Non-vested shares at July 31, 2019 4,209 $ 11.05 |
Schedule of option activity | The following is a summary of activity for the Company’s stock options for the year ended July 31, 2019 : (In thousands, except per share and term data) Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (In years) Aggregate Intrinsic Value Outstanding as of July 31, 2018 17,797 $ 20.29 6.19 $ 660,268 Grants of options 1,950 57.91 Exercises (5,063 ) 17.35 Forfeitures or expirations (132 ) 27.29 Outstanding as of July 31, 2019 14,552 $ 26.29 6.04 $ 745,592 Exercisable as of July 31, 2019 10,343 $ 19.77 5.13 $ 597,352 Vested and expected to vest as of July 31, 2019 14,024 $ 25.68 5.99 $ 727,091 |
Schedule of restricted stock activity | The following is a summary of activity for the Company’s restricted stock for the for the year ended July 31, 2019 : (In thousands, except per share data) Restricted Shares Weighted Average Grant Date Fair Value Outstanding as of July 31, 2018 28 $ 36.12 Grants of restricted stock 162 55.57 Vested restricted stock (52 ) 42.70 Forfeited restricted stock (4 ) 49.54 Outstanding as of July 31, 2019 134 $ 56.62 |
Schedule of stock options outstanding and exercisable | The following table summarizes stock options outstanding and exercisable as of July 31, 2019 : (In thousands, except per share amounts) Options Outstanding Options Exercisable Range of Exercise Prices Number Weighted Average Remaining Contractual Life Weighted Average Exercise Price Number Weighted Average Exercise Price $8.28–$17.64 891 2.60 $ 11.94 871 $ 11.82 $17.73–$17.81 6,110 4.87 17.78 5,592 17.79 $18.06–$34.78 4,208 6.23 23.16 3,289 21.52 $36.32–$77.51 3,343 8.84 49.60 591 40.57 Outstanding as of July 31, 2019 14,552 6.04 $ 26.29 10,343 $ 19.77 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of income from continuing operations before taxes | Income before taxes consisted of the following: Year Ended July 31, (In thousands) 2019 2018 2017 U.S. $ 634,874 $ 501,961 $ 385,526 International 70,077 60,550 54,574 Total income before taxes $ 704,951 $ 562,511 $ 440,100 |
Schedule of income tax expense (benefit) from continuing operations | Income tax expense (benefit) from continuing operations consisted of the following: Year Ended July 31, (In thousands) 2019 2018 2017 Federal: Current $ 59,848 $ 109,804 $ 12,752 Deferred 27,779 17,094 20,094 87,627 126,898 32,846 State: Current 12,720 9,100 1,659 Deferred 702 (111 ) 499 13,422 8,989 2,158 International: Current 12,508 8,820 11,468 Deferred (299 ) (203 ) (633 ) 12,209 8,617 10,835 Income tax expense $ 113,258 $ 144,504 $ 45,839 |
Schedule of reconciliation of Income tax | A reconciliation of the expected U.S. statutory tax rate to the actual effective income tax rate is as follows: Year Ended July 31, (In thousands) 2019 2018 2017 Federal statutory rate 21.0 % 26.9 % 35.0 % State income taxes, net of federal income tax benefit 1.4 % 1.3 % 1.3 % International rate differential 0.3 % (0.8 )% (1.8 )% Compensation and fringe benefits (1) (6.4 )% (3.5 )% (24.3 )% Provisional transition tax (0.7 )% 2.2 % — % Deferred tax remeasurement — % (0.8 )% — % Other differences 0.5 % 0.4 % 0.2 % Effective tax rate 16.1 % 25.7 % 10.4 % (1) Included in the compensation and fringe benefits rate reconciliation is the impact of the Company’s adoption of ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting. Under this standard, all excess tax benefits and tax deficiencies related to exercises of stock options are recognized as income tax expense or benefit in the income statement as discrete items in the reporting period in which they occur. |
Schedule of tax effects on deferred tax assets and deferred tax liabilities | The tax effects of temporary differences that give rise to significant portions of the deferred tax assets (liabilities) are presented below: July 31, (In thousands) 2019 2018 Deferred tax assets: Allowance for doubtful accounts $ 919 $ 1,068 Accrued compensation and benefits 18,397 17,704 State taxes 559 580 Accrued other 3,312 1,930 Deferred revenue 1,322 929 Losses carried forward 7,631 3,065 Federal tax benefit 7,998 6,441 Total gross deferred tax assets 40,138 31,717 Less: Valuation allowance (8,578 ) (4,592 ) Net deferred tax assets 31,560 27,125 Deferred tax liabilities: Vehicle pooling costs (15,731 ) (6,523 ) Property and equipment (38,475 ) (14,147 ) Prepaid insurance (987 ) (708 ) Intangibles and goodwill (24,639 ) (25,010 ) Total gross deferred tax liabilities (79,832 ) (46,388 ) Net deferred tax liabilities $ (48,272 ) $ (19,263 ) |
Schedule of net deferred tax liability | The above net deferred tax assets and liabilities have been reflected in the accompanying consolidated balance sheets as follows: July 31, (In thousands) 2019 2018 U.S. non-current liabilities $ (44,499 ) $ (16,018 ) International non-current liabilities (3,773 ) (3,245 ) Net deferred tax liabilities $ (48,272 ) $ (19,263 ) |
Schedule of unrecognized tax benefits | The following table summarizes the activities related to the Company’s unrecognized tax benefits resulting from uncertain tax positions: July 31, (In thousands) 2019 2018 2017 Beginning balance $ 21,322 $ 19,269 $ 20,715 Increases related to current year tax position 6,588 5,169 2,807 Prior year tax positions: Prior year increase 800 554 2,694 Prior year decrease (305 ) (2,079 ) (3,605 ) Cash settlement (534 ) (519 ) (1,123 ) Lapse of statute of limitations (334 ) (1,072 ) (2,219 ) Ending balance $ 27,537 $ 21,322 $ 19,269 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of reconciliation of basic weighted shares outstanding to diluted weighted average shares outstanding | The table below reconciles basic weighted shares outstanding to diluted weighted average shares outstanding: Year Ended July 31, (In thousands) 2019 2018 2017 Weighted average common shares outstanding 230,489 231,793 228,686 Effect of dilutive securities — stock options 9,964 10,084 8,333 Weighted average common and dilutive potential common shares outstanding 240,453 241,877 237,019 |
Segments and Other Geographic_2
Segments and Other Geographic Information Segment Reporting (Tables) | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Segment Reporting Information [Line Items] | |||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | The following tables present financial information by segment: Year Ended July 31, 2019 (In thousands) United States International Total Service revenues $ 1,537,431 $ 218,263 $ 1,755,694 Vehicle sales 119,138 167,125 286,263 Total service revenues and vehicle sales 1,656,569 $ 385,388 $ 2,041,957 Yard operations 751,653 136,458 888,111 Cost of vehicle sales 112,268 143,236 255,504 General and administrative 151,854 30,013 181,867 Operating income $ 640,794 $ 75,681 $ 716,475 Depreciation and amortization $ 75,135 $ 9,760 $ 84,895 Capital expenditures, including acquisitions 311,472 63,156 374,628 Total assets 2,094,592 453,025 2,547,617 Goodwill 256,998 76,323 333,321 | Year Ended July 31, 2018 (In thousands) United States International Total Service revenues $ 1,385,238 $ 193,264 $ 1,578,502 Vehicle sales 105,784 121,409 227,193 Total service revenues and vehicle sales 1,491,022 314,673 1,805,695 Yard operations 730,865 116,003 846,868 Cost of vehicle sales 101,130 95,331 196,461 General and administrative 144,140 32,750 176,890 Impairment of long-lived assets — 1,131 1,131 Operating income $ 514,887 $ 69,458 $ 584,345 Depreciation and amortization $ 67,779 $ 10,819 $ 78,598 Capital expenditures, including acquisitions 255,868 40,829 296,697 Total assets 1,856,058 451,640 2,307,698 Goodwill 256,434 80,801 337,235 | Year Ended July 31, 2017 (In thousands) United States International Total Service revenues $ 1,128,990 $ 157,262 $ 1,286,252 Vehicle sales 64,198 97,531 161,729 Total service revenues and vehicle sales 1,193,188 254,793 1,447,981 Yard operations 585,587 92,814 678,401 Cost of vehicle sales 61,484 76,068 137,552 General and administrative 130,392 20,972 151,364 Impairment of long-lived assets 19,365 — 19,365 Operating income $ 396,360 $ 64,939 $ 461,299 Depreciation and amortization $ 47,507 $ 9,493 $ 57,000 Capital expenditures, including acquisitions 317,646 15,344 332,990 Total assets 1,514,018 468,483 1,982,501 Goodwill 259,162 81,081 340,243 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum lease commitments under noncancelable capital and operating leases | The future minimum lease commitments for the next five fiscal years, under non-cancelable capital and operating leases with initial or remaining lease terms in excess of one year were as follows: Years Ending July 31, (In thousands) Capital Leases Operating Leases 2020 $ 644 $ 30,158 2021 619 25,177 2022 505 20,211 2023 — 17,794 2024 — 13,516 Thereafter — 35,291 Subtotal 1,768 142,147 Less: Amount relating to interest (41 ) — Total $ 1,727 $ 142,147 |
Quarterly Information (Tables)
Quarterly Information (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial information | Fiscal Quarter Fiscal Year 2019 (In thousands, except per share data) First Second Third Fourth Total revenue $ 461,368 $ 484,898 $ 553,116 $ 542,575 Gross profit 195,918 208,226 251,579 242,619 Operating income 151,440 164,739 207,494 192,802 Income before income taxes 148,786 164,966 204,129 187,070 Net income attributable to Copart, Inc. 114,083 131,373 192,741 153,496 Basic net income per common share $ 0.49 $ 0.57 $ 0.85 $ 0.67 Diluted net income per common share $ 0.47 $ 0.55 $ 0.81 $ 0.64 Fiscal Quarter Fiscal Year 2018 (In thousands, except per share data) First Second Third Fourth Total revenue $ 419,168 $ 459,106 $ 478,198 $ 449,223 Gross profit 163,264 191,609 219,068 188,425 Operating income 123,942 150,947 174,619 134,837 Income before income taxes 114,128 144,438 171,216 132,729 Net income attributable to Copart, Inc. 77,515 103,256 127,348 109,748 Basic net income per common share $ 0.34 $ 0.45 $ 0.55 $ 0.47 Diluted net income per common share $ 0.32 $ 0.43 $ 0.52 $ 0.45 (1) Earnings per share were computed independently for each of the periods presented; therefore, the sum of the earnings per share amounts for the quarters may not equal the total for the year. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) $ in Thousands | Aug. 01, 2019USD ($) |
Subsequent Event [Line Items] | |
Cumulative Effect of New Accounting Standard in Period of Adoption | $ (22,954) |
Minimum | |
Subsequent Event [Line Items] | |
Cumulative Effect of New Accounting Standard in Period of Adoption | 120,000 |
Maximum | |
Subsequent Event [Line Items] | |
Cumulative Effect of New Accounting Standard in Period of Adoption | $ 135,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details 1) - Stock Options - $ / shares | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Fair value assumptions, method used | Black-Scholes Merton (BSM) option-pricing model | Black-Scholes Merton (BSM) option-pricing model | Black-Scholes Merton (BSM) option-pricing model |
Risk-free interest rate, minimum | 1.80% | 1.88% | 1.20% |
Risk-free interest rate, maximum | 2.69% | 2.62% | 2.07% |
Estimated volatility, minimum | 21.60% | 19.70% | 20.00% |
Estimated volatility, maximum | 22.10% | 20.70% | 22.70% |
Expected dividends | 0.00% | 0.00% | 0.00% |
Weighted average fair value at measurement date (in dollars per share) | $ 15.47 | $ 8.88 | $ 7.05 |
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life (in years) | 5 years 3 months 18 days | 5 years 3 months 18 days | 5 years 6 months |
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life (in years) | 6 years 7 months 6 days | 6 years 10 months 24 days | 7 years 4 months 24 days |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details Textuals) $ in Thousands | Aug. 01, 2018USD ($) | Jul. 31, 2019USD ($) | Jul. 31, 2019customer | Jul. 31, 2019 | Jul. 31, 2019Segment | Jul. 31, 2018USD ($)customer | Jul. 31, 2017USD ($)customer | Aug. 01, 2019USD ($) |
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | $ 23,000 | |||||||
Cumulative Effect of New Accounting Standard in Period of Adoption | $ (22,954) | |||||||
Share-based Payment Arrangement, Expense, Tax Benefit | $ 46,100 | $ 21,300 | $ 107,600 | |||||
Business Acquisition, Percentage of Voting Interests Acquired | 59.50% | |||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 40.50% | |||||||
Proceeds from sale of majority-owned subsidiary | 0 | $ 1,796 | 0 | |||||
Deconsolidation, Gain (Loss), Amount | 900 | |||||||
Advertising expenses | 7,500 | 5,900 | 5,600 | |||||
Number of operating segments | 2 | 2 | ||||||
Number of reportable segment | 2 | 2 | ||||||
Capitalized Computer Software, Period Increase (Decrease) | 15,500 | |||||||
Capitalized Computer Software, Impairments | 19,400 | |||||||
Proceeds from the exercise of stock options | $ 34,398 | $ 44,459 | $ 31,188 | |||||
Minimum | ||||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||||
Cumulative Effect of New Accounting Standard in Period of Adoption | 120,000 | |||||||
Maximum | ||||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||||
Cumulative Effect of New Accounting Standard in Period of Adoption | $ 135,000 | |||||||
Revenue Benchmark [Member] | ||||||||
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||||
Number of Customers Exceeding Threshold | customer | 0 | 0 | 0 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details Textuals 1) - customer | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Revenue Benchmark [Member] | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk, benchmark description | more than 10 | more than 10 | |
Concentration risk, customer | No single customer accounted for more than 10 | no single customer accounted for more than 10 | no single customer accounted for more than 10 |
Number of Customers Exceeding Threshold | 0 | 0 | 0 |
Accounts receivables | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk, benchmark description | more than 10 | ||
Concentration risk, customer | no customer accounted for more than 10% | ||
Number of Customers Exceeding Threshold | 0 | 0 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies (Details Textuals 2) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Share-based Payment Arrangement, Expense, Tax Benefit | $ 46,100 | $ 21,300 | $ 107,600 |
Software development costs, gross | 39,400 | 30,700 | |
Accumulated amortization | 23,600 | 16,000 | |
Capitalized Computer Software, Impairments | 19,400 | ||
Share-based Payment Arrangement, Disclosure [Abstract] | |||
Proceeds from the exercise of stock options | $ 34,398 | $ 44,459 | $ 31,188 |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Description of useful lives | between seven and ten years | ||
Internally developed or purchased software | |||
Property, Plant and Equipment [Line Items] | |||
Description of useful lives | three to seven years | ||
Transportation and other equipment | |||
Property, Plant and Equipment [Line Items] | |||
Description of useful lives | three to twenty years | ||
Office furniture and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Description of useful lives | three to five years | ||
Buildings and leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Description of useful lives | 7 to 40 years or the lease term, whichever is shorter | ||
Minimum | Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 5 years | ||
Minimum | Internally developed or purchased software | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 3 years | ||
Minimum | Transportation and other equipment | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 3 years | ||
Minimum | Office furniture and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 3 years | ||
Minimum | Buildings and leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 5 years | ||
Maximum | Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 10 years | ||
Maximum | Internally developed or purchased software | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 7 years | ||
Maximum | Transportation and other equipment | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 20 years | ||
Maximum | Office furniture and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 5 years | ||
Maximum | Buildings and leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Useful life (in years) | 40 years |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies Disaggregation of Revenue (Details) - USD ($) | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||
Contract with Customer, Liability | $ 0 | ||
Service revenues and vehicle sales | 2,041,957,000 | $ 1,805,695,000 | $ 1,447,981,000 |
Contract with Customer, Asset, after Allowance for Credit Loss | 11,840,000 | ||
Increase (Decrease) in Contract with Customer, Asset | 4,130,000 | ||
Capitalized Contract Cost, Amortization | (4,875,000) | ||
Indefinite-lived Intangible Assets, Foreign Currency Translation Gain (Loss) | (521,000) | ||
Contract with Customer, Asset, after Allowance for Credit Loss | 10,574,000 | 11,840,000 | |
Cumulative Translation Adjustment Summary [Roll Forward] | |||
Cumulative loss on foreign currency translation, Beginning balance | (107,928,000) | (100,676,000) | |
Gain (loss) on foreign currency translation | (24,601,000) | (7,252,000) | |
Cumulative loss on foreign currency translation, Ending balance | (132,529,000) | (107,928,000) | (100,676,000) |
Service revenues | |||
Disaggregation of Revenue [Line Items] | |||
Service revenues and vehicle sales | 1,755,694,000 | 1,578,502,000 | 1,286,252,000 |
Vehicle sales | |||
Disaggregation of Revenue [Line Items] | |||
Service revenues and vehicle sales | $ 286,263,000 | $ 227,193,000 | $ 161,729,000 |
Accounts Receivable, Net (Detai
Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2016 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accounts receivable, gross, current | $ 372,207 | $ 357,045 | ||
Less allowance for doubtful accounts | (4,942) | (5,444) | $ (4,311) | $ (4,120) |
Accounts receivable, net | 367,265 | 351,601 | ||
Advance charges receivable | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accounts receivable, gross, current | 280,835 | 230,092 | ||
Trade accounts receivable | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accounts receivable, gross, current | 89,274 | 125,255 | ||
Other receivables | ||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||
Accounts receivable, gross, current | $ 2,098 | $ 1,698 |
Accounts Receivable, Net (Det_2
Accounts Receivable, Net (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at beginning of year | $ 5,444 | $ 4,311 | $ 4,120 |
Charged to costs and expenses | 2,409 | 4,255 | 2,928 |
Deductions to bad debt | (2,911) | (3,122) | (2,737) |
Balance at end of year | $ 4,942 | $ 5,444 | $ 4,311 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Jul. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 1,965,348 | $ 1,653,545 |
Less: Accumulated depreciation and amortization | (537,622) | (490,120) |
Property and equipment, net | 1,427,726 | 1,163,425 |
Transportation and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 236,282 | 190,900 |
Office furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 63,200 | 58,477 |
Software and Software Development Costs | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 39,434 | 30,680 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 939,817 | 762,524 |
Buildings and leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 686,615 | $ 610,964 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details Textuals) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 66.8 | $ 58.8 | $ 39.6 |
Capitalized Computer Software, Period Increase (Decrease) | 15.5 | ||
Capitalized Computer Software, Impairments | 19.4 | ||
Software and Software Development Costs | |||
Property, Plant and Equipment [Line Items] | |||
Amortization expense | $ 7.6 | $ 5.7 | $ 10.6 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 337,235 | $ 340,243 |
Goodwill adjustments and acquisitions during the period | 563 | (1,839) |
Effect of foreign currency exchange rates | (4,477) | (1,169) |
Ending balance | $ 333,321 | $ 337,235 |
Intangibles, Net (Details)
Intangibles, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Amortized intangible assets: | ||
Gross Carrying Amount | $ 80,298 | $ 106,917 |
Accumulated Amortization | (25,142) | (42,025) |
Intangibles, net | 55,156 | 64,892 |
Supply contracts and customer relationships | ||
Amortized intangible assets: | ||
Gross Carrying Amount | 49,109 | 71,787 |
Accumulated Amortization | (11,900) | (29,601) |
Intangibles, net | $ 37,209 | $ 42,186 |
Useful life of intangible assets | 9 years | 10 years |
Trade names | ||
Amortized intangible assets: | ||
Gross Carrying Amount | $ 23,501 | $ 24,173 |
Accumulated Amortization | (8,010) | (6,405) |
Intangibles, net | $ 15,491 | $ 17,768 |
Useful life of intangible assets | 7 years | 1 year |
Licenses and databases | ||
Amortized intangible assets: | ||
Gross Carrying Amount | $ 7,688 | $ 9,291 |
Accumulated Amortization | (5,232) | (4,363) |
Intangibles, net | $ 2,456 | $ 4,928 |
Useful life of intangible assets | 2 years | 2 years |
Covenants not to compete | ||
Amortized intangible assets: | ||
Gross Carrying Amount | $ 0 | $ 1,666 |
Accumulated Amortization | 0 | (1,656) |
Intangibles, net | $ 0 | $ 10 |
Useful life of intangible assets | 0 years | 0 years |
Intangibles, Net (Details 1)
Intangibles, Net (Details 1) - USD ($) $ in Thousands | Jul. 31, 2019 | Jul. 31, 2018 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
2020 | $ 8,613 | |
2021 | 6,129 | |
2022 | 6,074 | |
2023 | 5,973 | |
2024 | 5,729 | |
Thereafter | 22,638 | |
Intangibles, net | $ 55,156 | $ 64,892 |
Intangibles, Net (Details Textu
Intangibles, Net (Details Textuals) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |||
Amortization expenses | $ 10.5 | $ 14 | $ 6.8 |
Assets Disposed of by Method Other than Sale, in Period of Disposition, Gain (Loss) on Disposition | $ 1.1 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Jul. 31, 2019 | Jul. 31, 2018 |
Payables and Accruals [Abstract] | ||
Trade accounts payable | $ 45,520 | $ 65,057 |
Accounts payable to sellers | 68,427 | 68,660 |
Buyer deposits and prepayments | 73,421 | 62,443 |
Accrued compensation and benefits | 41,400 | 37,218 |
Accrued insurance | 8,507 | 4,376 |
Other accrued liabilities | 33,643 | 33,190 |
Total accounts payable and accrued expenses | $ 270,918 | $ 270,944 |
Long-Term Debt (Details)
Long-Term Debt (Details) $ in Thousands | Jul. 31, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 0 |
2021 | 0 |
2022 | 0 |
2023 | 0 |
2024 | 100,000 |
Thereafter | 300,000 |
Total future payments | $ 400,000 |
Long-Term Debt (Details Textual
Long-Term Debt (Details Textuals) - USD ($) $ in Millions | Jul. 21, 2016 | Jul. 21, 2016 | Jul. 31, 2019 | Mar. 14, 2016 | Jul. 21, 2016 | Mar. 15, 2016 | Dec. 03, 2014 |
Line of Credit Facility [Line Items] | |||||||
Total Consolidated Net Leverage Ratio | 30.00% | ||||||
Minimum Liquidity | $ 1,000 | ||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 1.00% | ||||||
Reference rate | 2.22% | ||||||
Federal Funds Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 0.50% | ||||||
LIBOR | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 1.00% | ||||||
Adjusted LIBOR One | Minimum | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 0.125% | ||||||
Adjusted LIBOR One | Maximum | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 1.00% | ||||||
Adjusted LIBOR Two | Revolving Credit Facility | Minimum | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 1.125% | ||||||
Line of Credit | Revolving Credit Facility | Minimum | |||||||
Line of Credit Facility [Line Items] | |||||||
Commitment fee rate range | 0.15% | ||||||
Line of Credit | Revolving Credit Facility | Maximum | |||||||
Line of Credit Facility [Line Items] | |||||||
Commitment fee rate range | 0.30% | ||||||
Scenario 1 [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of Credit Facility, Covenant Terms 1 | 325.00% | ||||||
Note Agreement, Covenant Terms | 325.00% | ||||||
Scenario 2 [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of Credit Facility, Covenant Terms 1 | 350.00% | ||||||
Note Agreement, Covenant Terms | 350.00% | ||||||
Wells Fargo and Bank of America | |||||||
Line of Credit Facility [Line Items] | |||||||
Maturity date | Mar. 15, 2021 | ||||||
Wells Fargo and Bank of America | Adjusted LIBOR Two | Revolving Credit Facility | Maximum | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 2.00% | ||||||
Wells Fargo and Bank of America | Line of Credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Repayments of lines of credit | $ 242.5 | ||||||
Wells Fargo and Bank of America | Line of Credit | Revolving Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | $ 300 | ||||||
Wells Fargo and Bank of America | Line of Credit | Term Loan Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | 300 | ||||||
Amortization of financing costs | $ 7.5 | $ 18.8 | |||||
WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Maturity date | Jul. 21, 2021 | ||||||
WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | Revolving Credit Facility | Minimum | |||||||
Line of Credit Facility [Line Items] | |||||||
Commitment fee rate range | 0.125% | ||||||
WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | Revolving Credit Facility | Maximum | |||||||
Line of Credit Facility [Line Items] | |||||||
Commitment fee rate range | 0.20% | ||||||
WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | Scenario 3 [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of Credit Facility, Covenant Terms | not to exceed $50.0 million | ||||||
WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | Scenario 4 [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Line of Credit Facility, Covenant Terms | not less than $75.0 million | ||||||
WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | Adjusted LIBOR One | Revolving Credit Facility | Minimum | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 0.00% | ||||||
WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | Adjusted LIBOR One | Revolving Credit Facility | Maximum | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 0.75% | ||||||
WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | Adjusted LIBOR Two | Revolving Credit Facility | Minimum | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 1.00% | ||||||
WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | Adjusted LIBOR Two | Revolving Credit Facility | Maximum | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 1.75% | ||||||
WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | Line of Credit | Revolving Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Outstanding borrowings | $ 0 | ||||||
First Amendment To Credit Agreement | Wells Fargo and Bank of America | Revolving Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | $ 350 | ||||||
Line of Credit, Maximum Borrowing Capacity, Increase | 50 | ||||||
First Amendment To Credit Agreement | Wells Fargo and Bank of America | Term Loan Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | 93.8 | ||||||
Outstanding borrowings | $ 93.8 | ||||||
Credit Agreement | Term Loan Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Maturity date | Dec. 3, 2019 | ||||||
Second Amendment To Credit Agreement | WellsFargo,NationalAssociation,SunTrustBankandBankofAmerica,N.A. [Member] | Revolving Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | 500 | $ 500 | $ 850 | $ 500 | |||
Note Purchase Agreement | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument costs | 3.4 | ||||||
Capitalized debt issuance fees | 2 | 2 | 2 | ||||
Debt discount | $ 1.4 | $ 1.4 | $ 1.4 | ||||
Note Purchase Agreement | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Senior notes | 400 | ||||||
4.07% Senior Notes, Series A | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Senior notes | $ 100 | ||||||
Stated interest rate | 4.07% | ||||||
4.19% Senior Notes, Series B | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Senior notes | $ 100 | ||||||
Stated interest rate | 4.19% | ||||||
4.25% Senior Notes, Series C | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Senior notes | $ 100 | ||||||
Stated interest rate | 4.25% | ||||||
4.35% Senior Notes, Series D | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Senior notes | $ 100 | ||||||
Stated interest rate | 4.35% |
Fair Value Measures Fair Valu_3
Fair Value Measures Fair Value Measures (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Jul. 31, 2019 | Jul. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents, Fair Value Disclosure | $ 12,389 | $ 130,769 |
Assets, Fair Value Disclosure | 12,389 | 130,769 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 411,510 | 381,230 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents, Fair Value Disclosure | 12,389 | 130,769 |
Financial and Nonfinancial Liabilities, Fair Value Disclosure | 411,510 | 381,230 |
Fixed Rate Debt [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term Debt, Fair Value | 411,510 | 381,230 |
Fixed Rate Debt [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Long-term Debt, Fair Value | $ 411,510 | $ 381,230 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Apr. 30, 2019 | Jan. 31, 2019 | Oct. 31, 2017 | Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Share-Based Compensation Arrangement By Share-Based Payment Award, Options Exercisable [Abstract] | ||||||
Options Exercised | 3,000,000 | 80,000 | 18,000,000 | |||
Weighted Average Exercise Price | $ 17.81 | $ 6.54 | $ 7.70 | |||
Shares Net Settled for Exercise | 945,162 | 11,996 | 5,408,972 | |||
Shares Withheld for Taxes | 806,039 | 0 | 5,255,322 | |||
Net Shares to Employees | 1,248,799 | 68,004 | 7,335,706 | |||
Weighted Average Share Price for Withholding | $ 56.53 | $ 43.60 | $ 25.62 | |||
Payments for Employee Stock-Based Tax Withholdings | $ 45,565 | $ 0 | $ 134,615 | $ 46,888 | $ 1,115 | $ 135,433 |
Stockholder's Equity (Details 1
Stockholder's Equity (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based payment compensation | $ 23,445 | $ 23,221 | $ 20,908 |
General and administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based payment compensation | 18,254 | 19,351 | 17,622 |
Yard operations | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Stock-based payment compensation | $ 5,191 | $ 3,870 | $ 3,286 |
Stockholder's Equity (Details 2
Stockholder's Equity (Details 2) - Stock Options - $ / shares | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Number Of Shares [Roll Forward] | |||
Non-vested shares at July 31, | 5,516,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,950,000 | ||
Vested (in shares) | (3,125,000) | ||
Forfeitures or expirations (in shares) | (132,000) | ||
Non-vested shares at July 31, | 4,209,000 | 5,516,000 | |
Weighted Average Grant Date Fair Value [Roll Forward] | |||
Non-vested shares at July 31, fair value | $ 6.96 | ||
Grants of non-vested shares, fair value | 15.47 | $ 8.88 | $ 7.05 |
Vested, fair value | 6.81 | ||
Forfeitures or expirations, fair value | 6.18 | ||
Non-vested shares at July 31, fair value | $ 11.05 | $ 6.96 |
Stockholder's Equity (Details 3
Stockholder's Equity (Details 3) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Apr. 30, 2019 | Jan. 31, 2019 | Oct. 31, 2017 | Jul. 31, 2019 | Jul. 31, 2018 | |
Number Of Options [Roll Forward] | |||||
Exercise of stock options, net of repurchased shares (in shares) | (3,000,000) | (80,000) | (18,000,000) | ||
Weighted Average Exercise Price [Roll Forward] | |||||
Exercises (in dollars per share) | $ 17.81 | $ 6.54 | $ 7.70 | ||
Restricted Shares [Roll Forward] | |||||
Outstanding as of July 31, | 28,000 | ||||
Grants of restricted stock (in shares) | 162,000 | ||||
Vested restricted stock (in shares) | (52,000) | ||||
Forfeited restricted stock (in shares) | (4,000) | ||||
Outstanding as of July 31, | 134,000 | 28,000 | |||
Outstanding as of July 31, Weighted Average Grant Date Fair Value | $ 36.12 | ||||
Granted restricted stock, Weighted Average Grant Date Fair Value | 55.57 | ||||
Vested restricted stock, Weighted Average Grant Date Fair Value | 42.70 | ||||
Forfeited restricted stock, Weighted Average Grant Date Fair Value | 49.54 | ||||
Outstanding as of July 31, Weighted Average Grant Date Fair Value | $ 56.62 | $ 36.12 | |||
Stock Options | |||||
Number Of Options [Roll Forward] | |||||
Outstanding at July 31, (in shares) | 17,797,000 | ||||
Grants of options (in shares) | 1,950,000 | ||||
Exercise of stock options, net of repurchased shares (in shares) | (5,063,000) | ||||
Forfeitures or expirations (in shares) | (132,000) | ||||
Outstanding at July 31, (in shares) | 14,552,000 | 17,797,000 | |||
Exercisable as of July 31, 2019 | 10,343,000 | ||||
Vested and expected to vest at July 31, 2019 (in shares) | 14,024,000 | ||||
Weighted Average Exercise Price [Roll Forward] | |||||
Outstanding at July 31, (in dollars per share) | $ 20.29 | ||||
Grants of options (in dollars per share) | 57.91 | ||||
Exercises (in dollars per share) | 17.35 | ||||
Forfeitures or expirations (in dollars per share) | 27.29 | ||||
Outstanding at July 31, (in dollars per share) | 26.29 | $ 20.29 | |||
Exercisable at July 31, 2019 (in dollars per share) | 19.77 | ||||
Vested and expected to vest at July 31, 2019 (in dollars per share) | $ 25.68 | ||||
Weighted-Average Remaining Contractual Term [Roll Forward] | |||||
Outstanding at July 31, | 6 years 2 months 8 days | ||||
Outstanding at July 31, | 6 years 14 days | ||||
Exercisable at July 31, 2019 | 5 years 1 month 17 days | ||||
Vested and expected to vest at July 31, 2019 | 5 years 11 months 26 days | ||||
Aggregate Intrinsic Value [Roll Forward] | |||||
Outstanding at July 31, | $ 660,268 | ||||
Outstanding at July 31, | 745,592 | $ 660,268 | |||
Exercisable at July 31, 2019 | 597,352 | ||||
Vested and expected to vest at July 31, 2019 | $ 727,091 |
Stockholder's Equity (Details 4
Stockholder's Equity (Details 4) - Stock Options | 12 Months Ended |
Jul. 31, 2019$ / sharesshares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number Outstanding at July 31, 2019 (in shares) | shares | 14,552,000 |
Weighted-Average Remaining Contractual Life | 6 years 14 days |
Weighted- Average Exercise Price, Options Outstanding | $ 26.29 |
Number Exercisable at July 31, 2019 (in shares) | shares | 10,343,000 |
Weighted-Average Exercise Price, Options Exercisable | $ 19.77 |
$8.28–$17.64 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price lower range | 8.28 |
Exercise price upper range | $ 17.64 |
Number Outstanding at July 31, 2019 (in shares) | shares | 891,000 |
Weighted-Average Remaining Contractual Life | 2 years 7 months 6 days |
Weighted- Average Exercise Price, Options Outstanding | $ 11.94 |
Number Exercisable at July 31, 2019 (in shares) | shares | 871,000 |
Weighted-Average Exercise Price, Options Exercisable | $ 11.82 |
$17.73–$17.81 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price lower range | 17.73 |
Exercise price upper range | $ 17.81 |
Number Outstanding at July 31, 2019 (in shares) | shares | 6,110,000 |
Weighted-Average Remaining Contractual Life | 4 years 10 months 13 days |
Weighted- Average Exercise Price, Options Outstanding | $ 17.78 |
Number Exercisable at July 31, 2019 (in shares) | shares | 5,592,000 |
Weighted-Average Exercise Price, Options Exercisable | $ 17.79 |
$18.06–$34.78 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price lower range | 18.06 |
Exercise price upper range | $ 34.78 |
Number Outstanding at July 31, 2019 (in shares) | shares | 4,208,000 |
Weighted-Average Remaining Contractual Life | 6 years 2 months 23 days |
Weighted- Average Exercise Price, Options Outstanding | $ 23.16 |
Number Exercisable at July 31, 2019 (in shares) | shares | 3,289,000 |
Weighted-Average Exercise Price, Options Exercisable | $ 21.52 |
$36.32–$77.51 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price lower range | 36.32 |
Exercise price upper range | $ 77.51 |
Number Outstanding at July 31, 2019 (in shares) | shares | 3,343,000 |
Weighted-Average Remaining Contractual Life | 8 years 10 months 2 days |
Weighted- Average Exercise Price, Options Outstanding | $ 49.60 |
Number Exercisable at July 31, 2019 (in shares) | shares | 591,000 |
Weighted-Average Exercise Price, Options Exercisable | $ 40.57 |
Stockholder's Equity (Details T
Stockholder's Equity (Details Textuals) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | 94 Months Ended | ||||
Apr. 30, 2019 | Jan. 31, 2019 | Oct. 31, 2017 | Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Payments for Employee Stock-Based Tax Withholdings | $ 45,565 | $ 0 | $ 134,615 | $ 46,888 | $ 1,115 | $ 135,433 | |
Stockholders' Equity, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||
Common stock, shares authorized | 400,000,000 | 400,000,000 | 400,000,000 | ||||
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Common stock, shares outstanding | 229,790,268 | 233,898,841 | 229,790,268 | ||||
Common stock, reserved for issuance of stock options | 20,502,335 | 25,621,327 | 20,502,335 | ||||
Common stock, shares issued | 229,790,268 | 233,898,841 | 229,790,268 | ||||
Preferred stock, shares authorized | 5,000,000,000,000 | 5,000,000 | 5,000,000,000,000 | ||||
Preferred stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, shares issued | 0 | 0 | 0 | ||||
Preferred stock, shares outstanding | 0 | 0 | 0 | ||||
Employee Stock Purchase Plan | |||||||
Stockholders' Equity, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||
Common stock, reserved for issuance of stock options | 1,426,698 | 1,603,741 | 1,426,698 | ||||
Stock Repurchase Program 2011 [Member] | |||||||
Stockholders' Equity, Number of Shares, Par Value and Other Disclosures [Abstract] | |||||||
Stock Repurchased and Retired During Period, Shares | 7,635,596 | 114,549,198 | |||||
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 81,450,802 | 81,450,802 | |||||
Settlement with Taxing Authority [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Payments for Employee Stock-Based Tax Withholdings | $ 45,600 | $ 0 | $ 134,600 |
Stockholder's Equity (Details_2
Stockholder's Equity (Details Textuals 1) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | 94 Months Ended | |||||
Apr. 30, 2019 | Jan. 31, 2019 | Oct. 31, 2017 | Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2019 | Sep. 22, 2011 | |
Targeted or Tracking Stock, Stock [Line Items] | ||||||||
Document Period End Date | Jul. 31, 2019 | |||||||
Stock Repurchase [Abstract] | ||||||||
Stock repurchase price per share (in dollars per share) | $ 47.81 | $ 47.81 | ||||||
Company repurchased common stock | $ 365,000 | |||||||
Payments for Employee Stock-Based Tax Withholdings | $ 45,565 | $ 0 | $ 134,615 | $ 46,888 | $ 1,115 | $ 135,433 | ||
Stock Repurchase Program 2011 [Member] | ||||||||
Stock Repurchase [Abstract] | ||||||||
Additional common stock authorized for repurchase (in shares) | 80,000,000 | |||||||
Common stock authorized for repurchase (in shares) | 196,000,000 | |||||||
Company repurchased common stock (in shares) | 7,635,596 | 114,549,198 | ||||||
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 81,450,802 | 81,450,802 | ||||||
Settlement with Taxing Authority [Member] | ||||||||
Stock Repurchase [Abstract] | ||||||||
Payments for Employee Stock-Based Tax Withholdings | $ 45,600 | $ 0 | $ 134,600 |
Stockholder's Equity (Details_3
Stockholder's Equity (Details Textuals 2) - USD ($) | 12 Months Ended | 56 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | Jul. 31, 2019 | |
Employee Stock Purchase Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock authorized to purchase | 10,000,000 | 10,000,000 | ||
Discount from market price | 15.00% | |||
Offering period | 6 months | |||
Maximum percentage of salary withheld for employee contribution | up to 10% | |||
Compensation contribution limit in percentage | may not exceed 15 | |||
Number of shares of common stock issued pursuant to the ESPP | 177,043 | 185,168 | 190,713 | 8,653,376 |
Shares were available for future grant under the Plan (in shares) | 1,426,698 | 1,426,698 | ||
Maximum annual contributions per employee, percent | 10.00% | |||
Share-based compensation arrangement by share-based payment award, maximum employee contribution permitted value | $ 25,000 | $ 25,000 | ||
Maximum annual contributions per employee, conditional percent | 15.00% | |||
2007 Equity Incentive Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock authorized to purchase | 32,000,000 | 32,000,000 | ||
Shares were available for future grant under the Plan (in shares) | 5,847,583 | 5,847,583 |
Stockholder's Equity (Details_4
Stockholder's Equity (Details Textuals 3) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | 6 Months Ended | 12 Months Ended | |||
Oct. 31, 2013 | Dec. 31, 2007 | Jan. 31, 2014 | Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||||
Stock Repurchased and Retired During Period Cost Per Share | $ 47.81 | |||||
Equity Incentive 2007 Plan | ||||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||||
Maximum vesting term for incentive and non-qualified stock options determined by board of directors | 10 years | |||||
Share-based compensation arrangement by share-based payment award, award requisite service period | 5 years | |||||
October 2013 Grants | ||||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||||
Nonqualified stock options to purchase shares, exercise price | $ 17.81 | |||||
Term for not granting cash salary or bonus compensation in excess of $ 1.00 per year | 5 years | |||||
Deferred compensation arrangement with individual - requisite service period | 5 years | |||||
Percentage of total aggregate options vested on April 14, 2010 | 20.00% | |||||
Vesting term of second group of options | 4 years | |||||
Total compensation expense to be recognized per grant | $ 38.8 | |||||
Recognized compensation expense | $ 4.3 | $ 7.2 | $ 7.5 | |||
Fair value of each option of grant | $ 5.72 | |||||
A. Jayson Adair | October 2013 Grants | ||||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||||
Nonqualified stock options to purchase shares | 4,000,000 | |||||
Vincent W. Mitz | October 2013 Grants | ||||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||||
Nonqualified stock options to purchase shares | 3,000,000 |
Stockholder's Equity (Details_5
Stockholder's Equity (Details Textuals 4) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Equity [Abstract] | |||
Share Based Compensation Arrangement By Share Based Payment Award Options In Money Number | 14,551,639 | ||
Aggregate intrinsic value of options exercised | $ 215.4 | $ 111.5 | $ 366.7 |
Unrecognized total compensation cost related to non-vested stock-based awards | $ 38.1 | ||
Amortized cost on a straight-line basis over a weighted average term | 3 years 2 months 12 days | ||
Fair value of options vested | $ 21.3 | $ 19.1 | $ 18.6 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Jul. 31, 2019 | [1] | Apr. 30, 2019 | [1] | Jan. 31, 2019 | [1] | Oct. 31, 2018 | [1] | Jul. 31, 2018 | [1] | Apr. 30, 2018 | [1] | Jan. 31, 2018 | [1] | Oct. 31, 2017 | [1] | Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Income From Continuing Operations Before Taxes [Abstract] | |||||||||||||||||||
Income before income taxes | $ 187,070 | $ 204,129 | $ 164,966 | $ 148,786 | $ 132,729 | $ 171,216 | $ 144,438 | $ 114,128 | $ 704,951 | $ 562,511 | $ 440,100 | ||||||||
UNITED STATES | |||||||||||||||||||
Income From Continuing Operations Before Taxes [Abstract] | |||||||||||||||||||
U.S. | 634,874 | 501,961 | 385,526 | ||||||||||||||||
International [Member] | |||||||||||||||||||
Income From Continuing Operations Before Taxes [Abstract] | |||||||||||||||||||
International | $ 70,077 | $ 60,550 | $ 54,574 | ||||||||||||||||
[1] | Earnings per share were computed independently for each of the periods presented; therefore, the sum of the earnings per share amounts for the quarters may not equal the total for the year. |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Federal: | |||
Current | $ 59,848 | $ 109,804 | $ 12,752 |
Deferred | 27,779 | 17,094 | 20,094 |
Federal Income Tax Expense (Benefit), Continuing Operations | 87,627 | 126,898 | 32,846 |
State: | |||
Current | 12,720 | 9,100 | 1,659 |
Deferred | 702 | (111) | 499 |
State and Local Income Tax Expense (Benefit), Continuing Operations | 13,422 | 8,989 | 2,158 |
International: | |||
Current | 12,508 | 8,820 | 11,468 |
Deferred | (299) | (203) | (633) |
International Income Tax Expense (Benefit), Continuing Operations | 12,209 | 8,617 | 10,835 |
Income tax expense (benefit), total | $ 113,258 | $ 144,504 | $ 45,839 |
Income Taxes (Details 2)
Income Taxes (Details 2) | Dec. 31, 2017 | Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 |
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract] | ||||
Federal statutory rate | 35.00% | 21.00% | 26.90% | 35.00% |
State income taxes, net of federal income tax benefit | 1.40% | 1.30% | 1.30% | |
International rate differential | 0.30% | (0.80%) | (1.80%) | |
Compensation and fringe benefits (1) | (6.40%) | (3.50%) | (24.30%) | |
Provisional transition tax | (0.70%) | 2.20% | 0.00% | |
Deferred tax remeasurement | 0.00% | (0.80%) | 0.00% | |
Other differences | 0.50% | 0.40% | 0.20% | |
Effective Income Tax Rate Reconciliation, Percent | 16.10% | 25.70% | 10.40% |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Thousands | Jul. 31, 2019 | Jul. 31, 2018 |
Deferred tax assets: | ||
Allowance for doubtful accounts | $ 919 | $ 1,068 |
Accrued compensation and benefits | 18,397 | 17,704 |
State taxes | 559 | 580 |
Accrued other | 3,312 | 1,930 |
Deferred revenue | (1,322) | (929) |
Losses carried forward | 7,631 | 3,065 |
Federal tax benefit | 7,998 | 6,441 |
Total gross deferred tax assets | 40,138 | 31,717 |
Less: Valuation allowance | (8,578) | (4,592) |
Net deferred tax assets | 31,560 | 27,125 |
Deferred tax liabilities: | ||
Vehicle pooling costs | (15,731) | (6,523) |
Deferred Tax Liabilities, Property, Plant and Equipment | (38,475) | (14,147) |
Prepaid insurance | (987) | (708) |
Intangibles and goodwill | (24,639) | (25,010) |
Deferred Tax Liabilities, Gross | (79,832) | (46,388) |
Total gross deferred tax liabilities | (48,272) | (19,263) |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | $ 22,000 | $ 16,000 |
Income Taxes (Details 4)
Income Taxes (Details 4) - USD ($) $ in Thousands | Jul. 31, 2019 | Jul. 31, 2018 |
Schedule Of Deferred Tax Assets (Liabilities) [Line Items] | ||
Net deferred tax liabilities | $ 48,272 | $ 19,263 |
UNITED STATES | ||
Schedule Of Deferred Tax Assets (Liabilities) [Line Items] | ||
Non-current liabilities | 44,499 | 16,018 |
International [Member] | ||
Schedule Of Deferred Tax Assets (Liabilities) [Line Items] | ||
Non-current liabilities | $ (3,773) | $ (3,245) |
Income Taxes (Details 5)
Income Taxes (Details 5) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Balance as of July 31 | $ 21,322 | $ 19,269 | $ 20,715 |
Increases related to current year tax positions | 6,588 | 5,169 | 2,807 |
Prior year tax positions: | |||
Prior year increase | 800 | 554 | 2,694 |
Prior year decrease | (305) | (2,079) | (3,605) |
Cash settlement | (534) | (519) | (1,123) |
Lapse of statute of limitations | (334) | (1,072) | (2,219) |
Balance at July 31 | $ 27,537 | $ 21,322 | $ 19,269 |
Income Taxes (Details Textuals)
Income Taxes (Details Textuals) - USD ($) $ in Thousands | Dec. 31, 2017 | Jan. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 |
New Accounting Pronouncement, Early Adoption [Line Items] | ||||||
Tax Credit Carryforward, Amount | $ 3,800 | $ 8,200 | $ 3,800 | |||
Other Tax Expense Benefit Transition Tax Net of Foreign Tax Credit | $ 1,100 | 12,400 | ||||
Income Tax Expense (Benefit), Continuing Operations, Adjustment of Deferred Tax (Asset) Liability | 4,300 | |||||
Valuation allowance | 4,592 | 8,578 | 4,592 | |||
Unrecognized tax benefits that would impact effective tax rate | 16,000 | 22,000 | 16,000 | |||
Interest and penalties related to income tax | $ 6,000 | 7,600 | $ 6,000 | $ 5,300 | ||
Undistributed Earnings of Foreign Subsidiaries | $ 165,000 | |||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | 21.00% | 26.90% | 35.00% | ||
Effective Income Tax Rate Reconciliation, Percent | 16.10% | 25.70% | 10.40% | |||
Share-based Payment Arrangement, Expense, Tax Benefit | $ 46,100 | $ 21,300 | $ 107,600 |
Net Income Per Share (Details)
Net Income Per Share (Details) - shares shares in Thousands | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Earnings Per Share [Abstract] | |||
Weighted average common shares outstanding | 230,489 | 231,793 | 228,686 |
Effect of dilutive securities — stock options | 9,964 | 10,084 | 8,333 |
Weighted average common and dilutive potential common shares outstanding | 240,453 | 241,877 | 237,019 |
Net Income Per Share (Details T
Net Income Per Share (Details Textuals) - shares | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Earnings Per Share [Abstract] | |||
Stock options excluded from the calculation of dilutive earnings per share | 3,045,000 | 4,788,004 | 3,058,808 |
Segments and Other Geographic_3
Segments and Other Geographic Information Segment Reporting (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Jul. 31, 2019 | Apr. 30, 2019 | [1] | Jan. 31, 2019 | [1] | Oct. 31, 2018 | [1] | Jul. 31, 2018 | Apr. 30, 2018 | [1] | Jan. 31, 2018 | [1] | Oct. 31, 2017 | [1] | Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Service revenues and vehicle sales | $ 2,041,957 | $ 1,805,695 | $ 1,447,981 | ||||||||||||||||
Direct Operating Costs | 888,111 | 846,868 | 678,401 | ||||||||||||||||
Cost of vehicle sales | 255,504 | 196,461 | 137,552 | ||||||||||||||||
General and Administrative Expense | 181,867 | 176,890 | 151,364 | ||||||||||||||||
Impairment of long-lived assets | 0 | 1,131 | 19,365 | ||||||||||||||||
Operating Income (Loss) | $ 192,802 | [1] | $ 207,494 | $ 164,739 | $ 151,440 | $ 134,837 | [1] | $ 174,619 | $ 150,947 | $ 123,942 | 716,475 | 584,345 | 461,299 | ||||||
Depreciation, Depletion and Amortization | 84,895 | 78,598 | 57,000 | ||||||||||||||||
Payments to Acquire Productive Assets | 374,628 | 296,697 | 332,990 | ||||||||||||||||
Assets | 2,547,617 | 2,307,698 | 2,547,617 | 2,307,698 | 1,982,501 | ||||||||||||||
Goodwill | 333,321 | 337,235 | 333,321 | 337,235 | 340,243 | ||||||||||||||
International [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Impairment of long-lived assets | 1,157 | ||||||||||||||||||
Operating Segments | UNITED STATES | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Service revenues and vehicle sales | 1,656,569 | 1,491,022 | 1,193,188 | ||||||||||||||||
Direct Operating Costs | 751,653 | 730,865 | 585,587 | ||||||||||||||||
Cost of vehicle sales | 112,268 | 101,130 | 61,484 | ||||||||||||||||
General and Administrative Expense | 151,854 | 144,140 | 130,392 | ||||||||||||||||
Impairment of long-lived assets | 0 | 19,365 | |||||||||||||||||
Operating Income (Loss) | 640,794 | 514,887 | 396,360 | ||||||||||||||||
Depreciation, Depletion and Amortization | 75,135 | 67,779 | 47,507 | ||||||||||||||||
Payments to Acquire Productive Assets | 311,472 | 255,868 | 317,646 | ||||||||||||||||
Assets | 2,094,592 | 1,856,058 | 2,094,592 | 1,856,058 | 1,514,018 | ||||||||||||||
Goodwill | 256,998 | 256,434 | 256,998 | 256,434 | 259,162 | ||||||||||||||
Operating Segments | International [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Service revenues and vehicle sales | 385,388 | 314,673 | 254,793 | ||||||||||||||||
Direct Operating Costs | 136,458 | 116,003 | 92,814 | ||||||||||||||||
Cost of vehicle sales | 143,236 | 95,331 | 76,068 | ||||||||||||||||
General and Administrative Expense | 30,013 | 32,750 | 20,972 | ||||||||||||||||
Impairment of long-lived assets | 1,131 | 0 | |||||||||||||||||
Operating Income (Loss) | 75,681 | 69,458 | 64,939 | ||||||||||||||||
Depreciation, Depletion and Amortization | 9,760 | 10,819 | 9,493 | ||||||||||||||||
Payments to Acquire Productive Assets | 63,156 | 40,829 | 15,344 | ||||||||||||||||
Assets | 453,025 | 451,640 | 453,025 | 451,640 | 468,483 | ||||||||||||||
Goodwill | $ 76,323 | $ 80,801 | 76,323 | 80,801 | 81,081 | ||||||||||||||
Service revenues | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Service revenues and vehicle sales | 1,755,694 | 1,578,502 | 1,286,252 | ||||||||||||||||
Service revenues | Operating Segments | UNITED STATES | UNITED STATES | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Service revenues and vehicle sales | 1,537,431 | 1,385,238 | 1,128,990 | ||||||||||||||||
Service revenues | Operating Segments | International [Member] | International [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Service revenues and vehicle sales | 218,263 | 193,264 | 157,262 | ||||||||||||||||
Vehicle sales | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Service revenues and vehicle sales | 286,263 | 227,193 | 161,729 | ||||||||||||||||
Vehicle sales | Operating Segments | UNITED STATES | UNITED STATES | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Service revenues and vehicle sales | 119,138 | 105,784 | 64,198 | ||||||||||||||||
Vehicle sales | Operating Segments | International [Member] | International [Member] | |||||||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||||||
Service revenues and vehicle sales | $ 167,125 | $ 121,409 | $ 97,531 | ||||||||||||||||
[1] | Earnings per share were computed independently for each of the periods presented; therefore, the sum of the earnings per share amounts for the quarters may not equal the total for the year. |
Segments and Other Geographic_4
Segments and Other Geographic Information (Details Textuals) - 12 months ended Jul. 31, 2019 | Total | Segment |
Segment Reporting [Abstract] | ||
Number of operating segments | 2 | 2 |
Number of reportable segment | 2 | 2 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands | Jul. 31, 2019USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2020 | $ 30,158 |
2021 | 25,177 |
2022 | 20,211 |
2023 | 17,794 |
2024 | 13,516 |
Thereafter | 35,291 |
Total | 142,147 |
Capital Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2020 | 644 |
2021 | 619 |
2022 | 505 |
2023 | 0 |
2024 | 0 |
Thereafter | 0 |
Subtotal | 1,768 |
Less Amount Representing Interest | (41) |
Total | $ 1,727 |
Commitments and Contingencies_3
Commitments and Contingencies (Details Textuals) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Major Operating and Capital Expenses [Abstract] | |||
Outstanding letter of credit | $ 25.1 | ||
Facilities Rental Expense | |||
Major Operating and Capital Expenses [Abstract] | |||
Rental expense | 30.6 | $ 45.6 | $ 26.8 |
Yard Operations Equipment Rental Expense | |||
Major Operating and Capital Expenses [Abstract] | |||
Rental expense | $ 1.8 | $ 2.8 | $ 2.9 |
Related Party Transactions (Det
Related Party Transactions (Details Textuals) - USD ($) $ in Thousands | Jul. 31, 2019 | Jul. 31, 2018 |
Executive Officer | ||
Related Party Transactions, By Related Party [Abstract] | ||
Related Party Transaction, Due from (to) Related Party | $ 0 | $ 0 |
Employee Benefit Plan (Details
Employee Benefit Plan (Details Textuals) - USD ($) $ in Millions | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
UNITED STATES | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Defined contribution plan, contributions by employer, percentage | 20.00% | |
Maximum employer contribution on employees salary deferral | 15.00% | |
Recognized deferred compensation expenses | $ 1.7 | $ 0.9 |
Foreign Plan | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Defined contribution plan, contributions by employer, percentage | 5.00% | |
Recognized deferred compensation expenses | $ 0.9 | $ 0.7 |
Quarterly Information (Unaudite
Quarterly Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||||||
Jul. 31, 2019 | Apr. 30, 2019 | Jan. 31, 2019 | Oct. 31, 2018 | Jul. 31, 2018 | Apr. 30, 2018 | Jan. 31, 2018 | Oct. 31, 2017 | Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | ||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||||||
Revenues | [1] | $ 542,575 | $ 553,116 | $ 484,898 | $ 461,368 | $ 449,223 | $ 478,198 | $ 459,106 | $ 419,168 | |||||||||||
Gross profit | [1] | 242,619 | 251,579 | 208,226 | 195,918 | 188,425 | 219,068 | 191,609 | 163,264 | |||||||||||
Operating income | 192,802 | [1] | 207,494 | [1] | 164,739 | [1] | 151,440 | [1] | 134,837 | [1] | 174,619 | [1] | 150,947 | [1] | 123,942 | [1] | $ 716,475 | $ 584,345 | $ 461,299 | |
Income before income taxes | 187,070 | [1] | 204,129 | [1] | 164,966 | [1] | 148,786 | [1] | 132,729 | [1] | 171,216 | [1] | 144,438 | [1] | 114,128 | [1] | 704,951 | 562,511 | 440,100 | |
Net income attributable to Copart, Inc. | $ 153,496 | [1] | $ 192,741 | [1] | $ 131,373 | [1] | $ 114,083 | [1] | $ 109,748 | [1] | $ 127,348 | [1] | $ 103,256 | [1] | $ 77,515 | [1] | $ 591,693 | $ 417,867 | $ 394,227 | |
Basic net income per common share | $ 0.67 | [1] | $ 0.85 | [1] | $ 0.57 | [1] | $ 0.49 | [1] | $ 0.47 | [1] | $ 0.55 | [1] | $ 0.45 | [1] | $ 0.34 | [1] | $ 2.57 | $ 1.80 | $ 1.72 | |
Diluted net income per common share | $ 0.64 | [1] | $ 0.81 | [1] | $ 0.55 | [1] | $ 0.47 | [1] | $ 0.45 | [1] | $ 0.52 | [1] | $ 0.43 | [1] | $ 0.32 | [1] | $ 2.46 | $ 1.73 | $ 1.66 | |
[1] | Earnings per share were computed independently for each of the periods presented; therefore, the sum of the earnings per share amounts for the quarters may not equal the total for the year. |
Subsequent Event Subsequent E_2
Subsequent Event Subsequent Event (Details) - shares | 3 Months Ended | 12 Months Ended | ||
Apr. 30, 2019 | Jan. 31, 2019 | Oct. 31, 2017 | Jul. 31, 2020 | |
Subsequent Event [Line Items] | ||||
Options Exercised | 3,000,000 | 80,000 | 18,000,000 | |
Net Shares to Employees | 1,248,799 | 68,004 | 7,335,706 | |
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Options Exercised | 4,000,000 | |||
Net Shares to Employees | 1,902,686 |
Uncategorized Items - cprt07312
Label | Element | Value |
AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 0 |
Noncontrolling Interest [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
Common Stock [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
Additional Paid-in Capital [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 0 |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (22,954,000) |