cprt-20221031

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended October 31, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number: 000-23255

COPART, INC.

(Exact name of registrant as specified in its charter)

Delaware

000-23255

94-2867490

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

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

14185 Dallas Parkway

Suite 300

Dallas

Texas

75254

(Address of principal executive offices) (zip code)

(972) 391-5000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)


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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports); and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of November 17, 2022, 476,300,011 shares of the registrant’s common stock were outstanding.

Copart, Inc.

Index to the Quarterly Report

October 31, 2022


Table of Contents						Page Number
PART I - Financial Information
Item 1 - Financial Statements (Unaudited)
Consolidated Balance Sheets						3
Consolidated Statements of Income						4
Consolidated Statements of Comprehensive Income						5
Consolidated Statements of Stockholders’ Equity						6
Consolidated Statements of Cash Flows						7
Notes to Consolidated Financial Statements						8

Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations
Overview						20
Acquisitions and New Operations						22
Results of Operations						23
Liquidity and Capital Resources						26
Critical Accounting Policies and Estimates						27
Recently Issued Accounting Standards						28
Contractual Obligations and Commitments						28
Off-Balance Sheet Arrangements						28

Item 3 - Quantitative and Qualitative Disclosures About Market Risk						28

Item 4 - Controls and Procedures
Evaluation of Disclosure Controls and Procedures						29
Changes in Internal Controls						29

PART II - Other Information
Item 1 - Legal Proceedings						30
Item 1A - Risk Factors						30
Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds						43
Item 3 - Defaults Upon Senior Securities						43
Item 4 - Mine Safety Disclosures						43
Item 5 - Other Information						43
Item 6 - Exhibits						44
Signatures						45

Tabl e of Contents

Copart, Inc.

Consolidated Balance Sheets

(Unaudited)


(In thousands, except share amounts)	October 31, 2022		July 31, 2022
ASSETS
Current assets:
Cash, cash equivalents, and restricted cash	$	1,539,391	$	1,384,236

Accounts receivable, net	628,964		578,573
Vehicle pooling costs	116,526		112,242
Inventories	53,866		58,791
Income taxes receivable	5,261		49,882
Prepaid expenses and other assets	20,597		18,731
Total current assets	2,364,605		2,202,455
Property and equipment, net	2,582,481		2,485,764
Operating lease right-of-use assets	112,530		116,303
Intangibles, net	51,847		54,680
Goodwill	394,844		401,954
Other assets	87,370		47,708
Total assets	$	5,593,677	$	5,308,864
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	446,974	$	399,034
Deferred revenue	19,319		20,061
Income taxes payable	16,101		—
Current portion of operating and finance lease liabilities	22,083		21,794
Total current liabilities	504,477		440,889
Deferred income taxes	77,452		80,060
Income taxes payable	65,275		64,637
Operating and finance lease liabilities, net of current portion	91,670		95,683
Long-term debt and other liabilities, net of discount	1,969		1,996

Total liabilities	740,843		683,265
Commitments and contingencies
Stockholders’ equity:
Preferred stock: $0.0001 par value - 5,000,000 shares authorized; none issued	—		—
Common stock: $0.0001 par value - 1,600,000,000 shares authorized; 476,195,814 and 476,081,948 shares issued and outstanding, respectively.	48		48
Additional paid-in capital	849,761		838,508
Accumulated other comprehensive loss	(198,936)		(169,365)
Retained earnings	4,201,961		3,956,408
Total stockholders’ equity	4,852,834		4,625,599
Total liabilities and stockholders’ equity	$	5,593,677	$	5,308,864

The accompanying notes are an integral part of these consolidated financial statements.

Tabl e of Contents

Copart, Inc.

Consolidated Statements of Income

(Unaudited)


	Three Months Ended October 31,
(In thousands, except per share amounts)		2022		2021
Service revenues and vehicle sales:
Service revenues		$	726,840	$	667,818
Vehicle sales		166,532		142,314
Total service revenues and vehicle sales		893,372		810,132
Operating expenses:
Yard operations		372,777		298,694
Cost of vehicle sales		151,112		126,408
General and administrative		57,980		54,909

Total operating expenses		581,869		480,011
Operating income		311,503		330,121
Other expense:
Interest income (expense), net		4,422		(5,107)
Other (expense) income, net		(2,822)		812
Total other income (expense)		1,600		(4,295)
Income before income taxes		313,103		325,826
Income tax expense		67,255		65,463
Net income		$	245,848	$	260,363

Basic net income per common share		$	0.52	$	0.55
Weighted average common shares outstanding		476,099		474,136

Diluted net income per common share		$	0.51	$	0.54
Diluted weighted average common shares outstanding		482,168		482,442

The accompanying notes are an integral part of these consolidated financial statements.

Tabl e of Contents

Copart, Inc.

Consolidated Statements of Comprehensive Income

(Unaudited)


	Three Months Ended October 31,
(In thousands)		2022	2021
Comprehensive income, net of tax:
Net income		$

SEC Form 10-Q filed by Copart Inc. (DE)