Cintas (CTAS) 10-K risk factor changes: FY2012 vs FY2011
The 2012-05-31 10-K against the 2011-05-31 one, compared heading by heading and sentence by sentence. One of these filings carries no fiscal year tag, so its year is the calendar year of the period end.
Item 1A45 rewritten5 added10 removed68 unchanged
All filing items1,034 rewritten811 added415 removed619 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: only 0 carried over between the two years, which usually means one filing was read wrongly, so none is reported as new or removed.
- Sentence by sentence, 811 added, 415 removed, 1,034 rewritten and 619 unchanged across 21 items that differ.
Sentences by item
21 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2012; struck-through words were in FY2011. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
45 rewritten, 5 added, 10 removed, 68 unchanged
[removed: _This] [added: This] Annual Report on Form 10-K contains forward-looking statements.
Forward-looking statements may be identified by words such as "estimates," "anticipates," "predicts," "projects," "plans," "expects," [removed: "intends,"_][added: "intends," "target," "forecast," "believes," "seeks," "could," "should," "may" and "will" or the negative versions thereof and similar expressions and by the context in which they are used.]
Factors that might cause such a difference include, but are not limited to, the possibility of greater than anticipated operating costs including energy [added: and fuel] costs, lower sales volumes, loss of customers due to outsourcing trends, the performance and costs of integration of acquisitions, fluctuations in costs of materials and labor including increased medical costs, costs and possible effects of union organizing activities, failure to comply with government regulations concerning employment discrimination, employee pay and benefits and employee health and safety, uncertainties regarding any existing or newly-discovered expenses and liabilities related to environmental compliance and remediation, the cost, results and ongoing assessment of internal controls for financial reporting required by the Sarbanes-Oxley Act of 2002, disruptions caused by the unaccessibility of computer systems data, the initiation or outcome of litigation, investigations or other proceedings, higher assumed sourcing or distribution costs of products, the disruption of operations from catastrophic or extraordinary events, the amount and timing of repurchases of our Common Stock, if any, changes in federal and state tax and labor laws and the reactions of competitors in terms of price and service.
Cintas undertakes no obligation to publicly release any revisions to any forward-looking statements or to otherwise update any forward-looking statements whether as a result of new information or to reflect events, circumstances or any other unanticipated developments arising after the date on which such statements are [removed: made._][added: made, except otherwise required by law.]
[removed: _Negative] [added: Negative] global economic factors may adversely affect our financial [removed: performance._][added: performance.]
As a result, these factors could adversely affect our sales and consolidated results of [removed: operation.][added: operations.]
[removed: _Increased] [added: Increased] competition could adversely affect our financial [removed: performance._][added: performance.]
If existing or future competitors seek to gain or retain market share by reducing prices, Cintas may be required to lower prices, which would hurt its results of [removed: operation.][added: operations.]
These competitive pressures could adversely affect our sales and consolidated results of [removed: operation.][added: operations.]
[removed: _An] [added: An] inability to open new, cost effective operating facilities may adversely affect our expansion [removed: efforts._][added: efforts.]
[removed: _Risks] [added: Risks] associated with our acquisition practice could adversely affect our results of [removed: operations._][added: operations.]
[removed: _Increases] [added: Increases] in fuel and energy costs could adversely affect our [added: financial condition and] results of [removed: operations and financial condition._][added: operations.]
Increases in fuel and energy costs could adversely affect our consolidated financial condition and consolidated results of [removed: operation.][added: operations.]
[removed: _Unionization] [added: Unionization] campaigns could adversely affect our results of [removed: operations._][added: operations.]
Unionization campaigns could be materially disruptive to our business and could [removed: materially] adversely affect our consolidated results of [removed: operation.][added: operations.]
[removed: _Risks] [added: Risks] associated with the suppliers from whom our products are sourced could adversely affect our results of [removed: operation._][added: operations.]
These and other factors affecting our suppliers and our access to products could adversely affect our consolidated results of [removed: operation.][added: operations.]
[removed: _Fluctuations] [added: Fluctuations] in foreign currency exchange could adversely affect our financial condition and results of [removed: operation._][added: operations.]
In fiscal years [removed: 2011, 2010] [added: 2012, 2011] and [removed: 2009,] [added: 2010,] revenue denominated in currencies other than the U.S. dollar represented less than 10% of our consolidated revenue.
[added: Therefore, fluctuations in] the [added: value of the U.S. dollar against other major currencies, particularly in the] event of significant increases in foreign currency revenue, will impact our revenue and operating income and the value of balance sheet items denominated in foreign currencies.
This impact could adversely affect our consolidated financial condition and consolidated results of [removed: operation.][added: operations.]
[removed: _Failure] [added: Failure] to comply with the regulations of the U.S. Occupational Safety and Health Administration and other state and local agencies that oversee safety compliance could adversely affect our results of [removed: operation._][added: operations.]
Any failure to comply with these regulations could result in fines by government authorities and payment of damages to private litigants and affect our ability to service our customers and adversely affect our [removed: consolidated results of operation.]
[removed: _We] [added: We] are subject to legal proceedings that may adversely affect our financial condition and results of [removed: operation._][added: operations.]
Legal Proceedings" and in Note 12 entitled Litigation and Other Contingencies of "Notes to Consolidated Financial Statements." Certain of these lawsuits or potential future lawsuits, if decided adversely to us or settled by us, may result in liability and expense material to our consolidated financial condition and consolidated results of [removed: operation.][added: operations.]
[removed: _Compliance] [added: Compliance] with environmental laws and regulations could result in significant costs that adversely affect our results of [removed: operation._][added: operations.]
While based on information currently known to us, we believe that we maintain adequate reserves with respect to these matters, our liability could exceed forecasted amounts, and the imposition of additional clean-up obligations or the discovery of additional contamination at these or other sites could result in significant additional costs which could adversely affect our results of [removed: operation.][added: operations.]
[removed: _We] [added: We] rely extensively on computer systems to process transactions, maintain information and manage our businesses.
Disruptions in the availability of our computer systems could impact our ability to service our customers and adversely affect our sales and results of [removed: operation._][added: operations.]
Our businesses rely on our computer systems to provide customer information, process customer transactions and [added: provide other general information necessary to manage our businesses.]
However, our computer systems are subject to damage or interruption due to system conversions, power outages, computer or telecommunication failures, [removed: computer viruses, security breaches,] catastrophic events such as fires, tornadoes and hurricanes and usage errors by our employees.
[removed: This] [added: Any] disruption caused by the unavailability of our computer systems could adversely affect our [removed: sales and] [added: sales, could require us to make a significant investment to fix or replace them and, therefore, could adversely affect our] consolidated results of [removed: operation.][added: operations.]
[removed: _Failure] [added: Failure] to achieve and maintain effective internal controls could adversely affect our business and stock [removed: price._][added: price.]
If we fail to maintain the adequacy of our internal controls or if we or our independent registered public accounting firm were to discover material weaknesses in our internal controls, as such standards are modified, supplemented or amended, we may not be able to ensure that we can conclude on an ongoing basis that we have effective internal control over financial [removed: reporting in accordance with Section 404 of the Sarbanes-Oxley Act of 2002.]
[removed: _We] [added: We] may experience difficulties in attracting and retaining competent personnel in key [removed: positions._][added: positions.]
[removed: _Unexpected] [added: Unexpected] events could disrupt our operations and adversely affect our results of [removed: operation._][added: operations.]
Unexpected events, including fires or explosions at facilities, natural disasters such as hurricanes and tornadoes, war or terrorist activities, unplanned outages, supply disruptions, failure of equipment or systems or changes in laws and/or regulations impacting our businesses, could adversely affect our results of [removed: operation.][added: operations.]
[removed: _We] [added: We] may recognize impairment [removed: charges] [added: charges,] which could adversely affect our [added: financial condition and] results of [removed: operation and financial condition._][added: operations.]
If our assessment of goodwill, other intangible assets or long-lived assets indicates an impairment of the carrying value for which we recognize an impairment charge, this may adversely affect our consolidated financial condition and consolidated results of [removed: operation.][added: operations.]
[removed: _Within] [added: Within] our Document Management business, we handle customers' confidential information.
consolidated results of operations.
In addition, cyber-security attacks are evolving and include, but are not limited to, malicious software, attempts to gain unauthorized access to data, and other electronic security breaches that could lead to disruptions in systems, unauthorized release of confidential or otherwise protected information and corruption of data.
We believe that we have adopted appropriate measures to mitigate potential risks to our technology and our operations from these information technology-related and other potential disruptions.
However, given the unpredictability of the timing, nature and scope of such disruptions, we could potentially be subject to production downtimes, operational delays, interruptions in our ability to provide products and services to our customers, the compromising of confidential or otherwise protected information, destruction or corruption of data, security breaches, other manipulation or improper use of our systems and networks, financial losses from remedial actions, loss of business or potential liability, and damage to our reputation.
reporting in accordance with Section 404 of the Sarbanes-Oxley Act of 2002.
4
_"target," "forecast," "believes," "seeks," "could," "should," "may" and "will" or the negative versions thereof and similar expressions and by the context in which they are used.
5
Therefore, fluctuations in the value of the U.S. dollar against other major currencies, particularly in
6
7
provide other general information necessary to manage our businesses.
If our computer systems are damaged or cease to function properly, we may have to make a significant investment to fix or replace them, and we may have interruptions in our ability to service our customers.
8
An excerpt. Shown here: 40 of 45 rewritten, all 5 added and all 10 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2012 filing and the FY2011 filing.
Item 7. Management's Discussion and Analysis
179 rewritten, 128 added, 104 removed, 172 unchanged
[removed: Business Strategy][added: Business Strategy]
[removed: Results] [added: Results] of [removed: Operations][added: Operations]
| | [removed: |] [added: 2012] | | | [removed: 2011] [added: 2011] | | | 2010 | | [removed: | 2009 | |]
| [removed: |] Revenue: | | | | | | | | | [removed: | | |]
| [removed: | |] Rental Uniforms and Ancillary Products | [removed: | | 70.7] [added: 71.0] | % | | [removed: 72.4] [added: 70.7] | % | | [removed: 73.0] [added: 72.4] | % |
| [removed: | |] Uniform Direct Sales | [removed: | | 11.0] [added: 10.6] | % | | 11.0 | % | | [removed: 11.4] [added: 11.0] | % |
| [removed: | |] First Aid, Safety and Fire Protection Services | [removed: | | 9.9] [added: 10.1] | % | | [removed: 9.5] [added: 9.9] | % | | [removed: 10.0] [added: 9.5] | % |
| [removed: | |] Document Management Services | [removed: | | 8.4] [added: 8.3] | % | | [removed: 7.1] [added: 8.4] | % | | [removed: 5.6] [added: 7.1] | % |
| [removed: |] Total revenue | [removed: | | |] 100.0 | % | | 100.0 | % | | 100.0 | % |
| [removed: |] Cost of sales: | | | | | | | | | [removed: | | |]
| [removed: | |] Rental Uniforms and Ancillary Products | [removed: | | 56.8] [added: 56.6] | % | | [removed: 56.4] [added: 56.8] | % | | [removed: 56.7] [added: 56.4] | % |
| [removed: | |] Uniform Direct Sales | [removed: | | 69.8] [added: 70.1] | % | | [removed: 69.9] [added: 69.8] | % | | [removed: 75.2] [added: 69.9] | % |
| [removed: | |] First Aid, Safety and Fire Protection Services | [removed: | | 58.7] [added: 57.1] | % | | [removed: 61.1] [added: 58.7] | % | | [removed: 61.9] [added: 61.1] | % |
| [removed: | |] Document Management Services | [removed: | | 48.7] [added: 50.9] | % | | [removed: 48.6] [added: 48.7] | % | | [removed: 49.4] [added: 48.6] | % |
| [removed: |] Total cost of sales | [removed: | | | 57.8] [added: 57.6] | % | | 57.8 | % | | [removed: 58.9] [added: 57.8] | % |
| [removed: |] Gross margin: | | | | | | | | | [removed: | | |]
| [removed: | |] Rental Uniforms and Ancillary Products | [removed: | | 43.2] [added: 43.4] | % | | [removed: 43.6] [added: 43.2] | % | | [removed: 43.3] [added: 43.6] | % |
| [removed: | |] Uniform Direct Sales | [removed: | | 30.2] [added: 29.9] | % | | [removed: 30.1] [added: 30.2] | % | | [removed: 24.8] [added: 30.1] | % |
| [removed: | |] First Aid, Safety and Fire Protection Services | [removed: | | 41.3] [added: 42.9] | % | | [removed: 38.9] [added: 41.3] | % | | [removed: 38.1] [added: 38.9] | % |
| [removed: | |] Document Management Services | [removed: | | 51.3] [added: 49.1] | % | | [removed: 51.4] [added: 51.3] | % | | [removed: 50.6] [added: 51.4] | % |
| [removed: |] Total gross margin | [removed: | | | 42.2] [added: 42.4] | % | | 42.2 | % | | [removed: 41.1] [added: 42.2] | % |
| [removed: |] Selling and administrative expenses | [added: 29.2] | [added: %] | | 30.7 | % | | 30.6 | % | [removed: | 28.7 | % |]
| [removed: |] Legal settlements, net of insurance proceeds | [added: —] | [added: %] | | — | [added: %] | | 0.7 | % | [removed: | — | |]
| [removed: |] Restructuring [removed: (credits) charges | | |] [added: credits] | — | [added: %] | | [removed: \-0.1] [added: —] | % | | [removed: 0.3] [added: \-0.1] | % |
| [removed: |] Interest income | [removed: | | | \-0.1] [added: —] | % | | \-0.1 | % | | \-0.1 | % |
| [removed: |] Interest expense | [added: 1.7] | [added: %] | | 1.3 | % | | 1.4 | % | [removed: | 1.3 | % |]
| [removed: |] Income before income taxes | [added: 11.5] | [added: %] | | 10.3 | % | | 9.7 | % | [removed: | 9.6 | % |]
[removed: Fiscal] [added: Fiscal] 2011 Compared to Fiscal [removed: 2010][added: 2010]
| | [removed: | | |] Organic Growth | |
| [removed: |] First Quarter Ending August 31, 2010 | [removed: | |] 2.8 | % |
| [removed: |] Second Quarter Ending November 30, 2010 | [removed: | |] 4.2 | % |
| [removed: |] Third Quarter Ending February 28, 2011 | [removed: | |] 5.5 | % |
| [removed: |] Fourth Quarter Ending May 31, 2011 | [removed: | |] 8.0 | % |
| [removed: |] For the [added: Fiscal] Year Ending May 31, 2011 | [removed: | |] 5.1 | % |
Rental Uniforms and Ancillary Products operating segment revenue consists predominantly of revenue derived from the rental of corporate identity uniforms and other [removed: garments] [added: garments,] including flame resistant clothing, and the rental and/or sale of mats, mops, shop towels, restroom supplies and other rental services.
The increase primarily resulted from an organic increase of [removed: 9.8%] [added: 9.8%,] which was due to improved sales representative productivity, improved account retention and an increase in the average selling price of recycled paper.
Labor and payroll tax expenses increased $47.5 million compared to [removed: the prior] fiscal [removed: year] [added: 2010] primarily as a result of an increase in the number of sales representatives.
During the first quarter of fiscal 2010, Cintas and the plaintiffs involved in the litigation, [removed: _Paul] [added: Paul] Veliz, et al.
Cintas [removed: Corporation_,] [added: Corporation,] reached a settlement in principle.
This settlement is more fully described in Note 12 entitled Litigation and Other Contingencies [removed: in] [added: of] "Notes to Consolidated Financial Statements." During the second quarter of fiscal 2010, Cintas had legal settlements that totaled $4.0 million, net of insurance proceeds.
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Fiscal 2012 Compared to Fiscal 2011
Fiscal 2012 total revenue was $4.1 billion, an increase of 7.7% compared to fiscal 2011.
The increase primarily resulted from an organic growth increase of 6.1%.
Revenue was also positively impacted by 0.4% due to one more workday in fiscal 2012 compared to fiscal 2011.
The remaining 1.2% increase represents growth derived through acquisitions in our Document Management Services operating segment, our First Aid, Safety and Fire Protection Services operating segment and our Uniform Rentals and Ancillary Products operating segment during the year.
Organic growth percentages have been adjusted for the appropriate number of workdays, by quarter and for the year, where applicable.
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The increase primarily resulted from an organic growth increase in revenue of 6.7%.
This organic increase in the Rental Uniforms and Ancillary Products operating segment revenue was primarily due to improvements in sales representative productivity.
Generally, sales productivity improvements are the result of increased tenure and improved training, which result in a higher number of accounts sold.
Revenue was also positively impacted by 0.4% due to one more workday in fiscal 2012 compared to fiscal 2011.
The remaining 1.1% increase represents growth derived through acquisitions in our Rental Uniforms and Ancillary Products operating segment.
The increase primarily resulted from an organic growth increase of 4.6% which was due to improved sales representative productivity and improved account retention, slightly offset by a decrease in the average selling price of recycled paper.
Revenue was also positively impacted by 0.4% due to one more workday in fiscal 2012 compared to fiscal 2011.
Selling and administrative expenses increased $30.0 million, or 2.6%, compared to fiscal 2011 due to increases in labor and other employee-partner related expenses.
However, selling and administrative expenses as a percent of revenue, at 29.2%, decreased from 30.7% in fiscal 2011 due to improvements in sales representative productivity and cost control initiatives.
Operating income of $539.6 million in fiscal 2012 increased $99.3 million, or 22.5%, compared to fiscal 2011.
This increase was primarily due to increased revenue in fiscal 2012 and improved capacity utilization.
This increase was due to the increased interest cost associated with the issuance of $500.0 million aggregate principal amount of senior notes in the fourth quarter of fiscal 2011.
Cintas' effective tax rate was 36.8% for fiscal 2012 as compared to 37.1% and 37.3% for fiscal 2011 and 2010, respectively.
Net income for fiscal 2012 of $297.6 million was a 20.5% increase compared to fiscal 2011.
This increase was primarily due to revenue increasing at a faster rate of 7.7% compared to a 5.7% increase in operating expenses.
Revenue grew at a faster rate primarily due to improvements in sales representative productivity.
Diluted earnings per share of $2.27 was a 35.1% increase compared to fiscal 2011.
The increase in diluted earnings per share is higher than the increase in net income due to a decrease in weighted average common stock outstanding as a result of Cintas purchasing 11.4 million shares of its common stock during fiscal 2012.
The increase in gross margin as a percent of revenue over fiscal 2011 was due to an increase in revenue as a result of improvements in sales representative productivity and improved capacity utilization.
Selling and administrative expenses for the Rental Uniforms and Ancillary Products operating segment increased $12.0 million in fiscal 2012 compared to fiscal 2011 primarily due to increases in labor and other employee-partner related expenses.
This decrease as a percent of revenue was primarily due to cost control initiatives and higher Rental Uniforms and Ancillary Products operating segment revenue from greater sales representative productivity in fiscal 2012 compared to fiscal 2011.
Revenue was positively impacted by 0.4% due to one more workday in fiscal 2012 compared to fiscal 2011.
This decrease in gross margin as a percent of revenue over fiscal 2011 was due to increased garment material costs due to higher cotton prices, higher freight costs on shipments from our distribution centers and higher energy-related costs associated with our rental catalog service.
Income before income taxes as a percent of revenue, at 11.3%, decreased from 11.5% in fiscal 2011.
15
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| | Impairment of long-lived assets | | | | — | | | — | | | 1.3 | % |
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16
v.
The pre-tax impact, net of insurance proceeds, was approximately $19.5 million.
17
Gross margin for the First Aid,
18
Fiscal 2010 Compared to Fiscal 2009
The economic downturn that occurred in fiscal 2009 continued throughout most of our fiscal 2010.
The U.S. economy, which lost millions of jobs in our fiscal 2009, continued to lose jobs through the first three quarters of our fiscal 2010.
These job losses directly affected our business as many of our products and services are dependent on customer employee levels.
We were encouraged, though, that the rate of U.S. job loss lessened as we progressed through the first three quarters of fiscal 2010, and U.S. employment levels slightly increased in our fourth fiscal 2010
19
quarter.
As this stabilization occurred in the general U.S. economic environment, our organic growth rate improved.
Fiscal 2010 total revenue was $3.5 billion, a decrease of 6.0% compared to fiscal 2009.
Total revenue decreased organically by 6.4%.
Fiscal 2010 had one more workday than fiscal 2009, and this additional workday in fiscal 2010 accounted for the difference between the total decrease of 6.0% and the organic decrease of 6.4%.
As a result of the economic downturn discussed above, we experienced decreases in uniform revenue, both rented and purchased, and revenue for our hygiene products and first aid and safety products.
In addition, the continued difficult economic environment in fiscal 2010 caused many of our customers to reduce facility spending on items such as entrance mats and shop towels and delay spending on facility upgrades, resulting in a reduction in our facility services and fire protection revenue.
The decrease in the Rental Uniforms and Ancillary Products operating segment revenue was primarily due to decreased uniform wearers caused in large part by the difficult U.S. economic environment in fiscal 2010.
Fiscal 2010 had one more workday than fiscal 2009, which resulted in an increase in revenue of 0.4%.
Other Services revenue decreased organically by 5.2%.
We also incurred a loss on inventory valuation of $8.4 million in fiscal 2009 that did not reoccur in fiscal 2010 related to excess inventory levels.
We also incurred a loss on inventory valuation of $19.1 million in fiscal 2009 that did not reoccur in fiscal 2010 related to excess inventory levels.
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This increase is primarily due to a $9.6 million increase in medical expenses, an increase of $6.2 million in professional services and depreciation mainly related to the implementation of a new enterprise-wide computer system, and a $3.4 million increase in stock compensation expense, offset by a $15.6 million reduction in bad debt expense.
Legal settlements, net of insurance proceeds, of $23.5 million primarily related to a settlement in principle occurring in the first quarter of fiscal 2010 between Cintas and the plaintiffs involved in the litigation, _Paul Veliz, et al.
Cintas Corporation_.
This settlement is more fully described in Note 12 entitled Litigation and Other Contingencies in "Notes to Consolidated Financial Statements."
Operating income of $390.8 million in fiscal 2010 decreased $18.3 million, or 4.5%, compared to fiscal 2009.
This decrease was primarily due to lower volumes resulting from the difficult U.S. economic environment in fiscal 2010.
This decrease was due to a $1.1 million reduction in interest income caused by lower interest rates on Canadian treasury securities during fiscal 2010 compared to fiscal 2009, offset by a decrease of $1.6 million in interest expense caused by lower levels of borrowings in fiscal 2010 compared to fiscal 2009.
Net income for fiscal 2010 of $215.6 million was a 4.7% decrease compared to fiscal 2009, and diluted earnings per share of $1.40 was a 5.4% decrease compared to fiscal 2009.
An excerpt. Shown here: 40 of 179 rewritten, 40 of 128 added and 40 of 104 removed. The counts are complete. For every sentence, read Item 7. Management's Discussion and Analysis in the FY2012 filing and the FY2011 filing.
Item 7A. Quantitative and Qualitative Disclosure About Market Risk
1 rewritten, 0 added, 2 removed, 9 unchanged
If short-term rates changed by one-half percent (or 50 basis points), Cintas' income before income taxes would change by approximately [removed: $1.5] [added: $0.5] million.
29
Item 1. Business
12 rewritten, 1 added, 3 removed, 40 unchanged
Farmer, currently the Chairman Emeritus of the [removed: Board,] [added: Board of Directors,] when he left his family's industrial laundry business in order to develop uniform programs using an exclusive new fabric.
| [removed: |] Fiscal Year Ended May 31, (in thousands) | [added: 2012] | | [removed: 2011] | | [added: 2011] | [removed: 2010] | | | [removed: 2009] [added: 2010] | | [added: |]
| [removed: |] Rental Uniforms and Ancillary Products | [removed: |] $ | [removed: 2,692,248] [added: 2,912,261] | | [added: |] $ | [removed: 2,569,357] [added: 2,692,248] | | [added: |] $ | [removed: 2,755,015] [added: 2,569,357] | |
| [removed: |] Uniform Direct Sales | [added: 433,994] | | [removed: 419,222] | | [added: 419,222] | [removed: 386,370] | | | [removed: 428,369] [added: 386,370] | | [added: |]
| [removed: |] First Aid, Safety and Fire Protection Services | [added: 415,703] | | [removed: 377,663] | | [added: 377,663] | [removed: 338,651] | | | [removed: 378,097] [added: 338,651] | | [added: |]
| [removed: |] Document Management Services | [added: 340,042] | | [removed: 321,251] | | [added: 321,251] | [removed: 252,961] | | | [removed: 213,204] [added: 252,961] | | [added: |]
| [removed: |] Total Revenue | [removed: |] $ | [removed: 3,810,384] [added: 4,102,000] | | [added: |] $ | [removed: 3,547,339] [added: 3,810,384] | | [added: |] $ | [removed: 3,774,685] [added: 3,547,339] | |
Additional information regarding each operating segment is also included in Note 13 entitled Operating Segment Information [removed: in] [added: of] "Notes to Consolidated Financial Statements."
In total, Cintas has approximately [removed: 7,700] [added: 7,800] local delivery routes, [removed: 423 operations] [added: 429 operational facilities] and eight distribution centers.
At May 31, [removed: 2011,] [added: 2012,] Cintas employed approximately 30,000 employees, of which approximately [removed: 225] [added: 210] were represented by labor unions.
Environmental spending related to water treatment and waste removal was approximately [removed: $18] [added: $20] million in [removed: both] fiscal [removed: 2011] [added: 2012] and [removed: 2010.][added: $18 million in fiscal 2011.]
Capital expenditures to limit or monitor hazardous substances were approximately [removed: $2] [added: $0.2] million in fiscal [removed: 2011] [added: 2012] and [removed: less than $1] [added: approximately $2] million in fiscal [removed: 2010.][added: 2011.]
The content on any website referred to in this Annual Report on Form 10-K is not incorporated by reference into this Form 10-K unless expressly noted.
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3
Item 3. Legal Proceedings
0 rewritten, 0 added, 1 removed, 2 unchanged
Cover and table of contents
39 rewritten, 58 added, 10 removed, 30 unchanged
[removed: UNITED] [added: UNITED] STATES
[removed: WASHINGTON,] [added: WASHINGTON,] D.C. [removed: 20549][added: 20549]
[removed: FORM 10-K][added: FORM 10-K]
| X | [removed: |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| | [removed: |] For the Fiscal Year Ended May 31, [removed: 2011] [added: 2012] |
| | [removed: |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| Commission File No. 0-11399 | | [removed: |]
| Title of each class | [removed: |] Name of each exchange on which registered | [removed: | |]
| Common Stock, no par value | [removed: |] The NASDAQ Stock Market LLC (NASDAQ Global Select Market) | [removed: | |]
| | [removed: |] YES | [removed: |] ü | | NO | | | | [removed: |]
| | [removed: |] YES | | | [removed: |] NO | | ü | | [removed: |]
[added: |] Large Accelerated Filer [added: |] ü [added: |] Accelerated Filer [added: | |] Smaller Reporting Company [added: | |] Non-Accelerated Filer [added: | |] (Do not check if a smaller reporting company.) [added: |]
The aggregate market value of the Registrant's Common Stock held by non-affiliates as of November 30, [removed: 2010,] [added: 2011,] was [removed: $3,886,803,703] [added: $3,943,854,259] based on a closing sale price of [removed: $26.75] [added: $30.40] per share.
As of June 30, [removed: 2011, 173,347,196] [added: 2012, 173,760,795] shares of the Registrant's Common Stock were issued and [removed: 131,204,758] [added: 126,529,863] shares were outstanding.
Portions of the Registrant's Proxy Statement to be filed with the Commission for its [removed: 2011] [added: 2012] Annual Meeting of Shareholders are incorporated by reference in Part III of this Form 10-K.
[removed: Cintas] [added: Cintas] Corporation
| | | [removed: | | | | |] Page |
[removed: | [Part I](#da14201_part_i) | | | | | | | |][added: Part I]
| [removed: [ Item 1.](#da14201_item_1._business) | | | | | [ Business](#da14201_item_1._business)] [added: [Item 1.](#s24AD3E13EC587212C9ACD99EA4A44820)] | [added: [Business](#s24AD3E13EC587212C9ACD99EA4A44820)] | [removed: [ 3](#da14201_item_1._business)] [added: [3](#s24AD3E13EC587212C9ACD99EA4A44820)] |
| [removed: [ Item 1A.](#da14201_item_1a._risk_factors) | | | | | [ Risk Factors](#da14201_item_1a._risk_factors)] [added: [Item 1A.](#s02B281F947F4C097C11AD99EA637BDD9)] | [added: [Risk Factors](#s02B281F947F4C097C11AD99EA637BDD9)] | [removed: [ 4](#da14201_item_1a._risk_factors)] [added: [5](#s02B281F947F4C097C11AD99EA637BDD9)] |
| [removed: [ Item 1B.](#da14201_item_1b._unresolved_staff_comments) | | | |] [added: [Item 1B.](#sAED7B65301BE6E6BB594D99EA669C8A7)] | [removed: [ Unresolved] [added: [Unresolved] Staff [removed: Comments](#da14201_item_1b._unresolved_staff_comments) |] [added: Comments](#sAED7B65301BE6E6BB594D99EA669C8A7)] | [removed: [ 9](#da14201_item_1b._unresolved_staff_comments)] [added: [8](#sAED7B65301BE6E6BB594D99EA669C8A7)] |
| [removed: [ Item 2.](#da14201_item_2._properties) | | | | | [ Properties](#da14201_item_2._properties)] [added: [Item 2.](#s8A306130484A34848B9AD99EA40625C8)] | [added: [Properties](#s8A306130484A34848B9AD99EA40625C8)] | [removed: [ 10](#da14201_item_2._properties)] [added: [9](#s8A306130484A34848B9AD99EA40625C8)] |
| [removed: [ Item 3.](#da14201_item_3._legal_proceedings) | | | | | [ Legal Proceedings](#da14201_item_3._legal_proceedings)] [added: [Item 3.](#s199DF0166EADA0F0A5F2D99EA6BD2B38)] | [added: [Legal Proceedings](#s199DF0166EADA0F0A5F2D99EA6BD2B38)] | [removed: [ 10](#da14201_item_3._legal_proceedings)] [added: [9](#s199DF0166EADA0F0A5F2D99EA6BD2B38)] |
| [removed: [ Item 5.](#dc14201_item_5._market_for_registrant___ite04666) | | | |] [added: [Item 5.](#s86CD6C6367049B0A5BB4D99EA4F7C733)] | [removed: [ Market] [added: [Market] for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#dc14201_item_5._market_for_registrant___ite04666) |] [added: Securities](#s86CD6C6367049B0A5BB4D99EA4F7C733)] | [removed: [ 11](#dc14201_item_5._market_for_registrant___ite04666)] [added: [10](#s86CD6C6367049B0A5BB4D99EA4F7C733)] |
| [removed: [ Item 6.](#de14201_item_6._selected_financial_data) | | | |] [added: [Item 6.](#s6C0F5E606EB88696E994D99EA7631288)] | [removed: [ Selected] [added: [Selected] Financial [removed: Data](#de14201_item_6._selected_financial_data) |] [added: Data](#s6C0F5E606EB88696E994D99EA7631288)] | [removed: [ 14](#de14201_item_6._selected_financial_data)] [added: [12](#s6C0F5E606EB88696E994D99EA7631288)] |
| [removed: [ Item 7.](#dg14201_item_7._management_s_discussio__ite03668) | | | |] [added: [Item 7.](#sD74DE6AFA5126DB721ECD99EA785A71D)] | [removed: [ Management's] [added: [Management's] Discussion and Analysis of Financial Condition and Results of [removed: Operations](#dg14201_item_7._management_s_discussio__ite03668) |] [added: Operations](#sD74DE6AFA5126DB721ECD99EA785A71D)] | [removed: [ 15](#dg14201_item_7._management_s_discussio__ite03668)] [added: [13](#sD74DE6AFA5126DB721ECD99EA785A71D)] |
| [removed: [ Item 7A.](#di14201_item_7a._quantitative_and_qual__ite02619) | | | |] [added: [Item 7A.](#s313B4A361C3A56EA2A9AD99EA809394B)] | [removed: [ Quantitative] [added: [Quantitative] and Qualitative Disclosure About Market [removed: Risk](#di14201_item_7a._quantitative_and_qual__ite02619) |] [added: Risk](#s313B4A361C3A56EA2A9AD99EA809394B)] | [removed: [ 29](#di14201_item_7a._quantitative_and_qual__ite02619)] [added: [26](#s313B4A361C3A56EA2A9AD99EA809394B)] |
| [removed: [ Item 8.](#fa14201_item_8._financial_statements_and_supplementary_data) | | | |] [added: [Item 8.](#sC94D3612986492640115D99EA82A9EB9)] | [removed: [ Financial] [added: [Financial] Statements and Supplementary [removed: Data](#fa14201_item_8._financial_statements_and_supplementary_data) |] [added: Data](#sC94D3612986492640115D99EA82A9EB9)] | [removed: [ 30](#fa14201_item_8._financial_statements_and_supplementary_data)] [added: [27](#sC94D3612986492640115D99EA82A9EB9)] |
| [removed: [ Item 9.](#gc14201_item_9._changes_in_and_disagre__ite03576) | | | |] [added: [Item 9.](#sA216B260190961AFFB74D99EACABABB2)] | [removed: [ Changes] [added: [Changes] in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#gc14201_item_9._changes_in_and_disagre__ite03576) |] [added: Disclosure](#sA216B260190961AFFB74D99EACABABB2)] | [removed: [ 67](#gc14201_item_9._changes_in_and_disagre__ite03576)] [added: [62](#sA216B260190961AFFB74D99EACABABB2)] |
| [removed: [ Item 9A.](#gc14201_item_9a._controls_and_procedures) | | | |] [added: [Item 9A.](#sC419DE580C79B4D538E6D99EACB26688)] | [removed: [ Controls] [added: [Controls] and [removed: Procedures](#gc14201_item_9a._controls_and_procedures) |] [added: Procedures](#sC419DE580C79B4D538E6D99EACB26688)] | [removed: [ 67](#gc14201_item_9a._controls_and_procedures)] [added: [62](#sC419DE580C79B4D538E6D99EACB26688)] |
| [removed: [ Item 9B.](#gc14201_item_9b._other_information) | | | | | [ Other Information](#gc14201_item_9b._other_information)] [added: [Item 9B.](#sBA5B3077E19BF0DB6637D99EACB93109)] | [added: [Other Information](#sBA5B3077E19BF0DB6637D99EACB93109)] | [removed: [ 67](#gc14201_item_9b._other_information)] [added: [62](#sBA5B3077E19BF0DB6637D99EACB93109)] |
| [removed: [ Part III](#gc14201_part_iii) | | | | |] [added: [Part III](#s4082F010772AA77EA38CD99EACC059D4)] | | |
| [removed: [ Item 10.](#gc14201_item_10.) | | | |] [added: [Item 10.](#sA21063DDD8E0545BEE15D99EACEBBDF7)] | [removed: [ Directors,] [added: [Directors,] Executive Officers and Corporate [removed: Governance](#gc14201_item_10.) |] [added: Governance](#sA21063DDD8E0545BEE15D99EACEBBDF7)] | [removed: [ 68](#gc14201_item_10.)] [added: [63](#sA21063DDD8E0545BEE15D99EACEBBDF7)] |
| [removed: [ Item 11.](#gc14201_item_11.) | | | | | [ Executive Compensation](#gc14201_item_11.)] [added: [Item 11.](#s9D6C3582EF65DA9BE6A4D99EAD0C754E)] | [added: [Executive Compensation](#s9D6C3582EF65DA9BE6A4D99EAD0C754E)] | [removed: [ 68](#gc14201_item_11.)] [added: [63](#s9D6C3582EF65DA9BE6A4D99EAD0C754E)] |
| [removed: [ Item 12.](#gc14201_item_12.) | | | |] [added: [Item 12.](#s2C264EF307851D04FC0ED99EA4E82559)] | [removed: [ Security] [added: [Security] Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#gc14201_item_12.) |] [added: Matters](#s2C264EF307851D04FC0ED99EA4E82559)] | [removed: [ 68](#gc14201_item_12.)] [added: [63](#s2C264EF307851D04FC0ED99EA4E82559)] |
| [removed: [ Item 13.](#gc14201_item_13.) | | | |] [added: [Item 13.](#s887EC9CC12CCEFC4CFAED99EAD5F445A)] | [removed: [ Certain] [added: [Certain] Relationships and Related Transactions, and Director [removed: Independence](#gc14201_item_13.) |] [added: Independence](#s887EC9CC12CCEFC4CFAED99EAD5F445A)] | [removed: [ 69](#gc14201_item_13.)] [added: [63](#s887EC9CC12CCEFC4CFAED99EAD5F445A)] |
| [removed: [ Item 14.](#gc14201_item_14.) | | | |] [added: [Item 14.](#sE706F1C8AF929F68BBD1D99EAD919253)] | [removed: [ Principal] [added: [Principal] Accountant Fees and [removed: Services](#gc14201_item_14.) |] [added: Services](#sE706F1C8AF929F68BBD1D99EAD919253)] | [removed: [ 69](#gc14201_item_14.)] [added: [63](#sE706F1C8AF929F68BBD1D99EAD919253)] |
| [removed: [ Item 15.](#gc14201_item_15._exhibits_and_financial_statement_schedules) | | | |] [added: [Item 15.](#sDAF44DB366608CE78759D99EADE5A10E)] | [removed: [ Exhibits] [added: [Exhibits] and Financial Statement [removed: Schedules](#gc14201_item_15._exhibits_and_financial_statement_schedules) |] [added: Schedules](#sDAF44DB366608CE78759D99EADE5A10E)] | [removed: [ 70](#gc14201_item_15._exhibits_and_financial_statement_schedules)] [added: [64](#sDAF44DB366608CE78759D99EADE5A10E)] |
[removed: Part I][added: | [Part I](#sD8634A576E0AE0EB16BBD99EA5E44673) | | |]
10-K 1 ctas531201210k.htm 10-K
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| [Item 4.](#s47606E31B274F77AA1E5D99EA6DEC93B) | [Mine Safety Disclosures](#s47606E31B274F77AA1E5D99EA6DEC93B) | [9](#s47606E31B274F77AA1E5D99EA6DEC93B) |
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| [Part II](#s6CD7A16DE1F9017BF862D99EA7104AB6) | | |
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10-K 1 a2204868z10-k.htm 10-K
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1
| [ Item 4.](#da14201_item_4._[removed_and_reserved]) | | | | | [ \[Removed and Reserved\]](#da14201_item_4._[removed_and_reserved]) | | [ 10](#da14201_item_4._[removed_and_reserved]) |
| [ Part II](#dc14201_part_ii) | | | | | | | |
| [ Part IV](#gc14201_part_iv) | | | | | | | |
2
An excerpt. Shown here: all 39 rewritten, 40 of 58 added and all 10 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2012 filing and the FY2011 filing.
Item 1B. Unresolved Staff Comments
0 rewritten, 0 added, 2 removed, 1 unchanged
9
Item 2. Properties
11 rewritten, 5 added, 4 removed, 15 unchanged
Cintas occupies [removed: 431] [added: 437] facilities located in [removed: 289] [added: 294] cities.
Cintas leases [removed: 235] [added: 245] of these facilities for various terms ranging from monthly to the year [removed: 2019.][added: 2032.]
Cintas owns or leases approximately [removed: 14,200] [added: 13,400] vehicles which are used for the route-based services and by the sales and management employee-partners.
| [removed: |] Type of Facility | [removed: | |] # of Facilities | | [added: |]
| [removed: |] Rental Processing Plants | [removed: | |] 166 | | [added: |]
| [removed: |] Rental Branches | [removed: |] [added: 108] | [removed: 105] | |
| [removed: |] First Aid, Safety and Fire Protection Facilities | [removed: |] [added: 59] | [removed: 60] | |
| [removed: |] Document Management Facilities | [removed: |] [added: 75] | [removed: 71] | |
| [removed: |] Distribution Centers | [removed: | |] 8 | [added: |] * |
| [removed: |] Manufacturing Facilities | [removed: | |] 6 | | [added: |]
| [removed: |] Direct Sales Offices | [removed: | |] 15 | | [added: |]
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| Total | 437 | | |
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| | Total | | | 431 | |
Item 4. Mine Safety Disclosures
1 rewritten, 1 added, 2 removed, 0 unchanged
[removed: Part] [added: Part] II
Not applicable.
10
Item 5. Market for Registrant's Common Equity,
22 rewritten, 19 added, 24 removed, 8 unchanged
[removed: Market Information][added: Market Information]
| [removed: | Fiscal 2011] [added: Fiscal 2011] | | | | | | | |
| [removed: |] Quarter Ended | [removed: | |] High | | | [added: |] Low | | [added: |]
| [removed: |] May 2011 | [removed: |] $ | 32.90 | | [added: |] $ | 27.22 | |
| [removed: |] February 2011 | [removed: | |] 30.19 | | | [added: |] 27.18 | | [added: |]
| [removed: |] November 2010 | [removed: | |] 28.47 | | | [added: |] 25.70 | | [added: |]
| [removed: |] August 2010 | [removed: | |] 27.26 | | | [added: |] 23.50 | | [added: |]
At May 31, [removed: 2011,] [added: 2012,] there were approximately [removed: 4,000] [added: 2,000] shareholders on record of Cintas' common stock.
Cintas believes that this represents approximately [removed: 72,000] [added: 30,000] beneficial owners.
[removed: Dividends][added: Dividends]
Dividends on [removed: the] [added: Cintas'] outstanding common stock have been paid annually and amounted to [removed: $0.49] [added: $0.54] per share, [removed: $0.48] [added: $0.49] per share and [removed: $0.47] [added: $0.48] per share in fiscal [removed: 2011, 2010] [added: 2012, 2011] and [removed: 2009,] [added: 2010,] respectively.
[removed: Stock] [added: Stock] Performance [removed: Graph][added: Graph]
Total shareholder return was based on the increase in the price of the [added: common] stock and assumed reinvestment of all dividends.
[removed: Total] [added: Total] Shareholder Returns
Comparison of Five-Year Cumulative Total [removed: Return][added: Return]
[removed: Purchases] [added: Purchases] of Equity Securities by the Issuer and Affiliated [removed: Purchases][added: Purchases]
[added: (1)] On [removed: May 2, 2005,] [added: October 18, 2011,] Cintas announced that the Board of Directors authorized a $500.0 million share buyback program at market prices.
[removed: From the inception of] [added: Beginning in April 2012, under] the [removed: May 2, 2005 share buyback] [added: October 18, 2011] program, [added: through May 31, 2012,] Cintas [added: has] purchased a total of approximately [removed: 28.0] [added: 3.3] million shares of Cintas [removed: common] stock at an average price of [removed: $35.78] [added: $39.10] per share for a total purchase price of [removed: $1.0 billion.][added: $129.6 million.]
| [removed: |] Period | [removed: | |] Total number of shares purchased | | | Average price paid per share | | | [added: |] Total number of shares purchased as part of the publicly announced plan [added: (1)] | | | Maximum approximate dollar value of shares that may yet be purchased under the plan [added: (1)] | | [added: |]
| [removed: |] March [removed: 2011 | |] [added: 1 - 31, 2012] | — | | [added: |] $ | — | | | — | | [added: |] $ | 500,000,000 | |
[added: (2)] During [removed: the quarter ended] May [removed: 31, 2011,] [added: 2012,] Cintas purchased [removed: approximately 1,000] [added: 1,013] shares of Cintas common stock in trade for employee payroll taxes due on restricted stock options that vested during the fiscal year.
These shares were purchased at an average price of [removed: $29.85] [added: $37.61] per share for a total purchase price of less than $0.1 million.
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| Fiscal 2012 | | | | | | | |
| | | | | | | | |
| May 2012 | $ | 40.61 | | | $ | 36.40 | |
| February 2012 | 39.34 | | | | 29.31 | | |
| November 2011 | 32.48 | | | | 26.39 | | |
| August 2011 | 34.54 | | | | 26.59 | | |
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| Quarter Ended | High | | | | Low | | |
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| April 1 - 30, 2012 | 1,299,469 | | | 39.18 | | | | 1,299,469 | | | 449,089,096 | | |
| May 1 - 31, 2012 (2) | 2,016,386 | | | 39.05 | | | | 2,015,373 | | | 370,391,845 | | |
| Total | 3,315,855 | | | $ | 39.10 | | | 3,314,842 | | | $ | 370,391,845 | |
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| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | Fiscal 2010 | | | | | | | |
| | May 2010 | | $ | 28.79 | | $ | 24.72 | |
| | February 2010 | | | 30.00 | | | 23.10 | |
| | November 2009 | | | 30.85 | | | 26.51 | |
| | August 2009 | | | 28.30 | | | 21.30 | |
Holders
11

In July 2006, Cintas announced that the Board of Directors approved the expansion of its share buyback program by an additional $500.0 million.
The Board of Directors did not specify an expiration date for the share buyback program.
The May 2, 2005 share buyback program has been completed.
12
On October 26, 2010, Cintas announced that the Board of Directors authorized a $500.0 million share buyback program at market prices.
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| | April 2011 | | | 2,446,673 | | | 30.29 | | | 2,446,673 | | | 425,883,212 | |
| | May 2011 | | | 5,274,498 | | | 31.54 | | | 7,721,171 | | | 259,550,601 | |
| | Total | | | 7,721,171 | | $ | 31.14 | | | 7,721,171 | | $ | 259,550,601 | |
Beginning in April 2011, under the October 26, 2010 program, through July 29, 2011, Cintas has purchased a total of approximately 15.8 million shares of Cintas stock at an average price of $31.70 per share for a total purchase price of $500.0 million.
These purchases complete the October 26, 2010 share buyback program.
13
Item 6. Selected Financial Data
12 rewritten, 7 added, 7 removed, 0 unchanged
[removed: Eleven-Year] [added: Eleven-Year] Financial [removed: Summary][added: Summary]
| (In thousands except per share and percentage data) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | [removed: |]
| Fiscal Years Ended May 31, | [removed: | | 2001 | | |] 2002 | | | [added: |] 2003 | | | 2004 | | | 2005 | | | 2006 | | | 2007 | | | 2008 | | | 2009 | | | 2010 | | | [removed: 2011] [added: 2011] | | | [added: 2012 | | |] 10-Year Compd Growth | |
| Revenue | [removed: |] $ | [removed: 2,160,700 | | |] 2,271,052 | | | 2,686,585 | | | 2,814,059 | | | 3,067,283 | | | 3,403,608 | | | 3,706,900 | | | 3,937,900 | | | 3,774,685 | | | 3,547,339 | | | 3,810,384 | | | [removed: 5.8%] [added: 4,102,000] | | [added: | 6.1 | % |]
| Net Income | [removed: |] $ | [removed: 218,665 | | |] 229,466 | | | 243,191 | | | 265,078 | | | 292,547 | | | 323,382 | | | 334,538 | | | 335,405 | | | 226,357 | | | 215,620 | | | 246,989 | | | [removed: 1.2%] [added: 297,637] | | [added: | 2.6 | % |]
| Basic EPS | [removed: |] $ | [removed: 1.30 | | |] 1.35 | | | 1.43 | | | 1.55 | | | 1.70 | | | 1.93 | | | 2.09 | | | 2.15 | | | 1.48 | | | 1.40 | | | 1.68 | | | [removed: 2.6%] [added: 2.27] | | [added: | 5.3 | % |]
| Diluted EPS | [removed: |] $ | [removed: 1.27 | | |] 1.33 | | | 1.41 | | | 1.54 | | | 1.69 | | | 1.92 | | | 2.09 | | | 2.15 | | | 1.48 | | | 1.40 | | | 1.68 | | | [removed: 2.8%] [added: 2.27] | | [added: | 5.5 | % |]
| Dividends Per Share | [removed: |] $ | [removed: 0.22 | | |] 0.25 | | | 0.27 | | | 0.29 | | | 0.32 | | | 0.35 | | | 0.39 | | | 0.46 | | | 0.47 | | | 0.48 | | | 0.49 | | | [removed: 8.3%] [added: 0.54] | | [added: | 8.0 | % |]
| Total Assets | [removed: |] $ | [removed: 1,752,224 | | |] 2,519,234 | | | 2,582,946 | | | 2,810,297 | | | 3,059,744 | | | 3,425,237 | | | 3,570,480 | | | 3,808,601 | | | 3,720,951 | | | 3,969,736 | | | 4,351,940 | | | [removed: 9.5%] [added: 4,160,906] | | [added: | 5.1 | % |]
| Shareholders' Equity | [removed: |] $ | [removed: 1,231,346 | | |] 1,423,814 | | | 1,646,418 | | | 1,888,093 | | | 2,104,574 | | | 2,090,192 | | | 2,167,738 | | | 2,254,131 | | | 2,367,409 | | | 2,534,029 | | | 2,302,649 | | | [removed: 6.5%] [added: 2,139,135] | | [added: | 4.2 | % |]
| Long-Term Debt | [removed: |] $ | [removed: 220,940 | | |] 703,250 | | | 534,763 | | | 473,685 | | | 465,291 | | | 794,454 | | | 877,074 | | | 942,736 | | | 786,058 | | | 785,444 | | | 1,284,790 | | | [added: 1,059,166] | | [added: | | |]
[added: | (1) |] Return on average equity is computed as net income divided by the average of shareholders' equity. [added: We believe that this calculation gives management and shareholders a good indication of Cintas' historical performance. |]
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Return on Average Equity (1) | 17.3 | | % | | 15.8 | % | | 15.0 | % | | 14.7 | % | | 15.4 | % | | 15.7 | % | | 15.2 | % | | 9.8 | % | | 8.8 | % | | 10.2 | % | | 13.4 | % | | | |
| | |
| --- | --- |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Return on Average Equity (1) | | | 19.2% | | | 17.3% | | | 15.8% | | | 15.0% | | | 14.7% | | | 15.4% | | | 15.7% | | | 15.2% | | | 9.8% | | | 8.8% | | | 10.2% | | | | |
(1)
We believe that this calculation gives management and shareholders a good indication of Cintas' historical performance.
14
Item 8. Financial Statements and Supplementary Data
630 rewritten, 401 added, 208 removed, 260 unchanged
[removed: Index] [added: Index] to Consolidated Financial [removed: Statements][added: Statements]
[removed: Audited] [added: Audited] Consolidated Financial Statements for the Fiscal Years Ended May 31, [removed: 2011, 2010] [added: 2012, 2011] and [removed: 2009][added: 2010]
| [removed: | | [](#management_report)] [Management's Report on Internal Control over Financial [removed: Reporting](#management_report) |] [added: Reporting](#s7E77E6E1151671B5E17AD99EA85D9C01)] | [removed: [31](#management_report)] [added: [28](#s7E77E6E1151671B5E17AD99EA85D9C01)] |
| [removed: | | [](#Reports_of_ernst)] [Reports of Ernst & Young LLP, Independent Registered Public Accounting [removed: Firm](#Reports_of_ernst) |] [added: Firm](#s815C1C50E37AAC408C88D99EA87F33C1)] | [removed: [ 32](#Reports_of_ernst)] [added: [29](#s815C1C50E37AAC408C88D99EA87F33C1)] |
| [removed: | | [](#Statements_of_income) [Consolidated] [added: Consolidated] Statements of [removed: Income](#Statements_of_income)] [added: Income] | | [removed: [ 34](#Statements_of_income)] | [added: | | | | | | | | |]
| [added: Consolidated Balance Sheets] | | [removed: [](#Balance_sheets) [Consolidated Balance Sheets](#Balance_sheets)] | | [removed: [ 35](#Balance_sheets)] | [added: | | |]
| [removed: | | [](#Statements_of_shareholders)] [Consolidated Statements of Shareholders' [removed: Equity](#Statements_of_shareholders) |] [added: Equity](#sD146811F63E0D46588DAD99EA41816E1)] | [removed: [ 36](#Statements_of_shareholders)] [added: [33](#sD146811F63E0D46588DAD99EA41816E1)] |
| [removed: | | [](#Consolidated_Statements_of_Cash_Flows) [Consolidated] [added: Consolidated] Statements of Cash [removed: Flows](#Consolidated_Statements_of_Cash_Flows)] [added: Flows] | | [removed: [ 37](#Consolidated_Statements_of_Cash_Flows)] | [added: | | | | | | | | |]
[removed: | | | [](#Notes_to_financials) [Notes] [added: Notes] to Consolidated Financial [removed: Statements](#Notes_to_financials) | | [ 38](#Notes_to_financials) |][added: Statements]
[removed: Management's] [added: Management's] Report on
With the supervision of our Chief Executive Officer and our Chief Financial Officer, management assessed our internal control over financial reporting as of May 31, [removed: 2011.][added: 2012.]
Management based its assessment on criteria established in [removed: _Internal] [added: Internal] Control — Integrated [removed: Framework_] [added: Framework] issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
Based on our assessment, management has concluded that our internal control over financial reporting was effective as of May 31, [removed: 2011,] [added: 2012,] to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external reporting purposes in accordance with accounting principles generally accepted in the United States.
| | | [removed: /s/] Scott D. Farmer [removed: Scott D. Farmer] Chief Executive Officer |
| | | [removed: /s/] William C. Gale [removed: William C. Gale] Senior Vice President and Chief Financial Officer |
[removed: Report] [added: Report] of Independent Registered Public Accounting Firm
[removed: To the] [added: The] Board of Directors and Shareholders of Cintas Corporation:
We have audited Cintas Corporation's internal control over financial reporting as of May 31, [removed: 2011,] [added: 2012,] based on criteria established in [removed: _Internal] [added: Internal] Control — Integrated [removed: Framework_] [added: Framework] issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria).
A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, [removed: use,] [added: use] or disposition of the company's assets that could have a material effect on the financial statements.
In our opinion, Cintas Corporation maintained, in all material respects, effective internal control over financial reporting as of May 31, [removed: 2011,] [added: 2012,] based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of Cintas Corporation as of May 31, [removed: 2011] [added: 2012] and [removed: 2010,] [added: 2011] and the related consolidated statements of income, shareholders' equity and cash flows for each of the three years in the period ended May 31, [removed: 2011,] [added: 2012,] of Cintas Corporation, and our report dated July [removed: 29, 2011,] [added: 30, 2012] expressed an unqualified opinion thereon.
[removed: |] Cincinnati, Ohio [removed: July 29, 2011 | | |]
[removed: Report] [added: Report] of Independent Registered Public Accounting [removed: Firm][added: Firm]
We have audited the accompanying consolidated balance sheets of Cintas Corporation as of May 31, [removed: 2011] [added: 2012] and [removed: 2010,] [added: 2011,] and the related consolidated statements of income, shareholders' [removed: equity,] [added: equity] and cash flows for each of the three years in the period ended May 31, [removed: 2011.][added: 2012.]
Our responsibility is to express an opinion on these [removed: consolidated] financial statements and schedule based on our audits.
In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of Cintas Corporation at May 31, [removed: 2011] [added: 2012] and [removed: 2010,] [added: 2011,] and the consolidated results of [removed: its] [added: their] operations and [removed: its] [added: their] cash flows for each of the three years in the period ended May 31, [removed: 2011,] [added: 2012,] in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), Cintas Corporation's internal control over financial reporting as of May 31, [removed: 2011,] [added: 2012,] based on criteria established in [removed: _Internal] [added: Internal] Control — Integrated [removed: Framework_] [added: Framework] issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated July [removed: 29, 2011,] [added: 30, 2012] expressed an unqualified opinion thereon.
| [removed: Consolidated] [added: [Consolidated] Statements of [removed: Income | | | | | | | | | |] [added: Income](#s6735F9EAA56CF5743F8ED99EA3F6A8FD)] | [added: [31](#s6735F9EAA56CF5743F8ED99EA3F6A8FD)] |
| | [removed: | | |] Fiscal Years Ended May 31, | | | | | | | | [added: | | |]
| (In thousands except per share data) | [added: 2012] | | | [removed: 2011] | [added: 2011] | | [removed: 2010] | | [added: 2010] | [removed: 2009] | |
| [removed: |] Rental uniforms and ancillary products | [removed: |] $ | [removed: 2,692,248] [added: 2,912,261] | | [added: |] $ | [removed: 2,569,357] [added: 2,692,248] | | [added: |] $ | [removed: 2,755,015] [added: 2,569,357] | |
| [removed: |] Other services | [added: 1,189,739] | | [removed: 1,118,136] | | [added: 1,118,136] | [removed: 977,982] | | | [removed: 1,019,670] [added: 977,982] | | [added: |]
| | [added: 4,102,000] | | | [removed: 3,810,384] | [added: 3,810,384] | | [removed: 3,547,339] | | [added: 3,547,339] | [removed: 3,774,685] | |
| [removed: |] Cost of rental uniforms and ancillary products | [added: 1,648,551] | | [removed: 1,530,456] | | [added: 1,530,456] | [removed: 1,449,576] | | | [removed: 1,562,230] [added: 1,449,576] | | [added: |]
| [removed: |] Cost of other services | [added: 714,841] | | [removed: 670,641] | | [added: 670,641] | [removed: 599,946] | | | [removed: 661,584] [added: 599,946] | | [added: |]
| [removed: |] Selling and administrative expenses | [added: 1,198,981] | | [removed: 1,168,944] | | [added: 1,168,944] | [removed: 1,086,359] | | | [removed: 1,082,709] [added: 1,086,359] | | [added: |]
| [removed: |] Legal settlements, net of insurance proceeds | [added: —] | | [removed: —] | | [added: —] | [removed: 23,529] | | | [removed: —] [added: 23,529] | | [added: |]
| [removed: |] Restructuring [removed: (credits) charges] [added: credits] | [added: —] | | [removed: —] | | [added: —] | [removed: (2,880] | [removed: )] | | [removed: 10,209] [added: (2,880] | | [added: ) |]
| Operating income | [added: 539,627] | | | [removed: 440,343] | [added: 440,343] | | [removed: 390,809] | | [added: 390,809] | [removed: 409,065] | |
| [removed: |] Interest income | [removed: |] [added: (1,942] | [removed: (2,030] | ) | | [removed: (1,695] [added: (2,030] | [added: |] ) | | [removed: (2,764] [added: (1,695] | [added: |] ) |
| | |
| --- | --- |
| | |
| | |
| | |
| | |
| | |
| | |
| | |
| | | |
| | | |
July 30, 2012
The Board of Directors and Shareholders of Cintas Corporation:
| | | |
| | | |
July 30, 2012
| | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | |
| (In thousands except share data) | 2012 | | | | 2011 | | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
| | $ | 4,160,906 | | | $ | 4,351,940 | |
| Deferred tax liability | 2,559 | | | | — | | |
| | | | | | | | |
| | | | | | | | |
| 2012: 173,745,913 shares issued and 126,519,758 shares outstanding | | | | | | | |
| 2012: 47,226,155 shares | | | | | | | |
| | $ | 4,160,906 | | | $ | 4,351,940 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| (In thousands) | Shares | | | Amount | | | | | | | Shares | | | Amount | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Amortization of interest rate lock agreements | — | | | — | | | | — | | | | — | | | | 767 | | | | — | | | — | | | | 767 | | |
| Net income | — | | | — | | | | — | | | | 297,637 | | | | — | | | | — | | | — | | | | 297,637 | | |
| Amortization of interest rate lock agreements | — | | | — | | | | — | | | | — | | | | 1,508 | | | | — | | | — | | | | 1,508 | | |
| Dividends | — | | | — | | | | — | | | | (70,820 | | ) | | — | | | | — | | | — | | | | (70,820 | | ) |
| Vesting of stock-based compensation awards | 297 | | | 9,513 | | | | (9,513 | | ) | | — | | | | — | | | | — | | | — | | | | — | | |
| | | | | |
| --- | --- | --- | --- | --- |
30
31
32
July 29, 2011
33
| | Impairment of long-lived assets | | | — | | | — | | | 48,888 | |
34
| | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | $ | 4,351,940 | | $ | 3,969,736 | |
| 2010: 173,207,493 shares issued and 152,869,848 shares outstanding | | | | | | 135,401 | | | 132,058 | |
| 2010: 20,337,645 shares | | | | | | (1,242,547 | ) | | (798,857 | ) |
35
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| (In thousands) | | | | Shares | | | Amount | | | Capital | | | Earnings | | | Income (Loss) | | | Shares | | | Amount | | | Equity | |
| Balance at June 1, 2008 | | | | 173,083 | | $ | 129,182 | | $ | 60,408 | | $ | 2,784,302 | | $ | 52,280 | | | (19,392 | ) | $ | (772,041 | ) | $ | 2,254,131 | |
| | Dividends | | | — | | | — | | | — | | | (72,207 | ) | | — | | | — | | | — | | | (72,207 | ) |
| | Other | | | — | | | 33 | | | 3 | | | (33 | ) | | — | | | — | | | — | | | 3 | |
| | Comprehensive income, net of tax | | | | | | | | | | | | | | | | | | | | | | | | 269,007 | |
36
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Impairment of long-lived assets | | | | | | | | | | — | | | — | | | 48,888 | |
37
1.
38
Cintas recorded restructuring charges of $7.9 million in employee termination costs and $2.3 million in other exit costs for a total of $10.2 million.
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | $ | 249,658 | | $ | 169,484 | |
39
| | | | | | |
| --- | --- | --- | --- | --- | --- |
The fiscal 2009 charge of $48.9 million in long-lived asset impairment costs included $25.8 million in land and buildings of which $10.9 million related to assets held for sale, $18.2 million in equipment and $4.8 million in long-lived other assets.
The fair value was determined primarily by using market quoted prices and other prices quoted for similar assets and discounted cash flow models.
| | Legal settlements | | | 1,195 | | | 30,448 | |
An excerpt. Shown here: 40 of 630 rewritten, 40 of 401 added and 40 of 208 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2012 filing and the FY2011 filing.
Item 9. Changes in and Disagreements with
0 rewritten, 1 added, 2 removed, 1 unchanged
None.
Nothing to report.
Item 9A. Controls and Procedures
5 rewritten, 0 added, 1 removed, 1 unchanged
[removed: Disclosure] [added: Disclosure] Controls and [removed: Procedures][added: Procedures]
With the participation of Cintas' management, including Cintas' Chief Executive Officer, Chief Financial Officer, General Counsel and Controllers, Cintas has evaluated the effectiveness of the disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of May 31, [removed: 2011.][added: 2012.]
Based on such evaluation, Cintas' management, including Cintas' Chief Executive Officer, Chief Financial Officer, General Counsel and Controllers, have concluded that Cintas' disclosure controls and procedures were effective as of May 31, [removed: 2011,] [added: 2012,] in ensuring (i) information required to be disclosed by Cintas in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms and (ii) information required to be disclosed by Cintas in the reports that it files or submits under the Exchange Act is accumulated and communicated to Cintas' management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
[removed: Internal] [added: Internal] Control over Financial [removed: Reporting][added: Reporting]
There were no changes in Cintas' internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter ended May 31, [removed: 2011,] [added: 2012,] that have materially affected, or are reasonably likely to materially affect, Cintas' internal control over financial reporting.
Item 9B. Other Information
1 rewritten, 1 added, 3 removed, 0 unchanged
[removed: Part] [added: Part] III
None.
Nothing to report.
67
Item 10. Directors, Executive Officers and Corporate Governance
1 rewritten, 0 added, 1 removed, 0 unchanged
The information required under this item is incorporated herein by reference to the material contained in Cintas' definitive proxy statement for the [removed: 2011] [added: 2012] annual meeting of shareholders to be filed with the SEC pursuant to Regulation 14A not later than 120 days after the close of the fiscal year (the "Proxy Statement").
Item 11. Executive Compensation
0 rewritten, 0 added, 1 removed, 1 unchanged
Item 12. Security Ownership of Certain Beneficial Owners and
6 rewritten, 5 added, 5 removed, 2 unchanged
The following table provides information about Cintas' common stock that may be issued under Cintas' equity compensation plans as of May 31, [removed: 2011.][added: 2012.]
[removed: Equity] [added: Equity] Compensation Plan [removed: Information][added: Information]
| Plan category | [removed: | |] Number of shares to be issued upon exercise of outstanding options (1) | | | Weighted average exercise price of outstanding options (1) | | | [added: |] Number of shares remaining available for future issuance under equity compensation plans | |
| Equity compensation plans [added: not] approved by shareholders | [removed: |] [added: —] | [removed: 7,664,703] | | [removed: $] [added: —] | [removed: 34.34] | | | [removed: 9,713,983] [added: —] | |
| Equity compensation plans [removed: not] approved by shareholders | [removed: |] [added: 7,609,117] | [removed: —] | | [added: $] | [removed: —] [added: 36.04] | | | [removed: —] [added: 8,171,124] | |
(1) Excludes [removed: 1,917,382] [added: 1,888,996] unvested restricted stock units.
| | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | |
| | | | | | | | | | |
| Total | 7,609,117 | | | $ | 36.04 | | | 8,171,124 | |
| | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Total | | | 7,664,703 | | $ | 34.34 | | | 9,713,983 | |
68
Item 13. Certain Relationships and Related Transactions, and Director Independence
0 rewritten, 0 added, 1 removed, 1 unchanged
Item 14. Principal Accountant Fees and Services
1 rewritten, 0 added, 2 removed, 1 unchanged
[removed: Part] [added: Part] IV
69
Item 15. Exhibits and Financial Statement Schedules
68 rewritten, 179 added, 22 removed, 7 unchanged
| (a) (1) | | [added: |] Financial Statements. All financial statements required to be filed by Item 8 of Form 10-K and included in this Annual Report are listed in Item 8. No additional financial statements are filed because the requirements for paragraph (d) under Item 14 are not applicable to Cintas. |
| (a) (2) | | [added: |] Financial Statement Schedule: |
| | | [added: |] For each of the three years in the period ended May 31, [removed: 2011.] [added: 2012.] |
| | | [added: |] Schedule II: Valuation and Qualifying Accounts and Reserves. |
| | | [added: |] All other schedules are omitted because they are not applicable, or not required, or because the required information is included in the Consolidated Financial Statements or Notes thereto. |
| (a) (3) | | [added: |] Exhibits. |
| | | [added: |] All documents referenced below were filed pursuant to the Exchange Act by Cintas Corporation, file number 000-11399, unless otherwise noted. |
| Exhibit Number | | [added: |] Description of Exhibit |
| 3.1 | | [added: |] Restated Articles of Incorporation, as amended (Incorporated by reference to Exhibit 4.1 to Cintas' Registration Statement No. 333-160926 on Form S-3 filed on December 3, 2007.) |
| 3.2 | | [added: |] Amended and Restated By-laws (Incorporated by reference to Exhibit 3 to Cintas' Form 8-K dated October 14, 2008.) |
| 4.1 | | [added: |] Indenture dated as of May 28, 2002, among Cintas Corporation No. 2, as issuer, Cintas Corporation, as parent guarantor, the subsidiary guarantors thereto and Wachovia Bank, National Association, as trustee (Incorporated by reference to Cintas' Form 10-Q for the quarter ended February 28, 2005.) |
| 4.2 | | [added: |] Form of 6% Senior Note due 2012 (Incorporated by reference to Cintas' Form 10-Q for the quarter ended February 28, 2005.) |
| 4.3 | | [added: |] Form of 6.15% Senior Note due 2036 (Incorporated by reference to Cintas' Form 8-K dated August 17, 2006.) |
| 4.4 | | [added: |] Form of 6.125% Senior Note due 2017 (Incorporated by reference to Cintas' Form 8-K dated December 6, 2007.) |
| 4.5 | | [added: |] Form of 2.85% Senior Note due 2016 (Incorporated by reference to Cintas' Form 8-K dated May 23, 2011.) |
| 4.6 | | [added: |] Form of 4.30% Senior Note due 2021 (Incorporated by reference to Cintas' Form 8-K dated May 23, 2011.) |
| 10.1 | | [added: |] Credit Agreement dated as of May 28, 2004 by and among Cintas Corporation No. 2, as Borrower, the lenders named in such Credit Agreement and KeyBank National Association, as agent for the lenders (Incorporated by reference to Cintas' Form 10-Q for the quarter ended February 28, 2011.) |
| 10.2 | | [added: |] First Amendment Agreement to the Credit Agreement dated as of May 28, 2004, dated as of February 24, 2006 (Incorporated by reference to Cintas' Form 8-K dated October 1, 2010.) |
| 10.3 | | [added: |] Second Amendment Agreement to the Credit Agreement dated as of May 28, 2004, dated as of March 16, 2007 (Incorporated by reference to Cintas' Form 8-K dated October 1, 2010.) |
| 10.4 | | [added: |] Third Amendment Agreement to the Credit Agreement dated as of May 28, 2004, dated as of May 31, 2007 (Incorporated by reference to Cintas' Form 8-K dated October 1, 2010.) |
| 10.5 | | [added: |] Fourth Amendment Agreement to the Credit Agreement dated as of May 28, 2004, dated as of September 27, 2010 (Incorporated by reference to Cintas' Form 10-Q for the quarter ended February 28, 2011.) |
| [removed: 10.6*] [added: 10.7] | | [added: * |] Incentive Stock Option Plan (Incorporated by reference to Cintas' Registration Statement No. 33-23228 on Form S-8 filed under the Securities Act of 1933.) |
| [removed: 10.7*] [added: 10.8] | | [added: * |] Partners' Plan, as Amended (Incorporated by reference to Cintas' Registration Statement No. 33-56623 on Form S-8 filed under the Securities Act of 1933.) |
| [removed: 10.8*] [added: 10.9] | | [added: * |] 1999 Cintas Corporation Stock Option Plan (Incorporated by reference to Cintas' Form 10-Q for the quarter ended November 30, 2000.) |
| [removed: 10.9*] [added: 10.10] | | [added: * |] Directors' Deferred Compensation Plan (Incorporated by reference to Cintas' Form 10-Q for the quarter ended November 30, 2001.) |
| [removed: 10.10*] [added: 10.11] | | [added: * |] Amended and Restated 2003 Directors' Stock Option Plan (Incorporated by reference to Cintas' Form 10-K [removed: dated] [added: for the year ended] May 31, 2004.) |
| [removed: 10.11*] [added: 10.12] | | [added: * |] Form of agreement signed by Officers, General/Branch Managers, Professionals and Key Managers, including Executive Officers (Incorporated by reference to Cintas' Form 10-Q for the quarter ended February 28, 2005.) |
| [removed: 10.12*] [added: 10.13] | | [added: * |] President and CEO Executive Compensation Plan (Incorporated by reference to Cintas' Form 10-K [removed: dated] [added: for the year ended] May 31, 2005.) |
| [removed: 10.13*] [added: 10.17] | | [removed: 2006] [added: * | 2007] Executive Incentive Plan (Incorporated by reference to Cintas' Form 10-K dated May 31, [removed: 2005.)] [added: 2006.)] |
| [removed: 10.14*] [added: 10.8] | | [removed: 2005 Equity Compensation Plan] [added: * | Partners' Plan, as Amended] (Incorporated by reference to Cintas' Registration Statement No. [removed: 333-131375] [added: 33-56623] on Form S-8 filed under the Securities Act of 1933.) |
| [removed: 10.15*] [added: 10.16] | | [added: * |] Criteria for Performance Evaluation of the President and CEO (Incorporated by reference to Cintas' Form 10-K [removed: dated] [added: for the year ended] May 31, 2006.) |
| [removed: 10.16*] [added: 10.17] | | [added: * |] 2007 Executive Incentive Plan (Incorporated by reference to Cintas' Form 10-K [removed: dated] [added: for the year ended] May 31, 2006.) |
| [removed: 10.17] [added: 10.18] | | [added: |] Amendment No. 1 to 2005 Equity Compensation Plan |
| [removed: 10.18] [added: 10.19] | | [added: |] Form of Restricted Stock Agreement |
| 14 | | [added: |] Code of Ethics (Incorporated by reference to Cintas' Form 10-K [removed: dated] [added: for the year ended] May 31, 2004.) |
| [removed: 21] [added: 21] | | [added: |] Subsidiaries of the Registrant |
| [removed: 23] [added: 23] | | [added: |] Consent of Independent Registered Public Accounting Firm |
| [removed: 31.1] [added: 31.1] | | [added: |] Certification of Principal Executive Officer, Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 |
| [removed: 31.2] [added: 31.2] | | [added: |] Certification of Principal Financial Officer, Pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934 |
| [removed: 32.1] [added: 32.1] | | [added: |] Certification of Chief Executive Officer, Pursuant to 18 U.S.C. § 1350 |
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| 4.7 | | | Form of 3.25% Senior Note due 2022 (Incorporated by reference to Cintas' Form 8-K dated June 8, 2012.) |
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| 10.6 | | | Fifth Amendment Agreement to the Credit Agreement dated as of May 28, 2004, dated as of October 7, 2011 (Incorporated by reference to Cintas' Form 8-K dated October 7, 2011.) |
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| 10.14 | | * | 2006 Executive Incentive Plan (Incorporated by reference to Cintas' Form 10-K for the year ended May 31, 2005.) |
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| 10.15 | | * | 2005 Equity Compensation Plan (Incorporated by reference to Cintas' Definitive Proxy Statement on Schedule 14A filed on September 1, 2005.) |
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Farmer
Scott D.
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| May 31, 2009 | | | | $ | 13,139 | | $ | 16,650 | | $ | 5 | | $ | 10,262 | | $ | 19,532 | |
| May 31, 2009 | | | | $ | 20,660 | | $ | 33,972 | | $ | (85 | ) | $ | 6,194 | | $ | 48,353 | |
(1)
Amounts related to inventory are computed by performing a thorough analysis of future marketability by specific inventory item.
(2)
(3)
These amounts do not impact Cintas' consolidated income statement.
73
74
75
An excerpt. Shown here: 40 of 68 rewritten, 40 of 179 added and all 22 removed. The counts are complete. For every sentence, read Item 15. Exhibits and Financial Statement Schedules in the FY2012 filing and the FY2011 filing.