filings.toolsCintas 10-Q 2024-02-29
Filed 2024-04-05. 7 sections, 162K characters. Original on sec.gov · Markdown · JSON
Cover and table of contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
| ☑ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||||
| For the quarterly period ended | February 29, 2024 |
OR
| ☐ | 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 0-11399
Cintas Corporation
(Exact name of registrant as specified in its charter)
| Washington | 31-1188630 | |||||||
| (State or Other Jurisdiction of Incorporation or Organization) | (IRS Employer Identification Number) |
| 6800 Cintas Boulevard | |||||||||||
| P.O. Box 625737 | |||||||||||
| Cincinnati, | Ohio | 45262-5737 | |||||||||
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant's Telephone Number, Including Area Code: (513) 459-1200
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, no par value | CTAS | The NASDAQ Stock Market LLC | ||||||||||||
| (NASDAQ Global Select Market) |
Indicate by checkmark 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 checkmark 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 checkmark 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 checkmark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
| Class | Outstanding March 31, 2024 | |||||||
| Common Stock, no par value | 101,463,249 |
CINTAS CORPORATION
TABLE OF CONTENTS
Part I. Financial Information
Item 1. FINANCIAL STATEMENTS
FINANCIAL STATEMENTS
CINTAS CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Unaudited)
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (In thousands except per share data) | February 29, 2024 | February 28, 2023 | February 29, 2024 | February 28, 2023 | |||||||||||||||||||
| Revenue: | |||||||||||||||||||||||
| Uniform rental and facility services | $ | 1,876,642 | $ | 1,716,165 | $ | 5,554,009 | $ | 5,123,924 | |||||||||||||||
| Other | 529,531 | 473,821 | 1,571,671 | 1,407,374 | |||||||||||||||||||
| Total revenue | 2,406,173 | 2,189,986 | 7,125,680 | 6,531,298 | |||||||||||||||||||
| Costs and expenses: | |||||||||||||||||||||||
| Cost of uniform rental and facility services | 960,208 | 907,993 | 2,882,022 | 2,705,486 | |||||||||||||||||||
| Cost of other | 258,117 | 247,962 | 772,691 | 741,222 | |||||||||||||||||||
| Selling and administrative expenses | 667,048 | 587,219 | 1,949,928 | 1,752,724 | |||||||||||||||||||
| Operating income | 520,800 | 446,812 | 1,521,039 | 1,331,866 | |||||||||||||||||||
| Interest income | (930) | (373) | (2,121) | (872) | |||||||||||||||||||
| Interest expense | 25,530 | 28,819 | 76,664 | 85,459 | |||||||||||||||||||
| Income before income taxes | 496,200 | 418,366 | 1,446,496 | 1,247,279 | |||||||||||||||||||
| Income taxes | 98,621 | 92,539 | 289,219 | 245,470 | |||||||||||||||||||
| Net income | $ | 397,579 | $ | 325,827 | $ | 1,157,277 | $ | 1,001,809 | |||||||||||||||
| Basic earnings per share | $ | 3.90 | $ | 3.19 | $ | 11.34 | $ | 9.82 | |||||||||||||||
| Diluted earnings per share | $ | 3.84 | $ | 3.14 | $ | 11.15 | $ | 9.65 | |||||||||||||||
| Dividends declared per share | $ | 1.35 | $ | 1.15 | $ | 4.05 | $ | 3.45 |
See accompanying notes.
CINTAS CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||
| (In thousands) | February 29, 2024 | February 28, 2023 | February 29, 2024 | February 28, 2023 | |||||||||||||||||||
| Net income | $ | 397,579 | $ | 325,827 | $ | 1,157,277 | $ | 1,001,809 | |||||||||||||||
| Other comprehensive (loss) income, net of tax: | |||||||||||||||||||||||
| Foreign currency translation adjustments | (450) | (7,972) | 371 | (37,079) | |||||||||||||||||||
| Change in fair value of interest rate lock agreements, net of tax (benefit) expense of $(1,726), $513, $4,195 and $3,364, respectively | (5,042) | 1,501 | 12,256 | 9,829 | |||||||||||||||||||
| Amortization of interest rate lock agreements, net of tax benefit of $(513), $(512), $(1,503) and $(1,537), respectively | (1,524) | (1,521) | (4,461) | (4,563) | |||||||||||||||||||
| Other, net of tax expense of $0, $0, $130 and $0, respectively | — | — | 379 | — | |||||||||||||||||||
| Other comprehensive (loss) income, net of tax (benefit) expense of $(2,239), $1, $2,822 and $1,827, respectively | (7,016) | (7,992) | 8,545 | (31,813) | |||||||||||||||||||
| Comprehensive income | $ | 390,563 | $ | 317,835 | $ | 1,165,822 | $ | 969,996 |
See accompanying notes.
CINTAS CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS
| (In thousands except per share data) | February 29, 2024 | May 31, 2023 | |||||||||
| (Unaudited) | |||||||||||
| ASSETS | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 128,483 | $ | 124,149 | |||||||
| Accounts receivable, net | 1,262,077 | 1,152,993 | |||||||||
| Inventories, net | 451,215 | 506,604 | |||||||||
| Uniforms and other rental items in service | 1,025,597 | 1,011,918 | |||||||||
| Prepaid expenses and other current assets | 163,624 | 142,795 | |||||||||
| Total current assets | 3,030,996 | 2,938,459 | |||||||||
| Property and equipment, net | 1,505,810 | 1,396,476 | |||||||||
| Investments | 294,261 | 247,191 | |||||||||
| Goodwill | 3,212,432 | 3,056,201 | |||||||||
| Service contracts, net | 335,863 | 346,574 | |||||||||
| Operating lease right-of-use assets, net | 186,514 | 178,464 | |||||||||
| Other assets, net | 412,999 | 382,991 | |||||||||
| $ | 8,978,875 | $ | 8,546,356 | ||||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||||||
| Current liabilities: | |||||||||||
| Accounts payable | $ | 307,941 | $ | 302,292 | |||||||
| Accrued compensation and related liabilities | 182,669 | 239,086 | |||||||||
| Accrued liabilities | 720,545 | 632,504 | |||||||||
| Income taxes, current | 18,310 | 12,470 | |||||||||
| Operating lease liabilities, current | 44,430 | 43,71 |
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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Business Strategy
Cintas helps more than one million businesses of all types and sizes, primarily in the United States (U.S.), as well as Canada and Latin America, get READY**™** to open their doors with confidence every day by providing a wide range of products and services that enhance our customers’ image and help keep their facilities and employees clean, safe and looking their best. With products and services including uniforms, mats, mops, restroom supplies, first aid and safety products, fire extinguishers and testing, and safety training, Cintas helps customers get Ready for the Workday®.
We are North America’s leading provider of corporate identity uniforms through rental and sales programs, as well as a significant provider of related business services, including entrance mats, restroom cleaning services and supplies, first aid and safety services and fire protection products and services.
Cintas’ principal objective is “to exceed customers’ expectations in order to maximize the long-term value of Cintas for its shareholders and working partners,” and it provides the framework and focus for Cintas’ business strategy. This strategy is to achieve revenue growth for all our products and services by increasing our penetration at existing customers and by broadening our customer base to include market segments to which we have not historically served. We will also continue to identify additional product and service opportunities for our current and future customers.
To pursue the strategy of increasing penetration, we have a highly talented and diverse team of service professionals visiting our customers on a regular basis. This frequent contact with our customers enables us to develop close personal relationships. The combination of our distribution system and these strong customer relationships provides a platform from which we launch additional products and services.
We pursue the strategy of broadening our customer base in several ways. Cintas has a national sales organization introducing all its products and services to prospects in all market segments. Our broad range of products and services allows our sales organization to consider any type of business a prospect. We also broaden our customer base through geographic expansion. Finally, we evaluate strategic acquisitions as opportunities arise.
Results of Operations
Cintas classifies its business into two reportable operating segments and places the remainder of its operating segments in an All Other category. Cintas’ two reportable operating segments are Uniform Rental and Facility Services and First Aid and Safety Services. The Uniform Rental and Facility Services reportable operating segment consists of the rental and servicing of uniforms and other garments including flame resistant clothing, mats, mops and shop towels and other ancillary items. In addition to these rental items, restroom cleaning services and supplies and the sale of items from our catalogs to our customers on route are included within this reportable operating segment. The First Aid and Safety Services reportable operating segment consists of first aid and safety products and services. The remainder of Cintas’ business, which consists of the Fire Protection Services operating segment and the Uniform Direct Sale operating segment, is included in All Other. These operating segments consist of fire protection products and services and the direct sale of uniforms and related items. Cintas evaluates operating segment performance based on revenue and income before income taxes. Revenue and income before income taxes for the three and nine months ended February 29, 2024 and February 28, 2023, for the two reportable operating segments and All Other are presented in Note 11 entitled Segment Information of “Notes to Consolidated Condensed Financial Statements.”
Consolidated Results
Three Months Ended February 29, 2024 Compared to Three Months Ended February 28, 2023
Total revenue increased 9.9% to $2,406.2 million for the three months ended February 29, 2024, compared to $2,190.0 million for the three months ended February 28, 2023. The organic revenue growth rate, which adjusts for the impact of acquisitions, workday differences and foreign currency exchange rate fluctuations, was 7.7%. Revenue growth was positively impacted by 0.5% due to acquisitions and by 1.7% due to one more workday in the three months ended February 29, 2024 compared to the three months ended February 28, 2023.
Uniform Rental and Facility Services reportable operating segment revenue was $1,876.6 million for the three months ended February 29, 2024, compared to $1,716.2 million for the three months ended February 28, 2023, which was an increase of 9.4%. The organic revenue growth rate for this reportable operating segment was 7.1%. Revenue growth in the Uniform Rental and Facility Services reportable operating segment was positively impacted by 0.5% due to acquisitions, by 1.7% due to one more workday in the three months ended February 29, 2024 compared to the three months ended February 28, 2023, and by 0.1% due to foreign currency exchange rate fluctuations. Revenue growth was a result of new business, the penetration of additional products and services into existing customers and price increases, partially offset by lost business. New business growth resulted from an increase in the number and productivity of sales representatives.
Other revenue, consisting of revenue from the First Aid and Safety Services reportable operating segment and All Other, increased 11.8% for the three months ended February 29, 2024, compared to the three months ended February 28, 2023, from $473.8 million to $529.5 million. The organic revenue growth rate for other revenue was 9.5%. Revenue growth was positively impacted by 0.5% due to acquisitions and by 1.8% due to one more workday in the three months ended February 29, 2024 compared to the three months ended February 28, 2023.
Cost of uniform rental and facility services consists primarily of production expenses, delivery expenses and the amortization of in service inventory, including uniforms, mats, shop towels and other ancillary items. Cost of uniform rental and facility services increased $52.2 million, or 5.8%, for the three months ended February 29, 2024, compared to the three months ended February 28, 2023. Cost of uniform rental and facility services improved as a percent of revenue, decreasing from 52.9% for the three months ended February 28, 2023, to 51.2% for the three months ended February 29, 2024. This improvement as a percent of revenue was primarily due to efficiency gains in energy usage, material cost amortization and improved leverage of fixed costs.
Cost of other consists primarily of cost of goods sold (predominantly first aid and safety products, personal protective equipment, uniforms, and fire protection products), delivery expenses and distribution expenses in the First Aid and Safety Services reportable operating segment and All Other. Cost of other increased $10.2 million, or 4.1%, for the three months ended February 29, 2024, compared to the three months ended February 28, 2023, primarily due to increased sales volume in each of the underlying operating segments. Cost of other improved as a percent of revenue, decreasing from 52.3% for three months ended February 28, 2023, to 48.7% for the three months ended February 29, 2024. The improvement in cost of sales as a percent of revenue was primarily due to favorable changes in the sales mix and sourcing and productivity initiatives in the First Aid and Safety Services reportable operating segment as well as improved leverage of fixed costs for both the First Aid and Safety Services reportable operating segment and All Other.
Selling and administrative expenses increased $79.8 million, or 13.6%, in the three months ended February 29, 2024, compared to the three months ended February 28, 2023. Selling and administrative expenses as a percent of revenue were 27.7% for the three months ended February 29, 2024, compared to 26.8% for the three months ended February 28, 2023. The change as a percent of revenue is primarily due to investing in additional selling resources, investing in our management trainee program, expanding our talent acquisition efforts for future growth, as well as costs associated with the tentative legal settlement discussed in Note 12 to the consolidated condensed financial statements. The costs associated with the tentative legal settlement discussed in Note 12 to the consolidated condensed financial statements were not material to the consolidated statements of income.
Operating income was $520.8 million, or 21.6% of revenue, for the three months ended February 29, 2024, compared to $446.8 million, or 20.4% of revenue, for the three months ended February 28, 2023. The improvement in operating income as a percent of revenue was primarily due to operating leverage from revenue growth, efficiency gains in energy usage and productivity initiatives, partially offset by the increase in selling and administrative expense noted above.
Net interest expense (interest expense less interest income) was $24.6 million for the three months ended February 29, 2024, compared to $28.4 million for the three months ended February 28, 2023. The decrease was primarily due to a reduction in the average amount of outstanding debt during the three months ended February 29, 2024 compared to the three months ended February 28, 2023.
Cintas’ effective tax rate was 19.9% and 22.1% for the three months ended February 29, 2024 and February 28, 2023, respectively. The effective tax rate in both periods was impacted by certain discrete items, primarily the tax accounting impact for stock-based compensation.
Net income was $397.6 million for the three months ended February 29, 2024, an increase of 22.0%, compared to the three months ended February 28, 2023. Diluted earnings per share were $3.84 for the three months ended February 29, 2024, which was an increase of 22.3% compared to the three months ended February 28, 2023. Diluted earnings per share increased primarily due to the increase in net income.
Uniform Rental and Facility Services Reportable Operating Segment
Three Months Ended February 29, 2024 Compared to Three Months Ended February 28, 2023
Uniform Rental and Facility Services reportable operating segment revenue was $1,876.6 million for the three months ended February 29, 2024 compared to $1,716.2 million for the three months ended February 28, 2023. The organic revenue growth rate for the reportable operating segment was 7.1%. The cost of uniform rental and facility services increased $52.2 million, or 5.8%. The reportable operating segment’s gross margin was $916.4 million. Gross margin as a percent of revenue was 48.8% for the three months ended February 29, 2024 compared to 47.1% for the three months ended February 28, 2023. The improvement in gross margin was primarily the result of efficiency gains in energy usage, material cost amortization, and improved leverage of fixed costs.
Selling and administrative expenses for the Uniform Rental and Facility Services reportable operating segment increased $47.8 million in the three months ended February 29, 2024 compared to the three months ended February 28, 2023. Selling and administrative expenses as a percent of revenue for the three months ended February 29, 2024 were 26.4% compared to the 26.1% in the three months ended February 28, 2023. The change as a percent of revenue was primarily due to investing in additional selling resources, investing in our management trainee program and expanding our talent acquisition efforts for future growth.
Income before income taxes increased $60.4 million, or 16.8%, for the Uniform Rental and Facility Services reportable operating segment for the three months ended February 29, 2024, compared to the three months ended February 28, 2023. Income before income taxes was 22.4% of the reportable operating segment's revenue compared to the three months ended February 28, 2023 of 21.0% of revenue. The improvement in income before income taxes was a result of the expansion in gross margin which was partially offset by the investments in selling and administrative expenses noted above.
First Aid and Safety Services Reportable Operating Segment
Three Months Ended February 29, 2024 Compared to Three Months Ended February 28, 2023
First Aid and Safety Services reportable operating segment revenue increased from $231.6 million to $262.6 million, or 13.4%, for the three months ended February 29, 2024, over the three months ended February 28, 2023. The organic revenue growth rate for the reportable operating segment was 11.5%. First Aid and Safety Services reportable operating segment revenue was positively impacted by 0.1% due to acquisitions and by 1.8% due to one more workday in the three months ended February 29, 2024 compared to the three months ended February 28, 2023. The increase in revenue was driven by many factors including new business sold by sales representatives, penetration of additional products and services into existing customers, price increases and strong customer retention.
Cost of first aid and safety services for the three months ended February 29, 2024, increased $2.7 million, or 2.4%, compared to the three months ended February 28, 2023. The gross margin as a percent of revenue was 56.3% for the three months ended February 29, 2024, compared to the gross margin as a percent of revenue of 51.6% in the three months ended February 28, 2023. The improvement in gross margin was primarily driven by favorable changes in the sales mix, sourcing and productivity initiatives, as well as improved leverage of fixed costs and a reduction in energy expense as a percent of revenue.
Selling and administrative expenses increased $17.9 million in the three months ended February 29, 2024, compared to the three months ended February 28, 2023. Selling and administrative expenses as a percent of revenue for the three months ended February 29, 2024 were 34.3%, compared to 31.1% in the third quarter of the prior fiscal year. The change as a percent of revenue was primarily due to investing in additional selling resources for future growth as well as an increase in inventory obsolescence reserves.
Income before income taxes for the First Aid and Safety Services reportable operating segment increased $10.4 million to $57.7 million for the three months ended February 29, 2024, compared to the three months ended February 28, 2023. Income before income taxes was 22.0% of the reportable operating segment’s revenue
compared to the three months ended February 28, 2023 of 20.4%. The increase in income before income taxes was primarily due to the previously discussed improvements in gross margin, partially offset by the increase in selling and administrative expenses.
Consolidated Results
Nine Months Ended February 29, 2024 Compared to Nine Months Ended February 28, 2023
Total revenue increased 9.1% to $7,125.7 million for the nine months ended February 29, 2024, compared to $6,531.3 million for the nine months ended February 28, 2023. Total organic revenue growth was 8.2%. Organic growth adjusts for the impact of acquisitions, workday differences and foreign currency exchange rate fluctuations. Revenue growth was positively impacted by 0.3% due to acquisitions and by 0.6% due to one more workday in the nine months ended February 29, 2024 compared to the nine months ended February 28, 2023.
Uniform Rental and Facility Services reportable operating segment revenue was $5,554.0 million for the nine months ended February 29, 2024, compared to $5,123.9 million in the nine months ended February 28, 2023, which was an increase of 8.4%. Organic revenue growth for this reportable operating segment was 7.6%. Uniform Rental and Facility Services reportable operating segment revenue was positively impacted by 0.3% due to acquisitions, positively impacted by 0.6% due to one more workday in the nine months ended February 29, 2024 compared to the nine months ended February 28, 2023, and negatively impacted by 0.1% due to foreign currency exchange rate fluctuations. Revenue growth was a result of new business, the penetration of additional products and services into existing customers and price increases, partially offset by lost business. New business growth resulted from an increase in the number and productivity of sales representatives.
Other revenue, consisting of revenue from the First Aid and Safety Services reportable operating segment and All Other, was $1,571.7 million for the nine months ended February 29, 2024, compared to $1,407.4 million for the nine months ended February 28, 2023, which was an increase of 11.7%. Other revenue organic growth was 10.7%. Revenue growth was positively impacted by 0.4% due to acquisitions and by 0.6% due to one more workday in the nine months ended February 29, 2024 compared to the nine months ended February 28, 2023.
Cost of uniform rental and facility services consists primarily of production expenses, delivery expenses and the amortization of in service inventory, including uniforms, mats, shop towels and other ancillary items. Cost of uniform rental and facility services increased $176.5 million, or 6.5%, for the nine months ended February 29, 2024, compared to the nine months ended February 28, 2023, primarily due to increased sales volume in each of the underlying operating segments. Cost of uniform rental and facility services improved as a percent of revenue, decreasing from 52.8% for the nine months ended February 28, 2023, to 51.9% for the nine months ended February 29, 2024. This improvement as a percent of revenue was primarily due to efficiency gains in energy usage and improved leverage of fixed costs.
Cost of other consists primarily of cost of goods sold (predominantly first aid and safety products, personal protective equipment, uniforms, and fire protection products), delivery expenses and distribution expenses in the First Aid and Safety Services reportable operating segment and All Other. Cost of other increased $31.5 million, or 4.2%, for the nine months ended February 29, 2024, compared to the nine months ended February 28, 2023. Cost of other improved as a percent of revenue, decreasing from 52.7% for nine months ended February 28, 2023, to 49.2% for the nine months ended February 29, 2024. The improvement in cost of sales as a percent of revenue was primarily due to favorable changes in the sales mix and sourcing and productivity initiatives in the First Aid and Safety Services reportable operating segment as well as improved leverage of fixed costs for both the First Aid and Safety Services reportable operating segment and All Other.
Selling and administrative expenses increased $197.2 million, or 11.3%, for the nine months ended February 29, 2024, compared to the nine months ended February 28, 2023. Selling and administrative expenses as a percent of revenue were 27.4% for the nine months ended February 29, 2024, compared to 26.8% for the nine months ended February 28, 2023. The change as a percent of revenue is primarily due to investing in additional selling resources, investing in our management trainee program, expanding our talent acquisition efforts for future growth, as well as the previously noted costs associated with the tentative legal settlement discussed in Note 12.
Operating income was $1,521.0 million, or 21.3% of revenue, for the nine months ended February 29, 2024, compared to $1,331.9 million, or 20.4% of revenue, for the nine months ended February 28, 2023. The change in
operating income as a percent of revenue was due to the previously mentioned improvements in gross margin, partially offset by the increase in selling and administrative expenses noted above.
Net interest expense (interest expense less interest income) was $74.5 million for the nine months ended February 29, 2024, compared to $84.6 million for the nine months ended February 28, 2023. The change was primarily due to a decrease in the average amount of outstanding debt during the nine months ended February 29, 2024.
Cintas’ effective tax rate was 20.0% and 19.7% for the nine months ended February 29, 2024 and February 28, 2023, respectively. The effective tax rate in both periods was impacted by certain discrete items, primarily the tax accounting for stock-based compensation.
Net income for the nine months ended February 29, 2024, increased $155.5 million, or 15.5%, compared to the nine months ended February 28, 2023. Diluted earnings per share was $11.15 for the nine months ended February 29, 2024, which was an increase of 15.5% compared to the nine months ended February 28, 2023. Diluted earnings per share increased due to the increase in net income.
Uniform Rental and Facility Services Reportable Operating Segment
Nine Months Ended February 29, 2024 Compared to Nine Months Ended February 28, 2023
Uniform Rental and Facility Services reportable operating segment revenue increased 8.4% to $5,554.0 million for the nine months ended February 29, 2024, compared to $5,123.9 million for the nine months ended February 28, 2023. Organic revenue growth for this reportable operating segment was 7.6%. This increase in revenue was driven by many factors including new business sold by sales representatives, penetration of additional products and services into existing customers, price increases, and strong customer retention.
Cost of uniform rental and facility services increased $176.5 million, or 6.5%, for the nine months ended February 29, 2024 over the nine months ended February 28, 2023. The reportable operating segment’s gross margin was $2,672.0 million, or 48.1% of revenue, for the nine months ended February 29, 2024, compared to the gross margin of 47.2% for the nine months ended February 28, 2023. The improvement in gross margin was primarily the result of efficiency gains in energy usage and improved leverage of fixed costs.
Selling and administrative expenses for the Uniform Rental and Facility Services reportable operating segment increased $120.9 million, increasing as a percent of revenue for the nine months ended February 29, 2024 to 26.0%, compared to 25.9% for the nine months ended February 28, 2023. As a percent of revenue, expenses were largely consistent as compared to the nine months ended February 28, 2023.
Income before income taxes increased $132.7 million, or 12.1%, for the Uniform Rental and Facility Services reportable operating segment for the nine months ended February 29, 2024, compared to the nine months ended February 28, 2023. Income before income taxes was 22.1% of the reportable operating segment’s revenue, compared to 21.3% for the nine months ended February 28, 2023. The change as a percent of revenue was primarily a result of the improvement in gross margin.
First Aid and Safety Services Reportable Operating Segment
Nine Months Ended February 29, 2024 Compared to Nine Months Ended February 28, 2023
First Aid and Safety Services reportable operating segment revenue increased from $701.7 million to $789.7 million, or 12.5%, for the nine months ended February 29, 2024, over the nine months ended February 28, 2023. Organic revenue growth for this reportable operating segment was 11.8%. First Aid and Safety Services reportable operating segment revenue was positively impacted by 0.2% due to acquisitions, positively impacted by 0.6% due to one more workday in the nine months ended February 29, 2024 compared to the nine months ended February 28, 2023, and negatively impacted by 0.1% due to foreign currency exchange rate fluctuations. This increase in revenue was driven by many factors including new business sold by sales representatives, penetration of additional products and services into existing customers, price increases and strong customer retention.
Cost of first aid and safety services increased $3.8 million, or 1.1%, for the nine months ended February 29, 2024, from the nine months ended February 28, 2023, due to higher sales volume. The gross margin as a percent of revenue was 55.6% for the nine months ended February 29, 2024, which was an increase of 510 basis points compared to the gross margin as a percent of revenue of 50.5% in the nine months ended February 28, 2023. The
improvement in gross margin was primarily driven by favorable changes in the sales mix, sourcing and productivity initiatives, as well as improved leverage of fixed costs and a reduction in energy expense as a percent of revenue.
Selling and administrative expenses increased $41.9 million, and increased as a percent of revenue to 33.3%, for the nine months ended February 29, 2024, compared to 31.5% for the nine months ended February 28, 2023. The change as a percent of revenue was largely due to investing in additional selling resources for future growth as well as an increase in inventory obsolescence reserves.
Income before income taxes for the First Aid and Safety Services reportable operating segment was $175.8 million for the nine months ended February 29, 2024, compared to $133.6 million for the nine months ended February 28, 2023. Income before income taxes, at 22.3% of the reportable operating segment’s revenue, increased 330 basis points compared to the nine months ended February 28, 2023 due to the improvements in gross margin, partially offset by increases selling and administrative expenses.
Liquidity and Capital Resources
The following is a summary of our cash flows and cash and cash equivalents as of and for the nine months ended:
| (In thousands) | February 29, 2024 | February 28, 2023 | |||||||||
| Net cash provided by operating activities | $ | 1,386,741 | $ | 1,044,191 | |||||||
| Net cash used in investing activities | $ | (503,278) | $ | (268,611) | |||||||
| Net cash used in financing activities | $ | (879,470) | $ | (774,593) | |||||||
| Cash and cash equivalents at the end of the period | $ | 128,483 | $ | 88,563 | |||||||
Cash and cash equivalents as of February 29, 2024 and February 28, 2023, include $52.4 million and $40.4 million, respectively, that is located outside of the U.S.
Cash flows provided by operating activities have historically supplied us with a significant source of liquidity. We generally use these cash flows to fund most, if not all, of our operations and expansion activities and dividends on our common stock. We may also use cash flows provided by operating activities, as well as proceeds from long-term debt and short-term borrowings to fund growth and expansion opportunities, as well as other cash requirements such as the repurchase of our common stock and payment of long-term debt.
We expect our cash flows from operating activities to remain sufficient to provide us with adequate levels of liquidity. In addition, we have access to $2.0 billion of debt capacity from our amended and restated revolving credit facility. We believe the Company has sufficient liquidity to operate in the current business environment for at least the next 12 months and the foreseeable future thereafter. Acquisitions, repurchases of our common stock and dividends remain strategic objectives, but they will be dependent on the economic outlook and liquidity of the Company.
Net cash provided by operating activities was $1,386.7 million for the nine months ended February 29, 2024, compared to $1,044.2 million for the nine months ended February 28, 2023. The change from the prior fiscal year was primarily due to an increase in net income and favorable changes in working capital, specifically accounts receivable, inventories, net and uniforms and other rental items in service. These improvements were partially offset by unfavorable changes in working capital, specifically, accrued compensation and related liabilities and accounts payable.
Net cash used in investing activities includes capital expenditures, purchases of investments and cash paid for acquisitions of businesses. Capital expenditures were $307.6 million and $224.1 million for the nine months ended February 29, 2024 and February 28, 2023, respectively. Capital expenditures in the nine months ended February 29, 2024, included $197.2 million for the Uniform Rental and Facility Services reportable operating segment and $73.2 million for the First Aid and Safety Services reportable operating segment. The increase in capital expenditures during the nine months ended February 29, 2024, over the nine months ended February 28, 2023, was due to investments in the operating segments to support continued revenue growth, an increase in equipment purchases, primarily trucks, due to vendors clearing backlogged orders and spending associated with the SAP implementation in the Fire Protection Services operating segment, which is included in All Other. Cash paid for acquisitions of businesses was $185.0 million and $33.0 million for the nine months ended February 29, 2024 and
February 28, 2023, respectively. The acquisitions during both the nine months ended February 29, 2024 and February 28, 2023, occurred in our Uniform Rental and Facility Services reportable operating segment, our First Aid and Safety Services reportable operating segment and our Fire Protection operating segment, which is included in All Other. Net cash used in investing activities also includes $7.6 million and $4.6 million of purchases of investments during the nine months ended February 29, 2024 and February 28, 2023, respectively.
Net cash used in financing activities was $879.5 million and $774.6 million for the nine months ended February 29, 2024 and February 28, 2023, respectively. The increase in cash used in financing activities was due to the increase in share buyback activity and an increase in dividends paid. This increase was partially offset by a decrease in payments of debt and commercial paper in the nine months ended February 29, 2024.
On July 27, 2021, Cintas announced that the Board of Directors authorized a $1.5 billion share buyback program, which does not have an expiration date. On July 26, 2022, Cintas announced that the Board of Directors authorized a new $1.0 billion share buyback program, which does not have an expiration date. The following table summarizes the buyback activity by program for the nine months ended:
| February 29, 2024 | February 28, 2023 | |||||||||||||||||||||||||||||||||||||
| Buyback Activity (In thousands except per share data) | Shares | Avg. Price per Share | Purchase Price | Shares | Avg. Price per Share | Purchase Price | ||||||||||||||||||||||||||||||||
| July 27, 2021 | 658 | $ | 486.58 | $ | 320,266 | 544 | $ | 395.97 | $ | 215,434 | ||||||||||||||||||||||||||||
| July 26, 2022 | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||
| 658 | $ | 486.58 | $ | 320,266 | 544 | $ | 395.97 | $ | 215,434 | |||||||||||||||||||||||||||||
| Shares acquired for taxes due (1) | 277 | $ | 533.65 | $ | 147,880 | 375 | $ | 414.23 | $ | 155,483 | ||||||||||||||||||||||||||||
| Total repurchase of Cintas common stock | $ | 468,146 | $ | 370,917 |
(1)Shares of Cintas common stock acquired for employee payroll taxes due on options exercised and vested restricted stock awards.
Our Board of Directors declared the following dividends:
| Paid Dividends | ||||||||||||||||||||
| Declaration Date (In millions except per share data) | Record Date | Payment Date | Dividend Per Share | Total Amount | ||||||||||||||||
| Nine months ended February 29, 2024 | ||||||||||||||||||||
| April 11, 2023 | May 15, 2023 | June 15, 2023 | $ | 1.15 | $ | 117.6 | ||||||||||||||
| July 25, 2023 | August 15, 2023 | September 15, 2023 | 1.35 | 138.2 | ||||||||||||||||
| October 24, 2023 | November 15, 2023 | December 15, 2023 | 1.35 | 137.5 | ||||||||||||||||
| $ | 3.85 | $ | 393.3 | |||||||||||||||||
| Nine months ended February 28, 2023 | ||||||||||||||||||||
| April 12, 2022 | May 16, 2022 | June 15, 2022 | $ | 0.95 | $ | 97.7 | ||||||||||||||
| July 26, 2022 | August 15, 2022 | September 15, 2022 | 1.15 | 117.3 | ||||||||||||||||
| October 25, 2022 | November 15, 2022 | December 15, 2022 | 1.15 | 117.4 | ||||||||||||||||
| $ | 3.25 | $ | 332.4 | |||||||||||||||||
| Accrued Dividends | ||||||||||||||||||||
| As of February 29, 2024 | ||||||||||||||||||||
| January 16, 2024 (1) | February 15, 2024 | March 15, 2024 | $ | 1.35 | $ | 137.6 | ||||||||||||||
| As of February 28, 2023 | ||||||||||||||||||||
| January 10, 2023 (1) | February 15, 2023 | March 15, 2023 | $ | 1.15 | $ | 117.5 |
(1)The dividends declared during the three months ended February 29, 2024 and February 28, 2023 were included in current accrued liabilities on the consolidated condensed balance sheet at February 29, 2024 and February 28, 2023.
Any future dividend declarations, including the amount of any dividends, are at the discretion of the Board of Directors and dependent upon then-existing conditions, including the Company's consolidated operating results and consolidated financial condition, capital requirements, contractual restrictions, business prospects and other factors that the Board of Directors may deem relevant.
During the nine months ended February 29, 2024, Cintas repurchased, and subsequently retired, $13.5 million of its 6.15%, 30-year senior notes. During the nine months ended February 28, 2023, Cintas paid $62.2 million, net of commercial paper. The following table summarizes Cintas' outstanding debt:
| (In thousands) | Interest Rate | Fiscal Year Issued | Fiscal Year Maturity | February 29, 2024 | May 31, 2023 | ||||||||||||||||||||||||
| Debt due after one year | |||||||||||||||||||||||||||||
| Senior notes (1) | 3.11 | % | 2015 | 2025 | $ | 50,378 | $ | 50,630 | |||||||||||||||||||||
| Senior notes | 3.45 | % | 2022 | 2025 | 400,000 | 400,000 | |||||||||||||||||||||||
| Senior notes | 3.70 | % | 2017 | 2027 | 1,000,000 | 1,000,000 | |||||||||||||||||||||||
| Senior notes | 4.00 | % | 2022 | 2032 | 800,000 | 800,000 | |||||||||||||||||||||||
| Senior notes | 6.15 | % | 2007 | 2037 | 236,550 | 250,000 | |||||||||||||||||||||||
| Debt issuance costs | (12,020) | (14,225) | |||||||||||||||||||||||||||
| Total debt due after one year | $ | 2,474,908 | $ | 2,486,405 |
(1)Cintas assumed these senior notes with the acquisition of G&K Services, Inc. (G&K) in the fourth quarter of fiscal 2017, and they were recorded at fair value. The interest rate shown above is the effective interest rate. The principal amount of these senior notes is $50.0 million with a stated interest rate of 3.88%.
The credit agreement that supports our commercial paper program has a revolving credit facility with a capacity of $2.0 billion. The credit agreement has an accordion feature that provides Cintas the ability to request increases to the borrowing commitments under the revolving credit facility of up to $500.0 million in the aggregate, subject to customary conditions. The maturity date of the revolving credit facility is March 23, 2027. As of both February 29, 2024 and May 31, 2023, there was no commercial paper outstanding and no borrowings on our revolving credit facility.
Cintas has certain covenants related to debt agreements. These covenants limit our ability to incur certain liens, to engage in sale-leaseback transactions and to merge, consolidate or sell all or substantially all of Cintas' assets. These covenants also require Cintas to maintain certain debt to earnings before interest, taxes, depreciation and amortization (EBITDA) and interest coverage ratios. Cross-default provisions exist between certain debt instruments. If a default of a significant covenant were to occur, the default could result in an acceleration of the maturity of the indebtedness, impair liquidity and limit the ability to raise future capital. Cintas was in compliance with all of the debt covenants for all periods presented.
Our access to the commercial paper and long-term debt markets has historically provided us with sources of liquidity. We do not anticipate having difficulty in obtaining financing from those markets in the future based on our favorable experiences in the debt markets in the recent past. Additionally, our ability to continue to access the commercial paper and long-term debt markets on favorable interest rate and other terms will depend, to a significant degree, on the ratings assigned by the credit rating agencies to our indebtedness. As of February 29, 2024, our ratings were as follows:
| Rating Agency | Outlook | Commercial Paper | Long-term Debt | |||||||||||||||||
| Standard & Poor’s | Stable | A-2 | A- | |||||||||||||||||
| Moody’s Investors Service | Stable | P-2 | A3 |
In the event that the ratings of our commercial paper or our outstanding long-term debt issues were substantially lowered or withdrawn for any reason, or if the ratings assigned to any new issue of long-term debt securities were significantly lower than those noted above, particularly if we no longer had investment grade ratings, our ability to access the debt markets may be adversely affected. In addition, in such a case, our cost of funds for new issues of commercial paper and long-term debt would be higher than our cost of funds would have been had the ratings of
those new issues been at or above the level of the ratings noted above. The rating agency ratings are not recommendations to buy, sell or hold our commercial paper or debt securities. Each rating may be subject to revision or withdrawal at any time by the assigning rating organization and should be evaluated independently of any other rating. Moreover, each credit rating is specific to the security to which it applies.
To monitor our credit rating and our capacity for long-term financing, we consider various qualitative and quantitative factors. One such factor is the ratio of our total debt to EBITDA. For the purpose of this calculation, debt is defined as the sum of short-term borrowings, long-term debt due within one year, long-term debt and standby letters of credit.
Financial and Nonfinancial Disclosure About Issuers and Guarantors of Cintas’ Senior Notes
Cintas Corporation No. 2 (Corp. 2) is the indirectly, wholly owned principal operating subsidiary of Cintas. Corp. 2 is the issuer of the $2,486.6 million aggregate principal amount of senior notes outstanding as of February 29, 2024, which are unconditionally guaranteed, jointly and severally, by Cintas Corporation and its wholly owned, direct and indirect domestic subsidiaries.
Basis of Preparation of the Summarized Financial Information
The following tables include summarized financial information of Cintas Corporation (Issuer), Corp. 2 and subsidiary guarantors (together, the Obligor Group). Investments in and equity in the earnings of non-guarantors, which are not members of the Obligor Group, have been excluded. Non-guarantor subsidiaries are located outside the U.S., and therefore, excluded from the Obligor Group.
The summarized financial information of the Obligor Group is presented on a combined basis with intercompany balances and transactions between entities in the Obligor Group eliminated. The Obligor Group’s amounts due from, amounts due to and transactions with non-guarantors have been presented in separate line items, if they are material. Summarized financial information of the Obligor Group is as follows:
| Nine Months Ended | ||||||||||||||
| Summarized Consolidated Condensed Statements of Income (In thousands) | February 29, 2024 | February 28, 2023 | ||||||||||||
| Net sales to unrelated parties | $ | 6,740,255 | $ | 6,173,518 | ||||||||||
| Net sales to non-guarantors | $ | 10,800 | $ | 10,942 | ||||||||||
| Operating income | $ | 1,434,570 | $ | 1,295,304 | ||||||||||
| Net income | $ | 1,100,008 | $ | 975,010 |
| Summarized Consolidated Condensed Balance Sheets (In thousands) | February 29, 2024 | May 31, 2023 | ||||||||||||
| ASSETS | ||||||||||||||
| Receivables due from non-obligor subsidiaries | $ | 9,497 | $ | 9,168 | ||||||||||
| Total other current assets | $ | 2,803,437 | $ | 2,738,095 | ||||||||||
| Total other noncurrent assets | $ | 5,550,550 | $ | 5,210,312 | ||||||||||
| LIABILITIES | ||||||||||||||
| Amounts due to non-obligor subsidiaries | $ | 44,488 | $ | 11,902 | ||||||||||
| Current liabilities | $ | 1,228,291 | $ | 1,183,511 | ||||||||||
| Noncurrent liabilities | $ | 3,413,623 | $ | 3,399,191 |
Litigation and Other Contingencies
Cintas is subject to legal proceedings, insurance receipts, legal settlements and claims arising from the ordinary course of its business, including personal injury, customer contract, environmental and employment claims. In the opinion of management, the aggregate liability, if any, with respect to such ordinary course of business actions will not have a material adverse effect on the consolidated financial position, consolidated results of operations or consolidated cash flows of Cintas. Cintas is also party to additional litigation not considered in the ordinary course of business. See Note 12 entitled Litigation and Other Contingencies of “Notes to Consolidated Condensed Financial Statements” for a detailed discussion of such additional litigation.
Forward-Looking Statements
This Quarterly Report on Form 10-Q contains forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides a safe harbor from civil litigation for forward-looking statements. Forward-looking statements may be identified by words such as “estimates,” “anticipates,” “predicts,” “projects,” “plans,” “expects,” “intends,” “target,” “forecast,” “believes,” “seeks,” “could,” “should,” “may” and “will” or the negative versions thereof and similar words, terms and expressions and by the context in which they are used. Such statements are based upon current expectations of Cintas and speak only as of the date made. You should not place undue reliance on any forward-looking statement. We cannot guarantee that any forward-looking statement will be realized. These statements are subject to various risks, uncertainties, potentially inaccurate assumptions and other factors that could cause actual results to differ from those set forth in or implied by this Quarterly Report. Factors that might cause such a difference include, but are not limited to, the possibility of greater than anticipated operating costs including energy and fuel costs; lower sales volumes; loss of customers due to outsourcing trends; the performance and costs of integration of acquisitions; inflationary pressures and fluctuations in costs of materials and labor, including increased medical costs; interest rate volatility; 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; the effect on operations of exchange rate fluctuations, tariffs and other political, economic and regulatory risks; uncertainties regarding any existing or newly-discovered expenses and liabilities related to environmental compliance and remediation; our ability to meet our goals relating to environmental, social and governance opportunities, improvements and efficiencies; the cost, results and ongoing assessment of internal controls for financial reporting; the effect of new accounting pronouncements; disruptions caused by the inaccessibility of computer systems data, including cybersecurity risks; 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 including global health pandemics such as the COVID-19 coronavirus; 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 made, except otherwise as required by law. A further list and description of risks, uncertainties and other matters can be found in our Annual Report on Form 10-K for the year ended May 31, 2023 and in our reports on Forms 10-Q and 8-K. The risks and uncertainties described herein are not the only ones we may face. Additional risks and uncertainties presently not known to us, or that we currently believe to be immaterial, may also harm our business.
Item 3. QUANTITATIVE AND QUALITATIVE
QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK
In our normal operations, Cintas has market risk exposure to interest rates. There has been no material change to this market risk exposure to interest rates from that which was previously disclosed in Part II, Item 7A, Quantitative and Qualitative Disclosures About Market Risk, in our Annual Report on Form 10-K for the year ended May 31, 2023.
Through its foreign operations, Cintas is exposed to foreign currency risk. Foreign currency exposures arise from transactions denominated in a currency other than the functional currency and from foreign currency denominated revenue and profit translated into U.S. dollars. The primary foreign currency to which Cintas is exposed is the Canadian dollar.
Item 4. CONTROLS AND PROCEDURES
CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
With the participation of Cintas’ management, including Cintas’ President and Chief Executive Officer, Chief Financial Officer, General Counsel and Controllers, Cintas has evaluated the effectiveness of the disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934 (Exchange Act)) as of February 29, 2024. Based on such evaluation, Cintas’ management, including Cintas’ President and Chief Executive Officer, Chief Financial Officer, General Counsel and Controllers, has concluded that Cintas’ disclosure controls and procedures were effective as of February 29, 2024, 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 Securities and Exchange Commission'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.
Internal Control over Financial 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 February 29, 2024, that have materially affected, or are reasonably likely to materially affect, Cintas' internal control over financial reporting.
Part II. Other Information
ITEM 1.
LEGAL PROCEEDINGS
We discuss material legal proceedings (other than ordinary routine litigation incidental to our business) pending against us in “Part I, Item 1. Financial Statements,” in Note 12 entitled Litigation and Other Contingencies of “Notes to Consolidated Condensed Financial Statements.” We refer you to and incorporate by reference into this Part II, Item 1 that discussion for important information concerning those legal proceedings.
ITEM 2.
UNREGISTERED SALES OF EQUITY SECURITIES,
USE OF PROCEEDS AND ISSUER PURCHASES OF EQUITY SECURITIES
| Period (In millions, except share and per share data) | Total number of shares purchased | Average price paid per share | Total number of shares purchased as part of the publicly announced plan (1) | Maximum approximate dollar value of shares that may yet be purchased under the plan (1) | |||||||||||||||||||
| December 1 - 31, 2023 (2) | 17,390 | $ | 590.75 | — | $ | 1,138.0 | |||||||||||||||||
| January 1 - 31, 2024 (3) | 25,023 | $ | 595.98 | — | $ | 1,138.0 | |||||||||||||||||
| February 1 - 29, 2024 (4) | 32,057 | $ | 618.63 | — | $ | 1,138.0 | |||||||||||||||||
| Total | 74,470 | $ | 604.51 | — | $ | 1,138.0 |
(1) On July 27, 2021, Cintas announced that the Board of Directors authorized a $1.5 billion share buyback program, which does not have an expiration date. From the inception of the July 27, 2021 share buyback program through February 29, 2024, Cintas has purchased a total of 3.4 million shares of Cintas common stock at an average price of $405.55 per share for a total purchase price of $1,362.0 million. On July 26, 2022, Cintas announced that the Board of Directors authorized a new $1.0 billion share buyback program, which does not have an expiration date. There were no share buybacks under the July 26, 2022 share buyback program through February 29, 2024.
(2) During December 2023, Cintas acquired 17,390 shares of Cintas common stock in trade for employee payroll taxes due on options exercised and restricted stock awards that vested during the fiscal year. These shares were acquired at an average price of $590.75 per share for a total purchase price of $10.3 million.
(3) During January 2024, Cintas acquired 25,023 shares of Cintas common stock in trade for employee payroll taxes due on options exercised and restricted stock awards that vested during the fiscal year. These shares were acquired at an average price of $595.98 per share for a total purchase price of $14.9 million.
(4) During February 2024, Cintas acquired 32,057 shares of Cintas common stock in trade for employee payroll taxes due on options exercised and restricted stock awards that vested during the fiscal year. These shares were acquired at an average price of $618.63 per share for a total purchase price of $19.8 million.
Item 5. OTHER INFORMATION
OTHER INFORMATION
During the quarter ended February 29, 2024, no director or officer (as defined in Rule 16a-1(f) promulgated under the Exchange Act) of Cintas adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (as each term is defined in Item 408 of Regulation S-K).
Item 6. EXHIBITS
EXHIBITS
| 22 | Subsidiary Guarantors and Issuers of Guaranteed Securities and Affiliates Whose Securities Collateralize Securities of the Registrant (Incorporated by reference to Exhibit 22 to Cintas' Annual Report on Form 10-K for the year ended May 31, 2023) | |||||||
| 31.1 | Certification of Principal Executive Officer required by Rule 13a-14(a) | |||||||
| 31.2 | Certification of Principal Financial Officer required by Rule 13a-14(a) | |||||||
| 32.1 | Section 1350 Certification of Chief Executive Officer | |||||||
| 32.2 | Section 1350 Certification of Chief Financial Officer | |||||||
| 101 | The following financial statements from Cintas' Quarterly Report on Form 10-Q for the period ended February 29, 2024, formatted in Inline XBRL: (i) Consolidated Condensed Statements of Income (unaudited), (ii) Consolidated Condensed Statements of Comprehensive Income (unaudited), (iii) Consolidated Condensed Balance Sheets (unaudited), (iv) Consolidated Condensed Statements of Shareholders' Equity (unaudited), (v) Consolidated Condensed Statements of Cash Flows (unaudited) and (vi) Notes to Consolidated Condensed Financial Statements, tagged as blocks of text and including detailed tags | |||||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| CINTAS CORPORATION | ||||||||||||||||||||
| (Registrant) | ||||||||||||||||||||
| Date: | April 5, 2024 | /s/ | J. Michael Hansen | |||||||||||||||||
| J. Michael Hansen | ||||||||||||||||||||
| Executive Vice President and Chief Financial Officer | ||||||||||||||||||||
| (Principal Financial and Accounting Officer) |