cprt-20220216
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
February 16, 2022
Date of Report (date of earliest event reported)
COPART, INC.
(Exact name of registrant as specified in its charter)
Delaware
000-23255
94-2867490
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
14185 Dallas ParkwaySuite 300
Dallas
Texas
75254
(Address of principal executive offices, including zip code)
(972) 391-5000
(Registrant’s telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.0001CPRTThe NASDAQ Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. ☐




INFORMATION INCLUDED IN THIS REPORT
Section 2 — Financial Information
Item 2.02 Results of Operations and Financial Condition
The following information and the exhibit attached hereto as Exhibit 99.1 are intended to be furnished under Item 2.02 of Form 8-K, “Results of Operations and Financial Condition.” This information and the exhibit attached hereto as Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this report, regardless of any general incorporation language in the filing, except as shall be expressly set forth by specific reference in such filing.
On February 16, 2022, Copart, Inc. issued a press release announcing its financial results for the second quarter of fiscal year 2022, which ended January 31, 2022. The full text of the press release is furnished herewith as Exhibit 99.1.
Section 9 — Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
The following exhibits are furnished herewith:
Exhibit
Number		Description
Press release, dated February 16, 2022 of Copart, Inc. announcing its financial results for the second quarter of fiscal year 2022, which ended January 31, 2022.
104Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).



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 hereunto duly authorized.
Dated:      February 16, 2022                 COPART, INC.
By: /s/ John North
John North
Chief Financial Officer



INDEX TO EXHIBITS
Exhibit
Number		Description
Press release, dated February 16, 2022 of Copart, Inc. announcing its financial results for the second quarter of fiscal year 2022, which ended January 31, 2022.
104Cover Page Interactive Data File, formatted in Inline Extensible Business Reporting Language (iXBRL).



Exhibit 99.1
Copart, Inc.
For Immediate Release
Copart Reports Second Quarter Fiscal 2022 Financial Results
Dallas, Texas February 16, 2022 — Copart, Inc. (NASDAQ: CPRT) today reported financial results for the quarter ended January 31, 2022.
For the three months ended January 31, 2022, revenue, gross profit, and net income were $867.5 million, $403.3 million, and $287.4 million, respectively. These represent an increase in revenue of $250.4 million, or 40.6%; an increase in gross profit of $95.8 million, or 31.2%; and an increase in net income of $94.0 million, or 48.6%, respectively, from the same period last year. Fully diluted earnings per share for the three months were $1.19 compared to $0.81 last year, an increase of 46.9%.
For the six months ended January 31, 2022, revenue, gross profit, and net income were $1,677.6 million, $788.4 million, and $547.8 million, respectively. These represent an increase in revenue of $467.6 million, or 38.6%; an increase in gross profit of $184.1 million, or 30.5%; and an increase in net income of $154.1 million, or 39.1%, respectively, from the same period last year. Fully diluted earnings per share for the six months were $2.27 compared to $1.64 last year, an increase of 38.4%.
Excluding the impact of discrete income tax items, and certain income tax benefits related to stock-based compensation, non-GAAP fully diluted earnings per share for the three months ended January 31, 2022 and 2021 were $1.10, and $0.80, respectively, which was an increase of 37.5%. Excluding the impact of discrete income tax items, and certain income tax benefits related to stock-based compensation, , non-GAAP fully diluted earnings per share for the six months ended January 31, 2022 and 2021, were $2.17, and $1.59, respectively, which was an increase of 36.5%. A reconciliation of non-GAAP financial measures to the most directly comparable financial measures computed in accordance with U.S. generally accepted accounting principles (GAAP) can be found in the tables attached to this press release.
On Thursday, February 17, 2022, at 11 a.m. Eastern Time, Copart will conduct a conference call to discuss the results for the quarter. The call will be webcast live and can be accessed via hyperlink at www.copart.com/investorrelations. A replay of the call will be available through May 2022 by visiting www.copart.com/investorrelations.
About Copart
Copart, Inc., founded in 1982, is a global leader in online vehicle auctions. Copart’s innovative technology and online auction platform links sellers to more than 750,000 members in over 170 countries. Copart offers services to process and sell vehicles to dealers, dismantlers, rebuilders, exporters, and to the general public. Copart sells vehicles on behalf of insurance companies, banks, finance companies, charities, fleet operators, dealers, vehicle rental companies, and individuals. With operations at over 200 locations in 11 countries, Copart has more than 250,000 vehicles available online every day. Copart currently operates in the United States (Copart.com), Canada (Copart.ca), the United Kingdom (Copart.co.uk), Brazil (Copart.com.br), the Republic of Ireland (Copart.ie), Germany (Copart.de), Finland (Copart.fi), the United Arab Emirates, Oman and Bahrain (Copartmea.com), and Spain (Copart.es). For more information, or to become a Member, visit Copart.com/Register.
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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000

Copart, Inc.
Use of Non-GAAP Financial Measures
Included in this release are certain non-GAAP financial measures, including non-GAAP net income per diluted share, which exclude the impact of discrete income tax items, and certain income tax benefits related to stock-based compensation, . These non-GAAP financial measures do not represent alternative financial measures under GAAP. In addition, these non-GAAP financial measures may be different from non-GAAP financial measures used by other companies. Furthermore, these non-GAAP financial measures do not reflect a comprehensive view of Copart’s operations in accordance with GAAP and should only be read in conjunction with the corresponding GAAP financial measures. This information constitutes non-GAAP financial measures within the meaning of Regulation G adopted by the U.S. Securities and Exchange Commission. Accordingly, Copart has presented herein, and will present in other information it publishes that contains these non-GAAP financial measures, a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP financial measures.
Copart believes the presentation of non-GAAP net income per diluted share included in this release in conjunction with the corresponding GAAP financial measures provides meaningful information for investors, analysts and management in assessing Copart’s business trends and financial performance.
Cautionary Note About Forward-Looking Statements
This press release contains forward-looking statements within the meaning of federal securities laws, including statements concerning the potential impact of the COVID-19 pandemic on our business, operations, and operating results. These forward-looking statements are subject to substantial risks and uncertainties. These forward-looking statements are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected or implied by our statements and comments. For a more complete discussion of the risks that could affect our business, please review the “Management’s Discussion and Analysis” and the other risks identified in Copart’s latest Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K, as filed with the Securities and Exchange Commission. We encourage investors to review these disclosures carefully. We do not undertake to update any forward-looking statement that may be made from time to time on our behalf.
Contact:Melissa Hunter, Executive Support Manager, Office of the Chief Financial Officer
972-391-5090 or [email protected]


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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000

Copart, Inc.
Consolidated Statements of Income
(In thousands, except per share amounts)
(Unaudited)
Three Months Ended 
January 31,		Six Months Ended 
January 31,
20222021% Change20222021% Change
Service revenues and vehicle sales:
Service revenues$711,090 $532,601 33.5 %$1,378,908 $1,047,973 31.6 %
Vehicle sales156,370 84,430 85.2 %298,684 161,998 84.4 %
Total service revenues and vehicle sales
867,460 617,031 40.6 %1,677,592 1,209,971 38.6 %
Operating expenses:   
Yard operations294,098 208,910 40.8 %565,374 415,896 35.9 %
Cost of vehicle sales140,304 73,629 90.6 %266,712 137,989 93.3 %
Yard depreciation and amortization28,301 25,180 12.4 %54,738 48,474 12.9 %
Yard stock-based compensation1,415 1,814 (22.0)%2,396 3,345 (28.4)%
Gross profit
403,342 307,498 31.2 %788,372 604,267 30.5 %
General and administrative42,754 36,014 18.7 %83,869 71,152 17.9 %
General and administrative depreciation and amortization5,013 6,212 (19.3)%10,336 11,867 (12.9)%
General and administrative stock-based compensation8,247 7,051 17.0 %16,718 14,433 15.8 %
Total operating expenses
520,132 358,810 45.0 %1,000,143 703,156 42.2 %
Operating income
347,328 258,221 34.5 %677,449 506,815 33.7 %
Other expense:   
Interest expense, net(4,433)(4,849)(8.6)%(9,540)(9,881)(3.5)%
Other income, net(840)(920)(8.7)%(28)2,333 (101.2)%
Total other expense(5,273)(5,769)(8.6)%(9,568)(7,548)26.8 %
Income before income taxes342,055 252,452 35.5 %667,881 499,267 33.8 %
Income tax expense54,643 59,012 (7.4)%120,106 105,542 13.8 %
Net income$287,412 $193,440 48.6 %$547,775 $393,725 39.1 %
Basic net income per common share$1.21 $0.82 47.6 %$2.31 $1.67 38.3 %
Weighted average common shares outstanding237,186 236,152 0.4 %237,167 235,971 0.5 %
Diluted net income per common share$1.19 $0.81 46.9 %$2.27 $1.64 38.4 %
Diluted weighted average common shares outstanding241,187 240,280 0.4 %241,244 240,124 0.5 %

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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000

Copart, Inc.
Consolidated Balance Sheets
(In thousands)
(Unaudited)
January 31, 2022July 31, 2021
ASSETS
Current assets:
Cash, cash equivalents, and restricted cash$1,346,517 $1,048,260 
Accounts receivable, net630,629 480,628 
Vehicle pooling costs123,896 94,449 
Inventories52,979 44,968 
Income taxes receivable15,426 20,012 
Prepaid expenses and other assets19,926 14,294 
Total current assets2,189,373 1,702,611 
Property and equipment, net2,376,013 2,296,624 
Operating lease right-of-use assets120,309 119,487 
Intangibles, net42,731 45,873 
Goodwill352,908 355,717 
Other assets55,622 41,831 
Total assets$5,136,956 $4,562,143 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities$367,699 $369,826 
Deferred revenue20,577 20,973 
Income taxes payable6,458 7,760 
Current portion of operating and finance lease liabilities23,126 22,472 
Total current liabilities417,860 421,031 
Deferred income taxes69,759 63,969 
Income taxes payable57,193 52,345 
Operating and finance lease liabilities, net of current portion98,459 97,961 
Long-term debt and other liabilities, net of discount403,829 397,636 
Total liabilities1,047,100 1,032,942 
Commitments and contingencies
Stockholders' equity:
Preferred stock— — 
Common stock24 24 
Additional paid-in capital797,955 761,834 
Accumulated other comprehensive loss(123,502)(100,860)
Retained earnings3,415,379 2,868,203 
Total stockholders' equity4,089,856 3,529,201 
Total liabilities and stockholders' equity$5,136,956 $4,562,143 


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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000

Copart, Inc.
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
Six Months Ended January 31,
20222021
Cash flows from operating activities:
Net income$547,775 $393,725 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization, including debt cost65,627 60,898 
Allowance for credit loss1,695 213 
Equity in losses (earnings) of unconsolidated affiliates685 (1,343)
Stock-based compensation19,114 17,778 
Gain on sale of property and equipment(755)(1,145)
Deferred income taxes6,003 9,442 
Changes in operating assets and liabilities:
Accounts receivable(152,763)(111,148)
Vehicle pooling costs(29,623)(19,099)
Inventories(8,589)(9,772)
Prepaid expenses and other current and non-current assets(19,889)5,802 
Operating lease right-of-use assets and lease liabilities657 470 
Accounts payable and accrued liabilities10,741 10,041 
Deferred revenue(309)6,098 
Income taxes receivable4,577 20,243 
Income taxes payable1,655 10,838 
Other liabilities(53)— 
Net cash provided by operating activities446,548 393,041 
Cash flows from investing activities:
Purchases of property and equipment(156,200)(283,214)
Purchase of assets in connection with acquisitions(469)— 
Proceeds from sale of property and equipment1,252 129 
Net cash used in investing activities(155,417)(283,085)
Cash flows from financing activities:
Proceeds from the exercise of stock options11,986 23,112 
Proceeds from the issuance of Employee Stock Purchase Plan shares5,022 4,880 
Payments for employee stock-based tax withholdings(599)(787)
Payments of finance lease obligations(314)(622)
Net cash provided by financing activities16,095 26,583 
Effect of foreign currency translation(8,969)2,146 
Net increase in cash, cash equivalents, and restricted cash298,257 138,685 
Cash, cash equivalents, and restricted cash at beginning of period1,048,260 477,718 
Cash, cash equivalents, and restricted cash at end of period$1,346,517 $616,403 
Supplemental disclosure of cash flow information:
Interest paid$9,311 $7,614 
Income taxes paid, net of refunds$128,972 $64,860 



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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000

Copart, Inc.
Additional Financial Information
Reconciliation of GAAP to Non-GAAP Financial Measures
(In thousands, except per share amounts)
(Unaudited)
Three Months Ended 
January 31,		Six Months Ended 
January 31,
2022202120222021
GAAP net income$287,412 $193,440 $547,775 $393,725 
Effect of certain discrete income tax items(17,490)— (17,490)— 
Effect of recognizing tax benefit on exercise of stock-based compensation(3,965)(2,167)(6,952)(13,939)
Non-GAAP net income$265,957 $191,273 $523,333 $379,786 
GAAP net income per diluted common share$1.19 $0.81 $2.27 $1.64 
Non-GAAP net income per diluted common share$1.10 $0.80 $2.17 $1.59 


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Copart, Inc. ~ 14185 Dallas Parkway, Suite 300, Dallas TX 75254 ~ (972) 391-5000