Form 8-K - Current report

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 20, 2025

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 Parkway

Suite 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 class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.0001	CPRT	The NASDAQ Global Select Market

Indicate by check mark whether the registrant 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 20, 2025, Copart, Inc. issued a press release announcing its financial results for the second quarter of fiscal year 2025, which ended January 31, 2025. 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
99.1						Press release, dated February 20, 2025 of Copart, Inc. announcing its financial results for the second quarter of fiscal year 2025, which ended January 31, 2025.
104						Cover 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 20, 2025 COPART, INC.



						By:			/s/ LEAH STEARNS
									Leah Stearns, Chief Financial Officer
									(Principal Financial and Accounting Officer and duly Authorized Officer)

INDEX TO EXHIBITS


Exhibit Number						Description
99.1						Press release, dated February 20, 2025 of Copart, Inc. announcing its financial results for the second quarter of fiscal year 2025, which ended January 31, 2025.
104						Cover 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 2025 Financial Results

Dallas, Texas February 20, 2025 — Copart, Inc. (NASDAQ: CPRT) today reported financial results for the quarter ended January 31, 2025.

For the three months ended January 31, 2025, revenue, gross profit, and net income attributable to Copart, Inc. were $1.16 billion, $525.6 million, and $387.4 million, respectively. These represent an increase in revenue of $143.2 million, or 14.0%; an increase in gross profit of $61.4 million, or 13.2%; and an increase in net income attributable to Copart, Inc. of $61.8 million, or 19.0%, respectively, from the same period last year. Fully diluted earnings per share for three months ended January 31, 2025 was $0.40 compared to $0.33 last year, an increase of 21.2%.

For the six months ended January 31, 2025, revenue, gross profit, and net income attributable to Copart, Inc. were $2.31 billion, $1.0 billion, and $749.5 million, respectively. These represent an increase in revenue of $269.6 million, or 13.2%; an increase in gross profit of $109.5 million, or 11.8%; and an increase in net income attributable to Copart, Inc. of $91.3 million, or 13.9%, respectively, from the same period last year. Fully diluted earnings per share for the six months ended January 31, 2025 was $0.77 compared to $0.68 last year, an increase of 13.2%.

On Thursday, February 20, 2025, at 5:30 p.m. Eastern Time (4:30 p.m. Central Time), Copart, Inc. 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/investorrelation. A replay of the call will be available through May 2025 by visiting www.copart.com/investorrelation.

About Copart

Copart, Inc., founded in 1982, is a global leader in online vehicle auctions. Copart’s innovative technology and online auction platform connect vehicle consignors to approximately 1 million members in over 185 countries. Copart offers a comprehensive suite of vehicle remarketing services to insurance companies, financial institutions, dealers, rental car companies, charities, fleet operators, and individuals, and offers vehicles via auction to dealers, dismantlers, rebuilders, exporters, and the general public. With operations at over 250 locations in 11 countries, Copart sold more than 4 million units in the last year. 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.

Cautionary Note About Forward-Looking Statements

This press release contains forward-looking statements within the meaning of federal securities laws. 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:			Copart Investor Relations
			investor.relations@copart.com

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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,
	2025		2024		% Change		2025		2024		% Change
Service revenues and vehicle sales:
Service revenues	$	991,281	$	861,745	15.0	%	$	1,977,617	$	1,721,281	14.9	%
Vehicle sales	172,035		158,404		8.6	%	332,528		319,284		4.1	%
Total service revenues and vehicle sales	1,163,316		1,020,149		14.0	%	2,310,145		2,040,565		13.2	%
Operating expenses:
Facility operations	439,274		366,342		19.9	%	886,519		734,184		20.7	%
Cost of vehicle sales	147,707		146,819		0.6	%	285,885		294,715		(3.0)	%
Facility depreciation and amortization	48,963		41,208		18.8	%	96,440		80,311		20.1	%
Facility stock-based compensation	1,819		1,628		11.7	%	3,643		3,184		14.4	%
Gross profit	525,553		464,152		13.2	%	1,037,658		928,171		11.8	%
General and administrative	86,608		72,657		19.2	%	177,605		130,288		36.3	%
General and administrative depreciation and amortization	5,236		4,054		29.2	%	11,386		8,115		40.3	%
General and administrative stock-based compensation	7,498		7,541		(0.6)	%	16,089		14,492		11.0	%

Total operating expenses	737,105		640,249		15.1	%	1,477,567		1,265,289		16.8	%
Operating income	426,211		379,900		12.2	%	832,578		775,276		7.4	%
Other income (expense):
Interest income, net	40,747		33,956		20.0	%	86,294		65,961		30.8	%
Other (expense), net	(3,907)		(3,103)		25.9	%	(4,503)		(7,175)		(37.2)	%
Total other income	36,840		30,853		19.4	%	81,791		58,786		39.1	%
Income before income taxes	463,051		410,753		12.7	%	914,369		834,062		9.6	%
Income tax expense	76,510		85,226		(10.2)	%	166,652		176,003		(5.3)	%
Net income	386,541		325,527		18.7	%	747,717		658,059		13.6	%
Less: Net (loss)/income attributable to noncontrolling interest	(859)		(108)		695.4	%	(1,769)		(103)		1617.5	%
Net income attributable to Copart, Inc.	$	387,400	$	325,635	19.0	%	$	749,486	$	658,162	13.9	%

Basic net income per common share	$	0.40	$	0.34	17.6	%	$	0.78	$	0.69	13.0	%
Weighted average common shares outstanding	964,746		960,525		0.4	%	963,961		959,326		0.5	%

Diluted net income per common share	$	0.40	$	0.33	21.2	%	$	0.77	$	0.68	13.2	%
Diluted weighted average common shares outstanding	977,910		974,589		0.3	%	977,208		973,135		0.4	%

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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, 2025		July 31, 2024
ASSETS
Current assets:
Cash, cash equivalents, and restricted cash	$	3,338,909	$	1,514,111
Investment in held to maturity securities	458,542		1,908,047
Accounts receivable, net	882,745		785,877
Vehicle pooling costs	142,815		132,638
Inventories	59,072		43,639
Income taxes receivable	48,240		—
Prepaid expenses and other assets	36,460		33,872
Total current assets	4,966,783		4,418,184
Property and equipment, net	3,462,768		3,175,838
Operating lease right-of-use assets	114,839		116,301
Intangibles, net	68,083		74,088
Goodwill	509,670		513,909
Other assets	65,204		129,444
Total assets	$	9,187,347	$	8,427,764

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued liabilities	$	562,205	$	518,148
Deferred revenue	26,892		28,121
Income taxes payable	17,844		60,994
Current portion of operating and finance lease liabilities	22,696		21,304

Total current liabilities	629,637		628,567
Deferred income taxes	92,886		93,653
Income taxes payable	44,091		59,560
Operating and finance lease liabilities, net of current portion	96,701		97,429


Total liabilities	863,315		879,209
Commitments and contingencies
Redeemable non-controlling interest	22,775		24,544
Stockholders' equity:
Preferred stock	—		—
Common stock	97		96
Additional paid-in capital	1,179,816		1,120,985
Accumulated other comprehensive loss	(171,560)		(142,972)
Retained earnings	7,292,904		6,545,902
Total stockholders' equity	8,301,257		7,524,011
Total liabilities, redeemable noncontrolling interests and stockholders’ equity	$	9,187,347	$	8,427,764

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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,
	2025		2024
Cash flows from operating activities:
Net income	$	747,717	$	658,059
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization, including debt cost	109,122		88,485
Allowance for credit loss	1,056		3,702
Equity in losses of unconsolidated affiliates	(61)		(5,402)

Stock-based compensation	19,732		17,676
Gain on sale of property and equipment	(194)		(971)
Deferred income taxes	47		(2,103)
Changes in operating assets and liabilities:
Accounts receivable	(133,024)		(169,508)
Vehicle pooling costs	(10,675)		(14,387)
Inventories	(16,175)		(2,994)
Prepaid expenses, other current and non-current assets	4,976		(35,040)
Operating lease right-of-use assets and lease liabilities	614		865
Accounts payable, accrued liabilities and other liabilities	44,765		6,556
Deferred revenue	(1,066)		(13)
Income taxes receivable	(48,239)		(10,463)
Income taxes payable	(58,194)		2,577

Net cash provided by operating activities	660,401		537,039

Cash flows from investing activities:
Purchases of property and equipment	(353,399)		(285,289)
Purchase of assets and liabilities in connection with acquisitions	(1,213)		17,662
Proceeds from sale of property and equipment	662		2,069
Purchases of held to maturity securities	(458,542)		(1,411,122)
Proceeds from held to maturity securities	1,940,000		1,430,000
Investment in unconsolidated affiliate	—		(1,000)
Net cash provided by (used in) investing activities	1,127,508		(247,680)

Cash flows from financing activities:
Proceeds from the exercise of stock options	32,833		13,482
Proceeds from the issuance of Employee Stock Purchase Plan shares	7,404		5,961

Payments for employee stock-based tax withholdings	(2,484)		(2,164)



Principal payments on revolver facility	—		(10,820)

Payments of finance lease obligations	(40)		(11)


Net cash provided by financing activities	37,713		6,448
Effect of foreign currency translation	(824)		3,746
Net increase in cash, cash equivalents, and restricted cash	1,824,798		299,553
Cash, cash equivalents, and restricted cash at beginning of period	1,514,111		957,395
Cash, cash equivalents, and restricted cash at end of period	$	3,338,909	$	1,256,948
Supplemental disclosure of cash flow information:
Interest paid	$	1,371	$	2,036
Income taxes paid, net of refunds	$	277,051	$	188,480
Purchase of property and equipment through settlement of deposit	$	57,453	$	—

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

Document and Entity Information Document	Feb. 22, 2024
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Feb. 20, 2025
Entity Registrant Name	COPART, INC.
Entity Incorporation, State or Country Code	DE
Entity File Number	000-23255
Entity Tax Identification Number	94-2867490
Entity Address, Address Line One	14185 Dallas Parkway
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	Dallas
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75254
City Area Code	972
Local Phone Number	391-5000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.0001
Trading Symbol	CPRT
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000900075
Amendment Flag	false