August 26, 1994
1934 Act Filing Desk
Securities and Exchange
Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sir or Madam:
RE: Cintas Corporation/File No. 011399
I am transmitting Cintas Corporation's Annual Report on Form
10-K for the fiscal year ended May 31, 1994. A check in the
amount of $250 has been wire transferred.
The financial statements in he Report do not reflect a change
from the preceding year in any accounting principles or practices
or in he method of applying any such principles or practices.
By separate letter, three (3) complete copies of the
Company's Annual Report on Form 10-K are being filed with the
NASDAQ Stock Market.
Contact the undersigned with any questions or comments.
Very truly yours,
CINTAS CORPORATION
Rhonda Fox
Field Controller
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
X THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal
---- Year Ended May 31, 1994
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
---- OFTHE SECURITIES EXCHANGE ACT OF 1934
Commission File No. 0-11399
CINTAS CORPORATION
(Exact name of registrant as specified in its charter)
Incorporated under IRS Employer ID
the Laws of Washington No. 31-1188630
(State or other juris-
diction of incorporation
or organization) 6800 Cintas Boulevard
P.O. Box 625737
Cincinnati, Ohio 45262-5737
Phone: (513) 459-1200
(Address of principal executive offices)
Securities Registered Pursuant to Section 12(b) of the Act:
None
Securities Registered Pursuant to Section 12(g) of the Act:
Common Stock, No Par Value
(Title of class)
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months,
and (2) has been subject to such filing requirements for the past
90 days.
YES NO
X
Indicate by check mark if disclosure of delinquent filers pursuant
to Item 405 of Regulation S-K is not contained herein, and will
not be contained to the best of the Registrant's knowledge, in
definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to the
Form 10-K.
YES NO
X
The aggregate market value of Common Stock held by nonaffiliates
is $853,177,973, based on a closing price of $31.50 on August 12,
1994. As of August 12, 1994, 46,855,514 shares of no par value
Common Stock were issued and outstanding.
Documents Incorporated by Reference
Portions of the Registrant's Annual Report to Shareholders for
1994 furnished to the Commission pursuant to Rule 14a-3(b) and
portions of the Registrant's Proxy Statement to be filed with the
Commission for its 1994 annual meeting are incorporated by
reference in Parts I, II and III as specified.
Page 1 of 48 Pages
Exhibit Index Appears on Page 19
<PAGE>
CINTAS CORPORATION
INDEX TO ANNUAL REPORT
ON FORM 10-K
Page
Part I
Item 1 - Business 3
Item 2 - Properties 4
Item 3 - Legal Proceedings 6
Item 4 - Submission of Matters to a Vote
of Security Holders 6
Part II
Item 5 - Market for Registrant's Common
Equity and Related Stockholder Matters 6
Item 6 - Selected Financial Data 6
Item 7 - Management's Discussion and
Analysis of Financial 6
Condition and Results of Operations
Item 8 - Financial Statements and Supplementary
Data 7
Item 9 - Changes in and Disagreements with
Accountants on Accounting and
Financial Disclosure 7
Part III
Item 10 - Directors and Executive Officers
of the Registrant 7
Item 11 - Executive Compensation 7
Item 12 - Security Ownership of Certain
Beneficial Owners and Management 7
Item 13 - Certain Relationships and Related
Transactions 7
Part IV
Item 14 - Exhibits, Financial Statement Schedules
and Reports on Form 8-K 7
-2-
<PAGE>
PART I
ITEM 1.
BUSINESS
The business discussion found on pages 2 through 9 of the
Registrant's Annual Report to Shareholders for 1994 is
incorporated herein by reference. Information regarding revenues
from products and services, the number of employees and
competition are listed or described below:
The table sets forth the revenues derived from each service
provided by Cintas.
Year Ended May 31,
1994 1993 1992
(Amount in Thousands)
Uniform Rental $351,495 $307,904 $274,639
Uniform Sales 58,294 47,853 48,400
Non-Uniform Rentals 108,360 92,368 74,772
Other 5,067 4,597 3,752
-------- -------- --------
$523,216 $452,722 $401,563
======== ======== =======
The Company was organized as an Ohio corporation in 1929 and
changed its state of incorporation to Washington in 1986. At May
31, 1994, the Company employed 8,581 employees of which 111 are
represented by labor unions. The Company considers its
relationship with its employees to be satisfactory.
Cintas provides a highly specialized service to businesses of all
types - from small service companies to major corporations that
employ thousands of people. The Company designs, manufactures and
implements corporate identity uniform programs throughout the
United States.
The rental markets served by the Company are highly fragmented and
competition for this business varies at each of the Company's
locations. There are other companies in the uniform rental
business which have financial resources comparable to those of the
Company, although much of the competition consists of smaller
local and regional firms. In certain instances, local competitors
may also have financial resources comparable to those deployed by
the Company in a particular market.
The service provided to the rental markets served by the Company
principally consists of the rental and cleaning of uniforms as
well as providing on-going uniform upgrades to each customer. The
Company also offers ancillary products which includes the rental
or sale of walk-off mats, fender covers, towels, mops and linen
products.
Due to its diverse customer base and average size account, the
loss of one account would not have a significant financial impact
on the Company.
In its sale of customized uniforms, Cintas competes on a national
basis with other uniform suppliers and manufacturers, some of
which have financial resources comparable to the Company's.
The Company operates four manufacturing facilities which provide
for a substantial amount of standard uniform needs. Additional
products needed are purchased from one of several outside
suppliers. Because of the Company's ability to manufacture much
of its own uniform needs, the loss of one vendor would not have
a significant effect on the Company. In regard to the
availability of fabric for the manufacturing process, the Company
purchases fabric from several suppliers. The Company is not aware
of any circumstances which would hinder its ability to obtain
these materials.
The Company is not aware of any non-compliances with environmental
laws or any material capital expenditures for environmental
controls that have a material effect on its financial condition.
The Company believes that the primary competitive factors that
affect its operations are quality, service, design and price, in
that order.
-3-
<PAGE>
ITEM 2.
PROPERTIES
The Company currently occupies 102 facilities located in 96
cities. The corporate offices provide centrally located
administrative functions including accounting, finance, marketing
and data processing. The Company operates processing plants that
house administrative, sales and service personnel and the
necessary equipment involved in the cleaning of uniforms and bulk
items. Branch operations provide administrative, sales and
service functions. Cintas operates two distribution facilities
and has four manufacturing plants, two of which produce uniform
trousers and two producing uniform shirts. The Company considers
the facilities it operates to be adequate for their intended use.
The Company owns or leases 2,150 vehicles.
The following chart provides additional information concerning
Cintas' facilities:
Location Type of Facility
-------- ----------------
Cincinnati, Ohio Corporate Offices, National
Account Division, Distribution
Center
Akron, Ohio Processing Plant
Ashland, Kentucky Processing Plant
Atlanta, Georgia Processing Plant
Augusta, Georgia Processing Plant
Austin, Texas Processing Plant
Baltimore, Maryland Processing Plant
Baton Rouge, Louisiana Processing Plant
Beaumont, Texas Processing Plant
Birmingham, Alabama Branch*
Boston, Massachusetts Processing Plant
Buffalo, New York Processing Plant*
Charlotte, North Carolina Branch*
Chicago(South), Illinois Processing Plant
Chicago(North), Illinois Processing Plant
Cincinnati, Ohio Processing Plant
Clay City, Kentucky Manufacturing Facility*
Cleveland (West), Ohio Processing Plant
Cleveland (East), Ohio Processing Plant
Colorado Springs, Colorado Branch*
Columbia, South Carolina Processing Plant*
Columbus, Ohio Processing Plant
Corpus Christi, Texas Branch*
Dallas, Texas Processing Plant
Dayton, Ohio Processing Plant
Decatur, Georgia Processing Plant
Denver, Colorado Processing Plant*
Detroit, Michigan Processing Plant
Evansville, Indiana Branch*
Everett, Washington Branch
Flint, Michigan Branch*
Fort Smith, Arkansas Processing Plant*
Grand Rapids, Michigan Branch*
Greenville, South Carolina Processing Plant
Greenwood, Mississippi Branch*
Gulfport, Mississippi Branch*
Hammond, Louisiana Branch
Harrison, Arkansas Branch*
Houston, Texas Processing Plant
Indianapolis, Indiana Branch*
Jackson, Mississippi Branch*
Kansas City, Kansas Processing Plant
Lafayette, Louisiana Branch
Lake Charles, Louisiana Processing Plant
-4-
<PAGE>
Las Vegas, Nevada Processing Plant
Lexington, Kentucky Processing Plant
Little Rock, Arkansas Branch*
Long Island, New York Branch*
Los Angeles, California Processing Plant
Louisville, Kentucky Processing Plant
Lufkin, Texas Branch
Madison, Alabama Branch*
Madison, Wisconsin Processing Plant
McAllen, Texas Branch*
Memphis, Tennessee Branch*
Miami, Florida Processing Plant
Milwaukee, Wisconsin Branch*
Mobile, Alabama Branch*
Mt. Vernon, Kentucky Manufacturing Facility*
Nashville, Tennessee Processing Plant
New Haven, Connecticut Processing Plant
New Orleans, Louisiana Processing Plant
Oklahoma City, Oklahoma Processing Plant
Orange, California Branch*
Orlando, Florida Processing Plant
Owingsville, Kentucky Manufacturing Facility*
Perry, Kentucky Manufacturing Facility*
Philadelphia, Pennsylvania Processing Plant
Phoenix, Arizona Branch*
Piscataway, New Jersey Processing Plant
Pittsburgh, Pennsylvania Processing Plant
Portland, Maine Branch
Portland, Oregon Branch*
Portland, Oregon Processing Plant
Reno, Nevada Distribution Center*
Richmond, Virginia Processing Plant
Sacramento, California Branch*
San Antonio, Texas Processing Plant
San Diego, California Processing Plant
San Francisco(West), California Branch*
San Francisco (East), California Processing Plant*
San Jose, California Processing Plant
Seattle, Washington Processing Plant*
Shreveport, Louisiana Processing Plant
Springdale, Arkansas Processing Plant
Springfield, Missouri Branch*
Tacoma, Washington Branch*
Tampa, Florida Processing Plant
Thibodaux, Louisiana Processing Plant
Tulsa (North), Oklahoma Processing Plant
Tulsa (South), Oklahoma Processing Plant
Tuscaloosa, Alabama Processing Plant
Tyler, Texas Branch*
Victoria, Texas Processing Plant
Vidalia, Georgia Processing Plant
Walden, New York Branch*
Washington, D.C. Processing Plant
Westland, Michigan Processing Plant
West Palm Beach, Florida Branch*
Wichita, Kansas Branch*
Winston-Salem, North Carolina Processing Plant
Youngstown, Ohio Branch*
*Leased for various terms ranging from monthly to 2019. The
Company expects that it will be able to renew its leases on
satisfactory terms. All other properties are owned.
-5-
<PAGE>
ITEM 3.
LEGAL PROCEEDINGS
In December 1992, the Company was served with an "Imminent and
Substantial Endangerment and Remedial Action Order" (the "Order")
by the California Department of Toxic Substances Control relating
to the facility leased by the Company in San Leandro, California.
The Order requires Cintas and three other allegedly responsible
parties to respond to alleged soil and groundwater contamination
at and around the San Leandro facility. Details surrounding the
claim are not yet known, and it is not possible at this time to
estimate the loss or range of loss associated with the claim.
Based on information that has been made available to the Company,
however, it is not believed that the matter will have a material
adverse affect on the Company's financial condition or results of
its operations.
The Company is also a party to incidental litigation brought in
the ordinary course of business, none of which individually or in
the aggregate, is considered to be material to its operations or
financial condition. Cintas maintains insurance coverage against
certain liabilities that it may incur in its operations from time
to time.
ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None in the fourth quarter of fiscal 1994.
PART II
ITEM 5.
MARKET FOR REGISTRANT'S COMMON EQUITY
AND RELATED STOCKHOLDER MATTERS
"Market for Registrant's Common Stock and Related Security Holder
Matters" on page 25 of the Registrant's Annual Report to
Shareholders for 1994 is incorporated herein by reference.
Dividend information is incorporated by reference to the
Consolidated Statement of Shareholders' Equity on page 13.
Dividends on the outstanding Common Stock are paid annually and
amounted to $.17 and $.14 per share in fiscal 1994 and 1993,
respectively.
ITEM 6.
SELECTED FINANCIAL DATA
The "Eleven Year Financial Summary" on page 1 of the Registrant's
Annual Report to Shareholders for 1994 is incorporated herein by
reference.
ITEM 7.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
"Management's Discussion and Analysis of Financial Condition and
Results of Operations" commencing on page 22 of the Registrant's
Annual Report to Shareholders for 1994 is incorporated herein by
reference.
ITEM 8.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The following Financial Statements of the Registrant shown on
pages 11 through 21 of its Annual Report to Shareholders for 1994
are incorporated herein by reference:
-6-
<PAGE>
Consolidated Balance Sheets as of May 31, 1994 and 1993.
Consolidated Statements of Income for the years ended May 31,
1994, 1993,and 1992.
Consolidated Statements of Shareholders' Equity for the years
ended May 31, 1994, 1993 and 1992.
Consolidated Statements of Cash Flows for the years ended May
31, 1994, 1993 and 1992.
Notes to Consolidated Financial Statements.
Report of Independent Auditors.
ITEM 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
ON ACCOUNTING AND FINANCIAL DISCLOSURE
Not applicable.
PART III
Items 10., 11., 12., and 13. of Part III are incorporated by
reference to the Registrant's Proxy Statement for its 1994 Annual
Shareholders' Meeting to be filed with the Commission pursuant to
Regulation 14A.
PART IV
ITEM 14.
EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORT ON FORM 8-K
(a) (1) Financial Statements. All financial statements required
to be filed by Item 8. of this Form and included in this report
have been listed previously on page 7. No additional financial
statements are being filed since the requirements for paragraph
(d) under Item 14 are not applicable to the Company.
(a) (2) Financial Statement Schedules.
At May 31, 1994:
Schedule I. Marketable Securities - Other Investments
For each of the three years in the period ended May 31, 1994
Schedule V. Property, Plant and Equipment
Schedule VI. Accumulated Depreciation, Depletion and
Amortization of Property, Plant and Equipment
Schedule VIII. Valuation and Qualifying Accounts and
Reserves
Schedule X. Supplementary Income Statement Information
All other schedules are omitted because they are not applicable,
or not required, or because the required information is included
in the Consolidated Financial Statements or Notes thereto.
-7-
PAGE
<PAGE>
(a) (3) Exhibits.
Exhibit
Number Description of Exhibit Filing Status
3.1 Restated Articles of Incorporation *
3.3 Bylaws *
10.1 Incentive Stock Option Plan * *
10.2 Partners' Plan * * *
10.3 1990 Directors' Stock Option Plan * * * *
10.4 1992 Incentive Stock Option Plan * * * * *
11 Statement re computation of filed herewith
per share earnings
13 1994 Annual Report to Shareholders filed herewith
21 Subsidiaries of the Registrant filed herewith
23 Consent of Independent Auditors filed herewith
* Incorporated by reference to the Company's Annual Report on
Form 10-K for the year ended May 31, 1989.
** Incorporated by reference to Registration Statement No. 33-
23228 filed under the Securities Act of 1933.
***Incorporated by reference to the Company's Annual Report on
Form 10-K for the year ended May 31, 1993.
****Incorporated by reference to the Company's Annual Report on
Form 10-K for the year ended May 31, 1991.
*****Incorporated by reference to the Company's Annual Report on
Form 10-K for the year ended May 31, 1992.
-8-
PAGE
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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
DATE SIGNED: August 22, 1994 /s/ Robert J. Kohlhepp
By: Robert J. Kohlhepp
President
Pursuant to the requirements of the Securities Exchange Act
of 19 34, this report has been signed by the following persons on
behalf of the Registrant and in the capacities and on the dates
indicated.
Signature Capacity Date
/s/Richard T. Farmer Chairman of the Board
Richard T. Farmer of Directors and Chief
Executive Officer August 22, 1994
/s/Robert J. Kohlhepp President, Secretary
Robert J. Kohlhepp and Director August 22, 1994
/s/James J. Gardner Director August 22, 1994
James J. Gardner
/s/Donald P. Klekamp Director August 22, 1994
Donald P. Klekamp
/s/David T. Jeanmougin Senior Vice President-
David T. Jeanmougin Finance (Principal
Financial and Accounting
Officer) August 22, 1994
-9-
<PAGE>
<PAGE>
<TABLE>
CINTAS CORPORATION
Schedule I - Marketable Securities - Other Investments
May 31, 1994
(In Thousands)
<CAPTION>
Number of Shares
or Units-Principle
Name of Issuer and Amounts of Cost of
Title of Each Issue Bonds and Notes Each Issue
<S> <C> <C>
State and Municipal Government Revenue Bonds:
Cincinnati, Ohio 1,500 $1,523
Dayton, Ohio 500 558
Ohio State Water Development Agency 500 560
Oakwood Village, Ohio 400 401
Covington, Kentucky 185 185
Henderson County, Kentucky 480 480
Hillsborough, Florida 275 275
Warren, Arkansas 745 745
Boone County, Kentucky 490 490
Florence, Kentucky 350 350
Kenton County, Kentucky 105 105
Clermont County, Ohio 200 200
Cheyenne County, Wyoming 710 710
Boone County, Kentucky 65 65
Butler County, Ohio 95 95
Fort Thomas, Kentucky 470 470
Hamilton County, Ohio 190 190
Boone County, Kentucky 115 115
Ohio State Water Development Agency 500 504
Cincinnati and Hamilton County, Ohio 100 100
Orange County, Florida 615 615
Fairfax, Ohio 75 75
Fort Mitchell, Kentucky 330 330
Florence, Kentucky 260 260
University of Alabama 500 500
Kentucky Turnpike Authority 250 258
Maricopa County, Arizona 500 525
Maricopa County, Arizona 500 503
Pima County, Arizona 300 306
Kentucky State Property and Buildings Commission 250 250
State of Illinois 500 510
Indiana State Educational Facilities 370 370
Amount at which
Each Portfolio of Equity
Market Value Security Issues
of Each Issue and Each Other Security
Name of Issuer and at Balance Issue Carried in the
Title of Each Issue Sheet Date Balance Sheet
State and Municipal Government Revenue Bonds:
Cincinnati, Ohio $1,507 $1,523
Dayton, Ohio 553 558
Ohio State Water Development Agency 500 560
Oakwood Village, Ohio 400 401
Covington, Kentucky 184 185
Henderson County, Kentucky 478 480
Hillsborough, Florida 274 275
Warren, Arkansas 742 745
Boone County, Kentucky 488 490
Florence, Kentucky 349 350
Kenton County, Kentucky 105 105
Clermont County, Ohio 199 200
Cheyenne County, Wyoming 707 710
Boone County, Kentucky 65 65
Butler County, Ohio 95 95
Fort Thomas, Kentucky 468 470
Hamilton County, Ohio 189 190
Boone County, Kentucky 115 115
Ohio State Water Development Agency 547 504
Cincinnati and Hamilton County, Ohio 100 100
Orange County, Florida 613 615
Fairfax, Ohio 75 75
Fort Mitchell, Kentucky 329 330
Florence, Kentucky 259 260
University of Alabama 500 500
Kentucky Turnpike Authority 251 258
Maricopa County, Arizona 501 525
Maricopa County, Arizona 500 503
Pima County, Arizona 301 306
Kentucky State Property and Buildings Commission 249 250
State of Illinois 503 510
Indiana State Educational Facilities 369 370
-10-
</TABLE>
<PAGE>
<TABLE>
CINTAS CORPORATION
Schedule I - Marketable Securities - Other Investments
May 31, 1994
(In Thousands)
<CAPTION>
Number of Shares
or Units-Principle
Name of Issuer and Amounts of Cost of
Title of Each Issue Bonds and Notes Each Issue
<S> <C> <C>
Akron, Ohio 340 358
State of Wisconsin 250 257
State of Hawaii 500 501
Dade County, Florida Health Facilities300 307
Milwaukee, Wisconsin 450 465
Pierce County, Washington School District #401 250 254
Ohio Housing Finance Agency 400 405
California Health Facilities 50 53
State of California 500 503
Cherokee County, Georgia 100 108
Chicago, Illinois Park District 75 82
Delaware River Port Authority PA & NJ100 107
Hillsborough County, Florida 100 104
Houston, Texas 220 242
Lafayette, Louisiana 190 204
Lancanster County, Nebraska Hospital Authority 100 108
Miami Beach, Florida 50 51
New York State Power Authority 100 106
Private Colleges and Universities 100 108
San Antonio, Texas 120 132
South Colombia Basin 100 109
Cincinnati, Ohio 500 504
Alemeda County, California 500 519
Baltimore County, Maryland 1,475 1,500
Beaufort County, North Carolina 150 152
Boston, Massachusetts 250 251
Dade County, Florida 100 103
State of Delaware 1,000 1,054
Florida Housing Finance Agency 165 166
Florida Housing Finance Agency 500 504
Honolulu, Hawaii 1,500 1,500
Indiana Bond Bank 1,500 1,503
State of Indiana 1,000 1,000
Intermountain Power Agency, Utah 2,100 2,100
Jacksonville, Florida Electric Authority 1,015 1,015
Amount at which
Each Portfolio of Equity
Market Value Security Issues
of Each Issue and Each Other Security
Name of Issuer and at Balance Issue Carried in the
Title of Each Issue Sheet Date Balance Sheet
Akron, Ohio 347 358
State of Wisconsin 254 257
State of Hawaii 496 501
Dade County, Florida Health Facilities 302 307
Milwaukee, Wisconsin 456 465
Pierce County, Washington
School District #401 249 254
Ohio Housing Finance Agency 400 405
California Health Facilities 54 53
State of California 500 503
Cherokee County, Georgia 108 108
Chicago, Illinois Park District 82 82
Delaware River Port Authority PA & NJ 107 107
Hillsborough County, Florida 103 104
Houston, Texas 241 242
Lafayette, Louisiana 203 204
Lancanster County, Nebraska
Hospital Authority 107 108
Miami Beach, Florida 50 51
New York State Power Authority 106 106
Private Colleges and Universities107 108
San Antonio, Texas 132 132
South Colombia Basin 108 109
Cincinnati, Ohio 504 504
Alemeda County, California 524 519
Baltimore County, Maryland 1,494 1,500
Beaufort County, North Carolina 153 152
Boston, Massachusetts 257 251
Dade County, Florida 102 103
State of Delaware 1,059 1,054
Florida Housing Finance Agency 167 166
Florida Housing Finance Agency 505 504
Honolulu, Hawaii 1,504 1,500
Indiana Bond Bank 1,513 1,503
State of Indiana 994 1,000
Intermountain Power Agency, Utah 2,105 2,100
Jacksonville, Florida Electric Authority 1,010 1,015
-11-
</TABLE>
<PAGE>
<TABLE>
CINTAS CORPORATION
Schedule I - Marketable Securities - Other Investments
May 31, 1994
(In Thousands)
<CAPTION>
Amount at which
Number of Shares
or Units-Principle
Name of Issuer and Amounts of Cost of
Title of Each Issue Bonds and Notes Each Issue
<S> <C> <C>
King County, Washington 2,000 2,023
Louisa, Virginia Electric Power 400 400
Maine State Housing Authority 150 150
Metro Transporatation Authority, New York 75 84
Mount Vernon, Indiana 400 400
Municipal Assistance Corporation for
City of New York 80 89
Northern California Power Agency 100 100
Ohio Housing Finance Agency 400 400
Phoenix, Arizona 100 100
Regional Transit Authority, Illinois 200 203
San Diego, California 30 33
San Jose, California Redevelopment Agency 500 500
Santa Rosa, California 75 85
Tacoma, Washington 800 800
Wake County, North Carolina 2,000 2,000
State of Washington 1,845 1,851
Washington State Health Care Facilities 1,000 1,000
Subtotal - State and Municipal Government 39,276
Revenue Bonds
Money Market Investments:
Nuveen Tax-Free Mutual Funds 2,300 2,300
5/3rd Bank Fountain Square Government
Cash Reserves Fund 401 401
Intercapital Insurance Municipal Bond Trust 500 500
Munivest Fund II Incorporated 500 500
Muniyield Michigan Insured Fund 500 500
Van Kampen Merritt Advantage Municipal
Income Trust 500 500
Subtotal - Money Market Investments 4,701
Amount at which
Each Portfolio of Equity
Market Value Security Issues
of Each Issue and Each Other Security
Name of Issuer and at Balance Issue Carried in the
Title of Each Issue Sheet Date Balance Sheet
King County, Washington 2,005 2,023
Louisa, Virginia Electric Power 400 400
Maine State Housing Authority 151 150
Metro Transporatation Authority, New York 80 84
Mount Vernon, Indiana 401 400
Municipal Assistance Corporation for
City of New York 85 89
Northern California Power Agency 103 100
Ohio Housing Finance Agency 401 400
Phoenix, Arizona 103 100
Regional Transit Authority, Illinois 203 203
San Diego, California 32 33
San Jose, California Redevelopment Agency 497 500
Santa Rosa, California 81 85
Tacoma, Washington 800 800
Wake County, North Carolina 2,004 2,000
State of Washington 1,835 1,851
Washington State Health Care Facilities 996 1,000
Subtotal - State and Municipal Government 39,095 39,276
Revenue Bonds
Money Market Investments:
Nuveen Tax-Free Mutual Funds 2,300 2,300
5/3rd Bank Fountain Square Government
Cash Reserves Fund 401 401
Intercapital Insurance Municipal Bond Trust 500 500
Munivest Fund II Incorporated 500 500
Muniyield Michigan Insured Fund 500 500
Van Kampen Merritt Advantage Municipal
Income Trust 500 500
Subtotal - Money Market Investments 4,701 4,701
-12-
</TABLE>
<PAGE>
<TABLE>
CINTAS CORPORATION
Schedule I - Marketable Securities - Other Investments
May 31, 1994
(In Thousands)
<CAPTION>
Number of Shares
or Units-Principle
Name of Issuer and Amounts of Cost of
Title of Each Issue Bonds and Notes Each Issue
<S> <C> <C>
Commercial Paper:
5/3rd Bank, Cincinnati, Ohio 4,000 4,000
United States Government Securities 1,682 1,720
Preferred Stocks 1,500 1,500
Other Investments 1,151 1,136
Total Marketable Securities and Other Investments $52,333
Amount at which
Each Portfolio of Equity
Market Value Security Issues
of Each Issue and Each Other Security
Name of Issuer and at Balance Issue Carried in the
Title of Each Issue Sheet Date Balance Sheet
Commercial Paper:
5/3rd Bank, Cincinnati, Ohio 4,000 4,000
United States Government Securities 1,691 1,720
Preferred Stocks 1,505 1,500
Other Investments 1,137 1,136
Total Marketable Securities and
Other Investments $52,129 $52,333
-13-
</TABLE>
<PAGE>
<TABLE>
CINTAS CORPORATION
Schedule V - Property, Plant, & Equipment
(In Thousands)
<CAPTION>
Balance At
Beginning of
Classification Year Additions Retirements
Year Ended May 31, 1992:
<S> <C> <C> <C>
Land $ 12,720 $ 192 $ ---
Buildings and Improvements 68,811 5,457 400
Equipment 96,335 17,747 11,213
Leasehold Improvements 759 9 24
Construction in Progress 41,682 8,387 ---
$220,307 $31,792 $11,637
Year Ended May 31, 1993:
Land $ 12,912 $ 5,385 $ ---
Buildings and Improvements 83,644 2,155 400
Equipment 119,656 14,601 8,324
Leasehold Improvements 744 150 159
Construction in Progress 23,506 9,183 ---
$240,462 $31,474 $ 8,883
Year Ended May 31, 1994:
Land $ 18,297 $ 1,608 $ 71
Buildings and Improvements100,261 2,106 1,536
Equipment 136,347 21,230 10,287
Leasehold Improvements 735 206 10
Construction in Progress 7,413 12,103 ---
$263,053 $37,253 $11,904
Balance At
End of
Classification Other Year
Year Ended May 31, 1992:
Land $--- $12,912
Buildings and Improvements 9,776 (A) 83,644
Equipment 16,787 (A) 119,656
Leasehold Improvements --- 744
Construction in Progress (26,563)(B) 23,506
$ -0- $240,462
Year Ended May 31, 1993:
Land $ --- $ 18,297
Buildings and Improvements 14,862 (A) 100,261
Equipment 10,414 (A) 136,347
Leasehold Improvements --- 735
Construction in Progress (25,276)(B) 7,413
$ -0- $263,053
Year Ended May 31, 1994:
Land $ --- $ 19,834
Buildings and Improvements 7,437 (A) 108,268
Equipment 5,151 (A) 152,441
Leasehold Improvements --- 931
Construction in Progress (12,588)(B) 6,928
$ -0- $288,402
</TABLE>
Depreciation and Amortization
Annual depreciation and amortization provisions have been computed on a
straight-line basis
in accordance with the following ranges in asset lives:
Item Years
Buildings and Improvements 40-new; 20-used
Equipment 2-10
Leasehold Improvements lesser of term of lease plus one renewal
period or
expected life of asset
(A) Transferred from Construction in Progress.
(B) Transferred to capital asset accounts.
-14-
<PAGE>
<TABLE>
CINTAS CORPORATION
Schedule VI - Accumulated Depreciation, Depletion, and
Amortization of Property, Plant, and Equipment
(In Thousands)
<CAPTION>
Balance At
Beginning of
Classification Year Additions Retirements
Year Ended May 31, 1992
<S> <C> <C> <C>
Buildings and Improvements $15,104 $ 4,122 $ 521
Equipment 42,295 15,107 9,027
Leasehold Improvements 385 130 88
$57,784 $19,359 $ 9,636
Year Ended May 31, 1993:
Buildings and Improvements $18,705 $ 4,834 $ 399
Equipment 48,375 18,230 7,897
Leasehold Improvements 427 85 154
$67,507 $23,149 $ 8,450
Year Ended May 31, 1994:
Buildings and Improvements $23,140 $ 4,987 $ 677
Equipment 58,708 19,192 9,891
Leasehold Improvements 358 89 7
$82,206 $24,268 $10,575
Balance At
End of
Classification Other Year
Year Ended May 31, 1992
Buildings and Improvements $18,705
Equipment 48,375
Leasehold Improvements 427
$ 67,507
Year Ended May 31, 1993:
Buildings and Improvements $23,140
Equipment 58,708
Leasehold Improvements 358
$82,206
Year Ended May 31, 1994:
Buildings and Improvements $ 27,450
Equipment 68,009
Leasehold Improvements 440
$95,899
-15-
</TABLE>
<PAGE>
<TABLE>
CINTAS CORPORATION
Schedule VIII - Valuation and Qualifying Accounts and Reserves
(In Thousands)
<CAPTION>
Additions
(1) (2)
Balance At Charged to Charged to
Beginning of Costs and Other
Description Year Expenses Accounts
May 31, 1992:
<S> <C> <C> <C>
Allowance for Doubtful Accounts $ 2,056 $ 1,279
Accumulated Amortization of
Customer Service Contracts 15,307 3,394
Accumulated Amortization of
Non-Compete Agreements 11,484 3,290
Accumulated Amortization of Debt
Issue and Organization Costs 302 80
$27,093 $ 6,764
May 31, 1993
Allowance for Doubtful Accounts $ 1,375 $ 1,448 $ 407
Accumulated Amortization of
Customer Service Contracts 17,659 4,574
Accumulated Amortization of
Non-Compete Agreements 14,101 4,228
Accumulated Amortization of Debt
Issue and Organization Costs 382 181
Accumulated Amortization of
Goodwill -0- 92
$32,142 $ 9,075
Balance At
End of
Description Deductions Year
May 31, 1992:
Allowance for Doubtful Accounts $ 1,960 (A) $ 1,375
Accumulated Amortization of
Customer Service Contracts 1,042 (B) 17,659
Accumulated Amortization of
Non-Compete Agreements 673 (B) 14,101
Accumulated Amortization of Debt
Issue and Organization Costs -0- 382
$ 1,715 $32,142
May 31, 1993
Allowance for Doubtful Accounts $ 1,254 (A) $ 1,976
Accumulated Amortization of
Customer Service Contracts 4,184 18,049
Accumulated Amortization of
Non-Compete Agreements 4,574 (B) 13,755
Accumulated Amortization of Debt
Issue and Organization Costs 110 (B) 453
Accumulated Amortization of
Goodwill -0- (B) 92
$ 8,868 $32,349
</TABLE> -16-
<PAGE>
<TABLE>
CINTAS CORPORATION
Schedule VIII - Valuation and Qualifying Accounts and Reserves
(In Thousands)
<CAPTION>
Additions
(1) (2)
Balance At Charged to Charged to
Beginning of Costs and Other
Description Year Expenses Accounts
<S> <C> <C> <C>
May 31, 1994
Allowance for Doubtful Accounts $ 1,976 $ 998 $209
Accumulated Amortization of
Customer Service Contracts 18,049 5,608
Accumulated Amortization of
Non-Compete Agreements & Consulting13,755 4,706
Accumulated Amortization of Debt
Issue and Organization Costs 453 254
Accumulated Amortization of
Goodwill 92 222
$32,349 $ 10,790
Balance At
End of
Description Deductions Year
May 31, 1994
Allowance for Doubtful Accounts $ 1,180(A) $ 2,003
Accumulated Amortization of
Customer Service Contracts 2,134 (B) 21,523
Accumulated Amortization of
Non-Compete Agreements & Consulting 1,446 (B) 17,015
Accumulated Amortization of Debt
Issue and Organization Costs 284 (B) 423
Accumulated Amortization of
Goodwill 314
$ 3,864 $39,275
</TABLE>
(A)Uncollectible Accounts Charged-off, Net of Recoveries.
(B) Elimination of Fully Amortized Amounts.
-17-
<PAGE>
<TABLE>
CINTAS CORPORATION
Schedule X - Supplemental Income Statement Information
(In Thousands)
<CAPTION>
Charged to Costs and Expenses
Item Year Ended May 31,
1994 1993 1992
<S> <C> <C> <C>
Maintenance and Repairs $15,303 $14,150 $11,139
Amortization of Deferred Charges $10,790 $9,075 $6,764
Advertising $5,553 N/A N/A
</TABLE>
Amounts for taxes other than payroll and income taxes, and royalties are not
presented as such amounts are less than 1% of total sales and revenues.
-18-
<PAGE>
<PAGE>
EXHIBIT INDEX
The following is a list of exhibits filed with this Form 10-K:
Exhibit Page No. In Sequential
Number Description of Exhibit Numbering System
11 Statement re-computation
of per share earnings 20
13 Annual Report to Shareholders 22
21 Subsidiaries of Registrant 47
23 Consent of Independent Auditors 48
-19-
PAGE
<PAGE>
EXHIBIT 11
STATEMENT RE COMPUTATION OF PER SHARE EARNINGS
A. Weighted average shares outstanding basis:
Fiscal year ended May 31
1994 1993 1992
Net income $52,170,000 $44,873,000 $39,195,000
Weighted average
shares outstanding$46,705,656 46,410,860 46,145,026
Earnings per share $1.117 $.967 $.849
B. Primary basis:
Fiscal year ended May 31
1994 1993 1992
Net income $52,170,000 $44,873,000 $39,195,000
Weighted average
shares outstanding46,705,656 46,410,860 46,145,026
Plus - net shares to be
issued upon exercise
of dilutive stock options
after applying treasury
stock method 778,466 899,884 1,014,799
47,484,122 47,310,744 47,159,825
Earnings per share $1.099 $.948 $.831
-20-
<PAGE>
C. Fully diluted basis:
Fiscal year ended May 31
1994 1993 1992
Net income $52,170,000 $44,873,000 $39,195,000
Weighted average
shares outstanding 46,705,656 46,410,860 46,145,026
Plus - net shares to be
issued upon exercise of
dilutive stock options
after applying treasury
stock method 838,043 902,991 1,083,894
47,543,699 47,313,851 47,228,920
Earnings per share $1.097 $.948 $.830
Note: Reported earnings per share for each year was based upon
weighted average shares outstanding since neither the primary nor
fully diluted amounts of per share earnings resulted in a
reduction of 3% or more.
All share data and earnings per share amounts have been adjusted
to reflect a two-for-one stock split effective April 2, 1992.
-21-
<PAGE>
<PAGE>
<TABLE>
ELEVEN-YEAR FINANCIAL SUMMARY
Years Ended May 31
(in thousands except per share data)
<CAPTION>
1984 1985 1986 1987 1988 1989
<S> <C> <C> <C> <C> <C> <C>
Net Revenues $93,814 $125,632 $144,621 $185,101 $228,091 $269,260
Net Income $7,832 9,446 12,318 14,737 18,550 23,101
Earnings Per Share $.19 .23 .30 .35 .44 .52
Dividends Per Share$.02 .02 .02 .03 .04 .05
Total Assets $85,406 124,960 165,474 194,847 213,958 228,000
Shareholders' Equity$52,957 61,621 72,961 86,646 104,710 138,079
Return on Avg. Equity18.8% 16.5% 18.3% 18.5% 19.4% 19.0%
Long-Term Debt $14,114 37,279 62,797 70,757 65,490 43,303
10 Year
Compd
1990 1991 1992 1993 1994 Growth
Net Revenues $311,776 $352,480 $401,563 $452,722 $523,216 18.8%
Net Income 27,994 31,339 39,195 44,873 52,170 20.9%
Earnings Per Share .62 .69 .85(a) .97 1.12 19.4%
Dividends Per Share .07 .09 .11 .14 .17 23.9%
Total Assets 274,103 326,752 361,261 54,165 501,632 19.4%
Shareholders' Equity163,026 191,124 225,864 264,914 309,652 19.3%
Return on Avg. Equity18.6% 17.7% 18.8% 18.3% 18.2%
Long-Term Debt 54,079 68,974 67,790 103,611 84,184
</TABLE>
(a) Includes earnings of $.06 per share due to the adoption of SFAS No.
96.
Note: Results prior to October 1, 1991, have been restated to include
Rental Uniform Service of Greenville, S.C., Inc.
-22-
PAGE
<PAGE>
TO OUR SHAREHOLDERS AND FRIENDS,
This annual report celebrates our twenty-fifth consecutive
year of uninterrupted growth in sales and profits. We have
reached significant milestones over these 25 years and have
highlighted some of them in this report. During this 25-year
period, our sales have grown at a compound rate of 25% and profits
have grown at a compound rate of 35%.
Our vision for the future is bigger and broader than our
vision of 25 years ago. With sales of over a half billion dollars
and substantial management and financial resources, we are poised
to take advantage of the great opportunities available to us.
There's hardly a business or an industry that doesn't use or
need a uniform service of some kind. Cintas is in an excellent
position to fill that need. We have grown to become the largest
public company specializing in the uniform service business. We
are one of the few companies with a national presence and an
infrastructure which consists of design and manufacturing
capabilities, along with a national distribution system and
management structure.
Cintas has only 13% of the served market and 5% of the
potential market which is estimated to be over $10 billion, so the
opportunity for continued growth is excellent. We've become quite
adept at converting non-users to our service at a rapid rate. In
fact, in fiscal 1994, 67% of our new customers were first-time
users.
Acquisitions will continue to play an important role in our
future. The industry is highly fragmented and most companies in
the business are smaller, family-owned and operated companies,
with limited financial and management resources. New technology
and government regulations are making it more and more difficult
for these smaller companies to compete with larger, better
financed and managed firms. Therefore, the reasons for them to
merge with or sell to these larger companies are more tangible
today than they have ever been.
And so, the future looks quite promising. The opportunities
are fantastic and Cintas is well positioned to take advantage of
them.
Our founding principle has been, and continues to be: To
maximize the long-term value of Cintas for our shareholders and
working partners by exceeding our customers' expectations. That's
more than just a slogan at Cintas - it's an overriding objective
that is the single,
-23-
<PAGE>
most important aspect of our corporate
culture. We also want everyone at Cintas to be an owner - and
everyone who has been with the Company for more than one year
shares in the ownership.
The net worth of our top executives consists primarily of
Cintas stock. Unlike many public companies where management is
motivated more by salaries and bonuses, Cintas people are owners
and focus on maximizing the long-term value of the Company.
Our philosophy of sharing ownership has enabled us to attract
a special group of talented people who are united in a common
cause and enjoy what they do...people like Larry Harmon and Carl
Kettenacker, great sources of strength and energy, will help lead
us into the future.
Larry Harmon, a 12-year partner, has been promoted to Vice
President of our Western Region after serving as the General
Manager of our Los Angeles operation. Carl Kettenacker, who was
Vice President of the Western Region, is now the Vice President
of a newly created Research and Development Group, an organization
expected to accelerate the implementation of technological innovations to
enhance our quality and improve our costs. With 23 years of
experience, Carl is highly qualified for this key position.
In addition to these senior executives, we have a core of
younger talented people who came to us through a management
trainee program that we instituted back in 1981. That first class
of young, talented college graduates consisted of several bright,
ambitious people, most of whom continue to serve Cintas in
exciting positions today. They make substantial contributions to
our Company in high level positions at early ages...people like
Scott Farmer, our youngest corporate officer, and other executives
including Todd Gregory, Jim Trucksess, Pete Gilreath, Steve Kling,
Steve Mitrione and Jeff Jones. Their grass roots knowledge and
understanding of our business enabled them to take on important
management assignments, as well as serve as mentors for all of the
management trainees we've brought into our Company since then.
The opportunities for continued growth are exciting, our
management team is stronger than it's ever been, and our financial
resources are substantial. Therefore, we are confident that we
can maintain outstanding growth rates in the future as we have in
the past.
Sincerely yours,
Richard T. Farmer Robert J. Kohlhepp
Chairman of the Board President
Chief Executive Officer Chief Operating Officer
-24-
PAGE
<PAGE>
ENHANCING THE IMAGE OF WORKING AMERICA
Fiscal 1994 sales of $523.2 million increased 15.6% from $452.7
million last year. Pretax income of $85.5 million increased 19.8%
from $71.3 million last year, while net income of $52.2 million
increased 16.3% over $44.9 million in fiscal 1993. Earnings per
share increased 15.5% to $1.12 versus $.97 last year.
We have broken out pretax income and net income separately to
highlight the impact of the new tax law which involved retroactive
taxes and some minor tax credits. In the first quarter we
recorded a one-time tax expense of approximately $1.1 million or
$.02 per share. Without this expense, our net income and earnings
per share increases would have been more in line with the increase
in pretax income.
Our uniform rental operations, which represent approximately 90%
of our business, extended service to five new markets. The
Company also completed construction of uniform rental facilities
in Kansas City, Kansas; Baton Rouge, Louisiana; and Akron, Ohio,
with facilities currently under construction in Portland, Oregon;
Phoenix, Arizona; Seattle, Washington; and Charlotte, North
-25-
<PAGE>
Carolina. These new facilities are all scheduled to open in
fiscal 1995. Sites in other cities have also been purchased for
the construction of additional plants. The plans for these
additional facilities are currently being finalized and they will
be fully operational in fiscal 1996. Our impressive growth over
the past 25 years has been both exciting and rewarding. We now
have 100 uniform rental operations in 33 states, serving 91 of the
top 100 U.S. markets.
The National Account Division continues to expand, posting a
dramatic increase in sales in fiscal 1994. This increase is
attributable to existing customers converting to newly- designed
uniform programs and to the addition of many new customers to the
already impressive list of regional and national companies. The
ability to implement major programs of this type is evidence of
Cintas' unique capabilities. For example, during the fourth
quarter, we efficiently implemented newly-designed uniform
programs for three major national accounts and expanded the
product line for two other large customers. As a result, our
National Account Division had a 41% increase in sales compared to
the fourth quarter
-26-
<PAGE>
of fiscal 1993. This is an example of how our
systems are able to accommodate demand in a relatively short
period of time.
National presence and distribution capabilities are vital
competitive advantages, and are also key reasons for the success
of our catalog program. This program was created to provide
customers and prospects with a convenient, user-friendly method
to order uniforms and any accessory that a person might need on
the job, including rain gear, caps, gloves, long underwear, socks
and work shoes. When the catalog program first began, sales of
these types of products through the rental operations were quite
small. However, over the three years since it began, sales have
grown dramatically and we anticipate this program becoming a
significant contributor to our growth over the next three to five
years.
Acquisitions continue to play an important role in the Company's
continued growth. Two acquisitions in fiscal 1994 helped Cintas
strengthen its market position in Pittsburgh and Baltimore. A
third acquisition, the tailored uniform division of Palm Beach
Company, moves us in the direction of becoming a full
-27-
<PAGE>
uniform
supplier for some of our customers who previously bought their
tailored uniforms and rented our line of industrial work clothes.
The number of acquisitions made in fiscal 1994 was relatively
small compared to recent years. For example, in fiscal 1993, the
Company made 17 acquisitions, which exhausted our list of
prospects at that time. Cintas will continue to devote
significant resources to identifying, evaluating and discussing
acquisition opportunities with many new prospects and we expect
acquisitions to continue to play a key role in the future growth
of our Company.
As the economic recovery continues, employment levels are
rebounding. The improving economy and the fact that we have
increased the size of our sales force during the year should
enable us to increase our rate of internal growth in fiscal 1995.
In fiscal 1994 we continued to innovate and improve our products
by building new style and comfort into a diversified line of
uniforms. Our fourth manufacturing facility came on stream late
in the year and will enable us to sustain growth by increasing our
manufacturing capacity. Innovation and product
-28-
<PAGE>
improvement continue to distinguish us from our competitors and play an
important role in our pursuit of new customers. Our quality
process and our new training programs have enhanced our already
impressive customer retention. As a matter of fact, our customer
retention improved substantially in a very competitive market
during fiscal 1994.
Cintas continues to be successful in convincing companies to adopt
a uniform program for the first time. In fiscal 1994, 67% of our
new customers were companies that had never had a uniform program
before. We began to focus on this undeveloped potential four
years ago and the percentage of new business generated from this
segment has increased each year since then. We are encouraged by
our success in this area and will continue to pursue this
strategy.
Cintas has grown to become the largest public company in this
business and one of the few with a national presence. However,
we have never given up our "close to the customer" approach to
doing business. Cintas is large - but the Company consists of 100
small, local operations. Each operation concentrates on providing
personal customer service
-29-
<PAGE>
in their community. Serving customers is a daily mission carried out by
1,350 service sales representatives - Cintas ambassadors who have close,
personal relationships with their customers. These ambassadors are
Cintas' most important people. They know their customers' needs and
expectations and fully understand that superior service is the
only way to guarantee life-time customers.
We continue to dedicate ourselves to training our front-line
people. Training programs are constantly being evaluated,
updated, expanded and implemented to meet the ever-changing needs
of our customers. In addition, Cintas employs exciting new
technology to improve quality and efficiency, giving our front-
line people the necessary tools they need to deliver superior
service.
We are proud of our past and excited about the prospects for our
future. We continue to set new records in revenues and net income year
after year. Our dedication to customer satisfaction, attention to detail
and commitment to improved quality is the key to our continued success
as the country's preferred uniform provider.
-30-
PAGE
<PAGE>
<TABLE>
Cintas Corporation
CONSOLIDATED STATEMENTS OF INCOME
Years Ended May 31, 1994, 1993 and 1992
(In thousands except per share data)
<CAPTION>
1994 1993 1992
<S> <C> <C> <C>
Revenues:
Net rentals $464,922 $404,869 $353,163
Net sales 58,294 47,853 48,400
523,216 452,722 401,563
Cost and expenses (income):
Cost of rentals 264,477 228,744 203,074
Cost of sales 48,868 40,910 40,221
Selling and administrative
expenses 119,446 106,143 95,070
Interest income (1,690) (1,424) (580)
Interest expense 6,664 7,046 5,572
437,765 381,419 343,357
Income before income taxes and cumulative effect of change in
accounting principle 85,451 71,303 58,206
Income taxes 33,281 26,430 21,716
Income before cumulative effect of change in
accounting principle 52,170 44,873 36,490
Cumulative effect of change in method of
accounting for income taxes --- --- 2,705
Net income $52,170 $44,873 $39,195
Weighted average number of
shares outstanding 46,706 46,411 46,145
Earnings per share:
Income before cumulative effect of change in
accounting principle $1.12 $.97 $.79
Cumulative effect of change in method of accounting
for income taxes --- --- .06
Net income $1.12 $.97 $.85
Dividends per share $.17 $.14 $.11
</TABLE>
See accompanying notes.
-32-
PAGE
<PAGE>
<TABLE>
Cintas Corporation
CONSOLIDATED BALANCE SHEETS
May 31, 1994 and May 31, 1993
(In thousands except share data)
<CAPTION>
1994 1993
<S> <C> <C>
Assets
Current assets:
Cash and cash equivalents $8,449 14,192
Marketable securities 52,333 40,777
Accounts receivable, principally trade,
less allowance of $2,003 and $1,976,
respectively 56,347 48,075
Inventories 29,059 21,452
Uniforms and other rental items in service 74,132 61,001
Prepaid expenses 1,133 1,636
Total current assets 221,453 187,133
Property, plant and equipment, at cost, net 192,503 180,847
Investments and other assets 87,676 86,185
$501,632 $454,165
Liabilities and Shareholders' Equity 1994 1993
Current liabilities:
Accounts payable $18,795 $20,637
Accrued liabilities 33,488 28,638
Income taxes:
Current 2,300 1,616
Deferred 21,159 9,823
Long-term debt due within one year 15,742 4,462
Total current liabilities 91,484 5,176
Long-term debt due after one year 84,184 103,611
Deferred income taxes 16,312 20,464
Shareholders' equity:
Preferred stock, no par value;
100,000 shares authorized, none outstanding --- ---
Common stock, no par value;
120,000,000 shares authorized, 46,801,173, and 46,578,791
shares issued and outstanding, respectively40,939 39,869
Retained earnings 269,939 225,722
Cumulative translation adjustment (1,226) (677)
Total shareholders' equity 309,652 264,914
$501,632 $454,165
</TABLE>
See accompanying notes.
-33-
PAGE
<PAGE>
<TABLE>
Cintas Corporation
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
Years Ended May 31, 1994, 1993 and 1992
(In thousands)
<CAPTION>
Common Stock Cumulative Total
Retained Translation Shareholders'
Shares Amount Earnings Adjustment Equity
<S> <C> <C> <C> <C> <C>
Balance at
May 31, 1991 46,067 $37,441 $153,630 $53 $191,124
Net income --- --- 39,195 --- 39,195
Dividends --- --- (5,080) --- (5,080)
Stock options
exercised net of
shares surrendered 123 339 --- --- 339
Tax benefit
resulting from
exercise of
employee stock options--- 645 --- --- 645
Translation adjustment--- --- --- (359) (359)
Balance at May 31,
1992 46,190 38,425 187,745 (306) 225,864
Net Income --- --- 44,873 --- 44,873
Dividends --- --- (6,519) --- (6,519)
Effects of
acquisitions 180 401 (377) --- 24
Stock options
exercised net of
shares surrendered 209 288 --- --- 288
Tax benefit resulting
from exercise of
employee stock options--- 755 --- --- 755
Translation adjustment--- --- --- (371) (371)
Balance at May 31,
1993 46,579 39,869 225,722 (677) 264,914
Net Income --- --- 52,170 --- 52,170
Dividends --- --- (7,953) --- (7,953)
Stock options
exercised net of
shares surrendered 222 750 --- --- 750
Tax benefit resulting
from exercise of
employee stock options--- 320 --- --- 320
Translation adjustment--- --- --- (549) (549)
Balance at May 31,
1994 46,801 $40,939 $269,939 ($1,226) $309,652
</TABLE>
See accompanying notes.
-34-
<PAGE>
<TABLE>
Cintas Corporation
CONSOLIDATED STATEMENTS OF CASH FLOWS
Years Ended May 31, 1994, 1993 and 1992
(In thousands)
<CAPTION>
1994 1993 1992
<S> <C> <C> <C>
Cash flows from operating activities:
Net income $52,170 $44,873 $39,195
Adjustments to reconcile net income
to net cash provided by operating
activities:
Depreciation 24,271 23,149 19,359
Amortization of deferred charges 10,789 9,075 6,764
Provision for losses on accounts
receivable 998 1,448 1,279
Equity in earnings of affiliate (347) (159) (92)
Change in current assets and liabilities:
Accounts receivable (8,053) (5,768) (2,726)
Inventories (19,777) (7,223) (5,519)
Prepaid expenses 503 (479) (73)
Accounts payable (1,842) 5,770 1,977
Accrued liabilities 4,850 4,879 2,332
Income taxes payable 684 (1,601) 774
Deferred income taxes 7,184 7,644 (114)
Net cash provided by operating activities 71,430 81,608 63,156
Cash flows from investing activities:
Proceeds from sale of property, plant
and equipment 1,326 274 2,001
Capital expenditures (37,164) (29,699) (31,597)
Additions to investments and other assets(2,753) (5,325) (6,468)
Proceeds from sale or redemption of
marketable securities 47,053 20,664 16,064
Purchase of marketable securities (58,609) (47,286) (18,158)
Acquisitions of businesses, net of
cash acquired (11,796) (42,384) (14,058)
Net cash used by investing activities (61,943) (103,756) (52,216)
Cash flows from financing activities:
Proceeds from issuance of long-term debt 63 38,384 17,259
Repayment of long-term debt (8,410) (5,726) (22,459)
Issuance of common stock 750 689 339
Tax benefit resulting from exercise
of employee stock options options 320 755 645
Dividends paid (7,953) (6,519) (5,080)
Net cash provided from (used in) financing
activities (15,230) 27,583 (9,296)
Net increase (decrease) in cash and
cash equivalents (5,743) 5,435 1,644
Cash and cash equivalents at beginning
of year 14,192 8,757 7,113
Cash and cash equivalents at end of year $8,449 $14,192 $8,757
</TABLE>
See accompanying notes.
-35-
PAGE
<PAGE>
CINTAS CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands except per share and share data)
1. SIGNIFICANT ACCOUNTING POLICIES
Business description. Cintas provides a highly specialized
service to businesses of all types--from small service companies
to major corporations that employ thousands of people. The
Company designs, manufactures and implements corporate identity
uniform programs which it sells or rents to customers throughout
the United States.
Principles of consolidation. The consolidated financial
statements include the accounts of Cintas Corporation and its
subsidiaries, all of which are wholly-owned. Intercompany balances
and transactions have been eliminated.
Earnings per share is calculated on the basis of the weighted
average number of shares of common stock outstanding during the
year, including the dilutive effect, if any, of assumed conversion
of common stock equivalents.
Cash flows. For purposes of the statement of cash flows, the
Company considers all highly liquid investments with a maturity
of three months or less, at date of purchase, to be cash
equivalents.
Marketable securities, which consist primarily of industrial
revenue bonds and securities issued by the federal government, are
carried at cost which approximates market.
Inventories are valued at the lower of cost (first-in, first-
out) or market. Inventories primarily represent finished goods.
Uniforms and other rental items in service are valued at cost
less amortization, calculated using the straight-line method
generally over periods of eight to eighteen months.
Depreciation is calculated using the straight-line method over
the estimated useful lives of the assets.
Service contracts are obtained through the acquisition of
businesses and are amortized using the straight-line method over
periods of five to ten years.
Other assets consist primarily of non-compete or consulting
agreements obtained through the acquisition of businesses, which
are amortized by use of the straight-line method over the
estimated lives of the agreements which are generally five to ten
years. Other assets also include the excess of purchase price
over the fair market value of net assets acquired which are
amortized using the straight-line method over forty years.
<TABLE>
<CAPTION>
<S> <C> <C>
2. PROPERTY, PLANT AND EQUIPMENT 1994 1993
Land $19,834 $18,297
Buildings and improvements 108,268 100,261
Equipment 152,441 136,347
Leasehold improvements 931 735
Construction in progress 6,928 7,413
288,402 263,053
Less accumulated depreciation 95,899 82,206
$192,503 $180,847
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<PAGE>
3. INVESTMENTS AND OTHER ASSETS 1994 1993
Equity investment in affiliate $6,662 $6,864
Service contracts, less accumulated amortization
of $21,523 and $18,049, respectively 36,740 35,366
Other assets, less accumulated amortization of
$17,752 and $14,300, respectively 44,274 43,955
$87,676 $86,185
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
4. LONG-TERM DEBT 1994 1993
9.98% senior note payable due 2003 $19,000 $20,000
Unsecured senior notes payable due through
2002 at an average rate of 8.73% 20,000 20,000
Industrial development revenue bonds due through
2003 at an average rate of 5.39% 2,675 3,305
Industrial development revenue bonds, at variable
interest rates, due through 2006 13,437 13,957
Unsecured notes due through 2000 at an average
rate of 5.03% 21,039 22,800
4.80% unsecured note due 1996 20,000 20,000
Other long-term obligations 3,775 8,011
99,926 108,073
Less amounts due within one year 15,742 4,462
$84,184 $103,611
</TABLE>
Debt in the amount of $38,887 is secured by assets with a
carrying value of $38,742 at May 31, 1994 and letters of credit
in the amount of $19,757. Maturities of long-term debt during the
five years ending May 31, 1999 are: $15,742, $24,536, $18,622,
$5,977 and $5,771, respectively. At May 31, 1994, the fair value
of the Company's outstanding debt approximates its carrying value.
Interest expense is net of capitalization of $449, $415 and
$545 for the years ended May 31, 1994, 1993 and 1992,
respectively. Interest paid, net of amount capitalized, was
$7,008, $6,917 and $5,483 for the years ended May 31, 1994, 1993
and 1992, respectively.
5. LEASES
The Company conducts operations from several leased facilities
and leases certain equipment. Most leases contain renewal options
for periods from one to ten years. The lease agreements provide
for increases in rentals if the options are exercised based on
increases in certain price level factors or prearranged increases.
The minimum rental payments for the five years ending May 31, 1999
are: $3,245, $2,807, $2,286, $2,229 and $2,071, respectively.
Rent expense under operating leases during the years ended May 31,
1994, 1993 and 1992 was approximately $4,258, $3,823 and $3,000,
respectively.
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PAGE
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C> <C>
6. INCOME TAXES
1994 1993 1992
Income taxes consist of the following components:
Current:
Federal $21,900 $16,002 $15,966
State and local 4,197 3,485 2,732
26,097 19,487 18,698
Deferred 7,184 6,943 3,018
$33,281 $26,430 $21,716
Reconciliation of income tax expense using
the statutory rate and actual income tax
expense is as follows:
Income taxes at the U.S. federal
statutory rate $29,908 $24,243 $19,790
State and local income taxes, net
of federal benefit 3,412 2,658 1,957
Non-taxable income earned (554) (428) (155)
Jobs tax credits (602) (198) (415)
Effect of tax rate changes on tax liabilities 1,064 --- ---
Other 53 155 539
$33,281 $26,430 $21,716
Components of deferred federal and state
income taxes are as follows:
Uniforms and other rental items in service $4,748 $4,443 $1,839
Depreciation 2,129 2,460 2,255
Other 307 40 (1,076)
$7,184 $6,943 $3,018
</TABLE>
In fiscal 1992, the Company recorded a $2.7 million ($.06 per
share) cumulative credit to earnings upon adoption of SFAS No. 96,
Accounting for Income Taxes. SFAS No. 109, Accounting for Income
Taxes, which superseded SFAS No. 96, was adopted by the Company
effective June 1, 1993, without restatement of prior period
financial statements or recording of a cumulative adjustment. The
adoption of SFAS No. 109 resulted primarily in the
reclassification of certain deferred tax balances.
The components of deferred income taxes included on the
balance sheet at May 31, 1994 and 1993 are as follows:
1994 1993
Deferred tax assets:
Employee benefits $4,272 $3,333
Allowance for bad debts and other 2,667 2,447
6,939 5,780
Deferred tax liabilities:
In-service inventory 27,575 22,827
Depreciation 13,509 11,380
Other 3,326 1,860
44,410 36,067
Net deferred tax liability $37,471 $30,287
The enactment of the Omnibus Budget Reconciliation Act of
1993 (the Act) on August 10, 1993, resulted in increases to
corporate marginal tax rates, retroactive to January 1, 1993. In
the first quarter of fiscal 1994, in accordance with the
requirements of SFAS No. 109, the Company recorded a charge to
earnings of $1,064 and adjusted current and deferred tax
liabilities to reflect the change in tax rates. The Act also
reinstated jobs tax credits retroactive to July, 1992. This
reinstatement amounted to $201, which partially offset the one-
time tax rate adjustment.
Income taxes paid were $29,741, $20,938 and $17,924 for the
years ended May 31, 1994, 1993 and 1992, respectively.
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PAGE
<PAGE>
7. ACQUISITIONS
During fiscal 1994, 1993 and 1992, the Company acquired
eight, seventeen and eight uniform rental businesses,
respectively.
Information relating to the acquisitions of uniform rental
businesses which were accounted for as purchases is as follows:
1994 1993 1992
Number of acquisitions 8 16 7
Fair value of assets acquired $11,996 $47,264 $14,058
Liabilities assumed and incurred 200 4,880 ---
Total cash paid for acquisitions $11,796 $42,384 $14,058
The results of operations from the acquired businesses are
included in the consolidated statements of income from the dates
of acquisition. The unaudited pro-forma results of operations for
the years ended May 31, 1994, 1993, and 1992, assuming the
acquisitions had occurred on June 1 of each respective fiscal year
would be approximately as follows:
1994 1993 1992
Revenues $529,322 $483,819 $457,102
Net income 52,614 45,517 39,867
Earnings per share 1.13 .98 .86
The unaudited pro forma results of operations are not
necessarily indicative of the actual operating results that would
have occurred had the acquisitions been consummated on June 1 of
each respective fiscal year or of future operating results of the
combined companies.
The Company acquired one business in fiscal 1993 in exchange
for 180,383 shares of common stock. This acquisition was
accounted for as a pooling of interests. The accompanying prior
year consolidated financial statements were not restated as the
results of operations of this acquisition were not material.
In fiscal 1992, the Company acquired Rental Uniform Service
of Greenville, S.C., Inc. in exchange for 2,616,230 shares of
common stock.
8. CINTAS PARTNERS' PLAN
The Cintas Partners' Plan (the Plan) is a non-contributory
profit sharing plan and ESOP for the benefit of Company employees
who have completed one year of service. Contributions to the Plan
are determined at the discretion of the Company. Effective June
1, 1993, the Company added a defined contribution feature to the
Plan covering substantially all employees. A maximum 20% matching
contribution to the Plan may be made at the Company's discretion.
Total contributions, including the Company's matching contribution
during fiscal 1994, were $4,300, $3,700 and $3,200 for the years
ended May 31, 1994, 1993 and 1992, respectively.
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<PAGE>
9. SHAREHOLDERS' EQUITY
On February 24, 1992, the Board of Directors approved a two-
for-one common stock split, effective April 2, 1992. All per
share data and other stock related disclosures appearing in these
consolidated financial statements have been adjusted to reflect
all stock splits.
10. STOCK OPTIONS
Under a stock option plan adopted by the Company in fiscal
1993, the Company may grant officers and key employees incentive
stock options and/or non-qualified stock options to purchase an
aggregate of 2,300,000 shares of the Company's common stock.
Options are generally granted at the fair market value of the
underlying common stock on the date of grant and generally become
exercisable at the rate of 20% per year commencing five years
after grant, so long as the holder remains an employee of the
Company.
The information presented in the table relates to incentive
stock options granted and outstanding under either the plan
adopted in fiscal 1993, or under a similar plan which expired in
June 1993.
Stock Option
Shares Price Range
Outstanding May 31, 1991
(163,320 shares exercisable) 1,422,120 $2.67-$15.21
Granted 199,730 21.38-28.25
Cancelled (41,400) 3.46-23.50
Exercised (131,126) 2.67-7.96
Outstanding May 31, 1992
(278,170 shares exercisable) 1,449,324 2.67-28.25
Granted 121,950 25.25-28.75
Cancelled (54,120) 3.46-28.25
Exercised (199,678) 2.67-9.42
Outstanding May 31, 1993
(297,654 shares exercisable) 1,317,476 2.67-28.75
Granted 193,750 26.50-27.50
Cancelled (48,710) 5.92-28.25
Exercised (226,682) 2.67-12.17
Outstanding May 31, 1994
(246,551 shares exercisable) 1,235,834 $3.46-$28.75
In addition to the outstanding incentive stock options
reflected in the table, there were 188,750, 188,750 and 237,750
outstanding non-qualified stock options at May 31, 1994, 1993 and
1992, respectively. During fiscal 1994, 18,000 non-qualified
stock options were granted and 18,000 were exercised. At May 31,
1994, the exercise prices of these outstanding options range from
$5.92 to $26.50 and 117,120 of these outstanding options were
exercisable.
At May 31, 1994, 4,257,000 shares of common stock are
reserved for future issuance.
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<PAGE>
11. QUARTERLY FINANCIAL DATA (UNAUDITED)
(Amounts in thousands except per share data)
Following is a summary of the results of operations for each
of the quarters within the years ended May 31, 1994 and 1993:
<TABLE>
<CAPTION>
First Second Third Fourth
May 31, 1994 Quarter Quarter Quarter Quarter
<S> <C> <C> <C> <C>
Revenues from rentals and sales $122,224 $129,783 $129,385 $141,824
Gross profit $50,217 53,079 51,824 54,751
Net income $10,543 13,580 13,061 14,986
Earnings per share $ .23 .29 .28 .32
Weighted average number of
shares outstanding 46,637 46,680 46,717 46,790
May 31, 1993
Revenues from rentals and sales $104,662 $110,980 $112,804 $124,276
Gross profit $42,751 45,244 46,225 48,848
Net Income $9,565 11,647 11,014 12,647
Earnings per share $.21 .25 .24 .27
Weighted average number of
shares outstanding 46,217 46,316 46,409 46,574
</TABLE>
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<PAGE>
<PAGE>
REPORT OF AUDIT COMMITTEE
The Audit Committee (the Committee) of the Board of Directors
is composed of three independent directors. The Committee, which
held two audit meetings during fiscal year 1994, oversees the
Company's financial reporting process on behalf of the Board of
Directors.
In fulfilling its responsibility, the Committee recommended
to the Board of Directors the selection of the Company's
independent auditors. The Committee discussed with the
independent auditors the overall scope and specific plan for their
audits. The Committee also discussed the Company's consolidated
financial statements and the adequacy of the Company's system of
internal control.
The Committee meets with the Company's independent auditors,
without management present, to discuss the results of their
audits, their evaluation of the system of internal control and the
overall quality of the Company's financial reporting. The
meetings also are designed to facilitate any private
communications with the Committee desired by the independent
auditors.
Roger L. Howe, Chairman
Audit Committee
July 15, 1994
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
The Board of Directors
Cintas Corporation
We have audited the accompanying consolidated balance sheets
of Cintas Corporation as of May 31, 1994 and 1993, and the related
consolidated statements of income, shareholders' equity and cash
flows for each of the three years in the period ended May 31,
1994. These financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion
on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the consolidated
financial position of Cintas Corporation at May 31, 1994 and 1993,
and the consolidated results of its operations and its cash flows
for each of the three years in the period ended May 31, 1994, in
conformity with generally accepted accounting principles.
As discussed in Note 6 to the consolidated financial
statements, the Company has given effect to the changes in
accounting for income taxes pursuant to Standards promulgated by
the Financial Accounting Standards Board.
Ernst & Young LLP
Cincinnati, Ohio
July 15, 1994
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PAGE
<PAGE>
CINTAS CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
FISCAL 1994 COMPARED TO FISCAL 1993
Total revenues for fiscal 1994 increased 15.6% to $523.2
million. Net rental revenues increased 14.8%. Revenues in
existing rental operations increased 9.5% while acquisitions
accounted for the remaining growth.
Net sales revenues increased 21.8%. The increase was
attributable to the implementation of new uniform programs for
several large national accounts and the conversion of existing
accounts to newly-designed uniform programs.
Income before taxes increased 19.8% to $85.5 million. Pre-tax
margins improved during the year from 15.7% in fiscal 1993 to
16.3% in fiscal 1994. Margins were impacted favorably primarily
by decreases in medical benefits costs and workers compensation
as the company continues to focus on cost control measures in
these areas. Net interest expense decreased by $.6 million
reflecting the repayment of $8.4 million in debt and an increase
in interest income.
The Company's effective tax rate increased from 37.1% to
38.9% as a result of an increase in the federal tax rate.
Return on equity of 18.2% was comparable with the prior year.
Cash, cash equivalents and marketable securities increased by
$5.8 million due to strong cash flow from internal operations.
The cash, cash equivalents and marketable securities will be used
to finance future acquisitions and capital expenditures.
Marketable securities consist primarily of industrial revenue
bonds and federal government securities.
Inventories increased $7.6 million in order to provide service
to recent acquisitions and to increase the service level to
existing locations.
Net property, plant and equipment increased by $11.7 million.
In fiscal 1994, the Company constructed three new uniform rental
facilities to accommodate growth in rental operations.
The current portion of long-term debt increased $11.3 million,
in line with the scheduled maturities of long-term debt.
All other changes in balance sheet accounts correlate with the
change in the Company's revenues.
FISCAL 1993 COMPARED TO FISCAL 1992
On December 28, 1992, the Company purchased Maryatt Industries
for approximately $30 million. The Company financed a portion of
this acquisition by borrowing $20 million. Prior to the
acquisition, Maryatt Industries had annual sales volume of
approximately $28 million and operations in 9 cities primarily in
the Pacific Northwest, Arizona and California.
Total revenues for fiscal year 1993 increased 12.7% to $452.7
million. Net rental revenues increased 14.6%. Revenues in
existing rental operations increased 7.5% while acquisitions
accounted for the remaining growth.
Net sales revenue decreased 1.1%. The decrease was attributed
to the significant impact on the prior year's sales from the
implementation of new uniform programs for several large national
companies and the conversion of two major national accounts to
newly-designed uniform programs.
Income before income taxes increased 22.5% to $71.3 million.
Pre-tax margins improved during the year from 14.5% in fiscal 1992
to 15.7% in fiscal 1993. The margin improvement resulted from the
consolidation of certain Rental Uniform Service of Greenville,
S.C., Inc. operations which were in their start-up phase and were
incurring substantial losses prior to the acquisition by the
Company. Margins were also impacted favorably by increased
efficiency due to continued investment in state-of-the-art
equipment and facilities as the Company continued to improve its
infrastructure.
The Company's effective tax rate of 37.1% was comparable with
the prior year.
Return on equity of 18.3% compares to the previous year's
return of 18.8%. The fiscal 1992 results reflect the impact of
adoption of SFAS No. 96, a change in accounting for income taxes
which resulted in a cumulative credit of $2.7 million. Excluding
this credit to earnings, return on equity would have been 17.6%
in fiscal 1992.
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<PAGE>
Cash, cash equivalents and marketable securities increased by
$32.1 million due to strong cash flow from internal operations and
$10.0 million borrowed through a private placement of notes. The
cash, cash equivalents and marketable securities will be used to
finance future acquisitions and capital expenditures. Marketable
securities consist primarily of industrial revenue bonds and
federal government securities. Net property, plant and equipment
increased by $7.9 million. In fiscal 1993, the Company
constructed four new uniform facilities to accommodate growth in
rental operations.
Investments and other assets increased by $36.6 million or
73.8% reflecting service contracts and non-compete or consulting
agreements obtained through the acquisition of other uniform
businesses.
All other changes in balance sheet accounts correlated with
the change in the Company's revenues.
FINANCIAL CONDITION
At May 31, 1994, the Company had $60.8 million in cash, cash
equivalents and marketable securities. The Company's investment
policy pertaining to marketable securities is conservative.
Preservation of principal while earning an attractive yield are
the criteria used in making investments. Working capital
increased $8.0 million to $130.0 million due primarily to an
increase in cash, cash equivalents and marketable securities.
Capital expenditures for fiscal 1994 totaled $37.2 million.
The Company continues to reinvest profits into land, buildings and
equipment in order to expand capacity for future growth. The
Company anticipates that capital expenditures for fiscal 1995 will
approximate $48 million.
The Company's Board of Directors has authorized the repurchase
of up to two million shares of the Company's common stock. The
stock may be purchased from time to time as market conditions
dictate.
The Company believes that its current cash position, funds
anticipated to be generated from operations and the strength of
its banking relationships is sufficient to meet its anticipated
financing requirements in the foreseeable future.
The Company's percentage of debt to total capitalization was
24.4% at May 31, 1994, vs. 29.0% at May 31, 1993.
During the fiscal year, the Company paid a dividend of $.17
per share. This dividend is an increase of 21%over that paid in
fiscal 1993.
INFLATION
Management believes inflation has not had a material impact on
the Company's financial condition or a negative effect on
operations.
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<PAGE>
Shareholder Information
EXECUTIVE OFFICES 10-K REPORT
Cintas Corporation A copy of the Form 10-K annual
6800 Cintas Boulevard report filed with the Securities
P.O. Box 625737 and Exchange Commission for the
Cincinnati, Ohio 45262-5737 year ended May 31, 1994, is
available at no charge
to shareholders. Direct requests
in writing for this report or
other information to:
AUDITORS David T. Jeanmougin
Senior Vice President, Finance
Ernst & Young LLP Cintas Corporation
250 E. Fifth Street 6800 Cintas Boulevard
1300 Chiquita Center P.O. Box 625737
Cincinnati, Ohio 45202 Cincinnati, Ohio 45262-5737
(513) 459-1200
STOCK LISTING MARKET FOR REGISTRANT'S COMMON STOCK
AND RELATED SECURITY HOLDER MATTERS
Cintas Corporation Common
Stock is traded on the The Common Stock of Cintas
NASDAQ National Market Corporation is traded
System. The symbol is CTAS. in the over-the-counter market
(NASDAQ National Market System,
symbol: CTAS). At May 31, 1994,
there were approximately 1,600
stockholders of record of the
Corporation's Common Stock. The
REGISTRAR AND TRANSFER AGENT Company believes that this
represents approximately
The Fifth Third Bank 10,000 beneficial owners.
38 Fountain Square Plaza The following table shows the high
Cincinnati, Ohio 45263 and low closing prices by quarter
during the last two fiscal
(513) 579-5300 years.
ANNUAL MEETING Fiscal 1994 Fiscal 1993
<TABLE>
<CAPTION>
October 13, 1994 <S> <C> <C> <C> <C> <C>
Quarter ended High Low Quarter ended High Low
Cintas Corporate Office May 1994 327/8 293/4 May 1993 31 251/4
6800 Cintas Boulevard February 1994 341/2 281/2 February 1993 301/4 251/2
Cincinnati, Ohio November 1993 311/2 25 November 1992 281/2 241/2
10:00 a.m. August 1993 291/4 243/4 August 1992 301/4 233/4
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PAGE
<PAGE>
EXHIBIT 21
SUBSIDIARIES OF REGISTRANT
STATE/PROVINCE OF
NAME INCORPORATION
Cintas Corporation - East Coast Massachusetts
Cintas Corporation - Ohio Ohio
Cintas Corporation No. 1 Ohio
Cintas Corp. No. 5 Michigan
Cintas Corp. No. 13 Pennsylvania
Cintas Corporation No. 41 Maryland
Cintas Sales Corporation Ohio
Cintas Corp. No. 45 North Carolina
Corporate Business Services, Inc. Illinois
Cintas - R.U.S., Inc. South Carolina
Cintas Corporation Canada, Inc. Ontario, Canada
Cintas Cleaning Service, Inc. Ohio
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PAGE
<PAGE>
Exhibit 23
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in this Annual Report
on Form 10-K of Cintas Corporation of our report dated July 15,
1994, included in the 1994 Annual Report to Shareholders of Cintas
Corporation.
Our audits also included the financial statement schedules of
Cintas Corporation listed in Item 14(a). These schedules are the
responsibility of the Company's management. Our responsibility
is to express an opinion based on our audits. In our opinion, the
financial statement schedules referred to above, when considered
in relation to the basic financial statements as a whole,
present fairly in all material respects the information set forth
therein.
We also consent to the incorporation by reference in the
Registration Statement Number 33-23228 on Form S-8 pertaining to
the Incentive Stock Option Plan and Registration Statement Number
33-71124 on Form S-8 pertaining to the 1990 Directors Plan and
1992 Stock Option Plan, of our report dated July 15, 1994, with
respect to the financial statements and schedules of Cintas
Corporation incorporated by reference in this Annual Report on
Form 10-K for the year ended May 31, 1994.
Ernst & Young LLP
Cincinnati, Ohio
August 25, 1994
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<PAGE>
</TABLE>
