CINTAS CORP
10-Q, 1995-10-13
MEN'S & BOYS' FURNISHGS, WORK CLOTHG, & ALLIED GARMENTS
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                          FORM 10-Q
               SECURITIES AND EXCHANGE COMMISSION
                   WASHINGTON, D.C.  20549
   
   
   ( X )  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
          SECURITIES EXCHANGE ACT OF 1934
   For the quarterly period ended August 31, 1995
   
                             OR
   
   (   )  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
          THE SECURITIES EXCHANGE ACT OF 1934
   For the transition period from _____________________ to
   ___________________
   
   Commission file number 0-11399
   
                      CINTAS CORPORATION
      (Exact name of registrant as specified in its charter)
   
              WASHINGTON                 31-1188630      
   (State or other jurisdiction of     (I.R.S. Employer
   incorporation or organization)       Identification No.)
   
                      6800 CINTAS BOULEVARD
                        P.O. BOX 625737
                  CINCINNATI, OHIO  45262-5737               
            (Address of principal executive offices)
                          (Zip Code)
   
                       (513)  459-1200
       (Registrant's telephone number, including area code)
   
      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 (or for such shorter period that the
   registrant was required to file such reports), and (2) has
   been subject to such filing requirements for the past 90
   days.
   
   Yes   X            No      
   
      Indicate the number of shares outstanding of each of the
   issuer's classes of common stock, as of the latest
   practicable date.
   
             Class                 Outstanding October 6, 1995
   Common Stock, no par value              47,046,610
   
                               -1-
   <PAGE>
                       CINTAS CORPORATION
                             INDEX
   
   
   
                                                      Page No.
   Part I.   Financial Information:
   
   Consolidated Condensed Balance Sheet -
     August 31, 1995 and May 31, 1995                     3
   
   Consolidated Condensed Statement of Income -
     Three Months Ended August 31, 1995 and 1994          4
   
   Consolidated Condensed Statement of Cash Flows -
     Three Months Ended August 31, 1995 and 1994          5
   
   Notes to Consolidated Condensed Financial Statements   6
   
   Management's Discussion and Analysis of Financial
     Condition and Results of Operations                  8
   
   
   Part II.  Other Information                            9
   
   Signatures                                             9
   
                               -2-
   <PAGE>
   
                       CINTAS CORPORATION
               CONSOLIDATED CONDENSED BALANCE SHEET
                     (Dollars in Thousands)
   
                                      August 31,    May 31,
                                        1995         1995    
                                     (Unaudited)
   <TABLE>
   <CAPTION>
   
   ASSETS
           <S>                            <C>          <C>
   Current assets:
     Cash and cash equivalents          $   7,526   $   6,685
     Marketable securities                 53,670      38,797
     Accounts receivable (net)             70,025      69,032
     Inventories                           36,715      36,883
     Uniforms and other rental items 
       in service                          90,401      88,670
     Prepaid expenses                       2,142       1,355
     Total current assets                 260,479     241,422
   Property, plant and equipment:
     Cost                                 340,006     333,390
     Less accumulated depreciation       (105,436)   (105,393)
                                          234,570     227,997
   Investments and other assets           124,589     126,762
                                        $ 619,638   $ 596,181
   
   
   LIABILITIES AND SHAREHOLDERS' EQUITY
   
   Current liabilities:
     Accounts payable                   $  18,306   $  17,265
     Accrued liabilities                   37,689      42,158
     Income taxes -
       Current                              7,740       2,191
       Deferred                            25,877      23,368
       Long-term debt due within one year  11,341      10,030
       Total current liabilities          100,953      95,012
     Long-term debt due after one year    119,788     120,275
     Deferred income taxes                 18,639      16,550
   Shareholders' equity:
     Preferred stock, no par value,
      100,000 shares authorized, none 
      outstanding                          ------       -----
     Common stock, no par value,
      120,000,000 shares authorized,
      47,044,678 shares issued and outstanding
     (47,005,340 at May 31, 1995)          42,249     42,035
     Retained earnings                    338,699    323,284
     Cumulative translation adjustment       (690)      (975)
     Total shareholders' equity           380,258    364,344
   
                                         $619,638   $596,181
   </TABLE>
                      See accompanying notes.
   
                                -3-
   <PAGE>
   
                       CINTAS CORPORATION
           CONSOLIDATED CONDENSED STATEMENT OF INCOME
                          (Unaudited)
         (Dollars in Thousands Except Per Share Amounts)
   <TABLE>
   <CAPTION>
   
                                        Three months ended 
                                             August 31, 
                                        1995          1994    
           <S>                           <C>          <C>
   Revenues:
     Net rentals                     $  154,268    $ 127,294
     Net sales                           16,075       14,743
                                        170,343      142,037
   Costs and expenses (income):
     Cost of rentals                     87,276       72,190
     Cost of sales                       13,811       12,366
     Selling and administrative expenses 40,718       34,265
     Interest income                      (421)        (498)
     Interest expense                    2,510        1,521
                                       143,894      119,844
   
   Income before income taxes           26,449       22,193
   
   Income taxes                         10,161        8,433
   
   Net income                      $    16,288   $   13,760
   
   Earnings per share              $       .35   $      .29
   
   Weighted average number of 
     shares outstanding             47,033,104   46,805,209
   
   </TABLE>
   
                      See accompanying notes.
   
                               -4-
   <PAGE>
                        CINTAS CORPORATION
             CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS
                           (Unaudited)
                      (Dollars in thousands)
   
   <TABLE>
   <CAPTION>
                                       Three Months Ended      
                                            August 31
              <S>                        <C>          <C>
                                           1995         1994 
   Cash flows from operating activities: 
   
     Net income                             $16,288    $13,760
     Adjustments to reconcile net
      income to net cash provided
      by operating activities:
     Depreciation                             6,968      6,381
     Amortization of deferred charges         3,163      2,726
     Provision for losses on accounts 
      receivable                                542        429
   Change in current assets and liabilities:
     Accounts receivable                     (1,535)   (2,115)
     Inventories                             (1,563)   (6,694)
     Prepaid expenses                          (787)      399
       Accounts payable                       1,041     1,826
       Accrued liabilities                   (3,482)   (4,293)
       Income taxes payable                   5,549     5,545
       Deferred income taxes                  4,598     1,996
   
   Net cash provided by operating activities 30,782    19,960
   
   Cash flows from investing activities:
   Capital expenditures                   (13,541) (11,690)
   Change in investments and other assets  (1,082)    (249)
   Proceeds from sale or redemption of 
     marketable securities                  8,066    7,916
   Purchase of marketable securities      (22,939)  (3,843)
   Acquisition of businesses net of 
     cash acquired                           (496)     (40)
   
   Net cash used by investing activities  (29,992)  (7,906)
   
   Cash flows from financing activities:
   
   Proceeds from issuance of long-term debt   407    -----
   Repayment of long-term debt               (570)  (7,222)
   Issuance of common stock                   214      225
   Tax benefit resulting from exercise
     of employee stock options               -----      11
   Purchase of treasury stock                -----  (4,719)
   
   Net cash provided from (used in) 
     financing activities                      51  (11,705)
   
   Net increase in cash and cash equivalents  841      349
   
   Cash and cash equivalents at beginning 
     of period                              6,685    8,449
   
   Cash and cash equivalents at end 
     of period                            $ 7,526  $ 8,798
   
   </TABLE>
                      See accompanying notes.
   
                               -5-
   <PAGE>
                        CINTAS CORPORATION
   
      NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                           (Unaudited)
   
     The consolidated condensed financial statements of Cintas
   Corporation (the "Company") included herein have been
   prepared by the Company, without audit, pursuant to the
   rules and regulations of the Securities and Exchange
   Commission.  Certain information and footnote disclosures
   normally included in financial statements prepared in
   accordance with generally accepted accounting principles
   have been condensed or omitted pursuant to such rules and
   regulations.  While the Company believes that the
   disclosures presented are adequate to make the information
   not misleading, it is suggested that these consolidated
   condensed financial statements be read in conjunction with
   the financial statements and notes included in the
   Company's most recent annual report for the fiscal year
   ended May 31, 1995.
   
     Interim results are subject to variations and are not
   necessarily indicative of the results of operations for a
   full fiscal year.  In the opinion of management, except as
   discussed in Note 3., all adjustments (which include only
   normal recurring adjustments) necessary  for a fair
   statement of the results of the interim periods shown have
   been made.
   
     The Company adopted SFAS No. 115, Accounting for Certain
   Investments in Debt and Equity Securities, in the first
   quarter of fiscal 1995.  At August 31, 1995, the difference
   between cost and fair value for the Company's marketable
   securities was not significant and not reported as a
   component of shareholders' equity.
   
   Stock Options:
   
     Under a stock option plan adopted by the Company in
   fiscal 1993 (the"1993 Plan"), 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 the 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.
   
     At May 31, 1995, options as to 1,164,569 shares granted
   under the 1993 Plan and a previous plan, were outstanding
   at prices ranging from $5.92 - $38.38 per share.  Of these
   options outstanding, 167,109 were exercisable at May 31,
   1995.  On July 25, 1995, additional options as to 284,050
   shares exercisable at $38.75 per share were granted under
   the 1993 Plan. During the first quarter of fiscal 1995,
   options as to 39,426 shares were exercised ranging in price
   from $11.00 to $13.33 per share.
   
     In fiscal year 1991, shareholders adopted a stock option
   plan for the non-employee members of its Board of
   Directors, and granted options for 30,000 shares of common
   stock (the "1991 Directors' Plan").  Options were granted
   at 100% of the market value of the underlying Common Stock
   on the date immediately prior to the grant and become
   exercisable at a rate of 25% per year commencing two years
   after grant, so long as the holder remains on the Board of
   Directors.  In fiscal 1995, shareholders voted to adopt the
   1994 Directors' Stock Option Plan (the "1994 Directors'
   Plan").  The 1994 Directors' Plan provides for each non-employee
   Director of the Company to be granted an option to
   purchase 1,000 shares of Cintas Common Stock, and, upon
   each subsequent election as a Director, another option for
   1,000 shares.  The total number of shares which may be
   granted under this Plan is 30,000 shares.  Options under
   the 1994 Directors' Plan were granted at 100% of the market
   value of the underlying Common Stock on the date of grant
   and become exercisable at a rate of 25% per year commencing
   one year after grant, so long as the holder remains on the
   Board of Directors.  As of August 31, 1995, under both
   Directors' plans, options for 32,000 shares are
   outstanding, ranging in price from $13.33 to $33.50, of
   which 18,750 shares are exercisable.
   
                               -6-
   <PAGE>
   
   Inventories:
   
     Inventories are valued at the lower of cost (first-in,
   first-out) or market.  Substantially all inventories
   represent finished goods.
   
   
   Supplemental Cash Flow Disclosures:
   
     Cash paid during the three months ended August 31, 1995
   and 1994.
   <TABLE>
   <CAPTION>
                                            1995      1994 
                    <S>                      <C>        <C>
   Interest, net of amount capitalized   $1,318,000 $1,227,000
   Income taxes                            $934,000 $1,013,000
   
                                 -7-
   <PAGE>
               MANAGEMENT'S DISCUSSION AND ANALYSIS OF
            FINANCIAL CONDITION AND RESULTS OF OPERATIONS
   
   
   Total revenues increased 20% in the first quarter of fiscal
   1996 over the same period in fiscal 1995.  Net rental
   revenue increased 21% for the three months ended August 31,
   1995, over the same period in the prior fiscal year. 
   Growth in the customer base and price increases in
   established operations for the three months ended August
   31, 1995, accounted for a 15% increase in rental revenues
   and the remaining 6% was due primarily to acquisitions. 
   First quarter revenues from the sale of uniforms and other
   direct sale items increased 9% over the prior year's first
   quarter, principally as a result of an increase in unit
   sales and other direct sale items.  The increase in
   revenues from the sale of uniforms and other direct sale
   items were not significantly affected by acquisitions.
   
   Net income and earnings per share increased 18% and 21%,
   respectively, for the three months ended August 31, 1995,
   over the same period in fiscal 1995. 
   
   Net interest expense (interest expense less interest
   income) was $2,089,000 for the first quarter of fiscal 1996
   compared to $1,023,000 in the first quarter of fiscal 1995. 
   Net interest expense has increased primarily due to an
   increase in the amount of long-term debt associated with
   the acquisition of Cadet Uniform Services, Ltd. in the
   third quarter of fiscal 1995.
   
   During the first quarter of fiscal 1996, the Company
   announced plans to open a new distribution center in
   Montgomery, Alabama.  The new distribution center will
   service the Company's operations in the South, Southeast
   and Southwest regions of the United States.  The expansion
   will allow the Company to free up capacity in its
   Cincinnati distribution center in order to more effectively
   service growth in the Midwest, on the East Coast and
   Canada.
   
   Financial Condition
   
   Marketable securities have increased since May 31, 1995,
   primarily due to an increase in cash generated from
   internal operations.  
   
   The Company believes that its current cash position, funds
   anticipated to be generated from operations and the
   strength of its banking relationships are sufficient to
   meet its anticipated operational and capital needs.
   
                                -8-
   <PAGE>
   
                       CINTAS CORPORATION
   
   
   Part II.  Other Information
   
   
     Item 6.  Exhibits and Reports on Form 8-K
   
             (a.) Exhibit Index
   
                  Exhibit Number       Description of Exhibit
   
                        27             Financial Data Schedule
   
   
             (b.) No reports were filed on Form 8-K during the
                  quarter.
   
   
                          Signatures
   
   
   Pursuant to the requirements of the Securities Exchange Act
   of 1934, the registrant has duly caused this report to be
   signed on its behalf by the undersigned thereunto duly
   authorized.
   
   
   
                                 CINTAS CORPORATION
                                   (Registrant)
   
   
   
     Date:   October 11, 1995     William C. Gale              
                                  William C. Gale
                                  Vice President - Finance
                                 (Chief Accounting Officer)
   

</TABLE>

<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          MAY-31-1996
<PERIOD-END>                               AUG-31-1995
<CASH>                                       7,526,000
<SECURITIES>                                53,670,000
<RECEIVABLES>                               72,589,000
<ALLOWANCES>                                 2,564,000
<INVENTORY>                                127,116,000
<CURRENT-ASSETS>                           260,479,000
<PP&E>                                     340,006,000
<DEPRECIATION>                             105,436,000
<TOTAL-ASSETS>                             619,638,000
<CURRENT-LIABILITIES>                      100,953,000
<BONDS>                                              0
<COMMON>                                    42,249,000
                                0
                                          0
<OTHER-SE>                                 338,009,000
<TOTAL-LIABILITY-AND-EQUITY>               619,638,000
<SALES>                                     16,075,000
<TOTAL-REVENUES>                           170,343,000
<CGS>                                       13,811,000
<TOTAL-COSTS>                              101,087,000
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                           2,510,000
<INCOME-PRETAX>                             26,449,000
<INCOME-TAX>                                10,161,000
<INCOME-CONTINUING>                                  0
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                16,288,000
<EPS-PRIMARY>                                     0.35
<EPS-DILUTED>                                        0
        

</TABLE>


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