SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) April 8, 1998
CINTAS CORPORATION
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(Exact name of registrant as specified in its charter)
Washington 0-11399 31-1188630
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
6800 Cintas Boulevard, P.O. Box 625737, Cincinnati, Ohio 45262-5737
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(Address of principal executive offices) Zip Code
Registrant's telephone number, including area code (513) 459-1200
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(Former name or former address, if changed since last report.)
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This Form 8-K/A is filed solely to amend Item 2 of Form 8-K.
Item 2. Acquisition or Disposition of Assets.
Cintas Corporation (the "Company") filed an 8-K with the Securities and
Exchange Commission dated April 8, 1998, announcing the completion of the
acquisition of Uniforms to You and Company and certain of its affiliates
("UTY"), headquartered in Chicago, Illinois. Cintas paid an adjusted purchase
price of $168,699,000 in the acquisition which was paid with 3,959,262 shares of
Cintas Corporation common stock. The value of the Cintas common stock was
determined based upon the average closing price of Cintas common stock over an
agreed upon ten (10) day measurement period as set forth in an Agreement and
Plan of Merger and Reorganization dated as of January 12, 1998, as amended. UTY
designs, manufactures and provides uniforms to over twenty-five thousand
customers in the food and hospitality, transportation and entertainment
industries.
The transaction has been accounted for as a pooling of interests, and
accordingly, the Company's historical financial results have been restated to
include the accounts of UTY as if the two companies had always been one entity.
A summary of the restated, unaudited financial results is set forth
below. Since UTY was an S Corporation and elected to have the corporation's
income taxed at the personal level, UTY did not have a Federal and State Income
Tax Provision. The financial information below is presented in two ways: (1) the
combined financial results of Cintas Corporation along with UTY's accounts as an
S Corporation; and (2) the combined financial results of Cintas Corporation and
UTY's accounts on a proforma basis as if UTY had been a C Corporation:
<TABLE>
<CAPTION>
(unaudited)
Nine Months Ended Twelve Months Ended
-------------------- ---------------------------------
2/28/98 2/28/97 5/31/97 5/31/96 5/31/95
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Revenues:
<S> <C> <C> <C> <C> <C>
Net Rentals $633,941 $541,830 $739,207 $648,616 $545,267
Other Service Revenues 234,450 187,355 256,000 227,217 190,603
-------- -------- -------- -------- --------
$868,391 $729,185 $995,207 $875,833 $735,870
Costs and Expenses (Income):
Cost of Rentals 353,977 305,976 416,597 369,386 312,313
Cost of Sales 161,052 130,565 177,058 159,189 132,519
Selling & Administrative Exp. 210,606 172,158 234,034 204,882 171,692
Interest Income (3,560) (3,153) (4,328) (2,658) (2,577)
Interest Expense 6,474 7,571 10,080 10,243 8,776
--------- --------- -------- -------- ---------
728,549 613,117 833,441 741,042 622,723
</TABLE>
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<TABLE>
<CAPTION>
Nine Months Ended Twelve Months Ended
-------------------- ---------------------------------
2/28/98 2/28/97 5/31/97 5/31/96 5/31/95
------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C>
Income before Income Taxes 139,842 116,068 161,766 134,791 113,147
Income Taxes - Recurring 48,560 39,759 55,778 47,047 38,218
------- ------- ------- ------- -------
Net Income 91,282 76,309 105,988 87,744 74,929
Basic Earnings Per Share $.90 $.77 $1.07 $.89 $.77
Diluted Earnings Per Share $.89 $.76 $1.05 $.88 $.75
Weighted Average Number of Shares:
Basic 101,345 98,805 99,221 98,157 97,742
Diluted 103,088 100,394 100,725 99,661 99,287
Net Income for Cintas Corporation and UTY on a proforma basis, as if UTY had been a C corporation and paid
Federal and State Income Taxes, is as follows:
Proforma Income Taxes $52,987 $44,142 $ 61,572 $51,852 $42,879
Proforma Net Income $86,855 $71,926 $100,194 $82,939 $70,268
Proforma Basic EPS $.86 $.73 $1.01 $.84 $.72
Proforma Diluted EPS $.84 $.72 $ .99 $.83 $.71
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CINTAS CORPORATION
Date: June 1, 1998 By: /s/ William C. Gale
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William C. Gale,
Vice President - Finance and
Chief Financial Officer
