Cover
Cover - USD ($) | 12 Months Ended | ||
Jul. 31, 2023 | Sep. 27, 2023 | Jan. 31, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Jul. 31, 2023 | ||
Current Fiscal Year End Date | --07-31 | ||
Document Transition Report | false | ||
Entity Registrant Name | COPART, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity File Number | 000-23255 | ||
Entity Tax Identification Number | 94-2867490 | ||
Entity Address, Address Line One | 14185 Dallas Parkway | ||
Entity Address, Address Line Two | Suite 300 | ||
Entity Address, City or Town | Dallas | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 75254 | ||
City Area Code | 972 | ||
Local Phone Number | 391-5000 | ||
Title of 12(b) Security | Common Stock, par value $0.0001 | ||
Trading Symbol | CPRT | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 28,538,154,732 | ||
Entity Common Stock, Shares Outstanding | 957,355,633 | ||
Documents Incorporated by Reference | Portions of our definitive Proxy Statement for the 2023 Annual Meeting of Stockholders, also referred to in this Annual Report on Form 10-K as our Proxy Statement, which will be filed with the Securities and Exchange Commission, or SEC, pursuant to Regulation 14A within 120 days after the registrant’s fiscal year end of July 31, 2023, have been incorporated by reference in Part III hereof. Except with respect to the information specifically incorporated by reference, the Proxy Statement is not deemed to be filed as a part hereof. | ||
Entity Central Index Key | 0000900075 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Jul. 31, 2023 | |
Auditor [Abstract] | |
Auditor Name | Ernst & Young LLP |
Auditor Location | Dallas, Texas |
Auditor Firm ID | 42 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jul. 31, 2023 | Jul. 31, 2022 |
Current assets: | ||
Cash, cash equivalents, and restricted cash | $ 957,395 | $ 1,384,236 |
Investment in held to maturity securities | 1,406,589 | 0 |
Accounts receivable, net | 702,038 | 578,573 |
Vehicle pooling costs | 123,725 | 112,242 |
Inventories | 39,973 | 58,791 |
Income taxes receivable | 6,574 | 49,882 |
Prepaid expenses and other assets | 26,310 | 18,731 |
Total current assets | 3,262,604 | 2,202,455 |
Property and equipment, net | 2,844,339 | 2,485,764 |
Operating lease right-of-use assets | 108,139 | 116,303 |
Intangibles, net | 62,702 | 54,680 |
Goodwill | 394,289 | 401,954 |
Other assets | 65,806 | 47,708 |
Total assets | 6,737,879 | 5,308,864 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 440,810 | 399,034 |
Deferred revenue | 26,117 | 20,061 |
Income taxes payable | 4,374 | 0 |
Current portion of operating and finance lease liabilities | 21,468 | 21,794 |
Total current liabilities | 492,769 | 440,889 |
Deferred income taxes | 89,492 | 80,060 |
Income taxes payable | 69,193 | 64,637 |
Operating and finance lease liabilities, net of current portion | 88,082 | 95,683 |
Long-term debt and other liabilities, net of discount | 10,903 | 1,996 |
Total liabilities | 750,439 | 683,265 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock: $0.0001 par value—5,000,000 shares authorized; none issued | 0 | 0 |
Common stock: $0.0001 par value—1,600,000,000 shares authorized; 957,344,162 and 952,163,896 shares issued and outstanding, respectively | 96 | 96 |
Additional paid-in capital | 938,910 | 838,460 |
Accumulated other comprehensive loss | (141,006) | (169,365) |
Retained earnings | 5,189,440 | 3,956,408 |
Total stockholders’ equity | 5,987,440 | 4,625,599 |
Total liabilities and stockholders’ equity | $ 6,737,879 | $ 5,308,864 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parentheticals) - $ / shares | Jul. 31, 2023 | Jul. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 1,600,000,000 | 1,600,000,000 |
Common stock, shares issued (in shares) | 957,344,162 | 952,163,896 |
Common stock, shares outstanding (in shares) | 957,344,162 | 952,163,896 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Service revenues and vehicle sales | $ 3,869,518 | $ 3,500,921 | $ 2,692,511 |
Operating expenses: | |||
Yard operations | 1,518,029 | 1,309,497 | 1,003,292 |
Cost of vehicle sales | 614,498 | 585,203 | 346,128 |
General and administrative | 250,422 | 231,224 | 206,665 |
Total operating expenses | 2,382,949 | 2,125,924 | 1,556,085 |
Operating income | 1,486,569 | 1,374,997 | 1,136,426 |
Other income (expense): | |||
Interest income (expense), net | 65,928 | (16,688) | (20,247) |
Loss on extinguishment of debt | 0 | (16,759) | 0 |
Other income (expense), net | 1,831 | (596) | 5,667 |
Total other income (expense) | 67,759 | (34,043) | (14,580) |
Income before income taxes | 1,554,328 | 1,340,954 | 1,121,846 |
Income tax expense | 316,587 | 250,824 | 185,351 |
Net income | $ 1,237,741 | $ 1,090,130 | $ 936,495 |
Basic net income per common share (in dollars per share) | $ 1.30 | $ 1.15 | $ 0.99 |
Weighted average common shares outstanding (in shares) | 953,574 | 949,676 | 945,008 |
Diluted net income per common share (in dollars per share) | $ 1.28 | $ 1.13 | $ 0.97 |
Diluted weighted average common shares outstanding (in shares) | 966,647 | 964,604 | 961,160 |
Service revenues | |||
Service revenues and vehicle sales | $ 3,198,128 | $ 2,853,040 | $ 2,291,867 |
Vehicle sales | |||
Service revenues and vehicle sales | $ 671,390 | $ 647,881 | $ 400,644 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Comprehensive income, net of tax: | |||
Net income | $ 1,237,741 | $ 1,090,130 | $ 936,495 |
Other comprehensive income: | |||
Foreign currency translation adjustments | 28,359 | (68,505) | 20,228 |
Comprehensive income | $ 1,266,100 | $ 1,021,625 | $ 956,723 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Income (Loss) | Retained Earnings |
Balances (in shares) at Jul. 31, 2020 | 941,261,348 | ||||
Balances at Jul. 31, 2020 | $ 2,489,516 | $ 96 | $ 672,655 | $ (121,088) | $ 1,937,853 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 936,495 | 936,495 | |||
Currency translation adjustment | 20,228 | 20,228 | |||
Exercise of stock options, net of repurchased shares (in shares) | 6,229,752 | ||||
Exercise of stock options, net of repurchased shares | 32,904 | 39,049 | (6,145) | ||
Employee stock-based compensation (in shares) | 128,476 | ||||
Employee stock-based compensation | 40,922 | 40,922 | |||
Shares issued for Employee Stock Purchase Plan (in shares) | 437,516 | ||||
Shares issued for Employee Stock Purchase Plan | 9,136 | 9,136 | |||
Balances (in shares) at Jul. 31, 2021 | 948,057,092 | ||||
Balances at Jul. 31, 2021 | 3,529,201 | $ 96 | 761,762 | (100,860) | 2,868,203 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 1,090,130 | 1,090,130 | |||
Currency translation adjustment | (68,505) | (68,505) | |||
Exercise of stock options, net of repurchased shares (in shares) | 3,620,988 | ||||
Exercise of stock options, net of repurchased shares | 26,183 | 28,108 | (1,925) | ||
Employee stock-based compensation (in shares) | 110,796 | ||||
Employee stock-based compensation | 38,965 | 38,965 | |||
Shares issued for Employee Stock Purchase Plan (in shares) | 375,020 | ||||
Shares issued for Employee Stock Purchase Plan | $ 9,625 | 9,625 | |||
Balances (in shares) at Jul. 31, 2022 | 952,163,896 | 952,163,896 | |||
Balances at Jul. 31, 2022 | $ 4,625,599 | $ 96 | 838,460 | (169,365) | 3,956,408 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 1,237,741 | 1,237,741 | |||
Currency translation adjustment | $ 28,359 | 28,359 | |||
Exercise of stock options, net of repurchased shares (in shares) | 4,474,000 | 4,473,888 | |||
Exercise of stock options, net of repurchased shares | $ 44,970 | 49,679 | (4,709) | ||
Employee stock-based compensation (in shares) | 257,700 | ||||
Employee stock-based compensation | 39,673 | 39,673 | |||
Shares issued for Employee Stock Purchase Plan (in shares) | 448,678 | ||||
Shares issued for Employee Stock Purchase Plan | $ 11,098 | 11,098 | |||
Balances (in shares) at Jul. 31, 2023 | 957,344,162 | 957,344,162 | |||
Balances at Jul. 31, 2023 | $ 5,987,440 | $ 96 | $ 938,910 | $ (141,006) | $ 5,189,440 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Cash flows from operating activities: | |||
Net income | $ 1,237,741 | $ 1,090,130 | $ 936,495 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization, including debt cost | 159,684 | 138,605 | 123,084 |
Allowance for credit losses (gains) | 1,946 | 1,349 | (1,121) |
Equity in losses (earnings) of unconsolidated affiliates | 5,347 | 284 | (3,240) |
Stock-based compensation | 39,673 | 38,965 | 40,922 |
Gain on sale of property and equipment | (1,846) | (939) | (1,480) |
Loss on extinguishment of debt | 0 | 16,759 | 0 |
Deferred income taxes (benefits) | 9,946 | 17,017 | (7,951) |
Changes in operating assets and liabilities, net of effects from acquisitions: | |||
Accounts receivable | (123,207) | (97,750) | (127,513) |
Vehicle pooling costs | (10,989) | (18,342) | (20,476) |
Inventories | 26,549 | (10,851) | (24,602) |
Prepaid expenses and other current and non-current assets | (59,949) | (5,156) | 7,025 |
Operating lease right-of-use assets and lease liabilities | 350 | 715 | 570 |
Accounts payable and accrued liabilities | 18,010 | 36,306 | 44,613 |
Deferred revenue | 5,896 | (574) | 8,781 |
Income taxes receivable | 33,193 | (29,884) | 6,739 |
Income taxes payable | 21,866 | 49 | 9,045 |
Net cash provided by operating activities | 1,364,210 | 1,176,683 | 990,891 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (516,636) | (337,448) | (462,996) |
Proceeds from sale of property and equipment | 33,919 | 4,333 | 2,530 |
Purchases of assets and liabilities in connection with acquisitions | 0 | (106,604) | (5,000) |
Purchase of held to maturity securities | (1,406,588) | (374,866) | 0 |
Proceeds from the sale of held to maturity securities | 0 | 374,866 | 0 |
Investment in unconsolidated affiliate | (2,744) | (2,591) | 0 |
Net cash used in investing activities | (1,892,049) | (442,310) | (465,466) |
Cash flows from financing activities: | |||
Proceeds from the exercise of stock options | 49,679 | 28,108 | 39,049 |
Proceeds from the issuance of Employee Stock Purchase Plan shares | 11,098 | 9,625 | 9,136 |
Payments for employee stock-based tax withholdings | (4,709) | (1,925) | (6,145) |
Issuance of principal on revolver facility | 44,494 | 0 | 0 |
Principal payments on revolver facility | (33,924) | 0 | 0 |
Debt offering costs | 0 | (1,212) | 0 |
Principal payments on long-term debt | 0 | (416,759) | 0 |
Payments of finance lease obligations | (23) | (530) | (1,118) |
Net cash provided by (used in) financing activities | 66,615 | (382,693) | 40,922 |
Effect of foreign currency translation | 34,383 | (15,704) | 4,195 |
Net (decrease) increase in cash, cash equivalents, and restricted cash | (426,841) | 335,976 | 570,542 |
Cash, cash equivalents, and restricted cash at beginning of period | 1,384,236 | 1,048,260 | 477,718 |
Cash, cash equivalents, and restricted cash at end of period | 957,395 | 1,384,236 | 1,048,260 |
Supplemental disclosure of cash flow information: | |||
Interest paid | 2,614 | 18,539 | 19,723 |
Income taxes paid, net of refunds | $ 257,514 | $ 263,226 | $ 178,241 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jul. 31, 2023 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Basis of Presentation and Description of Business Copart, Inc. was incorporated under the laws of the State of California in 1982. In January 2012, the Company changed the state in which it is incorporated (the “Reincorporation”) and is now incorporated under the laws of the State of Delaware. All references to “we,” “us,” “our,” or “the Company” herein refer to the California corporation prior to the date of the Reincorporation, and to the Delaware corporation on and after the date of the Reincorporation. The Company provides vehicle sellers with a full range of services to process and sell vehicles over the internet through the Company’s Virtual Bidding Third Generation (“VB3”) internet auction-style sales technology. Vehicle sellers consist primarily of insurance companies, but also include banks, finance companies, charities, fleet operators, dealers, vehicle rental companies, and individuals. The Company sells principally to licensed vehicle dismantlers, rebuilders, repair licensees, used vehicle dealers, exporters, and directly to the general public. The majority of vehicles sold on behalf of insurance companies are either damaged vehicles deemed a total loss or not economically repairable by the insurance companies or are recovered stolen vehicles for which an insurance settlement with the vehicle owner has already been made. The Company offers vehicle sellers a full range of services that expedite each stage of the vehicle sales process, minimize administrative and processing costs and maximize the ultimate sales price through the online auction process. In the United States (“U.S.”), Canada, Brazil, the Republic of Ireland, Finland, the United Arab Emirates (“U.A.E.”), Oman, and Bahrain, the Company sells vehicles primarily as an agent and derives revenue primarily from auction and auction related sales transaction fees charged for vehicle remarketing services as well as fees for services subsequent to the auction, such as delivery and storage. In the United Kingdom (“U.K.”), Germany, and Spain, the Company operates both as an agent and on a principal basis, in some cases purchasing salvage vehicles outright and reselling the vehicles for its own account. In Germany and Spain, the Company also derives revenue from listing vehicles on behalf of insurance companies and insurance experts to determine the vehicle’s residual value and/or to facilitate a sale for the insured. The consolidated financial statements of the Company include the accounts of the parent company and its wholly-owned subsidiaries. Significant intercompany transactions and balances have been eliminated in consolidation. On October 3, 2022, the Company’s Board of Directors approved a two-for-one common stock split effected in the form of a stock dividend subject to and contingent upon, among other things, obtaining stockholder approval of an amendment to the Company’s certificate of incorporation to increase the number of authorized shares of common stock. On October 31, 2022, the Company’s stockholders approved such increase at a special meeting of stockholders. As such, on November 3, 2022, the Company effected the two-for-one stock dividend to stockholders of record as of October 6, 2022. On August 4, 2023, the Company’s Board of Directors approved a two-for-one common stock split effected in the form of a stock dividend entitling each stockholder of record to receive one additional share of common stock for every one share owned. On August 21, 2023, the Company effected the two-for-one stock dividend to stockholders of record as of August 14, 2023. Both stock dividend increased the number of shares of common stock outstanding and all share and per share amounts have been retroactively adjusted for the stock dividend, as of the date earliest presented in these financial statements to conform to current year presentation. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Estimates include, but are not limited to, vehicle pooling costs; income taxes; stock-based compensation; and contingencies. Actual results may differ from these estimates. Revenue Recognition The Company’s primary performance obligation is the auctioning of consigned vehicles through an online auction process. Service revenue and vehicle sales revenue are recognized at the date the vehicles are sold at auction, excluding annual registration fees. Costs to prepare the vehicles for auction, including inbound transportation costs and titling fees, are deferred and recognized at the time of revenue recognition at auction. The Company’s disaggregation between service revenues and vehicle sales at the segment level reflects how the nature, timing, amount and uncertainty of its revenues and cash flows are impacted by economic factors. The Company reports sales taxes on relevant transactions on a net basis in the Company’s consolidated results of operations, and therefore does not include sales taxes in revenues or costs. Service revenues The Company’s service revenue consists of auction and auction related sales transaction fees charged for vehicle remarketing services. Within this revenue category, the Company’s primary performance obligation is the auctioning of consigned vehicles through an online auction process. These auction and auction related services may include a combination of vehicle purchasing fees, vehicle listing fees, and vehicle selling fees that can be based on a predetermined percentage of the vehicle sales price, tiered vehicle sales price driven fees, or at a fixed fee based on the sale of each vehicle regardless of the selling price of the vehicle; transportation fees for the cost of transporting the vehicle to or from the Company’s facility; title processing and preparation fees; vehicle storage fees; bidding fees; and vehicle loading fees. These services are not distinct within the context of the contract. Accordingly, revenue for these services is recognized when the single performance obligation is satisfied at the completion of the auction process. The Company does not take ownership of these consigned vehicles, which are stored at the Company’s facilities located throughout the U.S. and at its international locations. These fees are recognized as net revenue (not gross vehicle selling price) at the time of auction in the amount of such fees charged. The Company has a separate performance obligation related to providing access to its online auction platform as the Company charges members an annual registration fee for the right to participate in its online auctions and access the Company’s bidding platform. This fee is recognized ratably over the term of the arrangement, generally one year, as each day of access to the online auction platform represents the best depiction of the transfer of the service. No provision for returns has been established, as all sales are final with no right of return or warranty, although the Company provides for expected credit losses in the case of non-performance by its buyers or sellers. Year Ended July 31, (In thousands) 2023 2022 2021 Service revenues United States $ 2,841,641 $ 2,533,165 $ 2,017,504 International 356,487 319,875 274,363 Total service revenues $ 3,198,128 $ 2,853,040 $ 2,291,867 Vehicle sales Certain vehicles are purchased and remarketed on the Company’s own behalf. The Company has a single performance obligation related to the sale of these vehicles, which is the completion of the online auction process. Vehicle sales revenue is recognized on the auction date. As the Company acts as a principal in vehicle sales transactions, the gross sales price at auction is recorded as revenue. Year Ended July 31, (In thousands) 2023 2022 2021 Vehicle sales United States $ 348,007 $ 411,985 $ 254,568 International 323,383 235,896 146,076 Total vehicle sales $ 671,390 $ 647,881 $ 400,644 Contract assets The Company capitalizes certain contract assets related to obtaining a contract, where the amortization period for the related asset is greater than one year. These assets are amortized over the expected life of the customer relationship. Contract assets are classified as current or long-term other assets, based on the timing of when the Company expects to recognize the related revenues and are amortized as an offset to the associated revenues on a straight-line basis. The Company assesses these costs for impairment at least quarterly and as “triggering” events occur that indicate it is more likely than not that an impairment exists. The contract asset costs where the amortization period for the related asset is one year or less are expensed as incurred and recorded within general and administrative expenses in the accompanying consolidated statements of income. The change in the carrying amount of contract assets was as follows (In thousands): Balance as of July 31, 2021 $ 7,485 Capitalized contract assets during the period 828 Costs amortized during the period (2,985) Effect of foreign currency exchange rates (550) Balance as of July 31, 2022 $ 4,778 Capitalized contract assets during the period 26,540 Costs amortized during the period (5,770) Effect of foreign currency exchange rates 178 Balance as of July 31, 2023 $ 25,726 Vehicle Pooling Costs The Company defers costs that relate directly to the fulfillment of its contracts associated with vehicles consigned to and received by the Company, but not sold as of the end of the period. The Company quantifies the deferred costs using a calculation that includes the number of vehicles at its facilities at the beginning and end of the period, the number of vehicles sold during the period, and an allocation of certain yard operation costs of the period. The primary expenses allocated and deferred are inbound transportation costs, titling fees, certain facility costs, labor, and vehicle processing. If the allocation factors change, then yard operation expenses could increase or decrease correspondingly in the future. These costs are expensed into yard operations expenses as vehicles are sold in subsequent periods on an average cost basis. Foreign Currency Translation The Company records foreign currency translation adjustments from the process of translating the functional currency of the financial statements of its foreign subsidiaries into the U.S. dollar reporting currency. The British pound, Canadian dollar, Brazilian real, European Union euro, U.A.E. dirham, Omani rial, and Bahraini dinar are the functional currencies of the Company’s foreign subsidiaries as they are the primary currencies within the economic environment in which each subsidiary operates. The original equity investment in the respective subsidiaries is translated at historical rates. Assets and liabilities of the respective subsidiary’s operations are translated into U.S. dollars at period-end exchange rates, and revenues and expenses are translated into U.S. dollars at average exchange rates in effect during each reporting period. Adjustments resulting from the translation of each subsidiary’s financial statements are reported in other comprehensive income. The cumulative effects of foreign currency exchange rate fluctuations were as follows (In thousands): Cumulative loss on foreign currency translation as of July 31, 2021 $ (100,860) Loss on foreign currency translation (68,505) Cumulative loss on foreign currency translation as of July 31, 2022 $ (169,365) Gain on foreign currency translation 28,359 Cumulative loss on foreign currency translation as of July 31, 2023 $ (141,006) Fair Value of Financial Instruments The Company records its financial assets and liabilities at fair value in accordance with the framework for measuring fair value in U.S. GAAP. In accordance with Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures , the Company considers fair value as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants under current market conditions. This framework establishes a fair value hierarchy that prioritizes the inputs used to measure fair value: Level I Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities traded in active markets. Level II Inputs other than quoted prices included within Level I that are observable for the asset or liability, either directly or indirectly. Level III Inputs that are generally unobservable. These inputs may be used with internally developed methodologies that result in management’s best estimate. The amounts recorded for financial instruments in the Company’s consolidated financial statements, which included cash, restricted cash, accounts receivable, accounts payable, accrued liabilities, and amounts outstanding under the Revolving Loan Facility approximated their fair values approximated their fair values as of July 31, 2023 and 2022, due to the short-term nature of those instruments and are classified within Level II of the fair value hierarchy. Cash equivalents and long term debt are classified within Level II of the fair value hierarchy because they are valued using quoted market prices of the underlying investments. Held to maturity investments are classified within level I of the fair value hierarchy because they are valued at quoted prices for identical assets that are traded in active markets. See Note 9 — Long-Term Debt and Note 10 – Fair Value Measurements. Cost of Vehicle Sales Cost of vehicle sales includes the purchase price of vehicles sold for the Company’s own account. Yard Operations Yard operations expenses consist primarily of operating personnel (which includes yard management, clerical and yard employees); rent; vehicle transportation; insurance; property related taxes; fuel; equipment maintenance and repair; and marketing costs directly related to the auction process. General and Administrative Expenses General and administrative expenses consist primarily of executive management; accounting; data processing; sales personnel; professional services; marketing expenses; and system maintenance and enhancements. Advertising All advertising costs are expensed as incurred and are included in yard operations expenses for costs directly related to the auction process and the remainder in general and administrative expenses on the consolidated statements of income. Advertising expenses were $17.8 million, $15.4 million, and $13.7 million for the years ended July 31, 2023, 2022, and 2021, respectively. Other Income (Expense) Other income (expense) consists primarily of interest income on Treasury bills on held to maturity securities, interest expense on long-term debt; foreign exchange rate gains and losses; gains and losses from the disposal of assets, which will fluctuate based on the nature of these activities each period; and earnings from unconsolidated affiliates. Income Taxes and Deferred Tax Assets Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities, their respective tax basis, and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Company considers the need to maintain a valuation allowance on deferred tax assets based on an assessment of whether it is more likely than not that the Company would realize those deferred tax assets based on future reversals of existing taxable temporary differences and the ability to generate sufficient taxable income within the carryforward period available under the applicable tax law. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Excess tax benefits and deficiencies related to exercises of stock options are recognized as expense or benefit in the consolidated statements of income as discrete items in the reporting period in which they occur. The Company applies the provisions of the accounting standard for uncertain tax positions to its income taxes. In determining net income for financial statement purposes, the Company makes certain estimates and judgments in the calculation of tax provisions and the resultant tax liabilities. In the ordinary course of global business, there may be transactions and calculations where the ultimate tax outcome is uncertain. The calculation of tax liabilities involves dealing with uncertainties in the interpretation and application of complex tax laws, and significant judgment is necessary to (i) determine whether, based on the technical merits, a tax position is more likely than not to be sustained and (ii) measure the amount of tax benefit that qualifies for recognition. The Company recognizes potential liabilities for anticipated tax audit issues in the U.S. and other tax jurisdictions based on an estimate of the ultimate resolution of whether, and the extent to which, additional taxes will be due. Although the Company believes the estimates are reasonable, no assurance can be given that the final outcome of these matters will not be different from what is reflected in the historical income tax provisions and accruals. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. Net Income Per Share Basic net income per share amounts were computed by dividing consolidated net income by the weighted average number of common shares outstanding during the period. Diluted net income per share amounts were computed by dividing consolidated net income by the weighted average number of common shares outstanding plus dilutive potential common shares calculated for stock options outstanding during the period using the treasury stock method. Cash, Cash Equivalents, and Restricted Cash and Investments The Company considers all highly liquid investments purchased with original maturities of three months or less at the time of purchase to be cash equivalents. Cash, cash equivalents, and restricted cash include cash held in checking, certificates of deposit, U.S. Treasury Bills, and money market accounts. The Company periodically invests its excess cash in money market funds and U.S. Treasury Bills. The Company’s cash, cash equivalents, and restricted cash are placed with high credit quality financial institutions. The Company has held to maturity securities comprised of U.S. Treasury Bills. These investments are classified as held to maturity as the Company has the intent and ability to hold these investments until they mature. The held to maturity securities mature within the next 12 months. The table below shows the amortized cost, associated gross unrealized gains and associated fair value of held to maturity securities (In thousands). Amortized Cost Gross Unrealized Gains Fair Value Investment in held to maturity securities $ 1,406,589 $ 8,314 $ 1,414,903 Inventory Inventories of purchased vehicles are stated at the lower of cost or estimated realizable value. Cost includes the Company’s cost of acquiring ownership of the vehicle. The cost of vehicles sold is charged to cost of vehicle sales as sold on a specific identification basis. Accounts Receivable Accounts receivable, which consist primarily of advance charges receivable from the Company’s sellers and the gross sales price of the vehicle due from buyers, are recorded when billed, advanced or accrued and represent claims against third parties that will be settled in cash. Advance charges receivable represents amounts paid to third parties on behalf of insurance companies for which the Company will be reimbursed when the vehicle is sold. Concentration of Credit Risk Financial instruments, which subject the Company to potential credit risk, consist of its cash, cash equivalents, and restricted cash, short-term investments and accounts receivable. The Company adheres to its investment policy when placing investments. The investment policy has established guidelines to limit the Company’s exposure to credit risk by placing investments with high credit quality financial institutions, diversifying its investment portfolio, limiting investments in any one issuer or pooled fund and placing investments with maturities that maintain safety and liquidity. Deposits with these financial institutions may exceed the amount of insurance provided; however, these deposits typically are redeemable upon demand and, therefore, the Company believes that the financial risks associated with these financial instruments are minimal. The Company generally does not require collateral on its accounts receivable. The Company estimates its allowances for credit loss based on historical collection trends, the age of outstanding receivables and existing economic conditions. If events or changes in circumstances indicate that specific receivable balances may be impaired, further consideration is given to the collectability of those balances and the allowance is adjusted accordingly. Past-due account balances are written off when the Company’s internal collection efforts have been unsuccessful in collecting the amounts due. The Company does not have off-balance sheet credit exposure related to its customers and to date. The Company has not experienced significant credit-related losses. No single customer accounted for more than 10% of the Company’s consolidated revenues for the years ended July 31, 2023, 2022, and 2021. Property and Equipment Property and equipment is stated at cost, less accumulated depreciation and amortization. Property and leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or the estimated useful lives of the respective improvements, which is between seven . Significant improvements which substantially extend the useful lives of assets are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation and amortization are computed on a straight-line basis over the estimated useful lives: three three three seven Goodwill In accordance with ASC 350, Intangibles—Goodwill and Other (“ASC 350”), goodwill is not amortized but is tested for potential impairment, at a minimum on an annual basis, or when indications of potential impairment exist. The Company assesses goodwill for impairment at the reporting unit level, which is defined as an operating segment or one level below an operating segment, referred to as a reporting unit. The Company has identified two reporting units, which are consistent with its two operating and reportable segments, U.S. and International. The Company evaluates goodwill for impairment annually as of the beginning of the fourth quarter, or when an indicator of impairment exists. Capitalized Software Costs The Company capitalizes system development costs and website development costs related to the enterprise computing services during the application development stage. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Internal-use software is amortized on a straight-line basis over its estimated useful life, generally three Stock-Based Compensation The Company accounts for stock-based awards to employees and non-employees using the fair value method as required by ASC 718, Compensation—Stock Compensation (“ASC 718”), which requires the measurement and recognition of compensation expense for all stock-based awards made to employees, consultants and directors based on estimated fair value. ASC 718 requires companies to estimate the fair value of stock-based based awards on the measurement date. The value of the portion of the award that is ultimately expected to vest is recognized in expense over the requisite service periods. Comprehensive Income Comprehensive income includes all changes in stockholders’ equity during a period from non-stockholder sources. For the years ended July 31, 2023, 2022 and 2021, accumulated other comprehensive income (loss) was the effect of foreign currency translation adjustments. Deferred taxes are not provided on cumulative translation adjustments where the Company expects earnings of a foreign subsidiary to be indefinitely reinvested. |
Acquisitions
Acquisitions | 12 Months Ended |
Jul. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions Fiscal Year 2022 Transactions. On July 5, 2022, the Company acquired 100% of the voting stock of ILT Project Limited which conducts business primarily as Hills Motors Co. the Green Parts Specialists (“Hills”), which is a leading parts recycler in the U.K. Hills predominantly sells recycled parts to the public. The purchase price paid for Hills was $106.6 million paid with cash on hand. On July 14, 2023 the U.K. Competition and Markets Authority approved the merger of Copart and Hills. With the approval of the merger the Company finalized the allocation of the fair value for acquired assets and liabilities. The resulting impact to the balance sheet and income statement were immaterial. |
Accounts Receivable, Net
Accounts Receivable, Net | 12 Months Ended |
Jul. 31, 2023 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Accounts Receivable, Net | Accounts Receivable, Net Accounts receivable, net consisted of: July 31, (In thousands) 2023 2022 Advance charges receivable $ 537,261 $ 440,650 Trade accounts receivable 157,083 137,243 Other receivables 16,334 7,257 710,678 585,150 Less: Allowance for credit loss (8,640) (6,577) Accounts receivable, net $ 702,038 $ 578,573 Advance charges receivable represents amounts paid to third parties on behalf of insurance companies for which the Company will be reimbursed when the vehicle is sold. As advance charges are recovered within one year, the Company has not adjusted the amount of consideration received from the customer for a significant financing component. Trade accounts receivable includes fees and gross auction proceeds to be collected from insurance companies and buyers. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Jul. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net Property and equipment, net consisted of the following: July 31, (In thousands) 2023 2022 Land $ 1,812,001 $ 1,526,446 Buildings and improvements 1,339,820 1,209,331 Transportation and other equipment 490,136 429,405 Office furniture and equipment 91,031 84,728 Software 89,575 78,216 3,822,563 3,328,126 Less: Accumulated depreciation and amortization (978,224) (842,362) Property and equipment, net $ 2,844,339 $ 2,485,764 |
Leases
Leases | 12 Months Ended |
Jul. 31, 2023 | |
Leases [Abstract] | |
Leases | Leases The Company has both lessee and lessor arrangements. The Company determines whether a contract is or contains a lease at the inception of the contract or at any subsequent modification. A contract will be deemed to be or contain a lease if the contract conveys the right to control and direct the use of identified property, plant, or equipment for a period of time in exchange for consideration. The Company generally must also have the right to obtain substantially all of the economic benefits from the use of the property, plant, and equipment. Depending on the terms, leases are classified as either operating or finance leases if the Company is the lessee, or as operating, sales-type, or direct financing leases if the Company is the lessor. Certain of the Company’s lessee and lessor leases have renewal options to extend the leases for additional periods at the Company’s discretion. Leases - Lessee The Company leases certain facilities and certain equipment under non-cancelable finance and operating leases, which are recorded as right-of-use assets and lease liabilities. Certain leases provide the Company with either a right of first refusal to acquire or an option to purchase a facility at fair value. Certain leases also contain escalation clauses and renewal option clauses calling for increased rents. Where a lease contains an escalation clause or a concession, such as a rent holiday or tenant improvement allowance, the Company includes these items in the determination of the right-of-use asset and the lease liabilities. The effects of these escalation clauses or concessions have been reflected in lease expense on a straight-line basis over the expected lease term and any variable lease payments subsequent to establishing the lease liability are expensed as incurred. The lease term commences on the date when the Company has the right to control the use of the leased property, which is typically before lease payments are due under the terms of the lease. Certain of the Company’s leases have renewal periods up to 40 years, exercisable at the Company’s option, and generally require the Company to pay property taxes, insurance and maintenance costs, in addition to the lease payments. At lease inception, the Company includes all renewals or option periods that are reasonably certain to exercise when determining the expected lease term, as failure to renew the lease would impose an economic penalty. Operating lease assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the expected lease term. To determine the present value of lease payments not yet paid, the Company estimates incremental borrowing rates based on the information available at lease commencement date, as rates are not implicitly stated in the Company’s leases. Components of lease expense were as follows: Year Ended July 31, (In thousands) 2023 2022 Operating lease expense $ 26,646 $ 27,668 Finance lease expense: Amortization of right-of-use assets 23 520 Interest on finance lease liabilities 1 5 Short-term lease expense 4,554 5,649 Variable lease expense 1,178 1,466 Total lease expense $ 32,402 $ 35,308 The components of right-of-use assets and lease liabilities on the consolidated balance sheet are as follows (In thousands): Lease Asset and Liabilities Balance Sheet Classification (In thousands) July 31, 2023 July 31, 2022 Operating lease right-of-use assets Operating lease right-of-use assets $ 108,139 $ 116,303 Finance lease right-of-use assets Property and equipment, net 30 50 Total lease assets, net $ 108,169 $ 116,353 Operating lease liabilities - current Current portion of operating and finance lease liabilities $ 21,455 $ 21,771 Finance lease liabilities - current Current portion of operating and finance lease liabilities 13 23 Operating lease liabilities - non-current Operating and finance lease liabilities, net of current portion 88,082 95,670 Finance lease liabilities - non-current Operating and finance lease liabilities, net of current portion — 13 Total lease liabilities $ 109,550 $ 117,477 The weighted-average remaining lease terms and discount rates as of July 31, 2023 were as follows: Weighted-Average Remaining Lease Term (In years) Weighted-Average Discount Rate (1) Operating leases 8.74 3.15 % Finance leases 0.62 2.82 % (1) The Company cannot determine the interest rate implicit in the Company’s leases. Therefore, the discount rate represents the Company’s incremental borrowing rate and is determined based on the risk-free rate, adjusted for the risk premium attributed to the Company’s corporate credit rating for a secured or collateralized instrument. Supplemental cash flow information related to leases as of July 31, 2023 were as follows (In thousands): Year Ended July 31, (In thousands) 2023 2022 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows related to operating leases $ 26,428 $ 26,620 Operating cash flows related to finance leases 1 5 Financing cash flows related to finance leases 23 530 Right-of-use assets obtained in exchange for new operating lease liabilities 21,149 24,217 Right-of-use assets obtained in exchange for new finance lease liabilities — — The annual maturities of the Company’s lease liabilities as of July 31, 2023 were as follows: Fiscal year (In thousands) Finance leases Operating leases 2024 $ 13 $ 24,034 2025 — 20,746 2026 — 16,795 2027 — 12,488 2028 — 10,668 Thereafter — 42,305 Total future lease commitments $ 13 $ 127,036 Less: imputed interest — (17,499) Present value of lease liabilities $ 13 $ 109,537 Leases - Lessor The Company’s lessor arrangements include certain facilities and various land locations, of which each qualifies as an operating lease. Certain leases also contain escalation clauses and renewal option clauses calling for increased rents. Where a lease contains an escalation clause or a concession, such as a rent holiday or tenant improvement allowance, the Company includes these items in the determination of the straight-line rental income. The effects of these escalation clauses or concessions have been reflected in lease payments receivable on a straight-line basis over the expected lease term and any variable lease income subsequent to establishing the receivable will be recognized as earned. Future lease payments receivable under operating leases with terms greater than one year as of July 31, 2023 were as follows: Fiscal year (In thousands) Operating leases 2024 $ 5,681 2025 5,490 2026 5,194 2027 5,209 2028 4,478 Thereafter 4,887 Total future lease payments receivable $ 30,939 The cost of the leased space was $51.2 million and $51.2 million as of July 31, 2023 and 2022, respectively. The accumulated depreciation associated with the leased assets was $3.8 million and $2.8 million as of July 31, 2023 and 2022, respectively. Both the leased assets and accumulated depreciation are included in Property and equipment, net on the consolidated balance sheet. Rental income from these operating leases was $18.8 million and $14.8 million for the years ended July 31, 2023 and 2022, respectively, and is included within Service revenues |
Leases | Leases The Company has both lessee and lessor arrangements. The Company determines whether a contract is or contains a lease at the inception of the contract or at any subsequent modification. A contract will be deemed to be or contain a lease if the contract conveys the right to control and direct the use of identified property, plant, or equipment for a period of time in exchange for consideration. The Company generally must also have the right to obtain substantially all of the economic benefits from the use of the property, plant, and equipment. Depending on the terms, leases are classified as either operating or finance leases if the Company is the lessee, or as operating, sales-type, or direct financing leases if the Company is the lessor. Certain of the Company’s lessee and lessor leases have renewal options to extend the leases for additional periods at the Company’s discretion. Leases - Lessee The Company leases certain facilities and certain equipment under non-cancelable finance and operating leases, which are recorded as right-of-use assets and lease liabilities. Certain leases provide the Company with either a right of first refusal to acquire or an option to purchase a facility at fair value. Certain leases also contain escalation clauses and renewal option clauses calling for increased rents. Where a lease contains an escalation clause or a concession, such as a rent holiday or tenant improvement allowance, the Company includes these items in the determination of the right-of-use asset and the lease liabilities. The effects of these escalation clauses or concessions have been reflected in lease expense on a straight-line basis over the expected lease term and any variable lease payments subsequent to establishing the lease liability are expensed as incurred. The lease term commences on the date when the Company has the right to control the use of the leased property, which is typically before lease payments are due under the terms of the lease. Certain of the Company’s leases have renewal periods up to 40 years, exercisable at the Company’s option, and generally require the Company to pay property taxes, insurance and maintenance costs, in addition to the lease payments. At lease inception, the Company includes all renewals or option periods that are reasonably certain to exercise when determining the expected lease term, as failure to renew the lease would impose an economic penalty. Operating lease assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the expected lease term. To determine the present value of lease payments not yet paid, the Company estimates incremental borrowing rates based on the information available at lease commencement date, as rates are not implicitly stated in the Company’s leases. Components of lease expense were as follows: Year Ended July 31, (In thousands) 2023 2022 Operating lease expense $ 26,646 $ 27,668 Finance lease expense: Amortization of right-of-use assets 23 520 Interest on finance lease liabilities 1 5 Short-term lease expense 4,554 5,649 Variable lease expense 1,178 1,466 Total lease expense $ 32,402 $ 35,308 The components of right-of-use assets and lease liabilities on the consolidated balance sheet are as follows (In thousands): Lease Asset and Liabilities Balance Sheet Classification (In thousands) July 31, 2023 July 31, 2022 Operating lease right-of-use assets Operating lease right-of-use assets $ 108,139 $ 116,303 Finance lease right-of-use assets Property and equipment, net 30 50 Total lease assets, net $ 108,169 $ 116,353 Operating lease liabilities - current Current portion of operating and finance lease liabilities $ 21,455 $ 21,771 Finance lease liabilities - current Current portion of operating and finance lease liabilities 13 23 Operating lease liabilities - non-current Operating and finance lease liabilities, net of current portion 88,082 95,670 Finance lease liabilities - non-current Operating and finance lease liabilities, net of current portion — 13 Total lease liabilities $ 109,550 $ 117,477 The weighted-average remaining lease terms and discount rates as of July 31, 2023 were as follows: Weighted-Average Remaining Lease Term (In years) Weighted-Average Discount Rate (1) Operating leases 8.74 3.15 % Finance leases 0.62 2.82 % (1) The Company cannot determine the interest rate implicit in the Company’s leases. Therefore, the discount rate represents the Company’s incremental borrowing rate and is determined based on the risk-free rate, adjusted for the risk premium attributed to the Company’s corporate credit rating for a secured or collateralized instrument. Supplemental cash flow information related to leases as of July 31, 2023 were as follows (In thousands): Year Ended July 31, (In thousands) 2023 2022 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows related to operating leases $ 26,428 $ 26,620 Operating cash flows related to finance leases 1 5 Financing cash flows related to finance leases 23 530 Right-of-use assets obtained in exchange for new operating lease liabilities 21,149 24,217 Right-of-use assets obtained in exchange for new finance lease liabilities — — The annual maturities of the Company’s lease liabilities as of July 31, 2023 were as follows: Fiscal year (In thousands) Finance leases Operating leases 2024 $ 13 $ 24,034 2025 — 20,746 2026 — 16,795 2027 — 12,488 2028 — 10,668 Thereafter — 42,305 Total future lease commitments $ 13 $ 127,036 Less: imputed interest — (17,499) Present value of lease liabilities $ 13 $ 109,537 Leases - Lessor The Company’s lessor arrangements include certain facilities and various land locations, of which each qualifies as an operating lease. Certain leases also contain escalation clauses and renewal option clauses calling for increased rents. Where a lease contains an escalation clause or a concession, such as a rent holiday or tenant improvement allowance, the Company includes these items in the determination of the straight-line rental income. The effects of these escalation clauses or concessions have been reflected in lease payments receivable on a straight-line basis over the expected lease term and any variable lease income subsequent to establishing the receivable will be recognized as earned. Future lease payments receivable under operating leases with terms greater than one year as of July 31, 2023 were as follows: Fiscal year (In thousands) Operating leases 2024 $ 5,681 2025 5,490 2026 5,194 2027 5,209 2028 4,478 Thereafter 4,887 Total future lease payments receivable $ 30,939 The cost of the leased space was $51.2 million and $51.2 million as of July 31, 2023 and 2022, respectively. The accumulated depreciation associated with the leased assets was $3.8 million and $2.8 million as of July 31, 2023 and 2022, respectively. Both the leased assets and accumulated depreciation are included in Property and equipment, net on the consolidated balance sheet. Rental income from these operating leases was $18.8 million and $14.8 million for the years ended July 31, 2023 and 2022, respectively, and is included within Service revenues |
Leases | Leases The Company has both lessee and lessor arrangements. The Company determines whether a contract is or contains a lease at the inception of the contract or at any subsequent modification. A contract will be deemed to be or contain a lease if the contract conveys the right to control and direct the use of identified property, plant, or equipment for a period of time in exchange for consideration. The Company generally must also have the right to obtain substantially all of the economic benefits from the use of the property, plant, and equipment. Depending on the terms, leases are classified as either operating or finance leases if the Company is the lessee, or as operating, sales-type, or direct financing leases if the Company is the lessor. Certain of the Company’s lessee and lessor leases have renewal options to extend the leases for additional periods at the Company’s discretion. Leases - Lessee The Company leases certain facilities and certain equipment under non-cancelable finance and operating leases, which are recorded as right-of-use assets and lease liabilities. Certain leases provide the Company with either a right of first refusal to acquire or an option to purchase a facility at fair value. Certain leases also contain escalation clauses and renewal option clauses calling for increased rents. Where a lease contains an escalation clause or a concession, such as a rent holiday or tenant improvement allowance, the Company includes these items in the determination of the right-of-use asset and the lease liabilities. The effects of these escalation clauses or concessions have been reflected in lease expense on a straight-line basis over the expected lease term and any variable lease payments subsequent to establishing the lease liability are expensed as incurred. The lease term commences on the date when the Company has the right to control the use of the leased property, which is typically before lease payments are due under the terms of the lease. Certain of the Company’s leases have renewal periods up to 40 years, exercisable at the Company’s option, and generally require the Company to pay property taxes, insurance and maintenance costs, in addition to the lease payments. At lease inception, the Company includes all renewals or option periods that are reasonably certain to exercise when determining the expected lease term, as failure to renew the lease would impose an economic penalty. Operating lease assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the expected lease term. To determine the present value of lease payments not yet paid, the Company estimates incremental borrowing rates based on the information available at lease commencement date, as rates are not implicitly stated in the Company’s leases. Components of lease expense were as follows: Year Ended July 31, (In thousands) 2023 2022 Operating lease expense $ 26,646 $ 27,668 Finance lease expense: Amortization of right-of-use assets 23 520 Interest on finance lease liabilities 1 5 Short-term lease expense 4,554 5,649 Variable lease expense 1,178 1,466 Total lease expense $ 32,402 $ 35,308 The components of right-of-use assets and lease liabilities on the consolidated balance sheet are as follows (In thousands): Lease Asset and Liabilities Balance Sheet Classification (In thousands) July 31, 2023 July 31, 2022 Operating lease right-of-use assets Operating lease right-of-use assets $ 108,139 $ 116,303 Finance lease right-of-use assets Property and equipment, net 30 50 Total lease assets, net $ 108,169 $ 116,353 Operating lease liabilities - current Current portion of operating and finance lease liabilities $ 21,455 $ 21,771 Finance lease liabilities - current Current portion of operating and finance lease liabilities 13 23 Operating lease liabilities - non-current Operating and finance lease liabilities, net of current portion 88,082 95,670 Finance lease liabilities - non-current Operating and finance lease liabilities, net of current portion — 13 Total lease liabilities $ 109,550 $ 117,477 The weighted-average remaining lease terms and discount rates as of July 31, 2023 were as follows: Weighted-Average Remaining Lease Term (In years) Weighted-Average Discount Rate (1) Operating leases 8.74 3.15 % Finance leases 0.62 2.82 % (1) The Company cannot determine the interest rate implicit in the Company’s leases. Therefore, the discount rate represents the Company’s incremental borrowing rate and is determined based on the risk-free rate, adjusted for the risk premium attributed to the Company’s corporate credit rating for a secured or collateralized instrument. Supplemental cash flow information related to leases as of July 31, 2023 were as follows (In thousands): Year Ended July 31, (In thousands) 2023 2022 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows related to operating leases $ 26,428 $ 26,620 Operating cash flows related to finance leases 1 5 Financing cash flows related to finance leases 23 530 Right-of-use assets obtained in exchange for new operating lease liabilities 21,149 24,217 Right-of-use assets obtained in exchange for new finance lease liabilities — — The annual maturities of the Company’s lease liabilities as of July 31, 2023 were as follows: Fiscal year (In thousands) Finance leases Operating leases 2024 $ 13 $ 24,034 2025 — 20,746 2026 — 16,795 2027 — 12,488 2028 — 10,668 Thereafter — 42,305 Total future lease commitments $ 13 $ 127,036 Less: imputed interest — (17,499) Present value of lease liabilities $ 13 $ 109,537 Leases - Lessor The Company’s lessor arrangements include certain facilities and various land locations, of which each qualifies as an operating lease. Certain leases also contain escalation clauses and renewal option clauses calling for increased rents. Where a lease contains an escalation clause or a concession, such as a rent holiday or tenant improvement allowance, the Company includes these items in the determination of the straight-line rental income. The effects of these escalation clauses or concessions have been reflected in lease payments receivable on a straight-line basis over the expected lease term and any variable lease income subsequent to establishing the receivable will be recognized as earned. Future lease payments receivable under operating leases with terms greater than one year as of July 31, 2023 were as follows: Fiscal year (In thousands) Operating leases 2024 $ 5,681 2025 5,490 2026 5,194 2027 5,209 2028 4,478 Thereafter 4,887 Total future lease payments receivable $ 30,939 The cost of the leased space was $51.2 million and $51.2 million as of July 31, 2023 and 2022, respectively. The accumulated depreciation associated with the leased assets was $3.8 million and $2.8 million as of July 31, 2023 and 2022, respectively. Both the leased assets and accumulated depreciation are included in Property and equipment, net on the consolidated balance sheet. Rental income from these operating leases was $18.8 million and $14.8 million for the years ended July 31, 2023 and 2022, respectively, and is included within Service revenues |
Goodwill
Goodwill | 12 Months Ended |
Jul. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The change in the carrying amount of goodwill was as follows: July 31, (In thousands) 2023 2022 Beginning balance $ 401,954 $ 355,717 Adjustments related to business combinations (14,249) 56,051 Effect of foreign currency exchange rates 6,584 (9,814) Ending balance $ 394,289 $ 401,954 In accordance with the guidance in ASC 350, goodwill is tested for impairment on an annual basis or upon the occurrence of circumstances that indicate that goodwill may be impaired. |
Intangibles, Net
Intangibles, Net | 12 Months Ended |
Jul. 31, 2023 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Intangibles, Net | Intangibles, Net The following table sets forth intangible assets by major asset class: Gross Accumulated Net Weighted Average July 31, July 31, July 31, July 31, (In thousands, except remaining useful life) 2023 2022 2023 2022 2023 2022 2023 2022 Amortized intangibles: Supply contracts and customer relationships $ 84,614 $ 71,875 $ (37,614) $ (27,297) $ 47,000 $ 44,578 4 5 Trade names 19,304 18,896 (11,045) (8,867) 8,259 10,029 3 5 Licenses and databases 682 633 (682) (560) — 73 0 1 Indefinite-lived intangibles: Trade names: 7,443 — — — 7,443 — 0 0 Total Intangibles $ 112,043 $ 91,404 $ (49,341) $ (36,724) $ 62,702 $ 54,680 Aggregate amortization expense on intangible assets was $12.4 million, $7.5 million, and $6.9 million for the years ended July 31, 2023, 2022, and 2021, respectively. Intangible amortization expense for the next five fiscal years based upon July 31, 2023 intangible assets is expected to be as follows (In thousands): 2024 $ (12,461) 2025 (10,707) 2026 (10,707) 2027 (10,550) 2028 (9,554) Thereafter (1,280) Total future intangible amortization expense $ (55,259) |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Jul. 31, 2023 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities consisted of the following: July 31, (In thousands) 2023 2022 Accounts payable to sellers $ 143,724 $ 132,294 Buyer deposits and prepayments 138,476 121,931 Trade accounts payable 36,292 54,876 Accrued compensation and benefits 50,914 47,206 Taxes payable (512) 6,906 Accrued insurance 4,850 6,658 Other accrued liabilities 67,066 29,163 Total accounts payable and accrued expenses $ 440,810 $ 399,034 The Company is required to charge for and collect value added taxes ("VAT") on its sales on behalf of various international taxing authorities. The Company records VAT that the Company has billed to the buyers as VAT payable. In addition, the Company is required to pay VAT on our purchases. The Company records VAT that is charged by its vendors as VAT receivable. The Company is required to file VAT returns on at least a quarterly basis with the various international taxing authorities and are entitled to claim the VAT charged by the Company's vendors as VAT credit and these credits can be applied to the Company's VAT payables billed to the buyers. Accordingly, these VAT payables and receivables are presented as net amounts for financial statement purposes and are shown in the taxes payable line in the table above. The Company is partially self-insured for certain losses related to general liability, workers’ compensation and auto liability. Accrued insurance liability represents an estimate of the ultimate cost of claims incurred as of the balance sheet date, including an estimate for reported and unreported claims. The estimated liability is not discounted and is established based upon analysis of historical data, including the severity of the Company’s frequency of claims, actuarial estimates and is reviewed periodically by management to ensure that the liability is appropriate. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Jul. 31, 2023 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Credit Agreement On December 21, 2021, the Company entered into a Second Amended and Restated Credit Agreement by and among Copart, certain subsidiaries of Copart party thereto, the lenders party thereto, and Bank of America, N.A., as administrative agent (the “Second Amended and Restated Credit Agreement”). The Second Amended and Restated Credit Agreement amends and restates certain terms of the First Amended and Restated Credit Agreement, dated as of July 21, 2020, by and among Copart, the lenders party thereto, and Bank of America, N.A., as administrative agent (as successor in interest to Wells Fargo Bank, National Association) (the “Existing Credit Agreement”). The Second Amended and Restated Credit Agreement provides for, among other things, (a) an increase in the secured revolving credit commitments by $200.0 million, bringing the aggregate principal amount of the revolving credit commitments under the Second Amended and Restated Credit Agreement (the “Revolving Loan Facility”) to $1,250.0 million, (b) an increase in the letter of credit sublimit from $60.0 million to $100.0 million, (c) addition of Copart UK Limited, CPRT GmbH and Copart Autos España, S.L.U., each a wholly-owned direct or indirect foreign subsidiary of Copart, as borrowers, (d) addition of the ability to borrow under the Second and Amended and Restated Credit Agreement in certain foreign currencies including Pounds Sterling, Euro and Canadian Dollars, (e) extension of the maturity date of the revolving credit facility under the Existing Credit Agreement from July 21, 2023 to December 21, 2026, (f) replacing the LIBOR interest rate applicable to U.S. Dollar denominated borrowings with a SOFR-based interest rate, and (g) changing the pricing levels with respect to the revolving loans as further described below. The Second and Amended and Restated Credit Agreement provides for the Revolving Loan Facility of $1,250.0 million maturing on December 21, 2026 (including up to $550.0 million equivalent of borrowings in Pounds Sterling, Euro and Canadian Dollars) with a $150.0 million equivalent sub-facility available to CPRT GmbH, a $150.0 million equivalent sub-facility available to Copart Autos España, S.L.U. and a $250.0 million equivalent sub-facility available to Copart UK Limited. The proceeds may be used for general corporate purposes, including working capital and capital expenditures, potential share repurchases, acquisitions, or other investments relating to the Company’s expansion strategies in domestic and international markets. Borrowings under the Second Amended and Restated Credit Agreement bear interest based on, at our option, either (1) the applicable fixed rate plus 1.00% to 1.75% or (2) the daily rate plus 0.0% to 0.75%, in each case, depending on Copart’s consolidated total net leverage ratio. Additionally, the unused revolving commitments under the Second Amended and Restated Credit Agreement are subject to the payment of a customary commitment fee at a range of 0.175% to 0.275%, depending on Copart’s consolidated total net leverage ratio. The applicable fixed rates described above with respect to borrowings denominated in (1) U.S. Dollars is SOFR plus certain “spread adjustments” described in the Second Amended and Restated Credit Agreement, (2) Pounds Sterling is SONIA plus certain “spread adjustments” described in the Second Amended and Restated Credit Agreement, (3) Euro is EURIBOR, and (4) Canadian Dollars is CDOR. The Company had $11.0 million and $0.0 million outstanding borrowings under the Revolving Loan Facility as of July 31, 2023 and July 31, 2022, respectively. The Company’s obligations under the Second Amended and Restated Credit Agreement are guaranteed by certain of the Company’s domestic subsidiaries meeting materiality thresholds set forth in the Second Amended and Restated Credit Agreement. Such obligations, including the guaranties, are secured by substantially all of the assets of the Company and the assets of the subsidiary guarantors pursuant to a Security Documents Confirmation Agreement as part of the Second Amended and Restated Credit Agreement. The Second Amended and Restated Credit Agreement contains customary affirmative and negative covenants, including covenants that limit or restrict the Company and its subsidiaries’ ability to, among other things, incur indebtedness, grant liens, merge or consolidate, dispose of assets, make investments, make acquisitions, enter into transactions with affiliates, pay dividends, or make distributions on and repurchase stock, in each case subject to certain exceptions. The Company is also required to maintain compliance, measured at the end of each fiscal quarter, with a consolidated total net leverage ratio and a consolidated interest coverage ratio. The Second Amended and Restated Credit Agreement contains no restrictions on the payment of dividends and other restricted payments, as defined, as long as (1) the consolidated total net leverage ratio, as defined, both before and after giving effect to any such dividend or restricted payment on a pro forma basis, is less than 3.25:1, in an unlimited amount, (2) if clause (1) is not available, so long as the consolidated total net leverage ratio both before and after giving effect to any such dividend on a pro forma basis is less than 3.50:1, in an aggregate amount not to exceed the available amount, as defined, and (3) if clauses (1) and (2) are not available, in an aggregate amount not to exceed $50.0 million; provided, that, minimum liquidity, as defined, shall be not less than $75.0 million both before and after giving effect to any such dividend or restricted payment. As of July 31, 2023, the consolidated total net leverage ratio was (1.30):1. Minimum liquidity requirement as of July 31, 2023 was $3.6 billion. Accordingly, the Company does not believe that the provisions of the Second Amended and Restated Credit Agreement represent a significant restriction to its ability to pay dividends or to the successful future operations of the business. The Company has not paid a cash dividend since becoming a public company in 1994. The Company was in compliance with all covenants related to the Second Amended and Restated Credit Agreement as of July 31, 2023. Related to the execution of the second Amended and Restated Credit Agreement, the Company incurred $2.7 million in costs, which was capitalized as debt issuance fees. The debt discount is amortized to interest expense over the term of the respective debt instruments and is included in other assets on the balance sheet as no amounts are outstanding on the Revolving Loan Facility. Note Purchase Agreement On December 3, 2014, the Company entered into a Note Purchase Agreement and sold to certain purchasers (collectively, the “Purchasers”) $400.0 million in aggregate principal amount of senior secured notes (the “Senior Notes”) consisting of (i) $100.0 million aggregate principal amount of 4.07% Senior Notes, Series A, due December 3, 2024; (ii) $100.0 million aggregate principal amount of 4.19% Senior Notes, Series B, due December 3, 2026; (iii) $100.0 million aggregate principal amount of 4.25% Senior Notes, Series C, due December 3, 2027; and (iv) $100.0 million aggregate principal amount of 4.35% Senior Notes, Series D, due December 3, 2029. Interest on each of the Senior Notes was due and payable quarterly, in arrears. The Company used proceeds from the Note Purchase Agreement for general corporate purposes. On May 24, 2022, the Company retired 100% of the Senior Notes . The Company paid $420.6 million to retire the Senior Notes which included an additional $16.8 million make-whole payment to the holders of the Senior Notes, and $3.8 million in accrued interest. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jul. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The following table summarizes the carrying values and fair values of the Company’s financial instruments that were not carried at fair value in the consolidated balance sheets: July 31, 2023 July 31, 2022 (In thousands) Carrying Value Total Fair Value Total Carrying Value Total Fair Value Total Assets Cash equivalents $ 674,980 $ 677,515 $ 1,236,990 $ 1,237,337 Investment in held to maturity securities 1,406,589 1,414,903 $ — $ — Total Assets 2,081,569 2,092,418 1,236,990 1,237,337 Liabilities Long-term debt, including current portion $ 11,006 $ 11,006 $ — $ — Total Liabilities 11,006 11,006 — $ — During the year ended July 31, 2023, no transfers were made between any levels within the fair value hierarchy. See Note 1 — Summary of Significant Accounting Policies and Note 9 — Long-Term Debt . |
Net Income Per Share
Net Income Per Share | 12 Months Ended |
Jul. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share The table below reconciles basic weighted average shares outstanding to diluted weighted average shares outstanding: Year Ended July 31, (In thousands) 2023 2022 2021 Weighted average common shares outstanding 953,574 949,676 945,008 Effect of dilutive securities 13,073 14,928 16,152 Weighted average common and dilutive potential common shares outstanding 966,647 964,604 961,160 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jul. 31, 2023 | |
Equity [Abstract] | |
Shareholders' Equity | Stockholders’ Equity General The Company has authorized the issuance of 1.6 billion shares of common stock, with a par value of $0.0001, of which 957,344,162 shares were issued and outstanding at July 31, 2023. As of July 31, 2023 and 2022, the Company had reserved 52,648,002 and 57,512,480 shares of common stock, respectively, for the issuance of options, restricted stock or restricted stock units granted under the Company’s stock option plans and 3,953,154 and 4,401,832 shares of common stock, respectively, for the issuance of shares under the Copart, Inc. Employee Stock Purchase Plan (“ESPP”). The Company has authorized the issuance of five million shares of preferred stock, with a par value of $0.0001, none of which were issued or outstanding at July 31, 2023 or 2022, which have the rights and preferences as the Company’s Board of Directors shall determine, from time to time. Stock Repurchases On September 22, 2011, the Company’s Board of Directors approved a 320 million share increase in the stock repurchase program, bringing the total current authorization to 784 million shares. The repurchases may be effected through solicited or unsolicited transactions in the open market or in privately negotiated transactions. No time limit has been placed on the duration of the stock repurchase program. Subject to applicable securities laws, such repurchases will be made at such times and in such amounts as the Company deems appropriate and may be discontinued at any time. For fiscal 2023, 2022 and 2021, the Company did not repurchase any shares of its common stock under the program. As of July 31, 2023, the total number of shares repurchased under the program was 458,196,792, and subject to applicable limitations under Delaware law, 325,803,208 shares were available for repurchase under the program. In fiscal 2021, certain employees exercised stock options through a cashless exercise. In fiscal 2022 and 2023, no employee exercised stock options through a cashless exercise. A portion of the options exercised were net settled in satisfaction of the exercise price. The Company remitted $0.0 million, $0.0 million and $3.8 million during the years ended July 31, 2023, 2022 and 2021, respectively, to the proper taxing authorities in satisfaction of the employees’ statutory withholding requirements. The exercised stock options, utilizing a cashless exercise, are summarized in the following table: Period Options Exercised Weighted Average Exercise Price Shares Net Settled for Exercise Shares Withheld for Taxes (1) Net Shares to Employees Weighted Average Share Price for Withholding Employee Stock-Based Tax Withholding (in 000s) FY 2021—Q4 360,000 4.43 49,464 117,396 193,140 32.25 3,786 FY 2022 — — — — — — — FY 2023 — — — — — — — (1) Shares withheld for taxes are treated as a repurchase of shares for accounting purposes but do not count against the Company’s stock repurchase program. Employee Stock Purchase Plan The ESPP provides for the purchase of up to an aggregate of 40 million shares of common stock of the Company by employees pursuant to the terms of the ESPP. The Company’s ESPP was adopted by the Board of Directors and approved by the stockholders in 1994. The ESPP was amended and restated in 2003 and again approved by the stockholders. In 2014, a new ESPP was approved by the Board of Directors and approved by the stockholders. Under the ESPP, employees of the Company who elect to participate have the right to purchase common stock at a 15% discount from the lower of the market value of the common stock at the beginning or the end of each six month offering period. The ESPP permits an enrolled employee to make contributions to purchase shares of common stock by having withheld from their salary an amount up to 10% of their compensation (which amount may be increased from time to time by the Company but may not exceed 15% of compensation). No employee may purchase more than $25,000 worth of common stock (calculated at the time the purchase right is granted) in any calendar year. The Compensation Committee of the Board of Directors administers the ESPP. The number of shares of common stock issued pursuant to the ESPP during the years ended July 31, 2023, 2022 and 2021 was 448,714; 375,020; and 437,516; respectively. As of July 31, 2023, there were 36,367,142 shares of common stock issued pursuant to the ESPP and 3,953,154 shares remain available for purchase under the ESPP. Stock Options In December 2007, the Company adopted the Copart, Inc. 2007 Equity Incentive Plan (Plan), presently covering an aggregate of 144 million shares of the Company’s common stock. The Plan provides for the grant of incentive stock options, restricted stock, restricted stock units and other equity-based awards to employees and non-qualified stock options, restricted stock, restricted stock units and other equity-based awards to employees, officers, directors and consultants at prices not less than 100% of the fair market value for incentive and non-qualified stock options, as determined by the Board of Directors at the grant date. Incentive and non-qualified stock options may have terms of up to ten years and vest over periods determined by the Board of Directors. Options generally vest ratably over a five year period. The Plan replaced the Company’s 2001 Stock Option Plan. As of July 31, 2023, 24,993,212 shares were available for grant under the Plan and the number of options that were in-the-money was 23,995,892 at July 31, 2023. The table below sets forth the stock-based compensation recognized by the Company for stock options, restricted stock, and restricted unit awards: Year Ended July 31, (In thousands) 2023 2022 2021 General and administrative $ 32,747 $ 33,838 $ 35,633 Yard operations 6,926 5,127 5,289 Total stock-based compensation $ 39,673 $ 38,965 $ 40,922 There were no material compensation costs capitalized as part of the cost of an asset as of July 31, 2023 and 2022. The Company recognizes compensation expense for stock option awards on a straight-line basis over the requisite service period of the award. The fair value of each option, without a market-based condition was estimated on the measurement date using the Black-Scholes Merton (“BSM”) option-pricing model. For options that included a market-based condition either the Monte Carlo simulation model or a lattice model was used. The Black-Scholes Merton option-pricing model utilized the following assumptions: July 31, 2023 2022 2021 Expected life (in years) 5.0 — 6.3 5.1 — 6.8 5.2 — 6.3 Risk-free interest rate 3.67 % — 3.88 % 0.82 % — 2.70 % 0.42 % — 1.23 % Estimated volatility 29.6 % — 32.0 % 27.9 % — 30.0 % 26.3 % — 28.7 % Expected dividends — % — % — % Weighted average fair value at measurement date $ 12.10 $ 10.59 $ 7.61 Expected life—The Company’s expected life represents the period that the Company’s stock-based awards are expected to be outstanding and was determined based on historical experience of similar awards, giving consideration to the contractual terms of the stock-based awards, vesting schedules and expectations of future employee behavior as influenced by changes to the terms of its stock-based awards. Risk-free interest rate—The Company bases the risk-free interest rate used in the BSM option-pricing model on the implied yield currently available on U.S. Treasury zero-coupon issues with the same or substantially equivalent expected life. Estimated volatility—The Company uses the trading history of its common stock in determining an estimated volatility factor when using the BSM option-pricing model to determine the fair value of options granted. Expected dividend—The Company does not expect to declared dividends. Therefore, the Company uses a zero value for the expected dividend value factor when using the BSM option-pricing model to determine the fair value of options granted. Net cash proceeds from the exercise of stock options were $49.7 million, $28.1 million and $39.0 million for the years ended July 31, 2023, 2022 and 2021, respectively. A summary of the status of the Company’s unvested stock options awards and its activity during the year ended July 31, 2023 was as follows: (In thousands, except per share amounts) Shares Weighted Unvested shares at July 31, 2022 9,576 $ 7.43 Grants of non-vested shares 887 12.94 Vested (3,617) 6.78 Forfeitures or expirations (1,076) 7.22 Unvested shares at July 31, 2023 5,770 $ 8.72 The following is a summary of activity for the Company’s stock options for the year ended July 31, 2023: (In thousands, except per share and term data) Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (In years) Aggregate Intrinsic Value Outstanding as of July 31, 2022 22,788 $ 14.66 5.50 $ 398,331 Grants of options 588 32.75 Exercises (4,474) 11.10 Forfeitures or expirations (1,077) 25.80 Outstanding as of July 31, 2023 17,825 $ 15.47 4.67 $ 512,045 Exercisable as of July 31, 2023 15,033 $ 13.53 4.14 $ 460,993 Vested and expected to vest as of July 31, 2023 17,728 $ 15.41 4.66 $ 510,333 The Company grants option awards to certain executives that contain service and market conditions. The options will become exercisable over five years, subject to continued service by the executive, with 20% vesting on the first anniversary of the grant date and the balance vesting monthly over the subsequent four years. Separate and apart from the time-based vesting schedule, the options are also subject to a market condition requiring the trading price of Copart, Inc. common stock on the NASDAQ Global Select Market to be greater than or equal to 125% of the exercise price of the options, determined both (i) at the time of any exercise, and (ii) based on the closing price on each of the twenty consecutive trading days preceding the date of any exercise. The exercise price of the options is equivalent to the closing price of the Company’s common stock on the grant date. The fair value of the awards is determined at the grant date using either the Lattice or Monte Carlo model, risk-free interest rates ranging from 0.71% to 3.57%, estimated volatility ranging from 25.2% to 29.3%, and no expected dividends. The total estimated compensation expense to be recognized by the Company over the five-year service period for these options is $48.4 million and will be recognized using the accelerated attribution method over each vesting tranche of the award. The Company recognized $12.2 million, $9.8 million and $13.1 million in compensation expense related to these awards for the year ended July 31, 2023, 2022 and 2021, respectively. The following is a summary of activity for the Company’s stock option awards subject to market conditions for the year ended July 31, 2023: (In thousands, except per share and term data) Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (In years) Aggregate Intrinsic Value Outstanding as of July 31, 2022 5,620 $ 23.91 8.33 $ 45,590 Grants of options 300 32.85 Exercises — — Forfeitures or expirations — — Outstanding as of July 31, 2023 5,920 $ 24.37 7.43 $ 117,389 Exercisable as of July 31, 2023 2,941 $ 22.65 7.11 $ 63,356 Vested and expected to vest as of July 31, 2023 5,901 $ 24.36 7.43 $ 117,059 The aggregate intrinsic value in the tables above represents the total pretax intrinsic value (i.e., the difference between the Company’s closing stock price on the last trading day of the year ended July 31, 2023 and the exercise price, times the number of shares) that would have been received by the option holders had all option holders exercised their options on July 31, 2023. The aggregate intrinsic value of options exercised was $131.1 million, $30.5 million and $143.3 million in the years ended July 31, 2023, 2022 and 2021, respectively, and represents the difference between the exercise price of the option and the estimated fair value of the Company’s common stock on the dates exercised. As of July 31, 2023, the total compensation cost related to non-vested stock-based awards granted to employees under the Company’s stock option plans but not yet recognized was $33.3 million. This cost will be amortized on a straight-line basis over a weighted average remaining term of 2.65 years. The fair value of options vested for the years ended July 31, 2023, 2022 and 2021 was $24.5 million, $29.0 million and $19.0 million, respectively. The following table summarizes stock options outstanding and exercisable as of July 31, 2023: (In thousands, except per share amounts) Options Outstanding Options Exercisable Range of Exercise Prices Number Weighted Weighted Number Weighted $4.37 — $4.56 2,597 1.66 $ 4.47 2,597 $ 4.47 $4.65 — $8.70 3,014 3.32 6.98 3,014 6.98 $9.08 — $21.26 10,821 5.62 15.91 8,636 15.04 $22.15 — $36.41 7,313 7.13 29.42 3,727 28.85 Outstanding as of July 31, 2023 23,745 5.36 $ 17.69 17,974 $ 15.02 The Company’s restricted stock awards (“RSA”) and restricted stock unit awards (“RSU”) have generally been issued with vesting periods ranging from two years to five years and vest solely on service conditions. Accordingly, the Company recognizes compensation expense for RSA and RSU awards on a straight-line basis over the requisite service period of the award. The following is a summary of activity for the Company’s RSA’s and RSU’s for the for the year ended July 31, 2023: (In thousands, except per share data) Restricted Shares Weighted Average Grant Date Fair Value Outstanding as of July 31, 2022 708 $ 30.14 Grants 539 32.52 Vested (384) 30.63 Forfeitures or expirations (63) 26.89 Outstanding as of July 31, 2023 800 $ 31.77 |
Income Taxes
Income Taxes | 12 Months Ended |
Jul. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income before taxes consisted of the following: Year Ended July 31, (In thousands) 2023 2022 2021 U.S. $ 1,437,126 $ 1,241,177 $ 1,022,134 International 117,202 99,777 99,712 Total income before taxes $ 1,554,328 $ 1,340,954 $ 1,121,846 Income tax expense (benefit) from continuing operations consisted of the following: Year Ended July 31, (In thousands) 2023 2022 2021 Federal: Current $ 243,253 $ 179,840 $ 135,216 Deferred (4,642) 14,115 (4,259) 238,611 193,955 130,957 State: Current 47,507 33,078 34,302 Deferred 813 1,689 (3,489) 48,320 34,767 30,813 International: Current 26,150 23,247 23,575 Deferred 3,506 (1,145) 6 29,656 22,102 23,581 Income tax expense $ 316,587 $ 250,824 $ 185,351 A reconciliation of the expected U.S. statutory tax rate to the actual effective income tax rate is as follows: Year Ended July 31, (In thousands) 2023 2022 2021 Federal statutory rate 21.0 % 21.0 % 21.0 % State income taxes, net of federal income tax benefit 2.0 % 1.3 % 1.5 % International rate differential (0.3) % (0.5) % (0.5) % Compensation and fringe benefits (1) (1.0) % (0.6) % (1.9) % FDII and/or GILTI (2.8) % (2.8) % (3.1) % Federal return to provision adjustment (0.1) % 0.6 % (1.8) % Federal amended return adjustment — % (1.3) % — % Other differences 1.6 % 1.0 % 1.3 % Effective tax rate 20.4 % 18.7 % 16.5 % (1) Included in the compensation and fringe benefits rate reconciliation is the impact of the Company’s adoption of ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting. Under this standard, all excess tax benefits and tax deficiencies related to exercises of stock options are recognized as income tax expense or benefit in the income statement as discrete items in the reporting period in which they occur. The tax effects of temporary differences that give rise to significant portions of the deferred tax assets (liabilities) are presented below: July 31, (In thousands) 2023 2022 Deferred tax assets: Allowance for credit loss $ 1,505 $ 1,210 Accrued compensation and benefits 17,008 16,965 Operating lease liabilities 22,891 24,379 Accrued other 2,212 5,053 Deferred revenue 5,349 4,560 Losses carried forward 41,589 29,936 Federal tax benefit 14,798 14,542 Total gross deferred tax assets 105,352 96,645 Less: Valuation allowance (40,346) (29,171) Net deferred tax assets 65,006 67,474 Deferred tax liabilities: Vehicle pooling costs (25,808) (23,655) Property and equipment (70,086) (72,975) Operating lease right-of-use assets (23,169) (24,369) Other prepaids (2,548) (728) Intangibles and goodwill (33,150) (25,431) Total gross deferred tax liabilities (154,761) (147,158) Net deferred tax liabilities $ (89,755) $ (79,684) On December 22, 2017 legislation, commonly referred to as the Tax Cuts and Jobs Act (the “Act”), was enacted. The Act contains Global Intangible Low-Taxed Income (“GILTI”) provisions, which first impacted the Company in fiscal year 2019. The GILTI provisions effectively subject income earned by the Company's foreign subsidiaries to current U.S. tax at a rate of 10.5%, less foreign tax credits. Under U.S. GAAP, the Company can make an accounting policy election to either recognize deferred taxes for temporary differences expected to impact GILTI in future years or provide for tax expense related to GILTI in the year the tax is incurred as a period expense. The Company has elected to treat tax generated by GILTI provisions as a period expense. The Company has no GILTI inclusion for the fiscal year ended July 31, 2023. The Act also includes a favorable tax treatment for certain Foreign Derived Intangible Income (“FDII”), effective for the Company starting August 1, 2018. The Company’s estimate for FDII had a material impact to the effective income tax rate and income tax expense for the fiscal year ended July 31, 2023. The Company’s effective income tax rates were 20.4%, 18.7%, and 16.5% for fiscal 2023, 2022 and 2021, respectively. The Company’s U.S. federal statutory tax rate for fiscal years 2023, 2022, and 2021 was 21.0%. The effective tax rate for the fiscal year ending July 31, 2023 was favorably impacted by $1.5 million of discrete tax adjustments made in connection with finalizing the Company’s fiscal year 2022 tax return, and favorably impacted by a $42.6 million FDII deduction in the current year. The effective tax rate for the fiscal year ending July 31, 2022 was unfavorably impacted by $8.2 million of discrete tax adjustments made in connection with finalizing the Company’s fiscal year 2021 tax return, favorably impacted by $17.0 million of discrete tax items related to amending previously filed income tax returns, and favorably impacted by a $37.2 million FDII deduction. The effective tax rate for the fiscal year ending July 31, 2021 was favorably impacted by $19.8 million of discrete tax adjustments made in connection with finalizing the Company’s fiscal year 2020 tax return. The effective tax rates were also impacted by the recognition of excess tax benefits from the exercise of employee stock-based compensation of $21.0 million, $14.4 million, and $29.8 million, for fiscal years ended July 31, 2023, 2022, and 2021, respectively. The Company’s ability to realize deferred tax assets is dependent on its ability to generate future taxable income. Accordingly, the Company has established a valuation allowance in taxable jurisdictions where the utilization of the tax assets is uncertain. Additional timing differences or future tax losses may occur which could warrant a need for establishing additional valuation allowances against certain deferred tax assets. During fiscal year 2023, the Company recorded a $11.1 million increase in valuation allowances primarily due to additional operating losses generated in foreign jurisdictions unlikely to be realized. As of July 31, 2023 and 2022, the Company had foreign operating losses of $41.6 million and $29.9 million (tax effected), respectively. The foreign operating losses, subject to certain limitations, usually can be carried forward indefinitely. However, these losses are subject to valuation allowance based on realizability. The valuation allowance for the fiscal year ended July 31, 2023 and 2022 was $40.3 million and $29.2 million, respectively, which are primarily related to operating losses in certain foreign jurisdictions. The following table summarizes the activities related to the Company’s unrecognized tax benefits resulting from uncertain tax positions. July 31, (In thousands) 2023 2022 2021 Beginning balance $ 55,754 $ 47,061 $ 36,123 Increases related to current year tax positions 10,006 14,809 13,122 Prior year tax positions: Increases recognized during the period 1,388 1,393 8,782 Decreases recognized during the period (7,623) (2,163) (5,749) Cash settlements during the period (403) (3,524) (3,261) Lapse of statute of limitations (1,677) (1,822) (1,956) Ending balance $ 57,445 $ 55,754 $ 47,061 As of July 31, 2023 and 2022, if recognized, the portion of liabilities for unrecognized tax benefits resulting from uncertain tax positions that would favorably affect the Company’s effective tax rate was $45.3 million and $44.2 million , respectively. It is possible that the amount of unrecognized tax benefits will change in the next twelve months, due to tax legislation updates or future audit outcomes; however, an estimate of the range of the possible change cannot be made at this time. The Company recognizes interest and penalties related to income tax matters in income tax expense. As of July 31, 2023, 2022 and 2021, the Company had accrued interest and penalties related to unrecognized tax benefits of $11.7 million, $8.9 million and $7.2 million, respectively. The Company files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions. The Company is currently under examination by certain taxing authorities in the U.S. for fiscal years between 2016 and 2021. At this time, the Company does not believe that the outcome of any examination will have a material impact on the Company’s consolidated results of operations and financial position. The Act significantly lowered the additional federal income tax upon the repatriation of undistributed earnings generated by our foreign subsidiaries. As the Company determined these undistributed foreign earnings along with any additional outside basis differences were indefinitely reinvested as of July 31, 2023, no deferred tax was therefore provided. The undistributed earnings, as of July 31, 2023, were estimated to be approximately $377.7 million. The Company believes it is not practicable to estimate the amount of deferred tax liability related to the entire outside basis differences due to the complexity of the calculation and the uncertainty regarding assumptions necessary to compute the tax. However, the Company would not anticipate any significant tax liability associated with the repatriation of the undistributed earnings. |
Segments and Other Geographic R
Segments and Other Geographic Reporting | 12 Months Ended |
Jul. 31, 2023 | |
Segment Reporting [Abstract] | |
Segments and Other Geographic Reporting | Segments and Other Geographic Reporting The Company’s U.S. and International regions are considered two separate operating segments and are disclosed as two reportable segments. The segments represent geographic areas and reflect how the chief operating decision maker allocates resources and measures results, including total revenues and operating income. The following tables present financial information by segment: Year Ended July 31, 2023 (In thousands) United States International Total Service revenues $ 2,841,641 $ 356,487 $ 3,198,128 Vehicle sales 348,007 323,383 671,390 Total service revenues and vehicle sales 3,189,648 679,870 3,869,518 Yard operations 1,292,527 225,502 1,518,029 Cost of vehicle sales 326,764 287,734 614,498 General and administrative 202,260 48,162 250,422 Operating income $ 1,368,097 $ 118,472 $ 1,486,569 Depreciation and amortization, excluding debt costs $ 135,804 $ 23,674 $ 159,478 Capital expenditures, including acquisitions 373,190 143,446 516,636 Total assets 5,825,064 912,815 6,737,879 Goodwill 270,269 124,020 394,289 Year Ended July 31, 2022 (In thousands) United States International Total Service revenues $ 2,533,165 $ 319,875 $ 2,853,040 Vehicle sales 411,985 235,896 647,881 Total service revenues and vehicle sales 2,945,150 555,771 3,500,921 Yard operations 1,123,986 185,511 1,309,497 Cost of vehicle sales 380,928 204,275 585,203 General and administrative 192,667 38,557 231,224 Operating income $ 1,247,569 $ 127,428 $ 1,374,997 Depreciation and amortization, excluding debt costs $ 120,635 $ 17,350 $ 137,985 Capital expenditures, including acquisitions 297,632 146,420 444,052 Total assets 4,615,788 693,076 5,308,864 Goodwill 270,269 131,685 401,954 Year Ended July 31, 2021 (In thousands) United States International Total Service revenues $ 2,017,504 $ 274,363 $ 2,291,867 Vehicle sales 254,568 146,076 400,644 Total service revenues and vehicle sales 2,272,072 420,439 2,692,511 Yard operations 849,037 154,255 1,003,292 Cost of vehicle sales 227,365 118,763 346,128 General and administrative 172,115 34,550 206,665 Operating income $ 1,023,555 $ 112,871 $ 1,136,426 Depreciation and amortization, excluding debt costs $ 107,765 $ 14,206 $ 121,971 Capital expenditures, including acquisitions 390,706 77,290 467,996 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jul. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Commitments Letters of Credit Under a letter of credit facility separate from our Revolving Loan Facility, the Company had outstanding letters of credit of $14.7 million at July 31, 2023, which are primarily used to secure certain insurance obligations. Contingencies Legal Proceedings The Company is subject to threats of litigation and is involved in actual litigation and damage claims arising in the ordinary course of business, such as actions related to injuries, property damage, contract disputes, and handling or disposal of vehicles. There are no material pending legal proceedings to which the Company is a party, or with respect to which any of the Company’s property is subject. The Company provides for costs relating to matters when a loss is probable and the amount can be reasonably estimated. The effect of the outcome of any such matters on the Company’s future consolidated results of operations and cash flows cannot be predicted because any such effect depends on future results of operations and the amount and timing of the resolution of any such matters. The Company believes that any ultimate liability regarding existing litigation and claims would not have a material effect on its consolidated results of operations, financial position, or cash flows. However, the amount of the liabilities associated with claims, if any, cannot be determined with certainty. The Company maintains insurance which may or may not provide coverage for claims made against the Company. There is no assurance that there will be insurance coverage available when and if needed. Additionally, the insurance that the Company carries requires that the Company pay for costs and/or claims exposure up to the amount of the insurance deductibles. |
Guarantees - Indemnifications t
Guarantees - Indemnifications to Officers and Directors | 12 Months Ended |
Jul. 31, 2023 | |
Guarantees [Abstract] | |
Guarantees - Indemnifications to Officers and Directors | Guarantees — Indemnifications to Officers and Directors The Company typically enters into indemnification agreements with its directors and certain of its officers to indemnify them to the extent permitted by law against any and all liabilities, costs, expenses, amounts paid in settlement and damages incurred by the directors and officers as a result of any lawsuit, or any judicial, administrative or investigative proceeding in which the directors and officers are sued as a result of their service to the Company. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jul. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions There were no amounts due to or from related parties as of July 31, 2023 and 2022. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Jul. 31, 2023 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | Employee Benefit Plan The Company sponsors a 401(k) defined contribution plan covering its eligible employees. The plan is available to all U.S. employees who meet minimum age and service requirements and provides employees with tax deferred salary deductions and alternative investment options. The Company matches 20% of employee contributions up to 15% of employee salary deferral. The Company recognized expenses of $2.2 million, for the year ended July 31, 2023, and $1.9 million for each of the years ended July 31, 2022 and 2021, related to this plan. The Company also sponsors an additional defined contribution plan for its U.K. employees, which is available to all U.K. employees who meet minimum service requirements. The Company matches up to 5% of employee contributions. The Company recognized expenses of $1.6 million, for the year ended July 31, 2023, and $1.4 million for each of the years ended July 31, 2022 and 2021, related to this plan. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net income | $ 1,237,741 | $ 1,090,130 | $ 936,495 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jul. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jul. 31, 2023 | |
Accounting Policies [Abstract] | |
The Consolidated Financial Statements | The consolidated financial statements of the Company include the accounts of the parent company and its wholly-owned subsidiaries. Significant intercompany transactions and balances have been eliminated in consolidation. On October 3, 2022, the Company’s Board of Directors approved a two-for-one common stock split effected in the form of a stock dividend subject to and contingent upon, among other things, obtaining stockholder approval of an amendment to the Company’s certificate of incorporation to increase the number of authorized shares of common stock. On October 31, 2022, the Company’s stockholders approved such increase at a special meeting of stockholders. As such, on November 3, 2022, the Company effected the two-for-one stock dividend to stockholders of record as of October 6, 2022. On August 4, 2023, the Company’s Board of Directors approved a two-for-one common stock split effected in the form of a stock dividend entitling each stockholder of record to receive one additional share of common stock for every one share owned. On August 21, 2023, the Company effected the two-for-one stock dividend to stockholders of record as of August 14, 2023. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Estimates include, but are not limited to, vehicle pooling costs; income taxes; stock-based compensation; and contingencies. Actual results may differ from these estimates. |
Revenue Recognition | Revenue Recognition The Company’s primary performance obligation is the auctioning of consigned vehicles through an online auction process. Service revenue and vehicle sales revenue are recognized at the date the vehicles are sold at auction, excluding annual registration fees. Costs to prepare the vehicles for auction, including inbound transportation costs and titling fees, are deferred and recognized at the time of revenue recognition at auction. The Company’s disaggregation between service revenues and vehicle sales at the segment level reflects how the nature, timing, amount and uncertainty of its revenues and cash flows are impacted by economic factors. The Company reports sales taxes on relevant transactions on a net basis in the Company’s consolidated results of operations, and therefore does not include sales taxes in revenues or costs. Service revenues The Company’s service revenue consists of auction and auction related sales transaction fees charged for vehicle remarketing services. Within this revenue category, the Company’s primary performance obligation is the auctioning of consigned vehicles through an online auction process. These auction and auction related services may include a combination of vehicle purchasing fees, vehicle listing fees, and vehicle selling fees that can be based on a predetermined percentage of the vehicle sales price, tiered vehicle sales price driven fees, or at a fixed fee based on the sale of each vehicle regardless of the selling price of the vehicle; transportation fees for the cost of transporting the vehicle to or from the Company’s facility; title processing and preparation fees; vehicle storage fees; bidding fees; and vehicle loading fees. These services are not distinct within the context of the contract. Accordingly, revenue for these services is recognized when the single performance obligation is satisfied at the completion of the auction process. The Company does not take ownership of these consigned vehicles, which are stored at the Company’s facilities located throughout the U.S. and at its international locations. These fees are recognized as net revenue (not gross vehicle selling price) at the time of auction in the amount of such fees charged. The Company has a separate performance obligation related to providing access to its online auction platform as the Company charges members an annual registration fee for the right to participate in its online auctions and access the Company’s bidding platform. This fee is recognized ratably over the term of the arrangement, generally one year, as each day of access to the online auction platform represents the best depiction of the transfer of the service. No provision for returns has been established, as all sales are final with no right of return or warranty, although the Company provides for expected credit losses in the case of non-performance by its buyers or sellers. Year Ended July 31, (In thousands) 2023 2022 2021 Service revenues United States $ 2,841,641 $ 2,533,165 $ 2,017,504 International 356,487 319,875 274,363 Total service revenues $ 3,198,128 $ 2,853,040 $ 2,291,867 Vehicle sales Certain vehicles are purchased and remarketed on the Company’s own behalf. The Company has a single performance obligation related to the sale of these vehicles, which is the completion of the online auction process. Vehicle sales revenue is recognized on the auction date. As the Company acts as a principal in vehicle sales transactions, the gross sales price at auction is recorded as revenue. Year Ended July 31, (In thousands) 2023 2022 2021 Vehicle sales United States $ 348,007 $ 411,985 $ 254,568 International 323,383 235,896 146,076 Total vehicle sales $ 671,390 $ 647,881 $ 400,644 Contract assets The Company capitalizes certain contract assets related to obtaining a contract, where the amortization period for the related asset is greater than one year. These assets are amortized over the expected life of the customer relationship. Contract assets are classified as current or long-term other assets, based on the timing of when the Company expects to recognize the related revenues and are amortized as an offset to the associated revenues on a straight-line basis. The Company assesses these costs for impairment at least quarterly and as “triggering” events occur that indicate it is more likely than not that an impairment exists. The contract asset costs where the amortization period for the related asset is one year or less are expensed as incurred and recorded within general and administrative expenses in the accompanying consolidated statements of income. |
Vehicle Pooling Costs | Vehicle Pooling CostsThe Company defers costs that relate directly to the fulfillment of its contracts associated with vehicles consigned to and received by the Company, but not sold as of the end of the period. The Company quantifies the deferred costs using a calculation that includes the number of vehicles at its facilities at the beginning and end of the period, the number of vehicles sold during the period, and an allocation of certain yard operation costs of the period. The primary expenses allocated and deferred are inbound transportation costs, titling fees, certain facility costs, labor, and vehicle processing. If the allocation factors change, then yard operation expenses could increase or decrease correspondingly in the future. These costs are expensed into yard operations expenses as vehicles are sold in subsequent periods on an average cost basis. |
Foreign Currency Translation | Foreign Currency Translation The Company records foreign currency translation adjustments from the process of translating the functional currency of the financial statements of its foreign subsidiaries into the U.S. dollar reporting currency. The British pound, Canadian dollar, Brazilian real, European Union euro, U.A.E. dirham, Omani rial, and Bahraini dinar are the functional currencies of the Company’s foreign subsidiaries as they are the primary currencies within the economic environment in which each subsidiary operates. The original equity investment in the respective subsidiaries is translated at historical rates. Assets and liabilities of the respective subsidiary’s operations are translated into U.S. dollars at period-end exchange rates, and revenues and expenses are translated into U.S. dollars at average exchange rates in effect during each reporting period. Adjustments resulting from the translation of each subsidiary’s financial statements are reported in other comprehensive income. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company records its financial assets and liabilities at fair value in accordance with the framework for measuring fair value in U.S. GAAP. In accordance with Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures , the Company considers fair value as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants under current market conditions. This framework establishes a fair value hierarchy that prioritizes the inputs used to measure fair value: Level I Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities traded in active markets. Level II Inputs other than quoted prices included within Level I that are observable for the asset or liability, either directly or indirectly. Level III Inputs that are generally unobservable. These inputs may be used with internally developed methodologies that result in management’s best estimate. The amounts recorded for financial instruments in the Company’s consolidated financial statements, which included cash, restricted cash, accounts receivable, accounts payable, accrued liabilities, and amounts outstanding under the Revolving Loan Facility approximated their fair values approximated their fair values as of July 31, 2023 and 2022, due to the short-term nature of those instruments and are classified within Level II of the fair value hierarchy. Cash equivalents and long term debt are classified within Level II of the fair value hierarchy because they are valued using quoted market prices of the underlying investments. Held to maturity investments are classified within level I of the fair value hierarchy because they are valued at quoted prices for identical assets that are traded in active markets. See Note 9 — Long-Term Debt and Note 10 – Fair Value Measurements. |
Cost of Vehicle Sales | Cost of Vehicle Sales Cost of vehicle sales includes the purchase price of vehicles sold for the Company’s own account. |
Yard Operations | Yard OperationsYard operations expenses consist primarily of operating personnel (which includes yard management, clerical and yard employees); rent; vehicle transportation; insurance; property related taxes; fuel; equipment maintenance and repair; and marketing costs directly related to the auction process. |
General and Administrative Expenses | General and Administrative Expenses General and administrative expenses consist primarily of executive management; accounting; data processing; sales personnel; professional services; marketing expenses; and system maintenance and enhancements. |
Advertising | AdvertisingAll advertising costs are expensed as incurred and are included in yard operations expenses for costs directly related to the auction process and the remainder in general and administrative expenses on the consolidated statements of income. |
Other Income (Expense) | Other Income (Expense) Other income (expense) consists primarily of interest income on Treasury bills on held to maturity securities, interest expense on long-term debt; foreign exchange rate gains and losses; gains and losses from the disposal of assets, which will fluctuate based on the nature of these activities each period; and earnings from unconsolidated affiliates. |
Income Taxes and Deferred Tax Assets | Income Taxes and Deferred Tax Assets Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities, their respective tax basis, and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Company considers the need to maintain a valuation allowance on deferred tax assets based on an assessment of whether it is more likely than not that the Company would realize those deferred tax assets based on future reversals of existing taxable temporary differences and the ability to generate sufficient taxable income within the carryforward period available under the applicable tax law. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Excess tax benefits and deficiencies related to exercises of stock options are recognized as expense or benefit in the consolidated statements of income as discrete items in the reporting period in which they occur. The Company applies the provisions of the accounting standard for uncertain tax positions to its income taxes. In determining net income for financial statement purposes, the Company makes certain estimates and judgments in the calculation of tax provisions and the resultant tax liabilities. In the ordinary course of global business, there may be transactions and calculations where the ultimate tax outcome is uncertain. The calculation of tax liabilities involves dealing with uncertainties in the interpretation and application of complex tax laws, and significant judgment is necessary to (i) determine whether, based on the technical merits, a tax position is more likely than not to be sustained and (ii) measure the amount of tax benefit that qualifies for recognition. The Company recognizes potential liabilities for anticipated tax audit issues in the U.S. and other tax jurisdictions based on an estimate of the ultimate resolution of whether, and the extent to which, additional taxes will be due. Although the Company believes the estimates are reasonable, no assurance can be given that the final outcome of these matters will not be different from what is reflected in the historical income tax provisions and accruals. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense. |
Net Income Per Share | Net Income Per ShareBasic net income per share amounts were computed by dividing consolidated net income by the weighted average number of common shares outstanding during the period. Diluted net income per share amounts were computed by dividing consolidated net income by the weighted average number of common shares outstanding plus dilutive potential common shares calculated for stock options outstanding during the period using the treasury stock method. |
Cash, Cash Equivalents, and Restricted Cash and Investments | Cash, Cash Equivalents, and Restricted Cash and Investments The Company considers all highly liquid investments purchased with original maturities of three months or less at the time of purchase to be cash equivalents. Cash, cash equivalents, and restricted cash include cash held in checking, certificates of deposit, U.S. Treasury Bills, and money market accounts. The Company periodically invests its excess cash in money market funds and U.S. Treasury Bills. The Company’s cash, cash equivalents, and restricted cash are placed with high credit quality financial institutions. |
Inventory | Inventory Inventories of purchased vehicles are stated at the lower of cost or estimated realizable value. Cost includes the Company’s cost of acquiring ownership of the vehicle. The cost of vehicles sold is charged to cost of vehicle sales as sold on a specific identification basis. |
Accounts Receivable | Accounts Receivable Accounts receivable, which consist primarily of advance charges receivable from the Company’s sellers and the gross sales price of the vehicle due from buyers, are recorded when billed, advanced or accrued and represent claims against third parties that will be settled in cash. Advance charges receivable represents amounts paid to third parties on behalf of insurance companies for which the Company will be reimbursed when the vehicle is sold. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments, which subject the Company to potential credit risk, consist of its cash, cash equivalents, and restricted cash, short-term investments and accounts receivable. The Company adheres to its investment policy when placing investments. The investment policy has established guidelines to limit the Company’s exposure to credit risk by placing investments with high credit quality financial institutions, diversifying its investment portfolio, limiting investments in any one issuer or pooled fund and placing investments with maturities that maintain safety and liquidity. Deposits with these financial institutions may exceed the amount of insurance provided; however, these deposits typically are redeemable upon demand and, therefore, the Company believes that the financial risks associated with these financial instruments are minimal. The Company generally does not require collateral on its accounts receivable. The Company estimates its allowances for credit loss based on historical collection trends, the age of outstanding receivables and existing economic conditions. If events or changes in circumstances indicate that specific receivable balances may be impaired, further consideration is given to the collectability of those balances and the allowance is adjusted accordingly. Past-due account balances are written off when the Company’s internal collection efforts have been unsuccessful in collecting the amounts due. The Company does not have off-balance sheet credit exposure related to its customers and to date. The Company has not experienced significant credit-related losses. |
Property and Equipment | Property and Equipment Property and equipment is stated at cost, less accumulated depreciation and amortization. Property and leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or the estimated useful lives of the respective improvements, which is between seven . Significant improvements which substantially extend the useful lives of assets are capitalized. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation and amortization are computed on a straight-line basis over the estimated useful lives: three three three seven |
Goodwill | Goodwill In accordance with ASC 350, Intangibles—Goodwill and Other |
Capitalized Software Costs | Capitalized Software CostsThe Company capitalizes system development costs and website development costs related to the enterprise computing services during the application development stage. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Internal-use software is amortized on a straight-line basis over its estimated useful life, generally three |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock-based awards to employees and non-employees using the fair value method as required by ASC 718, Compensation—Stock Compensation |
Comprehensive Income | Comprehensive Income Comprehensive income includes all changes in stockholders’ equity during a period from non-stockholder sources. For the years ended July 31, 2023, 2022 and 2021, accumulated other comprehensive income (loss) was the effect of foreign currency translation adjustments. Deferred taxes are not provided on cumulative translation adjustments where the Company expects earnings of a foreign subsidiary to be indefinitely reinvested. |
Segments and Other Geographic Reporting | The Company’s U.S. and International regions are considered two separate operating segments and are disclosed as two reportable segments. The segments represent geographic areas and reflect how the chief operating decision maker allocates resources and measures results, including total revenues and operating income. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Accounting Policies [Abstract] | |
Schedule of Disaggregation of Revenue | Year Ended July 31, (In thousands) 2023 2022 2021 Service revenues United States $ 2,841,641 $ 2,533,165 $ 2,017,504 International 356,487 319,875 274,363 Total service revenues $ 3,198,128 $ 2,853,040 $ 2,291,867 Year Ended July 31, (In thousands) 2023 2022 2021 Vehicle sales United States $ 348,007 $ 411,985 $ 254,568 International 323,383 235,896 146,076 Total vehicle sales $ 671,390 $ 647,881 $ 400,644 |
Contract with Customer, Asset and Liability | The change in the carrying amount of contract assets was as follows (In thousands): Balance as of July 31, 2021 $ 7,485 Capitalized contract assets during the period 828 Costs amortized during the period (2,985) Effect of foreign currency exchange rates (550) Balance as of July 31, 2022 $ 4,778 Capitalized contract assets during the period 26,540 Costs amortized during the period (5,770) Effect of foreign currency exchange rates 178 Balance as of July 31, 2023 $ 25,726 |
Schedule of Foreign Currency Translation | The cumulative effects of foreign currency exchange rate fluctuations were as follows (In thousands): Cumulative loss on foreign currency translation as of July 31, 2021 $ (100,860) Loss on foreign currency translation (68,505) Cumulative loss on foreign currency translation as of July 31, 2022 $ (169,365) Gain on foreign currency translation 28,359 Cumulative loss on foreign currency translation as of July 31, 2023 $ (141,006) |
Schedule of Held to Maturity Securities | The table below shows the amortized cost, associated gross unrealized gains and associated fair value of held to maturity securities (In thousands). Amortized Cost Gross Unrealized Gains Fair Value Investment in held to maturity securities $ 1,406,589 $ 8,314 $ 1,414,903 |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | |
Schedule of Accounts Receivable | Accounts receivable, net consisted of: July 31, (In thousands) 2023 2022 Advance charges receivable $ 537,261 $ 440,650 Trade accounts receivable 157,083 137,243 Other receivables 16,334 7,257 710,678 585,150 Less: Allowance for credit loss (8,640) (6,577) Accounts receivable, net $ 702,038 $ 578,573 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net consisted of the following: July 31, (In thousands) 2023 2022 Land $ 1,812,001 $ 1,526,446 Buildings and improvements 1,339,820 1,209,331 Transportation and other equipment 490,136 429,405 Office furniture and equipment 91,031 84,728 Software 89,575 78,216 3,822,563 3,328,126 Less: Accumulated depreciation and amortization (978,224) (842,362) Property and equipment, net $ 2,844,339 $ 2,485,764 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Leases [Abstract] | |
Schedule of Lease Cost | Components of lease expense were as follows: Year Ended July 31, (In thousands) 2023 2022 Operating lease expense $ 26,646 $ 27,668 Finance lease expense: Amortization of right-of-use assets 23 520 Interest on finance lease liabilities 1 5 Short-term lease expense 4,554 5,649 Variable lease expense 1,178 1,466 Total lease expense $ 32,402 $ 35,308 The weighted-average remaining lease terms and discount rates as of July 31, 2023 were as follows: Weighted-Average Remaining Lease Term (In years) Weighted-Average Discount Rate (1) Operating leases 8.74 3.15 % Finance leases 0.62 2.82 % (1) The Company cannot determine the interest rate implicit in the Company’s leases. Therefore, the discount rate represents the Company’s incremental borrowing rate and is determined based on the risk-free rate, adjusted for the risk premium attributed to the Company’s corporate credit rating for a secured or collateralized instrument. |
Schedule of Right-of use Assets and Lease Liabilities | The components of right-of-use assets and lease liabilities on the consolidated balance sheet are as follows (In thousands): Lease Asset and Liabilities Balance Sheet Classification (In thousands) July 31, 2023 July 31, 2022 Operating lease right-of-use assets Operating lease right-of-use assets $ 108,139 $ 116,303 Finance lease right-of-use assets Property and equipment, net 30 50 Total lease assets, net $ 108,169 $ 116,353 Operating lease liabilities - current Current portion of operating and finance lease liabilities $ 21,455 $ 21,771 Finance lease liabilities - current Current portion of operating and finance lease liabilities 13 23 Operating lease liabilities - non-current Operating and finance lease liabilities, net of current portion 88,082 95,670 Finance lease liabilities - non-current Operating and finance lease liabilities, net of current portion — 13 Total lease liabilities $ 109,550 $ 117,477 |
Schedule of Cash Flow, Supplemental Disclosures | Supplemental cash flow information related to leases as of July 31, 2023 were as follows (In thousands): Year Ended July 31, (In thousands) 2023 2022 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows related to operating leases $ 26,428 $ 26,620 Operating cash flows related to finance leases 1 5 Financing cash flows related to finance leases 23 530 Right-of-use assets obtained in exchange for new operating lease liabilities 21,149 24,217 Right-of-use assets obtained in exchange for new finance lease liabilities — — |
Schedule of Maturity of Finance leases | The annual maturities of the Company’s lease liabilities as of July 31, 2023 were as follows: Fiscal year (In thousands) Finance leases Operating leases 2024 $ 13 $ 24,034 2025 — 20,746 2026 — 16,795 2027 — 12,488 2028 — 10,668 Thereafter — 42,305 Total future lease commitments $ 13 $ 127,036 Less: imputed interest — (17,499) Present value of lease liabilities $ 13 $ 109,537 |
Schedule of Maturity of Operating Lease | The annual maturities of the Company’s lease liabilities as of July 31, 2023 were as follows: Fiscal year (In thousands) Finance leases Operating leases 2024 $ 13 $ 24,034 2025 — 20,746 2026 — 16,795 2027 — 12,488 2028 — 10,668 Thereafter — 42,305 Total future lease commitments $ 13 $ 127,036 Less: imputed interest — (17,499) Present value of lease liabilities $ 13 $ 109,537 |
Schedule of Future Lease Payments Receivable | Future lease payments receivable under operating leases with terms greater than one year as of July 31, 2023 were as follows: Fiscal year (In thousands) Operating leases 2024 $ 5,681 2025 5,490 2026 5,194 2027 5,209 2028 4,478 Thereafter 4,887 Total future lease payments receivable $ 30,939 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Change in Carrying Amount of Goodwill | The change in the carrying amount of goodwill was as follows: July 31, (In thousands) 2023 2022 Beginning balance $ 401,954 $ 355,717 Adjustments related to business combinations (14,249) 56,051 Effect of foreign currency exchange rates 6,584 (9,814) Ending balance $ 394,289 $ 401,954 |
Intangibles, Net (Tables)
Intangibles, Net (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Schedule of Intangible Assets | The following table sets forth intangible assets by major asset class: Gross Accumulated Net Weighted Average July 31, July 31, July 31, July 31, (In thousands, except remaining useful life) 2023 2022 2023 2022 2023 2022 2023 2022 Amortized intangibles: Supply contracts and customer relationships $ 84,614 $ 71,875 $ (37,614) $ (27,297) $ 47,000 $ 44,578 4 5 Trade names 19,304 18,896 (11,045) (8,867) 8,259 10,029 3 5 Licenses and databases 682 633 (682) (560) — 73 0 1 Indefinite-lived intangibles: Trade names: 7,443 — — — 7,443 — 0 0 Total Intangibles $ 112,043 $ 91,404 $ (49,341) $ (36,724) $ 62,702 $ 54,680 |
Schedule of Aggregate Amortization Expense on Intangible Assets | Intangible amortization expense for the next five fiscal years based upon July 31, 2023 intangible assets is expected to be as follows (In thousands): 2024 $ (12,461) 2025 (10,707) 2026 (10,707) 2027 (10,550) 2028 (9,554) Thereafter (1,280) Total future intangible amortization expense $ (55,259) |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities consisted of the following: July 31, (In thousands) 2023 2022 Accounts payable to sellers $ 143,724 $ 132,294 Buyer deposits and prepayments 138,476 121,931 Trade accounts payable 36,292 54,876 Accrued compensation and benefits 50,914 47,206 Taxes payable (512) 6,906 Accrued insurance 4,850 6,658 Other accrued liabilities 67,066 29,163 Total accounts payable and accrued expenses $ 440,810 $ 399,034 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Assets and Liabilities | The following table summarizes the carrying values and fair values of the Company’s financial instruments that were not carried at fair value in the consolidated balance sheets: July 31, 2023 July 31, 2022 (In thousands) Carrying Value Total Fair Value Total Carrying Value Total Fair Value Total Assets Cash equivalents $ 674,980 $ 677,515 $ 1,236,990 $ 1,237,337 Investment in held to maturity securities 1,406,589 1,414,903 $ — $ — Total Assets 2,081,569 2,092,418 1,236,990 1,237,337 Liabilities Long-term debt, including current portion $ 11,006 $ 11,006 $ — $ — Total Liabilities 11,006 11,006 — $ — |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Reconciliation of Basic Weighted Shares Outstanding to Diluted Weighted Average Shares Outstanding | The table below reconciles basic weighted average shares outstanding to diluted weighted average shares outstanding: Year Ended July 31, (In thousands) 2023 2022 2021 Weighted average common shares outstanding 953,574 949,676 945,008 Effect of dilutive securities 13,073 14,928 16,152 Weighted average common and dilutive potential common shares outstanding 966,647 964,604 961,160 |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Equity [Abstract] | |
Schedule of Stock Options Exercised Utilizing a Cashless Exercise | The exercised stock options, utilizing a cashless exercise, are summarized in the following table: Period Options Exercised Weighted Average Exercise Price Shares Net Settled for Exercise Shares Withheld for Taxes (1) Net Shares to Employees Weighted Average Share Price for Withholding Employee Stock-Based Tax Withholding (in 000s) FY 2021—Q4 360,000 4.43 49,464 117,396 193,140 32.25 3,786 FY 2022 — — — — — — — FY 2023 — — — — — — — (1) Shares withheld for taxes are treated as a repurchase of shares for accounting purposes but do not count against the Company’s stock repurchase program. |
Schedule of Share-Based Compensation Expense | The table below sets forth the stock-based compensation recognized by the Company for stock options, restricted stock, and restricted unit awards: Year Ended July 31, (In thousands) 2023 2022 2021 General and administrative $ 32,747 $ 33,838 $ 35,633 Yard operations 6,926 5,127 5,289 Total stock-based compensation $ 39,673 $ 38,965 $ 40,922 |
Schedule of Fair Value Assumptions | The Black-Scholes Merton option-pricing model utilized the following assumptions: July 31, 2023 2022 2021 Expected life (in years) 5.0 — 6.3 5.1 — 6.8 5.2 — 6.3 Risk-free interest rate 3.67 % — 3.88 % 0.82 % — 2.70 % 0.42 % — 1.23 % Estimated volatility 29.6 % — 32.0 % 27.9 % — 30.0 % 26.3 % — 28.7 % Expected dividends — % — % — % Weighted average fair value at measurement date $ 12.10 $ 10.59 $ 7.61 |
Schedule of Non-Vested Shares | A summary of the status of the Company’s unvested stock options awards and its activity during the year ended July 31, 2023 was as follows: (In thousands, except per share amounts) Shares Weighted Unvested shares at July 31, 2022 9,576 $ 7.43 Grants of non-vested shares 887 12.94 Vested (3,617) 6.78 Forfeitures or expirations (1,076) 7.22 Unvested shares at July 31, 2023 5,770 $ 8.72 |
Schedule of Option Activity | The following is a summary of activity for the Company’s stock options for the year ended July 31, 2023: (In thousands, except per share and term data) Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (In years) Aggregate Intrinsic Value Outstanding as of July 31, 2022 22,788 $ 14.66 5.50 $ 398,331 Grants of options 588 32.75 Exercises (4,474) 11.10 Forfeitures or expirations (1,077) 25.80 Outstanding as of July 31, 2023 17,825 $ 15.47 4.67 $ 512,045 Exercisable as of July 31, 2023 15,033 $ 13.53 4.14 $ 460,993 Vested and expected to vest as of July 31, 2023 17,728 $ 15.41 4.66 $ 510,333 The following is a summary of activity for the Company’s stock option awards subject to market conditions for the year ended July 31, 2023: (In thousands, except per share and term data) Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (In years) Aggregate Intrinsic Value Outstanding as of July 31, 2022 5,620 $ 23.91 8.33 $ 45,590 Grants of options 300 32.85 Exercises — — Forfeitures or expirations — — Outstanding as of July 31, 2023 5,920 $ 24.37 7.43 $ 117,389 Exercisable as of July 31, 2023 2,941 $ 22.65 7.11 $ 63,356 Vested and expected to vest as of July 31, 2023 5,901 $ 24.36 7.43 $ 117,059 |
Schedule of Stock Options Outstanding and Exercisable | The following table summarizes stock options outstanding and exercisable as of July 31, 2023: (In thousands, except per share amounts) Options Outstanding Options Exercisable Range of Exercise Prices Number Weighted Weighted Number Weighted $4.37 — $4.56 2,597 1.66 $ 4.47 2,597 $ 4.47 $4.65 — $8.70 3,014 3.32 6.98 3,014 6.98 $9.08 — $21.26 10,821 5.62 15.91 8,636 15.04 $22.15 — $36.41 7,313 7.13 29.42 3,727 28.85 Outstanding as of July 31, 2023 23,745 5.36 $ 17.69 17,974 $ 15.02 |
Schedule of Restricted Stock Activity | The following is a summary of activity for the Company’s RSA’s and RSU’s for the for the year ended July 31, 2023: (In thousands, except per share data) Restricted Shares Weighted Average Grant Date Fair Value Outstanding as of July 31, 2022 708 $ 30.14 Grants 539 32.52 Vested (384) 30.63 Forfeitures or expirations (63) 26.89 Outstanding as of July 31, 2023 800 $ 31.77 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income from Continuing Operations Before Taxes | Income before taxes consisted of the following: Year Ended July 31, (In thousands) 2023 2022 2021 U.S. $ 1,437,126 $ 1,241,177 $ 1,022,134 International 117,202 99,777 99,712 Total income before taxes $ 1,554,328 $ 1,340,954 $ 1,121,846 |
Schedule of Income Tax Expense (Benefit) from Continuing Operations | Income tax expense (benefit) from continuing operations consisted of the following: Year Ended July 31, (In thousands) 2023 2022 2021 Federal: Current $ 243,253 $ 179,840 $ 135,216 Deferred (4,642) 14,115 (4,259) 238,611 193,955 130,957 State: Current 47,507 33,078 34,302 Deferred 813 1,689 (3,489) 48,320 34,767 30,813 International: Current 26,150 23,247 23,575 Deferred 3,506 (1,145) 6 29,656 22,102 23,581 Income tax expense $ 316,587 $ 250,824 $ 185,351 |
Schedule of Reconciliation of Income Tax | A reconciliation of the expected U.S. statutory tax rate to the actual effective income tax rate is as follows: Year Ended July 31, (In thousands) 2023 2022 2021 Federal statutory rate 21.0 % 21.0 % 21.0 % State income taxes, net of federal income tax benefit 2.0 % 1.3 % 1.5 % International rate differential (0.3) % (0.5) % (0.5) % Compensation and fringe benefits (1) (1.0) % (0.6) % (1.9) % FDII and/or GILTI (2.8) % (2.8) % (3.1) % Federal return to provision adjustment (0.1) % 0.6 % (1.8) % Federal amended return adjustment — % (1.3) % — % Other differences 1.6 % 1.0 % 1.3 % Effective tax rate 20.4 % 18.7 % 16.5 % (1) Included in the compensation and fringe benefits rate reconciliation is the impact of the Company’s adoption of ASU No. 2016-09, Improvements to Employee Share-Based Payment Accounting. |
Schedule of Tax Effects on Deferred Tax Assets and Deferred Tax Liabilities | The tax effects of temporary differences that give rise to significant portions of the deferred tax assets (liabilities) are presented below: July 31, (In thousands) 2023 2022 Deferred tax assets: Allowance for credit loss $ 1,505 $ 1,210 Accrued compensation and benefits 17,008 16,965 Operating lease liabilities 22,891 24,379 Accrued other 2,212 5,053 Deferred revenue 5,349 4,560 Losses carried forward 41,589 29,936 Federal tax benefit 14,798 14,542 Total gross deferred tax assets 105,352 96,645 Less: Valuation allowance (40,346) (29,171) Net deferred tax assets 65,006 67,474 Deferred tax liabilities: Vehicle pooling costs (25,808) (23,655) Property and equipment (70,086) (72,975) Operating lease right-of-use assets (23,169) (24,369) Other prepaids (2,548) (728) Intangibles and goodwill (33,150) (25,431) Total gross deferred tax liabilities (154,761) (147,158) Net deferred tax liabilities $ (89,755) $ (79,684) |
Schedule of Unrecognized Tax Benefits | The following table summarizes the activities related to the Company’s unrecognized tax benefits resulting from uncertain tax positions. July 31, (In thousands) 2023 2022 2021 Beginning balance $ 55,754 $ 47,061 $ 36,123 Increases related to current year tax positions 10,006 14,809 13,122 Prior year tax positions: Increases recognized during the period 1,388 1,393 8,782 Decreases recognized during the period (7,623) (2,163) (5,749) Cash settlements during the period (403) (3,524) (3,261) Lapse of statute of limitations (1,677) (1,822) (1,956) Ending balance $ 57,445 $ 55,754 $ 47,061 |
Segments and Other Geographic_2
Segments and Other Geographic Reporting (Tables) | 12 Months Ended |
Jul. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information | The following tables present financial information by segment: Year Ended July 31, 2023 (In thousands) United States International Total Service revenues $ 2,841,641 $ 356,487 $ 3,198,128 Vehicle sales 348,007 323,383 671,390 Total service revenues and vehicle sales 3,189,648 679,870 3,869,518 Yard operations 1,292,527 225,502 1,518,029 Cost of vehicle sales 326,764 287,734 614,498 General and administrative 202,260 48,162 250,422 Operating income $ 1,368,097 $ 118,472 $ 1,486,569 Depreciation and amortization, excluding debt costs $ 135,804 $ 23,674 $ 159,478 Capital expenditures, including acquisitions 373,190 143,446 516,636 Total assets 5,825,064 912,815 6,737,879 Goodwill 270,269 124,020 394,289 Year Ended July 31, 2022 (In thousands) United States International Total Service revenues $ 2,533,165 $ 319,875 $ 2,853,040 Vehicle sales 411,985 235,896 647,881 Total service revenues and vehicle sales 2,945,150 555,771 3,500,921 Yard operations 1,123,986 185,511 1,309,497 Cost of vehicle sales 380,928 204,275 585,203 General and administrative 192,667 38,557 231,224 Operating income $ 1,247,569 $ 127,428 $ 1,374,997 Depreciation and amortization, excluding debt costs $ 120,635 $ 17,350 $ 137,985 Capital expenditures, including acquisitions 297,632 146,420 444,052 Total assets 4,615,788 693,076 5,308,864 Goodwill 270,269 131,685 401,954 Year Ended July 31, 2021 (In thousands) United States International Total Service revenues $ 2,017,504 $ 274,363 $ 2,291,867 Vehicle sales 254,568 146,076 400,644 Total service revenues and vehicle sales 2,272,072 420,439 2,692,511 Yard operations 849,037 154,255 1,003,292 Cost of vehicle sales 227,365 118,763 346,128 General and administrative 172,115 34,550 206,665 Operating income $ 1,023,555 $ 112,871 $ 1,136,426 Depreciation and amortization, excluding debt costs $ 107,765 $ 14,206 $ 121,971 Capital expenditures, including acquisitions 390,706 77,290 467,996 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Narrative (Details) | Oct. 06, 2023 | Aug. 14, 2023 |
Subsequent event | ||
Subsequent Event [Line Items] | ||
Common stock split ratio | 2 | 2 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Service revenues and vehicle sales | $ 3,869,518 | $ 3,500,921 | $ 2,692,511 |
Service revenues | |||
Disaggregation of Revenue [Line Items] | |||
Service revenues and vehicle sales | 3,198,128 | 2,853,040 | 2,291,867 |
Service revenues | United States | United States | |||
Disaggregation of Revenue [Line Items] | |||
Service revenues and vehicle sales | 2,841,641 | 2,533,165 | 2,017,504 |
Service revenues | International | International | |||
Disaggregation of Revenue [Line Items] | |||
Service revenues and vehicle sales | 356,487 | 319,875 | 274,363 |
Vehicle sales | |||
Disaggregation of Revenue [Line Items] | |||
Service revenues and vehicle sales | 671,390 | 647,881 | 400,644 |
Vehicle sales | United States | United States | |||
Disaggregation of Revenue [Line Items] | |||
Service revenues and vehicle sales | 348,007 | 411,985 | 254,568 |
Vehicle sales | International | International | |||
Disaggregation of Revenue [Line Items] | |||
Service revenues and vehicle sales | $ 323,383 | $ 235,896 | $ 146,076 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Carrying Amount of Contract Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2023 | Jul. 31, 2022 | |
Accounting Policies [Abstract] | ||
Balance | $ 4,778 | $ 7,485 |
Capitalized contract assets during the period | 26,540 | 828 |
Costs amortized during the period | (5,770) | (2,985) |
Effect of foreign currency exchange rates | 178 | (550) |
Balance | $ 25,726 | $ 4,778 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Foreign Currency Translation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2023 | Jul. 31, 2022 | |
Cumulative Translation Adjustment Summary [Roll Forward] | ||
Cumulative loss on foreign currency translation, Beginning balance | $ (169,365) | $ (100,860) |
Gain (loss) on foreign currency translation | 28,359 | (68,505) |
Cumulative loss on foreign currency translation, Ending balance | $ (141,006) | $ (169,365) |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Advertising (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Accounting Policies [Abstract] | |||
Advertising expenses | $ 17.8 | $ 15.4 | $ 13.7 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Cash, Cash Equivalents, and Restricted Cash and Investments (Details) - USD ($) $ in Thousands | Jul. 31, 2023 | Jul. 31, 2022 |
Accounting Policies [Abstract] | ||
Amortized Cost | $ 1,406,589 | $ 0 |
Gross Unrealized Gains | 8,314 | |
Fair Value | $ 1,414,903 | $ 0 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Concentration of Credit Risk (Details) - customer | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Revenue benchmark | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk, benchmark description | more than 10 | more than 10 | more than 10 |
Concentration risk, customer | No single customer accounted for more than 10 | No single customer accounted for more than 10 | No single customer accounted for more than 10 |
Number of customers exceeding threshold | 0 | 0 | 0 |
Accounts receivables | |||
Revenue, Major Customer [Line Items] | |||
Concentration risk, benchmark description | more than 10 | more than 10 | |
Number of customers exceeding threshold | 0 | 0 |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Property and Equipment (Details) | Jul. 31, 2023 |
Minimum | Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 7 years |
Minimum | Internally developed or purchased software | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 3 years |
Minimum | Transportation and other equipment | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 3 years |
Minimum | Office furniture and equipment | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 3 years |
Minimum | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 7 years |
Maximum | Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 10 years |
Maximum | Internally developed or purchased software | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 7 years |
Maximum | Transportation and other equipment | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 20 years |
Maximum | Office furniture and equipment | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 5 years |
Maximum | Buildings and improvements | |
Property, Plant and Equipment [Line Items] | |
Useful life (in years) | 40 years |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Goodwill (Details) | 12 Months Ended |
Jul. 31, 2023 reporting_unit segment | |
Accounting Policies [Abstract] | |
Number of reporting units | reporting_unit | 2 |
Number of operating segments | 2 |
Number of reportable segments | 2 |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Capitalized Software Costs (Details) - USD ($) $ in Millions | Jul. 31, 2023 | Jul. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Software development costs, gross | $ 89.6 | $ 78.2 |
Accumulated amortization | $ 59.7 | $ 52.5 |
Minimum | Software | ||
Property, Plant and Equipment [Line Items] | ||
Useful life (in years) | 3 years | |
Maximum | Software | ||
Property, Plant and Equipment [Line Items] | ||
Useful life (in years) | 7 years |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - Hills $ in Millions | Jul. 05, 2022 USD ($) |
Business Acquisition [Line Items] | |
Percentage of voting interests acquired | 100% |
Purchase price, consideration | $ 106.6 |
Accounts Receivable, Net (Detai
Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Jul. 31, 2023 | Jul. 31, 2022 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross, current | $ 710,678 | $ 585,150 |
Less: Allowance for credit loss | (8,640) | (6,577) |
Accounts receivable, net | 702,038 | 578,573 |
Advance charges receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross, current | 537,261 | 440,650 |
Trade accounts receivable | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross, current | 157,083 | 137,243 |
Other receivables | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Accounts receivable, gross, current | $ 16,334 | $ 7,257 |
Property and Equipment, Net - P
Property and Equipment, Net - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Jul. 31, 2023 | Jul. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 3,822,563 | $ 3,328,126 |
Less: Accumulated depreciation and amortization | (978,224) | (842,362) |
Property and equipment, net | 2,844,339 | 2,485,764 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 1,812,001 | 1,526,446 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 1,339,820 | 1,209,331 |
Transportation and other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 490,136 | 429,405 |
Office furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 91,031 | 84,728 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 89,575 | $ 78,216 |
Property and Equipment, Net - N
Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation expense | $ 139.9 | $ 121.3 | $ 105.5 |
Software | |||
Property, Plant and Equipment [Line Items] | |||
Amortization expense | $ 7.2 | $ 9.2 | $ 9.5 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jul. 31, 2023 | Jul. 31, 2022 | |
Leases [Abstract] | ||
Renewal term | 40 years | |
Cost of the leased space | $ 51.2 | $ 51.2 |
Accumulated depreciation of leased assets | 3.8 | 2.8 |
Rental income | $ 18.8 | $ 14.8 |
Operating Lease, Lease Income, Statement of Income or Comprehensive Income [Extensible Enumeration] | Service revenues and vehicle sales | Service revenues and vehicle sales |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2023 | Jul. 31, 2022 | |
Leases [Abstract] | ||
Operating lease expense | $ 26,646 | $ 27,668 |
Amortization of right-of-use assets | 23 | 520 |
Interest on finance lease liabilities | 1 | 5 |
Short-term lease expense | 4,554 | 5,649 |
Variable lease expense | 1,178 | 1,466 |
Total lease expense | $ 32,402 | $ 35,308 |
Operating leases, Weighted-Average Remaining Lease Term (in years) | 8 years 8 months 26 days | |
Operating leases, Weighted Average Discount Rate (as a percent) | 3.15% | |
Finance leases, Weighted Average Remaining Lease Term (in years) | 7 months 13 days | |
Finance leases, Weighted Average Discount Rate (as a percent) | 2.82% |
Leases - Balance Sheet Presenta
Leases - Balance Sheet Presentation of Operating and Financing Lease Assets and Liabilities (Details) - USD ($) $ in Thousands | Jul. 31, 2023 | Jul. 31, 2022 |
Leases [Abstract] | ||
Operating lease right-of-use assets | $ 108,139 | $ 116,303 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property, Plant and Equipment, Net | Property, Plant and Equipment, Net |
Finance lease right-of-use assets | $ 30 | $ 50 |
Total lease assets, net | $ 108,169 | $ 116,353 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Current portion of operating and finance lease liabilities | Current portion of operating and finance lease liabilities |
Operating lease liabilities - current | $ 21,455 | $ 21,771 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Current portion of operating and finance lease liabilities | Current portion of operating and finance lease liabilities |
Finance lease liabilities - current | $ 13 | $ 23 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Operating and finance lease liabilities, net of current portion | Operating and finance lease liabilities, net of current portion |
Operating lease liabilities - non-current | $ 88,082 | $ 95,670 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Operating and finance lease liabilities, net of current portion | Operating and finance lease liabilities, net of current portion |
Finance lease liabilities - non-current | $ 0 | $ 13 |
Total lease liabilities | $ 109,550 | $ 117,477 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Disclosures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Leases [Abstract] | |||
Operating cash flows related to operating leases | $ 26,428 | $ 26,620 | |
Operating cash flows related to finance leases | 1 | 5 | |
Financing cash flows related to finance leases | 23 | 530 | $ 1,118 |
Right-of-use assets obtained in exchange for new operating lease liabilities | 21,149 | 24,217 | |
Right-of-use assets obtained in exchange for new finance lease liabilities | $ 0 | $ 0 |
Leases - Annual Maturities of L
Leases - Annual Maturities of Lease Liabilities (Details) $ in Thousands | Jul. 31, 2023 USD ($) |
Finance leases | |
2024 | $ 13 |
2025 | 0 |
2026 | 0 |
2027 | 0 |
2028 | 0 |
Thereafter | 0 |
Total future lease commitments | 13 |
Less: imputed interest | 0 |
Present value of lease liabilities | 13 |
Operating leases | |
2024 | 24,034 |
2025 | 20,746 |
2026 | 16,795 |
2027 | 12,488 |
2028 | 10,668 |
Thereafter | 42,305 |
Total future lease commitments | 127,036 |
Less: imputed interest | (17,499) |
Present value of lease liabilities | $ 109,537 |
Leases - Future Lease Payments
Leases - Future Lease Payments Receivable Under Operating Leases (Details) $ in Thousands | Jul. 31, 2023 USD ($) |
Leases [Abstract] | |
2024 | $ 5,681 |
2025 | 5,490 |
2026 | 5,194 |
2027 | 5,209 |
2028 | 4,478 |
Thereafter | 4,887 |
Total future lease payments receivable | $ 30,939 |
Goodwill - Change in the Carryi
Goodwill - Change in the Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 31, 2023 | Jul. 31, 2022 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 401,954 | $ 355,717 |
Adjustments related to business combinations | (14,249) | 56,051 |
Effect of foreign currency exchange rates | 6,584 | (9,814) |
Ending balance | $ 394,289 | $ 401,954 |
Intangibles, Net - Amortizable
Intangibles, Net - Amortizable Intangible Assets (Details) - USD ($) $ in Thousands | Jul. 31, 2023 | Jul. 31, 2022 |
Amortized intangible assets: | ||
Total intangibles, gross | $ 112,043 | $ 91,404 |
Accumulated Amortization | (49,341) | (36,724) |
Net Book Value | 55,259 | |
Total intangibles, net | 62,702 | 54,680 |
Trade names | ||
Amortized intangible assets: | ||
Indefinite-lived intangibles | 7,443 | 0 |
Supply contracts and customer relationships | ||
Amortized intangible assets: | ||
Gross Carrying Amount | 84,614 | 71,875 |
Accumulated Amortization | (37,614) | (27,297) |
Net Book Value | $ 47,000 | $ 44,578 |
Weighted Average Remaining Useful Life (in years) | 4 years | 5 years |
Trade names | ||
Amortized intangible assets: | ||
Gross Carrying Amount | $ 19,304 | $ 18,896 |
Accumulated Amortization | (11,045) | (8,867) |
Net Book Value | $ 8,259 | $ 10,029 |
Weighted Average Remaining Useful Life (in years) | 3 years | 5 years |
Licenses and databases | ||
Amortized intangible assets: | ||
Gross Carrying Amount | $ 682 | $ 633 |
Accumulated Amortization | (682) | (560) |
Net Book Value | $ 0 | $ 73 |
Weighted Average Remaining Useful Life (in years) | 0 years | 1 year |
Intangibles, Net - Narrative (D
Intangibles, Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |||
Amortization expenses | $ 12.4 | $ 7.5 | $ 6.9 |
Intangibles, Net - Intangible A
Intangibles, Net - Intangible Amortization Expense (Details) $ in Thousands | Jul. 31, 2023 USD ($) |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
2024 | $ (12,461) |
2025 | (10,707) |
2026 | (10,707) |
2027 | (10,550) |
2028 | (9,554) |
Thereafter | (1,280) |
Net Book Value | $ (55,259) |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Jul. 31, 2023 | Jul. 31, 2022 |
Payables and Accruals [Abstract] | ||
Accounts payable to sellers | $ 143,724 | $ 132,294 |
Buyer deposits and prepayments | 138,476 | 121,931 |
Trade accounts payable | 36,292 | 54,876 |
Accrued compensation and benefits | 50,914 | 47,206 |
Taxes payable | (512) | |
Taxes payable | 6,906 | |
Accrued insurance | 4,850 | 6,658 |
Other accrued liabilities | 67,066 | 29,163 |
Total accounts payable and accrued expenses | $ 440,810 | $ 399,034 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) | 12 Months Ended | ||||||
May 24, 2022 | Dec. 21, 2021 | Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | Dec. 20, 2021 | Dec. 03, 2014 | |
Line of Credit Facility [Line Items] | |||||||
Debt instrument costs | $ 0 | $ 1,212,000 | $ 0 | ||||
Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Repurchase of senior notes, percent | 100% | ||||||
Repayments of senior notes | $ 420,600,000 | ||||||
Make whole payment | 16,800,000 | ||||||
Accrued interest | $ 3,800,000 | ||||||
Note Purchase Agreement | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Senior notes | $ 400,000,000 | ||||||
4.07% Senior Notes, Series A | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Senior notes | $ 100,000,000 | ||||||
Stated interest rate | 4.07% | ||||||
4.19% Senior Notes, Series B | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Senior notes | $ 100,000,000 | ||||||
Stated interest rate | 4.19% | ||||||
4.25% Senior Notes, Series C | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Senior notes | $ 100,000,000 | ||||||
Stated interest rate | 4.25% | ||||||
4.35% Senior Notes, Series D | Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Senior notes | $ 100,000,000 | ||||||
Stated interest rate | 4.35% | ||||||
Revolving Credit Facility [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument costs | $ 2,700,000 | ||||||
Revolving Credit Facility [Member] | Second Amended and Restated Credit Agreement | |||||||
Line of Credit Facility [Line Items] | |||||||
Outstanding borrowings | $ 11,000,000 | $ 0 | |||||
Covenant maximum leverage amount | 50,000,000 | ||||||
Covenant minimum liquidity amount | $ 75,000,000 | ||||||
Total consolidated net leverage ratio | (130.00%) | ||||||
Minimum liquidity | $ 3,600,000,000 | ||||||
Revolving Credit Facility [Member] | Second Amended and Restated Credit Agreement | Scenario 1 | |||||||
Line of Credit Facility [Line Items] | |||||||
Total net leverage ratio | 325% | ||||||
Revolving Credit Facility [Member] | Second Amended and Restated Credit Agreement | Scenario 2 | |||||||
Line of Credit Facility [Line Items] | |||||||
Total net leverage ratio | 350% | ||||||
Revolving Credit Facility [Member] | Second Amended and Restated Credit Agreement | Minimum | |||||||
Line of Credit Facility [Line Items] | |||||||
Commitment fee rate range | 0.175% | ||||||
Revolving Credit Facility [Member] | Second Amended and Restated Credit Agreement | Minimum | Base Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Commitment fee rate range | 1% | ||||||
Revolving Credit Facility [Member] | Second Amended and Restated Credit Agreement | Minimum | Daily Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 0% | ||||||
Revolving Credit Facility [Member] | Second Amended and Restated Credit Agreement | Maximum | |||||||
Line of Credit Facility [Line Items] | |||||||
Commitment fee rate range | 0.275% | ||||||
Revolving Credit Facility [Member] | Second Amended and Restated Credit Agreement | Maximum | Base Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Commitment fee rate range | 1.75% | ||||||
Revolving Credit Facility [Member] | Second Amended and Restated Credit Agreement | Maximum | Daily Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Applicable interest rate added to reference rate in order to compute variable interest rate | 0.75% | ||||||
Revolving Credit Facility [Member] | Second Amended and Restated Credit Agreement | WellsFargo,NationalAssociation,TruistBank,BMOHarrisBankN.A.,SantanderBankN.A.,andBankofAmerica,N.A. | |||||||
Line of Credit Facility [Line Items] | |||||||
Increase in credit facility | $ 200,000,000 | ||||||
Maximum borrowing capacity | 1,250,000,000 | ||||||
Outstanding borrowings | 100,000,000 | $ 60,000,000 | |||||
Letter of Credit | Second Amended and Restated Credit Agreement | WellsFargo,NationalAssociation,TruistBank,BMOHarrisBankN.A.,SantanderBankN.A.,andBankofAmerica,N.A. | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | 550,000,000 | ||||||
Letter of Credit | Second Amended and Restated Credit Agreement | WellsFargo,NationalAssociation,TruistBank,BMOHarrisBankN.A.,SantanderBankN.A.,andBankofAmerica,N.A. | CPRT GmbH | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | 150,000,000 | ||||||
Letter of Credit | Second Amended and Restated Credit Agreement | WellsFargo,NationalAssociation,TruistBank,BMOHarrisBankN.A.,SantanderBankN.A.,andBankofAmerica,N.A. | Copart Autos España, S.L.U. | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | 150,000,000 | ||||||
Letter of Credit | Second Amended and Restated Credit Agreement | WellsFargo,NationalAssociation,TruistBank,BMOHarrisBankN.A.,SantanderBankN.A.,andBankofAmerica,N.A. | Copart UK Limited | |||||||
Line of Credit Facility [Line Items] | |||||||
Maximum borrowing capacity | $ 250,000,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | Jul. 31, 2023 | Jul. 31, 2022 |
Fair Value Disclosures [Abstract] | ||
Cash equivalents, at Carrying Value | $ 674,980 | $ 1,236,990 |
Cash equivalents, at Fair Value | 677,515 | 1,237,337 |
Investment in held to maturity securities, Carrying Value | 1,406,589 | 0 |
Fair Value | 1,414,903 | 0 |
Total Assets, at Carrying Value | 2,081,569 | 1,236,990 |
Total Assets, at Fair Value | 2,092,418 | 1,237,337 |
Long-term debt, including current portion, at Carrying Value | 11,006 | 0 |
Long-term debt, including current portion, at Fair Value | 11,006 | 0 |
Total Liabilities, at Carrying Value | 11,006 | 0 |
Total Liabilities, at Fair Value | $ 11,006 | $ 0 |
Net Income Per Share - Basic an
Net Income Per Share - Basic and Diluted Weighted Average Shares Outstanding (Details) - shares shares in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Earnings Per Share [Abstract] | |||
Weighted average common shares outstanding (in shares) | 953,574 | 949,676 | 945,008 |
Effect of dilutive securities (in shares) | 13,073 | 14,928 | 16,152 |
Weighted average common and dilutive potential common shares outstanding (in shares) | 966,647 | 964,604 | 961,160 |
Net Income Per Share - Narrativ
Net Income Per Share - Narrative (Details) - shares | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Stock Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive securities excluded from computation of earnings per share (in shares) | 8,333,268 | 14,891,048 | 16,361,000 |
Stockholder's Equity - Narrativ
Stockholder's Equity - Narrative (Details) - $ / shares | Jul. 31, 2023 | Jul. 31, 2022 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock, shares authorized (in shares) | 1,600,000,000 | 1,600,000,000 |
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares issued (in shares) | 957,344,162 | 952,163,896 |
Common stock, shares outstanding (in shares) | 957,344,162 | 952,163,896 |
Common stock, reserved for issuance of stock options (in shares) | 52,648,002 | 57,512,480 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Employee Stock Purchase Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Common stock, reserved for issuance of stock options (in shares) | 3,953,154 | 4,401,832 |
Stockholder's Equity - Stock Re
Stockholder's Equity - Stock Repurchase (Details) - USD ($) $ in Thousands | 12 Months Ended | 142 Months Ended | |||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2023 | Sep. 22, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Payment, Tax Withholding, Share-based Payment Arrangement | $ 4,709 | $ 1,925 | $ 6,145 | ||
Settlement with Taxing Authority | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Payment, Tax Withholding, Share-based Payment Arrangement | $ 0 | $ 0 | $ 3,800 | ||
Stock Repurchase Program 2011 | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Additional common stock authorized for repurchase (in shares) | 320,000,000 | ||||
Common stock authorized for repurchase (in shares) | 784,000,000 | ||||
Number of shares repurchased (in shares) | 458,196,792 | ||||
Number of shares available for repurchase (in shares) | 325,803,208 | 325,803,208 |
Stockholders' Equity - Exercise
Stockholders' Equity - Exercised Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jul. 31, 2021 | Jul. 31, 2023 | Jul. 31, 2022 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Options Exercised (in shares) | 4,474,000 | ||
Exercises (in dollars per share) | $ 11.10 | ||
Common Stock | |||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |||
Options Exercised (in shares) | 360,000 | 0 | 0 |
Exercises (in dollars per share) | $ 4.43 | $ 0 | $ 0 |
Shares Net Settled for Exercise (in shares) | 49,464 | 0 | 0 |
Shares Withheld for Taxes (in shares) | 117,396 | 0 | 0 |
Net Shares to Employees (in shares) | 193,140 | 0 | 0 |
Weighted Average Share Price for Withholding (in dollars per share) | $ 32.25 | $ 0 | $ 0 |
Employee Stock-Based Tax Withholding (in 000s) | $ 3,786 | $ 0 | $ 0 |
Stockholders' Equity - Employee
Stockholders' Equity - Employee Stock Purchase Plan (Details) - Employee Stock Purchase Plan - USD ($) | 12 Months Ended | 115 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | Jul. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock authorized to purchase (in shares) | 40,000,000 | 40,000,000 | ||
Discount from market price | 15% | |||
Offering period | 6 months | |||
Maximum percentage of salary withheld for employee contribution | up to 10% | |||
Maximum annual contributions per employee, percent | 10% | |||
Compensation contribution limit (as a percentage) | may not exceed 15 | |||
Maximum annual contributions per employee, conditional percent | 15% | |||
Share-based compensation arrangement by share-based payment award, maximum employee contribution permitted value | $ 25,000 | $ 25,000 | ||
Number of shares of common stock issued pursuant to the ESPP | 448,714 | 375,020 | 437,516 | 36,367,142 |
Shares were available for future grant under the Plan (in shares) | 3,953,154 | 3,953,154 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Options (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Dec. 31, 2007 | Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of options that were in-the-money | 23,995,892 | |||
Proceeds from the exercise of stock options | $ 49,679 | $ 28,108 | $ 39,049 | |
Total compensation expense to be recognized per grant | 48,400 | |||
Total stock-based compensation | 39,673 | 38,965 | 40,922 | |
Aggregate intrinsic value of options exercised | 131,100 | 30,500 | 143,300 | |
Unrecognized total compensation cost related to non-vested stock-based awards | $ 33,300 | |||
Amortized cost on a straight-line basis over a weighted average term | 2 years 7 months 24 days | |||
Fair value of options vested | $ 24,500 | 29,000 | 19,000 | |
Stock price increase threshold | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Percentage of trading price compared to exercise price | 125% | |||
Chief Executive Officer | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting rights percentage | 20% | |||
Total stock-based compensation | $ 12,200 | $ 9,800 | $ 13,100 | |
Equity Incentive 2007 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock authorized to purchase (in shares) | 144,000,000 | |||
Maximum vesting term for incentive and non-qualified stock options determined by board of directors | 10 years | |||
Share-based compensation arrangement by share-based payment award, award requisite service period | 5 years | |||
Shares were available for future grant under the Plan (in shares) | 24,993,212 | |||
October Grants | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Deferred compensation arrangement with individual - requisite service period | 5 years | |||
Share-based Payment Arrangement, Option | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation arrangement by share-based payment award, award requisite service period | 5 years | |||
Risk-free interest rate, minimum | 3.67% | 0.82% | 0.42% | |
Risk-free interest rate, maximum | 3.88% | 2.70% | 1.23% | |
Estimated volatility, minimum | 29.60% | 27.90% | 26.30% | |
Estimated volatility, maximum | 32% | 30% | 28.70% | |
Share-based Payment Arrangement, Option | Valuation Technique, Option Pricing Model | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Risk-free interest rate, minimum | 0.71% | |||
Risk-free interest rate, maximum | 3.57% | |||
Estimated volatility, minimum | 25.20% | |||
Estimated volatility, maximum | 29.30% | |||
Restricted Stock | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 2 years | |||
Restricted Stock | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award vesting period | 5 years |
Stockholder's Equity - Stock-ba
Stockholder's Equity - Stock-based Compensation Awards (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation | $ 39,673 | $ 38,965 | $ 40,922 |
General and administrative | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation | 32,747 | 33,838 | 35,633 |
Yard operations | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock-based compensation | $ 6,926 | $ 5,127 | $ 5,289 |
Stockholders' Equity - Fair Val
Stockholders' Equity - Fair Value Assumptions (Details) - $ / shares | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted average fair value at measurement date (in dollars per share) | $ 12.94 | ||
Stock Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Risk-free interest rate, minimum | 3.67% | 0.82% | 0.42% |
Risk-free interest rate, maximum | 3.88% | 2.70% | 1.23% |
Estimated volatility, minimum | 29.60% | 27.90% | 26.30% |
Estimated volatility, maximum | 32% | 30% | 28.70% |
Expected dividends (as a percent) | 0% | 0% | 0% |
Weighted average fair value at measurement date (in dollars per share) | $ 12.10 | $ 10.59 | $ 7.61 |
Stock Options | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life (in years) | 5 years | 5 years 1 month 6 days | 5 years 2 months 12 days |
Stock Options | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life (in years) | 6 years 3 months 18 days | 6 years 9 months 18 days | 6 years 3 months 18 days |
Stockholder's Equity - Unvested
Stockholder's Equity - Unvested Shares from Stock Option Award (Details) | 12 Months Ended |
Jul. 31, 2023 $ / shares shares | |
Shares | |
Unvested shares, Beginning balance (in shares) | shares | 9,576,000 |
Grants of non-vested shares (in shares) | shares | 887,000 |
Vested (in shares) | shares | (3,617,000) |
Forfeitures or expirations (in shares) | shares | (1,076,000) |
Unvested shares, Ending balance (in shares) | shares | 5,770,000 |
Weighted Average Grant- date Fair Value | |
Unvested shares, Beginning balance (in dollars per share) | $ / shares | $ 7.43 |
Grants of non-vested shares (in dollars per share) | $ / shares | 12.94 |
Vested (in dollars per share) | $ / shares | 6.78 |
Forfeitures or expirations (in dollars per share) | $ / shares | 7.22 |
Unvested shares, Ending balance (in dollars per share) | $ / shares | $ 8.72 |
Stockholder's Equity - Activity
Stockholder's Equity - Activity of Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Jul. 31, 2023 | Jul. 31, 2022 | |
Shares | ||
Outstanding (in shares) | 22,788,000 | |
Grants of options (in shares) | 588,000 | |
Exercises (in shares) | (4,474,000) | |
Forfeitures or expirations (in shares) | (1,077,000) | |
Outstanding (in shares) | 17,825,000 | 22,788,000 |
Exercisable (in shares) | 15,033,000 | |
Vested and expected to vest (in shares) | 17,728,000 | |
Weighted Average Exercise Price | ||
Outstanding (in dollars per share) | $ 14.66 | |
Grants of options (in dollars per share) | 32.75 | |
Exercises (in dollars per share) | 11.10 | |
Forfeitures or expirations (in dollars per share) | 25.80 | |
Outstanding (in dollars per share) | 15.47 | $ 14.66 |
Exercisable at July 31, (in dollars per share) | 13.53 | |
Vested and expected to vest at July 31, (in dollars per share) | $ 15.41 | |
Weighted Average Remaining Contractual Term (In years) | ||
Outstanding | 4 years 8 months 1 day | 5 years 6 months |
Exercisable | 4 years 1 month 20 days | |
Vested and expected to vest | 4 years 7 months 28 days | |
Aggregate Intrinsic Value | ||
Outstanding, beginning balance | $ 398,331 | |
Outstanding, ending balance | 512,045 | $ 398,331 |
Exercisable | 460,993 | |
Vested and expected to vest | $ 510,333 | |
Stock Options | ||
Shares | ||
Outstanding (in shares) | 5,620,000 | |
Grants of options (in shares) | 300,000 | |
Exercises (in shares) | 0 | |
Forfeitures or expirations (in shares) | 0 | |
Outstanding (in shares) | 5,920,000 | 5,620,000 |
Exercisable (in shares) | 2,941,000 | |
Vested and expected to vest (in shares) | 5,901,000 | |
Weighted Average Exercise Price | ||
Outstanding (in dollars per share) | $ 23.91 | |
Grants of options (in dollars per share) | 32.85 | |
Exercises (in dollars per share) | 0 | |
Forfeitures or expirations (in dollars per share) | 0 | |
Outstanding (in dollars per share) | 24.37 | $ 23.91 |
Exercisable at July 31, (in dollars per share) | 22.65 | |
Vested and expected to vest at July 31, (in dollars per share) | $ 24.36 | |
Weighted Average Remaining Contractual Term (In years) | ||
Outstanding | 7 years 5 months 4 days | 8 years 3 months 29 days |
Exercisable | 7 years 1 month 9 days | |
Vested and expected to vest | 7 years 5 months 4 days | |
Aggregate Intrinsic Value | ||
Outstanding, beginning balance | $ 45,590 | |
Outstanding, ending balance | 117,389 | $ 45,590 |
Exercisable | 63,356 | |
Vested and expected to vest | $ 117,059 |
Stockholder's Equity - Stock Op
Stockholder's Equity - Stock Options Outstanding and Exercisable (Details) | 12 Months Ended |
Jul. 31, 2023 $ / shares shares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Number Outstanding, (in shares) | shares | 23,745,000 |
Weighted Average Remaining Contractual Life | 5 years 4 months 9 days |
Weighted- Average Exercise Price, Options Outstanding (in dollars per share) | $ 17.69 |
Number Exercisable, (in shares) | shares | 17,974,000 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 15.02 |
$17.47 - $18.23 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price lower range | 4.37 |
Exercise price upper range | $ 4.56 |
Number Outstanding, (in shares) | shares | 2,597,000 |
Weighted Average Remaining Contractual Life | 1 year 7 months 28 days |
Weighted- Average Exercise Price, Options Outstanding (in dollars per share) | $ 4.47 |
Number Exercisable, (in shares) | shares | 2,597,000 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 4.47 |
$18.61 - $31.24 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price lower range | 4.65 |
Exercise price upper range | $ 8.70 |
Number Outstanding, (in shares) | shares | 3,014,000 |
Weighted Average Remaining Contractual Life | 3 years 3 months 25 days |
Weighted- Average Exercise Price, Options Outstanding (in dollars per share) | $ 6.98 |
Number Exercisable, (in shares) | shares | 3,014,000 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 6.98 |
$33.74 - $83.27 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price lower range | 9.08 |
Exercise price upper range | $ 21.26 |
Number Outstanding, (in shares) | shares | 10,821,000 |
Weighted Average Remaining Contractual Life | 5 years 7 months 13 days |
Weighted- Average Exercise Price, Options Outstanding (in dollars per share) | $ 15.91 |
Number Exercisable, (in shares) | shares | 8,636,000 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 15.04 |
$85.04 - $145.62 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Exercise price lower range | 22.15 |
Exercise price upper range | $ 36.41 |
Number Outstanding, (in shares) | shares | 7,313,000 |
Weighted Average Remaining Contractual Life | 7 years 1 month 17 days |
Weighted- Average Exercise Price, Options Outstanding (in dollars per share) | $ 29.42 |
Number Exercisable, (in shares) | shares | 3,727,000 |
Weighted-Average Exercise Price, Options Exercisable (in dollars per share) | $ 28.85 |
Stockholders' Equity - Activity
Stockholders' Equity - Activity for RSA’s and RSU’s (Details) | 12 Months Ended |
Jul. 31, 2023 $ / shares shares | |
Restricted Shares | |
Outstanding (in shares) | shares | 708,000 |
Grants (in shares) | shares | 539,000 |
Vested (in shares) | shares | (384,000) |
Forfeitures or expirations (in shares) | shares | (63,000) |
Outstanding (in shares) | shares | 800,000 |
Weighted Average Grant Date Fair Value | |
Outstanding (in dollars per share) | $ / shares | $ 30.14 |
Grants (in dollars per share) | $ / shares | 32.52 |
Vested (in dollars per share) | $ / shares | 30.63 |
Forfeitures or expirations (in dollars per share) | $ / shares | 26.89 |
Outstanding (in dollars per share) | $ / shares | $ 31.77 |
Income Taxes - Income Before Ta
Income Taxes - Income Before Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Income From Continuing Operations Before Taxes [Abstract] | |||
Income before income taxes | $ 1,554,328 | $ 1,340,954 | $ 1,121,846 |
United States | |||
Income From Continuing Operations Before Taxes [Abstract] | |||
U.S. | 1,437,126 | 1,241,177 | 1,022,134 |
International | |||
Income From Continuing Operations Before Taxes [Abstract] | |||
International | $ 117,202 | $ 99,777 | $ 99,712 |
Income Taxes - Income Tax Expen
Income Taxes - Income Tax Expense (Benefit) from ContinuingOoperations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Federal: | |||
Current | $ 243,253 | $ 179,840 | $ 135,216 |
Deferred | (4,642) | 14,115 | (4,259) |
Federal income tax expense (benefit), continuing operations | 238,611 | 193,955 | 130,957 |
State: | |||
Current | 47,507 | 33,078 | 34,302 |
Deferred | 813 | 1,689 | (3,489) |
State and local income tax expense (benefit), continuing operations | 48,320 | 34,767 | 30,813 |
International: | |||
Current | 26,150 | 23,247 | 23,575 |
Deferred | 3,506 | (1,145) | 6 |
International income tax expense (benefit), continuing operations | 29,656 | 22,102 | 23,581 |
Income tax expense | $ 316,587 | $ 250,824 | $ 185,351 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Expected U.S. Statutory Tax Rate (Details) | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract] | |||
Federal statutory rate | 21% | 21% | 21% |
State income taxes, net of federal income tax benefit | 2% | 1.30% | 1.50% |
International rate differential | (0.30%) | (0.50%) | (0.50%) |
Compensation and fringe benefits | (1.00%) | (0.60%) | (1.90%) |
FDII and/or GILTI | (0.028) | (0.028) | (0.031) |
Federal return to provision adjustment | (0.10%) | 0.60% | (1.80%) |
Federal amended return adjustment | 0% | (1.30%) | 0% |
Other differences | 1.60% | 1% | 1.30% |
Effective tax rate | 20.40% | 18.70% | 16.50% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets (Liabilities) (Details) - USD ($) $ in Thousands | Jul. 31, 2023 | Jul. 31, 2022 |
Deferred tax assets: | ||
Allowance for credit loss | $ 1,505 | $ 1,210 |
Accrued compensation and benefits | 17,008 | 16,965 |
Operating lease liabilities | 22,891 | 24,379 |
Accrued other | 2,212 | 5,053 |
Deferred revenue | 5,349 | 4,560 |
Losses carried forward | 41,589 | 29,936 |
Federal tax benefit | 14,798 | 14,542 |
Total gross deferred tax assets | 105,352 | 96,645 |
Less: Valuation allowance | (40,346) | (29,171) |
Net deferred tax assets | 65,006 | 67,474 |
Deferred tax liabilities: | ||
Vehicle pooling costs | (25,808) | (23,655) |
Property and equipment | (70,086) | (72,975) |
Operating lease right-of-use assets | (23,169) | (24,369) |
Other prepaids | (2,548) | (728) |
Intangibles and goodwill | (33,150) | (25,431) |
Total gross deferred tax liabilities | (154,761) | (147,158) |
Net deferred tax liabilities | $ (89,755) | $ (79,684) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
Effective income tax rate (as a percent) | 20.40% | 18.70% | 16.50% |
Federal statutory tax rate (as a percent) | 21% | 21% | 21% |
Discrete tax adjustments | $ 1,500 | $ 17,000 | $ 19,800 |
Deduction in FDII | 42,600 | 37,200 | |
Discrete tax adjustments, prior year | 8,200 | ||
Tax benefits | 21,000 | 14,400 | 29,800 |
Increase in valuation allowance | 11,100 | ||
Tax credit carryforward | 41,600 | 29,900 | |
Valuation allowance | 40,346 | 29,171 | |
Unrecognized tax benefits that would impact effective tax rate | 45,300 | 44,200 | |
Interest and penalties related to income tax | 11,700 | $ 8,900 | $ 7,200 |
Undistributed earnings | $ 377,700 |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 55,754 | $ 47,061 | $ 36,123 |
Increases related to current year tax positions | 10,006 | 14,809 | 13,122 |
Prior year tax positions: | |||
Increases recognized during the period | 1,388 | 1,393 | 8,782 |
Decreases recognized during the period | (7,623) | (2,163) | (5,749) |
Cash settlements during the period | (403) | (3,524) | (3,261) |
Lapse of statute of limitations | (1,677) | (1,822) | (1,956) |
Ending balance | $ 57,445 | $ 55,754 | $ 47,061 |
Segments and Other Geographic_3
Segments and Other Geographic Reporting - Narrative (Details) | 12 Months Ended |
Jul. 31, 2023 segment | |
Segment Reporting [Abstract] | |
Number of operating segments | 2 |
Number of reportable segment | 2 |
Segments and Other Geographic_4
Segments and Other Geographic Reporting - Financial Information by Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Service revenues and vehicle sales | $ 3,869,518 | $ 3,500,921 | $ 2,692,511 |
Yard operations | 1,518,029 | 1,309,497 | 1,003,292 |
Cost of vehicle sales | 614,498 | 585,203 | 346,128 |
General and administrative | 250,422 | 231,224 | 206,665 |
Operating income | 1,486,569 | 1,374,997 | 1,136,426 |
Depreciation and amortization, excluding debt costs | 159,478 | 137,985 | 121,971 |
Capital expenditures, including acquisitions | 516,636 | 444,052 | 467,996 |
Total assets | 6,737,879 | 5,308,864 | |
Goodwill | 394,289 | 401,954 | 355,717 |
United States | United States | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Service revenues and vehicle sales | 3,189,648 | 2,945,150 | 2,272,072 |
Yard operations | 1,292,527 | 1,123,986 | 849,037 |
Cost of vehicle sales | 326,764 | 380,928 | 227,365 |
General and administrative | 202,260 | 192,667 | 172,115 |
Operating income | 1,368,097 | 1,247,569 | 1,023,555 |
Depreciation and amortization, excluding debt costs | 135,804 | 120,635 | 107,765 |
Capital expenditures, including acquisitions | 373,190 | 297,632 | 390,706 |
Total assets | 5,825,064 | 4,615,788 | |
Goodwill | 270,269 | 270,269 | |
International | International | Operating Segments | |||
Segment Reporting Information [Line Items] | |||
Service revenues and vehicle sales | 679,870 | 555,771 | 420,439 |
Yard operations | 225,502 | 185,511 | 154,255 |
Cost of vehicle sales | 287,734 | 204,275 | 118,763 |
General and administrative | 48,162 | 38,557 | 34,550 |
Operating income | 118,472 | 127,428 | 112,871 |
Depreciation and amortization, excluding debt costs | 23,674 | 17,350 | 14,206 |
Capital expenditures, including acquisitions | 143,446 | 146,420 | 77,290 |
Total assets | 912,815 | 693,076 | |
Goodwill | 124,020 | 131,685 | |
Service revenues | |||
Segment Reporting Information [Line Items] | |||
Service revenues and vehicle sales | 3,198,128 | 2,853,040 | 2,291,867 |
Service revenues | United States | United States | |||
Segment Reporting Information [Line Items] | |||
Service revenues and vehicle sales | 2,841,641 | 2,533,165 | 2,017,504 |
Service revenues | International | International | |||
Segment Reporting Information [Line Items] | |||
Service revenues and vehicle sales | 356,487 | 319,875 | 274,363 |
Vehicle sales | |||
Segment Reporting Information [Line Items] | |||
Service revenues and vehicle sales | 671,390 | 647,881 | 400,644 |
Vehicle sales | United States | United States | |||
Segment Reporting Information [Line Items] | |||
Service revenues and vehicle sales | 348,007 | 411,985 | 254,568 |
Vehicle sales | International | International | |||
Segment Reporting Information [Line Items] | |||
Service revenues and vehicle sales | $ 323,383 | $ 235,896 | $ 146,076 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Millions | Jul. 31, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Outstanding letter of credit | $ 14.7 |
Related Party Transactions (Det
Related Party Transactions (Details) - Related party - USD ($) $ in Thousands | Jul. 31, 2023 | Jul. 31, 2022 |
Related Party Transactions, By Related Party [Abstract] | ||
Due from related parties | $ 0 | |
Due to related parties | $ 0 |
Employee Benefit Plan (Details)
Employee Benefit Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 31, 2023 | Jul. 31, 2022 | Jul. 31, 2021 | |
United States | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Defined contribution plan, contributions by employer, percentage | 20% | ||
Maximum employer contribution on employees salary deferral | 15% | ||
Recognized deferred compensation expenses | $ 2.2 | $ 1.9 | $ 1.9 |
U.K. | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Defined contribution plan, contributions by employer, percentage | 5% | ||
Recognized deferred compensation expenses | $ 1.6 | $ 1.4 | $ 1.4 |