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Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)

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Page 1: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)
Page 2: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)
Page 3: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)

1

2016 Highlights

REVENUE (in millions)

EBITDA (in millions)

NET INCOME (in millions)

DILUTED EPS (in dollars)

OPERATING INCOME (in millions)

G&A EXPENSES (in millions)

0

200

400

600

800

1,000

1,200

1,400

12 13 14 15 160

50

100

150

200

250

300

350

400

450

12 13 14 15 160

50

100

150

200

250

300

12 13 14 15 16

0

0.5

1

1.5

2

2.5

12 13 14 15 160

50

100

150

200

250

300

350

400

450

500

12 13 14 15 160

20

40

60

80

100

120

140

160

180

12 13 14 15 16

Revenue .......................................................................

Operating Income......................................................

EBITDA ..........................................................................

Income Before Taxes ................................................

Net Income ..................................................................

Basic Net Income Per Common Share ................

Basic Weighted Average Shares...........................

Diluted Net Income Per Common Share ............

Diluted Weighted Average Shares .......................

BALANCE SHEET DATA ($)Cash and Cash Equivalents ....................................

Working Capital ..........................................................

Total Assets .................................................................

Total Debt .....................................................................

Stockholders' Equity .................................................

924,191

286,353

334,520

278,056

182,119

1.42

128,120

1.39

131,428

140,112

134,908

1,155,648

442,472

561,117

1,046,386

282,922

339,720

276,872

180,025

1.44

124,912

1.39

129,781

63,631

67,893

1,333,316

371,292

762,401

1,163,489

274,934

357,764

270,035

178,687

1.42

125,693

1.36

131,230

158,668

168,007

1,506,121

302,218

1,003,499

1,146,079

344,401

393,294

332,069

219,783

1.75

125,914

1.67

131,425

456,012

521,456

1,798,660

644,514

964,464

1,268,449

406,470

455,045

395,865

270,360

2.36

114,423

2.21

122,147

155,849

220,523

1,649,820

640,492

774,456

As of July 31,(In thousands, except per share amounts)

OPERATING RESULTS ($)20132012 2014 2015 2016

Page 4: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)

2

Dear Stockholders,

We are proud of Copart’s extraordinary fiscal year, in many respects, it was the best year in company history. We provided excellent service and results to our customers in a demanding, high-growth environment, industry-leading product assortment and bidding tools to our members, career growth opportunities for Copart family members, and strong financial results for our shareholders.

We experienced significant growth in our domestic business. Despite beginning the fiscal year with headwinds from low scrap metal prices and a strong U.S. dollar (which reduces the purchasing power of our foreign members), we grew domestic revenue by 13% for the full year. We believe this volume growth has been driven primarily by industry-wide factors and growth in our market share through several key account wins throughout the year.

The key growth drivers for our industry include driving activity, accident frequency, and total loss frequency. We believe all three factors contributed to our growth in 2016. First, driving activity as measured by vehicle miles driven continues to increase with relatively low fuel prices and high employment. Long-term accident frequency has steadily declined since the arrival of anti-lock brake technologies in the late 1970s, but have consistently increased since 2011 due to a combination of road congestion and distracted driving. Finally, total loss frequency has continued its steady climb over the past 20 years, a result of the increasing average age of the vehicle fleet, rising technology complexity, correspondingly higher repair costs, combined with strong salvage auction results for our sellers. In addition to growth in our salvaged vehicle sales, we also grew our business with charities and auto dealers.

In response to these trends, we launched our 20-20-20 initiative in 2016, through which we plan to expand 20 existing locations and build 20 new locations within 20 months. We purchased or leased over 20 new real estate properties in fiscal 2016 alone. We are investing aggressively in the infrastructure needed to provide outstanding service to our customers—our capital expenditures in 2015 and 2016 were substantially higher than the annual average of the 10 years prior. Having grown our physical inventory by approximately 20% year over year, we are excited and prepared for the coming year ahead. Sufficient capacity is critical to providing high service levels to our customers, as well as the cost efficiency of our operations. For example, we opened a new yard in Wilmer, Texas and were operating at 75% capacity within 1 month.

We faced a number of severe weather events this year, including flooding and hailstorms in several major Texas cities. We deployed our people and resources to deliver the best possible outcomes to our customers and affected citizens in a time of need. We are grateful to our Copart Special Ops volunteers who sacrificed their days, nights and weekends to help these communities navigate their way through stormy times.

In 2016, we were able to attract additional buyers to Copart. We saw a 24% increase in web visits and a 41% increase in buyer registrations year over year. Additionally, there was substantial growth in our mobile app usage in 2016. We experienced a 19% increase in winning bids from mobile devices due to increased app downloads in nearly 200 countries and territories. We believe that our continued investment in mobile solutions will continue to enhance the user experience.

Dear Stockholders,

We are proud of Copart’s extraordinary fiscal year, in many respects the best year in our history. We provided excellent service and results to our customers in a demanding, high-growth environment, industry-leading product assortment and bidding tools to our members, career growth opportunities for Copart family members, and strong financial results for our shareholders.

We experienced significant growth in our domestic business. Despite beginning the fiscal year with headwinds from low scrap metal prices and a strong U.S. dollar (which reduces the purchasing power of our foreign members), we grew domestic revenue by 13% for the full year. We believe this volume growth has been driven primarily by industry-wide factors and growth in our market share through several key account wins throughout the year.

The key growth drivers for our industry include driving activity, accident frequency, and total loss frequency. We believe all three factors contributed to our growth in 2016. First, driving activity as measured by vehicle miles driven continues to increase with relatively low fuel prices and high employment. Long-term accident frequency has steadily declined since the arrival of anti-lock brake technologies in the late 1970s, but have consistently increased since 2011 due to a combination of road congestion and distracted driving. Finally, total loss frequency has continued its steady climb over the past 20 years, a result of the increasing average age of the vehicle fleet, rising technological complexity, correspondingly higher repair costs, combined with strong salvage auction results for our sellers. In addition to growth in our salvaged vehicle sales, we also grew our business with charities and auto dealers.

In response to these trends, we launched our 20-20-20 initiative in 2016, through which we plan to expand 20 existing locations and build 20 new locations within 20 months. We purchased or leased over 20 new real estate properties in fiscal 2016 alone. We are investing aggressively in the infrastructure needed to provide outstanding service to our customers—our capital expenditures in 2015 and 2016 were substantially higher than the annual average of the 10 years prior. Having grown our physical inventory by approximately 20% year over year, we are excited and prepared for the coming year ahead. Sufficient capacity is critical to providing high service levels to our customers, as well as the cost efficiency of our operations. For example, we opened a new yard in Wilmer, Texas and were operating at 75% capacity within 1 month.

We faced a number of severe weather events this year, including flooding and hailstorms in several major Texas cities. We deployed our people and resources to deliver the best possible outcomes to our customers and affected citizens in a time of need. We are grateful to our Copart Special Ops volunteers who sacrificed their days, nights and weekends to help these communities navigate their way through stormy times.

In 2016, we were able to attract additional buyers to Copart. We saw a 24% increase in web visits and a 41% increase in buyer registrations year over year. Additionally, there was substantial growth in our mobile app usage in 2016. We experienced a 19% increase in winning bids from mobile devices due to increased app downloads in nearly 200 countries and territories. We believe that our continued investment in mobile solutions will continue to enhance the user experience.

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3

We continue to grow our business internationally as well. Since first entering the UK in 2007—less than 10 years ago—our team has worked tirelessly to build the physical infrastructure, member base, and seller relationships to become the industry leader. We believe that parts of Western Europe will prove to be promising growth avenues for us in the years to come, as we adapt the Copart model to local business practices and regulations. This year, we completed the substantial systems development work necessary to enable us to launch live auctions in Spain and Germany. Western Europe shares many of the economic characteristics that make the U.S. a compelling salvage market: a well-aged vehicle fleet, elevated labor rates, and high regulatory hurdles for a damaged car’s return to the road. Elsewhere internationally, we made strong progress in Brazil against a backdrop of social and economic uncertainty. In particular, we have taken steps to optimize our cost structure while growing unit volumes substantially.

We celebrated a number of new milestones for Copart in 2016. Through a multi-year investment in infrastructure, people and processes, we achieved a record number of new software releases. For our sellers and members, we deployed new and better applications to enable seamless auction performance and reporting. We experienced a 44% increase in bids placed from mobile devices. We sold 12% more vehicles and received 14% more vehicles than ever before, all while reducing our cost per car year over year. We enjoyed several key account wins by competing on the strength of our service offering, as well as the robust investments we have made in our physical infrastructure.

While achieving our priorities of providing excellent service and results to our customers and investing for the future, we also delivered a strong year financially as well. Copart’s operating income grew 18% in 2016, and with the benefit of additional share buybacks, we grew our diluted earnings per share by 32% over the prior year from $1.67 to $2.21 per share. In fiscal year 2016, we bought back over 11.2 million shares, continuing our longstanding practice of returning capital to shareholders —since 2008, we have purchased 78.3 million shares.

We remain committed to driving long-term shareholder value. We take pride in consistently making decisions that will enable Copart to win for years and decades to come. We benefited in 2016 from decisions made in years prior, and we again planted seeds that will bear fruit in 2017 and in Copart’s future. With a terrific fiscal year behind us, we are more excited than ever about what the future holds.

Sincerely,

A. Jayson AdairChief Executive Officer

Page 6: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)

4

1.3Billion

IN ANNUAL REVENUE

11.3Million Shares

REPURCHASED

174Million Net Cash

INVESTED IN OUR FUTURE

year in review

More Than

20Properties

ACQUIRED OR LEASED

Page 7: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)

5

8,300Acres

OF LAND

750Thousand Members

IN OVER 180 COUNTRIES & TERRITORIES

70Million Bids

Nearly

100Million Views

12Countries with

COPART OPERATIONS

ON COPART.COM

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6

OVER 175 LOCATIONS IN NORTH AMERICA WITH MORE THAN 200 LOCATIONS WORLDWIDE

Anchorage

Houston

Dallas

Oklahoma CityPhoenix

New Orleans

Madison

Chicago

Indianapolis

Helena

Albany

Columbus

Sacramento

Mobile

Tanner

Birmingham

Little Rock

Fayetteville

Tucson

Vallejo

Hayward

Fresno

Bakersfield

San Jose

San BernardinoLos AngelesVan Nuys

San Diego

Martinez

Rancho Cucamonga

Colorado Springs

Hartford

Tampa South

Jacksonville West

Jacksonville East

Orlando

West Palm BeachFort Pierce

Ocala

Tallahassee

Punta Gorda

Miami South

W. Atlanta

Savannah

Columbia

Greer

Nashville

Knoxville

Cartersville

Danville

RichmondHampton

North Seattle

Graham

Pasco

Spokane

Milwaukee

Wheeling

Charleston

Lufkin

Longview

CrashedToysDallas

El Paso

Austin

Amarillo

Corpus Christi

Fort Worth

McAllen

Abilene

San Antonio

China Grove RaleighMebane

Reno

Tulsa

Glassboro East

SomervilleTrenton

ClevelandEast

ClevelandWest

Portland North

Eugene

Portland South

Newburgh

Syracuse

Long Island

Rochester

PhiladelphiaN. Pittsburgh

E. PittsburghHarrisburg

S.Pittsburgh York HavenChambersburg

Altoona

Scranton

Lincoln

Albuquerque

Fort WayneHammond

Kansas City

Wichita

Lexington West Lexington

Walton

Dayton

LouisvilleSt. Louis

Springfield

Columbia

Sikeston

Baton Rouge

Shreveport

South BostonNorth Boston

WestWarren

Washington D.C.

Baltimore

Minneapolis

St. CloudCrashedToys East Bethel

Minneapolis North

Detroit

IoniaLansing

Flint

Kincheloe

BillingsLyman

Candia

Jackson Tifton

E. Atlanta

S. Atlanta

N. Atlanta

Honolulu

Boise

Chicago NorthBartlettCrashedToys Eldridge

PeoriaDes Moines

DavenportNorth Salt Lake

Las Vegas

Memphis

Miami NorthMiami Central

Montgomery

South SacramentoSeaford

DallasSouth

Denver Central Denver

Waco

Location Legend

Existing Location

CrashedToys Location

Corporate Headquarters

UNITED STATES

CANADA UK AND IRELAND

Calgary

Edmonton

London

Toronto

Montreal

Moncton

Sandy

Chester

Peterlee

York

Whitburn

Portglenone

Castledermot

Sandtoft

Wisbech

Sandwich

Wootton

Wolverhampton

Rochford

Colchester

Westbury

Bristol

WALES

SCOTLAND

NORTHERN

IRELAND

ENGLANDIRELAND

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MIDDLE EAST

BRAZIL

CHINA

SPAIN

INDIA

GERMANY

Dubai

Saar -Manama

Haliban -Muscat Algete

Madrid

ItaquaquecetubaEmbú das Artes

VilaJaguara

Osasco

Pirapora

Chennai

Sonepat

Gurgaon

Tianjin

Beijing

Hannover

Duren

Page 10: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)

8

Page 11: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)
Page 12: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)

Page Number

PART I ................................................................................................................................................................................ 1Item 1 Business .............................................................................................................................................. 1

Industry Overview .............................................................................................................................. 3Operating and Growth Strategy .......................................................................................................... 5Our Competitive Advantages .............................................................................................................. 6Business Segments .............................................................................................................................. 7Our Service Offerings ......................................................................................................................... 7Sales .................................................................................................................................................... 10Members ............................................................................................................................................. 11Competition ........................................................................................................................................ 11Management Information Systems ..................................................................................................... 11Employees .......................................................................................................................................... 12Environmental Matters ....................................................................................................................... 12Governmental Regulations ................................................................................................................. 12Intellectual Property and Proprietary Rights ....................................................................................... 13Seasonality .......................................................................................................................................... 13

Item 1A. Risk Factors ........................................................................................................................................ 13Item 1B. Unresolved Staff Comments ............................................................................................................... 28Item 2. Properties ............................................................................................................................................ 28Item 3. Legal Proceedings ............................................................................................................................... 28Item 4. Mine Safety Disclosures ..................................................................................................................... 29

PART II .............................................................................................................................................................................. 30

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities ................................................................................................................................. 30

Item 6. Selected Financial Data ...................................................................................................................... 33Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations .............. 34Item 7A. Quantitative and Qualitative Disclosures About Market Risk ............................................................ 52Item 8. Financial Statements and Supplementary Data ................................................................................... 53Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure .............. 53Item 9A. Controls and Procedures ..................................................................................................................... 54Item 9B. Other Information ............................................................................................................................... 56

PART III ............................................................................................................................................................................. 57Item 10. Directors, Executive Officers and Corporate Governance .................................................................. 57Item 11. Executive Compensation .................................................................................................................... 57

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters ................................................................................................................................................ 57

Item 13. Certain Relationships and Related Transactions, and Director Independence .................................... 57Item 14. Principal Accounting Fees and Services ............................................................................................. 57

PART IV ............................................................................................................................................................................. 58Item 15. Exhibits, Financial Statement Schedules ............................................................................................ 58Signatures ........................................................................................................................................................................... 59

Page 13: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)

This Annual Report on Form 10-K for the fiscal year ended July 31, 2016, or this Form 10-K, including the information incorporated by reference herein, contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act). All statements other than statements of historical facts are statements that could be deemed forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expect,” “plan,” “intend,” “forecast,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue” or the negative of these terms or other comparable terminology. The forward-looking statements contained in this Form 10-K involve known and unknown risks, uncertainties and situations that may cause our or our industry’s actual results, level of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these statements. These forward-looking statements are made in reliance upon the safe harbor provision of the Private Securities Litigation Reform Act of 1995. These factors include those listed in Part I, Item 1A under the caption entitled “Risk Factors” in this Form 10-K and those discussed elsewhere in this Form 10-K. Unless the context otherwise requires, references in this Form 10-K to “Copart,” the “Company,” “we,” “us,” or “our” refer to Copart, Inc. We encourage investors to review these factors carefully together with the other matters referred to herein, as well as in the other documents we filewith the Securities and Exchange Commission (the SEC). We may from time to time make additional written and oral forward-looking statements, including statements contained in our filings with the SEC. We do not undertake to update any forward-looking statement that may be made from time to time by or on behalf of us.

Although we believe that, based on information currently available to us and our management, the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. You should not place undue reliance on these forward-looking statements.

Business

www.copart.com

Page 14: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)
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Acquire and Develop New Vehicle Storage Facilities in Key Markets Including Foreign Markets

Pursue Global, National and Regional Vehicle Supply Agreements

Expand Our Service Offerings to Sellers and Members

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Geographic Coverage and Ability to Respond on a National Scale

Value-Added Services

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7

Proven Ability to Acquire and Integrate Acquisitions

Technology to Enhance and Expand Our Business

14 — Segments and Other Geographic Reporting

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Online Seller Access

Salvage Estimation Services

Estimating Services

End-of-Life Vehicle Processing

Virtual Insured Exchange (VIX)

Transportation Services

Vehicle Inspection Stations

On-Demand Reporting

Page 21: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)

9

DMV Processing

Flexible Vehicle Processing Programs

Percentage Incentive Program.

Consignment Program.

Purchase Program.

Buy It Now

Member Network

Page 22: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)

Sales Process

Copart Dealer Services

CashForCars.com

U-Pull-It

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Note 14 — Segments and Other Geographic Reporting

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Capitalized Software Costs Note 1 — Summary of Significant Accounting Policies.

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Risk Factors

Investing in our common stock involves a high degree of risk. You should consider carefully the risks and uncertainties described below before making an investment decision. Our business could be harmed if any of these risks, as well as other risks not currently known to us or that we currently deem immaterial, materialize. The trading price of our common stock could decline due to the occurrence of any of these risks, and you may lose all or part of your investment. In assessing the risks described below, you should also refer to the other information contained in this Form 10-K, including our consolidated financial statements and the related notes and schedules, and other filings with the SEC.

Page 26: Copart€¦ · 1 2016 Highlights REVENUE (in millions) EBITDA (in millions) NET INCOME (in millions) DILUTED EPS (in dollars) OPERATING INCOME (in millions) G&A EXPENSES (in millions)
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19

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Inventory,

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Intangibles—Goodwill and Other

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27

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Unresolved Staff Comments

Properties

Legal Proceedings

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Mine Safety Disclosure

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Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Note 8 — Long-Term Debt Note 11 — Stockholders’ Equity Credit Agreement Note Purchase Agreement .

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Fiscal 2014

Fiscal 2015

Fiscal 2016

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Notwithstanding any statement to the contrary in any of our previous or future filings with the SEC, the following information relating to the price performance of our common stock shall not be deemed “filed” with the SEC or “Soliciting Material” under the Exchange Act, or subject to Regulation 14A or 14C, or to liabilities of Section 18 of the Exchange Act except to the extent we specifically request that such information be treated as soliciting material or to the extent we specifically incorporate this information by reference.

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Selected Financial Data

Improvements to Employee Share-Based Payment Accounting.

Simplifying the Presentation of Debt Issuance Costs

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Management’s Discussion and Analysis of Financial Condition and Results of Operations

This Annual Report on Form 10-K for the fiscal year ended July 31, 2016, or this Form 10-K, including the information incorporated by reference herein, contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act). All statements other than statements of historical facts are statements that could be deemed forward-looking statements. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expect,” “plan,” “intend,” “forecast,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue” or the negative of these terms or other comparable terminology. The forward-looking statements contained in this Form 10-K involve known and unknown risks, uncertainties and situations that may cause our or our industry’s actual results, level of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these statements. These forward-looking statements are made in reliance upon the safe harbor provision of the Private Securities Litigation Reform Act of 1995. These factors include those listed in Part I, Item 1A under the caption entitled “Risk Factors” in this Form 10-K and those discussed elsewhere in this Form 10-K. Unless the context otherwise requires, references in this Form 10-K to “Copart,” the “Company,” “we,” “us,” or “our” refer to Copart, Inc. We encourage investors to review these factors carefully together with the other matters referred to herein, as well as in the other documents we filewith the Securities and Exchange Commission (the SEC). We may from time to time make additional written and oral forward-looking statements, including statements contained in our filings with the SEC. We do not undertake to update any forward-looking statement that may be made from time to time by or on behalf of us.

All references to numbered Notes are to specific Notes to our Consolidated Financial Statements included in this Annual Report on Form 10-K and which descriptions are incorporated into the applicable response by reference. Capitalized terms used, but not defined, in this Management’s Discussion and Analysis of Financial Condition and Results of Operation (“MD&A”) have the same meanings as in such Notes.

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Service and Vehicle Sales Revenue:

Operating Costs and Expenses:

Other Income and Expense:

Note 8 — Long-Term Debt.

Liquidity and Cash Flows:

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Note 8 — Long-Term Debt

Note 8 — Long-Term Debt

Improvements to Employee Share-Based Payment Accounting

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Capitalized Software Costs Note 1 — Summary of Significant Accounting Policies.

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Stock RepurchasesNote 8 — Long-Term Debt Note 11 — Stockholders’ Equity Note Purchase Agreement .

Stock Repurchases

Note 8 — Long-Term Debt Note 11 — Stockholders’ Equity Note Purchase Agreement .

Stock Repurchases

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Contractual Obligations

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Credit Facility

Credit Agreement

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Note Purchase Agreement

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Note 1 — Summary of Significant Accounting Policies

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Revenue from Contracts with CustomersRevenue Recognition

Fair Value Measurements and Disclosures

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Note 8 — Long-Term Debt

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Income Taxes

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Income Taxes,

Improvements to Employee Share-Based Payment Accounting

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Business Combinations

14 — Segments and Other Geographic Reporting

Note 1 — Summary of Significant Accounting Policies.

Quantitative and Qualitative Disclosures About Market Risk

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Financial Statements and Supplementary Data

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

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Controls and Procedures

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Other Information

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Directors, Executive Officers and Corporate Governance

Code of Ethics

Executive Compensation

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Certain Relationships and Related Transactions, and Director Independence

Principal Accounting Fees and Services

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Exhibits, Financial Statement Schedules

(a) Financial statements:

(b) Financial statement schedules:

(c) Exhibits:

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1 — Summary of Significant Accounting Policies

“Improvements to Employee Share-based Payment Accounting,”

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Basis of Presentation and Description of Business

Use of Estimates

Revenue Recognition

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Revenue Recognition (Topic 605): Multiple-Deliverable Revenue Arrangements

Vehicle Pooling Costs

Foreign Currency Translation

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Fair Value of Financial Instruments

Fair Value Measurements and Disclosures

Note 8 — Long-Term Debt 10 – Fair Value Measures 10 – Fair Value Measures

Cost of Vehicle Sales

Yard Operations

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General and Administrative Expenses

Advertising

Other (Expense) Income

Net Income Per Share

Improvements to Employee Share-Based Payment Accounting

Cash and Cash Equivalents

Marketable Securities

Inventory

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Accounts Receivable

Allowance for Doubtful Accounts

Concentration of Credit Risk

Property and Equipment

Long-Lived Asset Valuation

Property,

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Plant, and Equipment

Goodwill and Other Identifiable Intangible Assets

Intangibles—Goodwill and Other

Capitalized Software Costs

Stock-Based Payment Compensation

Compensation—Stock Compensation

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Improvements to Employee Share-Based Payment Accounting

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Retained Insurance Liabilities

Comprehensive Income

Acquisitions

Business Combinations

Segments and Other Geographic Reporting

Recently Issued Accounting Pronouncements

Adopted

Improvements to Employee Share-Based Payment Accounting

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Interest - Imputation of Interest

Pending

Leases

Balance Sheet Classification of Deferred Taxes

Consolidation

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Revenue from Contracts with CustomersRevenue Recognition

Fiscal 2016 and Fiscal 2015 Transactions

Fiscal 2014 Transactions

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Business Combinations

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Credit Facility

Credit Agreement

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Note Purchase Agreement

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Derivatives and Hedging

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Note 1 — Summary of Significant Accounting Policies, Note 2 — Acquisitions, Note 8 — Long-Term Debt Note 9 — Derivatives and Hedging

General

Stock Repurchases

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Employee Stock Purchase Plan

Stock Options

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, Compensation — Stock Compensation

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Improvements to Employee Share-Based Payment Accounting.

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Improvements to Employee Share-Based Payment Accounting

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Improvements to Employee Share-Based Payment Accounting

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Leases

Operating Leases.

Commitments

Letters of Credit

Contingencies

Legal Proceedings

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Governmental Proceedings

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Improvements to Employee Share-Based Payment Accounting 1 — Summary of Significant Accounting Policies.

Exercise of Stock Options

Drawdown Under Credit Agreement

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registrantspecifically incorporates it by reference.

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PRIVATE INVESTOR

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3

Copart, Inc.14185 Dallas Pkwy, Suite #300

Dallas, TX 75254Ph: 972-391-5000

Copart.com