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    CPRT   US2172041061

COPART, INC.

(CPRT)
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Delayed Nasdaq  -  04:00 2022-12-02 pm EST
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08:24aServices Data and Factory Orders Anticipation Drag Exchange-Traded Funds, Stock Futures Lower
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06:12aCopart : Management Change - Form 8-K
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06:05aCopart Inc : Change in Directors or Principal Officers, Financial Statements and Exhibits (form 8-K)
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COPART INC Management's Discussion and Analysis of Financial Condition and Results of Operations (form 10-K)

09/27/2022 | 04:30pm EST

CAUTION REGARDING FORWARD-LOOKING STATEMENTS


This Annual Report on Form 10-K for the fiscal year ended July 31, 2022, 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"), including
forward-looking statements concerning the potential impact of the COVID-19
pandemic on our business, operations, and operating results. 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 file with 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.

Overview

We are a leading global provider of online auctions and vehicle remarketing services with operations in the United States ("U.S."), Canada, the United Kingdom ("U.K."), Brazil, the Republic of Ireland, Germany, Finland, the United Arab Emirates ("U.A.E."), Oman, Bahrain, and Spain.


Our goals are to generate sustainable profits for our stockholders, while also
providing environmental and social benefits for the world around us. With
respect to our environmental stewardship, we believe our business is a critical
enabler for the global re-use and recycling of vehicles, parts, and raw
materials. We are not responsible for the carbon emissions resulting from new
vehicle manufacturing, governmental fuel emissions standards or vehicle use by
consumers. Each vehicle that enters our business operations already exists, with
whatever fuel technology and efficiency it was designed and built to have, and
the substantial carbon emissions associated with the vehicle's manufacture have
already occurred. However, upon our receipt of an existing vehicle, we help
decrease its total environmental impact by extending its useful life and thereby
avoiding the carbon emissions associated with the alternative of new vehicle and
auto parts manufacturing. For example, many of the cars we process and remarket
are subsequently restored to driveable condition, reducing the new vehicle
manufacturing burden the world would otherwise face. Many of our cars are
purchased by dismantlers, who recycle and refurbish parts for vehicle repairs,
again reducing new and aftermarket parts manufacturing. And finally, some of our
vehicles are returned to their raw material inputs through scrapping, reducing
the need for further new resource extraction. In each of these cases, our
business reduces the carbon and other environmental footprint of the global
transportation industry.

Beyond our environmental stewardship, we also support the world's communities in
two important ways. First, we believe that we contribute to economic development
and well-being by enabling more affordable access to mobility around the world.
For example, many of the automobiles sold through our auction platform are
purchased for use in developing countries where affordable transportation is a
critical enabler of education, health care, and well-being more generally.
Secondly, because of the special role we play in responding to catastrophic
weather events, we believe we contribute to disaster recovery and resilience in
the communities we serve. For example, we mobilized our people, entered into
emergency leases, and engaged with a multitude of service providers to timely
retrieve, store, and remarket tens of thousands of flood-damaged vehicles in the
New York metropolitan area in the wake of Hurricane Ida in the fall of 2021.

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We provide vehicle sellers with a full range of services to process and sell
vehicles primarily over the internet through our Virtual Bidding Third
Generation internet auction-style sales technology, which we refer to as VB3.
Vehicle sellers consist primarily of insurance companies, but also include
banks, finance companies, charities, fleet operators, dealers, vehicle rental
companies, and individuals. We sell the vehicles principally to licensed vehicle
dismantlers, rebuilders, repair licensees, used vehicle dealers, exporters, and
to the general public. The majority of the vehicles sold on behalf of insurance
companies are either damaged vehicles deemed a total loss; 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. We
offer vehicle sellers a full range of services that help 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 U.S., Canada, Brazil, the Republic of Ireland, Finland, the U.A.E., Oman,
and Bahrain, we sell vehicles primarily as an agent and derive 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 U.K., Germany, and Spain we operate both as
an agent and on a principal basis, in some cases purchasing salvage vehicles
outright and reselling the vehicles for our own account. In Germany and Spain,
we also derive 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.

We monitor and analyze a number of key financial performance indicators in order
to manage our business and evaluate our financial and operating performance.
Such indicators include:

Service and Vehicle Sales Revenue: Our service revenue consists of auction and
auction related sales transaction fees charged for vehicle remarketing services.
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 our facility; title processing and
preparation fees; vehicle storage fees; bidding fees; and vehicle loading fees.
These fees are recognized as net revenue (not gross vehicle selling price) at
the time of auction in the amount of such fees charged. Purchased vehicle
revenue includes the gross sales price of the vehicles which we have purchased
or are otherwise considered to own. We have certain contracts with insurance
companies, primarily in the U.K., in which we act as a principal, purchasing
vehicles and reselling them for our own account. We also purchase vehicles in
the open market, primarily from individuals, and resell them for our own
account.

Our revenue is impacted by several factors, including total loss frequency and
the average vehicle auction selling price, as a significant amount of our
service revenue is associated in some manner with the ultimate selling price of
the vehicle. Vehicle auction selling prices are driven primarily by: (i) market
demand for rebuildable, driveable vehicles; (ii) used car pricing, which we also
believe has an impact on total loss frequency; (iii) end market demand for
recycled and refurbished parts as reflected in demand from dismantlers; (iv) the
mix of cars sold; (v) changes in the U.S. dollar exchange rate to foreign
currencies, which we believe has an impact on auction participation by
international buyers; and; (vi) changes in commodity prices, particularly the
per ton price for crushed car bodies, as we believe this has an impact on the
ultimate selling price of vehicles sold for scrap and vehicles sold for
dismantling. We cannot specifically quantify the financial impact that commodity
pricing, used car pricing, and product sales mix has on the selling price of
vehicles, our service revenues, or financial results. Total loss frequency is
the percentage of cars involved in accidents that insurance companies salvage
rather than repair and is driven by the relationship between repair costs, used
car values, and auction returns. Over the past 30 years we believe there has
been an increase in overall growth in the salvage market driven by an increase
in total loss frequency. This increase in total loss frequency may have been
driven by changes in used car values and repair costs over the same long-term
horizon, which we believe are generally trending upward. Recently we have noted
fluctuations in total loss frequency. Nonetheless, we believe the long-term
trend of increases in total loss frequency will continue. In the near term
changes in used car prices and repair cost, may tend to reduce total loss
frequency and thereby affect our growth rate. Used car values are determined by
many factors, including used car supply, which is tied directly to new car
sales, and the average age of cars on the road. The average age of cars on the
road has continued to increase, growing from 9.6 years in 2002 to 12.2 years in
2022. Repair costs are generally based on damage severity, vehicle complexity,
repair parts availability, repair parts costs, labor costs, and repair shop lead
times. The factors that can influence repair costs, used car pricing, and
auction returns are many and varied and we cannot predict their movements with
precision.

Beginning in March 2020, our business and operations began to experience the
impact of the worldwide COVID-19 pandemic. In materially all of our
jurisdictions, we have been deemed by local authorities an essential business
because our operations ensure the removal of vehicles from repair shops, impound
yards, and streets and highways, enabling the critical function of road
infrastructure. As a result, we have continued to operate our facilities as well
as our online-only auctions, while following appropriate health and safety
protocols to ensure safe working conditions for our employees as well as for our
sellers, buyers, and other business partners with whom we come in contact.
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From a financial perspective, our operating results were adversely affected by
lower processed vehicle volume, but these adverse effects were more than offset
by corresponding increases in vehicle average sales prices. Although we
initially saw substantial declines in vehicle assignments following the onset of
the COVID-19 pandemic, which we attribute principally to reduced accident volume
as miles driven dramatically declined in response to shelter-in-place orders
across the globe, we have generally seen vehicle assignment volumes steadily
recovering; however additional subsequent shelter-in-place orders have
occasionally stalled or regressed the assignment volume commensurate with the
severity and duration of such orders. We cannot predict how the pandemic will
continue to develop, whether and to what extent new shelter-in-place orders will
be issued, or to what extent the pandemic may have longer term unanticipated
impacts on our markets, including, for example, the risk of long-term reductions
in miles driven.

Although we have been deemed an "essential business" in the jurisdictions in
which we operate and have largely been able to continue our yard operations, we
have been required to make adjustments in our business processes that may reduce
efficiency or increase operating expenses, particularly if the pandemic
continues over a long period of time. We adjusted, but did not make material
modifications to, our operating expenses to be able to continue providing
employment for our employees, service to our sellers, and process incoming
vehicles for sale in future quarters. The pandemic may have an adverse effect on
our future revenues, with the magnitude and timing of these effects dependent
upon the extent and duration of suspended economic activity across our markets.
We believe that the longer-term impact on our business will depend on potential
adverse operational impacts from outbreaks of COVID-19 at any of our locations;
additional outbreaks of COVID-19 in one or more of our geographic markets; a
reduction in miles driven due to one or more factors relating to the COVID-19
pandemic; the relationship of supply and demand for newly manufactured vehicles,
on the one hand, and used and salvage vehicles, on the other hand, due to
reduced manufacturing capacity and broader supply chain disruptions during the
COVID-19 pandemic and the effects of these supply and demand relationships on
the average sale prices obtained at auction for the vehicles assigned to us for
remarketing; further government actions in response to COVID-19 outbreaks that
restrict business activity or travel; disruptions of governmental administrative
operations due to COVID-19 outbreaks that adversely impact our core business
activities, such as vehicle title processing; and deteriorating economic
conditions generally, and the potential availability, among other things, of
vaccines or treatments, none of which we can predict. For a further discussion
of risks to our business and operating results arising from the pandemic, please
see the section of this Annual Report on Form 10-K captioned "Risk Factors."

Operating Costs and Expenses: 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; marketing costs directly related to the
auction process; and costs of vehicles sold under the purchase contracts.
General and administrative expenses consist primarily of executive management;
accounting; data processing; sales personnel; professional services; marketing
expenses; and system maintenance and enhancements.

Other (Expense) Income: Other (expense) income consists primarily of interest
expense on long-term debt, see Notes to Consolidated Financial Statements, Note
9 - 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.

Liquidity and Cash Flows: Our primary source of working capital is cash
operating results and debt financing. The primary source of our liquidity is our
cash and cash equivalents and Revolving Loan Facility. The primary factors
affecting cash operating results are: (i) seasonality; (ii) market wins and
losses; (iii) supplier mix; (iv) accident frequency; (v) total loss frequency;
(vi) volume from our existing suppliers; (vii) commodity pricing; (viii) used
car pricing; (ix) foreign currency exchange rates; (x) product mix; (xi)
contract mix to the extent applicable; (xii) our capital expenditures; and
(xiii) other macroeconomic factors such as COVID-19. These factors are further
discussed in the Results of Operations and Risk Factors sections of this Annual
Report on Form 10-K.

Potential internal sources of additional working capital and liquidity are the
sale of assets or the issuance of shares through option exercises and shares
issued under our Employee Stock Purchase Plan. A potential external source of
additional working capital and liquidity is the issuance of additional debt or
equity. However, we cannot predict if these sources will be available in the
future or on commercially acceptable terms.

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Acquisitions and New Operations

As part of our overall expansion strategy of offering integrated services to
vehicle sellers, we anticipate acquiring and developing facilities in new
regions, as well as the regions currently served by our facilities. We believe
that these acquisitions and openings will strengthen our coverage, as we have
facilities located in the U.S., Canada, the U.K., Brazil, the Republic of
Ireland, Germany, Finland, the U.A.E., Oman, Bahrain, and Spain with the
intention of providing global coverage for our sellers. All of these
acquisitions have been accounted for using the purchase method of accounting.

The following tables set forth operational facilities that we have opened and are now operational from August 1, 2019 through July 31, 2022:

  United States Locations             Date
Fort Wayne, Indiana             February 2020
Concord, North Carolina         March 2020
Salt Lake City, Utah            May 2020
Redding, California             August 2020
Dothan, Alabama                 August 2020
Jacksonville, Florida           August 2020
Milwaukee, Wisconsin            September 2020
Houston, Texas                  December 2020
Knightdale, North Carolina      March 2021
Gastonia, North Carolina        May 2021
Bismarck, North Dakota          June 2021
Fairburn, Georgia               July 2021
Dyer, Indiana                   July 2021
Mobile South, Alabama           August 2021
Madison, Wisconsin              October 2021
Augusta, Georgia                April 2022
Milwaukee South, Wisconsin      May 2022
Punta Gorda, Florida            June 2022


                    International Locations                               Geographic Service Area                  Date
Niederlehme, Brandenburg (Berlin)                                      Germany                              November 2019
Pilsting, Bavaria (Munich)                                             Germany                              December 2019
São Paulo, São Paulo                                                   Brazil                               May 2020
Bruchmühlbach-Miesau, Rhineland-Palatinate (Mannheim)                  Germany                              February 2021
Mallorca, Balearic Islands                                             Spain                                April 2021
Halifax, Novia Scotia                                                  Canada                               April 2022
Barcelona, Spain                                                       Spain                                September 2021


The following table sets forth the operational facilities obtained through business acquisitions from August 1, 2019 through July 31, 2022:

       Locations            Geographic Service Area          Date
Des Moines, Iowa           United States                 July 2021
Skelmersdale, England      United Kingdom                July 2022
Dumfries, England          United Kingdom                July 2022



The period-to-period comparability of our consolidated operating results and
financial position is affected by business acquisitions, new openings, weather,
and product introductions during such periods.

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In addition to growth through business acquisitions, we seek to increase
revenues and profitability by, among other things, (i) acquiring and developing
additional vehicle storage facilities in key markets, including foreign markets;
(ii) pursuing global, national, and regional vehicle seller agreements; (iii)
increasing our service offerings; and (iv) expanding the application of VB3 into
new markets. In addition, we implement our pricing structure and auction
procedures, and attempt to introduce cost efficiencies at each of our acquired
facilities by implementing our operational procedures, integrating our
management information systems, and redeploying personnel, when necessary.

Results of Operations


The following table shows certain data from our consolidated statements of
income expressed as a percentage of total service revenues and vehicle sales for
fiscal 2022, 2021 and 2020:
                                                         Year Ended July 31,
(In percentages)                                     2022             2021       2020
Service revenues and vehicle sales:
Service revenues                                            81  %      85  %      88  %
Vehicle sales                                               19  %      15  %      12  %
Total service revenues and vehicle sales                   100  %     100  %     100  %
Operating expenses:
Yard operations                                             37  %      37  %      44  %
Cost of vehicle sales                                       17  %      13  %      10  %
General and administrative                                   7  %       8  %       9  %

Total operating expenses                                    61  %      58  %      63  %
Operating income                                            39  %      42  %      37  %
Total other expense                                         (1) %      (1) %      (1) %
Income before income taxes                                  38  %      41  %      36  %
Income tax expense                                           7  %       6  %       4  %
Net income                                                  31  %      35  %      32  %


Comparison of Fiscal Years ended July 31, 2022, 2021 and 2020


The following table presents a comparison of service revenues for fiscal 2022,
2021 and 2020:
                                                                   Year Ended July 31,                                      2022 vs. 2021                                2021 vs. 2020
(In thousands)                                        2022                 2021                 2020                 Change               % Change                Change               % Change
Service revenues
             United States                       $ 2,533,165          $ 2,017,504          $ 1,714,724          $     515,661                  25.6  %       $     302,780                  17.7  %
             International                           319,875              274,363              232,416                 45,512                  16.6  %              41,947                  18.0  %
Total service revenues                           $ 2,853,040          $ 2,291,867          $ 1,947,140          $     561,173                  24.5  %       $     344,727                  17.7  %



Service Revenues. The increase in service revenues for fiscal 2022 of $561.2
million, or 24.5% as compared to fiscal 2021 came from (i) an increase in the
U.S. of $515.7 million, and (ii) an increase in International of $45.5 million.
The growth in the U.S. was driven primarily by (i) an increase in revenue per
car partially driven by the scarcity of vehicles due to global supply chain
disruptions and (ii) an increase in volume resulting from higher miles driven
due to the reopening of the United States economy. Excluding the unfavorable
impact of $8.3 million due to changes in foreign currency exchange rates,
primarily from the change in the British pound and European Union euro to U.S.
dollar exchange rates net against favorable change in Brazilian real to U.S.
dollar exchange, the growth in International was driven primarily by an increase
in revenue per car partially driven by the scarcity of vehicles due to global
supply chain disruptions and an increase in volume resulting from higher miles
driven due to the reopening of the International economies.

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The following table presents a comparison of vehicle sales for fiscal 2022, 2021
and 2020:
                                                             Year Ended July 31,                                   2022 vs. 2021                                2021 vs. 2020
(In thousands)                                    2022               2021               2020                Change               % Change                Change               % Change
Vehicle sales
            United States                     $ 411,985          $ 254,568          $ 145,962          $     157,417                  61.8  %       $     108,606                  74.4  %
            International                       235,896            146,076            112,481                 89,820                  61.5  %              33,595                  29.9  %
Total vehicle sales                           $ 647,881          $ 400,644          $ 258,443          $     247,237                  61.7  %       $     142,201                  55.0  %



Vehicle Sales. The increase in vehicle sales for fiscal 2022 of $247.2 million,
or 61.7% as compared to fiscal 2021 came from (i) an increase in the U.S. of
$157.4 million and (ii) an increase in International of $89.8 million. The
increase in the U.S. was primarily the result of increased volume and higher
average auction selling prices, which we believe was due to a change in the mix
of vehicles sold, increased demand and reduced supply. Excluding an unfavorable
impact of $13.9 million due to changes in foreign currency exchange rates,
primarily from the unfavorable change in the British pound and European Union
euro to the U.S. dollar exchange rate, the increase in International was
primarily the result of higher average auction selling prices and an increase in
volume resulting from higher miles driven due to the reopening of the
International economies and restrictions within the global supply chain for
automobiles.

The following table presents a comparison of yard operations expense for fiscal
2022, 2021 and 2020:
                                                             Year Ended July 31,                                     2022 vs. 2021                               2021 vs. 2020
(In thousands)                                   2022                 2021                2020                Change               % Change               Change               % Change
Yard operations expenses
         United States                      $ 1,123,986          $   849,037          $ 828,066          $     274,949                 32.4  %       $      20,971                  2.5  %
         International                          185,511              154,255            144,421                 31,256                 20.3  %               9,834                  6.8  %
Total yard operations expenses              $ 1,309,497          $ 1,003,292          $ 972,487          $     306,205                 30.5  %       $      30,805                  3.2  %

Yard operations expenses, excluding
depreciation and amortization
         United States                      $ 1,022,647          $   761,021          $ 760,043          $     261,626                 34.4  %       $         978                  0.1  %
         International                          168,937              141,354            135,445                 27,583                 19.5  %               5,909                  4.4  %

Yard depreciation and amortization

         United States                      $   101,340          $    88,016          $  68,023          $      13,324                 15.1  %       $      19,993                 29.4  %
         International                           16,573               12,901              8,976                  3,672                 28.5  %               3,925                 43.7  %



Yard Operations Expenses. The increase in yard operations expenses for fiscal
2022 of $306.2 million, or 30.5% as compared to fiscal 2021 resulted from (i) an
increase in the U.S. of $274.9 million, and (ii) increase in international of
$31.3 million. Excluding depreciation and amortization, the increase in the U.S.
compared to the same period last year relates to an increase in volume as a
result of the reopening of the United States economy combined with an increase
in the cost to process each car. The increase in cost to process each car was
driven by increased subhaul costs, and labor costs, combined with an increase in
premiums for catastrophic event related to subhaul, labor costs incurred from
overtime, and increased travel, lodging, and equipment lease cost associated
with Hurricane Ida. The increase in International was primarily driven by the
increase in volume following the reopening of economies and the increase in
subhaul and fuel costs and combined with an favorable impact of $6.0 million due
to a positive change in British pound and European Union euro to U.S. dollar
exchange rate net against the unfavorable changes in the Brazilian real to U.S.
dollar exchange rate. Included in yard operations expenses were depreciation and
amortization expenses with increase year over year from depreciating new and
expanded facilities placed into service in the U.S. and International locations.

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The following table presents a comparison of cost of vehicle sales for fiscal
2022, 2021 and 2020:
                                                                   Year Ended July 31,                                   2022 vs. 2021                                2021 vs. 2020
(In thousands)                                          2022               2021               2020                Change               % Change                Change               % Change

Cost of vehicle sales

                  United States                     $ 380,928          $ 227,365          $ 135,095          $     153,563                  67.5  %       $      92,270                  68.3  %
                  International                       204,275            118,763             90,199                 85,512                  72.0  %              28,564                  31.7  %
Total cost of vehicle sales                         $ 585,203          $ 346,128          $ 225,294          $     239,075                  69.1  %       $     120,834                  53.6  %



Cost of Vehicle Sales. The increase in cost of vehicle sales for fiscal 2022 of
$239.1 million, or 69.1% as compared to fiscal 2021 was the result of (i) an
increase in the U.S. of $153.6 million and (ii) an increase in International of
$85.5 million. The increase in the U.S. was primarily the result of increased
volume and higher average purchase prices, which we believe was due to a change
in the mix of vehicles sold, increased demand; and reduced supply. Excluding the
favorable impact of $12.8 million due to changes in foreign currency exchange
rates, primarily from the a positive change in the British pound and European
Union euro to U.S. dollar exchange rate, the increase in International was
primarily the result of higher average purchase prices and an increase in
volume, which we believe was due to a change in the mix of vehicles sold,
increased demand; and reduced supply.

The following table presents a comparison of general and administrative expenses for fiscal 2022, 2021 and 2020:

                                                                    Year Ended July 31,                                   2022 vs. 2021                               2021 vs. 2020
(In thousands)                                           2022               2021               2020                Change               % Change               Change               % Change

General and administrative expenses

            United States                            $ 192,667          $ 172,115          $ 154,346          $      20,552                 11.9  %       $      17,769                 11.5  %
            International                               38,557             34,550             37,357                  4,007                 11.6  %              (2,807)                (7.5) %
Total general and administrative expenses            $ 231,224          $ 206,665          $ 191,703          $      24,559                 11.9  %       $      14,962                  7.8  %

General and administrative expenses, excluding
depreciation and amortization
            United States                            $ 173,371          $ 152,366          $ 131,551          $      21,005                 13.8  %       $      20,815                 15.8  %
            International                               37,781             33,245             35,761                  4,536                 13.6  %              (2,516)                (7.0) %

General and administrative depreciation and
amortization
            United States                            $  19,295          $  19,749          $  22,795          $        (454)                (2.3) %       $      (3,046)               (13.4) %
            International                                  777              1,305              1,596                   (528)               (40.5) %                (291)               (18.2) %



General and Administrative Expenses. The increase in general and administrative
expenses for fiscal 2022 of $24.6 million, or 11.9% as compared to fiscal 2021
came primarily from (i) an increase in the U.S. of $20.6 million, and (ii) an
increase in International of $4.0 million. The increase in the U.S. of $21.0
million resulted from increases in stock compensation, labor costs, legal costs,
and travel costs. The decrease in depreciation and amortization expenses
resulted primarily from fully depreciating certain intangible and technology
assets in the U.S. and International locations. Excluding depreciation and
amortization, the increase in International resulted primarily higher labor
costs and increased legal costs including a favorable impact of $1.5 million due
to changes in foreign currency exchange rates, primarily from the change in the
British pound, and European Union euro to U.S. dollar exchange rate, net against
unfavorable changes in the Brazilian real to U.S. dollar exchange rate.

The following table summarizes total other expenses and income taxes for fiscal 2022, 2021 and 2020:

                                                            Year Ended July 31,                                         2022 vs. 2021                                    2021 vs. 2020
(In thousands)                                2022                    2021                 2020                  Change                 % Change                  Change                 % Change

Total other expenses                         (34,043)               (14,580)             (15,260)                   (19,463)               (133.5) %                     680                   4.5  %
Income taxes                                 250,824                185,351              100,932                     65,473                  35.3  %                  84,419                  83.6  %


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Other Expenses. The increase in total other expenses for fiscal 2022 of $19.5
million, or 133.5% as compared to fiscal 2021 was primarily due to costs
associated with a one time extinguishment of debt of $16.7 million in the period
and an increase in currency losses.

Income Taxes. Our effective income tax rates were 18.7% and 16.5%, for fiscal
2022 and 2021, respectively. The current and prior year's effective tax rate was
computed based on the U.S. federal statutory tax rate of 21.0%. The effective
tax rate for fiscal year ending July 31, 2022 was unfavorably impacted by $8.2
million of discrete tax adjustments made in connection with finalizing our
fiscal year 2021 tax return. The effective tax rate for fiscal year ending
July 31, 2021 was favorably impacted by $17.0 million of discrete tax
adjustments made in connection with finalizing our fiscal year 2020 tax return..
The effective tax rates in the current and prior year were also impacted by the
recognition of excess tax benefits from the exercise of employee stock options
of $14.3 million and $29.8 million for fiscal years 2022 and 2021, respectively.

Discussion of Fiscal Year ended July 31, 2021 compared to Fiscal Year ended July 31, 2020


For a discussion of fiscal 2021 as compared to fiscal 2020, please refer to Part
II, Item 7, Management's Discussion and Analysis of Financial Condition and
Results of Operations in our   Form 10-K   for the fiscal year ended July 31,
2021, filed with the SEC on   September 2    7    , 20    21  .

Liquidity and Capital Resources


The following table presents a comparison of key components of our liquidity and
capital resources for fiscal 2022, 2021 and 2020, excluding additional funds
available to us through our Revolving Loan Facility:
                                                         July 31,                                          2022 vs. 2021                                2021 vs. 2020
(In thousands)                         2022                 2021                2020                Change               % Change                Change               % Change
Cash, cash equivalents, and
restricted cash                   $ 1,384,236          $ 1,048,260          $ 477,718          $     335,976                  32.1  %       $     570,542                 119.4  %
Working capital                     1,761,566            1,281,580            607,715                479,986                  37.5  %             673,865                 110.9  %


                                                    Year Ended July 31,                                      2022 vs. 2021                                 2021 vs. 2020
(In thousands)                          2022                2021                2020                 Change                % Change                 Change               % Change
Operating cash flows               $ 1,176,683          $  990,891          $  917,885          $     185,792                    18.7  %       $      73,006                   8.0  %
Investing cash flows                  (442,310)           (465,466)           (601,208)                23,156                     5.0  %             135,742                  22.6  %
Financing cash flows                  (382,693)             40,922             (27,414)              (423,615)                1,035.2  %              68,336                 249.3  %

Capital expenditures,
excluding acquisitions             $  (337,448)         $ (462,996)         $ (591,972)         $     125,548                    27.1  %       $     128,976                  21.8  %
Acquisitions                          (106,604)             (5,000)            (11,702)              (101,604)               (2,032.1) %               6,702                  57.3  %



Cash, cash equivalents, and restricted cash and working capital increased $336.0
million and $480.0 million at July 31, 2022, respectively, as compared to
July 31, 2021. Cash, cash equivalents, and restricted cash increased primarily
due to cash generated from operations and proceeds from stock option exercises,
partially offset by capital expenditures the retirement of 100% of the Senior
Notes under the Note Purchase Agreement. Working capital increased primarily
from cash generated from operations and timing of cash receipts and payments,
partially offset by capital expenditures and certain income tax benefits related
to stock option exercises. Cash equivalents consisted of bank deposits,
certificates of deposit, U.S. Treasury Bills, and funds invested in money market
accounts, which bear interest at variable rates.

Historically, we have financed our growth through cash generated from
operations, public offerings of common stock, equity issued in conjunction with
certain acquisitions, and debt financing. Our primary source of cash generated
by operations is from the collection of service fees and reimbursable advances
from the proceeds of vehicle sales. We expect to continue to use cash flows from
operations to finance our working capital needs and to develop and grow our
business. In addition to our stock repurchase program, we are considering a
variety of alternative potential uses for our remaining cash balances and our
cash flows from operations. These alternative potential uses include additional
stock repurchases, the payment of dividends, and acquisitions. For further
detail, see Notes to Consolidated Financial Statements, Note 9 - Long-Term Debt
and Note 12 - Stockholders' Equity and under the subheadings "Credit Agreement"
and "Note Purchase Agreement" below.

Our business is seasonal as inclement weather during the winter months increases the frequency of accidents and consequently, the number of cars involved in accidents which the insurance companies salvage rather than repair. During the

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winter months, most of our facilities process 5% to 20% more vehicles than at
other times of the year. Severe weather events, including but not limited to
tornadoes, floods, hurricanes, and hailstorms, can also impact our volumes.
These increased volumes require the increased use of our cash to pay out
advances and handling costs of the additional business.

We believe that our currently available cash and cash equivalents and cash
generated from operations will be sufficient to satisfy our operating and
working capital requirements the foreseeable future. We expect to acquire or
develop additional locations and expand some of our current facilities in the
foreseeable future. We may be required to raise additional cash through
drawdowns on our Revolving Loan Facility or issuance of additional equity to
fund this expansion. Although the timing and magnitude of growth through
expansion and acquisitions are not predictable, the opening of new greenfield
yards is contingent upon our ability to locate property that (i) is in an area
in which we have a need for more capacity; (ii) has adequate size given the
capacity needs; (iii) has the appropriate shape and topography for our
operations; (iv) is reasonably close to a major road or highway; and (v) most
importantly, has the appropriate zoning for our business.

As of July 31, 2022, $96.7 million of the $1.4 billion of cash, cash
equivalents, and restricted cash was held by our foreign subsidiaries. If these
funds are needed for our operations in the U.S., the repatriation of these funds
could still be subject to the foreign withholding tax following the U.S. Tax
Reform. However, our intent is to permanently reinvest these funds outside of
the U.S. and our current plans do not require repatriation to fund our U.S.
operations.

Net cash provided by operating activities increased for fiscal 2022 as compared
to fiscal 2021 due to improved cash operating results primarily from an increase
in service and vehicle sales revenues, partially offset by an increase in yard
operations and general and administrative expenses, and changes in operating
assets and liabilities. The change in operating assets and liabilities was
primarily the result of an increase in funds received in accounts receivable of
$29.8 million and a increase in cash generated from the sale of inventory of
$13.8 million, partially offset by net income taxes receivable of $36.6 million
primarily related to excess tax benefits from stock option exercises and an
investment in solar investment tax credit, and decreases in funds used to pay
accounts payable of $8.3 million.

Net cash used in investing activities decreased for fiscal 2022 as compared to
fiscal 2021 due primarily to decreases in capital expenditures net against an
increase in acquisitions and proceeds from the sale of assets. Our capital
expenditures are primarily related to acquiring land, opening and improving
facilities, capitalized software development costs for new software for internal
use and major software enhancements, acquiring yard equipment, and lease buyouts
of certain facilities. We continue to develop, expand, and invest in new and
existing facilities and standardize the appearance of existing locations. As of
July 31, 2022, we have no material non-cancelable commitments for future capital
expenditures. Capitalized software development costs were $12.0 million, $13.6
million, and $13.2 million for fiscal 2022, 2021 and 2020, respectively. If, at
any time it is determined that capitalized software provides a reduced economic
benefit, the unamortized portion of the capitalized development costs will be
impaired. See Notes to Consolidated Financial Statements, Capitalized Software
Costs in Note 1 - Summary of Significant Accounting Policies.

Net cash used in financing activities increased in fiscal 2022 as compared to
fiscal 2021 due primarily to lower payments for employee stock-based tax
withholdings as discussed in further detail under the subheading "Stock
Repurchases" and the Notes to Consolidated Financial Statements, Note 12 -
Stockholders' Equity and the retirement of 100% of the Senior Notes under the
Note Purchase Agreement as discussed in, Note 9 - Long-Term Debt, partially
offset by a decrease in proceeds from the exercise of stock options.

For a discussion of fiscal 2021 as compared to fiscal 2020, please refer to Part
II, Item 7, Management's Discussion and Analysis of Financial Condition and
Results of Operations in our   Form 10-K   for the fiscal year ended July 31,
2021, filed with the SEC on   September 27, 2021  .

Stock Repurchases

On September 22, 2011, our Board of Directors approved an 80 million share
increase in the stock repurchase program, bringing the total current
authorization to 196 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 we deem
appropriate and may be discontinued at any time. For fiscal 2022, 2021 and 2020,
we did not repurchase any shares of our common stock under the program. As of
July 31, 2022, the total number of shares repurchased under the program was
114,549,198 and 81,450,802 shares were available for repurchase under our
program.

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In fiscal 2020, our Chief Executive Officer (now Co-CEO) exercised all of his
vested stock options through a cashless exercise. In fiscal 2021, certain
employees exercised stock options through a cashless exercise. In fiscal 2022,
no employees exercised stock options through a cashless exercise. A portion of
the options exercised were net settled in satisfaction of the exercise price. We
remitted $0.0 million, $3.8 million, and $101.3 million during the years ended
July 31, 2022, 2021 and 2020, 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:

                                                        Weighted                                                                                                         Weighted Average         Employee Stock-Based
                                                         Average            Shares Net Settled        Shares Withheld for Taxes                                          Share Price for          Tax Withholding (in
      Period               Options Exercised         Exercise Price            for Exercise                      (1)                   Net Shares to Employees             Withholding                   000s)
FY 2020-Q1                   4,000,000               $      17.81                  865,719                       1,231,595                   1,902,686                 $           82.29          $         101,348
FY 2021-Q4                      90,000                      17.73                   12,366                          29,349                      48,285                            129.01                      3,786
FY 2022                              -                          -                        -                               -                           -                                 -                          -

(1)Shares withheld for taxes are treated as a repurchase of shares for accounting purposes but do not count against our stock repurchase program.

Credit Agreement


On July 21, 2020, we entered into a First Amended and Restated Credit Agreement
with Wells Fargo Bank, National Association, Truist Bank (as successor by merger
to Suntrust Bank), BMO Harris Bank N.A., Santander Bank, N.A., and Bank of
America, N.A., as administrative agent (as amended from time to time, the
"Credit Agreement"), bringing the aggregate principal amount of the revolving
credit commitments under the Credit Agreement ( the "Revolving Loan Facility")
to $1,050.0 million.

On December 21, 2021, we 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 Secured Overnight Financing Rate ("SOFR") interest
rate, and (g) changing the pricing levels with respect to the revolving loans as
further described below.

We had no outstanding borrowings under the Revolving Loan Facility as of
July 31, 2022 or 2021. The Credit Agreement contains customary affirmative and
negative covenants and we were in compliance with all covenants related to the
Credit Agreement as of July 31, 2022.

Note Purchase Agreement


On December 3, 2014, we 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 is due and payable quarterly, in arrears, on each of
the Senior Notes. We may prepay the Senior Notes, in whole or in part, at any
time, subject to certain conditions, including minimum amounts and payment of a
make-whole amount equal to the discounted value of the remaining scheduled
interest payments under the Senior Notes.

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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.

For further detail on both the Credit Agreement and Note Purchase Agreement, see Notes to Consolidated Financial Statements, Note 9 - Long-Term Debt .

Off-Balance Sheet Arrangements


As of July 31, 2022, we had no off-balance sheet arrangements pursuant to Item
303(a)(4) of Regulation S-K promulgated under the Securities Exchange Act of
1934, as amended.

Critical Accounting Policies and Estimates


Our discussion and analysis of our financial condition and results of operations
are based upon our consolidated financial statements, which have been prepared
in accordance with accounting principles generally accepted in the U.S. The
preparation of these financial statements requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenues,
expenses, and related disclosure of contingent assets and liabilities as of the
date of the financial statements. Actual results may differ from these estimates
under different assumptions or conditions.

We consider the following policies to be the most critical to understanding the
judgments that are involved and the uncertainties that could impact our results
of operations, financial condition, and cash flows. For additional information,
see Note 1 - Summary of Significant Accounting Policies in the Notes to
Consolidated Financial Statements.

The following discussion and analysis should be read in conjunction with our Consolidated Financial Statements and related Notes in Part I., Item I., "Financial Statements."

Revenue Recognition


Our 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.

Our disaggregation between service revenues and vehicle sales at the segment
level reflects how the nature, timing, amount, and uncertainty of our revenues
and cash flows are impacted by economic factors. We report sales taxes on
relevant transactions on a net basis in our consolidated results of operations,
and therefore do not include sales taxes in revenues or costs.

Service revenues


Our service revenue consists of auction and auction related sales transaction
fees charged for vehicle remarketing services. Within this revenue category, our
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
our 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. We do not take ownership of these consigned vehicles,
which are stored at our 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.

We have a separate performance obligation related to providing access to our
online auction platform. We charge members an annual registration fee for the
right to participate in our online auctions and access our 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.

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No provision for returns has been established, as all sales are final with no
right of return or warranty, although we provide for expected credit losses in
the case of non-performance by our buyers or sellers.
                                               Year Ended July 31,
(In thousands)                       2022             2021             2020
Service revenues
             United States       $ 2,533,165      $ 2,017,504      $ 1,714,724
             International           319,875          274,363          232,416
Total service revenues           $ 2,853,040      $ 2,291,867      $ 1,947,140


Vehicle sales

Certain vehicles are purchased and remarketed on our own behalf. We have 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 we act as a principal in vehicle sales transactions, the gross sales price at auction is recorded as revenue.

                                           Year Ended July 31,
(In thousands)                     2022           2021           2020
Vehicle sales
            United States       $ 411,985      $ 254,568      $ 145,962
            International         235,896        146,076        112,481
Total vehicle sales             $ 647,881      $ 400,644      $ 258,443



Contract assets

We capitalize 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 we expect to recognize the related revenues and are amortized as an
offset to the associated revenues on a straight-line basis. We assess 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.

Uncertain Tax Positions


In determining net income for financial statement purposes, we must make 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. In
addition, our actual and forecasted earnings are subject to change due to
economic, political and other conditions, such as new COVID-19 variants.

Our effective tax rates could be affected by numerous factors such as changes in
our business operations; acquisitions; investments; entry into new businesses
and geographies; intercompany transactions; the relative amount of our foreign
earnings, including earnings being lower than anticipated in jurisdictions where
we have lower statutory rates and higher than anticipated in jurisdictions where
we have higher statutory rates; losses incurred in jurisdictions for which we
are not able to realize related tax benefits; the applicability of special tax
regimes; changes in foreign currency exchange rates; changes in our stock price;
changes to our forecasts of income and loss and the mix of jurisdictions to
which they relate; changes in our deferred tax assets and liabilities and their
valuation; changes in the laws, regulations, administrative practices,
principles, and interpretations related to tax, including changes to the global
tax framework; competition; and other laws and accounting rules in various
jurisdictions. In addition, a number of countries have enacted or are actively
pursuing changes to their tax laws applicable to corporate multinationals.

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. Development in an audit,
investigation, or other tax controversy could have a material effect on our
operating results or cash flows in the period or periods for which that
development occurs, as well as for prior and subsequent periods. We recognize
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 we believe the
estimates are reasonable, no assurance can be given
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that the final outcome of these matters will not be different from what is
reflected in the historical income tax provisions and accruals. We recognize
interest and penalties, if any, related to unrecognized tax benefits in income
tax expense.

Recently Issued Accounting Standards

For a description of the new accounting standards that affect us, refer to the Notes to Consolidated Financial Statements, Note 1 - Summary of Significant Accounting Policies.

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