s Come
ms Come
Making Dreams Come True
one customer at a time
one cuusstomuuss
Ann
Annual Report
2007
Aaron Rents, Inc. serves consumers and businesses
through the sale and lease ownership, rental and
retailing of consumer electronics, residential and
office furniture, household appliances, computers
and accessories in over 1,560 Company-operated and
franchised stores in the United States and Canada.
The Company’s major operations are the Aaron’s Sales & Lease Ownership
division, the Aaron’s Corporate Furnishings division and MacTavish
Furniture Industries. Aaron Rents is the industry leader in serving the
moderate-income consumer, offering affordable payment plans, quality
merchandise and superior service. The Company’s strategic focus is on
growing the sales and lease ownership business through the addition of
new Company-operated stores by both internal expansion and acquisitions,
as well as through our successful and expanding franchise program.
Contents
Financial Highlights . . . . . . . . . . . 1
Letter to Shareholders . . . . . . . . 2–3
The Aaron’s Story . . . . . . . . . 4–18
Financial Information . . . . . . 19–45
Common Stock Market
Prices and Dividends . . . . . . . . . 46
Store Locations . . . . . . . . . . . . . 47
Board of Directors and Officers . 48
Corporate and Shareholder
Information . . . . . . . . . . . . . . . . 49
2
Financial Highlights
(Dollar Amounts in Thousands,
Except Per Share)
OPERATING RESULTS
Revenues
Earnings Before Taxes
Net Earnings
Earnings Per Share
Earnings Per Share Assuming Dilution
FINANCIAL POSITION
Total Assets
Rental Merchandise, Net
Credit Facilities
Shareholders’ Equity
Book Value Per Share
Debt to Capitalization
Pretax Profit Margin
Net Profit Margin
Return on Average Equity
STORES OPEN AT YEAR END
Sales and Lease Ownership
Sales and Lease Ownership Franchised*
Corporate Furnishings
Total Stores
Year Ended
December 31,
2007
Year Ended
December 31,
2006
Percentage
Change
$1,494,911
128,845
80,275
1.48
1.46
$1,326,592
124,710
78,635
1.50
1.47
$1,113,176
623,452
185,832
673,380
12.56
$ 979,606
612,149
129,974
607,015
11.21
21.6%
8.6
5.4
12.5
1,014
484
62
1,560
17.6%
9.4
5.9
15.1
845
441
59
1,345
12.7%
3.3
2.1
(1.3)
(0.7)
13.6%
1.8
43.0
10.9
12.0
20.0%
9.8
5.1
16.0%
* Sales and Lease Ownership franchised stores are not owned or operated by Aaron Rents, Inc.
Net Earnings By Year
R e v e n u e s B y Y e a r
$1,500,000
)
s
d
n
a
s
u
o
h
t
n
i
$
(
1,200,000
900,000
600,000
300,000
0
2 0 0 3
2 0 0 4
2 0 0 6
2 0 0 7
2 0 0 5
)
s
d
n
a
s
u
o
h
t
n
i
$
(
$100,000
80,000
60,000
40,000
20,000
0
2003 2004 2005 2006 2007
11
To Our Shareholders
As always, we experienced another exciting and
challenging year. We take particular note of the people
who enable our Company to keep setting records year
after year — our customers.
This annual report communicates the foundation
of Aaron’s long-term success in the words of our
customers. In the following pages, our customers
tell it like it is — and we are extremely proud of what
they say about our way of doing business.
During the past year, we reached new milestones in
several key categories.
• For the first time, we exceeded the $2 billion
mark in combined Company and franchised store
revenues. Company revenues were a record $1.495
billion, an increase of 13% over last year, while
franchised store revenues, which are not included
in the Company figures, reached $559 million, a
15% gain. Net earnings were $80.3 million with
fully diluted earnings per share of $1.46 impacted
by expansion costs and other factors.
• Our total store count reached 1,560 by year end,
an increase of 16% for the year.
• The number of customers being served at our
Company-operated and franchised Aaron’s Sales
& Lease Ownership stores increased 15% during
the year to over 925,000, also a record.
• We awarded area development agreements to open
a record 182 new franchised stores, resulting in a
total of 284 stores in the pipeline to open over the
next several years.
• For the fourth consecutive year, we increased
our quarterly dividend to the current rate of $.016
per share, a 6.7% increase over last year. Our
Directors authorized the repurchase of an addi-
tional 2,329,498 shares of common stock, almost
doubling the previously approved repurchase
authorization and bringing to 5,000,000 the total
number of Aaron Rents common shares authorized
for repurchase. In the fourth quarter of 2007, the
Company repurchased 692,042 shares of common
stock, which we view as a judicious use of capital
and an investment in supporting shareholder value.
2
These achievements were accomplished in the face
of several challenges. Expenses associated with our
rapid expansion were substantial, and there were
also unforeseen store construction delays and, in
some areas, less than expected growth in revenues.
Our ambitious goal to add 250 stores in 2007 was a
significant challenge, and we ended the year adding
215 stores. That was still a major accomplishment and
a very strong growth rate. Same store revenues for
Company-operated Aaron’s Sales & Lease Ownership
stores increased 2.1% for stores open over two years
at the end of 2007.
We are now following a more attainable expansion
plan and concentrating on improving overall profit-
ability and revenue growth in existing stores. Our
priority in 2008 is to achieve a higher level of perfor-
mance in all areas of our operations. Over the next
several years, our plan is to increase overall store
count in the range of 10-13% annually. Our objective
is to achieve consistent growth in revenues, earnings,
stores and shareholder value.
Our optimism in achieving these goals is based on
several factors.
• First, we have a tremendous existing and potential
customer base — our largest market is households
with less than $50,000 annual income, which
represents roughly half of the U.S. population.
• Second, Aaron’s has established market leadership
in serving our customers. We have moved consumer
rental, sales and lease ownership products to Main
Street America over the past two decades with our
attractive and spacious stores and a wide range
of high-quality brand-name furniture, appliances
and electronics.
• Third, our dedicated and highly capable associates
are committed to providing the highest level of
service and achieving record performance measures
every day. Reflecting this, several of our key asso-
ciates were advanced during 2007 to positions of
greater responsibility in the Aaron’s Sales & Lease
Ownership division. John T. Trainor was promoted
to Vice President, Information Technology, and Paul
A. Doize to Vice President, Real Estate. In addition,
due to the division’s growth, we added two new
operating regions during the year and promoted
Michael H. Pokorny to Vice President, Northeast
Operations, and John A. Allevato to Vice President,
RIMCO Operations, of these new regions.
We look forward with enthusiasm to the year ahead,
confident that we can take advantage of the oppor-
tunities to achieve continuing strong and consistent
growth to the benefit of our customers, our associ-
ates, our business partners and our shareholders.
Sincerely,
R. Charles Loudermilk, Sr.
Chairman and Chief Executive Officer
Robert C. Loudermilk, Jr.
President and Chief Operating Officer
3
For over 50 years, Aaron’s has been making customers’
“dreams come true.” From our first rental of folding chairs,
our Company’s product line has expanded to include flat-
screen televisions; laptop computers; high-efficiency washers
and dryers; stainless steel refrigerators; bedroom, living room
and dining room furniture; and much, much more. Our Aaron’s
Sales & Lease Ownership Company-operated and franchised stores serve
over 925,000 customers in 48 states and Canada. Our growth and success
represent the hard work and dedication of our associates, fran chisees,
management team and the loyalty of our customers.
4
“ I have been a customer of Aaron’s for about 10 years.
I had been a customer of a rental store but turned the
merchandise back to them because the product and
pricing were better at Aaron’s. I have been a customer
of Aaron’s many, many times. Over the years, I have
leased a computer, mattresses, camera, and I just
got a flat-screen television for my son. I do shop
around, but I have found that when I make
a large purchase on a credit card, it takes
me longer to pay off, and I end up paying
more than I would getting the product from
Aaron’s. Plus, with leasing, I have the added
benefit of warranties and service.”
Weathe
“ Weatherford is a suburban community about
20 miles west of Fort Worth, Texas. The town
has grown fairly rapidly as the Fort Worth
metropolitan area has expanded, and our
population is now close to 25,000. Some
people commute to work in Fort Worth,
others work in the oil fields. We also have
a small college in town, so we have a large
computer business. Our average customer
pays $150 a month and often has several
items under agreement. This store is about
four years old and is going really well. I have
been the general manager for 18 months,
and it is my second store as general manager.
Most of our customers are families and
most are renters. Many live on the outskirts
of Weatherford, often in rural areas. Most
come in for electronics, and many of our
customers have multiple contracts. Rent-to-
own stores are the primary competition here,
and our customers see that it is cheaper in
the long run to shop with Aaron’s. We have
an awesome selection of merchandise, which
is a big advantage. Our merchandise selec-
tion seems to get better every year, and we
open up new categories on a regular basis.
Big screen televisions are hot right now. ”
— Brandi Cienega, General Manager, Store CO296
Brandi
Cienega
5
Columbu
GA
“ Columbus, Georgia, and Phenix City, Alabama, are
virtually one market. There are a number of large
employers in the region, including AFLAC, Total Systems
and Pratt & Whitney. Fort Benning is the single largest
employer, and we have quite a few customers who are
stationed there or who work there. We have quite a few
computers on lease to deployed military personnel. They
want to be able to stay in touch with their families.
Most customers come to us first for sofas and chairs
or electronics. The customers in this store tend to be
younger families — most are 25-30 years old. I grew up
in Columbus and have lived here most of my life except
for college and opening a store for Aaron’s in Albany,
Georgia. I know my customers and know this market.”
— John Alexander, General Manager, Store F009
r
“ I have been in the military about a year and a half
and have been a customer of Aaron’s for six months.
I needed some furniture and found bedroom and
living room furniture I liked at Aaron’s. They have
been good to work with. Recently, payroll in my
company was messed up, and Aaron’s worked
with me until my paycheck arrived.”
6
C o m p a n y R e v e n u e s
F r o m F r a n c h i s i n g
$40,000
)
s
d
n
a
s
u
o
h
t
n
i
$
(
35,000
30,000
25,000
20,000
15,000
10,000
5,000
0
2 0 0 3
2 0 0 4
2 0 0 6
2 0 0 7
2 0 0 5
Company Pretax Profit
From Franchising
$30,000
25,000
20,000
15,000
)
s
d
n
a
s
u
o
h
t
n
i
$
(
10,000
5,000
0
2003 2004 2005 2006 2007
Aaron’s Sales & Lease Ownership
The Aaron’s Sales & Lease Ownership division is
the Company’s largest and the primary engine of
growth. Stores offer credit-constrained consumers
a broad array of quality home furnishings and elec-
tronics. The sales and lease ownership model offers
consumers unique benefits compared to retailers
that offer financing vehicles. The Aaron’s business
model is based on 12-, 18-, or 24-month lease pay-
ment options with a “cash and carry” price and a “90
Day Same as Cash” option. The stores are typically
freestanding and attractively displayed, offering a
broad selection of electronics, furniture, appliances
and accessories. Key features of the Aaron’s Sales &
Lease Ownership model include:
• Same or next-day delivery, free of charge
• Flexible payment options (cash, check, credit
and debit cards)
• No application fees, no balloon payments,
no credit reports
• Monthly or semimonthly payments
• Quality brand-name products with repair or
replacement guarantees
• No long-term obligation
• Lower total cost than rent-to-own competitors
With a lease arrangement, a customer can return
product at any time. Accordingly, customer service
is critical to our success. We utilize in-house
training and employee development programs
through Aaron’s E-University to enhance customer
relations skills, promote uniform customer service
standards and distribute timely information about
new products and promotions. Key features of our
customer service
include free delivery
of our products
and free service
on products under
lease. Our best
customers
have multiyear
relationships with
the Company and, importantly, over 45% of our
customers complete the lease term and obtain
ownership of their merchandise, a significantly
higher percentage than the rent-to-own industry
pag
kee
the
I th
the
rig
7
“ Mattoon is roughly 50 miles
from Champaign, Illinois. Our
town of 25,000 has a significant
agricultural base and a number of
factories nearby. Eastern Illinois
University is about 15 minutes
away. This store is around three
years old and doing well.
This is a stable community. Most of our employees live in Mattoon, and many grew
up here. That gives us a sense of being a local store. This is a relationship business,
and we close each contract with a handshake. Some of our older farmers just don’t
like credit so our 90 Day Same as Cash program is popular with them. We have
several ways to get our customers to product ownership. We really are trying to
provide the highest level of service. Many of our customers are young families 25-27
years old. Often, they acquire a big-screen television or appliances first and then
come back for additional merchandise. We do a great business in lawn tractors here.
As a manager, I try to get involved in the community, and my store sponsors charity
events that are meaningful to our customers. I am part of this community too.”
— Steve Davis, General Manager, Store F0567
Company-Operated Sales & Lease
Ownership Lease Revenues
Other
4%
Computers
17%
Electronics
31%
Furniture
33%
Appliances
15%
Store Growth
2,000
1,500
1,000
500
0
2003 2004 2005 2006
2007
8
“ I live in Mattoon and grew up in
a nearby town. Before Aaron’s
opened a store here, I shopped
at a rent-to-own store. I did not
like it at all. It seems as though
my weekly payment was always
due a day before my payday. I
would call the store to let them
know, but I still got phone calls
hounding me to pay that day.
I know I paid a whole lot more
money there than I would have
at an Aaron’s store. When the
Aaron’s store opened in Mattoon,
I leased a sectional sofa. Since
then, I have bought a computer,
a laptop computer, bedroom
furniture and a television set.
There is no comparison with the
competitor’s store. The customer
service at Aaron’s is so much
better, and the merchandise
selection is better too. I also
think the quality of products
is better. It is just a completely
different experience at Aaron’s.”
9
The Aaron’s Dream Weekend at Talladega Superspeedway is our premier event partnership featuring the Aaron’s
499 NASCAR Sprint Cup Series Race and the Aaron’s 312 NASCAR Nationwide Series Race, both nationally
televised races.
average of approximately 25%. At the end of 2007,
we had over 610,000 customers of Company-operated
stores, and an additional 318,000 customers were
being served by franchised stores.
Over the past five years, we have developed a
standard freestanding store, approximately 9,000
square feet with an attractively merchandised sales
floor and uniform color palette and signage, which
is substantially larger than the stores of competitors.
We offer room packages that combine furniture
and accessories, all available at affordable monthly
lease payments. Electronics have been an excellent
product category for quite a few years, and exciting
new products have been driving demand. The phase-
out of analog television signals should continue to
spur demand for large-screen digital televisions. Our
computer leasing business continues to grow with
laptops becoming a popular product. Computers
now represent 17% of our product mix. Our national
brands are an additional assurance of quality.
Our stores are open six days a week and can be
operated with less than 10 employees. Sixteen
regional fulfillment centers enable the Company to
minimize inventory at the store level while making
possible same or next-day delivery service.
A typical urban store will draw customers from up to
a 10-mile radius, while rural stores often draw from
up to 60 miles. Customers of rural stores represent
approximately 40% of Company customers and sub-
urban customers another 40%, with urban customers
the remainder. Urban customers tend to be renters in
densely populated metropolitan areas and are younger
10
Customer Proximity to Store
20+ miles
3%
15 – 20
miles
8%
5 miles
or less
10%
10 –15
miles
29%
8 – 10
miles
19%
5 – 8
miles
31%
Cus tome r G roups
Rural
40%
Urban
20%
Suburban
40%
Veronica T
“ I have only been a customer since last September.
I wanted to replace my computer and decided to
lease a computer from Aaron’s. To be honest, my
experience was quite good. The salesman was
really knowledgeable about the computer. I
had some problems loading software, and this
salesman went above and beyond to get it right.
I’m really happy.”
Eastman
“ Eastman is a small town, roughly 30 minutes
from Dublin, Georgia. Eastman is mostly
agricultural, and the population is less than
6,000 people. My store opened in 2007, and
business is going well. The competition in
this market is rent-to-own as well as some
traditional furniture stores. We have a big
competitive advantage in that a customer
does not need to make a large deposit in order
to get the merchandise they want. All of our
customers are on tight budgets. Most people
come in first for electronics. I think people
see us as fair, treating those with credit and
without credit the same. I have been with
Aaron’s two years, and this has been a good
career opportunity for me.”
— Keair Harris, General Manager, Store CO967
11
than the average Aaron’s customer. These customers
tend to have lower household incomes than the
average. Suburban customers typically are married
and new homeowners in the suburbs of larger cities.
The Company’s rural customers tend to be older
than the suburban and urban customers, with limited
income, and often have lived in their homes for a
number of years.
A majority of all Aaron’s customers have lived in their
current residence less than one year. The average
annual income for all Company customers is $35,800,
with urban customers having the lowest average
income ($29,800) and suburban customers the high-
est ($44,000). Approximately 80% of the Company’s
customers have household income of less than
$50,000. Nearly half of Aaron’s customers have
children under 18 living at home, with the urban
H o m e O w n e r s h i p
H o m e O w n e r s h i p
100%
80
60
40
)
t
n
e
c
r
e
p
(
20
0
Urban
Suburban
Rural
Rural
■ Renter
■ Homeowner
Percentage of Customers
18–44
80%
70
60
50
40
30
)
t
n
e
c
r
e
p
p
(
(
20
10
0
Urban
Suburban Rural
C h i l d r e n L i v i n g a t H o m e
100%
80
60
40
)
t
n
e
c
r
e
p
(
20
0
Rural
Suburban
Urban
■ No Children at home
■ Children at home
“ Alice is about 45 minutes west of Corpus
Christi, Texas, and has been growing fairly
steadily. My store opened in April of 2006,
and the next closest Aaron’s store is 35
minutes away. There is a Super Wal-Mart
in this region, which draws traffic. I have
been in this market for over 10 years and
opened this store as general manager. Even
before the store opened, I went door to door
with my staff, introducing Aaron’s and the
sales and lease ownership program. Word
of mouth is definitely the best way to bring
in new business. We opened 113 accounts
in our first two weeks of business and now
have over 1,000. Our customers are oil rig
workers, refinery workers, schoolteachers
and bankers. I live in this community too,
and I try to get to know as many people as
possible in Alice. Many of our customers
have enough credit-worthiness to shop
other places, but we sell them on service
and price. We can compete with furniture
stores that offer 12 months of no interest.
We are also one of the 20 top Aaron’s stores
in computer leases. We just are a big player
in this market.”
— Robert Valls, General Manager, Store CO570
12
“ I have been a customer for about
a year. I was shopping for a
laptop computer, and a friend
recommended Aaron’s. Since
then, I have added a bedroom
set and a television. I shopped
around for both, but Aaron’s had
a better selection and a better
deal. I didn’t see what I had in
mind on the showroom floor,
but the salesman showed me
a catalog and ordered exactly
what I wanted.”
13
14
n, G
Jo
Iap
“ Stone Mountain was
probably a distinct
community when this
store was opened over
15 years ago, but the
Atlanta metropolitan
area has really grown
and the boundaries
between the city and
suburban areas have
blurred. I would guess
that there are 100,000
people within a five-
mile radius of this store
and at least 20 apart-
ment communities. Our
customers range from
18-year-old college students and service industry workers to retirees.
Direct mail has been effective in reaching our customers, and we
often have people walking in the door with a monthly circular in
hand. There are quite a few rental stores close by, and we often pick
up customers based on price and service. In addition, we have some
customers who have been with us for well over 10 years. We have a
staff of eight in this store, and one of the keys to growth is for us to
get out in the community and meet our customers.”
— Joseph Iapichino, General Manager, Store C0009
Eula Lewis
“ I am an educator, and my husband is with the Georgia Department
of Transportation, and we have five children. I have been a customer
since around 1992. Over the years, I have bought electronics, sofas,
lamps, a refrigerator, washer/dryers and a computer. I like Aaron’s
because I can go into the store and select the products I want. I am
able to buy products without using my credit. I don’t shop other
stores. I just prefer Aaron’s — maybe it is just the friendliness of
the company.”
, GA
group the highest (75%) and the
rural group the lowest (37%). The
typical Aaron’s customer is a high
school graduate who has attended
college. Urban customers tend to
have lower levels of educational
achievement, while over 80% of
suburban and rural customers
have completed some college
work. The Company’s customer
base is ethnically diverse, as is the
employee base. Over 80% of our
customers pay by the month with
the remainder paying semimonthly.
The Company’s centralized market-
ing produces a consistent message
and brand image executed by an
in-house advertising agency and
delivered through national and
local television advertising, direct
mail, direct delivery of promotional
materials and a variety of sports
sponsorships. “Aaron’s Makes
Dreams Come True” is a consistent
Company message, promoted
through our “Dream Products”
merchandise, our “Drive Dreams
Home” NASCAR championship
racing sponsorship and the over
25 million flyers distributed every
month to households in our markets.
We believe the high-profile NASCAR
sponsorship has been extremely
effective in expanding the Compa-
ny’s brand awareness, establishing
Aaron’s as a national market leader.
The Company’s franchise program,
launched in 1992, has been an
important engine of store growth. A
typical franchisee owns and operates
three or four stores, but several
of the over 100 franchisee groups
operate over 10 stores. Franchise
royalties and fees contribute over
20% of the Company’s earnings.
15
Since the inception of the franchise program, Aaron’s
has acquired over 200 franchised stores, providing
the Company with additional high-performing stores.
At year end 2007, there were 484 franchised stores
open and another 284 stores under area development
agreements to open over the next few years.
Custom wheels and high-performance tires have
been a rapidly emerging category in the rent-to-own
industry with several corporate participants. At the
end of 2007, we operated 27 Company-operated
RIMCO stores and four franchised RIMCO stores.
These stores lease automobile tires and rims to cus-
tomers under sales and lease ownership agreements.
At present, the Company still considers the RIMCO
stores a development-stage concept.
The Company intends to continue to expand the
sales and lease ownership concept through new store
openings, selective acquisitions and franchise awards.
New stores typically break-even during the second year
of operation, and a large number of stores opened over
the past three years are now beginning to leverage
their fixed costs and investment in rental inventory.
In addition, operational efficiencies continue to be
an important avenue for improved profitability and
a current management focus.
Aaron’s Corporate Furnishings Division
The Aaron’s Corporate Furnishings division rents and
sells new and rental return merchandise to businesses
and individuals out of 46 stores in 16 states. In addi-
tion, the division operates 16 stores that specialize in
office furnishings. The division, currently represent-
ing approximately 8% of Company revenues, offers
both residential and office furniture and is thought
to be the second largest corporate furnishings rental
company in the United States. A growing part of the
business has been the rental of residential furniture to
business customers for use by relocated employees or
those on temporary assignment. A national accounts
program has developed strategic partnerships to fulfill
nationwide needs of clients. As an example, Aaron’s
furnishes all of the trailers used by broadcasters at
NASCAR races and selected other special events. This
“ My husband, Wayne, and I have
been customers for about eight
years. First, we bought a tele-
vision through Aaron’s. When it
was paid off, we gave it to one of
our grown daughters. When we
paid off the second TV, we gave
it to the other daughter. Now, it
is time to keep one for ourselves.
Honestly, I really don’t look at
competitors because Aaron’s
payment plan is so convenient
and the selection is good.”
16
“ The population of Farmington is about 45,000, and
we are the biggest town within a two-hour drive in
any direction. Farmington is in the Four Corners
region — about 45 minutes from where Utah, Arizona,
New Mexico and Colorado meet. It is really a rural
market, and we draw our customers from quite a
distance — up to an hour and a half away. It is an
hour to the Arizona border, for example, and we
still can offer next-day or two-day delivery.
The energy business is big here. There is a fair
amount of oil and gas interests, coal mining and
power plants. Most of the big energy companies have
operations in this region. The economy is in good
shape, and this store is still growing in its sixth year.
I became general manager of this store about five
years ago when the store had 1,056 customers.
Now the customer count is over 2,275.
Our customer base is 60% Native American. The
largest Navaho reservation is about 30 miles away,
but many of our Native American customers do
not live on a reservation. Interestingly, many Native
Americans operate on a cash basis and do not use
the banking system. We do quite a bit of business
under our 90 Day Same as Cash program.
We compete with Rent-a-Center and several locally
owned rental stores, but there are also two Wal-Mart
stores in our region. We have been very successful
in converting rent-to-own customers to our sales
and lease ownership program by showing the price
advantage. We actually compete with Wal-Mart, and
our customers choose Aaron’s because they can
spread out their product cost over three months
with our 90 Day Same as Cash program.”
— Kevin Woods, General Manager, Store FO284
17
Financial Contents
Selected Financial Information . . 19
Management’s Discussion and
Analysis of Financial Condition
and Results of Operations . . 20–28
Consolidated Balance Sheets . . . 29
Consolidated Statements
of Earnings . . . . . . . . . . . . . . . . 30
Consolidated Statements of
Shareholders’ Equity . . . . . . . . . 30
Consolidated Statements
of Cash Flows . . . . . . . . . . . . . . 31
Notes to Consolidated
Financial Statements . . . . . . 32–43
Management Report
on Internal Control Over
Financial Reporting . . . . . . . . . . 44
Reports of Independent
Registered Public
Accounting Firm . . . . . . . . . 44–45
is a mature industry with some cyclical characteristics
but remains a solid generator of profits and cash flow.
MacTavish Furniture Industries
The Company operates seven furniture plants and five
bedding facilities that manufacture custom-designed
residential and office furniture. The ability to control
quality, durability, styling and cost through our own
manufacturing facilities is a competitive advantage.
The MacTavish division supplies the majority of the
Company’s upholstered furniture (such as sofas,
sofa beds, chairs and modular sofa collections)
and bedding needs.
Aaron’s Community Outreach Program
Aaron’s strives to be a good corporate citizen in
our customers’ communities through sponsorships,
volunteer efforts and charitable contributions. The
Aaron’s Community Outreach Program (ACORP)
empowers each store, based on achievement of
performance goals, to earn money to donate to local
charities selected by the associates of the store.
Over the years, ACORP has supported a wide range
of organizations including Boys and Girls Clubs,
Toys for Tots, the Make-A-Wish Foundation and
various hurricane relief efforts. Since 1999, ACORP
has donated over $2.5 million to worthy causes
in the communities served by Aaron’s stores,
a tangible expression of the spirit of giving of
Aaron’s associates.
18
Selected Financial Information
(Dollar Amounts in Thousands,
Except Per Share)
OPERATING RESULTS
Revenues:
Rentals and Fees
Retail Sales
Non-Retail Sales
Franchise Royalties and Fees
Other
Costs and Expenses:
Retail Cost of Sales
Non-Retail Cost of Sales
Operating Expenses
Depreciation of Rental Merchandise
Interest
Earnings Before Income Taxes
Income Taxes
Net Earnings
Earnings Per Share
Year Ended
December 31,
2007
Year Ended
December 31,
2006
Year Ended
December 31,
2005
Year Ended
December 31,
2004
Year Ended
December 31,
2003
$1,126,812
$ 992,791
$ 845,162
$694,293
$553,773
54,518
261,584
38,803
13,194
62,319
224,489
33,626
13,367
58,366
185,622
29,781
6,574
56,259
160,774
25,253
9,901
68,786
120,355
19,347
4,536
1,494,911
1,326,592
1,125,505
946,480
766,797
36,099
239,755
674,412
407,321
8,479
41,262
207,217
579,565
364,109
9,729
39,054
172,807
507,158
305,630
8,519
39,380
149,207
414,518
253,456
5,413
1,366,066
1,201,882
1,033,168
861,974
128,845
48,570
124,710
46,075
92,337
34,344
84,506
31,890
50,913
111,714
344,884
195,661
5,782
708,954
57,843
21,417
$ 80,275
$ 78,635
$ 57,993
$ 52,616
$ 36,426
$ 1.48
$ 1.50
$ 1.16
$ 1.06
$ .74
Earnings Per Share Assuming Dilution
1.46
1.47
1.14
1.04
.73
Dividends Per Share:
Common
Class A
FINANCIAL POSITION
Rental Merchandise, Net
Property, Plant and Equipment, Net
Total Assets
Interest-Bearing Debt
Shareholders’ Equity
AT YEAR END
Stores Open:
Company-Operated
Franchised
$ .061
$ .057
$ .054
$ .039
$ .022
.061
.057
.054
.039
.022
$ 623,452
$ 612,149
$ 550,932
$425,567
$343,013
247,038
1,113,176
185,832
673,380
170,294
979,606
129,974
607,015
133,759
111,118
858,515
211,873
434,471
700,288
116,655
375,178
1,076
484
904
441
806
392
674
357
Rental Agreements in Effect
965,000
773,000
697,000
582,000
Number of Employees
9,600
8,400
7,600
6,400
99,584
559,884
79,570
320,186
560
287
464,800
5,400
19
Management’s Discussion and Analysis of
Financial Condition and Results of Operations
OVERVIEW
Aaron Rents, Inc. is a leading specialty retailer of consumer
electronics, computers, residential and office furniture,
household appliances and accessories. Our major operating
divisions are the Aaron’s Sales & Lease Ownership Division,
the Aaron’s Office Furnishings Division, the Aaron’s
Corporate Furnishings Division, and the MacTavish Furniture
Industries Division, which manufactures and supplies the
majority of the upholstered furniture and bedding leased and
sold in our stores. Our sales and lease ownership division
represents the fastest growing segment of our business,
accounting for 91%, 90%, and 89% of our total revenues in
2007, 2006, and 2005 respectively.
Aaron Rents has demonstrated strong revenue growth
over the last three years. Total revenues have increased from
$1.126 billion in 2005 to $1.495 billion in 2007, represent-
ing a compound annual growth rate of 15.2%. Total revenues
for the year ended December 31, 2007 were $1.495 billion,
an increase of $168.3 million, or 12.7%, over the prior year.
Most of our growth comes from the opening of new sales
and lease ownership stores and increases in same store
revenues from previously opened stores. We added 169 com-
pany-operated sales and lease ownership stores in 2007. We
spend on average approximately $600,000 in the first year of
operation of a new store, which includes purchases of rental
merchandise, investments in leasehold improvements and
financing first year start-up costs. Our new sales and lease
ownership stores typically achieve revenues of approximately
$1.1 million in their third year of operation. Our comparable
stores open more than three years normally achieve approxi-
mately $1.4 million in unit revenues, which we believe
represents a higher unit revenue volume than the typical
rent-to-own store. Most of our stores are cash flow positive
in the second year of operations following their opening.
We also use our franchise program to help us expand
our sales and lease ownership concept more quickly and
into more areas than we otherwise would by opening only
company-operated stores. Our franchisees added a net 43
stores in 2007. We purchased 39 franchised stores during
2007. Franchise royalties and other related fees represent
a growing source of high margin revenue for us, accounting
for approximately $38.8 million of revenues in 2007, up
from $29.8 million in 2005, representing a compounded
annual growth rate of 14.1%.
KEY COMPONENTS OF INCOME
In this management’s discussion and analysis section, we
review the Company’s consolidated results including the five
components of our revenues (rentals and fees, retail sales,
non-retail sales, franchise royalties and fees, and other rev-
enues), costs of sales and expenses (of which depreciation
of rental merchandise is a significant part). We also review
the results of our sales and lease ownership and corporate
furnishings divisions.
20
REVENUES. We separate our total revenues into five compo-
nents: rentals and fees, retail sales, non-retail sales, franchise
royalties and fees, and other revenues. Rentals and fees
includes all revenues derived from rental agreements from
our sales and lease ownership and corporate furnishings
stores, including agreements that result in our customers
acquiring ownership at the end of the term. Retail sales
represent sales of both new and rental return merchandise
from our sales and lease ownership and corporate furnish-
ings stores. Non-retail sales mainly represent merchandise
sales to our sales and lease ownership division franchisees.
Franchise royalties and fees represent fees from the sale
of franchise rights and royalty payments from franchisees,
as well as other related income from our franchised stores.
Other revenues include, at times, income from the sale
of equity investments held in third parties, gains on asset
dispositions and other miscellaneous revenues.
COST OF SALES. We separate our cost of sales into two
components: retail and non-retail. Retail cost of sales repre-
sents the original or depreciated cost of merchandise sold
through our company-operated stores. Non-retail cost of
sales primarily represents the cost of merchandise sold to
our franchisees.
DEPRECIATION OF RENTAL MERCHANDISE. Depreciation
of rental merchandise reflects the expense associated with
depreciating merchandise held for rent and rented to cus-
tomers by our company-operated sales and lease ownership
and corporate furnishings stores.
CRITICAL ACCOUNTING POLICIES
Revenue Recognition
Rental revenues are recognized in the month they are due
on the accrual basis of accounting. For internal management
reporting purposes, rental revenues from the sales and
lease ownership division are recognized as revenue in the
month the cash is collected. On a monthly basis, we record
an accrual for rental revenues due but not yet received, net
of allowances, and a deferral of revenue for rental payments
received prior to the month due. Our revenue recognition
accounting policy matches the rental revenue with the
corresponding costs, mainly depreciation, associated with
the rental merchandise. At the years ended December 31,
2007 and 2006, we had a revenue deferral representing
cash collected in advance of being due or otherwise earned
totaling $27.1 million and $24.1 million, respectively, and
an accrued revenue receivable, net of allowance for doubtful
accounts, based on historical collection rates of $5.3 million
and $5.0 million, respectively. Revenues from the sale of
merchandise to franchisees are recognized at the time of
receipt of the merchandise by the franchisee and revenues
from such sales to other customers are recognized at the
time of shipment.
Rental Merchandise
Our sales and lease ownership division depreciates merchan-
dise over the agreement period, generally 12 to 24 months
when rented, and 36 months when not rented, to 0% salvage
value. Our corporate furnishings division depreciates mer-
chandise over its estimated useful life, which ranges from
six months to 60 months, net of salvage value, which ranges
from 0% to 60%. Sales and lease ownership merchandise
is generally depreciated at a faster rate than our corporate
furnishings merchandise. As sales and lease ownership
revenues continue to comprise an increasing percentage of
total revenues, we expect rental merchandise depreciation
to increase at a correspondingly faster rate.
Our policies require weekly rental merchandise counts by
store managers and write-offs for unsalable, damaged, or
missing merchandise inventories. Full physical inventories are
generally taken at our fulfillment and manufacturing facilities
on a quarterly basis with appropriate provisions made for
missing, damaged and unsalable merchandise. In addition,
we monitor rental merchandise levels and mix by division,
store and fulfillment center, as well as the average age of
merchandise on hand. If unsalable rental merchandise cannot
be returned to vendors, its carrying value is adjusted to net
realizable value or written off. All rental merchandise is
available for rental and sale.
We record rental merchandise carrying value adjustments
on the allowance method, which estimates the merchandise
losses incurred but not yet identified by management
as of the end of the accounting period. The 2005 rental
merchandise adjustments include write-offs of merchandise
in the third quarter that resulted from losses associated
with Hurricanes Katrina and Rita. These hurricane-related
write-offs were $2.8 million, net of insurance proceeds.
Rental merchandise adjustments totaled $30.0 million,
$20.8 million, and $21.8 million for the years ended
December 31, 2007, 2006, and 2005, respectively.
Leases and Closed Store Reserves
The majority of our company-operated stores are operated
from leased facilities under operating lease agreements. The
substantial majority of these leases are for periods that do
not exceed five years. Leasehold improvements related to
these leases are generally amortized over periods that do
not exceed the lesser of the lease term or five years. While
a majority of our leases do not require escalating payments,
for the leases which do contain such provisions we record
the related lease expense on a straight-line basis over the
lease term. Finally, we do not generally obtain significant
amounts of lease incentives or allowances from landlords.
The total amount of incentives and allowances received in
2007, 2006, and 2005 totaled $1.4 million, $1.5 million,
and $1.5 million, respectively. Such amounts are recognized
ratably over the lease term.
From time to time, we close or consolidate stores. Our
primary cost associated with closing or consolidating stores
is the future lease payments and related commitments. We
record an estimate of the future obligation related to closed
or consolidated stores based upon the present value of the
future lease payments and related commitments, net of
estimated sublease income which we base upon historical
experience. For the years ended December 31, 2007 and
2006, our reserve for closed or consolidated stores was
$1.3 million and $693,000, respectively. If our estimates
related to sublease income are not correct, our actual
liability may be more or less than the liability recorded
at December 31, 2006.
Insurance Programs
Aaron Rents maintains insurance contracts to fund workers
compensation and group health insurance claims. Using
actuarial analysis and projections, we estimate the liabilities
associated with open and incurred but not reported work-
ers compensation claims. This analysis is based upon an
assessment of the likely outcome or historical experience,
net of any stop loss or other supplementary coverages. We
also calculate the projected outstanding plan liability for our
group health insurance program. Our workers compensation
insurance claims and group health insurance balance was a
prepaid expense of $5.6 million and $656,000 at December
31, 2007 and 2006, respectively.
If we resolve existing workers compensation claims for
amounts that are in excess of our current estimates and
within policy stop loss limits, we will be required to pay
additional amounts beyond those accrued at December 31,
2007. Additionally, if the actual group health insurance
liability exceeds our projections, we will be required to
pay additional amounts beyond those accrued at December
31, 2007.
The assumptions and conditions described above reflect
management’s best assumptions and estimates, but these
items involve inherent uncertainties as described above,
which may or may not be controllable by management. As a
result, the accounting for such items could result in different
amounts if management used different assumptions or if
different conditions occur in future periods.
Same Store Revenues
We believe the changes in same store revenues are a key
performance indicator. The change in same store revenues
is calculated by comparing revenues for the year to revenues
for the prior year for all stores open for the entire 24-month
period, excluding stores that received rental agreements
from other acquired, closed, or merged stores.
21
RESULTS OF OPERATIONS
Year Ended December 31, 2007 Versus Year Ended
December 31, 2006
The following table shows key selected financial data for the
years ended December 31, 2007 and 2006, and the changes
in dollars and as a percentage to 2007 from 2006.
(In Thousands)
REVENUES:
Rentals and Fees
Retail Sales
Non-Retail Sales
Franchise Royalties and Fees
Other
COSTS AND EXPENSES:
Retail Cost of Sales
Non-Retail Cost of Sales
Operating Expenses
Depreciation of Rental Merchandise
Interest
EARNINGS BEFORE INCOME TAXES
INCOME TAXES
NET EARNINGS
Year Ended
December 31,
2007
Year Ended
December 31,
2006
Increase/(Decrease)
in Dollars to 2007
from 2006
% Increase/
(Decrease) to
2007 from 2006
$1,126,812
54,518
261,584
38,803
13,194
1,494,911
36,099
239,755
674,412
407,321
8,479
1,366,066
128,845
48,570
$ 80,275
$ 992,791
62,319
224,489
33,626
13,367
1,326,592
41,262
207,217
579,565
364,109
9,729
1,201,882
124,710
46,075
$ 78,635
$134,021
(7,801)
37,095
5,177
(173)
168,319
(5,163)
32,583
94,847
43,212
(1,250)
164,184
4,135
2,495
$ 1,640
13.5%
(12.5)
16.5
15.4
(1.3)
12.7
(12.5)
15.7
16.4
11.9
(12.8)
13.7
3.3
5.4
2.1%
Revenues
The 12.7% increase in total revenues, to $1.495 billion in
2007 from $1.327 billion in 2006, was due mainly to a
$134.0 million, or 13.5%, increase in rentals and fees rev-
enues, plus a $37.1 million increase in non-retail sales. The
$134.0 million increase in rentals and fees revenues was
attributable to a $131.2 million increase from our sales and
lease ownership division, which had a 3.8% increase in same
store revenues during the 24 month period ended December
31, 2007 and added 266 company-operated stores since the
beginning of 2006. Additionally, included in other revenues
in 2007 was a $4.9 million gain from the sale of a parking
deck at the Company’s corporate headquarters and included
in other revenues in 2006 was a $7.2 million gain from the
sale of the assets of our 12 stores located in Puerto Rico
and three additional stores located in the continental
United States.
The 12.5% decrease in revenues from retail sales, to $54.5
million in 2007 from $62.3 million in 2006, was due to a
decrease of $4.1 million in the sales and lease ownership
division and a decrease of $3.7 million in the corporate
furnishings division. The decline in retail sales was primarily
driven by a strategic decision to increase retail sales prices
effective in the fourth quarter of 2006. Retail sales represent
sales of both new and returned rental merchandise.
The 16.5% increase in non-retail sales (which mainly repre-
sents merchandise sold to our franchisees), to $261.6 million
in 2007 from $224.5 million in 2006, was due to the growth
of our franchise operations and our distribution network. The
total number of franchised sales and lease ownership stores
at December 31, 2007 was 484, reflecting a net addition of
92 stores since the beginning of 2006.
The 15.4% increase in franchise royalties and fees, to
$38.8 million in 2007 from $33.6 million in 2006, primarily
reflects an increase in royalty income from franchisees,
increasing 17.3% to $29.8 million in 2007 compared to
$25.4 million in 2006. The increase is due primarily to the
growth in the number of franchisees.
The 1.3% decrease in other revenues, to $13.2 million
in 2007 from $13.4 million in 2006, is primarily due to a
decline in investment and interest income during the period.
With respect to our major operating unit, revenues for
our sales and lease ownership division increased 13.7%, to
$1.366 billion for 2007 from $1.201 billion for 2006. This
increase was attributable to the addition of stores and same
store revenue growth described above.
Cost of Sales
Cost of sales from retail sales decreased 12.5% to $36.1
million in 2007 compared to $41.3 million in 2006, with
22
retail cost of sales as a percentage of retail sales remaining
stable at 66.2% for both periods. Retail cost of sales as a
percentage of retail sales in our sales and lease ownership
division decreased to 54.0% in 2007 from 58.7% in 2006 as a
result of the increase in retail sales prices mentioned above.
This decrease in the sales and lease ownership division was
offset by an increase in retail cost of sales as a percentage of
retail sales in our corporate furnishings division, to 75.5% in
2007 from 72.2% in 2006.
Cost of sales from non-retail sales increased 15.7%, to
$239.8 million in 2007 from $207.2 million in 2006, and as
a percentage of non-retail sales, decreased slightly to 91.7%
from 92.3%.
Expenses
Operating expenses in 2007 increased $94.8 million to
$674.4 million from $579.6 million in 2006, a 16.4%
increase. As a percentage of total revenues, operating
expenses were 45.1% in 2007 and 43.7% in 2006. Operating
expenses increased as a percentage of total revenues in
2007 mainly due to the adding of 266 company-operated
stores since the beginning of 2006.
Depreciation of rental merchandise increased $43.2
million to $407.3 million in 2007 from $364.1 million
during the comparable period in 2006, an 11.9% increase.
As a percentage of total rentals and fees, depreciation of
rental merchandise decreased slightly to 36.1% from 36.7%
a year ago.
Interest expense decreased to $8.5 million in 2007
compared with $9.7 million in 2006, a 12.8% decrease. The
decrease in interest expense was primarily due to lower debt
levels during the first half of 2007. Debt levels during the
first half of 2007 were lower as a result of debt payments
made with cash from operations.
Income tax expense increased $2.5 million to $48.6
million in 2007 compared with $46.1 million in 2006,
representing a 5.4% increase. Aaron Rents’ effective tax
rate was 37.7% in 2007 compared with 36.9% in 2006.
Net Earnings
Net earnings increased $1.6 million to $80.3 million in 2007
compared with $78.6 million in 2006, representing a 2.1%
increase. As a percentage of total revenues, net earnings
were 5.4% and 5.9% in 2007 and 2006, respectively. The
increase in net earnings was primarily the result of the
maturing of new company-operated sales and lease owner-
ship stores added over the past several years, contributing to
a 3.8% increase in same store revenues, and a 15.4% increase
in franchise royalties and fees. Additionally, included in other
revenues in 2007 was a $4.9 million gain from the sale of a
parking deck at the Company’s corporate headquarters and
included in other revenues in 2006 was a $7.2 million gain
from the sale of the assets of our 12 stores located in Puerto
Rico and three additional stores located in the continental
United States.
Year Ended December 31, 2006 Versus Year Ended
December 31, 2005
The following table shows key selected financial data for the
years ended December 31, 2006 and 2005, and the changes
in dollars and as a percentage to 2006 from 2005.
(In Thousands)
REVENUES:
Rentals and Fees
Retail Sales
Non-Retail Sales
Franchise Royalties and Fees
Other
COSTS AND EXPENSES:
Retail Cost of Sales
Non-Retail Cost of Sales
Operating Expenses
Depreciation of Rental Merchandise
Interest
EARNINGS BEFORE INCOME TAXES
INCOME TAXES
NET EARNINGS
Year Ended
December 31,
2006
Year Ended
December 31,
2005
Increase
in Dollars to 2006
from 2005
% Increase
to 2006
from 2005
$ 992,791
62,319
224,489
33,626
13,367
1,326,592
41,262
207,217
579,565
364,109
9,729
1,201,882
124,710
46,075
$ 78,635
$ 845,162
58,366
185,622
29,781
6,574
1,125,505
39,054
172,807
507,158
305,630
8,519
1,033,168
92,337
34,344
$ 57,993
$147,629
3,953
38,867
3,845
6,793
201,087
2,208
34,410
72,407
58,479
1,210
168,714
32,373
11,731
$ 20,642
17.5%
6.8
20.9
12.9
103.3
17.9
5.7
19.9
14.3
19.1
14.2
16.3
35.1
34.2
35.6%
23
Revenues
The 17.9% increase in total revenues, to $1.327 billion in
2006 from $1.126 billion in 2005, was due mainly to a
$147.6 million, or 17.5%, increase in rentals and fees rev-
enues, plus a $38.9 million increase in non-retail sales. The
$147.6 million increase in rentals and fees revenues was
attributable to a $142.4 million increase from our sales and
lease ownership division, which had a 7.2% increase in same
store revenues during the 24 month period ended December
31, 2006 and added 229 company-operated stores since the
beginning of 2005. The growth in our sales and lease owner-
ship division was augmented by a $5.5 million increase in
revenues in our corporate furnishings division. Additionally,
included in other revenues in 2006 was a $7.2 million gain
from the sale of the assets of our 12 stores located in Puerto
Rico and three additional stores located in the continental
United States. We received $16.0 million in cash proceeds
and disposed of goodwill of $1.0 million in conjunction with
these sales.
The 6.8% increase in revenues from retail sales, to $62.3
million in 2006 from $58.4 million in 2005, was primarily
due to an increase of $3.7 million in the sales and lease
ownership division as a result of the increased demand and
growing store base described above. Retail sales represent
sales of both new and returned rental merchandise.
The 20.9% increase in non-retail sales (which mainly repre-
sents merchandise sold to our franchisees), to $224.5 million
in 2006 from $185.6 million in 2005, was due to the growth
of our franchise operations and our distribution network. The
total number of franchised sales and lease ownership stores
at December 31, 2006 was 441, reflecting a net addition of
84 stores since the beginning of 2005.
The 12.9% increase in franchise royalties and fees, to
$33.6 million in 2006 from $29.8 million in 2005, primarily
reflects an increase in royalty income from franchisees,
increasing 17.6% to $25.4 million in 2006 compared to
$21.6 million in 2005. The increase in royalty income from
franchisees was partially offset by decreased franchise and
financing fee revenues. Revenues increased in this area pri-
marily due to the previously mentioned growth of franchised
stores and an increase in certain royalty rates.
The 103.3% increase in other revenues, to $13.4 million
in 2006 from $6.6 million in 2005, is primarily attributable
to a $7.2 million gain from the sale of the assets of our 12
stores located in Puerto Rico and three additional stores in
the continental United States. In addition, included in other
income in 2005 is $934,000 of proceeds from business
interruption insurance associated with the operations of
hurricane-affected areas and a $565,000 gain on the sale
of our holdings of Rent-Way, Inc. common stock.
With respect to our major operating units, revenues for
our sales and lease ownership division increased 19.5%, to
$1.201 billion for 2006 from $1.005 billion for 2005. This
increase was attributable to the addition of stores and same
store revenue growth described above. The 4.7% increase in
24
corporate furnishings division revenues, to $123.0 million for
2006 from $117.5 million for 2005, is primarily the result of
improving economic and business conditions.
Cost of Sales
Cost of sales from retail sales increased 5.7% to $41.3
million in 2006 compared to $39.1 million in 2005, with
retail cost of sales as a percentage of retail sales remaining
comparable between the periods.
Cost of sales from non-retail sales increased 19.9%, to
$207.2 million in 2006 from $172.8 million in 2005, and as
a percentage of non-retail sales, decreased slightly to 92.3%
from 93.1%.
Expenses
Operating expenses in 2006 increased $72.4 million to
$579.6 million from $507.2 million in 2005, a 14.3%
increase. As a percentage of total revenues, operating
expenses were 43.7% in 2006 and 45.1% in 2005. Operating
expenses decreased as a percentage of total revenues in
2006 mainly due to the maturing of new company-operated
sales and lease ownership stores and the 7.2% increase in
same store revenues previously mentioned. Additionally,
operating expenses in 2005 included $2.5 million in
expenses, net of $1.9 million of insurance recoveries,
related to losses due to Hurricanes Katrina and Rita.
Depreciation of rental merchandise increased $58.5
million to $364.1 million in 2006 from $305.6 million during
the comparable period in 2005, a 19.1% increase. As a
percentage of total rentals and fees, depreciation of rental
merchandise increased to 36.7% from 36.2% from a year ago.
The increase as a percentage of rentals and fees was primar-
ily due to increased depreciation expense associated with an
increase in 90 day same as cash sales and the early payout of
lease ownership agreements in our sales and lease ownership
division and, to a lesser extent, a greater percentage of our
rentals and fees revenues coming from our sales and lease
ownership division, which depreciates its rental merchandise
at a faster rate than our corporate furnishings division.
Interest expense increased to $9.7 million in 2006
compared with $8.5 million in 2005, a 14.2% increase. The
increase in interest expense was primarily due to higher debt
levels during part of 2006 and, to a lesser extent, higher
interest rates in 2006. Debt levels at December 31, 2006
decreased significantly as a result of debt payments made
with the proceeds of the Company’s 2006 stock offering.
Income tax expense increased $11.7 million to $46.1
million in 2006 compared with $34.3 million in 2005,
representing a 34.2% increase. Aaron Rents’ effective tax
rate was 36.9% in 2006 compared with 37.2% in 2005.
Net Earnings
Net earnings increased $20.6 million to $78.6 million in
2006 compared with $58.0 million in 2005, representing
a 35.6% increase. As a percentage of total revenues, net
earnings were 5.9% and 5.2% in 2006 and 2005, respectively.
The increase in net earnings was primarily the result of the
maturing of new company-operated sales and lease owner-
ship stores added over the past several years, contributing
to a 7.2% increase in same store revenues, and a 12.9%
increase in franchise royalties and fees. Additionally, included
in other revenues in 2006 was a $7.2 million gain from the
sale of the assets of our 12 stores located in Puerto Rico and
three additional stores in the continental United States. Also
included in the 2005 results are increased expenses and
losses due to Hurricanes Katrina and Rita.
Balance Sheet
CASH. The Company’s cash balance decreased to $5.2 mil-
lion at December 31, 2007 from $8.8 million at December
31, 2006. Fluctuations in our cash balances are the result of
timing differences between when our stores deposit cash and
when that cash is available for application against borrowings
outstanding under our revolving credit facility. For additional
information, refer to the “Liquidity and Capital Resources”
section below.
RENTAL MERCHANDISE. The increase of $11.3 million in
rental merchandise, net of accumulated depreciation, to
$623.5 million at December 31, 2007 from $612.1 million at
December 31, 2006, is primarily the result of a net increase
of 169 company-operated stores since December 31, 2006
and the continued revenue growth of existing company-
operated stores.
PROPERTY, PLANT AND EQUIPMENT. The increase of $76.7
million in property, plant and equipment, net of accumulated
depreciation, to $247.0 million at December 31, 2007 from
$170.3 million at December 31, 2006, is primarily the result
of a net increase of 169 company-operated stores since
December 31, 2006.
GOODWILL. The $31.2 million increase in goodwill, to
$143.3 million on December 31, 2007 from $112.0 million
on December 31, 2006, is the result of a series of acquisi-
tions of sales and lease ownership businesses. During 2007,
the Company acquired a net of 51 stores. The aggregate
purchase price for these asset acquisitions totaled $57.3
million, with the principal tangible assets acquired consisting
of rental merchandise and certain fixtures and equipment.
OTHER INTANGIBLES. The $1.4 million increase in other
intangibles, to $4.8 million on December 31, 2007 from $3.4
million on December 31, 2006, is the result of acquisitions of
sales and lease ownership businesses mentioned above, net
of amortization of certain finite-life intangible assets.
PREPAID EXPENSES AND OTHER ASSETS. Prepaid expenses
and other assets increased $7.9 million to $37.3 million at
December 31, 2007 from $29.4 million at December 31,
2006, primarily as a result of an increase in prepaid workers
compensation insurance.
ACCOUNTS PAYABLE AND ACCRUED EXPENSES. The
increase of $20.0 million in accounts payable and accrued
expenses, to $141.0 million at December 31, 2007 from
$121.0 million at December 31, 2006, is primarily the result
of an increase in current income taxes payable.
DEFERRED INCOME TAXES PAYABLE. The decrease of
$11.4 million in deferred income taxes payable to $82.3 mil-
lion at December 31, 2007 from $93.7 million at December
31, 2006 is primarily the result of the slow down of rental
merchandise inventory growth during 2007.
CREDIT FACILITIES AND SENIOR NOTES. The $55.9 million
increase in the amounts we owe under our credit facilities to
$185.8 million on December 31, 2007 from $130.0 million
on December 31, 2006, reflects net borrowings under
our revolving credit facility during 2007 primarily to fund
purchases of rental merchandise, acquisitions, and working
capital. Additionally, we made a $10.0 million repayment on
our senior unsecured notes in the third quarter of 2007.
LIQUIDITY AND CAPITAL RESOURCES
General
Cash flows generated from operating activities for the
years ended December 31, 2007 and 2006 were $109.2
million and $75.0 million, respectively. Our primary capital
requirements consist of buying rental merchandise for both
sales and lease ownership and corporate furnishings stores.
As Aaron Rents continues to grow, the need for additional
rental merchandise will continue to be our major capital
requirement. Other capital requirements include purchases
of property, plant and equipment and expenditures for
acquisitions. These capital requirements historically have
been financed through:
• cash flow from operations;
• bank credit;
• trade credit with vendors;
• proceeds from the sale of rental return merchandise;
• private debt offerings; and
• stock offerings.
In May 2006, we completed an underwritten public offer-
ing of 3.45 million newly-issued shares of our common
stock for net proceeds, after the underwriting discount and
expenses, of approximately $84.0 million. We used the pro-
ceeds to repay borrowings under our revolving credit facility.
The Company’s Chairman, Chief Executive Officer and con-
trolling shareholder sold an additional 1,150,000 shares in
the offering.
At December 31, 2007, $82.9 million was outstanding
under our revolving credit agreement. The credit facilities
balance increased by $67.3 million in 2007 primarily as a
result of net borrowings made under our credit facility during
the period. We renegotiated our revolving credit agreement
25
on February 27, 2006, extending the life of the agreement
until May 28, 2008 and increasing the total available credit to
$140.0 million. We have $20.0 million currently outstanding
in aggregate principal amount of 6.88% senior unsecured
notes due August 2009, the first principal repayments of
which were due and paid in 2005 in the aggregate amount
of $10.0 million, with annual $10.0 million repayments due
until August 2009. Additionally, we have $60.0 million cur-
rently outstanding in aggregate principal amount of 5.03%
senior unsecured notes due July 2012, principal repayments
of which are first required in 2008.
Our revolving credit agreement and senior unsecured
notes, and our franchisee loan program discussed below,
contain certain financial covenants. These covenants include
requirements that we maintain ratios of: (1) EBITDA plus
lease expense to fixed charges of no less than 2:1; (2) total
debt to EBITDA of no greater than 3:1; and (3) total debt to
total capitalization of no greater than 0.6:1. EBITDA in each
case, means consolidated net income before interest and
tax expense, depreciation (other than rental merchandise
depreciation) and amortization expense, and other non-
cash charges. The Company is also required to maintain a
minimum amount of shareholder’s equity. See the full text
of the covenants themselves in our credit and guarantee
agreements, which we have previously filed as exhibits to
our Securities and Exchange Commission reports, for the
details of these covenants and other terms. If we fail to
comply with these covenants, we will be in default under
these agreements, and all amounts would become due
immediately. We were in compliance with all of these
covenants at December 31, 2007 and believe that we
will continue to be in compliance in the future.
On February 27, 2007, we amended the franchise loan
facility and guaranty to increase the maximum commitment
amount from $115.0 million to $125.0 million.
Purchases of sales and lease ownership stores had a posi-
tive impact on operating cash flows in each period presented.
The positive impact on operating cash flows from purchasing
stores occurs as the result of rental merchandise acquired in
these purchases being treated as an investing cash outflow
rather than as an operating cash flow as occurs with our
normal rental merchandise purchases. As such, the operating
cash flows attributable to the newly purchased stores usually
have an initial positive effect on operating cash flows that
may not be indicative of the extent of their contributions in
future periods. The amount of rental merchandise purchased
in these acquisitions and shown under investing activities
was $20.4 million in 2007, $13.3 million in 2006 and
$16.8 million in 2005.
We purchase our common shares in the market from
time to time as authorized by our board of directors. As
of December 31, 2007, Aaron Rents was authorized by its
board of directors to purchase up to 4,307,958 common
shares under approved resolutions. We repurchased 692,042
shares during the fourth quarter of 2007.
26
We have a consistent history of paying dividends, having
paid dividends for 20 consecutive years. A $.014 per share
dividend on Common Stock and Class A Common Stock was
paid in January 2006, April 2006, and July 2006. Our board
of directors increased the dividend for the third quarter of
2006 to $.015 per share from the previous quarterly dividend
of $.014 per share. The payment for the third quarter of
2006 was distributed in October 2006 for a total fiscal year
cash outlay of $2.9 million. A $.015 per share dividend on
Common Stock and Class A Common Stock was paid in
January 2007, April 2007, July 2007, and October 2007 for
a total cash outlay of $3.2 million in 2007. Our board of
directors increased the dividend 6.7% for the fourth quarter
of 2007 on November 15, 2007 to $.016 per share from the
previous quarterly dividend of $.015 per share. The payment
for the fourth quarter was paid in January 2008. Subject to
sufficient operating profits, any future capital needs and
other contingencies, we currently expect to continue our
policy of paying dividends.
If we achieve our expected level of growth in our opera-
tions, we anticipate we will supplement our expected cash
flows from operations, existing credit facilities, vendor
credit, and proceeds from the sale of rental return merchan-
dise by expanding our existing credit facilities, by securing
additional debt financing, or by seeking other sources of
capital to ensure we will be able to fund our capital and
liquidity needs for at least the next 24 months. We believe
we can secure these additional sources of capital in the
ordinary course of business.
COMMITMENTS
INCOME TAXES. During 2007, we made $50.9 million in
income tax payments. During 2008, we anticipate that we
will make cash payments for income taxes approximating
$19 million. The Company has benefited in the past from the
additional first-year or “bonus” depreciation allowance under
U.S. federal income tax law related to its operations in the
Gulf Opportunities Zone. The Company will also benefit from
the Economic Stimulus Act of 2008 as bonus depreciation
will be available on its assets nationwide and tax payments
will be reduced for one year. In future years we anticipate
having to make increased tax payments on our income as
a result of expected profitability and the reversal of the
accelerated depreciation deductions that were taken in
prior periods.
LEASES. We lease warehouse and retail store space for
substantially all of our operations under operating leases
expiring at various times through 2027. Most of the leases
contain renewal options for additional periods ranging from
one to 15 years or provide for options to purchase the
related property at predetermined purchase prices that do
not represent bargain purchase options. We also lease trans-
portation and computer equipment under operating leases
expiring during the next five years. We expect that most
leases will be renewed or replaced by other leases in the
normal course of business.
We have 22 capital leases, 21 of which are with a limited
liability company (“LLC”) whose managers and owners are
13 Aaron Rents’ executive officers and its controlling
shareholder, with no individual, including the controlling
shareholder, owning more than 11.76% of the LLC. Eleven
of these related party leases relate to properties purchased
from Aaron Rents in October and November 2004 by the LLC
for a total purchase price of $6.8 million. This LLC is leasing
back these properties to Aaron Rents for a 15-year term, with
a five-year renewal at Aaron Rents’ option, at an aggregate
annual rental of $883,000. Another ten of these related
party leases relate to properties purchased from Aaron Rents
in December 2002 by the LLC for a total purchase price of
approximately $5.0 million. This LLC is leasing back these
properties to Aaron Rents for a 15-year term at an aggregate
annual rental of $572,000.
During 2006, a property sold by Aaron Rents to a second
LLC controlled by the Company’s major shareholder for $6.3
million in April 2002 and leased back to Aaron Rents for a
15-year term at an annual rental of $681,000 was sold to
an unrelated third party. We entered into a new capital lease
with the unrelated third party. No gain or loss was recog-
nized on this transaction.
We finance a portion of our store expansion through
sale-leaseback transactions. The properties are generally
sold at net book value and the resulting leases qualify and
are accounted for as operating leases. We do not have any
retained or contingent interests in the stores nor do we pro-
vide any guarantees, other than a corporate level guarantee
of lease payments, in connection with the sale-leasebacks.
The operating leases that resulted from these transactions
are included in the table below.
FRANCHISE LOAN GUARANTY. We have guaranteed the
borrowings of certain independent franchisees under a fran-
chise loan program with several banks and we also guarantee
franchisee borrowings under certain other debt facilities. At
December 31, 2007, the portion that the Company might
be obligated to repay in the event franchisees defaulted was
$108.6 million. Of this amount, approximately $77.4 million
represents franchisee borrowings outstanding under the
franchisee loan program and approximately $31.2 million
represents franchisee borrowings that we guarantee under
other debt facilities. However, due to franchisee borrowing
limits, we believe any losses associated with any defaults
would be mitigated through recovery of rental merchandise
and other assets. Since its inception in 1994, we have had
no significant losses associated with the franchisee loan and
guaranty program. The Company believes the likelihood of
any significant amounts being funded in connection with
these commitments to be remote.
We have no long-term commitments to purchase
mer chandise. See Note F to the Consolidated Financial
Statements for further information. The following table
shows our approximate contractual obligations, including
interest, and commitments to make future payments as of
December 31, 2007:
(In Thousands)
Total
Period Less
Than 1 Year
Period 2–3
Years
Period 4–5
Years
Period Over
5 Years
Credit Facilities, Excluding Capital Leases
$166,926
$105,610
$ 34,012
$24,003
$ 3,301
Capital Leases
Operating Leases
18,906
337,955
1,091
83,831
2,421
111,505
2,786
48,305
12,608
94,314
Total Contractual Cash Obligations
$523,787
$190,532
$147,938
$75,094
$110,223
The following table shows the Company’s approximate commercial commitments as of December 31, 2007:
(In Thousands)
Total
Period Less
Than 1 Year
Period 2–3
Years
Period 4–5
Years
Period Over
5 Years
Guaranteed Borrowings of Franchisees
$108,632
$108,632
$ —
$ —
$ —
27
Purchase orders or contracts for the purchase of rental
merchandise and other goods and services are not included
in the table above. We are not able to determine the aggre-
gate amount of such purchase orders that represent
contractual obligations, as purchase orders may represent
authorizations to purchase rather than binding agreements.
Our purchase orders are based on our current distribution
needs and are fulfilled by our vendors within short time
horizons. We do not have significant agreements for the
purchase of rental merchandise or other goods specifying
minimum quantities or set prices that exceed our expected
requirements for three months.
MARKET RISK
From time-to-time, we manage our exposure to changes in
short-term interest rates, particularly to reduce the impact on
floating-rate borrowings, by entering into interest rate swap
agreements. These swap agreements involve the receipt of
amounts by us when floating rates exceed the fixed rates
and the payment of amounts by us to the counterparties
when fixed rates exceed the floating rates in the agreements
over their term. We accrue the differential we may pay
or receive as interest rates change and recognize it as an
adjustment to the floating rate interest expense related to
our debt. The counterparties to these contracts are high
credit quality commercial banks, which we believe largely
minimize the risk of counterparty default.
At December 31, 2007 and 2006 we did not have any
swap agreements.
We do not use any market risk sensitive instruments to
hedge commodity, foreign currency, or risks other than inter-
est rate risk, and hold no market risk sensitive instruments
for trading or speculative purposes.
RECENT ACCOUNTING PRONOUNCEMENTS
In September 2006, the FASB issued SFAS No. 157, Fair Value
Measurements (“SFAS 157”). SFAS 157 establishes a frame-
work for measuring the fair value of assets and liabilities
which is intended to provide increased consistency in how
fair value determinations are made under various existing
accounting standards which permit, or in some cases require,
estimates of fair value market value. SFAS 157 also expands
financial statement disclosure requirements about the use
of fair value measurements, including the effect of such
measures on earnings. SFAS 157 is effective for financial
statements issued for fiscal years beginning after November
15, 2007, and interim periods within those years. However,
on December 14, 2007, the FASB issued FASB Staff Position
FAS 157-b, which deferred the effective date of SFAS 157 for
one year, as it relates to nonfinancial assets and liabilities.
We will adopt SFAS 157 as it relates to financial assets and
liabilities beginning in the first quarter of fiscal 2008. We
are currently evaluating the impact of this Statement on our
financial statements.
In February 2007, the FASB issued SFAS No. 159,
The Fair Value Option for Financial Assets and Financial
Liabilities — Including an Amendment of SFAS No. 115 (“SFAS
159”). SFAS 159 permits an entity to choose to measure
many financial instruments and certain other items at fair
value. SFAS 159 is effective for financial statements issued
for fiscal years beginning after November 15, 2007. We are
currently evaluating the impact of this Statement on our
financial statements.
In December 2007, the FASB issued SFAS No. 141 (Revised
2007), “Business Combinations” (“SFAS 141R”). Under SFAS
141R, an acquiring entity will be required to recognize all the
assets acquired and liabilities assumed in a transaction at the
acquisition-date fair value with limited exceptions. SFAS 141R
will change the accounting treatment for certain specific
acquisition related items including: expensing acquisition
related costs as incurred, valuing noncontrolling interests at
fair value at the acquisition date and expensing restructuring
costs associated with an acquired business. SFAS 141R also
includes a substantial number of new disclosure require-
ments. SFAS 141R is to be applied prospectively to business
combinations for which the acquisition date is on or after
January 1, 2009. We are currently evaluating the impact of
this Statement on our financial statements.
28
Consolidated Balance Sheets
(In Thousands, Except Share Data)
ASSETS
Cash
Accounts Receivable (net of allowances of $4,014
in 2007 and $3,037 in 2006)
Rental Merchandise
Less: Accumulated Depreciation
Property, Plant and Equipment, Net
Goodwill, Net
Other Intangibles, Net
Prepaid Expenses and Other Assets
Total Assets
LIABILITIES AND SHAREHOLDERS’ EQUITY
Accounts Payable and Accrued Expenses
Dividends Payable
Deferred Income Taxes Payable
Customer Deposits and Advance Payments
Credit Facilities
Total Liabilities
Commitments and Contingencies
Shareholders’ Equity:
Common Stock, Par Value $.50 Per Share; Authorized:
100,000,000 Shares; Shares Issued: 48,439,602
at December 31, 2007 and 2006
Class A Common Stock, Par Value $.50 Per Share;
Authorized: 25,000,000 Shares; Shares Issued:
12,063,856 at December 31, 2007 and 2006
Additional Paid-In Capital
Retained Earnings
Accumulated Other Comprehensive Loss
Less: Treasury Shares at Cost,
Common Stock, 3,147,360 and 2,696,781 Shares at
December 31, 2007 and 2006, respectively
Class A Common Stock, 3,748,860 and 3,667,623
Shares at December 31, 2007 and 2006, respectively
Total Shareholders’ Equity
Total Liabilities and Shareholders’ Equity
The accompanying notes are an integral part of the Consolidated Financial Statements.
December 31,
2007
December 31,
2006
$ 5,249
$ 8,807
52,025
993,423
(369,971)
623,452
247,038
143,282
4,814
37,316
43,495
925,534
(313,385)
612,149
170,294
112,047
3,389
29,425
$1,113,176
$979,606
$ 141,030
$121,018
869
82,293
29,772
185,832
439,796
811
93,687
27,101
129,974
372,591
24,220
24,220
6,032
188,575
499,109
(82)
717,854
6,032
183,966
424,991
—
639,209
(26,946)
(16,290)
(17,528)
673,380
(15,904)
607,015
$1,113,176
$979,606
29
Consolidated Statements of Earnings
(In Thousands, Except Per Share)
REVENUES
Rentals and Fees
Retail Sales
Non-Retail Sales
Franchise Royalties and Fees
Other
COSTS AND EXPENSES
Retail Cost of Sales
Non-Retail Cost of Sales
Operating Expenses
Depreciation of Rental Merchandise
Interest
Earnings Before Income Taxes
Income Taxes
Net Earnings
Earnings Per Share
Earnings Per Share Assuming Dilution
Year Ended
December 31,
2007
Year Ended
December 31,
2006
Year Ended
December 31,
2005
$1,126,812
54,518
261,584
38,803
13,194
1,494,911
36,099
239,755
674,412
407,321
8,479
1,366,066
128,845
48,570
$ 80,275
$ 1.48
1.46
$ 992,791
62,319
224,489
33,626
13,367
1,326,592
41,262
207,217
579,565
364,109
9,729
1,201,882
124,710
46,075
$ 78,635
$ 1.50
1.47
$ 845,162
58,366
185,622
29,781
6,574
1,125,505
39,054
172,807
507,158
305,630
8,519
1,033,168
92,337
34,344
$ 57,993
$ 1.16
1.14
The accompanying notes are an integral part of the Consolidated Financial Statements.
Consolidated Statements of Shareholders’ Equity
(In Thousands, Except Per Share)
Treasury Stock
Common Stock
Shares
Amount Common
Class A
Additional
Paid-In
Capital
Accumulated Other
Comprehensive
(Loss) Income
Derivatives
Retained Comprehensive Designated Marketable
As Hedges Securities
Earnings
Income
BALANCE, JANUARY 1, 2005
Dividends, $.054 per share
Reissued Shares
Net Earnings
Change in Fair Value of Financial
Instruments, Net of Income Taxes of $284
Comprehensive Income
(7,293)
267
(7,026)
($37,919) $22,495 $6,032 $ 91,032 $294,077 $ —
($279)
($260)
1,648
1,820
(2,693)
57,993
57,993
(36,271) 22,495
6,032 92,852
349,377
(3,021)
525
58,518
279
246
—
(14)
BALANCE, DECEMBER 31, 2005
Dividends, $.057 per share
Stock-Based Compensation
Reissued Shares
Stock Offering
Net Earnings
Change in Fair Value of Financial
Instruments, Net of Income Taxes of $8
Comprehensive Income
BALANCE, DECEMBER 31, 2006
Reacquired Shares
Dividends, $.061 per share
Stock-Based Compensation
Reissued Shares
Net Earnings
FIN 48 Adjustment
Foreign Currency Translation Adjustment,
Net of Income Taxes of $2
Change in Fair Value of Financial
Instruments, Net of Income Taxes of $46
Comprehensive Income
662
4,077
1,725
3,671
5,169
82,274
78,635
78,635
14
78,649
(32,194) 24,220
(13,401)
6,032 183,966
424,991
—
(6,364)
(692)
160
1,121
(3,307)
3,067
1,542
80,275
(2,850)
80,275
6
(88)
$80,193
14
—
(88)
BALANCE, DECEMBER 31, 2007
(6,896)
($44,474) $24,220 $6,032 $188,575 $499,109
$ —
($ 88)
The accompanying notes are an integral part of the Consolidated Financial Statements.
30
Consolidated Statements of Cash Flows
Cash Provided by (Used by) Operating Activities
109,165
74,961
(In Thousands)
OPERATING ACTIVITIES:
Net Earnings
Depreciation of Rental Merchandise
Other Depreciation and Amortization
Additions to Rental Merchandise
Book Value of Rental Merchandise Sold or Disposed
Change in Deferred Income Taxes
Gain on Marketable Securities
(Gain) Loss on Sale of Property, Plant and Equipment
Gain on Asset Dispositions
Change in Income Tax Receivable,
Prepaid Expenses and Other Assets
Change in Accounts Payable and Accrued Expenses
Change in Accounts Receivable
Excess Tax Benefits from Stock-Based Compensation
Change in Other Assets
Change in Customer Deposits
Stock-Based Compensation
Other Changes, Net
INVESTING ACTIVITIES:
Additions to Property, Plant and Equipment
Contracts and Other Assets Acquired
Proceeds from Sale of Marketable Securities
Proceeds from Asset Dispositions
Proceeds from Sale of Property, Plant and Equipment
Cash Used by Investing Activities
FINANCING ACTIVITIES:
Proceeds from Sale of Senior Notes
Proceeds from Credit Facilities
Repayments on Credit Facilities
Proceeds from Stock Offering
Dividends Paid
Excess Tax Benefits from Stock-Based Compensation
Acquisition of Treasury Stock
Issuance of Stock Under Stock Option Plans
Cash Provided by Financing Activities
(Decrease) Increase in Cash
Cash at Beginning of Year
Cash at End of Year
Cash Paid During the Year:
Interest
Income Taxes
The accompanying notes are an integral part of the Consolidated Financial Statements.
Year Ended
December 31,
2007
Year Ended
December 31,
2006
Year Ended
December 31,
2005
$ 80,275
$ 78,635
$ 57,993
407,321
37,553
(706,674)
304,994
(11,394)
—
(4,685)
(2,919)
—
19,904
(8,530)
(789)
(8,430)
2,671
2,800
(2,932)
364,109
31,472
(681,716)
263,092
18,490
—
128
(7,246)
(805)
8,381
(683)
(3,855)
(6,617)
3,643
3,671
4,262
(141,518)
(57,323)
—
6,851
36,340
(155,650)
—
513,838
(457,980)
—
(3,249)
789
(13,401)
2,930
42,927
(3,558)
8,807
(92,293)
(32,397)
—
16,005
28,092
(80,593)
—
302,587
(384,814)
83,999
(2,909)
3,855
—
4,748
7,466
1,834
6,973
305,630
27,501
(647,657)
233,861
(20,261)
(579)
148
—
18,553
17,025
(10,076)
—
5,864
4,388
—
1,123
(6,487)
(60,453)
(47,907)
6,993
1,182
13,004
(87,181)
60,000
450,854
(415,636)
—
(2,641)
—
—
2,199
94,776
1,108
5,865
$ 5,249
$ 8,807
$ 6,973
$ 8,548
$ 10,000
$ 8,395
50,931
14,273
51,228
31
Notes to Consolidated Financial Statements
NOTE A: SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
As of December 31, 2007 and 2006, and for the
Years Ended December 31, 2007, 2006 and 2005.
BASIS OF PRESENTATION — The consolidated financial
statements include the accounts of Aaron Rents, Inc. and its
wholly owned subsidiaries (the “Company”). All significant
intercompany accounts and transactions have been eliminated.
The preparation of the Company’s consolidated financial
statements in conformity with United States generally accepted
accounting principles requires management to make esti-
mates and assumptions that affect the amounts reported in
these financial statements and accompanying notes. Actual
results could differ from those estimates. Generally, actual
experience has been consistent with management’s prior
estimates and assumptions. Management does not believe
these estimates or assumptions will change significantly in
the future absent unsurfaced or unforeseen events.
In May 2006, the Company completed an underwritten
public offering of 3.45 million newly-issued shares of com-
mon stock for net proceeds, after the underwriting discount
and expenses, of approximately $84.0 million. The Company
used the proceeds to repay borrowings under the revolving
credit facility. The Company’s Chairman, Chief Executive
Officer and controlling shareholder sold an additional
1,150,000 shares in the offering.
Certain reclassifications have been made to the prior
periods to conform to the current period presentation. In
2006 and 2005 cash flow presentations, $3.2 million and
$996,000, respectively, of construction in progress has been
reclassified to additions of property, plant and equipment
from proceeds from sale of property, plant and equipment.
LINE OF BUSINESS — The Company is engaged in the busi-
ness of renting and selling residential and office furniture,
consumer electronics, appliances, computers, and other
merchandise throughout the U.S. and Canada. The Company
manufactures furniture principally for its sales and lease
ownership and corporate furnishings operations.
RENTAL MERCHANDISE — The Company’s rental merchan-
dise consists primarily of residential and office furniture,
consumer electronics, appliances, computers, and other mer-
chandise and is recorded at cost, which includes overhead
from production facilities, shipping costs and warehousing
costs. The sales and lease ownership division depreciates
merchandise over the rental agreement period, generally
12 to 24 months when on rent and 36 months when not
on rent, to a 0% salvage value. The corporate furnishings
division depreciates merchandise over its estimated useful
life, which ranges from six months to 60 months, net of its
salvage value, which ranges from 0% to 60% of historical
cost. The Company’s policies require weekly rental merchan-
dise counts by store managers, which include write-offs for
32
unsalable, damaged, or missing merchandise inventories. Full
physical inventories are generally taken at the fulfillment and
manufacturing facilities on a quarterly basis, and appropriate
provisions are made for missing, damaged and unsalable
merchandise. In addition, the Company monitors rental
merchandise levels and mix by division, store, and fulfillment
center, as well as the average age of merchandise on hand. If
unsalable rental merchandise cannot be returned to vendors,
it is adjusted to its net realizable value or written off.
All rental merchandise is available for rental or sale. On
a monthly basis, all damaged, lost or unsalable merchandise
identified is written off. The Company records rental
merchandise adjustments on the allowance method. The
2005 rental merchandise adjustments include write-offs of
merchandise in the third quarter that resulted from losses
associated with Hurricanes Katrina and Rita. These hurricane-
related write-offs were $2.8 million, net of insurance pro-
ceeds. Rental merchandise write-offs totaled $30.0 million,
$20.8 million, and $21.8 million during the years ended
December 31, 2007, 2006, and 2005, respectively, and
are included in operating expenses in the accompanying
consolidated statements of earnings.
PROPERTY, PLANT AND EQUIPMENT — The Company
records property, plant and equipment at cost. Depreciation
and amortization are computed on a straight-line basis over
the estimated useful lives of the respective assets, which
are from eight to 40 years for buildings and improvements
and from one to five years for other depreciable property
and equipment. Gains and losses related to dispositions
and retirements are recognized as incurred. Maintenance
and repairs are also expensed as incurred; renewals and
betterments are capitalized. Depreciation expense, included
in operating expenses in the accompanying consolidated
statements of earnings, for property, plant and equipment
was $35.1 million, $29.1 million, and $25.6 million during
the years ended December 31, 2007, 2006, and 2005,
respectively.
GOODWILL AND OTHER INTANGIBLES — Goodwill
represents the excess of the purchase price paid over the
fair value of the net tangible and identifiable intangible
assets acquired in connection with business acquisitions.
The Company has elected to perform its annual impairment
evaluation as of September 30. Based on the evaluation,
there was no impairment. More frequent evaluations are
completed if indicators of impairment become evident. Other
intangibles represent the value of customer relationships
acquired in connection with business acquisitions as well as
acquired franchise development rights, recorded at fair value
as determined by the Company. As of December 31, 2007
and 2006, the net intangibles other than goodwill were
$4.8 million and $3.4 million, respectively. The customer
relationship intangible is amortized on a straight-line basis
over a two-year useful life while acquired franchise develop-
ment rights are amortized over the unexpired life of the
franchisee’s ten year area development agreement.
Amortization expense on intangibles, included in operating
expenses in the accompanying consolidated statements of
earnings, was $2.5 million, $2.4 million, and $2.0 million
during the years ended December 31, 2007, 2006, and
2005, respectively.
IMPAIRMENT — The Company assesses its long-lived
assets other than goodwill for impairment whenever facts
and circumstances indicate that the carrying amount may
not be fully recoverable. To analyze recoverability, the
Company projects undiscounted net future cash flows over
the remaining life of such assets. If these projected cash
flows were less than the carrying amount, an impairment
would be recognized, resulting in a write-down of assets
with a corresponding charge to earnings. Impairment losses,
if any, are measured based upon the difference between
the carrying amount and the fair value of the assets. There
were no impairments of long-lived assets for the year ended
December 31, 2007.
DEFERRED INCOME TAXES — These represent primarily
temporary differences between the amounts of assets and
liabilities for financial and tax reporting purposes. Such
temporary differences arise principally from the use of
accelerated depreciation methods on rental merchandise
for tax purposes.
FAIR VALUE OF FINANCIAL INSTRUMENTS — At December
31, 2007 and 2006, the fair market value of fixed rate long-
term debt was $80.4 million and $88.9 million, respectively,
based on quoted prices for similar instruments.
REVENUE RECOGNITION — Rental revenues are recognized
as revenue in the month they are due. Rental payments
received prior to the month due are recorded as deferred
rental revenue. Until all payments are received under sales
and lease ownership agreements, the Company maintains
ownership of the rental merchandise. Revenues from the sale
of merchandise to franchisees are recognized at the time of
receipt of the merchandise by the franchisee, and revenues
from such sales to other customers are recognized at the
time of shipment, at which time title and risk of ownership
are transferred to the customer. Refer to Note I for discus-
sion of recognition of other franchise-related revenues. The
Company presents sales net of sales taxes.
COST OF SALES — Included in cost of sales is the net
book value of merchandise sold, primarily using specific
identification in the sales and lease ownership division and
first-in, first-out in the corporate furnishings division. It is not
practicable to allocate operating expenses between selling
and rental operations.
SHIPPING AND HANDLING COSTS — The Company classifies
shipping and handling costs as operating expenses in the
accompanying consolidated statements of earnings and these
costs totaled $53.1 million in 2007, $45.0 million in 2006,
and $40.5 million in 2005.
ADVERTISING — The Company expenses advertising costs
as incurred. Advertising costs are recorded as expenses the
first time an advertisement appears. Such costs aggregated
to $32.2 million in 2007, $28.3 million in 2006, and $27.1
million in 2005. These advertising expenses are shown net
of cooperative advertising considerations received from
vendors, substantially all of which represents reimbursement
of specific, identifiable, and incremental costs incurred in
selling those vendors’ products. The amounts of cooperative
advertising consideration netted against advertising expense
were $20.1 million in 2007, $18.3 million in 2006 and $16.9
million in 2005. The prepaid advertising asset was $2.4
million and $2.0 million at December 31, 2007 and 2006,
respectively.
STOCK-BASED COMPENSATION — The Company has stock-
based employee compensation plans, which are more fully
described in Note H below. Prior to January 1, 2006, the
Company accounted for awards granted under those plans
following the recognition and measurement principles of
Accounting Principles Board Opinion No. 25, Accounting
for Stock Issued to Employees, and related interpretations.
Effective January 1, 2006, the Company adopted the fair
value recognition provisions of FASB SFAS No. 123(R),
Share-Based Payments (“SFAS 123R”), using the modified
prospective application method. Under this transition
method, compensation expense recognized in the year
ended December 31, 2006 includes the applicable amounts
of compensation expense of all stock-based payments granted
prior to, but not yet vested, as of January 1, 2006, based on
the grant-date fair value estimated in accordance with the
original provisions of SFAS No. 123, Accounting for Stock-
Based Compensation (“SFAS 123”), and previously presented
in the pro forma footnote disclosures.
The Company has in the past granted stock options for
a fixed number of shares to employees primarily with an
exercise price equal to the fair value of the shares at the
date of grant and, accordingly, recognized no compensation
expense for these stock option grants. The Company also
has granted stock options for a fixed number of shares
to certain key executives with an exercise price below the
fair value of the shares at the date of grant (“Key Executive
grants”). Compensation expense for Key Executive grants is
recognized over the three-year vesting period of the options
for the difference between the exercise price and the fair
value of a share of Common Stock on the date of grant times
the number of options granted. Income tax benefits resulting
from stock option exercises credited to additional paid-in
capital totaled $1.5 million, $5.2 million, and $1.9 million
in 2007, 2006, and 2005, respectively.
The Company amended the Key Executive grants in
2006 and raised the exercise price of each of the stock
options to the fair market value of the common stock on
the original grant date, adjusted for a 3-for-2 stock dividend
that occurred on August 2, 2004 in the case of those stock
options with an original grant date that preceded the stock
dividend date. The amendment also provides that, in order
to compensate the grantees for the increase in the exercise
price of the stock options, the full original discounted
amount will be paid in cash on the applicable 2007
vesting date.
Under the modified prospective application method,
results for prior periods have not been restated to reflect
the effects of implementing SFAS 123R. For purposes of pro
forma disclosures under SFAS 123 as amended by SFAS No.
148, Accounting for Stock-Based Compensation—Transition
and Disclosure—an amendment of FASB Statement 123, the
33
Notes to Consolidated Financial Statements
estimated fair value of the options is amortized to expense
over the options’ vesting period. The following table illus-
trates the effect on net earnings and earnings per share if the
fair value based method had been applied to all outstanding
and unvested awards for the following period:
(In Thousands, Except Per Share)
Net Earnings before effect
of Key Executive grants
Expense effect of Key
Executive grants recognized
Net earnings as reported
Stock-based Employee Compensation
Cost, Net of Tax — Pro Forma
Pro forma net earnings
Earnings per share:
Basic — as reported
Basic — pro forma
Diluted — as reported
Diluted — pro forma
Year Ended
December 31, 2005
$58,522
(529)
57,993
(1,996)
$55,997
$ 1.16
$ 1.12
$ 1.14
$ 1.10
INSURANCE RESERVES — Estimated insurance reserves
are accrued primarily for group health and workers com-
pensation benefits provided to the Company’s employees.
Estimates for these insurance reserves are made based on
actual reported but unpaid claims and actuarial analyses of
the projected claims run off for both reported and incurred
but not reported claims.
COMPREHENSIVE INCOME — For the years ended December
31, 2007, 2006 and 2005, comprehensive income totaled
$80.2 million, $78.6 million, and $58.5 million, respectively.
FOREIGN CURRENCY TRANSLATION — Assets and liabilities
denominated in a foreign currency are translated into U.S.
dollars at the current rate of exchange on the last day of the
reporting period. Revenues and expenses are generally trans-
lated at a daily exchange rate and equity transactions are
translated using the actual rate on the day of the transaction.
NEW ACCOUNTING PRONOUNCEMENTS — In September
2006, the FASB issued SFAS No. 157, Fair Value
Measurements (“SFAS 157”). SFAS 157 establishes a frame-
work for measuring the fair value of assets and liabilities
which is intended to provide increased consistency in how
fair value determinations are made under various existing
accounting standards which permit, or in some cases require,
estimates of fair value market value. SFAS 157 also expands
financial statement disclosure requirements about the use
of fair value measurements, including the effect of such
measures on earnings. SFAS 157 is effective for financial
statements issued for fiscal years beginning after November
34
15, 2007, and interim periods within those years. However,
on December 14, 2007, the FASB issued FASB Staff Position
FAS 157-b, which deferred the effective date of SFAS 157 for
one year, as it relates to nonfinancial assets and liabilities.
The Company will adopt SFAS 157 as it relates to financial
assets and liabilities beginning in the first quarter of fiscal
2008. The Company is currently evaluating the impact of this
Statement on its financial statements.
In February 2007, the FASB issued SFAS No. 159,
The Fair Value Option for Financial Assets and Financial
Liabilities — Including an Amendment of SFAS No. 115 (“SFAS
159”). SFAS 159 permits an entity to choose to measure
many financial instruments and certain other items at fair
value. SFAS is effective for financial statements issued for
fiscal years beginning after November 15, 2007. The
Company is currently evaluating the impact of this
Statement on its financial statements.
In December 2007, the FASB issued SFAS No. 141 (Revised
2007), “Business Combinations” (“SFAS 141R”). Under SFAS
141R, an acquiring entity will be required to recognize all the
assets acquired and liabilities assumed in a transaction at the
acquisition-date fair value with limited exceptions. SFAS 141R
will change the accounting treatment for certain specific
acquisition related items including expensing acquisition
related costs as incurred, valuing noncontrolling interests at
fair value at the acquisition date and expensing restructuring
costs associated with an acquired business. SFAS 141R also
includes a substantial number of new disclosure require-
ments. SFAS 141R is to be applied prospectively to business
combinations for which the acquisition date is on or after
January 1, 2009. The Company is currently evaluating the
impact of this Statement on its financial statements.
NOTE B: EARNINGS PER SHARE
Earnings per share is computed by dividing net income by
the weighted average number of Common Stock and Class
A Common Stock outstanding during the year, which were
approximately 54,163,000 shares in 2007, 52,545,000
shares in 2006, and 49,846,000 shares in 2005. The
computation of earnings per share assuming dilution
includes the dilutive effect of stock options and awards.
Such stock options and awards had the effect of increasing
the weighted average shares outstanding assuming dilution
by approximately 809,000 in 2007, 832,000 in 2006 and
959,000 in 2005.
The Company has a restricted share plan in which
shares are issuable upon satisfaction of certain performance
conditions. As of December 31, 2007, only a portion of the
performance conditions have been met and therefore only a
portion of these shares have been included in the computa-
tion of diluted earnings per share. The effect of restricted
stock increased weighted average shares outstanding by
110,000 in 2007.
NOTE C: PROPERTY, PLANT AND
EQUIPMENT
Following is a summary of the Company’s property, plant,
and equipment at December 31:
(In Thousands)
Land
2007
2006
$ 50,176
$ 26,195
Buildings and Improvements
Leasehold Improvements and Signs
Fixtures and Equipment
Assets Under Capital Lease:
with Related Parties
with Unrelated Parties
Construction in Progress
96,804
89,476
66,311
9,332
10,564
19,042
57,373
79,543
54,148
9,534
10,564
10,719
Less: Accumulated Depreciation
and Amortization
341,705
248,076
(94,667)
(77,782)
$247,038
$170,294
NOTE D: CREDIT FACILITIES
Following is a summary of the Company’s credit facilities at
December 31:
(In Thousands)
Bank Debt
2007
2006
$ 82,884
$ 15,612
Senior Unsecured Notes
80,000
90,000
Capital Lease Obligation:
with Related Parties
with Unrelated Parties
Other Debt
9,542
9,364
4,042
10,095
10,022
4,245
$185,832
$129,974
BANK DEBT — The Company has a revolving credit agree-
ment with several banks providing for unsecured borrowings
up to $140.0 million. Amounts borrowed bear interest at
the lower of the lender’s prime rate or LIBOR plus 87.5 basis
points. The pricing under a working capital line is based
upon overnight bank borrowing rates. At December 31,
2007 and 2006, respectively, an aggregate of $82.9 million
(bearing interest at 5.83%) and $15.6 million (bearing interest
at 6.22%) was outstanding under the revolving credit agree-
ment. The Company pays a .20% commitment fee on unused
balances. The weighted average interest rate on borrowings
under the revolving credit agreement was 5.99% in 2007,
5.97% in 2006, and 4.42% in 2005. The revolving credit
agreement expires May 28, 2008.
The revolving credit agreement contains financial
covenants which, among other things, forbid the Company
from exceeding certain debt to equity levels and require
the maintenance of minimum fixed charge coverage ratios.
If the Company fails to comply with these covenants, the
Company will be in default under these agreements, and all
amounts would become due immediately. At December 31,
2007, $122.7 million of retained earnings was available for
dividend payments and stock repurchases under the debt
restrictions, and the Company was in compliance with
all covenants.
SENIOR UNSECURED NOTES — On August 14, 2002, the
Company sold $50.0 million in aggregate principal amount
of senior unsecured notes in a private placement to a con-
sortium of insurance companies. The unsecured notes bear
interest at a rate of 6.88% per year and mature August 13,
2009. Quarterly interest only payments at an annual rate
of 6.88% are due for the first two years followed by annual
$10,000,000 principal repayments plus interest for the
five years thereafter. The notes were amended in July 2005
as a result of entry into a note purchase agreement for an
additional $60.0 million in senior unsecured notes to the
purchasers in a private placement. The agreement was
amended for the purpose of permitting the new issuance
of the notes and amending the negative covenants in the
revolving credit agreement.
On July 27, 2005, the Company entered into a note
purchase agreement with a consortium of insurance
companies. Pursuant to this agreement, the Company and
its two subsidiaries as co-obligors issued $60.0 million in
senior unsecured notes to the purchasers in a private place-
ment. The notes bear interest at a rate of 5.03% per year and
mature on July 27, 2012. Interest only payments are
due quarterly for the first two years, followed by annual
$12 million principal repayments plus interest for the five
years thereafter. The $50.0 million note purchase agreement,
of which $20.0 million is outstanding as of December 31,
2007, contains financial maintenance covenants, negative
covenants regarding the Company’s other indebtedness, its
guarantees and investments, and other customary covenants
substantially similar to the covenants in the Company’s,
revolving credit facility, other note purchase agreement,
and its former construction and lease facility, as modified
by the amendments described herein.
CAPITAL LEASES WITH RELATED PARTIES — In October
and November 2004, the Company sold eleven properties,
including leasehold improvements, to a limited liability com-
pany (“LLC”) controlled by a group of Company executives,
including the Company’s Chairman, Chief Executive Officer,
and controlling shareholder. The LLC obtained borrowings
collateralized by the land and buildings totaling $6.8 million.
The Company occupies the land and buildings collateralizing
the borrowings under a 15-year term lease, with a five-year
renewal at the Company’s option, at an aggregate annual
rental of $883,000. The transaction has been accounted for
as a financing in the accompanying consolidated financial
statements. The rate of interest implicit in the leases is
approximately 9.7%. Accordingly, the land and buildings,
associated depreciation expense, and lease obligations are
recorded in the Company’s consolidated financial statements.
No gain or loss was recognized in this transaction.
35
Notes to Consolidated Financial Statements
In December 2002, the Company sold ten properties,
including leasehold improvements, to the LLC. The LLC
obtained borrowings collateralized by the land and buildings
totaling $5.0 million. The Company occupies the land and
buildings collateralizing the borrowings under a 15-year
term lease at an aggregate annual rental of approximately
$572,000. The transaction has been accounted for as a
financing in the accompanying consolidated financial state-
ments. The rate of interest implicit in the leases is approxi-
mately 11.1%. Accordingly, the land and buildings, associated
depreciation expense, and lease obligations are recorded in
the Company’s consolidated financial statements. No gain or
loss was recognized in this transaction.
During 2006, a property sold by Aaron Rents to a second
LLC controlled by the Company’s major shareholder for $6.3
million in April 2002 and leased back to Aaron Rents for a
15-year term at an annual rental of $681,000 was sold to
an unrelated third party. The Company entered into a new
capital lease with the unrelated third party. No gain or loss
was recognized on this transaction.
LEASES — The Company finances a portion of store expan-
sion through sale-leaseback transactions. The properties
are generally sold at net book value and the resulting leases
qualify and are accounted for as operating leases. The
Company does not have any retained or contingent interests
in the stores nor does the Company provide any guarantees,
other than a corporate level guarantee of lease payments, in
connection with the sale-leasebacks.
OTHER DEBT — Other debt at December 31, 2007 and 2006
includes $3.3 million of industrial development corporation
revenue bonds. The average weighted borrowing rate on
these bonds in 2007 was 3.79%. No principal payments are
due on the bonds until maturity in 2015.
Future maturities under the Company’s Credit Facilities
$106,701
23,170
13,263
13,419
13,370
15,909
are as follows:
(In Thousands)
2008
2009
2010
2011
2012
Thereafter
36
NOTE E: INCOME TAXES
Following is a summary of the Company’s income tax
expense for the years ended December 31:
(In Thousands)
2007
2006
2005
Current Income Tax
Expense (Benefit):
Federal
State
Deferred Income
Tax (Benefit) Expense:
Federal
State
$53,582 $25,453 $50,064
6,382
2,132
4,541
59,964
27,585
54,605
(10,214)
16,524
(17,751)
(1,180)
1,966
(2,510)
(11,394)
18,490
(20,261)
$48,570 $46,075 $34,344
Significant components of the Company’s deferred income
tax liabilities and assets at December 31 are as follows:
(In Thousands)
2007
2006
Deferred Tax Liabilities:
Rental Merchandise and
Property, Plant and Equipment
$ 91,823
$ 99,813
Other, Net
Total Deferred Tax Liabilities
11,625
103,448
10,273
110,086
Deferred Tax Assets:
Accrued Liabilities
Advance Payments
Other, Net
Total Deferred Tax Assets
6,586
10,615
3,954
21,155
5,053
8,959
2,387
16,399
Net Deferred Tax Liabilities
$ 82,293
$ 93,687
The Company’s effective tax rate differs from the statutory
U.S. Federal income tax rate for the years ended December
31 as follows:
Statutory Rate
35.0%
35.0%
35.0%
2007
2006
2005
Increases in U.S. Federal Taxes
Resulting From:
State Income Taxes, Net of
Federal Income Tax Benefit
Other, Net
Effective Tax Rate
2.6
.1
2.1
(.2)
2.2
—
37.7%
36.9%
37.2%
The Company files a federal consolidated income tax
return in the United States and the separate legal entities file
in various states and foreign jurisdictions. With few excep-
tions, the Company is no longer subject to federal, state and
local tax examinations by tax authorities for years before
2004 or subject to non-United States income tax examina-
tions for the years ended prior to 2002. The Company does
not anticipate total uncertain tax benefits will significantly
change during the year due to settlement of audits and the
expiration of statutes of limitations. The Company adopted
the provisions of FASB Interpretation No. 48, Accounting
for Uncertainty in Income Taxes — an interpretation of FASB
Statement No. 109 (“FIN 48”), on January 1, 2007. As a
result of the implementation of FIN 48, the Company recog-
nized a $2.9 million increase in the liability for uncertain tax
benefits, which was accounted for as a reduction to the
January 1, 2007 balance of retained earnings.
$83.8 million in 2008; $66.2 million in 2009; $45.3 million
in 2010; $28.8 million in 2011; $19.5 million in 2012; and
$94.3 million thereafter.
The Company has guaranteed certain debt obligations of
some of the franchisees amounting to $108.6 million and
$111.6 million at December 31, 2007 and 2006, respectively.
Of this amount, approximately $77.4 million represents
franchise borrowings outstanding under the franchise loan
program and approximately $31.2 million represents fran-
chise borrowings under other debt facilities at December 31,
2007. The Company receives guarantee fees based on such
franchisees’ outstanding debt obligations, which it recognizes
as the guarantee obligation is satisfied. The Company has
recourse rights to the assets securing the debt obligations.
As a result, the Company has never incurred any, nor does
management expect to incur any, significant losses under
these guarantees.
Rental expense was $83.7 million in 2007, $72.0 million
The following table summarizes the activity related to our
in 2006, and $59.9 million in 2005.
uncertain tax positions:
(In Thousands)
Balance at January 1, 2007
$3,159
Additions based on tax positions related to the current year
Additions for tax positions of prior years
Statute expirations
Settlements
178
343
(61)
(137)
Balance at December 31, 2007
$3,482
As of December 31, 2007, the amount of uncertain tax
benefits that, if recognized, would affect the effective tax
rate is $3.5 million, including interest and penalties. During
the year ended December 31, 2007, the Company recog-
nized interest and penalties of $530,000. The Company had
$735,000 and $550,000 of accrued interest and penalties at
December 31, 2007 and January 1, 2007, respectively. The
Company recognizes potential interest and penalties related to
uncertain tax benefits as a component of income tax expense.
NOTE F: COMMITMENTS
The Company leases warehouse and retail store space for
substantially all of its operations under operating leases
expiring at various times through 2021. The Company also
leases certain properties under capital leases that are more
fully described in Note D. Most of the leases contain renewal
options for additional periods ranging from one to 15 years
or provide for options to purchase the related property at
predetermined purchase prices that do not represent bargain
purchase options. In addition, certain properties occupied
under operating leases contain normal purchase options. The
Company also leases transportation and computer equipment
under operating leases expiring during the next five years.
Management expects that most leases will be renewed or
replaced by other leases in the normal course of business.
Future minimum rental payments required under operating
leases that have initial or remaining non-cancelable terms in
excess of one year as of December 31, 2007, are as follows:
The Company maintains a 401(k) savings plan for all
full-time employees with at least one year of service with
the Company and who meet certain eligibility requirements.
The plan allows employees to contribute up to 10% of their
annual compensation with 50% matching by the Company
on the first 4% of compensation. The Company’s expense
related to the plan was $806,000 in 2007, $791,000 in
2006, and $676,000 in 2005.
NOTE G: SHAREHOLDERS’ EQUITY
The Company held 6,896,220 common shares in its treasury
and was authorized to purchase an additional 4,307,958
shares at December 31, 2007. The Company’s articles of
incorporation provide that no cash dividends may be paid on
the Class A Common Stock unless equal or higher dividends
are paid on the Common Stock. The Company repurchased
692,042 shares of Common Stock in 2007.
If the number of the Class A Common Stock (voting) falls
below 10% of the total number of outstanding shares of the
Company, the Common Stock (non-voting) automatically con-
verts into Class A Common Stock. The Common Stock may
convert to Class A Common Stock in certain other limited
situations whereby a national securities exchange rule might
cause the Board of Directors to issue a resolution requiring
such conversion. Management considers the likelihood of
any conversion to be remote at the present time.
The Company has 1,000,000 shares of preferred stock
authorized. The shares are issuable in series with terms for
each series fixed by the Board and such issuance is subject
to approval by the Board of Directors. No preferred shares
have been issued.
NOTE H: STOCK OPTIONS
The Company estimates the fair value for the options
granted on the grant date using a Black-Scholes option-pricing
model. The expected volatility is based on the historical vola-
tility of the Company’s Common Stock over the most recent
period generally commensurate with the expected estimated
life of each respective grant. The expected lives
37
Notes to Consolidated Financial Statements
of options are based on the Company’s historical share
option exercise experience. Forfeiture assumptions are
based on the Company’s historical forfeiture experience. The
Company believes that the historical experience method is
the best estimate of future exercise and forfeiture patterns
currently available. The risk-free interest rates are determined
using the implied yield currently available for zero-coupon
U.S. government issues with a remaining term equal to the
expected life of the options. The expected dividend yields
are based on the approved annual dividend rate in effect
and current market price of the underlying Common Stock
at the time of grant. No assumption for a future dividend
rate increase has been included unless there is an approved
plan to increase the dividend in the near term.
For the pro forma information regarding net income and
earnings per share, the Company recognizes compensation
expense over the explicit service period up to the date of
actual retirement. Upon adoption of SFAS 123R, the Company
is required to recognize compensation expense over a period
to the date the employee first becomes eligible for retirement
for awards granted or modified after the adoption of SFAS
123R.
The results of operations for the year ended December 31,
2007 and 2006 include $1.9 million and $3.5 million, respec-
tively, in compensation expense related to unvested grants
as of January 1, 2006. At December 31, 2007, there was
$3.1 million of total unrecognized compensation expense
related to non-vested stock options which is expected to be
recognized over a period of 2.9 years. SFAS 123R requires
that the benefits of tax deductions in excess of recognized
compensation expense be reported as financing cash flows,
rather than as operating cash flow as required under prior
guidance. Excess tax benefits of $789,000 were accordingly
included in cash provided by financing activities for the year
ended December 31, 2007. The related net tax benefit from
the exercise of stock options in the year ended December 31,
2007 was $1.1 million.
weighted average assumptions for 2007 and 2005, respec-
tively: risk-free interest rates of 5.11% and 3.86%; a dividend
yield of .24% and .25%; a volatility factor of the expected
market price of the Company’s Common Stock of .39 and
.43; weighted average assumptions of forfeiture rates of
6.82% and 5.85%; and weighted average expected lives of the
option of eight and five years. The aggregate intrinsic value
of options exercised was $2.9 million, $12.7 million, and
$3.7 million in 2007, 2006, and 2005, respectively. The total
fair value of options vested was $6.6 million, $4.9 million,
and $1.2 million in 2007, 2006, and 2005, respectively. The
Company granted 337,500 in stock options during the fourth
quarter of 2007.
The Company amended the Key Executive grants in
2006 and raised the exercise price of each of the stock
options to the fair market value of the common stock on
the original grant date, adjusted for a 3-for-2 stock dividend
that occurred on August 2, 2004 in the case of those stock
options with an original grant date that preceded the stock
dividend date. The amendment also provides that, in order
to compensate the grantees for the increase in the exercise
price of the stock options, the full original discounted
amount will be paid in cash on the applicable 2007 vesting
date.
Shares of restricted stock may be granted to employees
and directors and typically vest over approximately three
years. Restricted stock grants may be subject to one or
more objective employment, performance or other forfeiture
conditions as established at the time of grant. Any shares
of restricted stock that are forfeited will again become avail-
able for issuance. Compensation cost for restricted stock is
equal to the fair market value of the shares at the date of
the award and is amortized to compensation expense over
the vesting period. Total compensation expense related to
restricted stock was $1.7 million and $277,000 in 2007 and
2006, respectively.
The following table summarizes information about
Under the Company’s stock option plans, options granted
restricted stock activity:
to date become exercisable after a period of three years
and unexercised options lapse ten years after the date of
the grant. Options are subject to forfeiture upon termination
of service. Under the plans, 374,500 of the Company’s
shares are reserved for future grants at December 31, 2007.
The Company did not grant any stock options in 2006. The
weighted average fair value of options granted was $10.79
and $8.09 in 2007 and 2005, respectively. The fair value
for these options was estimated at the date of grant using
a Black-Scholes option pricing model with the following
Restricted Weighted Average
(In Thousands)
Outstanding at January 1, 2007
Granted
Vested
Forfeited
Stock
242
—
—
(17)
Outstanding at December 31, 2007
225
Grant Price
$25.40
—
—
25.40
$25.40
38
The following table summarizes information about stock
options outstanding at December 31, 2007:
Range of
Exercise
Prices
$ 4.38 – 10.00
10.01 – 15.00
15.01 – 20.00
20.01 – 24.94
$ 4.38 – 24.94
Options Outstanding
Options Exercisable
Number
Outstanding
December 31, 2007
Weighted Average
Remaining
Contractual
Life (in years)
Weighted
Average
Exercise price
Number
Exercisable
December 31, 2007
Weighted
Average
Exercise Price
874,199
352,650
199,450
994,396
2,420,695
2.88
5.81
5.95
7.87
5.61
$ 6.79
14.43
17.41
21.87
874,199
352,650
199,450
554,888
$ 6.79
14.43
17.41
22.08
$14.98
1,981,187
$13.50
The table below summarizes option activity for the periods
indicated in the Company’s stock option plans:
Outstanding at January 1, 2007
Granted
Exercised
Forfeited
Outstanding at December 31, 2007
Exercisable at December 31, 2007
Options
(In Thousands)
2,320
338
(185)
(52)
2,421
1,981
Weighted
Average
$13.67
21.14
8.57
19.62
14.97
$13.50
Weighted Average
Remaining
Contractual Term
Aggregate
Intrinsic Value
(In Thousands)
$15,013
—
(2,891)
(97)
12,941
$12,941
5.61 years
4.79 years
Weighted
Average
Fair Value
$ 6.57
10.79
4.43
8.20
7.29
$ 6.57
The weighted average fair value of unvested options was
$9.66 as of December 31, 2006 and $10.53 as of December
31, 2007. The weighted average fair value of options that
vested during 2007 was $6.57.
NOTE I: FRANCHISING OF AARON’S SALES
AND LEASE OWNERSHIP STORES
The Company franchises Aaron’s Sales and Lease Ownership
stores. As of December 31, 2007 and 2006, 768 and 674
franchises had been granted, respectively. Franchisees typi-
cally pay a non-refundable initial franchise fee from $15,000
to $50,000 depending upon market size and an ongoing
royalty of either 5% or 6% of gross revenues. Franchise fees
and area development fees are generated from the sale of
rights to develop, own and operate Aaron’s Sales and Lease
Ownership stores. These fees are recognized as income when
substantially all of the Company’s obligations per location
are satisfied, generally at the date of the store opening.
Franchise fees and area development fees received before
the substantial completion of the Company’s obligations are
deferred. Substantially all of the amounts reported as non-
retail sales and non-retail cost of sales in the accompanying
consolidated statements of earnings relate to the sale of
rental merchandise to franchisees.
Franchise agreement fee revenue was $3.4 million, $3.1
million, and $3.0 million and royalty revenue was $29.8
million, $25.4 million, and $21.6 million for the years ended
December 31, 2007, 2006 and 2005, respectively. Deferred
franchise and area development agreement fees, included in
customer deposits and advance payments in the accompany-
ing consolidated balance sheets, was $5.7 million and $4.3
million as of December 31, 2007 and 2006, respectively.
39
Notes to Consolidated Financial Statements
Franchised Aaron’s Sales and Lease Ownership store
activity is summarized as follows:
Franchised stores open at
January 1,
Opened
Added through acquisition
Purchased from the Company
Purchased by the Company
Closed
Franchised stores open at
December 31,
2007
2006
2005
441
65
9
11
(39)
(3)
392
75
0
3
(28)
(1)
357
71
0
0
(35)
(1)
484
441
392
Company-operated Aaron’s Sales and Lease Ownership
store activity is summarized as follows:
Company-operated stores open
at January 1,
Opened
Added through acquisition
Closed, sold or merged
Company-operated stores open
at December 31,
2007
2006
2005
845
145
39
(15)
748
616
78
40
(21)
82
56
(6)
1,014
845
748
In 2007, the Company acquired the rental contracts,
merchandise, and other related assets of 77 stores, including
39 franchised stores, and merged certain acquired stores
into existing stores, resulting in a net gain of 51 stores. In
2006, the Company acquired the rental contracts, merchan-
dise, and other related assets of 40 stores, including 28
franchised stores, and merged certain acquired stores into
existing stores, resulting in a net gain of 37 stores. In 2005,
the Company acquired the rental contracts, merchandise, and
other related assets of 96 stores, including 35 franchised
stores, and merged certain acquired stores into existing
stores, resulting in a net gain of 56 stores.
NOTE J: ACQUISITIONS AND DISPOSITIONS
During 2007, the Company acquired the rental contracts,
merchandise, and other related assets of a net 39 sales and
lease ownership stores for an aggregate purchase price of
$57.3 million. Fair value of acquired tangible assets included
$20.4 million for rental merchandise, $2.2 million for fixed
assets, and $241,000 for other assets. Fair value of liabilities
assumed approximated $499,000. The excess cost over
the fair value of the assets and liabilities acquired in 2007,
representing goodwill, was $31.3 million. The fair value of
acquired separately identifiable intangible assets included
$2.7 million for customer lists and $1.1 million for acquired
franchise development rights. The estimated amortization
of these customer lists and acquired franchise development
rights in future years approximates $1.6 million, $1.1
million, $178,000, $168,000, and $141,000 for 2008, 2009,
2010, 2011, and 2012, respectively. The purchase price
allocations for certain acquisitions during December 2007
are preliminary pending finalization of the Company’s
assessment of the fair values of tangible assets acquired.
During 2006, the Company acquired the rental contracts,
merchandise, and other related assets of a net 40 sales and
lease ownership stores for an aggregate purchase price of
$32.4 million. Fair value of acquired tangible assets included
$13.3 million for rental merchandise, $1.5 million for fixed
assets, and $154,000 for other assets. Fair value of liabilities
assumed approximated $65,000. The excess cost over the
fair value of the assets and liabilities acquired in 2006,
representing goodwill, was $15.5 million. The fair value of
acquired separately identifiable intangible assets included
$1.4 million for customer lists and $885,000 for acquired
franchise development rights. The estimated amortization
of these customer lists and acquired franchise development
rights in future years approximates $857,000, $582,000,
$115,000, $112,000, and $106,000 for 2007, 2008, 2009,
2010, and 2011, respectively.
The results of operations of the acquired businesses are
included in the Company’s results of operations from their
dates of acquisition. The effect of these acquisitions on the
2007, 2006 and 2005 consolidated financial statements was
not significant.
The Company sold eleven, three, and five of its sales
and lease ownership locations to franchisees in 2007, 2006,
and 2005, respectively. The effect of these sales on the
consolidated financial statements was not significant. The
Company also sold the assets of 12 of its sales and lease
ownership locations in Puerto Rico to an unrelated third
party in the second quarter of 2006. The Company received
$16.0 million in cash proceeds, recognized a $7.2 million
gain, and disposed of goodwill of $1.0 million in conjunction
with the 2006 sales.
40
NOTE K: SEGMENTS
Description of Products and Services of
Reportable Segments
Aaron Rents, Inc. has four reportable segments: sales and
lease ownership, corporate furnishings (formerly known
as rent-to-rent), franchise, and manufacturing. The sales
and lease ownership division offers electronics, residential
furniture, appliances, and computers to consumers primarily
on a monthly payment basis with no credit requirements.
The corporate furnishings division rents and sells residential
and office furniture to businesses and consumers who meet
certain minimum credit requirements. The Company’s fran-
chise operation sells and supports franchisees of its sales
and lease ownership concept. The manufacturing division
manufactures upholstered furniture, office furniture, and
bedding predominantly for use by the other divisions.
Earnings before income taxes for each reportable segment
are generally determined in accordance with accounting
principles generally accepted in the United States with the
following adjustments:
• Sales and lease ownership rental merchandise write-offs are
recorded using the direct write-off method for management
reporting purposes and using the allowance method for
financial reporting purposes. The difference between these
two methods is reflected as part of the Cash to Accrual and
Other Adjustments line below.
• Interest on borrowings is estimated at the beginning of
each year. Interest is then allocated to operating segments
based on relative total assets.
Revenues in the “Other” category are primarily from
leasing space to unrelated third parties in the corporate
headquarters building and revenues from several minor
unrelated activities. The pre-tax losses in the “Other”
category are the net result of the activity mentioned above,
net of the portion of corporate overhead not allocated to
the reportable segments for management purposes, and
the $565,000 gain recognized on the sale of marketable
securities in 2005. Additionally, included in the “Other”
category is a $4.9 million gain from the sale of a parking
deck at the Company’s corporate headquarters in the first
quarter of 2007.
• Sales and lease ownership revenues are reported on the
cash basis for management reporting purposes.
Measurement of Segment Profit or Loss
and Segment Assets
• A predetermined amount of each reportable segment’s
revenues is charged to the reportable segment as an
allocation of corporate overhead. This allocation was
approximately 2.3% in 2007, 2006, and 2005.
• Accruals related to store closures are not recorded on the
reportable segments’ financial statements, but are rather
maintained and controlled by corporate headquarters.
• The capitalization and amortization of manufacturing
variances are recorded on the consolidated financial state-
ments as part of Cash to Accrual and Other Adjustments
and are not allocated to the segment that holds the related
rental merchandise.
• Advertising expense in the sales and lease ownership
division is estimated at the beginning of each year and
then allocated to the division ratably over time for manage-
ment reporting purposes. For financial reporting purposes,
advertising expense is recognized when the related adver-
tising activities occur. The difference between these two
methods is reflected as part of the Cash to Accrual and
Other Adjustments line below.
The Company evaluates performance and allocates resources
based on revenue growth and pre-tax profit or loss from
operations. The accounting policies of the reportable seg-
ments are the same as those described in the summary of
significant accounting policies except that the sales and lease
ownership division revenues and certain other items are
presented on a cash basis. Intersegment sales are completed
at internally negotiated amounts ensuring competitiveness
with outside vendors. Since the intersegment profit and loss
affect inventory valuation, depreciation and cost of goods
sold are adjusted when intersegment profit is eliminated in
consolidation.
Factors Used by Management to Identify
the Reportable Segments
The Company’s reportable segments are business units that
service different customer profiles using distinct payment
arrangements. The reportable segments are each managed
separately because of differences in both customer base
and infrastructure.
41
Notes to Consolidated Financial Statements
Information on segments and a reconciliation to earnings before income taxes are as follows:
(In Thousands)
REVENUES FROM EXTERNAL CUSTOMERS:
Sales and Lease Ownership
Corporate Furnishings
Franchise
Other
Manufacturing
Elimination of Intersegment Revenues
Cash to Accrual Adjustments
Year Ended
December 31,
2007
Year Ended
December 31,
2006
Year Ended
December 31,
2005
$1,325,064
$1,167,073
$ 975,026
120,683
122,965
117,476
38,803
11,687
73,017
(73,173)
(1,170)
33,626
5,791
78,458
(78,221)
(3,100)
29,781
5,411
83,803
(83,509)
(2,483)
Total Revenues from External Customers
$1,494,911
$1,326,592
$1,125,505
EARNINGS BEFORE INCOME TAXES:
Sales and Lease Ownership
Corporate Furnishings
Franchise
Other
Manufacturing
Earnings Before Income Taxes for Reportable Segments
Elimination of Intersegment Loss (Profit)
Cash to Accrual and Other Adjustments
Total Earnings Before Income Taxes
ASSETS:
Sales and Lease Ownership
Corporate Furnishings
Franchise
Other
Manufacturing
Total Assets
DEPRECIATION AND AMORTIZATION:
Sales and Lease Ownership
Corporate Furnishings
Franchise
Other
Manufacturing
$ 90,224
$ 97,611
$ 63,317
9,410
28,651
4,527
(368)
12,824
23,949
(5,808)
(1,740)
132,444
126,836
497
(4,096)
1,777
(3,903)
10,802
22,143
(585)
1,280
96,957
(1,103)
(3,517)
$ 128,845
$ 124,710
$ 92,337
$ 916,536
$ 779,278
$ 669,376
114,455
111,134
31,754
24,419
26,012
25,619
30,999
32,576
91,536
26,902
46,355
24,346
$1,113,176
$ 979,606
$ 858,515
$ 418,768
$ 370,004
$ 309,022
23,532
162
1,566
846
22,229
561
1,454
1,333
20,376
924
1,373
1,436
Total Depreciation and Amortization
$ 444,874
$ 395,581
$ 333,131
INTEREST EXPENSE:
Sales and Lease Ownership
Corporate Furnishings
Franchise
Other
Manufacturing
Total Interest Expense
Revenues from Canadian Operations (included in totals above):
Sales and Lease Ownership
Assets from Canadian Operations (included in totals above):
Sales and Lease Ownership
42
$ 7,386
$ 8,234
$ 7,326
1,068
1,400
—
21
4
47
44
4
1,382
93
(297)
15
$ 8,479
$ 9,729
$ 8,519
$ 3,746
$ —
$ —
$ 252
$ 7
$ —
NOTE L: RELATED PARTY TRANSACTIONS
The Company leases certain properties under capital leases
with certain related parties that are more fully described in
Note D above.
As part of its extensive marketing program, the Company
has sponsored professional driver Michael Waltrip’s Aaron’s
Dream Machine in the NASCAR Busch Series. The sons of
the president of the Company’s sales and lease ownership
division were paid by Mr. Waltrip’s company as full time
members of its team of drivers. In 2007 one driver raced in
the USAR Hooters Pro Cup Series and one driver raced in the
Craftsman Truck Series. The Company’s sponsorship cost in
2007 for the drivers was approximately $730,000. In 2006
the drivers raced Aaron’s sponsored cars full time in the
USAR Hooters Pro Cup Series. The amount paid in 2006 by
the Company for the sponsorship of Michael Waltrip attribut-
able to the USAR Hooters Pro Cup Series was $983,000,
adjusted by credits in the amount of $434,000 for changes
from the 2005 racing season. Motor sports sponsorships
and promotions have been an integral part of the Company’s
marketing programs for a number of years.
NOTE M: QUARTERLY FINANCIAL INFORMATION (UNAUDITED)
(In Thousands, Except Per Share)
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
YEAR ENDED DECEMBER 31, 2007
Revenues
Gross Profit*
Earnings Before Taxes
Net Earnings
Earnings Per Share
Earnings Per Share Assuming Dilution
YEAR ENDED DECEMBER 31, 2006
Revenues
Gross Profit*
Earnings Before Taxes
Net Earnings
Earnings Per Share
Earnings Per Share Assuming Dilution
$387,934
$358,985
$359,381
$388,611
188,488
178,118
178,669
184,464
46,880
29,207
.54
.53
31,675
19,657
.36
.36
25,313
15,919
.29
.29
24,977
15,492
.29
.28
$347,287
$321,727
$317,709
$339,869
167,365
158,188
159,039
161,619
34,631
21,561
.43
.42
31,690
20,650
.40
.39
27,625
17,383
.32
.32
30,764
19,041
.35
.35
* Gross profit is the sum of rentals and fees, retail sales, and non-retail sales less retail cost of sales, non-retail cost of sales, depreciation of
rental merchandise and write-offs of rental merchandise.
43
Management Report on Internal Control
Over Financial Reporting
Management of Aaron Rents, Inc. (the “Company”) is respon-
sible for establishing and maintaining adequate internal
control over financial reporting as defined in Rules 13a-15(f)
and 15d-15(f) under the Securities Exchange Act of 1934, as
amended.
Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements.
Projections of any evaluation of effectiveness to future
periods are subject to the risk that controls may become
inadequate because of changes in conditions or that the
degree of compliance with the policies or procedures may
deteriorate. Internal control over financial reporting cannot
provide absolute assurance of achieving financial reporting
objectives because of its inherent limitations. Internal control
over financial reporting is a process that involves human
diligence and compliance and is subject to lapses in judg-
ment and breakdowns resulting from human failures. Internal
control over financial reporting also can be circumvented by
collusion or improper management override. Because of such
limitations, there is a risk that material misstatements may
not be prevented or detected on a timely basis by internal
control over financial reporting. However, these inherent
limitations are known features of the financial reporting
process. Therefore, it is possible to design into the process
safeguards to reduce, though not eliminate, the risk.
The Company’s management assessed the effectiveness
of the Company’s internal control over financial report-
ing as of December 31, 2007. In making this assessment,
the Company’s management used the criteria set forth
by the Committee of Sponsoring Organizations of the
Treadway Commission (COSO) in Internal Control-Integrated
Framework.
Based on its assessment, management believes that, as
of December 31, 2007, the Company’s internal control over
financial reporting was effective based on those criteria.
The Company’s internal control over financial reporting
as of December 31, 2007 has been audited by Ernst & Young
LLP, an independent registered public accounting firm,
as stated in their report dated February 28, 2008, which
expresses an unqualified opinion on the effectiveness of
the Company’s internal control over financial reporting as
of December 31, 2007.
Report of Independent Registered Public Accounting Firm
THE BOARD OF DIRECTORS AND
SHAREHOLDERS OF AARON RENTS, INC.
We have audited the accompanying consolidated balance
sheets of Aaron Rents, Inc. and subsidiaries as of December
31, 2007 and 2006, and the related consolidated statements
of earnings, shareholders’ equity, and cash flows for each of
the three years in the period ended December 31, 2007. Our
audits also included the financial statement schedule listed
in the Index at Item 15(a). These financial statements and
schedule are the responsibility of the Company’s manage-
ment. Our responsibility is to express an opinion on these
financial statements and schedule based on our audits.
We conducted our audits in accordance with the standards
of the Public Company Accounting Oversight Board (United
States). Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence support-
ing the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles
used and significant estimates made by management, as
well as evaluating the overall financial statement presenta-
tion. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the consolidated financial statements
referred to above present fairly, in all material respects,
44
the consolidated financial position of Aaron Rents, Inc. at
December 31, 2007 and 2006, and the consolidated results
of its operations and its cash flows for each of the three
years in the period ended December 31, 2007, in conformity
with U.S. generally accepted accounting principles. Also, in
our opinion, the related financial statement schedule, when
considered in relation to the basic financial statements taken
as a whole, presents fairly in all material respects the infor-
mation set forth therein.
As discussed in Note E, in 2007 the Company adopted
Financial Accounting Standards Board (“FASB”) Interpretation
No. 48, “Accounting for Uncertainty in Income Taxes.” Also,
as discussed in Note A, in 2006 the Company adopted
Statement of Financial Accounting Standards (“FASB”) No.
123 (revised), “Share-Based Payment.”
We also have audited, in accordance with the standards
of the Public Company Accounting Oversight Board (United
States), Aaron Rents, Inc.’s internal control over financial
reporting as of December 31, 2007, based on criteria estab-
lished in Internal Control-Integrated Framework issued by
the Committee of Sponsoring Organizations of the Treadway
Commission and our report dated February 28, 2008
expressed an unqualified opinion thereon.
Atlanta, Georgia
February 28, 2008
Report of Independent Registered Public Accounting Firm
THE BOARD OF DIRECTORS AND
SHAREHOLDERS OF AARON RENTS, INC.
We have audited Aaron Rents, Inc.’s internal control over
financial reporting as of December 31, 2007, based on cri-
teria established in Internal Control — Integrated Framework
issued by the Committee of Sponsoring Organizations of the
Treadway Commission (the COSO criteria). Aaron Rents, Inc.’s
management is responsible for maintaining effective internal
control over financial reporting, and for its assessment of
the effectiveness of internal control over financial reporting
included in the accompanying Management’s Report on
Internal Control over Financial Reporting. Our responsibility
is to express an opinion on the company’s internal control
over financial reporting based on our audit.
We conducted our audit in accordance with the standards
of the Public Company Accounting Oversight Board (United
States). Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether
effective internal control over financial reporting was main-
tained in all material respects. Our audit included obtaining
an understanding of internal control over financial reporting,
assessing the risk that a material weakness exists, testing
and evaluating the design and operating effectiveness of
internal control based on the assessed risk, and performing
such other procedures as we considered necessary in the
circumstances. We believe that our audit provides a reason-
able basis for our opinion.
A company’s internal control over financial reporting is a
process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of
financial statements for external purposes in accordance
with generally accepted accounting principles. A company’s
internal control over financial reporting includes those poli-
cies and procedures that (1) pertain to the maintenance
of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the
company; (2) provide reasonable assurance that transactions
are recorded as necessary to permit preparation of financial
statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the com-
pany are being made only in accordance with authorizations
of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely
detection of unauthorized acquisition, use, or disposition of
the company’s assets that could have a material effect on the
financial statements.
Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements.
Also, projections of any evaluation of effectiveness to future
periods are subject to the risk that controls may become
inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures
may deteriorate.
In our opinion, Aaron Rents, Inc. maintained, in all mate-
rial respects, effective internal control over financial reporting
as of December 31, 2007, based on the COSO criteria.
We also have audited, in accordance with the standards
of the Public Company Accounting Oversight Board (United
States), the consolidated balance sheets of Aaron Rents, Inc.
as of December 31, 2007 and December 31, 2006, and the
related consolidated statements of earnings, shareholders’
equity, and cash flows for each of the three years in the
period ended December 31, 2007. Our report dated February
28, 2008 expressed an unqualified opinion thereon.
Atlanta, Georgia
February 28, 2008
45
Common Stock Market Prices and Dividends
MARKET FOR REGISTRANT’S COMMON EQUITY,
RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES
Market Information, Holders and Dividends
The following table shows the range of high and low prices
per share for the Common Stock and Class A Common
Stock and the cash dividends declared per share for the
periods indicated.
The Company’s Common Stock and Class A Common
Stock are listed on the New York Stock Exchange under the
symbols “RNT” and “RNTA”, respectively.
The number of shareholders of record of the Company’s
Common Stock and Class A Common Stock at February 19,
2008 was 274 and 109, respectively. The closing prices for
the Common Stock and Class A Common Stock at February
19, 2008 were $18.80 and $17.00, respectively.
Subject to our ongoing ability to generate sufficient
income, any future capital needs and other contingencies,
we expect to continue our policy of paying dividends. Our
articles of incorporation provide that no cash dividends
may be paid on our Class A Common Stock unless equal
or higher dividends are paid on the Common Stock. Under
our revolving credit agreement, we may pay cash dividends
in any fiscal year only if the dividends do not exceed 50%
of our consolidated net earnings for the prior fiscal year
plus the excess, if any, of the cash dividend limitation
applicable to the prior year over the dividend actually
paid in the prior year.
Common Stock
High
Low
Cash
Dividends
Per Share
Class A Common Stock
High
Low
Cash
Dividends
Per Share
DECEMBER 31, 2007
DECEMBER 31, 2007
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
$30.56
$25.93
$.015
First Quarter
$27.52
$23.40
$.015
30.72
29.70
22.85
25.72
20.16
18.23
.015
.015
.016
Second Quarter
Third Quarter
Fourth Quarter
26.94
26.16
21.60
23.54
19.90
16.26
.015
.015
.016
DECEMBER 31, 2006
DECEMBER 31, 2006
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
$28.08
$20.82
$.014
First Quarter
$25.60
$19.20
$.014
29.99
27.57
29.29
24.82
22.17
21.80
.014
.014
.015
Second Quarter
Third Quarter
Fourth Quarter
26.25
24.83
26.38
23.00
20.25
20.25
.014
.014
.015
The line graph to the left and the table below compare,
for the last five fiscal years of the Company, the yearly
percentage change in the cumulative total shareholder
returns (assuming reinvestment of dividends) on the
Company’s Common Stock with that of the S&P SmallCap
600 Index and a Peer Group. For 2007, the Peer Group
consisted of Rent-A-Center, Inc. The stock price performance
shown is not necessarily indicative of future performance.
12/02 12/03 12/04 12/05 12/06 12/07
Aaron Rents, Inc. 100.00 138.25 258.01 218.11 298.44 200.01
S&P SmallCap 600 100.00 138.79 170.22 183.30 211.00 210.38
Peer Group
100.00 150.15 132.63 94.39 147.70 72.67
46
Locations Within the United States and Canada
Aaron Rents, Inc.
Locations within the U.S. and Canada
Store Count As Of December 31, 2006
Store Count as of December 31, 2007
Company Stores — 1,014
Company Stores - 845
Franchise Stores — 484
Franchise Stores - 441
Corporate Furnishings Stores — 62
Corporate Furnishings Stores - 59
Fulfillment Centers - 16
Fulfillment Centers — 16
Mactavish Manufacturing — 12
MacTavish Manufacturing - 12
Store Count As Of December 31, 2006
Company Stores - 845
Franchise Stores - 441
Corporate Furnishings Stores - 59
Fulfillment Centers - 16
MacTavish Manufacturing - 12
47
Board of Directors
R. Charles Loudermilk, Sr.
Chairman of the Board, Chief
Executive Officer, Aaron Rents, Inc.
Ronald W. Allen (1)
Retired Chairman of the Board,
President and Chief Executive Officer,
Delta Air Lines, Inc.
Leo Benatar (2)
Principal, Benatar & Associates
William K. Butler, Jr.
President, Aaron’s Sales &
Lease Ownership Division
Gilbert L. Danielson
Executive Vice President, Chief
Financial Officer, Aaron Rents, Inc.
Earl Dolive (1)
Vice Chairman of the Board, Emeritus,
Genuine Parts Company
David L. Kolb (1)
Retired Chairman and Chief Executive
Officer, Mohawk Industries, Inc.
Robert C. Loudermilk, Jr.
President, Chief Operating Officer,
Aaron Rents, Inc.
John C. Portman, Jr.
Chairman of the Board and Chief
Executive Officer, Portman Holdings,
LLC; Chairman, AMC, Inc.; and
Chairman, John Portman & Associates
Ray M. Robinson (2)
President Emeritus, East Lake Golf
Club and Vice Chairman, East Lake
Community Foundation
John Schuerholz
President, The Atlanta Braves
Officers
Corporate
R. Charles Loudermilk, Sr.*
Chairman of the Board,
Chief Executive Officer
Robert C. Loudermilk, Jr.*
President, Chief Operating Officer
Gilbert L. Danielson*
Executive Vice President,
Chief Financial Officer
James L. Cates*
Senior Group Vice President,
Corporate Secretary
Elizabeth L. Gibbs*
Vice President, General Counsel
B. Lee Landers, Jr.*
Vice President,
Chief Information Officer
Michael W. Jarnagin
Vice President, Manufacturing
James C. Johnson
Vice President, Internal Audit
Robert P. Sinclair, Jr.*
Vice President, Corporate Controller
D. Chad Strickland
Vice President, Employee Relations
Danny Walker, Sr.
Vice President, Internal Security
Aaron’s Corporate
Furnishings Division
Eduardo Quiñones*
President
Christopher D. Counts
Vice President, Western Region
Philip J. Karl
Vice President, Southeast Region
Donald P. Lange
Vice President, Marketing and
Advertising
Aaron’s Sales & Lease
Ownership Division
William K. Butler, Jr.*
President
K. Todd Evans*
Vice President, Franchising
Mitchell S. Paull*
Senior Vice President,
Merchandising and Logistics
John A. Allevato
Vice President, RIMCO Operations
Gregory G. Bellof
Vice President, Mid-Atlantic Operations
David A. Boggan
Vice President, Mississippi
Valley Operations
David L. Buck
Vice President, Southwestern Operations
Todd G. Coppedge
Vice President, Midwest Operations
Paul A. Doize
Vice President, Real Estate
Joseph N. Fedorchak
Vice President, Eastern Operations
Bert L. Hanson
Vice President, Mid-American Operations
Michael B. Hickey
Vice President, Management
Development
Kevin J. Hrvatin
Vice President, Western Operations
Steven A. Michaels
Vice President, Franchise Finance
Tristan J. Montanero
Vice President, Central Operations
Michael H. Pokorny
Vice President, Northeast Operations
Mark A. Rudnick
Vice President, Marketing
Michael P. Ryan
Vice President, Northern Operations
John T. Trainor
Vice President, Information Technology
(1) Member of Audit Committee
(2) Member of Compensation Committee
* Executive Officer
48
Corporate and Shareholder Information
Corporate Headquarters
Annual Shareholders Meeting
Stock Listing
309 E. Paces Ferry Rd., N.E.
Atlanta, Georgia 30305-2377
(404) 231-0011
http://www.aaronrents.com
Subsidiaries
Aaron Investment Company
4005 Kennett Pike
Greenville, Delaware 19807
(302) 888-2351
Aaron Rents Canada, ULC
309 E. Paces Ferry Rd., N.E.
Atlanta, Georgia 30305-2377
(404) 231-0011
The annual meeting of the share holders
of Aaron Rents, Inc. will be held on
Tuesday, May 6, 2008, at 10:00 a.m. EDT
on the 4th Floor, SunTrust Plaza, 303
Peachtree Street, Atlanta, Georgia 30303
Transfer Agent and Registrar
SunTrust Bank, Atlanta
Atlanta, Georgia
General Counsel
Kilpatrick Stockton LLP
Atlanta, Georgia
Form 10-K
R NT
Aaron Rents, Inc.’s
Common Stock and
Class A Common Stock
are traded on the New
York Stock Exchange under
the symbols “RNT” and “RNTA,”
respectively.
Pursuant to the requirements of the New
York Stock Exchange, in 2007 our Chief
Executive Officer cer tified to the NYSE
that he was not aware of any violation by
Aaron Rents, Inc. of the NYSE’s corporate
governance listing standards.
Shareholders may obtain a copy of the
Forward-Looking Statements
Company’s annual report on Form 10-K
filed with the Securities and Exchange
Commission upon written request, with-
out charge. Such requests should be sent
to the attention of Gilbert L. Danielson,
Execu tive Vice President, Chief Financial
Officer, Aaron Rents, Inc., 309 E. Paces
Ferry Rd., N.E., Atlanta, Georgia
30305-2377.
The certifications of our Chief Executive
and Chief Financial Officer required by
Section 302 of the Sarbanes-Oxley Act
of 2002, which address, among other
things, the content of our Annual Report
on Form 10-K, appear as exhibits to the
Form 10-K.
Certain written and oral statements made
by our Company may constitute “forward-
looking statements” as defined under the
Private Securities Litigation Reform Act of
1995, including statements made in this
report and in the Company’s filings with
the Securities and Exchange Commission.
All statements which address operating
performance, events, or developments
that we expect or anticipate will occur in
the future — including growth in store
openings, franchises awarded, and mar-
ket share, and statements expressing
general optimism about future operating
results — are forward-looking state-
ments. Forward-looking statements are
subject to certain risks and uncertainties
that could cause actual results to differ
materially. The Company undertakes no
obligation to publicly update or revise
any forward-looking statements. For a
discussion of such risks and uncertain-
ties, see “Risk Factors” in Item 1A of the
Company’s Annual Report on Form 10-K
filed with the Securities and Exchange
Commission.
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( 4 0 4 ) 2 3 1 - 0 0 1 1
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