OXFORD INDUSTRIES, INC.
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 10, 2008 (June 10, 2008)
OXFORD INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
         
Georgia
(State or other jurisdiction
of incorporation)
  001-04365
(Commission
File Number)
  58-0831862
(IRS Employer
Identification No.)
222 Piedmont Avenue, NE, Atlanta, GA 30308
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (404) 659-2424
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On June 10, 2008, Oxford Industries, Inc. (the “Company”) issued a press release announcing, among other things, its financial results for the first quarter of fiscal 2008 which ended on May 3, 2008. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section, nor shall it be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
     
EXHIBIT    
NUMBER    
99.1
  Press Release of Oxford Industries, Inc., dated June 10, 2008.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  OXFORD INDUSTRIES, INC.
 
 
June 10, 2008  By:   /s/ Thomas Caldecot Chubb III    
    Thomas Caldecot Chubb III   
    Executive Vice President   

 

EX-99.1 PRESS RELEASE
Exhibit 99.1
Oxford Industries, Inc. Press Release
222 Piedmont Avenue, N.E. • Atlanta, Georgia 30308
     
Contact:
       Anne M. Shoemaker
Telephone:
  (404) 653-1455
Fax:
  (404) 653-1545
E-Mail:
       ashoemaker@oxfordinc.com
     
 
  FOR IMMEDIATE RELEASE
 
  June 10, 2008
Oxford Industries Reports First Quarter Results
— Earnings per Share of $0.59, in line with Quarterly Guidance —
— Reduces Guidance for Fiscal 2008 to Reflect Increasingly Challenging Environment —
ATLANTA, GA — Oxford Industries, Inc. (NYSE:OXM) today announced financial results for its fiscal 2008 first quarter ended May 3, 2008. Consolidated net sales were $272.9 million in the first quarter compared to $292.4 million in the same period of the prior year, which was the three months ended May 4, 2007. Diluted net earnings per common share were $0.59 in the first quarter compared to $0.95 in the same period of the prior year and were in line with the Company’s previously issued guidance range of $0.55 to $0.60.
J. Hicks Lanier, Chairman and Chief Executive Officer of Oxford Industries, Inc., commented, “Our first quarter results were consistent with our expectations and, importantly, we were able to exert careful control over our inventory levels during the quarter. In the quarter, we had strong cash flow from operating activities, inventories were down 17% from last year and we experienced a slight uptick in our overall gross margins. As a result, total debt was reduced by $33 million during the quarter.”
Mr. Lanier continued, “Unfortunately, as our guidance revision reflects, the external environment has become increasingly challenging. We believe that it is prudent to assume that we will see continued deterioration in sales in our company-owned retail stores as well as in our wholesale business. We will continue to manage our business conservatively with regard to inventory and are reducing expenses across the organization.”

 


 

Tommy Bahama reported net sales of $129.3 million for the first quarter compared to $131.8 million in the same period of the prior year. The slight sales decrease was driven by softness in both wholesale sales and company-owned retail stores. Tommy Bahama’s operating income for the first quarter was $19.5 million compared to $26.5 million in the same period of the prior year. While gross margins remained strong, the impact of lower sales and increased marketing expenses were the primary factors in the reduction in operating income. Marketing expenses, largely associated with the spring 2008 advertising campaign, were $2.2 million higher in the first quarter compared to the same period of the prior year. Additionally, the Company noted that results were impacted by pre-opening expenses associated with two new café emporiums. Pre-opening expenses were $1.0 million higher in the first quarter compared to the same period of the prior year.
Ben Sherman reported net sales of $36.6 million for the first quarter compared to $39.3 million in the same period of the prior year due to the planned tightening of wholesale distribution in the United Kingdom and our exit from the Evisu apparel business in the United States. This was partially offset by increased sales outside the United Kingdom and United States, as well as at company-owned stores. Operating income for Ben Sherman was $0.3 million in the first quarter compared to $1.7 million in the same period of the prior year. The reduction in operating income was primarily due to expense de-leveraging on the lower sales.
Net sales for Lanier Clothes were $38.7 million in the first quarter compared to $42.7 million reported in the same period of the prior year. For the quarter, Lanier Clothes reported breakeven operating results compared to an operating income of $1.4 million in the same period of the prior year. The reduction in operating income was due to lower sales and gross margins caused by continued weak demand for branded tailored clothing, particularly in the department store channel of distribution
Oxford Apparel reported net sales of $68.7 million for the first quarter, down 12.4% from $78.4 million in the same period of the prior year. Operating income for Oxford Apparel was $5.3 million for the first quarter compared to $7.3 million in the same period of the prior year. Oxford Apparel continued to focus on key product categories and exiting certain underperforming lines of business resulting in a planned reduction in sales. The Company noted that last year’s operating income benefited from a one time $2.0 million gain on the sale of the Company’s Monroe, GA facility.
The Corporate and Other expenses decreased to $5.0 million for the first quarter from $5.9 million in the same period of the prior year. The decrease was primarily due to the impact of severance expenses recognized in the same period of the prior year.

 


 

Consolidated gross margins for the first quarter increased to 42.6% from 41.2% in the same period of the prior year. The improvement in gross margin was driven primarily by a higher proportion of Tommy Bahama and Ben Sherman sales, which generally have higher margins than Lanier Clothes and Oxford Apparel. Year over year gross margins improved in both Tommy Bahama and Ben Sherman.
Selling, general and administrative expenses, or SG&A, for the first quarter increased to $99.6 million, or 36.5% of net sales, from $93.5 million, or 32.0% of net sales, in the same period of the prior year. The increase in SG&A was due primarily to increased investment in the Tommy Bahama brand including the operation of additional retail stores, the spring 2008 advertising campaign and higher pre-opening expenses associated with two new café emporiums, which opened in March and May.
Royalties and other operating income for the first quarter was $4.2 million compared to $5.6 million in the same period of the prior year. Royalty income increased moderately at Tommy Bahama and Ben Sherman. Last year’s royalties and other operating income results were favorably impacted by the above mentioned $2.0 million gain on the sale of the Company’s Monroe, GA facility.
As previously announced, the Company entered into a $60 million accelerated share repurchase agreement on November 8, 2007 to purchase shares of its common stock. The share repurchase, funded through borrowings under the Company’s revolving credit facility, was completed in May 2008. The Company received approximately 1.9 million shares in November 2007 and an additional 0.6 million shares were delivered on May 22, 2008. The Company acquired the 2.5 million shares at a price of $24.03 per share.
The Company moderated its guidance for fiscal 2008. Fiscal 2008 net sales are now expected to be approximately $1.0 billion compared to prior guidance of $1.01 to $1.06 billion. Fiscal 2008 diluted earnings per common share are now expected to be in a range of $1.90 to $2.05 compared to prior guidance of approximately $2.35. For the second quarter of fiscal 2008, which will end August 2, 2008, net sales are expected to be between $225 million and $235 million and diluted net earnings per common share are expected to be between $0.31 and $0.36. This compares with net sales of $244.6 million and diluted net earnings per common share of $0.49 during the three months ended August 3, 2007.
The Company will hold a conference call with senior management to discuss its financial results at 4:30 p.m. EDT today. A live web cast of the conference call will be available on the Company’s website at www.oxfordinc.com. Please visit the website at least 15 minutes before the call to register for the teleconference web cast and download any necessary software. A replay of the call will be available through June 24, 2008. To access the telephone replay, participants should dial (719) 457-0820. The access code for the replay is 4336036. A replay of the web cast will also be available following the teleconference on the Company’s website at www.oxfordinc.com.

 


 

About Oxford:
Oxford Industries, Inc. is a producer and marketer of branded and private label apparel for men, women and children. Oxford provides retailers and consumers with a wide variety of apparel products and services to suit their individual needs. Oxford’s brands include Tommy Bahama®, Ben Sherman®, Arnold Brant®, Ely & Walker® and Oxford Golf®. The Company also holds exclusive licenses to produce and sell certain product categories under the Tommy Hilfiger®, Kenneth Cole®, Nautica®, Geoffrey Beene®, Dockers®, and O Oscar™ labels. Oxford’s wholesale customers are found in every major channel of distribution, including national chains, specialty catalogs, mass merchants, department stores, specialty stores and Internet retailers. The Company also operates retail stores, restaurants and Internet websites for some of its brands.
Oxford’s stock has traded on the NYSE since 1964 under the symbol OXM. For more information, please visit our website at www.oxfordinc.com.
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS
Various statements in this press release, in future filings by us with the Securities and Exchange Commission and in oral statements made by or with the approval of our management include forward-looking statements about future events. Generally, the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “project,” “will” and similar expressions identify forward-looking statements, which generally are not historical in nature. We intend for all such forward-looking statements contained herein, the entire contents of our website, and all subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf to be covered by the safe harbor provisions for forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (which Sections were adopted as part of the Private Securities Litigation Reform Act of 1995). Important assumptions relating to these forward-looking statements include, among others, assumptions regarding general and regional economic conditions, including those that affect consumer demand and spending, demand for our products, timing of shipments requested by our wholesale customers, expected pricing levels, competitive conditions, the timing and cost of planned capital expenditures, expected synergies in connection with acquisitions and joint ventures, costs of products and raw materials we purchase, expected outcomes of pending or potential litigation and regulatory actions, and disciplined execution by key management. Forward-looking statements reflect our current expectations, based on currently available information, and are not guarantees of performance. Although we believe that the expectations reflected in such forward-looking statements are reasonable, these expectations could prove inaccurate as such statements involve risks and uncertainties, many of which are beyond our ability to control or predict. Should one or more of these risks or uncertainties, or other risks or uncertainties not currently known to us or that we currently deem to be immaterial, materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. You are encouraged to review

 


 

the information in our Form 10-KT for the eight month transition period ended February 2, 2008 under the heading “Risk Factors” (and those described from time to time in our future reports filed with the Securities and Exchange Commission), which contains additional important factors that may cause our actual results to differ materially from those projected in any forward-looking statements. We disclaim any intention, obligation or duty to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

 


 

OXFORD INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(UNAUDITED)
(in thousands, except per share amounts)
                 
        Three Months
    First Quarter   Ended
    Fiscal 2008   May 4, 2007
     
Net sales
  $ 272,942     $ 292,397  
Cost of goods sold
    156,633       171,871  
     
Gross profit
    116,309       120,526  
Selling, general and administrative expenses
    99,634       93,538  
Amortization of intangible assets
    788       1,695  
     
 
    100,422       95,233  
Royalties and other operating income
    4,188       5,648  
     
Operating income
    20,075       30,941  
Interest expense, net
    6,332       5,398  
     
Earnings before income taxes
    13,743       25,543  
Income taxes
    4,226       8,450  
     
Net earnings
  $ 9,517     $ 17,093  
     
 
               
Net earnings per common share:
               
Basic
  $ 0.60     $ 0.96  
Diluted
  $ 0.59     $ 0.95  
 
               
Weighted average common shares outstanding:
               
Basic
    15,981       17,739  
Dilutive impact of options and restricted shares
    104       181  
     
Diluted
    16,085       17,920  
     
 
               
Dividends declared per common share
  $ 0.18     $ 0.18  

 


 

OXFORD INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands, except par amounts)
                 
    May 3,   May 4,
    2008   2007
     
ASSETS
               
Current Assets:
               
Cash and cash equivalents
  $ 6,095     $ 47,880  
Receivables, net
    123,121       121,396  
Inventories
    122,688       148,047  
Prepaid expenses
    18,002       20,732  
     
Total current assets
    269,906       338,055  
Property, plant and equipment, net
    96,255       86,042  
Goodwill, net
    257,926       202,314  
Intangible assets, net
    230,149       235,122  
Other non-current assets, net
    30,492       29,850  
     
Total Assets
  $ 884,728     $ 891,383  
     
 
               
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
Current Liabilities:
               
Trade accounts payable and other accrued expenses
  $ 94,312     $ 93,965  
Accrued compensation
    14,501       25,847  
Income taxes payable
    4,081       6,430  
Dividends payable
    2,954       3,211  
Short-term debt and current maturities of long-term debt
    14,614       406  
     
Total current liabilities
    130,462       129,859  
Long-term debt, less current maturities
    224,459       199,281  
Other non-current liabilities
    54,213       40,073  
Non-current deferred income taxes
    60,570       79,851  
Commitments and contingencies
               
Shareholders’ Equity:
               
Preferred stock, $1.00 par value; 30,000 authorized and none issued and outstanding at May 3, 2008 and May 4, 2007
           
Common stock, $1.00 par value; 60,000 authorized and 16,410 issued and outstanding at May 3, 2008 and 17,843 issued and outstanding at May 4, 2007
    16,410       17,843  
Additional paid-in capital
    85,760       81,570  
Retained earnings
    299,773       332,268  
Accumulated other comprehensive income
    13,081       10,638  
     
Total shareholders’ equity
    415,024       442,319  
     
Total Liabilities and Shareholders’ Equity
  $ 884,728     $ 891,383  
     

 


 

OXFORD INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)
                 
            Three
    First Quarter   Months Ended
    Fiscal 2008   May 4, 2007
     
Cash Flows From Operating Activities:
               
Net earnings
  $ 9,517     $ 17,093  
Adjustments to reconcile net earnings to net cash provided by (used in) operating activities:
               
Depreciation
    4,786       4,652  
Amortization of intangible assets
    788       1,695  
Amortization of deferred financing costs and bond discount
    654       617  
Stock compensation expense
    639       187  
Loss (gain) on sale of property, plant and equipment
    184       (1,910 )
Equity loss (income) from unconsolidated entities
    (324 )     157  
Deferred income taxes
    (597 )     (1,660 )
Changes in working capital:
               
Receivables
    (17,366 )     (15,189 )
Inventories
    36,257       18,307  
Prepaid expenses
    879       2,073  
Current liabilities
    (2,515 )     (2,888 )
Other non-current assets
    41       (475 )
Other non-current liabilities
    3,303       3,777  
     
Net cash provided by (used in) operating activities
    36,246       26,436  
Cash Flows From Investing Activities:
               
Investment in unconsolidated entity
    (222 )     (194 )
Purchases of property, plant and equipment
    (8,722 )     (9,694 )
Proceeds from sale of property, plant and equipment
          2,459  
     
Net cash provided by (used in) investing activities
    (8,944 )     (7,429 )
Cash Flows From Financing Activities:
               
Repayment of financing arrangements
    (76,228 )     (31,617 )
Proceeds from financing arrangements
    42,941       31,613  
Proceeds from issuance of common stock including tax benefits
    257       1,735  
Dividends on common stock
    (2,889 )     (3,205 )
     
Net cash provided by (used in) financing activities
    (35,919 )     (1,474 )
     
Net change in cash and cash equivalents
    (8,617 )     17,533  
Effect of foreign currency translation on cash and cash equivalents
    (200 )     (115 )
Cash and cash equivalents at the beginning of period
    14,912       30,462  
     
Cash and cash equivalents at the end of period
  $ 6,095     $ 47,880  
     

 


 

OXFORD INDUSTRIES, INC.
OPERATING GROUP INFORMATION
(UNAUDITED)
(in thousands)
                 
            Three
    First Quarter   Months Ended
    Fiscal 2008   May 4, 2007
     
Net Sales
               
Tommy Bahama
  $ 129,258     $ 131,765  
Ben Sherman
    36,587       39,257  
Lanier Clothes
    38,687       42,660  
Oxford Apparel
    68,684       78,406  
Corporate and Other
    (274 )     309  
     
Total Net Sales
  $ 272,942     $ 292,397  
     
 
               
Operating Income
               
Tommy Bahama
  $ 19,483     $ 26,495  
Ben Sherman
    255       1,682  
Lanier Clothes
    (21 )     1,437  
Oxford Apparel
    5,325       7,262  
Corporate and Other
    (4,967 )     (5,935 )
     
Total Operating Income
  $ 20,075     $ 30,941