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)
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Georgia
(State or other jurisdiction
of incorporation)
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001-04365
(Commission
File Number)
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58-0831862
(IRS Employer
Identification No.) |
222 Piedmont Avenue, NE, Atlanta, GA 30308
(Address of principal executive offices) (Zip Code)
Registrants 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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.
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EXHIBIT |
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NUMBER |
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99.1
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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.
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OXFORD INDUSTRIES, INC.
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June 10, 2008 |
By: |
/s/ Thomas Caldecot Chubb III
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Thomas Caldecot Chubb III |
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Executive Vice President |
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EX-99.1 PRESS RELEASE
Exhibit 99.1
Oxford Industries, Inc. Press Release
222 Piedmont Avenue, N.E. Atlanta, Georgia 30308
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Contact:
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Anne M. Shoemaker |
Telephone:
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(404) 653-1455 |
Fax:
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(404) 653-1545 |
E-Mail:
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ashoemaker@oxfordinc.com |
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FOR IMMEDIATE RELEASE |
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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 Companys 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 Bahamas 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 years operating
income benefited from a one time $2.0 million gain on the sale of the Companys 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 years royalties and other operating income results were favorably impacted
by the above mentioned $2.0 million gain on the sale of the Companys 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 Companys 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 Companys
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 Companys 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. Oxfords
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. Oxfords 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.
Oxfords 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)
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Three Months |
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First Quarter |
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Ended |
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Fiscal 2008 |
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May 4, 2007 |
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Net sales |
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$ |
272,942 |
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$ |
292,397 |
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Cost of goods sold |
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156,633 |
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171,871 |
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Gross profit |
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116,309 |
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120,526 |
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Selling, general and administrative expenses |
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99,634 |
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93,538 |
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Amortization of intangible assets |
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788 |
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1,695 |
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100,422 |
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95,233 |
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Royalties and other operating income |
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4,188 |
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5,648 |
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Operating income |
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20,075 |
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30,941 |
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Interest expense, net |
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6,332 |
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5,398 |
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Earnings before income taxes |
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13,743 |
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25,543 |
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Income taxes |
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4,226 |
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8,450 |
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Net earnings |
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$ |
9,517 |
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$ |
17,093 |
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Net earnings per common share: |
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Basic |
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$ |
0.60 |
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$ |
0.96 |
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Diluted |
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$ |
0.59 |
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$ |
0.95 |
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Weighted average common shares outstanding: |
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Basic |
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15,981 |
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17,739 |
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Dilutive impact of options and restricted shares |
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104 |
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181 |
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Diluted |
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16,085 |
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17,920 |
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Dividends declared per common share |
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$ |
0.18 |
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$ |
0.18 |
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OXFORD INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands, except par amounts)
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May 3, |
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May 4, |
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2008 |
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2007 |
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ASSETS |
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Current Assets: |
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Cash and cash equivalents |
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$ |
6,095 |
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$ |
47,880 |
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Receivables, net |
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123,121 |
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|
|
121,396 |
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Inventories |
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122,688 |
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148,047 |
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Prepaid expenses |
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18,002 |
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20,732 |
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Total current assets |
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269,906 |
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338,055 |
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Property, plant and equipment, net |
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96,255 |
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86,042 |
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Goodwill, net |
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257,926 |
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202,314 |
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Intangible assets, net |
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230,149 |
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235,122 |
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Other non-current assets, net |
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30,492 |
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29,850 |
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Total Assets |
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$ |
884,728 |
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$ |
891,383 |
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LIABILITIES AND SHAREHOLDERS EQUITY |
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Current Liabilities: |
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Trade accounts payable and other accrued expenses |
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$ |
94,312 |
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$ |
93,965 |
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Accrued compensation |
|
|
14,501 |
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25,847 |
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Income taxes payable |
|
|
4,081 |
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|
|
6,430 |
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Dividends payable |
|
|
2,954 |
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|
|
3,211 |
|
Short-term debt and current maturities of long-term debt |
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14,614 |
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|
|
406 |
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Total current liabilities |
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130,462 |
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|
129,859 |
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Long-term debt, less current maturities |
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|
224,459 |
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|
199,281 |
|
Other non-current liabilities |
|
|
54,213 |
|
|
|
40,073 |
|
Non-current deferred income taxes |
|
|
60,570 |
|
|
|
79,851 |
|
Commitments and contingencies |
|
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Shareholders Equity: |
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Preferred stock, $1.00 par value; 30,000 authorized and
none issued and outstanding at May 3, 2008 and May 4,
2007 |
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Common stock, $1.00 par value; 60,000 authorized and
16,410 issued and outstanding at May 3, 2008 and 17,843
issued and outstanding at May 4, 2007 |
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16,410 |
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|
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17,843 |
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Additional paid-in capital |
|
|
85,760 |
|
|
|
81,570 |
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Retained earnings |
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|
299,773 |
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|
|
332,268 |
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Accumulated other comprehensive income |
|
|
13,081 |
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|
|
10,638 |
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|
|
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Total shareholders equity |
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415,024 |
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|
|
442,319 |
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Total Liabilities and Shareholders Equity |
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$ |
884,728 |
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|
$ |
891,383 |
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OXFORD INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)
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|
|
|
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Three |
|
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First Quarter |
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Months Ended |
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Fiscal 2008 |
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May 4, 2007 |
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|
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Cash Flows From Operating Activities: |
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|
|
|
|
|
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Net earnings |
|
$ |
9,517 |
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$ |
17,093 |
|
Adjustments to reconcile net earnings to net cash
provided by (used in) operating activities: |
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|
|
|
|
|
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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 |
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|
|
187 |
|
Loss (gain) on sale of property, plant and equipment |
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|
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 |
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Cash Flows From Investing Activities: |
|
|
|
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Investment in unconsolidated entity |
|
|
(222 |
) |
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|
(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 |
|
|
|
|