FORM 8-K
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 9, 2009
OXFORD INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
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Georgia
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001-04365
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58-0831862 |
(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(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))
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ITEM 2.02 |
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RESULTS OF OPERATIONS AND FINANCIAL CONDITION. |
On June 9, 2009, Oxford Industries, Inc. issued a press release announcing its financial results
for the first quarter of fiscal 2009 which ended on May 2, 2009. 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.
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ITEM 9.01 |
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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 9, 2009. |
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 9, 2009 |
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
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 9, 2009 |
Oxford Industries Reports First Quarter Results
Achieves EPS of $0.42, Driven by Effective Operational Streamlining
ATLANTA, GA Oxford Industries, Inc. (NYSE:OXM) today announced financial results for its fiscal
2009 first quarter ended May 2, 2009. Consolidated net sales were $216.7 million compared to $272.9
million in the first quarter of fiscal 2008. Diluted net earnings per common share were $0.42
compared to $0.59 in the first quarter of fiscal 2008.
J. Hicks Lanier, Chairman and Chief Executive Officer of Oxford Industries, Inc., commented,
Despite reduced consumer demand for discretionary items, including apparel, Oxford is solidly
profitable and we expect to continue to generate substantial cash flow from operations. We remain
confident that our fundamental strategy is on target and will allow us to generate excellent
financial returns as conditions in our markets improve.
Mr. Lanier continued, For the first quarter of this year, we reduced SG&A by over 20% from $99.6
million to $78.7 million. We also reduced inventories from $122.7 million at the end of the first
quarter last year to $103.3 million as of May 2, 2009. At the same time we have maintained the
integrity of our Tommy Bahama and Ben Sherman brands and believe that we have strengthened the
position of each in its core market. Additionally, our legacy businesses have performed quite well
and are clearly showing the benefits of the restructuring efforts we initiated prior to the
downturn in market conditions.
Operating Results
Tommy Bahama reported net sales of $98.4 million for the first quarter of fiscal 2009 compared to
$129.3 million in the first quarter of fiscal 2008. The decrease in net sales was primarily due to
the impact of the difficult retail environment on both sales at wholesale and in its owned retail
stores. Tommy Bahamas operating income for the first quarter was $12.3 million compared to $19.5
million in the first quarter of 2008. The decrease in operating income was due to lower sales and
lower royalty income. However,
Tommy Bahama was able to mitigate the impact of lower sales with improved gross margins and lower
SG&A.
Ben Sherman reported net sales of $24.2 million for the first quarter of fiscal 2009 compared to
$36.6 million in the first quarter of 2008. Ben Sherman reported an operating loss of $2.0 million
in the first quarter compared to operating income of $0.3 million in the first quarter of 2008.
The decrease in net sales and operating results was primarily due to the 26% reduction in the
average exchange rate of the British pound versus the United States dollar coupled with challenging
consumer market conditions in the United Kingdom. Because the majority of Ben Shermans inventory
purchases are denominated in United States dollars, while Ben Shermans sales are primarily in
other currencies, the currency fluctuation negatively impacted Ben Shermans gross margins. The
lower margins were partially offset by reductions in SG&A.
Net sales for Lanier Clothes were $31.5 million in the first quarter of fiscal 2009 compared to
$38.7 million in the first quarter of fiscal 2008. For the quarter, Lanier Clothes reported
operating income of $2.7 million compared to breakeven results in the first quarter of fiscal 2008.
The reduced sales and improved profitability resulted from Lanier Clothes exit from the Nautica
and Oscar de la Renta businesses and restructuring of the Arnold Brant business as well as
initiatives to reduce overhead.
Oxford Apparel reported net sales of $63.2 million for the first quarter of fiscal 2009 compared to
$68.7 million in the first quarter of fiscal 2008. Operating income for Oxford Apparel was $5.2
million for the first quarter compared to $5.3 million in the first quarter of fiscal 2008. The
decrease in sales was primarily due to Oxford Apparels strategy to focus on key product categories
and exit certain underperforming lines of business. The decrease in sales and corresponding
decrease in gross profit were offset by decreases in SG&A in the form of reduced employment costs
and other variable operating expenses.
The Corporate and Other operating loss for the first quarter of fiscal 2009 was flat with the first
quarter of fiscal 2008. The first quarter of fiscal 2009 included a LIFO accounting charge of $1.6
million compared to a LIFO accounting charge of $0.5 million in the first quarter of fiscal 2008.
This additional LIFO charge was offset by decreases in SG&A, primarily consisting of reduced
employment costs.
Consolidated gross margins for the first quarter of fiscal 2009 decreased to 41.4% from 42.6% in
the first quarter of fiscal 2008. The moderate decline in gross margin was primarily attributable
to the larger LIFO charge previously referred to, as well as the Companys sales mix.
SG&A for the first quarter of fiscal 2009 decreased to $78.7 million, or 36.3% of net sales, from
$99.6 million, or 36.5% of net sales, in the first quarter of fiscal 2008. The decrease in SG&A
was due primarily to significant reductions in the Companys overhead cost structure, cost
reductions associated with the exit from certain businesses, the impact on Ben Sherman of the
reduction in the average value of the British pound
versus the United States dollar, reductions in pre-opening expenses for Tommy Bahama stores and
restaurants and reductions in advertising expenses. These cost savings were partially offset by
expenses associated with the operation of additional Tommy Bahama retail stores.
Royalties and other operating income for the first quarter of fiscal 2009 was $2.5 million compared
to $4.2 million in the first quarter of fiscal 2008. The decrease was primarily due to the
Companys termination of the license agreement for footwear in Tommy Bahama, the decline in the
British pound versus the United States dollar referenced above, which impacted Ben Sherman royalty
income, and the difficult economic conditions.
Balance Sheet & Liquidity
As of May 2, 2009, the Company had approximately $122.8 million in unused availability under its
U.S. revolving credit facility and $9.1 million in unused availability under its U.K. revolving
credit facility. The Companys anticipated capital expenditures for fiscal 2009, including $3.8
million incurred during the first quarter, are expected to be approximately $12 million. These
expenditures will consist primarily of additional Tommy Bahama and Ben Sherman retail stores and
the costs associated with the implementation of a new integrated financial system.
Outlook for Fiscal 2009
The Company noted that given the lack of visibility caused by the highly uncertain economic
environment, it will not be providing 2009 sales and earnings guidance. The Company also noted
that its plans for 2009 are conservative and assume a continuation of the difficult economic
environment. The Companys results were in line with its expectations for the first quarter of
fiscal 2009.
Conference Call
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 23, 2009. To access the telephone replay, participants should
dial 719-457-0820. The access code for the replay is 9595040. 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. 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 Kenneth Cole®, Geoffrey Beene® and Dockers® 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 operates retail stores, restaurants and Internet websites for some of its brands. The
Company also has license arrangements with select third parties to produce and sell certain product
categories under its Tommy Bahama and/or Ben Sherman brands.
Oxfords stock has traded on the NYSE since 1964 under the symbol OXM. For more information,
please visit Oxfords website at www.oxfordinc.com.
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS
Our Securities and Exchange Commission, or SEC, filings and public announcements may 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 forward-looking
statements contained herein or on 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 the duration and severity of the current
economic conditions and the impact on consumer demand and spending, access to capital and/or credit
markets, particularly in light of recent conditions in those markets, 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. Important factors relating to these risks and uncertainties
include, but are not limited to, those described in Part I, Item 1A. Risk Factors contained in our
Annual Report on Form 10-K for fiscal 2008 and those described from time to time in our future
reports filed with the SEC.
We caution that one should not place undue reliance on forward-looking statements, which speak
only as of the date on which they are made. 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 OPERATIONS
(UNAUDITED)
(in thousands, except per share amounts)
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First Quarter |
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First Quarter |
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Fiscal 2009 |
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Fiscal 2008 |
Net sales |
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$ |
216,731 |
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$ |
272,942 |
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Cost of goods sold |
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126,960 |
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156,633 |
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Gross profit |
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89,771 |
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116,309 |
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SG&A |
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78,683 |
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99,634 |
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Amortization of intangible assets |
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308 |
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788 |
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78,991 |
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100,422 |
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Royalties and other operating income |
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2,469 |
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4,188 |
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Operating income |
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13,249 |
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20,075 |
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Interest expense, net |
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4,565 |
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6,332 |
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Earnings before income taxes |
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8,684 |
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13,743 |
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Income taxes |
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2,172 |
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4,226 |
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Net earnings |
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$ |
6,512 |
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$ |
9,517 |
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Net earnings per common share: |
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Basic |
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$ |
0.42 |
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$ |
0.60 |
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Diluted |
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$ |
0.42 |
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$ |
0.59 |
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Weighted average common shares outstanding: |
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Basic |
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15,519 |
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15,981 |
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Dilution |
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26 |
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104 |
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Diluted |
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15,545 |
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16,085 |
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Dividends declared per common share |
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$ |
0.09 |
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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 2, |
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May 3, |
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2009 |
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2008 |
ASSETS
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Current Assets: |
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Cash and cash equivalents |
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$ |
8,386 |
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$ |
6,095 |
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Receivables, net |
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93,795 |
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123,121 |
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Inventories, net |
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103,255 |
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122,688 |
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Prepaid expenses |
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17,761 |
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18,002 |
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Total current assets |
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223,197 |
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269,906 |
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Property, plant and equipment, net |
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88,311 |
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96,255 |
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Goodwill, net |
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257,926 |
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Intangible assets, net |
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136,454 |
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230,149 |
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Other non-current assets, net |
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19,970 |
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30,492 |
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Total Assets |
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$ |
467,932 |
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$ |
884,728 |
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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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$ |
70,685 |
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$ |
94,312 |
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Accrued compensation |
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|
9,907 |
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|
14,501 |
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Income taxes payable |
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|
2,351 |
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|
|
4,081 |
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Dividends payable |
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2,954 |
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Short-term debt and current maturities of long-term debt |
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25,479 |
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14,614 |
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Total current liabilities |
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108,422 |
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130,462 |
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Long-term debt, less current maturities |
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181,501 |
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224,459 |
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Other non-current liabilities |
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|
46,304 |
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|
54,213 |
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Non-current deferred income taxes |
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|
31,423 |
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|
|
60,570 |
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Commitments and contingencies |
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Shareholders Equity: |
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Common stock, $1.00 par value; 60,000 authorized and
16,057 issued and outstanding at May 2, 2009 and 16,410
issued and outstanding at May 3, 2008 |
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|
16,057 |
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16,410 |
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Additional paid-in capital |
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|
89,041 |
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|
|
85,760 |
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Retained earnings |
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|
21,516 |
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|
299,773 |
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Accumulated other comprehensive income (loss) |
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(26,332 |
) |
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13,081 |
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Total shareholders equity |
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100,282 |
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|
415,024 |
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Total Liabilities and Shareholders Equity |
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$ |
467,932 |
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$ |
884,728 |
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OXFORD INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)
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First Quarter |
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First Quarter |
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Fiscal 2009 |
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Fiscal 2008 |
Cash Flows From Operating Activities: |
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Net earnings |
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$ |
6,512 |
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$ |
9,517 |
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Adjustments to reconcile net earnings to net cash provided by
operating activities: |
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Depreciation |
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4,623 |
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|
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4,786 |
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Amortization of intangible assets |
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|
308 |
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|
|
788 |
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Amortization of deferred financing costs and bond discount |
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|
335 |
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|
|
654 |
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Stock compensation expense |
|
|
671 |
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|
|
639 |
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Loss on sale of property, plant and equipment and impairment loss |
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28 |
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|
|
184 |
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Equity method investment income |
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(202 |
) |
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|
(324 |
) |
Deferred income taxes |
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|
(594 |
) |
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|
(597 |
) |
Changes in working capital: |
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Receivables |
|
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(14,759 |
) |
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|
(17,366 |
) |
Inventories |
|
|
26,359 |
|
|
|
36,257 |
|
Prepaid expenses |
|
|
(678 |
) |
|
|
879 |
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Current liabilities |
|
|
(19,255 |
) |
|
|
(2,515 |
) |
Other non-current assets |
|
|
111 |
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|
|
41 |
|
Other non-current liabilities |
|
|
(929 |
) |
|
|
3,303 |
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|
|
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Net cash provided by operating activities |
|
|
2,530 |
|
|
|
36,246 |
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Cash Flows From Investing Activities: |
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|
|
|
|
|
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Investments in unconsolidated entities |
|
|
|
|
|
|
(222 |
) |
Purchases of property, plant and equipment |
|
|
(3,771 |
) |
|
|
(8,722 |
) |
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|
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Net cash used in investing activities |
|
|
(3,771 |
) |
|
|
(8,944 |
) |
Cash Flows From Financing Activities: |
|
|
|
|
|
|
|
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Repayment of financing arrangements |
|
|
(63,373 |
) |
|
|
(76,228 |
) |
Proceeds from financing arrangements |
|
|
70,875 |
|
|
|
42,941 |
|
Proceeds from issuance of common stock |
|
|
137 |
|
|
|
257 |
|
Dividends on common stock |
|
|
(1,430 |
) |
|
|
(2,889 |
) |
|
|
|
Net cash provided by (used in) financing activities |
|
|
6,209 |
|
|
|
(35,919 |
) |
|
|
|
Net change in cash and cash equivalents |
|
|
4,968 |
|
|
|
(8,617 |
) |
Effect of foreign currency translation on cash and cash equivalents |
|
|
128 |
|
|
|
(200 |
) |
Cash and cash equivalents at the beginning of year |
|
|
3,290 |
|
|
|
14,912 |
|
|
|
|
Cash and cash equivalents at the end of period |
|
$ |
8,386 |
|
|
$ |
6,095 |
|
|
|
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OXFORD INDUSTRIES, INC.
OPERATING GROUP INFORMATION
(UNAUDITED)
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
First Quarter |
|
First Quarter |
|
|
Fiscal 2009 |
|
Fiscal 2008 |
|
|
|
|
|
|
|
|
|
Net Sales |
|
|
|
|
|
|
|
|
Tommy Bahama |
|
$ |
98,420 |
|
|
$ |
129,258 |
|
Ben Sherman |
|
|
24,219 |
|
|
|
36,587 |
|
Lanier Clothes |
|
|
31,507 |
|
|
|
38,687 |
|
Oxford Apparel |
|
|
63,204 |
|
|
|
68,684 |
|
Corporate and Other |
|
|
(619 |
) |
|
|
(274 |
) |
|
|
|
Total Net Sales |
|
$ |
216,731 |
|
|
$ |
272,942 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (loss) |
|
|
|
|
|
|
|
|
Tommy Bahama |
|
$ |
12,250 |
|
|
$ |
19,483 |
|
Ben Sherman |
|
|
(1,976 |
) |
|
|
255 |
|
Lanier Clothes |
|
|
2,737 |
|
|
|
(21 |
) |
Oxford Apparel |
|
|
5,193 |
|
|
|
5,325 |
|
Corporate and Other |
|
|
(4,955 |
) |
|
|
(4,967 |
) |
|
|
|
Total Operating Income |
|
$ |
13,249 |
|
|
$ |
20,075 |
|
|
|
|
|
|
|
|
|
|
|
|
|