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): May 7, 2013

 

Oxford Industries, Inc.

(Exact name of registrant as specified in its charter)

 

Georgia

 

001-04365

 

58-0831862

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

999 Peachtree Street, N.E., Ste. 688, Atlanta, GA

 

30309

(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 7.01              Regulation FD Disclosure.

 

On May 7, 2013, Tommy Bahama, one of the operating groups of Oxford Industries, Inc. (the “Company”), announced that it has acquired the business operations relating to the Tommy Bahama® business in Canada from its licensee.  The Company expects that the acquired operations will contribute approximately $10 million in revenues during its 2013 fiscal year, which ends February 1, 2014, and that the net impact of the acquisition will be modestly accretive to earnings during fiscal 2013.  The Company further notes that the anticipated impact of these acquired operations was taken into consideration when the Company issued its guidance for fiscal 2013 on April 2, 2013.

 

The press release announcing the transaction is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.  Financial terms of the transaction have not been disclosed.

 

Cautionary Statements Regarding Forward-Looking Statements

 

This Current Report on Form 8-K, including any exhibits incorporated herein, may include statements that are forward-looking statements within the meaning of the federal securities laws. Generally, the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “project,” “will” and similar expressions identify forward-looking statements, which generally are not historical in nature. The Company intends for all forward-looking statements contained herein or on its website, and all subsequent written and oral forward-looking statements attributable to it or persons acting on its 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 impact of economic conditions on consumer demand and spending, particularly in light of general economic uncertainty that continues to prevail, demand for the Company’s products, timing of shipments requested by the Company’s wholesale customers, expected pricing levels, competitive conditions, retention of and disciplined execution by key management, the timing and cost of store openings and of planned capital expenditures, costs of products as well as the raw materials used in those products, costs of labor, acquisition and disposition activities, expected outcomes of pending or potential litigation and regulatory actions, access to capital and/or credit markets and the impact of foreign losses on the Company’s effective tax rate. Forward-looking statements reflect the Company’s current expectations, based on currently available information, and are not guarantees of performance. Although the Company believes 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 its ability to control or predict. Should one or more of these risks or uncertainties, or other risks or uncertainties not currently known to the Company or that it currently deems 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. contained in the Company’s Annual Report on Form 10-K for the period ended February 2, 2013 under the heading “Risk Factors” and those described from time to time in its future reports filed with the SEC.

 

Item 9.01              Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit

 

 

Number

 

 

99.1

 

Press Release of Tommy Bahama, dated May 7, 2013.

 

2



 

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.

 

 

 

 

May 7, 2013

/s/ 

Thomas E. Campbell

 

Name:

Thomas E. Campbell

 

Title:

Senior Vice President-Law and Administration, General Counsel and Secretary

 

3


EXHIBIT 99.1

 

For Immediate Release

TOMMY BAHAMA Contact: Orsi Public Relations

 

Janet Orsi/Greg Lutchko (323) 874-4073

 

janet@orsipr.com/greg@orsipr.com

 

GRAPHIC

 

Tommy Bahama Acquires Brand’s Canadian Operations from its Licensee

 

(Seattle, WA — May 7, 2013) Tommy Bahama, an operating group of parent company Oxford Industries, Inc., announced today that it has closed a deal to acquire the business operations relating to the Tommy Bahama business in Canada from its licensee, the Jaytex Group. The acquired operations include nine Tommy Bahama retail stores in Canada and a wholesale business with high end department stores and specialty retailers, including Hudson’s Bay Company. The nine retail stores consist of five in Ontario, two in Alberta and two in British Columbia.

 

“We are excited about the purchase of the Canadian business,” said Doug Wood, President and COO of Tommy Bahama. “The Tommy Bahama business in Canada has been solid and we see great potential for growth in the market. We are fortunate to already have many Canadian guests visiting our U.S. retail stores, restaurants, and our Ecommerce site, and look forward to the opportunity to connect with them more frequently. We owe a great deal to Jaytex, which has helped to develop the brand in Canada and has been a valuable partner to us. We appreciate all they have done and are pleased that our organization is now ready to take this next step in our business expansion.”

 

“One of the benefits of operating in Canada directly will be our ability to establish consistent merchandising, marketing and distribution strategies between the U.S. and Canadian operations,” continued Mr. Wood. “This will give our Canadian guests access to a broader product assortment, direct marketing offers and a closer relationship with the brand.”

 

Eric Grundy, CEO of Jaytex, said, “I am proud of our accomplishments with the Tommy Bahama brand and have thoroughly enjoyed working with the Tommy Bahama USA team during the past 15 years. We are pleased with the outcome of this transaction and look forward to our continued relationship with Oxford as we build the Ben Sherman and Lilly Pulitzer brands in Canada.”

 

The acquisition of the Tommy Bahama business in Canada is another phase of Tommy Bahama’s business expansion. In the last year, the company has opened retail stores in Hong Kong, Tokyo, Macau and Singapore.  Last year, the company acquired from its licensee the Tommy Bahama business in Australia, where it now operates five retail stores and a wholesale business. A new retail store in Sydney is scheduled to open in May. Tommy Bahama is also partnering with FiftyOne Global Ecommerce, allowing Tommy Bahama merchandise to be shipped directly to consumers in over 100 countries worldwide.

 

About Tommy Bahama

 

Tommy Bahama is part of Tommy Bahama Group, Inc., a wholly owned subsidiary of Oxford Industries, Inc. (NYSE:OXM). Established in August 1992, with corporate headquarters in Seattle, Tommy Bahama is an island-inspired lifestyle brand that defines relaxed, sophisticated style in men’s and women’s sportswear, swimwear, accessories, footwear and a complete home furnishings collection. The company owns and operates over 100 Tommy Bahama stores worldwide, with 15 of those locations offering a Tommy Bahama restaurant & bar. Tommy Bahama products are also available at the country’s finest retailers, including Nordstrom and other specialty retailers and TommyBahama.com ships to over 100 countries. Additional stores will be opening this year. For more information, please visit www.tommybahama.com.

 



 

About Oxford Industries, Inc.

 

Oxford Industries, Inc. is a global apparel company which designs, sources, markets and distributes products bearing the trademarks of its owned and licensed brands. Oxford’s brands include Tommy Bahama®, Lilly Pulitzer®, Ben Sherman®, Oxford Golf®, Arnold Brant® and Billy London®. The Company operates retail stores, restaurants and Internet websites. The Company also has license arrangements with select third parties to produce and sell certain product categories under its Tommy Bahama, Lilly Pulitzer and Ben Sherman brands. The Company holds exclusive licenses to produce and sell certain product categories under the Kenneth Cole®, Geoffrey Beene®, Dockers® and Ike Behar® labels. Oxford’s wholesale customers include department stores, specialty stores, national chains, specialty catalogs and Internet retailers. Oxford’s stock has traded on the New York Stock Exchange since 1964 under the symbol OXM. For more information, please visit Oxford’s website at www.oxfordinc.com.