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): February 23, 2005 O'REILLY AUTOMOTIVE, INC. (Exact Name of Registrant as Specified in Its Charter) Missouri 44-0618012 -------------------------------------------------------------------------------- (State or Other Jurisdiction (IRS Employer Identification No.) of Incorporation) 233 S. Patterson Springfield, Missouri 65802 -------------------------------------------------------------------------------- (Address of Principal Executive Offices)(Zip Code) 417-862-6708 -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) (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 (see General Instruction A.2): [_] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [_] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-d(b)) [_] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240-13e-4(c)) Section 2 - Financial Information Item 2.02 Results of Operations and Financial Condition. On February 25, 2005, O'Reilly Automotive, Inc. issued a press release announcing fourth quarter earnings. The text of the press release is attached hereto as Exhibit 99.1. Section 7 - Regulation FD ITEM 7.01. REGULATION FD DISCLOSURE On February 25, 2005, O'Reilly Automotive, Inc. issued a press release announcing fourth quarter earnings. The text of the press release is attached hereto as Exhibit 99.1. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits Exhibit Number Description ------ ----------------------------------------------------------------- 99.1 Press Release dated February 25, 2005 The information in this Current Report on Form 8-K, including the exhibit hereto, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. SIGNATURE 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. Date: February 25, 2005 O'REILLY AUTOMOTIVE, INC. By:/s/ James R. Batten ------------------------------------------- James R. Batten Executive Vice President of Finance Chief Financial Officer and Treasurer (principal financial officer) For further information contact: David O'Reilly James R. Batten (417) 862-3333 ________________________________________________________________________________ O'REILLY AUTOMOTIVE, INC., REPORTS FOURTH QUARTER AND ANNUAL EARNINGS 12TH CONSECUTIVE YEAR OF RECORD REVENUES AND EARNINGS 8.5% INCREASE IN FOURTH QUARTER COMPARABLE STORE PRODUCT SALES ________________________________________________________________________________ Springfield, MO, February 23, 2005 -- O'Reilly Automotive, Inc. ("O'Reilly" or "the Company") (Nasdaq: ORLY) today announced record revenues and earnings for the fourth quarter and year ended December 31, 2004, representing 12 consecutive years of record revenues and earnings and positive comparable store product sales increases for O'Reilly since becoming a public company in April 1993. Net income, before the cumulative effect of accounting change, for the year ended December 31, 2004, totaled $124.2 million, up 24.1% from $100.1 million for the same period a year ago. Diluted earnings per common share, before the cumulative effect of accounting change, for the year ended December 31, 2004, increased 21.2% to $2.23 on 55.7 million shares versus $1.84 a year ago on 54.5 million shares. Product sales for the year ended December 31, 2004, totaled $1.72 billion, up 13.9% from $1.51 billion for the year ending December 31, 2003. Gross profit for the year ended December 31, 2004, increased to $743.2 million (or 43.2% of product sales) from $638.3 million (or 42.2% of product sales) for the year ended December 31, 2003, representing an increase of 16.4%. Operating, selling, general and administrative ("OSG&A") expenses for the year ended December 31, 2004, increased to $542.3 million (or 31.5% of product sales) from $473.1 million (or 31.3% of product sales) for the year ended December 31, 2003, representing an increase of 14.6%. The cumulative effect of accounting change resulted in a one-time benefit of $21.9 million, net of taxes, or an additional $0.39 per diluted share, bringing total earnings for the year to $146.1 million or $2.62 per diluted share. Net income for the fourth quarter ended December 31, 2004, totaled $28.5 million, up 19.2% from $23.9 million for the same period in 2003. Diluted earnings per common share for the fourth quarter of 2004 increased 18.6% to $0.51 on 56.0 million shares compared to $0.43 for the fourth quarter of 2003 on 55.3 million shares. Product sales for the fourth quarter ended December 31, 2004, totaled $427.6 million, up 16.5% from $367.0 million for the same period a year ago. Gross profit for the fourth quarter ended December 31, 2004, increased to $186.0 million (or 43.5% of product sales) from $156.0 million (or 42.5% of product sales) for the same period a year ago, representing an increase of 19.2%. OSG&A expenses for the fourth quarter of 2004, increased to $139.5 million (or 32.6% of product sales) from $117.2 million (or 31.9% of product sales) for the same period a year ago, representing an increase of 19.0%. Comparable store product sales for stores open at least one year increased 8.5% and 6.8% for the fourth quarter and year ending December 31, 2004, respectively, representing 47 quarters of comparable store product sales increases since becoming a public company in April 1993. David O'Reilly, Chairman of the Board, stated, "We are extremely proud of the tremendous effort by all O'Reilly team members with this quarter's same store sales performance. Clearly there have been challenges in the market and through hard work and determination we have been able to gain market share. This has been accomplished by leading edge product availability and a very high level of customer service. 2005 is another year of opportunity as we expect to add approximately 160 new O'Reilly stores and continue to focus on growing our existing store volumes and providing outstanding customer service." Effective January 1, 2004, the Company changed its method of applying its LIFO accounting policy for inventory costs. Under the new method, the Company has inventoried certain procurement, warehousing and distribution center costs. The previous method was to recognize those costs as incurred, reported as a component of costs of goods sold. The Company believes the new method is preferable as it better matches revenues and expenses and is the prevalent method used by other entities within the automotive aftermarket. The cumulative effect of this change was a one-time benefit of $21.9 million, net of income taxes, or an additional $ 0.39 per diluted share. The change increased income before income taxes and cumulative effect of accounting change by $4.4 million and $123,000 for the year and fourth quarter ended December 31, 2004, respectively. The change increased income before cumulative effect of accounting change by $2.7 million (or $0.05 per diluted share) and $76,000 (or $0.00 per diluted share) for the year and fourth quarter ended December 31, 2004, respectively. Also, the Company is currently reviewing certain lease accounting practices in light of recent SEC guidance relating to operating leases. Based upon it's preliminary review, management believes that any adjustments determined to be appropriate, if any, would be immaterial to its current and prior years' financial results and condition. The Company will host a conference call Thursday, February 24, 2005, at 10:00 a.m. central time to discuss its results as well as future expectations. The call will be available by web cast at www.oreillyauto.com, www.vcall.com or www.streetevents.com. Investors may listen to the conference call live on the Company web site, www.oreillyauto.com, by clicking "News". A replay will also be available on the web site shortly after the call. O'Reilly Automotive, Inc. is one of the largest specialty retailers of automotive aftermarket parts, tools, supplies, equipment and accessories in the United States, serving both the do-it-yourself and professional installer markets. Founded in 1957 by the O'Reilly family, the Company operated 1,249 stores within the states of Alabama, Arkansas, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Mississippi, Missouri, Nebraska, North Carolina, Oklahoma, South Carolina, Tennessee, Texas and Virginia as of December 31, 2004. The Company claims the protection of the safe-harbor for forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements can be identified by forward-looking words such as "expect," "believe," "anticipate," "good," "plan," "intend," "estimate," "project," "will" or similar words. In addition, statements contained within this press release that are not historical facts are forward-looking statements, such as statements discussing among other things, expected growth, store development and expansion strategy, business strategies, future revenues and future performance. These forward-looking statements are based on estimates, projections, beliefs and assumptions and are not guarantees of future events and results. Such statements are subject to risks, uncertainties and assumptions, including, but not limited to, competition, product demand, the market for auto parts, the economy in general, inflation, consumer debt levels, governmental approvals, our ability to hire and retain qualified employees, risks associated with the integration of acquired businesses, weather, terrorist activities, war and the threat of war. Actual results may materially differ from anticipated results described or implied in these forward-looking statements. Please refer to the Risk Factors sections of the Company's Form 10-K for the year ended December 31, 2003, for more details. O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except per share data) December 31, December 31, 2004 2003 ------------ ----------- (Unaudited) (Note) Assets Current assets: Cash and cash equivalents $ 69,028 $ 21,094 Accounts receivable, net 60,928 52,235 Amounts receivable from vendors, net 52,976 50,695 Inventory 625,320 523,750 Deferred income taxes - 4,753 Other current assets 5,225 4,399 ----------- ----------- Total current assets 813,477 656,926 Property and equipment, at cost 791,794 626,142 Accumulated depreciation and amortization 218,243 177,084 ----------- ----------- Net property and equipment 573,551 449,058 Notes receivable, less current portion 21,690 24,313 Other assets, net 29,697 26,736 ----------- ----------- Total assets $ 1,438,415 $ 1,157,033 =========== =========== Liabilities and shareholders' equity Current liabilities: Income taxes payable $ 9,736 $ 6,872 Accounts payable 240,548 145,954 Accrued payroll 15,130 17,307 Accrued benefits and withholdings 35,794 27,368 Deferred income taxes 7,198 - Other current liabilities 24,817 16,883 Current portion of long-term debt 592 925 ----------- ----------- Total current liabilities 333,815 215,309 Long-term debt, less current portion 100,322 120,977 Deferred income taxes 42,381 29,448 Other liabilities 7,596 7,014 Shareholders' equity: Common stock, $0.01 par value: Authorized shares - 90,000,000 Issued and outstanding shares - 55,377,130 at December 31, 2004, and 54,664,976 at December 31, 2003 554 547 Additional paid-in capital 326,650 302,691 Retained earnings 627,097 481,047 ----------- ----------- Total shareholders' equity 954,301 784,285 ----------- ----------- Total liabilities and shareholders' equity $ 1,438,415 $ 1,157,033 =========== =========== Note: The balance sheet at December 31, 2003, has been derived from the audited consolidated financial statements at that date, but does not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per share data) Three Months Ended Twelve Months Ended December 31, December 31, ------------------------ ------------------------ 2004 2003 2004 2003 ----------- ----------- ----------- ----------- (Unaudited) (Unaudited) (Unaudited) (Note) Product sales $ 427,618 $ 367,047 $ 1,721,241 $ 1,511,816 Cost of goods sold, including warehouse and distribution expenses 241,650 211,024 978,076 873,481 ----------- ----------- ----------- ----------- Gross profit 185,968 156,023 743,165 638,335 Operating, selling, general and administrative expenses 139,484 117,177 542,282 473,060 ----------- ----------- ----------- ----------- Operating income 46,484 38,846 200,883 165,275 Other expense, net (1,046) (639) (2,721) (5,233) ----------- ----------- ----------- ----------- Income before income taxes and cumulative effect of accounting change 45,438 38,207 198,162 160,042 Provision for income taxes 16,947 14,305 74,004 59,955 ----------- ----------- ----------- ----------- Income before cumulative effect of accounting change 28,491 23,902 124,158 100,087 Cumulative effect of accounting change, net of tax - - 21,892 - ----------- ----------- ----------- ----------- Net income $ 28,491 $ 23,902 $ 146,050 $ 100,087 =========== =========== =========== =========== Net income per common share: Income before cumulative effect of accounting change $ 0.52 $ 0.44 $ 2.26 $ 1.86 Cumulative effect of accounting change, net of tax - - 0.40 - ----------- ----------- ----------- ----------- Net income $ 0.52 $ 0.44 $ 2.66 $ 1.86 =========== =========== =========== =========== Net income per common share - assuming dilution: Income before cumulative effect of accounting change $ 0.51 $ 0.43 $ 2.23 $ 1.84 Cumulative effect of accounting change, net of tax - - 0.39 - ----------- ----------- ----------- ----------- Net income $ 0.51 $ 0.43 $ 2.62 $ 1.84 =========== =========== =========== =========== Weighted average common shares outstanding 55,267 54,492 55,010 53,908 Adjusted weighted average common =========== =========== =========== =========== shares outstanding - assuming dilution 55,962 55,266 55,711 54,530 =========== =========== =========== =========== Note: The income statement at December 31, 2003, has been derived from the audited consolidated financial statements but does not include all of the information and footnotes required by accounting principles generally accepted in the United States for complete financial statements. O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES SELECTED FINANCIAL INFORMATION (Unaudited) December 31, ------------------------------------------------------------------------ Excluding Cumulative Including Cumulative Effect of Accounting Effect of Accounting Change 2004 Change 2004 2003 -------------------- -------------------- -------------------- Inventory turnover (1) 1.8 1.7 1.7 Inventory turnover, net of payables (2) 2.7 2.6 2.2 AP to Inventory (3) 40.8% 38.5% 27.9% Debt-to-capital (4) 9.8% 9.6% 13.5% Return on equity (5) 14.5% 16.8% 14.0% Return on assets (6) 9.7% 11.3% 9.2% Three Months Ended Twelve Months Ended December 31, December 31, --------------------- --------------------- 2004 2003 2004 2003 --------- --------- --------- --------- Other Information (in thousands): Capital Expenditures $ 47,266 $ 36,450 $ 173,486 $ 136,497 Depreciation & Amortization $ 13,192 $ 11,131 $ 48,268 $ 42,374 Interest Expense $ 1,288 $ 956 $ 4,700 $ 6,864 Lease & Rental Expense $ 9,659 $ 8,587 $ 35,803 $ 33,456 Sales per weighted-average square foot (7) $ 51.31 $ 49.82 $ 217.13 $ 214.73 Sales per weighted-average store (in thousands) (8) $ 342 $ 330 $ 1,443 $ 1,413 Square footage (in thousands) 8,318 7,348 Store count: New stores, net (twelve months ended) 140 128 Total stores 1,249 1,109 Total employment 17,410 15,484(1) Calculated as cost of sales for the last 12 months divided by average inventory. Average inventory is calculated as the simple average of beginning and ending inventory for the same period used in determining the numerator. (2) Calculated as cost of sales for the last 12 months divided by average inventory less accounts payable. Average inventory is calculated as the simple average of beginning and ending inventory for the same period used in determining the numerator. (3) Accounts payable divided by inventory. (4) The sum of long-term debt and current portion of long-term debt, divided by the sum of long-term debt, current portion of long-term debt and total shareholders' equity. (5) Last 12 months net income divided by average shareholders' equity. Average shareholders' equity is calculated by taking a simple average of the beginning and ending shareholders' equity for the same period used in determining the numerator. (6) Last 12 months net income divided by average total assets. Average total assets is calculated by taking a simple average of the beginning and ending total assets for the same period used in determining the numerator. (7) Total sales less jobber sales, divided by weighted-average square feet. Weighted-average sales per square foot is weighted to consider the approximate dates of store openings or expansions. (8) Total sales less jobber sales, divided by weighted-average stores. Weighted-average sales per store is weighted to consider the approximate dates of store openings or expansions.