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): April 26, 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 April 26, 2005, O'Reilly Automotive, Inc. issued a press release announcing first 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 April 26, 2005, O'Reilly Automotive, Inc. issued a press release announcing first 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 April 26, 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: April 28, 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 IMMEDIATE RELEASE For further information contact: Greg Henslee Jim Batten (417) 862-3333 ________________________________________________________________________________ O'REILLY AUTOMOTIVE, INC. REPORTS RECORD 2005 FIRST QUARTER RESULTS 7.1% INCREASE IN COMPARABLE STORE PRODUCT SALES 20.4% INCREASE IN EARNINGS PER SHARE ________________________________________________________________________________ Springfield, MO, April 26, 2005 -- O'Reilly Automotive, Inc. ("O'Reilly" or "the Company") (Nasdaq: ORLY) today announced record revenues and earnings for the first quarter of 2005, representing 46 quarters of record revenues and earnings for O'Reilly since becoming a public company in April 1993. Net income, before cumulative effect of accounting change, for the first quarter ended March 31, 2005, totaled $33.2 million, up 21.7% from $27.3 million for the same period in 2004. Diluted earnings per common share, before cumulative effect of accounting change, for the first quarter of 2005 increased 20.4% to $0.59 on 56.3 million shares compared to $0.49 for the first quarter of 2004 on 55.4 million shares. Product sales for the three months ended March 31, 2005, totaled $466.2 million, up 15.6% from $403.3 million for the same period a year ago. Gross profit for the first quarter of 2005 increased to $196.2 million (or 42.1% of product sales) from $169.6 million (or 42.1% of product sales) for the first quarter of 2004, representing an increase of 15.7%. Operating, Selling, General and Administrative ("OSG&A") expenses increased to $142.6 million (or 30.6% of product sales) for the first quarter of 2005 from $125.6 million (or 31.1% of product sales) for the first quarter of 2004, representing an increase of 13.6%. Comparable store product sales for stores open at least one year increased 7.1% and 12.4% for the first quarter of 2005 and 2004, respectively. "We are very pleased with our 7.1% comparable store product sales increase, especially considering the difficult comparison of the 12.4% comparable store sales increase in the first quarter of 2004," stated Greg Henslee, CEO and Co-President. "We're equally pleased with our team's focus on expense management during the quarter as we completed the opening of our eleventh distribution center in Atlanta, Georgia." "New store openings are well underway with 37 net new stores opened during the first quarter of 2005," said Ted Wise, COO and Co-President. The Company will host a conference call Wednesday, April 27, 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's web site, www.oreillyauto.com, by clicking "News". A replay will also be available on the web site shortly after the call, on the Company's website. 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 1,286 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 March 31, 2005. 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, 2004, for more details. O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS March 31, December 31, 2005 2004 ----------- ----------- (Unaudited) (Note) (In thousands) Assets Current assets: Cash and cash equivalents $ 89,270 $ 69,028 Accounts receivable, net 63,180 60,928 Amounts receivable from vendors, net 42,631 52,976 Inventory 649,297 625,320 Other current assets 5,763 5,225 ----------- ----------- Total current assets 850,141 813,477 Property and equipment, at cost 835,860 791,794 Accumulated depreciation and amortization 235,962 224,301 ----------- ----------- Net property and equipment 599,898 567,493 Notes receivable, less current portion 27,375 21,690 Other assets, net 27,653 29,697 ----------- ----------- Total assets $ 1,505,067 $ 1,432,357 =========== =========== Liabilities and shareholders' equity Current liabilities: Income taxes payable $ 16,099 $ 9,736 Accounts payable 258,470 240,548 Accrued payroll 15,779 15,130 Accrued benefits and withholdings 40,159 35,794 Deferred income taxes 11,370 7,198 Other current liabilities 23,061 24,817 Current portion of long-term debt 591 592 ----------- ----------- Total current liabilities 365,529 333,815 Long-term debt, less current portion 100,173 100,322 Deferred income taxes 38,165 38,440 Other liabilities 12,184 11,963 Shareholders' equity: Common stock, $0.01 par value: Authorized shares - 90,000,000 Issued and outstanding shares - 55,602,945 at March 31, 2005, and 55,377,130 at December 31, 2004 556 554 Additional paid-in capital 334,634 326,650 Retained earnings 653,826 620,613 ----------- ----------- Total shareholders' equity 989,016 947,817 ----------- ----------- Total liabilities and shareholders' equity $ 1,505,067 $ 1,432,357 =========== =========== Note: The balance sheet at December 31, 2004, has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by United States generally accepted accounting principles for complete financial statements. O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three Months Ended March 31, ------------------------ 2005 2004 ---------- ---------- (In thousands, except per share data) Product sales $ 466,239 $ 403,294 Cost of goods sold, including warehouse and distribution expenses 270,070 233,701 ---------- ---------- Gross profit 196,169 169,593 Operating, selling, general and administrative expenses 142,588 125,566 ---------- ---------- Operating income 53,581 44,027 Other expense, net (668) (446) ---------- ---------- Income before income taxes and cumulative effect of accounting change 52,913 43,581 Provision for income taxes 19,700 16,296 ---------- ---------- Income before cumulative effect of accounting change 33,213 27,285 Cumulative effect of accounting change, net of tax, $13,303 - 21,892 ---------- ---------- Net income $ 33,213 $ 49,177 ========== ========== Net income per common share: Income before cumulative effect of accounting change $ 0.60 $ 0.50 Cumulative effect of accounting change, net of tax - 0.40 ---------- ---------- Net income $ 0.60 $ 0.90 ========== ========== Net income per common share - assuming dilution: Income before cumulative effect of accounting change $ 0.59 $ 0.49 Cumulative effect of accounting change, net of tax - 0.39 ---------- ---------- Net income $ 0.59 $ 0.88 ========== ========== Weighted-average common shares outstanding - basic 55,448 54,694 ========== ========== Adjusted weighted-average common shares outstanding - assuming dilution 56,255 55,381 ========== ========== O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES SELECTED FINANCIAL INFORMATION (Unaudited) March 31, -------------------- 2005 2004 -------- -------- Inventory turnover (1) 1.7 1.7 Inventory turnover, net of payables (2) 2.6 2.4 AP to inventory (3) 39.8% 32.9% Debt-to-capital (4) 9.3% 10.8% Return on equity (5) 13.5% 14.3% Return on assets (6) 8.9% 9.4% Square footage (in thousands) 8,561 7,510 Store count: New stores, net (three months ended) 37 23 Total stores 1,286 1,132 Total employment 18,238 16,540 Three Months Ended March 31, ---------------------- 2005 2004 --------- --------- Other information (in thousands): Capital expenditures $ 45,570 $ 40,078 Depreciation & amortization $ 13,245 $ 10,894 Interest expense $ 1,100 $ 895 Lease & rental expense $ 10,156 $ 8,833 Sales per weighted-average square foot (7) $ 54.41 $ 53.44 Sales per weighted-average store (in thousands) (8) $ 363 $ 354(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 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.