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 27, 2004 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.) ITEM 9. REGULATION FD DISCLOSURE The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. 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 29, 2004 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) EXHIBIT INDEX Exhibit Number Description ------ ----------------------------------------------------------------- 99.1 Press Release dated April 27, 2004 O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES Exhibit 99.1 FOR IMMEDIATE RELEASE For further information contact: David O'Reilly James R. Batten (417) 862-3333 ________________________________________________________________________________ O'REILLY AUTOMOTIVE, INC. REPORTS RECORD FIRST QUARTER SALES AND EARNINGS 12.4% INCREASE IN COMPARABLE STORE PRODUCT SALES 32.4% EARNINGS PER SHARE GROWTH ________________________________________________________________________________ Springfield, MO, April 27, 2004 -- O'Reilly Automotive, Inc. ("O'Reilly" or "the Company") (Nasdaq: ORLY) today announced record revenues and earnings for the first quarter of 2004, representing 42 quarters of record revenues and earnings for O'Reilly since becoming a public company in April 1993. Net income for the first quarter ended March 31, 2004, totaled $27.1 million, up 37.5% from $19.7 million for the same period in 2003. Diluted earnings per common share for the first quarter of 2004 increased 32.4% to $0.49 on 55.4 million shares compared to $0.37 for the first quarter of 2003 on 53.8 million shares. Product sales for the three months ended March 31, 2004, totaled $403.3 million, up 18.8% from $339.5 million for the same period a year ago. Gross profit for the first quarter of 2004 increased to $169.3 million (or 42.0% of product sales) from $140.9 million (or 41.5% of product sales) for the first quarter of 2003, representing an increase of 20.1%. Operating, Selling, General and Administrative ("OSG&A") expenses increased to $125.6 million (or 31.1% of product sales) for the first quarter of 2004 from $107.6 million (or 31.7% of product sales) for the first quarter of 2003, representing an increase of 16.7%. Comparable store product sales for stores open at least one year increased 12.4% and 6.2% for the first quarter of 2004 and 2003, respectively. "This was an outstanding quarter for our team," said David O'Reilly, co-chairman and chief executive officer. "We entered the quarter with great momentum and delivered record results highlighted by the industry-leading 12.4% increase in comparable store product sales and strong earnings performance. We added 23 new stores and reduced debt by $20.0 million. We are pleased with these results and remain enthusiastic about the opportunities that lie ahead in 2004." The Company will host a conference call Wednesday, April 28, 2004, 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. 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 1,132 stores within the states of Alabama, Arkansas, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Mississippi, Missouri, Nebraska, North Carolina, Oklahoma, Tennessee, Texas and Virginia as of March 31, 2004. The Company claims the protection of the safe-harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. These statements discuss, 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 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 March 31, December 31, 2004 2003 -------------- -------------- (Unaudited) (Note) In thousands Assets Current assets: Cash $ 45,337 $ 21,094 Accounts receivable, net 58,068 52,235 Amounts receivable from vendors 47,673 50,695 Inventory 561,914 554,309 Deferred income taxes 427 4,753 Other current assets 9,219 4,399 -------------- -------------- Total current assets 722,638 687,485 Property and equipment, at cost 663,294 626,142 Accumulated depreciation and amortization 185,550 177,084 -------------- -------------- Net property and equipment 477,744 449,058 Notes receivable 23,377 24,313 Other assets 29,218 26,736 -------------- -------------- Total assets $ 1,252,977 $ 1,187,592 ============== ============== Liabilities and shareholders' equity Current liabilities: Income taxes payable $ 14,214 $ 6,872 Accounts payable 216,536 176,513 Accrued payroll 16,883 17,307 Accrued benefits and withholdings 31,343 27,368 Other current liabilities 17,833 16,883 Current portion of long-term debt 833 925 -------------- -------------- Total current liabilities 297,642 245,868 Long-term debt, less current portion 100,823 120,977 Deferred income taxes 32,578 29,448 Other liabilities 7,129 7,014 Shareholders' equity: Common stock, $0.01 par value: Authorized shares - 90,000,000 Issued and outstanding shares - 54,784,667 at March 31, 2004, and 54,664,976 at December 31, 2003 548 547 Additional paid-in capital 306,084 302,691 Retained earnings 508,173 481,047 -------------- -------------- Total shareholders' equity 814,805 784,285 -------------- -------------- Total liabilities and shareholders' equity $ 1,252,977 $ 1,187,592 ============== ============== Note: The balance sheet at December 31, 2003, has been derived from the audited 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 (Unaudited) Three Months Ended March 31, ----------------------- 2004 2003 ---------- ---------- (Numbers in thousands, except per share data) Product sales $ 403,294 $ 339,475 Cost of goods sold, including warehouse and distribution expenses 233,956 198,529 ---------- ---------- Gross profit 169,338 140,946 Operating, selling, general and administrative expenses 125,566 107,605 ---------- ---------- Operating income 43,772 33,341 Other expense, net (446) (1,763) ---------- ---------- Income before income taxes 43,326 31,578 Provision for income taxes 16,200 11,850 ---------- ---------- Net income $ 27,126 $ 19,728 ========== ========== Net income per common share $ 0.50 $ 0.37 ========== ========== Net income per common share - assuming dilution $ 0.49 $ 0.37 ========== ========== Weighted average common shares outstanding 54,694 53,402 ========== ========== Adjusted weighted average common shares outstanding - assuming dilution 55,381 53,753 ========== ========== O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES SELECTED FINANCIAL INFORMATION (Unaudited) March 31, -------------------- 2004 2003 -------- -------- Inventory turnover (1) 1.7 1.6 Inventory turnover, net of payables (2) 2.5 2.0 AP to Inventory (3) 38.5% 22.4% Debt-to-capital (4) 11.1% 18.8% Return on equity (5) 14.5% 13.6% Return on assets (6) 9.4% 8.9% Square footage (in thousands) 7,510 6,619 Store count: New stores, net (three months ended) 23 30 Total stores 1,132 1,011 Total employment 16,540 14,563 Three Months Ended March 31, ---------------------- 2004 2003 --------- --------- Other Information (in thousands): Capital Expenditures $ 40,078 $ 32,189 Depreciation & Amortization $ 10,894 $ 10,381 Interest Expense $ 895 $ 2,287 Lease & Rental Expense $ 8,833 $ 8,367 Sales per weighted-average square foot (7) $ 53.44 $ 50.36 Sales per weighted-average store (in thousands) (8) $ 354 $ 329(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. O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES RECONCILIATION OF FREE CASH FLOW TO OPERATING CASH FLOW (Unaudited) Three Months Ended March 31, ---------------------- 2004 2003 --------- --------- (In thousands) Net cash provided by operating activities $ 82,011 $ 57,344 Capital expenditures 40,078 32,189 --------- --------- Free cash flow (1)(2) $ 41,933 $ 25,155 ========= =========(1) Free cash flow is calculated as net cash provided by operating activities less capital expenditures. (2) The Company believes that presenting free cash flow provides investors a metric to evaluate the Company's ability to fund its planned growth.