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O'Reilly Automotive, Inc. Reports Fourth Quarter and Full-Year 2012 Results

O'Reilly Automotive, Inc. Reports Fourth Quarter and Full-Year 2012 Results

  *25% increase in full year adjusted diluted earnings per share to $4.75
  *Full year record operating margin of 15.8%
  *Fourth quarter comparable store sales increase of 4.2%

SPRINGFIELD, Mo., Feb. 6, 2013 (GLOBE NEWSWIRE) -- O'Reilly Automotive, Inc.
(the "Company" or "O'Reilly") (Nasdaq:ORLY), a leading retailer in the
automotive aftermarket industry, today announced record revenues and earnings
for its fourth quarter and full year ended December 31, 2012. The results
represent 20 consecutive years of comparable store sales growth and record
revenue and operating income for O'Reilly since becoming a public company in
April of 1993.

4^th Quarter Financial Results

Sales for the fourth quarter ended December 31, 2012, increased $97 million,
or 7%, to $1.49 billion from $1.39 billion for the same period one year ago.
Gross profit for the fourth quarter increased to $750 million (or 50.4% of
sales) from $695 million (or 49.9% of sales) for the same period one year ago,
representing an increase of 8%. Selling, general and administrative expenses
("SG&A") for the fourth quarter increased to $527 million (or 35.4% of sales)
from $491 million (or 35.3% of sales) for the same period one year ago,
representing an increase of 8%. Operating income for the fourth quarter
increased to $223 million (or 15.0% of sales) from $207 million (or 14.9% of
sales) for the same period one year ago, representing an increase of 8%.

Net income for the fourth quarter ended December 31, 2012, increased $10
million, or 8%, to $133 million (or 8.9% of sales) from $123 million (or 8.8%
of sales) for the same period one year ago. Diluted earnings per common share
for the fourth quarter ended December 31, 2012, increased 21% to $1.14 on 116
million shares versus $0.94 for the same period one year ago on 130 million
shares.

As previously announced, the Company's results for the fourth quarter ended
December 31, 2011, included nonrecurring income related to a settlement
between the Securities and Exchange Commission and a former CSK Auto
Corporation ("CSK") officer that resulted in the reimbursement to CSK of $3
million ($2 million, net of tax) of incentive-based compensation and stock
sale profits previously received by the officer. This "clawback" amount was
included in "Operating income" on the Company's Condensed Consolidated
Statements of Income for the fourth quarter ended December 31, 2011.The
results discussed in the paragraph below are adjusted for this nonrecurring
item for the fourth quarter ended December 31, 2011, and are reconciled in the
table accompanying this release.

Adjusted operating income for the fourth quarter ended December 31, 2012,
increased to $223 million (or 15.0% of sales) from $204 million (or 14.7% of
sales) for the same period one year ago, representing an increase of
9%.Adjusted net income for the fourth quarter ended December 31, 2012,
increased $12 million, or 10%, to $133 million (or 8.9% of sales) from $121
million (or 8.7% of sales) for the same period one year ago.Adjusted diluted
earnings per common share for the fourth quarter ended December 31, 2012,
increased 23% to $1.14 on 116 million shares versus $0.93 for the same period
one year ago on 130 million shares.

Commenting on O'Reilly's quarterly results, Greg Henslee, President and CEO
stated, "We are pleased to report a strong fourth quarter, highlighted by a
comparable stores sales increase of 4.2%, which exceeded our guidance range of
2% to 4%.We believe our strong performance is the result of our teams
continued efforts to provide the highest levels of service in our
industry.Over time, these outstanding service levels, coupled with the
strength of our industry leading supply chain, build strong relationships with
our customers and allow us to incrementally gain market share.Our focus
remains on profitable growth, exemplified by our record fourth quarter
operating margin of 15.0%, which represents our 14th consecutive quarter of
record quarterly operating margin results.I would like to take this
opportunity to congratulate Team O'Reilly on a strong fourth quarter and to
thank each of you for your hard work and continued commitment to providing
industry leading customer service."

Full-Year Financial Results

Sales for the year ended December 31, 2012, increased $393 million, or 7%, to
$6.18 billion from $5.79 billion for the same period one year ago.Gross
profit for the year ended December 31, 2012, increased to $3.10 billion (or
50.1% of sales) from $2.84 billion (or 49.0% of sales) for the same period one
year ago, representing an increase of 9%.SG&A for the year ended December 31,
2012, increased to $2.12 billion (or 34.3% of sales) from $1.97 billion (or
34.1% of sales) for the same period one year ago, representing an increase of
7%.Operating income for the year ended December 31, 2012, increased to $977
million (or 15.8% of sales) from $867 million (or 15.0% of sales) for the same
period one year ago, representing an increase of 13%.

Net income for the year ended December 31, 2012, increased $78 million, or
15%, to $586 million (or 9.5% of sales) from $508 million (or 8.8% of sales)
for the same period one year ago.Diluted earnings per common share for the
year ended December 31, 2012, increased 28% to $4.75 on 123 million shares
versus $3.71 for the same period one year ago on 137 million shares.

As previously announced, the Company's results for the year ended December 31,
2011, included one-time charges associated with the financing transactions the
Company completed in January of 2011, as well as nonrecurring income from the
former CSK officer clawback discussed above.The one-time charges associated
with the financing transactions included a non-cash charge to write off the
balance of debt issuance costs related to the Company's previous credit
facility in the amount of $22 million ($13 million, net of tax) and a charge
related to the termination of the Company's interest rate swap agreements in
the amount of $4 million ($3 million, net of tax).The charges related to the
Company's financing transactions were included in "Other income (expense)" on
the Company's Condensed Consolidated Statements of Income for the year ended
December 31, 2011.The nonrecurring income from the former CSK officer
clawback, discussed above, was included in "Operating income" on the Company's
Condensed Consolidated Statements of Income for the year ended December 31,
2011.The results discussed in the paragraph below are adjusted for these
nonrecurring items for the year ended December 31, 2011, and are reconciled in
the table accompanying this release.

Adjusted operating income for the year ended December 31, 2012, increased to
$977 million (or 15.8% of sales) from $864 million (or 14.9% of sales) for the
same period one year ago, representing an increase of 13%.Adjusted net income
for the year ended December 31, 2012, increased $64 million, or 12%, to $586
million (or 9.5% of sales) from $522 million (or 9.0% of sales) for the same
period one year ago.Adjusted diluted earnings per common share for the year
ended December 31, 2012, increased 25% to $4.75 on 123 million shares versus
$3.81 for the same period one year ago on 137 million shares.

Mr. Henslee commented on O'Reilly's 2012 full year results by stating, "2012
was another very successful and profitable year for O'Reilly.Our continued
focus on managing our working capital, coupled with our focus on profitable
growth, resulted in $951 million of free cash flow for the year, representing
a 20% increase, on top of very strong 2011 free cash flow of $791 million.For
the year, our dedication to excellent customer service and relentless expense
control generated a record operating margin of 15.8%, surpassing the goal we
established in 2008 of 15% operating margin one full year earlier than we had
originally anticipated.As a result of our strong free cash flow and prudent
leverage growth, we were able to return $1.4 billion to our shareholders
during 2012 by repurchasing over 16 million shares.These repurchased shares,
along with our very profitable growth, resulted in a 25% increase in adjusted
earnings per share to $4.75, representing four consecutive years of 20% or
greater earnings per share growth."

Mr. Henslee continued, "We are confident the fundamental drivers for demand in
our industry remain intact and based on this continued demand, our guidance
for 2013 comparable store sales is an increase in the range of 3% to 5%.We
face our most difficult quarterly comparable store sales comparisons in 2013
during our first quarter, which was an increase of 7.4% in 2012 and includes
approximately 130 bps from the impact of Leap Day in 2012, and as an
additional headwind, Easter will fall in the first quarter this year versus
the second quarter in 2012.We have seen continued solid performance through
the first several weeks of 2013; however, the comparisons get progressively
more difficult as we move through the quarter.Therefore, with consideration
to the approximate 150 bp headwind we have due to the Leap Day and Easter, we
are guiding comparable stores sales in the range of flat to positive 2% for
the first quarter of 2013 with the remainder of the year's comparable store
sales expectations anticipated to be much stronger, to arrive at our full-year
guidance of 3% to 5%.During 2013, we will continue our unyielding focus on
profitable growth and on providing unsurpassed customer service and we look
forward to another profitable year.I would again like to thank all of our
hard working Team Members for their continued commitment to our success, your
efforts continue to drive our strong performance."

Share Repurchase Program

As previously announced, on November 12, 2012, the Company's Board of
Directors approved a resolution to increase the authorization under the
Company's share repurchase program by an additional $500 million, raising the
cumulative authorization under the share repurchase program to $3.0
billion.During the fourth quarter ended December 31, 2012, the Company
repurchased 3.6 million shares of its common stock at an average price per
share of $87.71 for a total investment of $312 million.During the year ended
December 31, 2012, the Company repurchased 16.2 million shares of its common
stock at an average price per share of $89.20 for a total investment of $1.45
billion.Subsequent to the end of the fourth quarter and through the date of
this release, the Company repurchased an additional 1.9 million shares of its
common stock at an average price per share of $89.84 for a total investment of
$170 million.The Company has repurchased a total of 34.0 million shares of
its common stock under its share repurchase program since the inception of the
program in January of 2011 through the date of this release, at an average
price of $76.28, for a total aggregate investment of $2.6 billion.As of the
date of this release, the Company had approximately $409 million remaining
under its share repurchase program.

4^th Quarter and Full-Year Comparable Store Sales Results

Comparable store sales are calculated based on the change in sales for stores
open at least one year and exclude sales of specialty machinery, sales to
independent parts stores and sales to Team Members.Comparable store sales
increased 4.2% for the fourth quarter ended December 31, 2012, versus 3.3% for
the same period one year ago.Comparable store sales increased 3.8% for the
year ended December 31, 2012, versus 4.6% for the same period one year ago.

1^st Quarter and Full-Year 2013 Guidance

The table below outlines the Company's guidance for selected first quarter and
full-year 2013 financial data:

                                    For the Three Months For the Year Ending
                                     Ending
                                    March 31, 2013       December 31, 2013
New store openings                                       190
Comparable store sales               0% to 2%             3% to 5%
Total revenue                                            $6.6 billion to $6.7
                                                          billion
Gross profit margin                                      49.9% to 50.3%
Operating margin                                         15.8% to 16.2%
Diluted earnings per share (1)       $1.30 to $1.34       $5.57 to $5.67
Capital expenditures                                     $385 million to $415
                                                          million
Free cash flow (2)                                       $450 million to $500
                                                          million
^(1) Weighted-average shares outstanding, assuming dilution, used in the
denominator of this calculation, includes share repurchases made by the
Company through the date of this release.
^(2) Calculated as net cash provided by operating activities less capital
expenditures for the period.

Non-GAAP Information

This release contains certain financial information not derived in accordance
with United States generally accepted accounting principles ("GAAP").These
items include adjusted operating income, adjusted net income, adjusted diluted
earnings per common share, free cash flow, and rent-adjusted debt to adjusted
earnings before interest, taxes, depreciation, amortization, share-based
compensation and rent ("EBITDAR").The Company does not, nor does it suggest
investors should, consider such non-GAAP financial measures in isolation from,
or as a substitute for, GAAP financial information.The Company believes that
the presentation of financial results and estimates excluding the impact of
the former CSK officer clawback, the non-cash charge to write off the balance
of debt issuance costs, the charge related to the termination of interest rate
swap agreements, as well as the presentation of adjusted debt to adjusted
EBITDAR and free cash flow, provide meaningful supplemental information to
both management and investors that is indicative of the Company's core
operations.The Company excludes these items in judging its performance and
believes this non-GAAP information is useful to investors as well.The Company
has included a reconciliation of this additional information to the most
comparable GAAP measure in the tables accompanying this release.

Earnings Conference Call Information

The Company will host a conference call on Thursday, February 7, 2013, at
10:00 a.m. central time to discuss its results as well as future
expectations.Investors may listen to the conference call live on the
Company's website at www.oreillyauto.com by clicking on "Investor Relations"
and then "News Room".Interested analysts are invited to join the call.The
dial-in number for the call is (706) 679-5789; the conference call
identification number is 84591707.A replay of the call will be available on
the Company's website following the conference call.

About O'Reilly Automotive, Inc.

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 service
provider markets.Founded in 1957 by the O'Reilly family, the Company operated
4,000 stores in 42 states as of January 19, 2013.

The O'Reilly Automotive, Inc. logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=5430

Forward-Looking Statements

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.You can identify these statements by forward-looking words such as
"expect," "believe," "anticipate," "should," "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, integration 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 regulations, our increased debt levels,
credit ratings on our public debt, our ability to hire and retain qualified
employees, risks associated with the performance 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" section of the
annual report on Form 10-K for the year ended December 31, 2011, for
additional factors that could materially affect our financial
performance.Forward-looking statements speak only as of the date they were
made and we undertake no obligation to publicly update any forward-looking
statements, whether as a result of new information, future events or
otherwise, except as required by applicable law.


O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
                                                        
                                                        
                                   December 31, 2012     December 31, 2011
                                   (Unaudited)           (Note)
Assets                                                   
Current assets:                                          
Cash and cash equivalents          $248,128            $361,552
Accounts receivable, net            122,989               135,149
Amounts receivable from vendors     58,185                68,604
Inventory                           2,276,331             1,985,748
Other current assets                27,315                56,557
Total current assets                2,732,948             2,607,610
                                                        
Property and equipment, at cost     3,269,570             3,026,996
Less: accumulated depreciation and  1,057,980             933,229
amortization
Net property and equipment          2,211,590             2,093,767
                                                        
Notes receivable, less current      5,347                 10,889
portion
Goodwill                            758,410               743,907
Other assets, net                   40,892                44,328
Total assets                        $5,749,187          $5,500,501
                                                        
Liabilities and shareholders'                            
equity
Current liabilities:                                     
Accounts payable                    $1,929,112          $1,279,294
Self-insurance reserves             54,190                53,155
Accrued payroll                     60,120                52,465
Accrued benefits and withholdings   42,417                41,512
Deferred income taxes               19,472                1,990
Income taxes payable                5,932                 --
Other current liabilities           161,400               150,932
Current portion of long-term debt   222                   662
Total current liabilities           2,272,865             1,580,010
                                                        
Long-term debt, less current        1,095,734             796,912
portion
Deferred income taxes               79,544                88,864
Other liabilities                   192,737               189,864
                                                        
Shareholders' equity:                                    
Common stock, $0.01 par value:                           
Authorized shares – 245,000,000                          
Issued and outstanding shares –                         
112,963,413 as of December 31,                           
2012, and
127,179,792 as of December 31, 2011 1,130                 1,272
Additional paid-in capital          1,083,910             1,110,105
Retained earnings                   1,023,267             1,733,474
Total shareholders' equity          2,108,307             2,844,851
                                                        
Total liabilities and shareholders' $5,749,187          $5,500,501
equity
                                                        
Note:The balance sheet at December 31, 2011, 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)
                                                              
                                                              
                      For the Three Months Ended   For the Year Ended
                      December 31,                  December 31,
                      2012           2011           2012         2011
                      (Unaudited)    (Unaudited)    (Unaudited)  (Note)
Sales                  $1,488,385   $1,391,307   $6,182,184 $5,788,816
Cost of goods sold,
including warehouse    738,001        696,610        3,084,766    2,951,467
and distribution
expenses
Gross profit           750,384        694,697        3,097,418    2,837,349
                                                              
Selling, general and
administrative         527,413        490,584        2,120,025    1,973,381
expenses
Former CSK officer     --            (2,798)        --          (2,798)
clawback
Operating income       222,971        206,911        977,393      866,766
                                                              
Other income                                                   
(expense):
Interest expense       (11,478)       (9,459)        (40,200)     (28,165)
Interest income        591            625            2,441        2,245
Write-off of
asset-based revolving  --            --            --          (21,626)
credit facility debt
issuance costs
Termination of
interest rate swap     --            --            --          (4,237)
agreements
Other, net             593            (489)          1,887        790
Total other expense    (10,294)       (9,323)        (35,872)     (50,993)
                                                              
Income before income   212,677        197,588        941,521      815,773
taxes
                                                              
Provision for income   79,875         74,600         355,775      308,100
taxes
Net income             $132,802     $122,988     $585,746   $507,673
                                                              
Earnings per                                                   
share-basic:
Earnings per share     $1.16        $0.96        $4.83      $3.77
Weighted-average
common shares          114,439        128,087        121,182      134,667
outstanding – basic
                                                              
Earnings per
share-assuming                                                 
dilution:
Earnings per share     $1.14        $0.94        $4.75      $3.71
Weighted-average
common shares          116,308        130,405        123,314      136,983
outstanding – assuming
dilution
                                                              
Note:The income statement for the year ended December 31, 2011, 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 CASH FLOWS
(In thousands)
                                                          
                                                          
                                      For the Year Ended December 31,
                                      2012                 2011
                                      (Unaudited)          (Note)
Operating activities:                                      
Net income                             $585,746           $507,673
Adjustments to reconcile net income to
net cash provided by operating                             
activities:
Depreciation and amortization of       177,106              165,880
property, equipment and intangibles
Amortization of debt premium, discount 1,788                1,797
and issuance costs
Write-off of asset-based revolving     --                  21,626
credit facility debt issuance costs
Excess tax benefit from stock options  (38,631)             (22,985)
exercised
Deferred income taxes                  8,162                54,120
Share-based compensation programs      22,026               20,579
Other                                  7,464                8,292
Changes in operating assets and                            
liabilities:
Accounts receivable                    4,404                (21,219)
Inventory                              (276,904)            37,740
Accounts payable                       645,706              383,632
Income taxes payable                   71,346               (8,625)
Other                                  43,342               (29,519)
Net cash provided by operating         1,251,555            1,118,991
activities
                                                          
Investing activities:                                      
Purchases of property and equipment    (300,719)            (328,319)
Proceeds from sale of property and     3,044                2,715
equipment
Payments received on notes receivable  4,157                5,435
Other                                  (23,889)             516
Net cash used in investing activities (317,407)            (319,653)
                                                          
Financing activities:                                      
Proceeds from borrowings on            --                  42,400
asset-based revolving credit facility
Payments on asset-based revolving      --                  (398,400)
credit facility
Proceeds from the issuance of          298,881              795,963
long-term debt
Payment of debt issuance costs         (2,376)              (9,942)
Principal payments on debt and capital (935)                (1,443)
leases
Repurchases of common stock            (1,445,287)          (976,632)
Excess tax benefit from stock options  38,631               22,985
exercised
Net proceeds from issuance of common   63,514               57,562
stock
Net cash used in financing activities (1,047,572)          (467,507)
                                                          
Net increase (decrease) in cash and    (113,424)            331,831
cash equivalents
Cash and cash equivalents at beginning 361,552              29,721
of year
Cash and cash equivalents at end of    $248,128           $361,552
year
                                                          
Supplemental disclosures of cash flow                      
information:
Income taxes paid                      $274,637           $252,769
Interest paid, net of capitalized      34,655               13,350
interest
                                                          
Note: The cash flow statement for the year ended December 31, 2011, 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
SELECTED FINANCIAL INFORMATION
(Unaudited)
                                                                
                                                                
                                                    For the Year Ended
                                                    December 31,
(In thousands, except adjusted debt to adjusted      2012         2011
EBITDAR ratio)
GAAP debt                                            $1,095,956 $797,574
Add:Letters of credit                               57,281       59,917
Discount on senior notes                             4,366        3,683
Rent times six                                       1,445,214    1,385,382
Non-GAAP adjusted debt                               $2,602,817 $2,246,556
                                                                
GAAP net income                                      $585,746   $507,673
Write-off of asset-based revolving credit facility   --          13,458
debt issuance costs, net of tax
Termination of interest rate swap agreements, net of --          2,637
tax
Former CSK officer clawback, net of tax              --          (1,741)
Non-GAAP adjusted net income                         585,746      522,027
Add:Interest expense                                40,200       28,165
Taxes, net of impact of former CSK officer clawback,
debt issuance costs write-off and swap agreements    355,775      316,811
termination
Adjusted EBIT                                        981,721      867,003
                                                                
Add:Depreciation and amortization                   177,106      165,880
Rent expense                                         240,869      230,897
Share-based compensation expense                     22,026       20,579
Adjusted EBITDAR                                     $1,421,722 $1,284,359
                                                                
Adjusted debt to adjusted EBITDAR                   1.83         1.75
                                                                
                                                                
                                                    December 31,
                                                    2012         2011
Selected Balance Sheet Ratios:                                   
Inventory turnover(1)                               1.4          1.5
Inventory turnover, net of payables (2)              7.4          3.4
Average inventory per store (in thousands) (3)       $573       $531
Accounts payable to inventory (4)                    84.7%        64.4%
Debt-to-capital (5)                                  34.2%        21.9%
Return on equity (6)                                 23.8%        17.4%
Return on assets (7)                                 10.2%        9.7%

                             For the Three Months Ended For the Year Ended
                             December 31,               December 31,
                             2012          2011         2012       2011
Selected Financial                                               
Information (in thousands):
Capital expenditures          $83,378     $85,008    $300,719 $328,319
Free cash flow (8)            $135,051    $193,834   $950,836 $790,672
Depreciation and              $44,610     $43,139    $177,106 $165,880
amortization
Interest expense              $11,478     $9,459     $40,200  $28,165
Lease and rental expense      $61,305     $58,743    $240,869 $230,897
                                                                
                                                                
Store and Team Member                                            
Information:
                             For the Three Months Ended For the Year Ended
                             December 31,               December 31,
                             2012          2011         2012       2011
Beginning store count         3,896         3,707        3,740      3,570
New stores opened             24            34           185        183
Stores acquired               56            --          56         --
Stores closed                 --           (1)          (5)        (13)
Ending store count            3,976         3,740        3,976      3,740
                                                                
                                                                
                             For the Three Months Ended For the Year Ended
                             December 31,               December 31,
                             2012          2011         2012       2011
Total employment              53,063        49,324                 
Square footage (in            28,628        26,530                 
thousands)
Sales per weighted-average    $52.91      $52.04     $223.55  $220.69
square foot (9)
Sales per weighted-average    $377        $369       $1,590   $1,566
store (in thousands) (10)

  (1) Calculated as cost of goods sold for the last 12 months divided by
 average inventory.Average inventory is calculated as the average of
  inventory for the trailing four quarters used in determining the
  denominator.
  (2) Calculated as cost of goods sold for the last 12 months divided by
 average net inventory.Average net inventory is calculated as the average of
  inventory less accounts payable for the trailing four quarters used in
  determining the denominator.
 (3) Calculated as inventory divided by store count at end of the reported
  period.
 (4) Calculated as accounts payable divided by inventory.
  (5) Calculated as 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.
  (6) Calculated as the last 12 months adjusted net income, adjusted to
  exclude the impact of the previously disclosed charges to write off the
  balance of debt issuance costs related to the Company's previous credit
  facility in the amount of $22 million ($13 million, net of tax), termination
 of the Company's interest rate swap agreements in the amount of $4 million
  ($3 million, net of tax), and benefit related to the former CSK officer
  clawback in the amount of $3 million ($2 million, net of tax), divided by
  average total shareholders' equity.Average total shareholders' equity is
  calculated as the average of total shareholders' equity for the trailing
  four quarters used in determining the denominator.
  (7) Calculated as the last 12 months adjusted net income, adjusted for the
 items discussed in footnote (6), divided by average total assets.Average
  total assets are calculated as the average total assets for the trailing
  four quarters used in determining the denominator.
 (8) Calculated as net cash provided by operating activities less capital
  expenditures for the period.
  (9) Calculated as sales less jobber sales, divided by weighted-average
 square foot.Weighted-average sales per square foot are weighted to consider
  the approximate dates of store openings or expansions.
  (10) Calculated as sales less jobber sales, divided by weighted-average
 stores.Weighted-average sales per store are weighted to consider the
  approximate dates of store openings or expansions.


O'REILLY AUTOMOTIVE, INC. AND SUBSIDIARIES
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
(Unaudited)
                                                                   
                For the Three Months Ended       For the Year Ended
                December 31,                     December 31,
(In thousands,
except per share 2012            2011             2012           2011
data)
GAAP operating   $       15.0% $        14.9% $        15.8 $        15.0%
income           222,971        206,911         977,393  %   866,766
Former CSK       --      -- %  (2,798)   (0.2)  --       --  (2,798)   (0.1)
officer clawback                           %                %              %
Non-GAAP         $              $               $        15.8 $
adjusted         222,971 15.0% 204,113  14.7% 977,393  %   863,968  14.9%
operating income
                                                                   
GAAP net income  $       8.9% $        8.8% $        9.5 $        8.8%
                 132,802        122,988         585,746  %   507,673
Write-off of
asset-based
revolving credit --      -- %  --       -- %  --       --  13,458  0.2%
facility debt                                               %
issuance costs,
net of tax
Termination of
interest rate    --      -- %  --       -- %  --       --  2,637   -- %
swap agreements,                                            %
net of tax
Former CSK
officer          --      -- %  (1,741)   (0.1)  --       --  (1,741)   -- %
clawback, net of                           %                %
tax
Non-GAAP         $       8.9   $                $        9.5 $
adjusted net     132,802 %     121,247  8.7% 585,746  %   522,027  9.0%
income
                                                                   
GAAP diluted
earnings per     $ 1.14       $ 0.94        $ 4.75      $ 3.71  
share
Write-off of
asset-based
revolving credit --            --             --           0.09    
facility debt
issuance costs,
net of tax
Termination of
interest rate    --            --             --           0.02    
swap agreements,
net of tax
Former CSK
officer          --            (0.01)          --           (0.01)    
clawback, net of
tax
Non-GAAP
adjusted diluted $ 1.14       $ 0.93        $ 4.75       $ 3.81  
earnings per
share
                                                                   
Weighted-average
common shares    $
outstanding –    116,308       130,405       123,314     136,983 
assuming
dilution

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         Mark Merz (417) 829-5878

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