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

December 8, 2004
Date of Report
(Date of earliest event reported)

AUTOZONE, INC.
(Exact name of registrant as specified in its charter)

Nevada
(State or other jurisdiction of
incorporation or organization)
    1-10714
(Commission
File Number)
    62-1482048
(IRS Employer
Identification No.)

123 South Front Street
Memphis, Tennessee 38103
(Address of principal executive offices) (Zip Code)

(901) 495-6500
Registrant’s telephone number, including area code

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:

[_] 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)

[_] Precommencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[_] Precommencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02. Results of Operations and Financial Condition

On December 8, 2004, AutoZone, Inc. issued a press release announcing its earnings for the fiscal quarter ended November 20, 2004, which is furnished as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

The following exhibit is furnished with this Current Report pursuant to Item 2.02:

(c) Exhibits

  99.1 Press Release dated December 8, 2004.


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 thereunto duly authorized.

 

AUTOZONE, INC.

 

  By: /s/ Michael G. Archbold

Michael G. Archbold
Executive Vice President and
Chief Financial Officer
Customer Satisfaction

Dated: December 8, 2004


EXHIBIT INDEX

99.1 Press Release dated December 8, 2004


News:

For immediate release

AUTOZONE First Quarter EPS up 12.7%

Memphis, Tenn. (December 8, 2004) – AutoZone, Inc. (NYSE: AZO) today reported sales of $1.286 billion for its first fiscal quarter (12 weeks) ended November 20, 2004, up 0.3% over fiscal 2003. Same store sales, or sales for domestic stores open at least one year, decreased 3% for the quarter. Gross profit, as a percentage of sales, for the quarter improved by 44 basis points while operating expenses, as a percentage of sales, increased by 40 basis points. This resulted in an operating margin of 16.8%, up 4 basis points from last year. Operating profit increased 0.6% over the prior year.

Net income, as a percentage of sales, for the quarter was up slightly over the same period last year to $123 million, and diluted earnings per share, reflecting net income and the benefit of the company’s share repurchase program, increased 12.7% to $1.52 per share from $1.35 per share reported in the year-ago quarter.

Return on invested capital for the trailing four quarters increased to 24.9% from 24.0% the previous year.

Under its ongoing share repurchase program, AutoZone repurchased 0.4 million shares of its common stock for $30 million during the first quarter, at an average price of $84 per share. Since 1998, cumulative share repurchases have totaled $3.7 billion, or 82.6 million shares at an average price of $45 per share.

For the quarter, gross profit, as a percentage of sales, was 48.3% (versus 47.8% last year) while operating expenses, as a percentage of sales, were 31.4% (versus 31.0% last year). However, both the prior year’s gross profit, as a percentage of sales, and operating profit, as a percentage of sales, benefited 125 basis points from a $16 million pre-tax benefit due to warranty negotiations. The opening of 28 new AutoZone stores along with higher utility and fuel costs contributed to the increase in operating, selling, general and administrative expenses as a percent of sales.

The Company’s gross inventory levels (the reported balance sheet inventory, which is total inventory less supplier owned Pay On Scan inventory) per store as of November 20, 2004, were $464 thousand versus $459 thousand last year. Net inventory, defined as gross inventory less accounts payable, declined on a per store level to $40 thousand from $44 thousand last year.

“Our business was challenged by the high gas prices this past quarter, as our customers continued to manage their expenditures closely and hold off on doing some preventative maintenance,” said Steve Odland, Chairman, President, and Chief Executive Officer. “Our financial model is strong, however, and we have continued to increase earnings and operating cash flow while simultaneously improving our business model by removing risks associated with interest rate fluctuations and warranty liability. This consistency in cash flows will continue to be our ongoing focus, while we introduce many initiatives that, we believe, can help us grow same store sales over time.”

During the quarter ended November 20, 2004, AutoZone opened 23 new stores, re-opened 5 stores under the AutoZone brand formerly operated as ABC Auto Parts, a regional auto parts chain, and replaced 1 store in the U.S. while additionally opening 1 new store in Mexico. As of November 20, 2004, the Company had 3,448 domestic stores and 64 stores in Mexico. AutoZone is the nation’s leading retailer of automotive


parts and accessories. Each store carries an extensive product line for cars, sport utility vehicles, vans and light trucks, including new and remanufactured automotive hard parts, maintenance items, accessories, and non-automotive products. Many domestic stores also have a commercial sales program that provides commercial credit and prompt delivery of parts and other products to local, regional and national repair garages, dealers and service stations. AutoZone also sells the ALLDATA brand diagnostic and repair software. On the web, AutoZone sells diagnostic and repair information and auto and light truck parts through www.autozone.com. AutoZone does not derive revenue from automotive repair or installation.

AutoZone will host a one-hour conference call this morning, Wednesday, December 8, 2004, beginning at 9:00 a.m. (CST) to discuss the fourth quarter results. Investors may listen to the conference call live and review supporting slides on the AutoZone corporate website, www.autozoneinc.com by clicking “Investor Relations,” “Conference Calls”. The call will also be available by dialing (210) 839-8923. A replay of the call and slides will be available on AutoZone’s website. In addition, a replay of the call will be available by dialing (402) 220-4124 through Wednesday, December 15, 2004, at 10:59 p.m. (CST).

This release includes certain financial information not derived in accordance with generally accepted accounting principles (“GAAP”). This information should not be considered a substitute for any measures derived in accordance with GAAP. The Company believes that this information is useful to investors as it indicates more clearly the Company’s comparative year-to-year operating results. Management manages the Company’s debt levels to a ratio of adjusted debt to EBITDAR, as shown on the attached tables. This is important information for the Company’s management of its debt levels. We have included a reconciliation of this information to the most comparable GAAP measures in the accompanying reconciliation tables.

Certain statements contained in this press release are forward-looking statements. Forward-looking statements typically use words such as “believe,” “anticipate,” “should,” “intend,” “plan,” “will,” “expect,” “estimate,” “project,” “positioned,” “strategy,” and similar expressions. These are based on assumptions and assessments made by our management in light of experience and perception of historical trends, current conditions, expected future developments and other factors that we believe to be appropriate. These forward-looking statements are subject to a number of risks and uncertainties, including without limitation: competition; product demand; the economy; the ability to hire and retain qualified employees; consumer debt levels; inflation; raw material costs of our suppliers; gasoline prices; war and the prospect of war, including terrorist activity; availability of consumer transportation; construction delays; access to available and feasible financing; and our ability to continue to negotiate pay-on-scan and other arrangements with our vendors. Forward-looking statements are not guarantees of future performance and actual results; developments and business decisions may differ from those contemplated by such forward-looking statements, and such events could materially and adversely affect our business. Forward-looking statements speak only as of the date made. Except as required by applicable law, we undertake no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Actual results may materially differ from anticipated results. Please refer to the Risk Factors section of AutoZone’s Form 10-K for the fiscal year ended August 28, 2004, for more information related to those risks. .

Contact Information:

Financial: Brian Campbell at (901) 495-7005, brian.campbell@autozone.com
Media: Ray Pohlman at (901) 495-7962, ray.pohlman@autozone.com


AutoZone’s 1st Quarter Highlights - Fiscal 2005

Condensed Consolidated Statements of Operations
1st Quarter
(in thousands, except per share data)

GAAP Results
Adjustments
Adjusted*
12 Weeks Ended
November 20, 2004

12 Weeks Ended
November 22, 2003

12 Weeks Ended
November 20, 2004

12 Weeks Ended
November 22, 2003

12 Weeks Ended
November 20, 2004

12 Weeks Ended
November 22, 2003

Net sales   $1,286,203   $1,282,040       $1,286,203   $1,282,040  
Cost of Sales   665,402   668,950     16,000   665,402   684,950  

 
 
 
 
 
 
Gross profit   620,801   613,090     (16,000 ) 620,801   597,090  
Operating SG&A expenses   404,488   397,985       404,488   397,985  

 
 
 
 
 
 
Operating profit (EBIT)   216,313   215,105     (16,000 ) 216,313   199,105  
Interest expense, net   21,790   20,260       21,790   20,260  

 
 
 
 
 
 
Income before taxes   194,523   194,845     (16,000 ) 194,523   178,845  
Taxes   72,000   73,100     (6,003 ) 72,000   67,097  

 
 
 
 
 
 
Net income   $   122,523   $   121,745   $       —   $   (9,997 ) $   122,523   $   111,748  

 
 
 
 
 
 
Net income per share:  
        Basic   $         1.54   $         1.37   $       —   $     (0.11 ) $         1.54   $         1.26  
        Diluted   $         1.52   $         1.35   $       —   $     (0.11 ) $         1.52   $         1.24  
Weighted Average Shares outstanding:  
        Basic   79,711   88,741   79,711   88,741   79,711   88,741  
        Diluted   80,748   90,422   80,748   90,422   80,748   90,422  

* Fiscal 2004 Cost of Sales includes a $16 million pre-tax gain from warranty.

Selected Balance Sheet Information
(in thousands)

November 20, 2004
November 22, 2003
August 28, 2004
Merchandise inventories   $ 1,629,312   $ 1,519,573   $ 1,561,479  
Current assets   1,840,244   1,700,731   1,755,757  
Property and equipment, net   1,823,972   1,719,386   1,790,089  
Total assets   4,020,050   3,788,621   3,912,565  
Accounts payable   1,490,583   1,373,941   1,429,128  
Current liabilities   1,869,643   1,778,465   1,818,115  
Debt   1,824,775   1,453,345   1,869,250  
Stockholders’ equity   277,388   473,271   171,393  
Working capital   (29,399 ) (77,734 ) (62,358 )

Adjusted Debt / EBITDAR (Trailing 4 Qtrs)
November 20, 2004
November 22, 2003
Net income   566,981   534,438  
Add: Interest   94,334   85,945  
     Taxes   338,600   324,192  

 
 
EBIT   999,915   944,575  
Add: Depreciation   108,598   108,105  
     Rent Expense   118,017   112,503  

 
 
EBITDAR   1,226,530   1,165,183  
Debt   1,824,775   1,453,345  
Add: Rent x 6   708,102   675,018  

 
 
Adjusted Debt   2,532,877   2,128,363  
Adjusted Debt to EBITDAR   2.1 * 1.8  

* No change from Q4, F2004.

Selected Cash Flow Information
(in thousands)

12 Weeks Ended
November 20, 2004

12 Weeks Ended
November 22, 2003

Trailing 4 Quarters
November 20, 2004

Trailing 4 Quarters
November 22, 2003

Depreciation   $ 25,657   $   23,950   $ 108,598   $ 108,105  
Capital spending   $ 58,807   $   29,356   $ 214,322   $ 181,133  
   
Cash flow before share repurchase:  
Net increase (decrease) in cash and cash equivalents   $(12,971 ) $(18,092 ) $(11,129 ) $   10,499  
Subtract increase (decrease) in debt   (44,475 ) (93,500 ) 371,430   140,253  
Subtract share repurchases   (30,000 ) (60,445 ) (817,657 ) (873,017 )

 
 
 
 
Cash flow before share repurchases and changes in debt   $ 61,504   $ 135,853   $ 435,098   $ 743,263  

 
 
 
 

Other Selected Financial Information
(in thousands)

November 20, 2004
November 22, 2003
Cumulative share repurchases ($):   $3,704,913   $2,887,256  
           
Cumulative share repurchases (shares):   82,570   72,664  
Shares outstanding, end of quarter   79,608   88,663  

November 20, 2004
November 22, 2003
Return on Equity (ROE)   151 .1% 87 .1%

Trailing 4 Quarters
November 20, 2004

Trailing 4 Quarters
November 22, 2003

Return on Invested Capital (ROIC)   24.9 % 24.0 %


AutoZone’s 1st Quarter Fiscal 2005
Selected Operating Highlights

Store Count & Square Footage

12 Weeks Ended
November 20, 2004

12 Weeks Ended
November 22, 2003

Domestic stores:      
    Store count:  
    Stores opened   28   40  
    Stores closed      
    Replacement stores   1   1  
    Total domestic stores   3,448   3,259  
           
    Stores with commercial sales   2,132   1,986  
           
    Square footage (in thousands):   21,862   20,719  
    Square footage per store   6,340   6,357  
Stores in Mexico:  
    Stores opened   1   1  
    Total stores in Mexico   64   50  
           
Total Stores Chainwide:   3,512   3,309  

Sales Statistics (Domestic Stores Only):

12 Weeks Ended
November 20, 2004

12 Weeks Ended
November 22, 2003

Trailing 4 Quarters
November 20, 2004

Trailing 4 Quarters
November 22, 2003

Total Retail Sales ($ in thousands)   $ 1,081,758   $1,079,087   $4,730,073   $4,673,074  
   % Increase vs. LY Retail Sales  0 % 3 % 1 % 2% *  
Total Commercial Sales ($ in thousands)  $    163,607   $   167,182   $   736,905   $   695,232  
   % Increase vs. LY Commercial Sales  (2 %) 18 % 6 % 26% *  
Sales per average store ($ in thousands)  $           363   $          385   $       1,630   $       1,689  
Sales per average square foot  57   60   257   265  

* For comparison purposes, excludes 53rd week in fiscal 2002.

12 Weeks Ended
November 20, 2004

12 Weeks Ended
November 22, 2003

Same store sales - rolling 13 periods   (3 %) 2 %

Inventory Statistics (Total Stores):

as of
November 20, 2004

as of
November 22, 2003

Accounts payable/inventory   91 % 90 %

($ in thousands)      
Gross Inventory**   $1,629,312   $1,519,573  
Gross Inventory** / Store   $         464   $          459  
           
Net Inventory (net of payables)   $   138,729   $   145,632  
Net Inventory / Store   $            40   $            44  

** Gross inventory excludes Pay On Scan inventory. This is the reported balance sheet number.

Trailing 4 Quarters
November 20, 2004

Trailing 4 Quarters
November 22, 2003

Inventory turns:      
    Based on average inventories   1.8x   1.9x  
    Based on ending inventories   1.8x   1.9x  
Inventory turns, net of payables:  
    Based on average inventories   10.0x   8.2x  
    Based on ending inventories   20.7x   20.2x