0001299933-12-000415.txt : 20120221 0001299933-12-000415.hdr.sgml : 20120220 20120221091929 ACCESSION NUMBER: 0001299933-12-000415 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20120220 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120221 DATE AS OF CHANGE: 20120221 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GENUINE PARTS CO CENTRAL INDEX KEY: 0000040987 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MOTOR VEHICLE SUPPLIES & NEW PARTS [5013] IRS NUMBER: 580254510 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05690 FILM NUMBER: 12625183 BUSINESS ADDRESS: STREET 1: 2999 CIRCLE 75 PARKWAY CITY: ATLANTA STATE: GA ZIP: 30339 BUSINESS PHONE: 4049531700 MAIL ADDRESS: STREET 1: 2999 CIRCLE 75 PARKWAY CITY: ATLANTA STATE: GA ZIP: 30339 8-K 1 htm_44290.htm LIVE FILING Genuine Parts Company (Form: 8-K)  

 


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 20, 2012

Genuine Parts Company
__________________________________________
(Exact name of registrant as specified in its charter)

     
Georgia 001-05690 58-0254510
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
2999 Circle 75 Pkwy, Atlanta, Georgia   30339
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   770.953.1700

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:

[  ]  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-2(b))
[  ]  Pre-commencement 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 February 21, 2012, Genuine Parts Company issued a press release announcing its results of operations for the fourth quarter and fiscal year ended December 31, 2011. A copy of the press release is furnished with this Current Report on Form 8-K as exhibit 99.1.

The information, including exhibit 99.1 attached hereto contained in this Item 2.02 of this Current Report on Form 8-K of Genuine Parts Company is being "furnished" and shall not be deemed "filed" for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report and exhibit 99.1 attached hereto shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Securities Exchange Act of 1934, as amended, except as otherwise expressly stated in any such filing.





Item 8.01 Other Events.

On February 20, 2012, the Board of Directors of Genuine Parts Company declared an increase of 10% in the regular quarterly cash dividend for 2012. The Board increased the cash dividend payable to an annual rate of $1.98 per share compared with the previous dividend of $1.80 per share. The quarterly cash dividend of forty-nine and one-half cents ($.495) per share is payable April 2, 2012 to shareholders of record March 9, 2012.

In addition, the Board of Directors approved the following corporate officer changes. Treg S. Brown was elected to the position of Senior Vice President – Planning and Acquisitions and Lee A. Maher, Executive Vice President – U.S. Automotive Parts Group, was elected to the additional title of Chief Operating Officer of the U.S. Automotive Parts Group.

A copy of the press release announcing the foregoing is attached as Exhibit 99.2 to this Current Report on Form 8-K.





Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release dated February 21, 2012
99.2 Press Release dated February 21, 2012






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 hereunto duly authorized.

         
    Genuine Parts Company
          
February 21, 2012   By:   Jerry W. Nix
       
        Name: Jerry W. Nix
        Title: Vice Chairman and CFO


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated February 21, 2012
99.2
  Press Release dated February 21, 2012
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

FOR IMMEDIATE RELEASE

Contact: Jerry W. Nix, Vice Chairman and CFO – (770) 612-2048

Sidney G. Jones, Vice President — Investor Relations – (770) 818-4628

GENUINE PARTS COMPANY
REPORTS FOURTH QUARTER AND FULL YEAR RESULTS FOR 2011

- 4th Quarter Sales up 7% and EPS up 15% -
- Record Sales and Earnings for 2011 -

Atlanta, Georgia, February 21, 2012 — Genuine Parts Company (NYSE: GPC) reports fourth quarter results and record sales and earnings for the year ended December 31, 2011.

Tom Gallagher, Chairman and Chief Executive Officer, announced today that sales in 2011 were $12.5 billion, up 11% compared to 2010. Net income for the year was $565 million, an increase of 19% compared to $476 million in 2010. Earnings per share on a diluted basis were $3.58, up 19% compared to $3.00 in 2010.

Mr. Gallagher stated, “Genuine Parts Company had another excellent year in 2011, highlighted by double-digit sales and earnings growth and record sales and earnings per share for the second consecutive year. We further strengthened our financial condition with increased net income, an expanded operating margin and a continued emphasis on effectively managing the balance sheet. We are very proud of the job that was done throughout our organization.”

Mr. Gallagher added, “All four of our business segments produced top line growth for the year. The Automotive Group reported an 8% sales increase for the year, and the positive sales trends for this segment in 2011 reflect the ongoing solid fundamentals in the automotive aftermarket, including the overall aging of the vehicle population. Motion Industries, our industrial distribution company, generated a 19% sales increase with the strong double-digit sales growth at Motion driven by the combination of good internal growth initiatives and the strength in the manufacturing sector of the economy. EIS, our Electrical distribution company, had another outstanding year as well, and sales were up 24%. S.P. Richards, our Office Products Group, reported a 3% increase in revenues in 2011. We were pleased to show some growth in such a difficult environment for the office products industry.”

Fourth Quarter 2011

Sales increased 7% to $3.0 billion in the fourth quarter ended December 31, 2011, compared to sales of $2.8 billion for the same period in 2010. Diluted earnings per share in the fourth quarter were 86 cents, up 15% compared to 75 cents per share for the fourth quarter of 2010.

1

In reviewing the quarter, Mr. Gallagher commented, “Overall, our businesses continued to perform well in the fourth quarter. Our Automotive sales were up 6%, our Industrial Group sales were up 13%, our Electrical Group sales were up 10% and our Office Products Group sales were down slightly for the quarter.”

Mr. Gallagher concluded, “We enter 2012 with a continued commitment to growing sales and earnings, generating solid cash flows and maintaining a strong balance sheet. Further progress in each of these important areas will keep the Company moving ahead and they will help to insure another successful year in 2012.”

Conference Call

Genuine Parts Company will hold a conference call today at 11:00 a.m. EST to discuss the results of the quarter, the year and the future outlook. Interested parties may listen to the call on the Company’s website, www.genpt.com, by clicking “Investor Services”, or by dialing 877-331-5106, conference ID 46254235. A replay will also be available on the Company’s website or at 855-859-2056, conference ID 46254235, two hours after the completion of the call until 12:00 a.m. EST on March 6, 2012.

Forward Looking Statements

Some statements in this report, as well as in other materials we file with the Securities and Exchange Commission (SEC) or otherwise release to the public and in materials that we make available on our website, constitute forward-looking statements that are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Senior officers may also make verbal statements to analysts, investors, the media and others that are forward-looking. Forward-looking statements may relate, for example, to future operations, prospects, strategies, financial condition, economic performance (including growth and earnings), industry conditions and demand for our products and services. The Company cautions that its forward-looking statements involve risks and uncertainties, and while we believe that our expectations for the future are reasonable in view of currently available information, you are cautioned not to place undue reliance on our forward-looking statements. Actual results or events may differ materially from those indicated as a result of various important factors. Such factors include, but are not limited to, the ability to maintain favorable supplier arrangements and relationships, changes in general economic conditions, the growth rate of the market demand for the Company’s products and services, competitive product, service and pricing pressures, including internet related initiatives, changes in financial markets, including particularly the capital and credit markets, impairment of financial institutions with which we do business, the effectiveness of the Company’s promotional, marketing and advertising programs, changes in laws and regulations, including changes in accounting and taxation guidance, the uncertainties of litigation, as well as other risks and uncertainties discussed in the Company’s Annual Report on Form 10-K for 2010 and from time to time in the Company’s subsequent filings with the SEC.

Forward-looking statements are only as of the date they are made, and the Company undertakes no duty to update its forward-looking statements except as required by law. You are advised, however, to review any further disclosures we make on related subjects in our subsequent Forms 10-K, 10-Q, Form 8-K and other reports to the SEC.

About Genuine Parts Company

Genuine Parts Company is a distributor of automotive replacement parts in the U.S., Canada and Mexico. The Company also distributes industrial replacement parts in the U.S., Canada and Mexico through its Motion Industries subsidiary. S.P. Richards Company, the Office Products Group, distributes business products nationwide in the U.S. and Canada. The Electrical/Electronic Group, EIS, Inc., distributes electrical and electronic components throughout the U.S., Canada and Mexico.

2

GENUINE PARTS COMPANY and SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME

                                 
    Three Months Ended Dec. 31,   Year Ended Dec. 31,
    2011   2010   2011   2010
    (Unaudited)                
    (in thousands, except per share data)
Net sales
  $ 3,014,135   $ 2,807,728   $ 12,458,877   $ 11,207,589
Cost of goods sold
  2,121,535   1,990,600   8,852,837   7,954,645
 
                               
Gross profit
  892,600   817,128   3,606,040   3,252,944
Operating expenses:
                               
Selling, administrative & other expenses
  660,428   608,832   2,626,298   2,401,829
Depreciation and amortization
  21,997   21,910   88,936   89,332
 
                               
 
  682,425   630,742   2,715,234   2,491,161
Income before income taxes
  210,175   186,386   890,806   761,783
Income taxes
  75,218   67,736   325,690   286,272
 
                               
Net income
  $ 134,957   $ 118,650   $ 565,116   $ 475,511
 
                               
Basic net income per common share
  $ .87   $ .75   $ 3.61   $ 3.01
Diluted net income per common share
  $ .86   $ .75   $ 3.58   $ 3.00
Weighted average common shares outstanding
  155,567   157,543   156,656   158,032
Dilutive effect of stock options and
                               
non-vested restricted stock awards
  1,095   775   1,004   429
 
                               
Weighted average common shares outstanding –
                               
assuming dilution
  156,662   158,318   157,660   158,461
 
                               

3

GENUINE PARTS COMPANY and SUBSIDIARIES
SEGMENT INFORMATION AND FINANCIAL HIGHLIGHTS

                                 
    Three Months Ended Dec. 31,   Year Ended Dec. 31,
    2011   2010   2011   2010
    (Unaudited)                
    (in thousands)
Net sales:
                               
Automotive
  $ 1,460,152   $ 1,376,734   $ 6,061,424   $ 5,608,101
Industrial
  1,032,719   915,166   4,173,574   3,521,863
Office Products
  391,403   394,979   1,689,368   1,641,963
Electrical/Electronic Materials
  137,601   125,603   557,537   449,770
Other (1)
  (7,740 )   (4,754 )   (23,026 )   (14,108 )
 
                               
Total net sales
  $ 3,014,135   $ 2,807,728   $ 12,458,877   $ 11,207,589
 
                               
Operating profit:
                               
Automotive
  $ 89,879   $ 82,123   $ 467,806   $ 421,109
Industrial
  89,139   73,796   337,628   255,616
Office Products
  38,149   38,076   134,124   131,746
Electrical/Electronic Materials
  10,283   8,754   40,663   30,910
 
                               
Total operating profit
  227,450   202,749   980,221   839,381
Interest expense, net
  (5,628 )   (6,610 )   (24,608 )   (26,598 )
Other, net
  (11,647 )   (9,753 )   (64,807 )   (51,000 )
 
                               
Income before income taxes
  $ 210,175   $ 186,386   $ 890,806   $ 761,783
 
                               
Capital expenditures
  $ 39,537   $ 26,448   $ 103,469   $ 85,379
 
                               
Depreciation and amortization
  $ 21,997   $ 21,910   $ 88,936   $ 89,332
 
                               

(1) Represents the net effect of discounts, incentives and freight billed reported as a component of net sales.

4

GENUINE PARTS COMPANY and SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS

                 
    Dec. 31,   Dec. 31,
    2011   2010
    (in thousands)
ASSETS
               
CURRENT ASSETS
               
Cash and cash equivalents
  $ 525,054     $ 529,968  
Trade accounts receivable, net
    1,461,011       1,364,406  
Merchandise inventories, net
    2,261,997       2,224,717  
Prepaid expenses and other current assets
    328,534       295,796  
 
               
TOTAL CURRENT ASSETS
    4,576,596       4,414,887  
Goodwill and other intangible assets, less accumulated amortization
    279,775       209,548  
Deferred tax asset
    250,906       157,392  
Other assets
    272,110       199,087  
Net property, plant and equipment
    500,204       484,130  
 
               
TOTAL ASSETS
  $ 5,879,591     $ 5,465,044  
 
               
 
LIABILITIES AND EQUITY
               
CURRENT LIABILITIES
               
Trade accounts payable
  $ 1,440,762     $ 1,374,930  
Current portion of debt
          250,000  
Income taxes payable
    35,267       23,145  
Dividends payable
    70,021       64,600  
Other current liabilities
    266,023       259,139  
 
               
TOTAL CURRENT LIABILITIES
    1,812,073       1,971,814  
Long-term debt
    500,000       250,000  
Retirement and other post-retirement benefit liabilities
    493,721       258,807  
Other long-term liabilities
    280,978       181,709  
Common stock
    155,651       157,636  
Retained earnings and other
    3,109,622       2,934,535  
Accumulated other comprehensive loss
    (482,038 )     (298,352 )
 
               
TOTAL PARENT EQUITY
    2,783,235       2,793,819  
Noncontrolling interests in subsidiaries
    9,584       8,895  
 
               
TOTAL EQUITY
    2,792,819       2,802,714  
 
               
TOTAL LIABILITIES AND EQUITY
  $ 5,879,591     $ 5,465,044  
 
               

5

GENUINE PARTS COMPANY and SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                 
    Year Ended Dec. 31,
    2011   2010
    (in thousands)
OPERATING ACTIVITIES:
               
Net income
  $ 565,116   $ 475,511
Adjustments to reconcile net income to net cash provided by operating activities:
               
Depreciation and amortization
  88,936   89,332
Share-based compensation
  7,547   7,016
Excess tax benefits from share-based compensation
  (5,356 )   (3,251 )
Other
  (5,349 )   10,309
Changes in operating assets and liabilities
  (25,967 )   99,746
 
               
NET CASH PROVIDED BY OPERATING ACTIVITIES
  624,927   678,663
INVESTING ACTIVITIES:
               
Purchases of property, plant and equipment
  (103,469 )   (85,379 )
Acquisitions and other
  (128,028 )   (86,969 )
 
               
NET CASH USED IN INVESTING ACTIVITIES
  (231,497 )   (172,348 )
FINANCING ACTIVITIES:
               
Proceeds from debt
  250,000  
Payments on debt
  (250,000 )  
Stock options exercised
  (1,049 )   9,085
Excess tax benefits from share-based compensation
  5,356   3,251
Dividends paid
  (276,369 )   (257,898 )
Purchase of stock
  (122,078 )   (75,007 )
 
               
NET CASH USED IN FINANCING ACTIVITIES
  (394,140 )   (320,569 )
EFFECT OF EXCHANGE RATE CHANGES ON CASH
  (4,204 )   7,419
 
               
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS
  (4,914 )   193,165
CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR
  529,968   336,803
 
               
CASH AND CASH EQUIVALENTS AT END OF YEAR
  $ 525,054   $ 529,968
 
               

6 EX-99.2 3 exhibit2.htm EX-99.2 EX-99.2

FOR IMMEDIATE RELEASE

Contacts: Jerry W. Nix, Vice Chairman and CFO — (770) 612-2048

Sidney G. Jones, Vice President-Investor Relations – (770) 818-4628

GENUINE PARTS COMPANY
MARKS THE 56
th CONSECUTIVE YEAR OF INCREASED DIVIDENDS
WITH A 10% INCREASE AND ANNOUNCES OFFICER CHANGES

Atlanta, Georgia, February 21, 2012 –Genuine Parts Company (NYSE: GPC) announced today a 10% increase in the regular quarterly cash dividend for 2012. The Board of Directors of the Company, at its February 20, 2012 board meeting, increased the cash dividend payable to an annual rate of $1.98 per share compared with the previous dividend of $1.80 per share. The quarterly cash dividend of forty-nine and one-half cents ($.495) per share is payable April 2, 2012 to shareholders of record March 9, 2012. GPC has paid a cash dividend every year since going public in 1948, and 2012 marks the 56th consecutive year of increased dividends paid to shareholders.

Genuine Parts Company also announced today that its Board of Directors elected Treg S. Brown to the position of Senior Vice President – Planning and Acquisitions. In addition, the Board approved Lee A. Maher, Executive Vice President of the U.S. Automotive Parts Group, to assume the additional title of Chief Operating Officer of the U.S. Automotive Parts Group.

Tom Gallagher, Chairman and Chief Executive Officer of Genuine Parts Company, stated, “Both Treg and Lee have made significant contributions to the Company over their careers and are well deserving of these promotions. Treg has been instrumental in leading our acquisition initiatives during his 17 years with the Company and we look forward to his continued contributions in this very important strategic area for us. Lee has held a variety of important automotive positions in his 35 years with the Company and, as Executive Vice President for the last two years, has been a key member of the executive management team for the Automotive Parts Group. Lee is well qualified for his expanded role and he will continue to report directly to Paul Donahue, President of the Company.”

Genuine Parts Company plans to release Fourth Quarter and Year-End Earnings later today. Management will also conduct a conference call at 11:00 a.m. Eastern time. You are invited to join the call, which will be hosted by Chairman and CEO Tom Gallagher and Vice Chairman and CFO Jerry Nix. The public may access the call on the Company’s website, www.genpt.com, by clicking “Investor Services”, or by dialing 877-331-5106. The conference ID is 46254235. If you are unable to participate during the call, a replay of the call will be available on the Company’s website or toll-free at 855-859-2056, ID 46254235, two hours after the completion of the conference call until 12:00 a.m. Eastern time on March 6, 2012.

About Genuine Parts Company

Genuine Parts Company is a distributor of automotive replacement parts in the U.S., Canada and Mexico. The Company also distributes industrial replacement parts in the U.S., Canada and Mexico through its Motion Industries subsidiary. S. P. Richards Company, the Office Products Group, distributes business products nationwide in the U.S. and in Canada. The Electrical/Electronic Group, EIS, Inc., distributes electrical and electronic components throughout the U.S., Canada and Mexico.