Form 8-K NIKE INC For: Mar 22

March 22, 2016 4:27 PM

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):		March 22, 2016



NIKE, Inc.
(Exact name of registrant as specified in charter)

OREGON	1-10635	93-0584541
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)


ONE BOWERMAN DRIVE BEAVERTON, OR		97005-6453
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:		(503) 671-6453

NO CHANGE
(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:


o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o	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

Today NIKE, Inc. issued a press release disclosing financial results for the fiscal quarter ended February 29, 2016. The text of the release is furnished herewith as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

The following exhibit is furnished with this Form 8-K:

99.1 Press Release dated March 22, 2016.

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.

Date: March 22, 2016

NIKE, INC.

(Registrant)

By: /s/ Andrew Campion

Andrew Campion

Chief Financial Officer



Investor Contact:		Media Contact:
Kelley Hall		Kellie Leonard
(503) 532-3793		(503) 671-6171

NIKE, INC. REPORTS FISCAL 2016 THIRD QUARTER RESULTS


•	Revenues up 8 percent to $8 billion; 14 percent growth excluding currency changes


•	Diluted earnings per share up 22 percent to $0.55


•	Worldwide futures orders up 12 percent; 17 percent growth excluding currency changes


•	Inventories as of February 29, 2016 up 8 percent

BEAVERTON, Ore., March 22, 2016 - NIKE, Inc. (NYSE: NKE) today reported financial results for its fiscal 2016 third quarter ended February 29, 2016. Strong consumer demand drove revenue growth across the NIKE Brand portfolio. Diluted earnings per share grew 22 percent, primarily due to revenue growth, a lower effective tax rate and a lower average share count.

“In the third quarter, NIKE delivered robust and balanced growth across our expansive, powerful portfolio,” said Mark Parker, President and CEO, NIKE, Inc. “We grow by serving the athlete personally every day and, as we unveiled last week, through breakthrough innovation that gives us a foundation for growth for years to come. Combined with our strategic investments, world-class execution and financial discipline, NIKE consistently delivers value to our shareholders.”*

Third Quarter Income Statement Review


•	Revenues for NIKE, Inc. rose 8 percent to $8 billion, up 14 percent on a currency neutral basis.


◦	Revenues for the NIKE Brand were $7.6 billion, up 15 percent on a currency neutral basis driven by growth in every geography and nearly all key categories.


◦	Revenues for Converse were $489 million, down 5 percent on a currency neutral basis, mainly driven by a major system go-live that accelerated orders from the fourth quarter to the third quarter in the prior year.


•	Gross margin was 45.9 percent, flat compared to prior year. Gross margin benefitted from higher average selling prices and continued growth in the higher margin Direct to Consumer (DTC) business, which were offset by unfavorable changes in foreign currency exchange rates, higher warehousing costs, and the impact of clearing excess inventory in North America.

•

Selling and administrative expense increased 8 percent to $2.6 billion. Demand creation expense was $804 million, up 10 percent compared to the prior year due to increased investments in advertising, brand events, and digital brand marketing. Operating overhead expense increased 7 percent to $1.8 billion, reflecting growth in the DTC business and targeted investments in operational infrastructure and consumer-focused digital capabilities.

•

Other income, net was $17 million, comprised primarily of net foreign currency exchange gains. For the quarter, the Company estimates the year-over-year change in foreign currency related gains and losses included in other income, net, combined with the impact of changes in currency exchange rates on the translation of foreign currency-denominated profits, decreased pretax income by approximately $97 million.

•

The effective tax rate was 16.3 percent, compared to 24.4 percent for the same period last year, primarily due to an increase in the proportion of earnings from operations outside of the U.S., which are generally subject to a lower tax rate, increased recognition of foreign tax credits, adjustments in the prior year to tax expense on intercompany transactions, and the retroactive and permanent reinstatement of the U.S. research and development tax credit.


•	Net income increased 20 percent to $950 million, driven by strong revenue growth and a lower effective tax rate, while diluted earnings per share increased 22 percent to $0.55, reflecting a 2 percent decline in the weighted average diluted common shares outstanding.

February 29, 2016 Balance Sheet Review


•	Inventories for NIKE, Inc. were $4.6 billion, up 8 percent from February 28, 2015 driven by a 4 percent increase in NIKE Brand wholesale unit inventories, growth in our DTC business and increases in average product cost per unit, partially offset by changes in the value of inventories due to foreign currency exchange rates.


•	Cash and short-term investments were $5.1 billion, $255 million lower than last year as proceeds from the issuance of debt in the second quarter and growth in net income were more than offset by share repurchases, a reduction in collateral received from counterparties to foreign currency hedging instruments, higher dividends and investments in infrastructure and working capital.

Share Repurchases

During the third quarter, NIKE, Inc. repurchased a total of 24.3 million shares for approximately $1.5 billion and concluded the Company’s previous four-year, $8 billion share repurchase program approved by the Board of Directors in September 2012. Under this program, the Company purchased a total of 197.1 million shares at an average price of approximately $40.58.

Following the completion of the previous program, the Company began repurchases under the four-year, $12 billion program approved in November 2015. Of the total shares repurchased during the third quarter, 11.1 million shares were purchased under this program for approximately $649 million at an average price of $58.66.

Futures Orders

As of the end of the quarter, worldwide futures orders for NIKE Brand athletic footwear and apparel scheduled for delivery from March 2016 through July 2016 were 12 percent higher than orders reported for the same period last year. Excluding currency changes, futures orders would have increased 17 percent.*

Conference Call

NIKE, Inc. management will host a conference call beginning at approximately 2:00 p.m. PT on March 22, 2016, to review fiscal third quarter results. The conference call will be broadcast live over the Internet and can be accessed at http://investors.NIKE.com. For those unable to listen to the live broadcast, an archived version will be available at the same location through 9:00 p.m. PT, March 29, 2016.

About NIKE, Inc.

NIKE, Inc., based near Beaverton, Oregon, is the world's leading designer, marketer and distributor of authentic athletic footwear, apparel, equipment and accessories for a wide variety of sports and fitness activities. Wholly-owned NIKE, Inc. subsidiary brands include Converse, which designs, distributes and licenses casual sneakers, apparel and accessories; and Hurley, which designs and distributes a line of action sports and youth lifestyle apparel and accessories. For more information, NIKE, Inc.’s earnings releases and other financial information are available on the Internet at http://investors.NIKE.com and individuals can follow @NIKE.

The marked paragraphs contain forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially. These risks and uncertainties are detailed from time to time in reports filed by NIKE with the Securities and Exchange Commission (SEC), including Forms 8-K, 10-Q, and 10-K. Some forward-looking statements in this release concern changes in futures orders that are not necessarily indicative of changes in total revenues for subsequent periods due to the mix of futures, “at once” and closeout orders, exchange rate fluctuations, order cancellations, discounts and returns, which may vary significantly from quarter to quarter, and because a portion of the business does not report futures orders.

(Tables Follow)



NIKE, Inc.
CONSOLIDATED STATEMENTS OF INCOME

	THREE MONTHS ENDED						%		NINE MONTHS ENDED						%
(Dollars in millions, except per share data)	2/29/2016			2/28/2015			Change		2/29/2016			2/28/2015			Change
Revenues	$	8,032		$	7,460		8	%	$	24,132		$	22,822		6	%
Cost of sales	4,343			4,034			8	%	12,947			12,348			5	%
Gross profit	3,689			3,426			8	%	11,185			10,474			7	%
Gross margin	45.9		%	45.9		%			46.3		%	45.9		%

Demand creation expense	804			731			10	%	2,405			2,394			0	%
Operating overhead expense	1,762			1,648			7	%	5,298			4,903			8	%
Total selling and administrative expense	2,566			2,379			8	%	7,703			7,297			6	%
% of revenue	31.9		%	31.9		%			31.9		%	32.0		%

Interest expense (income), net	5			6			—		14			24			—
Other (income) expense, net	(17		)	(5		)	—		(82		)	—			—
Income before income taxes	1,135			1,046			9	%	3,550			3,153			13	%
Income tax expense	185			255			-27	%	636			745			-15	%
Effective tax rate	16.3		%	24.4		%			17.9		%	23.6		%

NET INCOME	$	950		$	791		20	%	$	2,914		$	2,408		21	%

Earnings per common share:
Basic	$	0.56		$	0.46		22	%	$	1.71		$	1.39		23	%
Diluted	$	0.55		$	0.45		22	%	$	1.67		$	1.36		23	%

Weighted average common shares outstanding:
Basic	1,693.8			1,722.9					1,703.2			1,726.3
Diluted	1,737.3			1,767.7					1,748.5			1,771.0

Dividends declared per common share	$	0.16		$	0.14				$	0.46		$	0.40



NIKE, Inc.
CONSOLIDATED BALANCE SHEETS

	February 29,		February 28,		% Change
(Dollars in millions)	2016		2015		% Change
ASSETS
Current assets:
Cash and equivalents	$	3,044	$	3,015	1	%
Short-term investments	2,062		2,346		-12	%
Accounts receivable, net	3,368		3,294		2	%
Inventories	4,590		4,246		8	%
Deferred income taxes	410		328		25	%
Prepaid expenses and other current assets	1,782		1,978		-10	%
Total current assets	15,256		15,207		0	%
Property, plant and equipment, net	3,329		2,862		16	%
Identifiable intangible assets, net	281		281		0	%
Goodwill	131		131		0	%
Deferred income taxes and other assets	1,990		2,060		-3	%
TOTAL ASSETS	$	20,987	$	20,541	2	%
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt	$	7	$	108	-94	%
Notes payable	—		61		-100	%
Accounts payable	1,714		1,821		-6	%
Accrued liabilities	3,224		3,563		-10	%
Income taxes payable	35		33		6	%
Total current liabilities	4,980		5,586		-11	%
Long-term debt	2,048		1,082		89	%
Deferred income taxes and other liabilities	1,659		1,505		10	%
Redeemable preferred stock	—		—		—
Shareholders' equity	12,300		12,368		-1	%
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	20,987	$	20,541	2	%



NIKE, Inc.
DIVISIONAL REVENUES
									% Change Excluding Currency Changes²										% Change Excluding Currency Changes²
	THREE MONTHS ENDED						%				NINE MONTHS ENDED						%
(Dollars in millions)	2/29/2016			2/28/2015¹			Change				2/29/2016			2/28/2015¹			Change
North America
Footwear	$	2,404		$	2,081		16	%	16	%	$	6,932		$	6,189		12	%	13	%
Apparel	1,115			988			13	%	14	%	3,583			3,223			11	%	12	%
Equipment	164			185			-11	%	-11	%	514			596			-14	%	-13	%
Total	3,683			3,254			13	%	14	%	11,029			10,008			10	%	11	%
Western Europe
Footwear	985			985			0	%	10	%	2,958			2,976			-1	%	14	%
Apparel	392			361			9	%	19	%	1,217			1,242			-2	%	12	%
Equipment	65			67			-3	%	7	%	207			220			-6	%	7	%
Total	1,442			1,413			2	%	12	%	4,382			4,438			-1	%	13	%
Central & Eastern Europe
Footwear	237			187			27	%	46	%	658			590			12	%	34	%
Apparel	102			113			-10	%	5	%	361			397			-9	%	11	%
Equipment	20			21			-5	%	4	%	67			74			-9	%	9	%
Total	359			321			12	%	29	%	1,086			1,061			2	%	23	%
Greater China
Footwear	719			562			28	%	33	%	1,918			1,465			31	%	34	%
Apparel	235			212			11	%	15	%	787			680			16	%	19	%
Equipment	28			27			4	%	4	%	101			93			9	%	9	%
Total	982			801			23	%	27	%	2,806			2,238			25	%	29	%
Japan
Footwear	133			99			34	%	37	%	383			307			25	%	40	%
Apparel	52			46			13	%	16	%	158			167			-5	%	6	%
Equipment	20			21			-5	%	0	%	48			51			-6	%	5	%
Total	205			166			23	%	27	%	589			525			12	%	26	%
Emerging Markets
Footwear	596			655			-9	%	9	%	1,940			2,010			-3	%	15	%
Apparel	228			240			-5	%	14	%	721			772			-7	%	11	%
Equipment	55			60			-8	%	10	%	168			182			-8	%	12	%
Total	879			955			-8	%	11	%	2,829			2,964			-5	%	14	%
Global Brand Divisions³	17			29			-41	%	-35	%	61			85			-28	%	-19	%
Total NIKE Brand	7,567			6,939			9	%	15	%	22,782			21,319			7	%	14	%
Converse	489			538			-9	%	-5	%	1,442			1,547			-7	%	-2	%
Corporate⁴	(24		)	(17		)	—		—		(92		)	(44		)	—		—
Total NIKE, Inc. Revenues	$	8,032		$	7,460		8	%	14	%	$	24,132		$	22,822		6	%	14	%

Total NIKE Brand
Footwear	$	5,074		$	4,569		11	%	18	%	$	14,789		$	13,537		9	%	17	%
Apparel	2,124			1,960			8	%	14	%	6,827			6,481			5	%	12	%
Equipment	352			381			-8	%	-2	%	1,105			1,216			-9	%	-2	%
Global Brand Divisions³	17			29			-41	%	-35	%	61			85			-28	%	-19	%
¹ Certain prior year amounts have been reclassified to conform to fiscal 2016 presentation. These changes had no impact on previously reported results of operations or shareholders' equity.
²Fiscal 2016 results have been restated using fiscal 2015 exchange rates for the comparative period to enhance the visibility of the underlying business trends excluding the impact of translation arising from foreign currency exchange rate fluctuations.
³ Global Brand Divisions revenues are primarily attributable to NIKE Brand licensing businesses that are not part of a geographic operating segment.
⁴ Corporate revenues primarily consist of foreign currency hedge gains and losses related to revenues generated by entities within the NIKE Brand geographic operating segments and Converse but managed through our central foreign exchange risk management program.



NIKE, Inc.
EARNINGS BEFORE INTEREST AND TAXES¹

	THREE MONTHS ENDED						%		NINE MONTHS ENDED						%
(Dollars in millions)	2/29/2016			2/28/2015²			Change		2/29/2016			2/28/2015²			Change
North America	$	903		$	830		9	%	$	2,827		$	2,585		9	%
Western Europe	334			333			0	%	1,126			998			13	%
Central & Eastern Europe	69			52			33	%	243			178			37	%
Greater China	358			251			43	%	1,015			727			40	%
Japan	36			22			64	%	119			62			92	%
Emerging Markets	202			234			-14	%	701			626			12	%
Global Brand Divisions³	(625		)	(552		)	-13	%	(1,874		)	(1,640		)	-14	%
TOTAL NIKE BRAND	1,277			1,170			9	%	4,157			3,536			18	%
Converse	127			163			-22	%	359			437			-18	%
Corporate⁴	(264		)	(281		)	6	%	(952		)	(796		)	-20	%
TOTAL EARNINGS BEFORE INTEREST AND TAXES	$	1,140		$	1,052		8	%	$	3,564		$	3,177		12	%
¹The Company evaluates performance of individual operating segments based on earnings before interest and taxes (commonly referred to as “EBIT”), which represents net income before interest expense (income), net and income taxes.
²Certain prior year amounts have been reclassified to conform to fiscal 2016 presentation. These changes had no impact on previously reported results of operations or shareholders' equity.
³ Global Brand Divisions primarily represent demand creation, operating overhead and product creation and design expenses that are centrally managed for the NIKE Brand. Revenues for Global Brand Divisions are primarily attributable to NIKE Brand licensing businesses that are not part of a geographic operating segment.
⁴Corporate consists largely of unallocated general and administrative expenses, including expenses associated with centrally managed departments; depreciation and amortization related to the Company’s corporate headquarters; unallocated insurance, benefit and compensation programs, including stock-based compensation; and certain foreign currency gains and losses, including certain hedge gains and losses.



NIKE, Inc.
NIKE BRAND REPORTED FUTURES GROWTH BY GEOGRAPHY¹
As of February 29, 2016

	Reported Futures Orders		Excluding Currency Changes²
	Reported Futures Orders		Excluding Currency Changes²
North America	10	%	10	%
Western Europe	16	%	23	%
Central & Eastern Europe	5	%	14	%
Greater China	28	%	36	%
Japan	23	%	24	%
Emerging Markets	-3	%	14	%
Total NIKE Brand Reported Futures	12	%	17	%
¹ Futures orders for NIKE Brand footwear and apparel scheduled for delivery from March 2016 through July 2016. NIKE Brand reported futures consist of (1) orders from external wholesale customers and (2) internal orders from our DTC in-line stores and e-commerce operations which are charged at prices that are comparable to prices charged to external wholesale customers. The U.S. Dollar futures orders amount is calculated based upon our internal forecast of the currency exchange rates under which our revenues will be translated during this period.
The reported futures orders growth is not necessarily indicative of our expectation of revenue growth during this period. This is due to year-over-year changes in shipment timing, changes in the mix of orders between futures and at-once orders and because the fulfillment of certain orders may fall outside of the schedule noted above. In addition, exchange rate fluctuations as well as differing levels of order cancellations, discounts and returns can cause differences in the comparisons between futures orders and actual revenues. Moreover, a portion of our revenue is not derived from futures orders, including sales of at-once and closeout NIKE Brand footwear and apparel, all sales of NIKE Brand equipment, the difference between retail sales and internal orders from our DTC in-line stores and e-commerce operations, and sales from Converse, NIKE Golf and Hurley.
² Reported futures have been restated using prior year exchange rates for the comparative period to enhance the visibility of the underlying business trends excluding the impact of foreign currency exchange rate fluctuations.

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Form 8-K NIKE INC For: Mar 22

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