f8k090317.htm
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
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Date
of Report (Date of earliest event reported):
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March 13, 2009
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NIKE,
Inc.
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(Exact
name of registrant as specified in charter)
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OREGON
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1-10635
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93-0584541
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(IRS
Employer
Identification
No.)
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ONE
BOWERMAN DRIVE
BEAVERTON,
OR
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97005-6453
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
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(503)671-6453
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NO
CHANGE
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(Former
name or former address, if changed since last
report.)
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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:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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INFORMATION CONCERNING
FORWARD-LOOKING STATEMENTS. Statements marked with an asterisk are
“forward-looking statements” within the meaning of the Private Securities
Litigation Reform Act of 1995 and Section 21E of the Securities Exchange Act of
1934, as amended. Forward-looking statements involve risks and uncertainties
which may cause actual results to differ materially from the forward-looking
statements. For additional information about risks and uncertainties that could
adversely affect the Company’s (as defined below) forward-looking statements,
please refer to reports filed by the Company with the Securities and Exchange
Commission, including Forms 8-K, 10-Q, and 10-K. The risks included in such reports
are not exhaustive. The Company operates in a very competitive and
rapidly changing environment. New risk factors emerge from time to time and it
is not possible for management to predict all such risk factors, nor can it
assess the impact of all such risk factors on the Company’s business or the
extent to which any factor, or combination of factors, may cause actual results
to differ materially from those contained in any forward-looking statements.
Given these risks and uncertainties, investors should not place undue reliance
on forward-looking statements as a prediction of actual
results.
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Item 2.02 Results of
Operations and Financial
Condition.
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Today
NIKE, Inc. (the "Company") issued a press release disclosing financial results
for the fiscal quarter ended February 28, 2009. The text of the
release is furnished herewith as Exhibit 99.1.
Item 2.05 Costs Associated
with Exit or Disposal Activities.
On March
16, 2009, the Company committed to certain actions in furtherance of its
previously announced restructuring, including the termination of impacted
employees. The restructuring is intended to streamline the Company’s
management structure to enhance consumer focus, drive innovation more quickly to
market and establish a more scalable cost structure. As a result of
these actions, the Company expects to incur gross restructuring and related
charges of between $175 million and $225 million, consisting primarily of cash
charges relating to severance costs. The Company expects to incur
most of these charges in the fourth quarter of fiscal 2009. When
completed, the Company expects to generate annualized savings of an amount
comparable to the charges.*
Item 2.06 Material
Impairments.
On March
13, 2009, the Company concluded that it had an impairment related to the
goodwill, intangible and other long-term assets of Umbro Ltd., a wholly-owned
subsidiary of the Company (“Umbro”). As a result, the Company has
recorded a pre-tax non-cash impairment charge of $401.3 million. On
an after-tax basis, the impairment charge is $240.7 million. This
impairment charge will be reflected in the Company’s financial statements for
the fiscal quarter ended February 28, 2009. The impairment charge is
a result of a combination of factors, including the deteriorating global
consumer markets, particularly in the United Kingdom, which is Umbro’s primary
market, management’s decision to adjust planned investment in the brand, the
decline in forecasted profits and cash flows from those originally projected at
the date of acquisition of Umbro, and financial market volatility, which has
reduced both the estimated present value of future cash flows and the market
value of comparable businesses.
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 18, 2009.
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
18, 2009
NIKE, Inc.
(Registrant)
By: /s/ Donald W. Blair
Donald W.
Blair
Chief
Financial Officer