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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) September 30, 1998
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OROAMERICA, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-21862 94-2385342
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
443 North Varney Street, Burbank, California 91502
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 848-5555
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ITEM 5. OTHER EVENTS.
On September 30, 1998, OroAmerica, Inc. (the "Company") issued the
press release, filed herewith as Exhibit 99.1 and incorporated herein by
reference, which announces that the Company's Board of Directors has approved a
stock repurchase program pursuant to which the Company is authorized to purchase
up to 300,000 shares of its outstanding common stock in the open market at
prevailing market prices or off the market in negotiated transactions. The press
release contains "forward-looking statements" within the meaning of Section 27A
of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. The Company cautions investors that there are
certain important factors that could cause future events and results to differ
materially from those anticipated by management in the forward-looking
statements included in the press release.
ITEM 7. EXHIBITS.
99.1 Press release issued by the Company on September 30, 1998.
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: October 7, 1998 OROAMERICA, INC.
By: /s/ SHIU SHAO
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Shiu Shao,
Chief Financial Officer,
Vice President and Director
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EXHIBIT 99.1
CONTACTS: Shiu Shao Glenn Schoenfeld/Eugene G. Heller
Chief Financial Officer Silverman Heller Associates
(818) 848-5555 (310) 208-2550
FOR IMMEDIATE RELEASE
OROAMERICA, INC. ANNOUNCES PLANS FOR STOCK REPURCHASE
BURBANK, California (September 30, 1998) -- OroAmerica, Inc. (Nasdaq NMS: OROA)
today announced that its Board of Directors has authorized the repurchase of up
to 300,000 shares of its outstanding common stock.
The stock repurchases may be executed from time to time on the open market
at prevailing market prices, or off the market in negotiated transactions.
OroAmerica President, Chief Executive Officer and Chairman, Guy Benhamou,
commented: "We expect to enhance shareholder value with this repurchase program.
The Company's revenue and income have improved through the last four consecutive
quarters, yet our stock price is trading below book value and not reflecting our
improved performance. This action reflects our belief that the intrinsic value
of OroAmerica exceeds its present market valuation and reaffirms our confidence
in the future direction and growth of the Company."
At July 31, 1998, the Company had 6.4 million diluted shares of common
stock outstanding with a book value of $10.60 per diluted share. Upon
completion of the repurchase of shares, the total number of outstanding diluted
shares would be reduced by approximately 5% percent.
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OROAMERICA ANNOUNCES STOCK REPURCHASE PLAN/2
Founded in 1977, OroAmerica designs, manufactures, sells, and distributes
more than 1,800 lines of gold and silver jewelry products, including chain
necklaces, bracelets, earrings, rings, charms, pendants, and other
precious-metal jewelry items. Its manufacturing facilities are located in the
United States, South America, Southeast Asia, and the Caribbean.
"Safe Harbor" Statement under the Private Securities Litigation Reform Act
of 1995: The statements contained in this release which are not historical
facts, may contain forward-looking statements that involve risks and
uncertainties, including, but not limited to, the Company's ability to continue
to grow revenues and earnings, various risks of fluctuations in customer demand
for gold jewelry, economic conditions, and other factors that could impact
demand, revenues and earnings during fiscal 1999 and thereafter, and other
risks detailed in the Company's annual report on Form 10-K for the year ended
January 30, 1998, in its quarterly report on Form 10-Q for the quarter ended
July 31, 1998, and in other Securities and Exchange Commission filings.
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