-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NO6Y+k6V+9tp/Mm9od0frdASOVGStJIOz12fuyr1Uz05kj5CLUjVB1+cA/F/Oe46 n+5ANdzV3lIXxe+PhuVgNA== 0000889812-97-001511.txt : 19970715 0000889812-97-001511.hdr.sgml : 19970715 ACCESSION NUMBER: 0000889812-97-001511 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970531 FILED AS OF DATE: 19970714 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MSC INDUSTRIAL DIRECT CO INC CENTRAL INDEX KEY: 0001003078 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-INDUSTRIAL MACHINERY & EQUIPMENT [5084] IRS NUMBER: 113289165 STATE OF INCORPORATION: NY FISCAL YEAR END: 0902 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-14130 FILM NUMBER: 97640231 BUSINESS ADDRESS: STREET 1: 151 SUNNYSIDE BLVD CITY: PLAINVIEW STATE: NY ZIP: 11803 BUSINESS PHONE: 5163497100 MAIL ADDRESS: STREET 1: 151 SUNNYSIDE BLVD CITY: PLAINVIEW STATE: NY ZIP: 11803 10-Q 1 QUARTERLY REPORT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended May 31, 1997 Commission File No.: 1-14130 MSC INDUSTRIAL DIRECT CO., INC. (Exact name of registrant as specified in its charter) New York 11-3289165 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 151 Sunnyside Blvd. Plainview, NY 11803-1592 (Address of principal executive offices, including zip code) (516) 349-7100 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ----- ----- Shares of Common Stock, par value $.001, outstanding as of July 9, 1997: Class A - 14,923,959 Class B - 18,913,700 MSC INDUSTRIAL DIRECT CO., INC. INDEX PART I. FINANCIAL INFORMATION Page No. ITEM 1. Consolidated Financial Statements (Note 1) Consolidated Balance Sheets - May 31, 1997 and August 31, 1996 3 Consolidated Statements of Income - Thirteen and thirty-nine weeks ended May 31, 1997 and June 1, 1996 4 Consolidated Statement of Shareholders' Equity - Thirty-nine weeks ended May 31, 1997 5 Consolidated Statements of Cash Flows - Thirty-nine weeks ended May 31, 1997 and June 1, 1996 6 Notes to Consolidated Financial Statements 7 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 10 PART II. OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K 14 SIGNATURES 15 Page 2 PART I. FINANCIAL INFORMATION ITEM I. Consolidated Financial Statements MSC INDUSTRIAL DIRECT CO., INC. Consolidated Balance Sheets
(in thousands, except share data) May 31, August 31, 1997 1996 --------- --------- ASSETS (unaudited) (audited) Current Assets: Cash and cash equivalents $ 9,187 $ 1,679 Accounts receivable, net of allowance for doubtful accounts of $1,785 and $1,319, respectively 54,909 41,042 Inventories 163,829 152,620 Due from officers, employees and affiliated companies 611 1,052 Prepaid expenses and other current assets 1,514 1,792 Deferred income tax assets 8,135 9,920 Prepaid Federal income tax payments 568 4,512 --------- --------- Total current assets 238,753 212,617 --------- --------- Property, Plant and Equipment, net 49,100 38,989 --------- --------- Other Assets: Goodwill 25,557 8,224 Other 3,502 5,654 --------- --------- 29,059 13,878 --------- --------- $ 316,912 $ 265,484 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities: Accounts payable $ 11,988 $ 13,270 Accrued liabilities 36,003 31,568 Income taxes payable -- 1,508 Current portion of long-term debt 59 2,486 --------- --------- Total current liabilities 48,050 48,832 Long-Term Notes Payable 2,590 42,191 Other Long-Term Liabilities 84 110 Deferred Income Tax Liabilities 1,217 1,780 --------- --------- Total liabilities 51,941 92,913 --------- --------- Shareholders' Equity: Class A common stock; $0.001 par value; 100,000,000 shares authorized; 14,851,858 and 8,311,394 shares, respectively, issued and outstanding 15 8 Class B common stock; $0.001 par value; 50,000,000 shares authorized; 18,975,000 shares and 23,475,000 shares, respectively, issued and outstanding 19 24 Additional paid-in capital 210,884 145,628 Retained earnings 56,184 29,482 --------- --------- 267,102 175,142 Deferred stock compensation (2,131) (2,571) --------- --------- Total shareholders' equity 264,971 172,571 --------- --------- $ 316,912 $ 265,484 --------- =========
The accompanying notes are an integral part of these consolidated balance sheets. Page 3 MSC INDUSTRIAL DIRECT CO., INC. Consolidated Statements of Income (unaudited)
Thirteen Weeks Ended Thirty-nine Weeks Ended ------------------------ ------------------------ May 31, June 1, May 31, June 1, (in thousands, except per share data) 1997 1996 1997 1996 --------- --------- --------- --------- (Note 1) (Note 1) Net Sales $ 123,895 $ 80,215 $ 320,794 $ 224,527 Cost of Goods Sold 73,452 46,660 189,374 131,264 --------- --------- --------- --------- Gross Profit 50,443 33,555 131,420 93,263 Operating Expenses 32,688 20,577 87,626 61,214 Distribution center Restructuring Charge (Note 4) -- 8,600 -- 8,600 --------- --------- --------- --------- Income from Operations 17,755 4,378 43,794 23,449 Other Income (Expense): Interest income 457 199 806 748 Interest expense (452) (86) (658) (1,293) Other income (expense), net 276 67 178 289 --------- --------- --------- --------- 281 180 326 (256) --------- --------- --------- --------- Income before Provision for Income Taxes 18,036 4,558 44,120 23,193 Income Tax Provision (Note 6) 7,115 1,800 17,418 1,947 --------- --------- --------- --------- Net Income $ 10,921 $ 2,758 $ 26,702 $ 21,246 ========= ========= ========= ========= Net Income per Common Share $ 0.32 $ 0.09 $ 0.79 ========= ========= ========= Weighted Average Number of Common Shares Outstanding 34,140 32,049 33,930 ========= ========= =========
The accompanying notes are an integral part of these consolidated statements. Page 4 MSC INDUSTRIAL DIRECT CO., INC. Consolidated Statement of Shareholders' Equity (unaudited)
(in thousands) Class A Common Stock Class B Common Stock --------------------- ---------------------- Shares Amount Shares Amount -------- -------- -------- -------- Thirty-nine weeks ended May 31, 1997: Balance, August 31, 1996 (Note 1) 8,311 $ 8 23,475 $ 24 Exchange of Class B common stock for Class A common stock 4,500 5 (4,500) (5) Secondary public offering of common stock, net of costs of offering of $3,306 2,000 2 -- -- Exercise of common stock options 41 -- -- -- Net income -- -- -- -- Amortization of deferred stock compensation -- -- -- -- -------- -------- -------- -------- Balance, May 31, 1997 14,852 $ 15 18,975 $ 19 ======== ======== ======== ======== Additional Deferred (in thousands) Paid-In Retained Stock Capital Earnings Compensation Total -------- -------- -------- -------- Thirty-nine weeks ended May 31, 1997: Balance, August 31, 1996 (Note 1) $145,628 $ 29,482 $ (2,571) $172,571 Exchange of Class B common stock for Class A common stock -- -- -- -- Secondary public offering of common stock, net of costs of offering of $3,306 64,442 -- -- 64,444 Exercise of common stock options 814 -- -- 814 Net income -- 26,702 -- 26,702 Amortization of deferred stock compensation -- -- 440 440 -------- -------- -------- -------- Balance, May 31, 1997 $210,884 $ 56,184 $ (2,131) $264,971 ======== ======== ======== ========
The accompanying notes are an integral part of this consolidated statement. Page 5 MSC INDUSTRIAL DIRECT CO., INC. Consolidated Statements of Cash Flows (unaudited)
(in thousands) Thirty-nine Weeks Ended ------------------------ May 31, June 1, 1997 1996 --------- --------- Cash Flows from Operating Activities: Net income $ 26,702 $ 21,246 --------- --------- Adjustments to reconcile net income to net cash Provided by (used in) operating activities: Deferred income taxes 3,944 (7,542) Depreciation and amortization 3,974 2,282 Provision for doubtful accounts 566 618 Gain on disposal of property and equipment -- (33) Changes in operating assets and liabilities, net of effect from acquisitions: Accounts receivable (9,106) (9,043) Inventories 8,594 (45,637) Prepaid expenses and other current assets 2,341 (700) Other assets 2,181 (1,056) Accounts payable and other current liabilities (5,038) 12,611 Other long-term liabilities (589) (21) --------- --------- 6,867 (48,521) --------- --------- Net cash provided by (used in) operating activities 33,569 (27,275) --------- --------- Cash Flows from Investing Activities: Expenditures for property, plant and equipment (11,351) (15,359) Cash paid for acquisitions, net of cash acquired (27,771) -- --------- --------- Net cash used in investing activities (39,122) (15,359) --------- --------- Cash Flows from Financing Activities: Net proceeds from public offering of common stock 64,444 131,466 Net proceeds from exercise of common stock options 814 -- Long-term borrowings 10,672 67,614 Repayments of long-term debt (63,310) (82,386) Repayments of subordinated debt to shareholders -- (11,778) Repayments from officers, employees and affiliates 441 791 Distributions to shareholders -- (61,963) --------- --------- Net cash provided by financing activities 13,061 43,744 --------- --------- Net Increase in Cash and Cash Equivalents 7,508 1,110 Cash and Cash Equivalents - beginning of period 1,679 681 --------- --------- Cash and Cash Equivalents - end of period $ 9,187 $ 1,791 ========= =========
The accompanying notes are an integral part of these consolidated statements. Page 6 Notes to Consolidated Financial Statements (in thousands except per share data) (unaudited) 1. MSC Industrial Direct Co., Inc. ("MSC" or the "Company") was incorporated in the State of New York on October 25, 1995, as a holding company for the purpose of (i) issuing 8,050 shares of Class A Common Stock in an initial public offering ("IPO") and (ii) issuing 24,000 shares of Class B Common Stock to the shareholders of Sid Tool Co., Inc. (the "Operating Subsidiary") in exchange for their then outstanding 30 shares of common stock of the Operating Subsidiary immediately prior to the effective date of MSC's IPO. MSC did not have any significant operating activity from its inception until December 20, 1995, the closing date of the IPO. The consolidated financial statements for the thirty-nine weeks ended June 1, 1996 include the results of operations of the operating subsidiary only, through the date of the IPO, and MSC's consolidated results of operations thereafter. All references to a year are to the Company's fiscal year, which ends on the Saturday nearest August 31 of such year. 2. Reference is made to the Notes to Consolidated Financial Statements contained within the Company's audited financial statements for the year ended August 31, 1996 included in the Company's annual report on Form 10-K. In the opinion of management, the interim unaudited financial statements included herein reflect all adjustments necessary, consisting of normal recurring adjustments, for a fair presentation of such data on a basis consistent with that of the audited data presented therein. The results of operations for interim periods are not necessarily indicative of the results to be expected for a full year. 3. As a result of the IPO, the Operating Subsidiary no longer qualified as a Subchapter "S" corporation, and became subject to "C" corporation taxation. The provision for income taxes for the thirty-nine weeks ended June 1, 1996 reflects "S" corporation rates through the date of the IPO, and "C" corporation rates thereafter. On September 25, 1996, the Company completed a secondary offering of 6,500 shares of Class A Common Stock, of which 2,000 shares were sold by the Company and 4,500 shares were converted from Class B to Class A Common Stock and sold by existing shareholders. Net proceeds received by the Company as a result of this offering were approximately $64,444. Page 7 4. During the third quarter of 1996, the Company announced that it would be relocating its multi-location Long Island, New York warehouse and distribution center operation to a new, single-location, Company-owned facility near Harrisburg, Pennsylvania. The Pennsylvania distribution center commenced shipping in September 1996, and became fully operational during the second quarter of fiscal 1997. The estimated cost associated with the relocation of the Company's existing Long Island facilities is approximately $8,600, which is primarily comprised of personnel relocation and severance costs, lease abandonment costs, and moving and disposal costs, and this amount was reflected as a charge to income from operations in the third quarter of fiscal 1996. Expenditures of approximately $5,719 have been charged against the liability as of May 31, 1997, and the remaining $2,881 is included in accrued liabilities in the accompanying consolidated balance sheet as of May 31, 1997. 5. Had the initial public offering occurred on the first day of fiscal 1995, the weighted average number of common shares used in the computation of earnings per share would have resulted in pro forma net income and earnings per share as follows: Thirteen Thirty-Nine Weeks Ended Weeks Ended ----------- ----------- June 1, June 1, Including Restructuring (Note 4) 1996 1996 ----------------------- ------- ------- Pro forma net income $2,758 $14,033 Pro forma earnings per share $0.09 $0.45 Excluding Restructuring (Note 4) ----------------------- Pro forma net income $7,958 $19,233 Pro forma earnings per share $0.25 $0.61 6. The Company provides for income taxes in accordance with Statement of Financial Accounting Standards ("SFAS") No. 109, "Accounting for Income Taxes". Under the asset and liability method specified by SFAS No. 109, the deferred tax amounts included in the balance sheet are determined based on the differences between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. Differences between assets and liabilities for financial statement and tax return purposes are principally related to inventories and certain accrued liabilities. Deferred income tax assets and liabilities were initially established during 1996 due to the Company's taxation as a "C" Corporation since the closing date of its IPO in December 1995. Page 8 7. During March 1995, SFAS No. 121, "Accounting for the Impairment of Long-Lived Assets to be Disposed of", was issued by the Financial Accounting Standards Board ("FASB"). This statement establishes financial accounting and reporting standards for the impairment of long-lived assets, certain identifiable intangibles, and goodwill related to those assets to be held and used, and for long-lived assets and certain identifiable intangibles to be disposed of. This statement is effective for financial statements for fiscal years beginning after December 15, 1995 (fiscal 1997 for the Company). During October 1995, the FASB issued SFAS No. 123, "Accounting for Stock-Based Compensation". This statement establishes financial accounting and reporting standards for stock-based employee compensation plans. The provisions of SFAS No. 123 encourage entities to adopt a fair value based method of accounting for stock compensation plans; however, these provisions also permit the Company to continue to measure compensation costs under pre-existing accounting pronouncements. If the fair value based method of accounting is not adopted, SFAS No. 123 requires pro forma disclosures of net income and net income per share in the notes to the financial statements. The accounting requirements of SFAS No. 123 are effective for transactions entered into in fiscal years that begin after December 15, 1995. The disclosure requirements of SFAS No. 123 are effective for financial statements for fiscal years beginning after December 15, 1995 (fiscal 1997 for the Company). The effect, if any, on the consolidated financial statements, of implementation of SFAS No. 121 is not expected to be material. The Company will adopt the provisions of SFAS No. 123 by providing the pro forma disclosures in its annual report on Form 10-K for fiscal 1997. In March 1997, the FASB issued SFAS No. 128, "Earnings per Share" ("EPS"). This statement establishes standards for computing and presenting EPS, replacing the presentation of currently required primary EPS with a presentation of Basic EPS. For entities with complex capital structures, the statement requires the dual presentation of both Basic EPS and Diluted EPS on the face of the consolidated statements of operations. Under this new standard, Basic EPS is computed based on weighted average shares outstanding and excludes any potential dilution; Diluted EPS reflects potential dilution from the exercise or conversion of securities into common stock or from other contracts to issue common stock and is similar to the currently required fully diluted EPS. SFAS No. 128 is effective for financial statements issued for periods ending after December 15, 1997 (the second quarter of fiscal 1998 for the Company), including interim periods, and earlier application is not permitted. When adopted, the Company will be required to restate its EPS data for all periods presented. The Company does not expect the impact of the adoption of this statement to be material to previously reported EPS amounts. Page 9 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Certain information set forth herein contains forward-looking statements, as such term is defined in Section 27A of the Securities Exchange Act of 1933 and Section 21E of the Securities Act of 1934. Such statements are subject to certain risks and uncertainties discussed herein, which could cause actual results to differ materially from those in the forward-looking statements. Overview MSC Industrial Direct Co., Inc. ("MSC" or the "Company") was formed in October 1995 as a holding company to hold all of the outstanding capital stock of Sid Tool Co., Inc. (the "Operating Subsidiary"), which has conducted business since 1941. MSC is one of the largest direct marketers of a broad range of industrial products to small and mid-sized industrial customers throughout the United States. The Company distributes a full line of industrial products, such as cutting tools, abrasives, measuring instruments, machine tool accessories, safety equipment, fasteners, welding supplies and electrical supplies, intended to satisfy its customers' maintenance, repair and operations ("MRO") supplies requirements. The Company offers approximately 323,000 stock keeping units ("SKUs") through its 3,560 page master catalog and weekly, monthly and quarterly specialty and promotional catalogs, newspapers and brochures, which are supported by three distribution centers and over 45 customer service locations. Most of the Company's products are carried in stock, and orders for these products are typically fulfilled on the day the order is received. Results of operations reflect the operations of the Operating Subsidiary only, for all periods through December 20, 1995, the date of the Company's initial public offering, and of the Company and its subsidiaries subsequent to that date. During the thirty-nine week period ended May 31, 1997, the Company completed the acquisitions of Brooks Precision Supply, Inc., Dolin Supply Co. Inc., Anderson Industrial Supply, Inc., and Enco Manufacturing Company, all of which are engaged in similar businesses to that of MSC. The Company is recording an annual non-cash charge of approximately $0.6 million from fiscal 1996 through fiscal 2000, related to deferred compensation resulting from the issuance of restricted stock to certain employees. Results of Operations - Thirteen weeks ended May 31, 1997 and June 1, 1996 Net sales increased by $43.7 million, or 54.5%, to $123.9 million in the third quarter of 1997 from $80.2 million in the third quarter of 1996. This increase was attributable to an increase in sales to the Company's existing customers, an increase in the number of active customers and the effect of the acquisitions made subsequent to June 1, 1996. The increase in sales to existing customers was derived primarily from an increase in the number of SKUs offered. Page 10 Gross profit increased by $16.9 million, or 50.3%, to $50.4 million in the third quarter of 1997, from $33.6 million in the third quarter of 1996, primarily attributable to increased sales. As a percentage of sales, gross profit decreased from 41.8% to 40.7%, resulting primarily from slightly lower margins realized from customers and product lines gained through the Company's acquisitions. Operating expenses increased by $12.1 million, or 58.9%, to $32.7 million in the third quarter of 1997, from $20.6 million in the third quarter of 1996. As a percentage of sales, operating expenses increased from 25.7% to 26.4%, as a result of expenses related to the investment in new branches which will enhance future income. Restructuring charge of $8.6 million, recorded during the third quarter of 1996, is the estimated cost of the relocation of the Company's Long Island distribution center and warehouses. This is the equivalent of $5.2 million after taxes, or $0.16 per share. The restructuring charge includes the cost of relocating or replacing the Company's Long Island workforce, the cost to physically move the inventory from Long Island to Harrisburg, Pennsylvania, and the cost of leases and assets associated with abandoned facilities. Net income increased by $8.1 million, to $10.9 million in the third quarter of 1997 from $2.8 million in the third quarter of 1996. The increase in net income is primarily attributable to increased sales as a result of internal growth as well as contributions from the acquisitions. Results of Operations - Thirty-nine weeks ended May 31, 1997 and June 1, 1996 Net sales increased by $96.3 million, or 42.9%, to $320.8 million during the first nine months of 1997 from $224.5 million in the first nine months of 1996. This increase was attributable to an increase in sales to the Company's existing customers, an increase in the number of active customers and the effect of the acquisitions made subsequent to June 1, 1996. The increase in sales to existing customers was derived primarily from an increase in the number of SKUs offered. Gross profit increased by $38.2 million, or 40.9%, to $131.4 million in the first nine months of 1997, from $93.3 million in the first nine months of 1996, primarily attributable to increased sales. As a percentage of sales, gross profit decreased from 41.5% to 41.0%, resulting primarily from slightly lower margins realized from customers and product lines gained through the Company's acquisitions. Operating expenses increased by $26.4 million, or 43.1%, to $87.7 million in the first nine months of 1997, from $61.2 million in the first nine months of 1996. As a percentage of sales, operating expenses remained constant at 27.3%. This results from both operating efficiencies and the distribution of fixed expenses over a larger revenue base offset by the expenses related to the investment in new branches, which will enhance future growth. Page 11 Restructuring charge of $8.6 million, recorded during the third quarter of 1996, is the estimated cost of the relocation of the Company's Long Island distribution center and warehouses. This is the equivalent of $5.2 million after taxes, or $0.16 per share. The restructuring charge includes the cost of relocating or replacing the Company's Long Island workforce, the cost to physically move the inventory from Long Island to Harrisburg, Pennsylvania, and the cost of leases and assets associated with abandoned facilities. Net income increased by $5.5 million, to $26.7 million in the first nine months of 1997 from $21.2 million in the first nine months of 1996, but increased by $12.7 million as compared with pro forma 1996 net income of $14.0 million, which gives pro forma effect to "C" corporation taxation for the entire period. The increase in net income is primarily attributable to increased sales and gross margins offset by the increase in operating expenses necessary in order to service increased volume and invest in future growth. Page 12 Liquidity and Capital Resources The Company's primary capital needs have been to fund (i) the working capital requirements necessitated by its sales growth and (ii) prior to the reorganization (see Note 1 to the consolidated financial statements), distributions to its then existing shareholders, primarily to satisfy their tax liabilities resulting from the previous "S" corporation status of the Operating Subsidiary. The Company's sources of financing have historically been from operations, bank borrowings under its $80 million credit facility, subordinated loans from shareholders, and a portion of the proceeds from the 1996 IPO and 1997 secondary offering. The Company completed its IPO on December 20, 1995, and outstanding subordinated debt to shareholders and credit facility debt as of that date were repaid out of the net proceeds. Subsequent bank borrowings were repaid out of the proceeds from the secondary offering completed in September 1996. The Company anticipates that its cash flows from operations and available lines of credit will be adequate to support its operations and its growth for the immediate future and for at least the next 24 months. In March 1996, the Company commenced shipments from its Elkhart, Indiana distribution center, which provides next day service to most of the midwestern United States. As a result of the opening of this facility, the Company significantly increased its inventories to provide for future orders from the distribution center. Net cash provided by operating activities increased $60.8 million to $33.6 million from a net cash usage of $27.3 million for the thirty-nine week periods ended May 31, 1997 and June 1, 1996, respectively. The net usage of cash in 1996 was primarily due to purchases of inventory in connection with the initial stocking of the Elkhart distribution center and introduction of new products. In 1997, inventory, excluding inventory of acquired companies, declined reflecting improved inventory control policies and procedures. Net cash used in investing activities for the thirty-nine week periods ended May 31,1997 and June 1, 1996 was approximately $39.1 million and $15.4 million, respectively. The increase is primarily attributable to cash paid for acquisitions during 1997. The balance reflects continued investment in existing distribution centers and new branches. Net cash provided by financing activities during the thirty-nine week periods ended May 31, 1997 and June 1, 1996 was approximately $13.1 million and $43.7 million, respectively. The change of $30.7 million is primarily attributable to the difference between the proceeds received from the completion of the Company's aforementioned public offerings, net of the repayment of existing long-term debt and shareholder distributions from such proceeds. Page 13 PART II. OTHER INFORMATION ITEM 6. Exhibits and Reports on Form 8-K (a) No exhibits have been filed during the quarter for which this report is filed. (b) No reports on Form 8-K have been filed during the quarter for which this report is filed. Page 14 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. MSC INDUSTRIAL DIRECT CO., INC. (Registrant) Dated: July 11, 1997 By: /s/ Mitchell Jacobson ----------------- ------------------------------------------ President and Chief Executive Officer Dated: July 11, 1997 By: /s/ Shelley M. Boxer ----------------- ------------------------------------------ Vice President and Chief Financial Officer (Principal Financial & Accounting Officer) Page 15 EX-27 2 FINANCIAL DATA SCHEDULE
5 1,000 9-MOS AUG-30-1997 SEP-01-1996 MAY-31-1997 9,187 0 56,694 1,785 163,829 238,753 69,823 (20,723) 316,912 48,050 0 0 0 34 264,937 316,912 123,895 123,895 73,452 73,452 32,688 566 452 18,036 7,115 10,921 0 0 0 10,921 .32 .32
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