-----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, MOfGOzJJSkCiSLy+2Fp7ADcLGJ8yVPzK8bcuhh2CELnE8Ahp80HaNN9VFMxv/BdQ GHzV7t4wQExW94TQLw0EJQ== 0001104659-04-000356.txt : 20040108 0001104659-04-000356.hdr.sgml : 20040108 20040108075351 ACCESSION NUMBER: 0001104659-04-000356 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040108 ITEM INFORMATION: ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040108 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14130 FILM NUMBER: 04514363 BUSINESS ADDRESS: STREET 1: 75 MAXESS RD CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 516-812-2000 MAIL ADDRESS: STREET 1: 151 SUNNYSIDE BLVD CITY: PLAINVIEW STATE: NY ZIP: 11803 8-K 1 a04-1116_28k.htm 8-K

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

 

Washington, DC 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): January 8, 2004

 

MSC INDUSTRIAL DIRECT CO., INC.

(Exact name of registrant as specified in its charter)

 

New York

 

1-14130

 

11-3289165

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

 

 

 

 

75 Maxess Road
Melville, NY

 

 

 

11747

(Address of Principal Executive Offices)

 

 

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (516) 812-2000

 

 



 

ITEM 5.  OTHER EVENTS AND REQUIRED FD DISCLOSURE

 

On January 8, 2004, the Registrant announced that David Sandler, President and Chief Operating Officer, would be seeking medical advice to address diminished hearing in his left ear; the condition is caused by a benign growth, or acoustic neuroma, pressing on the acoustic nerve, and is treatable with surgery or radiation therapy.  If surgery is elected, the Registrant anticipates that Mr. Sandler would return to work full-time shortly following the procedure.

 

Mr. Sandler stated “While I’m still seeking medical advice and considering my options to treat this condition, I’m confident that our strong and deep management team will be driving our established business goals and initiatives to take MSC to the next level, and any decision I make will be coordinated with the rest of our management team to ensure that my short absence is seamless to the business.”

 

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

 

Exhibits: 99.1 MSC Industrial Direct Co., Inc. Press Release, dated January 8, 2004.

 

ITEM 12RESULTS OF OPERATIONS AND FINANCIAL CONDITION

 

On January 8, 2004, the Registrant issued a press release announcing financial results for the first fiscal quarter ended November 29, 2003.  The entire text of the press release is attached as Exhibit 99.1.

 

2



 

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.

 

 

 

MSC INDUSTRIAL DIRECT CO., INC.

 

 

 

 

 

By:

/s/ Shelley Boxer

 

 

Name:

Shelley Boxer

 

Title:

Vice President, Finance

 

 

Date:   January 8, 2004

 

3


EX-99.1 3 a04-1116_2ex99d1.htm EX-99.1

Exhibit 99.1

 

 

Contact:

Shelley Boxer, V.P. Finance

MSC Industrial Direct Co., Inc.

(516) 812-1216

 
Investor Relations: Eric Boyriven/Lindsay Hatton
Press: Scot Hoffman

Financial Dynamics

(212) 850-5600

 

FOR IMMEDIATE RELEASE

 

MSC INDUSTRIAL DIRECT CO., INC. REPORTS
FISCAL 2004 FIRST QUARTER RESULTS
- - Revenue Increase of 5.7% Drives Net Income Increase of 32% - -
- - - Operating Margins Reach 12% of Sales - -

 

Melville, NY, January 8, 2004 - MSC INDUSTRIAL DIRECT CO., INC. (NYSE: MSM), “MSC,” one of the premier distributors of MRO supplies to industrial customers throughout the United States, today reported financial results for the first fiscal quarter ended November 29, 2003.

 

Net sales increased 5.7% to $222.8 million in the first quarter of fiscal 2004 from $210.7 million in the first quarter of fiscal 2003.  Net income for the first quarter of fiscal 2004 rose to $16.5 million, or $0.24 per diluted share, an increase of 32.0% over net income of $12.5 million, or $0.19 per diluted share, in the year-ago period.

 

In the first quarter of fiscal 2004, the Company continued to improve on its strong financial position.  Free cash flow for the first quarter of fiscal 2004 was $11.7 million, ahead of internal expectations (See Note 1).  As of November 30, 2003, the Company’s cash and investments in marketable debt securities totaled $133.8 million, and its long-term debt was $1.1 million.

 

“Fiscal 2004 began where fiscal 2003 left off, with strong operational and financial performance,” stated Mitchell Jacobson, Chairman & Chief Executive Officer.  “Operationally, our commitment to maintaining superior customer service and leveraging our position as a market leader allowed us to continue to take share and grow.  The result was continued exceptional financial performance.  The quarter once again proved the leverage inherent in our business model, as a 6% increase in sales combined with strong gross margins resulted in a 32.0% increase in operating income, while operating margins increased to 12.1% of sales versus 9.7% a year ago.  We are very pleased with these results, which point to the continued solid execution of our operating strategy.”

 

1



 

“Our business continues to fire on all cylinders,” added David Sandler, President & Chief Operating Officer.  “During the quarter, we saw sales from our manufacturing customers increase for the first time since the second quarter of fiscal 2003.  We are encouraged by this growth, and have also seen other signs that this market is beginning to firm. I’m also pleased with the results of our diversification program, as we had continued strong sales growth from the non-manufacturing sector. ”

 

Mr. Jacobson concluded, “Over the past few years, MSC has invested to ensure that we have the systems and capabilities necessary to enhance our position in the marketplace.  Now, with the initial signs of an improvement in the manufacturing sector and the ongoing success of our strategy and business model, we are well positioned to leverage these state-of-the art, scalable systems as we work to gain additional market share and drive revenue growth against an improving economic backdrop.  Therefore, for the second quarter of fiscal 2004, we currently expect revenues of between $227 million and $233 million, and diluted earnings per share of between $0.24 and $0.26.”

 

The Company also announced that David Sandler, President and Chief Operating Officer, would be seeking medical advice to address diminished hearing in his left ear; the condition is caused by a benign growth, or acoustic neuroma, pressing on the acoustic nerve, and is treatable with surgery or radiation therapy.  If surgery is elected, the Company anticipates that Mr. Sandler would return to work full-time shortly following the procedure.

 

Mr. Sandler stated “While I’m still seeking medical advice and considering my options to treat this condition, I’m confident that our strong and deep management team will be driving our established business goals and initiatives to take MSC to the next level, and any decision I make will be coordinated with the rest of our management team to ensure that my short absence is seamless to the business.”

 

The management of MSC will host a conference call today at 11:00 a.m. Eastern Time to review the first quarter of fiscal 2004 results and to comment on current operations.  The call may be accessed via the Internet at: http://www.mscdirect.com

 

Note 1 - Free cash flow is defined as net cash provided by operating activities less expenditures for property, plant and equipment.  Net cash flow provided by operating activities was $13.9 million and expenditures for property, plant and equipment were $2.2 million.  Management considers free cash flow to be an important indicator of the Company’s financial strength and the ability to generate liquidity because it reflects cash generated from operations that can be used for strategic initiatives, dividends, and repurchases of the Company’s stock.

 

MSC Industrial Direct (NYSE: MSM) is one of the premier distributors of MRO supplies to industrial customers throughout the United States.  MSC distributes more than 500,000 industrial products from more than 2,500 suppliers to more than 345,000 customers.  In-stock availability exceeds 99% and standard ground delivery is next day to 80% of the industrial United States.  MSC reaches its customers through a combination of more than 30 million direct-mail catalogs and CD-ROMs, 89 branch sales offices, more than 400 sales people, the Internet and associations with some of the world’s most prominent B2B e-commerce portals.

 

2



 

CAUTIONARY STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.

 

Statements in this Press Release may constitute “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.  Any statements contained herein which are not statements of historical facts and that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future shall be deemed to be forward-looking statements.  Forward-looking statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy and some of which might not even be anticipated.  Future events, actual results and performance, financial and otherwise, could differ materially from those set forth in or contemplated by the forward-looking statements herein. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.  The Company undertakes no obligation to release publicly any revisions to these forward looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.  The inclusion of any statement in this release does not constitute an admission by MSC or any other person that the events or circumstances described in such statement are material.  Factors that could cause actual results to differ materially from those in forward-looking statements include, without limitation, changing market conditions, competitive and regulatory matters, general economic conditions in the markets in which the Company operates, risk of cancellation or rescheduling of orders, work stoppages at transportation centers or shipping ports, the risk of war, terrorism and similar hostilities, availability of suitable acquisition opportunities, and various other risk factors listed from time to time in the Company’s SEC reports.

 

(Tables Follow)

 

3



 

MSC INDUSTRIAL DIRECT CO., INC.

 

Condensed Consolidated Balance Sheets

(In thousands)

 

 

 

November 29,
2003

 

August 30,
2003

 

ASSETS

 

 

 

 

 

Current Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

62,654

 

$

114,294

 

Available-for-sale securities

 

2,961

 

 

Accounts receivable, net of allowance for doubtful accounts

 

104,128

 

93,598

 

Inventories

 

201,438

 

201,602

 

Prepaid expenses and other current assets

 

11,741

 

12,039

 

Deferred income taxes

 

10,771

 

11,051

 

Total current assets

 

393,693

 

432,584

 

 

 

 

 

 

 

Available-for-sale securities

 

68,200

 

 

Property, Plant and Equipment, net

 

105,998

 

106,935

 

Goodwill

 

63,202

 

63,202

 

Other assets

 

13,215

 

16,249

 

Total Assets

 

$

644,308

 

$

618,970

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

Accounts payable

 

$

34,352

 

$

30,069

 

Accrued liabilities

 

44,663

 

48,406

 

Current portion of long-term notes payable

 

149

 

169

 

Total current liabilities

 

79,164

 

78,644

 

Long-term notes payable

 

1,097

 

1,132

 

Deferred income tax liabilities

 

28,864

 

28,839

 

Total liabilities

 

109,125

 

108,615

 

Shareholders’ Equity:

 

 

 

 

 

Class A common stock

 

39

 

39

 

Class B common stock

 

32

 

32

 

Additional paid-in capital

 

273,271

 

261,849

 

Retained earnings

 

344,676

 

331,568

 

Treasury stock, at cost

 

(82,835

)

(83,133

)

Total shareholders’ equity

 

535,183

 

510,355

 

Total Liabilities and Shareholders’ Equity

 

$

644,308

 

$

618,970

 

 

4



 

MSC INDUSTRIAL DIRECT CO., INC.

 

Condensed Consolidated Statements of Income

 (In thousands, except per share data)

 

 

 

First Quarter Ended

 

 

 

November 29,
2003

 

November 30,
2002

 

Net sales

 

$

222,761

 

$

210,692

 

 

 

 

 

 

 

Cost of goods sold

 

122,501

 

116,175

 

 

 

 

 

 

 

Gross profit

 

100,260

 

94,517

 

 

 

 

 

 

 

Operating expenses

 

73,369

 

74,147

 

 

 

 

 

 

 

Income from operations

 

26,891

 

20,370

 

 

 

 

 

 

 

Other Income/(Expense):

 

 

 

 

 

 

 

 

 

 

 

Interest income, net

 

292

 

249

 

 

 

 

 

 

 

Other (expense) income, net

 

50

 

10

 

 

 

 

 

 

 

Total other income

 

342

 

259

 

 

 

 

 

 

 

Income before provision for income taxes

 

27,233

 

20,629

 

 

 

 

 

 

 

Provision for income taxes

 

10,757

 

8,148

 

 

 

 

 

 

 

Net income

 

$

16,476

 

$

12,481

 

 

 

 

 

 

 

Per Share Information:

 

 

 

 

 

Net income per common share:

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.25

 

$

0.19

 

 

 

 

 

 

 

Diluted

 

$

0.24

 

$

0.19

 

 

 

 

 

 

 

Weighted average shares used in computing net income per common share

 

 

 

 

 

Basic

 

66,004

 

66,513

 

 

 

 

 

 

 

Diluted

 

68,350

 

66,953

 

 

5



 

MSC INDUSTRIAL DIRECT CO., INC.

 

Consolidated Statements of Cash Flows

(In thousands)

 

 

 

For The Fiscal Quarters Ended

 

 

 

November 29,
2003

 

November 30,
2002

 

 

 

 

 

 

 

Cash Flows from Operating Activities:

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

16,476

 

$

12,481

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

 

 

 

Depreciation and amortization expense

 

3,157

 

3,833

 

Provision for doubtful accounts

 

549

 

542

 

Stock option income tax benefit

 

474

 

355

 

Deferred income taxes

 

305

 

1,203

 

 

 

 

 

 

 

Changes in operating assets and liabilities:

 

 

 

 

 

 

 

 

 

 

 

Accounts receivable

 

(11,079

)

(5,202

)

Inventories

 

164

 

(8,004

)

Prepaid expenses and other current assets

 

298

 

(1,947

)

Other assets

 

3,034

 

3,059

 

Accounts payable and accrued liabilities

 

540

 

3,739

 

 

 

 

 

 

 

Total adjustments

 

(2,558

)

(2,422

)

 

 

 

 

 

 

Net cash provided by operating activities

 

13,918

 

10,059

 

 

 

 

 

 

 

Cash Flows from Investing Activities:

 

 

 

 

 

 

 

 

 

 

 

Purchase of available-for-sale securities

 

(71,161

)

 

Purchases of property, plant and equipment

 

(2,220

)

(2,274

)

 

 

 

 

 

 

Net cash used in investing activities

 

(73,381

)

(2,274

)

 

 

 

 

 

 

Cash Flows from Financing Activities:

 

 

 

 

 

 

 

 

 

 

 

Purchases of treasury stock

 

 

(2,958

)

Payment of cash dividend

 

(3,325

)

 

Proceeds from associate stock purchase plan

 

255

 

268

 

Proceeds from exercise of common stock options

 

10,948

 

142

 

Repayments of notes payable

 

(55

)

(48

)

 

 

 

 

 

 

Net cash provided by (used) in financing activities

 

7,823

 

(2,596

)

 

 

 

 

 

 

Net (decrease) increase in cash and cash equivalents

 

(51,640

)

5,189

 

 

 

 

 

 

 

Cash and cash equivalents – beginning of period

 

114,294

 

59,978

 

 

 

 

 

 

 

Cash and cash equivalents – end of period

 

$

62,654

 

$

65,167

 

 

 

 

 

 

 

Supplemental Disclosure of Cash Flow Information:

 

 

 

 

 

 

 

 

 

 

 

Cash paid for interest

 

$

9

 

$

11

 

 

 

 

 

 

 

Cash paid for income taxes

 

$

2,408

 

$

1,428

 

 

#     #     #

 

6


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