-----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, N2mp+QijtAMBKNfXhPrwX4FGejP/p8A/K19NLhZx/xiRv6t26QZmDPI95EvvpVgh +6FFaDiJ4clYARMFryVk7g== 0001144204-09-035631.txt : 20090702 0001144204-09-035631.hdr.sgml : 20090702 20090702100337 ACCESSION NUMBER: 0001144204-09-035631 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090702 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090702 DATE AS OF CHANGE: 20090702 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: 0901 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14130 FILM NUMBER: 09924726 BUSINESS ADDRESS: STREET 1: 75 MAXESS RD CITY: MELVILLE STATE: NY ZIP: 11747 BUSINESS PHONE: 516-812-2000 MAIL ADDRESS: STREET 1: 75 MAXESS ROAD CITY: MELVILLE STATE: NY ZIP: 11747 8-K 1 v153974_8k.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

Date of Report (Date of earliest event reported):  July 2, 2009
 

 
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, New York
11747
(Address of principal executive offices)
(Zip Code)

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

Not Applicable
(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:

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

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

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

¨ 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
 
On July 2, 2009, the Registrant issued a press release announcing financial results for its fiscal 2009 third quarter ended May 30, 2009.  A copy of the press release is furnished with this report as Exhibit 99.1.
 
The information in this Current Report on Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
 
ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS
 
(d)      Exhibits:
 
99.1    Press Release, dated July 2, 2009, issued by MSC Industrial Direct Co., Inc.

 
-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.
   
Date: July 2, 2009
By:
/s/ Shelley M. Boxer
 
Name: Shelley M. Boxer
Title:   Vice President, Finance
 
 
-3-

 
 
Exhibit Index

Exhibit
No.
 
Description
     
99.1
  
Press Release, dated July 2, 2009, issued by MSC Industrial Direct Co., Inc.
 
 
-4-

 
EX-99.1 2 v153974_ex99-1.htm

Contact:
Shelley Boxer
V.P. Finance
MSC Industrial Direct Co., Inc.
(516) 812-1216

Investors/Media: Eric Boyriven/Alexandra Tramont
FD
(212) 850-5600

For Immediate Release

MSC INDUSTRIAL DIRECT CO., INC. REPORTS RESULTS
FOR ITS FISCAL 2009 THIRD QUARTER

Melville, NY, July 2, 2009 - MSC INDUSTRIAL DIRECT CO., INC. (NYSE: MSM), “MSC” or the “Company,” one of the premier distributors of Metalworking and Maintenance, Repair and Operations (“MRO”) supplies to industrial customers throughout the United States, today reported financial results for its fiscal 2009 third quarter ended May 30, 2009.

For the fiscal 2009 third quarter, net sales were $350.5 million, compared with $457.2 million in the third quarter of fiscal 2008.  Fiscal 2009 third quarter operating income was $45.2 million, or 12.9% of net sales, compared with $84.8 million, or 18.5% of net sales, in the prior year period. Net income for the fiscal 2009 third quarter was $27.8 million, compared with net income of $51.4 million in the third quarter of fiscal 2008. Diluted earnings per share in the fiscal 2009 third quarter were $0.44 (based on 62.6 million diluted shares outstanding), compared to $0.81 (based on 63.7 million diluted shares outstanding) in the third quarter of fiscal 2008.

Net sales for the first nine months of fiscal 2009 were $1.135 billion, compared with net sales of $1.331 billion in the first nine months of fiscal 2008.  For the first nine months of fiscal 2009, operating income was $162.9 million, or 14.3% of net sales, compared with $241.4 million, or 18.1% of net sales, in the first nine months of fiscal 2008.  Net income for the first nine months of fiscal 2009 was $99.1 million compared with $145.7 million in the prior year period.  Diluted earnings per share for the first nine months of fiscal 2009 were $1.59 (based on 62.5 million diluted shares outstanding), compared to $2.23 (based on 65.2 million diluted shares outstanding) a year ago.

“Our performance in the fiscal third quarter represents solid execution in the face of ongoing difficult market conditions,” said David Sandler, President and Chief Executive Officer. “During the quarter, we continued to provide our customers with industry-leading service levels and total cost reduction solutions, maintaining our focus on market share gains throughout the period.  We also realized significant benefits from the cost savings measures we have implemented, and executed on protecting our gross margins in what continued to be a highly competitive environment. As a result, we were able to achieve greater profitability than originally anticipated, and built on our already strong levels of free cash flow in the quarter. We continue to believe that the current environment creates a significant opportunity for us to invest in the growth of our business and position ourselves for the future. We used our strong cash flows to make prudent investments in our future growth, by adding to our sales team, improving our operational efficiency, further enhancing our service model, and expanding our geographic presence.  We believe that our investments through this cycle are widening the gap between MSC and its smaller competitors and that this period represents the greatest market share gain opportunity in our history.”

 
 

 

MSC INDUSTRIAL DIRECT CO., INC. REPORTS FISCAL 2009 THIRD QUARTER RESULTS
Page - 2 -

“We are very pleased with our financial performance in the fiscal third quarter,” said Chuck Boehlke, Executive Vice President and Chief Financial Officer.  “By carefully controlling our costs, we were able to achieve margins that were above our expectations, despite the soft sales environment.  Our balance sheet and cash management continues to be outstanding. By successfully managing our working capital, we were able to convert over 300% of our net income into operating cash flow, exceeding third quarter 2008 levels and resulting in free cash flow (see Note 1) of $86.0 million.  Based on our strong balance sheet and liquidity position, we remain confident in our ability to strategically invest in our future and take advantage of growth opportunities as they arise.”

Mr. Sandler concluded, “While our performance in the fiscal third quarter was better than anticipated, visibility remains limited as we continue to operate in one of the most severe economic downturns  our industry has ever experienced. Feedback from our customers indicates that market conditions have remained weak without any expected near-term improvement. As a result, we are anticipating summer shutdowns that will be more prevalent and longer in duration than last year. Although these factors will likely impact sales in the coming months, we continue to believe that a larger proportion of customer business is being shifted to MSC, as our unmatched customer service, product offering, and value-added solutions make us a partner our customers can trust to support their supply chain needs.  Despite these challenging times, our business continues to perform well and we believe that the steps we are taking will position us for robust growth in revenues and earnings when our markets improve.”

For the fiscal 2009 fourth quarter, the Company currently expects net sales of between $336.0 million and $348.0 million, and expects diluted earnings per share to be between $0.33 and $0.37.  Expectations are based on MSC’s financial performance in the first several weeks of the fourth quarter of fiscal 2009.  The Company cautioned that its guidance should be viewed in the context of the unprecedented market conditions and the resulting variability in actual results versus expectations.

The management of MSC will host a conference call today, at 11:00 a.m. Eastern Time, to review the Company’s results for the fiscal 2009 third quarter, and to comment on current operations. The call may be accessed via the Internet in the Investor Relations section (under “About MSC”) of MSC’s website located at: www.mscdirect.com.  A replay of the conference call will be available on the Company’s website through July 16, 2009.

Note 1 – Free cash flow is defined as net cash provided by operating activities less expenditures for property, plant and equipment as shown on the Company’s condensed consolidated statements of cash flows.  Net cash provided by operating activities during the fiscal 2009 third quarter was $91.3 million.  Expenditures for property, plant and equipment during the fiscal 2009 third quarter were $5.3 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, debt repayment and repurchases of the Company’s stock.  Free cash flow is not a measure determined in accordance with U.S. generally accepted accounting principles (“GAAP”), and may not be defined and calculated by other companies in the same manner.  Free cash flow should not be considered a substitute for “Operating income,” “Net income,” “Net cash flows provided by operating activities” or any other measure determined in accordance with GAAP.

 
 

 

MSC INDUSTRIAL DIRECT CO., INC. REPORTS FISCAL 2009 THIRD QUARTER RESULTS
Page - 3 -

About MSC Industrial Direct Co., Inc.
MSC Industrial Direct Co., Inc. is one of the premier distributors of Metalworking and Maintenance, Repair and Operations (“MRO”) supplies to industrial customers throughout the United States. MSC distributes approximately 590,000 industrial products from approximately 3,000 suppliers to approximately 350,000 customers. In-stock availability is approximately 99%, with next day standard delivery to the contiguous United States on qualifying orders up until 8:00 p.m. Eastern Time. MSC reaches its customers through a combination of approximately 27 million direct-mail catalogs and CD-ROMs, 96 branch sales offices, 927 sales people, the Internet and associations with some of the world's most prominent B2B e-commerce portals. For more information, visit the Company's website at http://www.mscdirect.com.
 
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, including statements about future expected net sales and diluted earnings per share, 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 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, current economic, political and social conditions, changing customer and product mixes, financial restrictions on outstanding borrowings, industry consolidation, competition, general economic conditions in the markets in which the Company operates, volatility in commodity and energy prices, credit risk of our customers, risk of cancellation or rescheduling of orders, work stoppages or other business interruptions (including those due to extreme weather conditions) at transportation centers or shipping ports, the risk of war, terrorism and similar hostilities, dependence on the Company’s information systems and on key personnel, and the outcome of potential government or regulatory proceedings or future litigation relating to pending or future claims, inquiries or audits.  Additional information concerning these and other risks is described under “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company's reports on Forms 10-K, 10-Q and 8-K that the Company files with the U.S. Securities and Exchange Commission.  The forward-looking statements in this press release are based on current expectations and the Company assumes no obligation to update these forward-looking statements.

(Tables Follow)

 
 

 

MSC INDUSTRIAL DIRECT CO., INC. REPORTS FISCAL 2009 THIRD QUARTER RESULTS
Page - 4 -
 
MSC INDUSTRIAL DIRECT CO., INC.
Condensed Consolidated Balance Sheets
(In thousands)
 
 
May 30,
2009
   
August 30,
2008
 
   
(Unaudited)
       
ASSETS
           
Current Assets:
           
Cash and cash equivalents
  $ 208,192     $ 42,843  
Accounts receivable, net of allowance for doubtful accounts
    159,920       216,407  
Inventories
    261,083       320,434  
Prepaid expenses and other current assets
    15,867       19,185  
Deferred income taxes
    25,329       23,807  
Total current assets
    670,391       622,676  
                 
Property, plant and equipment, net
    131,981       128,931  
Goodwill
    271,765       272,143  
Identifiable intangibles, net
    57,495       62,885  
Other assets
    8,107       16,091  
Total assets
  $ 1,139,739     $ 1,102,726  
                 
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
Current Liabilities:
               
Revolving credit notes
  $ 95,000     $ 91,000  
Current maturities of long-term notes payable
    51,416       43,726  
Accounts payable
    46,485       54,511  
Accrued liabilities
    50,697       61,364  
Total current liabilities
    243,598       250,601  
Long-term notes payable
    59,908       98,473  
Deferred income tax liabilities
    48,191       42,040  
Total liabilities
    351,697       391,114  
Commitments and Contingencies
               
Shareholders’ Equity:
               
Preferred Stock
           
Class A common stock
    60       59  
Class B common stock
    18       18  
Additional paid-in capital
    447,474       431,330  
Retained earnings
    820,120       758,347  
Accumulated other comprehensive loss
    (2,216 )     (676 )
Class A treasury stock, at cost
    (477,414 )     (477,466 )
Total shareholders’ equity
    788,042       711,612  
Total liabilities and shareholders’ equity
  $ 1,139,739     $ 1,102,726  

 
 

 

MSC INDUSTRIAL DIRECT CO., INC. REPORTS FISCAL 2009 THIRD QUARTER RESULTS
Page - 5 -

MSC INDUSTRIAL DIRECT CO., INC.
Condensed Consolidated Statements of Income
 (In thousands, except per share data)
(Unaudited)

   
Thirteen Weeks Ended
   
Thirty-Nine Weeks Ended
 
   
May 30, 
2009
   
May 31,
2008
   
May 30, 
2009
   
May 31, 
2008
 
Net sales
  $ 350,489     $ 457,238     $ 1,135,421     $ 1,331,278  
                                 
Cost of goods sold
    189,470       246,793       606,529       715,205  
                                 
Gross profit
    161,019       210,445       528,892       616,073  
                                 
Operating expenses
    115,778       125,632       365,981       374,675  
                                 
Income from operations
    45,241       84,813       162,911       241,398  
                                 
Other (Expense) Income:
                               
                                 
Interest expense
    (544 )     (1,850 )     (3,212 )     (6,773 )
                                 
Interest income
    164       125       710       500  
                                 
Other income (expense), net
    65       (32 )     44       44  
                                 
Total other expense
    (315 )     (1,757 )     (2,458 )     (6,229 )
                                 
Income before provision for income taxes
    44,926       83,056       160,453       235,169  
                                 
Provision for income taxes
    17,171       31,671       61,325       89,458  
                                 
Net income
  $ 27,755     $ 51,385     $ 99,128     $ 145,711  
                                 
Per Share Information:
                               
Net income per common share:
                               
                                 
Basic
  $ 0.45     $ 0.82     $ 1.61     $ 2.27  
                                 
Diluted
  $ 0.44     $ 0.81     $ 1.59     $ 2.23  
                                 
Weighted average shares used in computing net income per common share:
                               
Basic
    61,838       62,820       61,710       64,306  
                                 
Diluted
    62,553       63,709       62,506       65,201  
                                 
Cash dividend declared per common share
  $ 0.20     $ 0.18     $ 0.60     $ 0.54  
 
 
 

 

MSC INDUSTRIAL DIRECT CO., INC. REPORTS FISCAL 2009 THIRD QUARTER RESULTS
Page - 6 -

MSC INDUSTRIAL DIRECT CO., INC.
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)

   
Thirty-Nine Weeks Ended
 
   
May 30, 
2009
   
May 31, 
2008
 
Cash Flows from Operating Activities:
           
Net income
  $ 99,128     $ 145,711  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Depreciation and amortization
    20,075       20,445  
Stock-based compensation
    7,800       7,822  
Loss on disposal of property, plant and equipment
          3  
Provision for doubtful accounts
    3,574       2,360  
Deferred income taxes
    4,630       2,546  
Excess tax benefits from stock-based compensation
    (1,575 )     (2,109 )
                 
Changes in operating assets and liabilities:
               
Accounts receivable
    51,869       (12,797 )
Inventories
    58,389       (8,331 )
Prepaid expenses and other current assets
    3,232       2,171  
Other assets
    7,734       5,940  
Accounts payable and accrued liabilities
    (15,735 )     (19,336 )
                 
Total adjustments
    139,993       (1,286 )
                 
Net cash provided by operating activities
    239,121       144,425  
                 
Cash Flows from Investing Activities:
               
Expenditures for property, plant and equipment
    (18,048 )     (11,209 )
Proceeds from sale of property, plant and equipment
    448        
                 
Net cash used in investing activities
    (17,600 )     (11,209 )
                 
Cash Flows from Financing Activities:
               
Purchases of treasury stock
    (1,200 )     (120,444 )
Payment of cash dividends
    (37,355 )     (35,019 )
Excess tax benefits from stock-based compensation
    1,575       2,109  
Proceeds from sale of Class A common stock in connection with associate stock purchase plan
    2,096       2,075  
Proceeds from exercise of Class A common stock options
    5,761       4,579  
Net proceeds under revolving loans from credit facility
    4,000       35,000  
Repayments of notes payable under the credit facility and other notes
    (30,875 )     (23,182 )
                 
Net cash used in financing activities
    (55,998 )     (134,882 )
                 
Effect of foreign exchange rate changes on cash and cash equivalents
    (174 )     (27 )
                 
Net increase (decrease) in cash and cash equivalents
    165,349       (1,693 )
                 
Cash and cash equivalents – beginning of period
    42,843       7,797  
                 
Cash and cash equivalents – end of period
  $ 208,192     $ 6,104  
                 
Supplemental Disclosure of Cash Flow Information:
               
                 
Cash paid for income taxes
  $ 43,652     $ 82,416  
                 
Cash paid for interest
  $ 3,685     $ 6,982  

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