0000815556-14-000006.txt : 20140114 0000815556-14-000006.hdr.sgml : 20140114 20140114171334 ACCESSION NUMBER: 0000815556-14-000006 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140114 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140114 DATE AS OF CHANGE: 20140114 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FASTENAL CO CENTRAL INDEX KEY: 0000815556 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-BUILDING MATERIALS, HARDWARE, GARDEN SUPPLY [5200] IRS NUMBER: 410948415 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16125 FILM NUMBER: 14528029 BUSINESS ADDRESS: STREET 1: 2001 THEURER BLVD CITY: WINONA STATE: MN ZIP: 55987 BUSINESS PHONE: 5074545374 MAIL ADDRESS: STREET 1: 2001 THEURER BLVD CITY: WINONA STATE: MN ZIP: 55987 8-K 1 fast1231138kdividendannoun.htm 8-K FAST 12.31.13 8K Dividend Announcement


 

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) January 14, 2014 
 
Fastenal Company
(Exact name of registrant as specified in its charter)
 

Minnesota
0-16125
41-0948415
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer Identification No.)


2001 Theurer Boulevard, Winona, Minnesota
55987-1500
(Address of principal executive offices)
(Zip Code)

 
Registrant's telephone number, including area code:   (507) 454-5374
 
 
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 7.01. Regulation FD Disclosure.
On January 14, 2014 the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
  Exhibit 99.1.       Press release dated January 14, 2014





SIGNATURE
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.
 
 
Fastenal Company
 
 
(Registrant)
 
 
 
January 14, 2014
 
/s/   SHERYL A. LISOWSKI
(Date)
 
Sheryl A. Lisowski
Controller & Chief Accounting Officer






Exhibit Index
 
99.1
Press release dated January 14, 2014
Electronically Filed



 EX-99.1 2 exhibit99123113dividendann.htm PRESS RELEASE Exhibit 99 12.31.13 Dividend Announcement


EXHIBIT 99.1
January 14, 2014    
Fastenal Company Announces Cash Dividend
WINONA, Minn., January 14, 2014 (GLOBE NEWSWIRE) -- The Fastenal Company of Winona, MN (Nasdaq:FAST) reported its Board of Directors declared a dividend of $0.25 per share to be paid in cash on February 28, 2014 to shareholders of record at the close of business on January 31, 2014.
Fastenal began paying annual dividends in 1991, expanded to semi-annual dividends in 2003, and then switched to quarterly dividends in 2011. In 2012, we paid quarterly dividends of $0.17 in February, $0.17 in May, $0.19 in August, $0.21 in November, and then paid a supplemental dividend of $0.50 in December. In 2013, we paid quarterly dividends of $0.10 in March, $0.20 in May, $0.25 in August, and $0.25 in November. As previously disclosed, we lowered our February 2013 dividend payment to partially replenish our cash reserves (after the large supplemental dividend payment of $0.50 in December 2012) and to also prepare for the significant capital expenditures we expected in 2013 related to our expanded vending rollout and distribution automation.
Our Board of Directors intends to continue paying quarterly dividends, provided that any future determination as to payment of dividends will depend upon the financial condition and results of operations of the Company and such other factors as are deemed relevant by the Board of Directors, such as dividend tax rates.
Dividend and stock repurchase activity in the last ten years are as follows:
 
 
 
 
 
 
 
 
 
 
 
Total value of
 Per share
 
 
 Total
Dividends per share
 repurchased
 price of
 
Dividend
 dividends
Regular
   Total
 shares
 repurchased
Year
payments
paid (000's)
dividend
dividend
(000's)
shares
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
2014
One1
 
$
74,186

 
 
$
0.25

 
 
$
0.25

 
 
$
—

 
 
$
—

 
2013
Four
 
$
237,456

 
 
$
0.80

 
 
$
0.80

 
 
$
9,080

 
 
$
45.40

 
2012
Five2
 
$
367,306

 
 
$
0.74

 
 
$
1.24

 
 
$
—

 
 
$
—

 
2011
Four
 
$
191,741

 
 
$
0.65

 
 
$
0.65

 
 
$
—

 
 
$
—

 
2010
Three2
 
$
182,814

 
 
$
0.41

 
 
$
0.62

 
 
$
—

 
 
$
—

 
2009
Two
 
$
106,943

 
 
$
0.36

 
 
$
0.36

 
 
$
41,104

 
 
$
18.69

 
2008
Three2
 
$
117,474

 
 
$
0.26

 
 
$
0.395

 
 
$
25,958

 
 
$
22.00

 
2007
Two
 
$
66,216

 
 
$
0.22

 
 
$
0.22

 
 
$
87,312

 
 
$
20.93

 
2006
Two
 
$
60,548

 
 
$
0.20

 
 
$
0.20

 
 
$
17,294

 
 
$
18.25

 
2005
Two
 
$
46,935

 
 
$
0.155

 
 
$
0.155

 
 
$
18,739

 
 
$
13.38

 
1 
The total dividends paid amount includes the estimated impact from this announcement. The estimate is calculated using the 296.7 million shares outstanding at September 30, 2013.
2 
There was a supplemental dividend paid in December 2012, 2010, and 2008.

All per share information reflects the two-for-one stock splits in both 2011 and 2005.
Fastenal sells different types of industrial and construction supplies in the following product categories: threaded fasteners and miscellaneous supplies; tools; metal cutting tool blades and abrasives; fluid transfer components and accessories for hydraulic and pneumatic power; material handling; storage and packaging products; janitorial, chemical and paint products; electrical supplies; welding supplies; safety supplies; metals, alloys and materials; and office supplies.
Fastenal operates approximately 2,700 stores located primarily in North America with additional locations in Asia, Europe, and Central and South America. The Company operates 14 distribution centers; eleven in the United States - Minnesota, Indiana, Ohio, Pennsylvania, Texas, Georgia, Washington, California, Utah, North Carolina, Kansas, and three outside the United States - Ontario, Canada; Alberta, Canada; and Nuevo Leon, Mexico.





Additional information regarding Fastenal is available on the Fastenal Company website at www.fastenal.com.
The Fastenal Company logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=6432.
This press release contains statements that are not historical in nature and that are intended to be, and are hereby identified as, "forward looking statements" as defined in the Private Securities Litigation Reform Act of 1995, including a statement regarding expectations as to payment of a quarterly cash dividend in the foreseeable future. Any future determination as to payment of dividends will depend upon the financial condition and results of operations of the Company and such other factors as are deemed relevant by the Board of Directors. For example, a change in business needs including working capital and funding for acquisitions, or a change in tax law relating to dividends, could cause the Company to decide not to pay a dividend in the future. A discussion of other risks and uncertainties is included in the Company's 2012 annual report on Form 10-K under the section captioned "Risk Factors" and the Company's 2012 annual and 2013 quarterly reports under the section captioned "Management's Discussion and Analysis of Financial Condition and Results of Operations". FAST-D
CONTACT:
Ellen Trester
 
Financial Reporting & Regulatory Compliance Manager
 
507.313.7282