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) April 17, 2012
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 April 17, 2012 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 April 17, 2012
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Fastenal Company
(Registrant) |
||
| April 17, 2012
(Date) |
/s/ DANIEL L. FLORNESS
Daniel L. Florness Chief Financial Officer |
| Exhibit Index | ||
| 99.1 | Press release dated April 17, 2012 | |
EXHIBIT 99.1
WINONA, Minn., April 17, 2012 (GLOBE NEWSWIRE) -- The Fastenal Company of Winona, MN (Nasdaq:FAST) reported its Board of Directors declared a dividend of $0.17 per share to be paid in cash on May 30, 2012 to shareholders of record at the close of business on May 2, 2012.
Fastenal began paying an annual dividend in 1991, expanded to a semi-annual dividend in 2003, and then switched to a quarterly dividend in 2011. 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.
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 |
| 2012 | Two1 | $ 100,529 | $ 0.34 | $ 0.34 | $ -- | $ -- |
| 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 |
| 2004 | Two | $ 30,350 | $ 0.10 | $ 0.10 | $ -- | $ -- |
| 2003 | Two | $ 15,935 | $ 0.053 | $ 0.053 | $ -- | $ -- |
1 The total dividends paid amount includes the estimated impact from this announcement. The estimate is calculated using the 296.1 million shares outstanding at the end of the previous quarter.
2 There was a supplemental dividend paid in both December 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.
Additional information regarding Fastenal is available on the Fastenal Company World Wide Web site 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 2011 annual report on Form 10-K under the section captioned "Risk Factors" and the Company's 2011 annual and 2012 quarterly reports under the section captioned "Management's Discussion and Analysis of Financial Condition and Results of Operations". FAST-D
CONTACT: Sheryl Lisowski
Controller
507-453-8550