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0001003078FALSE00010030782023-10-252023-10-25



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): October 25, 2023
___________________________________
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.)
515 Broadhollow Road, Suite 1000, 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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class A Common Stock, par value $0.001 per share MSM New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company    ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐





Item 2.02. Results of Operations and Financial Condition
On October 25, 2023, MSC Industrial Direct Co., Inc. issued a press release announcing financial results for its fiscal 2023 fourth quarter and full year ended September 2, 2023. 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, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed to be “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 to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.

Item 9.01. Financial Statements and Exhibits
(d) Exhibits:

104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
2



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.


MSC INDUSTRIAL DIRECT CO., INC.
Date: October 25, 2023
By:
/s/ KRISTEN ACTIS-GRANDE
Name:
Kristen Actis-Grande
Title:
Executive Vice President and Chief Financial Officer
3
EX-99.1 2 pressreleaseq410252023.htm EX-99.1 Document
Exhibit 99.1
image.jpg
NEWS


MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS

FISCAL 2023 Q4 HIGHLIGHTS

•Net sales of $1,035.4 million increased 1.3% YoY (9.3% on an average daily sales basis, approximately 9 percentage points above the Industrial Production (IP) index)
•Operating income of $118.1 million, or $130.4 million adjusted to exclude share reclassification and restructuring and other costs1
•Operating margin of 11.4%, or 12.6% excluding the adjustments described above1
•Diluted EPS of $1.56 vs. $1.86 in the prior year and adjusted EPS of $1.64 vs. $1.79 in the prior year quarter1
•Agreement to eliminate dual class share structure overwhelmingly approved by shareholders this month

FISCAL 2023 HIGHLIGHTS

•Net sales of $4,009.3 million increased 8.6% YoY (11.2% on an average daily sales basis, approximately 10 percentage points above the IP index)
•Operating income of $483.7 million, or $504.5 million adjusted to exclude share reclassification, acquisition-related, restructuring and other costs1
•Operating margin of 12.1%, or 12.6% excluding the adjustments described above1
•Year-over-year improvement in both Diluted EPS of $6.11 and adjusted diluted EPS of $6.291
•Generated strong operating cash flows of $699.6 million or 204% of net income
•Successfully completed Mission Critical Program by achieving all publicly stated targets


MELVILLE, NY and DAVIDSON, NC, OCTOBER 25, 2023 - MSC INDUSTRIAL SUPPLY CO. (NYSE: MSM), "MSC," “MSC Industrial” or the "Company," a leading North American distributor of a broad range of metalworking and maintenance, repair and operations (MRO) products and services, today reported financial results for its fiscal 2023 fourth quarter and full year ended September 2, 2023.

Financial Highlights2
FY23 Q4 FY22 Q4 Change FY23 FY22 Change
Net Sales $ 1,035.4  $ 1,022.2  1.3  % $ 4,009.3  $ 3,691.9  8.6  %
Income from Operations $ 118.1  $ 144.0  (18.0) % $ 483.7  $ 468.7  3.2  %
Operating Margin 11.4  % 14.1  % 12.1  % 12.7  %
Net Income Attributable to MSC $ 87.6  $ 104.1  (15.9) % $ 343.2  $ 339.8  1.0  %
Diluted EPS $ 1.56  3 $ 1.86  4 (16.1) % $ 6.11  3 $ 6.06  4 0.8  %
 
Adjusted Financial Highlights2
FY23 Q4 FY22 Q4 Change FY23 FY22 Change
Net Sales $ 1,035.4  $ 1,022.2  1.3  % $ 4,009.3  $ 3,691.9  8.6  %
Adjusted Income from Operations 1
$ 130.4  $ 138.6  (5.9) % $ 504.5  $ 475.3  6.1  %
Adjusted Operating Margin 1
12.6  % 13.6  % 12.6  % 12.9  %
Adjusted Net Income Attributable to MSC 1
$ 92.0  $ 100.2  (8.2) % $ 353.8  $ 344.7  2.6  %
Adjusted Diluted EPS 1
$ 1.64  3 $ 1.79  4 (8.4) % $ 6.29  3 $ 6.15  4 2.3  %

1 Represents a non-GAAP financial measure. An explanation and a reconciliation of each non-GAAP financial measure to the most directly comparable GAAP financial measure are presented in the schedules accompanying this press release.
2 In millions except percentages and per share data or as otherwise noted.
3 Based on 56.3 million and 56.2 million diluted shares outstanding for FY23 Q4 and FY23, respectively.
4 Based on 56.1 million and 56.0 million diluted shares outstanding for FY22 Q4 and FY22, respectively.

Erik Gershwind, President and Chief Executive Officer, said, “Fiscal 2023 was a monumental year as we exceeded $4 billion in annual net sales for the first time in company history. Additionally, we enhanced our corporate governance into a structure that is more friendly to all shareholders, built upon our M&A strategy and successfully completed our three-year Mission Critical program that strengthened our growth trajectory and operational excellence. We achieved several notable accomplishments with the completion of the first chapter of Mission Critical. We grew over 500 basis points above the Industrial Production Index, brought adjusted operating expenses to sales down by over 200 basis points, and brought ROIC into the high teens.”


MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
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Kristen Actis-Grande, Executive Vice President and Chief Financial Officer, added, "I am proud of our team’s accomplishments in fiscal 2023. We expanded adjusted operating income during the fiscal year, despite one less selling week and near-term margin headwinds, outgrew the IP Index by 1,000 basis points and produced strong cash generation. Looking ahead to fiscal 2024, this gives us confidence in our ability to continue outgrowing the market and producing strong cash returns in the face of challenging conditions. Our strong cash generation will enable us to offset dilution from the reclassification agreement through share repurchases and still pursue other capital allocation priorities."

Gershwind concluded, “Looking ahead, we are excited about the next chapter in our Mission Critical journey. We are focused on continuing to outgrow the IP Index by four hundred basis points or more and producing incremental margins of at least 20% through a cycle. Doing so allows us to pursue our longer-term aspiration of mid-teens operating margins and ROIC north of 20%.”

Balance Sheet, Liquidity and Capital Allocation
a.Strong balance sheet metrics and ample cash and liquidity
b.Strong cash flow generation expected to continue in fiscal 2024
c.Near-term priorities include share buybacks to offset dilution from the share reclassification agreement
d.Recently increased the quarterly ordinary dividend per share by 5%

Initial Fiscal 2024 Full Year Financial Outlook
ADS Growth (YoY) 0% - 5%
Adjusted Operating Margin1
12.0% - 12.8%
Depreciation and Amortization Expense $85M - $95M
Interest and Other Expense $40M - $50M
Operating Cash Flow Conversion2
>125%
Tax Rate 25.0% - 25.5%
•Sales outlook assumes 160 basis point headwind from non-repeating Public Sector sales
•Assumes market headwinds related to the UAW strike alleviate in early second quarter of fiscal 2024
•Same number of selling days YoY

(1) Guidance provided is a non-GAAP figure presented on an adjusted basis. For further details see the Non-GAAP financial measures information presented in the schedules of this release.
(2) The Company defines Operating Cash Flow Conversion as Net cash provided by operating activities as a percentage of Net income. The Company’s management uses Operating Cash Flow Conversion to evaluate the Company’s operating performance, in particular how efficiently the Company turns its sales and profits into cash, and to assess the efficiency of the Company’s use of working capital. The Company believes Operating Cash Flow Conversion is useful to investors for the foregoing reasons and as a measure of the rate at which the Company converts its net income reported in accordance with GAAP to cash inflows, which helps investors assess whether the Company is generating sufficient cash flow to provide an adequate return.

Conference Call Information
MSC will host a conference call today at 8:30 a.m. EDT to review the Company’s fiscal 2023 fourth quarter and full year results. The call, accompanying slides, and other operational statistics may be accessed at: https://investor.mscdirect.com. The conference call may also be accessed at 1-877-443-5575 (U.S.), 1-855-669-9657 (Canada) or 1-412-902-6618 (international).

An online archive of the broadcast will be available until November 8, 2023. The Company’s reporting date for the fiscal 2024 first quarter is scheduled for January 9, 2024.

Contact Information
Investors: Media:
Ryan Mills, CFA Zivanai Mutize
Head of Investor Relations Head of Corporate Communications
rmills@mscdirect.com zivanai.mutize@mscdirect.com





MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
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About MSC Industrial Supply Co.
MSC Industrial Supply Co. (NYSE:MSM) is a leading North American distributor of a broad range of metalworking and maintenance, repair and operations (MRO) products and services. We help our customers drive greater productivity, profitability and growth with approximately 2.4 million products, inventory management and other supply chain solutions, and deep expertise from more than 80 years of working with customers across industries. Our experienced team of more than 7,000 associates works with our customers to help drive results for their businesses - from keeping operations running efficiently today to continuously rethinking, retooling and optimizing for a more productive tomorrow. For more information on MSC Industrial, please visit mscdirect.com.

Cautionary Note Regarding Forward-Looking Statements:
Statements in this press release may constitute "forward-looking statements" under the Private Securities Litigation Reform Act of 1995. All statements, other than statements of present or historical fact, that address activities, events or developments that we expect, believe or anticipate will or may occur in the future, including statements about results of operations and financial condition, expected future results, expected benefits from our investment and strategic plans and other initiatives, and expected future growth, profitability and return on invested capital, are forward-looking statements. The words “will,” “may,” “believes,” “anticipates,” “thinks,” “expects,” “estimates,” “plans,” “intends,” and similar expressions are intended to identify forward-looking statements. Forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those anticipated by these forward-looking statements. In addition, statements which refer to expectations, projections or other characterizations of future events or circumstances, statements involving a discussion of strategy, plans or intentions, statements about management’s assumptions, projections or predictions of future events or market outlook and any other statement other than a statement of present or historical fact are forward-looking statements. The inclusion of any statement in this press release does not constitute an admission by MSC or any other person that the events or circumstances described in such statement are material. In addition, new risks may emerge from time to time and it is not possible for management to predict such risks or to assess the impact of such risks on our business or financial results. Accordingly, future results may differ materially from historical results or from those discussed or implied by these forward-looking statements. Given these risks and uncertainties, the reader should not place undue reliance on these forward-looking statements. These risks and uncertainties include, but are not limited to, the following: general economic conditions in the markets in which we operate; changing customer and product mixes; volatility in commodity and energy prices, the impact of prolonged periods of low, high and rapid inflation, and fluctuations in interest rates; competition, including the adoption by competitors of aggressive pricing strategies and sales methods; industry consolidation and other changes in the industrial distribution sector; our ability to realize the expected benefits from our investment and strategic plans, including our transition from being a spot-buy supplier to a mission-critical partner to our customers; our ability to realize the expected cost savings and benefits from our restructuring activities and structural cost reductions; the retention of key personnel; the credit risk of our customers, higher inflation and fluctuations in interest rates; the risk of customer cancellation or rescheduling of orders; difficulties in calibrating customer demand for our products, which could cause an inability to sell excess products ordered from manufacturers resulting in inventory write-downs or could conversely cause inventory shortages of such products; work stoppages, labor shortages or other business interruptions (including those due to extreme weather conditions) at transportation centers, shipping ports, our headquarters or our customer fulfillment centers; disruptions or breaches of our information technology systems, or violations of data privacy laws; the retention of qualified sales and customer service personnel and metalworking specialists; the risk of loss of key suppliers or contractors or key brands or supply chain disruptions, including due to import restrictions or global geopolitical conditions; changes to governmental trade or sanctions policies, including the impact from significant import restrictions or tariffs or moratoriums on economic activity with certain countries or regions; risks related to opening or expanding our customer fulfillment centers; our ability to estimate the cost of healthcare claims incurred under our self-insurance plan; litigation risk due to the nature of our business; risks associated with the integration of acquired businesses or other strategic transactions; financial restrictions on outstanding borrowings; our ability to maintain our credit facilities or incur additional borrowings on terms we deem attractive; the failure to comply with applicable environmental, health and safety laws and regulations, and other laws applicable to our business; the outcome of government or regulatory proceedings or future litigation; goodwill and intangible assets recorded resulting from our acquisitions could be impaired; our common stock price may be volatile due to factors outside of our control; the significant influence that our principal shareholders continue to exercise over us, which may result in our taking actions or failing to take actions which our other shareholders do not prefer; the outcome of any legal proceedings that may be instituted against us or others relating to the share reclassification; our ability to realize the expected benefits from the share reclassification; and the effect of the announcement or the consummation of the share reclassification on the market price of our common stock. 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 our Annual and Quarterly Reports on Forms 10-K and 10-Q, respectively, and in the other reports and documents that we file with the United States Securities and Exchange Commission. We expressly disclaim any obligation to update any of these forward-looking statements, except to the extent required by applicable law.



























MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
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MSC INDUSTRIAL DIRECT CO., INC.
Consolidated Balance Sheets
(In thousands)
September 2, 2023 September 3, 2022
ASSETS
Current Assets:
     Cash and cash equivalents $ 50,052  $ 43,537 
     Accounts receivable, net of allowance for credit losses 435,421  687,608 
     Inventories 726,521  715,625 
     Prepaid expenses and other current assets 105,519  96,853 
          Total current assets 1,317,513  1,543,623 
Property, plant and equipment, net 319,660  286,666 
Goodwill 718,174  710,130 
Identifiable intangibles, net 110,641  114,328 
Operating lease assets 65,909  64,780 
Other assets 12,237  9,887 
          Total assets $ 2,544,134  $ 2,729,414 
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
     Current portion of debt including obligations under finance leases $ 229,935  $ 325,680 
     Current portion of operating lease liabilities 21,168  18,560 
     Accounts payable 226,299  217,378 
     Accrued expenses and other current liabilities 172,034  164,326 
          Total current liabilities 649,436  725,944 
Long-term debt including obligations under finance leases 224,391  468,912 
Noncurrent operating lease liabilities 45,924  47,616 
Deferred income taxes and tax uncertainties 131,801  124,659 
          Total liabilities $ 1,051,552  $ 1,367,131 
Commitments and Contingencies
Shareholders’ Equity:
     Preferred Stock —  — 
     Class A Common Stock 48  48 
     Class B Common Stock
     Additional paid-in capital 849,502  798,408 
     Retained earnings 755,007  681,292 
     Accumulated other comprehensive loss (17,725) (23,121)
     Class A treasury stock, at cost (107,677) (106,202)
          Total MSC shareholders’ equity 1,479,164  1,350,434 
     Noncontrolling interest 13,418  11,849 
          Total shareholders’ equity 1,492,582  1,362,283 
          Total liabilities and shareholders’ equity $ 2,544,134  $ 2,729,414 




MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
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MSC INDUSTRIAL DIRECT CO., INC.
Consolidated Statements of Income
(In thousands, except per share data)
(Unaudited)
Quarters Ended Fiscal Years Ended
September 2, 2023 September 3, 2022 September 2, 2023 September 3, 2022
Net sales $ 1,035,441  $ 1,022,245  $ 4,009,282 $ 3,691,893
Cost of goods sold 615,907  594,017  2,366,317 2,133,645
          Gross profit 419,534  428,228  1,642,965 1,558,248
Operating expenses 299,264  290,262  1,151,295 1,083,862
Restructuring and other costs 2,215  4,121  7,937 15,805
Gain on sale of property —  (10,132) —  (10,132)
          Income from operations 118,055  143,977  483,733 468,713
Other income (expense):
          Interest expense (4,630) (5,977) (22,543) (17,599)
          Interest income 270  93  1,034 150
          Other income (expense), net 2,027  (368) (6,068) (132)
Total other expense (2,333) (6,252) (27,577) (17,581)
          Income before provision for income taxes 115,722  137,725  456,156 451,132
Provision for income taxes 28,281  33,371  113,049 110,650
          Net income 87,441  104,354  343,107 340,482
Less: Net (loss) income attributable to noncontrolling interest (158) 223  (126) 696
          Net income attributable to MSC Industrial $ 87,599  $ 104,131  $ 343,233 $ 339,786
Per share data attributable to MSC Industrial:
     Net income per common share:
          Basic $ 1.57  $ 1.86  $ 6.14 $ 6.09
         Diluted $ 1.56  $ 1.86  $ 6.11 $ 6.06
     Weighted average shares used in computing
    net income per common share:
          Basic 55,939 55,858 55,918 55,777
          Diluted 56,269 56,061 56,210 56,045























MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
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MSC INDUSTRIAL DIRECT CO., INC.
Consolidated Statements of Comprehensive Income
(In thousands)


Fiscal Years Ended
September 2,
2023
September 3,
2022
Net income, as reported $ 343,107  $ 340,482 
Other comprehensive income, net of tax:
     Foreign currency translation adjustments 7,091  (4,985)
Comprehensive income 350,198  335,497 
Comprehensive income attributable to noncontrolling interest:
     Net loss (income) 126  (696)
     Foreign currency translation adjustments (1,695) (152)
Comprehensive income attributable to MSC Industrial $ 348,629  $ 334,649 

















































MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
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MSC INDUSTRIAL DIRECT CO., INC.
Consolidated Statements of Cash Flows
(In thousands)
Fiscal Years Ended
September 2, 2023 September 3, 2022
Cash Flows from Operating Activities:
Net income $ 343,107 $ 340,482
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 75,129 70,376
Non-cash operating lease cost 20,966 17,190
Stock-based compensation 18,639 19,264
Loss on disposal of property, plant and equipment 557 921
Gain on sale of property —  (10,132)
Non-cash changes in fair value of estimated contingent consideration 104  (879)
Provision for credit losses 10,275 9,806
Deferred income taxes and tax uncertainties 6,697 10,761
Changes in operating assets and liabilities:
Accounts receivable 247,653  (123,571)
Inventories (4,860) (81,494)
Prepaid expenses and other current assets (6,918) (7,429)
Operating lease liabilities (21,173) (17,147)
Other assets (615) (2,258)
Accounts payable and accrued liabilities 10,021 20,293
Total adjustments 356,475  (94,299)
Net cash provided by operating activities 699,582 246,183
Cash Flows from Investing Activities:
Expenditures for property, plant and equipment (92,493) (61,373)
Cash used in business acquisitions, net of cash acquired (20,182) (57,865)
Net proceeds from sale of property 24,745
Net cash used in investing activities (112,675) (94,493)
Cash Flows from Financing Activities:
Repurchases of Class A Common Stock (95,779) (27,359)
Payments of regular cash dividends (176,715) (167,376)
Proceeds from sale of Class A Common Stock in connection with associate stock purchase plan 4,415 4,296
Proceeds from exercise of Class A Common Stock options 28,677 34,659
Borrowings under credit facilities 333,000 374,000
Payments under credit facilities (548,000) (364,500)
Payments under Shelf Facility Agreements and Private Placement Debt (125,000)
Payments on finance lease and financing obligations (2,193) (2,466)
Other, net 1,195 606
Net cash used in financing activities (580,400) (148,140)
Effect of foreign exchange rate changes on cash and cash equivalents (549)
Net increase (decrease) in cash and cash equivalents 6,515 3,001
Cash and cash equivalents—beginning of period 43,537 40,536
Cash and cash equivalents—end of period $ 50,052 $ 43,537
Supplemental Disclosure of Cash Flow Information:
Cash paid for income taxes $ 106,962 $ 117,038
Cash paid for interest $ 22,432 $ 16,903


MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
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Non-GAAP Financial Measures

To supplement MSC’s unaudited selected financial data presented consistent with accounting principles generally accepted in the United States (“GAAP”), the Company discloses certain non-GAAP financial measures, including non-GAAP gross profit, non-GAAP operating expenses, non-GAAP income from operations, non-GAAP operating margin, non-GAAP provision for income taxes, non-GAAP net income and non-GAAP diluted earnings per share, that exclude gain on sale of property (prior year), acquisition-related costs, share reclassification costs, employee retention credit (“ERC”) tax benefit and restructuring and other costs and tax effects.

These non-GAAP financial measures are not presented in accordance with GAAP or an alternative for GAAP financial measures and may be different from similar non-GAAP financial measures used by other companies. The presentation of this additional information is not meant to be considered in isolation or as a substitute for the most directly comparable GAAP financial measures and should only be used to evaluate MSC’s results of operations in conjunction with the corresponding GAAP financial measures.

This press release also includes certain forward-looking information that is not presented in accordance with GAAP. The Company believes that a quantitative reconciliation of such forward-looking information to the most directly comparable financial measure calculated and presented in accordance with GAAP cannot be made available without unreasonable efforts because a reconciliation of these non-GAAP financial measures would require the Company to predict the timing and likelihood of potential future events such as restructurings, M&A activity and other infrequent or unusual gains and losses. Neither the timing or likelihood of these events, nor their probable significance, can be quantified with a reasonable degree of accuracy. Accordingly, a reconciliation of such forward-looking information to the most directly comparable GAAP financial measure is not provided.

•Results Excluding Gain on Sale of Property (prior year), Acquisition-Related Costs, Share Reclassification Costs, ERC Tax Benefit and Restructuring and Other Costs

In calculating non-GAAP financial measures, we exclude gain on sale of property (prior year), acquisition-related costs, share reclassification costs, ERC tax benefit and restructuring and other costs, and tax effects. Management makes these adjustments to facilitate a review of the Company’s operating performance on a comparable basis between periods, for comparison with forecasts and strategic plans, for identifying and analyzing trends in the Company’s underlying business and for benchmarking performance externally against competitors. We believe that investors benefit from seeing results from the perspective of management in addition to seeing results presented in accordance with GAAP for the same reasons and purposes for which management uses such non-GAAP financial measures.

•Return on Invested Capital (“ROIC”)

ROIC is calculated using a non-GAAP financial measure. We calculate ROIC by dividing non-GAAP net operating profit after tax (“NOPAT”) by average invested capital, a GAAP measure. NOPAT is defined as tax effected income from operations. Average invested capital is defined as net debt plus shareholder’s equity using a trailing 13-month average. We believe that ROIC is useful to investors as a measure of performance and of the effectiveness of the use of capital in our operations. We use ROIC as one measure to monitor and evaluate operating performance. This method of determining non-GAAP ROIC may differ from other companies' methods and therefore may not be comparable to those used by other companies. ROIC should be considered in addition to, rather than as a substitute for, other information provided in accordance with GAAP. The financial measure calculated under GAAP which is most directly comparable to ROIC is considered to be the ratio of Net income to Average invested capital. See below for the calculation of ROIC and the reconciliation to the comparable GAAP measure.






MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
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MSC INDUSTRIAL DIRECT CO., INC.
Reconciliation of GAAP and Non-GAAP Financial Information
Thirteen Weeks Ended September 2, 2023
(In thousands, except percentages and per share data)
GAAP Financial Measure Items Affecting Comparability Non-GAAP Financial Measure
Total MSC Industrial Restructuring and Other Costs Share Reclassification Costs ERC Tax Benefit Adjusted Total MSC Industrial
Net Sales $ 1,035,441  $ —  $ —  $ —  $ 1,035,441 
Cost of Goods Sold 615,907  —  —  —  615,907 
Gross Profit 419,534  —  —  —  419,534 
Gross Margin 40.5  % —  % —  % —  % 40.5  %
Operating Expenses 299,264  —  10,139  —  289,125 
Operating Exp as % of Sales 28.9  % —  % (1.0) % —  % 27.9  %
Restructuring and Other Costs 2,215  2,215  —  —  — 
Income from Operations 118,055  (2,215) (10,139) —  130,409 
Operating Margin 11.4  % 0.2  % 1.0  % —  % 12.6  %
Total Other Expense (2,333) —  —  6,566  (8,899)
Income before provision for income taxes 115,722  (2,215) (10,139) 6,566  121,510 
Provision for income taxes 28,281  (523) (2,394) 1,550  29,648 
Net income 87,441  (1,692) (7,745) 5,016  91,862 
Net loss attributable to noncontrolling interest (158) —  —  —  (158)
Net income attributable to MSC Industrial $ 87,599  $ (1,692) $ (7,745) $ 5,016  $ 92,020 
Net income per common share:
     Diluted $ 1.56  $ (0.03) $ (0.14) $ 0.09  $ 1.64 

*Individual amounts may not agree to the total due to rounding.


MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
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MSC INDUSTRIAL DIRECT CO., INC.
Reconciliation of GAAP and Non-GAAP Financial Information
Fiscal Year Ended September 2, 2023
(In thousands, except percentages and per share data)
GAAP Financial Measure Items Affecting Comparability Non-GAAP Financial Measure
Total MSC Industrial Restructuring and Other Costs Acquisition-related Costs Share Reclassification Costs ERC Tax Benefit Adjusted Total MSC Industrial
Net Sales $ 4,009,282  $ —  $ —  $ —  $ —  $ 4,009,282 
Cost of Goods Sold 2,366,317  —  —  —  —  2,366,317 
Gross Profit 1,642,965  —  —  —  —  1,642,965 
Gross Margin 41.0  % —  % —  % —  % —  % 41.0  %
Operating Expenses 1,151,295  —  398  12,388  —  1,138,509 
Operating Exp as % of Sales 28.7  % —  % —  % (0.3) % —  % 28.4  %
Restructuring and Other Costs 7,937  7,937  —  —  —  — 
Income from Operations 483,733  (7,937) (398) (12,388) —  504,456 
Operating Margin 12.1  % 0.2  % —  % 0.3  % —  % 12.6  %
Total Other Expense (27,577) —  —  —  6,566  (34,143)
Income before provision for income taxes 456,156  (7,937) (398) (12,388) 6,566  470,313 
Provision for income taxes 113,049  (2,040) (100) (3,183) 1,687  116,685 
Net income 343,107  (5,897) (298) (9,205) 4,879  353,628 
Net loss attributable to noncontrolling interest (126) —  —  —  —  (126)
Net income attributable to MSC Industrial $ 343,233  $ (5,897) $ (298) $ (9,205) $ 4,879  $ 353,754 
Net income per common share:
     Diluted $ 6.11  $ (0.10) $ (0.01) $ (0.16) $ 0.09  $ 6.29 

*Individual amounts may not agree to the total due to rounding.












MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
11
            

MSC INDUSTRIAL DIRECT CO., INC.
Reconciliation of GAAP and Non-GAAP Financial Information
Fourteen Weeks Ended September 3, 2022
(In thousands, except percentages and per share data)
GAAP Financial Measure Items Affecting Comparability Non-GAAP Financial Measure
Total MSC Industrial Restructuring and Other Costs Gain on Sale of Property Acquisition-related Costs Adjusted Total MSC Industrial
Net Sales $ 1,022,245  $ —  $ —  $ —  $ 1,022,245 
Cost of Goods Sold 594,017  —  —  —  594,017 
Gross Profit 428,228  —  —  —  428,228 
Gross Margin 41.9  % —  % —  % —  % 41.9  %
Operating Expenses 290,262  —  —  665  289,597 
Operating Exp as % of Sales 28.4  % —  % —  % 0.1  % 28.3  %
Restructuring and Other Costs 4,121  4,121  —  —  — 
Gain on Sale of Property (10,132) —  (10,132) —  — 
Income from Operations 143,977  (4,121) 10,132  (665) 138,631 
Operating Margin 14.1  % -0.4  % 1.0  % -0.1  % 13.6  %
Total Other Expense (6,252) —  —  —  (6,252)
Income before provision for income taxes 137,725  (4,121) 10,132  (665) 132,379 
Provision for income taxes 33,371  (1,080) 2,655  (174) 31,970 
     Net income 104,354  (3,041) 7,477  (491) 100,409 
     Net income attributable to noncontrolling interest 223  —  —  —  223 
     Net income attributable to MSC Industrial $ 104,131  $ (3,041) $ 7,477  $ (491) $ 100,186 
Net income per common share:
     Diluted $ 1.86  $ (0.06) $ 0.14  $ (0.01) $ 1.79 


*Individual amounts may not agree to the total due to rounding.





MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
12
            
MSC INDUSTRIAL DIRECT CO., INC.
Reconciliation of GAAP and Non-GAAP Financial Information
Fiscal Year Ended September 3, 2022
(In thousands, except percentages and per share data)
GAAP Financial Measure Items Affecting Comparability Non-GAAP Financial Measure
Total MSC Industrial Restructuring and Other Costs Gain on Sale of Property Acquisition-related Costs Adjusted Total MSC Industrial
Net Sales $ 3,691,893  $ —  $ —  $ —  $ 3,691,893 
Cost of Goods Sold 2,133,645  —  —  —  2,133,645 
Gross Profit 1,558,248  —  —  —  1,558,248 
Gross Margin 42.2  % —  % —  % —  % 42.2  %
Operating Expenses 1,083,862  —  —  876  1,082,986 
Operating Exp as % of Sales 29.4  % —  % —  % 0.0  % 29.3  %
Restructuring and Other Costs 15,805  15,805  —  —  — 
Gain on Sale of Property (10,132) —  (10,132) —  — 
Income from Operations 468,713  (15,805) 10,132  (876) 475,262 
Operating Margin 12.7  % -0.4  % 0.3  % 0.0  % 12.9  %
Total Other Expense (17,581) —  —  —  (17,581)
Income before provision for income taxes 451,132  (15,805) 10,132  (876) 457,681 
Provision for income taxes 110,650  (4,016) 2,574  (223) 112,315 
     Net income 340,482  (11,789) 7,558  (653) 345,366 
     Net income attributable to noncontrolling interest 696  —  —  —  696 
     Net income attributable to MSC Industrial $ 339,786  $ (11,789) $ 7,558  $ (653) $ 344,670 
Net income per common share:
     Diluted $ 6.06  $ (0.21) $ 0.14  $ (0.01) $ 6.15 

*Individual amounts may not agree to the total due to rounding.










MSC INDUSTRIAL SUPPLY CO. REPORTS FISCAL 2023 FOURTH QUARTER AND FULL YEAR RESULTS
13
            

MSC INDUSTRIAL DIRECT CO., INC.
Reconciliation of GAAP and Non-GAAP Financial Information
Fiscal Years Ended September 2, 2023 and September 3, 2022
(In thousands, except percentages)
Fiscal Year Ended Fiscal Year Ended
September 2, 2023 September 3, 2022
(a) Net income attributable to MSC Industrial (twelve-month trailing) $ 343,233  $ 339,786 
NOPAT
Income from Operations (twelve-month trailing) 483,733  468,713 
Effective tax rate 24.8  % 24.5  %
(b) Non-GAAP NOPAT 363,850  353,751 
(c) Adjusted Non-GAAP NOPAT 379,531 
1
358,664 
2
Invested Capital
Total MSC Industrial shareholders' equity $ 1,479,164  $ 1,350,434 
Current portion of debt including obligations under finance leases 229,935  325,680 
Long-term debt including obligations under finance leases 224,391  468,912 
     Total Debt 454,326  794,592 
Cash and cash equivalents $ 50,052  $ 43,537 
     Net debt 404,274  751,055 
Invested capital 1,883,438  2,101,489 
(d) Average invested capital (thirteen-month trailing average) 1,951,818  1,999,142 
(e) Adjusted average invested capital (thirteen-month trailing average) 1,953,516 
1
1,999,810 
2
(a)/(d) Net income to Average invested capital 17.6  % 17.0  %
(b)/(d) Non-GAAP ROIC 18.6  % 17.7  %
(c)/(e) Adjusted Non-GAAP ROIC 19.4  % 17.9  %
1 Adjusted Non-GAAP NOPAT and invested capital excludes $7.9 million of restructuring and other costs, $0.4 million of acquisition-related charges and $12.4 million of share reclassification costs, net of an associated tax benefit of $5.3 million.
2 Adjusted Non-GAAP NOPAT and invested capital excludes $15.8 million of restructuring and other costs, $10.1 million gain on sale of property and $0.9 million of acquisition-related charges, net of an associated tax benefit of $1.7 million.