|
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|
☒
|
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
☐
|
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|
|
|
Minnesota
|
|
41-0948415
|
(State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification No.)
|
|
Title of each class
|
Trading Symbol(s)
|
Name of each exchange on which registered
|
Common stock, par value $.01 per share
|
FAST
|
The Nasdaq Stock Market LLC
|
Large Accelerated Filer
|
|
ý
|
|
Accelerated Filer
|
|
☐
|
Non-accelerated Filer
|
|
☐
|
|
Smaller Reporting Company
|
|
☐
|
|
|
|
|
Emerging Growth Company
|
|
☐
|
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Page
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|
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|||
Assets
|
June 30,
2020 |
|
December 31,
2019 |
|||
Current assets:
|
|
|
|
|||
Cash and cash equivalents
|
$
|
201.5
|
|
|
174.9
|
|
Trade accounts receivable, net of allowance for doubtful accounts of $11.8 and $10.9, respectively
|
881.5
|
|
|
741.8
|
|
|
Inventories
|
1,401.5
|
|
|
1,366.4
|
|
|
Prepaid income taxes
|
—
|
|
|
16.7
|
|
|
Other current assets
|
121.8
|
|
|
157.4
|
|
|
Total current assets
|
2,606.3
|
|
|
2,457.2
|
|
|
|
|
|
|
|||
Property and equipment, net
|
1,029.7
|
|
|
1,023.2
|
|
|
Operating lease right-of-use assets
|
252.8
|
|
|
243.2
|
|
|
Other assets
|
196.4
|
|
|
76.3
|
|
|
|
|
|
|
|||
Total assets
|
$
|
4,085.2
|
|
|
3,799.9
|
|
|
|
|
|
|||
Liabilities and Stockholders' Equity
|
|
|
|
|||
Current liabilities:
|
|
|
|
|||
Current portion of debt
|
$
|
—
|
|
|
3.0
|
|
Accounts payable
|
194.1
|
|
|
192.8
|
|
|
Accrued expenses
|
238.2
|
|
|
251.5
|
|
|
Current portion of operating lease liabilities
|
96.7
|
|
|
97.4
|
|
|
Income taxes payable
|
102.3
|
|
|
—
|
|
|
Total current liabilities
|
631.3
|
|
|
544.7
|
|
|
|
|
|
|
|||
Long-term debt
|
405.0
|
|
|
342.0
|
|
|
Operating lease liabilities
|
158.0
|
|
|
148.2
|
|
|
Deferred income taxes
|
100.3
|
|
|
99.4
|
|
|
Other long-term liabilities
|
7.6
|
|
|
—
|
|
|
|
|
|
|
|||
Stockholders' equity:
|
|
|
|
|||
Preferred stock: $0.01 par value, 5,000,000 shares authorized, no shares issued or outstanding
|
—
|
|
|
—
|
|
|
Common stock: $0.01 par value, 800,000,000 shares authorized, 573,570,647 and 574,128,911 shares issued and outstanding, respectively
|
2.9
|
|
|
2.9
|
|
|
Additional paid-in capital
|
44.4
|
|
|
67.2
|
|
|
Retained earnings
|
2,788.6
|
|
|
2,633.9
|
|
|
Accumulated other comprehensive loss
|
(52.9
|
)
|
|
(38.4
|
)
|
|
Total stockholders' equity
|
2,783.0
|
|
|
2,665.6
|
|
|
Total liabilities and stockholders' equity
|
$
|
4,085.2
|
|
|
3,799.9
|
|
|
(Unaudited)
|
|
(Unaudited)
|
||||||||||
|
Six Months Ended June 30,
|
|
Three Months Ended June 30,
|
||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||
Net sales
|
$
|
2,876.0
|
|
|
2,677.7
|
|
|
$
|
1,509.0
|
|
|
1,368.4
|
|
|
|
|
|
|
|
|
|
||||||
Cost of sales
|
1,567.6
|
|
|
1,411.8
|
|
|
837.4
|
|
|
727.2
|
|
||
Gross profit
|
1,308.4
|
|
|
1,265.9
|
|
|
671.6
|
|
|
641.2
|
|
||
|
|
|
|
|
|
|
|
||||||
Operating and administrative expenses
|
721.2
|
|
|
730.3
|
|
|
355.3
|
|
|
366.7
|
|
||
(Gain) loss on sale of property and equipment
|
(0.1
|
)
|
|
(0.8
|
)
|
|
0.3
|
|
|
(0.5
|
)
|
||
Operating income
|
587.3
|
|
|
536.4
|
|
|
316.0
|
|
|
275.0
|
|
||
|
|
|
|
|
|
|
|
||||||
Interest income
|
0.2
|
|
|
0.2
|
|
|
0.1
|
|
|
0.1
|
|
||
Interest expense
|
(4.6
|
)
|
|
(7.7
|
)
|
|
(2.4
|
)
|
|
(3.7
|
)
|
||
|
|
|
|
|
|
|
|
||||||
Earnings before income taxes
|
582.9
|
|
|
528.9
|
|
|
313.7
|
|
|
271.4
|
|
||
|
|
|
|
|
|
|
|
||||||
Income tax expense
|
141.4
|
|
|
130.2
|
|
|
74.8
|
|
|
66.8
|
|
||
|
|
|
|
|
|
|
|
||||||
Net earnings
|
$
|
441.5
|
|
|
398.7
|
|
|
$
|
238.9
|
|
|
204.6
|
|
|
|
|
|
|
|
|
|
||||||
Basic net earnings per share
|
$
|
0.77
|
|
|
0.70
|
|
|
$
|
0.42
|
|
|
0.36
|
|
|
|
|
|
|
|
|
|
||||||
Diluted net earnings per share
|
$
|
0.77
|
|
|
0.69
|
|
|
$
|
0.42
|
|
|
0.36
|
|
|
|
|
|
|
|
|
|
||||||
Basic weighted average shares outstanding
|
573.6
|
|
|
572.7
|
|
|
573.2
|
|
|
573.2
|
|
||
|
|
|
|
|
|
|
|
||||||
Diluted weighted average shares outstanding
|
575.1
|
|
|
573.8
|
|
|
575.0
|
|
|
574.6
|
|
|
(Unaudited)
|
|
(Unaudited)
|
||||||||||
|
Six Months Ended June 30,
|
|
Three Months Ended June 30,
|
||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||
Net earnings
|
$
|
441.5
|
|
|
398.7
|
|
|
$
|
238.9
|
|
|
204.6
|
|
Other comprehensive (loss) income, net of tax:
|
|
|
|
|
|
|
|
||||||
Foreign currency translation adjustments (net of tax of $0.0 in 2020 and 2019)
|
(14.5
|
)
|
|
5.4
|
|
|
10.5
|
|
|
1.7
|
|
||
Comprehensive income
|
$
|
427.0
|
|
|
404.1
|
|
|
$
|
249.4
|
|
|
206.3
|
|
|
(Unaudited)
|
|
(Unaudited)
|
||||||||||||
|
Six Months Ended
June 30,
|
|
Three Months Ended
June 30,
|
||||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||||
Common stock
|
|
|
|
|
|
|
|
||||||||
Balance at beginning of period
|
$
|
2.9
|
|
|
2.9
|
|
|
$
|
2.9
|
|
|
2.9
|
|
||
Balance at end of period
|
2.9
|
|
|
2.9
|
|
|
2.9
|
|
|
2.9
|
|
||||
Additional paid-in capital
|
|
|
|
|
|
|
|
||||||||
Balance at beginning of period
|
67.2
|
|
|
3.0
|
|
|
24.2
|
|
|
22.7
|
|
||||
Stock options exercised
|
26.3
|
|
|
40.1
|
|
|
18.9
|
|
|
22.0
|
|
||||
Purchases of common stock
|
(52.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Stock-based compensation
|
2.9
|
|
|
2.9
|
|
|
1.3
|
|
|
1.3
|
|
||||
Balance at end of period
|
44.4
|
|
|
46.0
|
|
|
44.4
|
|
|
46.0
|
|
||||
Retained earnings
|
|
|
|
|
|
|
|
||||||||
Balance at beginning of period
|
2,633.9
|
|
|
2,341.6
|
|
|
2,692.9
|
|
|
2,412.7
|
|
||||
Net earnings
|
441.5
|
|
|
398.7
|
|
|
238.9
|
|
|
204.6
|
|
||||
Dividends paid in cash
|
(286.8
|
)
|
|
(246.1
|
)
|
|
(143.2
|
)
|
|
(123.1
|
)
|
||||
Balance at end of period
|
2,788.6
|
|
|
2,494.2
|
|
|
2,788.6
|
|
|
2,494.2
|
|
||||
Accumulated other comprehensive (loss) income
|
|
|
|
|
|
|
|
||||||||
Balance at beginning of period
|
(38.4
|
)
|
|
(44.8
|
)
|
|
(63.4
|
)
|
|
(41.1
|
)
|
||||
Other comprehensive (loss) income
|
(14.5
|
)
|
|
5.4
|
|
|
10.5
|
|
|
1.7
|
|
||||
Balance at end of period
|
(52.9
|
)
|
|
(39.4
|
)
|
|
(52.9
|
)
|
|
(39.4
|
)
|
||||
Total stockholders' equity
|
$
|
2,783.0
|
|
|
2,503.7
|
|
|
$
|
2,783.0
|
|
|
2,503.7
|
|
||
|
|
|
|
|
|
|
|
||||||||
Cash dividends paid per share of common stock
|
$
|
0.500
|
|
|
$
|
0.430
|
|
|
$
|
0.250
|
|
|
$
|
0.215
|
|
|
(Unaudited)
|
|||||
|
Six Months Ended June 30,
|
|||||
|
2020
|
|
2019
|
|||
Cash flows from operating activities:
|
|
|
|
|||
Net earnings
|
$
|
441.5
|
|
|
398.7
|
|
Adjustments to reconcile net earnings to net cash provided by operating activities, net of acquisition:
|
|
|
|
|||
Depreciation of property and equipment
|
75.6
|
|
|
71.5
|
|
|
Gain on sale of property and equipment
|
(0.1
|
)
|
|
(0.8
|
)
|
|
Bad debt expense
|
4.0
|
|
|
3.1
|
|
|
Deferred income taxes
|
0.9
|
|
|
2.3
|
|
|
Stock-based compensation
|
2.9
|
|
|
2.9
|
|
|
Amortization of intangible assets
|
3.7
|
|
|
2.0
|
|
|
Changes in operating assets and liabilities, net of acquisition:
|
|
|
|
|||
Trade accounts receivable
|
(147.2
|
)
|
|
(106.4
|
)
|
|
Inventories
|
(40.8
|
)
|
|
(64.3
|
)
|
|
Other current assets
|
35.6
|
|
|
23.2
|
|
|
Accounts payable
|
1.3
|
|
|
10.2
|
|
|
Accrued expenses
|
(13.3
|
)
|
|
(14.8
|
)
|
|
Income taxes
|
119.0
|
|
|
5.0
|
|
|
Other
|
8.7
|
|
|
0.4
|
|
|
Net cash provided by operating activities
|
491.8
|
|
|
333.0
|
|
|
|
|
|
|
|||
Cash flows from investing activities:
|
|
|
|
|||
Purchases of property and equipment
|
(90.0
|
)
|
|
(123.1
|
)
|
|
Proceeds from sale of property and equipment
|
5.1
|
|
|
3.5
|
|
|
Cash paid for acquisition
|
(125.0
|
)
|
|
—
|
|
|
Other
|
1.2
|
|
|
—
|
|
|
Net cash used in investing activities
|
(208.7
|
)
|
|
(119.6
|
)
|
|
|
|
|
|
|||
Cash flows from financing activities:
|
|
|
|
|||
Proceeds from debt obligations
|
870.0
|
|
|
525.0
|
|
|
Payments against debt obligations
|
(810.0
|
)
|
|
(525.0
|
)
|
|
Proceeds from exercise of stock options
|
26.3
|
|
|
40.1
|
|
|
Purchases of common stock
|
(52.0
|
)
|
|
—
|
|
|
Payments of dividends
|
(286.8
|
)
|
|
(246.1
|
)
|
|
Net cash used in financing activities
|
(252.5
|
)
|
|
(206.0
|
)
|
|
|
|
|
|
|||
Effect of exchange rate changes on cash and cash equivalents
|
(4.0
|
)
|
|
0.4
|
|
|
|
|
|
|
|||
Net increase in cash and cash equivalents
|
26.6
|
|
|
7.8
|
|
|
|
|
|
|
|||
Cash and cash equivalents at beginning of period
|
174.9
|
|
|
167.2
|
|
|
Cash and cash equivalents at end of period
|
$
|
201.5
|
|
|
175.0
|
|
|
|
|
|
|||
Supplemental information:
|
|
|
|
|||
Cash paid for interest
|
$
|
4.1
|
|
|
7.8
|
|
Net cash paid for income taxes
|
$
|
21.3
|
|
|
122.3
|
|
Leased assets obtained in exchange for new operating lease liabilities
|
$
|
33.7
|
|
|
57.4
|
|
|
Six-month Period
|
|
Three-month Period
|
||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||
United States
|
$
|
2,475.7
|
|
|
2,297.7
|
|
|
$
|
1,309.0
|
|
|
1,172.9
|
|
Canada and Mexico
|
301.8
|
|
|
301.2
|
|
|
143.5
|
|
|
155.3
|
|
||
North America
|
2,777.5
|
|
|
2,598.9
|
|
|
1,452.5
|
|
|
1,328.2
|
|
||
All other foreign countries
|
98.5
|
|
|
78.8
|
|
|
56.5
|
|
|
40.2
|
|
||
Total revenues
|
$
|
2,876.0
|
|
|
2,677.7
|
|
|
$
|
1,509.0
|
|
|
1,368.4
|
|
|
Six-month Period
|
|
Three-month Period
|
||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||
Manufacturing
|
61.2
|
%
|
|
67.5
|
%
|
|
55.2
|
%
|
|
67.3
|
%
|
Non-residential construction
|
11.4
|
%
|
|
12.9
|
%
|
|
10.7
|
%
|
|
13.2
|
%
|
Other
|
27.4
|
%
|
|
19.6
|
%
|
|
34.1
|
%
|
|
19.5
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
|
Six-month Period
|
|
Three-month Period
|
||||||||
Type
|
Introduced
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||
Fasteners(1)
|
1967
|
29.3
|
%
|
|
34.7
|
%
|
|
26.0
|
%
|
|
34.5
|
%
|
Tools
|
1993
|
7.9
|
%
|
|
9.9
|
%
|
|
6.6
|
%
|
|
9.8
|
%
|
Cutting tools
|
1996
|
4.6
|
%
|
|
5.8
|
%
|
|
3.9
|
%
|
|
5.8
|
%
|
Hydraulics & pneumatics
|
1996
|
5.8
|
%
|
|
6.9
|
%
|
|
5.0
|
%
|
|
6.8
|
%
|
Material handling
|
1996
|
5.0
|
%
|
|
5.9
|
%
|
|
4.4
|
%
|
|
5.9
|
%
|
Janitorial supplies
|
1996
|
9.5
|
%
|
|
7.6
|
%
|
|
10.6
|
%
|
|
7.7
|
%
|
Electrical supplies
|
1997
|
4.3
|
%
|
|
4.7
|
%
|
|
4.0
|
%
|
|
4.7
|
%
|
Welding supplies
|
1997
|
3.4
|
%
|
|
4.2
|
%
|
|
2.9
|
%
|
|
4.2
|
%
|
Safety supplies
|
1999
|
27.3
|
%
|
|
17.4
|
%
|
|
34.0
|
%
|
|
17.5
|
%
|
Other
|
|
2.9
|
%
|
|
2.9
|
%
|
|
2.6
|
%
|
|
3.1
|
%
|
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
2020
|
|
2019
|
|||
First quarter
|
$
|
0.250
|
|
|
0.215
|
|
Second quarter
|
0.250
|
|
|
0.215
|
|
|
Third quarter
|
0.250
|
|
|
0.220
|
|
|
Fourth quarter
|
|
|
0.220
|
|
||
Total
|
$
|
0.750
|
|
|
0.870
|
|
|
Options
Granted
|
|
Option Exercise
(Strike) Price
|
|
Closing Stock Price on Date
of Grant
|
|
June 30, 2020
|
|||||||||
Date of Grant
|
|
|
|
Options
Outstanding
|
|
Options
Exercisable
|
||||||||||
January 2, 2020
|
902,263
|
|
|
$
|
38.00
|
|
|
$
|
37.230
|
|
|
891,871
|
|
|
24,964
|
|
January 2, 2019
|
1,316,924
|
|
|
$
|
26.00
|
|
|
$
|
25.705
|
|
|
1,242,736
|
|
|
29,010
|
|
January 2, 2018
|
1,087,936
|
|
|
$
|
27.50
|
|
|
$
|
27.270
|
|
|
923,634
|
|
|
297,568
|
|
January 3, 2017
|
1,529,578
|
|
|
$
|
23.50
|
|
|
$
|
23.475
|
|
|
1,086,892
|
|
|
472,572
|
|
April 19, 2016
|
1,690,880
|
|
|
$
|
23.00
|
|
|
$
|
22.870
|
|
|
1,036,809
|
|
|
537,431
|
|
April 21, 2015
|
1,786,440
|
|
|
$
|
21.00
|
|
|
$
|
20.630
|
|
|
689,259
|
|
|
439,859
|
|
April 22, 2014
|
1,910,000
|
|
|
$
|
28.00
|
|
|
$
|
25.265
|
|
|
452,323
|
|
|
291,073
|
|
April 16, 2013
|
410,000
|
|
|
$
|
27.00
|
|
|
$
|
24.625
|
|
|
63,844
|
|
|
45,106
|
|
April 17, 2012
|
2,470,000
|
|
|
$
|
27.00
|
|
|
$
|
24.505
|
|
|
181,440
|
|
|
181,440
|
|
Total
|
13,104,021
|
|
|
|
|
|
|
6,568,808
|
|
|
2,319,023
|
|
Date of Grant
|
Risk-free
Interest Rate
|
|
Expected Life of
Option in Years
|
|
Expected
Dividend
Yield
|
|
Expected
Stock
Volatility
|
|
Estimated Fair
Value of Stock
Option
|
|||||
January 2, 2020
|
1.7
|
%
|
|
5.00
|
|
2.4
|
%
|
|
25.70
|
%
|
|
$
|
6.81
|
|
January 2, 2019
|
2.5
|
%
|
|
5.00
|
|
2.9
|
%
|
|
23.96
|
%
|
|
$
|
4.40
|
|
January 2, 2018
|
2.2
|
%
|
|
5.00
|
|
2.3
|
%
|
|
23.45
|
%
|
|
$
|
5.02
|
|
January 3, 2017
|
1.9
|
%
|
|
5.00
|
|
2.6
|
%
|
|
24.49
|
%
|
|
$
|
4.20
|
|
April 19, 2016
|
1.3
|
%
|
|
5.00
|
|
2.6
|
%
|
|
26.34
|
%
|
|
$
|
4.09
|
|
April 21, 2015
|
1.3
|
%
|
|
5.00
|
|
2.7
|
%
|
|
26.84
|
%
|
|
$
|
3.68
|
|
April 22, 2014
|
1.8
|
%
|
|
5.00
|
|
2.0
|
%
|
|
28.55
|
%
|
|
$
|
4.79
|
|
April 16, 2013
|
0.7
|
%
|
|
5.00
|
|
1.6
|
%
|
|
37.42
|
%
|
|
$
|
6.33
|
|
April 17, 2012
|
0.9
|
%
|
|
5.00
|
|
1.4
|
%
|
|
39.25
|
%
|
|
$
|
6.85
|
|
|
Six-month Period
|
|
Three-month Period
|
||||||||
Reconciliation
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||
Basic weighted average shares outstanding
|
573,550,730
|
|
|
572,669,693
|
|
|
573,197,303
|
|
|
573,159,138
|
|
Weighted shares assumed upon exercise of stock options
|
1,577,540
|
|
|
1,105,366
|
|
|
1,754,697
|
|
|
1,392,211
|
|
Diluted weighted average shares outstanding
|
575,128,270
|
|
|
573,775,059
|
|
|
574,952,000
|
|
|
574,551,349
|
|
|
Six-month Period
|
|
Three-month Period
|
||||||||||
Summary of Anti-dilutive Options Excluded
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||
Options to purchase shares of common stock
|
893,428
|
|
|
450,960
|
|
|
895,566
|
|
|
—
|
|
||
Weighted average exercise prices of options
|
$
|
38.00
|
|
|
27.53
|
|
|
$
|
38.00
|
|
|
—
|
|
|
Average Interest Rate at June 30, 2020
|
|
|
|
Debt Outstanding
|
||||||
|
|
Maturity
Date
|
|
June 30,
2020 |
|
December 31, 2019
|
|||||
Unsecured revolving credit facility
|
1.10
|
%
|
|
November 30, 2023
|
|
$
|
—
|
|
|
210.0
|
|
Senior unsecured promissory notes payable, Series A
|
2.00
|
%
|
|
July 20, 2021
|
|
40.0
|
|
|
40.0
|
|
|
Senior unsecured promissory notes payable, Series B
|
2.45
|
%
|
|
July 20, 2022
|
|
35.0
|
|
|
35.0
|
|
|
Senior unsecured promissory notes payable, Series C
|
3.22
|
%
|
|
March 1, 2024
|
|
60.0
|
|
|
60.0
|
|
|
Senior unsecured promissory notes payable, Series D
|
2.66
|
%
|
|
May 15, 2025
|
|
75.0
|
|
|
—
|
|
|
Senior unsecured promissory notes payable, Series E
|
2.72
|
%
|
|
May 15, 2027
|
|
50.0
|
|
|
—
|
|
|
Senior unsecured promissory notes payable, Series F
|
1.69
|
%
|
|
June 24, 2023
|
|
70.0
|
|
|
—
|
|
|
Senior unsecured promissory notes payable, Series G
|
2.13
|
%
|
|
June 24, 2026
|
|
25.0
|
|
|
—
|
|
|
Senior unsecured promissory notes payable, Series H
|
2.50
|
%
|
|
June 24, 2030
|
|
50.0
|
|
|
—
|
|
|
Total
|
|
|
|
|
405.0
|
|
|
345.0
|
|
||
Less: Current portion of debt
|
|
|
|
|
—
|
|
|
(3.0
|
)
|
||
Long-term debt
|
|
|
|
|
$
|
405.0
|
|
|
342.0
|
|
|
|
|
|
|
|
|
|
|
||||
Outstanding letters of credit under unsecured revolving credit facility - contingent obligation
|
|
|
|
|
$
|
36.3
|
|
|
36.3
|
|
|
|
|
Change
Since:
|
|
|
Change Since:
|
|
|
Change
Since:
|
|||||||
|
Q2
2020 |
Q1
2020 |
Q1
2020 |
|
Q4 2019
|
Q4 2019
|
|
Q2
2019 |
Q2
2019 |
|||||||
In-market locations - absolute employee headcount
|
12,982
|
|
14,001
|
|
-7.3
|
%
|
|
13,977
|
|
-7.1
|
%
|
|
14,372
|
|
-9.7
|
%
|
Total absolute employee headcount
|
20,667
|
|
22,131
|
|
-6.6
|
%
|
|
21,948
|
|
-5.8
|
%
|
|
22,232
|
|
-7.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|||||||
Number of public branch locations
|
2,060
|
|
2,091
|
|
-1.5
|
%
|
|
2,114
|
|
-2.6
|
%
|
|
2,165
|
|
-4.8
|
%
|
Number of active Onsite locations
|
1,212
|
|
1,179
|
|
2.8
|
%
|
|
1,114
|
|
8.8
|
%
|
|
1,026
|
|
18.1
|
%
|
Number of in-market locations
|
3,272
|
|
3,270
|
|
0.1
|
%
|
|
3,228
|
|
1.4
|
%
|
|
3,191
|
|
2.5
|
%
|
Industrial vending devices (installed count) (1)
|
92,615
|
|
92,124
|
|
0.5
|
%
|
|
89,937
|
|
3.0
|
%
|
|
85,871
|
|
7.9
|
%
|
Ratio of industrial vending devices to in-market locations
|
28:1
|
|
28:1
|
|
|
|
28:1
|
|
|
|
27:1
|
|
|
|
Six-month Period
|
|
Three-month Period
|
||||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||||
Net sales
|
$
|
2,876.0
|
|
|
2,677.7
|
|
|
$
|
1,509.0
|
|
|
1,368.4
|
|
Percentage change
|
7.4
|
%
|
|
9.1
|
%
|
|
10.3
|
%
|
|
7.9
|
%
|
||
Business days
|
128
|
|
|
127
|
|
|
64
|
|
|
64
|
|
||
Daily sales
|
$
|
22.5
|
|
|
21.1
|
|
|
$
|
23.6
|
|
|
21.4
|
|
Percentage change
|
6.6
|
%
|
|
10.0
|
%
|
|
10.3
|
%
|
|
7.9
|
%
|
||
Daily sales impact of currency fluctuations
|
-0.3
|
%
|
|
-0.5
|
%
|
|
-0.4
|
%
|
|
-0.4
|
%
|
||
Daily sales impact of acquisitions
|
0.0
|
%
|
|
0.1
|
%
|
|
0.0
|
%
|
|
0.1
|
%
|
||
|
|
|
|
|
|
|
|
||||||
Note – Daily sales are defined as the total net sales for the period divided by the number of business days (in the United States) in the period.
|
•
|
We signed 8,281 industrial vending devices during the first six months of 2020 and 3,483 industrial vending devices during the second quarter of 2020. On a business day basis, we signed 75 in the first quarter of 2020 and 54 in the second quarter of 2020, including 69 in June. Our installed device count on June 30, 2020 was 92,615, an increase of 7.9% over June 30, 2019. Daily sales through our vending devices declined at a low single-digit pace in the first six months of 2020 and declined at a low double-digit pace in the second quarter of 2020 as lower revenue per machine more than offset the increase in the installed base. These device counts do not include slightly more than 15,000 vending devices deployed as part of a lease locker program.
|
•
|
We signed 125 new Onsite locations during the first six months of 2020. This included 85 signings in the first quarter of 2020 and 40 in the second quarter of 2020, including 20 in June. We had 1,212 active sites on June 30, 2020, which represented an increase of 18.1% from June 30, 2019. Daily sales through our Onsite locations, excluding sales transferred from branches to new Onsites, declined at a low single-digit pace in the first six months of 2020 and declined at a high single-digit pace in the second quarter of 2020. Weaker activity, including the closure of many locations from March through May, resulted in weaker sales at more mature sites which more than offset the contribution of newer active locations.
|
|
Six-month Period
|
|
Three-month Period
|
||||||||
|
2020
|
|
2019
|
|
2020
|
|
2019
|
||||
Fasteners
|
29.3
|
%
|
|
34.7
|
%
|
|
26.0
|
%
|
|
34.5
|
%
|
Safety supplies
|
27.3
|
%
|
|
17.4
|
%
|
|
34.0
|
%
|
|
17.5
|
%
|
Other product lines
|
43.4
|
%
|
|
47.9
|
%
|
|
40.0
|
%
|
|
48.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
Approximate Percentage of Total Operating and Administrative Expenses
|
Six-month Period
|
|
Three-month Period
|
||
|
2020
|
|
2020
|
|||
Employee-related expenses
|
65% to 70%
|
-1.9
|
%
|
|
-3.9
|
%
|
Occupancy-related expenses
|
15% to 20%
|
0.5
|
%
|
|
-0.9
|
%
|
All other operating and administrative expenses
|
10% to 15%
|
0.2
|
%
|
|
-0.4
|
%
|
|
|
|
Change Since:
|
|
|
Change Since:
|
|
|
Change Since:
|
|||||||
|
Q2
|
Q1
|
Q1
|
|
Q4
|
Q4
|
|
Q2
|
Q2
|
|||||||
|
2020
|
2020
|
2020
|
|
2019
|
2019
|
|
2019
|
2019
|
|||||||
In-market locations
|
11,310
|
|
12,334
|
|
-8.3
|
%
|
|
12,236
|
|
-7.6
|
%
|
|
12,903
|
|
-12.3
|
%
|
Total selling (includes in-market locations)
|
13,186
|
|
14,200
|
|
-7.1
|
%
|
|
14,060
|
|
-6.2
|
%
|
|
14,687
|
|
-10.2
|
%
|
Distribution
|
2,615
|
|
2,992
|
|
-12.6
|
%
|
|
2,895
|
|
-9.7
|
%
|
|
2,954
|
|
-11.5
|
%
|
Manufacturing
|
625
|
|
675
|
|
-7.4
|
%
|
|
674
|
|
-7.3
|
%
|
|
704
|
|
-11.2
|
%
|
Administrative
|
1,388
|
|
1,368
|
|
1.5
|
%
|
|
1,339
|
|
3.7
|
%
|
|
1,315
|
|
5.6
|
%
|
Total
|
17,814
|
|
19,235
|
|
-7.4
|
%
|
|
18,968
|
|
-6.1
|
%
|
|
19,660
|
|
-9.4
|
%
|
|
Six-month Period
|
|||||
|
2020
|
|
2019
|
|||
Net cash provided by operating activities
|
$
|
491.8
|
|
|
333.0
|
|
Percentage of net earnings
|
111.4
|
%
|
|
83.5
|
%
|
|
Net cash used in investing activities
|
$
|
208.7
|
|
|
119.6
|
|
Percentage of net earnings
|
47.3
|
%
|
|
30.0
|
%
|
|
Net cash used in financing activities
|
$
|
252.5
|
|
|
206.0
|
|
Percentage of net earnings
|
57.2
|
%
|
|
51.7
|
%
|
|
|
June 30
|
Twelve-month Dollar Change
|
Twelve-month Percentage Change
|
||||||||||
|
|
2020
|
|
2019
|
|
2020
|
|
2020
|
||||||
Accounts receivable, net
|
|
$
|
881.5
|
|
|
819.8
|
|
|
$
|
61.7
|
|
|
7.5
|
%
|
Inventories
|
|
1,401.5
|
|
|
1,345.7
|
|
|
55.8
|
|
|
4.1
|
%
|
||
Trade working capital
|
|
$
|
2,283.0
|
|
|
2,165.6
|
|
|
$
|
117.4
|
|
|
5.4
|
%
|
|
|
|
|
|
|
|
|
|
||||||
Accounts payable
|
|
$
|
194.1
|
|
|
203.8
|
|
|
$
|
(9.7
|
)
|
|
-4.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Trade working capital, net
|
|
$
|
2,088.9
|
|
|
1,961.8
|
|
|
$
|
127.1
|
|
|
6.5
|
%
|
|
|
|
|
|
|
|
|
|
||||||
Net sales in last two months
|
|
$
|
1,017.6
|
|
|
907.7
|
|
|
$
|
109.9
|
|
|
12.1
|
%
|
|
(a)
|
(b)
|
(c)
|
(d)
|
||||||||
Period
|
Total Number of
Shares
Purchased
|
Average Price
Paid per Share
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
or Programs (1)
|
Maximum Number (or
Approximate Dollar
Value) of Shares that
May Yet Be Purchased
Under the Plans or
Programs (1)
|
||||||||
April 1-30, 2020
|
|
0
|
|
|
$0.00
|
|
|
0
|
|
|
3,200,000
|
|
May 1-31, 2020
|
|
0
|
|
|
$0.00
|
|
|
0
|
|
|
3,200,000
|
|
June 1-30, 2020
|
|
0
|
|
|
$0.00
|
|
|
0
|
|
|
3,200,000
|
|
Total
|
|
0
|
|
|
$0.00
|
|
|
0
|
|
|
3,200,000
|
|
(1)
|
On July 11, 2017, our board of directors established a new authorization for us to repurchase up to 10,000,000 shares of our common stock. This repurchase program has no expiration date. As of June 30, 2020, we had remaining authority to repurchase 3,200,000 shares under this authorization.
|
Exhibit Number
|
|
Description of Document
|
|
|
|
3.1
|
|
|
|
|
|
3.2
|
|
|
|
|
|
4.1
|
|
|
|
|
|
4.2
|
|
|
|
|
|
4.3
|
|
|
|
|
|
4.4
|
|
|
|
|
|
4.5
|
|
|
|
|
|
10.1
|
|
|
|
|
|
|
|
|
31
|
|
|
|
|
|
32
|
|
|
|
|
|
101
|
|
The following financial statements from the Quarterly Report on Form 10-Q for the quarter ended June 30, 2020, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Earnings, (iii) Condensed Consolidated Statements of Comprehensive Income, (iv) Condensed Consolidated Statements of Stockholders’ Equity, (v) Condensed Consolidated Statements of Cash Flows, and (vi) Notes to Condensed Consolidated Financial Statements.
|
|
|
|
104
|
|
The cover page from the Quarterly Report on Form 10-Q for the quarter ended June 30, 2020, formatted in Inline XBRL.
|
|
|
|
|
|
|
FASTENAL COMPANY
|
|
|
|
|
|
|
|
|
Date: July 17, 2020
|
By:
|
|
/s/ Holden Lewis
|
|
|
|
Holden Lewis
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|
|
|
|
|
|
|
|
|
|
|
|
|
Date: July 17, 2020
|
By:
|
|
/s/ Sheryl A. Lisowski
|
|
|
|
Sheryl A. Lisowski
|
|
|
|
Controller, Chief Accounting Officer, and
|
|
|
|
Treasurer (Duly Authorized Officer and Principal Accounting Officer)
|
Geographic Location
|
Subsidiary Name
|
Jurisdiction of Incorporation
|
North America
|
||
United States
|
Fastenal International Holdings Company
|
Minnesota
|
|
Fastenal Company Purchasing
|
Minnesota
|
|
Fastenal Company Leasing
|
Minnesota
|
|
Fastenal IP Company
|
Minnesota
|
|
Fastenal Air Fleet, LLC
|
Minnesota
|
|
River Surplus and Supply, LLC
Fastenal Mexico, LLC
Innova Supply Chain Solutions, LLC
Innova Holdings, LLC
|
Minnesota
Minnesota
Minnesota
Minnesota
|
Canada
|
Fastenal Canada, Ltd.
|
Canada
|
Mexico
|
Fastenal Mexico Services S. de R.L. de C.V.
|
Mexico
|
|
Fastenal Mexico S. de R.L. de C.V.
|
Mexico
|
Central & South America
|
||
Panama
|
Fastenal Panama, S.A.
|
Panama
|
|
Fastenal Latin America, S.A.
|
Panama
|
Brazil
|
Fastenal Brasil Importação, Exportação e Distribuição Ltda.
|
Brazil
|
|
Fastenal Brasil Participacoes Ltda.
|
Brazil
|
Colombia
|
Fastenal Colombia S.A.S.
|
Colombia
|
Chile
|
Fastenal Chile SpA
|
Chile
|
Asia
|
||
China
|
Fastenal Asia Pacific Limited
|
Hong Kong
|
|
FASTCO (Shanghai) Trading Co., Ltd.
|
Shanghai
|
|
Fastenal (Shanghai) International Trading Co. Ltd.
|
Shanghai
|
|
Fastenal (Tianjin) International Trading Co. Ltd.
|
Tianjin
|
|
Fastenal (Shenzhen) International Trading Co. Ltd.
|
Shenzhen
|
India
|
Fastenal India Sourcing, IT, and Procurement Private Ltd.
|
India
|
|
Fastenal India Wholesale Private Ltd.
|
India
|
Southeast
|
||
Singapore
|
Fastenal Singapore P.T.E. LTD.
|
Singapore
|
Malaysia
|
Fastenal Malaysia, Sdn Bhd
|
Malaysia
|
Thailand
|
Fastenal (Thailand) Ltd.
|
Thailand
|
Europe
|
||
Netherlands
|
Fastenal Europe, B.V.
|
The Netherlands
|
|
Fastenal Netherlands Holdings B.V.
|
The Netherlands
|
Hungary
|
Fastenal Europe, Kft.
|
Hungary
|
United Kingdom
|
Fastenal Europe, Ltd.
|
United Kingdom
|
Germany
|
Fastenal Europe GmbH
|
Germany
|
Czech Republic
|
Fastenal Europe s.r.o.
|
Czech Republic
|
Italy
|
Fastenal Europe S.r.l.
|
Italy
|
Romania
|
Fastenal Europe RO SRL
|
Romania
|
Sweden
|
Fastenal Europe AB
|
Sweden
|
Poland
Austria
Switzerland
Ireland
Spain
France
Belgium
|
Fastenal Europe Sp. z o.o.
Fastenal AT GmbH
Fastenal Europe Sàrl
Fastenal Europe IE Limited
Fastenal Europe, S.L.
Europe FR Sàrl
Fastenal Europe BE BV
|
Poland
Austria
Switzerland
Ireland
Spain
France
Belgium
|
Directors
|
|||
|
|
|
|
Willard D. Oberton
|
Daniel L. Florness
|
Nicholas J. Lundquist
|
|
Michael J. Ancius
|
Rita J. Heise
|
Scott A. Satterlee
|
|
Michael J. Dolan
|
Daniel L. Johnson
|
Reyne K. Wisecup
|
|
Stephen L. Eastman
|
|
|
|
Senior Officers
|
|||
Name
|
Title
|
||
Daniel L. Florness
William J. Drazkowski
|
President and Chief Executive Officer
Executive Vice President-Sales
|
||
Leland J. Hein
|
Senior Executive Vice President-Sales
|
||
James C. Jansen
Holden Lewis
|
Executive Vice President-Manufacturing
Chief Financial Officer and Executive Vice President
|
||
Sheryl A. Lisowski
|
|
Controller, Chief Accounting Officer and Treasurer
|
|
Charles S. Miller
|
Executive Vice President-Sales
|
||
Terry M. Owen
|
Senior Executive Vice President-Sales Operations
|
||
John L. Soderberg
Jeffery M. Watts
|
Executive Vice President-Information Technology
Executive Vice President-International Sales
|
||
Reyne K. Wisecup
|
Executive Vice President-Human Resources
|
1.
|
Indebtedness of the Company and its Subsidiaries to various persons incurred in connection with Finance Leases and purchase money Indebtedness of the Company and its Subsidiaries. The aggregate principal amount of such Indebtedness outstanding as of
|
2.
|
Indebtedness of the Company to Wells Fargo Bank, National Association, Branch Banking and Trust Company, Merchants Bank, N.A. and Bank of America, N.A. under the Bank Credit Agreement. As of May 31, 2020, the aggregate principal amount of all loans outstanding under the Bank Credit Agreement was approximately $360,000,000 and the aggregate undrawn face amount of all letters of credit outstanding under the Bank Credit Agreement was approximately $36,250,000. The obligations of the Company under the Bank Credit Agreement are guaranteed by Fastenal Company Purchasing and Fastenal IP Company.
|
3.
|
Indebtedness of the Company to Metropolitan Life Insurance Company and/or affiliates under 2.00% Series A Senior Notes dated July 20, 2016. As of May 31, 2020, the aggregate principal amount outstanding under these notes was $40,000,000. The obligations of the Company under these notes are guaranteed by Fastenal Company Purchasing and Fastenal IP Company.
|
4.
|
Indebtedness of the Company to NYL Investors LLC and/or affiliates under 2.45% Series B Senior Notes dated July 20, 2016. As of May 31, 2020, the aggregate principal amount outstanding under these notes was $35,000,000. The obligations of the Company under these notes are guaranteed by Fastenal Company Purchasing and Fastenal IP Company.
|
5.
|
Indebtedness of the Company to Metropolitan Life Insurance Company and/or affiliates, NYL Investors LLC and/or affiliates, and PGIM, Inc. and/or affiliates under 3.22% Series C Senior Notes dated March 1, 2017. As of May 31, 2020, the aggregate principal amount outstanding under these notes was $60,000,000. The obligations of the Company under these notes are guaranteed by Fastenal Company Purchasing and Fastenal IP Company.
|
6.
|
Indebtedness of the Company to Metropolitan Life Insurance Company and/or affiliates under 2.66% Series D Senior Notes dated May 15, 2020. As of May 31, 2020, the aggregate principal amount outstanding under these notes was $75,000,000. The obligations of the Company under these notes are guaranteed by Fastenal Company Purchasing and Fastenal IP Company.
|
7.
|
Indebtedness of the Company to NYL Investors LLC and/or affiliates under 2.72% Series E Senior Notes dated May 15, 2020. As of May 31, 2020, the aggregate principal amount outstanding under these notes was $50,000,000. The obligations of the Company under these notes are guaranteed by Fastenal Company Purchasing and Fastenal IP Company.
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Fastenal Company;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: July 17, 2020
|
|
/s/ Daniel L. Florness
|
|
|
Daniel L. Florness
|
|
|
President and Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Fastenal Company;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: July 17, 2020
|
|
/s/ Holden Lewis
|
|
|
Holden Lewis
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
(Principal Financial Officer)
|
|
|
|
Date: July 17, 2020
|
|
|
|
|
|
|
|
|
/s/ Daniel L. Florness
|
|
/s/ Holden Lewis
|
Daniel L. Florness
|
|
Holden Lewis
|
President and Chief Executive Officer
|
|
Executive Vice President and Chief Financial Officer
|
(Principal Executive Officer)
|
|
(Principal Financial Officer)
|