Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | |||
Aug. 31, 2013 | Mar. 02, 2013 | Oct. 18, 2013 | Oct. 18, 2013 | |
Class A Common Stock [Member] | Class B Common Stock [Member] | |||
Document Type | 10-K | |||
Amendment Flag | FALSE | |||
Document Period End Date | 31-Aug-13 | |||
Document Fiscal Year Focus | 2013 | |||
Document Fiscal Period Focus | FY | |||
Entity Registrant Name | MSC INDUSTRIAL DIRECT CO INC | |||
Entity Central Index Key | 1003078 | |||
Current Fiscal Year End Date | -23 | |||
Entity Filer Category | Large Accelerated Filer | |||
Entity Common Stock, Shares Outstanding | 49,270,912 | 14,140,747 | ||
Entity Public Float | $4,073,351,019 | |||
Entity Current Reporting Status | Yes | |||
Entity Well-known Seasoned Issuer | Yes | |||
Entity Voluntary Filers | No |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Aug. 31, 2013 | Sep. 01, 2012 |
In Thousands, unless otherwise specified | ||
CURRENT ASSETS: | ||
Cash and cash equivalents | $55,876 | $168,453 |
Accounts receivable, net of allowance for doubtful accounts of $7,523 and $6,934, respectively | 345,366 | 297,215 |
Inventories | 419,012 | 393,412 |
Prepaid expenses and other current assets | 35,464 | 29,313 |
Deferred income taxes | 37,771 | 31,718 |
Total current assets | 893,489 | 920,111 |
Property, plant and equipment, net | 251,536 | 174,597 |
Goodwill | 630,318 | 289,124 |
Identifiable intangibles, net | 155,324 | 51,212 |
Other assets | 12,336 | 9,832 |
Total assets | 1,943,003 | 1,444,876 |
CURRENT LIABILITIES: | ||
Current maturities of long-term debt | 14,184 | 1,007 |
Accounts payable | 113,636 | 96,640 |
Accrued liabilities | 85,759 | 72,868 |
Total current liabilities | 213,579 | 170,515 |
Long-term debt, net of current maturities | 241,566 | 2,189 |
Deferred income taxes and tax uncertainties | 97,475 | 85,061 |
Total liabilities | 552,620 | 257,765 |
COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY | ||
SHAREHOLDERS' EQUITY | ||
Preferred stock; $0.001 par value; 5,000,000 shares authorized; none issued and outstanding | ||
Additional paid-in capital | 528,770 | 483,682 |
Retained earnings | 1,132,868 | 970,965 |
Accumulated other comprehensive loss | -4,427 | -2,443 |
Class A treasury stock, at cost, 5,340,587 and 5,342,091 shares, respectively | -266,897 | -265,162 |
Total shareholders' equity | 1,390,383 | 1,187,111 |
Total liabilities and shareholders' equity | 1,943,003 | 1,444,876 |
Class A Common Stock [Member] | ||
SHAREHOLDERS' EQUITY | ||
Common stock | 55 | 53 |
Class B Common Stock [Member] | ||
SHAREHOLDERS' EQUITY | ||
Common stock | $14 | $16 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | 12 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 |
Accounts receivable, allowance for doubtful accounts | $7,523 | $6,934 |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Class A treasury stock, shares | 5,340,587 | 5,342,091 |
Class A Common Stock [Member] | ||
Common stock, voting rights | one vote per share | one vote per share |
Common stock, number voting rights, per share | 1 | 1 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 54,634,259 | 52,581,838 |
Class B Common Stock [Member] | ||
Common stock, voting rights | ten votes per share | ten votes per share |
Common stock, number voting rights, per share | 10 | 10 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 14,140,747 | 15,560,294 |
Common stock, shares outstanding | 14,140,747 | 15,560,294 |
Consolidated_Statements_Of_Inc
Consolidated Statements Of Income (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Consolidated Statements Of Income [Abstract] | |||
NET SALES | $2,457,649 | $2,355,918 | $2,021,792 |
COST OF GOODS SOLD | 1,339,133 | 1,277,715 | 1,080,867 |
Gross profit | 1,118,516 | 1,078,203 | 940,925 |
OPERATING EXPENSES | 732,990 | 665,987 | 591,160 |
Income from operations | 385,526 | 412,216 | 349,765 |
OTHER (EXPENSE) INCOME: | |||
Interest expense | -2,164 | -241 | -258 |
Interest income | 117 | 196 | 58 |
Other expense, net | -50 | -29 | -235 |
Total other expense | -2,097 | -74 | -435 |
Income before provision for income taxes | 383,429 | 412,142 | 349,330 |
Provision for income taxes | 145,434 | 153,111 | 130,544 |
Net income | $237,995 | $259,031 | $218,786 |
Net income per common share: | |||
Basic | $3.77 | $4.12 | $3.45 |
Diluted | $3.75 | $4.09 | $3.43 |
Weighted average shares used in computing net income per common share: | |||
Basic | 62,695 | 62,434 | 62,902 |
Diluted | 63,011 | 62,803 | 63,324 |
Consolidated_Statement_Of_Comp
Consolidated Statement Of Comprehensive Income (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Consolidated Statement of Comprehensive Income [Abstract] | |||
Net income, as reported | $237,995 | $259,031 | $218,786 |
Foreign currency translation adjustment | -1,984 | -358 | 575 |
Comprehensive income | $236,011 | $258,673 | $219,361 |
Consolidated_Statement_Of_Shar
Consolidated Statement Of Shareholders' Equity (USD $) | Class A Common Stock [Member] | Class A Common Stock [Member] | Class A Common Stock [Member] | Class B Common Stock [Member] | Class B Common Stock [Member] | Class B Common Stock [Member] | Additional Paid-In Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Class A Treasury Stock [Member] | Total |
In Thousands, except Share data | Common Stock [Member] | Retained Earnings [Member] | Common Stock [Member] | Retained Earnings [Member] | |||||||
Balance, Value at Aug. 28, 2010 | $48 | $18 | $378,315 | $675,968 | ($2,660) | ($151,809) | $899,880 | ||||
Balance, Shares at Aug. 28, 2010 | 48,380,000 | 17,925,000 | 3,528,000 | ||||||||
Exchange of Class B common stock for Class A common stock, Value | 2 | -2 | |||||||||
Exchange of Class B common stock for Class A common stock, Shares | 1,525,000 | -1,525,000 | |||||||||
Exercise of common stock options, including income tax benefits, Value | 1 | 44,655 | 44,656 | ||||||||
Exercise of common stock options, including income tax benefits, Shares | 1,060,000 | 1,060,000 | |||||||||
Common stock issued under associate stock purchase plan, Value | 949 | 2,034 | 2,983 | ||||||||
Common stock issued under associate stock purchase plan, Shares | -53,000 | ||||||||||
Grant of restricted common stock, net of cancellations, Shares | 158,000 | ||||||||||
Stock-based compensation | 14,768 | 14,768 | |||||||||
Purchase of treasury stock, Value | -69,279 | -69,279 | |||||||||
Purchase of treasury stock, Shares | 1,248,000 | ||||||||||
Cash dividends paid on common stock | -86,234 | -86,234 | -33,023 | -33,023 | |||||||
Issuance of dividend equivalent units | 348 | -348 | |||||||||
Net income | 218,786 | 218,786 | |||||||||
Foreign currency translation adjustment | 575 | 575 | |||||||||
Balance, Value at Aug. 27, 2011 | 51 | 16 | 439,035 | 775,149 | -2,085 | -219,054 | 993,112 | ||||
Balance, Shares at Aug. 27, 2011 | 51,123,000 | 16,400,000 | 4,723,000 | ||||||||
Exchange of Class B common stock for Class A common stock, Value | 1 | 1 | |||||||||
Exchange of Class B common stock for Class A common stock, Shares | 840,000 | -840,000 | |||||||||
Exercise of common stock options, including income tax benefits, Value | 1 | 27,797 | 27,798 | ||||||||
Exercise of common stock options, including income tax benefits, Shares | 538,000 | 538,000 | |||||||||
Common stock issued under associate stock purchase plan, Value | 1,397 | 1,990 | 3,387 | ||||||||
Common stock issued under associate stock purchase plan, Shares | -52,000 | ||||||||||
Grant of restricted common stock, net of cancellations, Shares | 81,000 | ||||||||||
Stock-based compensation | 15,262 | 15,262 | |||||||||
Purchase of treasury stock, Value | -48,098 | -48,098 | -48,098 | ||||||||
Purchase of treasury stock, Shares | 671,000 | 671,000 | |||||||||
Cash dividends paid on common stock | -46,926 | -46,926 | -16,098 | -16,098 | |||||||
Issuance of dividend equivalent units | 191 | -191 | |||||||||
Net income | 259,031 | 259,031 | |||||||||
Foreign currency translation adjustment | -358 | -358 | |||||||||
Balance, Value at Sep. 01, 2012 | 53 | 16 | 483,682 | 970,965 | -2,443 | -265,162 | 1,187,111 | ||||
Balance, Shares at Sep. 01, 2012 | 52,582,000 | 15,560,000 | 5,342,000 | ||||||||
Exchange of Class B common stock for Class A common stock, Value | 2 | -2 | |||||||||
Exchange of Class B common stock for Class A common stock, Shares | 1,419,000 | -1,419,000 | |||||||||
Exercise of common stock options, including income tax benefits, Value | 27,285 | 27,285 | |||||||||
Exercise of common stock options, including income tax benefits, Shares | 504,000 | 504,000 | |||||||||
Common stock issued under associate stock purchase plan, Value | 1,747 | 2,038 | 3,785 | ||||||||
Common stock issued under associate stock purchase plan, Shares | -53,000 | ||||||||||
Grant of restricted common stock, net of cancellations, Shares | 129,000 | ||||||||||
Stock-based compensation | 15,824 | 15,824 | |||||||||
Purchase of treasury stock, Value | -3,773 | -3,773 | -3,773 | ||||||||
Purchase of treasury stock, Shares | 52,000 | 52,000 | |||||||||
Cash dividends paid on common stock | -58,245 | -58,245 | -17,615 | -17,615 | |||||||
Issuance of dividend equivalent units | 232 | -232 | |||||||||
Net income | 237,995 | 237,995 | |||||||||
Foreign currency translation adjustment | -1,984 | -1,984 | |||||||||
Balance, Value at Aug. 31, 2013 | $55 | $14 | $528,770 | $1,132,868 | ($4,427) | ($266,897) | $1,390,383 | ||||
Balance, Shares at Aug. 31, 2013 | 54,634,000 | 14,141,000 | 5,341,000 |
Consolidated_Statement_Of_Shar1
Consolidated Statement Of Shareholders' Equity (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Consolidated Statement Of Shareholders' Equity [Abstract] | |||
Exercise of common stock options, income tax benefits | $5,621 | $5,376 | $6,973 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Cash Flows from Operating Activities: | |||
Net income | $237,995 | $259,031 | $218,786 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 49,479 | 34,723 | 29,159 |
Stock-based compensation | 15,824 | 15,262 | 14,768 |
Loss on disposal of property, plant, and equipment | 941 | 1,129 | 116 |
Provision for doubtful accounts | 3,499 | 3,560 | 2,733 |
Deferred income taxes and tax uncertainties | 6,360 | 2,765 | 15,270 |
Excess tax benefits from stock-based compensation | -6,040 | -4,888 | -7,356 |
Write-off of deferred financing costs on previous credit facility | 594 | ||
Changes in operating assets and liabilities, net of amounts associated with business acquired: | |||
Accounts receivable | -15,630 | -30,213 | -38,304 |
Inventories | 23,409 | -45,306 | -46,895 |
Prepaid expenses and other current assets | -1,619 | -6,598 | -1,782 |
Other assets | -1,784 | 1,268 | 2,019 |
Accounts payable and accrued liabilities | 12,409 | 3,551 | 21,448 |
Total adjustments | 87,442 | -24,747 | -8,824 |
Net cash provided by operating activities | 325,437 | 234,284 | 209,962 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Expenditures for property, plant and equipment | -89,252 | -47,691 | -25,479 |
Cash used in business acquisitions, net of cash received | -548,769 | -33,451 | -28,948 |
Net cash used in investing activities | -638,021 | -81,142 | -54,427 |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Purchases of treasury stock | -3,773 | -48,098 | -69,279 |
Payments of cash dividends | -75,860 | -63,024 | -119,257 |
Payments on capital lease and financing obligations | -1,300 | -1,385 | |
Excess tax benefits from stock-based compensation | 6,040 | 4,888 | 7,356 |
Proceeds from sale of Class A common stock in connection with associate stock purchase plan | 3,785 | 3,387 | 2,983 |
Proceeds from exercise of Class A common stock options | 21,664 | 22,422 | 37,683 |
Borrowings under the financing obligation | 1,417 | 1,192 | |
Borrowings under Credit Facility | 370,000 | ||
Credit facility financing costs | -1,912 | -938 | |
Payments of notes payable and revolving loans under the Credit Facility | -120,000 | -39,361 | |
Net cash provided by (used in) in financing activities | 200,061 | -80,618 | -180,813 |
Effect of foreign exchange rate changes on cash and cash equivalents | -54 | -30 | 46 |
Net (decrease) increase in cash and cash equivalents | -112,577 | 72,494 | -25,232 |
CASH AND CASH EQUIVALENTS, beginning of year | 168,453 | 95,959 | 121,191 |
CASH AND CASH EQUIVALENTS, end of year | 55,876 | 168,453 | 95,959 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | |||
Cash paid during the year for income taxes | 130,342 | 145,651 | 109,001 |
Cash paid during the year for interest | $1,281 | $55 | $93 |
Business
Business | 12 Months Ended |
Aug. 31, 2013 | |
Business [Abstract] | |
Business | 1. BUSINESS |
MSC Industrial Direct Co., Inc. (together with its subsidiaries, the "Company" or "MSC") is a distributor of metalworking and maintenance, repair and operations ("MRO") supplies with co-located headquarters in Melville, New York and Davidson, North Carolina. The Company has additional office support centers in Southfield, Michigan and Cleveland, Ohio and serves primarily domestic markets through its distribution network of 105 branch offices and 14 customer fulfillment centers. |
Summary_Of_Significant_Account
Summary Of Significant Accounting Policies | 12 Months Ended | ||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||
Summary Of Significant Accounting Policies [Abstract] | |||||||||||||||||||||
Summary Of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||
Principles of Consolidation | |||||||||||||||||||||
The accompanying consolidated financial statements include the accounts of MSC and its subsidiaries, all of which are wholly owned. All intercompany balances and transactions have been eliminated in consolidation. | |||||||||||||||||||||
The Company acquired substantially all of the assets and assumed certain liabilities of the North American distribution business ("BDNA") of Barnes Group Inc. ("Barnes") on April 22, 2013. The results of BDNA are included in the current period since the date of acquisition. | |||||||||||||||||||||
Fiscal Year | |||||||||||||||||||||
The Company's fiscal year is on a 52 or 53 week basis, ending on the Saturday closest to August 31st of each year. The financial statements for fiscal years 2013 and 2011 contain activity for 52 weeks. Fiscal year 2012 is a 53-week period with the extra week occurring in the Company's fiscal fourth quarter. Unless the context requires otherwise, references to years contained herein pertain to the Company's fiscal year. | |||||||||||||||||||||
Use of Estimates | |||||||||||||||||||||
The preparation of financial statements, in conformity with accounting principles generally accepted in the United States, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and assumptions used in preparing the accompanying consolidated financial statements. | |||||||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||||||
The Company considers all short-term, highly liquid investments with maturities of three months or less at the date of purchase to be cash equivalents. Cash and cash equivalents are carried at cost, which approximates fair value. | |||||||||||||||||||||
Concentrations of Credit Risk | |||||||||||||||||||||
The Company's mix of receivables is diverse, with approximately 322,000 active customer accounts (customers that have made at least one purchase in the last 12 months and excluding BDNA) at August 31, 2013. The Company sells its products primarily to end-users. The Company's customer base represents many diverse industries primarily concentrated in the United States. The Company performs periodic credit evaluations of its customers' financial condition and collateral is generally not required. Receivables are generally due within 30 days. The Company evaluates the collectability of accounts receivable based on numerous factors, including past transaction history with customers and their credit worthiness and provides a reserve for accounts that are potentially uncollectible. | |||||||||||||||||||||
The Company's cash and cash equivalents include deposits with commercial banks and investments in money market funds. The Company maintains the majority of its cash and invests its cash equivalents with high quality financial institutions. Deposits held with banks may exceed insurance limits. While MSC monitors the creditworthiness of these commercial banks and financial institutions, a crisis in the United States financial systems could limit access to funds and/or result in a loss of principal. The terms of these deposits and investments provide that all monies are available to the Company upon demand. | |||||||||||||||||||||
Allowance for Doubtful Accounts | |||||||||||||||||||||
The Company establishes reserves for customer accounts that are deemed uncollectible. The method used to estimate the allowances is based on several factors, including the age of the receivables and the historical ratio of actual write-offs to the age of the receivables. These analyses also take into consideration economic conditions that may have an impact on a specific industry, group of customers or a specific customer. While the Company has a broad customer base, representing many diverse industries primarily in all regions of the United States, a general economic downturn could result in higher than expected defaults, and therefore, the need to revise estimates for bad debts. | |||||||||||||||||||||
Inventory Valuation | |||||||||||||||||||||
Inventories consist of merchandise held for resale and are stated at the lower of weighted average cost or market. The Company evaluates the recoverability of our slow-moving or obsolete inventories quarterly. The Company estimates the recoverable cost of such inventory by product type while considering such factors as its age, historic and current demand trends, the physical condition of the inventory, as well as assumptions regarding future demand. The Company's ability to recover its cost for slow moving or obsolete inventory can be affected by such factors as general market conditions, future customer demand, and relationships with suppliers. Substantially all of the Company's inventories have demonstrated long shelf lives, are not highly susceptible to obsolescence, and are eligible for return under various supplier return programs. | |||||||||||||||||||||
Property, Plant and Equipment | |||||||||||||||||||||
Property, plant and equipment and capitalized computer software are stated at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred; costs of major renewals and improvements are capitalized. At the time property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the asset and accumulated depreciation accounts and the profit or loss on such disposition is reflected in income. | |||||||||||||||||||||
Depreciation and amortization of property, plant and equipment are computed for financial reporting purposes on the straight-line method based on the estimated useful lives of the assets. Leasehold improvements are amortized over either their respective lease terms or their estimated lives, whichever is shorter. Estimated useful lives range from five to forty years for leasehold improvements and buildings and three to twenty years for furniture, fixtures, and equipment. | |||||||||||||||||||||
Capitalized computer software costs are amortized using the straight-line method over the estimated useful life. These costs include purchased software packages, payments to vendors and consultants for the development, implementation or modification of purchased software packages for Company use, and payroll and related costs for employees associated with internal-use software projects. Capitalized computer software costs are included within property, plant and equipment on the Company's Consolidated Balance Sheets. | |||||||||||||||||||||
Goodwill and Other Intangible Assets | |||||||||||||||||||||
The Company's business acquisitions typically result in the recording of goodwill and other intangible assets, which affect the amount of amortization expense and possibly impairment write-downs that the Company may incur in future periods. Goodwill represents the excess of the purchase price paid over the fair value of the net assets acquired in connection with business acquisitions. The Company annually reviews goodwill and intangible assets that have indefinite lives for impairment in its fiscal fourth quarter and when events or changes in circumstances indicate the carrying values of these assets might exceed their current fair values. Goodwill impairment is assessed based on the FASB's new accounting guidance, which allows an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. The Company no longer is required under the new guidance to calculate the fair value of a reporting unit unless it determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. Goodwill increased $341,194 in fiscal 2013, related to the acquisition of BDNA, net of foreign currency translation adjustments. Based on the qualitative assessment performed by the Company in its fiscal fourth quarter, there was no indicator of impairment of goodwill for fiscal years 2013, 2012 and 2011. Based on the quantitative assessment of intangible assets that have indefinite lives performed by the Company in its fiscal fourth quarter, there was no indicator of impairment of intangible assets that have indefinite lives for fiscal years 2013, 2012 and 2011. | |||||||||||||||||||||
The change in the carrying amount of goodwill is as follows: | |||||||||||||||||||||
Balance as of September 1, 2012 | $ | 289,124 | |||||||||||||||||||
BDNA acquisition | 342,000 | ||||||||||||||||||||
Foreign currency translation adjustment | (806 | ) | |||||||||||||||||||
Balance as of August 31, 2013 | $ | 630,318 | |||||||||||||||||||
The components of the Company's other intangible assets for the fiscal years ended August 31, 2013 and September 1, 2012 are as follows: | |||||||||||||||||||||
Weighted Average Useful Life (in years) | For the Fiscal Years Ended | ||||||||||||||||||||
31-Aug-13 | 1-Sep-12 | ||||||||||||||||||||
Gross Carrying Amount | Accumulated Amortization | Gross Carrying Amount | Accumulated Amortization | ||||||||||||||||||
Customer Relationships | 5 - 18 | $ | 175,160 | $ | (43,998 | ) | $ | 68,160 | $ | (33,826 | ) | ||||||||||
Non-Compete Agreements | 2 - 3 | 1,348 | (881 | ) | 1,348 | (395 | ) | ||||||||||||||
Contract Rights | 10 | 23,100 | (16,748 | ) | 23,100 | (14,437 | ) | ||||||||||||||
Trademark | 1 - 5 | 3,380 | (718 | ) | 480 | (273 | ) | ||||||||||||||
Trademarks | Indefinite | 14,681 | — | 7,055 | — | ||||||||||||||||
Total | $ | 217,669 | $ | (62,345 | ) | $ | 100,143 | $ | (48,931 | ) | |||||||||||
For fiscal year 2013, the Company recorded approximately $117,400 of acquired intangible assets, consisting primarily of customer relationships and $126 relating to the registration and application of new trademarks, for fiscal year 2012 the Company recorded approximately $12,808 of acquired intangible assets, consisting primarily of customer relationships and $143 relating to the registration and application of new trademarks. The Company's amortizable intangible assets are recorded on a straight-line basis, including customer relationships, as it approximates customer attrition patterns and best estimates the use pattern of the asset. Amortization expense of the Company's intangible assets was $13,059, $10,047, and $7,689 for the fiscal years ended 2013, 2012, and 2011, respectively. Estimated amortization expense for each of the five succeeding fiscal years is as follows: | |||||||||||||||||||||
Fiscal Year | |||||||||||||||||||||
2014 | $ | 16,888 | |||||||||||||||||||
2015 | 16,696 | ||||||||||||||||||||
2016 | 14,421 | ||||||||||||||||||||
2017 | 8,033 | ||||||||||||||||||||
2018 | 7,734 | ||||||||||||||||||||
Impairment of Long-Lived Assets | |||||||||||||||||||||
The Company periodically evaluates the net realizable value of long-lived assets, including definite lived intangible assets, property and equipment, and deferred catalog costs, relying on a number of factors, including operating results, business plans, economic projections, and anticipated future cash flows. Impairment is assessed by evaluating the estimated undiscounted cash flows over the asset's remaining life. If estimated cash flows are insufficient to recover the investment, an impairment loss is recognized. No impairment loss was required to be recorded by the Company during fiscal years 2013, 2012 and 2011. | |||||||||||||||||||||
Deferred Catalog Costs | |||||||||||||||||||||
The costs of producing and distributing the Company's principal catalogs are deferred ($6,406 and $7,355 at August 31, 2013 and September 1, 2012, respectively) and included in other assets in the Company's consolidated balance sheets. These costs are charged to expense over the period that the catalogs remain the most current source of sales, which is typically one year or less. The costs associated with brochures and catalog supplements are charged to expense as distributed. The total amount of advertising costs, net of co-operative advertising income from vendor sponsored programs, included in operating expenses in the consolidated statements of income, was approximately $11,505, $14,090 and $14,219 during the fiscal years 2013, 2012, and 2011, respectively. | |||||||||||||||||||||
Revenue Recognition | |||||||||||||||||||||
The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. In most cases, these conditions are met when the product is shipped to the customer or services have been rendered. The Company reports its sales net of the amount of actual sales returns and the amount of reserves established for anticipated sales returns based upon historical return rates. Sales tax collected from customers is excluded from net sales in the accompanying consolidated statement of income. | |||||||||||||||||||||
Vendor Consideration | |||||||||||||||||||||
The Company records cash consideration received for advertising costs incurred to sell the vendor's products as a reduction of the Company's advertising costs and is reflected in operating expenses in the consolidated statements of income. In addition, the Company receives volume rebates from certain vendors based on contractual arrangements with such vendors. Rebates received from these vendors are recognized as a reduction to the cost of goods sold in the consolidated statements of income when the inventory is sold. | |||||||||||||||||||||
Product Warranties | |||||||||||||||||||||
The Company generally offers a maximum one-year warranty, including parts and labor, for some of its machinery products. The specific terms and conditions of those warranties vary depending upon the product sold. The Company may be able to recoup some of these costs through product warranties it holds with its original equipment manufacturers, which typically range from thirty to ninety days. In general, many of the Company's general merchandise products are covered by third party original equipment manufacturers' warranties. The Company's warranty expense has been minimal. | |||||||||||||||||||||
Shipping and Handling Costs | |||||||||||||||||||||
The Company includes shipping and handling fees billed to customers in net sales and shipping and handling costs associated with outbound freight in operating expenses in the accompanying consolidated statements of income. The shipping and handling costs in operating expenses were approximately $105,150, $102,550, and $92,442 during fiscal years 2013, 2012, and 2011, respectively. | |||||||||||||||||||||
Self-Insurance | |||||||||||||||||||||
The Company has a self-insured group health plan. The Company is responsible for all covered claims to a maximum liability of $500 per participant during a September 1 plan year. Benefits paid in excess of $500 are reimbursed to the plan under the Company's stop loss policy pursuant to an arrangement in effect through the end of August 2013. Effective September 1, 2013, the maximum liability was increased to $550 per participant. The Company estimates its reserve for all unpaid medical claims including those incurred but not reported based on historical analysis of claim trends, reporting and processing lag times and medical costs, adjusted as necessary based on management's reasoned judgment. Group health plan expense for fiscal 2013, 2012 and 2011 was approximately $48,249, $43,988, and $37,429, respectively. | |||||||||||||||||||||
Stock Based Compensation | |||||||||||||||||||||
In accordance with Accounting Standards Codification ("ASC") Topic 718, "Compensation — Stock Compensation" ("ASC 718"), the Company estimates the fair value of share-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods in the Company's Consolidated Statements of Income. The Company uses the Black-Scholes option pricing model to determine the grant date fair value and recognizes compensation expense on a straight-line basis over the associate's vesting period or to the associate's retirement eligible date, if earlier. | |||||||||||||||||||||
The stock-based compensation expense related to stock option plans and the Associate Stock Purchase Plan included in operating expenses for fiscal 2013, 2012 and 2011 were $5,387, $5,656 and $5,900, respectively. Tax benefits related to this expense for fiscal 2013, 2012 and 2011 were $1,951, $2,061 and $2,156, respectively. The Company grants Non-Qualified Stock Options, which allow the tax benefit to be recorded as options are expensed. | |||||||||||||||||||||
The stock-based compensation expense related to nonvested restricted stock awards included in operating expenses was $8,309, $7,448 and $7,053 for the fiscal years 2013, 2012, and 2011 respectively. The stock-based compensation expense related to a restricted stock unit award included in operating expenses was $2,128 and $2,158 for the fiscal years 2013 and 2012 respectively. | |||||||||||||||||||||
Related Party Transactions | |||||||||||||||||||||
The Company is currently affiliated with one real estate entity (the "Affiliate"). The Affiliate is owned primarily by two of our principal shareholders (Mitchell Jacobson, our Chairman, and his sister, Marjorie Gershwind Fiverson). In addition, Erik Gershwind, our President and Chief Executive Officer, served as an officer and director of the affiliated real estate entity during fiscal 2013. The Company leases a customer fulfillment center located near Atlanta, Georgia from its Affiliate. Monthly rental payments range from approximately $191 to $218 over the remaining lease term. See Note 13 for a discussion of leases. | |||||||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||||||
The carrying values of the Company's financial instruments, including cash, receivables, accounts payable and accrued liabilities approximate fair value because of the short maturity of these instruments. In addition, based on borrowing rates currently available to the Company for borrowings with similar terms, the carrying values of the Company's capital lease obligations also approximate fair value. The fair value of the Company's long-term debt, including current maturities are estimated based on quoted market prices for the same or similar issues or on current rates offered to the Company for debt of the same remaining maturities. Under this method, the Company's fair value of any long-term obligations was not significantly different than the carrying values at August 31, 2013 and September 1, 2012. | |||||||||||||||||||||
Foreign Currency | |||||||||||||||||||||
The local currency is the functional currency for all of MSC's operations outside the United States. Assets and liabilities of these operations are translated to U.S. dollars at the exchange rate in effect at the end of each period. Income statement accounts are translated at the average exchange rate prevailing during the period. Translation adjustments arising from the use of differing exchange rates from period to period are included as a component of other comprehensive income within shareholders' equity. Gains and losses from foreign currency transactions are included in net income for the period. | |||||||||||||||||||||
Income Taxes | |||||||||||||||||||||
The Company has established deferred income tax assets and liabilities for temporary differences between the financial reporting bases and the income tax bases of its assets and liabilities at enacted tax rates expected to be in effect when such assets or liabilities are realized or settled pursuant to the provisions of ASC Topic 740, "Income Taxes" ("ASC 740"), which prescribes a comprehensive model for the financial statement recognition, measurement, classification, and disclosure of uncertain tax positions. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The amounts of unrecognized tax benefits, exclusive of interest and penalties that would affect the effective tax rate were $4,494 and $5,376 as of August 31, 2013 and September 1, 2012, respectively. | |||||||||||||||||||||
Geographic Regions | |||||||||||||||||||||
The Company's sales and assets are predominantly generated from United States locations. Sales and assets related to the United Kingdom (the "U.K."), Mexico and Canada branches are not significant to the Company's total operations. For fiscal 2013, the U.K., Mexico and Canadian operations represented approximately 3% of the Company's consolidated net sales. | |||||||||||||||||||||
Segment Reporting | |||||||||||||||||||||
The Company utilizes the management approach for segment disclosure, which designates the internal organization that is used by management for making operating decisions and assessing performance as the source of our reportable segments. The Company's results of operations are reviewed by the Chief Executive Officer on a consolidated basis and the Company operates in only one segment. Substantially all of the Company's revenues and long-lived assets are in the United States. | |||||||||||||||||||||
New Accounting Pronouncements | |||||||||||||||||||||
Recognizing assets and liabilities arising from lease contracts on the balance sheet | |||||||||||||||||||||
In May 2013, the Financial Accounting Standards Board ("FASB") reissued an exposure draft on lease accounting that would require entities to recognize assets and liabilities arising from lease contracts on the balance sheet. The proposed exposure draft states that lessees and lessors should apply a "right-of-use model" in accounting for all leases. Under the proposed model, lessees would recognize an asset for the right to use the leased asset, and a liability for the obligation to make rental payments over the lease term. When measuring the asset and liability, variable lease payments are excluded whereas renewal options that provide a significant economic incentive upon renewal would be included. The lease expense from real estate based leases would continue to be recorded under a straight line approach, but other leases not related to real estate would be expensed using an effective interest method that would accelerate lease expense. Comments were due by September 13, 2013. A final standard is currently expected to be issued in 2014 and would be effective no earlier than annual reporting periods beginning on January 1, 2017 (fiscal 2018 for the Company). The Company is currently assessing the impact that the adoption of the guidance will have on its financial position, results of operations and cash flows. | |||||||||||||||||||||
Reclassification Adjustments out of Accumulated Other Comprehensive Income | |||||||||||||||||||||
In February 2013, the FASB issued an accounting standard which requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. This guidance is effective for periods beginning after December 15, 2012. The adoption of this new guidance did not have any impact on the Company's financial position, results of operations or cash flows. | |||||||||||||||||||||
Testing Indefinite-lived Intangible Assets for Impairment | |||||||||||||||||||||
In July 2012, the FASB issued an accounting standard update that allows an entity the option to first assess qualitative factors to determine whether the existence of events and circumstances indicates that it is not more likely than not that the indefinite-lived intangible asset is impaired. An entity no longer will be required to perform the quantitative impairment test of indefinite-lived intangible assets if, after it assesses the totality of events and circumstances, the entity concludes that it is not more likely than not that the indefinite-lived intangible asset is impaired. The guidance is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The Company does not anticipate that the adoption of the guidance will have any impact on its financial position, results of operations or cash flows. |
Fair_Value
Fair Value | 12 Months Ended |
Aug. 31, 2013 | |
Fair Value [Abstract] | |
Fair Value | 3. FAIR VALUE |
Fair value accounting standards define fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following fair value hierarchy prioritizes the inputs used to measure fair value into three levels, with Level 1 being of the highest priority. The three levels of inputs used to measure fair value are as follows: | |
Level 1 — Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. | |
Level 2 — Include other inputs that are directly or indirectly observable in the marketplace. | |
Level 3 — Unobservable inputs which are supported by little or no market activity. | |
As of August 31, 2013 and September 1, 2012, the Company measured cash equivalents consisting of money market funds at fair value on a recurring basis for which market prices are readily available (Level 1) and that invest primarily in United States government and government agency securities and municipal bond securities, which aggregated $2,529 and $104,529, respectively. | |
The Company's financial instruments, other than those presented in the disclosure above, include cash, receivables, accounts payable, and accrued liabilities. Management believes the carrying amount of the aforementioned financial instruments is a reasonable estimate of fair value as of August 31, 2013 and September 1, 2012 due to the short-term maturity of these items. | |
In connection with the construction of the Company's new customer fulfillment center in Columbus, Ohio, the Company entered into an arrangement with the Columbus-Franklin County Finance Authority ("Finance Authority") which provides savings on state and local sales taxes imposed on construction materials to entities that finance the transactions through them. This arrangement consists of the Finance Authority issuing taxable bonds to finance the structure and site improvements of the Company's customer fulfillment center. At August 31, 2013, the taxable bonds were approximately $2,000. The taxable bonds are classified as available for sale securities in accordance with ASC Topic 320. The securities are recorded at fair value in the Consolidated Balance Sheet. The fair values of these securities are based on observable inputs in non-active markets, which are therefore classified as Level 2 in the hierarchy. The Company did not record any significant gains or losses on these securities during fiscal year 2013. The outstanding principal amount of each bond bears interest at the rate of 2.4% a year. Interest is payable on a semiannual basis in arrears on each interest payment date. | |
In addition, based on borrowing rates currently available to the Company for borrowings with similar terms, the carrying values of the Company's capital lease obligations also approximate fair value. The fair value of the Company's long-term debt, including current maturities are estimated based on quoted market prices for the same or similar issues or on current rates offered to the Company for debt of the same remaining maturities. The carrying amount of the Company's debt at August 31, 2013, approximates its fair value. | |
During the fiscal years ended August 31, 2013 and September 1, 2012, the Company had no significant measurements of non-financial assets or liabilities at fair value on a non-recurring basis subsequent to their initial recognition. |
Net_Income_Per_Share
Net Income Per Share | 12 Months Ended | ||||||||||||
Aug. 31, 2013 | |||||||||||||
Net Income Per Share [Abstract] | |||||||||||||
Net Income Per Share | 4. NET INCOME PER SHARE | ||||||||||||
In June 2008, the FASB issued amendments to ASC Topic 260, "Earnings Per Share" ("ASC 260"), which the Company adopted at the beginning of its 2010 fiscal year. The Company's non-vested restricted stock awards contain non-forfeitable rights to dividends and meet the criteria of a participating security as defined by ASC 260. Under the two-class method, net income per share is computed by dividing net income allocated to common shareholders by the weighted average number of common shares outstanding for the period. In applying the two-class method, net income is allocated to both common shares and participating securities based on their respective weighted average shares outstanding for the period. Prior period net income per share data presented has been adjusted retrospectively. | |||||||||||||
The following table sets forth the computation of basic and diluted net income per common share under the two-class method for the fiscal years ended August 31, 2013, September 1, 2012 and August 27, 2011, respectively: | |||||||||||||
For the Fiscal Years Ended | |||||||||||||
August 31, | September 1, | August 27, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
(52 weeks) | (53 weeks) | (52 weeks) | |||||||||||
Net income as reported | $ | 237,995 | $ | 259,031 | $ | 218,786 | |||||||
Less: Distributed net income available to participating securities | (492 | ) | (351 | ) | (932 | ) | |||||||
Less: Undistributed net income available to participating securities | (1,289 | ) | (1,758 | ) | (948 | ) | |||||||
Numerator for basic net income per share: | |||||||||||||
Undistributed and distributed net income available to common shareholders | $ | 236,214 | $ | 256,922 | $ | 216,906 | |||||||
Add: Undistributed net income allocated to participating securities | 1,289 | 1,758 | 948 | ||||||||||
Less: Undistributed net income reallocated to participating securities | (1,283 | ) | (1,748 | ) | (942 | ) | |||||||
Numerator for diluted net income per share: | |||||||||||||
Undistributed and distributed net income available to common shareholders | $ | 236,220 | $ | 256,932 | $ | 216,912 | |||||||
Denominator: | |||||||||||||
Weighted average shares outstanding for basic net income per share | 62,695 | 62,434 | 62,902 | ||||||||||
Effect of dilutive securities | 316 | 369 | 422 | ||||||||||
Weighted average shares outstanding for diluted net income per share | 63,011 | 62,803 | 63,324 | ||||||||||
Net income per share Two-Class Method: | |||||||||||||
Basic | $ | 3.77 | $ | 4.12 | $ | 3.45 | |||||||
Diluted | $ | 3.75 | $ | 4.09 | $ | 3.43 | |||||||
Shares subject to antidilutive stock options (5 shares at August 27, 2011) were not included in the computation of diluted earnings per share. |
Business_Combinations
Business Combinations | 12 Months Ended | ||||||||
Aug. 31, 2013 | |||||||||
Business Combinations [Abstract] | |||||||||
Business Combinations | 5. BUSINESS COMBINATIONS | ||||||||
On April 22, 2013, the Company acquired substantially all of the assets and assumed certain liabilities of the North American distribution business ("BDNA") of Barnes Group Inc. ("Barnes"), pursuant to the terms of the Asset Purchase Agreement, dated February 22, 2013, between the Company and Barnes. In connection with the acquisition, the total cash consideration the Company paid to Barnes was $547,335 which is net of a post-closing working capital adjustment in the amount of $1,434 that was received by the Company in September 2013. The acquisition was funded by borrowings under the Company's new unsecured credit facility (described in Note 10 below), which was closed simultaneously with the acquisition, and the remaining portion of the purchase price was funded from available cash reserves. | |||||||||
BDNA is a leading distributor of fasteners and other high margin, low cost consumables with a broad distribution footprint throughout the U.S. and Canada. BDNA has a strong presence with customers across manufacturing, government, transportation and natural resources end-markets. BDNA specializes in lowering the total cost of their customers' inventory management through storeroom organization and vendor managed inventory. With this acquisition, the Company adds a highly complementary provider of fasteners and other high margin consumable products and services (often referred to as "Class C" items) with an experienced field sales force and Vendor Managed Inventory solution ("VMI"). With the integration of the two businesses, the Company will have the opportunity to bring its maintenance, repair and operations ("MRO") offering to BDNA's customers, and BDNA's Class C offering and VMI system to the Company's customers. In addition, the acquisition extends the Company's presence into Canada and in new end markets such as mining, transportation and oil and gas. | |||||||||
The acquisition of BDNA was accounted for as a business purchase pursuant to ASC Topic 805, "Business Combinations" ("ASC 805"). Non-recurring transaction and integration costs totaling $11,590 are included in operating expenses of the Company's consolidated statement of income for the fiscal year ended August 31, 2013. As required by ASC 805-20, the Company allocated the purchase price to assets and liabilities based on their estimated fair value at the acquisition date. | |||||||||
The following table summarizes the amounts of identified assets acquired and liabilities assumed based on the estimated fair value at the acquisition date: | |||||||||
Inventory | $ | 49,378 | |||||||
Accounts receivable | 36,407 | ||||||||
Prepaid expenses and other current assets | 3,161 | ||||||||
Intangible assets | 117,400 | ||||||||
Goodwill | 342,000 | ||||||||
Property, plant and equipment | 19,165 | ||||||||
Other assets | 98 | ||||||||
Total Assets Acquired | $ | 567,609 | |||||||
Accounts payable and accrued expense | 19,611 | ||||||||
Other long-term liabilities | 663 | ||||||||
Total Liabilities Assumed | 20,274 | ||||||||
Net Assets Acquired | $ | 547,335 | |||||||
Acquired intangible assets with a fair value of $117,400 consisted of customer relationships of $107,000 with a useful life of 18 years, an indefinite lived tradename of $7,500, and a tradename of $2,900 with a useful life of 5 years. The goodwill amount of $342,000 represents the excess of the purchase price over the fair value of the net tangible and intangible assets acquired. The primary items that generated the goodwill were the premiums paid by the Company for the right to control the business acquired and the expected synergies from the result of adding a highly complementary provider of fasteners and other high margin consumable products and services with an experienced field sales force and VMI solution. In addition, the acquisition extends the Company's presence into Canada and other new end markets. This goodwill will not be amortized and will be tested for impairment at least annually. All of the goodwill recognized as a result of the BDNA acquisition is expected to be deductible for tax purposes and will be amortized for tax purposes over 15 years. | |||||||||
The amount of revenue and earnings from BDNA, exclusive of non-recurring costs, included in the condensed consolidated statements of income for the fiscal year ended August 31, 2013 is $108,376 and $4,474, respectively. | |||||||||
The following unaudited pro forma financial information for the fiscal year ended August 31, 2013, and September 1, 2012 represent the combined results of the Company's operations as if the acquisition of BDNA had occurred on August 28, 2011. The unaudited pro forma financial information does not necessarily reflect the results of operations that would have occurred had the Company constituted a single entity during such periods presented. | |||||||||
For the Fiscal Year Ended | |||||||||
31-Aug-13 | 1-Sep-12 | ||||||||
Net Sales | $ | 2,642,720 | $ | 2,664,086 | |||||
Net Income | 242,966 | 260,895 | |||||||
Net income per share Two-class method: | |||||||||
Basic | $ | 3.85 | $ | 4.14 | |||||
Diluted | $ | 3.83 | $ | 4.12 | |||||
Included in the unaudited pro forma net income are adjustments for acquisition-related expenses directly attributable to the acquisition, which are not expected to have a continuing impact on the combined results of the Company's operations, amortization of identifiable intangible assets recognized from the BDNA acquisition, interest expense incurred as a result of the New Credit Facility, increased cost of sales related to the step-up of inventory and changes to income tax expense as a result of the combined results. None of the pro forma adjustments are considered material in relation to the overall unaudited pro forma financial information presented. | |||||||||
On January 31, 2012, the Company acquired certain assets and assumed certain liabilities of ATS Industrial Supply, Inc. ("ATS Industrial"), which is a leading metalworking and MRO industrial distributor in the Rocky Mountain region. The cash purchase price for the acquisition was $32,204. On July 18, 2011, the Company also acquired 100% of the shares of American Tool Supply, Inc. ("ATS") and its affiliate, American Specialty Grinding Co., Inc. ("ASG"), which specializes in custom made tools and re-sharpening services. The total purchase consideration, net of approximately $942 of cash acquired, aggregating $28,948, related to the Company's business combinations completed during fiscal 2011. The Company recorded a post-closing working capital adjustment in the amount of $1,247, which was recorded to goodwill as of August 27, 2011 and was paid by the Company in October 2011. These acquisitions were accounted for as a business purchase pursuant to ASC 805. | |||||||||
The results of operations for ATS Industrial, ATS, and ASG have been included in our consolidated financial statements from the date of acquisitions. The financial results of these acquisitions are considered immaterial for purposes of pro forma financial disclosures and are not included in the table above. |
Restructuring_And_Other_Charge
Restructuring And Other Charges | 12 Months Ended | ||||||||||||
Aug. 31, 2013 | |||||||||||||
Restructuring And Other Charges [Abstract] | |||||||||||||
Restructuring And Other Charges | 6. RESTRUCTURING AND OTHER CHARGES | ||||||||||||
As a result of the BDNA acquisition, the Company expects to incur restructuring charges associated with associate severance costs, stay bonuses and the impairment of long-lived assets due to the closure of facilities. The aggregated liabilities included in "Accrued liabilities" in the consolidated balance sheet relating to the restructuring activities as of August 31, 2013 and activity for the fiscal year ended August 31, 2013 consisted of the following: | |||||||||||||
Workforce | Facility Closings | Total | |||||||||||
Reductions | |||||||||||||
Charged to operating expenses | $ | 3,079 | — | $ | 3,079 | ||||||||
Cash payments | 619 | 619 | |||||||||||
Accrued restructuring balance, August 31, 2013 | $ | 2,460 | $ | — | $ | 2,460 | |||||||
Non-recurring transaction, integration costs and restructuring charges associated with the BDNA acquisition are estimated to be between approximately $15,000 and $20,000 in fiscal year 2014. |
Property_Plant_And_Equipment
Property, Plant And Equipment | 12 Months Ended | ||||||||||||
Aug. 31, 2013 | |||||||||||||
Property, Plant And Equipment [Abstract] | |||||||||||||
Property, Plant And Equipment | 7. PROPERTY, PLANT AND EQUIPMENT | ||||||||||||
The following is a summary of property, plant and equipment and the estimated useful lives used in the computation of depreciation and amortization: | |||||||||||||
Number of Years | August 31, | September 1, | |||||||||||
2013 | 2012 | ||||||||||||
Land | — | $ | 20,471 | $ | 16,039 | ||||||||
Building and improvements | 40 | 123,675 | 81,266 | ||||||||||
Leasehold improvements | The lesser of | 4,971 | 3,993 | ||||||||||
lease term or 31.5 | |||||||||||||
Furniture, fixtures and equipment | 3 - 20 | 131,981 | 120,724 | ||||||||||
Automobiles | 5 | 435 | 447 | ||||||||||
Computer systems, equipment and software | 3 - 5 | 225,788 | 174,349 | ||||||||||
507,321 | 396,818 | ||||||||||||
Less: accumulated depreciation and amortization | 255,785 | 222,221 | |||||||||||
Total | $ | 251,536 | $ | 174,597 | |||||||||
The amount of capitalized interest, net of accumulated amortization, included in property, plant and equipment was $931 and $973 at August 31, 2013 and September 1, 2012, respectively. | |||||||||||||
Depreciation expense was $36,169, $24,676 and $21,470 for the fiscal years ended August 31, 2013, September 1, 2012, and August 27, 2011, respectively. |
Income_Taxes
Income Taxes | 12 Months Ended | ||||||||||||
Aug. 31, 2013 | |||||||||||||
Income Taxes [Abstract] | |||||||||||||
Income Taxes | 8. INCOME TAXES | ||||||||||||
The provision for income taxes is comprised of the following: | |||||||||||||
For the Fiscal Years Ended | |||||||||||||
31-Aug-13 | 1-Sep-12 | 27-Aug-11 | |||||||||||
Current: | |||||||||||||
Federal | $ | 119,470 | $ | 128,640 | $ | 99,034 | |||||||
State and local | 18,629 | 18,421 | 15,986 | ||||||||||
138,099 | 147,061 | 115,020 | |||||||||||
Deferred: | |||||||||||||
Federal | 7,403 | 4,797 | 15,385 | ||||||||||
State and local | (68 | ) | 1,253 | 139 | |||||||||
7,335 | 6,050 | 15,524 | |||||||||||
Total | $ | 145,434 | $ | 153,111 | $ | 130,544 | |||||||
Significant components of deferred tax assets and liabilities are as follows: | |||||||||||||
31-Aug-13 | 1-Sep-12 | ||||||||||||
Deferred tax liabilities: | |||||||||||||
Depreciation | $ | (46,339 | ) | $ | (41,812 | ) | |||||||
Deferred catalog costs | (1,730 | ) | (1,779 | ) | |||||||||
Goodwill | (44,751 | ) | (35,841 | ) | |||||||||
(92,820 | ) | (79,432 | ) | ||||||||||
Deferred tax assets: | |||||||||||||
Accounts receivable | 2,254 | 2,030 | |||||||||||
Inventory | 7,345 | 5,703 | |||||||||||
Deferred compensation | 1,509 | 1,272 | |||||||||||
Stock based compensation | 10,888 | 9,981 | |||||||||||
Intangible amortization | 9,983 | 7,027 | |||||||||||
Other | 5,792 | 5,705 | |||||||||||
37,771 | 31,718 | ||||||||||||
Net Deferred Tax Liabilities | $ | (55,049 | ) | $ | (47,714 | ) | |||||||
Reconciliation of the statutory Federal income tax rate to the Company's effective tax rate is as follows: | |||||||||||||
For the Fiscal Years Ended | |||||||||||||
31-Aug-13 | 1-Sep-12 | 27-Aug-11 | |||||||||||
U.S. Federal statutory rate | 35 | % | 35 | % | 35 | % | |||||||
State income taxes, net of Federal benefit | 3 | 2.7 | 2.8 | ||||||||||
Other, net | (0.1 | ) | (0.5 | ) | (0.4 | ) | |||||||
Effective income tax rate | 37.9 | % | 37.2 | % | 37.4 | % | |||||||
The aggregate changes in the balance of gross unrecognized tax benefits during fiscal 2013 and 2012 were as follows: | |||||||||||||
31-Aug-13 | 1-Sep-12 | ||||||||||||
Beginning Balance | $ | 7,811 | $ | 11,393 | |||||||||
Additions for tax positions relating to current year | 2,516 | 2,294 | |||||||||||
Additions for tax positions relating to prior years | — | 74 | |||||||||||
Reductions for tax positions relating to prior years | (936 | ) | (1,540 | ) | |||||||||
Settlements | (120 | ) | (1,144 | ) | |||||||||
Lapse of statute of limitations | (1,079 | ) | (3,266 | ) | |||||||||
Ending Balance | $ | 8,192 | $ | 7,811 | |||||||||
Included in the balance of unrecognized tax benefits at August 31, 2013 is $976 related to tax positions for which it is reasonably possible that the total amounts could significantly change during the next twelve months. This amount represents a decrease in unrecognized tax benefits comprised primarily of items related to expiring statutes in state jurisdictions. | |||||||||||||
The Company recognizes interest expense and penalties in the provision for income taxes. The fiscal 2013 and 2012 provisions include interest and penalties of $92 and $79 respectively. The Company has accrued $159 and $253 for interest and penalties as of August 31, 2013 and September 1, 2012, respectively. | |||||||||||||
With limited exceptions, the Company is no longer subject to Federal income tax examinations and state jurisdictions through fiscal 2009. |
Accrued_Liabilities
Accrued Liabilities | 12 Months Ended | ||||||||
Aug. 31, 2013 | |||||||||
Accrued Liabilities [Abstract] | |||||||||
Accrued Liabilities | 9. ACCRUED LIABILITIES | ||||||||
Accrued liabilities consist of the following: | |||||||||
31-Aug-13 | 1-Sep-12 | ||||||||
Accrued payroll, bonus and fringe | $ | 36,119 | $ | 38,644 | |||||
Accrued advertising | 3,424 | 3,168 | |||||||
Accrued sales, property and income taxes | 9,513 | 10,759 | |||||||
Accrued other | 36,703 | 20,297 | |||||||
Total accrued liabilities | $ | 85,759 | $ | 72,868 |
Debt_And_Capital_Lease_Obligat
Debt And Capital Lease Obligations | 12 Months Ended | ||||
Aug. 31, 2013 | |||||
Debt And Capital Lease Obligations [Abstract] | |||||
Debt And Capital Lease Obligations | 10. DEBT AND CAPITAL LEASE OBLIGATIONS | ||||
Credit Facility | |||||
On April 22, 2013, in connection with the acquisition of BDNA, the Company entered into a new $650,000 credit facility (the "New Credit Facility"). The New Credit Facility, which matures on April 22, 2018, provides for a five-year unsecured revolving loan facility in the aggregate amount of $400,000 and a five-year unsecured term loan facility in the aggregate amount of $250,000. The New Credit Facility replaced the Company's $200,000 credit facility (the "Former Credit Facility"), dated June 8, 2011. | |||||
The New Credit Facility also permits the Company, at its request, and upon the satisfaction of certain conditions, to add one or more incremental term loan facilities and/or increase the revolving loan commitments in an aggregate amount not to exceed $200,000. Subject to certain limitations, each such incremental term loan facility or revolving commitment increase will be on terms as agreed to by the Company, the Administrative Agent and the lenders providing such financing. | |||||
Borrowings under the New Credit Facility bear interest, at the Company's option, either at (i) the LIBOR (London Interbank Offered Rate) rate plus the applicable margin for LIBOR loans ranging from 1.00% to 1.375%, based on the Company's consolidated leverage ratio; or (ii) the greatest of (a) the Administrative Agent's prime rate in effect on such day, (b) the federal funds effective rate in effect on such day, plus 0.50% and (c) the LIBOR rate that would be calculated as of such day in respect of a proposed LIBOR loan with a one-month interest period, plus 1.00%, plus, in the case of each of clauses (a) through (c), an applicable margin ranging from 0.00% to 0.375%, based on the Company's consolidated leverage ratio. The Company is required to pay a quarterly undrawn fee ranging from 0.10% to 0.20% per annum on the unutilized portion of the New Credit Facility based on the Company's consolidated leverage ratio. The Company is also required to pay quarterly letter of credit usage fees ranging between 1.00% to 1.375% (based on the Company's consolidated leverage ratio) on the amount of the daily average outstanding letters of credit, and a quarterly fronting fee of 0.125% per annum on the undrawn and unexpired amount of each letter of credit. The applicable borrowing rate for the Company for any borrowings outstanding under the New Credit Facility at August 31, 2013 was 1.19%, which represents LIBOR plus 1.0%. Based on the interest period the Company selects, interest may be payable every one, two, three or six months. Interest is reset at the end of each interest period. The Company currently elects to have loans under the New Credit Facility bear interest based on LIBOR with one-month interest periods. | |||||
The New Credit Facility contains customary restrictive covenants which are subject to a number of significant exceptions and limitations. The New Credit Facility also requires that the Company maintain a maximum consolidated leverage ratio of total indebtedness to EBITDA (earnings before interest expense, taxes, depreciation and amortization) of no more than 3.00 to 1.00, and a minimum consolidated interest coverage ratio of EBITDA to total interest expense of at least 3.00 to 1.00, during the term of the New Credit Facility. Borrowings under the New Credit Facility are guaranteed by certain of the Company's subsidiaries. | |||||
The Company financed $370,000 of the BDNA purchase price with the proceeds of the unsecured term loan facility and a portion of the unsecured revolving loan facility. The remaining balance of the revolving loan facility is available for working capital purposes, if necessary. During the fiscal year ended August 31, 2013, the Company repaid $120,000 of the revolving loan facility, reducing the outstanding balance of the revolver to $0. | |||||
As of August 31, 2013, there were $250,000 of borrowings outstanding under the term loan facility of the New Credit Facility and none outstanding under the revolving credit facility, of which $12,500 represents current maturities. As of September 1, 2012, no borrowings were outstanding under the Former Credit Facility. At each of those dates, the Company was in compliance with the operating and financial covenants of the New Credit Facility and the Former Credit Facility. | |||||
Maturities of the New Credit Facility as of August 31, 2013 are as follows: | |||||
Fiscal Year | Maturities of | ||||
New Credit Facility | |||||
2014 | $ | 12,500 | |||
2015 | 25,000 | ||||
2016 | 25,000 | ||||
2017 | 50,000 | ||||
2018 | 137,500 | ||||
Total | $ | 250,000 | |||
Capital Lease and Financing Obligations | |||||
From time to time, the Company enters into capital leases and financing arrangements to purchase certain equipment. The equipment acquired from these vendors is paid over a specified period of time based on the terms agreed upon. During the fiscal year ended August 31, 2013, the Company entered into various capital leases and financing obligations for certain information technology equipment totaling $1,854. In connection with the construction of the Company's new customer fulfillment center in Columbus, Ohio, the Company entered into an arrangement with the Columbus-Franklin County Finance Authority ("Finance Authority") which provides savings on state and local sales taxes imposed on construction materials to entities that finance the transactions through them. This arrangement consists of the Finance Authority issuing taxable bonds to finance the structure and site improvements of the Company's customer fulfillment center. The Finance Authority holds the title to the building and entered into a long-term lease with the Company. The lease has a 20-year term with a prepayment option without penalty between 7 and 20 years. At the end of the lease term, the building's title is transferred to the Company for a nominal amount when the principal of and interest on the bonds have been fully paid. The lease has been classified as a capital lease in accordance with ASC Topic 840. At August 31, 2013, the capital lease obligation was approximately $2,000. | |||||
During the fiscal year ended September 1, 2012, the Company entered into various capital leases and financing obligations for certain information technology equipment totaling $4,582. | |||||
The amount due under all capital leases and financing arrangements at August 31, 2013 was approximately $5,750, of which $1,684 represents current maturities. The net book value of the property and equipment acquired under these capital leases and financing agreements at August 31, 2013 was approximately $5,594. Amortization expense of property and equipment acquired under these capital leases and financing arrangements was approximately $176 for the fiscal year ended 2013. | |||||
At August 31, 2013, approximate future minimum payments under capital leases and financing arrangements are as follows: | |||||
Fiscal Year | Payments under capital leases | ||||
and financing arrangements | |||||
2014 | $ | 1,723 | |||
2015 | 1,660 | ||||
2016 | 426 | ||||
2017 | — | ||||
Total minimum lease payments | $ | 3,809 | |||
Less: amount representing interest | 59 | ||||
Present value of minimum lease payments | $ | 3,750 | |||
Less: current portion | 1,684 | ||||
Long term capital leases and financing arrangements | $ | 2,066 |
Shareholders_Equity
Shareholders' Equity | 12 Months Ended |
Aug. 31, 2013 | |
Shareholders' Equity [Abstract] | |
Shareholders' Equity | 11. SHAREHOLDERS' EQUITY |
Treasury Stock Purchases | |
During fiscal 1999, the Board of Directors established the MSC Stock Repurchase Plan (the "Repurchase Plan"). On October 21, 2011, the Board of Directors reaffirmed and replenished the Repurchase Plan so that the total number of shares of Class A common stock authorized for future repurchase was 5,000 shares. As of August 31, 2013, the maximum number of shares that may yet be repurchased under the Repurchase Plan was 4,384 shares. The Repurchase Plan allows the Company to repurchase shares at any time and in any increments it deems appropriate in accordance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended. During fiscal 2013 and fiscal 2012, the Company repurchased 52 shares and 671 shares, respectively, of its Class A common stock for $3,773 and $48,098, respectively. The Company accounts for treasury stock under the cost method, using the first-in, first-out flow assumption, and includes treasury stock as a component of stockholders' equity in the accompanying consolidated financial statements. | |
The Company reissued approximately 53 and 52 shares of treasury stock during fiscal 2013 and fiscal 2012, respectively, to fund the Associate Stock Purchase Plan (Note 12). | |
Common Stock | |
Each holder of the Company's Class A common stock is entitled to one vote for each share held of record on the applicable record date on all matters presented to a vote of shareholders, including the election of directors. The holders of Class B common stock are entitled to ten votes per share on the applicable record date and are entitled to vote, together with the holders of the Class A common stock, on all matters which are subject to shareholder approval. Holders of Class A common stock and Class B common stock have no cumulative voting rights or preemptive rights to purchase or subscribe for any stock or other securities and there are no redemption or sinking fund provisions with respect to such stock. | |
The holders of the Company's Class B common stock have the right to convert their shares of Class B common stock into shares of Class A common stock at their election and on a one-to-one basis, and all shares of Class B common stock convert into shares of Class A common stock on a one to-one basis upon the sale or transfer of such shares of Class B common stock to any person who is not a member of the Jacobson or Gershwind families or any trust not established principally for members of the Jacobson or Gershwind families or to any person who is not an executor, administrator or personal representative of an estate of a member of the Jacobson or Gershwind families. | |
Preferred Stock | |
The Company has authorized 5,000 shares of preferred stock. The Company's Board of Directors has the authority to issue the shares of preferred stock. Shares of preferred stock may have priority over the Company's Class A common stock and Class B common stock with respect to dividend or liquidation rights, or both. As of August 31, 2013, there were no shares of preferred stock issued or outstanding. | |
Cash Dividend | |
On July 10, 2003, the Board of Directors instituted a policy of regular quarterly cash dividends to shareholders. This policy is reviewed regularly by the Board of Directors. | |
On October 24, 2013, the Board of Directors declared a quarterly cash dividend of $0.33 per share payable on November 20, 2013 to shareholders of record at the close of business on November 6, 2013. The dividend will result in a payout of approximately $20,920, based on the number of shares outstanding at October 24, 2013. |
Associate_Benefit_Plans
Associate Benefit Plans | 12 Months Ended | ||||||||||||||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||||||||||||||
Associate Benefit Plans [Abstract] | |||||||||||||||||||||||||||||||||
Associate Benefit Plans | 12. ASSOCIATE BENEFIT PLANS | ||||||||||||||||||||||||||||||||
Stock Compensation Plans | |||||||||||||||||||||||||||||||||
2005 Omnibus Incentive Plan | |||||||||||||||||||||||||||||||||
The Company's 2005 Omnibus Incentive Plan, which is shareholder-approved and scheduled to terminate on January 3, 2016, was established to grant stock options, restricted stock, performance shares and other equity and performance-based cash compensation awards to its associates for which 6,200 shares of common stock to be issued under the Plan have been registered under the Securities Act of 1933, as amended. The Company believes that such awards serve to align the interests of its associates with those of its shareholders. | |||||||||||||||||||||||||||||||||
Stock Options | |||||||||||||||||||||||||||||||||
A summary of the status of the Company's stock options at August 31, 2013, September 1, 2012 and August 27, 2011 and changes during the fiscal years then ended is presented in the table and narrative below: | |||||||||||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||||||||||
Shares | Weighted | Shares | Weighted | Shares | Weighted | ||||||||||||||||||||||||||||
Average | Average | Average | |||||||||||||||||||||||||||||||
Exercise | Exercise | Exercise | |||||||||||||||||||||||||||||||
Price | Price | Price | |||||||||||||||||||||||||||||||
Outstanding – beginning of year | 1,377 | $ | 49.79 | 1,697 | $ | 44.17 | 2,394 | $ | 38.76 | ||||||||||||||||||||||||
Granted | 360 | 69.52 | 308 | 66.69 | 364 | 54.67 | |||||||||||||||||||||||||||
Exercised | (504 | ) | 42.97 | (538 | ) | 41.65 | (1,060 | ) | 35.56 | ||||||||||||||||||||||||
Cancelled/forfeited | (9 | ) | 62.43 | (90 | ) | 50.39 | (1 | ) | 14.26 | ||||||||||||||||||||||||
Outstanding – end of year | 1,224 | $ | 58.3 | 1,377 | $ | 49.79 | 1,697 | $ | 44.17 | ||||||||||||||||||||||||
Exercisable – end of year | 385 | $ | 48.78 | 505 | $ | 42.68 | 584 | $ | 39.46 | ||||||||||||||||||||||||
Weighted average fair value of options granted | $ | 15.33 | $ | 17.67 | $ | 14.48 | |||||||||||||||||||||||||||
The total intrinsic value of options exercised during the fiscal years ended August 31, 2013, September 1, 2012 and August 27, 2011 was $16,402, $16,185, and $28,520, respectively. As of August 31, 2013, the total intrinsic value of options exercisable was $10,478 and the total intrinsic value of options outstanding was $21,658. The unrecognized share-based compensation cost related to stock option expense at August 31, 2013 was $8,028 and will be recognized over a weighted average of 1.7 years. | |||||||||||||||||||||||||||||||||
The fair value of each option grant is estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: | |||||||||||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||||||||||
Expected life (years) | 3.8 | 4.8 | 4.8 | ||||||||||||||||||||||||||||||
Risk-free interest rate | 0.55 | % | 1 | % | 1.1 | % | |||||||||||||||||||||||||||
Volatility | 32.9 | % | 35.2 | % | 35.1 | % | |||||||||||||||||||||||||||
Dividend yield | 1.7 | % | 1.7 | % | 1.7 | % | |||||||||||||||||||||||||||
The risk-free interest rate represents the United States Treasury Bond constant maturity yield approximating the expected option life of stock options granted during the period. The expected option life represents the period of time that the stock options granted during the period are expected to be outstanding, based on the mid-point between the weighted time-to-vesting and the contractual expiration date of the option. The expected volatility is based on the historical market price volatility of the Company's common stock for the expected term of the options. | |||||||||||||||||||||||||||||||||
The following table summarizes information about stock options outstanding and exercisable at August 31, 2013: | |||||||||||||||||||||||||||||||||
Range of Exercise Prices | Number of | Weighted | Weighted | Intrinsic | Number of | Weighted | Weighted | Intrinsic | |||||||||||||||||||||||||
Options | Average | Average | Value | Options | Average | Average | Value | ||||||||||||||||||||||||||
Outstanding | Remaining | Exercise | Exercisable | Remaining | Exercise | ||||||||||||||||||||||||||||
at August 31, 2013 | Contractual | Price | at August 31, 2013 | Contractual | Price | ||||||||||||||||||||||||||||
Life | Life | ||||||||||||||||||||||||||||||||
$23.41 – $38.07 | 87 | 2 | $ | 37.08 | $ | 3,373 | 87 | 2 | $ | 37.08 | $ | 3,373 | |||||||||||||||||||||
38.08 – 44.17 | 222 | 3 | 43.8 | 7,163 | 110 | 2.8 | 43.43 | 3,587 | |||||||||||||||||||||||||
44.18 – 65.76 | 281 | 3.7 | 53.82 | 6,226 | 127 | 3.2 | 52.76 | 2,947 | |||||||||||||||||||||||||
65.77 – 73.71 | 634 | 5.7 | 68.28 | 4,896 | 61 | 5.1 | 66.69 | 571 | |||||||||||||||||||||||||
1,224 | 4.5 | $ | 58.3 | $ | 21,658 | 385 | 3.1 | $ | 48.78 | $ | 10,478 | ||||||||||||||||||||||
Restricted Stock Awards | |||||||||||||||||||||||||||||||||
A summary of the activity of the nonvested restricted stock awards granted under the 2005 Omnibus Incentive Plan for the fiscal year ended August 31, 2013 is as follows: | |||||||||||||||||||||||||||||||||
Shares | Weighted Average Grant Date Fair Value | ||||||||||||||||||||||||||||||||
Nonvested at September 1, 2012 | 535 | $ | 52.37 | ||||||||||||||||||||||||||||||
Granted | 141 | 70.37 | |||||||||||||||||||||||||||||||
Vested | (159 | ) | 45.23 | ||||||||||||||||||||||||||||||
Forfeited/Cancelled | (12 | ) | 58.9 | ||||||||||||||||||||||||||||||
Nonvested at August 31, 2013 | 505 | $ | 59.47 | ||||||||||||||||||||||||||||||
The fair value of shares vested during the fiscal year ended August 31, 2013 and September 1, 2012 was $7,175 and $6,804, respectively. | |||||||||||||||||||||||||||||||||
The unrecognized compensation cost related to the nonvested restricted stock awards at August 31, 2013 is $16,188 and will be recognized over a weighted-average period of 2.1 years. | |||||||||||||||||||||||||||||||||
Restricted Stock Units | |||||||||||||||||||||||||||||||||
A summary of the Company's non-vested restricted stock unit award activity including dividend equivalent units for the fiscal year ended August 31, 2013 is as follows: | |||||||||||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||||||||||
Shares | Weighted Average Grant Date Fair Value | Shares | Weighted Average Grant Date Fair Value | ||||||||||||||||||||||||||||||
Non-vested restricted stock unit awards at | 192 | $ | 54.9 | 189 | $ | 54.68 | |||||||||||||||||||||||||||
1-Sep-12 | |||||||||||||||||||||||||||||||||
Granted | 4 | 76.2 | 3 | 70.78 | |||||||||||||||||||||||||||||
Vested | — | — | — | — | |||||||||||||||||||||||||||||
Cancelled/forfeited | — | — | — | — | |||||||||||||||||||||||||||||
Non-vested restricted stock unit awards at | 196 | $ | 55.32 | 192 | $ | 54.9 | |||||||||||||||||||||||||||
31-Aug-13 | |||||||||||||||||||||||||||||||||
The unrecognized compensation cost related to the RSUs at August 31, 2013 was $3,956 and is expected to be recognized over a period of 2.2 years. | |||||||||||||||||||||||||||||||||
Associate Stock Purchase Plan | |||||||||||||||||||||||||||||||||
The Company has established a qualified Associate Stock Purchase Plan, the terms of which allow for qualified associates (as defined in the Associate Stock Purchase Plan) to participate in the purchase of up to a maximum of 5 shares of the Company's Class A common stock at a price equal to 90% of the closing price at the end of each stock purchase period. On January 4, 2005, shareholders of the Company approved a 300 share increase to the Associate Stock Purchase Plan. On January 7, 2009, the shareholders of the Company approved an increase to the authorized but unissued shares of the Class A common stock of the Company reserved for sale under the Associate Stock Purchase Plan from 800 to 1,150 shares. As of August 31, 2013, approximately 160 shares remain reserved for issuance under this plan. Associates purchased approximately 53 and 52 shares of common stock during fiscal 2013 and 2012 at an average per share price of $70.55 and $64.71, respectively. | |||||||||||||||||||||||||||||||||
Savings Plan | |||||||||||||||||||||||||||||||||
The Company maintains a defined contribution plan with both a profit sharing feature and a 401(k) feature which covers all associates who have completed at least one month of service with the Company. For fiscal 2013, 2012, and 2011, the Company contributed $5,243, $4,738 and $4,036, respectively, to the plan. The Company contributions are discretionary. |
Commitments_And_Contingencies
Commitments And Contingencies | 12 Months Ended | ||||||||
Aug. 31, 2013 | |||||||||
Commitments And Contingencies [Abstract] | |||||||||
Commitments And Contingencies | 13. COMMITMENTS AND CONTINGENCIES | ||||||||
Leases | |||||||||
Certain of the operations of the Company are conducted on leased premises, one of which is leased from entities affiliated with Mitchell Jacobson, the Company's Chairman, and Marjorie Gershwind Fiverson, Mr. Jacobson's sister. In addition, Erik Gershwind, our President and Chief Executive Officer, served as an officer and director of the affiliated real estate entity during fiscal 2013. The leases (most of which require the Company to provide for the payment of real estate taxes, insurance and other operating costs) are for varying periods, the longest extending to the year 2030. Some of the leased premises contain multiple renewal provisions, exercisable at the Company's option, as well as escalation clauses. In addition, the Company is obligated under certain equipment and automobile operating leases, which expire on varying dates through 2018. At August 31, 2013, approximate minimum annual rentals on such leases are as follows: | |||||||||
Fiscal Year | Total | Related Party | |||||||
(Including | Commitments | ||||||||
Related Party | |||||||||
Commitments) | |||||||||
2014 | $ | 22,762 | $ | 2,296 | |||||
2015 | 17,365 | 2,314 | |||||||
2016 | 13,250 | 2,350 | |||||||
2017 | 8,587 | 2,353 | |||||||
2018 | 4,207 | 2,372 | |||||||
Thereafter | 31,511 | 29,673 | |||||||
Total | $ | 97,682 | $ | 41,358 | |||||
Total rental expense (exclusive of real estate taxes, insurance and other operating costs) for all operating leases for fiscal 2013, 2012 and 2011 was approximately $13,243, $11,271 and $10,716, respectively, including approximately $2,293, $2,258 and $2,247, respectively, paid to related parties. | |||||||||
In the opinion of the Company's management, the lease with related parties is on terms which approximate fair market value. |
Legal_Proceedings
Legal Proceedings | 12 Months Ended |
Aug. 31, 2013 | |
Commitments And Contingencies [Abstract] | |
Legal Proceedings | 14. LEGAL PROCEEDINGS |
There are various claims, lawsuits, and pending actions against the Company incidental to the operation of its business. Although the outcome of these matters is currently not determinable, management does not expect that the ultimate costs to resolve these matters will have a material adverse effect on the Company's consolidated financial position, results of operations, or liquidity. |
Summary_Of_Quarterly_Results
Summary Of Quarterly Results | 12 Months Ended | ||||||||||||||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||||||||||||||
Summary Of Quarterly Results [Abstract] | |||||||||||||||||||||||||||||||||
Summary Of Quarterly Results | 15. SUMMARY OF QUARTERLY RESULTS (UNAUDITED) | ||||||||||||||||||||||||||||||||
The following table sets forth unaudited financial data for each of the Company's last eight fiscal quarters. | |||||||||||||||||||||||||||||||||
Fiscal Year Ended August 31, 2013 | Fiscal Year Ended September 1, 2012 | ||||||||||||||||||||||||||||||||
First Quarter | Second Quarter | Third Quarter | Fourth Quarter | First Quarter | Second Quarter | Third Quarter | Fourth Quarter | ||||||||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||||||||||||||
Consolidated Income Statement Data: | |||||||||||||||||||||||||||||||||
Net sales | $ | 577,491 | $ | 569,462 | $ | 636,923 | $ | 673,773 | $ | 545,703 | $ | 562,974 | $ | 611,970 | $ | 635,271 | |||||||||||||||||
Gross profit | 265,089 | 256,369 | 289,513 | 307,545 | 252,133 | 259,460 | 279,583 | 287,027 | |||||||||||||||||||||||||
Income from operations | 102,352 | 90,576 | 100,246 | 92,352 | 96,824 | 96,527 | 110,859 | 108,006 | |||||||||||||||||||||||||
Net income | 63,187 | 56,079 | 62,354 | 56,375 | 59,837 | 60,068 | 70,211 | 68,915 | |||||||||||||||||||||||||
Net income per share: | |||||||||||||||||||||||||||||||||
Basic | 1.01 | 0.89 | 0.99 | 0.89 | 0.95 | 0.95 | 1.11 | 1.1 | |||||||||||||||||||||||||
Diluted | 1 | 0.88 | 0.98 | 0.89 | 0.95 | 0.95 | 1.1 | 1.09 |
Summary_Of_Significant_Account1
Summary Of Significant Accounting Policies (Policy) | 12 Months Ended | ||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||
Summary Of Significant Accounting Policies [Abstract] | |||||||||||||||||||||
Principles Of Consolidation | Principles of Consolidation | ||||||||||||||||||||
The accompanying consolidated financial statements include the accounts of MSC and its subsidiaries, all of which are wholly owned. All intercompany balances and transactions have been eliminated in consolidation. | |||||||||||||||||||||
The Company acquired substantially all of the assets and assumed certain liabilities of the North American distribution business ("BDNA") of Barnes Group Inc. ("Barnes") on April 22, 2013. The results of BDNA are included in the current period since the date of acquisition. | |||||||||||||||||||||
Fiscal Year | Fiscal Year | ||||||||||||||||||||
The Company's fiscal year is on a 52 or 53 week basis, ending on the Saturday closest to August 31st of each year. The financial statements for fiscal years 2013 and 2011 contain activity for 52 weeks. Fiscal year 2012 is a 53-week period with the extra week occurring in the Company's fiscal fourth quarter. Unless the context requires otherwise, references to years contained herein pertain to the Company's fiscal year. | |||||||||||||||||||||
Use Of Estimates | Use of Estimates | ||||||||||||||||||||
The preparation of financial statements, in conformity with accounting principles generally accepted in the United States, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and assumptions used in preparing the accompanying consolidated financial statements. | |||||||||||||||||||||
Cash And Cash Equivalents | Cash and Cash Equivalents | ||||||||||||||||||||
The Company considers all short-term, highly liquid investments with maturities of three months or less at the date of purchase to be cash equivalents. Cash and cash equivalents are carried at cost, which approximates fair value. | |||||||||||||||||||||
Concentrations Of Credit Risk | Concentrations of Credit Risk | ||||||||||||||||||||
The Company's mix of receivables is diverse, with approximately 322,000 active customer accounts (customers that have made at least one purchase in the last 12 months and excluding BDNA) at August 31, 2013. The Company sells its products primarily to end-users. The Company's customer base represents many diverse industries primarily concentrated in the United States. The Company performs periodic credit evaluations of its customers' financial condition and collateral is generally not required. Receivables are generally due within 30 days. The Company evaluates the collectability of accounts receivable based on numerous factors, including past transaction history with customers and their credit worthiness and provides a reserve for accounts that are potentially uncollectible. | |||||||||||||||||||||
The Company's cash and cash equivalents include deposits with commercial banks and investments in money market funds. The Company maintains the majority of its cash and invests its cash equivalents with high quality financial institutions. Deposits held with banks may exceed insurance limits. While MSC monitors the creditworthiness of these commercial banks and financial institutions, a crisis in the United States financial systems could limit access to funds and/or result in a loss of principal. The terms of these deposits and investments provide that all monies are available to the Company upon demand. | |||||||||||||||||||||
Allowance For Doubtful Accounts | Allowance for Doubtful Accounts | ||||||||||||||||||||
The Company establishes reserves for customer accounts that are deemed uncollectible. The method used to estimate the allowances is based on several factors, including the age of the receivables and the historical ratio of actual write-offs to the age of the receivables. These analyses also take into consideration economic conditions that may have an impact on a specific industry, group of customers or a specific customer. While the Company has a broad customer base, representing many diverse industries primarily in all regions of the United States, a general economic downturn could result in higher than expected defaults, and therefore, the need to revise estimates for bad debts. | |||||||||||||||||||||
Inventory Valuation | Inventory Valuation | ||||||||||||||||||||
Inventories consist of merchandise held for resale and are stated at the lower of weighted average cost or market. The Company evaluates the recoverability of our slow-moving or obsolete inventories quarterly. The Company estimates the recoverable cost of such inventory by product type while considering such factors as its age, historic and current demand trends, the physical condition of the inventory, as well as assumptions regarding future demand. The Company's ability to recover its cost for slow moving or obsolete inventory can be affected by such factors as general market conditions, future customer demand, and relationships with suppliers. Substantially all of the Company's inventories have demonstrated long shelf lives, are not highly susceptible to obsolescence, and are eligible for return under various supplier return programs. | |||||||||||||||||||||
Property, Plant And Equipment | Property, Plant and Equipment | ||||||||||||||||||||
Property, plant and equipment and capitalized computer software are stated at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to expense as incurred; costs of major renewals and improvements are capitalized. At the time property and equipment are retired or otherwise disposed of, the cost and accumulated depreciation are eliminated from the asset and accumulated depreciation accounts and the profit or loss on such disposition is reflected in income. | |||||||||||||||||||||
Depreciation and amortization of property, plant and equipment are computed for financial reporting purposes on the straight-line method based on the estimated useful lives of the assets. Leasehold improvements are amortized over either their respective lease terms or their estimated lives, whichever is shorter. Estimated useful lives range from five to forty years for leasehold improvements and buildings and three to twenty years for furniture, fixtures, and equipment. | |||||||||||||||||||||
Capitalized computer software costs are amortized using the straight-line method over the estimated useful life. These costs include purchased software packages, payments to vendors and consultants for the development, implementation or modification of purchased software packages for Company use, and payroll and related costs for employees associated with internal-use software projects. Capitalized computer software costs are included within property, plant and equipment on the Company's Consolidated Balance Sheets. | |||||||||||||||||||||
Goodwill And Other Intangible Assets | Goodwill and Other Intangible Assets | ||||||||||||||||||||
The Company's business acquisitions typically result in the recording of goodwill and other intangible assets, which affect the amount of amortization expense and possibly impairment write-downs that the Company may incur in future periods. Goodwill represents the excess of the purchase price paid over the fair value of the net assets acquired in connection with business acquisitions. The Company annually reviews goodwill and intangible assets that have indefinite lives for impairment in its fiscal fourth quarter and when events or changes in circumstances indicate the carrying values of these assets might exceed their current fair values. Goodwill impairment is assessed based on the FASB's new accounting guidance, which allows an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. The Company no longer is required under the new guidance to calculate the fair value of a reporting unit unless it determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. Goodwill increased $341,194 in fiscal 2013, related to the acquisition of BDNA, net of foreign currency translation adjustments. Based on the qualitative assessment performed by the Company in its fiscal fourth quarter, there was no indicator of impairment of goodwill for fiscal years 2013, 2012 and 2011. Based on the quantitative assessment of intangible assets that have indefinite lives performed by the Company in its fiscal fourth quarter, there was no indicator of impairment of intangible assets that have indefinite lives for fiscal years 2013, 2012 and 2011. | |||||||||||||||||||||
The change in the carrying amount of goodwill is as follows: | |||||||||||||||||||||
Balance as of September 1, 2012 | $ | 289,124 | |||||||||||||||||||
BDNA acquisition | 342,000 | ||||||||||||||||||||
Foreign currency translation adjustment | (806 | ) | |||||||||||||||||||
Balance as of August 31, 2013 | $ | 630,318 | |||||||||||||||||||
The components of the Company's other intangible assets for the fiscal years ended August 31, 2013 and September 1, 2012 are as follows: | |||||||||||||||||||||
Weighted Average Useful Life (in years) | For the Fiscal Years Ended | ||||||||||||||||||||
31-Aug-13 | 1-Sep-12 | ||||||||||||||||||||
Gross Carrying Amount | Accumulated Amortization | Gross Carrying Amount | Accumulated Amortization | ||||||||||||||||||
Customer Relationships | 5 - 18 | $ | 175,160 | $ | (43,998 | ) | $ | 68,160 | $ | (33,826 | ) | ||||||||||
Non-Compete Agreements | 2 - 3 | 1,348 | (881 | ) | 1,348 | (395 | ) | ||||||||||||||
Contract Rights | 10 | 23,100 | (16,748 | ) | 23,100 | (14,437 | ) | ||||||||||||||
Trademark | 1 - 5 | 3,380 | (718 | ) | 480 | (273 | ) | ||||||||||||||
Trademarks | Indefinite | 14,681 | — | 7,055 | — | ||||||||||||||||
Total | $ | 217,669 | $ | (62,345 | ) | $ | 100,143 | $ | (48,931 | ) | |||||||||||
For fiscal year 2013, the Company recorded approximately $117,400 of acquired intangible assets, consisting primarily of customer relationships and $126 relating to the registration and application of new trademarks, for fiscal year 2012 the Company recorded approximately $12,808 of acquired intangible assets, consisting primarily of customer relationships and $143 relating to the registration and application of new trademarks. The Company's amortizable intangible assets are recorded on a straight-line basis, including customer relationships, as it approximates customer attrition patterns and best estimates the use pattern of the asset. Amortization expense of the Company's intangible assets was $13,059, $10,047, and $7,689 for the fiscal years ended 2013, 2012, and 2011, respectively. Estimated amortization expense for each of the five succeeding fiscal years is as follows: | |||||||||||||||||||||
Fiscal Year | |||||||||||||||||||||
2014 | $ | 16,888 | |||||||||||||||||||
2015 | 16,696 | ||||||||||||||||||||
2016 | 14,421 | ||||||||||||||||||||
2017 | 8,033 | ||||||||||||||||||||
2018 | 7,734 | ||||||||||||||||||||
Impairment Of Long-Lived Assets | Impairment of Long-Lived Assets | ||||||||||||||||||||
The Company periodically evaluates the net realizable value of long-lived assets, including definite lived intangible assets, property and equipment, and deferred catalog costs, relying on a number of factors, including operating results, business plans, economic projections, and anticipated future cash flows. Impairment is assessed by evaluating the estimated undiscounted cash flows over the asset's remaining life. If estimated cash flows are insufficient to recover the investment, an impairment loss is recognized. No impairment loss was required to be recorded by the Company during fiscal years 2013, 2012 and 2011. | |||||||||||||||||||||
Deferred Catalog Costs | Deferred Catalog Costs | ||||||||||||||||||||
The costs of producing and distributing the Company's principal catalogs are deferred ($6,406 and $7,355 at August 31, 2013 and September 1, 2012, respectively) and included in other assets in the Company's consolidated balance sheets. These costs are charged to expense over the period that the catalogs remain the most current source of sales, which is typically one year or less. The costs associated with brochures and catalog supplements are charged to expense as distributed. The total amount of advertising costs, net of co-operative advertising income from vendor sponsored programs, included in operating expenses in the consolidated statements of income, was approximately $11,505, $14,090 and $14,219 during the fiscal years 2013, 2012, and 2011, respectively. | |||||||||||||||||||||
Revenue Recognition | Revenue Recognition | ||||||||||||||||||||
The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the sales price is fixed or determinable, and collectability is reasonably assured. In most cases, these conditions are met when the product is shipped to the customer or services have been rendered. The Company reports its sales net of the amount of actual sales returns and the amount of reserves established for anticipated sales returns based upon historical return rates. Sales tax collected from customers is excluded from net sales in the accompanying consolidated statement of income. | |||||||||||||||||||||
Vendor Consideration | Vendor Consideration | ||||||||||||||||||||
The Company records cash consideration received for advertising costs incurred to sell the vendor's products as a reduction of the Company's advertising costs and is reflected in operating expenses in the consolidated statements of income. In addition, the Company receives volume rebates from certain vendors based on contractual arrangements with such vendors. Rebates received from these vendors are recognized as a reduction to the cost of goods sold in the consolidated statements of income when the inventory is sold. | |||||||||||||||||||||
Product Warranties | Product Warranties | ||||||||||||||||||||
The Company generally offers a maximum one-year warranty, including parts and labor, for some of its machinery products. The specific terms and conditions of those warranties vary depending upon the product sold. The Company may be able to recoup some of these costs through product warranties it holds with its original equipment manufacturers, which typically range from thirty to ninety days. In general, many of the Company's general merchandise products are covered by third party original equipment manufacturers' warranties. The Company's warranty expense has been minimal. | |||||||||||||||||||||
Shipping And Handling Costs | Shipping and Handling Costs | ||||||||||||||||||||
The Company includes shipping and handling fees billed to customers in net sales and shipping and handling costs associated with outbound freight in operating expenses in the accompanying consolidated statements of income. The shipping and handling costs in operating expenses were approximately $105,150, $102,550, and $92,442 during fiscal years 2013, 2012, and 2011, respectively. | |||||||||||||||||||||
Self-Insurance | Self-Insurance | ||||||||||||||||||||
The Company has a self-insured group health plan. The Company is responsible for all covered claims to a maximum liability of $500 per participant during a September 1 plan year. Benefits paid in excess of $500 are reimbursed to the plan under the Company's stop loss policy pursuant to an arrangement in effect through the end of August 2013. Effective September 1, 2013, the maximum liability was increased to $550 per participant. The Company estimates its reserve for all unpaid medical claims including those incurred but not reported based on historical analysis of claim trends, reporting and processing lag times and medical costs, adjusted as necessary based on management's reasoned judgment. Group health plan expense for fiscal 2013, 2012 and 2011 was approximately $48,249, $43,988, and $37,429, respectively. | |||||||||||||||||||||
Stock Based Compensation | Stock Based Compensation | ||||||||||||||||||||
In accordance with Accounting Standards Codification ("ASC") Topic 718, "Compensation — Stock Compensation" ("ASC 718"), the Company estimates the fair value of share-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods in the Company's Consolidated Statements of Income. The Company uses the Black-Scholes option pricing model to determine the grant date fair value and recognizes compensation expense on a straight-line basis over the associate's vesting period or to the associate's retirement eligible date, if earlier. | |||||||||||||||||||||
The stock-based compensation expense related to stock option plans and the Associate Stock Purchase Plan included in operating expenses for fiscal 2013, 2012 and 2011 were $5,387, $5,656 and $5,900, respectively. Tax benefits related to this expense for fiscal 2013, 2012 and 2011 were $1,951, $2,061 and $2,156, respectively. The Company grants Non-Qualified Stock Options, which allow the tax benefit to be recorded as options are expensed. | |||||||||||||||||||||
The stock-based compensation expense related to nonvested restricted stock awards included in operating expenses was $8,309, $7,448 and $7,053 for the fiscal years 2013, 2012, and 2011 respectively. The stock-based compensation expense related to a restricted stock unit award included in operating expenses was $2,128 and $2,158 for the fiscal years 2013 and 2012 respectively. | |||||||||||||||||||||
Related Party Transactions | Related Party Transactions | ||||||||||||||||||||
The Company is currently affiliated with one real estate entity (the "Affiliate"). The Affiliate is owned primarily by two of our principal shareholders (Mitchell Jacobson, our Chairman, and his sister, Marjorie Gershwind Fiverson). In addition, Erik Gershwind, our President and Chief Executive Officer, served as an officer and director of the affiliated real estate entity during fiscal 2013. The Company leases a customer fulfillment center located near Atlanta, Georgia from its Affiliate. Monthly rental payments range from approximately $191 to $218 over the remaining lease term. See Note 13 for a discussion of leases. | |||||||||||||||||||||
Fair Value Of Financial Instruments | Fair Value of Financial Instruments | ||||||||||||||||||||
The carrying values of the Company's financial instruments, including cash, receivables, accounts payable and accrued liabilities approximate fair value because of the short maturity of these instruments. In addition, based on borrowing rates currently available to the Company for borrowings with similar terms, the carrying values of the Company's capital lease obligations also approximate fair value. The fair value of the Company's long-term debt, including current maturities are estimated based on quoted market prices for the same or similar issues or on current rates offered to the Company for debt of the same remaining maturities. Under this method, the Company's fair value of any long-term obligations was not significantly different than the carrying values at August 31, 2013 and September 1, 2012. | |||||||||||||||||||||
Foreign Currency | Foreign Currency | ||||||||||||||||||||
The local currency is the functional currency for all of MSC's operations outside the United States. Assets and liabilities of these operations are translated to U.S. dollars at the exchange rate in effect at the end of each period. Income statement accounts are translated at the average exchange rate prevailing during the period. Translation adjustments arising from the use of differing exchange rates from period to period are included as a component of other comprehensive income within shareholders' equity. Gains and losses from foreign currency transactions are included in net income for the period. | |||||||||||||||||||||
Income Taxes | Income Taxes | ||||||||||||||||||||
The Company has established deferred income tax assets and liabilities for temporary differences between the financial reporting bases and the income tax bases of its assets and liabilities at enacted tax rates expected to be in effect when such assets or liabilities are realized or settled pursuant to the provisions of ASC Topic 740, "Income Taxes" ("ASC 740"), which prescribes a comprehensive model for the financial statement recognition, measurement, classification, and disclosure of uncertain tax positions. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities. The amounts of unrecognized tax benefits, exclusive of interest and penalties that would affect the effective tax rate were $4,494 and $5,376 as of August 31, 2013 and September 1, 2012, respectively. | |||||||||||||||||||||
Geographic Regions | Geographic Regions | ||||||||||||||||||||
The Company's sales and assets are predominantly generated from United States locations. Sales and assets related to the United Kingdom (the "U.K."), Mexico and Canada branches are not significant to the Company's total operations. For fiscal 2013, the U.K., Mexico and Canadian operations represented approximately 3% of the Company's consolidated net sales. | |||||||||||||||||||||
Segment Reporting | Segment Reporting | ||||||||||||||||||||
The Company utilizes the management approach for segment disclosure, which designates the internal organization that is used by management for making operating decisions and assessing performance as the source of our reportable segments. The Company's results of operations are reviewed by the Chief Executive Officer on a consolidated basis and the Company operates in only one segment. Substantially all of the Company's revenues and long-lived assets are in the United States. | |||||||||||||||||||||
New Accounting Pronouncements | New Accounting Pronouncements | ||||||||||||||||||||
Recognizing assets and liabilities arising from lease contracts on the balance sheet | |||||||||||||||||||||
In May 2013, the Financial Accounting Standards Board ("FASB") reissued an exposure draft on lease accounting that would require entities to recognize assets and liabilities arising from lease contracts on the balance sheet. The proposed exposure draft states that lessees and lessors should apply a "right-of-use model" in accounting for all leases. Under the proposed model, lessees would recognize an asset for the right to use the leased asset, and a liability for the obligation to make rental payments over the lease term. When measuring the asset and liability, variable lease payments are excluded whereas renewal options that provide a significant economic incentive upon renewal would be included. The lease expense from real estate based leases would continue to be recorded under a straight line approach, but other leases not related to real estate would be expensed using an effective interest method that would accelerate lease expense. Comments were due by September 13, 2013. A final standard is currently expected to be issued in 2014 and would be effective no earlier than annual reporting periods beginning on January 1, 2017 (fiscal 2018 for the Company). The Company is currently assessing the impact that the adoption of the guidance will have on its financial position, results of operations and cash flows. | |||||||||||||||||||||
Reclassification Adjustments out of Accumulated Other Comprehensive Income | |||||||||||||||||||||
In February 2013, the FASB issued an accounting standard which requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component. In addition, an entity is required to present, either on the face of the statement where net income is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items of net income but only if the amount reclassified is required under U.S. GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under U.S. GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under U.S. GAAP that provide additional detail about those amounts. This guidance is effective for periods beginning after December 15, 2012. The adoption of this new guidance did not have any impact on the Company's financial position, results of operations or cash flows. | |||||||||||||||||||||
Testing Indefinite-lived Intangible Assets for Impairment | |||||||||||||||||||||
In July 2012, the FASB issued an accounting standard update that allows an entity the option to first assess qualitative factors to determine whether the existence of events and circumstances indicates that it is not more likely than not that the indefinite-lived intangible asset is impaired. An entity no longer will be required to perform the quantitative impairment test of indefinite-lived intangible assets if, after it assesses the totality of events and circumstances, the entity concludes that it is not more likely than not that the indefinite-lived intangible asset is impaired. The guidance is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The Company does not anticipate that the adoption of the guidance will have any impact on its financial position, results of operations or cash flows. |
Summary_Of_Significant_Account2
Summary Of Significant Accounting Policies (Tables) | 12 Months Ended | ||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||
Summary Of Significant Accounting Policies [Abstract] | |||||||||||||||||||||
Schedule Of The Change In The Carrying Amount Of Goodwill | |||||||||||||||||||||
Balance as of September 1, 2012 | $ | 289,124 | |||||||||||||||||||
BDNA acquisition | 342,000 | ||||||||||||||||||||
Foreign currency translation adjustment | (806 | ) | |||||||||||||||||||
Balance as of August 31, 2013 | $ | 630,318 | |||||||||||||||||||
Components Of Other Intangible Assets | |||||||||||||||||||||
Weighted Average Useful Life (in years) | For the Fiscal Years Ended | ||||||||||||||||||||
31-Aug-13 | 1-Sep-12 | ||||||||||||||||||||
Gross Carrying Amount | Accumulated Amortization | Gross Carrying Amount | Accumulated Amortization | ||||||||||||||||||
Customer Relationships | 5 - 18 | $ | 175,160 | $ | (43,998 | ) | $ | 68,160 | $ | (33,826 | ) | ||||||||||
Non-Compete Agreements | 2 - 3 | 1,348 | (881 | ) | 1,348 | (395 | ) | ||||||||||||||
Contract Rights | 10 | 23,100 | (16,748 | ) | 23,100 | (14,437 | ) | ||||||||||||||
Trademark | 1 - 5 | 3,380 | (718 | ) | 480 | (273 | ) | ||||||||||||||
Trademarks | Indefinite | 14,681 | — | 7,055 | — | ||||||||||||||||
Total | $ | 217,669 | $ | (62,345 | ) | $ | 100,143 | $ | (48,931 | ) | |||||||||||
Schedule Of Estimated Amortization Expense | |||||||||||||||||||||
Fiscal Year | |||||||||||||||||||||
2014 | $ | 16,888 | |||||||||||||||||||
2015 | 16,696 | ||||||||||||||||||||
2016 | 14,421 | ||||||||||||||||||||
2017 | 8,033 | ||||||||||||||||||||
2018 | 7,734 |
Net_Income_Per_Share_Tables
Net Income Per Share (Tables) | 12 Months Ended | ||||||||||||
Aug. 31, 2013 | |||||||||||||
Net Income Per Share [Abstract] | |||||||||||||
Basic And Diluted Net Income Per Common Share Under The Two-Class Method | |||||||||||||
For the Fiscal Years Ended | |||||||||||||
August 31, | September 1, | August 27, | |||||||||||
2013 | 2012 | 2011 | |||||||||||
(52 weeks) | (53 weeks) | (52 weeks) | |||||||||||
Net income as reported | $ | 237,995 | $ | 259,031 | $ | 218,786 | |||||||
Less: Distributed net income available to participating securities | (492 | ) | (351 | ) | (932 | ) | |||||||
Less: Undistributed net income available to participating securities | (1,289 | ) | (1,758 | ) | (948 | ) | |||||||
Numerator for basic net income per share: | |||||||||||||
Undistributed and distributed net income available to common shareholders | $ | 236,214 | $ | 256,922 | $ | 216,906 | |||||||
Add: Undistributed net income allocated to participating securities | 1,289 | 1,758 | 948 | ||||||||||
Less: Undistributed net income reallocated to participating securities | (1,283 | ) | (1,748 | ) | (942 | ) | |||||||
Numerator for diluted net income per share: | |||||||||||||
Undistributed and distributed net income available to common shareholders | $ | 236,220 | $ | 256,932 | $ | 216,912 | |||||||
Denominator: | |||||||||||||
Weighted average shares outstanding for basic net income per share | 62,695 | 62,434 | 62,902 | ||||||||||
Effect of dilutive securities | 316 | 369 | 422 | ||||||||||
Weighted average shares outstanding for diluted net income per share | 63,011 | 62,803 | 63,324 | ||||||||||
Net income per share Two-Class Method: | |||||||||||||
Basic | $ | 3.77 | $ | 4.12 | $ | 3.45 | |||||||
Diluted | $ | 3.75 | $ | 4.09 | $ | 3.43 |
Business_Combinations_Tables
Business Combinations (Tables) | 12 Months Ended | ||||||||
Aug. 31, 2013 | |||||||||
Business Combinations [Abstract] | |||||||||
Schedule Of Purchase Price Allocation | |||||||||
Inventory | $ | 49,378 | |||||||
Accounts receivable | 36,407 | ||||||||
Prepaid expenses and other current assets | 3,161 | ||||||||
Intangible assets | 117,400 | ||||||||
Goodwill | 342,000 | ||||||||
Property, plant and equipment | 19,165 | ||||||||
Other assets | 98 | ||||||||
Total Assets Acquired | $ | 567,609 | |||||||
Accounts payable and accrued expense | 19,611 | ||||||||
Other long-term liabilities | 663 | ||||||||
Total Liabilities Assumed | 20,274 | ||||||||
Net Assets Acquired | $ | 547,335 | |||||||
Summary Of Unaudited Proforma Financial Information | |||||||||
For the Fiscal Year Ended | |||||||||
31-Aug-13 | 1-Sep-12 | ||||||||
Net Sales | $ | 2,642,720 | $ | 2,664,086 | |||||
Net Income | 242,966 | 260,895 | |||||||
Net income per share Two-class method: | |||||||||
Basic | $ | 3.85 | $ | 4.14 | |||||
Diluted | $ | 3.83 | $ | 4.12 |
Restructuring_And_Other_Charge1
Restructuring And Other Charges (Tables) | 12 Months Ended | ||||||||||||
Aug. 31, 2013 | |||||||||||||
Restructuring And Other Charges [Abstract] | |||||||||||||
Schedule of Restructuring Charges | |||||||||||||
Workforce | Facility Closings | Total | |||||||||||
Reductions | |||||||||||||
Charged to operating expenses | $ | 3,079 | — | $ | 3,079 | ||||||||
Cash payments | 619 | 619 | |||||||||||
Accrued restructuring balance, August 31, 2013 | $ | 2,460 | $ | — | $ | 2,460 |
Property_Plant_And_Equipment_T
Property, Plant And Equipment (Tables) | 12 Months Ended | ||||||||||||
Aug. 31, 2013 | |||||||||||||
Property, Plant And Equipment [Abstract] | |||||||||||||
Summary Of Property, Plant And Equipment | |||||||||||||
Number of Years | August 31, | September 1, | |||||||||||
2013 | 2012 | ||||||||||||
Land | — | $ | 20,471 | $ | 16,039 | ||||||||
Building and improvements | 40 | 123,675 | 81,266 | ||||||||||
Leasehold improvements | The lesser of | 4,971 | 3,993 | ||||||||||
lease term or 31.5 | |||||||||||||
Furniture, fixtures and equipment | 3 - 20 | 131,981 | 120,724 | ||||||||||
Automobiles | 5 | 435 | 447 | ||||||||||
Computer systems, equipment and software | 3 - 5 | 225,788 | 174,349 | ||||||||||
507,321 | 396,818 | ||||||||||||
Less: accumulated depreciation and amortization | 255,785 | 222,221 | |||||||||||
Total | $ | 251,536 | $ | 174,597 |
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | ||||||||||||
Aug. 31, 2013 | |||||||||||||
Income Taxes [Abstract] | |||||||||||||
Provision For Income Taxes | |||||||||||||
For the Fiscal Years Ended | |||||||||||||
31-Aug-13 | 1-Sep-12 | 27-Aug-11 | |||||||||||
Current: | |||||||||||||
Federal | $ | 119,470 | $ | 128,640 | $ | 99,034 | |||||||
State and local | 18,629 | 18,421 | 15,986 | ||||||||||
138,099 | 147,061 | 115,020 | |||||||||||
Deferred: | |||||||||||||
Federal | 7,403 | 4,797 | 15,385 | ||||||||||
State and local | (68 | ) | 1,253 | 139 | |||||||||
7,335 | 6,050 | 15,524 | |||||||||||
Total | $ | 145,434 | $ | 153,111 | $ | 130,544 | |||||||
Components Of Deferred Tax Assets And Liabilities | |||||||||||||
31-Aug-13 | 1-Sep-12 | ||||||||||||
Deferred tax liabilities: | |||||||||||||
Depreciation | $ | (46,339 | ) | $ | (41,812 | ) | |||||||
Deferred catalog costs | (1,730 | ) | (1,779 | ) | |||||||||
Goodwill | (44,751 | ) | (35,841 | ) | |||||||||
(92,820 | ) | (79,432 | ) | ||||||||||
Deferred tax assets: | |||||||||||||
Accounts receivable | 2,254 | 2,030 | |||||||||||
Inventory | 7,345 | 5,703 | |||||||||||
Deferred compensation | 1,509 | 1,272 | |||||||||||
Stock based compensation | 10,888 | 9,981 | |||||||||||
Intangible amortization | 9,983 | 7,027 | |||||||||||
Other | 5,792 | 5,705 | |||||||||||
37,771 | 31,718 | ||||||||||||
Net Deferred Tax Liabilities | $ | (55,049 | ) | $ | (47,714 | ) | |||||||
Reconciliation Of Statutory Federal Income Tax Rate To Effective Tax Rate | |||||||||||||
For the Fiscal Years Ended | |||||||||||||
31-Aug-13 | 1-Sep-12 | 27-Aug-11 | |||||||||||
U.S. Federal statutory rate | 35 | % | 35 | % | 35 | % | |||||||
State income taxes, net of Federal benefit | 3 | 2.7 | 2.8 | ||||||||||
Other, net | (0.1 | ) | (0.5 | ) | (0.4 | ) | |||||||
Effective income tax rate | 37.9 | % | 37.2 | % | 37.4 | % | |||||||
Changes In Gross Unrecognized Tax Benefits | |||||||||||||
31-Aug-13 | 1-Sep-12 | ||||||||||||
Beginning Balance | $ | 7,811 | $ | 11,393 | |||||||||
Additions for tax positions relating to current year | 2,516 | 2,294 | |||||||||||
Additions for tax positions relating to prior years | — | 74 | |||||||||||
Reductions for tax positions relating to prior years | (936 | ) | (1,540 | ) | |||||||||
Settlements | (120 | ) | (1,144 | ) | |||||||||
Lapse of statute of limitations | (1,079 | ) | (3,266 | ) | |||||||||
Ending Balance | $ | 8,192 | $ | 7,811 |
Accrued_Liabilities_Tables
Accrued Liabilities (Tables) | 12 Months Ended | ||||||||
Aug. 31, 2013 | |||||||||
Accrued Liabilities [Abstract] | |||||||||
Schedule Of Accrued Liabilities | |||||||||
31-Aug-13 | 1-Sep-12 | ||||||||
Accrued payroll, bonus and fringe | $ | 36,119 | $ | 38,644 | |||||
Accrued advertising | 3,424 | 3,168 | |||||||
Accrued sales, property and income taxes | 9,513 | 10,759 | |||||||
Accrued other | 36,703 | 20,297 | |||||||
Total accrued liabilities | $ | 85,759 | $ | 72,868 |
Debt_And_Capital_Lease_Obligat1
Debt And Capital Lease Obligations (Tables) | 12 Months Ended | ||||
Aug. 31, 2013 | |||||
Debt And Capital Lease Obligations [Abstract] | |||||
Schedule Of Maturities Of The New Credit Facility | |||||
Fiscal Year | Maturities of | ||||
New Credit Facility | |||||
2014 | $ | 12,500 | |||
2015 | 25,000 | ||||
2016 | 25,000 | ||||
2017 | 50,000 | ||||
2018 | 137,500 | ||||
Total | $ | 250,000 | |||
Schedule Of Future Minimum Payments Under Capital Leases And Financing Arrangements | |||||
Fiscal Year | Payments under capital leases | ||||
and financing arrangements | |||||
2014 | $ | 1,723 | |||
2015 | 1,660 | ||||
2016 | 426 | ||||
2017 | — | ||||
Total minimum lease payments | $ | 3,809 | |||
Less: amount representing interest | 59 | ||||
Present value of minimum lease payments | $ | 3,750 | |||
Less: current portion | 1,684 | ||||
Long term capital leases and financing arrangements | $ | 2,066 |
Associate_Benefit_Plans_Tables
Associate Benefit Plans (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||||||||||
Summary Of Stock Option Activity | |||||||||||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||||||||||
Shares | Weighted | Shares | Weighted | Shares | Weighted | ||||||||||||||||||||||||||||
Average | Average | Average | |||||||||||||||||||||||||||||||
Exercise | Exercise | Exercise | |||||||||||||||||||||||||||||||
Price | Price | Price | |||||||||||||||||||||||||||||||
Outstanding – beginning of year | 1,377 | $ | 49.79 | 1,697 | $ | 44.17 | 2,394 | $ | 38.76 | ||||||||||||||||||||||||
Granted | 360 | 69.52 | 308 | 66.69 | 364 | 54.67 | |||||||||||||||||||||||||||
Exercised | (504 | ) | 42.97 | (538 | ) | 41.65 | (1,060 | ) | 35.56 | ||||||||||||||||||||||||
Cancelled/forfeited | (9 | ) | 62.43 | (90 | ) | 50.39 | (1 | ) | 14.26 | ||||||||||||||||||||||||
Outstanding – end of year | 1,224 | $ | 58.3 | 1,377 | $ | 49.79 | 1,697 | $ | 44.17 | ||||||||||||||||||||||||
Exercisable – end of year | 385 | $ | 48.78 | 505 | $ | 42.68 | 584 | $ | 39.46 | ||||||||||||||||||||||||
Weighted average fair value of options granted | $ | 15.33 | $ | 17.67 | $ | 14.48 | |||||||||||||||||||||||||||
Summary Of Assumptions Used For Options Granted | |||||||||||||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||||||||||
Expected life (years) | 3.8 | 4.8 | 4.8 | ||||||||||||||||||||||||||||||
Risk-free interest rate | 0.55 | % | 1 | % | 1.1 | % | |||||||||||||||||||||||||||
Volatility | 32.9 | % | 35.2 | % | 35.1 | % | |||||||||||||||||||||||||||
Dividend yield | 1.7 | % | 1.7 | % | 1.7 | % | |||||||||||||||||||||||||||
Summary Of Stock Options By Range Of Exercise Price | |||||||||||||||||||||||||||||||||
Range of Exercise Prices | Number of | Weighted | Weighted | Intrinsic | Number of | Weighted | Weighted | Intrinsic | |||||||||||||||||||||||||
Options | Average | Average | Value | Options | Average | Average | Value | ||||||||||||||||||||||||||
Outstanding | Remaining | Exercise | Exercisable | Remaining | Exercise | ||||||||||||||||||||||||||||
at August 31, 2013 | Contractual | Price | at August 31, 2013 | Contractual | Price | ||||||||||||||||||||||||||||
Life | Life | ||||||||||||||||||||||||||||||||
$23.41 – $38.07 | 87 | 2 | $ | 37.08 | $ | 3,373 | 87 | 2 | $ | 37.08 | $ | 3,373 | |||||||||||||||||||||
38.08 – 44.17 | 222 | 3 | 43.8 | 7,163 | 110 | 2.8 | 43.43 | 3,587 | |||||||||||||||||||||||||
44.18 – 65.76 | 281 | 3.7 | 53.82 | 6,226 | 127 | 3.2 | 52.76 | 2,947 | |||||||||||||||||||||||||
65.77 – 73.71 | 634 | 5.7 | 68.28 | 4,896 | 61 | 5.1 | 66.69 | 571 | |||||||||||||||||||||||||
1,224 | 4.5 | $ | 58.3 | $ | 21,658 | 385 | 3.1 | $ | 48.78 | $ | 10,478 | ||||||||||||||||||||||
Restricted Stock Awards [Member] | |||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||||||||||
Summary Of Restricted Stock Award Activity | |||||||||||||||||||||||||||||||||
Shares | Weighted Average Grant Date Fair Value | ||||||||||||||||||||||||||||||||
Nonvested at September 1, 2012 | 535 | $ | 52.37 | ||||||||||||||||||||||||||||||
Granted | 141 | 70.37 | |||||||||||||||||||||||||||||||
Vested | (159 | ) | 45.23 | ||||||||||||||||||||||||||||||
Forfeited/Cancelled | (12 | ) | 58.9 | ||||||||||||||||||||||||||||||
Nonvested at August 31, 2013 | 505 | $ | 59.47 | ||||||||||||||||||||||||||||||
Restricted Stock Units [Member] | |||||||||||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||||||||||
Summary Of Restricted Stock Award Activity | |||||||||||||||||||||||||||||||||
2013 | 2012 | ||||||||||||||||||||||||||||||||
Shares | Weighted Average Grant Date Fair Value | Shares | Weighted Average Grant Date Fair Value | ||||||||||||||||||||||||||||||
Non-vested restricted stock unit awards at | 192 | $ | 54.9 | 189 | $ | 54.68 | |||||||||||||||||||||||||||
1-Sep-12 | |||||||||||||||||||||||||||||||||
Granted | 4 | 76.2 | 3 | 70.78 | |||||||||||||||||||||||||||||
Vested | — | — | — | — | |||||||||||||||||||||||||||||
Cancelled/forfeited | — | — | — | — | |||||||||||||||||||||||||||||
Non-vested restricted stock unit awards at | 196 | $ | 55.32 | 192 | $ | 54.9 | |||||||||||||||||||||||||||
31-Aug-13 | |||||||||||||||||||||||||||||||||
Commitments_And_Contingencies_
Commitments And Contingencies (Tables) | 12 Months Ended | ||||||||
Aug. 31, 2013 | |||||||||
Commitments And Contingencies [Abstract] | |||||||||
Minimum Annual Rentals On Leases Including Related Party Commitments | |||||||||
Fiscal Year | Total | Related Party | |||||||
(Including | Commitments | ||||||||
Related Party | |||||||||
Commitments) | |||||||||
2014 | $ | 22,762 | $ | 2,296 | |||||
2015 | 17,365 | 2,314 | |||||||
2016 | 13,250 | 2,350 | |||||||
2017 | 8,587 | 2,353 | |||||||
2018 | 4,207 | 2,372 | |||||||
Thereafter | 31,511 | 29,673 | |||||||
Total | $ | 97,682 | $ | 41,358 |
Summary_Of_Quarterly_Results_T
Summary Of Quarterly Results (Tables) | 12 Months Ended | ||||||||||||||||||||||||||||||||
Aug. 31, 2013 | |||||||||||||||||||||||||||||||||
Summary Of Quarterly Results [Abstract] | |||||||||||||||||||||||||||||||||
Summary Of Quarterly Financial Data | |||||||||||||||||||||||||||||||||
Fiscal Year Ended August 31, 2013 | Fiscal Year Ended September 1, 2012 | ||||||||||||||||||||||||||||||||
First Quarter | Second Quarter | Third Quarter | Fourth Quarter | First Quarter | Second Quarter | Third Quarter | Fourth Quarter | ||||||||||||||||||||||||||
(Unaudited) | |||||||||||||||||||||||||||||||||
Consolidated Income Statement Data: | |||||||||||||||||||||||||||||||||
Net sales | $ | 577,491 | $ | 569,462 | $ | 636,923 | $ | 673,773 | $ | 545,703 | $ | 562,974 | $ | 611,970 | $ | 635,271 | |||||||||||||||||
Gross profit | 265,089 | 256,369 | 289,513 | 307,545 | 252,133 | 259,460 | 279,583 | 287,027 | |||||||||||||||||||||||||
Income from operations | 102,352 | 90,576 | 100,246 | 92,352 | 96,824 | 96,527 | 110,859 | 108,006 | |||||||||||||||||||||||||
Net income | 63,187 | 56,079 | 62,354 | 56,375 | 59,837 | 60,068 | 70,211 | 68,915 | |||||||||||||||||||||||||
Net income per share: | |||||||||||||||||||||||||||||||||
Basic | 1.01 | 0.89 | 0.99 | 0.89 | 0.95 | 0.95 | 1.11 | 1.1 | |||||||||||||||||||||||||
Diluted | 1 | 0.88 | 0.98 | 0.89 | 0.95 | 0.95 | 1.1 | 1.09 |
Business_Details
Business (Details) | 12 Months Ended |
Aug. 31, 2013 | |
store | |
Business [Abstract] | |
Number of branch offices | 105 |
Number of customer fulfillment centers | 14 |
Summary_Of_Significant_Account3
Summary Of Significant Accounting Policies (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | |||||||||||||||||||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 | Aug. 31, 2013 | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Sep. 01, 2012 | Sep. 01, 2013 |
item | Mexico [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Restricted Stock Awards [Member] | Restricted Stock Awards [Member] | Restricted Stock Awards [Member] | Restricted Stock Units [Member] | Restricted Stock Units [Member] | Minimum [Member] | Maximum [Member] | Leasehold Improvements And Building [Member] | Leasehold Improvements And Building [Member] | Furniture, Fixtures And Equipment [Member] | Furniture, Fixtures And Equipment [Member] | Trademark [Member] | Trademark [Member] | Subsequent Event [Member] | |||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | ||||||||||||||||||
Summary Of Significant Accounting Policies [Line Items] | |||||||||||||||||||||
Active customer accounts | 322,000 | ||||||||||||||||||||
Receivables due | 30 days | ||||||||||||||||||||
Property, plant and equipment estimated useful life | 5 years | 40 years | 3 years | 20 years | |||||||||||||||||
Increase in goodwill | $341,194 | ||||||||||||||||||||
Intangible assets acquired during period | 117,400 | 12,808 | 126 | 143 | |||||||||||||||||
Intangible assets, amortization expense | 13,059 | 10,047 | 7,689 | ||||||||||||||||||
Deferred principal catalog costs | 6,406 | 7,355 | |||||||||||||||||||
Period deferred principal catalog costs remain the most current source of sales | 1 year | ||||||||||||||||||||
Advertising costs | 11,505 | 14,090 | 14,219 | ||||||||||||||||||
Warranty period | 1 year | ||||||||||||||||||||
Number of days taken to recoup warranty costs from manufacturers | 30 days | 90 days | |||||||||||||||||||
Shipping and handling costs | 105,150 | 102,550 | 92,442 | ||||||||||||||||||
Self-insured group health plan maximum liability, per participant | 500 | ||||||||||||||||||||
Self-insured group health plan reimbursement by Company's stop loss policy, threshold | 500 | ||||||||||||||||||||
Self-insured group health plan maximum liability increase, per participant | 550 | ||||||||||||||||||||
Group health plan expense | 48,249 | 43,988 | 37,429 | ||||||||||||||||||
Stock-based compensation expense | 5,387 | 5,656 | 5,900 | 8,309 | 7,448 | 7,053 | 2,128 | 2,158 | |||||||||||||
Stock-based compensation expense, tax benefit | 1,951 | 2,061 | 2,156 | ||||||||||||||||||
Monthly lease payment range over the term of the lease | 191 | 218 | |||||||||||||||||||
Unrecognized tax benefit that would affect effective tax rate | $4,494 | $5,376 | |||||||||||||||||||
Maximum percentage sales from other geographic regions | 3.00% |
Summary_Of_Significant_Account4
Summary Of Significant Accounting Policies (Schedule Of The Change In The Carrying Amount Of Goodwill) (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Aug. 31, 2013 |
Summary Of Significant Accounting Policies [Abstract] | |
Goodwill, Beginning Balance | $289,124 |
BDNA acquisition | 342,000 |
Foreign currency translation adjustment | -806 |
Goodwill, Ending Balance | $630,318 |
Summary_Of_Significant_Account5
Summary Of Significant Accounting Policies (Components Of Other Intangible Assets) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 |
Intangible Assets By Major Class [Line Items] | ||
Gross Carrying Amount, Total | $217,669 | $100,143 |
Accumulated Amortization | -62,345 | -48,931 |
Customer Relationships [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Gross Carrying Amount, Finite Lived | 175,160 | 68,160 |
Accumulated Amortization | -43,998 | -33,826 |
Customer Relationships [Member] | Minimum [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Weighted Average Useful Life | 5 years | |
Customer Relationships [Member] | Maximum [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Weighted Average Useful Life | 18 years | |
Non-Compete Agreements [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Gross Carrying Amount, Finite Lived | 1,348 | 1,348 |
Accumulated Amortization | -881 | -395 |
Non-Compete Agreements [Member] | Minimum [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Weighted Average Useful Life | 2 years | |
Non-Compete Agreements [Member] | Maximum [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Weighted Average Useful Life | 3 years | |
Contract Rights [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Gross Carrying Amount, Finite Lived | 23,100 | 23,100 |
Accumulated Amortization | -16,748 | -14,437 |
Weighted Average Useful Life | 10 years | |
Trademark [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Gross Carrying Amount, Finite Lived | 3,380 | 480 |
Accumulated Amortization | -718 | -273 |
Trademark [Member] | Minimum [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Weighted Average Useful Life | 1 year | |
Trademark [Member] | Maximum [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Weighted Average Useful Life | 5 years | |
Trademarks And License Agreement [Member] | ||
Intangible Assets By Major Class [Line Items] | ||
Gross Carrying Amount, Indefinite Lived | 14,681 | 7,055 |
Accumulated Amortization |
Summary_Of_Significant_Account6
Summary Of Significant Accounting Policies (Schedule Of Estimated Amortization Expense) (Details) (USD $) | Aug. 31, 2013 |
In Thousands, unless otherwise specified | |
Summary Of Significant Accounting Policies [Abstract] | |
2014 | $16,888 |
2015 | 16,696 |
2016 | 14,421 |
2017 | 8,033 |
2018 | $7,734 |
Fair_Value_Details
Fair Value (Details) (USD $) | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 31, 2013 |
In Thousands, unless otherwise specified | Fair Value, Inputs, Level 1 [Member] | Fair Value, Inputs, Level 1 [Member] | Corporate Bond Securities [Member] |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash equivalents, fair value | $2,529 | $104,529 | |
Taxable bond | $2,000 | ||
Investment Interest Rate | 240.00% |
Net_Income_Per_Share_Details
Net Income Per Share (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Share data, unless otherwise specified | Aug. 31, 2013 | Jun. 01, 2013 | Mar. 02, 2013 | Dec. 01, 2012 | Sep. 01, 2012 | 26-May-12 | Feb. 25, 2012 | Nov. 26, 2011 | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Net Income Per Share [Abstract] | |||||||||||
Net income as reported | $56,375 | $62,354 | $56,079 | $63,187 | $68,915 | $70,211 | $60,068 | $59,837 | $237,995 | $259,031 | $218,786 |
Less: Distributed net income available to participating securities | -492 | -351 | -932 | ||||||||
Less: Undistributed net income available to participating securities | -1,289 | -1,758 | -948 | ||||||||
Undistributed and distributed net income available to common shareholders | 236,214 | 256,922 | 216,906 | ||||||||
Add: Undistributed net income allocated to participating securities | 1,289 | 1,758 | 948 | ||||||||
Less: Undistributed net income reallocated to participating securities | -1,283 | -1,748 | -942 | ||||||||
Undistributed and distributed net income available to common shareholders, diluted | $236,220 | $256,932 | $216,912 | ||||||||
Weighted average shares outstanding for basic net income per share | 62,695,000 | 62,434,000 | 62,902,000 | ||||||||
Effect of dilutive securities | 316,000 | 369,000 | 422,000 | ||||||||
Weighted average shares outstanding for diluted net income per share | 63,011,000 | 62,803,000 | 63,324,000 | ||||||||
Net income per share, Basic | $0.89 | $0.99 | $0.89 | $1.01 | $1.10 | $1.11 | $0.95 | $0.95 | $3.77 | $4.12 | $3.45 |
Net income per share, Diluted | $0.89 | $0.98 | $0.88 | $1 | $1.09 | $1.10 | $0.95 | $0.95 | $3.75 | $4.09 | $3.43 |
Antidilutive stock options | 5,000 |
Business_Combinations_Narrativ
Business Combinations (Narrative) (Details) (USD $) | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 31, 2013 | Feb. 22, 2013 | Aug. 31, 2013 | Jan. 31, 2012 | Aug. 27, 2011 | Jul. 18, 2011 |
BDNA [Member] | BDNA [Member] | BDNA [Member] | ATS Industrial Supply, Inc. [Member] | American Tool Supply Inc. And American Specialty Grinding Co., Inc. [Member] | American Tool Supply Inc. And American Specialty Grinding Co., Inc. [Member] | |||
Customer Relationships [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $547,335 | $32,204 | $28,948 | |||||
Non-recurring transaction and integration costs | 11,590 | |||||||
Percent of shares acquired | 100.00% | |||||||
Acquired intangible assets | 117,400 | 107,000 | ||||||
Indefinite lived tradename | 7,500 | |||||||
Finite lived tradename | 2,900 | |||||||
Useful life of acquired intangibles | 5 years | 18 years | ||||||
Goodwill | 342,000 | |||||||
Goodwill amortization period | 15 years | |||||||
Post-closing working capital adjustment | 1,434 | 1,247 | ||||||
Revenue | 2,642,720 | 2,664,086 | 108,376 | |||||
Earnings | 242,966 | 260,895 | 4,474 | |||||
Cash acquired | 942 | |||||||
Total Assets Acquired | $567,609 |
Business_Combinations_Schedule
Business Combinations (Schedule Of Purchase Price Allocation) (Details) (BDNA [Member], USD $) | Aug. 31, 2013 |
In Thousands, unless otherwise specified | |
BDNA [Member] | |
Business Acquisition [Line Items] | |
Inventory | $49,378 |
Accounts receivable | 36,407 |
Prepaid expenses and other current assets | 3,161 |
Intangible assets | 117,400 |
Goodwill | 342,000 |
Property, plant and equipment | 19,165 |
Other assets | 98 |
Total Assets Acquired | 567,609 |
Accounts payable and accrued expense | 19,611 |
Other long-term liabilities | 663 |
Total Liabilities Assumed | 20,274 |
Net Assets Acquired | $547,335 |
Business_Combinations_Summary_
Business Combinations (Summary Of Unaudited Proforma Financial Information) (Details) (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 |
Business Combinations [Abstract] | ||
Net Sales | $2,642,720 | $2,664,086 |
Net Income | $242,966 | $260,895 |
Net income per share Two-class method: Basic | $3.85 | $4.14 |
Net income per share Two-class method: Diluted | $3.83 | $4.12 |
Restructuring_And_Other_Charge2
Restructuring And Other Charges (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Aug. 31, 2013 |
Restructuring Cost and Reserve [Line Items] | |
Charged to operating expenses | $3,079 |
Cash payments | 619 |
Accrued restructuring balance | 2,460 |
Workforce Reductions [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Charged to operating expenses | 3,079 |
Cash payments | 619 |
Accrued restructuring balance | 2,460 |
Minimum [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Non-recurring transaction, integration costs and restructuring charges associated with the acquisition in 2014 | 15,000 |
Maximum [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Non-recurring transaction, integration costs and restructuring charges associated with the acquisition in 2014 | $20,000 |
Property_Plant_And_Equipment_N
Property, Plant And Equipment (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Property, Plant And Equipment [Abstract] | |||
Capitalized interest, net of accumulated amortization | $931 | $973 | |
Depreciation expense | $36,169 | $24,676 | $21,470 |
Property_Plant_And_Equipment_S
Property, Plant And Equipment (Summary Of Property, Plant And Equipment) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $507,321 | $396,818 |
Less: accumulated depreciation and amortization | 255,785 | 222,221 |
Total | 251,536 | 174,597 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 20,471 | 16,039 |
Buildings And Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 123,675 | 81,266 |
Property, plant and equipment estimated useful life | 40 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 4,971 | 3,993 |
Property, plant and equipment estimated useful life | 31 years 6 months | |
Furniture, Fixtures And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 131,981 | 120,724 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 435 | 447 |
Property, plant and equipment estimated useful life | 5 years | |
Computer Systems, Equipment And Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $225,788 | $174,349 |
Minimum [Member] | Furniture, Fixtures And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment estimated useful life | 3 years | |
Minimum [Member] | Computer Systems, Equipment And Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment estimated useful life | 3 years | |
Maximum [Member] | Furniture, Fixtures And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment estimated useful life | 20 years | |
Maximum [Member] | Computer Systems, Equipment And Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment estimated useful life | 5 years |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 |
Income Taxes [Abstract] | ||
Provision for income taxes, interest and penalties | $92 | $79 |
Accrued interest and penalties on income taxes | 159 | 253 |
Unrecognized tax benefits related to tax positions | $976 |
Income_Taxes_Provision_For_Inc
Income Taxes (Provision For Income Taxes) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Income Taxes [Abstract] | |||
Current: Federal | $119,470 | $128,640 | $99,034 |
Current: State and local | 18,629 | 18,421 | 15,986 |
Current: Total | 138,099 | 147,061 | 115,020 |
Deferred: Federal | 7,403 | 4,797 | 15,385 |
Deferred: State and local | -68 | 1,253 | 139 |
Deferred: Total | 7,335 | 6,050 | 15,524 |
Total | $145,434 | $153,111 | $130,544 |
Income_Taxes_Components_Of_Def
Income Taxes (Components Of Deferred Tax Assets And Liabilities) (Details) (USD $) | Aug. 31, 2013 | Sep. 01, 2012 |
In Thousands, unless otherwise specified | ||
Income Taxes [Abstract] | ||
Deferred tax liabilities: Depreciation | ($46,339) | ($41,812) |
Deferred tax liabilities: Deferred catalog costs | -1,730 | -1,779 |
Deferred tax liabilities: Goodwill | -44,751 | -35,841 |
Deferred tax liabilities | -92,820 | -79,432 |
Deferred tax assets: Accounts receivable | 2,254 | 2,030 |
Deferred tax assets: Inventory | 7,345 | 5,703 |
Deferred tax assets: Deferred compensation | 1,509 | 1,272 |
Deferred tax assets: Stock based compensation | 10,888 | 9,981 |
Deferred tax assets: Intangible amortization | 9,983 | 7,027 |
Deferred tax assets: Other | 5,792 | 5,705 |
Deferred tax assets | 37,771 | 31,718 |
Net Deferred Tax Liabilities | ($55,049) | ($47,714) |
Income_Taxes_Reconciliation_Of
Income Taxes (Reconciliation Of Statutory Federal Income Tax Rate To Effective Tax Rate) (Details) | 12 Months Ended | ||
Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 | |
Income Taxes [Abstract] | |||
U.S. Federal statutory rate | 35.00% | 35.00% | 35.00% |
State income taxes, net of Federal benefit | 3.00% | 2.70% | 2.80% |
Other, net | -0.10% | -0.50% | -0.40% |
Effective income tax rate | 37.90% | 37.20% | 37.40% |
Income_Taxes_Changes_In_Gross_
Income Taxes (Changes In Gross Unrecognized Tax Benefits) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 |
Income Taxes [Abstract] | ||
Beginning Balance | $7,811 | $11,393 |
Additions for tax positions relating to current year | 2,516 | 2,294 |
Additions for tax positions relating to prior years | 74 | |
Reductions for tax positions relating to prior years | -936 | -1,540 |
Settlements | -120 | -1,144 |
Lapse of statute of limitations | -1,079 | -3,266 |
Ending Balance | $8,192 | $7,811 |
Accrued_Liabilities_Details
Accrued Liabilities (Details) (USD $) | Aug. 31, 2013 | Sep. 01, 2012 |
In Thousands, unless otherwise specified | ||
Accrued Liabilities [Abstract] | ||
Accrued payroll, bonus and fringe | $36,119 | $38,644 |
Accrued advertising | 3,424 | 3,168 |
Accrued sales, property and income taxes | 9,513 | 10,759 |
Accrued other | 36,703 | 20,297 |
Total accrued liabilities | $85,759 | $72,868 |
Debt_And_Capital_Lease_Obligat2
Debt And Capital Lease Obligations (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | 12 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Jun. 08, 2011 | Apr. 22, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 | Aug. 31, 2013 |
New Credit Facility [Member] | New Credit Facility [Member] | Revolving Credit Facility [Member] | Federal Funds Effective Rate Plus [Member] | LIBOR Interest Period Plus [Member] | One-Month Interest Period [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Corporate Bond Securities [Member] | ||||
New Credit Facility [Member] | LIBOR Interest Period Plus [Member] | LIBOR Loans Rate Applicable Margin [Member] | LIBOR Loans Rate Applicable Margin [Member] | |||||||||||
New Credit Facility [Member] | New Credit Facility [Member] | |||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Unsecured credit facility | $200,000 | $650,000 | ||||||||||||
Unsecured revolving loan facility, Term | 5 years | |||||||||||||
Unsecured revolving loan facility, Amount | 400,000 | |||||||||||||
Unsecured term loan facility, Term | 5 years | |||||||||||||
Unsecured term loan facility, Amount | 250,000 | |||||||||||||
Line of credit increase | 200,000 | |||||||||||||
Maturity date | 22-Apr-18 | |||||||||||||
Percentage points in addition to reference rate used in computation of variable rate on debt instrument | 1.19% | 0.50% | 1.00% | 1.00% | 0.00% | 1.00% | 0.38% | 1.38% | ||||||
Quarterly undrawn fee | 0.10% | 0.20% | ||||||||||||
Quarterly letter of credit usage fees | 1.00% | 1.38% | ||||||||||||
Quarterly fronting fee | 0.13% | |||||||||||||
Capital leases and financing obligations for certain information technology equipment entered into | 1,854 | 4,582 | ||||||||||||
Maximum consolidated leverage ratio of total indebtness to EBITDA | 300.00% | |||||||||||||
Minimum consolidted interest coverage ratio of EBITDA to total interest expense | 300.00% | |||||||||||||
Amount of purchase price financed | 370,000 | |||||||||||||
Repayment of loan facility | 120,000 | |||||||||||||
Outstanding balance | 0 | |||||||||||||
Amount due under all capital leases and financing agreements | 5,750 | 2,000 | ||||||||||||
Total borrowings outstanding | 250,000 | |||||||||||||
Less: current portion | 1,684 | |||||||||||||
Current maturities | 12,500 | |||||||||||||
Property and equipment acquired under capital leases and financing agreements | 5,594 | |||||||||||||
Amortization expense of property and equipment acquired under capital leases and financing arrangements | $176 | |||||||||||||
Lease term | 20 years | |||||||||||||
Lease prepayment option without penalty period | 7 years | 20 years |
Debt_And_Capital_Lease_Obligat3
Debt And Capital Lease Obligations (Schedule Of Maturities Of The New Credit Facility) (Details) (New Credit Facility [Member], USD $) | Aug. 31, 2013 |
In Thousands, unless otherwise specified | |
New Credit Facility [Member] | |
Line of Credit Facility [Line Items] | |
2014 | $12,500 |
2015 | 25,000 |
2016 | 25,000 |
2017 | 50,000 |
2018 | 137,500 |
Total | $250,000 |
Debt_And_Capital_Lease_Obligat4
Debt And Capital Lease Obligations (Schedule Of Future Minimum Payments Under Capital Leases And Financing Arrangements) (Details) (USD $) | Aug. 31, 2013 |
In Thousands, unless otherwise specified | |
Debt And Capital Lease Obligations [Abstract] | |
2014 | $1,723 |
2015 | 1,660 |
2016 | 426 |
Total minimum lease payments | 3,809 |
Less: amount representing interest | 59 |
Present value of minimum lease payments | 3,750 |
Less: current portion | 1,684 |
Long term capital leases and financing arrangements | $2,066 |
Shareholders_Equity_Details
Shareholders' Equity (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Components Of Shareholders Equity [Line Items] | |||
Increase in number of shares authorized for repurchase | 5,000,000 | ||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | |
Dividend declared, per share | $0.33 | ||
Dividend payable date | 20-Nov-13 | ||
Dividend record date | 6-Nov-13 | ||
Dividend payable amount | $20,920 | ||
Shares repurchased, value | 3,773 | 48,098 | 69,279 |
Class A Common Stock [Member] | |||
Components Of Shareholders Equity [Line Items] | |||
Shares repurchased, shares | 52,000 | 671,000 | |
Shares repurchased, value | $3,773 | $48,098 | |
Maximum number of shares that may yet be repurchased | 4,384,000 | ||
Common stock voting rights per share | one vote per share | one vote per share | |
Common stock, number voting rights, per share | 1 | 1 | |
Treasury stock reissued to fund plan, shares | 53,000 | 52,000 | |
Class B Common Stock [Member] | |||
Components Of Shareholders Equity [Line Items] | |||
Common stock voting rights per share | ten votes per share | ten votes per share | |
Common stock, number voting rights, per share | 10 | 10 |
Associate_Benefit_Plans_Narrat
Associate Benefit Plans (Narrative) (Details) (USD $) | 12 Months Ended | 12 Months Ended | 1 Months Ended | 12 Months Ended | ||||||||||||||
In Thousands, except Share data, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 31, 2013 | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 | Jan. 31, 2009 | Jan. 31, 2005 | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Omnibus Incentive Plan [Member] | Stock Options [Member] | Stock Options [Member] | Stock Options [Member] | Restricted Stock Awards [Member] | Restricted Stock Awards [Member] | Restricted Stock Units [Member] | Restricted Stock Units [Member] | Restricted Stock Units [Member] | Stock Purchase Plan [Member] | Stock Purchase Plan [Member] | Stock Purchase Plan [Member] | Stock Purchase Plan [Member] | Savings Plan [Member] | Savings Plan [Member] | Savings Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Common stock, shares issued | 6,200,000 | |||||||||||||||||
Total intrinsic value of options exercised | $16,402 | $16,185 | $28,520 | |||||||||||||||
Total intrinsic value of options exercisable | 10,478 | 10,478 | ||||||||||||||||
Total intrinsic value of options outstanding | 21,658 | 21,658 | ||||||||||||||||
Fair value of shares vested | 7,175 | 6,804 | ||||||||||||||||
Unrecognized share-based compensation cost | 8,028 | 16,188 | 3,956 | |||||||||||||||
Unrecognized share-based compensation weighted average period | 1 year 8 months 12 days | 2 years 1 month 6 days | 2 years 2 months 12 days | |||||||||||||||
Number of shares granted from award/units Agreement | 141,000 | 4,000 | 3,000 | |||||||||||||||
Number of unvested award/units outstanding | 505,000 | 535,000 | 196,000 | 192,000 | 189,000 | |||||||||||||
Weighted-average fair value of award/units outstanding | $59.47 | $52.37 | $55.32 | $54.90 | $54.68 | |||||||||||||
Maximum number of shares available for purchase for qualified associates | 5,000 | |||||||||||||||||
Percent qualified associates pay for shares, based on closing price of stock | 90.00% | |||||||||||||||||
Additional shares authorized under plan | 300,000 | |||||||||||||||||
Maximum number of shares reserved for sale under plan before increase | 800,000 | |||||||||||||||||
Maximum number of shares reserved for sale under plan | 1,150,000 | |||||||||||||||||
Shares reserved for issuance under plan | 160,000 | |||||||||||||||||
Company contributions to savings plan | $5,243 | $4,738 | $4,036 | |||||||||||||||
Shares purchased by qualified associates | 53,000 | 52,000 | ||||||||||||||||
Average purchase price per share | $70.55 | $64.71 |
Associate_Benefit_Plans_Summar
Associate Benefit Plans (Summary Of Stock Option Activity) (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Associate Benefit Plans [Abstract] | |||
Shares outstanding-beginning of year | 1,377 | 1,697 | 2,394 |
Shares granted | 360 | 308 | 364 |
Shares exercised | -504 | -538 | -1,060 |
Shares cancelled/forfeited | -9 | -90 | -1 |
Shares outstanding-end of year | 1,224 | 1,377 | 1,697 |
Shares exercisable-end of year | 385 | 505 | 584 |
Weighted average exercise price, shares outstanding at beginning of year | $49.79 | $44.17 | $38.76 |
Weighted average exercise price, shares granted | $69.52 | $66.69 | $54.67 |
Weighted average exercise price, shares exercised | $42.97 | $41.65 | $35.56 |
Weighted average exercise price, shares cancelled/forfeited | $62.43 | $50.39 | $14.26 |
Weighted average exercise price, shares outstanding at end of year | $58.30 | $49.79 | $44.17 |
Weighted average exercise price, shares exercisable at end of year | $48.78 | $42.68 | $39.46 |
Weighted average fair value of options granted | $15.33 | $17.67 | $14.48 |
Associate_Benefit_Plans_Summar1
Associate Benefit Plans (Summary Of Assumptions Used For Options Granted) (Details) | 12 Months Ended | ||
Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 | |
Associate Benefit Plans [Abstract] | |||
Expected life | 3 years 9 months 18 days | 4 years 9 months 18 days | 4 years 9 months 18 days |
Risk-free interest rate | 0.55% | 1.00% | 1.10% |
Volatility | 32.90% | 35.20% | 35.10% |
Dividend yield | 1.70% | 1.70% | 1.70% |
Associate_Benefit_Plans_Summar2
Associate Benefit Plans (Summary Of Stock Options By Range Of Exercise Price) (Details) (USD $) | 12 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Aug. 31, 2013 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Number of options outstanding at August 31, 2013 | 1,224 |
Weighted average remaining contractual life of options outstanding | 4 years 6 months |
Weighted average exercise price of options outstanding | $58.30 |
Intrinsic value of options outstanding | $21,658 |
Number of options exercisable at August 31, 2013 | 385 |
Weighted average remaining contractual life of options exercisable | 3 years 1 month 6 days |
Weighted average exercise price of options exercisable | $48.78 |
Intrinsic value of options exercisable | 10,478 |
$23.41 - $38.07 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, lower limit | $23.41 |
Range of exercise prices, upper limit | $38.07 |
Number of options outstanding at August 31, 2013 | 87 |
Weighted average remaining contractual life of options outstanding | 2 years |
Weighted average exercise price of options outstanding | $37.08 |
Intrinsic value of options outstanding | 3,373 |
Number of options exercisable at August 31, 2013 | 87 |
Weighted average remaining contractual life of options exercisable | 2 years |
Weighted average exercise price of options exercisable | $37.08 |
Intrinsic value of options exercisable | 3,373 |
38.08 - 44.17 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, lower limit | $38.08 |
Range of exercise prices, upper limit | $44.17 |
Number of options outstanding at August 31, 2013 | 222 |
Weighted average remaining contractual life of options outstanding | 3 years |
Weighted average exercise price of options outstanding | $43.80 |
Intrinsic value of options outstanding | 7,163 |
Number of options exercisable at August 31, 2013 | 110 |
Weighted average remaining contractual life of options exercisable | 2 years 9 months 18 days |
Weighted average exercise price of options exercisable | $43.43 |
Intrinsic value of options exercisable | 3,587 |
44.18 - 65.76 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, lower limit | $44.18 |
Range of exercise prices, upper limit | $65.76 |
Number of options outstanding at August 31, 2013 | 281 |
Weighted average remaining contractual life of options outstanding | 3 years 8 months 12 days |
Weighted average exercise price of options outstanding | $53.82 |
Intrinsic value of options outstanding | 6,226 |
Number of options exercisable at August 31, 2013 | 127 |
Weighted average remaining contractual life of options exercisable | 3 years 2 months 12 days |
Weighted average exercise price of options exercisable | $52.76 |
Intrinsic value of options exercisable | 2,947 |
65.77 - 73.71 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of exercise prices, lower limit | $65.77 |
Range of exercise prices, upper limit | $73.71 |
Number of options outstanding at August 31, 2013 | 634 |
Weighted average remaining contractual life of options outstanding | 5 years 8 months 12 days |
Weighted average exercise price of options outstanding | $68.28 |
Intrinsic value of options outstanding | 4,896 |
Number of options exercisable at August 31, 2013 | 61 |
Weighted average remaining contractual life of options exercisable | 5 years 1 month 6 days |
Weighted average exercise price of options exercisable | $66.69 |
Intrinsic value of options exercisable | $571 |
Associate_Benefit_Plans_Summar3
Associate Benefit Plans (Summary Of Restricted Stock Award Activity) (Details) (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 |
Restricted Stock Awards [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares nonvested at beginning of period | 535 | |
Shares granted | 141 | |
Shares vested | -159 | |
Shares forfeited/cancelled | -12 | |
Shares nonvested at end of period | 505 | |
Weighted average grant date fair value at beginning of period | $52.37 | |
Weighted average grant date fair value, shares granted | $70.37 | |
Weighted average grant date fair value, shares vested | $45.23 | |
Weighted average grant date fair value, shares forfeited/cancelled | $58.90 | |
Weighted average grant date fair value at end of period | $59.47 | |
Restricted Stock Units [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Shares nonvested at beginning of period | 192 | 189 |
Shares granted | 4 | 3 |
Shares nonvested at end of period | 196 | 192 |
Weighted average grant date fair value at beginning of period | $54.90 | $54.68 |
Weighted average grant date fair value, shares granted | $76.20 | $70.78 |
Weighted average grant date fair value at end of period | $55.32 | $54.90 |
Commitments_And_Contingencies_1
Commitments And Contingencies (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Commitments And Contingencies [Line Items] | |||
Rental expense, operating leases | $13,243 | $11,271 | $10,716 |
Lease expiration date | 2030 | ||
Related Party Commitments [Member] | |||
Commitments And Contingencies [Line Items] | |||
Rental expense, operating leases | $2,293 | $2,258 | $2,247 |
Equipment And Automobile [Member] | |||
Commitments And Contingencies [Line Items] | |||
Lease expiration date | 2018 |
Commitments_And_Contingencies_2
Commitments And Contingencies (Minimum Annual Rentals On Leases Including Related Party Commitments) (Details) (USD $) | Aug. 31, 2013 |
In Thousands, unless otherwise specified | |
Long-term Purchase Commitment [Line Items] | |
2014 | $22,762 |
2015 | 17,365 |
2016 | 13,250 |
2017 | 8,587 |
2018 | 4,207 |
Thereafter | 31,511 |
Total | 97,682 |
Related Party Commitments [Member] | |
Long-term Purchase Commitment [Line Items] | |
2014 | 2,296 |
2015 | 2,314 |
2016 | 2,350 |
2017 | 2,353 |
2018 | 2,372 |
Thereafter | 29,673 |
Total | $41,358 |
Summary_Of_Quarterly_Results_D
Summary Of Quarterly Results (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Aug. 31, 2013 | Jun. 01, 2013 | Mar. 02, 2013 | Dec. 01, 2012 | Sep. 01, 2012 | 26-May-12 | Feb. 25, 2012 | Nov. 26, 2011 | Aug. 31, 2013 | Sep. 01, 2012 | Aug. 27, 2011 |
Summary Of Quarterly Results [Abstract] | |||||||||||
Net sales | $673,773 | $636,923 | $569,462 | $577,491 | $635,271 | $611,970 | $562,974 | $545,703 | $2,457,649 | $2,355,918 | $2,021,792 |
Gross profit | 307,545 | 289,513 | 256,369 | 265,089 | 287,027 | 279,583 | 259,460 | 252,133 | 1,118,516 | 1,078,203 | 940,925 |
Income from operations | 92,352 | 100,246 | 90,576 | 102,352 | 108,006 | 110,859 | 96,527 | 96,824 | 385,526 | 412,216 | 349,765 |
Net income | $56,375 | $62,354 | $56,079 | $63,187 | $68,915 | $70,211 | $60,068 | $59,837 | $237,995 | $259,031 | $218,786 |
Net income per share, Basic | $0.89 | $0.99 | $0.89 | $1.01 | $1.10 | $1.11 | $0.95 | $0.95 | $3.77 | $4.12 | $3.45 |
Net income per share, Diluted | $0.89 | $0.98 | $0.88 | $1 | $1.09 | $1.10 | $0.95 | $0.95 | $3.75 | $4.09 | $3.43 |