Notes to Financial Statements | |
| 12 Months Ended
Dec. 31, 2008
USD / shares
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Notes to Financial Statements [Abstract] | |
Note 1. Business Overview and Summary of Significant Accounting Policies |
Note 1. Business Overview and Summary of Significant Accounting Policies
Business Overview
Fastenal is a North American leader in the wholesale distribution of industrial and construction supplies. We operate stores primarily located in North America. On December31, 2008, we operated 2,311 company owned or leased store locations.
Principles of Consolidation
The consolidated financial statements include the accounts of Fastenal Company and its wholly-owned subsidiaries (collectively referred to as ‘Fastenal’ or by such terms as ‘we’, ‘our’, or ‘us.’). All material intercompany balances and transactions have been eliminated in consolidation.
Revenue Recognition and Accounts Receivable
Net sales include products, services, and freight and handling costs billed, net of any related sales incentives paid to customers and net of an estimate for product returns. We recognize revenue when persuasive evidence of an arrangement exists, title and risk of ownership have passed, the sales price is fixed or determinable, and collectibility is probable. These criteria are met at the time the product is shipped to, or picked up by, the customer. We recognize billings for freight and handling charges at the time the products are shipped to, or picked up by, the customer. We recognize services at the time the service is provided to the customer. We estimate product returns based on historical return rates. Accounts receivable are stated at their estimated net realizable value. The allowance for doubtful accounts is based on an analysis of customer accounts and our historical experience with accounts receivable write-offs. Sales taxes collected from customers and remitted to governmental authorities are accounted for on a net basis and therefore are excluded from net sales in the accompanying consolidated statements of earnings.
Foreign Currency Translation and Transactions
The functional currency of our foreign operations is the applicable local currency. The functional currency is translated into U.S. dollars for balance sheet accounts (with the exception of retained earnings) using current exchange rates as of the balance sheet date, for retained earnings at historical exchange rates, and for revenue and expense accounts using a weighted average exchange rate during the year. The translation adjustments are deferred as a separate component of stockholders’ equity, captioned accumulated other comprehensive income. Gains or losses resulting from transactions denominated in foreign currencies are included in operating and administrative expenses in the consolidated statements of earnings.
Financial Instruments
All financial instruments are carried at amounts that approximate estimated fair value.
Cash and Cash Equivalents
Cash and cash equivalents are held primarily at two banks. For purposes of the consolidated statements of cash flows, we consider all highly-liquid debt instruments purchased with original maturities of three months or less to be cash equivalents.
Inventories
Inventories, consisting of finished goods merchandise held for resale, are stated at the lower of cost (first in, first out method) or market. |
Note 2. Investments |
Note 2. Investments
Available-for-sale securities at December31 consist of the following:
2008: Amortized
cost Gross
unrealized
gains Gross
unrealized
losses Fair
value
State and municipal bonds $ 1,577 — (20 ) 1,557
Certificates of deposit or money market 140 — — 140
Total available-for-sale securities $ 1,717 — (20 ) 1,697
2007: Amortized
cost Gross
unrealized
gains Gross
unrealized
losses Fair
value
State and municipal bonds $ 2,137 — (30 ) 2,107
Certificates of deposit or money market 2 — — 2
Total available-for-sale securities $ 2,139 — (30 ) 2,109
We recorded gains related to our available-for-sale securities which were immaterial in 2008, 2007, and 2006.
Gains and losses from the sale of investments are calculated based on the specific identification method.
Maturities of our available-for-sale securities at December31, 2008 consist of the following:
Less than 12
months Greater than 12
months
Amortized
cost Fair
value Amortized
cost Fair
value
State and municipal bonds 711 711 866 846
Certificates of deposit or money market 140 140 — —
Total available-for-sale securities $ 851 851 866 846
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Note 3. Property and Equipment |
Note 3. Property and Equipment
Property and equipment as of December31 consists of the following:
Depreciable
life in years 2008 2007
Land — $ 30,071 23,393
Buildings and improvements 31to39 145,974 126,094
Equipment and shelving 3 to 10 290,632 252,425
Transportation equipment 3 to 5 44,471 40,857
Construction in progress 27,657 22,724
538,805 465,493
Less accumulated depreciation (214,623 ) (188,866 )
Net property and equipment $ 324,182 276,627
Construction in progress at December31, 2008 and 2007 consists primarily of the construction cost of our new Dallas distribution center building and automated racking system and the construction costs associated with the expansion of our Indianapolis distribution center, respectively. |
Note 4. Accrued Expenses |
Note 4. Accrued Expenses
Accrued expenses as of December31 consist of the following:
2008 2007
Payroll and related taxes $ 15,182 13,609
Bonuses and commissions 10,069 11,033
Profit sharing contribution 5,207 4,743
Insurance 18,967 18,997
Promotions 9,605 11,349
Sales, real estate, and personal property taxes 6,239 8,002
Vehicle loss reserve and deferred rebates 7,693 6,597
Legal settlement 10,000 —
Other 583 1,235
$ 83,545 75,565
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Note 5. Stockholders’ Equity |
Note 5. Stockholders’ Equity
Preferred stock has a par value of $.01 per share. There were 5,000,000 shares authorized and no shares issued as of December31, 2008 and 2007. Common stock has a par value of $.01 per share. There were 200,000,000 shares authorized and 148,530,712 shares issued and outstanding as of December31, 2008 and 200,000,000 shares authorized and 149,120,712 shares issued and outstanding as of December31, 2007.
Dividends
On January19, 2009, our Board of Directors declared a semi-annual dividend of $.35 per share of common stock to be paid in cash on February27, 2009 to shareholders of record at the close of business on February16, 2009.
Stock Options
On April15, 2008, the Compensation Committee of our Board of Directors approved the grant, effective at the close of business that day, of options to purchase 275,000 shares of our common stock at a strike price of $54 per share. The closing stock price on the date of grant was $48.70 per share. These options vest and become exercisable over a period of up to eight years.
On April17, 2007, the Compensation Committee of our Board of Directors approved the grant, effective at the close of business that day, of options to purchase approximately 2,200,000 shares of our common stock at a strike price of $45 per share. The closing stock price on the date of grant was $40.30 per share. These options vest and become exercisable over a period of up to eight years.
Each option will terminate, to the extent not previously exercised, 13 months after the end of the relevant vesting period. No options under either grant were vested as of December31, 2008. Compensation expense equal to the grant date fair value is recognized for these awards over the vesting period.
The fair value of each share-based option is estimated on the date of grant using a Black-Scholes valuation method that uses the assumptions noted in the following table. The expected life is the most significant assumption as it determines the period for which the risk-free interest rate, volatility, and dividend yield must be applied. The expected life is the average length of time over which the employee groups will exercise their options, which is based on historical experience with similar grants. Expected volatilities are based on the movement of our stock over the most recent historical period equivalent to the expected life of the option. The risk-free interest rate is based on the U.S. Treasury rate over the expected life at the time of grant. The dividend yield is estimated over the expected life based on our current dividend payout, historical dividends paid, and expected future cash dividends. The following table illustrates the assumptions for the options granted in 2008 and 2007.
Year of grant Risk-free
interest
rate Expected
life
of option
in
years Expected
dividend
yield Expected
stock
volatility Estimated
fair value
of
stock
option
2008 2.7 % 5.00 1.0 % 30.93 % $ 15.50
2007 4.6 % 4.85 1.0 % 31.59 % $ 11.36
A summary of activity under the Fastenal Option Plan previously described is presented below:
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Note 6. Retirement Savings Plan |
Note 6. Retirement Savings Plan
The Fastenal Company and Subsidiaries 401(k) Plan covers all of our employees in the United States. Our employees in Canada may participate in a Registered Retirement Savings Plan (RRSP). The general purpose of both of these plans is to provide additional financial security during retirement by providing employees with an incentive to make regular savings. We contributed $5,207, $4,743 and $3,153 to our employees’ retirement accounts for 2008, 2007 and 2006, respectively. |
Note 7. Income Taxes |
Note 7. Income Taxes
Earnings before income taxes were derived from the following sources:
2008 2007 2006
Domestic $ 434,816 374,920 319,494
Foreign 16,351 2,979 1,535
$ 451,167 377,899 321,029
Components of income tax expense (benefit) are as follows:
2008: Current Deferred Total
Federal $ 137,751 5,501 143,252
State 21,780 (243 ) 21,537
Foreign 6,769 (96 ) 6,673
$ 166,300 5,162 171,462
2007: Current Deferred Total
Federal $ 127,675 (3,051 ) 124,624
State 18,289 (266 ) 18,023
Foreign 3,536 (906 ) 2,630
$ 149,500 (4,223 ) 145,277
2006: Current Deferred Total
Federal $ 109,595 (1,864 ) 107,731
State 14,539 (284 ) 14,255
Foreign 278 (273 ) 5
$ 124,412 (2,421 ) 121,991
Income tax expense in the accompanying consolidated financial statements differs from the expected expense as follows:
2008 2007 2006
Federal income tax expense at the “expected” rate of 35% $ 157,908 132,265 112,360
Increase (decrease) attributed to:
State income taxes, net of federal benefit 13,914 11,715 9,266
State tax matters 1,020 1,350 —
Other, net (1,380 ) (53 ) 365
Total income tax expense $ 171,462 145,277 121,991
The tax effects of temporary differences that give rise to deferred tax assets and liabilities as of December31 are as follows:
2008 2007
Deferred tax asset (liability):
Inventory costing and valuation methods $ 3,573 4,906
Allowance for doubtful accounts receivable 776 894
Insurance claims payable 6,380 7,509
Promotions payable 743 1,416
Accrued legal reserves 3,955 —
Stock based compensation 2,152 864
Federal and state benefit of uncertain tax positions 1,929 1,468
Other, net 1,802 —
Total deferred tax assets 21,310 17,057
Fixed assets (19,298 ) (14,130 )
Other, net — (3,334 )
Total deferred tax liabilities (19,298 ) (17,464 )
Net deferred tax asset (liability) $ 2,012 (407 )
No valuation allowance for deferred tax assets was necessary as of December31, 2008 and 2007. The character of the deferred tax assets is such that they can be realized through carryback to prior tax periods or offset against future taxable income.
During 2008, 2007, and 2006, $0, $0, and $4,653, respectively, were added to additional paid-in capital reflecting the permanent book to tax difference in accounting for tax benefits related to employee stock option transactions.
We adopted the provisions of FASB Interpretation No.48, Accounting for Uncertainty in Income Taxes (FIN48) on January1, 2007. Implementation of FIN No.48 resul |
Note 8. Geographic Information |
Note 8. Geographic Information
Our revenues and long-lived assets relate to the following geographic areas:
Revenues 2008 2007 2006
United States $ 2,144,809 1,902,066 1,683,271
Canada 145,443 124,037 98,491
Other foreign countries 50,173 35,716 27,575
$ 2,340,425 2,061,819 1,809,337
Long-Lived Assets 2008 2007 2006
United States $ 316,640 267,609 257,075
Canada 8,113 9,888 8,546
Other foreign countries 3,147 2,843 1,924
$ 327,900 280,340 267,545
Accounting policies of the operations in the various geographic areas are the same as those described in the summary of significant accounting policies. Long-lived assets consist of property and equipment, location security deposits, goodwill, and other intangibles. Revenues are attributed to countries based on the location of the store from which the sale occurred. No single customer represents more than 10% of our consolidated net sales. |
Note 9. Operating Leases |
Note 9. Operating Leases
We lease space under non-cancelable operating leases for our Utah, Washington, Alberta, Canada, and Nuevo Leon, Mexico distribution centers, and certain store locations with initial terms of one to 60 months. Most store locations have initial lease terms of 36 to 48 months. These leases do not have significant rent escalation holidays, concessions, leasehold improvement incentives, or other build-out clauses. Any such terms are recognized as rent expense over the term of the lease. Further, the leases do not contain contingent rent provisions. Leasehold improvements, with a net book value of $2,707 at December31, 2008, on operating leases are amortized over a 36-month period. We lease certain semi-tractors and pick-ups under operating leases. The semi-tractor leases typically have a 36-month term. The pick-up leases typically have a non-cancellable lease term of approximately one year, with renewal options for up to 72-months. Our average lease term is typically for 15-20 months. Future minimum annual rentals for the leased facilities and the leased vehicles are as follows:
Leased
facilities Leased
vehicles Total
2009 $ 81,267 19,913 101,180
2010 59,821 10,477 70,298
2011 37,723 1,042 38,765
2012 16,521 — 16,521
2013 6,888 — 6,888
2014 and thereafter 84 — 84
$ 202,304 31,432 233,736
Rent expense under all operating leases was as follows:
Leased
facilities Leased
vehicles Total
2008 $ 86,964 27,868 114,832
2007 $ 77,263 23,675 100,938
2006 $ 60,915 21,577 82,492
Certain operating leases for vehicles contain residual value guarantee provisions which would become due at the expiration of the operating lease agreement if the fair value of the leased vehicles is less than the guaranteed residual value. The aggregate residual value at lease expiration, of the leases that contain residual value guarantees, is approximately $15,212. We believe the likelihood of funding the guarantee obligation under any provision of the operating lease agreements is remote, except for a $2,960 loss on disposal reserve provided at December31, 2008. |
Note 10. Commitments and Contingencies |
Note 10. Commitments and Contingencies
Credit Facilities
We have a line of credit arrangement with a bank which expires June1, 2009. The line allows for borrowings of up to $40,000 at 0.9% over the LIBOR rate. On December31, 2008 there was $0 outstanding on the line. We have a letter of credit issued on our behalf to our insurance carrier. As of December31, 2008, the total undrawn balance of this letter of credit was $21,400.
During 2001, we completed the construction of a new building for our Kansas City warehouse, and completed an expansion of this warehouse in 2004. We were required to obtain financing for the construction and expansion of this facility under an Industrial Revenue Bond (IRB). We subsequently purchased 100% of the outstanding bonds under the IRB at par. In addition to purchasing the outstanding obligations, we have a right of offset included in the IRB debt agreement. Accordingly, we have netted the impact of the IRB in the accompanying consolidated financial statements. The outstanding balance of the IRB was $9,733 at December31, 2008 and 2007.
Legal Contingencies
We are involved in certain legal actions. The outcomes of these legal actions are not within our complete control and may not be known for prolonged periods of time. In some actions, the claimants seek damages, as well as other relief, that could require significant expenditures or result in lost revenues. In accordance with SFAS No.5, Accounting for Contingencies (SFAS No.5), we record a liability in the consolidated financial statements for these actions when a loss is known or considered probable and the amount can be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is possible but not known or probable, and can be reasonably estimated, the estimated loss or range of loss is disclosed. In most cases, significant judgment is required to estimate the amount and timing of a loss to be recorded. Other than the class action lawsuit noted below, negative outcomes for the balance of the litigation matters are not considered probable or cannot be reasonably estimated.
On October18, 2007, a complaint was filed in the United States District Court for the Northern District of California against Fastenal on behalf of two former employees claiming to represent all employees employed in the store position of Assistant General Manager in the United States within three years prior to the filing date (four years for California employees). The suit alleges Fastenal misclassified its Assistant General Managers as exempt for purposes of the overtime provisions of the Fair Labor Standards Act (FLSA) and California and Pennsylvania state statutes. This suit also alleges that Assistant General Managers in California did not receive sufficient meal breaks and paid rest periods under the California Labor Code. An opt-in class was certified for this action.
On August29, 2008, we issued a press release announcing a preliminary agreement to settle the class action lawsuit noted above. While we deny the al |
Note 11. Sales by Product Line |
Note 11. Sales by Product Line
The percentages of our net sales by product line are as follows:
Type Introduced 2008 2007 2006
Fasteners1 1967 51.2 % 50.7 % 51.5 %
Tools 1993 9.9 % 10.6 % 10.9 %
Cutting tools 1996 4.5 % 4.6 % 4.8 %
Hydraulics pneumatics 1996 6.6 % 6.5 % 6.2 %
Material handling 1996 5.9 % 6.1 % 6.3 %
Janitorial supplies 1996 5.4 % 5.4 % 5.3 %
Electrical supplies 1997 4.2 % 4.1 % 3.7 %
Welding supplies 1997 3.6 % 3.6 % 3.5 %
Safety supplies 1999 5.8 % 5.7 % 5.4 %
Metals 2001 0.7 % 0.7 % 0.6 %
Direct ship2 2004 2.0 % 1.8 % 1.6 %
Other 0.2 % 0.2 % 0.2 %
100.0 % 100.0 % 100.0 %
1
Fastener product line represents fasteners and miscellaneous supplies.
2
Direct ship represents a cross section of products from the ten product lines. The items included here represent certain items with historically low margins which are shipped direct from our suppliers to our customers. |
Selected Quarterly Financial Data (Unaudited) |
Selected Quarterly Financial Data (Unaudited)
(Amounts in thousands except per share information)
2008: Net sales Gross
profit Net
earnings Basic
earnings
per
share
First quarter $ 566,210 296,630 68,094 .46
Second quarter 604,219 317,389 76,166 .51
Third quarter 625,037 330,883 72,909 .49
Fourth quarter 544,959 291,190 62,536 .42
Total $ 2,340,425 1,236,092 279,705 1.88
2007: Net sales Gross
profit Net
earnings Basic
earnings
per
share
First quarter $ 489,157 249,515 54,033 .36
Second quarter 519,706 261,469 60,256 .40
Third quarter 533,750 272,024 62,142 .41
Fourth quarter 519,206 264,566 56,191 .38
Total $ 2,061,819 1,047,574 232,622 1.55
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