The following is intended to update the information contained in MSC Industrial
Direct Co., Inc.'s (together with its wholly owned subsidiaries and entities in
which it maintains a controlling financial interest, "MSC," "MSC Industrial,"
the "Company," "we," "us" or "our") Annual Report on Form 10-K for the fiscal
year ended September 3, 2022 and presumes that readers have access to, and will
have read, Item 7, "Management's Discussion and Analysis of Financial Condition
and Results of Operations" of Part II of such Annual Report on Form 10-K.

Overview



MSC is a leading North American distributor of a broad range of metalworking and
maintenance, repair and operations ("MRO") products and services. We help our
customers drive greater productivity, profitability and growth with inventory
management and other supply chain solutions and deep expertise from more than 80
years of working with customers across industries. We offer approximately 2.3
million active, saleable SKUs through our catalogs; our brochures; our eCommerce
channels, including our website, www.mscdirect.com (the "MSC website"); our
inventory management solutions; and our customer care centers, customer
fulfillment centers, regional inventory centers and warehouses. We service our
customers from six customer fulfillment centers, 11 regional inventory centers,
39 warehouses, and four manufacturing locations, including two locations
acquired in the acquisition of Buckeye Industrial Supply Co. ("Buckeye") and
Tru-Edge Grinding, Inc. ("Tru-Edge"). We continue to implement our strategies to
gain market share, generate new customers, increase sales to existing customers,
and diversify our customer base.

Our business model focuses on providing overall procurement cost reduction and
just-in-time delivery to meet our customers' needs. Many of our products are
carried in stock, and orders for these in-stock products are typically fulfilled
the day on which the order is received.

We focus on offering inventory, process and procurement solutions that reduce
MRO supply chain costs and improve plant floor productivity for our customers.
We will seek to continue to achieve cost reductions throughout our business
through cost-saving strategies and increased leverage from our existing
infrastructure, and to continue to provide additional procurement cost-saving
solutions to our customers through technology such as our Electronic Data
Interchange ("EDI") systems, vendor-managed inventory ("VMI") systems and
vending programs. Our field sales and service associate headcount was 2,574 at
March 4, 2023, compared to 2,448 at February 26, 2022.

Highlights

Highlights during the twenty-six weeks ended March 4, 2023 include the following:



•We generated $416.4 million of cash from operations, compared to $57.4 million
for the same period in the prior fiscal year, primarily from the $300.0 million
Receivables Purchase Agreement (the "RPA").
•We had net payments of $245.0 million on our credit facilities, private
placement debt and shelf facility agreements compared to net borrowings of
$49.5 million for the same period in the prior fiscal year.
•We entered into the RPA with an initial aggregate amount of $300.0 million.
Proceeds from the RPA were primarily utilized to pay down existing debt on our
credit facilities.
•We paid out an aggregate $88.3 million in regular cash dividends, compared to
an aggregate $83.6 million in regular cash dividends for the same period in the
prior fiscal year.
•We repurchased and immediately retired $31.0 million of MSC's Class A Common
Stock, par value $0.001 per share ("Class A Common Stock"), compared to $4.8
million for the same period in the prior fiscal year.
•In January 2023, we acquired Buckeye and Tru-Edge for aggregate consideration
of $22.7 million, which includes cash paid of $20.5 million, the fair value of
contingent consideration to be paid out of $2.3 million and a post-closing
working capital adjustment in the amount of $0.1 million received from the
sellers that is subject to finalization.
•We incurred $3.9 million in restructuring and other costs, compared to $8.4
million for the same period in the prior fiscal year. Restructuring and other
costs primarily consist of consulting-related costs associated with the
optimization of the Company's operations and associate severance and separation
costs. Restructuring and other costs for the same period in the prior fiscal
year also include equity award acceleration costs associated with severance and
other exit-related costs.
                                       20
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Recent Developments

Progress on Mission Critical



As previously disclosed, we initiated a company-wide project in fiscal year
2020, which we refer to as "Mission Critical," to accelerate market share
capture and improve profitability over the period through fiscal year 2023.
Among the Mission Critical initiatives to realize growth, we began and expect to
continue investing in our market-leading metalworking business by adding to our
metalworking specialist team, introducing value-added services to our customers,
expanding our vending, VMI and in-plant solutions programs, building out our
sales force, and diversifying our customers and end-markets. We also are
focusing on improving profitability through the implementation of various
pricing strategies and critical structural cost reductions in order to improve
return on invested capital. Cost reductions will be comprised of savings in the
areas of sales and service, supply chain and general and administrative
expenses, and will include initiatives to optimize our distribution center
network and real estate footprint, renegotiate supplier contracts, and redesign
our talent acquisition and retention approach.

Impact of Economic Trends

The United States economy has experienced and continues to experience
disruptions in the supply of certain products and services and tight conditions
in the labor market. These disruptions and conditions have contributed to an
inflationary environment which, while falling, remains elevated and has affected
the price and, at times, the availability of certain products and services
necessary for the Company's operations, including fuel, labor and certain
products the Company sells or the inputs for such products. Such disruptions and
conditions have impacted, and may continue to impact in the future, the
Company's business, financial condition and results of operations.

As a result of recent high inflation and elevated freight, labor and fuel costs,
as well as periodic supply chain disruptions, the Company has implemented price
realization strategies in response to increased costs the Company faces and has
invested in improved warehouse automation to mitigate the effects of labor
inflation. The Company has also placed a larger emphasis on category management
and has implemented a category line review process intended to reduce costs and
streamline operational efficiencies in the supply chain. This includes a renewed
focus on improved product assortment, supplier portfolio, and overall cost
position. Furthermore, in light of disruptions to availability and increased or
uncertain shipping times, the Company is maintaining higher purchasing levels
than it did prior to its fiscal year 2020 in order to ensure sufficient
inventory supply to meet customer demand.

Reclassification Proposal



On January 31, 2023, the Board of Directors of the Company (the "Board")
received a proposal (the "Proposal") from the Company's controlling
shareholders, the Jacobson/Gershwind family, to exchange each of their shares of
Class B Common Stock, par value $0.001 per share (the "Class B Common Stock")
for 1.35 shares of Class A Common Stock, reclassify the Class B Common Stock and
the Class A Common Stock into a single class of common stock and eliminate the
current dual-class share structure. The Board has formed a Special Committee
composed entirely of independent directors to evaluate the Proposal, which will
be advised by independent financial and legal advisors. Under the terms of the
Proposal, any definitive agreement would first require approval by the Special
Committee and the Board, as well as the holders of a majority of the shares of
Class A Common Stock that do not also hold shares of Class B Common Stock. At
present there is no guarantee that a definitive agreement between the Company
and the Jacobson/Gershwind family will be reached or what the terms of any such
definitive agreement would be. In addition, even if an agreement is approved by
the Special Committee and the Board, a transaction still may not be completed if
such transaction is not approved by the holders of a majority of the shares of
Class A Common Stock that do not also hold shares of Class B Common Stock. If an
agreement is reached, and ultimately approved by the Special Committee and the
Board, as well as the holders of a majority of the shares of Class A Common
Stock that do not also hold shares of Class B Common Stock, it could have a
material effect on our business, financial condition and results of operation as
well as the governance of the Company.

Our Strategy



Our primary objective is to grow sales profitably while offering our customers
highly technical and high-touch solutions to solve their most complex challenges
on the plant floor. We have experienced success to date as measured by the
growth rates of our high-touch programs, such as Vending and In-Plant programs,
and the rate of new customer implementations. Our strategy is to complete the
transition from being a spot-buy supplier to a mission-critical partner to our
customers. We will selectively pursue strategic acquisitions that expand or
complement our business in new and existing markets or further enhance the value
and offerings we provide.
                                       21
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Business Environment



We utilize various indices when evaluating the level of our business activity,
including the Industrial Production ("IP") index. Approximately 69% of our
revenues came from sales in the manufacturing sector during the thirteen- and
twenty-six-week periods ended March 4, 2023. Through statistical analysis, we
have found that trends in our customers' activity have correlated to changes in
the IP index. The IP index measures short-term changes in industrial production.
Growth in the IP index from month to month indicates growth in the
manufacturing, mining and utilities industries. The IP index over the three
months ended February 2023 and the average for the three- and 12-month periods
ended February 2023 were as follows:

Period                              IP Index
December                              102.4
January                               102.6
February                              102.6

Fiscal Year 2023 Q2 Average           102.6
12-Month Average                      103.8


The average IP index for the three months ended March 4, 2023 of 102.6 declined
from the adjusted average from the prior quarter of 104.3, driven by economic
uncertainty arising from higher interest rates and continued elevated levels of
inflation. Recently, the United States economy has experienced supply chain
disruptions and significant levels of inflation, which have included higher
prices for labor, freight, fuel and the products that the Company sells. The
Company has implemented price realization strategies in response to increased
costs the Company faces. As we see the IP index continue to moderate, we will
monitor the current economic conditions for the impact on our customers and
markets and assess both risks and opportunities that may affect our business and
operations. See "Impact of Economic Trends" above.
                                       22
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Thirteen-Week Period Ended March 4, 2023 Compared to the Thirteen-Week Period Ended February 26, 2022

The table below summarizes the Company's results of operations both in dollars (in thousands) and as a percentage of net sales for the periods indicated:



                                                           Thirteen Weeks Ended
                                           March 4, 2023                         February 26, 2022                           Change

                                       $                    %                   $                  %                  $                 %
Net sales                       $     961,632              100.0  %       $  862,522              100.0  %       $ 99,110               11.5  %
Cost of goods sold                    564,937               58.7  %          496,247               57.5  %         68,690               13.8  %
Gross profit                          396,695               41.3  %          366,275               42.5  %         30,420                8.3  %
Operating expenses                    280,630               29.2  %          265,973               30.8  %         14,657                5.5  %
Restructuring and other costs           1,783                0.2  %            3,134                0.4  %         (1,351)             (43.1) %
Income from operations                114,282               11.9  %           97,168               11.3  %         17,114               17.6  %
Total other expense                    (8,104)              (0.8) %           (3,505)              (0.4) %         (4,599)             131.2  %
Income before provision for
income taxes                          106,178               11.0  %           93,663               10.9  %         12,515               13.4  %
Provision for income taxes             26,863                2.8  %           23,509                2.7  %          3,354               14.3  %
Net income                             79,315                8.2  %           70,154                8.1  %          9,161               13.1  %
Less: Net income attributable
to noncontrolling interest                175                0.0  %              223                  -  %            (48)             (21.5) %
Net income attributable to MSC
Industrial                      $      79,140                8.2  %       $   69,931                8.1  %       $  9,209               13.2  %


Net Sales

Net sales increased 11.5%, or $99.1 million, to $961.6 million for the
thirteen-week period ended March 4, 2023, as compared to $862.5 million for the
same period in the prior fiscal year. The $99.1 million increase in net sales
was comprised of $41.9 million from improved pricing, inclusive of changes in
customer and product mix, discounting and other items, $32.8 million of net
sales from fiscal year 2022 and 2023 acquisitions and $25.2 million of higher
sales volume, partially offset by $0.8 million of unfavorable foreign exchange
impact. Of the $99.1 million increase in net sales during the thirteen-week
period ended March 4, 2023, national account customer sales increased by
$49.4 million, sales to our core and other customers increased by $37.9 million
and sales to our public sector customers increased by $11.8 million.
                                       23
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The table below shows, among other things, the change in our average daily sales
("ADS") by total Company and by customer type for the thirteen-week period ended
March 4, 2023, as compared to the same period in the prior fiscal year:

                             ADS Percentage Change
                                  (Unaudited)

                                                                               Thirteen Weeks Ended
                                                                     March 4, 2023          February 26, 2022
Net Sales (in thousands)                                            $     961,632          $        862,522
Sales Days                                                                        63                        63
ADS (1) (in millions)                                               $        15.3          $           13.7
Total Company ADS Percent Change                                             11.5  %                    7.9  %

Manufacturing Customers ADS Percent Change (2)                               10.0  %                    8.7  %
Manufacturing Customers Percent of Total Net Sales (2)                         69  %                     70  %

Non-Manufacturing Customers ADS Percent Change (2)                           15.1  %                    6.0  %
Non-Manufacturing Customers Percent of Total Net Sales (2)                     31  %                     30  %



(1)ADS is calculated using the number of business days in the United States for
the periods indicated. The Company believes ADS is a key performance indicator
because it shows the effectiveness of the Company's selling performance on a
consistent basis between periods.
(2)Includes the effect of a reclassification of end-markets which occurred
during the fourth quarter of fiscal year 2022.

We believe that our ability to transact business with our customers directly
through the MSC website as well as through various other electronic portals
gives us a competitive advantage over smaller suppliers. Sales made through our
eCommerce platforms, including sales made through EDI systems, VMI systems,
Extensible Markup Language ordering-based systems, vending, hosted systems and
other electronic portals, represented 62.0% of consolidated net sales for the
thirteen-week period ended March 4, 2023, as compared to 60.7% of consolidated
net sales for the same period in the prior fiscal year.

Gross Profit



Gross profit of $396.7 million for the thirteen-week period ended March 4, 2023
increased $30.4 million, or 8.3%, compared to the same period in the prior
fiscal year. Gross profit margin was 41.3% for the thirteen-week period ended
March 4, 2023, as compared to 42.5% for the same period in the prior fiscal
year. The increase in gross profit was primarily a result of a higher sales
level as described above. The decline in gross profit margin was primarily
attributable to the lower gross margins from our recent acquisitions, as well as
unfavorable customer mix as our national account and public sector customers are
growing at higher rates and are typically at lower gross margins than the
business as a whole. In addition, we are continuing to experience higher product
and freight costs, adversely impacting our gross profit margins.

Operating Expenses



Operating expenses increased 5.5%, or $14.7 million, to $280.6 million for the
thirteen-week period ended March 4, 2023, as compared to $266.0 million for the
same period in the prior fiscal year. Operating expenses were 29.2% of net sales
for the thirteen-week period ended March 4, 2023, as compared to 30.8% for the
same period in the prior fiscal year. The increase in operating expenses was
primarily attributable to higher payroll and payroll-related costs, as well as
higher freight expense. The decline in operating expenses as a percentage of net
sales was related to our cost savings programs and productivity improvements
resulting from our Mission Critical initiatives.

Payroll and payroll-related costs for the thirteen-week period ended March 4,
2023 were 56.8% of total operating expenses, as compared to 57.8% for the same
period in the prior fiscal year. Payroll and payroll-related costs, which
include salary, incentive compensation, sales commission, and fringe benefit
costs, increased $5.8 million for the thirteen-week period ended March 4, 2023.
The majority of this increase compared to the same period in the prior fiscal
year was due to increased salary expenses.
                                       24
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Freight expense was $39.5 million for the thirteen-week period ended March 4,
2023, as compared to $36.6 million for the same period in the prior fiscal year.
The primary drivers of the increase in freight expense were increased sales
volume and higher fuel-related charges.

Restructuring and Other Costs



We incurred $1.8 million in restructuring and other costs for the thirteen-week
period ended March 4, 2023, as compared to $3.1 million for the same period in
the prior fiscal year. These charges primarily include consulting-related costs
associated with the optimization of the Company's operations and associate
severance and separation costs. Restructuring and other costs for the same
period in the prior fiscal year also include other exit-related costs. See Note
10, "Restructuring and Other Costs" in the Notes to Condensed Consolidated
Financial Statements for additional information.

Income from Operations



Income from operations increased 17.6%, or $17.1 million, to $114.3 million for
the thirteen-week period ended March 4, 2023, as compared to $97.2 million for
the same period in the prior fiscal year. Income from operations as a percentage
of net sales increased to 11.9% for the thirteen-week period ended March 4,
2023, as compared to 11.3% for the same period in the prior fiscal year. The
increase was primarily attributable to an overall increase in net sales, a
reduction in restructuring and other costs and an improvement in operating
expenses as a percentage of net sales during the thirteen-week period ended
March 4, 2023.

Total Other Expense



Total other expense increased 131.2%, or $4.6 million, to $8.1 million for the
thirteen-week period ended March 4, 2023, as compared to $3.5 million for the
same period in the prior fiscal year. The increase was primarily due to higher
interest rates on our credit facilities.

Provision for Income Taxes



The Company's effective tax rate for the thirteen-week period ended March 4,
2023 was 25.3%, as compared to 25.1% for the same period in the prior fiscal
year. The increase in the effective tax rate was primarily due to a lower tax
benefit from stock-based compensation.

Net Income

The factors which affected net income for the thirteen-week period ended March 4, 2023, as compared to the same period in the prior fiscal year, have been discussed above.


                                       25
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Twenty-Six-Week Period Ended March 4, 2023 Compared to the Twenty-Six-Week Period Ended February 26, 2022

The table below summarizes the Company's results of operations both in dollars (in thousands) and as a percentage of net sales for the periods indicated:



                                                             Twenty-Six Weeks Ended
                                          March 4, 2023                             February 26, 2022                              Change

                                       $                   %                      $                      %                  $                  %
Net sales                       $  1,919,377              100.0  %       $       1,711,069              100.0  %       $ 208,308               12.2  %
Cost of goods sold                 1,124,883               58.6  %                 992,198               58.0  %         132,685               13.4  %
Gross profit                         794,494               41.4  %                 718,871               42.0  %          75,623               10.5  %
Operating expenses                   560,325               29.2  %                 522,554               30.5  %          37,771                7.2  %
Restructuring and other costs          3,877                0.2  %                   8,417                0.5  %          (4,540)             (53.9) %
Income from operations               230,292               12.0  %                 187,900               11.0  %          42,392               22.6  %
Total other expense                  (16,263)              (0.8) %                  (7,627)              (0.4) %          (8,636)             113.2  %
Income before provision for
income taxes                         214,029               11.2  %                 180,273               10.5  %          33,756               18.7  %
Provision for income taxes            53,502                2.8  %                  43,862                2.6  %           9,640               22.0  %
Net income                           160,527                8.4  %                 136,411                8.0  %          24,116               17.7  %
Less: Net income attributable
to noncontrolling interest                73                0.0  %                     413                0.0  %            (340)             (82.3) %
Net income attributable to MSC
Industrial                      $    160,454                8.4  %       $         135,998                7.9  %       $  24,456               18.0  %


Net Sales

Net sales increased 12.2%, or $208.3 million, to $1,919.4 million for the
twenty-six-week period ended March 4, 2023, as compared to $1,711.1 million for
the same period in the prior fiscal year. The $208.3 million increase in net
sales was comprised of $98.0 million from improved pricing, inclusive of changes
in customer and product mix, discounting and other items, $61.9 million of net
sales from fiscal year 2022 and 2023 acquisitions and $52.0 million of higher
sales volume, partially offset by $3.6 million of unfavorable foreign exchange
impact. Of the $208.3 million increase in net sales during the twenty-six-week
period ended March 4, 2023, national account customer sales increased by
$102.2 million, sales to our core and other customers increased by $80.9 million
and sales to our public sector customers increased by $25.2 million.
                                       26
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The table below shows, among other things, the change in our ADS by total Company and by customer type for the twenty-six-week period ended March 4, 2023, as compared to the same period in the prior fiscal year:



                             ADS Percentage Change
                                  (Unaudited)

                                                                              Twenty-Six Weeks Ended
                                                                     March 4, 2023         February 26, 2022
Net Sales (in thousands)                                            $  1,919,377          $       1,711,069
Sales Days                                                                      125                        125
ADS (1) (in millions)                                               $       15.4          $            13.7
Total Company ADS Percent Change                                            12.2  %                     8.9  %

Manufacturing Customers ADS Percent Change (2)                              10.5  %                    11.5  %
Manufacturing Customers Percent of Total Net Sales (2)                        69  %                      70  %

Non-Manufacturing Customers ADS Percent Change (2)                          16.1  %                     3.2  %
Non-Manufacturing Customers Percent of Total Net Sales (2)                    31  %                      30  %



(1)ADS is calculated using the number of business days in the United States for
the periods indicated. The Company believes ADS is a key performance indicator
because it shows the effectiveness of the Company's selling performance on a
consistent basis between periods.
(2)Includes the effect of a reclassification of end-markets which occurred
during the fourth quarter of fiscal year 2022.

We believe that our ability to transact business with our customers directly
through the MSC website as well as through various other electronic portals
gives us a competitive advantage over smaller suppliers. Sales made through our
eCommerce platforms, including sales made through EDI systems, VMI systems,
Extensible Markup Language ordering-based systems, vending, hosted systems and
other electronic portals, represented 61.9% of consolidated net sales for the
twenty-six-week period ended March 4, 2023, as compared to 60.6% of consolidated
net sales for the same period in the prior fiscal year.

Gross Profit



Gross profit of $794.5 million for the twenty-six-week period ended March 4,
2023 increased $75.6 million, or 10.5%, compared to the same period in the prior
fiscal year. Gross profit margin was 41.4% for the twenty-six-week period ended
March 4, 2023, as compared to 42.0% for the same period in the prior fiscal
year. The increase in gross profit was primarily a result of a higher sales
level as described above. The decline in gross profit margin was primarily
attributable to the lower gross margins from our recent acquisitions, as well as
unfavorable customer mix as our national account and public sector customers are
growing at higher rates and are typically at lower gross margins than the
business as a whole. In addition, we are continuing to experience higher product
and freight costs, adversely impacting our gross profit margins.

Operating Expenses



Operating expenses increased 7.2%, or $37.8 million, to $560.3 million for the
twenty-six-week period ended March 4, 2023, as compared to $522.6 million for
the same period in the prior fiscal year. Operating expenses were 29.2% of net
sales for the twenty-six-week period ended March 4, 2023, as compared to 30.5%
for the same period in the prior fiscal year. The increase in operating expenses
was primarily attributable to higher payroll and payroll-related costs, as well
as higher freight expense. The decline in operating expenses as a percentage of
net sales was related to our cost savings programs and productivity improvements
resulting from our Mission Critical initiatives.

Payroll and payroll-related costs for the twenty-six-week period ended March 4,
2023 were 56.5% of total operating expenses, as compared to 57.4% for the same
period in the prior fiscal year. Payroll and payroll-related costs, which
include salary, incentive compensation, sales commission, and fringe benefit
costs, increased $16.8 million for the twenty-six-week period ended March 4,
2023. The majority of this increase compared to the same period in the prior
fiscal year was due to increased salary expenses.
                                       27
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Freight expense was $80.0 million for the twenty-six-week period ended March 4,
2023, as compared to $72.8 million for the same period in the prior fiscal year.
The primary drivers of the increase in freight expense were increased sales
volume and higher fuel-related charges.

Restructuring and Other Costs



We incurred $3.9 million in restructuring and other costs for the
twenty-six-week period ended March 4, 2023, as compared to $8.4 million for the
same period in the prior fiscal year. These charges primarily include
consulting-related costs associated with the optimization of the Company's
operations and associate severance and separation costs. Restructuring and other
costs for the same period in the prior fiscal year also include equity award
acceleration costs associated with severance and other exit-related costs. See
Note 10, "Restructuring and Other Costs" in the Notes to Condensed Consolidated
Financial Statements for additional information.

Income from Operations



Income from operations increased 22.6%, or $42.4 million, to $230.3 million for
the twenty-six-week period ended March 4, 2023, as compared to $187.9 million
for the same period in the prior fiscal year. Income from operations as a
percentage of net sales increased to 12.0% for the twenty-six-week period ended
March 4, 2023, as compared to 11.0% for the same period in the prior fiscal
year. The increase was primarily attributable to an overall increases in net
sales, a reduction in restructuring costs and an improvement in operating
expenses as a percentage of net sales during the twenty-six-week period ended
March 4, 2023.

Total Other Expense

Total other expense increased 113.2%, or $8.6 million, to $16.3 million for the
twenty-six-week period ended March 4, 2023, as compared to $7.6 million for the
same period in the prior fiscal year. The increase was primarily due to higher
interest rates on our credit facilities.

Provision for Income Taxes



The Company's effective tax rate for the twenty-six-week period ended March 4,
2023 was 25.0% , as compared to 24.3% for the same period in the prior fiscal
year. The increase in the effective tax rate was primarily due to an increase in
unfavorable permanent tax items as well as a lower tax benefit from stock-based
compensation.

Net Income

The factors which affected net income for the twenty-six-week period ended March 4, 2023, as compared to the same period in the prior fiscal year, have been discussed above.

Liquidity and Capital Resources



                                      March 4,        September 3,
                                        2023              2022           $ Change
                                                    (In thousands)
Total debt                          $   549,699      $    794,592      $ (244,893)
Less: Cash and cash equivalents          49,615            43,537           6,078
Net debt                            $   500,084      $    751,055      $ (250,971)
Total shareholders' equity          $ 1,433,991      $  1,362,283      $   71,708


As of March 4, 2023, we had $49.6 million in cash and cash equivalents,
substantially all with well-known financial institutions. Historically, our
primary financing needs have been to fund our working capital requirements
necessitated by our sales growth and the costs of acquisitions, new products,
new facilities, facility expansions, investments in vending solutions,
technology investments, and productivity investments. Cash generated from
operations, together with borrowings under our credit facilities and net
proceeds from the private placement notes, have been used to fund these needs,
to repurchase shares of Class A Common Stock from time to time, and to pay
dividends to our shareholders.

                                       28
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As of March 4, 2023, total borrowings outstanding, representing amounts due
under our credit facilities and notes, as well as all finance leases and
financing arrangements, were $549.7 million, net of unamortized debt issuance
costs of $1.2 million, as compared to total borrowings of $794.6 million, net of
unamortized debt issuance costs of $1.4 million, as of the end of fiscal year
2022. The decrease in total borrowings outstanding was driven by higher net
payments under our committed credit facility, private placement debt and shelf
facility agreements. Debt payments were primarily funded through the Receivables
Purchase Agreement entered into during the second quarter of fiscal year 2023.
See Note 8, "Debt" in the Notes to Condensed Consolidated Financial Statements
for more information about these balances.

We recently conducted a comprehensive review of our six primary banks, including
those participating in the Amended Revolving Credit Facility and in our recent
acquisitions. Three banks are designated as systemically important financial
institutions, which are subject to heavier regulatory scrutiny and standards
than regional banks. All six banks have strong common equity and liquidity
ratios. We will continue to monitor our banks closely.

We believe, based on our current business plan, that our existing cash,
financial resources and cash flow from operations will be sufficient to fund
necessary capital expenditures and operating cash requirements for at least the
next 12 months. We will continue to evaluate our financial position in light of
future developments and to take appropriate action as it is warranted.

The table below summarizes certain information regarding the Company's cash flows for the periods indicated:

Twenty-Six Weeks Ended


                                                                       March 4,               February 26,
                                                                         2023                     2022
                                                                               (In thousands)
Net cash provided by operating activities                        $     416,440              $      57,421
Net cash used in investing activities                                  (61,104)                   (31,179)
Net cash used in financing activities                                 (349,323)                   (24,916)

Effect of foreign exchange rate changes on cash and cash equivalents

                                                                 65                       (108)
Net increase in cash and cash equivalents                        $       6,078              $       1,218

Cash Flows from Operating Activities



Net cash provided by operating activities was $416.4 million for the twenty-six
weeks ended March 4, 2023 compared to $57.4 million for the twenty-six weeks
ended February 26, 2022. The increase was primarily due to the following:

•an increase in the change in accounts receivable primarily attributable to the
RPA entered into during the second quarter of fiscal year 2023, which resulted
in a decline in accounts receivable of $300.0 million; and
•an increase in net income as described above.

The table below summarizes certain information regarding the Company's operations as of the periods indicated:



                               March 4,       September 3,       February 26,
                                 2023             2022               2022
                                           (Dollars in thousands)
Working Capital (1)           $ 669,487      $     817,679      $     819,641
Current Ratio (2)                     2.0                2.1              2.4

Days' Sales Outstanding (3)        35.8               65.3               60.9
Inventory Turnover (4)              3.1                3.2                3.2


(1)Working Capital is calculated as current assets less current liabilities.
(2)Current Ratio is calculated as total current assets divided by total current
liabilities.
(3)Days' Sales Outstanding is calculated as accounts receivable divided by net
sales, using trailing two months sales data.
(4)Inventory Turnover is calculated as total cost of goods sold divided by
inventory, using a 13-month trailing average inventory.
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Working capital and the current ratio both decreased relative to both
September 3, 2022 and February 26, 2022. The decreases from both periods were
primarily due to a decrease in accounts receivable resulting from the RPA
entered into during the second quarter of fiscal year 2023. The RPA reduced the
accounts receivable balances by $300.0 million.

The decrease in days' sales outstanding as of March 4, 2023 as compared to September 3, 2022 and February 26, 2022 was primarily due to the RPA entered into during the second quarter of fiscal year 2023.



Inventory turnover as of March 4, 2023 declined relative to both September 3,
2022 and February 26, 2022 due to increasing inventory levels as a result of
ongoing challenges in the supply chain and to meet customer demand.

Cash Flows from Investing Activities



Net cash used in investing activities for the twenty-six weeks ended March 4,
2023 and February 26, 2022 was $61.1 million and $31.2 million, respectively.
The use of cash for both periods was primarily due to expenditures for property,
plant and equipment mainly related to vending programs and Mission Critical
projects. The use of cash for the twenty-six weeks ended March 4, 2023 also
included the acquisition of Buckeye and Tru-Edge. See Note 7, "Business
Combinations" in the Notes to Condensed Consolidated Financial Statements for
more information about this acquisition.

Cash Flows from Financing Activities

Net cash used in financing activities was $349.3 million for the twenty-six weeks ended March 4, 2023 compared to $24.9 million for the twenty-six weeks ended February 26, 2022, primarily due to the following:



•$88.3 million of regular cash dividends paid during the twenty-six weeks ended
March 4, 2023, compared to $83.6 million of regular cash dividends paid during
the twenty-six weeks ended February 26, 2022;
•net payments under our credit facilities, private placement debt and shelf
facility agreements of $245.0 million during the twenty-six weeks ended March 4,
2023, compared to net borrowings of $49.5 million during the twenty-six weeks
ended February 26, 2022; and
•$31.0 million in aggregate repurchases of Class A Common Stock during the
twenty-six weeks ended March 4, 2023, compared to $4.8 million in aggregate
repurchases of Class A Common Stock during the twenty-six weeks ended
February 26, 2022.

Capital Expenditures

We continue to invest in sales productivity initiatives, eCommerce and vending platforms, customer fulfillment centers and distribution network, and other infrastructure and technology.

Long-Term Debt

Credit Facilities



In April 2017, the Company entered into a $600.0 million revolving credit
facility, which was subsequently amended and extended in August 2021. As of
March 4, 2023, the Company also had three uncommitted credit facilities,
totaling $203.0 million of aggregate maximum uncommitted availability. See Note
8, "Debt" in the Notes to Condensed Consolidated Financial Statements for more
information about our credit facilities. As of March 4, 2023, we were in
compliance with the operating and financial covenants of our credit facilities.
The current unused balance of $574.7 million from the revolving credit facility,
which is reduced by outstanding letters of credit, is available for working
capital purposes if necessary. See Note 8, "Debt" in the Notes to Condensed
Consolidated Financial Statements for more information about these balances.

Private Placement Debt and Shelf Facility Agreements



In July 2016, we completed the issuance and sale of unsecured senior notes. In
January 2018, we entered into two note purchase and private shelf agreements
(together, the "Shelf Facility Agreements"). In June 2018 and March 2020, we
entered into additional note purchase agreements. Pursuant to the terms of the
Shelf Facility Agreements, no new unsecured senior notes may be issued and sold
after January 12, 2021. See Note 8, "Debt" in the Notes to Condensed
Consolidated Financial Statements for more information about these transactions.
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Leases and Financing Arrangements



As of March 4, 2023, certain of our operations were conducted on leased
premises. These leases are for varying periods, the longest extending to fiscal
year 2031. In addition, we are obligated under certain equipment and automobile
operating and finance leases, which expire on varying dates through fiscal year
2026.

From time to time, we enter into financing arrangements with vendors to purchase certain information technology equipment or software.

Critical Accounting Estimates



On an ongoing basis, we evaluate our critical accounting policies and estimates,
including those related to revenue recognition, inventory valuation, allowance
for credit losses, warranty reserves, contingencies and litigation, income
taxes, and accounting for goodwill and long-lived assets. We make estimates,
judgments and assumptions in determining the amounts reported in the unaudited
Condensed Consolidated Financial Statements and accompanying Notes. Estimates
are based on historical experience and on various other assumptions that are
believed to be reasonable under the circumstances. The estimates are used to
form the basis for making judgments about the carrying values of assets and
liabilities and the amount of revenues and expenses reported that are not
readily apparent from other sources. Actual results may differ from these
estimates.

There have been no material changes outside the ordinary course of business in
the Company's critical accounting policies, as disclosed in its Annual Report on
Form 10-K for the fiscal year ended September 3, 2022.

Recently Adopted Accounting Standards

See Note 1, "Basis of Presentation" in the Notes to Condensed Consolidated Financial Statements.

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