Current Report Filing (8-k)

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 22, 2015

UNITED STATIONERS INC.

(Exact name of Registrant as Specified in Its Charter)

Deleware	0-10653	36-3141189
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One Parkway North Blvd. Suite 100 Deerfield, Illinois		60015-2559
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (847) 627-7000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

United Stationers Inc.

Item 2.02

Results of Operations and Financial Condition.

The following information, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” hereunder for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On April 22, 2015, United Stationers Inc. (the “Registrant”) issued a press release announcing its financial results for the three-month period ended March 31, 2015. A copy of the Registrant’s press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. In addition, a slide presentation summarizing earnings and financial results is attached as Exhibit 99.2 hereto and is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits


Exhibit Number	Description
99.1*	Press Release, dated April 22, 2015, announcing financial results for the three-month period ended March 31, 2015.

99.2*	Earnings Presentation, a slide presentation summarizing earnings and financial results.

	* — Included herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


			UNITED STATIONERS INC.
			(Registrant)

Date:	April 22, 2015	By:	/s/ Todd A. Shelton
			Todd A. Shelton
			Senior Vice President and Chief Financial Officer

EXHIBIT INDEX

(d) Exhibits


Exhibit Number	Description
99.1*	Press Release, dated April 22, 2015, announcing financial results for the three-month period ended March 31, 2015.

99.2*	Earnings Presentation, a slide presentation summarizing earnings and financial results.

	* — Included herewith.

Exhibit 99.1


		news release

Executive Offices

One Parkway North Blvd.

Suite 100

Deerfield, IL 60015-2559

For Further Information Contact:

Cody Phipps

President and Chief Executive Officer

Todd Shelton

Senior Vice President and Chief Financial Officer

United Stationers Inc.

(847) 627-7000

UNITED STATIONERS REPORTS

FIRST QUARTER 2015 FINANCIAL RESULTS

AND UPDATE ON REPOSITIONING ACTIONS

DEERFIELD, Ill., April 22, 2015– United Stationers Inc. (NASDAQ: USTR), a leading supplier of workplace essentials, today announced financial results for the first quarter ended March 31, 2015.

Overview

·	Sales increased 6.2% to $1.33 billion when compared to the first quarter of last year driven by prior year acquisitions.

·	Gross margin was $204.4 million, or 15.3 percent of sales, up from 14.9 percent in the prior year quarter.

·	Operating expenses were $198.4 million, including $30.5 million related to the previously announced repositioning actions. Adjusted operating expenses⁽¹⁾were $167.9 million, or 12.6 percent of sales, up from $148.8 million or 11.9 percent of sales in the prior year quarter.

·	Net loss per share was $0.10 in the current quarter, including $0.62 per share related to repositioning actions. Adjusted earnings per share were $0.52⁽¹⁾compared to earnings per share of $0.55 in the prior year quarter.

·	Cash flow provided by operating activities was $62.7 million, up from $1.5 million in the prior year.

“Our results reflect solid execution of our strategy despite a decline in our core industrial business from weakness in the energy sector,” said Cody Phipps, president and chief executive officer. “This quarter we took decisive actions to maximize future operating results and deliver enhanced customer service in the years ahead. We are investing in a common operating and information technology platform, consolidating our workforce and facilities, rebranding the company to Essendant across our businesses, and exiting a non-strategic and low margin business. These actions are consistent with our strategy to become the fastest and most convenient solution for workplace essentials. I remain confident these actions will accelerate our operating performance, position us for success in the market, and benefit our shareholders.”

(1)	This is non-GAAP information. See the Reconciliation of Non-GAAP Financial Measures section of this document for more information.

Note: All EPS numbers in this document are diluted unless stated otherwise.

United Stationers Reports First Quarter 2015 Financial Results

Page 2 of 8

First Quarter Performance

First quarter 2015 sales increased 6.2%, driven by prior year acquisitions. The current quarter gross margin was 15.3 percent of sales, up from 14.9 percent of sales in the first quarter of 2014.

Sales of industrial supplies increased 57.2 percent to $210.3 million, including $90.2 million from the CPO and MEDCO acquisitions made in 2014. Weakness in the energy and industrial sectors drove a $13.7 million sales decline in the core industrial business. Janitorial and breakroom supplies sales increased 8.3 percent to $357.7 million from $330.3 million. Total office products sales were down 3.5 percent to $727.3 million from $753.6 million.

·	The gross margin rate of 15.3 percent included a favorable 40 basis points from acquisitions. Excluding acquisitions, gross margin remained flat on improved product margin offset by higher LIFO expense.

·	Adjusted operating expenses⁽¹⁾were $167.9 million or 12.6 percent of sales, compared to $148.8 million, or 11.9 percent of sales, in the prior year quarter. The $19.1 million increase was driven by $17.5 million from acquisitions and $1.6 million from operating investments.

·	Adjusted operating income⁽¹⁾was $36.5 million, or 2.7 percent of sales, down from $38.2 million, or 3.0 percent of sales, in the prior year quarter.

Net loss was $4.0 million, including $23.9 million of after-tax costs related to repositioning actions. Adjusted net income⁽¹⁾was $19.9 million compared to $21.9 million in the prior year quarter. The current quarter effective tax rate increased due to unfavorable discrete items in the quarter related to listing a non-strategic business for sale. Adjusted earnings per share were $0.52⁽¹⁾, compared to $0.55 in the first quarter of 2014.

Cash Flow, Debt Trends and Share Repurchases

Net cash provided by operating activities for the period ended March 31, 2015 was $62.7 million, compared with $1.5 million for the same period last year. The increase over the prior year was driven by lower accounts receivable balances and improved changes in accounts payable and accrued liabilities. Cash flow used in investing activities totaled $5.5 million in 2015, compared with $5.9 million last year. The company estimates the 2015 full-year total capital expenditures to be $30 million to $35 million.

The company has approximately $1.0 billion of total committed debt capacity. As of March 31, 2015, the company had total debt outstanding of $684.3 million compared with $562.5 million as of March 31, 2014. Debt-to-total capitalization increased to 45.2 percent at March 31, 2015 from 40.4 percent at March 31, 2014 due to the acquisition of MEDCO in the fourth quarter of 2014. In the first quarter of 2015, the company paid $16.0 million to acquire approximately 0.4 million shares and paid cash dividends of $5.4 million to common shareholders.

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United Stationers Reports First Quarter 2015 Financial Results

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Repositioning for Sustained Success

As previously announced in February, the company is taking decisive actions to reposition the business, provide enhanced customer service, and create sustained long-term success. These actions are as follows:

During 2015 the company will invest an incremental $15.0 million to move to a common operating/information technology platform that will simplify the customer experience and deliver operating cost savings. In the first quarter the company invested $1.0 million. Total cost savings from this initiative are expected to be $5.0 to $10.0 million in the second half of 2016, and $15.0 to $20.0 million on an annual basis thereafter.

·	In the first quarter the company recorded the following pre-tax charges:

o	Workforce and facility consolidations of $6.4 million. Additional actions will occur later in 2015 for a full year pre-tax charge of approximately $9.0 million. The company expects these actions to drive savings of $6.0 million in 2015 and $10.0 million annually, beginning in 2016;

o	Non-cash impairment of intangibles and accelerated amortization related to rebranding efforts totaling $10.5 million. The company expects a total charge of $12.0 million for the full year;

o	Non-cash charge of $13.6 million related to listing a non-strategic business for sale. Additional impacts of this sale are expected during 2015 related to transaction costs and foreign exchange volatility.

Conference Call

United Stationers will hold a conference call followed by a question and answer session on Thursday, April 23, 2015, at 7:30 a.m. CDT, to discuss first quarter 2015 results. To participate, callers within the U.S. should dial (877) 358-2531, callers within Canada should dial (855) 669-9657, and international callers should dial (412) 902-6623 approximately 10 minutes before the presentation. The conference ID is “10063085.” To listen to the webcast, participants should visit the Investors section of the company’s website (link: http://investors.unitedstationers.com), and click on the “Q1-15 Earnings Release” button on the right side of the page, several minutes before the event is broadcast. Interested parties can access an archived version of the call, this news release, a financial slide presentation and other information related to the call, also located on the Investors section of United Stationers’ website, about two hours after the call ends.

Forward-Looking Statements

This news release contains forward-looking statements, including references to goals, plans, strategies, objectives, projected costs or savings, anticipated future performance, results or events and other statements that are not strictly historical in nature. These statements are based on management’s current expectations, forecasts and assumptions. This means they involve a number of risks and uncertainties that could cause actual results to differ materially from those expressed or implied here. These risks and uncertainties include, but are not limited to the following: end-user demand for products in the office, technology, and furniture product categories may continue to decline; United’s reliance on key customers, and the risks inherent in continuing or increased customer concentration and consolidations; prevailing economic conditions and changes affecting the business products industry and the general economy; United’s ability to effectively manage its operations and to implement growth, cost-reduction and margin-enhancement initiatives; the impact of United’s repositioning, restructuring and rebranding activities on United’s customers, suppliers, and operations; United’s reliance on supplier allowances and promotional incentives; United’s reliance on independent resellers for a significant percentage of its net sales and, therefore, the importance of the continued independence, viability and success of these resellers; continuing or increasing competitive activity and pricing pressures within existing or expanded product categories, including competition from product manufacturers who sell directly to United’s customers;

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United Stationers Reports First Quarter 2015 Financial Results

Page 4 of 8

the impact of supply chain disruptions or changes in key suppliers’ distribution strategies; United’s ability to maintain its existing information technology systems and the systems and e-commerce services that it provides to customers, and to successfully procure, develop and implement new systems and services without business disruption or other unanticipated difficulties or costs; the creditworthiness of United’s customers; United’s ability to manage inventory in order to maximize sales and supplier allowances while minimizing excess and obsolete inventory; United’s success in effectively identifying, consummating and integrating acquisitions; the risks and expense associated with United’s obligations to maintain the security of private information provided by United’s customers; the costs and risks related to compliance with laws, regulations and industry standards affecting United’s business; the availability of financing sources to meet United’s business needs; United’s reliance on key management personnel, both in day-to-day operations and in execution of new business initiatives; and the effects of hurricanes, acts of terrorism and other natural or man-made disruptions.

Shareholders, potential investors and other readers are urged to consider these risks and uncertainties in evaluating forward-looking statements and are cautioned not to place undue reliance on the forward-looking statements. For additional information about risks and uncertainties that could materially affect United’s results, please see the company’s Securities and Exchange Commission filings. The forward-looking information in this news release is made as of this date only, and the company does not undertake to update any forward-looking statement. Investors are advised to consult any further disclosure by United regarding the matters discussed in this release in its filings with the Securities and Exchange Commission and in other written statements it makes from time to time. It is not possible to anticipate or foresee all risks and uncertainties, and investors should not consider any list of risks and uncertainties to be exhaustive or complete.

Company Overview

United Stationers Inc. is a leading supplier of workplace essentials, with 2014 net sales of $5.3 billion. The company stocks a broad assortment of over 160,000 items, including technology products, traditional office products, janitorial and breakroom supplies, office furniture, industrial supplies, and automotive aftermarket tools. The Company’s network of 77 distribution centers allows it to deliver these products to approximately 30,000 reseller customers. One of the Company’s wholly owned subsidiaries is an online retailer which sells direct to end consumers. This network, combined with United’s breadth and depth of inventory, enables the Company to ship most products overnight to more than ninety percent of the U.S. and major cities in Mexico and Canada. For more information, visit unitedstationers.com.

United Stationers common stock trades on the NASDAQ Global Select Market under the symbol USTR.

In June 2015 United Stationers will become Essendant Inc. and will trade on the NASDAQ Global Select Market under the symbol ESND.

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United Stationers Reports First Quarter 2015 Financial Results

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United Stationers Inc. and Subsidiaries

Condensed Consolidated Statements of Income

(in thousands, except per share data)

	For the Three Months Ended
	March 31,
	2015			2014
Net sales	$	1,332,375		$	1,254,139
Cost of goods sold		1,127,925			1,067,056
Gross profit		204,450			187,083
Operating expenses:
Warehousing, marketing and administrative expenses		198,372			148,849
Operating income		6,078			38,234
Interest expense, net		4,839			3,374
Income before income taxes		1,239			34,860
Income tax expense		5,231			13,003
Net (loss) income	$	(3,992	)	$	21,857
Net (loss) income per share - basic:	$	(0.10	)	$	0.56
Average number of common shares outstanding - basic		38,115			39,194
Net (loss) income per share - diluted:	$	(0.10	)	$	0.55
Average number of common shares outstanding - diluted		38,534			39,655
Dividends declared per share	$	0.14		$	0.14

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United Stationers Reports First Quarter 2015 Financial Results

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United Stationers Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(dollars in thousands, except share data)

	(Unaudited)			(Audited)
	As of March 31,			As of December 31,
	2015			2014
ASSETS
Current assets:
Cash and cash equivalents	$	23,631		$	20,812
Accounts receivable, less allowance for doubtful accounts of $18,043 in 2015 and $19,725 in 2014		665,426			702,527
Inventories		871,310			926,809
Assets held for sale		15,799			-
Other current assets		31,226			30,042
Total current assets		1,607,392			1,680,190
Property, plant and equipment, net		133,640			138,217
Goodwill		394,186			398,042
Intangible assets, net		96,797			111,958
Other long-term assets		49,440			41,810
Total assets	$	2,281,455		$	2,370,217
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	467,657		$	485,241
Accrued liabilities		175,770			192,792
Liabilities held for sale		6,956			-
Current maturities of long-term debt		41			851
Total current liabilities		650,424			678,884
Deferred income taxes		13,985			17,763
Long-term debt		684,238			713,058
Other long-term liabilities		104,413			104,394
Total liabilities		1,453,060			1,514,099
Stockholders’ equity:
Common stock, $0.10 par value; authorized - 100,000,000 shares, issued - 74,435,628 shares in 2015 and 2014		7,444			7,444
Additional paid-in capital		413,546			412,291
Treasury stock, at cost – 36,089,975 shares in 2015 and 35,719,041 shares in 2014		(1,057,955	)		(1,042,501	)
Retained earnings		1,532,325			1,541,675
Accumulated other comprehensive loss		(66,965	)		(62,791	)
Total stockholders’ equity		828,395			856,118
Total liabilities and stockholders’ equity	$	2,281,455		$	2,370,217

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United Stationers Reports First Quarter 2015 Financial Results

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United Stationers Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(in thousands)

	For the Three Months Ended
	March 31,
	2015			2014
Cash Flows From Operating Activities:
Net (loss) income	$	(3,992	)	$	21,857
Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization		12,223			9,523
Share-based compensation		2,640			3,225
Gain on the disposition of property, plant and equipment		(15	)		(4	)
Amortization of capitalized financing costs		272			287
Excess tax benefits related to share-based compensation		(262	)		(494	)
Asset impairment charges		23,610			-
Deferred income taxes		(1,858	)		(2,450	)
Changes in operating assets and liabilities (net of acquisitions):
Decrease (increase) in accounts receivable, net		26,217			(15,583	)
Decrease in inventory		42,759			81,714
Increase in other assets		(10,126	)		(1,041	)
Increase (decrease) in accounts payable		645			(47,191	)
Decrease in checks in-transit		(13,613	)		(31,751	)
Decrease in accrued liabilities		(16,521	)		(13,654	)
Increase (decrease) in other liabilities		743			(2,948	)
Net cash provided by operating activities		62,722			1,490
Cash Flows From Investing Activities:
Capital expenditures		(5,490	)		(6,390	)
Proceeds from the disposition of property, plant and equipment		18			458
Net cash used in investing activities		(5,472	)		(5,932	)

Cash Flows From Financing Activities:
Net (repayments) borrowings under revolving credit facility		(29,630	)		4,562
Borrowings under Receivables Securitization Program		-			9,300
Repayment of debt		-			(135,000	)
Proceeds from the issuance of debt		-			150,000
Net disbursements from share-based compensation arrangements		(875	)		(1,704	)
Acquisition of treasury stock, at cost		(16,028	)		(12,491	)
Payment of cash dividends		(5,396	)		(5,509	)
Excess tax benefits related to share-based compensation		262			494
Payment of debt issuance costs		(36	)		(605	)
Net cash (used in) provided by financing activities		(51,703	)		9,047
Effect of exchange rate changes on cash and cash equivalents		(1,758	)		33
Transfer of cash to held for sale		(970	)		-
Net change in cash and cash equivalents		2,819			4,638
Cash and cash equivalents, beginning of period		20,812			22,326
Cash and cash equivalents, end of period	$	23,631		$	26,964

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United Stationers Reports First Quarter 2015 Financial Results

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United Stationers Inc. and Subsidiaries

Reconciliation of Non-GAAP Financial Measures

Adjusted Operating Income, Net Income, and Diluted Earnings Per Share

(unaudited)

(in thousands, except per share data)

	For the Three Months Ended March 31,
	2015						2014
				% to					% to
	Amount			Net Sales			Amount		Net Sales
Net Sales	$	1,332,375			100.0	%	$	1,254,139		100.0	%
Gross profit	$	204,450			15.3	%	$	187,083		14.9	%
Operating expenses	$	198,372			14.9	%	$	148,849		11.9	%
Workforce reduction and facility consolidation charge		(6,433	)		(0.5	%)		-		-
Rebranding - intangible asset impairment and amortization		(10,462	)		(0.8	%)		-		-
Asset held for sale impairment		(13,566	)		(1.0	%)		-		-
Adjusted operating expenses	$	167,911			12.6	%	$	148,849		11.9	%
Operating income	$	6,078			0.5	%	$	38,234		3.0	%
Operating expense items noted above		30,461			2.3	%		-		-
Adjusted operating income	$	36,539			2.7	%	$	38,234		3.0	%
Net (loss) income	$	(3,992	)				$	21,857
Operating expense items noted above, net of tax		23,896						-
Adjusted net income	$	19,904					$	21,857
Diluted (loss) earnings per share	$	(0.10	)				$	0.55
Per share operating expense items noted above		0.62						-
Adjusted diluted earnings per share	$	0.52					$	0.55
Adjusted diluted earnings per share - change over the prior year period		(5.5	%)
Weighted average number of common shares - diluted		38,534						39,655

Note: Adjusted Operating Expenses, Adjusted Operating Income, Adjusted Net Income and Adjusted Earnings per Share in the first quarter of 2015 exclude the effects of a $6.4 million workforce reduction and facility consolidation charge, $10.5 million intangible asset charge and accelerated amortization related to rebranding, and $13.6 million impairment charge related to listing a non-strategic business for sale. Generally Accepted Accounting Principles require that the effects of these items be included in the Condensed Consolidated Statements of Income. Management believes that excluding these items is an appropriate comparison of its ongoing operating results and to the results of the prior year. It is helpful to provide readers of its financial statements with a reconciliation of these items to its Condensed Consolidated Statements of Income reported in accordance with Generally Accepted Accounting Principles.

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United Stationers Inc. Earnings Presentation First Quarter 2015 April 23, 2015 Ex. 99.2

Forward Looking Statements and Non-GAAP Measures This presentation contains forward-looking statements, including references to goals, plans, strategies, objectives, projected costs or savings, anticipated future performance, results or events and other statements that are not strictly historical in nature. These statements are based on management’s current expectations, forecasts and assumptions. This means they involve a number of risks and uncertainties that could cause actual results to differ materially from those expressed or implied here. These risks and uncertainties include, but are not limited to the following: end-user demand for products in the office, technology, and furniture product categories may continue to decline; United’s reliance on key customers, and the risks inherent in continuing or increased customer concentration and consolidations; prevailing economic conditions and changes affecting the business products industry and the general economy; United’s ability to effectively manage its operations and to implement growth, cost-reduction and margin-enhancement initiatives; the impact of United’s repositioning, restructuring and rebranding activities on United’s customers, suppliers, and operations; United’s reliance on supplier allowances and promotional incentives; United’s reliance on independent resellers for a significant percentage of its net sales and, therefore, the importance of the continued independence, viability and success of these resellers; continuing or increasing competitive activity and pricing pressures within existing or expanded product categories, including competition from product manufacturers who sell directly to United’s customers; the impact of supply chain disruptions or changes in key suppliers’ distribution strategies; United’s ability to maintain its existing information technology systems and the systems and e-commerce services that it provides to customers, and to successfully procure, develop and implement new systems and services without business disruption or other unanticipated difficulties or costs; the creditworthiness of United’s customers; United’s ability to manage inventory in order to maximize sales and supplier allowances while minimizing excess and obsolete inventory; United’s success in effectively identifying, consummating and integrating acquisitions; the risks and expense associated with United’s obligations to maintain the security of private information provided by United’s customers; the costs and risks related to compliance with laws, regulations and industry standards affecting United’s business; the availability of financing sources to meet United’s business needs; United’s reliance on key management personnel, both in day-to-day operations and in execution of new business initiatives; and the effects of hurricanes, acts of terrorism and other natural or man-made disruptions. Shareholders, potential investors and other readers are urged to consider these risks and uncertainties in evaluating forward-looking statements and are cautioned not to place undue reliance on the forward-looking statements. For additional information about risks and uncertainties that could materially affect United’s results, please see the company’s Securities and Exchange Commission filings. The forward-looking information in this news release is made as of this date only, and the company does not undertake to update any forward-looking statement. Investors are advised to consult any further disclosure by United regarding the matters discussed in this release in its filings with the Securities and Exchange Commission and in other written statements it makes from time to time. It is not possible to anticipate or foresee all risks and uncertainties, and investors should not consider any list of risks and uncertainties to be exhaustive or complete. Information marked with an asterisk (*) is non-GAAP information. A reconciliation of these items to the most comparable GAAP measures is presented on the company’s Website (www.unitedstationers.com) under the Investor Information section. Except as noted, all references within this presentation to financial results are presented in accordance with U.S. Generally Accepted Accounting Principles. Certain prior-period amounts have been reclassified to conform to the current presentation. 2

Results Recap 1st quarter 2015 results reflect progress on strategic plan Sales Sales increased 6.2%, 0.9% organic sales decline Janitorial and breakroom grew 8.3% Industrial grew 57.2% positively impacted by acquisitions, 10.2% organic decline due to oilfield Online business grew just over 12% Gross Margin was 15.3% Adjusted EPS was $0.52* Free Cash Flow was $57.2 million

Strategy Three Elements of Our Strategy Strengthen our Core business Win online Expand and diversify our offering to higher growth and higher margin channels and categories

First Quarter 2015 Results Sales were $1.3 billion, up 6.2% Gross margin was $204.4 million, or 15.3% of sales Adjusted operating expenses in Q1 2015 were $167.9 million*, or 12.6%* of sales Adjusted operating income was $36.5 million*, or 2.7%* of sales Adjusted net income was $19.9 million* Adjusted earnings per diluted share were $0.52*

Shift in Sales Mix by Product Category **Industrial sales includes the impact of the acquisition of CPO Commerce, Inc. on May 30, 2014 and MEDCO on October 31, 2014

Sales by Channel – Q1 2015 Our new E-Commerce channel is a subset of both National and Independent & Other channels disclosed above.

Implement a common operating and information technology platform for our office products and janitorial/breakroom channels to simplify customer experience and deliver cost savings Implementation in facilities will begin in mid-2015 and cascade into the 1st half of 2016. Incremental costs are expected to be $15 million in 2015. When completed, will enable lower operating expenses of $5 - $10 million in the back half of 2016, and $15 - $20 million on an annual basis thereafter. Restructuring to effectively and cost efficiently meet customer needs Costs related to a workforce reduction and facility consolidations were $6.4 million in the first quarter of 2015. Additional actions will occur later in 2015 for a full year pre-tax charge of approximately $9 million. Cost savings are expected to be $6 million in 2015 and $10 million annually beginning in 2016. Exiting non-strategic channels and categories Active effort to sell a non-strategic business, Azerty de Mexico, with a non-cash pre-tax loss of $13.6 million in the first quarter of 2015. Additional impacts of this sale are expected during 2015 related to transaction costs and foreign exchange volatility. Communicating purpose, vision and repositioning with a new brand Impairment and accelerated amortization of intangibles related to rebranding efforts of $10.5 million in the first quarter of 2015, and expect a total of $12 million for the full year. 2015 Actions to Execute Our Strategy