0000019149-13-000036.txt : 20130614 0000019149-13-000036.hdr.sgml : 20130614 20130614160625 ACCESSION NUMBER: 0000019149-13-000036 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130614 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130614 DATE AS OF CHANGE: 20130614 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHAMPION INDUSTRIES INC CENTRAL INDEX KEY: 0000019149 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750] IRS NUMBER: 550717455 STATE OF INCORPORATION: WV FISCAL YEAR END: 1215 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21084 FILM NUMBER: 13914319 BUSINESS ADDRESS: STREET 1: 2450 FIRST AVE STREET 2: P O BOX 2968 CITY: HUNTINGTON STATE: WV ZIP: 25728 BUSINESS PHONE: 3045282791 MAIL ADDRESS: STREET 1: 2450 FIRST AVENUE STREET 2: P O BOX 2968 CITY: HUNTINGTON STATE: WV ZIP: 25728 8-K 1 e8k.htm FORM-8K e8k.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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)  June 14, 2013                                                                                                              
 
Champion Industries, Inc.

(Exact Name of Registrant as Specified in Its Charter)
 
 
West Virginia

(State or Other Jurisdiction of Incorporation)
 
 
000-21084                                                      55-0717455

             (Commission File No.)                      (IRS Employer Identification No.)
 
 
             2450 First Avenue
             P. O. Box 2968
            Huntington, West Virginia                                                                                                                 25728

            (Address of Principal Executive Offices)                                                                                       (Zip Code)
 
 
(304) 528-2700

(Registrant's Telephone Number, Including Area Code)
 
 
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 Instruction A.2. below):
 
0
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
0
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
0
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
0
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
INFORMATION TO BE INCLUDED IN THE REPORT

 
Item 2.02    Results of Operations and Financial Condition
 
    On June 14, 2013, Champion Industries, Inc. announced its financial results for the three and six months ended April 30, 2013. The press release announcing financial results for the three and six months ended April 30, 2013 is furnished as Exhibit 99.1 and is incorporated herein by reference.  
 
 
 
Item 9.01    Financial Statements and Exhibits
 
     (c)     The exhibits listed on the Exhibit Index on page 3 of this Form 8-K are filed herewith.
 
    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 hereunto duly authorized.
 
 
 
 CHAMPION INDUSTRIES, INC.

(Registrant)
 Date: June 14, 2013
 
 
 
 
 /s/ Todd R. Fry

Todd R. Fry, Senior Vice President
and Chief Financial Officer

 
 

 
EXHIBIT INDEX

Exhibit Number 
 
Description 

99.1
 
Press Release dated June 14, 2013 captioned "CHAMPION ANNOUNCES RESULTS FOR SECOND QUARTER AND YEAR TO DATE 2013".






EX-99.1 2 exhibit99.htm PRESS RELEASE exhibit99.htm
EXHIBIT 99.1
 

CHAMPION ANNOUNCES RESULTS FOR SECOND QUARTER AND YEAR TO DATE 2013
 
     Huntington, WV- - Champion Industries, Inc. (OTCQB/CHMP) today announced a reduced second quarter 2013 net loss from continuing operations of $(0.7) million or $(0.06) per share on a basic and diluted basis when compared to a net loss from continuing operations of $(21.0) million or $(1.86) per share on a basic and diluted basis for the quarter ended April 30, 2012. The Company reported a net loss from discontinued operations for the quarters ended April 30, 2013 and 2012 of $(101,000) and net income of $25,000 or $(0.01) and $0.00 on a basic and diluted per share basis.
 
Net loss from continuing operations for the six months ended April 30, 2013 was $(4.0) million or $(0.35) per share on a basic and diluted basis. This compares to a net loss from continuing operations of $(21.1) million or $(1.87) per share on a basic and diluted basis for the six months ended April 30, 2012. The Company reported a net loss from discontinued operations for the six months ended April 30, 2013 and 2012 of $(398,000) and net income of $22,000 or $(0.04) and $0.00 on a basic and diluted per share basis.
 
The results for fiscal year to date 2013 over 2012 reflected a substantial improvement, primarily as a result of pre-tax non-cash impairment charges associated with goodwill of $(9.5) million associated with the newspaper segment in the second quarter of 2012 and an increase in the deferred tax asset valuation allowance of $(15.2) million in the second quarter of 2012.  The 2013 results were impacted by a goodwill impairment charge in the printing segment of $(2.2) million in the first quarter of 2013, as well as higher interest costs primarily associated with the amortization of debt discount associated with warrants issued to the Company’s secured lenders.
 
               Marshall T. Reynolds, Chairman of the Board and Chief Executive Officer of Champion, said, “Our year to date results were impacted by various non-cash events but we continue to generate positive cash flow from operating activities.  In the second quarter of 2013, there were no non-cash charges and it can be seen that we generated positive income from operations across all three business segments. We believe this is indicative of the resilience of our dedicated employees under a difficult credit environment and the core value of our Company to our customer base. We intend to work with our secured creditors and advisors to address our debt maturities and liquidity.  Furthermore, our recent Forbearance Agreement is a positive step towards our goal of stabilizing our funding platform going forward.”
 
      Revenues for the three months ended April 30, 2013 were $21.8 million compared to $27.3 million in the same period in 2012. This change represented a decrease in revenues of $5.5 million or 20.2%. The printing segment experienced a decrease of $3.0 million or 20.6% while the office products and office furniture segment experienced a decrease of $2.1 million or 23%. The newspaper revenues for the quarter decreased $0.4 million or 11%. On a year to date basis for the six months ended April 30, 2013 revenues decreased to $44.4 million from $53.8 million in the prior year or $9.4 million or 17.5%. The printing segment experienced a decrease of $5.6 million or 19.3% while the office products and office furniture segment experienced a decrease of $3.1 million or 17.8%. The newspaper segment revenues for the six months ended April 30, 2013 decreased $0.7 million or 9.6% when compared to the same period for 2012. The sales compression experienced by the Company is partially attributable to softness in the West Virginia market and certain customer specific attrition. The Company has also been impacted by the residual effect of the overall global economic crisis and the related impact on the core business segments in which the Company operates as well as the impact of certain restructuring initiatives, as well as macro industry dynamics within the newspaper segment.
 
At April 30, 2013 the Company had approximately $36.5 million of interest bearing debt, of which $33.7 million is syndicated (both totals net of unamortized debt discount of $0.3 million). Actual contractual syndicated debt is $34.0 million. The contractual syndicated debt has been reduced by approximately $52.1 million (excludes impact of deferred fee for Term Loan B) since inception of the debt, which resulted primarily from the acquisition of The Herald-Dispatch in September 2007. This represents a reduction of over 60.9% in a period slightly over 5.5 years. This debt was paid down during a significant economic downturn and severe secular decline within our printing and newspaper segments. The Company has achieved this debt reduction through a combination of earnings, cash flow, assets sales, equity additions and working capital management. The Company is subject to certain restrictive financial covenants requiring the Company to maintain certain financial ratios among other conditions. The Company was not in compliance with these covenants at April 30, 2013, however, the Company was able to successfully enter into a Forbearance Agreement through September 30, 2013 subject to various terms and conditions. Due to the short term nature of our current Forbearance Agreement our ability to operate as a going concern is dependent on our ability to address our current credit situation.
 
Champion is a commercial printer, business forms manufacturer and office products and office furniture supplier in regional markets east of the Mississippi. Champion also publishes The Herald-Dispatch daily newspaper in Huntington, WV with a total daily and Sunday circulation of approximately 23,000 and 28,000, respectively. Champion serves its customers through the following companies/divisions: Chapman Printing (West Virginia and Kentucky); Stationers, Champion Clarksburg, Capitol Business Interiors, Garrison Brewer, Carolina Cut Sheets, U.S. Tag and Champion Morgantown (West Virginia); Champion Output Solutions (West Virginia); Smith & Butterfield (Indiana and Kentucky); Champion Graphic Communications (Louisiana); Blue Ridge Printing (North Carolina) and Champion Publishing (West Virginia, Kentucky and Ohio).
 
Certain Statements contained in the release, including without limitation statements including the word “believes”, “anticipates,” “intends,” “expects” or words of similar import, constitute “forward-looking statements” within the meaning of section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements of the Company expressed or implied by such forward-looking statements. Such factors include, among others, general economic and business conditions, changes in business strategy or development plans and other factors referenced in this release. Given these uncertainties, prospective investors are cautioned not to place undue reliance on such forward-looking statements. The Company disclaims any obligation to update any such factors or to publicly announce the results of any revisions to any of the forward-looking statements contained herein to reflect future events or developments.
 
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Champion Industries, Inc. and Subsidiaries
Summary Financial Information (Unaudited)

   
Three months ended April 30
   
Six months ended April 30
 
   
2013
   
2012
   
2013
   
2012
 
Printing
  $ 11,721,000     $ 14,754,000     $ 23,570,000     $ 29,216,000  
Office products & office furniture
    7,025,000       9,127,000       14,234,000       17,317,000  
Newspaper
    3,038,000       3,413,000       6,590,000       7,286,000  
Total revenues continuing operations
  $ 21,784,000     $ 27,294,000     $ 44,394,000     $ 53,819,000  
                                 
Net (loss) from continuing operations
  $ (724,000 )   $ (21,041,000 )   $ (3,968,000 )   $ (21,124,000 )
 
Net (loss) income from discontinued operations
  $ (101,000 )   $ 25,000     $ (398,000 )   $ 22,000  
 
Net (loss)
  $ (825,000 )   $ (21,016,000 )   $ (4,366,000 )   $ (21,102,000 )
 
Per Share data:
                               
   Net (loss) from continuing operations
                               
   Basic and Diluted
  $ (0.06 )   $ (1.86 )   $ (0.35 )   $ (1.87 )
   Net (loss) income from discontinued operations
                               
   Basic and Diluted
  $ (0.01 )   $ 0.00     $ (0.04 )   $ 0.00  
   Total (loss) per common share
                               
   Basic and Diluted
  $ (0.07 )   $ (1.86 )   $ (0.39 )   $ (1.87 )
 
 
Weighted average shares outstanding:
                               
Basic and Diluted
    11,300,000       11,300,000       11,300,000       11,300,000  
 
 
   
As of April 30, 2013
 
As of October 31, 2012
 
             
   
(in millions)
 
Current assets
  $ 20.9     $ 23.1  
Total assets
  $ 42.0     $ 48.0  
Current liabilities
  $ 45.1     $ 46.7  
Total liabilities
  $ 47.7     $ 49.3  
Shareholders’ (deficit)
  $ (5.7   $ (1.4
 

Contact: Todd R. Fry, Chief Financial Officer at 304-528-5492
 

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