-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BL4OqH42IbY70cI4sgUi95eVwkG7V/7830cmS69s1JmOHer9W/kXPjA2y1rkXFuT vJKjxP5vYQDzi81pahIxqg== 0001157523-03-002999.txt : 20030717 0001157523-03-002999.hdr.sgml : 20030717 20030717111858 ACCESSION NUMBER: 0001157523-03-002999 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030717 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030717 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COURIER CORP CENTRAL INDEX KEY: 0000025212 STANDARD INDUSTRIAL CLASSIFICATION: BOOK PRINTING [2732] IRS NUMBER: 042502514 STATE OF INCORPORATION: MA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-07597 FILM NUMBER: 03790564 BUSINESS ADDRESS: STREET 1: 15 WELLMAN AVENUE CITY: NORTH CHELMSFORD STATE: MA ZIP: 01863 BUSINESS PHONE: 9782516000 8-K 1 a4436131.txt COURIER CORPORATION 8-K UNITED STATES 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): July 17, 2003 COURIER CORPORATION ------------------- (Exact name of registrant as specified in its charter) Massachusetts ------------- (State or other jurisdiction of incorporation or organization) Commission File Number: 0-7597 IRS Employer Identification Number: 04-2502514 15 Wellman Avenue, North Chelmsford, MA 01863 --------------------------------------- ----- (Address of principal executive offices) (Zip Code) (978) 251-6000 -------------- (Registrant's telephone number, including area code) No Change --------- (Former name, former address and former fiscal year, if changed since last report) Item 7. Exhibits - ----------------- Exhibit No. Description - ----------- ----------- 99.1 Text of press release dated July 17, 2003 Item 9. Regulation FD Disclosure (Information provided under Item 12 - Results of Operations and Financial Condition) - ------------------------------------------------------------------------------- The following information is being furnished under Item 12 - Results of Operations and Financial Condition. It is being furnished under Item 9 of this Form 8-K in accordance with the interim guidance issued by the SEC in release No. 33-8216. Such information, including the Exhibit attached hereto, shall not be deemed "filed" for any purpose under the Securities Act of 1933 or the Securities Exchange Act of 1934. On July 17, 2003, Courier Corporation issued a press release reporting financial results for the quarter ending June 28, 2003. A copy of the press release is furnished as Exhibit 99.1. 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 hereunto duly authorized. COURIER CORPORATION By: /s/ Robert P. Story, Jr. ------------------------- Robert P. Story, Jr. Senior Vice President and Chief Financial Officer Date: July 17, 2003 EX-99 3 a4436131ex991.txt EXHIBIT 99.1 Exhibit 99.1 Courier Corporation Reports Record Earnings; Third-Quarter and Nine-Month Results up 15% and 26% Over Prior Year NORTH CHELMSFORD, Mass.--(BUSINESS WIRE)--July 17, 2003--Courier Corporation (Nasdaq: CRRC), one of America's leading book manufacturers and specialty publishers, today announced the best third-quarter and nine-month earnings results in its history. For the period ending June 28, 2003, the third quarter of the company's 2003 fiscal year, Courier reported income from continuing operations of $4.8 million, or $.88 per diluted share, an increase of 15% over corresponding third-quarter results in the prior year of $4.1 million, or $.77 per diluted share. Sales from continuing operations were $51.1 million for the quarter, off 1% from third-quarter sales of $51.7 million in fiscal 2002. For the first nine months of Courier's 2003 fiscal year, earnings from continuing operations were up 26% to a record $12.3 million or $2.28 per diluted share, from $9.7 million or $1.83 per diluted share for the first nine months of fiscal 2002. Nine-month sales were $148.5 million, up 2% from the first nine months of fiscal 2002. These figures do not include results from Courier Custom Publishing, which was sold by Courier in December 2002 and has since been accounted for as a discontinued operation. "Our third-quarter results demonstrate our continuing ability to boost productivity and profitability in a tight economy," said Courier Chairman and Chief Executive Officer James F. Conway III. "In book manufacturing, we overcame an adverse sales environment to post double-digit increases in pretax income and earnings per share. Our specialty publishing segment had an even better quarter, turning modest 5% sales growth into increases of 34% in pretax income and 27% in earnings per share. At the same time, we continued to benefit from conservative financial management, finishing the quarter with $20 million in cash, an increase of $7 million during the quarter and $14.4 million year to date." Results by segment Courier's book manufacturing segment reported third-quarter pretax income of $6.3 million, up 16% from a year earlier. Book manufacturing sales for the quarter were $43.6 million, down 2.5% from fiscal 2002's third quarter. For the first nine months of fiscal 2003, book manufacturing pretax income was up 29%, while sales were up 2.5%. As a book manufacturer, Courier serves publishers in three markets: education, religious and specialty trade. Sales to the education market were up 5% for the third quarter and 8% for the fiscal year to date, as Courier continued to increase its share of that market. Sales in higher education (which represents the majority of Courier's education sales) were up 22% for the quarter and 19% for the first nine months of fiscal 2003, reflecting strong growth in demand for four-color textbooks, increasingly a Courier specialty. In the elementary/high school market, sales were down 13% for the third quarter and 12% year to date, with many states delaying new textbook purchases because of budget deficits. Sales to the religious market were down 10% in the third quarter, and 1% for the first nine months of the fiscal year. In 2003, sales of religious trade books suffered from reductions in the number of new titles released as publishers worked to control costs in the slow economy. Sales to the specialty trade market were up 14% in the third quarter, and up 10% year to date, bouncing back from depressed sales in fiscal 2002 as booksellers began renewing depleted inventories. Sales were also helped by market share gains and continued rising demand for game books. "Our book manufacturing business has continued to excel in difficult circumstances," said Mr. Conway. "With economic uncertainty compounded by the war in Iraq, sales were under pressure throughout the quarter. There was good news in June, as retail book sales rose sharply, boding well for the remainder of the year. But for the most part, we had to make our own good news through hard work and improved efficiency. We succeeded in growing our gross profit percentage in book manufacturing by 290 basis points to 29.5% for the third quarter, and by 260 basis points to 28.5% year to date. This performance reflects the continued investments in equipment and training that have enabled us to offer outstanding service to customers while steadily increasing efficiency." Dover Publications, Courier's specialty book publishing segment, reported pretax income of $1.2 million for the quarter, an increase of 34% over fiscal 2002's third-quarter figure of $0.9 million. Sales for the quarter were $8.9 million, up 5% from $8.5 million in last year's third quarter. Much of the gain came from increased sales to large bookstore chains, which had been down earlier in the year, as well as a 46% increase in international sales. Other recent accomplishments included the introduction of several new product lines for fall distribution and the launch of DoverDirect.co.uk and SalesPartner-UK, a new business-to-business website and trade marketing program targeting British retailers. "Dover pushed hard in the face of the slow economy, achieving dramatic improvements in operating efficiency while laying the groundwork for greater growth as the economy improves," said Mr. Conway. "An example is SalesPartner-UK, an electronic direct marketing program launched in cooperation with our U.K. distributor and representing a first in the publishing industry. We believe this program will not only strengthen demand in the U.K., but also provide a model for use in other markets. "We also continue to be pleased by Dover's increasing profitability. The segment's gross margin percentage rose by 410 basis points to 47.2% for the quarter, thanks to a combination of price increases, operating efficiencies and declining product costs related to the sale of inventory from the original acquisition. Year to date, Dover's gross profit percentage is up by 310 basis points to 46.3%." Outlook "Three-quarters of the way through fiscal 2003, we remain confident that we will reach our earnings goals for the year," said Mr. Conway. "We anticipate a busy season in the education market, as states have begun releasing funds to support new textbook purchases. The outlook in specialty trade is also hopeful, with book retailers benefiting from the summer of 'Harry and Hillary.' Dover continues to find new ways to exploit specialized opportunities and strengthen its connection to readers, both domestically and internationally. And we continue to invest in state-of-the-art equipment, with emphasis on four-color production, where our demand has been strongest. In fact, we have recently purchased a new ultra-high capacity four-color press, to be installed next spring in time for the 2004 textbook season. "For fiscal year 2003 as a whole, we expect Courier's sales from continuing operations to be in the range of $205 to $208 million, compared to $201 million last year. We expect earnings per diluted share from continuing operations to be in the range of $3.50 to $3.60, up approximately 14% to 18% from last year's comparable earnings of $3.06 per diluted share. Given today's economic environment, we are excited at the prospect of completing yet another year of double-digit earnings growth." About Courier Corporation Courier Corporation prints, publishes and sells books. Headquartered in North Chelmsford, Mass., Courier has two lines of business: full-service book manufacturing and specialty book publishing. For more information, visit www.courier.com. Courier Corporation will host a third-quarter conference call today at 2:30 p.m. ET regarding issues discussed in this news release. The conference call will be available via telephone at 212-346-6390 and accessible via webcast on Courier Corporation's investor relations home page, at www.courier.com. Recorded replays of the conference call will be available on Courier's web site and by telephone at 800-633-8284 (reservation number: 21154066), beginning at 4:30 p.m. ET today. Forward-Looking Information Statements that describe future expectations, plans or strategies are considered "forward-looking statements" as that term is defined under the Private Securities Litigation Reform Act of 1995 and releases issued by the Securities and Exchange Commission. The words "believe," "expect," "anticipate," "intend," "estimate" and other expressions which are predictions of or indicate future events and trends and which do not relate to historical matters identify forward-looking statements. Such statements are subject to risks and uncertainties that could cause actual results to differ materially from those currently anticipated. Factors that could affect actual results include, among others, changes in customers' demand for the Company's products, including seasonal changes in customer orders, changes in raw material costs, pricing actions by competitors, consolidation among customers and competitors, success in the integration of acquired businesses, unanticipated changes in operating expenses, changes in technology, changes in copyright laws, changes in tax policy including export credits, and general changes in economic conditions. Although the Company believes that the assumptions underlying the forward-looking statements are reasonable, any of the assumptions could be inaccurate, and therefore, there can be no assurance that the forward-looking statements will prove to be accurate. The forward-looking statements included herein are made as of the date hereof, and the Company undertakes no obligation to update publicly such statements to reflect subsequent events or circumstances. COURIER CORPORATION CONSOLIDATED STATEMENTS OF INCOME (Unaudited) (Dollars in thousands, except per share amounts) QUARTER ENDED NINE MONTHS ENDED June 28, June 29, June 28, June 29, 2003 2002 2003 2002 Net sales $51,076 $51,668 $148,463 $145,384 Cost of sales 34,114 36,256 100,527 102,498 Gross profit 16,962 15,412 47,936 42,886 Selling and administrative expenses 9,578 9,154 29,064 27,888 Interest expense (2) 86 66 399 Income before taxes 7,386 6,172 18,806 14,599 Provision for income taxes 2,614 2,026 6,497 4,860 Income from continuing operations $4,772 $4,146 $12,309 $9,739 Discontinued operations: Loss from operations, net of tax - (66) (65) (173) Gain on disposal, net of tax - - 861 - Net Income $4,772 $4,080 $13,105 $9,566 Income per diluted share from: Continuing operations $0.88 $0.77 $2.28 $1.83 Discontinued operations: Loss from operations - (0.01) (0.01) (0.03) Gain on disposal - - 0.16 - Net income per diluted share $0.88 $0.76 $2.43 $1.80 Cash dividends declared per share $0.1125 $0.10 $0.3375 $0.30 Weighted average shares outstanding: Basic 5,237,000 5,161,000 5,225,000 5,137,000 Diluted 5,423,000 5,356,000 5,404,000 5,320,000 SEGMENT INFORMATION: Net sales: Book Manufacturing $43,561 $44,699 $126,528 $123,476 Specialty Publishing 8,948 8,487 26,390 25,885 Intersegment sales (1,433) (1,518) (4,455) (3,977) Total for continuing operations $51,076 $51,668 $148,463 $145,384 Earnings (loss) before income taxes: Book Manufacturing $6,294 $5,411 $15,722 $12,191 Specialty Publishing 1,208 904 3,457 2,713 Intersegment profit and other (116) (143) (373) (305) Total for continuing operations $7,386 $6,172 $18,806 $14,599 Net income (loss) per diluted share: Book Manufacturing $0.75 $0.68 $1.92 $1.55 Specialty Publishing 0.14 0.11 0.40 0.32 Intersegment profit and other (0.01) (0.02) (0.04) (0.04) Total for continuing operations $0.88 $0.77 $2.28 $1.83 COURIER CORPORATION CONSOLIDATED CONDENSED BALANCE SHEETS (Unaudited) (Dollars in thousands) June 28, September 28, ASSETS 2003 2002 Current assets: Cash and cash equivalents $20,054 $5,630 Accounts receivable 28,750 30,892 Inventories 21,469 21,412 Deferred income taxes 3,069 3,163 Other current assets 882 625 Total current assets 74,224 61,722 Property, plant and equipment, net 38,449 40,620 Goodwill and other intangibles, net 24,940 24,952 Prepublication costs 3,658 3,219 Other assets 1,299 1,145 Total assets $142,570 $131,658 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Current maturities of long-term debt $78 $78 Accounts payable 6,767 6,708 Accrued taxes 4,538 6,965 Other current liabilities 14,286 14,004 Total current liabilities 25,669 27,755 Long-term debt 615 674 Deferred income taxes 5,452 4,658 Other liabilities 2,551 2,652 Total liabilities 34,287 35,739 Total stockholders' equity 108,283 95,919 Total liabilities and stockholders' equity $142,570 $131,658 COURIER CORPORATION CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) (Dollars in thousands) For the Nine Months Ended June 28, June 29, 2003 2002 Operating Activities: Net income $13,105 $9,566 Adjustments to reconcile net income to cash provided from operating activities: Depreciation and amortization 7,431 8,289 Deferred income taxes 888 1,399 Changes in working capital (292) 1,536 Gain on sale of discontinued operation (861) - Other, net (270) 371 Cash provided from operating activities 20,001 21,161 Investment Activities: Capital expenditures (4,048) (3,887) Prepublication costs (1,653) (1,282) Proceeds from sale of assets 1,500 - Cash used for investment activities (4,201) (5,169) Financing Activities: Repayments of debt, net (59) (15,307) Cash dividends (1,763) (1,541) Proceeds from stock plans 446 738 Cash used for financing activities (1,376) (16,110) Increase (decrease) in cash and cash equivalents 14,424 (118) Cash and cash equivalents at the beginning of the period 5,630 173 Cash and cash equivalents at the end of the period $20,054 $55 CONTACT: Courier Corporation James F. Conway III, Chairman, President and Chief Executive Officer or Robert P. Story, Jr. Senior Vice President and Chief Financial Officer 978-251-6000 www.courier.com -----END PRIVACY-ENHANCED MESSAGE-----