-----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, PC9aC3JGqSZh7DgGmH+JKlNTA2cFcUCT9ObhbljNO5Uri7O58KwfINlChX1CCMyo phr9MspEWe4x+di2I99QKA== 0000033002-01-500012.txt : 20010702 0000033002-01-500012.hdr.sgml : 20010702 ACCESSION NUMBER: 0000033002-01-500012 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001231 FILED AS OF DATE: 20010629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENNIS BUSINESS FORMS INC CENTRAL INDEX KEY: 0000033002 STANDARD INDUSTRIAL CLASSIFICATION: MANIFOLD BUSINESS FORMS [2761] IRS NUMBER: 750256410 STATE OF INCORPORATION: TX FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-05807 FILM NUMBER: 1672445 BUSINESS ADDRESS: STREET 1: 1510 N HAMPTON SUITE 300 CITY: DESOTO STATE: TX ZIP: 75115 BUSINESS PHONE: 9722287801 MAIL ADDRESS: STREET 1: 1510 N HAMPTON SUITE 300 CITY: DESOTO STATE: TX ZIP: 75115 FORMER COMPANY: FORMER CONFORMED NAME: ENNIS TAG & SALESBOOK CO DATE OF NAME CHANGE: 19700805 11-K 1 k401main.txt FORM 11K FORM 11-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 (MARK ONE) (X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Calendar year ended December 31, 2000 ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from _________ to _________ Commission File Number 1-5807 -------- A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Ennis Business Forms, Inc. 401(k) Plan B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Ennis Business Forms, Inc. 1510 North Hampton Road, Suite 300 DeSoto, TX 75115 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Financial Statements and Supplemental Schedule (Modified Cash Basis) December 31, 2000 and 1999 (With Independent Auditors' Report Thereon) ENNIS BUSINESS FORMS, INC. 401(k) PLAN Table of Contents Page Independent Auditors' Report 1 Statements of Net Assets Available for Benefits (Modified Cash Basis) at December 31, 2000 and 1999 2 Statement of Changes in Net Assets Available for Benefits (Modified Cash Basis) for the year ended December 31, 2000 3 Notes to Financial Statements (Modified Cash Basis) 4 Schedules* Schedule H, Line 4i - Schedule of Assets (Held at End of Year) - December 31, 2000 9 * All other schedules required by Section 2520.103-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they are not applicable or the required information is shown in the financial statements or the notes thereto. Independent Auditors' Report To the Participants and Administrator Ennis Business Forms, Inc. 401(k) Plan: We have audited the accompanying statements of net assets available for benefits of the Ennis Business Forms, Inc. 401(k) Plan (the Plan) (Modified Cash Basis) as of December 31, 2000 and 1999, and the related statement of changes in net assets available for benefits for the year ended December 31, 2000. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. As described in note 2, these financial statements and supplemental schedule were prepared on the modified cash basis of accounting, which is a comprehensive basis of accounting other than generally accepted accounting principles. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Ennis Business Forms, Inc. 401(k) Plan as of December 31, 2000 and 1999, and the change in its net assets available for benefits for the year ended December 31, 2000 in conformity with the modified cash basis of accounting as described in note 2. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) as of December 31, 2000 is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan's management. The supplemental schedule has been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ KPMG LLP Dallas, Texas June 29, 2001 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Statements of Net Assets Available for Benefits (Modified Cash Basis) December 31, 2000 and 1999 2000 1999 ---- ---- Assets: Investments, at fair value (note 3): Investments held by Trustee $7,750,580 $7,377,219 Participant loans 336,343 226,273 ---------- ---------- Net assets available for benefits $8,086,923 $7,603,492 ========== ========== See accompanying notes to financial statements. 2 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Statement of Changes in Net Assets Available for Benefits (Modified Cash Basis) Year ended December 31, 2000 Additions to net assets attributed to: Contributions - employees $1,710,601 Contributions - employer 64,276 Investment income: Interest and dividends 116,796 Net depreciation in fair value of investments (698,093) ---------- Total investment income 1,193,580 Deductions from net assets attributed to: Administrative expenses (14,079) Benefits paid and withdrawals (696,070) ---------- Net increase in net assets available for benefits 483,431 Net assets available for benefits at beginning of year 7,603,492 ---------- Net assets available for benefits at end of year $8,086,923 ========== See accompanying notes to financial statements. 3 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Notes to Financial Statements (Modified Cash Basis) December 31, 2000 and 1999 1. Description of the Plan The following description of the Ennis Business Forms, Inc. (the Company) 401(k) Plan (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan's provisions. (a) General The Plan was formed February 1, 1994 and is a defined contribution plan covering substantially all employees of the Company. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA) and the Internal Revenue Code (IRC). In addition, the financial statements have been prepared in compliance with ERISA. (b) Eligibility Employees age 18 and older of the Company are eligible to participate in the Plan after completing 60 days of service, as defined by the Plan. (c) Contributions Participants may make deductible voluntary contributions to the Plan ranging from 1% to 20% of eligible pay subject to the Internal Revenue Service (IRS) annual limitations. The Plan allows rollovers of distributions from other qualified plans. The Plan provides for 50% employer matching contribution or discretionary employer contributions not to exceed $1,000 for certain employees not enrolled in the Company's retirement plan. Eligibility for employer contributions depends on the participant's employment location. (d) Participant Accounts Each participant's account is credited with the participant's contribution and allocation of the Plan earnings. Allocations are based on participant earnings or account balances, as defined in the Plan document. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested interest in his or her account. (e) Vesting Participants are immediately vested in their contributions plus actual earnings thereon and qualified employer matching contributions. (f) Loans Under provisions of the Plan, participants may borrow up to 50% of their total account balance up to a maximum of $50,000. Loan repayments are made in equal installments through payroll deductions generally over a term not to exceed five years. All loans are considered a directed investment from the participant's Plan account with all payments of principal and interest credited to the participant's account. A maximum number of two outstanding loans are allowed per individual. The minimum loan is $1,000 and requires a $75 set-up fee payable for each loan. 4 (Continued) ENNIS BUSINESS FORMS, INC. 401(k) PLAN Notes to Financial Statements (Modified Cash Basis) December 31, 2000 and 1999 2. Summary of Significant Accounting Policies (a) Basis of Accounting The accompanying financial statements have been prepared on the modified cash basis of accounting and present the net assets available for benefits and changes in those net assets. Consequently, certain additions and the related assets are recognized when received rather than when earned, and certain deductions are recognized when paid rather than when the obligation is incurred. Investments are adjusted to fair value for presentation in the accompanying financial statements. Purchases and sales are recorded on a trade-date basis. The modified cash basis of accounting is a comprehensive basis of accounting other than generally accepted accounting principles. (b) Use of Estimates The preparation of the financial statements in conformity with the modified cash basis of accounting, which is a comprehensive basis of accounting other than generally accepted accounting principles, requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and changes therein, and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. (c) Valuation and Net Depreciation in the Fair Value of Investments Fair value of investments is determined by quoted market prices as reported by the Trustee. Participant loans are recorded at estimated fair value, consisting of outstanding principal and any related accrued interest. The Plan presents in the Statement of Changes in Net Assets Available for Benefits the net depreciation in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. (d) Income Recognition Interest on investments is recorded as income in the period in which it is earned. Dividends are recorded on the ex-dividend date. (e) Benefits paid to Participants Benefits paid to participants are recorded as a reduction of assets available for benefits when paid. (f) Risk and Uncertainties The Plan provides for various investment options in any combination of investments and investment funds. Investments and investment funds are exposed to various risks, such as interest rate, market and credit risk. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investments will occur in the near term and that such changes could materially affect participants' account balances and the amount reported in the Statement of Assets Available for Benefits. 5 (Continued) ENNIS BUSINESS FORMS, INC. 401(k) PLAN Notes to Financial Statements (Modified Cash Basis) December 31, 2000 and 1999 3. Investments Participants may direct the allocation of amounts deferred to the available investment funds. Provisions of the plan allow participant contributions in 5% increments to be vested in any of the available funds. The Plan's investments, at fair value, at December 31, 2000 and 1999 were comprised of the following: 2000 1999 ------ ------ Money Market: INVESCO IRT Stable Value Fund $ 527,061 568,490 Wells Fargo Treasury Plus Money Market 131,401 -- Intermediate Bond Fund: INVESCO Select Income Fund 58,293 25,163 Balanced: INVESCO Total Return Fund -- 987,606 Janus Balanced Fund 917,902 -- Lifestyle: Wells Fargo LifePath 2010 Fund 3,766 -- Wells Fargo LifePath 2020 Fund 9,177 -- Wells Fargo LifePath 2030 Fund 23,368 -- Wells Fargo LifePath 2040 Fund 1,361 -- Large Capital Value Equity: American Century Income & Growth Fund 18,472 -- Large Capital Blend: INVESCO Equity Income -- 2,156,348 Wells Fargo Index Fund 25,769 -- Goldman Sachs Capital Growth 1,972,872 -- Large Capital Growth: Wells Fargo Large Company Growth Fund 77,553 -- Large Capital Aggressive Growth: Janus Twenty Fund 114,916 -- Mid-Capital: INVESCO Dynamics Fund 3,637,276 3,586,397 Small Capital: INVESCO Small Capital Growth Fund 60,203 -- International/Global Equity: INVESCO IRT International Equity Fund -- 53,215 Janus Worldwide Fund 162,227 -- Ennis Business Forms, Inc. Common Stock 8,963 -- Participant loans 336,343 226,273 ---------- --------- Total investments $8,086,923 7,603,492 ========== ========= 6 (Continued) ENNIS BUSINESS FORMS, INC. 401(k) PLAN Notes to Financial Statements (Modified Cash Basis) December 31, 2000 and 1999 The following investments exceed 5% of the Plan's net assets available for Plan benefits at December 31, 2000 and 1999: December 31, ---------------------- 2000 1999 ---------- --------- INVESCO Equity Income $ -- 2,156,348 INVESCO Dynamics Fund 3,637,276 3,586,397 INVESCO IRT Stable Value Fund 527,061 568,490 INVESCO Total Return Fund -- 987,605 Janus Balanced Fund 917,902 -- Goldman Sacks Capital Growth 1,972,872 -- Other - less than 5% 1,031,812 304,652 ----------- --------- Total investments $8,086,923 7,603,492 ========== ========= 4. Plan Termination Although the Company has not expressed any intent to do so, it has the right under the plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become fully vested in their accounts. 5. Tax Status of Plan The Internal Revenue Service (the IRS) has determined and informed the Company by letter dated September 21, 1995, that the Plan and related trust are designed in accordance with applicable sections of the IRC. The Plan has been amended since receiving the determination letter. However, the plan administrator and the Plan's management believe that the Plan is currently being operated within the applicable IRS rules and regulations. 6. Related Party and Party-in-interest The Plan held 1,542 shares of Ennis Business Forms, Inc. common stock with a fair value of $8,963 at December 31, 2000. The Company paid dividends of $.60 per share in 2000. During 2000, the Plan made six purchases of these securities totaling $8,744. 7. Transfer to New Trustee Effective March 31, 2000, the Plan changed its Trustee from INVESCO Trust Company to Wells Fargo Retirement Plan Services. 8. Plan Amendments Effective March 31, 2000, an agreement was executed to change the Trustee from INVESCO to Wells Fargo. As a result, the eligibility requirements were changed from attainment of age 21 and 90 days of service to attainment of age 18 and only 60 days of service. No other significant amendments were made that would have a significant impact on plan assets. 7 (Continued) ENNIS BUSINESS FORMS, INC. 401(k) PLAN Notes to Financial Statements (Modified Cash Basis) December 31, 2000 and 1999 9. Subsequent Event Effective February 1, 2001, the Plan was amended to merge the net assets of the Northstar Computer Forms, Inc. 401(k) Profit Sharing Plan into the Plan. 10. New Accounting Pronouncements In June 1998, the Financial Accounting Standards Board issued SFAS No. 133, Accounting for Derivative Instruments and Hedging Activities (SFAS No. 133). SFAS No. 133 requires that an entity recognize all derivatives and measure those instruments at fair value. SFAS No. 133 is effective for fiscal years beginning after June 15, 2000. Pursuant to SFAS No. 137, the Plan is required to adopt SFAS No. 133 effective January 1, 2001. Management has determined that the impact of SFAS No. 133 on the Plan financial statements would be immaterial. 8 Schedule 1 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Schedule H, Line 4i - Schedule of Assets (Held at End of Year) December 31, 2000
(b) Identity of issue (c) Description of investments (d) Current borrower, lessor including value or similar party maturity date, rate of interest, collateral, par, or maturity value ---------------------- --------------------------------------- --------- (a) INVESCO Family of Funds* Invesco IRT Stable Value Fund $ 527,061 Wells Fargo Fund* Wells Fargo Treasury Plus Money Market 131,401 INVESCO Family of Funds* Invesco Select Income Fund 58,293 Janus Janus Balanced Fund 917,902 Wells Fargo Fund* Wells Fargo LifePath 2010 Fund 3,766 Wells Fargo Fund* Wells Fargo LifePath 2020 Fund 9,177 Wells Fargo Fund* Wells Fargo LifePath 2030 Fund 23,368 Wells Fargo Fund* Wells Fargo LifePath 2040 Fund 1,361 American Century Investments American Century Income & Growth Fund 18,472 Wells Fargo Fund* Wells Fargo Index Fund 25,769 Goldman Sachs Asset Management Goldman Sachs Capital Growth Fund 1,972,872 Wells Fargo Fund* Wells Fargo Large Company Growth Fund 77,553 Janus Janus Twenty Fund 114,916 INVESCO Family of Funds* Invesco Dynamics Fund 3,637,276 INVESCO Family of Funds* Invesco Small Capital Growth Fund 60,203 Janus Janus Worldwide Fund 162,227 Ennis Business Forms, Inc.* Ennis Business Forms, Inc. Common Stock 8,963 Loan to participants* Interest rates ranged from 9.75% to 11.5% during the Plan year 336,343 ---------- Total investments $8,086,923 ========== * Party-in-interest Note: Information on cost of the investments is excluded as all investments are participant directed. See accompanying independent auditors' report.
9 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. ENNIS BUSINESS FORMS, INC. 401(k) PLAN Date: June 29, 2001 /s/ Robert M. Halowec --------------------------------- Robert M. Halowec, Vice President - Finance and Chief Financial Officer Ennis Business Forms, Inc. Date: June 29, 2001 /s/ Harve Cathey ---------------------------------- Harve Cathey, Secretary and Treasurer, Principal Accounting Officer Ennis Business Forms, Inc. EX-23 2 ex23.txt EXHIBIT 23 - AUDITORS CONSENT EXHIBIT 23 INDEPENDENT AUDITORS' CONSENT ----------------------------- Ennis Business Forms, Inc. 401(k) Plan The Board of Directors: We consent to the incorporation by reference in the registration statement No. 333-38100 on Form S-8 of Ennis Business Forms, Inc. of our report dated June 29, 2001, relating to the statements of net assets available for benefits of the Ennis Business Forms, Inc. 401(k) Plan as of December 31, 2000 and 1999, and the related statement of changes in net assets available for benefits for the year ended December 31, 2000, and the related schedule, included in this annual report on Form 11-K. /s/ KPMG LLP Dallas, TX June 29, 2001 -----END PRIVACY-ENHANCED MESSAGE-----