-----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, AI6dqTDwGFDrGdvSqGNJrftSE436iIyP1ST4ZLZa/63AcraH+Np6f9RrUbZQaug+ XozUOqmOXyRTZ5e7MRvuKg== 0000033002-02-000013.txt : 20020624 0000033002-02-000013.hdr.sgml : 20020624 20020624142543 ACCESSION NUMBER: 0000033002-02-000013 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20011231 FILED AS OF DATE: 20020624 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: 1934 Act SEC FILE NUMBER: 001-05807 FILM NUMBER: 02685278 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 k401.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, 2001 ( ) 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) As of December 31, 2001 and 2000 and for the Year ended December 31, 2001 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Table of Contents Page Report of Independent Auditors - Ernst & Young LLP 1 Report of Independent Auditors - KPMG LLP 2 Statements of Net Assets Available for Benefits (Modified Cash Basis) at December 31, 2001 and 2000 3 Statement of Changes in Net Assets Available for Benefits (Modified Cash Basis) for the year ended December 31, 2001 4 Notes to Financial Statements (Modified Cash Basis) 5 Supplemental Schedule Schedule H, Line 4i - Schedule of Assets (Held at End of Year)(Modified Cash Basis) 9 Independent Auditors' Report To the Participants and Administrator Ennis Business Forms, Inc. 401(k) Plan: We have audited the accompanying statement of net assets available for benefits (modified cash basis) of the Ennis Business Forms, Inc. 401(k) Plan as of December 31, 2001, and the related statement of changes in net assets available for benefits (modified cash basis) for the year then ended. 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 audit. We conducted our audit in accordance with auditing standards generally accepted in the United States. 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 audit provides a reasonable basis for our opinion. As described in Note 2, the financial statements and supplemental schedule were prepared on a modified cash basis of accounting, which is a comprehensive basis of accounting other than accounting principles generally accepted in the United States. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits (modified cash basis) of the Ennis Business Forms, Inc. 401(k) Plan as of December 31, 2001, and the changes in net assets available for benefits (modified cash basis) for the year then ended in conformity with the modified cash basis of accounting described in Note 2. Our audit was performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule (modified cash basis) of assets (held at end of year) as of December 31, 2001 is presented for purposes of additional analysis and is not a required part of the 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. The supplemental schedule is the responsibility of the Plan's management. The supplemental schedule (modified cash basis) has been subjected to the auditing procedures applied in our audit of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole. /s/ Ernst & Young LLP Dallas, Texas April 30, 2002 1 Independent Auditors' Report To the Participants and Administrator Ennis Business Forms, Inc. 401(k) Plan: We have audited the accompanying statement 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. This financial statement is the responsibility of the Plan's management. Our responsibility is to express an opinion on this financial statement based on our audit. We conducted our audit 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 statement is free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statement. 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 audit provides a reasonable basis for our opinion. As described in note 2, this financial statement was prepared on the modified cash basis of accounting, which is a comprehensive basis of accounting other than accounting principles generally accepted in the United States of America. In our opinion, the financial statement referred to above presents 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, in conformity with the modified cash basis of accounting as described in note 2. /s/ KPMG LLP Dallas, Texas June 29, 2001 2 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Statements of Net Assets Available for Benefits (Modified Cash Basis) December 31, 2001 and 2000 2001 2000 ---- ---- Assets: Investments, at fair value: Investments held by Trustee $14,062,430 $7,750,580 Participant loans 586,337 336,343 ---------- --------- Net assets available for benefits $14,648,767 $8,086,923 ========== ========= See accompanying notes. 3 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Statement of Changes in Net Assets Available for Benefits (Modified Cash Basis) Year ended December 31, 2001 Additions to net assets attributed to: Employee contributions $ 1,697,683 Rollover contributions 230,070 Employer contributions 58,347 Investment income (loss): Interest and dividends 215,982 Net depreciation in fair value of investments (2,852,203) ---------- Net additions: (650,121) ---------- Deductions from net assets attributed to: Administrative expenses 33,519 Benefits paid and withdrawals 932,663 ---------- Total deductions: 966,182 ---------- Net decrease prior to transfers: (1,616,303) Net assets transferred from Northstar Computer Forms, Inc. 401(k) Profit Sharing Plan 8,178,147 ---------- Net increase 6,561,844 Net assets available for benefits at beginning of year 8,086,923 ---------- Net assets available for benefits at end of year $14,648,767 ========== See accompanying notes. 4 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Notes to Financial Statements (Modified Cash Basis) December 31, 2001 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 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 Pension Plan for Employees of Ennis Business Forms, Inc. 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 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. The interest rate is determined based on the prime rate as determined by the Plan's trustee plus 2%. 5 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Notes to Financial Statements (continued) (Modified Cash Basis) 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 accounting principles generally accepted in the United States. (b) Use of Estimates The preparation of financial statements in conformity with the modified cash basis of accounting, which is a comprehensive basis of accounting other than accounting principles generally accepted in the United States, requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. (c) Investments Investments in registered investment companies are valued at published market prices, which represent the net asset value of the shares held by the Plan at year-end. Units of common collective trusts are valued based on the fair value of the underlying assets of the trust as determined by the trust sponsor. Common stock is valued at the quoted market price on the last business day of the year. Money market funds are valued at cost, which approximates market value. Participant loans are valued at cost, which approximates fair value. (d) Benefits paid to Participants Benefits paid to participants are recorded as a reduction of assets available for benefits when paid. 6 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Notes to Financial Statements (continued) (Modified Cash Basis) 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, 2001 and 2000 were comprised of the following: 2001 2000 ---- ---- INVESCO IRT Stable Value Fund $ - $ 527,061 Wells Fargo Treasury Plus Money Market 2,282,340 131,401 INVESCO Select Income Fund - 58,293 Pimco Total Fund 307,879 - Janus Balanced Fund 1,023,648 917,902 Wells Fargo LifePath 2010 Fund 120,962 3,766 Wells Fargo LifePath 2020 Fund 541,653 9,177 Wells Fargo LifePath 2030 Fund 1,938,833 23,368 Wells Fargo LifePath 2040 Fund 136,685 1,361 American Century Income & Growth Fund - 18,472 Aim Basic Value Fund 87,084 - Wells Fargo Index Fund 836,474 25,769 Goldman Sachs Capital Growth 2,078,016 1,972,872 Wells Fargo Large Company Growth Fund 457,738 77,553 Janus Twenty Fund 191,395 114,916 INVESCO Dynamics Fund 3,082,949 3,637,276 INVESCO Small Capital Growth Fund 455,130 60,203 Janus Worldwide Fund 338,793 162,227 Ennis Business Forms, Inc. Common Stock 182,851 8,963 Participant loans 586,337 336,343 ---------- --------- Total investments $14,648,767 $8,086,923 ========== ========= 7 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Notes to Financial Statements (continued) (Modified Cash Basis) During 2001, the Plan's investments (including investments bought, sold and held during the year) appreciated (depreciated) in value as follows: Registered investment companies $(2,872,959) Common stock 20,756 --------- $(2,852,203) ========= 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. 5. Tax Status of Plan 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. Plan Amendments 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. 8 ENNIS BUSINESS FORMS, INC. 401(k) PLAN Schedule H, Line 4i - Schedule of Assets (Held at End of Year) EIN: 75-0256410 Plan#: 011 December 31, 2001
(c) Description of investments including maturity date, (b) Identity of issue rate of interest, borrower, lessor or collateral, par, or (e) Current similar party maturity value (d) Cost value ------------------- -------------------------- ---- -------- Wells Fargo Treasury Plus (a) Wells Fargo Fund* Money Market ** $ 2,282,340 Pimco Funds Pimco Total Fund ** 307,879 Janus Funds Janus Balanced Fund ** 1,023,648 Wells Fargo Fund* Wells Fargo LifePath 2010 Fund ** 120,962 Wells Fargo Fund* Wells Fargo LifePath 2020 Fund ** 541,653 Wells Fargo Fund* Wells Fargo LifePath 2030 Fund ** 1,938,833 Wells Fargo Fund* Wells Fargo LifePath 2040 Fund ** 136,685 Aim Family of Funds Aim Basic Value Fund ** 87,084 Wells Fargo Fund* Wells Fargo Index Fund ** 836,474 Goldman Sachs Asset Goldman Sachs Capital Growth Management Fund ** 2,078,016 Wells Fargo Large Company Wells Fargo Fund* Growth Fund ** 457,738 Janus Funds Janus Twenty Fund ** 191,395 INVESCO Family of Funds* Invesco Dynamics Fund ** 3,082,949 Invesco Small Capital Growth INVESCO Family of Funds* Fund ** 455,130 Janus Funds Janus Worldwide Fund ** 338,793 Ennis Business Forms, Ennis Business Forms, Inc. Inc.* Common Stock ** 182,851 Loans with interest rates Participants* ranging from 6.75% to 11.5% - 586,337 ---------- Total investments $14,648,767 ==========
* Indicates party-in-interest to the Plan. ** Investments are participant-directed, thus cost information is not applicable. 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 24, 2002 /s/ Robert M. Halowec ----------------------------------- Robert M. Halowec, Vice President - Finance and Chief Financial Officer Ennis Business Forms, Inc. Date: June 24, 2002 /s/ Harve Cathey ----------------------------------- Harve Cathey, Secretary and Treasurer, Principal Accounting Officer Ennis Business Forms, Inc. EX-23 3 ex231.txt EXHIBIT 23 EXHIBIT 23.1 CONSENT OF INDEPENDENT AUDITORS ------------------------------- Ennis Business Forms, Inc. 401(k) Plan The Board of Directors: We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 333-38100) pertaining to the Ennis Business Forms, Inc. 401(k) Plan of our report dated April 30, 2002, with respect to the financial statements and schedule of the Ennis Business Forms, Inc. 401(k) Plan included in this Annual Report (Form 11-K) for the year ended December 31, 2001. /s/ Ernst & Young LLP Dallas, TX June 24, 2002 EX-23 4 ex232.txt EXHIBIT 23 EXHIBIT 23.2 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 statement of net assets available for benefits of the Ennis Business Forms, Inc. 401(k) Plan as of December 31, 2000, included in this annual report on Form 11-K. /s/ KPMG LLP Dallas, Texas June 24, 2002 -----END PRIVACY-ENHANCED MESSAGE-----