S-8 POS 1 s8posmain.txt S-8 POS As filed with the Securities and Registration Exchange Commission on January 5, 2005 No. 333-119845 ---------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------------- Post-Effective Amendment No. 1 to FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ------------------------- ENNIS, INC. (Exact name of registrant as specified in its charter) Texas 75-0256410 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 2441 Presidential Parkway, Midlothian, Texas 76065 (Address of Principal Executive Offices) (Zip Code) ------------------------- 2004 LONG-TERM INCENTIVE PLAN OF ENNIS, INC. (Full title of the plan) -------------------------- Keith S. Walters Copy to: Chairman, CEO and President Ennis, Inc. Shelly A. Youree Norman R. Miller 2441 Presidential Parkway, Thompson & Kirkpatrick & Midlothian, Texas Knight L.L.P. Lockhart LLP (Name and address of 1700 Pacific 2828 North agent for service) Avenue, Harwood Street, Suite 3300 Suite 1800 (972) 775-9801 Dallas, Texas Dallas, Texas (Telephone number, 75201 75201 including area code, (214) 969-1700 (214) 939-4900 of agent for service) EXPLANATORY NOTE This Amendment No. 1 (this "Amendment No. 1") to the Registration Statement on Form S-8 of Ennis, Inc. (File No. 333- 119845) (the "Registration Statement") is being filed solely to substitute the correct form of Exhibit 4.1, the 2004 Long-Term Incentive Plan of Ennis, Inc., effective as of June 17, 2004 for an incomplete version of the same plan that was unintentionally filed with the Registration Statement. The Registration Statement is not otherwise amended or superseded by this Amendment No. 1. PART II INFORMATION REQUIRED IN THE REGISTRATION STATEMENT Item 8. Exhibits. -------- The following documents are filed as exhibits to this Registration Statement: 4.1 2004 Long-Term Incentive Plan of Ennis, Inc., effective as of June 17, 2004. 5.1* Opinion of Kirkpatrick & Lockhart LLP, regarding 500,000 shares of Common Stock. 23.1* Consent of independent public accountants to incorporation of report by reference. 23.2* Consent of counsel (included in the opinion of Kirkpatrick & Lockhart LLP, filed herewith as Exhibit 5.1). 24.1* Power of Attorney (included on signature page to this Registration Statement). *Previously filed as an Exhibit to Registration Statement No. 333- 119845. [Signature Page to Follow] 2 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Post-Effective Amendment No. 1 to Registration Statement No. 333-119845 to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Midlothian, State of Texas on January 5, 2005. ENNIS, INC. By: /s/ Keith S. Walters ------------------------------- Keith S. Walters, Chairman, CEO and President POWER OF ATTORNEY Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities and on the dates indicated: Signature Title Date --------- ----- ----- /s/ Keith S. Walters Chairman of the Board, January 5, 2005 -------------------- Chief Executive Officer Keith S. Walters and President /s/ Harve Cathey Vice President of Finance, January 5, 2005 -------------------- Chief Financial Officer, Harve Cathey Secretary * Vice President, Director January 5, 2005 -------------------- Ronald M. Graham * Director January 5, 2005 -------------------- James B. Gardner * Director January 5, 2005 -------------------- Harold W. Hartley * Director January 5, 2005 -------------------- Robert L. Mitchell * Director January 5, 2005 -------------------- Thomas R. Price * Director January 5, 2005 -------------------- Kenneth G. Pritchett 3 * Director January 5, 2005 -------------------- Alejandro Quiroz * Director January 5, 2005 -------------------- James C. Taylor *By: /s/ Harve Cathey ----------------------------------- Harve Cathey, Attorney in Fact, Pursuant to Powers of Attorney previously filed 4