-----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, SlaI21muRqYIUHayfrxo15pHyAhouNcqESpVTgYj0MjD6ACDGSByt7LzP/Rlmr5t +OxE8qj4tBUWskyDSbf/0g== 0000033002-05-000029.txt : 20050627 0000033002-05-000029.hdr.sgml : 20050627 20050627130547 ACCESSION NUMBER: 0000033002-05-000029 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20041231 FILED AS OF DATE: 20050627 DATE AS OF CHANGE: 20050627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENNIS, 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: 05916941 BUSINESS ADDRESS: STREET 1: 2441 PRESIDENTIAL PARKWAY CITY: MIDLOTHIAN STATE: TX ZIP: 76065 BUSINESS PHONE: 9727759801 MAIL ADDRESS: STREET 1: 2441 PRESIDENTIAL PARKWAY CITY: MIDLOTHIAN STATE: TX ZIP: 76065 FORMER COMPANY: FORMER CONFORMED NAME: ENNIS BUSINESS FORMS INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: ENNIS TAG & SALESBOOK CO DATE OF NAME CHANGE: 19700805 11-K 1 k401.txt 11-K 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, 2004 ( ) 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, 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, Inc. 2441 Presidential Parkway Midlothian, TX 76065 ENNIS, INC. 401(k) PLAN Financial Statements and Supplemental Schedule (Modified Cash Basis) December 31, 2004 and 2003 ENNIS, INC. 401(k) PLAN Table of Contents Page Report of Independent Registered Public Accounting Firm 1 Statements of Net Assets Available for Benefits (Modified Cash Basis) at December 31, 2004 and 2003 2 Statement of Changes in Net Assets Available for Benefits (Modified Cash Basis) year ended December 31, 2004 3 Notes to Financial Statements (Modified Cash Basis) 4 - 7 Supplemental Schedule Schedule H, Line 4i - Schedule of Assets (Held at End of Year) (Modified Cash Basis) 8 Report of Independent Registered Public Accounting Firm To the Participants and Administrator Ennis, Inc. 401(k) Plan We have audited the accompanying statements of net assets available for benefits (modified cash basis) of the Ennis, Inc. 401(k) Plan (the "Plan") as of December 31, 2004 and 2003, and the related statement of changes in net assets available for benefits (modified cash basis) for the year ended December 31, 2004. 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 the standards of standards of the Public Company Accounting Oversight Board (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 audits provide 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 of America. 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, Inc. 401(k) Plan as of December 31, 2004 and 2003, and the changes in net assets available for benefits (modified cash basis) for the year ended December 31, 2004 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 of assets (held at end of year) (modified cash basis) as of December 31, 2004, 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 has been subjected to the auditing procedures applied in our audit of the 2004 financial statements and, in our opinion, is fairly stated in all material respects in relation to the 2004 financial statements taken as a whole. /s/ Travis, Wolff & Company, L.L.P. Dallas, Texas June 3, 2005 1 ENNIS INC. 401(k) PLAN Statements of Net Assets Available for Benefits (Modified Cash Basis) December 31, 2004 and 2003 2004 2003 ---- ---- Assets: Investments, at fair value Investments held by Trustee $ 24,405,181 $ 21,497,246 Participant loans 1,096,210 1,052,044 ---------- ---------- Net assets available for benefits $ 25,501,391 $ 22,549,290 ========== ========== See accompanying notes. 2 ENNIS, INC. 401(k) PLAN Statement of Changes in Net Assets Available for Benefits (Modified Cash Basis) Year ended December 31, 2004 Additions to net assets attributed to: Employee contributions $1,877,781 Rollover contributions 51,281 Employer matching contributions 125,509 Employer profit sharing contributions 400,000 Investment income (loss): Interest and dividends 137,689 Net appreciation in fair value of investments 2,078,655 ---------- Net additions 4,670,915 Deductions from net assets attributed to: Administrative expenses 90,543 Benefits paid and withdrawals 1,628,271 ---------- Total deductions 1,718,814 ---------- Net increase 2,952,101 Net assets available for benefits at beginning of year 22,549,290 ---------- Net assets available for benefits at end of year $25,501,391 ========== See accompanying notes. 3 ENNIS, INC. 401(k) PLAN Notes to Financial Statements (Modified Cash Basis) 1. Description of the Plan The following description of the Ennis, 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 100% 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 contributions or discretionary employer contributions not to exceed $1,000 for certain employees not enrolled in the Pension Plan for Employees of the Company. Eligibility for employer contributions depends on the participant's employment location. During 2004, the Company declared a profit sharing contribution of $400,000 on behalf of the former employees of Northstar Computer Forms, Inc. in accordance with its original plan. The Northstar Computer Forms, Inc. 401(k) Profit Sharing Plan was merged into the Plan on February 1, 2001. (d) Participant Accounts Each participant's account is credited with the participant's contribution, any employer contributions, and the 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. Profit sharing contributions vest over a period of five years. 4 ENNIS, INC. 401(k) PLAN Notes to Financial Statements (continued) (Modified Cash Basis) 1. Description of the Plan - Continued (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 there is 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%. 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 of America. (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 of America, 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 net assets available for benefits when paid. 5 ENNIS, 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, 2004 and 2003 were comprised of the following:
2004 2003 ---- ---- Wells Fargo Treasury Plus Money Market $ 3,667,800 * $ 3,353,786 * Janus Investments Balanced Fund 1,653,324 * 1,469,894 * Wells Fargo LifePath 2010 Fund 303,567 232,428 Wells Fargo LifePath 2020 Fund 760,735 587,208 Wells Fargo LifePath 2030 Fund 1,930,629 * 1,787,144 * Wells Fargo LifePath 2040 Fund 293,457 219,589 Wells Fargo Index Fund 1,685,030 * 1,564,453 * Goldman Sachs Capital Growth Fund 2,562,147 * 2,391,527 * Wells Fargo Large Company Growth Fund 745,585 723,984 Janus Twenty Fund 469,671 220,972 AIM Dynamics Fund 3,986,330 * 3,823,384 * AIM Small Company Growth Fund 893,198 821,090 Ennis, Inc. Common Stock 2,393,114 * 1,520,079 * Pimco Total Return Fund 1,143,048 1,233,109 * AIM Basic Value Fund 908,410 780,252 Templeton World Fund 1,009,136 768,347 Participant loans 1,096,210 1,052,044 ---------- ---------- Total investments $ 25,501,391 $ 22,549,290 ========== ==========
* Represents 5% or more of the net assets available for benefits During 2004, the Plan's investments (including investments bought, sold and held during the year) appreciated (depreciated) in value as follows: Registered investment companies $ 1,698,428 Common stock 380,227 --------- $ 2,078,655 ========= 6 ENNIS, INC. 401(k) PLAN Notes to Financial Statements (continued) (Modified Cash Basis) 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 Plan has obtained its latest determination letter dated September 27, 2002 in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan administrator and the Plan's management believe that the Plan is currently being operated within the applicable IRS rules and regulations. 6. Subsequent Event Effective June 1, 2005, all assets of the Plan were transferred to a new custodian and record keeper, ING Life Insurance and Annuity Company/ING Financial Advisors, LLC. 7 SUPPLEMENTAL SCHEDULE ENNIS, INC. 401(k) PLAN Schedule H, Line 4i - Schedule of Assets (Held at End of Year) (Modified Cash Basis) EIN: 75-0256410 Plan#: 011 December 31, 2004
(c) Description of investments including (a) (b) Identity of maturity date, rate of issuer, borrower, interest, collateral, par, lessor or similar party or maturity value (e) Current value ----------------------- --------------------------- ---------------- * Wells Fargo Fund Wells Fargo Treasury Plus Money Market $ 3,667,800 Janus Funds Janus Balanced Fund 1,653,324 * Wells Fargo Fund Wells Fargo LifePath 2010 Fund 303,567 * Wells Fargo Fund Wells Fargo LifePath 2020 Fund 760,735 * Wells Fargo Fund Wells Fargo LifePath 2030 Fund 1,930,629 * Wells Fargo Fund Wells Fargo LifePath 2040 Fund 293,457 * Wells Fargo Fund Wells Fargo Index Fund 1,685,030 Goldman Sachs Asset Goldman Sachs Capital Growth 2,562,147 Management Fund * Wells Fargo Fund Wells Fargo Large Company Growth Fund 745,585 Janus Funds Janus Twenty Fund 469,671 AIM Family of Funds AIM Dynamics Fund 3,986,330 AIM Family of Funds AIM Small Company Growth Fund 893,198 * Ennis, Inc. Ennis, Inc. Common Stock 2,393,114 Pimco Funds Pimco Total Fund 1,143,048 Aim Family of Funds AIM Basic Value Fund 908,410 Templeton Fund Templeton World Fund 1,009,136 * Participants Loans with interest rates ranging from 6.00% to 11.5% 1,096,210 ---------- Total investments $ 25,501,391 ==========
* Indicates party-in-interest to the Plan. Column (d) cost is not required since all investments are directed by participants. 8 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, INC. 401(k) PLAN Date: June 27, 2005 /s/ Harve Cathey --------------------------------------- Harve Cathey, Vice President - Finance and CFO, Secretary, Principal Financial and Accounting Officer Ennis, Inc. -----END PRIVACY-ENHANCED MESSAGE-----