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): September 18, 2013 (September 17, 2013)
Ennis, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Texas | 1-5807 | 75-0256410 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
2441 Presidential Pkwy. Midlothian, Texas | 76065 | |||
(Address of Principal Executive Offices) | (Zip Code) |
Registrants Telephone Number, Including Area Code: (972) 775-9801
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ | Written communications pursuant to Rule 425 under the Securities act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c) |
Item 1.01 | Entering into a Material Definitive Agreement |
On September 17, 2013, Ennis, Inc. announced that it had executed a letter of intent to acquire the assets of the Custom Envelope Division (CED), part of the Custom Resale Group, from Cenveo, Inc. The closing, which is expected to be on or before September 27, 2013, is subject to the completion of normal due diligence procedures and the consummation of a definitive purchase agreement between the parties. The CED is comprised of the WISCO envelope brand, which is produced at a facility in Tullahoma, TN and the National Imprint Corporation (NIC) brand, which is produced in a leased facility in Claysburg, PA. The purchase price is expected to be $47.25 million, plus assumption of certain trade payables. CED generated approximately $40.0 million in sales in the previous fiscal year.
Item 9.01 | Financial Statements and Exhibits |
(d) | Exhibits. |
Exhibit No. |
Description | |
99.1 | Ennis, Inc. press release dated September 17, 2013 announcing the execution of a letter of intent to acquire the assets of the Custom Envelope Division from Cenveo, Inc. |
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.
Ennis, Inc. | ||
By: | /s/ Richard L. Travis, Jr. | |
Richard L. Travis, Jr. | ||
Chief Financial Officer |
Date: September 18, 2013
EXHIBIT INDEX
Exhibit No. |
Description | |
99.1 | Ennis, Inc. press release dated September 17, 2013 announcing the execution of a letter of intent to acquire the assets of the Custom Envelope Division from Cenveo, Inc. |
Exhibit 99.1
FOR IMMEDIATE RELEASE
ENNIS SIGNS LETTER OF INTENT TO ACQUIRE
THE CUSTOM ENVELOPE DIVISION FROM CENVEO
Midlothian, September 17, 2013 Ennis, Inc. (the Company), (NYSE: EBF), today announced that it has executed a letter of intent to acquire the assets of the Custom Envelope Division, part of the Custom Resale Group, from Cenveo, Inc. (NYSE: CVO). The closing, which is expected to be on or before September 27, 2013, is subject to the completion of normal due diligence procedures and the consummation of a definite purchase agreement between the two parties. The Custom Envelope Division (CED) is comprised of the WISCO envelope brand, which is produced at a facility in Tullahoma, TN., and the National Imprint Corporation (NIC) brand, which is produced in a leased facility in Claysburg, PA. WISCO produces and folds various types of envelopes, and NIC is an imprinter of envelopes. Both of these products are sold through print distributors.
The Company expects to pay approximately $47.25 million in cash for the assets of the CED and assume certain trade liabilities. CED generated approximately $40 million in sales in the previous fiscal year.
Keith Walters, Chairman, Chief Executive Officer and President of Ennis, Inc., commented by stating, We are very pleased to add these two brands and locations to the Ennis family. It is very important to expand our envelope capabilities and production on the east coast to complement our products and capabilities in the middle of the country and the West coast. These products are sold through our normal sales channel of independent distributors, so these two businesses complement our current business model. Overall we feel very excited to bring the WISCO and NIC brands to our distributor channel.
About Ennis
Ennis, Inc. (www.ennis.com) is primarily engaged in the production and sale of business forms, apparel and other business products. The Company is one
of the largest private-label printed business product suppliers in the United States. Headquartered in Midlothian, Texas, the Company has production and distribution facilities strategically located throughout the United States of America, Mexico
and Canada, to serve the Companys national network of distributors. The Company, together with its subsidiaries, operates in two business segments: print and apparel. The print segment manufactures and sells business forms, other printed
business products, printed and electronic media, presentation products, flex-o-graphic printing, advertising specialties and Post-it® Notes, internal bank forms, plastic cards, secure and
negotiable documents, envelopes and other custom products. The apparel segment manufactures
T-Shirts and distributes T-Shirts and other active-wear apparel through nine distribution centers located throughout North America.
About Cenveo
Cenveo (NYSE: CVO), headquartered in Stamford, Connecticut, is a leading global provider of print and related resources, offering world-class solutions in the areas of custom labels, specialty packaging, envelopes, commercial print, content management and publisher solutions. The company provides a one-stop offering through services ranging from design and content management to fulfillment and distribution. With a worldwide distribution platform, we pride ourselves on delivering quality solutions and service every day for our more than 100,000 customers. For more information please visit us at www.cenveo.com.
Safe Harbor under The Private Securities Litigation Reform Act of 1995
Certain statements contained in this press release that are not historical facts are forward-looking statements that involve a number of known and unknown risks, uncertainties and other factors that could cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievement expressed or implied by such forward-looking statements. The words anticipate, preliminary, expect, believe, intend and similar expressions identify forward-looking statements. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for such forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that a variety of factors could cause actual results and experience to differ materially from the anticipated results or other expectations expressed in such forward-looking statements. These statements are subject to numerous uncertainties, which include, but are not limited to, the Companys ability to effectively manage its business functions while growing its business in a rapidly changing environment, the Companys ability to adapt and expand its services in such an environment, the variability in the prices of paper and other raw materials. Other important information regarding factors that may affect the Companys future performance is included in the public reports that the Company files with the Securities and Exchange Commission, including but not limited to, its Annual Report on Form 10-K for the fiscal year ending February 28, 2013. The Company does not undertake, and hereby disclaims, any duty or obligation to update or otherwise revise any forward-looking statements to reflect events or circumstances occurring after the date of this release, or to reflect the occurrence of unanticipated events, although its situation and circumstances may change in the future. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The inclusion of any statement in this release does not constitute an admission by the Company or any other person that the events or circumstances described in such statement are material.
For Further Information Contact:
Mr. Keith S. Walters, Chairman, Chief Executive Officer and President
Mr. Richard L. Travis, Jr., CFO, Treasurer and Principal Financial and Accounting Officer
Mr. Michael D. Magill, Executive Vice President and Secretary
Ennis, Inc.
2441 Presidential Parkway
Midlothian, Texas 76065
Phone: (972) 775-9801
Fax: (972) 775-9820
www.ennis.com
7!E96YU;0````I%4VQI8V54
M>7!E`````$EM9R`````&8F]U;F1S3V)J8P````$```````!28W0Q````!```
M``!4;W`@;&]N9P``````````3&5F=&QO;F<``````````$)T;VUL;VYG````
M30````!29VAT;&]N9P```*P````#=7)L5$585`````$```````!N=6QL5$58
M5`````$```````!-
M0!YJ'I0>OA[I'Q,?/A]I'Y0?OQ_J(!4@02!L()@@Q"#P(1PA2"%U(:$ASB'[
M(B