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UNITED STATES FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 Report as of April 22, 2004 GENERAL BINDING CORPORATION Delaware 0-2604 36-0887470 One GBC Plaza, (847) 272-3700 Item 7. Financial Statements and Exhibits.
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
(Exact name of
registrant as specified in its charter)
(State or other jurisdiction of
incorporation or organization)
(Commission File Number)
(I.R.S. employer identification
No.)
Northbrook, Illinois 60062
(Address of principal executive offices, including zip
code)
(Registrant's telephone
number, including area code)
99.1 Press release of Registrant dated April 21, 2004.
99.2 Tables to press release of Registrant dated
April 21, 2004.
Item 9. Regulation FD Disclosure (Information furnished in this Item 9 is furnished pursuant to Item 12).
Registrant is furnishing its press release and related tables to the press release dated April 21, 2004, which reports Registrant's first quarter 2004 results, pursuant to Item 12, "Results of Operations and Financial Condition", of Form 8-K. The press release and related tables are included herewith as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference.
1
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.
GENERAL BINDING CORPORATION
By: /s/ Steven
Rubin
Steven
Rubin
Vice President, Secretary
&
General
Counsel
April 22, 2004
2
Exhibit 99.1
GBC REPORTS 1st QUARTER 2004 RESULTS
Modest Increase in Sales and Net Income
Northbrook, IL, April 21, 2004 -- General Binding Corporation (Nasdaq: GBND) today announced results for the first quarter of 2004. Sales increased modestly over the first quarter of 2003. Net income was $0.03 per share, an improvement over the $0.01 per share reported for the same period last year.
"I am encouraged by the signs of an improving sales environment which began in the fourth quarter of 2003 and continued into the first quarter of this year," said Dennis Martin, Chairman of the Board, President and Chief Executive Officer. "Although sales were up, GBC's first quarter results were hampered by pricing pressures in the Office Products and Commercial Films markets. Even in this competitive environment, our bottom line improved, helped by lower operating expenses attributable to the continuing success of our Operational Excellence Program, lower interest expense, lower restructuring charges and an impressive performance from the Europe Group."
1st Quarter Results
Financial results for the quarter included the following highlights:
Conference Call
On April 22, 2004, at 10:00 a.m. Central Time, GBC's management will host a conference call to discuss the Company's first quarter 2004 results. The live presentation, and an archived replay, will be available via an internet webcast and can be accessed from the investor relations section of GBC's website at www.gbc.com or from www.streetevents.com.
GBC is a world leader in products that bind, laminate, and display information enabling people to accomplish more at work, school and home. GBC's products are marketed in over 100 countries under the GBC, Quartet, and Ibico brands. These products are designed to help people enhance printed materials and organize and communicate ideas.
This press release includes forward-looking statements involving uncertainties and risks, and there can be no assurance that actual results will not differ from the Company's expectations. The words "should," "believes," "anticipates," "plans," "may," "expects" and other expressions that indicate future events and trends identify forward-looking statements. Factors that could cause materially-different results include, among other things, competition within the office products and lamination film products markets, effects of general economic conditions, the restructuring activities associated with the integration and go-to-market strategies of the Company's business units, the ability of the Company's distributors to successfully market the Company's products and other risks described in the Company's filings with the S.E.C. The Company assumes no obligation to update its forward-looking statements.
Contact: Tony Giuliano, Treasurer and Director, Investor Relations
(847) 291-5451
inv-rel@gbc.com (E-mail)
www.gbc.com (GBC's website)
EXHIBIT 99.2
Exhibit A to
2004 Q1 Earnings Release
GENERAL BINDING CORPORATION | |||||
THREE MONTHS ENDED MARCH 31, 2004 | |||||
(Amounts in Thousands except Per Share Amounts) | |||||
Three Months Ended | |||||
CONSOLIDATED SUMMARY OF INCOME |
2004 |
2003 | |||
(Unaudited) |
(Unaudited) | ||||
Net sales |
$ 170,931 |
$169,435 | |||
Cost of sales: |
|||||
Product cost of sales, including development and engineering |
105,606 |
101,965 | |||
Selling, service and administrative |
56,199 |
57,549 | |||
Amortization of intangible assets |
188 |
188 | |||
Restructuring | 823 | 1,405 | |||
Interest expense |
6,792 |
9,298 | |||
Other expense (income), net |
345 |
(325) | |||
Income (loss) before taxes |
978 |
(645) | |||
Income taxes (benefit) |
528 |
(728) | |||
Net income |
$ 450 |
$ 83 | |||
Earnings per share: |
|||||
Basic and diluted |
$ 0.03 |
$ 0.01 | |||
Avg. common shares outs. (basic) |
16,111 |
15,951 | |||
Avg. common shares outs. (diluted) |
16,881 |
16,206 | |||
Exhibit B to
2004 Q1 Earnings Release
GENERAL BINDING CORPORATION | |||||||||
SEGMENT INFORMATION | |||||||||
(Amounts in Thousands) | |||||||||
|
Segment | ||||||||
Three Months Ended |
Three Months Ended | ||||||||
2004 |
2003 |
2004 |
2003 | ||||||
(Unaudited) |
(Unaudited) |
(Unaudited) |
(Unaudited) | ||||||
Commercial and Consumer Group |
$ 105,428 |
$109,570 |
$ 8,604 |
$ 11,626 | |||||
Industrial and Print Finishing Group |
37,803 |
33,534 |
4,795 |
4,554 | |||||
Europe |
27,700 |
26,331 |
2,150 |
1,288 | |||||
Unallocated corporate items |
- |
- |
(6,611) |
(7,735) | |||||
Total |
$ 170,931 |
$169,435 |
$ 8,938 |
$ 9,733 | |||||
Reconciliation of Segment Operating Income | |||||||||
Three Months Ended | |||||||||
2004 |
2003 | ||||||||
(Unaudited) |
(Unaudited) | ||||||||
Total segment operating income |
$ 8,938 |
$ 9,733 | |||||||
Interest expense |
6,792 |
9,298 | |||||||
Restructuring and other expenses |
823 |
1,405 | |||||||
Other expense (income) |
345 |
(325) | |||||||
Income (loss) before taxes |
$ 978 |
$ (645) | |||||||
SELECTED FINANCIAL INFORMATION | |||||||||
(Amounts in Thousands) | |||||||||
Three Months Ended | |||||||||
2004 |
2003 | ||||||||
(Unaudited) |
(Unaudited) | ||||||||
Depreciation and amortization expense |
$6,225 |
$6,863 | |||||||
Capital expenditures |
$1,576 |
$1,423 | |||||||
Notes: |
|||||||||
(1) |
Segment operating income is defined as net sales less product cost of sales, selling, service and administrative expenses and amortization of intangibles. Inventory rationalization and write-down charges, restructuring and other expenses are not included in segment results. In addition, certain expenses of a corporate nature and certain shared expenses are not allocated to the business groups. |
Exhibit C to
2004 Q1 Earnings Release
GENERAL BINDING CORPORATION | |||||
BALANCE SHEET | |||||
(Amounts in Thousands) | |||||
BALANCE SHEET SUMMARY |
March 31, |
December 31, | |||
(Unaudited) |
|||||
Assets |
|||||
Current assets: |
|||||
Cash and equivalents |
$ 5,565 |
$ 9,568 | |||
Receivables, net |
129,370 |
128,391 | |||
Inventories |
93,897 |
86,240 | |||
Other |
33,951 |
33,914 | |||
Total current assets |
262,783 |
258,113 | |||
Capital assets, net |
91,495 |
94,986 | |||
Other assets |
177,324 |
176,251 | |||
Total Assets |
$ 531,602 |
$ 529,350 | |||
Liabilities and Stockholders' Equity |
|||||
Current liabilities: |
|||||
Accounts payable |
$ 52,355 |
$ 51,253 | |||
Accrued liabilities |
83,069 |
85,119 | |||
Notes payable and current maturities |
19,897 |
19,995 | |||
Total current liabilities |
155,321 |
156,367 | |||
Long-term debt less current maturities |
283,576 |
282,019 | |||
Other long-term liabilities |
33,525 |
33,347 | |||
Deferred tax liabilities |
2,491 |
3,408 | |||
Total stockholders' equity |
56,689 |
54,209 | |||
Total Liabilities and Stockholders' Equity |
$ 531,602 |
$ 529,350 |