8-K

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): August 7, 2003

Commission file number 1-5064

Jostens, Inc.

(Exact name of Registrant as specified in its charter)

Minnesota	41-0343440
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification number)
5501 Norman Center Drive, Minneapolis, Minnesota	55437
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number, including area code: (952) 830-3300

Item 7.    Financial Statements and Exhibits

(c) Exhibits

Exhibit	Description
99.1	Earnings release issued by Jostens, Inc. on August 7, 2003.

Item 12.    Results of Operations and Financial Condition

On August 7, 2003, Jostens, Inc. issued an earnings release for the three months and six months ended June 28, 2003. A copy of the earnings release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

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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, thereunto duly authorized.

JOSTENS, INC.

/S/    JOHN A. FEENAN        

John A. Feenan

Sr. Vice President

and Chief Financial Officer

Date: August 7, 2003

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EXHIBIT INDEX

Exhibit	Description
99.1	Earnings release issued by Jostens on August 7, 2003.

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EX-99.1

EXHIBIT 99.1

FOR IMMEDIATE RELEASE

Contact: Jack Larsen

(952) 830-3381

JOSTENS REPORTS INCREASE IN

SALES AND NET INCOME

MINNEAPOLIS, August 7, 2003—Jostens, Inc. (JOSEA) today reported net sales for the quarter ended June 28, 2003 of $374.9 million, bringing first half 2003 net sales to $496.5 million. For the second quarter and first half of fiscal 2002, the Company reported net sales of $353.7 million and $475.0 million, respectively.

The Company reported net income for the second quarter of 2003 of $53.7 million, and first half 2003 net income of $45.1 million. For the second quarter and first half of fiscal 2002, the Company reported net income of $50.5 million and $44.0 million, respectively.

Jostens reported second quarter Adjusted EBITDA (as defined in the accompanying financial statements) of $111.7 million, and first half Adjusted EBITDA of $117.2 million. For the second quarter and first half of fiscal 2002, the Company reported Adjusted EBITDA of $108.1 million and $121.0 million, respectively.

“We had great sales performance in the first half, particularly in graduation products,” said Robert C. Buhrmaster, Chairman and CEO. “While we incurred some unexpected costs in a challenging ERP installation, we’re confident we’ll be ready for next year’s graduation season.”

Jostens is a provider of products, programs and services that help people celebrate important moments, recognize achievements and build affiliation. The Company’s products include yearbooks, class rings, graduation products, school photography, and awards for athletes and fans.

This release contains forward-looking statements. Such statements are subject to certain risks and uncertainties that could cause the Company’s actual future results to differ materially from its historical results and those presently anticipated or projected. You are hereby cautioned that these statements may be affected by our substantial debt, our inability to achieve our business strategies, changes in relationships with our employees or our independent representatives, our dependence on key suppliers, seasonality, fluctuating raw materials prices as well as other factors set forth in the Company’s filings with the Securities and Exchange Commission, and consequently, actual operations and results may differ materially from the results discussed in the forward-looking statements. The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events, or otherwise. In addition, the use of the term “EBITDA” is not intended to be an alternative to the financial results under generally accepted accounting principles in the United States of America.

JOSTENS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

	Three months ended				Six months ended
In thousands	June 28, 2003		June 29, 2002		June 28, 2003		June 29, 2002
Net sales	$	374,936	$	353,720	$	496,460	$	475,043
Cost of products sold		161,005		151,446		211,750		199,153
Gross profit		213,931		202,274		284,710		275,890
Selling and administrative expenses		108,589		100,480		180,047		167,491
Operating income		105,342		101,794		104,663		108,399
Net interest expense		13,535		17,016		27,475		34,706
Income from continuing operations before income taxes		91,807		84,778		77,188		73,693
Provision for income taxes		38,100		35,184		32,079		30,584
Income from continuing operations		53,707		49,594		45,109		43,109
Discontinued operations, net of tax		—		940		—		940
Net income	$	53,707	$	50,534	$	45,109	$	44,049
Adjusted EBITDA (1)	$	111,723	$	108,106	$	117,249	$	120,990

(1) Adjusted EBITDA represents net income before net interest expense, income taxes, depreciation, amortization and discontinued operations. We believe Adjusted EBITDA provides meaningful additional information that helps us monitor and evaluate our ongoing operating results and trends facilitating an understanding of our comparative operating performance. Adjusted EBITDA is also one component of measurement used in our compensation plans. Adjusted EBITDA should not be considered in isolation nor as a substitute for measures of performance prepared in accordance with generally accepted accounting principles nor as an alternative to cash flows as a source of liquidity, and may not be comparable with Adjusted EBITDA as defined by other companies. We may not be permitted to present Adjusted EBITDA in our filings with the SEC to the extent our adjustments to EBITDA eliminate items identified as non-recurring, infrequent or unusual when the nature of the charge makes it reasonably likely to recur. Investors should make their own assessment as to the appropriateness of these adjustments.

In thousands	2003			2002			2003			2002
Net income	$	53,707		$	50,534		$	45,109		$	44,049
Net interest expense, including amortization of debt issuance costs		13,535			17,016			27,475			34,706
Provision for income taxes		38,100			35,184			32,079			30,584
Depreciation expense		5,428			5,762			10,941			11,492
Amortization expense		995			550			1,687			1,099
Gain on discontinued operations		—			(940	)		—			(940	)
Other		(42	)		—			(42	)		—
Adjusted EBITDA	$	111,723		$	108,106		$	117,249		$	120,990

JOSTENS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

In thousands	June 28, 2003			June 29, 2002
ASSETS
Current assets
Cash and cash equivalents	$	22,940		$	59,148
Accounts receivable, net		87,860			80,418
Inventories		45,528			47,167
Other current assets		36,817			40,066
Total current assets		193,145			226,799
Noncurrent assets
Property and equipment, net		60,695			64,869
Other assets		77,045			74,477
	$	330,885		$	366,145
LIABILITIES AND SHAREHOLDERS’ DEFICIT
Current liabilities
Short-term borrowings	$	8,880		$	—
Accounts payable and accrued expenses		197,999			212,285
Current portion of long-term debt		18,411			22,049
Total current liabilities		225,290			234,334
Noncurrent liabilities
Long-term debt net of current maturities		554,463			610,547
Other noncurrent liabilities		16,895			15,342
Total liabilities		796,648			860,223
Redeemable preferred shares		77,316			64,710
Shareholders' deficit		(543,079	)		(558,788	)
	$	330,885		$	366,145

JOSTENS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

	Year-to-date ended
In thousands	June 28, 2003			June 29, 2002
Operating activities
Net income	$	45,109		$	44,049
Depreciation and amortization		15,292			15,469
Other		95			(311	)
Changes in assets and liabilities		(28,343	)		(19,072	)
Net cash provided by operating activities		32,153			40,135
Investing activities
Acquisition of business, net of cash acquired		(5,008	)		—
Purchases of property and equipment		(5,369	)		(8,512	)
Other		(407	)		(447	)
Net cash used for investing activities		(10,784	)		(8,959	)
Financing activities
Net short-term borrowings (repayments)		(1,420	)		—
Principle payments on long-term debt		(8,218	)		(14,983	)
Other		—			(145	)
Net cash used for financing activities		(9,638	)		(15,128	)
Effect of exchange rate changes on cash and cash equivalents		271			—
Change in cash and cash equivalents		12,002			16,048
Cash and cash equivalents, beginning of period		10,938			43,100
Cash and cash equivalents, end of period	$	22,940		$	59,148
Free cash flow (1)	$	21,369		$	31,176

(1) Free cash flow represents cash provided by or used for operating and investing activities. It excludes the effects of cash flow from financing activities. Free cash flow is a non-GAAP metric used by management to measure our ability to service our indebtedness. Free cash flow should not be considered in isolation nor as a substitute for measures of liquidity prepared in accordance with generally accepted accounting principles. Free cash flow is not necessarily comparable with similarly titled measures reported by other companies. The following table reconciles our reported cash flows from operating activities to free cash flow:

In thousands	2003			2002
Net cash provided by operating activities	$	32,153		$	40,135
Net cash used in investing activities		(10,784	)		(8,959	)
Free cash flow	$	21,369		$	31,176