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): April 1, 2005

NASHUA CORPORATION

(Exact name of registrant as specified in its charter)

Massachusetts	1-05492	02-0170100
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

11 Trafalgar Square, Suite 201
Nashua, New Hampshire 03063
(Address of principal executive offices and zip code)

(603)880-2323
(Registrant’s telephone number, including area code)

Not Applicable
(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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 2.05. Costs Associated with Exit or Disposal Activities
	Item 9.01. Financial Statements and Exhibits
SIGNATURE
EXHIBIT INDEX
Ex-99.1 Press release dated April 5, 2005

Item 2.05. Costs Associated with Exit or Disposal Activities

On April 1, 2005, Nashua Corporation (the “Company”) committed to a plan to exit its toner and developer business, which is included in the Company’s Imaging Supplies segment, by March 31, 2006. The toner and developer business currently employs 71 people located primarily at the Company’s Nashua and Merrimack, New Hampshire facilities. The Company expects to phase out operations of the toner and developer business by March 31, 2006 in order to fulfill customer commitments. Employees of the toner and developer business will be reduced throughout the closing period. The Company has announced that it will retain its resin business, which is also part of the Imaging Supplies segment.

The decision to exit the toner and developer business is the result of the Company’s previously announced plan to review its business and to pursue a strategy to exit non-strategic businesses, to direct its energy and investment towards new opportunities and to reduce certain costs associated with protecting certain intellectual property and operating facilities.

The Company expects to incur charges in connection with exiting the toner and developer business, which will include employee severance and other benefit expenses and other exit costs. The Company also expects to record accelerated depreciation on plant equipment during the exit period. The Company is exploring the sale of all or a portion of the assets relating to the toner and developer business. In the event of such a sale, the proceeds, when received, would partially offset the costs incurred in connection with exiting the business. However, there is no assurance that any such sale will be consummated or when and if any proceeds will be received.

The Company estimates that the aggregate employee severance expense will be in the range of $1.4 million to $1.6 million, all of which is expected to be paid by future cash expenditures.

However, the Company is currently unable in good faith to make a determination of the estimated amounts of any other charges expected to be incurred, or of the estimated amounts of cash payments expected to be paid, in connection with exiting the toner and developer business. The Company will file an amendment to this Current Report on Form 8-K under this Item 2.05 within four business days after it makes a determination of such estimates.

The plan to exit the toner and developer business is expected to be completed by March 31, 2006.

A copy of the Company’s press release issued in connection with the announcement of the plan to exit the toner and developer business is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(c)	Exhibits
	See Exhibit Index attached hereto.

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SIGNATURE

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.

	NASHUA CORPORATION
Date: April 7, 2005	By /s/ John L. Patenaude
	John L. Patenaude
	Vice President - Finance, Chief Financial Officer and Treasurer

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EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated April 5, 2005

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EX-99.1

Exhibit 99.1

Contact:	Andy Albert/John Patenaude	Rich Coyle
	Nashua Corporation	Citigate Sard Verbinnen
	847-318-1710/603-880-2145	212-687-8080

NASHUA CORPORATION ANNOUNCES PLAN TO EXIT
TONER AND DEVELOPER BUSINESS

Nashua Actively Seeking Buyer For Toner and Developer Assets

     NASHUA, N.H., April 5, 2005 — Nashua Corporation (NYSE: NSH), a manufacturer and marketer of labels, thermal and specialty papers, and imaging products, today announced a plan to exit its toner and developer business by March 31, 2006. The toner and developer business is included in Nashua’s Imaging Supplies segment, the smallest of the Company’s three business segments. The toner and developer business had net sales in 2004 of $20.5 million, accounting for approximately seven percent of Nashua’s net sales for the year. Nashua will retain the resin business, also part of the Imaging Supplies segment, which had net sales of $1.6 million in 2004. The Imaging Supplies segment had a pretax loss of $180,000 in the year ended December 31, 2004.

     The toner and developer business currently employs approximately 71 people located primarily at the Company’s Nashua and Merrimack, New Hampshire facilities. The Company expects to complete an orderly phase out of operations by March 31, 2006 in order to fulfill customer commitments. The number of employees in the Toner and Developer unit will be reduced throughout the closing period as business needs and requirements dictate.

     Andrew Albert, Chairman, President and Chief Executive Officer of Nashua Corporation, said, “Within our toner and developer business, the high cost of operating in multiple Northeast locations and of protecting intellectual property offset an excellent product base and hard working team. After carefully evaluating the business’s strategic fit with the rest of Nashua we decided to actively seek buyers of our toner and developer assets and to exit the business in a manner that will allow us to continue to meet our customer obligations through the end of the first quarter of 2006. As we exit this business, we will also separately seek buyers for the Company’s real estate located in Merrimack, New Hampshire.”

     Albert also said, “While the decision to leave this business is a difficult one, it is consistent with our continuing strategy to exit non-strategic businesses, and to direct our energy and investments towards new opportunities where we can leverage our infrastructure and core capabilities to build shareholder value.”

     Nashua currently employs approximately 230 people in New Hampshire, including those in the Company’s corporate headquarters, which will remain in Nashua.

About Nashua

     Nashua Corporation manufactures and markets a wide variety of specialty imaging products and services to industrial and commercial customers to meet various print application needs. The Company’s products include thermal coated papers, pressure-sensitive labels, bond, point of sale, ATM and wide

format papers, entertainment tickets, as well as toners, developers, and ribbons for use in imaging devices. Additional information about Nashua Corporation can be found at www.nashua.com.

Forward-looking Statements

     This press release contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. When used in this press release, the words “will,” “expect” and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from those anticipated. Such risks and uncertainties include, but are not limited to, the Company’s future capital needs and resources, fluctuations in customer demand, intensity of competition from other vendors, timing and acceptance of new product introductions, delays or difficulties in programs designed to increase sales and profitability, general economic and industry conditions, the settlement of various tax issues, and other risks set forth in the Company’s filings with the Securities and Exchange Commission, and the information set forth herein should be read in light of such risks. In addition, any forward-looking statements represent the Company’s estimates only as of the date of this press release and should not be relied upon as representing the Company’s estimates as of any subsequent date. While the Company may elect to update forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so, even if its estimates change.