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): February 14, 2008

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))

Item 2.02 — Results of Operations and Financial Condition

          On February 14, 2008, Nashua Corporation announced its financial results for the fourth quarter and year ended December 31, 2007. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K.

          The information in this Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 — Financial Statements and Exhibits

(d) Exhibits

     The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:

Exhibit
Number	Description
99.1	Press Release — “Nashua Reports Fourth Quarter and 2007 Year End Results” dated February 14, 2008.

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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 hereunto duly authorized.

	NASHUA CORPORATION
Date: February 15, 2008	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 — “Nashua Reports Fourth Quarter and 2007 Year End Results” dated February 14, 2008

EX-99.1

Exhibit 99.1

Contact:	Tom Brooker/John Patenaude	Rich Coyle
	Nashua Corporation	Sard Verbinnen & Co
	847-318-1797/603-880-2145	212-687-8080

NASHUA REPORTS FOURTH QUARTER AND 2007 YEAR END RESULTS

     NASHUA, N.H., February 14, 2008 — Nashua Corporation (NASDAQ: NSHA), a manufacturer and marketer of labels, thermal and specialty papers, and imaging products, today announced financial results for the fourth quarter and year ended December 31, 2007.

     Net sales for the fourth quarter of 2007 were $72.3 million, compared to $69.3 million for the fourth quarter of 2006. Gross margin for the fourth quarter of 2007 was $12.9 million, or 17.9%, compared to $10.7 million, or 15.4%, for the fourth quarter of 2006. Income from continuing operations before taxes for the fourth quarter of 2007 was $2.0 million, compared to $8.5 million for the fourth quarter of 2006. Income from continuing operations for the fourth quarter of 2007 was $1.1 million, or $0.21 per share, compared to income from continuing operations of $4.8 million, or $0.77 per share, for the fourth quarter of 2006. There was no income from discontinued operations for the fourth quarter of 2007. Income from discontinued operations for the fourth quarter of 2006 was $0.5 million. Net income was $1.1 million, or $0.21 per share, for the fourth quarter of 2007, compared to net income of $5.3 million, or $0.86 per share, in the fourth quarter of 2006. Earnings before interest, taxes, depreciation and amortization, also known as EBITDA, from continuing operations was $3.4 million for the fourth quarter of 2007, compared to $10.7 million for the fourth quarter of 2006, which included the $9.0 million gain from the sale of real estate in Merrimack, New Hampshire for 2006.

     The fourth quarter 2006 results included a gain of $9.0 million related to the sale of the Merrimack, New Hampshire real estate, $0.2 million of income related to the curtailment of the postretirement benefits for certain hourly employees, and an expense of $0.6 million related to an impairment of intangible assets.

     Net sales for the year ended December 31, 2007 were $272.8 million, compared to $269.0 million for the year ended December 31, 2006. Gross margin for the year ended December 31, 2007 was $48.3 million, or 17.7%, compared to $40.7 million, or 15.1%, for the year ended December 31, 2006. Income from continuing operations for the year ended December 31, 2007 was $3.9 million, or $0.67 per share, compared to income from continuing operations of $2.0 million, or $0.32 per share, for the year ended December 31, 2006. Income from discontinued operations for the year ended December 31, 2007 was $0.3 million, or $0.05 per share, compared to income from discontinued operations of $1.6 million, or $0.26 per share for the year ended December 31, 2006. Net income for the year ended December 31, 2007 was $4.1 million, or $0.72 per share, compared to $3.6 million, or $0.58 per share, for the year ended December 31, 2006. EBITDA from continuing operations was $12.0 million for the year ended December 31, 2007, compared to $12.1 million for the year ended December 31, 2006. EBITDA for the year ended December 31, 2006 included the $9.0 million gain from the sale of the Merrimack, New Hampshire real estate.

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Business Segment Highlights

Label Products:

     Nashua’s Label Products segment, which prints and converts product for grocery, food service, retail, transportation, entertainment and general industrial markets, reported net sales for the fourth quarter of 2007 of $31.0 million and gross margin of $5.7 million, or 18.4%. Net sales for the fourth quarter of 2006 were $28.6 million and gross margin was $4.5 million, or 15.6%. For fiscal year 2007, net sales were $115.5 million and gross margin was $21.0 million, or 18.2%. For 2006, net sales were $109.7 million and gross margin was $16.3 million, or 14.9%.

     The sales increase in the Label Products segment in the fourth quarter of 2007 is primarily a result of an increase in the automatic identification product line due to incremental orders from an existing customer. Gross margins improved due to the increase in sales volume and the overall reduction in manufacturing cost.

Specialty Paper Products:

     Nashua’s Specialty Paper Products segment, which includes its paper coating and converting businesses, reported net sales for the fourth quarter of 2007 of $41.9 million and gross margin of $7.0 million, or 16.7%. Net sales for the fourth quarter of 2006 were $42.0 million and gross margin was $6.3 million, or 15.0%. Net sales for fiscal year 2007 were $160.3 million and gross margin was $26.6 million, or 16.6%. Net sales for fiscal year 2006 were $162.5 million and gross margin was $24.1 million, or 14.9%.

     Sales in the Specialty Paper Product segment were relatively flat in the fourth quarter of 2007 as compared to the same period in 2006. Margins increased due to improved plant efficiencies and the overall reduction in manufacturing cost.

     Thomas Brooker, Nashua’s President and Chief Executive Officer, stated, “I am pleased with the year to date results and our overall progress in the marketplace. Our revenue growth and profit improvement are due to the excellent work of all Nashua employees. We will continue to focus on profitable sales growth opportunities, operational improvement and financial prudence in 2008.”

Use of Non-GAAP

     EBITDA is presented as supplemental information, which the management of Nashua believes, may be useful to some investors in evaluating Nashua because it is widely used as a measure of evaluating a company’s operating performance, as well as to evaluate its operating cash flow. EBITDA is used by management in the computation of ratios utilized for financing purposes and for planning and forecasting in future periods. EBITDA is calculated by adding net interest expense, income tax expense, depreciation and amortization back into net income. EBITDA should not be considered a substitute either for net income, as an indicator of Nashua’s operating performance, or for cash flow, as a measure of Nashua’s liquidity. In addition, because all companies may not calculate EBITDA in exactly the same manner, the presentation here may not be comparable to other similarly titled measures of other companies.

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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. Nashua’s products include thermal coated papers, pressure-sensitive labels, bond, point of sale, ATM and wide format papers, entertainment tickets, 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,” “believe” 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, Nashua’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, and other risks set forth in Nashua’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 Nashua estimates only as of the date of this press release and should not be relied upon as representing Nashua estimates as of any subsequent date. While Nashua may elect to update forward-looking statements at some point in the future, Nashua specifically disclaims any obligation to do so, even if its estimates change.

Fourth Quarter 2007 Earnings Results

NASHUA CORPORATION SUMMARY RESULTS OF OPERATIONS

Periods ended December 31, respectively	Three Months						Twelve Months
Dollars in thousands, except per share amounts (Unaudited)	2007			2006			2007			2006
Net sales	$	72,332		$	69,287		$	272,799		$	269,043
Cost of products sold		59,389			58,594			224,545			228,389
Gross margin	$	12,943		$	10,693		$	48,254		$	40,654
Gross margin %		17.9	%		15.4	%		17.7	%		15.1	%
Selling, distribution and administrative expenses		10,682			10,382			41,079			42,979
Research and development expenses		187			122			806			644
Loss from equity investment		31			250			200			440
Interest expense		215			326			765			1,640
Interest income		(68	)		(18	)		(179	)		(23	)
Change in fair value of interest rate swap		214			(18	)		295			(106	)
Net (gain) loss on curtailment of pension and postretirement plans (1)		—			(153	)		—			580
Impairment of intangible assets		—			565			—			565
Gain on sale of real estate		—			(8,976	)		—			(8,976	)
Other income (2)		(284	)		(237	)		(1,196	)		(1,181	)
Income from continuing operations before income taxes		1,966			8,450			6,484			4,092
Income tax provision		856			3,684			2,633			2,086
Income from continuing operations		1,110			4,766			3,851			2,006
Income from discontinued operations, net of taxes (3)		—			533			289			1,593
Net income	$	1,110		$	5,299		$	4,140		$	3,599
Earnings per share:
Income from continuing operations	$	0.21		$	0.77		$	0.67		$	0.32
Income from discontinued operations		—			0.09			0.05			0.26
Net income per common share	$	0.21		$	0.86		$	0.72		$	0.58
Average common shares		5,394			6,164			5,743			6,140
Income per common share from continuing operations assuming dilution	$	0.20		$	0.77		$	0.66		$	0.32
Income per common share from discontinued operations assuming dilution		—			0.08			0.05			0.26
Net income per common share assuming dilution	$	0.20		$	0.85		$	0.71		$	0.58
Average common and potential common shares		5,479			6,204			5,817			6,194

(1)	Net gain on curtailment of pension and postretirement plans for the three months ended December 31, 2006 represents an adjustment to the loss of $0.9 million related to the curtailment of pension benefits for certain hourly employees included in our Specialty Paper Products segment. The net loss on curtailment of pension and postretirement plans for the twelve months ended December 31, 2006 represents $0.7 million related to the curtailment of pension benefits which more than offset a gain of $0.2 million related to the curtailment of postretirement medical and life insurance benefits.
(2)	Other income for the three and twelve months ended December 31, 2007 represents income from the deferred gain from the sale of real estate and royalty income related to the 2006 sale of toner formulations. Other income for the three and twelve months ended December 31, 2006 represents income from the rental of unused warehouse space at our New Hampshire facilities.
(3)	Income from discontinued operations for the twelve months ended December 31, 2007 represents the reimbursement of our deductible related to the Cerion litigation which was dismissed by the courts. Income from discontinued operations for the twelve months ended December 31, 2006 includes the results of our Toner and Developer business which we exited effective March 31, 2006 and income from the liquidation of an inactive foreign subsidiary.

Fourth Quarter 2007 Earnings Results

NASHUA CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS

	(Unaudited)
	December 31			December 31
Dollars in thousands	2007			2006
Assets
Cash and cash equivalents	$	7,388		$	289
Accounts receivable		29,375			29,568
Inventories		19,998			23,764
Other current assets		2,828			2,670
Total current assets		59,589			56,291
Plant and equipment, net		23,291			26,399
Goodwill, net of amortization		31,516			31,516
Intangibles, net of amortization		331			606
Other assets		12,975			12,803
Total assets	$	127,702		$	127,615
Liabilities and Shareholders’ Equity
Accounts payable	$	14,432		$	16,620
Accrued expenses		9,185			8,639
Current maturities of long-term debt		1,875			—
Current maturities of notes payable		31			83
Total current liabilities		25,523			25,342
Long-term debt		10,925			4,750
Notes payable		18			285
Other long-term liabilities		29,728			28,211
Total long-term liabilities		40,671			33,246
Common stock and additional capital		20,203			22,342
Retained earnings		59,648			61,358
Accumulated other comprehensive loss:
Minimum pension liability adjustment(a)		(18,343	)		(14,673	)
Total shareholders’ equity		61,508			69,027
Total liabilities and shareholders’ equity	$	127,702		$	127,615

^(a) Our minimum pension liability adjustment represents an increase in our minimum pension liability resulting from changes to our pension plans in 2007.

Fourth Quarter 2007 Earnings Results

NASHUA CORPORATION
RECONCILIATION OF NET INCOME FROM CONTINUING OPERATIONS TO EARNINGS BEFORE
INTEREST, TAXES, DEPRECIATION AND AMORTIZATION

Periods ended December 31, respectively	Three Months				Twelve Months
In thousands (Unaudited)	2007		2006		2007		2006
Net income from continuing operations	$	1,111	$	4,766	$	3,851	$	2,006
Add back:
Interest expense, net		361		290		881		1,511
Income tax provision		856		3,684		2,633		2,086
Depreciation on fixed assets		1,072		1,194		4,383		5,271
Amortization of intangible assets		44		729		225		1,220
Earnings from continuing operations before interest, taxes, depreciation and amortization	$	3,444	$	10,663	$	11,973	$	12,094

Fourth Quarter 2007 Earnings Results

NASHUA CORPORATION SELECTED FINANCIAL DATA

Periods ended December 31, respectively	Three Months						Twelve Months
Dollars in thousands (Unaudited)	2007			2006			2007			2006
NET SALES
Label Products	$	31,020		$	28,553		$	115,535		$	109,731
Specialty Paper Products		41,855			42,041			160,279			162,544
All Other		1,069			361			4,067			2,512
Reconciling Items:
Eliminations		(1,612	)		(1,668	)		(7,082	)		(5,744	)
Net sales	$	72,332		$	69,287		$	272,799		$	269,043
GROSS MARGIN
Label Products	$	5,715		$	4,462		$	21,027		$	16,302
Specialty Paper Products		7,006			6,287			26,554			24,145
All Other		209			(56	)		698			199
Reconciling Items:
Eliminations		13			—			(25	)		8
Total gross margin from continuing operations	$	12,943		$	10,693		$	48,254		$	40,654
DEPRECIATION AND AMORTIZATION
Label Products	$	474		$	548		$	2,033		$	2,137
Specialty Paper Products		533			568			2,051			2,511
Reconciling Item:
Corporate		109			807			524			1,843
Total depreciation and amortization	$	1,116		$	1,923		$	4,608		$	6,491
INVESTMENT IN PLANT AND EQUIPMENT
Label Products	$	161		$	88		$	400		$	762
Specialty Paper Products		160			93			763			1,607
Reconciling Item:
Corporate		115			209			183			416
Total Investment in plant and equipment	$	436		$	390		$	1,346		$	2,785
PENSION AND POSTRETIREMENT EXPENSE
Label Products	$	79		$	207		$	316		$	805
Specialty Paper Products		59			171			236			684
Reconciling Item:
Corporate		242			409			966			1,689
Total pension and postretirement expense	$	380		$	787		$	1,518		$	3,178