-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JXckzV69OLic3OjQx4xtrp4FYKGnwhYCzk/YtEs+RQmgCN7BDGu0QEV5PFb4vO+A EssGDUeceWW5Wi4ubYwYbQ== 0000890566-97-002303.txt : 19971104 0000890566-97-002303.hdr.sgml : 19971104 ACCESSION NUMBER: 0000890566-97-002303 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19971029 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19971103 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONSOLIDATED GRAPHICS INC /TX/ CENTRAL INDEX KEY: 0000921500 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750] IRS NUMBER: 760190827 STATE OF INCORPORATION: TX FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-12631 FILM NUMBER: 97706707 BUSINESS ADDRESS: STREET 1: 2210 W DALLAS ST CITY: HOUSTON STATE: TX ZIP: 77019 BUSINESS PHONE: 7135294200 MAIL ADDRESS: STREET 1: 2210 WEST DALLAS STREET CITY: HOUSTON STATE: TX ZIP: 77019 8-K 1 ============================================================================= 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): OCTOBER 29, 1997 CONSOLIDATED GRAPHICS, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) TEXAS 0-24068 76-0190827 (STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER OF INCORPORATION) IDENTIFICATION NO.) 2210 WEST DALLAS STREET HOUSTON, TEXAS 77019 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 529-4200 ============================================================================= ITEM 5. OTHER EVENTS On October 29, 1997, Consolidated Graphics, Inc. (the "Company") announced its fiscal 1998 second quarter results. A copy of the press release is attached hereto as Exhibit 99.1. On October 31, 1997, the Company announced that it had completed the acquisition of The Otto Companies of Springfield, Massachusetts. A copy of the press release is attached hereto as Exhibit 99.2. The attached press releases may contain forward looking information. Readers are cautioned that such information involves risks and uncertainties, including the possibility that events may occur which would prevent the Company from achieving comparable financial results in the future or completing its pending or future acquisitions. ITEM 7. FINANCIAL STATEMENTS AND EXHIBIT (A) EXHIBITS The following exhibits are filed herewith: 99.1 Press release of Consolidated Graphics, Inc. dated October 29, 1997, with respect to the announcement of the Company's fiscal 1998 second quarter results. 99.2 Press release of Consolidated Graphics, Inc. dated October 31, 1997, with respect to the announcement that it had completed the acquisition of The Otto Companies of Springfield, Massachusetts. 1 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. CONSOLIDATED GRAPHICS, INC. (Registrant) By: /s/ HAROLD E. GAUBERT, JR. HAROLD E. GAUBERT, JR. EXECUTIVE VICE PRESIDENT - FINANCE AND ADMINISTRATION Date: November 3, 1997 2 EX-99.1 2 EXHIBIT 99.1 FOR: Consolidated Graphics, Inc. APPROVED BY: Ronald E. Hale, Jr. Vice President & Treasurer (713) 529-4200 CONTACT: Betsy Brod/Nancy Healy Media: Stan Froelich Morgen-Walke Associates, Inc. (212) 850-5600 FOR IMMEDIATE RELEASE CONSOLIDATED GRAPHICS, INC, REPORTS RECORD SECOND QUARTER RESULTS - -- Net Income Rises 76% in Sixth Consecutive Quarter of Record Financial Performance -- HOUSTON, TEXAS -- October 29, 1997 -- Consolidated Graphics, Inc. (NYSE:CGX) today announced record results for the second quarter ended September 30, 1997. Net income for the second quarter grew 76% to $4.3 million from $2.4 million for the same period in 1997. Operating income rose 72% to $7.7 million on a 55% increase in revenues to $53.4 million for the three-month period. On a per share basis, Consolidated Graphics earned $.33 in the quarter, compared to $.20 per share in the 1997 period. All per share figures reflect the Company's 2-for-1 stock split in January 1997. For the six months ended September 30, 1997, Consolidated Graphics' net income grew 98% to $8.1 million. Operating income increased 99% to $14.8 million during the first six months of 1998, compared to $7.4 million reported in 1997. Sales increased to $104 million, an increase of 66% over the prior year. Earnings per share for 1998 rose 85% to $.63 per share versus $.34 per share for the comparable period in 1997. Joe R. Davis, Chairman and Chief Executive Officer of Consolidated Graphics, commented, "During this recent quarter, the Company has again achieved new records for sales and profitability. Strong internal growth, coupled with our active acquisition program, has increased our current run rate revenues to over $250 million. Looking ahead, we believe the Company is well-positioned to capitalize on the strong momentum of our acquisition program and to continue improving operating results." - more - CONSOLIDATED GRAPHICS 1998 SECOND QUARTER RESULTS - 2 - Operating income margin for the second quarter was 14.3% up from 12.9% in the year ago period, and up sequentially from the 14.0% in the first quarter ended June 30, 1997. Commenting on the margin improvement, Davis added, "Our operating margins strengthened this quarter as our purchasing power continues to increase and we realize improved operating efficiencies from our investments in technology and equipment. In short, our companies are operating very well and we expect this strong performance to continue." Consolidated Graphics, Inc., is the fastest growing printing company in the United States. A consolidator in a highly fragmented industry, the Company adds value to its acquisitions through managerial and operational expertise, financial strength and economies of scale. This press release contains forward-looking statements which involve known and unknown risks, uncertainties or other factors that could cause actual results to materially differ from the results, performance or other expectations implied by these forward-looking statements. Consolidated Graphics' expectations regarding run-rate revenues assume, among other things, completion of pending acquisitions that are subject to the execution of definitive agreements, general economic conditions, continued demand for its product, the availability of raw materials at affordable prices, retention of its key management and operating personnel, as well as other factors detailed in Consolidated Graphics' filings with the Securities and Exchange Commission. --Table to Follow--- CONSOLIDATED GRAPHICS, INC. (NYSE: CGX) Financial Highlights (in thousands, except per share amounts) Quarter Ended Six Months Ended September 30, September 30, 1997 1996 1997 1996 Sales $ 53,363 $ 34,451 $104,038 $ 62,709 Cost of Sales 36,485 23,864 71,230 44,030 GROSS PROFIT 16,878 10,587 32,808 18,679 Selling Expense 5,160 3,410 10,091 6,258 General and Administrative Expense 4,066 2,722 7,946 5,014 OPERATING INCOME 7,652 4,455 14,771 7,407 Interest Expense 754 595 1,648 934 Pretax Income 6,898 3,860 13,123 6,473 Income Taxes 2,623 1,428 4,988 2,368 NET INCOME $ 4,275 $ 2,432 $ 8,135 $ 4,105 Earnings Per Share $ .33 $ .20 $ .63 $ .34 Weighted Average Shares Outstanding 13,029 12,233 12,963 12,048 # # # EX-99.2 3 EXHIBIT 99.2 FOR: Consolidated Graphics, Inc. APPROVED BY: Ronald E. Hale, Jr. Vice President & Treasurer (713) 529-4200 CONTACT: Betsy Brod/Nancy Healy Media: Stan Froelich Morgen-Walke Associates, Inc. (212) 850-5600 FOR IMMEDIATE RELEASE CONSOLIDATED GRAPHICS, INC. ANNOUNCES COMPLETION OF THE JOHN C. OTTO COMPANY ACQUISITION HOUSTON, TEXAS - October 31, 1997 - Consolidated Graphics, Inc. (NYSE:CGX) today announced that it has completed the acquisition of The Otto Companies consisting of John C. Otto Printing, Otto Educational Collaboration and The Otto Marketing Group. Terms of this transaction were not disclosed. The Otto Companies are full service marketing, communication and graphic technology providers, serving the New England and metropolitan New York markets. In business for 118 years, John C. Otto is one of the country's oldest continuously operating commercial printing companies. Jeffrey T. Spear, President of The Otto Companies since 1987, will continue to lead the companies after the merger. Joe R. Davis, Chairman and Chief Executive Officer of Consolidated Graphics, commented, "With this transaction, Consolidated Graphics makes its first entry into the New England market and bolsters its presence overall in the Northeast. Jeff Spear and his employees have worked hard to achieve their excellent reputation for customer service while becoming the fastest growing print manufacturing facility in Western Massachusetts and Connecticut." "We are very pleased that The Otto Companies have joined Consolidated Graphics. With the resources we make available to Jeff Spear and his employees, they are well-positioned to continue their strong performance in the future," Mr. Davis concluded. Consolidated Graphics is recognized as the fastest growing printing company in the United States. A consolidator in a highly fragmented industry, the Company adds value to its acquisitions through managerial and operational expertise, financial strength, and economies of scale. # # # -----END PRIVACY-ENHANCED MESSAGE-----