-----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, SuGV0x2XyDNhYDiA710KRKJdXRbOZ/OOmIldzRxROr6M9cWl/rL/MNQ3FoyrhKPT gc19F91V9+uwEVds9PEbEA== 0001104659-02-005014.txt : 20021023 0001104659-02-005014.hdr.sgml : 20021023 20021023172141 ACCESSION NUMBER: 0001104659-02-005014 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021023 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20021023 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: 1934 Act SEC FILE NUMBER: 001-12631 FILM NUMBER: 02796464 BUSINESS ADDRESS: STREET 1: 5858 WESTHEIMER STE 200 CITY: HOUSTON STATE: TX ZIP: 77057 BUSINESS PHONE: 7137870977 MAIL ADDRESS: STREET 1: 5858 WESTHEIMER STE 200 CITY: HOUSTON STATE: TX ZIP: 77057 8-K 1 j5685_8k.htm 8-K

 

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 23, 2002

 

CONSOLIDATED GRAPHICS, INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

 

TEXAS

 

0-24068

 

76-0190827

(STATE OR OTHER JURISDICTION
OF INCORPORATION)

 

(COMMISSION FILE NUMBER)

 

(I.R.S. EMPLOYER
IDENTIFICATION NO.)

 

 

5858 WESTHEIMER, SUITE 200

HOUSTON, TEXAS 77057

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)

 

 

REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 787-0977

 

 

ITEM 5.  OTHER EVENTS

 

                   On October 23, 2002, Consolidated Graphics, Inc. (the “Company”) announced its fiscal 2003 second quarter results.  A copy of the press release is attached hereto as Exhibit 99.1.

 

                   The attached press release may contain forward-looking information.  Readers are cautioned that such information involves known and unknown risks, uncertainties and other factors that could cause actual results to materially differ from the results, performance or other expectations implied by these forward looking statements.

 

 

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBIT

 

 

(A)

 

EXHIBIT

 

 

 

 

 

 

The following exhibit is filed herewith:

 

 

 

 

 

 

 

 

99.1

Press release of the Company dated October 23, 2002, related to the announcement of the Company’s fiscal 2003 second quarter results.

 

 

 

 

 

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/ G.Christopher Colville

 

 

 

 

 

G.CHRISTOPHER COLVILLE

 

 

EXECUTIVE VICE PRESIDENT,

 

 

CHIEF FINANCIAL OFFICER

 

 

AND SECRETARY

 

 

Date:  October 23, 2002

 

 

2

 EX-99.1 3 j5685_ex99d1.htm EX-99.1

EXHIBIT 99.1

 

FOR:

 

Consolidated Graphics, Inc.

 

 

 

CONTACT:

 

G. Christopher Colville

 

 

Executive Vice President/

 

 

Chief Financial Officer

 

 

Consolidated Graphics, Inc.

 

 

(713) 787-0977

 

 

 

 

 

Christine Mohrmann/Marco Lima/

 

 

Lindsay Hatton

 

 

Media: Claudine Cornelis

 

 

FD Morgen Walke

 

 

(212) 850-5600

 

FOR IMMEDIATE RELEASE

 

CONSOLIDATED GRAPHICS REPORTS SECOND QUARTER RESULTS

-Reports Record Revenue of $181.8 Million and EPS of $.40-

 

 

                HOUSTON, TEXAS — October 23, 2002 — Consolidated Graphics, Inc. (NYSE:CGX) today announced results for its second quarter ended September 30, 2002.

 

                Revenues in the September quarter were $181.8 million compared with $176.1 million in the June quarter and $160.2 million a year ago.  Net income for the quarter was $5.4 million, or $.40 per diluted share, compared with $5.1 million, or $.37 per diluted share, in the June quarter and $4.3 million, or $.32 per diluted share, including after-tax goodwill amortization expense of $1.2 million, or $.09 per diluted share, a year ago.

 

                For the six months ended September 30, 2002, total revenues were $357.9 million compared to $324.6 million for the comparable period a year ago.  Net income for the first half of this fiscal year, before the cumulative effect of a change in accounting principle reflecting the adoption of SFAS No. 142, was $10.4 million, or $.77 per diluted share, compared to $9.4 million, or $.70 per diluted share, including after-tax goodwill amortization expense of $2.3 million, or $.17 per diluted share, in the same period last year.  After giving effect to an after-tax goodwill impairment charge of $74.4 million, or $5.50 per diluted share, due to the implementation of SFAS No. 142, the Company reported a loss of $63.9 million, or $4.73 per diluted share, in the first half of this fiscal year.

 

                “We are pleased to report a record September quarter,” commented Joe R. Davis, Chairman and Chief Executive Officer.  “During the quarter, revenue grew to $181.8 million, the highest level for any quarter in the Company’s history.  This quarter’s

 -MORE-

 

 

 

CONSOLIDATED GRAPHICS REPORTS SECOND QUARTER RESULTS

 

PAGE  -2-

 

strong revenue performance was a result of year-over-year internal sales growth of 3.5% and contributions from recent acquisitions.”

 

                Mr. Davis stated, “We note that last year’s September quarter was greatly influenced by the tragic events of September 11th, therefore partially affecting the comparables for this year’s second quarter.  Nevertheless, Consolidated Graphics continues to gain market share and make significant progress toward generating sustained top- and bottom-line improvement.”

 

                Mr. Davis continued, “We are also pleased that we maintained sequential operating margins at 6.3% in the second quarter of 2003.  While operating margins remain down from prior year levels, we believe our results this quarter indicate that market conditions may have bottomed.  We remain cautious, however, about the timing of any improvement in current economic and market conditions.  For the December quarter, we expect a slight sequential decline in sales due to normal seasonality, while maintaining operating margins in line with the September quarter.  We expect the bottom-line to benefit slightly from lower interest expense.  As a result, we expect earnings in the December quarter to be approximately in line with our September quarter.”

 

                Mr. Davis concluded, “At Consolidated Graphics, we remain focused on growing market share, managing costs, and taking advantage of strategic acquisition opportunities. We have the strongest balance sheet in the industry, and we continue to position the Company for long-term growth in sales and profits.”

 

                Please join Consolidated Graphics for its live second quarter conference call at 11:00 a.m. Eastern Daylight Savings Time on October 23, 2002.  The conference call, open to all investors and potential investors, will be webcast at www.consolidatedgraphics.com.  Please go to our website and click on investor relations and conference calls.

 

Consolidated Graphics, Inc. is the largest sheet-fed and half-web commercial printing company in the United States.  Through locations in 25 states, the Company produces high-quality customized printed materials for a broad customer base that includes many of the most recognized companies in the country.  Consolidated Graphics also offers an extensive and growing range of digital and Internet-based services and solutions marketed through CGXmedia.  Consolidated Graphics is focused on adding value to its operating companies by providing financial and operational strengths, management support and technological advantages associated with a national organization.  For more information, visit the Company’s Web site at www.consolidatedgraphics.com.

 

#   #   #

 

 

CONSOLIDATED GRAPHICS REPORTS SECOND QUARTER RESULTS

 

PAGE  -3-

 

 

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 future sales and profitability assume, among other things, stability in the economy and reasonable growth in the demand for its products, the continued 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.   The forward-looking statements, assumptions and factors stated or referred to in this press release are based on information available to Consolidated Graphics today.  Consolidated Graphics expressly disclaims any duty to provide updates to these forward-looking statements, assumptions and other factors after the day of this release to reflect the occurrence of events or circumstances or changes in expectations.

 

 

(Table to Follow)

 

 

CONSOLIDATED GRAPHICS REPORTS SECOND QUARTER RESULTS

 

PAGE  -4-

 

CONSOLIDATED GRAPHICS, INC.

Consolidated Income Statement

(In thousands, except per share amounts)

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

September 30,

 

September 30,

 

 

 

2002

 

2001

 

2002

 

2001

 

 

 

 

 

 

 

 

 

 

 

Sales

 

$

 181,774

 

$

 160,157

 

$

 357,878 

 

$

 324,592

 

Cost of sales

 

137,762

 

118,279

 

270,416

 

238,882

 

Gross profit

 

44,012

 

41,878

 

87,462

 

85,710

 

Selling expense

 

19,660

 

16,897

 

39,112

 

34,061

 

General and administrative expense

 

12,935

 

12,315

 

25,924

 

24,572

 

Amortization of goodwill

 

—

 

1,345

 

—

 

2,679

 

Operating income

 

11,417

 

11,321

 

22,426

 

24,398

 

Interest expense, net

 

2,732

 

4,154

 

5,590

 

8,764

 

Income before taxes and accounting change

 

 8,685

 

7,167

 

16,836

 

15,634

 

Income Taxes

 

3,300

 

2,867

 

6,398

 

6,254

 

Income before accounting change

 

5,385

 

4,300

 

10,438

 

9,380

 

Cumulative effect of accounting change

 

—

 

—

 

74,376

 

—

 

Net income (loss)

 

$

 5,385

 

$

 4,300

 

($63,938

)

$

 9,380

 

 

 

 

 

 

 

 

 

 

 

Earnings per share — before accounting change

 

 

 

 

 

 

 

 

 

Basic

 

$

 .41

 

$

 .33

 

$

 .79

 

$

 .72

 

Diluted

 

$

 .40

 

$

 .32

 

$

 .77

 

$

 .70

 

 

 

 

 

 

 

 

 

 

 

Earnings per share — after accounting change

 

 

 

 

 

 

 

 

 

Basic

 

$

 .41

 

$

 .33

 

($4.84

)

$

 .72

 

Diluted

 

$

 .40

 

$

 .32

 

($4.73

)

$

 .70

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

13,215

 

13,058

 

13,212

 

13,054

 

Diluted

 

13,465

 

13,438

 

13,528

 

13,334

 

 

 

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