10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

FORM 10-Q

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2013

OR

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES

EXCHANGE ACT OF 1934

For the transition period from  ________ to ________

Commission file number 0-01097

THE STANDARD REGISTER COMPANY

(Exact name of Registrant as specified in its charter)

OHIO	31-0455440
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)
600 ALBANY STREET, DAYTON OHIO	45417
(Address of principal executive offices)	(Zip code)
(937) 221-1000
(Registrant’s telephone number, including area code)

SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT

Common stock $1.00 par value	New York Stock Exchange
Title of each class	Name of each exchange
	on which registered

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes [X]  No[  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes [X]  No[  ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [X]

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, or a smaller reporting company.   See definition of “accelerated filer,” “large accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [  ]	Accelerated filer [  ]
Non-accelerated filer [  ] (Do not check if a smaller reporting company)	Smaller reporting company [X]

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act).  Yes [  ]  No [X]

At June 30, 2013, the number of shares outstanding of the issuer’s classes of common stock is as follows:

Common stock, $1.00 par value	5,229,793 shares
Class A stock, $1.00 par value	944,996 shares

The Standard Register Company

Form 10-Q

For the Quarter Ended June 30, 2013

TABLE OF CONTENTS

	Part I - Financial Information		Page
Item 1.	Consolidated Financial Statements (Unaudited)		3
		Consolidated Statements of Income for the 13 and 26-Week Periods Ended June 30, 2013 and July 1, 2012	3
		Consolidated Statements of Comprehensive Income for the 13 and 26-Week Periods Ended June 30, 2013 and July 1, 2012	4
		Consolidated Balance Sheets as of June 30, 2013 and December 30, 2012	5
		Consolidated Statements of Cash Flows for the 26-Week Periods Ended June 30, 2013 and July 1, 2012	7
		Notes to Consolidated Financial Statements	8
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations		14
Item 3.	Qualitative and Quantitative Disclosures About Market Risk		21
Item 4.	Controls and Procedures		21
	Part II - Other Information
Item 1.	Legal Proceedings		22
Item 1A.	Risk Factors		22
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds		22
Item 3.	Defaults Upon Senior Securities		22
Item 4.	Mine Safety Disclosures		22
Item 5.	Other Information		22
Item 6.	Exhibits		23
Signature			23

PART I - FINANCIAL INFORMATION

THE STANDARD REGISTER COMPANY

CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(In thousands, except per share amounts)

	13 Weeks Ended						26 Weeks Ended
	June 30, 2013			July 1, 2012			June 30, 2013			July 1, 2012
REVENUE
Products	$	120,431		$	135,376		$	245,691		$	274,232
Services	16,386			19,691			32,746			38,484
Total revenue	136,817			155,067			278,437			312,716
COST OF SALES
Products	88,233			97,221			178,674			195,299
Services	9,529			11,252			18,788			22,622
Total cost of sales	97,762			108,473			197,462			217,921
GROSS MARGIN	39,055			46,594			80,975			94,795
OPERATING EXPENSES
Selling, general and administrative	42,794			45,380			85,386			95,595
Pension settlement	—			—			—			983
Restructuring and other exit costs	193			1,490			819			2,612
Total operating expenses	42,987			46,870			86,205			99,190
LOSS FROM OPERATIONS	(3,932		)	(276		)	(5,230		)	(4,395		)
OTHER INCOME (EXPENSE)
Interest expense	(530		)	(685		)	(1,154		)	(1,389		)
Other income	59			23			58			39
Total other expense	(471		)	(662		)	(1,096		)	(1,350		)
LOSS BEFORE INCOME TAXES	(4,403		)	(938		)	(6,326		)	(5,745		)
INCOME TAX EXPENSE	307			197			434			502
NET LOSS	$	(4,710	)	$	(1,135	)	$	(6,760	)	$	(6,247	)
BASIC AND DILUTED LOSS PER SHARE	$	(0.80	)	$	(0.19	)	$	(1.15	)	$	(1.07	)
Dividends per share declared for the period	$	—		$	—		$	—		$	0.25

See accompanying notes.

3

THE STANDARD REGISTER COMPANY

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(In thousands, except per share amounts)

	13 Weeks Ended						26 Weeks Ended
	June 30, 2013			July 1, 2012			June 30, 2013			July 1, 2012
NET LOSS	$	(4,710	)	$	(1,135	)	$	(6,760	)	$	(6,247	)
Other comprehensive income, net of tax:
Actuarial loss	—			—			—			(392		)
Actuarial loss reclassification	6,898			5,773			13,796			12,168
Cumulative translation adjustment	(262		)	250			(16		)	67
Total other comprehensive income, net of tax	$	6,636		$	6,023		$	13,780		$	11,843
COMPREHENSIVE INCOME	$	1,926		$	4,888		$	7,020		$	5,596

See accompanying notes.

4

THE STANDARD REGISTER COMPANY

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share amounts)

A S S E T S	June 30, 2013		December 30, 2012
	(Unaudited)
CURRENT ASSETS
Cash and cash equivalents	$	481	$	1,012
Accounts receivable, net of allowance of $2,270 and $2,312	99,423		104,513
Inventories, net	41,930		44,281
Prepaid expense	10,398		9,248
Total current assets	152,232		159,054
PLANT AND EQUIPMENT
Land	1,900		1,900
Buildings and improvements	64,791		65,259
Machinery and equipment	181,188		182,830
Office equipment	157,905		156,596
Construction in progress	7,403		2,886
Total	413,187		409,471
Less accumulated depreciation	356,877		350,548
Total plant and equipment, net	56,310		58,923
OTHER ASSETS
Goodwill	7,456		7,456
Intangible assets, net	5,453		5,933
Deferred tax asset	22,765		22,765
Other	5,384		5,773
Total assets	$	249,600	$	259,904

See accompanying notes.

5

THE STANDARD REGISTER COMPANY

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share amounts)

LIABILITIES AND SHAREHOLDERS' DEFICIT	June 30, 2013			December 30, 2012
	(Unaudited)
CURRENT LIABILITIES
Current portion of long-term debt	$	2,792		$	2,361
Accounts payable	31,790			29,237
Other current liabilities	38,419			43,234
Total current liabilities	73,001			74,832
LONG-TERM LIABILITIES
Long-term debt	46,244			49,159
Pension benefit liability	239,410			252,665
Deferred compensation	2,907			3,498
Environmental liabilities	3,892			3,986
Other long-term liabilities	3,009			2,624
Total long-term liabilities	295,462			311,932
COMMITMENTS AND CONTINGENCIES - See Note 11
SHAREHOLDERS' DEFICIT
Common stock, $1.00 par value:
Authorized 101,000 shares; Issued 7,006 and 6,922 shares	7,006			6,922
Class A stock, $1.00 par value: Authorized 9,450 shares; Issued 945 shares	945			945
Capital in excess of par value	92,159			91,266
Accumulated other comprehensive loss	(217,838		)	(231,618		)
Retained earnings	49,101			55,861
Treasury stock at cost: 2,021 shares	(50,236		)	(50,236		)
Total shareholders' deficit	(118,863		)	(126,860		)
Total liabilities and shareholders' deficit	$	249,600		$	259,904

See accompanying notes.

6

THE STANDARD REGISTER COMPANY

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

	26 Weeks Ended
	June 30, 2013			July 1, 2012
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(6,760	)	$	(6,247	)
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation and amortization	10,004			11,970
Restructuring and other exit costs	819			2,612
Pension benefit cost	12,484			11,360
Other	1,214			1,595
Changes in operating assets and liabilities:
Accounts and notes receivable	4,847			4,470
Inventories	2,351			(642		)
Restructuring payments	(1,329		)	(3,646		)
Accounts payable and other current liabilities	(1,682		)	340
Pension contributions	(11,943		)	(16,740		)
Other assets and liabilities	(1,186		)	(1,864		)
Net cash provided by operating activities	8,819			3,208
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to plant and equipment	(6,301		)	(1,239		)
Proceeds from sale of equipment	88			64
Net cash used in investing activities	(6,213		)	(1,175		)
CASH FLOWS FROM FINANCING ACTIVITIES
Net change in borrowings under revolving credit facility	(1,729		)	(55		)
Principal payments on long-term debt	(1,193		)	(1,352		)
Dividends paid	—			(1,500		)
Other	(200		)	(5		)
Net cash used in financing activities	(3,122		)	(2,912		)
Effect of exchange rate changes on cash	(15		)	66
NET DECREASE IN CASH AND CASH EQUIVALENTS	(531		)	(813		)
Cash and cash equivalents at beginning of period	1,012			1,569
CASH AND CASH EQUIVALENTS AT END OF PERIOD	$	481		$	756
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Capital leases and additions to short term notes payable	$	638		$	—

See accompanying notes.

7

THE STANDARD REGISTER COMPANY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Dollars in thousands, except per share amounts)

NOTE 1 – BASIS OF PRESENTATION

The accompanying consolidated financial statements include the accounts of The Standard Register Company and its wholly-owned subsidiaries (collectively, the Company) after elimination of intercompany transactions, profits, and balances. The consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required for complete annual financial statements and should be read in conjunction with the Company's audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 30, 2012 (Annual Report). In our opinion, all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation have been included. The results for interim periods are not necessarily indicative of trends or of results to be expected for a full year.

Certain prior-year amounts have been reclassified to conform to the current-year presentation.

NOTE 2 – REVERSE STOCK SPLIT

On April 25, 2013, our shareholders approved a 1-for-5 reverse stock split of our outstanding shares of Common and Class A Stock that became effective May 9, 2013. This resulted in a reduction of our Common Stock issued from 26,947,892 shares to 7,006,413 shares, and a reduction in our Class A Stock issued from 4,725,000 shares to 944,996 shares on that date. The reverse stock split affected all shareholders of the Company's stock uniformly, but did not materially affect any shareholder’s percentage of ownership interest. The par value of our Common Stock and Class A Stock remains unchanged at $1.00 per share and the number of authorized shares and treasury shares remains the same after the reverse stock split.

As the par value per share of the Company's stock remained unchanged at $1.00 per share, $23,721 was reclassified to capital in excess of par value. In connection with this reverse stock split, the number of shares of Common Stock underlying outstanding share-based awards was also proportionately reduced while the exercise prices of stock options were proportionately increased. All references to shares of common stock and per share data for all periods presented in the accompanying financial statements and notes thereto have been adjusted to reflect the reverse stock split on a retroactive basis.

NOTE 3 – RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

In 2013, we adopted Accounting Standards Update (ASU) 2013-2, which requires additional disclosure of information related to changes in our accumulated other comprehensive loss by component and significant items reclassified out of our accumulated other comprehensive loss.

Changes in accumulated other comprehensive loss, net of deferred taxes, for the year-to-date period ended June 30, 2013 consist of the following:

	Foreign Currency Translation			Defined Benefit Pension Plans			Total
Balance beginning of period	$	(192	)	$	(231,426	)	$	(231,618	)
Other comprehensive income before reclassifications	(16		)	—			(16		)
Amounts reclassified from accumulated other comprehensive loss	—			13,796			13,796
Net current-period other comprehensive income	(16		)	13,796			13,780
Balance end of period	$	(208	)	$	(217,630	)	$	(217,838	)

During the 13 and 26-week periods ended June 30, 2013, $6,898 and $13,796 of net actuarial loss was amortized from accumulated other comprehensive loss into net periodic benefit cost (see Note 9 Pension Plans). Because of the valuation allowance against our deferred tax assets, there was no federal or state income-based tax expense or benefit related to amounts recorded to or reclassified out of accumulated other comprehensive loss.

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NOTE 4 – RESTRUCTURING AND OTHER EXIT COSTS

In late 2011, we developed a strategic restructuring program that was announced in January 2012. Costs of the two-year program include employee separation costs for severance related to the workforce reductions, contract exit and termination costs related to lease terminations, and other associated exit costs that include fees to third parties to assist with the program implementation and certain costs related to implementation of an ERP system that will replace select software applications. In 2013, we reversed a portion of previously accrued severance due to lower than expected costs.

Components of the restructuring and other exit costs consist of the following:

	Total Expected Costs		Total 2013 Expense			Cumulative To-Date Expense
Employee separation costs	$	6,046	$	(131	)	$	6,046
Contract exit and termination costs	557		24			271
Other associated exit costs	3,500		146			3,471
Total	$	10,103	$	39		$	9,788

In 2013 we opened a new digital print and distribution center. To take full advantage of the enhanced capabilities and to support customer requirements, some operations from existing facilities will be transferred to the new center. While certain facilities will close at the end of their current lease term, the company will maintain local presence in the current manufacturing and distribution network to meet customer needs, but in a smaller footprint. Costs of the initiative include employee separation costs for severance and relocation expense as we move a portion of our operations to the new facility and other associated exit costs, primarily for equipment and inventory relocation.

Components of the restructuring and other exit costs consist of the following:

	Total Expected Costs		Total 2013 Expense		Cumulative To-Date Expense
Employee separation costs	$	875	$	608	$	608
Other associated exit costs	1,725		172		172
Total	$	2,600	$	780	$	780

Restructuring and other exit costs in 2012 also included costs from a completed restructuring plan that were required to be expensed as incurred. These amounts were not material.

Restructuring Liability

A summary of activity in the restructuring liability is as follows:

	Balance 2012		Accrued in 2013		Incurred in 2013			Reversed in 2013			Balance 2013
Employee separation costs	$	1,350	$	608	$	(966	)	$	(131	)	$	861
Contract exit and termination costs	21		—		(21		)	—			—
Total	$	1,371	$	608	$	(987	)	$	(131	)	$	861

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NOTE 5 – OTHER CURRENT LIABILITIES

Other current liabilities consist of the following:

	June 30, 2013		December 30, 2012
Accrued compensation	$	12,364	$	13,996
Deferred revenue	4,820		6,020
Accrued non-income taxes	3,779		3,885
Current portion of pension	2,058		2,058
Accrued customer rebates	4,184		4,814
Other current liabilities	11,214		12,461
Total	$	38,419	$	43,234

NOTE 6 – LONG TERM DEBT

On August 1, 2013, the Company entered into an amended and restated loan and security agreement (Revolving Credit Facility) which amended the terms of the Company’s existing $100,000 senior secured revolving credit facility that would have matured in March 2014. The Revolving Credit Facility provides for borrowings up to $125,000 through August 1, 2018. At the time of amendment of the Company’s existing revolving credit facility, $47,118 was outstanding. This amount was immediately transferred to the Revolving Credit Facility.

The Revolving Credit Facility is secured by accounts receivable, inventories, fixed assets, and certain other assets. The Revolving Credit Facility contains a fixed charge coverage covenant test that becomes applicable if the sum of available unborrowed credit plus certain cash balances falls below 12.5% of aggregate commitments or $12,500, whichever is greater.

The Revolving Credit Facility provides for the payment of interest on amounts borrowed under both London Interbank Offered Rate (LIBOR) contracts and base rate loans. Payment of interest on LIBOR contracts is at an annual rate equal to the LIBOR rate plus 1.75% to 2.25% based on our level of liquidity. Payment of interest on base rate loans is based on the prime rate plus .75% to 1.25% based upon our level of liquidity. We are also required to pay a fee on the unused portion of the Revolving Credit Facility payable at an annual rate of .25% if the unused portion is less than 50% of the aggregate commitment or .375% if the unused portion is greater than or equal to 50% of the aggregate commitment.

NOTE 7 – EARNINGS PER SHARE

The number of shares outstanding for calculation of earnings per share (EPS) is as follows:

	13 Weeks Ended		26 Weeks Ended
(Shares in thousands)	June 30, 2013	July 1, 2012	June 30, 2013	July 1, 2012
Weighted-average shares outstanding - basic and diluted	5,925	5,840	5,898	5,831

Due to the net loss incurred for the 13 and 26-week periods ending on June 30, 2013, and July 1, 2012, no outstanding options or nonvested shares were included in the diluted EPS computation because they would automatically result in anti-dilution.

NOTE 8 – SHARE-BASED COMPENSATION

Total share-based compensation expense was $507 and $590 for the 13-week periods ended June 30, 2013, and July 1, 2012. Total share-based compensation expense was $976 and $1,292 for the 26-week periods ended June 30, 2013 and July 1, 2012.

On August 7, 2013, the Company awarded 217,807 shares of performance-based restricted stock and 112,243 shares of service-based restricted stock.

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NOTE 9 – PENSION PLANS

Net periodic benefit cost includes the following components:

	13 Weeks Ended						26 Weeks Ended
	June 30, 2013			July 1, 2012			June 30, 2013			July 1, 2012
Interest cost	$	4,552		$	5,028		$	9,104		$	10,070
Expected return on plan assets	(5,208		)	(5,625		)	(10,416		)	(11,251		)
Amortization of net actuarial losses	6,898			5,773			13,796			11,558
Settlement loss	—			—			—			983
Total	$	6,242		$	5,176		$	12,484		$	11,360

As a result of associates retiring in 2012 and electing a lump-sum payment of their pension benefits under our non-qualified retirement plan, we recognized a non-cash settlement loss during the first quarter of 2012. A pension settlement is recorded when the total lump sum payments for a year exceed total service and interest costs to be recognized for that year. As part of the settlement, we recognized a pro-rata portion of the unrecognized net losses included in accumulated other comprehensive loss equal to the percentage reduction in the pension benefit obligation.

NOTE 10 – SEGMENT REPORTING

Information about our operations by reportable segment for the 13-week periods ended June 30, 2013 and July 1, 2012 is as follows:

		Healthcare		Business Solutions		Total
Revenue from external customers	2013	$	48,176	$	88,641	$	136,817
	2012	54,763		100,304		155,067
Operating income	2013	$	1,769	$	894	$	2,663
	2012	3,774		2,613		6,387

Information about our operations by reportable segment for the 26-week periods ended June 30, 2013 and July 1, 2012 is as follows:

		Healthcare		Business Solutions		Total
Revenue from external customers	2013	$	97,671	$	180,766	$	278,437
	2012	111,813		200,903		312,716
Operating income	2013	$	3,905	$	3,828	$	7,733
	2012	6,342		3,285		9,627

Reconciling information between reportable segments and our consolidated financial statements is as follows:

	13 Weeks Ended						26 Weeks Ended
	June 30, 2013			July 1, 2012			June 30, 2013			July 1, 2012
Segment operating income	$	2,663		$	6,387		$	7,733		$	9,627
Restructuring and other exit costs	(193		)	(1,490		)	(819		)	(2,612		)
Net pension periodic benefit cost	(6,242		)	(5,176		)	(12,484		)	(11,360		)
Other unallocated	(160		)	3			340			(50		)
Total other expense	(471		)	(662		)	(1,096		)	(1,350		)
Loss before income taxes	$	(4,403	)	$	(938	)	$	(6,326	)	$	(5,745	)

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NOTE 11 – COMMITMENTS AND CONTINGENCIES

In March 2013, we entered into an operating lease for a new digital print and distribution center. The term of the lease is seven years but includes an exit right after five years with payment of an exit fee. Payments under the lease are approximately $1,400 per year and began April 1, 2013.

Contingencies

The Company has participated with other Potentially Responsible Parties (“PRPs”) in the investigation, study, and remediation of the Pasco Sanitary Landfill Superfund Site (the “Pasco Site”) in eastern Washington State since 1998. The Company was a member of a PRP Group known as the Industrial Waste Area Generators Group II (the “IWAG Group”). In 2000, the IWAG Group and several other PRP groups entered into agreed orders with the Department of Ecology for implementation of interim remedial actions and expansion of groundwater monitoring. In September 2010, the group entered into a new agreement creating the IWAG Group III. The new agreement changed the allocation of responsibility among the members, which resulted in a significant decrease in our level of participation. Based upon new investigations, it was also deemed probable that the level of participation by certain other PRPs would increase for costs expected to be incurred after 2010. At this time, an agreement has not yet been reached on the final remediation approach. We have accrued our best estimate of our obligation and have an undiscounted long-term liability of $1,185 that we currently believe is adequate to cover our portion of the total future potential costs of remediation. We expect the costs to be incurred over a period of 60 years; however, the current proposed remediation approach could require monitoring for a longer period of time. This estimate is contingent upon the final remedy agreed upon, the participation of other PRPs not currently in the IWAG Group III, the length of monitoring required, and the final agreed upon allocation. Until a final remediation approach is approved and a final agreement is reached among all PRPs, it is reasonably possible that one or more of these factors could change our estimate; however, we are unable to determine the impact at this time.

The Company participates with other PRPs in the investigation, study, and remediation of the Valleycrest Landfill Site (the “Valleycrest Site”) in western Ohio. The Company is a member of a PRP Group known as the Valleycrest Landfill Site Group (the “VLSG”). A remedial investigation and feasibility study was conducted by the VLSG which indicated a range of viable remedial approaches. At this time, a final remediation approach has not been selected, and we have accrued the estimate of our obligation based on the most likely approach being considered by the U.S. Environmental Protection Agency. We have an undiscounted long-term liability of $2,382 that we currently believe is adequate to cover our portion of the total future potential costs of remediation, which are expected to be incurred over a period of 30 years. This estimate is contingent upon the final remedy agreed upon, the participation of other PRPs not currently in the VLSG, and the final agreed upon allocation. Until a final remediation approach is approved and a final agreement is reached among all PRPs, it is reasonably possible that one or more of these factors could change our estimate; however, we are unable to determine the impact at this time.

NOTE 12 – FAIR VALUE MEASUREMENTS

We have financial assets and liabilities that are not recorded at fair value but which require disclosure of their fair value. The carrying value of cash equivalents approximates fair value due to the short-term maturity of these instruments and is not material. The carrying value of outstanding amounts under our secured revolving credit facility and capital lease obligation approximate fair value based on currently available market rates.

NOTE 13 – INCOME TAXES

Because of the valuation allowance against our deferred tax assets, there was no federal or state income-based tax expense or benefit. Tax expense for 2013 and 2012 reflects state tax liabilities derived from a tax base other than net income and foreign taxes in Mexico.

NOTE 14 – SUBSEQUENT EVENTS

On August 1, 2013, the Company acquired all of the outstanding membership interests of WorkflowOne, LLC (WorkflowOne) for an aggregate purchase price of one dollar. In connection with the acquisition, the Company also assumed $210,000 of WorkflowOne's existing debt under two secured credit facilities, as described below, and issued warrants that will be convertible into 2,654,952 shares of the Company's Common Stock, subject to shareholder approval. The warrants are exercisable beginning on the first business day after the date of obtaining shareholder approval and ending three months after the date of obtaining such approval. The per share exercise price of each warrant is $0.00001.

WorkflowOne provides printing, document management, distribution and marketing services to a large customer base and will initially operate as a subsidiary of Standard Register. The acquisition advances the Company's revenue position, enhances its

12

product and solutions portfolio, broadens its customer base, improves its cost structure, and provides greater financial flexibility and stability. We expect to achieve approximately $40,000 in annual savings when the integration of the two companies is complete. We also expect to incur future material restructuring charges in conjunction with the integration; however our plan has not yet been finalized.

Debt assumed under the First Lien Credit Facility was approximately $124,000 and is secured by substantially all of the assets of the combined companies. Quarterly payments of $2,500 are due beginning September 2014 with additional mandatory payments due based on a percentage of excess cash flow and certain other events. The full unpaid principal amount is due on August 1, 2018. The debt will bear interest at an adjusted LIBOR plus 7.00%.

Debt assumed under the Second Lien Credit Facility was approximately $86,000 and is secured by substantially all of the assets of the combined companies. Upon the termination of the First Lien Credit Facility, mandatory payments are due based on a percentage of excess cash flow and certain other events. The full unpaid principal amount is due on February 1, 2020. The debt will bear interest at an adjusted LIBOR plus 8.65%.

In addition, the Company issued $10,000 of non-interest bearing “Tranche B Second Lien Term Loans.” The final working capital amount will be calculated within 40 business days of August 1, 2013 and will determine whether this debt will be cancelled for no consideration, funded with cash placed in escrow by the seller, or a combination of the two options.

Due to the timing of the acquisition, the initial accounting for the acquisition is not yet complete and as a result, certain required disclosures cannot yet be made.

13

Item 2 – MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (Dollars in millions, except per share amounts)

FORWARD-LOOKING INFORMATION

This report includes forward-looking statements covered by the Private Securities Litigation Reform Act of 1995. A forward-looking statement is neither a prediction nor a guarantee of future events or circumstances, and those future events or circumstances may not occur. Forward-looking statements include statements in which we use words such as "anticipates," "projects," "expects," "plans," "intends," "believes," "estimates," "targets," and other similar expressions that indicate trends and future events. Among other things, all statements regarding expectations related to the following are forward-looking statements that involve certain risks and uncertainties:

• decline in traditional print and related services

• adoption of electronic health records (EHR)

• expansion in our solutions

• future pension funding requirements and amortization of actuarial gains and losses

• investing in our employees

• 2013 priorities

• future financial condition, revenue trends, and cash flows

• projected costs or cost savings related to our restructuring plans

• ability to realize deferred tax assets

• 2013 capital expenditures

• business strategy.

Because forward-looking statements deal with future events, actual results for fiscal year 2013 and beyond could differ materially from our current expectations depending on a variety of factors including, but not limited to:

• our access to capital for expanding our solutions

• the pace at which digital technologies and EHR adoption erode the demand for certain products and services

• the success of our plans to deal with the threats and opportunities brought by digital technology and EHR adoption

• results of cost-containment strategies and restructuring programs

• our ability to attract and retain key personnel

• variation in demand and acceptance of the Company's products and services

• frequency, magnitude, and timing of paper and other raw material price changes

• timing of the completion and integration of acquisitions

• general business and economic conditions beyond our control

• consequences of competitive factors in the marketplace including the ability to attract and retain customers.

These forward-looking statements are based on current expectations and estimates. We cannot assure that such expectations will prove to be correct. The Company undertakes no obligation to update forward-looking statements as a result of new information, since these statements may no longer be accurate or timely. You should read this Management's Discussion and Analysis in conjunction with the financial statements and related notes included in this Quarterly Report on Form 10-Q (Quarterly Report) and included on Form 10-K for the year ended December 30, 2012 (Annual Report).

This Management's Discussion and Analysis includes the following sections:

• Critical Accounting Policies and Estimates – An update on the discussion provided in our Annual Report of the accounting policies that require our most critical judgments and estimates.

• Results of Operations – An analysis of consolidated results of operations and segment results for the second quarter and first half of 2013 as compared with the same period of 2012.

• Liquidity and Capital Resources – An analysis of cash flows and a discussion of our financial condition. 

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CRITICAL ACCOUNTING POLICIES AND ESTIMATES

In preparing the accompanying unaudited financial statements and accounting for the underlying transactions and balances, we applied the accounting policies disclosed in the Notes to the Consolidated Financial Statements contained in our Annual Report. Preparation of these unaudited financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Although we believe our estimates and assumptions are reasonable, they are based on information presently available and actual results may differ significantly from those estimates. For a detailed discussion of these critical accounting estimates, see the Management's Discussion and Analysis included in our Annual Report. The following is a discussion of changes to those estimates in 2013. We have discussed the development and selection of the critical accounting policies and the related disclosures included in this Quarterly Report with the Audit Committee of our Board of Directors.

Goodwill

We perform our annual impairment test of goodwill for all our reporting units in the second quarter or more frequently if events or circumstances indicate a potential impairment. The annual impairment test is a two-step process. The first step in the impairment test requires us to compare the fair value of the reporting units to the carrying value of the assets assigned to those reporting units, including goodwill. If the fair value exceeds the carrying value, goodwill is not impaired and no further testing is performed. If the carrying amount of a reporting unit exceeds the estimated fair value, step two is completed to determine the amount of the impairment loss.

Quoted stock market prices are not available for our reporting units. Therefore, we follow an income approach utilizing a discounted cash flow methodology in order to determine the fair value of our reporting units. This approach requires us to make significant estimates and assumptions, including revenue growth rates and operating margins used to calculate projected future cash flows, risk-adjusted discount rates, and future economic and market conditions. In addition, we make certain judgments and assumptions in allocating shared assets and liabilities to determine the carrying values for each of our reporting units. Though we believe our assumptions are reasonable, actual results could be different from those assumed in our forecasts. Key assumptions used in our fair value calculations include:

• Revenue and cost assumptions: We use our internal forecasts to estimate future cash flows which are based on both historical information and our most recent view of the long-term outlook for each reporting unit derived from the Company's current strategic plan. We calculate multiple outcomes which are weighted to arrive at an overall projected cash flow. Across all outcomes we assume a terminal growth rate of 0%.

• Discount rate determination: We use an industry weighted-average cost of capital that reflects the weighted average return on debt and equity of our peer group from a market participant perspective.

The results of our impairment test indicate that the fair values of our reporting units are greater than their carrying value and no goodwill impairment is indicated. In addition to calculating a range of possible outcomes, sensitivity analysis is performed to understand the relative impact of the key assumptions used in our calculations. If our estimate of expected cash flows had been 10% lower, or if we increased the discount rate 1%, the expected future cash flows would still have exceeded the carrying value of the assets, including goodwill.

15

RESULTS OF OPERATIONS

The discussion that follows provides information which we believe is relevant to an understanding of our consolidated results of operations, supplemented by a discussion of segment results where appropriate.  We are providing detail of revenue for each of our solutions which we believe is relevant to an understanding of our results of operations. Further discussion of our solutions is contained under the caption "Business" in Item 1 of our 2012 Annual Report.

Consolidated Results

The following table presents “Non-GAAP net income,” which is a non-GAAP financial measure and represents net income excluding pension loss amortization, pension settlements, restructuring charges, and certain adjustments to the deferred tax valuation allowance. Generally, a non-GAAP financial measure is a numerical measure of a company's performance, financial position, or cash flows where amounts are either excluded or included not in accordance with generally accepted accounting principles. The presentation of non-GAAP information is not meant to be considered in isolation or as a substitute for results prepared in accordance with accounting principles generally accepted in the United States. We believe that this non-GAAP financial measure provides a more complete understanding of our current underlying operating performance, a clearer comparison of current period results with past reports of financial performance, and greater transparency regarding information used by management in its decision making. This presentation is similar to the manner in which our Board of Directors internally evaluates performance.

The following table reconciles our consolidated net loss to net income presented on a non-GAAP basis.

	13 Weeks Ended							26 Weeks Ended
	June 30, 2013			July 1, 2012			% Change	June 30, 2013			July 1, 2012			% Change
Revenue	$	136.8		$	155.1		(11.8)%	$	278.4		$	312.7		(11.0	)%
Cost of sales	97.8			108.5			(9.9)%	197.5			217.9			(9.4	)%
Gross margin	39.0			46.6			(16.3)%	80.9			94.8			(14.7	)%
Gross margin % of sales	28.5		%	30.0		%		29.1		%	30.3		%
SG&A expense	42.8			45.4			(5.7)%	85.4			95.6			(10.7	)%
Pension settlements	—			—				—			1.0
Restructuring	0.2			1.5				0.8			2.6
Other expense, net	0.5			0.6				1.1			1.3
Loss before taxes	(4.5		)	(0.9		)		(6.4		)	(5.7		)
Income tax expense	0.3			0.2				0.4			0.5
Net loss	$	(4.8	)	$	(1.1	)		$	(6.8	)	$	(6.2	)
Non-GAAP net income:
Net loss	$	(4.8	)	$	(1.1	)		$	(6.8	)	$	(6.2	)
Adjustments:
Deferred tax valuation allowance	1.9			0.6				2.7			2.8
Pension loss amortization	6.9			5.7				13.8			11.5
Pension settlements	—			—				—			1.0
Restructuring	0.2			1.5				0.8			2.6
Tax effect of adjustments (at statutory tax rates)	(2.7		)	(2.9		)		(5.7		)	(6.0		)
Non-GAAP net income	$	1.5		$	3.8			$	4.8		$	5.7

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Revenue

The following table quantifies, on a percentage basis, the estimated impact of key factors that contribute to the increase or decrease in consolidated revenue:

Percent Change Q2 2013 vs. Q2 2012						Percent Change YTD 2013 vs. YTD 2012
Units		Price & Product Mix		Total		Units		Price & Product Mix		Total
(11	)%	(1	)%	(12	)%	(10	)%	(1	)%	(11	)%

The decline in revenue for the first half of 2013 over the same period in 2012 is primarily due to the net unit decrease. This is occurring most prominently within marketing solutions and document management. Our transactional documents and clinical forms along with the related freight and storage services, which are primarily included within document management, continue to see decline in demand. In addition, a previously discussed financial customer is significantly impacting marketing communications and document management through a decrease in order volume of $11.4 million when compared to the first half of 2012. Revenue from marketing communications was impacted by a decline in same customer sales, including decreases due to one-time sales in the first half of 2012.

We expect the decline in revenue to slow during the rest of 2013.

The following table quantifies the changes in consolidated revenue for each of our solutions:

	Quarter					Year-to-Date
	2013		% Chg	2012		2013		% Chg	2012
Marketing Communications	$	37.8	(15.2)%	$	44.6	$	74.4	(16.2)%	$	88.8
Customer Communications	7.2		(10.0)%	8.0		14.9		(7.5)%	16.1
Product Marking and Labeling	21.7		(6.5)%	23.2		43.8		(2.4)%	44.9
Patient Identification and Safety	7.9		(10.2)%	8.8		15.9		(8.1)%	17.3
Patient Information Solutions	4.1		5.1%	3.9		8.3		15.3%	7.2
Document Management	58.1		(12.8)%	66.6		121.1		(12.5)%	138.4
	$	136.8	(11.8)%	$	155.1	$	278.4	(11.0)%	$	312.7

Cost of Sales and Gross Margin

Cost of sales decreased in the first half of 2013 when compared with the same period of 2012, primarily due to lower unit sales volume. Gross margin as a percent of revenue decreased during the quarter and year-to-date due to lower unit volume reducing the absorption of fixed costs, pricing pressures, and increased costs associated with newly-acquired customers. This impact is being partially offset by savings from our restructuring activities as well ongoing cost saving initiatives, which have allowed us to more closely match our cost structure to our reduced volume.

Selling, General and Administrative Expense

SG&A expense for the first half of 2013 was lower by $10.2 million or approximately 10.7 percent when compared with the first half of 2012. This decrease reflects the savings from our 2011 restructuring plan as well as additional cost saving initiatives. We are seeing savings primarily in the areas of compensation and employee-related expenses, benefits, and facility costs. A portion of these savings was offset by an increase in amortization of pension actuarial losses of $2.2 million over the first half of 2012.

Restructuring and Other Exit Costs

In late 2011, we developed a strategic restructuring program that was announced in January 2012. When fully implemented at the end of 2013, the restructuring program is expected to result in an estimated $60 million of savings annually. Our current estimate of total costs is approximately $10 million, all but $0.3 million of which has already been recorded to restructuring expense to date.

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In 2013 we opened a new digital print and distribution center. To take full advantage of the enhanced capabilities and to support customer requirements, some operations from existing facilities will be transferred to the new center. While certain facilities will close at the end of their current lease term, the company will maintain local presence in the current manufacturing and distribution network to meet customer needs, but in a smaller footprint. The total cost of the plan is expected to be $2.6 million, and the costs will be incurred from 2013 through 2015. Costs of the initiative include employee separation costs for severance and relocation expense as we move a portion of our operations to the new facility and other associated exit costs, primarily for equipment and inventory relocation. To date, $0.8 million of expense has been recorded related to employee severance and other associated exit costs.

Income Taxes

Because of the valuation allowance against our deferred tax assets, there was no federal or state income-based tax expense or benefit. Tax expense for 2013 and 2012 reflects foreign taxes in Mexico and state tax liabilities derived from a tax base other than net income.

Segment Operating Results

The following table presents Revenue and Operating Income for each of our reportable segments:

	13 Weeks Ended						26 Weeks Ended
	June 30, 2013		% Chg	July 1, 2012			June 30, 2013		% Chg	July 1, 2012
Revenue
Healthcare	$	48.2	(12.0)%	$	54.8		$	97.7	(12.6)%	$	111.8
Business Solutions	88.6		(11.7)%	100.3			180.7		(10.1)%	200.9
Consolidated Revenue	$	136.8	(11.8)%	$	155.1		$	278.4	(11.0)%	$	312.7
			% Rev			% Rev			% Rev			% Rev
Operating Income
Healthcare	$	1.8	3.7%	$	3.7	6.8%	$	3.9	4.0%	$	6.3	5.6%
Business Solutions	0.9		1.0%	2.6		2.6%	3.8		2.1%	3.3		1.6%
Segment Operating Income (1)	$	2.7	2.0%	$	6.3	4.1%	$	7.7	2.8%	$	9.6	3.1%

(1) A reconciliation of segment operating income to consolidated loss before income taxes is provided in Note 10- Segment Reporting of the Notes to Financial Statements.

Healthcare

Revenue

The following table quantifies, on a percentage basis, the estimated impact of key factors that contribute to an increase or decrease in revenue:

Percent Change Q2 2013 vs. Q2 2012					Percent Change YTD 2013 vs. YTD 2012
Units		Price & Product Mix		Total	Units		Price & Product Mix		Total
(11	)%	(1	)%	(12)%	(11	)%	(2	)%	(13)%

Healthcare revenue for the first half of 2013 declined a total of $14.1 million when compared with the first half of 2012 primarily due to a net unit decrease. Revenue from document management, which is largely made up of clinical paper documents and administrative forms as well as the related freight and storage services, drove the decline, decreasing $5.5 million in the second quarter and $11.7 million for the first half of the year over the same periods in 2012. As more hospitals progress in their adoption of electronic health records, we will continue to see decline in document management as well as in portions of patient identification and safety that are form-related. Marketing communications also contributed to the unit decline in 2013 due to a combination of one-time sales in the first and second quarters of 2012 and a decline in existing customer order volume.

A portion of these declines was offset by an increase in revenue from our patient information solutions due to the continued growth of SMARTworks® Clinical Enterprise and iMedConsent as well as other new technology sales.

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The following table quantifies the changes in revenue for each of this segment's solutions:

	Quarter					Year-to-Date
	2013		% Chg	2012		2013		% Chg	2012
Marketing Communications	$	14.7	(2.6)%	$	15.1	$	28.6	(6.8)%	$	30.7
Patient Identification and Safety	7.9		(10.2)%	8.8		15.9		(8.1)%	17.3
Patient Information Solutions	4.1		5.1%	3.9		8.3		15.3%	7.2
Document Management	21.5		(20.4)%	27.0		44.9		(20.7)%	56.6
	$	48.2	(12.0)%	$	54.8	$	97.7	(12.6)%	$	111.8

Operating income

Despite the decline in revenue, operating profit only declined by $2.4 million in the first half of 2013 when compared to the first half of 2012. Savings from the restructuring program and other cost savings initiatives have allowed us to more closely match our cost structure to the expected changes in revenue, which has helped offset these declines.

Business Solutions

Revenue

The following table quantifies, on a percentage basis, the estimated impact of key factors that contribute to the increase or decrease in revenue:

Percent Change Q2 2013 vs. Q2 2012					Percent Change YTD 2013 vs. YTD 2012
Units		Price & Product Mix		Total	Units		Price & Product Mix		Total
(11	)%	(1	)%	(12)%	(9	)%	(1	)%	(10)%

Business Solutions revenue declined $20.1 million or approximately 10 percent in the first half of 2013 when compared with the same period of 2012; however, a large portion of this decline is a unit decrease from a previously discussed significant financial customer. In our 2012 10-K we estimated the 2013 decline for this financial customer to be $18-20 million, and in the first half of 2013 the decline totaled $11.4 million. Of this decline, $3.4 million impacted document management, which primarily includes transactional printed documents and related services, $7.6 million affected marketing communications, and the remaining decline was in customer communications. Outside of this significant customer the remaining decline in marketing communications is the result of a decrease in same customer sales in both the second quarter and first half of 2013. Despite decreasing demand for transactional forms in the market, the decline in document management outside of our significant financial customer was only 2.7 percent for the first half of 2013.

The following table quantifies the changes in revenue for each of this segment's solutions:

	Quarter					Year-to-Date
	2013		% Chg	2012		2013		% Chg	2012
Marketing Communications	$	23.1	(21.7)%	$	29.5	$	45.8	(21.2)%	$	58.1
Customer Communications	7.2		(10.0)%	8.0		14.9		(7.5)%	16.1
Product Marking and Labeling	21.7		(6.5)%	23.2		43.8		(2.2)%	44.8
Document Management	36.6		(7.6)%	39.6		76.2		(6.8)%	81.8
	$	88.6	(11.7)%	$	100.3	$	180.7	(10.0)%	$	200.8

Operating income

Operating income increased from $3.3 million in the first half of 2012 to $3.8 million in the first half of 2013, despite the decline in revenue. Operating income has improved significantly as savings from the restructuring program and other cost savings initiatives are having a positive impact.

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LIQUIDITY AND CAPITAL RESOURCES

Our discussion of liquidity also presents a financial measure that is considered non-GAAP. Because our credit facility is borrowed under a revolving credit agreement which currently permits us to borrow and repay at will up to a balance of $100 million (subject to limitations related to receivables, inventories, and letters of credit), we measure cash flow performance prior to borrowing or repayment of the credit facility. In effect, we evaluate cash flow as the change in net debt (credit facility less cash and cash equivalents).

Cash Flows

Overall, cash flow on a net debt basis was positive by $1.2 million for the first half of 2013. Summarized Statements of Cash Flows are presented below:

	26 Weeks Ended
	June 30, 2013			July 1, 2012
Net cash provided by operating activities	$	8.8		$	3.2
Net cash used in investing activities	(6.2		)	(1.2		)
Net cash used in financing activities	(3.1		)	(2.9		)
Effect of exchange rate on changes in cash	—			0.1
Net change in cash	$	(0.5	)	$	(0.8	)
Memo:
Add back credit facility repaid	1.7			0.1
Cash flow on a net debt basis	$	1.2		$	(0.7	)

Operating activities

Net cash provided by operating activities was higher in the first half of 2013 due to timing of pension funding as well as reduced restructuring payments. While payments for restructuring have slowed as our 2011 plan nears completion, we expect spending to increase during the year due to our restructuring plan initiated in March of 2013.

Contributions to the Company’s qualified pension plan were $10.5 million in the first half of 2013 compared to $13.5 million in the first half of 2012. The minimum funding requirement for 2013 is $26.8 million, of which $2.0 million was contributed in 2012, allowing us to lower our cash outlay in the first half of 2013.

Investing activities

Net cash used in investing activities was primarily driven by capital expenditures. Capital expenditures in 2013 are primarily related to new marketing logistics center and planned upgrades and changes to our IT infrastructure necessary to grow and support our solutions.

Financing activities

Net cash used in financing activities was slightly higher in 2013 due to higher payments on our existing credit facility. Nearly all cash used in financing activities was payments toward the credit facility and capital leases.

On August 1, 2013, the Company entered into an amended and restated loan and security agreement (Revolving Credit Facility) which amended the terms of the Company’s existing $100 million senior secured revolving credit facility that would have matured in March 2014. The Revolving Credit Facility provides for borrowings up to $125 million through August 1, 2018. At the time of amendment of the Company’s existing revolving credit facility, $47.1 million was outstanding. This amount was immediately transferred to the Revolving Credit Facility.

The Revolving Credit Facility is secured by accounts receivable, inventories, fixed assets, and certain other assets. The Revolving Credit Facility contains a fixed charge coverage covenant test that becomes applicable if the sum of available unborrowed credit plus certain cash balances falls below 12.5% of aggregate commitments or $12.5 million, whichever is greater.

The Revolving Credit Facility provides for the payment of interest on amounts borrowed under both London Interbank Offered Rate (LIBOR) contracts and base rate loans. Payment of interest on LIBOR contracts is at an annual rate equal to the LIBOR rate plus 1.75% to 2.25% based on our level of liquidity. Payment of interest on base rate loans is based on the prime rate plus .75% to 1.25% based upon our level of liquidity. We are also required to pay a fee on the unused portion of the Revolving Credit Facility payable at an annual rate of .25% if the unused portion is less than 50% of the aggregate commitment or .375% if the unused portion is greater than or equal to 50% of the aggregate commitment.

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We believe that the combination of internally-generated funds, available cash, and available funds under our Revolving Credit Facility will be sufficient to fund our operations, including restructuring payments, capital expenditures, and investments in growth initiatives over the next year. We believe our major long-term cash requirements consist of funding our pension plan, mandatory debt payments, and necessary investments aimed at transforming our combined product portfolio.  While we have taken steps to enable us to adequately fund these items, actual amounts required may be higher than estimated due to the uncertainty in determining the exact amounts needed.

Subsequent Events

On August 1, 2013, The Company acquired all of the outstanding membership interests of WorkflowOne, LLC (WorkflowOne) for an aggregate purchase price of one dollar. In connection with the acquisition, the Company also assumed $210 million of WorkflowOne's existing debt under two secured credit facilities, as described below, and issued warrants that will be convertible into 2.6 million shares of the Company's Common Stock, subject to shareholder approval. The warrants are exercisable beginning on first business day after the date of obtaining shareholder approval and ending three months after the date of obtaining such approval. The per share exercise price of each warrant is $0.00001.

WorkflowOne provides printing, document management, distribution and marketing services to a large customer base and will initially operate as a subsidiary of Standard Register. The acquisition advances the Company's revenue position, enhances its product and solutions portfolio, broadens its customer base, improves its cost structure, and provides greater financial flexibility and stability. We expect to achieve approximately $40 million in annual savings when the integration of the two companies is complete. We also expect to incur future material restructuring charges in conjunction with the integration; however our plan has not yet been finalized.

Debt assumed under the First Lien Credit Facility was approximately $124 million and is secured by substantially all of the assets of the combined companies. Quarterly payments of $2.5 million are due beginning September 2014 with additional mandatory payments due based on a percentage of excess cash flow and certain other events. The full unpaid principal amount is due on August 1, 2018. The debt will bear interest at an adjusted LIBOR plus 7.00%.

Debt assumed under the Second Lien Credit Facility was approximately $86 million and is secured by substantially all of the assets of the combined companies. Upon the termination of the First Lien Credit Facility, mandatory payments are due based on a percentage of excess cash flow and certain other events. The full unpaid principal amount is due on February 1, 2020. The debt will bear interest at an adjusted LIBOR plus 8.65%.

In addition, the Company issued $10 million of non-interest bearing “Tranche B Second Lien Term Loans.” The final working capital amount will be calculated within P40D business days of August 1, 2013 and will determine whether this debt will be canceled for no consideration, funded with cash placed in escrow by the seller, or a combination of the two options.

Item 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable

Item 4 – CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures over financial reporting (Disclosure Controls) as of June 30, 2013.  The evaluation was carried out under the supervision, and with the participation, of our management including our Chief Executive Officer (CEO) and Chief Financial Officer (CFO).

Based on that evaluation, our CEO and CFO have concluded that as of the end of the period covered by this Quarterly Report on Form 10-Q, our Disclosure Controls were effective to provide reasonable assurance that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized, and reported within the time periods specified by the SEC and that material information relating to The Standard Register Company is made known to management, including the CEO and CFO, particularly during the period when our periodic reports are being prepared.

Changes in Internal Control

During the second quarter of fiscal 2013, there have been no significant changes in our internal controls or in other factors that could significantly affect these controls, and no corrective actions taken with regard to material weaknesses in such controls.

21

PART II – OTHER INFORMATION

Item 1 – LEGAL PROCEEDINGS

There have been no material legal proceedings within the reporting period that the Company has been involved with beyond those conducted in a normal course of business.

Item 1A – RISK FACTORS

Not applicable

Item 2 – UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

Item 3 – DEFAULTS UPON SENIOR SECURITIES

Not applicable

Item 4 – MINE SAFETY DISCLOSURES

Not applicable

Item 5 – OTHER INFORMATION

None.

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Item 6 – EXHIBITS

Exhibit #	Description
2	Plan of acquisition, reorganization, arrangement, liquidation or succession	Not applicable
3.1	Amended Articles of Incorporation of the Company and Code of Regulations.	Included
4	Instruments defining the rights of security holders, including indentures	Not applicable
10.2	First Amendment to The Standard Register Company 2011 Equity Incentive Plan	Included
11	Statement re: computation of per share earnings	Not applicable
15	Letter re: unaudited interim financial information	Not applicable
18	Letter re: change in accounting principles	Not applicable
19	Report furnished to security holders	Not applicable
22	Published reports regarding matters submitted to vote of security holders	Not applicable
23	Consent of Independent Registered Public Accounting Firm	Included
24	Power of attorney	Not applicable
31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	Included
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.	Included
32	Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.	Included
99.1	Report of Independent Registered Public Accounting Firm	Included
101	The following financial information from The Standard Register Company Quarterly Report on Form 10-Q for the quarter ended June 30, 2013 formatted in XBRL (eXtensible Business Reporting Language): Consolidated Statements of Income, Consolidated Statements of Comprehensive Income, Consolidated Balance Sheets, Consolidated Statements of Cash Flows, and Notes to Consolidated Financial Statements	Included

SIGNATURE

Pursuant to the requirement 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.

Date: August 9, 2013

THE STANDARD REGISTER COMPANY

(REGISTRANT)

/S/  ROBERT M. GINNAN

By: Robert M. Ginnan, Vice President, Treasurer, Chief Financial Officer and Chief Accounting Officer

(On behalf of the Registrant and as Chief Accounting Officer)

23

EX-3.1

Exhibit 3.1

AMENDED ARTICLES OF INCORPORATION

OF

THE STANDARD REGISTER COMPANY

THE STANDARD REGISTER COMPANY, a corporation for profit, heretofore organized and now existing under the laws of the State of Ohio, makes and files these Amended Articles of Incorporation and states:

FIRST: The name of the Corporation shall be The Standard Register Company.

SECOND: The place in the State of Ohio where its principal office is located is the City of Dayton in Montgomery County.

THIRD: The purposes for which the Corporation is formed are:

(1)To design, manufacture, produce, extract, mine, prepare, experiment with, purchase and otherwise acquire, import, export, sell, distribute, and otherwise dispose of, and generally to trade and deal in, in any manner whatsoever, machines, machinery, metal, wood, paper, business forms, and with any and all other kinds of goods, wares, merchandise, manufactured articles, raw materials, minerals, oil, coal, ores, animal and plant products, substances and other articles of property of every kind and description;

(2)To engage in all kinds of business, including the following but without excluding others: all manufacturing, merchandising, milling, mining, drilling, quarrying, building, construction, industrial and agricultural work and operations; development and utilization of every kind of power; the acquirement, construction, use, operation, sale and other disposition of all kinds of machinery, plants, factories, warehouses, elevators, buildings and other structures, bridges, wharves, docks, slips, dams, power works, water works, boats, ships, engines, cars, equipment and appliances, whether in connection with said business or otherwise, and generally the utilization of all instrumentalities, methods, processes and appliances in all ways and by all means which are now known or which may be hereafter discovered or invented;

(3)To engage in research, exploration, laboratory and development work relating to any machinery, business forms, or any other matter, substance, compound or mixture, now known or which may hereafter be known, discovered or developed;

(4)To render management, supervisory, styling, technical and other services and advice for any person, firm, association or corporation, domestic or foreign, by contract or otherwise, and to receive therefor fixed or contingent compensation, or compensation in the form of commissions, management fees, shares in gross or net receipts or profits, or in any other manner, or upon any other terms whatsoever, or so to act without direct compensation;

(5)To improve, manage, develop, sell, assign, transfer, lease, mortgage, pledge, or otherwise dispose of or turn to account or deal with all or any part of the property of the Corporation and from time to time to vary any investment or employment of capital of the Corporation;

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(6)To borrow money, and to make and issue notes, bonds, debentures, obligations and evidences of indebtedness of every type and description, whether secured by mortgage, pledge or otherwise, without limit as to amount, and to secure the same by mortgage, pledge or otherwise; and generally to make and perform agreements and contracts of every type and description;

(7)To the same extent as natural persons might or could do, to purchase or otherwise acquire, and to hold, own, maintain, work, develop, sell, lease, exchange, hire, convey, mortgage or otherwise dispose of and deal in, lands and leaseholds, and interests, estates and rights of every type and description in real, personal or mixed property, and franchises, rights, licenses or privileges necessary, convenient or appropriate for any of the purposes herein expressed;

(8)To apply for, obtain, register, purchase, lease or otherwise acquire and to hold, own, use, develop, operate and introduce, and to sell, assign, grant licenses or territorial rights in respect to, or otherwise to turn to account or dispose of, copyrights, trade-marks, trade names, brands, labels, and registrations of the foregoing whether issued by the United States or any other country or government, patent rights, letters patent of the United States or of any other country or government, and inventions, improvements and processes, whether used in connection with or secured under letters patent or otherwise;

(9)To make donations for the public welfare or for charitable, scientific or educational purposes; and to cooperate with other corporations or with natural persons, or to act alone, in the creation and maintenance of community funds or of charitable, scientific, or educational instrumentalities;

(10)To acquire by purchase, subscription or otherwise, and to hold for investment or otherwise and to use, sell, assign, underwrite, transfer, mortgage, pledge or otherwise deal with or dispose of stocks, bonds or any other obligations or securities of any person, firm, association or corporation, public, private or municipal, or of the Government of the United States or of any state, territory, colony, or dependency thereof, or of any foreign state or country; to merge or consolidate with any corporation in such manner as may be permitted by law; to acquire, and to pay for in cash, stocks or bonds of this Corporation, or otherwise, the good will, rights, assets and property, and to undertake or assume the whole or any part of the obligations or liabilities, of any person, firm, association or corporation; to aid in any manner any corporation whose stocks, bonds or other obligations are held or in any manner guaranteed by this Corporation, or in which this Corporation is in any way interested; and to do any other act or thing for the preservation, protection, improvement or enhancement of the value of any such stocks, bonds or other obligations; and while the owner of such stocks, bonds or other obligations to exercise all the rights, powers and privileges of ownership thereof, and to exercise any and all voting powers thereon; to guarantee the payment of dividends upon any stock, or of the principal or interest, or both, of any bond or other obligation, and the performance of any contract; and

(11) To do everything necessary, suitable or proper for the accomplishment of any purpose or the attainment of any object or the furtherance of any power hereinbefore set forth, either alone or in association with other corporations, firms or individuals, and to do every other act or thing incidental or appurtenant to or growing out of or connected with the aforesaid

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business or purposes, objects or powers, or any part or parts thereof, provided the same be not inconsistent with the laws under which the Corporation is organized.

The business of the Corporation is from time to time to do any one or more of the acts and things herein-above set forth, and it shall have power to conduct and carry on its business, or any part thereof, and to have one or more offices, and to exercise any or all of its corporate powers and rights, in the State of Ohio, and in the various other states, territories, colonies and dependencies of the United States, in the District of Columbia, and in any or all foreign countries. The purposes specified in the foregoing clauses shall, except where otherwise expressed, be in nowise limited or restricted by reference to, or inference from, the terms of any other clause in these Articles, but the purposes specified in each of the foregoing clauses of this Article shall be regarded as independent purposes. The enumeration of the purposes herein shall not be deemed to exclude, by inference or otherwise, any power or purpose which the Corporation is empowered to exercise, whether expressly or impliedly, under the law of the State of Ohio, now or hereafter in effect. The purposes for which the Corporation is formed may be substantially changed by amendment to the Articles of Incorporation.

FOURTH: The maximum number of shares of stock which the Corporation is authorized to have outstanding is 110,450,000, of which 101,000,000 shall be known and designated as Common Stock and 9,450,000 shall be known and designated as Class A Stock. Each share of Common Stock and Class A Stock shall have a par value of $1.00.

Effective at the date and time this amendment to the Amended Articles of Incorporation, as amended, to amend and replace the first paragraph of this Article FOURTH is accepted by the Secretary of State of the State of Ohio (the “Effective Time”), each five shares of Common Stock of the Corporation then issued and outstanding shall be automatically converted into one validly issued, fully-paid and non-assessable share of Common Stock and each five shares of Class A Stock of the Corporation then issued and outstanding shall be automatically converted into one validly issued, fully-paid and non-assessable share of Class A Stock (the “Reverse Stock Split”). No fractional shares of Common Stock or Class A Stock or scrip will be issued in connection with the Reverse Stock Split. Shareholders who otherwise would be entitled to receive fractional shares of Common Stock or Class A Stock will be entitled to receive cash (without interest or deduction) in lieu of such fractional share interests, upon receipt by the Corporation's transfer agent of the shareholder's properly completed and duly executed transmittal letter and, where shares are held in certificated form, the surrender of the shareholder's Old Certificates (as defined below), in an amount equal to the product obtained by multiplying (i) the closing price per share of the Corporation's Common Stock on the New York Stock Exchange as of the close of business on the business day immediately preceding the Effective Time, by (ii) the number of shares of Common Stock or Class A Stock, as applicable, that would have been exchanged for the fractional share. Each certificate that immediately prior to the Effective Time represented shares of Common Stock or Class A Stock (“Old Certificates”), will thereafter represent that number of shares of Common Stock or Class A Stock into which the shares of Common Stock or Class A Stock represented by the Old Certificate will have been combined, subject to the elimination of fractional share interests as described above. This amendment to this Article FOURTH shall affect only issued and outstanding shares of Common Stock and Class A Stock of the Corporation and shall not affect the total authorized

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number of shares. This Article FOURTH shall not change the stated capital or paid-in surplus referable to shares of Common Stock and Class A Stock, if any.

The following provisions are hereby agreed to for the purposes of creating, defining and regulating the rights and privileges of the several classes of stock of the Corporation:

Section 1

Voting Powers and Rights

5.1Generally. At every meeting of stockholders each stockholder shall be entitled to one vote for each share of Common Stock held by him and five votes for each share of Class A Stock held by him, in each case with whatever right to cumulate votes in elections of directors such stockholder may, at the time of election, be entitled to demand under the laws of the State of Ohio.

5.2Quorum. Except as otherwise required by law or by these Articles, the presence in person or by proxy at any meeting of stockholders of the holders of shares entitled to cast a majority of all of the votes which may be cast at such meeting by the holders of all of the shares of the capital stock of the Corporation entitled to vote on every matter to be voted on at such meeting shall constitute a quorum.

5.3General Voting Requirements. Every question presented to stockholders, except a question of taking any action to which the special voting requirements of subsection 1.4 are applicable, may be decided at any meeting of stockholders which is duly convened and held and at which a quorum is present and shall be decided at such meeting in accordance with a majority of the votes cast upon such question by the holders of Common Stock and Class A Stock, whose votes thereon shall be counted and totaled together without regard to class.

5.4Special Voting Requirements. Except as otherwise required by law, the Corporation may take any of the following actions with, and only with, (1) the affirmative vote of the holders of shares entitling them to exercise two-thirds of the voting power of the Corporation, and (2) if any such actions would adversely affect the rights and privileges of the holders of shares of a particular class, the affirmative vote of the holders of two-thirds of the outstanding shares of such class:

(i)amend these Articles; or

(ii)merge or consolidate with or into any other corporation or permit any other corporation to merge or consolidate with or into the Corporation; provided, the Board of Directors of the Corporation may approve by a majority vote a merger of any wholly-owned subsidiary into the Corporation; or

(iii)sell, lease or exchange all or substantially all of its property and assets; or

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(iv)transfer any assets to another corporation and in connection therewith dis-tribute stock or other securities of such other corporation to the holders of stock or other securities of this Corporation; or

(v)voluntarily dissolve or liquidate.

Furthermore the Corporation may take any other action as to which the laws of the State of Ohio require a class vote of any particular class of stock of the Corporation with, and only with, (1) the affirmative vote of the holders of shares entitling them to exercise two-thirds of the voting power of the Corporation and (2) the affirmative vote of the holders of two-thirds of the outstanding shares of such class.

Notwithstanding the foregoing, the Corporation shall not, except with the affirmative vote of the holders of 75% of the outstanding shares of Common Stock, voting separately as a class:

1)authorize or issue any additional shares of Class A Stock or any other voting securities except (a) Common Stock and/or (b) preferred stock which has only such voting rights as may arise when dividends are in arrears and/or such voting rights as a mandatory statute may provide; or

2)amend these Articles so as to re-duce the percentage of the outstanding shares of Common Stock specified in this sentence.

Section 2

Rights to Dividends

When and as dividends are declared, whether payable in cash, in property or in shares of stock of the Corporation, the holders of Common Stock and the holders of Class A Stock shall be entitled to share equally, share for share, in such dividends; except that in the case of dividends payable in shares or stock of the Corporation, holders of Class A Stock shall receive their dividends only in shares of Class A Stock and holders of Common Stock shall receive their dividends only in shares of Common Stock, subject, however, to the requirements of subsection 1.4 of this Article FOURTH.

Section 3

All Shares Otherwise Equal

Except as herein otherwise expressly provided, shares of Common Stock and Class A Stock shall be of equal rank and shall all entitle the holders thereof to the same rights and privileges.

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Section 4

Denial of Preemptive Rights

No holder of stock of the Corporation of any class authorized hereby or which may hereafter be authorized, or of any series of any such class, shall as such holder and because of his ownership of stock have any preemptive or other right to purchase or subscribe for any shares of stock of the Corporation of any class, or of any series of any class, or for any notes, debentures, bonds, obligations or instruments which the Corporation may issue or sell that are convertible into or exchangeable for or entitle the holders thereof to subscribe for or purchase any shares of stock of the Corporation of any class, or of any series of any class. Subject to the provisions of these Articles and any applicable provisions of the laws of the State of Ohio, any part of the authorized capital stock of the Corporation and any part of the notes, debentures, bonds, obligations or other securities, convertible into or carrying options, rights or warrants to purchase stock of the Corporation, authorized hereby or which may hereafter be authorized, may at any time be issued, optioned for sale and sold or disposed of pursuant to resolutions of the Board of Directors to such persons, for such lawful consideration and upon such terms and conditions as may to the Board of Directors seem propel and advisable and said stock or such other securities or any part thereof need not be first offered to existing stockholders.

Section 5

Ownership and Conversion of Class A Stock

5.1Ownership of Class A Stock. No holder of Class A Stock may sell or otherwise dispose of or transfer any or all of the shares of such stock held by him, or any interest therein, right to vote thereon or control thereover, except to persons who, at the time of transfer, meet the qualifications set forth in clause (i), (ii), (iii), (iv) or (v) of subsection 5.2; provided, however, that nothing herein contained shall affect the validity of any proxy given by such holder to a person not meeting such qualifications if the proxy is revocable by such holder and no value is received therefor. In the absence of information to the contrary the Corporation may conclusively presume that no value was received for any such proxy. Any holder of Class A Stock may at any time convert any or all of the shares thereof held by him into shares of Common Stock as provided in subsection 5.3. No one, other than those persons in whose names shares of Class A Stock become registered on the original stock ledger of the Corporation by reason of their record ownership of shares of the capital stock of the Corporation without nominal or par value which are reclassified into shares of Class A Stock by this Article FOURTH, or transferees or successive transferees who at the time of transfer meet the qualifications set forth in subsection 5.2, shall by virtue of the acquisition of certificates for shares of Class A Stock have the status of an owner or holder of shares of Class A Stock or be recognized as such by the Corporation or be otherwise entitled to enjoy for his own benefit the special voting rights and powers of a holder of shares of Class A Stock.

Holders of shares of Class A Stock may at any and all times transfer to any person the shares of Common Stock issuable upon conversion of such shares of Class A Stock.

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5.2Transfers of Class A Stock on Corporate Books. Shares of Class A Stock shall be transferred on the books of the Corporation and a new certificate therefor issued, upon presentation at the office of the Secretary of the Corporation (or at such additional place or places as may from time to time be designated by the Secretary or any Assistant Secretary of the Corporation) of the certificate for such shares, in proper form for transfer and accompanied by all requisite stock transfer tax stamps or funds for the payment of all applicable transfer taxes, only if such certificate when so presented shall also be accompanied by an affidavit of the record holder of such shares stating that such certificate is being presented to effect a transfer of such shares to any one or more of the following:

(i)a transferee who is a natural person who meets the qualification that he or she is either (A) Helen Sherman Hook, sister of John Q. Sherman who died in Dayton, Ohio, in 1939 and of William C. Sherman who died in Montgomery County, Ohio, in 1944, or (B) a descendant (including any descendant by adoption and any descendant of an adopted descendant) of the aforesaid Helen Sherman Hook or of the aforesaid John Q. Sherman, or (C) entitled to any interest under the last will and testament, and the codicils thereto, of either the aforesaid John Q. Sherman or the aforesaid William C. Sherman, or under any inter vivos trust created by either of them, or (D) a spouse or surviving spouse of the aforesaid John Q. Sherman or of a natural person who is, or was while living, included within the provision of either of the foregoing subclauses (A), (B) or (C); or

(ii)transferees who are any two or more natural persons, each of whom meets the qualification set forth in clause (i) next above; or

(iii)a transferee as trustee or successor trustee of a trust or trusts created by the aforesaid John Q. Sherman or the aforesaid William C. Sherman, either by deed or will, or a transferee as trustee of any other trust, created by deed or will, which other trust meets both of the following requirements: (1) the income thereof from the date of transfer to such trustee shall be required to be paid to or applied for the use and benefit of or accumulated for one or more natural persons, concurrently or successively, all of whom meet or will meet the qualification set forth in clause (i) above, and no other persons, except for such portion of the income as is payable to or to be applied for the use and benefit of or accumulated for one or more other natural persons during terms not to exceed their respective lives, who, though they do not meet the qualification set forth in clause (i) above, are relatives of natural persons meeting such qualification; and (2) the principal thereof shall be required to be transferred, assigned and paid over upon failure or termination of the interest in the income thereof referred to in subclause (i) above; provided, however, that if the provisions of such trust relating to the disposition of income or principal are subject to amendment in such manner that the trust can be changed to a trust not meeting the requirements of this clause (iii) the trustee thereof, as such, shall have entered into a written agreement with the Corporation providing that if such trust shall be amended such trustee will promptly deliver to the Corporation a copy, duly certified by such trustee, of the instrument effecting such amendment and will, unless such trust as so amended then meets the requirements of this clause (iii), promptly surrender the certificates for the shares of Class A Stock then held in such trust for the conversion of such shares into an equal number of shares of Common Stock in the manner set forth in subsection 5.3;

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(iv)a transferee as successor trustee or as co-trustee of a trust of which his immediate transferor was or is a trustee registered as a record holder of such shares of Class A Stock as permitted by the provisions of subsection 5.1, provided, however, that if the proviso in clause (iii) above is applicable, such successor trustee or co-trustee shall have entered into a written agreement with the Corporation whereby he assumes the obligations of the agreement required by said clause (iii); or

(v)a transferee as executor or administrator of the estate of the above-mentioned John Q. Sherman or William C. Sherman or of the estate of any of the natural persons meeting the qualification set forth in clause (i) above;

and if the certificate for such shares of Class A Stock when presented for transfer shall also be accompanied

(a)in the case of a transfer to a transferee as trustee of a trust which meets the requirements set forth in clause (iii) above, by copies duly certified by such trustee of the instrument creating such trust and of all amendments thereto, and by an original counterpart or certified copy of any agreement required by said clause (iii);

(b)in the case of a transfer to a transferee as successor trustee or co-trustee as permitted by clause (iv) above, by an original counterpart or certified copy of any agreement of such transferee required by said clause (iv); or

(c)in the case of a transfer to a transferee as executor or administrator as permitted by clause (v) above, by a certified copy of the letters of appointment of said executor or administrator.

When the principal of a trust is transferred, assigned and paid over, the provisions of this Section 5 shall govern, limit and qualify the transfer, assignment, and payment over of shares of Class A Stock in the same manner and to the same extent as this Section 5 governs, limits and qualifies any other transfers of Class A Stock.

5.3Conversion of Class A Stock. A record holder of shares of Class A Stock may convert any or all of such shares held by him into the same number of shares of Common Stock by surrendering at the office of the Secretary of the Corporation (or at such additional place or places as may from time to time be designated by the Secretary or any Assistant Secretary of the Corporation) certificates representing the shares of Class A Stock to be converted, accompanied by a written notice by such record holder to the Corporation stating that such record holder desires to convert such shares of Class A Stock into the same number of shares of Common Stock. If all or any of the shares of Class A Stock so surrendered for conversion are being converted in connection with the sale or other disposition of the shares of Common Stock issuable upon the conversion, the holder may request that the Corporation issue all or a specified number of such shares of Common Stock to persons (other than such record holder) named in such request, setting forth the number of shares of Common Stock to be issued to each such person, the address of each such person and the denominations in which the certificates therefor are to be issued. In the event of any such transfer the certificates representing any shares of Class A Stock to be converted shall be surrendered in proper form for transfer and shall be

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accompanied by all requisite stock transfer tax stamps or funds sufficient to pay all applicable transfer taxes. Upon any such surrender involving a transfer the persons named as transferees shall become, and shall be registered in the original stock ledger of the Corporation as, the record holders of the number of shares of Common Stock issuable upon such conversion, and each such share of Class A Stock to be converted shall be converted into one share of Common Stock, and thereupon there shall be issued to the persons named as transferees, promptly at such office or other designated place, certificates for such number of shares of Common Stock. If any shares of Class A Stock represented by any certificate so surrendered are not to be converted, or are to be converted but not transferred, new certificates for Common Stock or Class A Stock as the case may be will be issued to the holder who made the surrender. Each written notice of conversion above required shall be signed by the record holder (or in an appropriate case by his guardian, committee, executor, administrator or other legal representative).

If a record holder of shares of Class A Stock shall deliver a certificate for such shares, endorsed by him for transfer or accompanied by an instrument of transfer signed by him, to a person who does not meet the qualifications set forth in clause (i), (ii), (iii), (iv) or (v) of subsection 5.2, then such person or any successive transferee of such certificate may treat such endorsement or instrument as authorizing him on behalf of such record holder to convert such shares in the manner above provided for the purpose of the transfer to himself of the shares of Common Stock issuable upon such conversion or for any other purpose and to give on behalf of such record holder the written notice of conversion above required and may convert such shares of Class A Stock accordingly. If any shares of Class A Stock shall improperly have been registered in the name of such a person (or in the name of any successive transferee of such certificate) and a new certificate therefor issued, such person or transferee may surrender such new certificate for cancellation, accompanied by the written notice of conversion above required, in which case (A) such person or transferee shall be deemed to have elected to treat the endorsement on (or instrument of transfer accompanying) the certificates so delivered by such former record holder as authorizing such person or transferee on behalf of such former record holder so to convert such shares and so to give such notice, (B) the shares of Class A Stock registered in the name of such former record holder shall be deemed to have been surrendered for conversion for the purpose of the transfer to such person or transferee of the shares of such Common Stock issuable upon conversion, and (C) the appropriate entries shall be made on the books of the Corporation to reflect such action.

5.4Dividends. Upon any conversion of shares of Class A Stock into shares of Common Stock pursuant to the provisions of this Section 5, any dividend, for which the record date shall be subsequent to such conversion or exchange, which may have been declared on the shares of Class A Stock so converted shall be deemed to have been declared, and shall be payable, with respect to the shares of Common Stock into or for which such shares of Class A Stock shall have been so converted, and any such dividend which shall have been declared on such shares payable in shares of Class A Stock shall be deemed to have been declared, and shall be payable, in shares of Common Stock.

5.5Prohibition against Reissue. The Corporation shall not reissue or resell any shares of Class A Stock which shall have been converted into shares of Common Stock pursuant to or as permitted by the provisions of this Section 5, or any shares of Class A Stock which shall have been acquired by the Corporation in any other manner. The Corporation shall, from time to

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time, take such appropriate action as may be necessary to retire such shares and to reduce the authorized amounts of Class A Stock accordingly.

5.6Reservation of Common Stock. The Corporation shall at all times reserve and keep available, out of its authorized but unissued Common Stock, such number of shares of Common Stock as would become issuable upon the conversion or exchange of all shares of Class A Stock then outstanding.

5.7Violations of Subsections 5.1 and 5.2. In the event that the Board of Directors of the Corporation (or any committee of the Board of Directors, or any officer of the Corporation, designated for the purpose by the Board of Directors) shall determine, upon the basis of facts not disclosed in any affidavit or other document accompanying the certificate for shares of Class A Stock when presented for transfer, that such shares of Class A Stock have been registered in violation of the provisions of subsections 5.1 or 5.2 or shall determine that a person is enjoying for his own benefit the special rights and powers of shares of Class A Stock in violation of such provisions, then the Corporation shall take such action at law or in equity as is appropriate under the circumstances. An unforeclosed pledge made to secure a bona fide obligation shall not be deemed to violate such provisions

5.8Investigation of Facts. In connection with any transfer or conversion of any stock of the Corporation pursuant to or as permitted by the provisions of this Section 5, or in connection with the making of any determination referred to in subsection 5.7,

(i)the Corporation shall be under no obligation to make any investigation of facts unless an officer, employee or agent of the Corporation responsible for making such exchange or determination or issuing Common Stock, pursuant to such conversion, has substantial reason to believe, or unless the Board of Directors (or a committee of the Board of Directors designated for the purpose) determines that there is substantial reason to believe, that any affidavit or other document is incomplete or incorrect in a material respect or that an investigation would disclose facts upon which any determination referred to in subsection 5.7 should be made, in either of which events the Corporation shall make or cause to be made such investigation as it may deem necessary or desirable in the circumstances and have a reasonable time to complete such investigation; and

(ii)neither the Corporation nor any director, officer, employee or agent of the Corporation shall be liable in any manner for any action taken or omitted in good faith.

5.9Definitions; Verification of Affidavits. For the purposes of this Section 5, each reference to a “person” shall be deemed to include not only a natural person, but also a corporation, partnership, association, unincorporated organization or legal entity of any kind; each reference to a “natural person” (or to a “record holder” of shares, if a natural person) shall be deemed to include in his representative capacity a guardian, committee, executor, administrator or other legal representative of such natural person or record holder. The plural of any term shall be deemed to include the singular and the singular shall be deemed to include the plural. Each affidavit of a record holder furnished pursuant to subsection 5.2 shall be verified as of a date not earlier than five days prior to the date of delivery thereof, and, where such record holder

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is a corporation or partnership, shall be verified by an officer of the corporation or by a general partner of the partnership, as the case may be.

Section 6

Authorizing Corporation to Purchase Its Own Stock of Any Class

6.1Purchase of Stock of Any Class. The Corporation by action of its Board of Directors may, at any time and from time to time, purchase shares of stock of any class issued by it, to the extent not otherwise prohibited by law or these Articles.

FIFTH: The amount of stated capital of the Corporation shall be $1.00 per share for each share of stock issued at any time.

SIXTH: Every certificate for shares of Class A Stock shall bear a legend on the face thereof reading as follows:

“The shares of Class A Stock represented by this certificate may not be transferred to any person who does not meet the qualifications set forth in clause (i), (ii), (iii), (iv) or (v) of subsection 5.2 of Article FOURTH of the Amended Articles of Incorporation of this Corporation (said Article FOURTH being set forth in full on the reverse hereof) and no person who does not meet the qualifications prescribed by subsection 5.1 of said Article FOURTH is entitled to own or to be registered as the record holder of such shares of Class A Stock, but the record holder of this certificate may at any time convert such shares of Class A Stock into the same number of shares of Common Stock for the purpose of effecting the sale or other disposition of such shares of Common Stock to any person or for any other purpose. Each holder of this certificate, by accepting the same, accepts and agrees to all of the foregoing.”

SEVENTH: These Amended Articles of Incorporation supersede and take the place of the heretofore existing Articles of Incorporation and any and all amendments thereto.

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EX-10.2

Exhibit 10.2

AMENDMENT TO

THE STANDARD REGISTER COMPANY

2011 EQUITY INCENTIVE PLAN

This amendment to The Standard Register Company 2011 Equity Incentive Plan (the "Plan") shall be effective as of February 18, 2013, per approval by the Shareholders at the April 25, 2013 Annual Meeting of Shareholders.

WHEREAS, the Plan provides that it may be amended by the Board of Directors (the "Board") of The Standard Register Company (the “Company”) provided, however, that shareholder approval of any amendment of the Plan shall also be obtained;

WHEREAS, the Board has determined it advisable to amend the Plan and approved the amendment to the Plan on February 18, 2013; and

WHEREAS, the shareholders of the Company approved the amendment to the Plan at the Annual Meeting of Shareholders held on April 25, 2013;

NOW THEREFORE, effective as of February 18, 2013, the Plan is amended as follows:

1. Section 4(a) of the Plan shall be amended by restating Section 4(a) in its entirety to read as follows:

(a)Total Shares Available. The total number of Shares reserved and available for distribution pursuant to Awards granted under the Plan shall be 9,680,000 provided, however, that any Shares issued to Participants pursuant to Awards in any form other than Options or Stock Appreciation Rights shall be counted against such 9,680,000 Share limit as two Shares for every one Share actually issued pursuant to such Award other than a Option or Stock Appreciation Right.

2. In all other respects, the Plan shall remain unchanged.

By executing this Amendment on this 26th day of April, 2013, the undersigned hereby certifies that this Amendment has been authorized and approved by the Board of Directors of The Standard Register Company.

THE STANDARD REGISTER COMPANY
By:	/s/ Gerard D. Sowar
Title:	Vice President, General Counsel & Secretary

EX-23.0

EXHIBIT 23

CONSENT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

We have made a review, in accordance with standards established by the Public Company Accounting Oversight Board (United States), of the unaudited interim financial information of The Standard Register Company for the twenty-six week period ended June 30, 2013, as indicated in our report dated August 9, 2013; because we did not perform an audit, we expressed no opinion on that information.

We are aware that our report referred to above, is incorporated by reference in this Form 10-Q, into the Company's previously filed Registration Statements File No.'s 333-02683, 333-05231, 333-15851, 333-43055, 333-51189, 333-51181, 333-57779, 333-84483, 333-86492, 333-173805 and 333-188555.

We are also aware that the aforementioned report, pursuant to Rule 436(c) under the Securities Act of 1933, is not considered a part of the Registration Statement prepared or certified by an accountant or a report prepared or certified by an accountant within the meaning of Sections 7 and 11 of that Act.

/S/ BATTELLE & BATTELLE LLP

Dayton, Ohio

August 9, 2013

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Joseph P. Morgan, Jr., certify that:

1. I have reviewed this quarterly report on Form 10-Q of The Standard Register Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and,

d. Disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and,

5. The Registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant's auditors and the Audit Committee of the Registrant's Board of Directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the Registrant's ability to record, process, summarize, and report financial information; and,

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant's internal control over financial reporting.

Date: August 9, 2013

/s/ JOSEPH P. MORGAN, JR.

Joseph P. Morgan, Jr.

President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Robert M. Ginnan, certify that:

1. I have reviewed this quarterly report on Form 10-Q of The Standard Register Company;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other information included in this report, fairly present in all material respects the financial condition, results of operations, and cash flows of the Registrant as of, and for, the periods presented in this report;

4. The Registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and,

d. Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting; and,

5. The Registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the Audit Committee of the Registrant’s Board of Directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize, and report financial information; and,

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date:  August 9, 2013

/s/ ROBERT M. GINNAN

Robert M. Ginnan

Vice President, Treasurer and Chief Financial Officer

EX-32.0

Exhibit 32

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of The Standard Register Company (the “Company”) on Form 10-Q for the period ending June 30, 2013, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Joseph P. Morgan, Jr., President and Chief Executive Officer, and I, Robert M. Ginnan, Vice President, Treasurer and Chief Financial Officer, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that to the best of our knowledge:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and,

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:  August 9, 2013

/s/ JOSEPH P. MORGAN, JR.

Joseph P. Morgan, Jr.

President and Chief Executive Officer

/s/ ROBERT M. GINNAN

Robert M. Ginnan

Vice President, Treasurer and Chief Financial Officer

EX-99.1

REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

Board of Directors

The Standard Register Company

Dayton, Ohio

We have reviewed the accompanying consolidated balance sheet of The Standard Register Company as of June 30, 2013, the related consolidated statements of income and comprehensive income for the thirteen and twenty-six week periods ended June 30, 2013 and July 1, 2012, and the related consolidated statement of cash flows for the twenty-six week period ended June 30, 2013 and July 1, 2012. These financial statements are the responsibility of the Company's management.

We conducted our reviews in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based upon our reviews, we are not aware of any material modifications that should be made to the accompanying consolidated financial statements referred to above for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of The Standard Register Company as of December 30, 2012, and the related consolidated statements of income, comprehensive income, shareholders' equity, and cash flows for the year then ended (not presented herein); and in our report dated March 8, 2013, we expressed an unqualified opinion on those financial statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of December 30, 2012 is fairly stated, in all material respects.

/S/BATTELLE & BATTELLE LLP

Dayton, Ohio

August 9, 2013

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2013

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

In March 2013, we entered into an operating lease for a new digital print and distribution center. The term of the lease is seven years but includes an exit right after five years with payment of an exit fee. Payments under the lease are approximately $1,400 per year and began April 1, 2013.

Contingencies

The Company has participated with other Potentially Responsible Parties (“PRPs”) in the investigation, study, and remediation of the Pasco Sanitary Landfill Superfund Site (the “Pasco Site”) in eastern Washington State since 1998. The Company was a member of a PRP Group known as the Industrial Waste Area Generators Group II (the “IWAG Group”). In 2000, the IWAG Group and several other PRP groups entered into agreed orders with the Department of Ecology for implementation of interim remedial actions and expansion of groundwater monitoring. In September 2010, the group entered into a new agreement creating the IWAG Group III. The new agreement changed the allocation of responsibility among the members, which resulted in a significant decrease in our level of participation. Based upon new investigations, it was also deemed probable that the level of participation by certain other PRPs would increase for costs expected to be incurred after 2010. At this time, an agreement has not yet been reached on the final remediation approach. We have accrued our best estimate of our obligation and have an undiscounted long-term liability of $1,185 that we currently believe is adequate to cover our portion of the total future potential costs of remediation. We expect the costs to be incurred over a period of 60 years; however, the current proposed remediation approach could require monitoring for a longer period of time. This estimate is contingent upon the final remedy agreed upon, the participation of other PRPs not currently in the IWAG Group III, the length of monitoring required, and the final agreed upon allocation. Until a final remediation approach is approved and a final agreement is reached among all PRPs, it is reasonably possible that one or more of these factors could change our estimate; however, we are unable to determine the impact at this time.

The Company participates with other PRPs in the investigation, study, and remediation of the Valleycrest Landfill Site (the “Valleycrest Site”) in western Ohio. The Company is a member of a PRP Group known as the Valleycrest Landfill Site Group (the “VLSG”). A remedial investigation and feasibility study was conducted by the VLSG which indicated a range of viable remedial approaches. At this time, a final remediation approach has not been selected, and we have accrued the estimate of our obligation based on the most likely approach being considered by the U.S. Environmental Protection Agency. We have an undiscounted long-term liability of $2,382 that we currently believe is adequate to cover our portion of the total future potential costs of remediation, which are expected to be incurred over a period of 30 years. This estimate is contingent upon the final remedy agreed upon, the participation of other PRPs not currently in the VLSG, and the final agreed upon allocation. Until a final remediation approach is approved and a final agreement is reached among all PRPs, it is reasonably possible that one or more of these factors could change our estimate; however, we are unable to determine the impact at this time.

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CONSOLIDATED BALANCE SHEETS (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 30, 2012
CURRENT ASSETS
Cash and cash equivalents	$ 481	$ 1,012
Accounts receivable, net of allowance of $2,270 and $2,312	99,423	104,513
Inventories, net	41,930	44,281
Prepaid expense	10,398	9,248
Total current assets	152,232	159,054
PLANT AND EQUIPMENT
Land	1,900	1,900
Buildings and improvements	64,791	65,259
Machinery and equipment	181,188	182,830
Office equipment	157,905	156,596
Construction in progress	7,403	2,886
Total	413,187	409,471
Less accumulated depreciation	356,877	350,548
Total plant and equipment, net	56,310	58,923
OTHER ASSETS
Goodwill	7,456	7,456
Intangible assets, net	5,453	5,933
Deferred tax asset	22,765	22,765
Other	5,384	5,773
Total assets	249,600	259,904
CURRENT LIABILITIES
Current portion of long-term debt	2,792	2,361
Accounts payable	31,790	29,237
Other current liabilities	38,419	43,234
Total current liabilities	73,001	74,832
LONG-TERM LIABILITIES
Long-term debt	46,244	49,159
Pension benefit liability	239,410	252,665
Deferred compensation	2,907	3,498
Environmental liabilities	3,892	3,986
Other long-term liabilities	3,009	2,624
Total long-term liabilities	295,462	311,932
COMMITMENTS AND CONTINGENCIES - See Note 11
SHAREHOLDERS' DEFICIT
Capital in excess of par value	92,159	91,266
Accumulated other comprehensive losses	(217,838)	(231,618)
Retained earnings	49,101	55,861
Treasury stock at cost: 2,021 shares	(50,236)	(50,236)
Total shareholders' deficit	(118,863)	(126,860)
Total liabilities and shareholders' deficit	249,600	259,904
Common Stock
SHAREHOLDERS' DEFICIT
Common stock	7,006	6,922
Common Class A
SHAREHOLDERS' DEFICIT
Common stock	$ 945	$ 945

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RESTRUCTURING AND OTHER EXIT COSTS

6 Months Ended

Jun. 30, 2013

Restructuring and Related Activities [Abstract]

RESTRUCTURING AND OTHER EXIT COSTS

RESTRUCTURING AND OTHER EXIT COSTS

In late 2011, we developed a strategic restructuring program that was announced in January 2012. Costs of the two-year program include employee separation costs for severance related to the workforce reductions, contract exit and termination costs related to lease terminations, and other associated exit costs that include fees to third parties to assist with the program implementation and certain costs related to implementation of an ERP system that will replace select software applications. In 2013, we reversed a portion of previously accrued severance due to lower than expected costs.

Components of the restructuring and other exit costs consist of the following:

	Total Expected Costs		Total 2013 Expense			Cumulative To-Date Expense
Employee separation costs	$	6,046	$	(131	)	$	6,046
Contract exit and termination costs	557		24			271
Other associated exit costs	3,500		146			3,471
Total	$	10,103	$	39		$	9,788

In 2013 we opened a new digital print and distribution center. To take full advantage of the enhanced capabilities and to support customer requirements, some operations from existing facilities will be transferred to the new center. While certain facilities will close at the end of their current lease term, the company will maintain local presence in the current manufacturing and distribution network to meet customer needs, but in a smaller footprint. Costs of the initiative include employee separation costs for severance and relocation expense as we move a portion of our operations to the new facility and other associated exit costs, primarily for equipment and inventory relocation.

Components of the restructuring and other exit costs consist of the following:

	Total Expected Costs		Total 2013 Expense		Cumulative To-Date Expense
Employee separation costs	$	875	$	608	$	608
Other associated exit costs	1,725		172		172
Total	$	2,600	$	780	$	780

Restructuring and other exit costs in 2012 also included costs from a completed restructuring plan that were required to be expensed as incurred. These amounts were not material.

Restructuring Liability

A summary of activity in the restructuring liability is as follows:

	Balance 2012		Accrued in 2013		Incurred in 2013			Reversed in 2013			Balance 2013
Employee separation costs	$	1,350	$	608	$	(966	)	$	(131	)	$	861
Contract exit and termination costs	21		—		(21		)	—			—
Total	$	1,371	$	608	$	(987	)	$	(131	)	$	861

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OTHER CURRENT LIABILITIES (Tables)

6 Months Ended

Jun. 30, 2013

Other Liabilities Disclosure [Abstract]

Summary of other current liabilities

Other current liabilities consist of the following:

	June 30, 2013		December 30, 2012
Accrued compensation	$	12,364	$	13,996
Deferred revenue	4,820		6,020
Accrued non-income taxes	3,779		3,885
Current portion of pension	2,058		2,058
Accrued customer rebates	4,184		4,814
Other current liabilities	11,214		12,461
Total	$	38,419	$	43,234

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FAIR VALUE MEASUREMENTS

6 Months Ended

Jun. 30, 2013

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS

We have financial assets and liabilities that are not recorded at fair value but which require disclosure of their fair value. The carrying value of cash equivalents approximates fair value due to the short-term maturity of these instruments and is not material. The carrying value of outstanding amounts under our secured revolving credit facility and capital lease obligation approximate fair value based on currently available market rates.

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PENSION PLANS - Net Periodic Benefit Cost Components, Pension Plans (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jul. 01, 2012	Jun. 30, 2013	Jul. 01, 2012
Defined Benefit Plan, Net Periodic Benefit Cost [Abstract]
Interest Cost	$ 4,552	$ 5,028	$ 9,104	$ 10,070
Expected Return on Plan Assets	(5,208)	(5,625)	(10,416)	(11,251)
Amortization of Net Actuarial Losses	6,898	5,773	13,796	11,558
Pension settlement	0	0	0	983
Total	$ 6,242	$ 5,176	$ 12,484	$ 11,360

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SEGMENT REPORTING (Tables)

3 Months Ended

6 Months Ended

Jun. 30, 2013

Jun. 30, 2013

Segment Reporting [Abstract]

Schedule of information about operations by reportable segment

Information about our operations by reportable segment for the 13-week periods ended June 30, 2013 and July 1, 2012 is as follows:

		Healthcare		Business Solutions		Total
Revenue from external customers	2013	$	48,176	$	88,641	$	136,817
	2012	54,763		100,304		155,067
Operating income	2013	$	1,769	$	894	$	2,663
	2012	3,774		2,613		6,387

Information about our operations by reportable segment for the 26-week periods ended June 30, 2013 and July 1, 2012 is as follows:

		Healthcare		Business Solutions		Total
Revenue from external customers	2013	$	97,671	$	180,766	$	278,437
	2012	111,813		200,903		312,716
Operating income	2013	$	3,905	$	3,828	$	7,733
	2012	6,342		3,285		9,627

Schedule of reconciling information between reportable segments and consolidated financial statements

Reconciling information between reportable segments and our consolidated financial statements is as follows:

	13 Weeks Ended						26 Weeks Ended
	June 30, 2013			July 1, 2012			June 30, 2013			July 1, 2012
Segment operating income	$	2,663		$	6,387		$	7,733		$	9,627
Restructuring and other exit costs	(193		)	(1,490		)	(819		)	(2,612		)
Net pension periodic benefit cost	(6,242		)	(5,176		)	(12,484		)	(11,360		)
Other unallocated	(160		)	3			340			(50		)
Total other expense	(471		)	(662		)	(1,096		)	(1,350		)
Loss before income taxes	$	(4,403	)	$	(938	)	$	(6,326	)	$	(5,745	)

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PENSION PLANS (Tables)

6 Months Ended

Jun. 30, 2013

Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract]

Schedule of Net Benefit Costs

Net periodic benefit cost includes the following components:

	13 Weeks Ended						26 Weeks Ended
	June 30, 2013			July 1, 2012			June 30, 2013			July 1, 2012
Interest cost	$	4,552		$	5,028		$	9,104		$	10,070
Expected return on plan assets	(5,208		)	(5,625		)	(10,416		)	(11,251		)
Amortization of net actuarial losses	6,898			5,773			13,796			11,558
Settlement loss	—			—			—			983
Total	$	6,242		$	5,176		$	12,484		$	11,360

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LONG TERM DEBT (Details) (USD $)	1 Months Ended
	Aug. 08, 2013	Aug. 01, 2013
Line of Credit Facility [Line Items]
Line Of Credit Facility Amount Transferred		$ 47,118,000
TWENTY TEN CREDIT FACILITY [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity		100,000,000
Twenty thirteen credit facility [Member]
Line of Credit Facility [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity		125,000,000
Line of Credit Facility, Covenant Terms, Minimum Remaining Borrowing Capacity Plus Cash Balance as a Percent of Aggregate Commitments to Avoid Charges	12.50%
Line of Credit Facility, Covenant Terms, Minimum Remaining Borrowing Capacity Plus Cash Balance to Avoid Charges	$ 12,500,000
Line of Credit Facility, Commitment Fee Description	We are also required to pay a fee on the unused portion of the Revolving Credit Facility payable at an annual rate of .25% if the unused portion is less than 50% of the aggregate commitment or .375% if the unused portion is greater than or equal to 50% of the aggregate commitment.
Minimum [Member] | London Interbank Offer Rate Contracts [Member] | Twenty thirteen credit facility [Member]
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate		1.75%
Minimum [Member] | Base Rate Contract [Member] | Twenty thirteen credit facility [Member]
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate		0.75%
Maximum [Member] | London Interbank Offer Rate Contracts [Member] | Twenty thirteen credit facility [Member]
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate		2.25%
Maximum [Member] | Base Rate Contract [Member] | Twenty thirteen credit facility [Member]
Line of Credit Facility [Line Items]
Debt Instrument, Basis Spread on Variable Rate		1.25%

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SEGMENT REPORTING - Reconciling Information Between Reportable Segments and Consolidated Financial Statements (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jul. 01, 2012	Jun. 30, 2013	Jul. 01, 2012
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract]
Segment operating income	$ 2,663	$ 6,387	$ 7,733	$ 9,627
Restructuring and other exit costs	(193)	(1,490)	(819)	(2,612)
Net pension periodic benefit cost	(6,242)	(5,176)	(12,484)	(11,360)
Other unallocated	(160)	3	340	(50)
Total other expense	(471)	(662)	(1,096)	(1,350)
LOSS BEFORE INCOME TAXES	$ (4,403)	$ (938)	$ (6,326)	$ (5,745)

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RESTRUCTURING AND OTHER EXIT COSTS - Components of Restructuring and Other Exit Costs (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jul. 01, 2012	Jun. 30, 2013	Jul. 01, 2012
Restructuring Cost and Reserve [Line Items]
Total 2013 Expense	$ 193	$ 1,490	$ 819	$ 2,612
Restructuring Fiscal Twenty Eleven Plan
Restructuring Cost and Reserve [Line Items]
Total Expected Costs			10,103
Total 2013 Expense			39
Cumulative To-Date Expense			9,788
Restructuring Fiscal Twenty Eleven Plan | Employee separation costs
Restructuring Cost and Reserve [Line Items]
Total Expected Costs			6,046
Total 2013 Expense			(131)
Cumulative To-Date Expense			6,046
Restructuring Fiscal Twenty Eleven Plan | Contract exit and termination costs
Restructuring Cost and Reserve [Line Items]
Total Expected Costs			557
Total 2013 Expense			24
Cumulative To-Date Expense			271
Restructuring Fiscal Twenty Eleven Plan | Other associated exit costs
Restructuring Cost and Reserve [Line Items]
Total Expected Costs			3,500
Total 2013 Expense			146
Cumulative To-Date Expense			3,471
Restructuring Fiscal Twenty Thirteen Plan
Restructuring Cost and Reserve [Line Items]
Total Expected Costs			2,600
Total 2013 Expense			780
Cumulative To-Date Expense			780
Restructuring Fiscal Twenty Thirteen Plan | Employee separation costs
Restructuring Cost and Reserve [Line Items]
Total Expected Costs			875
Total 2013 Expense			608
Cumulative To-Date Expense			608
Restructuring Fiscal Twenty Thirteen Plan | Other associated exit costs
Restructuring Cost and Reserve [Line Items]
Total Expected Costs			1,725
Total 2013 Expense			172
Cumulative To-Date Expense			$ 172

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EARNINGS PER SHARE (Tables)

6 Months Ended

Jun. 30, 2013

Earnings Per Share [Abstract]

Number of Shares Outstanding for Calculation of Earnings Per Share (EPS)

The number of shares outstanding for calculation of earnings per share (EPS) is as follows:

	13 Weeks Ended		26 Weeks Ended
(Shares in thousands)	June 30, 2013	July 1, 2012	June 30, 2013	July 1, 2012
Weighted-average shares outstanding - basic and diluted	5,925	5,840	5,898	5,831

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CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Jul. 01, 2012
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (6,760)	$ (6,247)
Adjustments to reconcile net (loss) income to cash provided by operating activities
Depreciation and amortization	10,004	11,970
Restructuring and other exit costs	819	2,612
Pension benefit cost	12,484	11,360
Other	1,214	1,595
Changes in operating assets and liabilities, net of effects from acquisitions:
Accounts and notes receivable	4,847	4,470
Inventories	2,351	(642)
Restructuring payments	(1,329)	(3,646)
Accounts payable and other current liabilities	(1,682)	340
Pension contributions	(11,943)	(16,740)
Other assets and liabilities	(1,186)	(1,864)
Net cash provided by operating activities	8,819	3,208
CASH FLOWS FROM INVESTING ACTIVITIES
Additions to plant and equipment	(6,301)	(1,239)
Proceeds from sale of equipment	88	64
Net cash used in investing activities	(6,213)	(1,175)
CASH FLOWS FROM FINANCING ACTIVITIES
Net change in borrowings under revolving credit facility	(1,729)	(55)
Principal payments on long-term debt	(1,193)	(1,352)
Dividends paid	0	(1,500)
Other	(200)	(5)
Net cash used in financing activities	(3,122)	(2,912)
Effect of exchange rate changes on cash	(15)	66
NET DECREASE IN CASH AND CASH EQUIVALENTS	(531)	(813)
Cash and cash equivalents at beginning of period	1,012	1,569
CASH AND CASH EQUIVALENTS AT END OF PERIOD	481	756
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Capital leases and additions to short term notes payable	$ 638	$ 0

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REVERSE STOCK SPLIT

6 Months Ended

Jun. 30, 2013

Reverse Stock Split [Abstract]

CAPITAL STRUCTURE

REVERSE STOCK SPLIT

On April 25, 2013, our shareholders approved a 1-for-5 reverse stock split of our outstanding shares of Common and Class A Stock that became effective May 9, 2013. This resulted in a reduction of our Common Stock issued from 26,947,892 shares to 7,006,413 shares, and a reduction in our Class A Stock issued from 4,725,000 shares to 944,996 shares on that date. The reverse stock split affected all shareholders of the Company's stock uniformly, but did not materially affect any shareholder’s percentage of ownership interest. The par value of our Common Stock and Class A Stock remains unchanged at $1.00 per share and the number of authorized shares and treasury shares remains the same after the reverse stock split.

As the par value per share of the Company's stock remained unchanged at $1.00 per share, $23,721 was reclassified to capital in excess of par value. In connection with this reverse stock split, the number of shares of Common Stock underlying outstanding share-based awards was also proportionately reduced while the exercise prices of stock options were proportionately increased. All references to shares of common stock and per share data for all periods presented in the accompanying financial statements and notes thereto have been adjusted to reflect the reverse stock split on a retroactive basis.

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OTHER CURRENT LIABILITIES

6 Months Ended

Jun. 30, 2013

Other Liabilities Disclosure [Abstract]

OTHER CURRENT LIABILITIES

OTHER CURRENT LIABILITIES

Other current liabilities consist of the following:

	June 30, 2013		December 30, 2012
Accrued compensation	$	12,364	$	13,996
Deferred revenue	4,820		6,020
Accrued non-income taxes	3,779		3,885
Current portion of pension	2,058		2,058
Accrued customer rebates	4,184		4,814
Other current liabilities	11,214		12,461
Total	$	38,419	$	43,234

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RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

6 Months Ended

Jun. 30, 2013

New Accounting Pronouncement or Change in Accounting Principle, Retrospective Adjustments [Abstract]

RECENTLY UPDATED ACCOUNTING PRONOUNCEMENTS [Text Block]

RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS

In 2013, we adopted Accounting Standards Update (ASU) 2013-2, which requires additional disclosure of information related to changes in our accumulated other comprehensive loss by component and significant items reclassified out of our accumulated other comprehensive loss.

Changes in accumulated other comprehensive loss, net of deferred taxes, for the year-to-date period ended June 30, 2013 consist of the following:

	Foreign Currency Translation			Defined Benefit Pension Plans			Total
Balance beginning of period	$	(192	)	$	(231,426	)	$	(231,618	)
Other comprehensive income before reclassifications	(16		)	—			(16		)
Amounts reclassified from accumulated other comprehensive loss	—			13,796			13,796
Net current-period other comprehensive income	(16		)	13,796			13,780
Balance end of period	$	(208	)	$	(217,630	)	$	(217,838	)

During the 13 and 26-week periods ended June 30, 2013, $6,898 and $13,796 of net actuarial loss was amortized from accumulated other comprehensive loss into net periodic benefit cost (see Note 9 Pension Plans). Because of the valuation allowance against our deferred tax assets, there was no federal or state income-based tax expense or benefit related to amounts recorded to or reclassified out of accumulated other comprehensive loss.

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COMMITMENTS AND CONTINGENCIES - Narrative (Detail) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013
Pasco Sanitary Landfill Superfund Site
Commitments and Contingencies Disclosure [Line Items]
Environmental liabilities	$ 1,185
Period of time over which remdiation costs are expected to be incurred	P60Y
Valleycrest Landfill Site
Commitments and Contingencies Disclosure [Line Items]
Environmental liabilities	2,382
Period of time over which remdiation costs are expected to be incurred	P30Y
Jeffersonville, Indiana Operating Lease
Commitments and Contingencies Disclosure [Line Items]
Operating Leases Future Annual Payments Due	$ 1,400
Operating Lease Term in Years	7
Operating Lease Minimum Term In Years Before Cancellation Option	5

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REVERSE STOCK SPLIT (Details) (USD $) In Thousands, except Share data, unless otherwise specified	6 Months Ended					6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013 Common Stock	Dec. 30, 2012 Common Stock	Jun. 30, 2013 Common Class A	Dec. 30, 2012 Common Class A	Jun. 30, 2013 Before Reverse Stock Split Common Stock	Jun. 30, 2013 Before Reverse Stock Split Common Class A	Jun. 30, 2013 After Reverse Stock Split	Jun. 30, 2013 After Reverse Stock Split Common Stock	Jun. 30, 2013 After Reverse Stock Split Common Class A
Class of Stock [Line Items]
Reverse Stock Split Conversion Ratio	5
Stock Issued During Period, Shares, Reverse Stock Splits						26,947,892	4,725,000		7,006,413	944,996
Common stock, par value		$ 1.00	$ 1.00	$ 1.00	$ 1.00			$ 1.00
Adjustments to Additional Paid in Capital, Stock Split								$ 23,721

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RESTRUCTURING AND OTHER EXIT COSTS - Summary of Accrual Activity (Detail) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013
Restructuring Reserve [Roll Forward]
Accrued restructuring and other exit costs, beginning balance	$ 1,371
Increase (Decrease) in Restructuring Reserve	608
Accrued restructuring and other exit costs, incurred	(987)
Accrued restructuring and other exit costs, ending balance	861
Employee separation costs
Restructuring Reserve [Roll Forward]
Accrued restructuring and other exit costs, beginning balance	1,350
Increase (Decrease) in Restructuring Reserve	608
Accrued restructuring and other exit costs, incurred	(966)
Accrued restructuring and other exit costs, ending balance	861
Contract exit and termination costs
Restructuring Reserve [Roll Forward]
Accrued restructuring and other exit costs, beginning balance	21
Increase (Decrease) in Restructuring Reserve	0
Accrued restructuring and other exit costs, incurred	(21)
Accrued restructuring and other exit costs, ending balance	0
Restructuring Fiscal Twenty Zero Nine Plan [Member]
Restructuring Reserve [Roll Forward]
Restructuring Reserve, Accrual Adjustment	(131)
Restructuring Fiscal Twenty Zero Nine Plan [Member] | Employee separation costs
Restructuring Reserve [Roll Forward]
Restructuring Reserve, Accrual Adjustment	(131)
Restructuring Fiscal Twenty Zero Nine Plan [Member] | Contract exit and termination costs
Restructuring Reserve [Roll Forward]
Restructuring Reserve, Accrual Adjustment	$ 0

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SHARE-BASED COMPENSATION - Narrative (Detail) (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended		6 Months Ended		1 Months Ended
	Jun. 30, 2013	Jul. 01, 2012	Jun. 30, 2013	Jul. 01, 2012	Aug. 08, 2013 Performance Shares [Member]	Aug. 08, 2013 Service Based Awards [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period					217,807	112,243
Total share-based compensation expense	$ 507	$ 590	$ 976	$ 1,292

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jul. 01, 2012	Jun. 30, 2013	Jul. 01, 2012
Net loss	$ (4,710)	$ (1,135)	$ (6,760)	$ (6,247)
Other comprehensive income, net of tax:
Actuarial loss	0	0	0	(392)
Actuarial loss reclassification	6,898	5,773	13,796	12,168
Cumulative translation adjustment	(262)	250	(16)	67
Total other comprehensive income, net of tax	6,636	6,023	13,780	11,843
COMPREHENSIVE INCOME	$ 1,926	$ 4,888	$ 7,020	$ 5,596

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SHARE-BASED COMPENSATION

6 Months Ended

Jun. 30, 2013

Share-based Compensation [Abstract]

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION

Total share-based compensation expense was $507 and $590 for the 13-week periods ended June 30, 2013, and July 1, 2012. Total share-based compensation expense was $976 and $1,292 for the 26-week periods ended June 30, 2013 and July 1, 2012.

On August 7, 2013, the Company awarded 217,807 shares of performance-based restricted stock and 112,243 shares of service-based restricted stock.

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CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) In Thousands, except Share data, unless otherwise specified	Jun. 30, 2013	Dec. 30, 2012
Allowance for Doubtful Accounts Receivable, Current	$ 2,270	$ 2,312
Treasury stock, shares	2,021,000	2,021,000
Common Stock
Common stock, par value	$ 1.00	$ 1.00
Common stock, Authorized	101,000,000	101,000,000
Common stock, Issued	7,006,000	6,922,000
Common Class A
Common stock, par value	$ 1.00	$ 1.00
Common stock, Authorized	9,450,000	9,450,000
Common stock, Issued	945,000	945,000

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CONSOLIDATED STATEMENTS OF INCOME (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jul. 01, 2012	Jun. 30, 2013	Jul. 01, 2012
REVENUE
Products	$ 120,431	$ 135,376	$ 245,691	$ 274,232
Services	16,386	19,691	32,746	38,484
Total revenue	136,817	155,067	278,437	312,716
COST OF SALES
Products	88,233	97,221	178,674	195,299
Services	9,529	11,252	18,788	22,622
Total cost of sales	97,762	108,473	197,462	217,921
GROSS MARGIN	39,055	46,594	80,975	94,795
OPERATING EXPENSES
Selling, general and administrative	42,794	45,380	85,386	95,595
Pension settlement	0	0	0	983
Restructuring and other exit costs	193	1,490	819	2,612
Total operating expenses	42,987	46,870	86,205	99,190
LOSS FROM OPERATIONS	(3,932)	(276)	(5,230)	(4,395)
OTHER INCOME (EXPENSE)
Interest expense	(530)	(685)	(1,154)	(1,389)
Other income	59	23	58	39
Total other expense	(471)	(662)	(1,096)	(1,350)
LOSS BEFORE INCOME TAXES	(4,403)	(938)	(6,326)	(5,745)
INCOME TAX EXPENSE	307	197	434	502
NET LOSS	$ (4,710)	$ (1,135)	$ (6,760)	$ (6,247)
BASIC AND DILUTED LOSS PER SHARE	$ (0.80)	$ (0.19)	$ (1.15)	$ (1.07)
Dividends per share declared for the period	$ 0.00	$ 0.00	$ 0.00	$ 0.25

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RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS Changes in Other Accumulated Other Comprehensive Income (Details) (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013
Change in Accumulated Other Comprehensive Income (Loss) [Roll Forward]
Balance beginning of period	$ (231,618)
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax [Abstract]
Other comprehensive income before reclassifications	(16)
Amounts reclassified from accumulated other comprehensive loss	13,796
Net current-period other comprehensive income	13,780
Balance end of period	(217,838)
Foreign Currency Translation
Change in Accumulated Other Comprehensive Income (Loss) [Roll Forward]
Balance beginning of period	(192)
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax [Abstract]
Other comprehensive income before reclassifications	(16)
Amounts reclassified from accumulated other comprehensive loss	0
Net current-period other comprehensive income	(16)
Balance end of period	(208)
Defined Benefit Pension Plans
Change in Accumulated Other Comprehensive Income (Loss) [Roll Forward]
Balance beginning of period	(231,426)
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax [Abstract]
Other comprehensive income before reclassifications	0
Amounts reclassified from accumulated other comprehensive loss	13,796
Net current-period other comprehensive income	13,796
Balance end of period	$ (217,630)

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RESTRUCTURING AND OTHER EXIT COSTS (Tables)

6 Months Ended

Jun. 30, 2013

Schedule of summary of accrual activity

A summary of activity in the restructuring liability is as follows:

	Balance 2012		Accrued in 2013		Incurred in 2013			Reversed in 2013			Balance 2013
Employee separation costs	$	1,350	$	608	$	(966	)	$	(131	)	$	861
Contract exit and termination costs	21		—		(21		)	—			—
Total	$	1,371	$	608	$	(987	)	$	(131	)	$	861

Restructuring Fiscal Twenty Eleven Plan

Schedule of components of restructuring and other exit costs

Components of the restructuring and other exit costs consist of the following:

	Total Expected Costs		Total 2013 Expense			Cumulative To-Date Expense
Employee separation costs	$	6,046	$	(131	)	$	6,046
Contract exit and termination costs	557		24			271
Other associated exit costs	3,500		146			3,471
Total	$	10,103	$	39		$	9,788

Restructuring Fiscal Twenty Thirteen Plan

Schedule of components of restructuring and other exit costs

Components of the restructuring and other exit costs consist of the following:

	Total Expected Costs		Total 2013 Expense		Cumulative To-Date Expense
Employee separation costs	$	875	$	608	$	608
Other associated exit costs	1,725		172		172
Total	$	2,600	$	780	$	780

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SEGMENT REPORTING - Information about Operations by Reportable Segment (Detail) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jul. 01, 2012	Jun. 30, 2013	Jul. 01, 2012
Segment Reporting Information [Line Items]
Revenue from external customers	$ 136,817	$ 155,067	$ 278,437	$ 312,716
Operating income	2,663	6,387	7,733	9,627
Healthcare
Segment Reporting Information [Line Items]
Revenue from external customers	48,176	54,763	97,671	111,813
Operating income	1,769	3,774	3,905	6,342
Business Solutions
Segment Reporting Information [Line Items]
Revenue from external customers	88,641	100,304	180,766	200,903
Operating income	$ 894	$ 2,613	$ 3,828	$ 3,285

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EARNINGS PER SHARE - Summary of Number of Shares Outstanding for Calculation of Earnings Per Share (EPS) (Details) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jul. 01, 2012	Jun. 30, 2013	Jul. 01, 2012
Earnings Per Share [Abstract]
Weighted-average shares outstanding - basic and diluted	5,925	5,840	5,898	5,831

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EARNINGS PER SHARE - Narrative (Details)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jul. 01, 2012	Jun. 30, 2013	Jul. 01, 2012
Earnings Per Share [Abstract]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	0	0	0	0

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EARNINGS PER SHARE

6 Months Ended

Jun. 30, 2013

Earnings Per Share [Abstract]

EARNINGS PER SHARE

EARNINGS PER SHARE

The number of shares outstanding for calculation of earnings per share (EPS) is as follows:

	13 Weeks Ended		26 Weeks Ended
(Shares in thousands)	June 30, 2013	July 1, 2012	June 30, 2013	July 1, 2012
Weighted-average shares outstanding - basic and diluted	5,925	5,840	5,898	5,831

Due to the net loss incurred for the 13 and 26-week periods ending on June 30, 2013, and July 1, 2012, no outstanding options or nonvested shares were included in the diluted EPS computation because they would automatically result in anti-dilution.

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RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS Reclassifications from Other Comprehensive Income (Details) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jul. 01, 2012	Jun. 30, 2013	Jul. 01, 2012
Reclassification Out Of Accumulated Other Comprehensive Income [Line Items]
Other Comprehensive Income (Loss), Reclassification, Pension and Other Postretirement Benefit Plans, Net Gain (Loss) Recognized in Net Periodic Benefit Cost, Net of Tax	$ 6,898	$ 5,773	$ 13,796	$ 12,168
Reclassification out of Accumulated Other Comprehensive Income [Member] | Defined Benefit Pension Plans
Reclassification Out Of Accumulated Other Comprehensive Income [Line Items]
Other Comprehensive Income (Loss), Reclassification, Pension and Other Postretirement Benefit Plans, Net Gain (Loss) Recognized in Net Periodic Benefit Cost, Net of Tax	$ (6,898)		$ (13,796)

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SUBSEQUENT EVENTS Subsequent Events (Details) (Subsequent Event [Member], USD $)	1 Months Ended
	Aug. 08, 2013	Aug. 01, 2013
Debt Instrument [Line Items]
Business Acquisition Purchase Price Allocation Term Loan		$ 210,000,000
Business Acquisition, Effective Date of Acquisition	Aug. 01, 2013
Noncash or Part Noncash Acquisition, Noncash Financial or Equity Instrument Consideration, Warrants Issued	2,654,952
Business Acquisition, Cost of Acquired Entity, Cash Paid		1
Class of Warrant or Right, Exercise Price of Warrants or Rights		0.00001
Business Acquisition, Expected Cost Savings After Integration	40,000,000
First Lien Credit Facility [Member]
Debt Instrument [Line Items]
Business Acquisition Purchase Price Allocation Term Loan		124,000,000
Debt Instrument, Periodic Payment, Principal	2,500,000
Debt Instrument, Basis Spread on Variable Rate		7.00%
Second Lien Credit Facility [Member]
Debt Instrument [Line Items]
Business Acquisition Purchase Price Allocation Term Loan		86,000,000
Debt Instrument, Basis Spread on Variable Rate		8.65%
Tranche B Secon Lien Term Loans [Member]
Debt Instrument [Line Items]
Debt Instrument, Face Amount		$ 10,000,000

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SEGMENT REPORTING

6 Months Ended

Jun. 30, 2013

Segment Reporting [Abstract]

SEGMENT REPORTING

SEGMENT REPORTING

Information about our operations by reportable segment for the 13-week periods ended June 30, 2013 and July 1, 2012 is as follows:

		Healthcare		Business Solutions		Total
Revenue from external customers	2013	$	48,176	$	88,641	$	136,817
	2012	54,763		100,304		155,067
Operating income	2013	$	1,769	$	894	$	2,663
	2012	3,774		2,613		6,387

Information about our operations by reportable segment for the 26-week periods ended June 30, 2013 and July 1, 2012 is as follows:

		Healthcare		Business Solutions		Total
Revenue from external customers	2013	$	97,671	$	180,766	$	278,437
	2012	111,813		200,903		312,716
Operating income	2013	$	3,905	$	3,828	$	7,733
	2012	6,342		3,285		9,627

Reconciling information between reportable segments and our consolidated financial statements is as follows:

	13 Weeks Ended						26 Weeks Ended
	June 30, 2013			July 1, 2012			June 30, 2013			July 1, 2012
Segment operating income	$	2,663		$	6,387		$	7,733		$	9,627
Restructuring and other exit costs	(193		)	(1,490		)	(819		)	(2,612		)
Net pension periodic benefit cost	(6,242		)	(5,176		)	(12,484		)	(11,360		)
Other unallocated	(160		)	3			340			(50		)
Total other expense	(471		)	(662		)	(1,096		)	(1,350		)
Loss before income taxes	$	(4,403	)	$	(938	)	$	(6,326	)	$	(5,745	)

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LONG TERM DEBT (Notes)

6 Months Ended

Jun. 30, 2013

Debt Disclosure [Abstract]

Long-term Debt [Text Block]

LONG TERM DEBT

On August 1, 2013, the Company entered into an amended and restated loan and security agreement (Revolving Credit Facility) which amended the terms of the Company’s existing $100,000 senior secured revolving credit facility that would have matured in March 2014. The Revolving Credit Facility provides for borrowings up to $125,000 through August 1, 2018. At the time of amendment of the Company’s existing revolving credit facility, $47,118 was outstanding. This amount was immediately transferred to the Revolving Credit Facility.

The Revolving Credit Facility is secured by accounts receivable, inventories, fixed assets, and certain other assets. The Revolving Credit Facility contains a fixed charge coverage covenant test that becomes applicable if the sum of available unborrowed credit plus certain cash balances falls below 12.5% of aggregate commitments or $12,500, whichever is greater.

The Revolving Credit Facility provides for the payment of interest on amounts borrowed under both London Interbank Offered Rate (LIBOR) contracts and base rate loans. Payment of interest on LIBOR contracts is at an annual rate equal to the LIBOR rate plus 1.75% to 2.25% based on our level of liquidity. Payment of interest on base rate loans is based on the prime rate plus .75% to 1.25% based upon our level of liquidity. We are also required to pay a fee on the unused portion of the Revolving Credit Facility payable at an annual rate of .25% if the unused portion is less than 50% of the aggregate commitment or .375% if the unused portion is greater than or equal to 50% of the aggregate commitment.

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BASIS OF PRESENTATION

6 Months Ended

Jun. 30, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

BASIS OF PRESENTATION

BASIS OF PRESENTATION

The accompanying consolidated financial statements include the accounts of The Standard Register Company and its wholly-owned subsidiaries (collectively, the Company) after elimination of intercompany transactions, profits, and balances. The consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required for complete annual financial statements and should be read in conjunction with the Company's audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 30, 2012 (Annual Report). In our opinion, all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation have been included. The results for interim periods are not necessarily indicative of trends or of results to be expected for a full year.

Certain prior-year amounts have been reclassified to conform to the current-year presentation.

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OTHER CURRENT LIABILITIES - Summary of Other Current Liabilities (Details) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 30, 2012
Other Liabilities Disclosure [Abstract]
Accrued compensation	$ 12,364	$ 13,996
Deferred revenue	4,820	6,020
Accrued non-income taxes	3,779	3,885
Current portion of pension	2,058	2,058
Accrued customer rebates	4,184	4,814
Other current liabilities	11,214	12,461
Total	$ 38,419	$ 43,234

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INCOME TAXES

6 Months Ended

Jun. 30, 2013

Income Tax Disclosure [Abstract]

INCOME TAXES

INCOME TAXES

Because of the valuation allowance against our deferred tax assets, there was no federal or state income-based tax expense or benefit. Tax expense for 2013 and 2012 reflects state tax liabilities derived from a tax base other than net income and foreign taxes in Mexico.

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PENSION PLANS

6 Months Ended

Jun. 30, 2013

Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract]

Pension and Other Postretirement Benefits Disclosure

PENSION PLANS

Net periodic benefit cost includes the following components:

	13 Weeks Ended						26 Weeks Ended
	June 30, 2013			July 1, 2012			June 30, 2013			July 1, 2012
Interest cost	$	4,552		$	5,028		$	9,104		$	10,070
Expected return on plan assets	(5,208		)	(5,625		)	(10,416		)	(11,251		)
Amortization of net actuarial losses	6,898			5,773			13,796			11,558
Settlement loss	—			—			—			983
Total	$	6,242		$	5,176		$	12,484		$	11,360

As a result of associates retiring in 2012 and electing a lump-sum payment of their pension benefits under our non-qualified retirement plan, we recognized a non-cash settlement loss during the first quarter of 2012. A pension settlement is recorded when the total lump sum payments for a year exceed total service and interest costs to be recognized for that year. As part of the settlement, we recognized a pro-rata portion of the unrecognized net losses included in accumulated other comprehensive loss equal to the percentage reduction in the pension benefit obligation.

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RECENTLY ADOPTED ACCOUNTING PRONOUNCEMENTS (Tables)

6 Months Ended

Jun. 30, 2013

New Accounting Pronouncement or Change in Accounting Principle, Current Period Disclosures [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

Changes in accumulated other comprehensive loss, net of deferred taxes, for the year-to-date period ended June 30, 2013 consist of the following:

	Foreign Currency Translation			Defined Benefit Pension Plans			Total
Balance beginning of period	$	(192	)	$	(231,426	)	$	(231,618	)
Other comprehensive income before reclassifications	(16		)	—			(16		)
Amounts reclassified from accumulated other comprehensive loss	—			13,796			13,796
Net current-period other comprehensive income	(16		)	13,796			13,780
Balance end of period	$	(208	)	$	(217,630	)	$	(217,838	)

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SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2013

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

On August 1, 2013, the Company acquired all of the outstanding membership interests of WorkflowOne, LLC (WorkflowOne) for an aggregate purchase price of one dollar. In connection with the acquisition, the Company also assumed $210,000 of WorkflowOne's existing debt under two secured credit facilities, as described below, and issued warrants that will be convertible into 2,654,952 shares of the Company's Common Stock, subject to shareholder approval. The warrants are exercisable beginning on the first business day after the date of obtaining shareholder approval and ending three months after the date of obtaining such approval. The per share exercise price of each warrant is $0.00001.

WorkflowOne provides printing, document management, distribution and marketing services to a large customer base and will initially operate as a subsidiary of Standard Register. The acquisition advances the Company's revenue position, enhances its product and solutions portfolio, broadens its customer base, improves its cost structure, and provides greater financial flexibility and stability. We expect to achieve approximately $40,000 in annual savings when the integration of the two companies is complete. We also expect to incur future material restructuring charges in conjunction with the integration; however our plan has not yet been finalized.

Debt assumed under the First Lien Credit Facility was approximately $124,000 and is secured by substantially all of the assets of the combined companies. Quarterly payments of $2,500 are due beginning September 2014 with additional mandatory payments due based on a percentage of excess cash flow and certain other events. The full unpaid principal amount is due on August 1, 2018. The debt will bear interest at an adjusted LIBOR plus 7.00%.

Debt assumed under the Second Lien Credit Facility was approximately $86,000 and is secured by substantially all of the assets of the combined companies. Upon the termination of the First Lien Credit Facility, mandatory payments are due based on a percentage of excess cash flow and certain other events. The full unpaid principal amount is due on February 1, 2020. The debt will bear interest at an adjusted LIBOR plus 8.65%.

In addition, the Company issued $10,000 of non-interest bearing “Tranche B Second Lien Term Loans.” The final working capital amount will be calculated within 40 business days of August 1, 2013 and will determine whether this debt will be cancelled for no consideration, funded with cash placed in escrow by the seller, or a combination of the two options.

Due to the timing of the acquisition, the initial accounting for the acquisition is not yet complete and as a result, certain required disclosures cannot yet be made.

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DOCUMENT AND ENTITY INFORMATION	6 Months Ended
	Jun. 30, 2013
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2
Trading Symbol	SR
Entity Registrant Name	STANDARD REGISTER CO
Entity Central Index Key	0000093456
Current Fiscal Year End Date	--12-29
Entity Well-known Seasoned Issuer	No
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Smaller Reporting Company
Common Stock
Document Information [Line Items]
Entity Common Stock, Shares Outstanding	5,229,793
Common Class A
Document Information [Line Items]
Entity Common Stock, Shares Outstanding	944,996

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BASIS OF PRESENTATION (Policies)

6 Months Ended

Jun. 30, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Accounting, Policy [Policy Text Block]

The accompanying consolidated financial statements include the accounts of The Standard Register Company and its wholly-owned subsidiaries (collectively, the Company) after elimination of intercompany transactions, profits, and balances. The consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required for complete annual financial statements and should be read in conjunction with the Company's audited consolidated financial statements and notes included in our Annual Report on Form 10-K for the year ended December 30, 2012 (Annual Report). In our opinion, all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation have been included. The results for interim periods are not necessarily indicative of trends or of results to be expected for a full year.

Certain prior-year amounts have been reclassified to conform to the current-year presentation.