-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DNt5gyXIhsTlLvvjeZEDa0DVR5SnGcTFPcmkoqMjqF5/UBkQtYN7vUEQD44GWb/q hSgJ60EFSj69YA22smFKLg== 0000093456-95-000004.txt : 19951119 0000093456-95-000004.hdr.sgml : 19951119 ACCESSION NUMBER: 0000093456-95-000004 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951001 FILED AS OF DATE: 19951114 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: STANDARD REGISTER CO CENTRAL INDEX KEY: 0000093456 STANDARD INDUSTRIAL CLASSIFICATION: MANIFOLD BUSINESS FORMS [2761] IRS NUMBER: 310455440 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-01097 FILM NUMBER: 95592278 BUSINESS ADDRESS: STREET 1: 600 ALBANY ST CITY: DAYTON STATE: OH ZIP: 45401 BUSINESS PHONE: 5134341000 MAIL ADDRESS: STREET 1: 600 ALBANY STREET STREET 2: P O BOX 1167 CITY: DAYTON STATE: OH ZIP: 45401-1167 10-Q 1 1 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 Quarter Ended October 1, 1995 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 01-1097 THE STANDARD REGISTER COMPANY OHIO CORPORATION 31-0455440 600 ALBANY STREET, DAYTON, OHIO 45401 TELEPHONE NUMBER 513-443-1000 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Secu- rities 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. . CLASS OUTSTANDING AS OF October 1, 1995 Common Stock - $1.00 Par Value 23,940,017 Class A Stock - $1.00 Par Value 4,725,000 - 1 of 10 - 2 THE STANDARD REGISTER COMPANY INDEX Page No. PART I - FINANCIAL STATEMENTS Consolidated Balance Sheet October 1, 1995, January 1, 1995 3 Consolidated Statement of Income 13 Weeks Ended October 1, 1995 and October 2, 1994 4 39 Weeks Ended October 1, 1995 and October 2, 1994 Consolidated Statement of Cash Flows 39 Weeks Ended October 1, 1995 and October 2, 1994 5 The consolidated financial statements of the Registrant included herein have been prepared, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Although certain information normally included in financial statements prepared in accordance with generally accepted accounting principles has been condensed or omitted, the Registrant believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Annual Report on Form 10-K of the Registrant for the year ended January 1, 1995. The consolidated financial statements included herein reflect all adjustments (consisting only of normal recurring accruals) which, in the opinion of management, are necessary to present a fair statement of the results for the interim periods. The results for interim periods are not necessarily indicative of trends or of results to be expected for a full year. Management's Discussion and Analysis of the Interim Financial Statements 6-7 PART II - OTHER INFORMATION AND SIGNATURE 8-10 - 2 - 3 THE STANDARD REGISTER COMPANY CONSOLIDATED BALANCE SHEET (Dollars in Thousands) (Unaudited)
October 1, January 1, 1995 1995 ASSETS CURRENT ASSETS Cash and Cash Equivalents $ 29,212 $ 55,235 Accounts Receivable, less Allowance for Losses 163,621 151,952 Inventories 114,424 100,673 Deferred Income Tax 9,592 9,592 Prepaid Expense 4,965 4,039 Total Current Assets $321,814 $321,491 PLANT AND EQUIPMENT Buildings and Improvements $ 59,787 $ 57,472 Machinery and Equipment 213,933 193,187 Office Equipment 39,567 37,904 Total 313,287 288,563 Less Accumulated Depreciation 139,961 121,267 Depreciated Cost 173,326 167,296 Construction in Process 33,698 28,720 Land 3,277 2,789 Total Plant and Equipment $210,301 $198,805 OTHER ASSETS Goodwill, Patents, and Other 2,909 2,391 Investment in F3 Corporation 3,500 Investment in Polyforms Joint Venture 4,661 2,972 Total Other Assets $ 11,070 $ 5,363 TOTAL ASSETS $543,185 $525,659 LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Current Maturities of Long-Term Debt $ 6,471 $ 6,471 Accounts Payable 17,221 19,071 Dividends Payable - 5,149 Accrued Compensation 28,474 27,994 Accrued Retirement Expense 5,546 4,139 Accrued Other Expense 1,159 2,230 Accrued Taxes, except Income 4,371 5,181 Income Taxes Payable 1,473 2,278 Customer Deposits 10,961 9,807 Deferred Service Contract Income 9,190 7,360 Total Current Liabilities $ 84,866 $ 89,680 LONG-TERM LIABILITIES Long-Term Debt $ 7,835 $ 11,071 Retiree Healthcare 25,491 25,125 Deferred Income Taxes 15,817 15,817 Total Long-Term Liabilities $ 49,143 $ 52,013 SHAREHOLDERS' EQUITY Common Stock, $1.00 Par Value 24,141,758 Shares Issued in 1995 $ 24,142 24,084,632 Shares Issued in 1994 $ 24,085 Class A Stock, $1.00 Par Value 4,725,000 Shares Outstanding 4,725 4,725 Capital in Excess of Stated Value 27,450 26,507 Retained Earnings 356,711 332,501 Treasury Stock, 201,741 Shares at Cost (3,852) (3,852) Total Shareholders' Equity $409,176 $383,966 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $543,185 $525,659 - 3 -
4 THE STANDARD REGISTER COMPANY CONSOLIDATED STATEMENT OF INCOME (In Thousands except Data Per Share) (Unaudited)
Third Quarter Nine Months 13 Weeks Ended 39 Weeks Ended Oct 1, Oct 2, Oct 1, Oct 2, 1995 1994 1995 1994 TOTAL REVENUE $ 227,922 $ 190,008 $ 654,944 $ 558,189 COSTS AND EXPENSES Cost of Products Sold $ 149,467 $ 120,379 $ 424,890 $ 351,443 Engineering & Research 2,016 1,849 5,940 5,613 Selling and Administrative 48,976 43,536 142,939 129,273 Depreciation and Amortization 7,578 6,986 22,496 19,592 Interest 225 269 765 806 Total Costs and Expenses $ 208,262 $ 173,019 $ 597,030 $ 506,727 INCOME BEFORE INCOME TAXES $ 19,660 $ 16,989 $ 57,914 $ 51,462 Income Taxes 7,942 6,682 23,374 20,579 NET INCOME $ 11,718 $ 10,307 $ 34,540 $ 30,883 Average Number of Shares Outstanding (000) 28,657 28,693 28,657 28,693 DATA PER SHARE Net Income Primary and Fully Diluted $ 0.41 $ 0.36 $ 1.21 $ 1.08 Dividends Paid $ 0.18 $ 0.17 $ 0.54 $ 0.51 - 4 -
5 THE STANDARD REGISTER COMPANY CONSOLIDATED STATEMENT OF CASH FLOWS (Dollars in Thousands) (Unaudited)
Nine Months 39 Wks Ended Oct 1, Oct 2, 1995 1994 CASH FLOWS FROM OPERATING ACTIVITIES Net Income $34,540 $ 30,883 Add Items not Affecting Cash: Depreciation and Amortization $ 22,496 $ 19,592 Loss (Gain) on Sale of Facilities (896) 201 Net Change to Post-Retirement Healthcare 366 - Increase (Decrease) in Cash Arising from Changes in Asset and Liabilities: Accounts Receivable (11,669) 2,776 Inventories (13,751) (6,864) Other Assets (1,563) 636 Accounts Payable (1,849) (4,288) Accrued Expenses 7 (5,151) Income Taxes Payable (806) (1,992) Customer Deposits 1,153 - Deferred Service Income 1,830 1,911 Net Adjustments (4,684) 6,821 Net Cash Provided by Operating Activities $ 29,856 $ 37,704 CASH FLOWS FROM INVESTING ACTIVITIES Proceeds from Sale of Facilities $ 1,998 $ 50 Additions to Plant and Equipment (34,973) (45,522) Investment in F3 Corporation (3,500) - Investment in Polyforms Joint Venture (1,690) - Net Cash (Used in) Investing Activities $(38,165) $(45,472) CASH FLOWS FROM FINANCING ACTIVITIES Principal Payments on Long-Term Debt $ (3,235) $ (3,240) Proceeds from Issuance of Common Stock 1,000 993 Redemption of Common Stock - (1,109) Dividends Paid (15,479) (14,644) Net Cash (Used in) Financing Activities $(17,714) $(18,000) NET (DECREASE) IN CASH AND CASH EQUIVALENTS $(26,023) $(25,768) Cash and Cash Equivalents, Beginning $ 55,235 $ 78,994 CASH AND CASH EQUIVALENTS, ENDING $ 29,212 $ 53,226 - 5 -
6 THE STANDARD REGISTER COMPANY MANAGEMENT DISCUSSION AND ANALYSIS OF THE INTERIM FINANCIAL STATEMENTS Net income for the third quarter 1995 was $11.7 million, a 13.7% increase compared to the $10.3 million result for the comparable quarter of 1994; earnings per share were $.41 vs. $.36 a year earlier. For the nine months year-to-date period, net income was $34.5 million or $1.21 per share, an 11.8% increase compared to 1994's $30.9 million and $1.08 per share result. Total revenue increased 20.0% and 17.3% for the quarter and year-to- date periods, respectively. Business forms products, representing 76% of all revenue, increased 18.0% and 14.9% for the respective reporting periods. The 18.0% third quarter increase was driven by higher forms prices which were, in turn, the result of higher paper costs. Revenue from promotional direct mail, representing 13% of all revenue, was up 28.4% and 41.2% for the quarter and year-to-date periods, respectively. The 28.4% third quarter increase in promotional direct mail resulted from a 5.5% growth in units coupled with an average 14.8% increase in net selling prices due to increased paper costs. The 41.2% year-to- date increase is a result of the mid-year 1994 acquisition of the Promotional Graphics Division of UARCO and an average 11.4% increase in net selling prices due to increased paper costs. Equipment and related maintenance services and supplies revenues increased 21.1% for the quarter which raised the year-to-date revenue increase for these products and services to 10.4%. The Company experienced a stabilizing of paper costs in the third quarter of 1995 following sharp rises in paper costss during the first half of 1995. As a result of higher paper costs, the Company continues to expect an unfavorable LIFO charge to pretax earnings in 1995. The third quarter pretax LIFO charge was $4.7 million or $.10 per share after tax which increased the year-to-date pretax LIFO charge to $12.2 million or $.26 per share after tax. Additional LIFO adjustments are expected for the fourth quarter of 1995. Excluding the effects of LIFO, gross margin (revenue less cost of products sold) increased $13.5 million and $35.5 million for the quarter and year-to-date periods, respectively. Gross margin as a percentage of revenue was down only .1% for the quarter, 36.5% versus a prior year of 36.6%, and was equal to the prior year's gross margin percentage of 37.0% on a year-to-date basis, reflecting the Company's generally successful efforts to recover increased paper costs. The total of selling, administrative, and R&D expenses increased 12.4% and 10.4% for the quarter and year-to-date periods, below the comparable 20.0% and 17.3% rates of revenue growth. Depreciation expense rose 14.8% year-to-date, reflecting higher capital spending and the effects of the Promotional Graphics acquisition and an FCA Division of Capital Graphics, Inc. acquisition. Interest expense decreased 16.4% and 5.1% on a quarter and year-to-date basis due to a decrease in debt of $6.5 million. - 6 - 7 Net cash flow for the first nine months of 1995 was a negative $26.0 million, resulting primarily from the FCA acquisition, a third quarter $3.5 million equity investment in F3 Software Corporation, and increased working capital due to higher paper costs. The F3 Software Corporation develops and markets forms design and forms automation software, a key building block for the Company's electronic products offering to customers. 1995 capital expenditures are forecasted at $45 million dollars, including the acquisition of FCA and the $3.5 million equity investment in F3 Software Corporation. At quarter-end, cash and cash equivalents stood at $29.2 million. Total debt, including current maturities, was $14.3 million, producing a net cash position of $14.9 million. Current assets were 3.8 times the level of current liabilities. The Company believes that a combination of internally generated funds and current cash reserves will be adequate to meet operating and financing needs for the near term. - 7 - 8 THE STANDARD REGISTER COMPANY PART II - OTHER INFORMATION ITEMS 1 THRU 5 None ITEM 6 - (a) Exhibits Exhibit No. Description 27 Financial Data Schedule (b) There have been no reports on Form 8-K filed during the quarter for which this report on Form 10-Q is being filed. - 8 - 9 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. November 10,1995 THE STANDARD REGISTER COMPANY /s/ C. J. Brown By C. J. Brown, Senior Vice President- Administration, Finance, Treasurer & Chief Financial Officer - 9 - 10 EXHIBIT INDEX Number Description 27 Financial Data Schedule - 10 - EX-27 2
5 The Standard Register Company Financial Data Schedule This schedule contains summary financial information extracted from The Standard Register Company financial statements for the nine months ended October 1, 1995, and is qualified in its entirety by reference to such financial statements. 1,000 9-MOS DEC-31-1995 OCT-01-1995 29,212 0 169,201 5,580 114,424 321,814 350,263 139,961 543,185 84,866 14,306 0 0 28,867 380,309 543,185 652,785 654,944 424,890 597,030 0 2,552 765 57,914 23,374 34,540 0 0 0 34,540 1.21 1.21
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