-----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, NX/eIrjOfYiNVuqp9/qjg9ydDPuoZMZDG25TJOjbXp2R1zmfQhgA63dbSmp57l1w 5HVks8TEqbiPWO1mBSX6IQ== 0000906318-07-000143.txt : 20071026 0000906318-07-000143.hdr.sgml : 20071026 20071026121733 ACCESSION NUMBER: 0000906318-07-000143 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071026 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071026 DATE AS OF CHANGE: 20071026 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: 0103 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11699 FILM NUMBER: 071192680 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 8-K 1 sr8k102607.htm FORM 8-K .



UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549




FORM 8-K




CURRENT REPORT



Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934




Date of Report:  October 26, 2007

(Date of earliest event reported)




THE STANDARD REGISTER COMPANY

(Exact name of Registrant as specified in its Charter)





Ohio

(State or other jurisdiction of incorporation)

1-1097

(Commission File No.)

31-0455440

(IRS Employer Identification Number)




600 Albany Street, Dayton, Ohio  

45408

(Address of principal executive offices)

(Zip Code)




Registrant’s telephone number, including area code: (937) 221-1000



N/A

(Former name or former address, if changed since last report)









Item 2.02  Results of Operations and Financial Condition


The information in this Item 2.02 (including the exhibit referenced below) is being furnished and shall not be deemed “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section.  The information in this Item 2.02 shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

On October 26, 2007, Standard Register issued an earnings release announcing its financial results for the third quarter ended September 30, 2007.  A copy of the earnings press release is attached as Exhibit 99.1 and is furnished under this Item 2.02.


Item 9.01 Financial Statements and Exhibits.

(c)  Exhibits

Exhibit No.

Description

99.1

Press Release dated October 26, 2007



SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



REGISTRANT

THE STANDARD REGISTER COMPANY

  
  

Date:  October 26, 2007

/s/ Kathryn A. Lamme

 

By:

Kathryn A. Lamme

Senior Vice President, General Counsel & Secretary








EX-99 2 ex991.htm EXHIBIT 99.1 Converted by EDGARwiz





Standard Register




600 Albany St.  ·  Dayton, OH   45408

News media contact:

937.221.1000  ·  937.221.1486 (fax)

Lesley Sprigg· 937.221.1825

www.standardregister.com

lesley.sprigg@standardregister.com


Investor contact:

Robert J. Cestelli  ·  937.221.1304

robert.cestelli@standardregister.com


For Release on October 26, 2007 at 8 a.m. EDT



Standard Register Reports Third Quarter 2007 Financial Results

DAYTON, Ohio (October 26, 2007) – Standard Register (NYSE: SR) today reported its results for the third quarter and nine month periods ended September 30, 2007.


Results of Operations


Net Income for the third quarter was $2.2 million or $0.08 per share, compared to a net loss of $5.7 million or $0.20 per share in the prior year.  Through nine months, the Company reported a net loss of $3.3 million or $0.11 per share, compared to a loss of $12.7 million or $0.44 for the same period of the prior year.  


Restructuring, impairment, and pension charges figured prominently in the quarter and year-to-date periods in both years.  The table isolates the impact of these and other factors on reported results.



-more-







 

Effect on 3Q Income

 

Effect on YTD Income

[$ Millions, rounded]

2007

 

2006

 

Chg

 

2007

 

2006

 

Chg

CONTINUING OPERATIONS

           

  Operations before Restructuring, Impairment

           

    Amortization of Past Pension Losses &

           

    the Pension Settlement Charge

13.5

 

6.0

 

7.5

 

26.1

 

32.4

 

-6.3

            

  Reconciliation to Net Income / (Loss):

           

  Restructuring Expense

-3.6

 

-0.5

 

-3.0

 

-7.7

 

-2.4

 

-5.3

  Impairment Expense

-0.1

 

-0.1

 

0.0

 

0.7

 

-1.6

 

2.2

  Amortization of Past Pension Losses

-5.5

 

-6.4

 

0.9

 

-19.5

 

-19.1

 

-0.4

  Pension Settlement Charge

0.1

 

-1.6

 

1.8

 

-3.1

 

-1.6

 

-1.5

  Income / (Loss) on Continuing Operations

4.5

 

-2.6

 

7.1

 

-3.6

 

7.7

 

-11.2

            

  Interest & Other Income / (Expense)

-1.0

 

-0.5

 

-0.5

 

-2.6

 

-1.4

 

-1.1

  Pretax Income / (Loss)

3.4

 

-3.1

 

6.6

 

-6.1

 

6.3

 

-12.4

            

  Tax Adjustments

  

1.2

 

-1.2

   

1.2

 

-1.2

  Income Taxes

1.4

 

-1.4

 

2.8

 

-2.6

 

2.4

 

-5.0

  Net Income / (Loss) on Continuing Operations

2.0

 

-2.9

 

4.9

 

-3.6

 

2.6

 

-6.2

            

DISCONTINUED OPERATIONS

0.2

 

-2.8

 

2.9

 

0.3

 

-15.4

 

15.7

            

TOTAL NET INCOME / (LOSS)

2.2

 

-5.7

 

7.9

 

-3.3

 

-12.7

 

9.4

            

Earnings Per Share on Continuing Operations

0.07

 

-0.10

 

0.17

 

-0.12

 

0.09

 

-0.21

  Restructuring & Impairment Expenses

-0.08

 

-0.01

 

-0.07

 

-0.15

 

-0.08

 

-0.07

  Pension Loss Amortization & Pension Settlement

-0.11

 

-0.17

 

0.06

 

-0.48

 

-0.43

 

-0.05

  Tax Adjustments

  

-0.04

 

0.04

   

-0.04

 

0.04

  All Other Continuing Operations

0.26

 

0.12

 

0.14

 

0.51

 

0.64

 

-0.13

            

  Discontinued Operations

0.01

 

-0.10

 

0.11

 

0.01

 

-0.53

 

0.54

  Total Earnings Per Share

0.08

 

-0.20

 

-0.28

 

-0.11

 

-0.44

 

-0.33

The Company undertook restructuring actions in 2007 as part of an overall program to reduce its annual cost base by $40 million.  Restructuring costs were $3.6 million and $7.7 million in the quarter and nine month periods, respectively.  

Amortization of past years’ pension losses, primarily related to the weak stock markets in 2001 and 2002 as well as lower interest rates, have been substantial in recent years.  This amortization was modestly lower in the quarter as a result of a higher interest rate and the re-measurement of the pension liability that recognized the lower number of active participants following the restructuring.  


Interest expense has been higher in 2007, primarily as a result of higher debt balances.


For the quarter, operating income on continuing operations before restructuring, impairment, interest, pension amortization and pension settlement noted in the table above was $13.5 million compared to $6.0 million in the prior year.  This improvement in earnings is attributed primarily to lower manufacturing and SG&A costs related to the restructuring and good health care cost experience.


For the year-to-date period, operating income on continuing operations before restructuring, impairment, interest, pension amortization and pension settlement was $26.1 million, versus $32.4 million in 2006.  The decrease primarily reflects revenue decreases at a few large accounts and lower traditional forms sales - mitigated by growth in the Print-on-Demand business and lower operating costs.  

-more-





Revenue was $208.3 million in the quarter, down $6.8 million compared to $215.1 million in the prior year.  Substantially all of the decrease can be attributed to a single Document and Label Solutions (DLS) customer account.  Excluding the effect of that account, DLS declined 3.6 percent or $4.8 million – largely offset by Print on Demand Services’ 6.9 percent or $4.1 million increase.  All other smaller segments, taken as a whole, were up modestly.  


Through nine months, Revenue was $646.9 million, down $19.4 million or 2.9 percent from the prior year.  Three customers accounted for a drop of $24.8 million. Excluding these accounts, revenue was up about one percent overall with traditional forms off 4.3 percent, labels up 0.4 percent, POD Services ahead 7.3 percent, Document Systems up 8.6 percent, and other smaller segments increasing 13.8 percent.  


“The revenue for the quarter and year-to-date periods reflect a dynamic we have seen for some time and expect to continue to see in the future,” said Dennis Rediker, Standard’s chief executive officer.  “Our traditional print business is holding up reasonably well in a difficult market and is becoming a smaller component of our mix, as newer product and service offerings with good margins grow at a faster rate.”


On the balance sheet, net debt rose $9.6 million higher during the quarter, primarily resulting from stepped up pension contributions and the timing of a payroll disbursement.  Contributions to the Company’s qualified pension plan were $9.0 million in the quarter and $20.0 million year-to-date, which completes the planned funding for this year.  


Capital expenditures were $2.7 million, down from the $7.3 million quarterly average in the first half of the year.  Current plans call for capital spending to also be modest in the fourth quarter, with total year expenditures in the $21 million to $23 million range.  

Outlook


We expect our fourth quarter revenue to rebound strongly from the seasonally weaker third quarter, coming in near the level of our prior year fourth quarter.  This would put the total year 2007 revenue a couple percentage points or so below the total for 2006.  


As a result of productivity gains and lower operating costs, we expect operating earnings on continuing operations before restructuring, impairment, pension loss amortization, pension settlement, and interest expenses to be higher in the fourth quarter vis-à-vis the comparable quarter of 2006.  


The improved fourth quarter earnings, coupled with below average spending on capital expenditures and pension funding, is expected to produce positive cash flow for the final quarter of the year.   

-more-




Dividend

Standard Register’s board of directors declared on October 25, 2007 a quarterly dividend of $0.23 per share to be paid on December 7, 2007, to shareholders of record as of November 23, 2007.

Presentation of Information in This Press Release

This press release presents information that excludes restructuring, impairment charges, amortization of past pension losses, and pension settlement charges.  These financial measures are considered non-GAAP.  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 (GAAP).  This information is intended to enhance an overall understanding of the financial performance due to the non-operational nature of these items and the significant change from period to period.  This presentation is consistent with the manner in which the Board of Directors internally evaluates performance.  

The presentation of non-GAAP information is not meant to be considered in isolation or as a substitute for results prepared in accordance with principles generally accepted in the United States.

Conference Call

Standard Register president and chief executive officer Dennis Rediker and chief financial officer Craig Brown will host a conference call at 10 a.m. EDT on October 26, 2007, to review the third quarter results.  The call can be accessed via an audio webcast which is accessible at:  http://www.standardregister.com/investorcenter.

About Standard Register

Standard Register is a premier document services provider, trusted by companies to manage the critical documents they need to thrive in today’s competitive climate.  Relying on nearly 100 years of industry expertise, Lean Six Sigma methodologies and leading technologies, the company helps organizations increase efficiency, reduce costs, mitigate risks, grow revenue and meet the challenges of a changing business landscape.  It offers document and label solutions, e-business solutions, consulting and print supply chain services to help clients manage documents across their enterprise.  More information is available at www.standardregister.com.

Safe Harbor Statement

This report includes forward-looking statements covered by the Private Securities Litigation Reform Act of 1995.  Because such statements deal with future events, they are subject to various risks and uncertainties and actual results for fiscal year 2007 and beyond could differ materially from the Company’s current expectations.  

Forward-looking statements are identified by words such as “anticipates,” “projects,” “expects,” “plans,” “intends,” “believes,” “estimates,” “targets,” and other similar expressions that indicate trends and future events.           


-more-




Factors that could cause the Company’s results to differ materially from those expressed in forward-looking statements include, without limitation, variation in demand and acceptance of the Company’s products and services, the frequency, magnitude and timing of paper and other raw-material-price changes, general business and economic conditions beyond the Company’s control, timing of the completion and integration of acquisitions, the consequences of competitive factors in the marketplace, cost-containment strategies, and the Company’s success in attracting and retaining key personnel.  Additional information concerning factors that could cause actual results to differ materially from those projected is contained in the Company’s filing with The Securities and Exchange Commission, including its report on Form 10-K for the year ended December 31, 2006.  The Company undertakes no obligation to r evise or update forward-looking statements as a result of new information since these statements may no longer be accurate or timely.  

###








  

THE STANDARD REGISTER COMPANY

  
     

Y-T-D

 

STATEMENT OF OPERATIONS

 

Y-T-D

13 Weeks Ended

13 Weeks Ended

 

(Dollars in thousands, except per share amounts)

 

39 Weeks Ended

39 Weeks Ended

30-Sep-07

1-Oct-06

   

30-Sep-07

1-Oct-06

       

$208,285 

$215,093 

 

TOTAL REVENUE

 

$646,881 

$666,279 

       

137,724 

144,699 

 

COST OF SALES

 

433,220 

436,275 

       

70,561 

70,394 

 

GROSS MARGIN

 

213,661 

230,004 

       
   

COSTS AND EXPENSES

   

55,889 

65,305 

 

Selling, general and administrative

 

190,368 

196,568 

6,537 

7,113 

 

Depreciation and Amortization

 

19,782 

21,757 

98 

53 

 

Asset Impairment

 

(653)

1,592 

3,562 

533 

 

Restructuring

 

7,720 

2,397 

       

66,086 

73,004 

 

TOTAL COSTS AND EXPENSES

 

217,217 

222,314 

       

4,475 

(2,610)

 

INCOME (LOSS) FROM CONTINUING OPERATIONS

 

(3,556)

7,690 

       
   

OTHER INCOME (EXPENSE)

   

(1,049)

(554)

 

Interest expense

 

(2,732)

(1,591)

40 

 

Other income

 

172 

174 

(1,044)

(514)

 

Total Other Expense

 

(2,560)

(1,417)

       
   

INCOME (LOSS) FROM CONTINUING OPERATIONS

   

3,431 

(3,124)

 

BEFORE INCOME TAXES

 

(6,116)

6,273 

       

1,438 

(181)

 

Income Tax (Benefit) Expense

 

(2,561)

3,642 

       

1,993 

(2,943)

 

NET INCOME (LOSS) FROM CONTINUING OPERATIONS

 

(3,555)

2,631 

       
   

DISCONTINUED OPERATIONS

   

(25)

(1,195)

 

Loss from discontinued operations, net of taxes

 

(750)

(4,693)

194 

(1,587)

 

Gain (loss) on sale of discontinued operations, net of taxes

 

1,015 

(10,755)

       
   

NET INCOME (LOSS) BEFORE CUMULATIVE EFFECT OF A

   

2,162 

(5,725)

 

CHANGE IN ACCOUNTING PRINCIPLE

 

(3,290)

(12,817)

       

 

Cumulative effect of a change in accounting principle, net of taxes

 

-

78 

       

$2,162 

($5,725)

 

NET INCOME (LOSS)

 

($3,290)

($12,739)

       

28,705 

28,938 

 

Average Number of Shares Outstanding - Basic

 

28,672 

28,918 

28,774 

28,938 

 

Average Number of Shares Outstanding - Diluted

 

28,672 

28,960 

       
   

BASIC AND DILUTED INCOME (LOSS) PER SHARE

   

$0.07 

($0.10)

 

Income (loss) from continuing operations

 

($0.12)

$0.09 

(0.05)

 

Loss from discontinued operations

 

(0.03)

(0.16)

0.01 

(0.05)

 

Gain (loss) on sale of discontinued operations

 

0.04 

(0.37)

$0.08 

($0.20)

 

Net income (loss) per share

 

($0.11)

($0.44)

       

$0.23 

$0.23 

 

Dividends Paid Per Share

 

$0.69 

$0.69 

       
  

BALANCE SHEET

 
   

(In Thousands)

30-Sep-07

31-Dec-06

       
   

ASSETS

   
   

Cash & Short Term Investments

 

$33 

$488 

   

Accounts Receivable

 

119,640 

135,839 

   

Inventories

 

49,265 

49,242 

   

Other Current Assets

 

29,983 

32,201 

   

Total Current Assets

 

198,921 

217,770 

       
   

Plant and Equipment

 

113,713 

119,339 

   

Goodwill and Intangible Assets

 

7,997 

8,168 

   

Deferred Taxes

 

75,437 

86,710 

   

Other Assets

 

18,178 

20,092 

       
   

Total Assets

 

$414,246 

$452,079 

       
   

LIABILITIES AND SHAREHOLDERS' EQUITY

   
   

Current Portion Long-Term Debt

 

$34 

$358 

   

Current Liabilities

 

77,067 

100,956 

   

Deferred Compensation

 

12,173 

17,190 

   

Long-Term Debt

 

63,680 

41,021 

   

Retiree Healthcare

 

20,244 

20,398 

   

Pension Liability

 

114,944 

153,953 

   

Other Long-Term Liabilities

 

1,220 

36 

   

Shareholders' Equity

 

124,884 

118,167 

       
   

Total Liabilities and Shareholders' Equity

 

$414,246 

$452,079 




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