-----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, VsTt9kkGyb58NkHHEIWk9z3qP1lvQfiGIjoA43qQeOTlkh+oNeqglCBCBjoSmyqg cjbIFCO6lGXicqXZFFWiZA== 0000906318-09-000058.txt : 20090424 0000906318-09-000058.hdr.sgml : 20090424 20090424094042 ACCESSION NUMBER: 0000906318-09-000058 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090423 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090424 DATE AS OF CHANGE: 20090424 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: 09768115 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 sr8k42309.htm FORM 8-K Converted by EDGARwiz



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:  April 23, 2009

(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 April 23, 2009, Standard Register issued an earnings release announcing its financial results for the first quarter ended March 29, 2009.  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 April 23, 2009



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:  April 24, 2009

By:   /s/ Kathryn A. Lamme

 

Kathryn A. Lamme

Senior Vice President, General Counsel and Secretary






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

Exhibit 99.1




Standard Register




600 Albany St.  ·  Dayton, OH   45408

Investor and media contact:

937.221.1000  ·  937.221.1486 (fax)

Robert J. Cestelli  ·  937.221.1304

www.standardregister.com

robert.cestelli@standardregister.com



NEWS RELEASE


For Release on April 23, 2009 at 11 a.m. EDT


Standard Register Reports First Quarter 2009 Financial Results


Overview:  In this very challenging economic time, the Company is demonstrating its ability to reduce expenses as is evident by holding gross margin percentage steady with a 15.7 percent revenue decline and reducing SG&A by $7.3 million excluding pension amortization.  The Company has added to its customer base in the quarter and has not experienced any significant customer losses.


DAYTON, Ohio (April 23, 2009) – Standard Register (NYSE: SR) today reported its financial results for the first quarter ended March 29, 2009.


Results of Operations


Revenue for the first quarter was $174.6 million, down 15.7 percent compared with $207.2 million recorded for the comparable quarter of 2008.  Gross margin as a percent of revenue was 31.1 percent compared with 31.3 percent in the prior year.  “Despite the revenue shortfall, our gross margin as a percent of revenue remained even with last year due to the successful execution of cost reduction initiatives implemented in 2007 and 2008,” said Joe Morgan, president and chief executive officer.  “We have added to our customer base in the quarter and have not experienced any significant customer losses.  Our top line has mainly been impacted by the reduction in corporate spending by many of our customers combined with a continued technology trend that impacts many legacy products.”


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Net income from continuing operations was a loss of $11.0 million or $0.38 per share compared with income of $2.5 million or $0.09 per share last year.  The loss was primarily due to considerable pension settlement charges representing $19.7 million on a pre-tax basis or $0.41 per share.  SG&A expenses were $51.8 million compared with $59.5 million in the comparable quarter of 2008.  These expenses included non-cash pension loss amortization of $4.7 million vs. $5.2 million in the prior year and are a result of prior years’ pension losses as well as declining interest rates. Non-cash pension settlement charges were significant and were related to lump sum payments made to retirees. No pension settlement charges were recorded in the prior year.  SG&A expenses, excluding pension loss amortization, decreased in the quarter by $7.3 million.  This represented the seventh consecutive quarter of year over year lower SG& ;A expenses excluding pension amortization.  In late 2008, the Company announced plans to reduce annualized costs by $33 million. This was in addition to successfully achieving $40 million from cost-savings measures introduced in mid 2007.  “One of our key areas of focus is the relentless pursuit of cost reduction,” added Morgan.  “This will continue to receive our full attention throughout 2009.”


Cash flow on a net debt basis was negative due primarily to unusually large payments in the Company’s non-qualified plans and the $0.23 per share dividend paid to shareholders in the quarter.


The Company completed its organizational transformation initiatives by aligning sales, marketing, client satisfaction and in some cases, manufacturing by the major vertical markets of healthcare, industrial products and commercial, a business unit comprised of specific market sectors including financial, government and retail.  This targeted approach resulted in the signing of 43 multi-year contracts during the quarter.  These contracts represent over $11.0 million in new business on an annualized basis and support the Company’s strategy that focusing on a concentrated number of vertical markets will lead to growth in revenue and earnings over the long term.

Dividend

Standard Register’s board of directors today declared a quarterly dividend of $0.05 per share to be paid on June 5, 2009, to shareholders of record as of May 22, 2009.  The board will consider future dividend payments on a quarter-by-quarter basis in accordance with its normal practice.

Conference Call

Standard Register’s president and chief executive officer Joe Morgan and chief financial officer Bob Ginnan will host a conference call at 10 a.m. EDT on April 24, 2009, to review the first quarter results.  The call can be accessed via an audio web cast which is accessible at:  http://www.standardregister.com/investorcenter.

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Presentation of Information in This Press Release

This press release may contain information that is 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.  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.  In particular, we will segregate and highlight cash flows related to restructuring and contributions to our qualified pension plan, both of which are carefully monitored by management and have a significant and variable impact on cash flow.  In addition, because our outstanding debt 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 limita tions related to receivable balances and letters of credit), we measure cash flow performance prior to debt borrowing or repayment.  In effect, we evaluate cash flow as the change in net debt (total debt less cash and cash equivalents).


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. Employing nearly a century of industry expertise, Lean Six Sigma methodologies and other 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, technology solutions, consulting and print supply chain services to help clients manage documents throughout their enterprises. More information is available at http://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 2009 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.  



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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 28, 2008.  The Company undertakes no obligation to revise 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

    

STATEMENT OF OPERATIONS

 

Y-T-D

(In Thousands, except Per Share Amounts)

 

13 Weeks Ended

13 Weeks Ended

  

29-Mar-09

30-Mar-08

TOTAL REVENUE

 

$174,620 

$207,185 

COST OF SALES

 

                120,385 

                142,400 

GROSS MARGIN

 

                  54,235 

                  64,785 

COSTS AND EXPENSES

   

Selling, General and Administrative

 

                  51,787 

                  59,561 

Pension settlement losses

 

                  19,747 

                         -    

Asset Impairment

 

                         -    

                       164 

Restructuring

 

                       601 

                          9 

TOTAL COSTS AND EXPENSES

 

                  72,135 

                  59,734 

(LOSS) INCOME FROM CONTINUING OPERATIONS

 

                 (17,900)

                    5,051 

OTHER INCOME (EXPENSE)

   

Interest Expense

 

                      (303)

                      (761)

Other income

 

                        48 

                        82 

Total Other Expense

 

                      (255)

                      (679)

    

(LOSS) INCOME FROM CONTINUING OPERATIONS

   

BEFORE INCOME TAXES

 

                 (18,155)

                    4,372 

    

Income Tax (Benefit) Expense  

 

                   (7,179)

                    1,878 

NET (LOSS) INCOME FROM CONTINUING OPERATIONS

 

                 (10,976)

                    2,494 

DISCONTINUED OPERATIONS

   

Gain on sale of discontinued operations, net of taxes

 

                         -    

                          2 

    

NET(LOSS) INCOME   

 

                 (10,976)

                    2,496 

    

Average Number of Shares Outstanding - Basic

 

                  28,792 

                  28,744 

Average Number of Shares Outstanding - Diluted

 

                  28,792 

                  28,744 

BASIC AND DILUTED (LOSS) INCOME PER SHARE

 

($0.38)

$0.09 

Dividends Paid Per Share

 

$0.23 

$0.23 

   

BALANCE SHEET

 

(In Thousands)

29-Mar-09

28-Dec-08

ASSETS

   

Cash & Short Term Investments

 

$367 

$282 

Accounts Receivable

 

101,757 

112,810 

Inventories

 

38,982 

38,718 

Other Current Assets

 

22,066 

22,060 

Total Current Assets

 

163,172 

173,870 

Plant and Equipment

 

99,405 

102,071 

Goodwill and Intangible Assets

 

7,725 

7,752 

Deferred Taxes

 

105,146 

114,121 

Other Assets

 

15,625 

15,563 

Total Assets

 

$391,073 

$413,377 

LIABILITIES AND SHAREHOLDERS' EQUITY

   

Current Portion Long-Term Debt

 

$159 

$159 

Current Liabilities

 

71,713 

87,296 

Deferred Compensation

 

7,056 

8,362 

Long-Term Debt

 

41,359 

33,840 

Retiree Healthcare

 

7,932 

8,063 

Pension Liability

 

208,740 

235,457 

Other Long-Term Liabilities

 

5,286 

5,231 

Shareholders' Equity

 

48,828 

34,969 

Total Liabilities and Shareholders' Equity

 

$391,073 

$413,377 




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