0000906318-13-000037.txt : 20130429 0000906318-13-000037.hdr.sgml : 20130427 20130429105759 ACCESSION NUMBER: 0000906318-13-000037 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130425 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130429 DATE AS OF CHANGE: 20130429 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: 13789681 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 sr8k42513.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 25, 2013

(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

45417

(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 25, 2013, the Company issued an earnings release announcing its financial results for the first quarter of 2013.  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 25, 2013



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 29, 2013

By:   /s/Gerard D. Sowar                           

 

Gerard D. Sowar, Vice President,

General Counsel and Secretary




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


Standard Register®

ADVANCING YOUR REPUTATION     1912-2012




600 Albany St. · Dayton, OH 45417

Investor and media contact:

937.221.1000 · 937.221.1205 (fax)

Carol Merry 614.383.1624

www.standardregister.com

carol.merry@fahlgren.com



Standard Register Reports First Quarter 2013 Financial Results


·

Operating performance continues upward trend

·

Positive cash flow

·

Technology solutions pipeline remains strong


DAYTON, Ohio (April 25, 2013) Standard Register (NYSE: SR) today announced its financial results for the first quarter of 2013. The Company reported revenue of $141.6 million and a net loss of $2.0 million or $0.07 per share. The results compare to first quarter 2012 revenue of $157.6 million and a net loss of $5.1 million or $0.18 per share.


Non-GAAP net income from operations, after adjustments for pension loss amortization, pension settlement, restructuring charges and related tax effects, was $3.3 million or $0.11 per share compared to $1.9 million or $0.06 per share for the first quarter of 2012.


Our progress continued in the quarter with improvement in operating profit and positive cash flow, and increasing demand for our solutions enabled by technology, said Joseph P. Morgan, Jr., president and chief executive officer. Our investments have been very targeted to support efficiency and our technology-enabled growth solutions. As a result, we expect to achieve positive cash flow for 2013. We also expect the decline in revenue to slow during the rest of the year.


First Quarter Results

Total revenue declined 10.2% to $141.6 million compared to $157.6 million in the prior year quarter. The decline was primarily the result of reduced volumes in printed clinical forms and transactional documents. As the Company focuses on the technology portfolio of solutions and services that are providing growth, it will report on solutions sets (Marketing Communications, Customer Communications, Product Marking and Labeling, Patient Identification and Safety, Patient Information Solutions and Document Management), and no longer define its business with the terms Core and Legacy.






Healthcare revenue declined 13.2%, to $49.5 million compared to $57.0 million in the first quarter of 2012. Operating profit declined 19.2% to $2.1 million from $2.6 million in the prior year quarter. Large one-time projects in the first quarter of 2012 and continued declines in clinical documents had an impact on the results comparison. Healthcare technology solutions sales to both new and existing customers increased in the quarter, and the technology pipeline remains strong.


Business Solutions revenue declined 8.4%, to $92.1 million from $100.6 million in the first quarter last year. More than half of this decline is due to reductions in revenue with a large financial services customer that reorganized its distribution channels and restructured operations. Revenue from this customer declined $5.4 million in the quarter and the revenue loss is expected to be $18 to $20 million for the year. Lower volumes in printed documents also contributed to the revenue decline. Operating profit quadrupled, to $2.9 million compared to $0.7 million last year. The increase was primarily attributable to expense management and growth in labeling orders driven by improvements in the overall economy affecting many industries that Standard Register serves.


Gross margin as a percentage of revenue decreased to 29.6% from 30.6% for the same quarter last year. Pricing pressure and declines in volume contributed to the change. Selling, general and administrative (SG&A) expenses declined 15.2% in the quarter reflecting the realization of the restructuring cost reduction efforts, which are on track with the $60 million of savings expected for the year. Capital expenditures were $4.4 million compared to $0.7 million in last years quarter. The company continues to invest in software technology for its customer communications solutions, and systems to improve efficiency and inform management decisions.


The Company contributed $5.8 million to its qualified pension plan compared to $7.0 million in the first quarter of 2012. Total pension contribution obligation for 2013 is expected to be $24.8 million compared to $20.7 million obligation for 2012.


On March 31, 2013, the Company entered into the fourth and final year of its credit facility, which moves $43 million of debt to be classified as current on the balance sheet. The Company is renegotiating with banking partners and confident of renewing its credit facility on comparable terms later in 2013 or early 2014.


Conference Call

Standard Registers President and Chief Executive Officer Joseph P. Morgan, Jr., and Chief Financial Officer Robert Ginnan will host a conference call at 10:00 a.m. EDT on Friday, April 26, 2013, to review the first quarter results. The call can be accessed via an audio webcast accessible at http://www.standardregister.com/investorcenter.






About Standard Register

Standard Register (NYSE:SR), celebrating 100 years of innovation, is trusted by the worlds leading companies to advance their reputations by aligning communications with corporate standards and priorities. Providing market-specific insights and a compelling portfolio of solutions to address the changing business landscape in healthcare, financial services, commercial and industrial markets, Standard Register is the recognized leader in the management and execution of mission-critical communications. More information is available at http://www.standardregister.com.

Safe Harbor Statement

This press release contains 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 could differ materially from the Companys current expectations.

Factors that could cause the Companys results to differ materially from those expressed in forward-looking statements include, without limitation, our access to capital for expanding in our solutions, the pace at which digital technologies and electronic health records (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, results of cost containment strategies and restructuring programs, our ability to attract and retain key personnel, variation in demand and acceptance of the Companys products and services, frequency, magnitude and timing of paper and other raw material price changes, the timing of the completion and integration of acquisitions, general business and economic conditions beyond the Companys control, and the consequences of competitive factors in the marketplace, including the ability to attract and retain customers. 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. For more information, see the Companys most recent Form 10-K and other filings with the Securities and Exchange Commission.

Non-GAAP Measure Presented in This Press Release

The Company reports its results in accordance with Generally Accepted Accounting Principles in the United States (GAAP). However, we believe that certain non-GAAP measures found in this press release, when presented in conjunction with comparable GAAP measures, are useful for investors. Generally, a non-GAAP financial measure is a numerical measure of a companys performance, financial position, or cash flows where amounts are either excluded or included, not in accordance with generally accepted accounting principles. We discuss several measures of operating performance including non-





GAAP net income and earnings per share and cash flow on a net debt basis, which are not calculated in accordance with GAAP. These non-GAAP measures should not be considered as substitutes for, or superior to, results determined in accordance with GAAP.

Management evaluates the Companys results, excluding pension loss amortization, pension settlements, restructuring charges and certain adjustments to the deferred tax valuation allowance. We believe this non-GAAP financial measure is useful to investors because it 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. Internally, management and our Board of Directors use this non-GAAP measure to evaluate our business performance.

In addition, 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 take the measure of 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 debt less cash and cash equivalents).

The table below provides a reconciliation of these non-GAAP measures to their most comparable measure calculated in accordance with GAAP.















-

THE STANDARD REGISTER COMPANY


CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)








13 Weeks Ended


13 Weeks Ended




Mar 31, 2013


Apr 1, 2012








TOTAL REVENUE


$

141,620



$

157,649









COST OF SALES


99,700



109,448









GROSS MARGIN


41,920



48,201









OPERATING EXPENSES






Selling, general and administrative


42,592



50,215



Pension settlement




983



Restructuring and other exit costs


626



1,122









TOTAL OPERATING EXPENSES


43,218



52,320









LOSS FROM OPERATIONS


(1,298

)


(4,119

)








OTHER INCOME (EXPENSE)






Interest expense


(624

)


(704

)


Other income (expense)


(1

)


16



Total other expense


(625

)


(688

)








LOSS BEFORE INCOME TAXES


(1,923

)


(4,807

)








Income tax expense


127



305









NET LOSS


$

(2,050

)


$

(5,112

)








Average Number of Shares Outstanding - Basic


29,358



29,117



Average Number of Shares Outstanding - Diluted


29,358



29,117









BASIC AND DILUTED LOSS PER SHARE


$

(0.07

)


$

(0.18

)








Dividends per share declared for the period


$



$

0.05









MEMO:






Depreciation and amortization


$

5,066



$

5,822



Pension loss amortization


$

6,898



$

5,785





SEGMENT OPERATING RESULTS


(In thousands)


(Unaudited)




13 Weeks Ended


13 Weeks Ended




Mar 31, 2013


Apr 1, 2012


REVENUE






Healthcare


$

49,495



$

57,050



Business Solutions


92,125



100,599



Total Revenue


$

141,620



$

157,649









NET (LOSS) INCOME BEFORE TAXES






Healthcare


$

2,136



$

2,568



Business Solutions


2,934



672



Unallocated


(6,993

)


(8,047

)


Total Net Loss Before Taxes


$

(1,923

)


$

(4,807

)

-













-

CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)


Mar 31, 2013


Dec 30, 2012

ASSETS




Cash and cash equivalents

$

1,063



$

1,012


Accounts receivable

99,768



104,513


Inventories

44,718



44,281


Prepaid expense

10,244



9,248


Total current assets

155,793



159,054






Plant and equipment

58,673



58,923


Goodwill and intangible assets

13,116



13,389


Deferred taxes

22,765



22,765


Other assets

5,424



5,773


Total assets

$

255,771



$

259,904






LIABILITIES AND SHAREHOLDERS' DEFICIT




Current liabilities

$

117,090



$

74,832


Deferred compensation

3,345



3,498


Long-term debt

4,980



49,159


Pension benefit liability

245,349



252,665


Other long-term liabilities

6,305



6,610


Shareholders' deficit

(121,298

)


(126,860

)





Total liabilities and shareholders' deficit

$

255,771



$

259,904




CONSOLIDATED STATEMENT OF CASHFLOWS

(In thousands)

(Unaudited)


Mar 31, 2013


Apr 1, 2012

Net loss plus non-cash items

$

10,169



$

9,059


Working capital

3,471



11,177


Restructuring payments

(565

)


(1,653

)

Contributions to qualified pension plan

(5,839

)


(7,000

)

Other

(2,363

)


(5,131

)

Net cash provided by operating activities

4,873



6,452






Capital expenditures

(4,389

)


(713

)

Proceeds from sale of equipment

77



8


Net cash used in investing activities

(4,312

)


(705

)





Net change in borrowings under credit facility

(629

)


(3,389

)

Additions to short-term notes payable

500




Principal payments on long-term debt

(592

)


(724

)

Dividends paid



(1,470

)

Other



(5

)

Net cash used in financing activities

(721

)


(5,588

)





Effect of exchange rate

211



(194

)





Net change in cash

$

51



$

(35

)

-














-



RECONCILIATION OF GAAP TO NON-GAAP MEASURES


(In thousands, except per share amounts)


(Unaudited)




13 Weeks Ended


13 Weeks Ended




Mar 31, 2013


Apr 1, 2012


GAAP Net Loss


$

(2,050

)


(5,112

)


Adjustments:






Pension loss amortization


6,898



5,785



Pension settlement




983



Restructuring charges


626



1,122



Tax effect of adjustments (at statutory tax rates)


(2,965

)


(3,113

)


Deferred tax valuation allowance


834



2,232



Non-GAAP Net Income


$

3,343



$

1,897









GAAP Loss Per Share


$

(0.07

)


$

(0.18

)


Adjustments, net of tax:






Pension loss amortization


0.14



0.12



Pension settlement




0.02



Restructuring charges


0.01



0.02



Deferred tax valuation allowance


0.03



0.08



Non-GAAP Income Per Share


$

0.11



$

0.06









GAAP Net Cash Flow


$

51



$

(35

)


Adjustments:






Credit facility paid


629



3,389



Non-GAAP Net Cash Flow


$

680



$

3,354