-----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, CUjdemUjXHDcvKY8Qvo2nLpPasA9dkiSIT5ZR40SuqVVkIvCYMQ6IdVxrgxU7Ay0 4/8pd1sKKZ5KUOHm2qt38Q== 0000897069-96-000114.txt : 19960514 0000897069-96-000114.hdr.sgml : 19960514 ACCESSION NUMBER: 0000897069-96-000114 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960330 FILED AS OF DATE: 19960513 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANTA CORP CENTRAL INDEX KEY: 0000009801 STANDARD INDUSTRIAL CLASSIFICATION: BOOK PRINTING [2732] IRS NUMBER: 390148550 STATE OF INCORPORATION: WI FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-06187 FILM NUMBER: 96561362 BUSINESS ADDRESS: STREET 1: 225 MAIN ST CITY: MENASHA STATE: WI ZIP: 54952 BUSINESS PHONE: 4147227777 FORMER COMPANY: FORMER CONFORMED NAME: BANTA GEORGE CO INC DATE OF NAME CHANGE: 19890509 FORMER COMPANY: FORMER CONFORMED NAME: BANTA GEORGE PUBLISHING CO DATE OF NAME CHANGE: 19720505 10-Q 1 BANTA CORPORATION FORM 10-Q 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 March 30, 1996 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 0-6187 BANTA CORPORATION (Exact name of registrant as specified in its charter) Wisconsin 39-0148550 (State or other jurisdiction (IRS Employer of incorporation or organization) I.D. Number) 225 Main Street, Menasha, Wisconsin 54952 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (414) 751-7777 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 / / The registrant had outstanding on March 30, 1996, 31,164,726 shares of $.10 par value common stock. BANTA CORPORATION AND SUBSIDIARIES Quarterly Report Form 10-Q For the Quarter Ended March 30, 1996 INDEX PART I Financial Statements: Page Number Unaudited Consolidated Condensed Balance Sheets March 30, 1996 and December 30, 1995 . . . . . . . . . . . 3 Unaudited Consolidated Condensed Statements of Earnings for the Three Months Ended March 30, 1996 and April 1, 1995 . . 4 Unaudited Consolidated Condensed Statements of Cash Flows for the Three Months Ended March 30, 1996 and April 1, 1995 5 Notes to Unaudited Consolidated Condensed Financial Statements . . . . . . . . . . . . . . . . . . . 6 Management's Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . . . . . . . . . . . 7-8 PART II Other Information and Signatures: Item 6 - Exhibits and Reports on Form 8-K . . . . . . . . . . 8 Exhibit Index . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 PART I Item 1 - Financial Statements BANTA CORPORATION AND SUBSIDIARIES UNAUDITED CONSOLIDATED CONDENSED BALANCE SHEET (Dollars in Thousands) March 30, 1996 December 30, 1995 ASSETS Current Assets Cash $ 27,583 $ 27,130 Receivables 196,537 199,151 Inventories 69,638 70,750 Other current assets 12,942 13,775 ------- ------- Total Current Assets 306,700 310,806 ------- ------- Plant and Equipment 615,953 592,707 Less Accumulated Depreciation 292,422 278,989 ------- ------- Plant and Equipment, net 323,531 313,718 ------- ------- Other Assets 12,943 13,292 Cost in Excess of Net Assets of Businesses Acquired 40,416 40,993 ------- ------- $683,590 $678,809 ======= ======= LIABILITIES AND SHAREHOLDERS' INVESTMENT Current Liabilities Accounts payable $66,485 $68,365 Accrued salaries and wages 18,342 21,784 Other accrued liabilities 23,872 24,848 Current maturities of long-term debt 7,950 7,853 ------- ------- Total Current Liabilities 116,649 122,850 ------- ------- Long-term Debt 139,005 134,953 Deferred Income Taxes 20,945 20,785 Other Non-current Liabilities 14,525 13,109 Shareholders' Investment Preferred stock - $10 par value; authorized 300,000 shares,none issued - - Common stock - $.10 par value; authorized 75,000,000 shares, 31,164,726 and 20,559,614 shares issued, respectively 3,116 2,056 Amount in excess of par value of stock 71,804 70,138 Cumulative translation adjustment (550) (118) Retained earnings 318,096 315,036 ------- ------- Total Shareholders' Investment 392,466 387,112 ------- ------- $683,590 $678,809 ======= ======= See accompanying notes to consolidated financial statements. BANTA CORPORATION AND SUBSIDIARIES UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS (Dollars in Thousands, Except Per Share Amounts) Three Months Ended March 30, 1996 April 1, 1995 Net sales $271,270 $232,954 Cost of goods sold 221,547 183,265 ------- ------- Gross earnings 49,723 49,689 Selling and administrative expense 32,279 29,108 ------- ------- Earnings from operations 17,444 20,581 Interest expense (2,861) (2,268) Other income (expense), net 155 (11) ------- ------- Earnings before income taxes 14,738 18,302 Provision for income taxes 5,900 7,300 ------ ------ Net earnings $ 8,838 $ 11,002 ====== ====== Earnings per share of common stock $ .28 $ .36 ====== ====== Average common shares outstanding 31,357,429 30,389,769 ========== ========== Cash dividends per share of common stock $ .11 $ .09 ====== ====== See accompanying notes to consolidated financial statements. BANTA CORPORATION AND SUBSIDIARIES UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in Thousands) Three Months Ended March 30, April 1, 1995 1996 Cash Flow From Operating Activities Net earnings $ 8,838 $ 11,002 Depreciation and amortization 14,672 12,018 Deferred income taxes 160 212 Change in assets and liabilities Decrease in receivables 3,146 6,290 Decrease (increase) in inventories 1,256 (8,019) Decrease (increase) in current assets 915 (1,326) (Decrease) increase in accounts payable and accrued liabilities (6,636) 7,196 Decrease in other non-current assets 349 554 Other, net 1,178 1,443 ------- ------- Cash provided from operating activities 23,878 29,370 ------- ------- Cash Flow From Investing Activities Capital expenditures, net (19,103) (16,010) -------- -------- Cash used for investing activities (19,103) (16,010) -------- -------- Cash Flow From Financing Activities Repayment of notes payable, net - (35,085) Issuance of long-term debt - 25,000 Repayment of long-term debt (1,572) (467) Dividends paid and distributions (4,147) (2,818) Proceeds from exercise of stock option and stock issues 1,397 259 ------- ------ Cash used for financing activities (4,322) (13,111) ------- ------ Net increase in cash 453 249 Cash at beginning of period 27,130 370 ------- ------ Cash at end of period $ 27,583 $ 619 ======= ====== Cash payments for: Interest, net of amount capitalized $ 2,498 $ 2,429 Income taxes 1,062 1,214 See accompanying notes to consolidated financial statements. BANTA CORPORATION AND SUBSIDIARIES NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 1) Basis of Presentation The condensed financial statements included herein have been prepared by the Corporation, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Corporation believes that the disclosures are adequate to make the information presented not misleading. It is suggested that these condensed financial statements be read in conjunction with the financial statements and the notes thereto included in the Corporation's latest Annual Report on Form 10-K. In the opinion of Management, the aforementioned statements reflect all adjustments (consisting only of normal recurring adjustments) necessary for a fair presentation of the results for the interim periods. 2) Inventories The majority of the Corporation's inventories used in its printing operations are accounted for at cost determined on a last-in, first- out (LIFO) basis, which is not in excess of market. The remaining inventories are stated at the lower of cost or market using the first-in, first-out (FIFO) method. Inventories include material, labor and manufacturing overhead. Inventory amounts at March 30, 1996 and December 30, 1995 were as follows: (Dollars in Thousands) December 30, March 30, 1996 1995 Raw Materials and Supplies $ 46,208 $ 44,815 Work-In-Process and Finished Goods 32,284 34,789 ------ ------ FIFO value (current cost of all inventories) 78,492 79,604 Excess of current cost over carrying value of LIFO inventories (8,854) (8,854) ------ ------ Net Inventories $ 69,638 $ 70,750 ====== ====== 3) During the first quarter of 1996, the Corporation acquired all of the outstanding shares of common stock of Packaging Fulfillment Specialists, Inc. ("PFS") in a share exchange. In this transaction, the Corporation issued a total of 236,337 shares of its common stock. This transaction was accounted for as a pooling of interests. However, since the assets, liabilities, results of operations and cash flows of PFS are not material in relation to those of Banta Corporation, prior period financial statements have not been restated to reflect this transaction. 4) Stock Dividend On March 1, 1996, the Corporation distributed a three-for-two stock split effected in the form of a 50% stock dividend. The earnings per share, dividends per share and average shares outstanding have been adjusted in the condensed financial statements to reflect the stock split. Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS FINANCIAL CONDITION Liquidity and Capital Resources The Corporation's net working capital increased by approximately $2.1 million during the first quarter of 1996 primarily because cash provided from operations was used to reduce current liabilities. There were no other significant changes in the Corporation's liquidity or capital resources. RESULTS OF OPERATIONS Net Sales Sales for the first quarter of 1996 were $38.3 million (16%) higher than the first quarter of 1996. The sales increase is attributable to $35 million of sales reported by B.G. Turnkey Services, which was acquired in October 1995, and higher paper prices in the first quarter of 1996 than in the first quarter of 1995, which are generally passed on to our customers through increased sales prices. Operating activity levels during the first quarter of 1996, in almost all of the Corporation's product groups, were below 1995 first quarter levels. The lower level of operating activity was particularly evident during the first half of the quarter as print projects were delayed and customers reacted to last year's unprecedented rise in paper prices. However, activity levels in the magazine market were slightly ahead of 1995, as a result of capacity added in 1995. Expanded personalization services contributed to increased sales of direct marketing materials, which are included in the commercial market classification. Cost of Goods Sold Cost of goods sold as a percentage of sales increased from 78.7% for the first quarter of 1995 to 81.7% for the first quarter of 1996. This overall margin decline resulted from several factors. First, since the sale of paper generally has lower margins than manufacturing sales, the increase in paper sales reduced average margins. Second, the inclusion of B.G. Turnkey Services in 1996 reduced margins because its project management services generally provide lower margins than the Corporation's print business due to the higher material content. Cost of goods sold as a percentage of sales for B.G. Turnkey Services was approximately 91.6% for the quarter compared to 80.2% for the balance of the Corporation's operations. Due to the paper price increase in 1995's first quarter, a $1.5 million provision for last-in, first-out (LIFO) inventory valuation was recorded in that quarter. No such provision was necessary in 1996. Selling and Administrative Expenses Selling and administrative expenses were $3.2 million higher for the first quarter of 1996 than for the first quarter of 1995. The increase is primarily due to the inclusion of selling and administrative expenses of the companies acquired in 1995. Interest Expense Interest expense was $593,000 higher in the first quarter of 1996 than for the first quarter of 1995 due to increased debt levels. Income Taxes The Corporation's effective first quarter income tax rates were approximately the same for the first quarter of 1996 and 1995, respectively. PART II: OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits - 27 - Financial Data Schedule (EDGAR version only) (b) No reports on Form 8-K were filed during the quarter for which this report is filed. SIGNATURES 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. BANTA CORPORATION /S/ GERALD A. HENSELER Gerald A. Henseler Executive Vice President and Chief Financial Officer Date May 10, 1996 BANTA CORPORATION EXHIBIT INDEX TO FORM 10-Q For The Quarter Ended March 30, 1996 Exhibit Number 27 Financial Data Schedule (EDGAR version only) EX-27 2 FINANCIAL DATA SCHEDULE
5 THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE CONSOLIDATED FINANCIAL STATEMENTS OF BANTA CORPORATION AS OF AND FOR THE THREE MONTHS ENDED MARCH 30, 1996 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1,000 3-MOS DEC-28-1996 DEC-31-1995 MAR-30-1996 27,583 0 200,219 3,682 69,638 306,700 615,953 292,422 683,590 116,649 139,005 0 0 3,116 389,350 683,590 271,270 271,270 221,547 221,547 32,279 0 281 14,738 5,900 8,838 0 0 0 8,838 0.28 0.28 PER SHARE AMOUNTS HAVE BEEN ADJUSTED FOR THREE-FOR-TWO STOCK SPLIT DISTRIBUTED IN MARCH 1996. PRIOR PERIOD SCHEDULES HAVE NOT BEEN RESTATED FOR THIS STOCK SPLIT.
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