FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended NOVEMBER 30, 1996 Commission File Number 1-5807 ENNIS BUSINESS FORMS, INC. (Exact name of registrant as specified in its charter) TEXAS 75-0256410 (State or other Jurisdiction of (I. R. S. Employer incorporation or organization) Identification No.) 107 N. Sherman Street, Ennis, TX 75119 (Address of principal executive offices) (Zip Code) (972) 872-3100 (Registrant's telephone number, including area code) No Change (Former name, former address and former fiscal year, if changed since last report.) 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 prior that the registrant was required to file such report), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate the number of shares outstanding of each of the issuer's classes of common stock, as the latest practicable date. Class Outstanding at November 30, 1996 Common stock, par value $2.50 per share 16,438,536 ENNIS BUSINESS FORMS, INC. INDEX Part I. Financial Information Consolidated Condensed Balance Sheets -- November 30, 1996 and February 29, 1996 2 Consolidated Condensed Statements of Earnings -- Three and Nine Months Ended November 30, 1996 and 1995 3 Consolidated Condensed Statements of Cash Flows --Nine Months Ended November 30, 1996 and 1995 4 Notes to Consolidated Condensed Financial Statements 5 Management's Discussion and Analysis of Financial Condition and Results of Operations 6 Part II. Other Information 7 PART I. FINANCIAL INFORMATION ENNIS BUSINESS FORMS, INC. CONSOLIDATED CONDENSED BALANCE SHEETS (Dollars in Thousands) (Unaudited) November 30, February 29, 1996 1996 Assets Current assets Cash and equivalents $24,686 38,606 Accounts receivable, net 18,674 16,975 Inventories 9,536 8,298 Other current assets 3,883 3,665 Total current assets 56,779 67,544 Property, plant and equipment, net 30,173 21,857 Cost of purchased businesses in excess of amounts allocated to tangible net assets 5,993 3,861 Other assets and deferred charges 2,773 400 Total assets $95,718 93,662 Liabilities and Stockholders' Equity Current liabilities Current installments of long-term debt $ 80 80 Accounts payable 5,227 5,144 Accrued expenses 6,512 6,843 Federal and state income taxes payable 351 987 Total current liabilities 12,170 13,054 Long-term debt, less current installments 200 280 Deferred credits, principally Federal income taxes 1,776 2,133 Stockholders' equity Common stock, at par value 53,125 53,125 Additional capital 1,040 1,040 Retained earnings 119,307 115,935 Cumulative foreign currency translation adjustments (81) (97) 173,391 170,003 Less: Treasury stock 91,819 91,808 Total stockholders' equity 81,572 78,195 Total liabilities and stockholders' equity $95,718 93,662 See accompanying notes to consolidated condensed financial statements. ENNIS BUSINESS FORMS, INC. CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS (Dollars in Thousands Except Per Share Amounts) (Unaudited) Three Months Ended Nine Months Ended November 30, November 30, 1996 1995 1996 1995 Net sales $40,210 36,827 $115,849 107,643 Costs and expenses: Cost of sales 27,986 23,157 78,559 68,200 Selling, general and administrative expenses 7,488 6,182 20,867 18,200 Interest expense 15 24 61 71 35,489 29,363 99,487 86,471 Earnings from operations 4,721 7,464 16,362 21,172 Investment and other income 290 305 1,168 1,231 Earnings before income taxes 5,011 7,769 17,530 22,403 Provision for income taxes 1,894 2,929 6,596 8,432 Net earnings $3,117 4,840 $10,934 13,971 Weighted average number of common shares outstanding 16,438,636 16,439,554 16,438,919 16,439,688 Per share amounts: Net earnings $.19 .29 $.67 .85 Cash dividends $.155 .15 $.46 .445 See accompanying notes to consolidated condensed financial statements. ENNIS BUSINESS FORMS, INC. CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Dollars in Thousands) (Unaudited) Nine Months Ended November 30, 1996 1995 Cash flows from operating activities: Net earnings $10,934 13,971 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 3,638 2,803 Changes in assets and liabilities (3,773) 411 Other (848) 195 Net cash provided by operating activities 9,951 17,380 Cash flows from investing activities: Capital expenditures (8,887) (4,943) Purchases of operating assets (7,342) -- Purchases of investments -- (6,064) Maturities of investments -- 23,742 Other 11 6 Net cash provided by (used in) investing activities (16,218) 12,741 Cash flows from financing activities: Purchase of treasury stock (11) (6) Dividends declared (7,562) (7,316) Other (80) (75) Net cash used in financing activities (7,653) (7,397) Net changes in cash and equivalents (13,920) 22,724 Cash and equivalents at beginning of period 38,606 10,541 Cash and equivalents at end of period $24,686 33,265 See accompanying notes to consolidated condensed financial statements. ENNIS BUSINESS FORMS, INC. NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 1. The information included herein reflects all adjustments (none of which were other than normal recurring accruals) which, in the opinion of the Company, are necessary to a fair statement of the financial position as of November 30, 1996 and February 29, 1996, and the results of operations and cash flows for the three months and nine months ended November 30, 1996 and 1995. 2. Earnings per common share amounts are based on the weighted average number of shares outstanding during the period. Common stock equivalents (options see Note 3) have not been included in determining earnings per common share amounts because their inclusion, either for purposes of computing primary or fully diluted earnings per share, would not produce sufficient incremental shares (using the treasury stock method) to reduce the per share amounts shown. 3. As of November 30, 1996, the Company has reserved 378,958 shares of common stock under incentive stock options plans. 4. The Company uses the Last-In, First-Out (LIFO) method of pricing the raw material content of most of its business forms inventories, and the First-In, First-Out (FIFO) method is used to value the remainder. The following table summarizes the components of inventory at the different stages of production (in thousands of dollars): November 30, February 29, 1996 1996 Raw material $5,650 5,073 Work-in-process 1,135 679 Finished goods 2,751 2,546 $9,536 8,298 5. On April 1, 1996, the Company purchased the operating assets and operations of two privately-owned specialty printing companies for approximately $8,000,000 in cash. The accompanying Consolidated Condensed Statement of Earnings for the three and nine months ended November 30, 1996 include the results of operations of the two companies from the date of acquisition. The cost of the acquired companies in excess of the amounts allocated to tangible net assets is being amortized over 25 years from the date of acquisition. Following is condensed, proforma consolidated results of operations for the three and nine month periods ended November 30, 1995 which reflects inclusion of the companies as if they had been acquired in the prior year. Three Months Ended Nine Months Ended November 30, 1995 November 30, 1995 Net sales $39,031 114,566 Net income $4,657 13,657 Earnings per share $ .28 .83 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Liquidity and Capital Resources At November 30, 1996, the Company's financial position continues to be strong. Working capital decreased from $54,490,000 at February 29, 1996 to $44,609,000 at November 30, 1996. The decrease is due to a decreased amount of cash provided by operating activities and an increased amount of cash used in investing activities. The Company's cash flow from operations continues to be adequate to sustain operations, meet debt repayment requirements and fund capital additions. No liquidity problems are anticipated. Results of Operations Net sales for the quarter ended November 30, 1996 increased 9.2% from the corresponding period in the prior year. Net sales for the nine months ended November 30, 1996 increased 7.6% from the corresponding period in the prior year. We are beginning to achieve sales growth in our business forms products along with sales increases attributable to the operations purchased in April 1996. The equipment additions under the $16,500,000 capital investment program announced in April 1996 are just beginning to be placed into service and are not yet contributing meaningfully to our sales. Gross margins for the three and nine months ended November 30, 1996 decreased 10.6% and 5.5% respectively, over the same periods in the prior year. To achieve sales growth, we have reduced selling prices and enhanced customer service, including providing improved delivery schedules for our custom products. New employees are being hired and trained to produce an increasing volume of business and to continue implementing our planned improvements of customer service. All of these measures have substantially reduced gross profit margins. Selling, general and administrative expenses for the three and nine months ended November 30, 1996 increased 21.1% and 14.7%, respectively, compared to the corresponding periods in the prior year. The increases are due to the operating expenses of two new businesses and costs associated with implementing a new management information system. Investment and other income decreased in the current year from the prior year due to decreased amounts of funds available for investments. The decline in funds available for investment is due to the two April 1, 1996 acquisitions and an increased level of investment in new equipment. The effective rate of Federal and state income tax expense is substantially unchanged from year to year. PART II. OTHER INFORMATION Item 6. Exhibits Exhibit: (27) Financial Data Schedule 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. ENNIS BUSINESS FORMS, INC. Date January 14, 1997 /s/Victor V. DiTommaso Victor V. DiTommaso Vice President - Finance, Secretary & Treasurer Principal Financial and Accounting Officer