FORM 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
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 0-19835
DAY RUNNER, INC.
(Exact name of registrant as specified in its charter)
Delaware 95-3624280
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
15295 Alton Parkway
Irvine, California 92618
(Address and zip code of principal executive offices)
(714) 680-3500
(Registrant's telephone number, including area code)
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|_|
Indicate the number of shares outstanding of each of the registrant's
classes of Common Stock, as of the latest practicable date:
Number of Shares Outstanding
Class at November 11, 1997
- ------------------------------- -------------------------------------
Common Stock, $0.001 par value 5,635,804
DAY RUNNER, INC.
INDEX
Page Reference
COVER PAGE...............................................................1
INDEX ................................................................2
PART I -- FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets
September 30, 1997 and June 30, 1997..............3
Consolidated Statements of Income
Three Months Ended September 30, 1997 and 1996.....4
Consolidated Statements of Cash Flows
Three Months Ended September 30, 1997 and 1996.....5
Notes to Consolidated Financial Statements...........6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations........9
PART II -- OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K....................13
SIGNATURES...............................................................15
PART I -- FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements.
DAY RUNNER, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
ASSETS
September 30, June 30,
1997 1997
(unaudited) (audited)
----------- ---------
Current assets:
Cash and cash equivalents....................................................... $ 8,080 $ 15,550
Accounts receivable (less allowances for doubtful accounts and sales returns
and other allowances of $10,912 and $8,664 at September 30, 1997 and
June 30, 1997, respectively)............................................... 24,646 22,303
Inventories..................................................................... 28,845 23,406
Prepaid expenses and other current assets....................................... 2,378 2,409
Deferred income taxes........................................................... 6,386 6,386
-------- --------
Total current assets....................................................... 70,335 70,054
--------- ---------
Property and equipment -- At cost:
Machinery and equipment......................................................... 11,103 10,316
Data processing equipment and software.......................................... 6,041 5,863
Leasehold improvements.......................................................... 1,975 1,838
Vehicles........................................................................ 167 214
--------- ---------
Total...................................................................... 19,286 18,231
Accumulated depreciation and amortization....................................... (10,628) (9,543)
--------- ---------
Property and equipment -- net................................................... 8,658 8,688
--------- ---------
Other assets......................................................................... 562 138
--------- ---------
Total assets......................................................................... $ 79,555 $ 78,880
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Lines of credit................................................................. $ 376 $ 452
Accounts payable................................................................ 11,116 8,320
Accrued expenses................................................................ 11,849 9,500
Income taxes payable............................................................ 2,770 1,049
Current portion of capital lease obligations.................................... 17 23
-------- --------
Total current liabilities.................................................. 26,128 19,344
--------- ---------
Long-term liabilities:
Capital lease obligations....................................................... 30 52
--------- ---------
Stockholders' equity:
Preferred stock (1,000,000 shares authorized, $0.001 par value; no shares issued
or outstanding).............................................................
Common stock (14,000,000 shares authorized, $0.001 par value; 6,458,978 and
6,364,429 issued ...and 5,598,084 and 5,851,329 outstanding at
September 30,
1997 and June 30, 1997, respectively)...................................... 6 6
Additional paid-in capital...................................................... 24,937 23,759
Retained earnings............................................................... 53,520 49,168
Cumulative translation adjustment............................................... 40 92
Treasury stock: at cost (860,894 and 513,100 shares at September 30, 1997 and
June 30, 1997, respectively)................................................ (25,106) (13,541)
--------- ----------
Total stockholders' equity................................................. 53,397 59,484
--------- ---------
Total liabilities and stockholders' equity........................................... $ 79,555 $ 78,880
========= =========
See accompanying notes to consolidated financial statements.
DAY RUNNER, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(In thousands, except per share amounts)
Three Months Ended
September 30,
1997 1996
---- ----
Sales................................................................................... $ 38,138 $ 33,549
Cost of goods sold...................................................................... 18,032 15,964
--------- ---------
Gross profit............................................................................ 20,106 17,585
--------- ---------
Operating expenses:
Selling, marketing and distribution................................................ 9,302 7,988
General and administrative......................................................... 3,764 3,394
--------- ---------
Total operating expenses......................................................... 13,066 11,382
--------- ---------
Income from operations.................................................................. 7,040 6,203
Net interest income..................................................................... 95 210
--------- ---------
Income before provision for income taxes................................................ 7,135 6,413
Provision for income taxes.............................................................. 2,783 2,565
--------- ---------
Net income.............................................................................. $ 4,352 $ 3,848
========= =========
Earnings per common and common equivalent share......................................... $ 0.70 $ 0.57
======== ========
Weighted average number of common and common
equivalent shares.................................................................. 6,256 6,710
========= =========
See accompanying notes to consolidated financial statements.
DAY RUNNER, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollars in thousands)
Three Months Ended
September 30,
1997 1996
---- ----
Cash flows from operating activities:
Net income.................................................................... $ 4,352 $ 3,848
Adjustments to reconcile net income to net cash provided by (used in)
operating activities:
Depreciation and amortization.............................................. 1,074 756
Provision for losses on accounts receivable................................ 113
Changes in operating assets and liabilities:
Accounts receivable..................................................... (1,931) (1,187)
Inventories............................................................. (4,160) 2,202
Prepaid expenses and other current assets............................... 40 193
Income taxes receivable................................................. 1,930
Accounts payable........................................................ 2,063 (601)
Accrued expenses........................................................ 1,938 864
Income taxes payable.................................................... 1,719 654
--------- ---------
Net cash provided by operating activities............................ 5,095 8,772
--------- ---------
Cash flows from investing activities:
Purchase of business.......................................................... (318)
Acquisition of property and equipment......................................... (897) (1,291)
Other assets.................................................................. (38) 5
---------- ---------
Net cash used in investing activities.................................... (1,253) (1,286)
---------- ----------
Cash flows from financing activities:
Net repayment under lines of credit........................................... (888)
Repayment of capital lease obligations........................................ (33)
Net proceeds from issuance of common stock.................................... 1,178 219
Repurchase of common stock.................................................... (11,565)
---------- ---------
Net cash (used in) provided by financing activities...................... (11,308) 219
---------- ---------
Effect of exchange rate changes in cash........................................... (4) (8)
---------- ----------
Net (decrease) increase in cash and cash equivalents.............................. (7,470) 7,697
Cash and cash equivalents at beginning of period.................................. 15,550 19,765
--------- ---------
Cash and cash equivalents at end of period........................................ $ 8,080 $ 27,462
========= =========
See accompanying notes to consolidated financial statements.
DAY RUNNER, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Information relating to the three months ended
September 30, 1997 and 1996 is unaudited)
1. BASIS OF PRESENTATION AND ACCOUNTING POLICIES
The accompanying consolidated balance sheet as of September 30, 1997,
consolidated statements of income and cash flows for the three-month periods
ended September 30, 1997 and 1996 are unaudited but, in the opinion of
management, include all adjustments consisting of normal, recurring accruals
necessary for a fair presentation of the financial position and the results of
operations for such periods. Certain information and footnote disclosures
normally included in financial statements prepared in conformity with generally
accepted accounting principles have been omitted pursuant to the requirements of
the Securities and Exchange Commission, although the Company believes that the
disclosures included in the financial statements included herein are adequate to
make the information therein not misleading. The financial statements included
herein should be read in conjunction with the Company's audited consolidated
financial statements for the year ended June 30, 1997, and the notes thereto,
which are included in the Company's Annual Report on Form 10-K.
The results of operations for the three months ended September 30, 1997
and 1996 are not necessarily indicative of the results for a full year. The
seasonality of the Company's financial results and the unpredictability of the
factors affecting such seasonality make the Company's quarterly and yearly
financial results difficult to predict and subject to significant fluctuation.
2. INVENTORIES
Inventories consist of the following (in thousands):
September 30, June 30,
1997 1997
---- ----
Raw materials................... $ 8,170 $ 10,204
Work in process................. 454 426
Finished goods.................. 20,221 12,776
---------- ----------
Total.................. $ 28,845 $ 23,406
========== ==========
3. LINES OF CREDIT
Effective September 1, 1997, the Company amended its primary credit
agreement with a bank to allow the Company to borrow up to $15,000,000 under a
line of credit through November 1, 1997 and open commercial letters of credit or
open standby letters of credit up to $15,000,000, with the aggregate of
borrowing and letters of credit not to exceed $15,000,000. On November 1, 1997,
this credit agreement was further amended to allow for borrowing under the line
of credit through February 1, 1998. Commercial letters of credit and standby
letters of credit may be issued for a term not to exceed 180 days and shall not
expire subsequent to August 1 and May 1, 1998, respectively. At September 30,
1997, the Company had no amounts outstanding under this line of credit but had
outstanding secured letters of credit totaling approximately $1,000,000.
Under this credit agreement, borrowings are collateralized by accounts
receivable, inventories and certain other assets and bear interest at the
Company's election either at the bank's prime rate (8.50% at September 30, 1997)
or at LIBOR (5.65625% at September 30, 1997) plus 1.75%. The credit agreement
requires the Company to maintain total debt to tangible net worth of not more
than 1.5 to 1, to maintain certain specified operating ratios and to obtain the
bank's approval to declare or pay dividends in excess of $200,000.
The Company also has a credit agreement with a Canadian bank.
Borrowings under this line of credit, which is used for working capital purposes
by the Company's Canadian subsidiary, may not exceed Canadian $1,000,000, bear
interest at the bank's prime rate (4.75% at September 30, 1997) and are due and
payable on demand. Prior to October 17, 1997, borrowings under the line bore
interest at the bank's prime rate plus 0.50%. At September 30, 1997,
approximately US $376,000 was outstanding under this line of credit.
4. STOCKHOLDERS' EQUITY
During the three months ended September 30, 1997, certain directors,
officers and employees exercised options and warrants to purchase an aggregate
of 94,549 shares of the Company's Common Stock for an aggregate of approximately
$1,178,000.
5. TREASURY STOCK
During the three months ended September 30, 1997, the Company
repurchased 347,794 shares from certain officers and directors at a cost of
$33.25 per share for an aggregate of approximately $11,565,000.
6. EARNINGS PER SHARE
Earnings per share information is computed using the weighted average
number of shares of common stock outstanding and dilutive common equivalent
shares from stock options and warrants. In computing earnings per share, the
Company used the modified treasury stock method for the three months ended
September 30, 1997 and 1996.
7. ACQUISITIONS
On July 29, 1997, the Company purchased the stock of Ultima
Distribution Inc., which was the distributor of the Company's products in
Canada, for approximately $318,000. In addition, contingent payments may be paid
over the next two years, based on Ultima's operating performance during that
period.
On October 1, 1997, the Company purchased substantially all the
operating assets of Ram Manufacturing, Inc., a Little Rock, Arkansas developer,
manufacturer and marketer of wall boards. The cash purchase price was
approximately $2,400,000, and the Company also assumed certain liabilities
totaling approximately $3,000,000. In addition, contingent payments may be paid
over the next three years, based upon Ram's operating performance during that
period.
8. STATEMENTS OF CASH FLOW
The net cash used to purchase Ultima Distribution Inc. on July 29, 1997
was used as follows (in thousands):
Working capital $ 227
Property, plant and equipment (150)
Cost in excess of net assets of company acquired (395)
----------
Net cash used to acquire business $ (318)
==========
Supplemental disclosure of cash flow information (in thousands):
Three Months Ended September 30,
1997 1996
------------------------------
Cash paid during the period for:
Interest $ 52 $ 29
Income taxes $1,007
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion should be read in conjunction with, and is
qualified in its entirety by, the Consolidated Financial Statements and Notes
thereto included elsewhere in this Quarterly Report. Historical results and
percentage relationships among any amounts included in the Consolidated
Financial Statements are not necessarily indicative of trends in operating
results for any future period.
Since the Company's introduction of the first Day Runner System
organizer in 1982, the Company's revenues have been generated by sales primarily
of organizers and planners and secondarily of refills. Recently, much of the
Company's growth has resulted from sales of related organizing products,
virtually all of which have been introduced within the last three years. The
Company focuses its product development, sales and marketing efforts primarily
on the office products and mass market channels. The office products channel and
the mass market channel accounted for 47.0% and 41.3%, respectively, of first
quarter fiscal 1998 sales.
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, the
percentages that income statement items bear to sales and the percentage change
in the dollar amounts of such items.
Percentage
Percentage Change
of Sales Three
Three Months Ended Months Ended
September 30, September 30,
1997 1996 1996 to 1997
------ ---------- -------------
Sales.................................................................. 100.0% 100.0% 13.7%
Cost of goods sold..................................................... 47.3 47.6 13.0
----- -----
Gross profit........................................................... 52.7 52.4 14.3
----- -----
Operating expenses:
Selling, marketing and distribution................................ 24.4 23.8 16.4
General and administrative......................................... 9.9 10.1 10.9
----- ------
Total operating expenses........................................ 34.3 33.9 14.8
----- -----
Income from operations................................................. 18.4 18.5 13.5
Net interest income.................................................... 0.3 0.6 (54.8)
---- ----
Income before provision for income taxes............................... 18.7 19.1 11.3
Provision for income taxes............................................. 7.3 7.6 8.5
---- ----
Net income............................................................. 11.4% 11.5% 13.1
==== =====
The following tables set forth, for the periods indicated, the
Company's approximate sales by product category and distribution channel and as
a percentage of total sales.
Three Months Ended September 30,
Product Category: 1997 1996
- ----------------- ---- ----
(unaudited; dollars in thousands)
Organizers and planners.............................. $ 21,188 55.6% $ 21,061 62.8%
Refills.............................................. 10,875 28.5 10,444 31.1
Related organizing products.......................... 6,075 15.9 2,044 6.1
-------- ----- --------- -----
Total............................................ $ 38,138 100.0% $ 33,549 100.0%
======== ===== ========= =====
Three Months Ended September 30,
Distribution Channel: 1997 1996
- --------------------- ---- ----
(unaudited; dollars in thousands)
Office products...................................... $ 17,924 47.0% $ 17,783 53.0%
Mass market.......................................... 15,750 41.3 12,480 37.2
Foreign customers.................................... 2,415 6.3 1,364 4.1
Other................................................ 2,049 5.4 1,922 5.7
---------- ----- --------- ------
Total............................................ $ 38,138 100.0% $ 33,549 100.0%
========== ===== ========= =====
THREE MONTHS ENDED SEPTEMBER 30, 1997 COMPARED WITH
THE THREE MONTHS ENDED SEPTEMBER 30, 1996
SALES. Sales consist of revenues from gross product shipments net of
allowances for returns, rebates and credits. In the first quarter of fiscal
1998, sales increased by $4,589,000, or 13.7%, primarily because of increased
sales of related organizing products. In the quarter ended September 30, 1997,
sales of related organizing products grew by $4,031,000, or 197.2%; sales of
refills (which include calendars and accessories) grew by $431,000, or 4.1%; and
sales of organizers and planners grew by $127,000, or 0.6%. Product sales were
primarily to office products customers and secondarily to mass market customers.
Sales to mass market customers grew by $3,270,000, or 26.2%; sales to foreign
customers grew by $1,051,000, or 77.1%; sales to the office products customers
grew by $141,000, or 0.8%; and sales to miscellaneous customers grouped together
as "other" increased by $127,000, or 6.6%.
GROSS PROFIT. Gross profit is sales less cost of goods sold, which is
comprised of materials, labor and manufacturing overhead. Gross profit may be
affected by, among other things, product mix, production levels, changes in
vendor and customer prices and discounts, sales volume and growth rate, sales
returns, purchasing and manufacturing efficiencies, tariffs, duties and
inventory carrying costs. Gross profit as a percentage of sales increased from
52.4% in the first quarter of fiscal 1997 to 52.7% in the first quarter of
fiscal 1998.
OPERATING EXPENSES. Total operating expenses increased by $1,684,000, or
14.8%, in the first quarter of fiscal 1998 compared with the first quarter of
fiscal 1997 and increased as a percentage of sales from 33.9% to 34.3%.
Primarily because of higher personnel costs and secondarily because of higher
promotional display costs, selling, marketing and distribution expenses
increased by $1,314,000 and from 23.8% to 24.4% as a percentage of sales.
General and administrative expenses increased by $370,000, but decreased from
10.1% to 9.9% as a percentage of sales primarily because of the Company's
increased ability to absorb fixed costs as a result of higher sales.
NET INTEREST INCOME. Primarily because of a decrease in the Company's cash
available for short-term investment resulting from the Company's repurchase of
common stock, net interest income in the first quarter of fiscal 1998 compared
with the first quarter of fiscal 1997 decreased by $115,000 and from 0.6% to
0.3% as a percentage of sales.
INCOME TAXES. Primarily because of the improved financial results of
the Company's Hong Kong subsidiary, the Company's first quarter fiscal 1998
effective tax rate was 39.0%, compared with 40.0% for the first quarter of
fiscal 1997.
SEASONAL FLUCTUATIONS
The Company has historically experienced and expects to continue to
experience significant seasonal fluctuations in its sales and other financial
results that it believes have resulted and will continue to result primarily
from its customers' and users' buying patterns. These buying patterns have
typically adversely affected orders for the Company's products in the third
quarter of each fiscal year.
Although it is difficult to predict the future seasonality of sales,
the Company believes that future seasonality should be influenced at least in
part by customer and user buying patterns similar to those that have
historically affected the Company. Quarterly financial results are also affected
by new product introductions and line extensions, the timing of large orders,
changes in product sales or customer mix, vendor and customer pricing,
production levels, supply and manufacturing delays, large customers' inventory
management and general industry and economic conditions. The seasonality of the
Company's financial results and the unpredictability of the factors affecting
such seasonality make the Company's quarterly and yearly financial results
difficult to predict and subject to significant fluctuation.
LIQUIDITY AND CAPITAL RESOURCES
The Company's cash and cash equivalents at September 30, 1997 decreased
to $8,080,000 from $15,550,000 at June 30, 1997. In the three months ended
September 30, 1997, net cash of $5,095,000 provided by operating activities,
offset net cash of $1,253,000 and $11,308,000 used in investing activities and
financing activities, respectively. Of the $5,095,000 net amount provided by the
Company's operating activities, $4,352,000 was provided by net income,
$2,063,000 was provided by an increase in accounts payable, $1,938,000 was
provided by an increase in accrued expenses, and $1,719,000 was provided by an
increase in income taxes payable, which amounts were partially offset by an
increase of $4,160,000 in inventories and an increase of $1,931,000 in accounts
receivable. Of the $1,253,000 net amount used in the Company's investing
activities, $897,000 was used to acquire primarily machinery and equipment and
secondarily computer equipment and software and $318,000 was used to acquire
Ultima Distribution Inc. Of the $11,308,000 net amount used in the Company's
financing activities, $11,565,000 was used to repurchase 347,794 shares of
Common Stock from certain officers and directors, which amount was partially
offset by $1,178,000 that was provided by the issuance of Common Stock upon
exercise of then-outstanding stock options and warrants.
Primarily because of the Company's increased sales of certain dated
products, the timing of such sales and the payment terms customary for such
products, accounts receivable (net) at September 30, 1997 increased by 10.5%
from the fiscal 1997 year-end amount. Compared with the September 30, 1996
amount, accounts receivable (net) increased by 9.5% primarily because of the
growth in sales. The average collection period of accounts receivable at
September 30, 1997 was 47 days, compared with 47 and 45 days at June 30, 1997
and September 30, 1996, respectively.
Inventories at September 30, 1997 increased by 23.2% from the fiscal
1997 year-end amount and by 62.1% compared with the September 30, 1996 amount
primarily because of continuing expansion of distribution of new and recently
introduced products and the Company's anticipated growth in sales.
At September 30, 1997, Day Runner had no amounts outstanding under its
primary $15,000,000 bank line but had used the line to secure outstanding
letters of credit of approximately $1,000,000, which reduced the availability
under the line to approximately $14,000,000. Borrowings under this line of
credit bear interest at the Company's election at either the bank's prime rate
or at LIBOR plus 1.75%. Effective November 1, 1997, the Company amended this
credit agreement to be due and payable on February 1, 1998, except that
commercial letters of credit and standby letters of credit may be issued to
expire no later than August 1 and May 1, 1998, respectively. (See Note 3 to
Consolidated Financial Statements.)
The Company's Canadian line of credit allows for borrowings of up to
Canadian $1,000,000 (approximately US $784,000). Borrowings bear interest at the
Canadian bank's prime rate and are due and payable on demand. Prior to October
17, 1997, borrowings under the line bore interest at the bank's prime rate plus
0.50%. At September 30, 1997, approximately Canadian $519,000 (approximately
US $376,000) was outstanding under this line of credit, which reduced
the availability under the line to approximately Canadian $481,000
(approximately US $348,000). (See Note 3 to Consolidated Financial Statements.)
The Company has not incurred significant losses or gains from foreign
currency exchange rate fluctuations. The continuing expansion of the Company's
international operations could, however, result in larger gains or losses as a
result of fluctuations in foreign currency exchange rates as those subsidiaries
conduct business in whole or in part in foreign currencies.
The Company believes that cash flow from operations, vendor credit, its
existing working capital and its bank line of credit will be sufficient to
satisfy the Company's anticipated cash requirements at least through the next 12
months. Nonetheless, the Company may seek additional sources of capital as
necessary or appropriate for corporate finance purposes or to otherwise finance
the Company's growth or operations; however, there can be no assurance that such
funds if needed will be available on favorable terms, if at all.
FORWARD LOOKING STATEMENTS
With the exception of the actual reported financial results and other
historical information, the statements made in the Management's Discussion and
Analysis of Financial Condition and Results of Operations and elsewhere in this
quarterly report are forward looking statements that involve risks and
uncertainties that could affect actual future results. Such risks and
uncertainties include, but are not limited to: timing and size of orders from
large customers, timing and size of orders for new products, competition, large
customers' inventory management, general economic conditions, the health of the
retail environment, supply constraints, supplier performance and other risks
indicated in the Company's filings with the Securities and Exchange Commission.
PART II --OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
3.1 Certificate of Incorporation of the Registrant, as amended(1)
3.2 Bylaws of the Registrant, as amended(2)
10.1 1998 Officer Bonus Plan
10.2 Form of Stock Purchase Agreement dated August 27, 1997
and Schedule of Sellers
10.3 Form of Warrant dated August 19, 1997 to purchase
shares of the Registrant's Common Stock issued to
certain officers of the Company and Schedule of
Warrants(3)
10.4 Credit Agreement dated as of May 1, 1993 between the
Registrant and Wells Fargo Bank, National
Association, including Line of Credit Note(4),
Assumption and Consent to Merger Agreement dated as
of June 30, 1993(5), First Amendment to Credit
Agreement dated as of December 15, 1993(5), Second
Amendment to Credit Agreement dated as of May 1,
1994, including Line of Credit Note(6), Third
Amendment to Credit Agreement dated as of October 1,
1994, including Line of Credit Note(7), Fourth
Amendment to Credit Agreement dated as of October 2,
1995, including Revolving Line of Credit Note(8) ,
Fifth Amendment to Credit Agreement dated as of
November 1, 1996, including Revolving Line of Credit
Note (9), Sixth Amendment to Credit Agreement dated
as of September 1, 1997, including Revolving Line of
Credit Note(3) and Letter Agreement dated as of
November 1, 1997
11.1 Statement of Computation of Earnings per Share
27.1 Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the Company during the quarter ended
September 30, 1997.
(1) Incorporated by reference to the Registrant's Transition Report on Form
10-K (File No. 0-19835) filed with the Commission on September 27, 1994.
(2) Incorporated by reference to the Registrant's Current Report on Form 8-K
(File No. 0-19835) filed with the Commission on August 5, 1993.
(3) Incorporated by reference to the Registrant's Annual Report on Form 10-K
(File No. 0-19835) filed with the Commission on September 29, 1997.
(4) Incorporated by reference to the Registrant's Quarterly Report on Form
10-Q (File No. 0-19835) filed with the Commission on August 16, 1993.
(5) Incorporated by reference to the Registrant's Annual Report on Form 10-K
(File No. 0-19835) filed with the Commission on March 30, 1994.
(6) Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
(File No. 0-19835) filed with the Commission on May 16, 1994.
(7) Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
(File No. 0-19835)filed with the Commission on November 14, 1994.
(8) Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
(File No. 0-19835) filed with the Commission on November 13, 1995.
(9) Incorporated by reference to the Registrant's Quarterly Report on Form 10-Q
(File No. 0-19835)filed with the Commission on November 13, 1996.
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.
Date: November 13, 1997
Day Runner, Inc.
By: /s/ MARK A. VIDOVICH
--------------------------
Mark A. Vidovich
Chairman of the Board and
Chief Executive Officer
By: /s/ DENNIS K. MARQUARDT
--------------------------
Dennis K. Marquardt
Executive Vice President, Finance
& Administration and
Chief Financial Officer