SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): JULY 12, 1996
CONSOLIDATED GRAPHICS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
TEXAS 0-24068 76-0190827
(STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER
OF INCORPORATION) IDENTIFICATION NO.)
2210 WEST DALLAS STREET
HOUSTON, TEXAS 77019
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 529-4200
THE FOLLOWING DISCUSSIONS AND THE ATTACHED PRESS RELEASES CONTAIN FORWARD
LOOKING INFORMATION. READERS ARE CAUTIONED THAT SUCH INFORMATION INVOLVES RISKS
AND UNCERTAINTIES, INCLUDING THE POSSIBILITY THAT EVENTS MAY OCCUR WHICH
PRECLUDE COMPLETION OF FUTURE ACQUISITIONS AND CAPITAL EXPENDITURES AND
ACHIEVEMENT OF SPECIFIED INTERNAL GROWTH AND PROFIT MARGIN IMPROVEMENTS.
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On July 12, 1996, Consolidated Graphics, Inc. (the "Company") acquired
for $4.0 million all of the assets and assumed certain of the liabilities of
Eagle Press ("Eagle"), a commercial printing operation located in Sacramento,
California. The funds used by the Company in completing the acquisition of Eagle
were obtained from borrowings on the Company's bank revolving credit agreement.
The Company expects to continue operating Eagle without making any significant
changes in its operations.
ITEM 5. OTHER EVENTS
On July 18, 1996, the Company announced that it had completed the
aforementioned acquisition of Eagle. A copy of the press release is attached
hereto as Exhibit 99.1. On July 24, 1996, the Company announced its preliminary
first quarter results for the first quarter ended June 30, 1996. A copy of the
press release is attached hereto as Exhibit 99.2.
As announced by Komori America Corporation ("Komori") on July 16, 1996,
Consolidated Graphics, Inc. and Komori have entered into a multi-year printing
press purchase agreement that includes certain volume purchase incentives and
financing options. Pursuant to this contract, Consolidated has purchased three
presses and intends to purchase one additional press. Although the contract
provides for the purchase of up to $50 million of printing presses over its
term, Consolidated Graphics is not obligated to purchase more than the four
presses previously mentioned.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(A) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
As of the date of this Form 8-K, it is impracticable for the Company to
file the required financial statements of the acquired business. The Company
intends to file such required information as soon as the financial statements
become available but in any event not later than September 22, 1996.
(B) PRO FORMA FINANCIAL INFORMATION.
As of the date of this Form 8-K, it is impracticable for the Company to
file the pro forma information with respect to the acquired business. The
information required hereunder will be filed concurrently with the filing of the
financial statements discussed above.
(C) EXHIBITS
The following exhibits are filed herewith:
10.1 -- Asset Purchase Agreement by and among Consolidated Graphics,
Inc., Consolidated Eagle Press, Inc. and John Ross dated as of
July 12, 1996.
10.2 -- Purchase and Sale Contract between John D. Ross and Rosemary
Ross and Consolidated Properties II, Inc. effective July 12,
1996.
99.1 -- Press release of Consolidated Graphics, Inc. dated July 18, 1996
with respect to the completion of the acquisition of Eagle Press
of Sacramento, California.
99.2 -- Press release of Consolidated Graphics, Inc. dated July 24, 1996
with respect to the announcement of the Company's preliminary
first quarter results.
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SIGNATURE
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934,
CONSOLIDATED GRAPHICS, INC. HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS
BEHALF BY THE UNDERSIGNED HEREUNTO DULY AUTHORIZED.
CONSOLIDATED GRAPHICS, INC.
(Registrant)
By: /s/ G. CHRISTOPHER COLVILLE
G. CHRISTOPHER COLVILLE
VICE PRESIDENT -- MERGERS AND ACQUISITIONS
CHIEF FINANCIAL AND ACCOUNTING OFFICER
Date: July 24, 1996
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