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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
(MARK ONE)
[X]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934 (FEE REQUIRED)
FOR THE FISCAL YEAR ENDED JUNE 30, 1995
OR
[_]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
FOR THE TRANSITION PERIOD FROM TO
COMMISSION FILE NO. 1-11427
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NEW ENGLAND BUSINESS SERVICE, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 04-2942374
(IRS EMPLOYER IDENTIFICATION NUMBER)
(STATE OR OTHER JURISDICTION
OFINCORPORATION OR ORGANIZATION)
500 MAIN STREET 01471
GROTON, MASSACHUSETTS (ZIP CODE)
(ADDRESS OF PRINCIPAL EXECUTIVE
OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (508) 448-6111
Securities registered pursuant to Section 12(b) of the Act:
NAME OF EACH EXCHANGE
TITLE OF EACH CLASS ON WHICH REGISTERED
------------------- ---------------------
Common Stock ($1.00 par value) New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
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 by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]
The aggregate market value of the Registrant's Common Stock, par value $1.00
per share, held by stockholders who are not affiliates of the Registrant at
September 1, 1995 as computed by reference to the closing price of such stock
on that date was approximately $233,534,000.
The number of shares of Registrant's Common Stock, par value $1.00 per
share, outstanding at September 1, 1995 was 14,879,949.
DOCUMENTS INCORPORATED BY REFERENCE
1. Portions of the Annual Report to Stockholders for the fiscal year ended
June 30, 1995 are incorporated by reference into Item 1 (Part I), Items 5, 6,
7 and 8 (Part II) and Item 14 (Part IV) of this Report. Such Annual report,
except for the parts therein which have been specifically incorporated by
reference, shall not be deemed "filed" for the purposes of this report on Form
10-K.
2. Portions of the Proxy Statement sent to stockholders in connection with
the Annual Meeting to be held on October 27, 1995 are incorporated by
reference into Items 10, 11, 12 and 13 (Part III) of this Report. Such Proxy
Statement, except for the parts therein which have been specifically
incorporated by reference, shall not be deemed "filed" for the purposes of
this report on Form 10-K.
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PART I
ITEM 1. BUSINESS
Founded in 1952, New England Business Service, Inc. (which, with its branch,
NEBS Business Stationery located in the United Kingdom, and its wholly-owned
subsidiaries, SYCOM Inc. of Madison, Wisconsin, Shirlite, Ltd. of the United
Kingdom and NEBS Business Forms Limited of Midland, Ontario, shall be referred
to as the "Company") is a Delaware corporation with principal executive
offices located at 500 Main Street, Groton, Massachusetts 01471. The Company's
main telephone number is (508) 448-6111.
The Company supplies business forms and other printed products to small
businesses in the United States, Canada and the United Kingdom. The Company's
primary channel to the small business customer is direct mail order. During
1995, the Company served more than 1,292,000 small business customers.
The Company's base product line consists of a wide range of standardized
business forms, custom forms and related printed products specifically
designed to facilitate the management of a small business. In addition, the
Company markets stationery, promotional materials and software to enable a
small business to create a consistent and professional image.
Reference is made to the information contained in Note 13, Financial
Information by Geographic Area, in the Notes to the Consolidated Financial
Statements on page 24 of the Company's Annual Report to Stockholders for the
fiscal year ended June 30, 1995.
PRODUCTS
The Company's product line consists of well over 1,000 standardized
imprinted manual and computer business forms, check writing systems,
stationery, color-coordinated papers, forms and stationery, custom forms,
other printed products and a line of software designed to meet small business
needs. Products are either specifically designed for different lines of
business or are generally usable by all small businesses and professional
offices. The Company's full range of products are enhanced by high quality,
fast delivery, competitive prices and extensive product guarantees.
The Company's standardized manual business forms include billing forms, work
orders, job proposals, purchase orders and invoices. Standardized manual
business forms are designed to provide small businesses with the financial and
other business records necessary to properly manage a business. The Company's
stationery line, including letterhead, envelopes and business cards, is
available in a variety of formats and ink colors designed to provide small
businesses with a professional image. Checks and check writing systems are
designed to facilitate payments, the recording of transactional information
and the posting of related bookkeeping entries. Marketing products, such as
labels, pricing tags, signage and seasonal greeting cards, are designed to
facilitate a customer's selling and marketing efforts. Additionally, a line of
filing system products has been designed specifically for use in small
professional offices.
The Company also offers a full line of continuous and laser printer
compatible business forms and papers. The Company's computer business forms,
including checks, billing forms, work orders, purchase orders and invoices,
are designed to provide automated small businesses with the records necessary
to properly manage a business. Computer business forms are compatible with the
Company's proprietary software and over 3,500 third party computer software
packages commonly used by small businesses. The Company's line of color-
coordinated laser printer papers, including letterhead, envelopes, brochures,
flyers and business cards, are designed to provide an automated small business
with a unified, professional image.
Additionally, the Company offers the Company Colors(TM) line of printed
products. Company Colors offers a select line of two-color stationery,
marketing products and business forms imprinted on the customer's choice of
high quality papers. The Company also offers Company Colors customers a custom
logo design service. The Company Colors line is designed to provide small
businesses with a single source for affordable, coordinated and professional
image-building materials.
2
The Company's line of NEBS(R) proprietary software consists of checkwriting,
billing and mailing application packages, easy-to-use forms-filling packages,
and the One-Write Plus(R) line of accounting software. The Company also
distributes and supports the Page Magic(TM) line of desktop marketing
software. The Company's software is designed to perform a variety of tasks
required to manage and promote a small business, and is compatible with the
full range of business forms and laser papers offered by the Company. The
Company offers fee-based technical support services for the full line of
software.
The One-Write Plus line of accounting and payroll software is modeled on the
manual one-write accounting system used by more than five million small
businesses. One-Write Plus offers the automated small business a familiar
record-keeping format and reliable functionality. Over the past ten years,
more than 350,000 small businesses have installed One-Write Plus. The Page
Magic software line enables a small business to use pre-set templates to
design and print distinctive sales and marketing materials including
brochures, letterhead, envelopes and business cards. NEBS proprietary software
is fully compatible with and designed to consume a wide range of the Company's
business forms, checks, labels, letterhead and laser papers.
PRODUCT DEVELOPMENT AND RESEARCH
The Company's products are primarily designed by an in-house product
development staff. The Company relies upon direct field research with
customers and prospects, focus groups, mail surveys, feedback from retail
distributors, retailers and representatives and unsolicited suggestions to
generate new product ideas. Product design efforts are accomplished or
directed by Company design personnel who employ manual and CAD methods to
create products. Product redesign efforts range from minor revisions to
existing manual business forms to the creation and design of a consistent and
coordinated line of products such as the Company Colors (TM) line of printed
products. Throughout the design process, the Company solicits comments and
feedback from customers and prospects.
The Company employs an internal software development group to develop the
majority of the program code for new proprietary software products and
upgrades to existing packages. The internal software development personnel
will employ external contractors or license sub-routines as required to
develop all or part of a software product. The Company has North American
distribution rights to the Page Magic line of software which has been
primarily developed by GST Technologies, Ltd. of the United Kingdom.
SALES AND MARKETING
The Company relies primarily on promotional materials delivered by mail to
over 1,292,000 customers and over 6,500,000 prospective customers to market
its products. The Company's promotional materials contain one or more order
forms to be completed by the customer and either telephoned, mailed or faxed
to the Company. Over 80% of customer orders are received over the Company's
network of toll-free telephone and data lines.
The Company has established three distinct retail distribution channels for
selected product lines. During the fiscal year ended June 30, 1995, the
Company commenced distribution of the Company Colors line and other Company
products through custom print desks located in selected Kinko's, Inc. retail
stores. By the end of fiscal 1995, NEBS custom print desks in Kinko's, Inc.
stores numbered twenty-two. The Company distributes a private label version of
its full line of manual and computer forms through a dealer network comprised
of local printers, business forms dealers, stationers and computer stores
numbering in excess of 22,000. The Company also employs a small internal sales
force to facilitate distribution of its software products through software and
computer distributors and retailers. The Company's software is distributed at
more than 3,000 retail sites in the United States and Canada.
The primary factor contributing to the Company's success is effective direct
marketing. Mail order marketing in combination with focused telemarketing
allows the Company to identify and penetrate numerically and geographically
dispersed but, in the aggregate, significant markets. The Company targets
small businesses with 20 or fewer employees within these markets with
specialized promotions and products specifically designed to meet small
business needs.
3
The Company's sophisticated marketing database and customer/prospect lists
are a principal competitive advantage. The Company is able to select names and
plan promotional mailings based on a variety of customer/prospect attributes
including status as customer or prospect, line of business, product purchase
history, purchase frequency, or purchase dollar volume. The Company compiles
prospect names from a variety of sources including telephone directories and
small business associations. In addition, the Company rents prospect lists
from third party sources.
The Company's promotional materials include catalogs focused on specific
products or targeted to a specific small business segment, promotional
circulars with samples, flyers, and inserts included with invoices, statements
and product shipments. The Company relies to a lesser extent on space
advertising in magazines and post card packages to generate sales leads from
prospective customers. The Company relies on the U.S. Postal Service for
distribution of most of its advertising materials.
Coated paper costs for promotional materials and postal rates for third
class mail have increased significantly over the past five years. The Company
has been able to counteract the impact of postal and paper cost increases with
cost reduction programs and selective product price increases.
RAW MATERIALS, PRODUCTION AND DISTRIBUTION
The Company produces semi-finished business forms on high speed roll fed
presses from raw paper. The Company also purchases partially printed forms
from a number of industry sources at competitive prices. The Company has a
three year fixed price contract for carbonless paper. The Company has no other
long-term contracts with any of its suppliers and has not experienced a
shortage of paper for its products, catalogs or advertising materials in over
20 years. The cost of paper used for products and promotional materials
constitutes, directly or indirectly, less than 20% of sales.
The Company operates printing equipment specifically designed to meet the
demands of short-run printing. Typesetting and imprinting of customer headings
are accomplished with computerized typesetters, platemaking systems, letter
presses and offset presses. In addition, the Company operates manual and semi-
automatic bindery equipment. A number of the Company's presses have been
designed or substantially modified to meet the short-run demands of small
businesses. These specialized presses allow the Company to produce small order
quantities with greater efficiency than possible with the stock equipment
available from typical printing press equipment suppliers.
The Company has invested recently in electronic prepress equipment and
digital imaging presses to meet the growing demand for short-run color
printing. The Company's software products are duplicated and packaged by
outside vendors.
The Company has no significant backlog of orders. The Company's objective is
to produce and ship product within two days from receipt of a customer's
order. During fiscal 1995, over 50% of products were produced and shipped
within two days and 90% within five days of order.
To facilitate expedient production and shipment of product, the Company
maintains significant inventories of raw paper ($1,130,000 at June 30, 1995),
and partially printed business forms and related office products ($8,750,000
at June 30, 1995).
The Company ships its products to customers by United Parcel Service (UPS)
and Parcel Post. The Company bills the customer for all direct shipping and
handling charges except for customers in good standing who remit payment in
full upon order. Approximately ten percent of the Company's customers pay in
advance and qualify for free shipping. The Company's software products do not
qualify for free shipping.
COMPETITION
The Company's primary competitors for printed products and stationery are
the more than 35,000 local job shop printers in the United States, Canada and
the United Kingdom. The company also competes with several
4
other companies of varying size marketing business forms by mail order. In
addition, approximately 20,000 retail stationers and national chains offer a
variety of preprinted business forms to businesses in their immediate trading
area. Local printers have an advantage of physical proximity to customers, but
generally do not offer continuous forms for desktop computers or other
products of complex construction. Additionally, local printers lack the
economy of scale to produce a small order for a single customer on a cost
effective basis. General purpose, preprinted business forms offered by
stationers are typically price competitive with the Company's forms, but lack
the design and functionality for specific lines of business and the customized
customer information options available with the Company's products.
At present, approximately 10 to 15 major independent companies or divisions
of larger companies market business forms, stationery and supplies by mail
order. The primary competitive factors influencing a customer's purchase
decision are printing accuracy, product guarantees, speed of delivery, breadth
of product line, price and customer service. The Company believes that it is
the leading mail order marketer of business forms to the small business market
in the United States and Canada.
The Company's One-Write Plus(R) line of accounting software competes with
five to ten other software products designed for and marketed to meet small
business needs. The One-Write Plus software's competitive advantage is its
ease of use, strong accounting controls, reputation with small business public
accountants, and the Company's general reputation. The Company's Page
Magic(TM) line of software products competes with desktop marketing,
publishing and illustration products marketed by approximately ten companies
to businesses and the home office market. Page Magic software's competitive
advantage is its specific design to meet small business needs, value pricing,
ease of use and compatibility with the Company's laser papers. The Company's
form-filling line of software competes with two to three form-filling
products. The Company's form-filling products' competitive advantage is its
ease of use, compatibility with Company forms, report writing feature and
integration capability with One Write Plus.
EMPLOYEES
The Company had 2,055 full and part-time employees at June 30, 1995. The
Company sponsors a number of employee benefit plans including medical and
hospitalization insurance plans, a cash profit sharing plan, a 401(k) salary
deferral plan and a defined benefit pension plan.
ENVIRONMENT
There have been no material effects on the Company or any of its
subsidiaries arising from their compliance with federal, state and local
statutes and regulations relating to the protection of the environment.
EXECUTIVE OFFICERS OF THE COMPANY
The Company's executive officers are traditionally elected to office at the
first meeting of the Board of Directors following the Annual Meeting of
Stockholders. Edward M. Bolesky, Robert S. Brown, Russell V. Corsini, Jr.,
Gerald G. Kokos and William C. Lowe were elected to office on October 28,
1994. Michael F. Dowd and Linda A. Jacobs were elected to office on January
20, 1995. Each officer holds office until the first meeting of the Board
following the next Annual Meeting and until a successor is chosen. For
biographical information regarding William C. Lowe, refer to the Company's
Proxy Statement incorporated by Item 10 herein by reference. Biographical
information for the other executive officers follows:
Edward M. Bolesky, age 49, joined the Company in 1981 and has served in
numerous capacities in operations and administration. In 1990, Mr. Bolesky was
elected Vice President--Director, Administration and Composition. In 1991, he
was elected Vice President, Sales. In 1993, he was elected Vice President--
General Manager, Administration & Customer Relations. In 1994 he was elected
Vice President--General Manager, Operations. In June, 1995, he assumed his
present position as Vice President--General Manager, Business Solutions &
Operations.
5
Robert S. Brown, age 48, joined the Company in 1971 and has served in
numerous capacities in operations and marketing in the United States and
Canada. In 1989, Mr. Brown was elected Vice President, NEBS Business Forms
Marketing and Product Development. In 1991, he was elected Vice President--
General Manager, Marketing. In April, 1994, he was elected Vice President--
General Manager, Subsidiaries.
Russell V. Corsini, Jr., age 52, joined the Company in 1982 as Corporate
Controller and was elected Vice President, Finance in October, 1983. In 1994,
Mr. Corsini was elected Vice President, Chief Financial Officer.
Michael F. Dowd, age 37, joined the Company in 1986 and has served in
numerous capacities in finance and marketing. In 1990, Mr. Dowd served as
Manager of Special Projects. In 1991, he was named Staff Attorney. In 1994, he
was named General Manager, Manual Business Forms & Direct Marketing. In
January, 1995, he was elected Vice President--General Manager, Corporate
Marketing & Strategy.
Linda A. Jacobs, age 50, joined the Company in 1990 as Product Development &
Management Director--NBF. In 1991, Ms. Jacobs was named Marketing Products
Director. In 1994, she was named General Manager, Image Products. In January,
1995, she was elected Vice President--General Manager, Image Products.
Gerald G. Kokos, age 46, joined the Company in 1994 and was elected Vice
President--General Manager, Computer Forms and Software. He assumed his
current position of Vice President--General Manager, Computer Software and
Services in June, 1995. Prior to joining the Company, Mr. Kokos held a variety
of officer-level general management positions in the computer software and
hardware industry. From 1989 to 1993, he served as Vice President and General
Manager of three business units of Computervision Corporation. From 1993 to
1994, he served First Data Corporation as Senior Vice President and General
Manager of the Remote and Imaging Services Business.
ITEM 2. PROPERTIES
The Company owns land and buildings in Massachusetts, New Hampshire,
Arizona, Missouri, Wisconsin, Ontario and the United Kingdom. The Company
leases office facilities in New Hampshire, Texas, California and Arizona. The
Company owns land in Georgia.
In Groton, Massachusetts, the Company owns a 125,000 square foot office
building situated on 36 acres of land. The building was constructed in 1978
and expanded in 1982. The Groton property provides office space for marketing,
administrative, information resource, purchasing, finance and executive
personnel.
In Townsend, Massachusetts, the Company owns a 130,000 square foot
manufacturing and administrative facility situated on 15 acres of land. The
building was originally constructed in 1959 and expanded from time to time
through 1989. The Townsend facility housed all of the Company's operations
during the 1960s.
In Peterborough, New Hampshire, the Company owns a 125,000 square foot
manufacturing and administrative facility situated on 48 acres of land. The
building was originally constructed in 1975 and expanded in 1978.
In Maryville, Missouri, the Company owns a 95,000 square foot manufacturing
facility situated on 50 acres of land. The building was constructed in 1980.
In Flagstaff, Arizona, the Company owns a 90,000 square foot manufacturing
and administrative facility situated on 24 acres of land. The building was
originally constructed in 1985 and expanded in 1994.
In Midland, Ontario, the Company owns a 97,000 square foot administrative
and manufacturing facility situated on 8 acres of land. The facility was
originally constructed in 1985 and expanded in 1989.
In Chester, England, the Company owns a 38,000 square foot office and
production facility situated on 4 acres of land. The facility was originally
constructed in 1989.
6
The Company also leases 28,000 square feet of office space in Nashua, New
Hampshire and 14,000 square feet of office space in Phoenix, Arizona and 1,000
square feet in Long Beach, California for administrative purposes.
The Company holds available for sale a 56,000 square foot facility on 5
acres of land in Madison, Wisconsin, a 10,000 square foot facility in Groton,
Massachusetts on 2 acres of land, and 17 acres of unimproved land in
Douglasville, Georgia.
The Company holds available for sublease 5,000 square feet of office space
in a multi-tenant office building in Dallas, Texas.
The Company believes its existing production and office facilities are
adequate for its present and foreseeable future needs.
ITEM 3. LEGAL PROCEEDINGS
To the Company's knowledge, no material legal proceedings are pending on the
date hereof to which the Company is a party or to which any property of the
Company is subject.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not applicable.
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
MATTERS
The section entitled "Common Stock" located on page 26, and footnotes 4, 5,
6 and 14 to the Consolidated Financial Statements on pages 20 to 21 and page
24 of the Company's Annual Report to Stockholders for the fiscal year ended
June 30, 1995 are incorporated herein by reference. The number of record
holders of the Company's Common stock at September 1, 1995 was 835. The
Company estimates the number of beneficial owners of the Company's Common
stock to be 5,600 at September 1, 1995.
ITEM 6. SELECTED FINANCIAL DATA
The section entitled "Eleven Year Summary" located on pages 12 and 13 of the
Company's Annual Report to Stockholders for the fiscal year ended June 30,
1995 is incorporated herein by reference.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The section entitled "Management Discussion and Analysis" located on pages
25 and 26 of the Company's Annual Report to Stockholders for the fiscal year
ended June 30, 1995 is incorporated herein by reference.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The Consolidated Financial Statements and notes thereto located on pages 14
to 24 of the Company's Annual Report to Stockholders for the fiscal year ended
June 30, 1995 are incorporated herein by reference.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not applicable.
7
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The section entitled "Nominees for Election as Directors" located on pages 3
and 4, of the Company's Proxy Statement for the Annual Meeting of Stockholders
to be held October 27, 1995 is incorporated herein by reference. See also
"Executive Officers of the Company" in Item 1 above in this Report.
ITEM 11. EXECUTIVE COMPENSATION
The section entitled "Compensation of Officers and Directors" located on
pages 5 to 7 of the Company's Proxy Statement for the Annual Meeting of
Stockholders to be held October 27, 1995 is incorporated herein by reference.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The section entitled "Voting Securities" located on pages 1 and 2 of the
Company's Proxy Statement for the Annual Meeting of Stockholders to be held
October 27, 1995 is incorporated herein by reference.
ITEM 13. CERTAIN BUSINESS RELATIONSHIPS--COMPENSATION COMMITTEE INTERLOCKS AND
INSIDER PARTICIPATION.
The section entitled "Certain Business Relationships--Compensation Committee
Interlocks and Insider Participation" located on page 4 of the Company's Proxy
Statement for the Annual Meeting of Stockholders to be held October 27, 1995
is incorporated herein by reference.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a)(1) The following financial statements which are located on the following
pages of the Company's Annual Report to Stockholders for the fiscal year ended
June 30, 1995 are incorporated herein by reference.
PAGE(S)
-------
Independent Auditors' Report........................................... 27
Consolidated Balance Sheets as of June 30, 1995 and June 24, 1994...... 14-15
Statements of Consolidated Income for the fiscal years ended June 30,
1995, June 24, 1994 and June 25, 1993................................. 16
Statements of Consolidated Stockholders' Equity for the fiscal years
ended June 30, 1995, June 24, 1994 and June 25, 1993.................. 17
Statements of Consolidated Cash Flows for the fiscal years ended June
30, 1995, June 24, 1994 and June 25, 1993............................. 18
Notes to Consolidated Financial Statements............................. 19-24
(a)(2) The following financial statement schedules are filed as part of this
report and are located on the following pages herein:
PAGE(S)
-------
Independent Auditors' Report........................................... 12
Schedule II Valuation and Qualifying Accounts.......................... 13
Schedules III, IV, and V are omitted as not applicable or not required under
Regulation S-X.
8
(a)(3) Exhibits required to be filed by Item 601 of Regulation S-K:
(2) Not applicable.
(3)(a) Certificate of Incorporation of the Registrant. (Incorporated by
reference to the Company's Current Report on Form 8-K dated October
31, 1986.)
(3)(b) Certificate of Merger of New England Business Service, Inc. (a
Massachusetts corporation) and the Company, dated October 24, 1986
amending the Certificate of Incorporation of the Company by adding
Articles 14 and 15 thereto. (Incorporated by reference to the
Company's Current Report on Form 8-K dated October 31, 1986.)
(3)(c) Certificate of Designations, Preferences and Rights of Series A
Participating Preferred Stock of the Company, dated October 27,
1989.
(3)(d) By-Laws of the Registrant, as amended.
(4)(a) Specimen stock certificate for shares of Common Stock, par value
$1.00 per share.
(4)(b) Amended and Restated Rights Agreement, dated as of October 27, 1989
as amended as of October 20, 1994 (the "Rights Agreement"), between
New England Business Service, Inc. and The First National Bank of
Boston, National Association, as rights agent, including as Exhibit
B the forms of Rights Certificate Election to Exercise (Incorporated
by reference to Exhibit 4 of the Company's current report on Form 8-
K dated October 25, 1994).
(9) Not applicable.
(10)(a) NEBS 1990 Key Employee Stock Option and Stock Appreciation Rights
Plan dated July 27, 1990. (Incorporated by reference to Exhibit
(10)(a) to the Company's Annual Report on Form 10-K for the fiscal
year ended June 29, 1990, filed September 14, 1990.)
(10)(b) Line of Credit Agreement, dated November 1, 1994, between the
Company and The First National Bank of Boston.
(10)(c) NEBS Deferred Compensation Plan for Outside Directors. (Incorporated
by reference to Exhibit (10)(d) to the Company's Annual Report on
Form 10-K for the fiscal year ended June 25, 1982, filed September
23, 1982.)
(10)(d) NEBS 1994 Key Employee and Eligible Director Stock Option and Stock
Appreciation Rights Plan dated July 22, 1994. (Incorporated by
reference to Exhibit (10)(f) to the Company's Annual Report on Form
10-K for the fiscal year ended June 24, 1994, filed September 16,
1994.)
(10)(e) New England Business Service, Inc. Stock Compensation Plan dated
July 25, 1994. (Incorporated by reference to Exhibit (10)(g) to the
Company's Annual Report on Form 10-K for the fiscal year ended June
24, 1994, filed September 16, 1994.)
(10)(f) Key Employee Non-Incentive Stock Option Agreement between the
Company and William C. Lowe granted as of November 12, 1993.
(Incorporated by reference to Exhibit (10)(i) to the Company's
Annual Report on Form 10-K for the fiscal year ended June 24, 1994,
filed September 16, 1994.)
(10)(g) New England Business Service, Inc. Deferred Compensation Plan dated
June 25, 1994.
(10)(h) Supplemental Retirement Plan for Executive Employees of New England
Business Service, Inc. dated July 1, 1991, as amended June 24, 1994.
(11) Statement re Computation of Per Share Earnings.
(12) Not applicable.
(13) The Annual Report to Stockholders for the fiscal year ended June 30,
1995.
9
(16) Not applicable.
(18) Not applicable.
(21) List of Subsidiaries.
(22) Not applicable.
(23) Consent of Deloitte & Touche LLP.
(24) Not applicable.
(27) Article 5 Financial Data Schedule.
(28) Not applicable.
(99) Not applicable.
(b)Reports on Form 8-K:
No reports on Form 8-K were filed during the Company's fourth quarter.
10
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(D) 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.
New England Business Service, Inc.
(Registrant)
/s/ William C. Lowe
By __________________________________
(WILLIAM C. LOWE, PRESIDENT AND
CHIEF EXECUTIVE OFFICER)
Date: September 15, 1995
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THIS
REPORT HAS BEEN SIGNED BELOW BY THE FOLLOWING PERSONS ON BEHALF OF THE
REGISTRANT IN THE CAPACITIES AND ON THE DATES INDICATED.
NAME TITLE DATE
---- ----- ----
/s/ Richard H. Rhoads Chairman and September 15,
------------------------------------- Director 1995
(RICHARD H. RHOADS)
/s/ William C. Lowe President, Chief September 15,
------------------------------------- Executive Officer 1995
(WILLIAM C. LOWE) and Director
/s/ Peter A. Brooke Director September 15,
------------------------------------- 1995
(PETER A. BROOKE)
/s/ Benjamin H. Lacy Director September 15,
------------------------------------- 1995
(BENJAMIN H. LACY)
/s/ Robert J. Murray Director September 15,
------------------------------------- 1995
(ROBERT J. MURRAY)
/s/ Frank L. Randall, Jr. Director September 15,
------------------------------------- 1995
(FRANK L. RANDALL, JR.)
/s/ Jay R. Rhoads, Jr. Director September 15,
------------------------------------- 1995
(JAY R. RHOADS, JR.)
/s/ Brian E. Stern Director September 15,
------------------------------------- 1995
(BRIAN E. STERN)
/s/ Russell V. Corsini, Jr. Principal Financial September 15,
------------------------------------- and Accounting 1995
(RUSSELL V. CORSINI, JR.) Officer
11
INDEPENDENT AUDITORS' REPORT
New England Business Service, Inc.
We have audited the consolidated balance sheets of New England Business
Service, Inc. and its subsidiaries as of June 30, 1995, and June 24, 1994, and
the related statements of consolidated income, consolidated stockholders'
equity and consolidated cash flows for each of the three years in the period
ended June 30, 1995, and have issued our report thereon dated July 28, 1995;
such financial statements and report are included in your 1995 Annual Report
to Stockholders and are incorporated herein by reference. Our audits also
included the consolidated financial statement schedule of New England Business
Service, Inc. and its subsidiaries, listed in Item 14. This financial
statement schedule is the responsibility of the Company's management. Our
responsibility is to express an opinion based on our audits. In our opinion,
such financial statement schedule, when considered in relation to the basic
consolidated financial statements taken as a whole, presents fairly in all
material respects the information set forth therein.
/s/ Deloitte & Touche LLP
Boston, Massachusetts
July 28, 1995
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SCHEDULE II
NEW ENGLAND BUSINESS SERVICE, INC. AND SUBSIDIARIES
VALUATION AND QUALIFYING ACCOUNTS
(000'S OMITTED)
ADDITIONS
----------------------
BALANCE AT CHARGED DEDUCTIONS BALANCE AT
BEGINNING CHARGED TO OTHER FROM END OF
PERIOD TO INCOME ACCOUNTS (1) RESERVES (2) PERIOD
---------- --------- ------------ ------------ ----------
Reserves deducted from
assets to which they
apply:
For doubtful accounts
receivable:
Year ended June 25,
1993................. $3,136 $2,815 $ 30 $3,037 $2,944
Year ended June 24,
1994................. 2,944 2,799 0 2,731 3,012
Year ended June 30,
1995................. 3,012 3,177 0 2,885 3,304
For sales returns and
allowances:
Year ended June 25,
1993................. 593 779 -- 593 779
Year ended June 24,
1994................. 779 1,078 -- 779 1,078
Year ended June 30,
1995................. 1,078 990 -- 1,078 990
--------
(1) Recovery of accounts previously written off.
(2) Accounts written off.
13