1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 1994 Commission file number 1-7088 --------------------- ------ AMERICAN BUSINESS PRODUCTS, INC. - - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Georgia 58-1030529 - - -------------------------------------------------------------------------------- (State of Incorporation) (IRS Employer Identification No) 2100 RiverEdge Parkway, Suite 1200, Atlanta, Georgia 30328 - - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (404) 953-8300 ---------------------------- 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 No X --- --- Common Stock, $2.00 par value 10,683,102 shares ----------------------------- ---------------------------------- (Class) (Outstanding at March 31, 1994) Page 1 of 8 Exhibit Index on Page 6 2 PART I FINANCIAL INFORMATION --------------------- Item 1. Financial Statements - - ------- -------------------- The Consolidated Balance Sheets of the Company as of March 31, 1994, and December 31, 1993 and the Consolidated Income Statements of the Company for the three months ended March 31, 1994, and 1993, are incorporated herein by reference to the Company's Quarterly Report to Shareholders for the three months ended March 31, 1994, attached hereto as Exhibit 19. Set forth below are the Consolidated Statements of Cash Flows of the Company for the three months ended March 31, 1994, and 1993, along with certain notes to the financial statements. AMERICAN BUSINESS PRODUCTS, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 1994, AND 1993 (UNAUDITED) --------------------------------------------------------------- 1994 1993 ---- ---- CASH FLOWS FROM OPERATING ACTIVITIES Income from operations $ 3,661,000 $ 4,670,000 Adjustments to reconcile net income to net cash provided by operating activities -5,284,000 -3,928,000 ----------- ----------- Net cash (used) provided by operating activities -1,623,000 742,000 CASH FLOWS USED IN INVESTING ACTIVITIES (Increase) in annuity contracts -7,467,000 Decrease in cash value of life insurance 1,602,000 Additions to plant and equipment -2,827,000 -3,973,000 Other 2,000 104,000 ----------- ----------- Net cash used in investing activities -1,223,000 -11,336,000 CASH FLOWS USED BY FINANCING ACTIVITIES Dividends paid -2,137,000 -2,004,000 Other -369,000 -297,000 ----------- ----------- Net cash used by financing activities -2,506,000 -2,301,000 Net (decrease) in cash and cash equivalents -5,352,000 -12,895,000 Cash and cash equivalents at beginning year 30,151,000 30,024,000 ----------- ----------- Cash and cash equivalents at end of period $24,799,000 $17,129,000 =========== =========== 2 3 AMERICAN BUSINESS PRODUCTS, INC. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS ---------------------------------------------------- 1. Unaudited Condensed Consolidated Financial Statements The information contained in these condensed consolidated financial statements and notes is unaudited, but in the opinion of management, all adjustments necessary for a fair presentation of such information have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to applicable rules and regulations of the Securities and Exchange Commission. The condensed consolidated financial statements included herein should be read in conjunction with the audited financial statements and notes thereto contained in the Company's Annual Report on Form 10-K for the year ended December 31, 1993. 2. Consolidation Policy The condensed consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly-owned. Intercompany balances and transactions have been eliminated. 3. Net Income Per Share Net income per common share is based upon the weighted average number of shares outstanding during each period: 10,682,195 and 10,686,076 for the three month periods ended March 3l, 1994, and March 31, 1993, respectively. 4. Inventories Inventories consisted of the following at the dates indicated: March 31, 1994 December 31, 1993 Products finished or in process $24,449,000 $24,510,000 Raw materials 23,396,000 20,771,000 Supplies 626,000 406,000 ----------- ----------- Total $48,471,000 $45,687,000 =========== =========== 5. The Company adopted Statement of Financial Accounting Standards No. 112, "Employers' Accounting for Post-employment Benefits", on January 1, 1994. The cumulative affect of this change on all periods decreased net income $605,000 or $.06 per share. 3 4 Item 2. Management's Discussion and Analysis of Financial Condition - - ------ ----------------------------------------------------------- and Results of Operations ------------------------- 1. Liquidity and Capital Resources The current ratio increased to 2.8 to 1 at March 31, 1994, from 2.6 to 1 at December 31, 1993. The Company does not anticipate incurring significant additional debt and internal cash flows should be sufficient to generate funds for normal operations. 2. Results of Operations --------------------- Sales during the first quarter of 1994 increased by 19.5% over sales for the same period of 1993. Without sales generated by operations acquired in late 1993, the Company's revenues would have increased by approximately 3% over the same period in 1993, resulting principally from an increase in unit sales. Cost of goods sold as percentage of sales increased to 70.2% in 1994 from 69.4% in 1993 principally as a result of increased price competition in the Company's major markets. Selling and administrative expenses decreased to 23.3% of sales in 1994 compared to 23.9% in 1993 as a result of the Company's continuing efforts to control expenses. Interest expense increased to 1.7% of sales in 1994 from 1.1% in 1993 as a result of incurring additional debt to finance two acquisitions in late 1993. The effective income tax rate for the first quarter of 1994 increased to 39.3% compared to 34.3% in 1993 as a result of several factors including an increase in the federal statutory rate, decreased levels of non-taxable income and increased provisions for state income taxes. 4 5 PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K. - - ------- --------------------------------- a. Exhibits attached hereto: Number Description - - ------ ----------- 19 Quarterly Report to Shareholders for the three months ended March 31, 1994. b. Reports on Form 8-K. None 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. AMERICAN BUSINESS PRODUCTS, INC. -------------------------------- (Registrant) DATE: May 13, 1994 /S/ W. C. Downer ------------------------------------- W. C. Downer, Vice President-Finance (Chief Financial and Accounting Officer and Duly Authorized Officer) 5 6 AMERICAN BUSINESS PRODUCTS, INC. INDEX OF EXHIBITS Number Description - - ------ ----------- 19 Quarterly Report to Shareholders for the three months ended March 31, 1994 6