1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(X) Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 for the fiscal year ended December 31, 1995.
( ) Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Commission file no. 1-7088
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AMERICAN BUSINESS PRODUCTS, INC.
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(Exact name of registrant as specified in its charter)
Georgia 58-1030529
(State of Incorporation) (I.R.S. Employer Identification No.)
2100 RiverEdge Parkway, Suite 1200, Atlanta, Georgia 30328
(Address of principal executive offices, including zip code)
(770) 953-8300
(Registrant's telephone number, including area code)
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Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
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Common Stock, $2 par value New York Stock Exchange
Common Stock Purchase Rights New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None
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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
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The aggregate market value of the registrant's outstanding Common Stock, $2.00
par value per share, held by non-affiliates of the registrant on March 5, 1996
was $255,038,192.
There were 16,386,497 shares of Common Stock outstanding on March 5, 1996.
DOCUMENTS INCORPORATED HEREIN BY REFERENCE
Portions of the registrant's 1995 Annual Report for the fiscal year ended
December 31, 1995, are incorporated by reference in Parts I and II hereof.
Portions of the registrant's Proxy Statement for the 1996 Annual Meeting of
Shareholders to be held on April 24, 1996, are incorporated by reference in
Part III hereof.
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]
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PART I
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ITEM 1 - BUSINESS
General
American Business Products was incorporated under the laws of Delaware in
December 1967 to acquire the stock of Curtis 1000 Inc., a producer of envelopes
and forms which has operated since 1882. Hereinafter, American Business
Products, Inc. and its subsidiaries are collectively referred to as the
"Company." In April 1986, the Company was reincorporated under the laws of
Georgia. The Company is one of the nation's leading producers of printed
business supplies, principally envelope products, custom business forms, and
custom labels. Additionally, the Company manufactures and distributes books
for the publishing industry and also is engaged in specialty extrusion coating
and laminating of papers, films, and nonwoven fabrics for packaging.
Business Segments
The Company's product line is composed of three business segments:
business supplies printing, book manufacturing, and specialty extrusion coating
and laminating.
Business supplies printing consists principally of the manufacture of a
wide variety of specialty mailers, envelopes, labels and lightweight packaging;
the printing and production of business forms; and other related products and
services including digital imaging or on-demand printing of various documents
and materials for businesses. The manufacture and distribution of customized
specialty labels is a rapidly growing part of this segment. The company
produces a complete line of standard and special types and sizes of commercial
mailing products including specialty mailers utilizing multi-part forms and
envelopes. Business forms products and services include customized continuous
forms for computers and word processors, custom cutsheet and roll laser paper
for laser printers, the imprinting of variable, customized data on forms,
electronic forms, and the management of forms inventories for customers.
Business supplies printing accounted for 75% of the Company's sales in 1995,
76% in 1994 and 74% in 1993.
Book manufacturing consists of the printing and binding of both hard cover
and soft cover books for the publishing industry. In addition, the Company
provides storage and order fulfillment services by shipping orders to
publishers' customers from two large distribution centers. This business
segment accounted for 9% of the Company's sales in 1995, 9% in 1994, and 9% in
1993.
Specialty extrusion coating and laminating consists of applying plastic
coatings in varying degrees of thickness to rolls of paper, film or fabric.
The Company also prints and metalizes certain of these products for customers.
The materials produced by this segment are used primarily for packaging
consumer products such as individual servings of sugar, salt and pepper, sugar
substitutes, and candy and ice cream bars, as well as medical and
pharmaceutical products. These materials also are used for composite can
liners and release liner papers for pressure sensitive products such as labels.
This business segment accounted for 16% of the Company's sales in 1995, 15% in
1994, and 17% in 1993.
Financial information regarding the Company's three business segments is
presented in the Notes to Consolidated Financial Statements under the heading
"Business Segment Information" of the Company's 1995 Annual Report, which
information is incorporated herein by reference. Portions of the 1995 Annual
Report are filed as Exhibit 13 to this Annual Report on Form 10-K.
Production
Substantially all of the Company's products are manufactured by wholly
owned subsidiaries of the Company in 36 manufacturing facilities located
throughout the United States. (See "Item 2 - Properties.") The principal raw
materials used by the Company in the manufacture of its products are paper,
carbon, ink and poly-resins. All purchases of such materials are made at
competitive prices negotiated with suppliers. The Company believes that there
are sufficient alternative sources of supply to provide its raw material
requirements if for any reason its present suppliers are unable to do so.
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Trademarks
The Company holds trademarks which management believes are sufficient for
the operation of its business without any substantial restrictions and adequate
for the operation of each business segment.
Backlog
As of February 29, 1996, the Company had backlogs believed to be firm of
approximately $48 million for business supplies printing, approximately $5.5
million for book manufacturing and approximately $11.8 million for extrusion
coating and laminating. Comparable backlogs as of February 28, 1995 were
approximately $46.3 million for business supplies printing, approximately $7.2
million for book manufacturing and approximately $10.7 million for extrusion
coating and laminating. All present backlogs are expected to be filled during
1996.
Distribution and Customers
The Company's products are sold throughout the United States, and less
than 1% of the Company's sales in any year have been outside of the United
States. The Company's products are sold principally through approximately 650
sales representatives. No customer or related group of customers in 1995
accounted for 10% or more of the sales of the Company. Demand for the
Company's business supplies printing, book manufacturing and extrusion coating
and laminating generally is not seasonal.
Competition
Business supplies printing, book manufacturing, and specialty extrusion
coating are highly competitive industries. Principal methods of competition
are pricing and service. The business supplies industry consists of thousands
of commercial printing enterprises, ranging from small family operations to
large corporations. In marketing many of its products, the Company competes
with some larger nationwide firms which have more resources than the Company as
well as numerous local and regional businesses, most of which are smaller than
the Company. The Company has generally maintained or increased its market
share against competitors by: (1) using to advantage its sales force, unusually
large for its industries; (2) utilizing its ability to process numerous small
orders efficiently; (3) creating new products and modifying existing products
to meet market needs; and (4) providing faster and/or more dependable
processing and delivery of customer orders. Based on annual revenues
attributable to the production of business supplies, the Company is a leading
U.S. producer of printed business supplies. No competitor is known to offer a
greater range of products than that offered by the Company, which believes it
is among a relatively few companies with the capital resources to acquire
automated equipment necessary to meet market demands and to maintain multiple
work shifts as necessary for timely completion and delivery of customer orders.
In the envelope industry, which had United States sales of approximately
$2.8 billion in 1995, according to the Department of Commerce, the Company's
largest subsidiary, Curtis 1000 Inc., is believed to be the leading
direct-to-user marketer of business envelopes in the United States based on
annual revenues, yet still has only a small share of the total market. Within
the industry, the Company also holds a strong competitive position in the sale
of specialty envelopes, including those manufactured from paper and a
synthetic, olefin, which offers superior quality, lighter weight and postage
savings to customers in comparison with kraft paper envelopes of the same size.
Specialty envelopes comprise the strongest sector of this industry and
continue to offer the most favorable growth outlook.
The business forms industry, a segment of commercial printing, is composed
of several hundred companies of varying sizes. On the basis of forms sales,
the Company believes it is the fifth largest of these companies. Sales of
manifold business forms in the United States in 1995 were estimated at
approximately $6.5 billion, based on Department of Commerce projections.
While this maturing industry has been characterized by strong pricing
competition in recent years and a decline in total industry sales, ABP has
increased its sales volume and market share by introducing new products and
improving its personalized forms inventory management services. In June, 1995,
ABP acquired a provider of electronic forms, automation software and electronic
distribution systems as a platform to expand the Company's presence in the
growing market for electronic forms and related technological products as a
means of capitalizing on current and future demand for these products.
Book printing, which had industry sales of approximately $5.8 billion in
1995, is also highly competitive, and the Company competes with numerous other
book manufacturers, many of which are larger and have substantially more
resources than the Company and therefore possible advantages in production and
marketing economies of scale and efficiencies. However, the Company has
achieved growth in sales and profits by providing complete order fulfillment
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services for customers or publishers and targeting certain segments of the
industry as more attractive sectors, including university presses and
publishers of religious books, while specializing in short to medium runs of
book printing and acquiring and utilizing advanced technology to provide high
quality service and broaden the product line.
Major competitors for the extrusion coating and laminating business
segment, which nationally had 1995 sales of approximately $3 billion, are
relatively few. They include Thilmany (division of International Paper),
several divisions of James River Corporation and Twin Pack (Canada).
Management believes none of these competitors is superior to the Company's
subsidiary, Jen-Coat in terms of quality and service, the factors which have
been advantageous to Jen-Coat. Competition on the basis of pricing which had
intensified beginning in 1993, abated in 1995 as the result of the pass-through
of higher raw material costs and by Jen-Coat's introducing new products,
entering new markets and further improving its technological capabilities.
Entry barriers to this industry include a capital investment which is
significant for small companies and highly individual market niches with
relatively low sales volume which generally deters larger companies.
Within the combined markets of the Company, the Company's total share
of sales is relatively small, providing the opportunity to increase market
share through innovative and creative products and effective marketing, which
are major elements of the Company's strategy for growth.
Environmental Matters
The Company knows of no significant environmental liabilities involving
its operations.
Employees
At December 31, 1995, the Company had approximately 4,452 full-time
employees. No significant number of employees is covered by any collective
bargaining agreement.
International Operations
The Company has a European joint venture, Curtis 1000 Europe GmbH ("Curtis
1000 Europe"), which is 50% owned by the Company and has plants in four
countries: Germany, England, Luxembourg and Poland. (See Part I - Item 2 -
Properties.") Curtis 1000 Europe manufactures and sells envelopes of all
kinds. The Company's share of net income of Curtis 1000 Europe, which is not
significant, is translated at average exchange rates prevailing during the
year, and is included in the Consolidated Financial Statements of the Company
and Notes to Consolidated Financial Statements which are incorporated herein by
reference. (See Part II, Item 8 - Financial Statements and Supplementary
Data.")
ITEM 2 - PROPERTIES
The Company's executive offices are located in approximately 15,200 square
feet of space at 2100 RiverEdge Parkway, Suite 1200, Atlanta, Georgia 30328.
The offices are leased from an unaffiliated party under a lease expiring on
January 26, 2003.
The principal properties of the Company include production facilities,
administrative/sales offices and warehouses. The Company operates 36
production facilities throughout the United States encompassing approximately
2,035,000 square feet. The Company owns 32 of these facilities while 4 are
leased facilities. The Company has announced a plan to close 13 facilities.
See the information set forth under the heading "Management's Discussion and
Analysis" in the Company's 1995 Annual Report. In addition, the Company and a
European joint venture/partner operate production facilities which are owned or
leased by the joint venture in Germany, Poland, England, and Luxembourg. The
facilities in Germany and Poland are owned by the joint venture, and the
facilities in England and Luxembourg are leased.
The Company leases 36 administrative/sales offices and 10 warehouses, all
of which are located in the United States. All of the Company's
administrative/sales offices and warehouses are used in the Company's business
supplies printing business except for three of such facilities which are used
in the Company's book manufacturing business.
Certain properties owned by the Company are held subject to mortgages.
See the information set forth under the heading "Long Term Debt" in the Notes
to Consolidated Financial Statements in the Company's 1995 Annual Report, which
information is incorporated herein by reference.
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The Company believes that all of its properties and equipment are in good
condition, adequately utilized and suitable for the purposes for which they are
being used.
ITEM 3 - LEGAL PROCEEDINGS
As of March 15, 1996, there were no material pending legal proceedings,
other than routine litigation incidental to the business, to which the Company
was a party or of which any of its properties were the subject, and none are
expected by management to materially effect the Company's financial position
and results of operations.
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matter was submitted to a vote of the shareholders of the Company
during the fourth quarter of 1995.
ITEM 4 (A) - EXECUTIVE OFFICERS OF THE REGISTRANT
Set forth below is information as of March 15, 1996 regarding the
executive officers of the Company:
THOMAS R. CARMODY, 62, has been Chairman of the Board of Directors of the
Company since April 1994 and Chief Executive Officer of the Company since 1988.
He previously served as President of the Company from 1985 until April 1994,
as Executive Vice President of the Company from 1982 until 1985 and as Chief
Operating Officer of the Company from 1982 until 1988. He has been a director
of the Company since 1983 and has served with the Company or Curtis 1000 Inc.,
a wholly-owned subsidiary of the Company, for over 40 years.
HENRY CURTIS VII, 47, has been Vice President of Administration of the Company
since April 1995. He served as Vice President of Administration and Sales
Support of Curtis 1000 Inc., a subsidiary of the Company from 1992 to March
1995. He served as Director of Employee Benefits of the Company from 1983 to
1990 and held various positions with the Company and its wholly-owned
subsidiaries, Curtis 1000 Inc. and Vanier Graphics Corporation since 1971. He
has been a director of the Company since 1989 and has served with the Company
or its subsidiaries for over 25 years.
MICHAEL C. DENIKEN, 48, was elected Treasurer and Chief Accounting Officer of
the Company effective October 1, 1995. He has served with the Company for over
17 years.
DAWN M. GRAY, 51, has served as Secretary of the Company since July 1989. She
served as Assistant Secretary from October 1976 to June 1989. She has served
with the Company or Curtis 1000 Inc., a wholly-owned subsidiary of the Company,
for over 29 years.
ROBERT W. GUNDECK, 53, has been President of the Company since April 1994 and
Chief Operating Officer of the Company since 1993. He previously served as
Executive Vice President of the Company from 1993 until April 1994 and as Vice
President - Corporate Development of the Company from 1990 until 1993. From
1988 until 1990 Mr. Gundeck was Director of Acquisitions and Corporate
Development of the Company. He has been a director of the Company since 1993,
and he has served with the Company for over 8 years.
RICHARD A. LEFEBER, 60, has served as Vice President-Administration of the
Company since January 1980. He served as Secretary of the Company from August
1982 to June 1989. He has served with the Company or Curtis 1000 Inc., a
wholly-owned subsidiary of the Company, for over 38 years.
RICHARD G. SMITH, 47, was elected Vice President - Finance and Chief Financial
Officer of the Company effective January 1, 1996. He joined the Company as
Vice President - Corporate Development in September 1995. From August 1994 to
August 1995, Mr. Smith was Senior Vice President of Brambles USA, Inc., the
major U. S. subsidiary of Brambles Industries Limited, an Australian based
specialized industrial services provider with annual revenues of approximately
$2 billion. From September 1992 to July 1994, he was Vice President and Chief
Financial Officer of Brambles Acquisition, Inc., the largest subsidiary of
Brambles USA, Inc. He was Vice President and Chief Financial Officer of
Environmental Systems Company, a New York Stock Exchange-listed hazardous waste
company from June 1991 to August 1992. Environmental Systems Company was
acquired by Brambles in March 1992. Prior to 1991 he served as Vice President
of Corporate Development for Laidlaw, Inc.
The Board of Directors elects officers annually in April for one year
terms or until their successors are elected and qualified. Officers are
subject to removal by the Board of Directors at any time.
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PART II
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ITEM 5 - MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
Information relating to the market for, holders of and dividends paid on
the Company's Common Stock is set forth under the captions "Quarterly Data
1995," "Quarterly Data 1994," "Stock Exchange Listing," and "Shareholders of
Record," in the Company's 1995 Annual Report, which information is incorporated
herein by reference.
ITEM 6 - SELECTED FINANCIAL DATA
Selected consolidated financial data for the Company for each year of the
eleven year period ended December 31, 1995 is set forth under the caption
"Eleven Year Financial Review" in the Company's 1995 Annual Report, which
information is incorporated herein by reference.
ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
A discussion of the Company's financial condition and results of
operations at and for the dates and periods covered by the consolidated
financial statements set forth in the Company's 1995 Annual Report is set forth
under the caption "Management's Discussion and Analysis" in the Company's 1995
Annual Report. Such discussion is incorporated herein by reference.
ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The following Consolidated Financial Statements of the Company and its
subsidiaries, together with the Independent Auditors' Report, which are set
forth in the Company's 1995 Annual Report, are incorporated herein by
reference:
Consolidated Statements of Income for each of the three
years in the period ended December 31, 1995
Consolidated Balance Sheets as of December 31, 1995 and 1994
Consolidated Statements of Cash Flows for each of the
three years in the period ended December 31, 1995
Notes to Consolidated Financial Statements
The supplementary consolidated financial information regarding the Company
which is required by Item 302 of Regulation S-K is set forth under the caption
"Quarterly Data 1995" and "Quarterly Data 1994" in the Company's 1995 Annual
Report. Such information is incorporated herein by reference.
ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
There has been no change of or disagreements with independent accountants
by the Company in the past two fiscal years or subsequently.
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PART III
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ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Information relating to the directors of the Company is set forth in
"Proposal 1 - Election of Directors" under the captions "Nominees,"
"Information Regarding Nominees and Directors" and "Meetings and Committees of
the Board of Directors" in the Company's definitive Proxy Statement for its
1996 Annual Meeting of Shareholders to be held on April 24, 1996 (the "Proxy
Statement"). Such information is incorporated herein by reference. Pursuant
to Instruction 3 of Item 401(b) of Regulation S-K and General Instruction G(3)
of Form 10-K, information relating to the executive officers of the Company is
set forth in Part I, Item 4(A) of this Report under the caption "Executive
Officers of the Registrant." Information regarding compliance by directors and
executive officers of the Company and owners of more than ten percent of the
Company's Common Stock with the reporting requirements of Section 16(a) of the
Securities Exchange Act of 1934, as amended, is set forth in the Proxy
Statement under the caption "Compliance with Section 16(a) of the Securities
Exchange Act of 1934." Such information is incorporated herein by reference.
ITEM 11 - EXECUTIVE COMPENSATION
Information relating to compensation of the executive officers and
directors of the Company is set forth in "Proposal 1 - Election of Directors"
under the caption "Director Compensation" and in "Executive Compensation" in
the Proxy Statement. Such information is incorporated herein by reference.
ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Information regarding ownership of the Company's $2.00 par value Common
Stock by certain persons is set forth in "Voting" under the caption "Principal
Shareholders" and in "Proposal 1 - Election of Directors" under the caption
"Information Regarding Nominees and Directors" and under the caption
"Executive Compensation" in the Proxy Statement. Such information is
incorporated herein by reference.
ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTION
Information regarding relationships or transactions between the Company
and affiliates of the Company is set forth under the caption "Executive
Compensation - Certain Transactions" in the Proxy Statement referred to in Item
10 above. Such information is incorporated herein by reference.
PART IV
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ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) Documents filed as part of this Report:
1. Financial Statements
The Consolidated Financial Statements and the Independent
Auditors' Report thereon which are required to be filed as part of
this Report are included in the Company's 1995 Annual Report and are
set forth in and incorporated by reference in Part II, Item 8 hereof.
These Consolidated Financial Statements are as follows:
Consolidated Statements of Income for each of the three years
in the period ended December 31, 1995
Consolidated Balance Sheets as of December 31, 1995 and 1994
Consolidated Statements of Cash Flows for each of the three
years in the period ended December 31, 1995
Notes to Consolidated Financial Statements
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2. Financial Statement Schedule
The financial statement schedule filed as part of this Report
pursuant to Article 12 of Regulation S-X and the Independent Auditors'
Report in connection therewith are contained in the Index of Financial
Statement Schedule on page S-1 of this Report. All other schedules
for which provision is made in the applicable accounting regulations
of the Securities and Exchange Commission have been omitted because
such schedules are not required under the related instructions or are
inapplicable or because the information required is included in the
Consolidated Financial Statements or notes thereto.
3. Exhibits
The exhibits required to be filed as part of this Report are
set forth in the Index of Exhibits on page E-1 of this Report.
(b) Reports on Form 8-K:
No current reports on Form 8-K were filed by the Registrant during the
last quarter of the period covered by this report.
(c) The exhibits required to be filed as part of this Report are set forth
in the Index of Exhibits on page E-1 of this report
(d) The financial statement schedule required to be filed as part of this
Report is set forth in the Index of Financial Statement Schedule on page
S-1 of this Report.
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.
AMERICAN BUSINESS PRODUCTS, INC. (Registrant)
Date: March 15, 1996 BY: /S/ Robert W. Gundeck
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Robert W. Gundeck
Chief Executive Officer,
President and Director
Date: March 15, 1996 /S/ Richard G. Smith
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Richard G. Smith
Vice President-Finance
and Chief Financial Officer
Date: March 15, 1996 /S/ Michael C. Deniken
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Michael C. Deniken
Treasurer and
Chief Accounting Officer
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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 and in the capacities and on the date indicated.
Date: March 15, 1996 */S/ F. Duane Ackerman
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F. Duane Ackerman, Director
Date: March 15, 1996 */S/ John E. Aderhold
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John E. Aderhold, Director
Date: March 15, 1996 */S/ W. J. Biggers
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W. J. Biggers, Director
Date: March 15, 1996 */S/ Thomas R. Carmody
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Thomas R. Carmody, Director &
Chairman of the Board
Date: March 15, 1996 */S/ Henry Curtis VII
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Henry Curtis VII, Director
Date: March 15, 1996 */S/ Herbert J. Dickson
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Herbert J. Dickson, Director
Date: March 15, 1996 */S/ Hollis L. Harris
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Hollis L. Harris, Director
Date: March 15, 1996 */S/ W. Stell Huie
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W. Stell Huie, Director
Date: March 15, 1996 */S/ Thomas F. Keller,
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Thomas F. Keller, Director
Date: March 15, 1996 */S/ G. Harold Northrop
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G. Harold Northrop, Director
Date: March 15, 1996 */S/ Rex A. McClelland
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Rex A. McClelland, Director
* By:/S/ Dawn M. Gray
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Dawn M. Gray,
Attorney-in-Fact
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AMERICAN BUSINESS PRODUCTS, INC.
INDEX OF FINANCIAL STATEMENT SCHEDULE
PAGE
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Independent Auditors' Report S-2
Schedule of the Company and Subsidiaries
II - Valuation Reserves S-3
S-1
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INDEPENDENT AUDITORS' REPORT
To the Board of Directors and Stockholders of
American Business Products, Inc.:
We have audited the consolidated financial statements of American Business
Products, Inc. and subsidiaries as of December 31, 1995 and 1994, and for each
of the three years in the period ended December 31, 1995, and have issued our
report thereon dated February 23, 1996; such financial statements and report
are included in your 1995 Annual Report to Shareholders and are incorporated
herein by reference. Our audits also included the consolidated financial
statement schedule of American Business Products, Inc. and subsidiaries listed
in Item 14. This consolidated 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 consolidated 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
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DELOITTE & TOUCHE LLP
Atlanta, Georgia
February 23, 1996
S-2
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SCHEDULE II
AMERICAN BUSINESS PRODUCTS, INC. AND SUBSIDIARIES
VALUATION RESERVES
(IN THOUSANDS)
ADDITIONS
CHARGED TO OTHER CHANGES
BEGINNING COSTS AND ADD (DEDUCT) ENDING
DESCRIPTION BALANCE EXPENSES DESCRIBE(1) DEDUCTIONS(2) BALANCE
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For the Year Ended December 31, 1993:
Allowance for doubtful accounts 1,838 1,072 238 930 2,218
For the Year Ended December 31, 1994:
Allowance for doubtful accounts 2,218 1,162 1,001 2,379
For the Year Ended December 31, 1995:
Allowance for doubtful accounts 2,379 1,211 753 2,837
(1) Reserve assumed from Discount Labels, Inc. on September 1, 1993.
(2) Deductions represent uncollectible accounts charged off, less recoveries.
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AMERICAN BUSINESS PRODUCTS, INC.
INDEX OF EXHIBITS
Where an exhibit is filed by incorporation by reference to a previously
filed registration statement or report, such registration statement or report
is identified in parentheses.
EXHIBIT
NUMBER DESCRIPTION
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3.1 Articles of Incorporation (Exhibit 3(a), Annual Report on Form 10-K for the fiscal year ended December 31, 1989).
3.2 Restated Bylaws, as amended (Exhibit 3(b), Annual Report on Form 10-K for the fiscal year ended December 31,
1990).
4.1 Note Agreement dated as of October 1, 1990 among the Company and the institutional investors listed on Schedule I
thereto, together with the form of 9.92% Senior Note to be used in connection therewith (Exhibit 4, Annual Report
on Form 10-K for the fiscal year ended December 31, 1990).
4.2 Note Agreement dated as of December 1, 1993 among the Company and the institutional investors listed on Schedule
I thereto, together with the form of 5.77% Senior Note to be used in connection therewith.
4.3 Form of Rights Agreement dated as of October 25, 1989 between the Company and Citizens and Southern Trust Company
(Georgia), N.A. (Exhibit 4, Current Report on Form 8-K dated October 25, 1989).
4.4 First Amendment to Rights Agreement dated as of August 10, 1992 between the Company and Wachovia Bank of North
Carolina, N.A., as successor Rights Agent (Exhibit 4(c), Annual Report on Form 10-K for the fiscal year ended
December 31, 1992).
10.1 Executive Compensation Plans and Arrangements:
(a) Supplemental Retirement Income Plan (Exhibit 10(a), Annual Report on Form 10-K for the fiscal year ended
December 31, 1989).
(b) Deferred Compensation Investment Plan (Directors) (Exhibit 10(b), Annual Report on Form 10-K for the fiscal
year ended December 31, 1989).
(c) Deferred Compensation Investment Plan (Executives) (Exhibit 10(c), Annual Report on Form 10-K for the fiscal
year ended December 31, 1989).
(d) 1981 Stock Option Plan (Exhibit 10(d), Annual Report on Form 10-K for the fiscal year ended December 31,
1989).
(e) Deferred Compensation Plan for Directors (Exhibit 10(e), Annual Report on Form 10-K for the fiscal year
ended December 31, 1989).
(f) American Business Products, Inc. Executive Retirement Plan dated September 14, 1992 (Exhibit 10(h), Annual
Report on Form 10-K for the fiscal year ended December 31, 1992).
(g) 1991 Stock Option Plan, and First Amendment thereto. (Exhibit 10(g), Annual Report on Form 10-K for the
fiscal year ended December 31, 1993).
E-1
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(h) 1993 Directors Stock Incentive Plan (Exhibit 10(h), Annual Report on Form 10-K for the fiscal year ended
December 31, 1993.
(i) Special Nonqualified Deferred Compensation Plan and related Trust Agreement (Exhibit 10.1(a) Quarterly
Report on Form 10-Q for the quarter ended September 30, 1995.
(j) Second Amendment to the 1991 Stock Option Plan (Exhibit 10.1(a), Quarterly Report on Form 10-Q for the
quarter ended June 30, 1995).
10.2 Agreement for the Purchase of Stock dated as of September 21, 1990 by and among the Company, Edward C. Leavy,
Edward C. Leavy, Executor under the will of Jean L. Leavy, and James B. Kauffman relating to the purchase of
Jen-Coat, Inc. (Exhibit 2, Current Report on Form 8-K, dated October 1, 1990).
10.3 (a) Stock Purchase Agreement dated September 1, 1993 among the Company, Home Safety Equipment Co., Inc., and
William Frederick Conway, Sr., Betty Conway, Allen C. Conway, Winifred Conway Arledge, William Frederick
Conway, Jr., Winifred B. Arledge, QSST Trust #1, Winifred B. Arledge, QSST Trust #2, Allen C. Conway, QSST
Trust #1, Allen C. Conway, QSST Trust #2, Allen C. Conway, QSST Trust #3, and William Frederick Conway, Jr.,
QSST Trust #1, William Frederick Conway, Jr., QSST Trust #2 (Exhibit 2, Current Report on Form 8-K dated
September 13, 1993).
(b) Non-Competition Agreement dated as of August 10, 1993 by and among William Frederick Conway, Sr., Betty
Conway, Allen C. Conway, Winifred Conway Arledge, Sol A. Arledge, and William Frederick Conway, Jr. and the
Company (Exhibit 99.1, Current Report on Form 8-K, dated September 13, 1993).
13 Pages 14 through 28 of the Company's 1995 Annual Report which are incorporated herein by reference.
21 Subsidiaries of the Registrant.
23 Independent Auditors' Consent.
24 Power of Attorney.
27 Financial Data Schedules (for SEC use only)
E-2