10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Quarterly Period Ended August 31, 2023

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 1-5807

ENNIS, INC.

(Exact Name of Registrant as Specified in Its Charter)

Texas	75-0256410
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
2441 Presidential Pkwy., Midlothian, Texas	76065
(Address of Principal Executive Offices)	(Zip code)

Registrant’s Telephone Number, Including Area Code: (972) 775-9801

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $2.50 per share	EBF	New York Stock Exchange

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 ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Date File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☒
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of September 28, 2023, there were 25,874,699 shares of the Registrant’s common stock outstanding.

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

TABLE OF CONTENTS

PART I: FINANCIAL INFORMATION
	Item 1. Condensed Consolidated Financial Statements (unaudited)	3
	Condensed Consolidated Balance Sheets at August 31, 2023 and February 28, 2023	3
	Condensed Consolidated Statements of Operations for the three and six months ended August 31, 2023 and August 31, 2022	5
	Condensed Consolidated Statements of Comprehensive Income for the three and six months ended August 31, 2023 and August 31, 2022	6
	Condensed Consolidated Statements of Changes in Shareholders’ Equity for the three and six ended August 31, 2023 and August 31, 2022	7
	Condensed Consolidated Statements of Cash Flows for the six months ended August 31, 2023 and August 31, 2022	8
	Notes to Condensed Consolidated Financial Statements (unaudited)	9
	Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	21
	Item 3. Quantitative and Qualitative Disclosures About Market Risk	29
	Item 4. Controls and Procedures	29
PART II: OTHER INFORMATION
	Item 1. Legal Proceedings	29
	Item 1A. Risk Factors	29
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	30
	Item 3. Defaults Upon Senior Securities	30
	Item 4. Mine Safety Disclosures	30
	Item 5. Other Information	30
	Item 6. Exhibits	30
SIGNATURES		31

PART I. FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited, in thousands)

	August 31,		February 28,
	2023		2023
Assets
Current assets
Cash	$	100,340	$	93,968
Accounts receivable, net		48,215		53,507
Inventories, net		45,653		46,834
Prepaid expenses		2,162		2,317
Prepaid income taxes		2,569		-
Total current assets		198,939		196,626
Property, plant and equipment
Plant, machinery and equipment		157,565		153,074
Land and buildings		62,716		59,163
Computer equipment and software		18,824		18,832
Other		4,277		4,292
Total property, plant and equipment		243,382		235,361
Less accumulated depreciation		191,394		187,572
Property, plant and equipment, net		51,988		47,789
Operating lease right-of-use assets, net		12,164		13,133
Goodwill		92,217		91,819
Intangible assets, net		43,269		44,088
Other assets		293		380
Total assets	$	398,870	$	393,835

See accompanying notes to condensed consolidated financial statements.

3

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS-Continued

(unaudited, in thousands, except for par value and share amounts)

	August 31,			February 28,
	2023			2023
Liabilities and Shareholders’ Equity
Current liabilities
Accounts payable	$	13,092		$	18,333
Accrued expenses		17,655			18,067
Current portion of operating lease liabilities		4,866			4,847
Total current liabilities		35,613			41,247
Liability for pension benefits		646			646
Deferred income taxes		11,338			11,098
Operating lease liabilities, net of current portion		7,076			8,162
Other liabilities		1,051			1,250
Total liabilities		55,724			62,403
Shareholders’ equity
Common stock $2.50 par value, authorized 40,000,000 shares; issued 30,053,443 shares at August 31, 2023 and February 28, 2023		75,134			75,134
Additional paid-in capital		126,440			125,887
Retained earnings		229,082			219,459
Accumulated other comprehensive loss:
Minimum pension liability, net of taxes		(13,384	)		(14,104	)
Treasury stock		(74,126	)		(74,944	)
Total shareholders’ equity		343,146			331,432
Total liabilities and shareholders' equity	$	398,870		$	393,835

See accompanying notes to condensed consolidated financial statements.

4

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited, in thousands, except share and per share amounts)

	Three months ended					Six months ended
	August 31,					August 31,
	2023		2022			2023		2022
Net sales	$	106,760	$	111,233		$	218,054	$	218,900
Cost of goods sold		73,661		76,014			150,914		149,677
Gross profit		33,099		35,219			67,140		69,223
Selling, general and administrative		18,341		17,942			36,684		35,624
Loss from disposal of assets		52		—			52		—
Income from operations		14,706		17,277			30,404		33,599
Other income (expense)		577		(342	)		1,039		(514	)
Earnings before income taxes		15,283		16,935			31,443		33,085
Income tax expense		4,373		4,741			8,898		9,264
Net earnings	$	10,910	$	12,194		$	22,545	$	23,821
Weighted average common shares outstanding
Basic		25,886,058		25,797,097			25,858,154		25,805,419
Diluted		26,050,983		25,858,811			26,010,739		25,867,504
Earnings per share
Basic	$	0.42	$	0.47		$	0.87	$	0.92
Diluted	$	0.42	$	0.47		$	0.87	$	0.92

See accompanying notes to condensed consolidated financial statements.

5

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited, in thousands)

	Three months ended				Six months ended
	August 31,				August 31,
	2023		2022		2023		2022
Net earnings	$	10,910	$	12,194	$	22,545	$	23,821
Adjustment to pension, net of taxes		333		480		720		784
Comprehensive income	$	11,243	$	12,674	$	23,265	$	24,605

See accompanying notes to condensed consolidated financial statements.

6

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(unaudited, in thousands, except share and per share amounts)

											Accumulated
					Additional						Other
	Common Stock				Paid-in			Retained			Comprehensive			Treasury Stock
	Shares		Amount		Capital			Earnings			Income (Loss)			Shares			Amount			Total
Balance May 31, 2023		30,053,443	$	75,134	$	126,101		$	224,635		$	(13,717	)		(4,239,929	)	$	(74,472	)	$	337,681
Net earnings		—		—		—			10,910			—			—			—			10,910
Adjustment to pension, net of deferred tax of $110		—		—		—			—			333			—			—			333
Dividends paid ($0.25 per share)		—		—		—			(6,463	)		—			—			—			(6,463	)
Stock based compensation		—		—		685			—			—			—			—			685
Exercise of stock options and restricted stock		—		—		(346	)		—			—			19,719			346			—
Balance August 31, 2023		30,053,443	$	75,134	$	126,440		$	229,082		$	(13,384	)		(4,220,210	)	$	(74,126	)	$	343,146
Balance February 28, 2023		30,053,443	$	75,134	$	125,887		$	219,459		$	(14,104	)		(4,266,835	)	$	(74,944	)	$	331,432
Net earnings		—		—		—			22,545			—			—			—			22,545
Adjustment to pension, net of deferred tax of $239		—		—		—			—			720			—			—			720
Dividends paid ($0.50 per share)		—		—		—			(12,922	)		—			—			—			(12,922	)
Stock based compensation		—		—		1,371			—			—			—			—			1,371
Exercise of stock options and restricted stock		—		—		(818	)		—			—			46,625			818			—
Balance August 31, 2023		30,053,443	$	75,134	$	126,440		$	229,082		$	(13,384	)		(4,220,210	)	$	(74,126	)	$	343,146
Balance May 31, 2022		30,053,443	$	75,134	$	123,862		$	203,158		$	(18,283	)		(4,283,874	)	$	(75,244	)	$	308,627
Net earnings		—		—		—			12,194			—			—			—			12,194
Adjustment to pension, net of deferred tax of $160		—		—		—			—			480			—			—			480
Dividends paid ($0.25 per share)		—		—		—			(6,454	)		—			—			—			(6,454	)
Stock based compensation		—		—		469			—			—			—			—			469
Exercise of stock options and restricted stock		—		—		(300	)		—			—			17,039			300			—
Balance August 31, 2022		30,053,443	$	75,134	$	124,031		$	208,898		$	(17,803	)		(4,266,835	)	$	(74,944	)	$	315,316
Balance February 29, 2022		30,053,443	$	75,134	$	123,990		$	197,998		$	(18,587	)		(4,253,824	)	$	(74,720	)	$	303,815
Net earnings		—		—		—			23,821			—			—			—			23,821
Adjustment to pension, net of deferred tax of $261		—		—		—			—			784			—			—			784
Dividends paid ($0.50 per share)		—		—		—			(12,921	)		—			—			—			(12,921	)
Stock based compensation		—		—		936			—			—			—			—			936
Exercise of stock options and restricted stock		—		—		(895	)		—			—			51,071			895			—
Common stock repurchases		—		—		—			—			—			(64,082	)		(1,119	)		(1,119	)
Balance August 31, 2022		30,053,443	$	75,134	$	124,031		$	208,898		$	(17,803	)		(4,266,835	)	$	(74,944	)	$	315,316

See accompanying notes to condensed consolidated financial statements.

7

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited, in thousands)

	Six months ended
	August 31,
		2023			2022
Cash flows from operating activities:
Net earnings	$	22,545		$	23,821
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation		4,974			5,194
Amortization of intangible assets		3,867			3,513
Loss from disposal of assets		52			—
Bad debt expense, net of recoveries		235			393
Stock based compensation		1,371			936
Net pension expense		959			810
Changes in operating assets and liabilities:
Accounts receivable		7,449			(5,258	)
Prepaid expenses and income taxes		(2,414	)		(215	)
Inventories		2,583			(9,853	)
Other assets		62			(426	)
Accounts payable and accrued expenses		(6,452	)		2,805
Other liabilities		(297	)		35
Net cash provided by operating activities		34,934			21,755
Cash flows from investing activities:
Capital expenditures		(3,720	)		(1,801	)
Purchase of businesses, net of cash acquired		(11,932	)		—
Proceeds from disposal of plant and property		12			—
Net cash used in investing activities		(15,640	)		(1,801	)
Cash flows from financing activities:
Dividends paid		(12,922	)		(12,921	)
Common stock repurchases		—			(1,119	)
Net cash used in financing activities		(12,922	)		(14,040	)
Net change in cash		6,372			5,914
Cash at beginning of period		93,968			85,606
Cash at end of period	$	100,340		$	91,520

See accompanying notes to condensed consolidated financial statements.

8

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

1. Significant Accounting Policies and General Matters

Basis of Presentation

These unaudited condensed consolidated financial statements of Ennis, Inc. and its subsidiaries (collectively referred to as the “Company,” “Registrant,” “Ennis,” or “we,” “us,” or “our”) for the period ended August 31, 2023 have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP') and pursuant to the rules and regulations of the Securities and Exchange Commission pertaining to interim financial statements. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended February 28, 2023, from which the accompanying consolidated balance sheet at February 28, 2023 was derived. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments considered necessary for a fair presentation of the interim financial information have been included and are of a normal recurring nature. The preparation of the condensed consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the disclosure and reported amounts of assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company evaluates these estimates and judgments on an ongoing basis, including those related to bad debts, inventory valuations, property, plant and equipment, intangible assets, pension plan, accrued liabilities, and income taxes. The Company bases estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances. The results of operations for any interim period are not necessarily indicative of the results of operations for a full year.

Recent Accounting Pronouncements

Recently Issued Accounting Updates

There are no recent accounting pronouncements that are anticipated to have a material impact on the Company's condensed consolidated financial statements.

2. Revenue

Nature of Revenues

Substantially all of the Company's revenue from contracts with customers consists of the sale of commercial printing products in the continental United States and is primarily recognized at a point in time in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods. Revenue from the sale of commercial printing products, including shipping and handling fees billed to customers, is recognized upon the transfer of control to the customer, which is generally upon shipment to the customer when the terms of the sale are freight on board ("FOB") shipping point, or, to a lesser extent, upon delivery to the customer if the terms of the sale are FOB destination. Net sales represent gross sales invoiced to customer, less certain related charges, including sale tax, discounts, returns and other allowances. Returns, discounts and other allowances have historically been insignificant.

In a small number of cases and upon customer request, the Company prints and stores commercial printing product for customer specified future delivery, generally within the same year as the product is manufactured. In this case, revenue is recognized upon the transfer of control when manufacturing is complete and title and risk of ownership is passed to the customer. Storage revenue for certain customers may be recognized over time rather than at a point in time. As of the date of this report, the amount of storage revenue is not significant to the Company’s condensed consolidated financial statements. The output method for measure of progress is determined to be appropriate. The Company recognizes storage revenue in the amount for which it has the right to invoice for revenue that is recognized over time and for which it demonstrates that the invoiced amount corresponds directly with the value to the customer for the performance completed to date.

The Company does not disaggregate revenue and operates in one sales category consisting of commercial printed product revenue, which is reported as net sales on the condensed consolidated statements of operations. The Company does not have material contract assets and contract liabilities as of August 31, 2023.

9

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

Significant Judgments

Generally, the Company’s contracts with customers are comprised of a written quote and customer purchase order or statement of work, and governed by the Company’s trade terms and conditions. In certain instances, it may be further supplemented by separate pricing agreements and customer incentive arrangements, which typically only affect the transaction price. Contracts do not contain a significant financing component as payment terms on invoiced amounts are typically between 30 to 60 days, based on the Company’s credit assessment of individual customers, as well as industry expectations. Product returns are not significant.

From time to time, the Company may offer incentives to its customers considered to be variable consideration including volume-based rebates or early payment discounts. Customer incentives considered to be variable consideration are recorded as a reduction to revenue as part of the transaction price at contract inception when there is a basis to reasonably estimate the amount of the incentive and only to the extent that it is probable that a significant reversal of any incremental revenue will not occur. Customer incentives are allocated entirely to the single performance obligation of transferring printed product to the customer.

For customers with terms of FOB shipping point, the Company accounts for shipping and handling activities performed after the control of the printed product has been transferred to the customer as a fulfillment cost. The Company accrues for the costs of shipping and handling activities if revenue is recognized before contractually agreed shipping and handling activities occur.

The Company’s contracts with customers are generally short-term in nature. Accordingly, the Company does not disclose the value of unsatisfied performance obligations nor the timing of revenue recognition.

3. Accounts Receivable and Allowance for Doubtful Receivables

Accounts receivable are reduced by an allowance for an estimate of amounts that are uncollectible. Substantially all of the Company’s receivables are due from customers in the United States. The Company extends credit to its customers based upon its evaluation of the following factors: (i) the customer’s financial condition, (ii) the amount of credit the customer requests, and (iii) the customer’s actual payment history (which includes disputed invoice resolution). The Company does not typically require its customers to post a deposit or supply collateral. The Company’s allowance for doubtful receivables is based on an analysis that estimates the amount of its total customer receivable balance that is not collectible. This analysis includes the pooling of receivables based on risk assessment and then assessing a default probability to these pooled balances, which can be influenced by several factors including (i) current market conditions, (ii) historical experience, (iii) reasonable forecast, and (iv) review of customer receivable aging and payment trends.

The following table summarizes the components of accounts receivables as of the dates indicated (in thousands):

	August 31,	February 28,
	2023	2023
Trade Receivables, net of allowance for doubtful receivables	$41,284	$44,645
Vendor Rebates	2,468	4,354
Notes Receivable	4,463	4,508
	$48,215	$53,507

Accounts receivable at August 31, 2023 and February 28, 2023 includes a $4.4 million receivable related to the sale of an unused manufacturing facility. The note has a one-year maturity but the payments are calculated based on a 30-year amortization schedule with monthly payments until maturity, at which point the remaining balance will be due and owing. The note has a fixed interest rate of 5.9% per annum.

The Company writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance in the period the payment is received. Credit losses from continuing operations have consistently been within management’s expectations.

10

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

The following table presents the activity in the Company’s allowance for doubtful receivables (in thousands):

	Three months ended						Six months ended
	August 31,						August 31,
	2023			2022			2023			2022
Balance at beginning of period	$	1,819		$	1,335		$	1,710		$	1,200
Bad debt expense, net of recoveries		100			213			235			393
Accounts written off		(53	)		(25	)		(79	)		(70	)
Balance at end of period	$	1,866		$	1,523		$	1,866		$	1,523

4. Inventories

With the exception of approximately 7.4% and 6.1% of its inventories valued at the lower of last-in first-out ("LIFO") for the periods ended August 31, 2023 and February 28, 2023, respectively, the Company values its inventories at the lower of first-in, first-out ("FIFO") cost or net realizable value. The Company regularly reviews inventories on hand, using specific aging categories, and writes down the carrying value of its inventories for excess and potentially obsolete inventories based on historical usage and estimated future usage. In assessing the ultimate realization of its inventories, the Company is required to make judgments as to future demand requirements. As actual future demand or market conditions may vary from those projected by the Company, adjustments to inventories may be required. Reserves for excess and obsolete inventory at August 31, 2023 and fiscal year ended February 28, 2023 were $1.8 million and $1.6 million, respectively.

The following table summarizes the components of inventories at the different stages of production as of the dates indicated (in thousands):

	August 31,		February 28,
	2023		2023
Raw material	$	27,297	$	30,308
Work-in-process		5,543		6,174
Finished goods		12,813		10,352
	$	45,653	$	46,834

5. Acquisitions

The Company applies the acquisition method of accounting for business combinations. Under the acquisition method, the acquiring entity in a business combination recognizes 100% of the assets acquired and liabilities assumed at their acquisition date fair values, with certain limited exceptions permitted under US GAAP. Management utilizes valuation techniques appropriate for the asset or liability being measured in determining these fair values. Any excess of the purchase price over amounts allocated to assets acquired, including identifiable intangible assets and liabilities assumed, is recorded as goodwill. Where amounts allocated to assets acquired and liabilities assumed is greater than the purchase price, a bargain purchase gain is recognized. Acquisition-related costs are expensed in the period incurred.

Acquisition of UMC Print

On June 2, 2023, the Company acquired the assets and business of UMC Print ("UMC"), which is based in Overland Park, Kansas, for approximately $7.7 million in cash plus the assumption of trade payables of approximately $0.8 million. The Company performed a preliminary allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values prepared by management using the information available as of the acquisition date. This allocation is preliminary and subject to change, which may be material. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $2.7 million in connection with the transaction, which are also deductible for tax purposes.

11

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

The following table summarizes the Company's preliminary purchase price allocation for UMC as of the acquisition date (in thousands):

Cash	$758
Accounts receivable	1,839
Inventories	553
Property, plant and equipment	2,356
Goodwill and intangibles	2,970
Accounts payable and accrued liabilities	(789)
Acquisition price	$7,687

Acquisition of Stylecraft Printing

On May 23, 2023, the Company acquired the real estate and operations of Stylecraft Printing Company ("Stylecraft"), which is based in Canton, Michigan, for $5.0 million plus the assumption of trade payables. The Company performed a preliminary allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on their estimated fair values using the information available as of the acquisition date. This allocation is preliminary and subject to change, which may be material. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $0.3 million in connection with the transaction, which are also deductible for tax purposes.

The following table summarizes the Company's purchase price allocation for Stylecraft as of the acquisition date (in thousands):

Accounts receivable	$554
Inventories	849
Right-of-use asset	28
Property, plant and equipment	3,161
Goodwill and intangibles	476
Operating lease liability	(12)
Accounts payable and accrued liabilities	(28)
Acquisition price	$5,028

Acquisition of School Photo Marketing

On November 30, 2022, the Company acquired the assets and business from School Photo Marketing ("SPM"), which is based in Morganville, New Jersey, for $8.8 million (with additional potential earn-out consideration of up to $1,000,000 over a four-year period upon the attainment of specified financial benchmarks) plus the assumption of trade payables, subject to certain adjustments. At August 31, 2023 and February 28, 2023, the contingent earn-out liability amounted to $0.8 million and zero, respectively. The seller shall receive fifty percent (50%) of Purchaser's annual earnings from the business, before interest and taxes in excess of $1.4 million. Goodwill of $3.1 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $5.1 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of SPM brings printing, yearbook publishing and marketing related services to over 1,400 school and sports photographers servicing schools around the country.

The following table summarizes the Company's purchase price allocation for SPM as of the acquisition date (in thousands):

12

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

Accounts receivable	$1,403
Inventories	516
Other assets	84
Right-of-use asset	487
Property, plant and equipment	250
Goodwill and intangibles	8,262
Operating lease liability	(487)
Accounts payable and accrued liabilities	(1,748)
Acquisition price	$8,767

The results of operations for SPM, Stylecraft and UMC are included in the Company’s consolidated financial statements from the respective dates of acquisition. The following table sets forth certain operating information on a pro forma basis as though each acquisition had occurred as of the beginning of the comparable prior period (that is, March 1, 2022). The following pro forma information includes the estimated impact of adjustments such as amortization of intangible assets, depreciation expense and interest expense and related tax effects (in thousands, except per share amounts).

	Three months ended		Six months ended
	August 31, 2023	August 31, 2022	August 31, 2023	August 31, 2022
Pro forma net sales	$106,760	$116,222	$223,666	$227,067
Pro forma net earnings	10,910	13,436	23,497	26,268
Pro forma earnings per share - diluted	$0.42	$0.52	$0.90	$1.02

The pro forma results are not necessarily indicative of what would have occurred if the acquisitions had been in effect for the full duration of the comparative periods presented.

6. Leases

The Company leases certain of its facilities and equipment under operating leases, which are recorded as right-of-use assets and lease liabilities. The Company’s leases generally have terms of 1 – 5 years, with certain leases including renewal options to extend the leases for additional periods at the Company’s discretion. At lease inception, all renewal options reasonably certain to be exercised are considered when determining the lease term. The Company currently does not have financing leases that include options to purchase or provisions that would automatically transfer ownership of the leased property to the Company.

Operating lease expense is recognized on a straight-line basis over the lease term, and variable lease payments are expensed as incurred. The Company had no variable lease costs for the six months ended August 31, 2023 and August 31, 2022.

The Company determines whether a contract is or contains a lease at the inception of the contract. A contract will be deemed to be or contain a lease if the contract conveys the right to control and directs the use of identified property, plant, or equipment for a period of time in exchange for consideration. The Company generally must also have the right to obtain substantially all of the economic benefits from the use of the property, plant, and equipment.

Operating lease assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. To determine the present value of lease payments not yet paid, the Company estimates incremental borrowing rates based on the BBB Corporate Bond Rate at lease commencement date, as rates are not implicitly stated in most leases.

13

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

Components of lease expense for the three and six months ended August 31, 2023 and August 31, 2022 were as follows (in thousands):

	Three months ended				Six months ended
	August 31, 2023		August 31, 2022		August 31, 2023		August 31, 2022
Operating lease cost	$	1,418	$	1,515	$	2,851	$	3,028
Supplemental cash flow information related to leases was as follows:
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	1,421	$	1,517	$	2,862	$	3,028
Right-of-use assets obtained in exchange for lease obligations
Operating leases	$	779	$	—	$	779	$	806

Weighted Average Remaining Lease Terms
Operating leases	3 Years
Weighted Average Discount Rate
Operating leases		4.03	%

Future minimum lease commitments under non-cancelable operating leases for each of the fiscal years ending are as follows (in thousands):

	Operating
	Lease
	Commitments
2024 (remaining 6 months)	$	2,259
2025		5,044
2026		3,308
2027		1,486
2028		471
2029		92
Total future minimum lease payments	$	12,660
Less imputed interest		718
Present value of lease liabilities	$	11,942

7. Goodwill and Intangible Assets

Goodwill represents the excess of the purchase price over the fair value of net assets of acquired businesses and is not amortized. Goodwill and other intangible assets are tested for impairment at a reporting unit level. The annual impairment test of goodwill and intangible assets is performed as of December 1 of each fiscal year.

The Company uses qualitative factors to determine whether it is more likely than not (likelihood of more than 50%) that the fair value of a reporting unit exceeds its carrying amount, including goodwill. Some of the qualitative factors used in applying this test include consideration of macroeconomic conditions, industry and market conditions, cost factors affecting the business, overall financial performance of the business, and performance of the share price of the Company.

If qualitative factors are not deemed sufficient to conclude that the fair value of the reporting unit more likely than not exceeds its carrying value, then a one-step approach is applied in making an evaluation. The evaluation utilizes multiple valuation methodologies, including a market approach (market price multiples of comparable companies) and an income approach (discounted cash flow analysis). The computations require management to make significant estimates and assumptions, including, among other things,

14

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

selection of comparable publicly traded companies, the discount rate applied to future earnings reflecting a weighted average cost of capital, and earnings growth assumptions. A discounted cash flow analysis requires management to make various assumptions about future sales, operating margins, capital expenditures, working capital, and growth rates. If the evaluation results in the fair value of the goodwill for the reporting unit being lower than the carrying value, an impairment charge is recorded.

Definite-lived intangible assets are amortized over their estimated useful lives and tested for impairment if events or changes in circumstances indicate that the asset may be impaired.

The carrying amount and accumulated amortization of the Company’s intangible assets at each balance sheet date are as follows (in thousands):

	Weighted
	Average
	Remaining		Gross
	Life		Carrying		Accumulated
As of August 31, 2023	(in years)		Amount		Amortization		Net
Definite-lived intangible assets
Trademarks and trade names		7.8	$	30,204	$	13,342	$	16,862
Customer lists		5.6		82,544		56,777		25,767
Non-compete		2.3		220		160		60
Technology		6.3		650		70		580
Total		6.5	$	113,618	$	70,349	$	43,269
As of February 28, 2023
Definite-lived intangible assets
Trademarks and trade names		10.1	$	28,977	$	12,294	$	16,683
Customer lists		5.4		80,733		54,020		26,713
Non-compete		2.7		210		145		65
Technology		6.7		650		23		627
Total		7.2	$	110,570	$	66,482	$	44,088

Aggregate amortization expense was $2.0 million and $3.9 million for the three and six months ended August 31, 2023, respectively and $1.7 million and $3.5 million for the three and six months ended August 31, 2022, respectively.

The Company’s estimated amortization expense for the current and next four fiscal years is as follows (in thousands):

2024	$	7,781
2025		7,684
2026		7,063
2027		5,980
2028		4,484

Changes in the net carrying amount of goodwill as of the dates indicated are as follows (in thousands):

Balance as of March 1, 2022		88,677
Goodwill acquired		3,142
Balance as of February 28, 2023		91,819
Goodwill acquired		398
Balance as of August 31, 2023	$	92,217

During fiscal year 2024, $0.2 million was added to goodwill related to the acquisition of Stylecraft and $0.2 million was added to goodwill related to the acquisition of UMC. During fiscal year 2023, $3.1 million was added to goodwill related to the acquisition of SPM.

15

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

8. Accrued Expenses

The following table summarizes the components of accrued expenses as of the dates indicated (in thousands):

	August 31, 2023		February 28, 2023
Employee compensation and benefits	$	13,292	$	14,823
Taxes other than income		2,092		1,154
Accrued legal and professional fees		358		376
Accrued utilities		108		129
Accrued acquisition related obligations		200		-
Income taxes payable		512		552
Other accrued expenses		1,093		1,033
	$	17,655	$	18,067

9. Long-Term Debt

As of August 31, 2023, the Company had $0.5 million outstanding under a standby letters of credit arrangement secured by a cash collateral bank account.

10. Shareholders’ Equity

The Company’s board of directors (the "Board") has authorized the repurchase of the Company’s outstanding common stock through a stock repurchase program, which authorized amount is currently up to $60.0 million in the aggregate. Under the repurchase program, purchases may be made from time to time in the open market or through privately negotiated transactions depending on market conditions, share price, trading volume and other factors. Such purchases, if any, will be made in accordance with applicable insider trading and other securities laws and regulations. These repurchases may be commenced or suspended at any time or from time to time without prior notice.

There were no repurchases of common stock during the six-month period ended August 31, 2023. Since the program’s inception in October 2008, there have been 2,213,111 common shares repurchased at an average price of $16.29 per share. As of August 31, 2023, $23.9 million remained available to repurchase shares of the Company’s common stock under the program.

11. Stock Based Compensation

The Company grants stock options, restricted stock and restricted stock units ("RSUs") to key executives and managerial employees and non-employee directors. Prior to June 30, 2021, the Company had one stock incentive plan, the 2004 Long-Term Incentive Plan of Ennis, Inc., as amended and restated as of May 18, 2008 and was further amended on June 30, 2011 (the "Old Plan"). The Old Plan expired June 30, 2021 and all remaining unused shares expired. Subject to the affirmative vote of the shareholders, the Board adopted the 2021 Long-Term Incentive Plan of Ennis, Inc. (the "New Plan") on April 16, 2021 authorizing 1,033,648 shares of common stock for awards. The New Plan was approved by the shareholders at the Annual Meeting on July 15, 2021 by a majority vote. The New Plan expires June 30, 2031 and all unissued stock will expire on that date. At August 31, 2023, the Company has 815,872 shares of unissued common stock reserved under the New Plan for issuance and uses treasury stock to satisfy option exercises and restricted stock awards.

The Company recognizes compensation expense for stock options and restricted stock grants based on the grant date fair value of the award for stock options, restricted stock grants and RSUs on a straight-line basis over the requisite service period. The estimated number of shares to be achieved for performance based RSUs is updated each reporting period. For the three months ended August 31, 2023 and August 31, 2022, the Company included in selling, general and administrative expenses, compensation expense related to stock-based compensation of $0.7 million and $0.5 million, respectively. For the six months ended August 31, 2023 and August 31,

16

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

2022, the Company included in selling, general and administrative expenses, compensation expense related to stock-based compensation of $1.4 million and $0.9 million, respectively.

Stock Options

The Company had the following stock option activity for the six months ended August 31, 2023. No stock options were outstanding during the six months ended August 31, 2022.

					Weighted
			Weighted		Average		Aggregate
	Number		Average		Remaining		Intrinsic
	of Shares		Exercise		Contractual		Value(a)
	(exact quantity)		Price		Life (in years)		(in thousands)
Outstanding at March 1, 2023		—	$	—		—		—
Granted		52,500		19.88
Terminated		—		—
Exercised		—		—
Outstanding at August 31, 2023		52,500	$	19.88		10		75
Exercisable at August 31, 2023		—		—		—		—

The following is a summary of the assumptions used and the weighted average grant-date fair value of the stock options granted during the six months ended August 31, 2023.

	August 31,
	2023
Expected volatility	19.55%
Expected term (years)	3
Risk free interest rate	3.87%
Dividend Yield	4.94%
Weighted average grant-date fair value	$2.47

A summary of the status of the Company’s unvested stock options at August 31, 2023 and the changes during the six months ended August 31, 2023 are presented below:

		Weighted
		Average
	Number	Grant Date
	of Options	Fair Value
Unvested at March 1, 2023	—	—
New grants	52,500	2.47
Vested	—	—
Forfeited	—	—
Unvested at August 31, 2023	52,500	2.47

17

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

As of August 31, 2023, there was $0.1 million of unrecognized compensation cost related to unvested stock options granted under the Plan. The weighted average remaining requisite service period of the unvested stock options was 2.7 years.

Restricted Stock

The following activity occurred with respect to the Company’s restricted stock awards for the six months ended August 31, 2023:

				Weighted
				Average
	Number of			Grant Date
	Shares			Fair Value
Outstanding at March 1, 2023		49,783		$	18.99
Granted		21,672			20.31
Terminated		—			—
Vested		(29,324	)		18.36
Outstanding at August 31, 2023		42,131		$	20.11

The total fair value of shares vested during the six months ended August 31, 2023 and August 31, 2022 was $0.6 million and $0.7 million, respectively.

As of August 31, 2023, the total remaining unrecognized compensation cost related to unvested restricted stock was approximately $0.8 million. The weighted average remaining requisite service period of the unvested restricted stock awards was 2.2 years.

Restricted Stock Units

During the six months ended August 31, 2023, no RSUs were granted under the New Plan. The fair value of the time-based RSUs was estimated based on the fair market value of the Company’s stock on the date of grant. The fair value of the performance-based RSUs, using a Monte Carlo valuation model, was $23.17 per unit. The performance measures include a threshold, target and maximum performance level providing the grantees an opportunity to receive more or less shares than targeted depending on actual financial performance. The award will be based on the Company’s return on equity, EBITDA and adjusted for the Company’s Relative Shareholder Return as measured against a defined peer group.

The performance-based RSUs will vest no later than March 15, 2024, which is the deadline for the Compensation Committee to determine the extent of the Company’s attainment of the Performance Goals during the Performance Period that ends on February 29, 2024. The time-based RSUs vest ratably over two to three years from the date of grant.

The following activity occurred with respect to the Company’s restricted stock units for the six months ended August 31, 2023:

	Time-based					Performance-based
				Weighted				Weighted
				Average				Average
	Number of			Grant Date		Number of		Grant Date
	Shares			Fair Value		Shares		Fair Value
Outstanding at March 1, 2023		33,274		$	20.11		233,819	$	23.17
Granted		—			—		—		—
Terminated		—			—		—		—
Vested		(16,635	)		20.11		—		—
Outstanding at August 31, 2023		16,639		$	20.11		233,819	$	23.17

The total fair value of shares vested during the six months ended August 31, 2023 and August 31, 2022 was $0.3 million and $0.2 million, respectively.

As of August 31, 2023, the total remaining unrecognized compensation cost of time-based RSUs was approximately $0.2 million over a weighted average remaining requisite service period of 1.0 years. As of August 31, 2023, the total remaining unrecognized compensation of performance-based RSUs was approximately $1.2 million over a weighted average remaining requisite service period of 1.3 years.

18

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

12. Pension Plan

The Company and certain subsidiaries have a noncontributory defined benefit retirement plan (the "Pension Plan"), covering approximately 12% of the Company’s aggregate employees. Benefits are based on years of service and the employee’s average compensation for the highest five compensation years preceding retirement or termination.

Pension expense is composed of the following components included in cost of goods sold and selling, general, and administrative expenses in the Company’s consolidated statements of earnings (in thousands):

	Three months ended						Six months ended
	August 31,						August 31,
	2023			2022			2023			2022
Components of net periodic benefit cost
Service cost	$	154		$	236		$	336		$	472
Interest cost		622			491			1,227			983
Expected return on plan assets		(760	)		(925	)		(1,552	)		(1,850	)
Amortization of:
Unrecognized net loss		481			603			948			1,205
Net periodic benefit cost	$	497		$	405		$	959		$	810

The Company is required to make contributions to the Pension Plan. These contributions are required under the minimum funding requirements of the Employee Retirement Income Security Act of 1974 ("ERISA"). The assumption used to calculate the pension funding deficit are different from the assumption used to determine the net pension obligation for purposes of our condensed consolidated financial statements. Due to the enactment of the American Rescue Plan ("ARP") Act of 2021, plan sponsors can calculate the discount rate used to measure the Pension Plan liability using a 25-year average of interest rates plus or minus a corridor. Assuming a stable funding status, the Company would expect to make a cash contribution to the Pension Plan of between $1.5 million and $3.0 million per year. However, changes in actual investment returns or in discount rates could change this amount significantly. There was a $2.0 million contribution made in September 2022 to avoid a Pension Benefit Guaranty Corporation variable premium. As our Pension Plan assets are invested in marketable securities, fluctuations in market values could potentially impact our funding status, associated liabilities recorded and future required minimum contributions. At August 31, 2023, we had an unfunded pension liability recorded on our balance sheet of approximately $0.7 million.

13. Earnings Per Share

Basic earnings per share have been computed by dividing net earnings by the weighted average number of common shares outstanding during the applicable period. Diluted earnings per share reflect the potential dilution that could occur if stock options, performance-based RSUs or other contracts to issue common shares were exercised or converted into common stock.

The following table sets forth the computation for basic and diluted earnings per share for the periods indicated:

	Three months ended				Six months ended
	August 31,				August 31,
	2023		2022		2023		2022
Basic weighted average common shares outstanding		25,886,058		25,797,097		25,858,154		25,805,419
Effect of dilutive stock options, restricted stock and RSUs		164,925		61,714		152,585		62,085
Diluted weighted average common shares outstanding		26,050,983		25,858,811		26,010,739		25,867,504
Earnings per share
Net earnings - basic	$	0.42	$	0.47	$	0.87	$	0.92
Net earnings - diluted	$	0.42	$	0.47	$	0.87	$	0.92
Cash dividends per share	$	0.25	$	0.25	$	0.50	$	0.50

The Company treats unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share. Our unvested restricted shares participate on an equal basis with common shares; therefore, there is no difference in undistributed earnings allocated to each participating security. Accordingly, the presentation above is prepared on a combined basis. At August 31, 2023, 52,500

19

ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2023
(unaudited)

shares related to outstanding stock options were not included in the computation of earnings per diluted share as they were considered anti-dilutive. No options were outstanding for the six months ended August 31, 2022.

14. Concentrations of Risk

Financial instruments that potentially subject the Company to a concentration of credit risk principally consist of cash and trade receivables. Cash is placed with high-credit quality financial institutions. For the purposes of the condensed consolidated statements of cash flows, the Company considers cash to include cash on hand and in bank accounts. The Federal Deposit Insurance Corporation insures accounts up to $250,000. At August 31, 2023, cash balances included $99.3 million that was not federally insured because it represented amounts in individual accounts above the federally insured limit for each such account. This at-risk amount is subject to fluctuation on a daily basis. While management does not believe there is significant risk with respect to such deposits, no assurance can be made that the Company will not experience losses on the Company’s deposits.

The Company believes its credit risk with respect to trade receivables is limited due to industry and geographic diversification. As disclosed on the condensed consolidated balance sheets, the Company maintains an allowance for doubtful receivables to cover the Company’s estimate of credit losses associated with accounts receivable.

The Company, for quality and pricing reasons, purchases its paper products from a limited number of suppliers. While other sources may be available to the Company to purchase these products, they may not be available at the cost or at the quality the Company has come to expect.

15. Related Party Transactions

The Company leases a facility and sells product to an entity controlled by a member of the Board. The total right-of-use asset and related lease liability as of August 31, 2023 was $0.5 million and $0.6 million, respectively. The total right-of-use asset and related lease liability as of August 31, 2022 was $0.9 million and $1.0 million, respectively. During the six months ended August 31, 2023, total lease payments and sales made to the related party were approximately $0.2 million and $1.6 million, respectively. During the six months ended August 31, 2022, total lease payments and sales made to the related party were approximately $0.2 million and $1.9 million, respectively.

16. Income Taxes

The Company is subject to U.S. federal income tax as well as income taxes of multiple state jurisdictions. The quarterly income tax provision was computed based on our estimated annualized effective tax rate and the full-year forecasted income or loss plus the tax impact of unusual, infrequent, or nonrecurring significant items during the period.

Our effective tax rate for the six months ended August 31, 2023 was 28.3% and 28.0% for the same period in 2022. The Company made cash payments for income taxes of $11.5 million and $8.3 million, respectively, for the six months ended August 31, 2023 and 2022.

17. Other Contingencies

We are subject to a variety of claims and suits that arise from time to time in the ordinary course of our business. Although management currently believes that resolving claims against us, individually or in the aggregate, will not have a material adverse impact in our consolidated financial statements, these matters are subject to inherent uncertainties and management's view of these matters may change in the future.

18. Subsequent Events

On September 15, 2023, the Board declared a quarterly dividend on the Company's common stock of 25.0 cents per share, which will be paid on November 3, 2023 to shareholders of record as of October 6, 2023. The expected payout for this dividend is approximately $6.5 million.

20

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Cautionary Statement Regarding Forward-Looking Statements

The following “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read together with the unaudited consolidated financial statements and related notes of Ennis, Inc. (collectively with its subsidiaries, the “Company,” “Registrant,” “Ennis,” or “we,” “us,” or “our”), included in Part 1, Item 1 of this report, and with the audited consolidated financial statements and the related notes of the Company included in our Annual Report on Form 10-K for the fiscal year ended February 28, 2023.

All of the statements in this report, other than historical facts, are forward-looking statements, including, without limitation, the statements made in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations, and beliefs relating to matters that are not historical in nature. The words “could,” “should,” “feel,” “anticipate,” “aim,” “preliminary,” “expect,” “believe,” “estimate,” “intend,” “intent,” “plan,” “will,” “foresee,” “project,” “forecast,” or the negative thereof or variations thereon, and similar expressions identify forward-looking statements.

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for these forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that forward-looking statements are subject to known and unknown risks, uncertainties and other factors relating to its operations and business environment, all of which are difficult to predict and many of which are beyond the control of the Company. These known and unknown risks, uncertainties and other factors could cause actual results to differ materially from those matters expressed in, anticipated by or implied by such forward-looking statements.

These statements reflect the current views and assumptions of management with respect to future events. The Company does not undertake, and hereby disclaims, any duty to update these forward-looking statements, even though its situation and circumstances may change in the future. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this report. The inclusion of any statement in this report does not constitute an admission by the Company or any other person that the events or circumstances described in such statement are material.

We believe these forward-looking statements are based upon reasonable assumptions. All such statements involve risks and uncertainties, and as a result, actual results could differ materially from those projected, anticipated or implied by these statements. Such forward-looking statements involve known and unknown risks, including but not limited to: general economic, business and labor conditions and the potential adverse effects of potential recessionary concerns, inflationary issues and supply chain disruptions and the potential impact on our operations; our ability to implement our strategic initiatives and control our operational costs; dependence on a limited number of key suppliers; our ability to recover the rising cost of raw materials and other costs (including energy, freight, labor and benefit costs) in markets that are highly price competitive and volatile; uninsured losses, including those from natural disasters, catastrophes, pandemics, theft, sabotage; the impact of the novel coronavirus COVID-19 pandemic or future pandemics on the U.S. and local economies, our business operations, our workforce, our supply chain and our customer base; our ability to timely or adequately respond to technological changes in the industry; cybersecurity risks, the impact of the internet and other electronic media on the demand for forms and printed materials; the impact of foreign competition, tariffs, trade regulations and import restrictions; customer credit risk; competitors’ pricing strategies; a decline in business volume and profitability could result in an impairment in our reported goodwill negatively impacting our operational results; our ability to retain key management personnel; our ability to identify, manage or integrate acquisitions.; In addition to the factors indicated above, you should carefully consider the risks described in and incorporated by reference herein and in the risk factors in our Annual Report on Form 10-K for the fiscal year ended February 28, 2023 before making an investment in our common stock.

Overview

Ennis, Inc. (formerly Ennis Business Forms, Inc.) (collectively with its subsidiaries, “the “Company,” “Registrant,” Ennis,” or “we,” “us,” or “our”) was organized under the laws of Texas in 1909. We and our subsidiaries print and manufacture a broad line of business forms and other business products. We distribute business products and forms throughout the United States primarily through independent distributors. This distributor channel encompasses independent print distributors, commercial printers, direct mail, fulfillment companies, payroll and accounts payable software companies, and advertising agencies, among others. We also sell products to many of our competitors to satisfy their customers’ needs.

21

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

Business Overview

Our management believes we are the largest provider of business forms, pressure-seal forms, labels, tags, envelopes, and presentation folders to independent distributors in the United States.

We are in the business of manufacturing, designing, and selling business forms and other printed business products primarily to distributors located in the United States. We operate 57 manufacturing plants throughout the United States in 20 strategically located states as one reportable segment. Approximately 96% of the business products we manufacture are custom and semi-custom products, constructed in a wide variety of sizes, colors, number of parts, and quantities on an individual job basis, depending upon the customers’ specifications.

The products we sell include snap sets, continuous forms, laser cut sheets, tags, labels, envelopes, integrated products, jumbo rolls and pressure sensitive products in short, medium and long runs under the following labels: Ennis®, Royal Business Forms®, Block Graphics®, 360º Custom LabelsSM, ColorWorx®, Enfusion®, Uncompromised Check Solutions®, VersaSeal®, Ad ConceptsSM, FormSource LimitedSM, Star Award Ribbon Company®, Witt Printing®, B&D Litho®, Genforms®, PrintGraphics®, Calibrated Forms®, PrintXcel®, Printegra®, Forms ManufacturersSM, Mutual Graphics®, TRI-C Business FormsSM, Major Business SystemsSM, Independent PrintingSM, Hoosier Data Forms®, Hayes Graphics®, Wright Business GraphicsSM, Wright 360SM, Integrated Print & GraphicsSM, the Flesh CompanySM, Impressions DirectSM, AmeriPrintSM, StylecraftSM and UMC PrintSM; We also sell the Adams McClure® brand (which provides Point of Purchase advertising); the Admore®, Folder Express®, and Independent Folders® brands (which provide presentation folders and document folders); Ennis Tag & LabelSM (which provides custom printed, high performance labels and custom and stock tags); Allen-Bailey Tag & LabelSM, Atlas Tag & Label®, Kay Toledo Tag®, and Special Service Partners® (SSP) (which provides custom and stock tags and labels); Trade Envelopes®, Block Graphics®, Wisco®, and National Imprint Corporation® (which provide custom and imprinted envelopes) and Northstar® and General Financial Supply® (which provide financial and security documents); InfosealSM and PrintXcel® (which provide custom and stock pressure seal documents). School Photo Marketing is a one-stop shop for over 1,400 school portrait photographers and professional photo labs nationwide, providing them with a complete array of products and services that reach over 15 million families and 30,000 schools, primarily in the K-8 market. We sell predominantly through independent distributors, as well as to many of our competitors. Northstar Computer Forms, Inc., one of our wholly-owned subsidiaries, also sells direct to a small number of customers, generally large banking organizations (where a distributor is not acceptable or available to the end-user). Adams McClure, LP, a wholly-owned subsidiary, also sells direct to a small number of customers, where sales are generally through advertising agencies.

The printing industry generally sells its products either predominantly to end users, a market dominated by a few large manufacturers such as R.R. Donnelley and Sons, Staples, Inc., Standard Register Co. (a subsidiary of Taylor Corporation), and Cenveo, Inc., or, like the Company, through a variety of independent distributors and distributor groups. While it is not possible, because of the lack of adequate public statistical information, to determine the Company’s share of the total business products market, management believes the Company is the largest producer of business forms, pressure-seal forms, labels, tags, envelopes, and presentation folders in the United States distributing primarily through independent distributors.

There are a number of competitors that operate in this segment, ranging in size from single employee-owned operations to multi-plant organizations. We believe our strategic locations and buying power permit us to compete on a favorable basis within the distributor market on competitive factors, such as service, quality, and price.

Distribution of business forms and other business products throughout the United States is primarily done through independent distributors, including business forms distributors, resellers, direct mail, commercial printers, payroll and accounts payable software companies, and advertising agencies.

Raw materials principally consist of a wide variety of weights, widths, colors, sizes, and qualities of paper for business products purchased primarily from one major supplier at favorable prices based on the volume of business.

Business products usage in the printing industry is generally not seasonal. General economic conditions and contraction of the traditional business forms industry are the predominant factors in quarterly volume fluctuations.

Recent Acquisitions

On June 2, 2023, we acquired the assets and business of UMC Print in Overland Park, Kansas. The acquisition of UMC Print, which prior to the acquisition generated approximately $16 million in sales for its fiscal year ended December 31, 2022, adds strategic locations and capabilities to drive growth with our distributor partners.

22

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

On May 23, 2023 we acquired the real estate and operations of Stylecraft Printing Company in Canton, Michigan which prior to the acquisition generated approximately $7.0 million in sales for its fiscal year ended December 31, 2022. Stylecraft is a trade only printer since 1967 specializing in business forms, integrated products and commercial printing.

On November 30, 2022, we acquired the net assets and business from School Photo Marketing ("SPM") in Morganville, New Jersey, which prior to the acquisition generated approximately $5.9 million in sales for its fiscal year ended December 31, 2021. SPM provides printing, yearbook publishing and marketing related services to over 1,400 school and sports photographers servicing schools around the country.

Our Business Challenges

Our industry is currently experiencing consolidation of traditional supply channels, product obsolescence, paper supplier capacity adjustments, and increased pricing and potential supply allocations due to demand/supply curve imbalance. Technology advances have made electronic distribution of documents, internet hosting, digital printing and print-on-demand valid, cost-effective alternatives to traditional custom-printed documents and customer communications. Improved equipment has become more accessible to our competitors. We face highly competitive conditions throughout our supply chain in a price-competitive print industry. The challenges of our business include the following:

COVID-19 Pandemic and Inflation – Our sales were significantly impacted by economic conditions driven by the COVID-19 pandemic and resulted in a decrease in sales volume and earnings in fiscal year 2021. The demand for our products strengthened in fiscal year 2022 and fiscal year 2023, and our sales increased. We were also confronted with rising raw material and logistics costs, delayed delivery times and labor shortages. Despite these challenges, our disciplined cost management and pricing strategies contributed to our improved performance in fiscal year 2022 and 2023. To date in fiscal 2024, we have seen improvements in delivery times and lower inflation than what we experienced during fiscal year 2023. While the markets appear to have recovered from the more direct negative impacts of the pandemic, the longer term effects of the pandemic, including supply chain disruptions and inflationary pressures, are unknown and could have a material adverse effect on our business, results of operations and financial results. We will continue to monitor incoming order volume as well as rising raw material and other input costs so that we can proactively adjust our pricing and costs accordingly.

Transformation of our portfolio of products – While traditional business documents are essential in order to conduct business, many are being replaced through the use of cheaper paper grades or imported paper, or devalued with advances in digital technologies, causing steady declines in demand for a portion of our current product line. In addition, the impact of COVID-19 on the speed of this transformation is unknown, but it is expected to accelerate the decline for some of our products. Transforming our product offerings in order to continue to provide innovative, valuable solutions through lower labor and fixed charges to our customers on a proactive basis will require us to make investments in new and existing technology and to develop key strategic business relationships, such as print-on-demand services and product offerings that assist customers in their transition to digital business environments. In addition, we will continue to look for new market opportunities and niches through acquisitions, such as the addition of our envelope offerings, tag offerings, folder offerings, healthcare wristbands, specialty packaging, direct mail, pressure seal products, secure document solutions, innovative in-mold label offerings and long-run integrated products with high color web printing, which provide us with an opportunity for growth and differentiate us from our competition. The ability to make investments in new and existing technology and/or to acquire new market opportunities through acquisitions is dependent on the Company’s liquidity and operational results. While currently the pandemic has not materially impacted our liquidity and it is not currently expected to, a protracted delay or reversal in the economy recovering could have a negative impact on our continued ability to make the aforementioned investments or to consummate acquisitions.

Production capacity and price competition within our industry – In 2022 there was a build-up of paper mill’s customer inventory and 2023 data shows an inventory correction in reduced spending. Paper mill shipments were down across the board through the first half of 2023 as buyers worked through elevated inventories of their products. Uncoated Free Sheet and Coated Free Sheet shipments through the first half of 2023 sustained levels near 2020 COVID lows when the government implemented mandatory lockdowns. Producers have responded to the sluggish demand conditions with heavy downtime rather than permanent closures keeping prices mostly stable. Foreign imports have fallen from previous years as demand levels are low. While margins remain under pressure due to the resulting weak volumes, we intend to continue to focus on effectively managing and controlling our product costs through the use of forecasting, production and costing models, as well as working closely with our domestic suppliers to reduce our procurement costs, in order to minimize effects on our operational results. In addition, we will continue to look for ways to reduce and leverage our fixed costs.

23

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

Continued consolidation of our customers – Our customers are distributors, many of which are consolidating or are being acquired by competitors. We continue to maintain a majority of the business we have had with our customers historically, but it is possible that these consolidations and acquisitions, which we expect to continue in the future, ultimately will impact our margins and sales.

For further information, please see “Cautionary Statement Regarding Forward-Looking Statements,” above and “Risk Factors” contained within our Annual Report on Form 10-K for the fiscal year ended February 28, 2023.

Critical Accounting Estimates

Our Annual Report on Form 10-K for the year ended February 28, 2023, includes a description of certain critical accounting estimates, including those with respect to the pension plan, goodwill and other intangible assets, revenue recognition and inventories, which we believe are critical to understanding our historical and future performance, as these policies relate to the more significant areas involving management's judgments and estimates. During the quarter ended August 31, 2023, there have been no material changes to the critical accounting estimates described in our Annual Report on Form 10-K for the year ended February 28, 2023.

Recent Accounting Pronouncements

There are no recent accounting pronouncements that are anticipated to have a material impact on our consolidated financial statements.

Results of Operations

The following discussion provides information which we believe is relevant to understanding our results of operations and financial condition. The discussion and analysis should be read in conjunction with the accompanying interim unaudited consolidated financial statements and notes included in this filing. The operating results of the Company for the three and six months ended August 31, 2023 and the comparative period for 2022 are set forth in the unaudited consolidated financial information included in the tables below.

Consolidated Summary

Unaudited Consolidated Statements of	Three Months Ended August 31,									Six Months Ended August 31,
Operations - Data (in thousands)	2023				2022					2023				2022
Net sales	$	106,760	100.0	%	$	111,233		100.0	%	$	218,054	100.0	%	$	218,900		100.0	%
Cost of goods sold		73,661	69.0			76,014		68.3			150,914	69.2			149,677		68.4
Gross profit margin		33,099	31.0			35,219		31.7			67,140	30.8			69,223		31.6
Selling, general and administrative		18,341	17.2			17,942		16.1			36,684	16.8			35,624		16.3
Loss from disposal of assets		52	—			—		—			52	—			—		—
Income from operations		14,706	13.8			17,277		15.5			30,404	13.9			33,599		15.3
Other income (expense)		577	0.5			(342	)	(0.3	)		1,039	0.5			(514	)	(0.2	)
Earnings before income taxes		15,283	14.3			16,935		15.2			31,443	14.4			33,085		15.1
Provision for income taxes		4,373	4.1			4,741		4.3			8,898	4.1			9,264		4.2
Net earnings	$	10,910	10.2	%	$	12,194		11.0	%	$	22,545	10.3	%	$	23,821		10.9	%

24

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

Three months ended August 31, 2023 compared to three months ended August 31, 2022

Net Sales. Our net sales were $106.8 million for the quarter ended August 31, 2023, compared to $111.2 million for the same quarter in the prior year, a decrease of $4.4 million, or -4.0%. Our recent acquisitions added approximately $6.5 million in revenues to the quarter ended August 31, 2023 compared to the quarter ended August 31, 2022. The increase in revenue from acquisitions were offset by a $10.9 million decline in revenue for the quarter ended August 31, 2023 compared to the quarter ended August 31, 2022, due to volume decline as some of our print partners have experienced slowness in their sales and reduced their outsourced work to us.

Cost of Goods Sold and Gross Profit Margin. As a result of decreased sales volume, our cost of goods sold decreased $2.3 million, or 3.0%, from $76.0 million for the three months ended August 31, 2022 to $73.7 million for the three months ended August 31, 2023. Our gross profit was $33.1 million or 31.0% of revenue for the quarter ended August 31, 2023 compared to $35.2 million or 31.7% of revenue for the same quarter in the prior year. Our gross profit margin for the quarter of 31.0% is within our target range and showed improvement of 40 basis points from 30.6% in the immediately preceding quarter ending May 31, 2023 and declined 70 basis points to 31.0% compared to 31.7% in the same prior year quarter. Our gross profit margin as a percentage of sales was higher in the prior year quarter ending August 31, 2022 due to a higher absorption of fixed costs driven from greater volumes shipped.

Selling, general, and administrative expense. For the three months ended August 31, 2023, our selling, general, and administrative ("SG&A") expenses were $18.3 million compared to $17.9 million for the three months ended August 31, 2022, an increase of $0.4 million, or 2.2%. As a percentage of net sales, SG&A expenses for the current quarter were 17.2% and 16.1% for the three months ended August 31, 2023 and August 31, 2022, respectively. Our recent acquisitions added $0.9 million in SG&A expenses during the quarter.

Gain from disposal of assets. The $0.5 million net loss from disposal of assets during the three-month period ended August 31, 2023 was primarily attributed to the sale of equipment.

Income from operations. Primarily due to factors described above, our income from operations for the three months ended August 31, 2023 was $14.7 million, or 13.8% of net sales, as compared to $17.3 million, or 15.5 % of net sales, for the three months ended August 31, 2022. Income from operations declined on a sequential quarter basis by $1.0 million and was $15.7 million for the quarter ended May 31, 2023.

Other income (expense). Other income was $0.6 million for the three months ended August 31, 2023 compared to other expense of $0.3 million for the three months ended August 31, 2022. Our increase in income was primarily from an increase in interest income from higher interest rates in the current quarter, $0.9 million for the three months ended August 31, 2023 compared to $0.07 million for the three months ended August 31, 2022. .

Provision for income taxes. Our effective tax rate was 28.6% and 28.3% for the three months ended August 31, 2023 and August 31, 2022, respectively.

Net earnings. Net earnings, due to the factors above, were $10.9 million for the three months ended August 31, 2023 as compared to $12.2 million for the comparable quarter in the prior year. Net earnings per diluted share for the three months ended August 31, 2023 were $0.42, compared to $0.47 for the same quarter in the prior year. Our recent acquisitions added approximately $0.02 in diluted earnings per share for the quarter offset by sales volume decline.

25

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

Six months ended August 31, 2023 compared to six months ended August 31, 2022

Net Sales. Our net sales were $218.1 million for the six-month period ended August 31, 2023, compared to $218.9 million for the same period last year, a decrease of $0.8 million, or 0.4%. Our recent acquisitions added approximately $10.6 million in revenues for the six-month period ended August 31, 2023 compared to the six month period ended August 31, 2022. These increases were offset by a $11.4 million reduction in revenue from our legacy business due to volume decline as some of our print partners have experienced slowness in their sales and reduced their outsourced work to us.

Cost of Goods Sold and Gross Profit Margin. Our cost of goods sold increased $1.2 million, or 0.8%, from $149.7 million for the six months ended August 31, 2022 to $150.9 million for the six months ended August 31, 2023. Our gross profit was $67.1 million for the six-month period ended August 31, 2023 compared to $69.2 million for the same period in the prior year. Our gross profit margin of 30.8% for the current six-month period, decreasing from the prior year six-month period of 31.6%, is within our target range. Our gross profit margin as a percentage of sales was higher in the prior year six month period ending August 31, 2022 due to a higher absorption of fixed costs driven from greater volumes shipped.

Selling, general, and administrative expense. For the six months ended August 31, 2023, our SG&A expenses were $36.7 million compared to $35.6 million for the six months ended August 31, 2022, an increase of $1.1 million, or 3.1%. As a percentage of net sales, SG&A expenses for the period were 16.8% and 16.3% for the six months ended August 31, 2023 and August 31, 2022, respectively. Our recent acquisitions added $1.4 million in SG&A expenses during the current six-month period. We continue to look for ways to more fully leverage our SG&A expenses, and to reduce SG&A expenses following acquisitions through the implementation of our systems and processes, which allows us to integrate many of the acquired companies’ back-office processes.

Gain from disposal of assets. The $0.05 million net loss from disposal of assets during the six-month period ended August 31, 2023 was primarily attributed to the sale of equipment.

Income from operations. Primarily due to factors described above, our income from operations for the six months ended August 31, 2023 was $30.4 million, or 13.9% of net sales, as compared to $33.6 million, or 15.3% of net sales, for the six months ended August 31, 2022.

Other income (expense). Other income was $1.0 million for the six months ended August 31, 2023 compared to expense of $0.5 million for the six months ended August 31, 2022. Our increase in income was primarily from an increase in interest income from higher interest rates in the current period, $1.7 million for the six months ended August 31, 2023 compared to $0.09 million for the six months ended August 31, 2022..

Provision for income taxes. Our effective tax rate was 28.3% and 28.0% for the six months ended August 31, 2023 and August 31, 2022, respectively.

Net earnings. Net earnings, due to the factors above, were $22.5 million for the six months ended August 31, 2023 as compared to $23.8 million for the comparable period in the prior year, a decrease of $1.3 million. Net earnings per diluted share for the six months ended August 31, 2023 was $0.87, compared to $0.92 for the same period in the prior year. Our recent acquisitions added approximately $0.06 in diluted earnings per share for the six-month period offset by sales volume decline.

Liquidity and Capital Resources

We rely on our cash flows generated from operations to meet all cash requirements of our business. The primary cash requirements of our business are payments to vendors in the normal course of business, capital expenditures, compensation obligations and the payment of dividends to our shareholders. We have no debt and anticipate timely access to credit should larger acquisition opportunities materialize. We believe that our current cash balance of $100.3 million and cash flows from operations should be adequate to cover the next twelve months and beyond of our operating and capital requirements.

	August 31,		February 28,
(Dollars in thousands)	2023		2023
Working capital	$	163,326	$	155,379
Cash	$	100,340	$	93,968

26

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

Working Capital. On August 31, 2023, we had $100.3 million in cash. During the period, our cash position increased by $6.4 million and our working capital increased $7.9 million or 5.1%, from $155.4 million at February 28, 2023 to $163.3 million at August 31, 2023. Our current ratio, calculated by dividing our current assets by our current liabilities, increased from 4.8 to 1.0 at February 28, 2023 to 5.6 to 1.0 at August 31, 2023. Our working capital and current ratio were positively impacted primarily by an increase in our cash and inventories offset by a decrease in our accounts payable and accrued expenses.

	Six months ended August 31,
(Dollars in thousands)	2023			2022
Net cash provided by operating activities	$	34,934		$	21,755
Net cash used in investing activities	$	(15,640	)	$	(1,801	)
Net cash used in financing activities	$	(12,922	)	$	(14,040	)

Cash flows from operating activities. Cash provided by operating activities was $34.9 million in the six months ended August 31, 2023 compared to $21.8 million in the comparative period ended August 31, 2022. A decrease in accounts receivable since the prior fiscal year end provided cash of $7.4 million in the current year six-month period, while an increase in accounts receivable used cash of $5.3 million in the comparable six-month period of the prior year. A decrease in inventories provided cash of $2.6 million in the six-month period ended August 31, 2023 and used cash of $9.9 million in the same period of 2022. A decrease in accounts payable and accrued expenses used cash of $6.5 million in the current year six-month period and an increase in accounts payable and accrued expenses provided cash of $2.8 million in the prior year comparable six-month period. The decrease in accounts receivable in the current period was primarily due to decreased sales. The decrease in inventory, accounts payable and accrued expenses during the current period was primarily due to a decrease in purchasing activities and improved predictability in the supply chain conditions. We continue to monitor incoming orders and adjust raw material purchases accordingly.

Cash flows from investing activities. Cash used in investing activities was $15.6 million in the six months ended August 31, 2023 compared to $1.8 million in the six months ended August 31, 2022. Capital expenditures primarily of equipment was $3.7 million and $1.8 million for the six months ended August 31, 2023 and August 31, 2022, respectively. In the six months ended August 31, 2023, $11.9 million was used to acquire businesses, while there were no such investing outflows for the first six months of the prior year.

Cash flows from financing activities. We used $1.1 million less cash in financing activities during the six months ended August 31, 2023 compared to the same period in the prior year. The decrease in cash used during the six months ended August 31, 2023 resulted from $1.1 million common stock repurchased under our stock repurchase program in the six months ended August 31, 2022.

Credit Facility – We did not renew our Credit Agreement, which expired November 11, 2021. We have had no outstanding long-term debt under the revolving credit line since paid in full in August 2019. As of August 31, 2023, we had $0.5 million outstanding under a standby letters of credit arrangement secured by a cash collateral bank account. It is anticipated that our cash and funds from operating cash flows will be sufficient to fund anticipated future expenses.

Pension Plan – The funded status of our Pension Plan and funding requirements is dependent on many factors, including returns on invested assets, the level of market interest rates and the level of funding. Assuming a stable funding status, we would expect that our future contributions to be between $1.0 million and $3.0 million per year. However, changes in actual investment returns or in discount rates could change this amount significantly. There was a $2.0 million contribution made in September 2022 to avoid a Pension Benefit Guaranty Corporation variable premium. As our Pension Plan assets are invested in marketable securities, fluctuations in market values could potentially impact our funding status, associated liabilities recorded and future required minimum contributions. At August 31, 2023, we had an unfunded pension liability recorded on our balance sheet of $0.7 million.

Inventories – We believe our inventory levels are sufficient to satisfy our customer demands and we anticipate having adequate sources of raw materials to meet future business requirements. We have long-term contracts in effect with paper suppliers that govern prices, but do not require minimum purchase commitments. Certain of our rebate programs do, however, require minimum purchase volumes.

Capital Expenditures – We continue to make capital expenditures for operational maintenance purposes, as may be required. Additionally, we will carefully review and make new capital expenditures for equipment to the extent such expenditures make economic sense by improving our operations and not jeopardizing our strong liquidity position. We expect our capital requirements for our current fiscal year, exclusive of capital required for possible acquisitions, will be within our historical levels of between $3.0 million and $6.0 million. For the six months ended August 31, 2023, we have spent approximately $3.7 million on capital expenditures. We expect to fund these expenditures through existing cash on the August 31, 2023 balance sheet.

27

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

Contractual Obligations – There have been no significant changes in our contractual obligations since February 28, 2023 that have, or are reasonably likely to have, a material impact on our results of operations or financial condition.

28

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market Risk

Interest Rates

From time to time, we are exposed to interest rate risk on short-term and long-term financial instruments carrying variable interest rates. We may from time to time utilize interest rate swaps to manage overall borrowing costs and reduce exposure to adverse fluctuations in interest rates. We do not use derivative instruments for trading purposes. While we had no outstanding debt at August 31, 2023, we will be exposed to interest rate risk if we borrow in the future.

This market risk discussion contains forward-looking statements. Actual results may differ materially from this discussion based upon general market conditions and changes in domestic and global financial markets.

Item 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures. We maintain “disclosure controls and procedures” as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act, is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and include controls and procedures designed to ensure that information required to be disclosed by us in such reports is accumulated and communicated to our management, including our principal executive and financial officers, as appropriate to allow timely decisions regarding required disclosures. Our controls and procedures are tested and evaluated at regular intervals to confirm that they are adequate and followed by our personnel to prevent misstatement of the Company’s financial statements. Due to the inherent limitations of control systems, not all misstatements may be detected. Those inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple errors or mistakes. Additionally, controls could be circumvented by the individual acts of some persons or by collusion of two or more people. Our controls and procedures can only provide reasonable, not absolute, assurance that the above objectives have been met. Our management, with the participation of our Chairman of the Board, President and Chief Executive Officer (“CEO”) and Chief Financial Officer and Treasurer (“CFO”), has evaluated the effectiveness of the design and operation of our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on that evaluation, our CEO and CFO have concluded that, as of August 31, 2023, our disclosure controls and procedures are effective to provide reasonable assurance that information relating to us (including our consolidated subsidiaries), which is required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and is accumulated and communicated to our management, including the CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

There have been no changes in our internal control over financial reporting (as defined in Rule 13a–15(f) or Rule 15d–15(f) of the Exchange Act) that occurred during the six months ended August 31, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we are involved in various litigation matters arising in the ordinary course of our business. We do not believe the disposition of any current matter will have a material adverse effect on our consolidated financial position or results of operations.

In April, 2023, Crabar/GBF, Inc., a subsidiary of Ennis, was awarded $5.0 million in actual and punitive damages in a case against Wright Printing Company, its owner Mark Wright, and CEO Mardra Sikora. On September 19, 2023, the Court vacated the jury’s $1.0 million breach of contract award against Mark Wright because Crabar had not asserted a contract claim against him. The Court also awarded Crabar $1.85 million in attorney’s fees for a total amended judgment of $5.85 million. The impact of the judgment has not been reflected in the accompanying consolidated financial statements as of August 31, 2023 and will be reflected when the judgement is collected.

Item 1A. Risk Factors

There have been no material changes in our Risk Factors as previously discussed in our Annual Report on Form 10-K for the year ended February 28, 2023.

29

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

At its July 14, 2022 meeting, the Ennis, Inc. Board of Directors authorized an additional $20 million in funding for the Company’s share repurchase program that was first implemented in 2008. With this latest funding authorization, the cumulative funds authorized for share repurchases totals $60 million. Under the repurchase program, purchases may be made from time to time in the open market or through privately negotiated transactions depending on market conditions, share price, trading volume and other factors. Such purchases, if any, will be made in accordance with applicable insider trading rules and other securities laws and regulations. These repurchases may be commenced or suspended at any time or from time to time without prior notice.

During the six months ended August 31, 2023, the Company did not purchase any shares of common stock under the program. As of August 31, 2023, $23.9 million remained available to repurchase shares of the Company’s common stock under the program.

Items 3, 4 and 5 are not applicable and have been omitted

Item 6. Exhibits

The following exhibits are filed as part of this report.

Exhibit Number	Description
Exhibit 3.1(a)	Restated Articles of Incorporation, as amended through June 23, 1983 with attached amendments dated June 20, 1985, July 31, 1985, June 16, 1988 and November 4, 1998, incorporated herein by reference to Exhibit 3.1(a) to the Registrant’s Form 10-Q filed on October 6, 2017 (File No. 001-05807).
Exhibit 3.1(b)	Amendment to Articles of Incorporation, dated June 17, 2004, incorporated herein by reference to Exhibit 3.1(b) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended February 28, 2007 filed on May 9, 2007 (File No. 001-05807).
Exhibit 3.2	Fourth Amended and Restated Bylaws of Ennis, Inc., dated July 10, 2017, incorporated herein by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on July 10, 2017 (File No. 001-05807).
Exhibit 31.1	Certification Pursuant to Rule 13a-14(a) of Chief Executive Officer.*
Exhibit 31.2	Certification Pursuant to Rule 13a-14(a) of Chief Financial Officer.*
Exhibit 32.1	Section 1350 Certification of Chief Executive Officer.**
Exhibit 32.2	Section 1350 Certification of Chief Financial Officer.**
Exhibit 101	The following information from Ennis, Inc.’s Quarterly Report on Form 10-Q for the quarter ended August 31, 2023, filed on October 3, 2023, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Changes in Shareholders’ Equity, (v) Consolidated Statements of Cash Flows, and (vi) the Notes to Consolidated Financial Statements, tagged as blocks of text and in detail.*
Exhibit 104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

* Filed herewith

** Furnished herewith

30

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2023

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.

	ENNIS, INC.
Date: October 3, 2023	/s/ Keith S. Walters
	Keith S. Walters
	Chairman, Chief Executive Officer and President
Date: October 3, 2023	/s/ Vera Burnett
	Vera Burnett
	Chief Financial Officer, Treasurer and
	Principal Financial and Accounting Officer

31

EX-31.1

Exhibit 31.1

RULE 13a-14(a) CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Keith S. Walters, Chief Executive Officer of Ennis, Inc., certify that:

1.I have reviewed this quarterly report on Form 10-Q of Ennis, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

/s/ Keith S. Walters

Keith S. Walters

Chief Executive Officer

October 3, 2023

EX-31.2

Exhibit 31.2

RULE 13a-14(a) CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, Vera Burnett, Chief Financial Officer of Ennis, Inc., certify that:

1.I have reviewed this quarterly report on Form 10-Q of Ennis, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

/s/ Vera Burnett

Vera Burnett

Chief Financial Officer

October 3, 2023

EX-32.1

EXHIBIT 32.1

SECTION 1350 CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Keith S. Walters, Chairman of the Board and Chief Executive Officer of Ennis, Inc. (the “Company”), certify, that pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code:

(1)The Quarterly Report on Form 10-Q of the Company for the period ended August 31, 2023, as filed with the Securities Exchange Commission on the date hereof (the “Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934, as amended; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition, and results of operations of the Company as of the dates and for the periods expressed in the Report.

/s/ Keith S. Walters

Keith S. Walters

Chairman of the Board and

Chief Executive Officer

Date: October 3, 2023

The foregoing Certification is being furnished solely pursuant to 18 U.S.C. Section 1350; it is not being filed for purposes of Section 18 of the Securities Exchange Act, and is not to be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation languages in such filing.

EX-32.2

EXHIBIT 32.2

SECTION 1350 CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, Vera Burnett, Chief Financial Officer of Ennis, Inc. (the “Company”), certify, that pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code:

(1)The Quarterly Report on Form 10-Q of the Company for the period ended August 31, 2023, as filed with the Securities Exchange Commission on the date hereof (the “Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934, as amended; and

(2)The information contained in the Report fairly presents, in all material respects, the financial condition, and results of operations of the Company as of the dates and for the periods expressed in the Report.

/s/ Vera Burnett

Vera Burnett

Chief Financial Officer

Date: October 3, 2023

The foregoing Certification is being furnished solely pursuant to 18 U.S.C. Section 1350; it is not being filed for purposes of Section 18 of the Securities Exchange Act, and is not to be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation languages in such filing.

XML

Document and Entity Information - shares	6 Months Ended
	Aug. 31, 2023	Sep. 28, 2023
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Aug. 31, 2023
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Trading Symbol	EBF
Entity Registrant Name	ENNIS, INC.
Entity Central Index Key	0000033002
Current Fiscal Year End Date	--02-28
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Common Stock, Shares Outstanding		25,874,699
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Shell Company	false
Entity File Number	1-5807
Entity Incorporation, State or Country Code	TX
Entity Tax Identification Number	75-0256410
Entity Address, Address Line One	2441 Presidential Pkwy
Entity Address, City or Town	Midlothian
Entity Address, State or Province	TX
Entity Address, Country	US
Entity Address, Postal Zip Code	76065
City Area Code	972
Local Phone Number	775-9801
Document Quarterly Report	true
Document Transition Report	false
Title of 12(b) Security	Common Stock, par value $2.50 per share
Security Exchange Name	NYSE

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Aug. 31, 2023	Feb. 28, 2023
Current assets
Cash	$ 100,340	$ 93,968
Accounts receivable, net	48,215	53,507
Inventories, net	45,653	46,834
Prepaid expenses	2,162	2,317
Prepaid income taxes	2,569	0
Total current assets	198,939	196,626
Property, plant and equipment
Plant, machinery and equipment	157,565	153,074
Land and buildings	62,716	59,163
Computer equipment and software	18,824	18,832
Other	4,277	4,292
Total property, plant and equipment	243,382	235,361
Less accumulated depreciation	191,394	187,572
Property, plant and equipment, net	51,988	47,789
Operating lease right-of-use assets, net	12,164	13,133
Goodwill	92,217	91,819
Intangible assets, net	43,269	44,088
Other assets	293	380
Total assets	398,870	393,835
Current liabilities
Accounts payable	13,092	18,333
Accrued expenses	17,655	18,067
Current portion of operating lease liabilities	4,866	4,847
Total current liabilities	35,613	41,247
Liability for pension benefits	646	646
Deferred income taxes	11,338	11,098
Operating lease liabilities, net of current portion	7,076	8,162
Other liabilities	1,051	1,250
Total liabilities	55,724	62,403
Shareholders’ equity
Common stock $2.50 par value, authorized 40,000,000 shares; issued 30,053,443 shares at August 31, 2023 and February 28, 2023	75,134	75,134
Additional paid-in capital	126,440	125,887
Retained earnings	229,082	219,459
Accumulated other comprehensive income loss:
Minimum pension liability, net of taxes	(13,384)	(14,104)
Treasury stock	(74,126)	(74,944)
Total shareholders’ equity	343,146	331,432
Total liabilities and shareholders' equity	$ 398,870	$ 393,835

XML

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Aug. 31, 2023	Feb. 28, 2023
Statement of Financial Position [Abstract]
Allowance for doubtful receivables	$ 1,866	$ 1,710
Common stock, par value	$ 2.5	$ 2.5
Common stock, shares authorized	40,000,000	40,000,000
Common stock, shares issued	30,053,443	30,053,443

XML

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022
Income Statement [Abstract]
Net sales	$ 106,760	$ 111,233	$ 218,054	$ 218,900
Type of revenue [extensible list]	Net sales	Net sales	Net sales	Net sales
Cost of goods sold	$ 73,661	$ 76,014	$ 150,914	$ 149,677
Type of cost, good or service [extensible list]	Cost of goods sold	Cost of goods sold	Cost of goods sold	Cost of goods sold
Gross profit	$ 33,099	$ 35,219	$ 67,140	$ 69,223
Selling, general and administrative	18,341	17,942	36,684	35,624
Loss from disposal of assets	52	0	52	0
Income from operations	14,706	17,277	30,404	33,599
Other income (expense)	577	(342)	1,039	(514)
Earnings before income taxes	15,283	16,935	31,443	33,085
Income tax expense	4,373	4,741	8,898	9,264
Net earnings	$ 10,910	$ 12,194	$ 22,545	$ 23,821
Weighted average common shares outstanding
Basic	25,886,058	25,797,097	25,858,154	25,805,419
Diluted	26,050,983	25,858,811	26,010,739	25,867,504
Earnings per share
Basic	$ 0.42	$ 0.47	$ 0.87	$ 0.92
Diluted	$ 0.42	$ 0.47	$ 0.87	$ 0.92

XML

Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022
Statement of Comprehensive Income [Abstract]
Net earnings	$ 10,910	$ 12,194	$ 22,545	$ 23,821
Adjustment to pension, net of deferred tax	333	480	720	784
Comprehensive income	$ 11,243	$ 12,674	$ 23,265	$ 24,605

XML

Condensed Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Treasury Stock [Member]
Beginning balance at Feb. 28, 2022	$ 303,815	$ 75,134	$ 123,990	$ 197,998	$ (18,587)	$ (74,720)
Beginning balance common stock, shares at Feb. 28, 2022		30,053,443
Begining balance, treasury stock , shares at Feb. 28, 2022						(4,253,824)
Net earnings	23,821			23,821
Adjustment to pension, net of deferred tax	784				784
Dividends paid	(12,921)			(12,921)
Stock based compensation	936		936
Exercise of stock options and restricted stock			(895)			$ 895
Exercise of stock options and restricted stock, shares						51,071
Common stock repurchases	(1,119)					$ (1,119)
Common stock repurchases, shares						(64,082)
Ending balance at Aug. 31, 2022	315,316	$ 75,134	124,031	208,898	(17,803)	$ (74,944)
Ending balance common stock, shares at Aug. 31, 2022		30,053,443
Ending balance, treasury stock , shares at Aug. 31, 2022						(4,266,835)
Beginning balance at May. 31, 2022	308,627	$ 75,134	123,862	203,158	(18,283)	$ (75,244)
Beginning balance common stock, shares at May. 31, 2022		30,053,443
Begining balance, treasury stock , shares at May. 31, 2022						(4,283,874)
Net earnings	12,194			12,194
Adjustment to pension, net of deferred tax	480				480
Dividends paid	(6,454)			(6,454)
Stock based compensation	469		469
Exercise of stock options and restricted stock	0		(300)			$ 300
Exercise of stock options and restricted stock, shares						17,039
Ending balance at Aug. 31, 2022	315,316	$ 75,134	124,031	208,898	(17,803)	$ (74,944)
Ending balance common stock, shares at Aug. 31, 2022		30,053,443
Ending balance, treasury stock , shares at Aug. 31, 2022						(4,266,835)
Beginning balance at Feb. 28, 2023	$ 331,432	$ 75,134	125,887	219,459	(14,104)	$ (74,944)
Beginning balance common stock, shares at Feb. 28, 2023	30,053,443	30,053,443
Begining balance, treasury stock , shares at Feb. 28, 2023						(4,266,835)
Net earnings	$ 22,545			22,545
Adjustment to pension, net of deferred tax	720				720
Dividends paid	(12,922)			(12,922)
Stock based compensation	$ 1,371		1,371
Exercise of stock options and restricted stock			(818)			$ 818
Exercise of stock options and restricted stock, shares						46,625
Common stock repurchases, shares	0
Ending balance at Aug. 31, 2023	$ 343,146	$ 75,134	126,440	229,082	(13,384)	$ (74,126)
Ending balance common stock, shares at Aug. 31, 2023	30,053,443	30,053,443
Ending balance, treasury stock , shares at Aug. 31, 2023						(4,220,210)
Beginning balance at May. 31, 2023	$ 337,681	$ 75,134	126,101	224,635	(13,717)	$ (74,472)
Beginning balance common stock, shares at May. 31, 2023		30,053,443
Begining balance, treasury stock , shares at May. 31, 2023						(4,239,929)
Net earnings	10,910			10,910
Adjustment to pension, net of deferred tax	333				333
Dividends paid	(6,463)			(6,463)
Stock based compensation	685		685
Exercise of stock options and restricted stock			(346)			$ 346
Exercise of stock options and restricted stock, shares						19,719
Ending balance at Aug. 31, 2023	$ 343,146	$ 75,134	$ 126,440	$ 229,082	$ (13,384)	$ (74,126)
Ending balance common stock, shares at Aug. 31, 2023	30,053,443	30,053,443
Ending balance, treasury stock , shares at Aug. 31, 2023						(4,220,210)

XML

Condensed Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022
Statement of Stockholders' Equity [Abstract]
Deferred tax adjusted to pension	$ 110	$ 160	$ 239	$ 261
Dividends paid per share	$ 0.25	$ 0.25	$ 0.5	$ 0.5

XML

Condensed Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022
Cash flows from operating activities:
Net earnings	$ 22,545,000	$ 23,821,000
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation	4,974,000	5,194,000
Amortization of intangible assets	3,867,000	3,513,000
Loss from disposal of assets	52,000	0
Bad debt expense, net of recoveries	235,000	393,000
Stock based compensation	1,371,000	936,000
Net pension expense	959,000	810,000
Changes in operating assets and liabilities:
Accounts receivable	7,449,000	(5,258,000)
Prepaid expenses and income taxes	(2,414,000)	(215,000)
Inventories	2,583,000	(9,853,000)
Other assets	62,000	(426,000)
Accounts payable and accrued expenses	(6,452,000)	2,805,000
Other liabilities	(297,000)	35,000
Net cash provided by operating activities	34,934,000	21,755,000
Cash flows from investing activities:
Capital expenditures	(3,720,000)	(1,801,000)
Purchase of businesses, net of cash acquired	(11,932,000)	0
Proceeds from disposal of plant and property	12,000	0
Net cash used in investing activities	(15,640,000)	(1,801,000)
Cash flows from financing activities:
Dividends paid	(12,922,000)	(12,921,000)
Common stock repurchases	0	(1,119,000)
Net cash used in financing activities	(12,922,000)	(14,040,000)
Net change in cash	6,372,000	5,914,000
Cash at beginning of period	93,968,000	85,606,000
Cash at end of period	$ 100,340,000	$ 91,520,000

XML

Significant Accounting Policies and General Matters

6 Months Ended

Aug. 31, 2023

Accounting Policies [Abstract]

Significant Accounting Policies and General Matters

1. Significant Accounting Policies and General Matters

Basis of Presentation

These unaudited condensed consolidated financial statements of Ennis, Inc. and its subsidiaries (collectively referred to as the “Company,” “Registrant,” “Ennis,” or “we,” “us,” or “our”) for the period ended August 31, 2023 have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP') and pursuant to the rules and regulations of the Securities and Exchange Commission pertaining to interim financial statements. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended February 28, 2023, from which the accompanying consolidated balance sheet at February 28, 2023 was derived. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments considered necessary for a fair presentation of the interim financial information have been included and are of a normal recurring nature. The preparation of the condensed consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the disclosure and reported amounts of assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company evaluates these estimates and judgments on an ongoing basis, including those related to bad debts, inventory valuations, property, plant and equipment, intangible assets, pension plan, accrued liabilities, and income taxes. The Company bases estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances. The results of operations for any interim period are not necessarily indicative of the results of operations for a full year.

Recent Accounting Pronouncements

Recently Issued Accounting Updates

There are no recent accounting pronouncements that are anticipated to have a material impact on the Company's condensed consolidated financial statements.

XML

Revenue

6 Months Ended

Aug. 31, 2023

Revenue from Contract with Customer [Abstract]

Revenue

2. Revenue

Nature of Revenues

Substantially all of the Company's revenue from contracts with customers consists of the sale of commercial printing products in the continental United States and is primarily recognized at a point in time in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods. Revenue from the sale of commercial printing products, including shipping and handling fees billed to customers, is recognized upon the transfer of control to the customer, which is generally upon shipment to the customer when the terms of the sale are freight on board ("FOB") shipping point, or, to a lesser extent, upon delivery to the customer if the terms of the sale are FOB destination. Net sales represent gross sales invoiced to customer, less certain related charges, including sale tax, discounts, returns and other allowances. Returns, discounts and other allowances have historically been insignificant.

In a small number of cases and upon customer request, the Company prints and stores commercial printing product for customer specified future delivery, generally within the same year as the product is manufactured. In this case, revenue is recognized upon the transfer of control when manufacturing is complete and title and risk of ownership is passed to the customer. Storage revenue for certain customers may be recognized over time rather than at a point in time. As of the date of this report, the amount of storage revenue is not significant to the Company’s condensed consolidated financial statements. The output method for measure of progress is determined to be appropriate. The Company recognizes storage revenue in the amount for which it has the right to invoice for revenue that is recognized over time and for which it demonstrates that the invoiced amount corresponds directly with the value to the customer for the performance completed to date.

The Company does not disaggregate revenue and operates in one sales category consisting of commercial printed product revenue, which is reported as net sales on the condensed consolidated statements of operations. The Company does not have material contract assets and contract liabilities as of August 31, 2023.

Significant Judgments

Generally, the Company’s contracts with customers are comprised of a written quote and customer purchase order or statement of work, and governed by the Company’s trade terms and conditions. In certain instances, it may be further supplemented by separate pricing agreements and customer incentive arrangements, which typically only affect the transaction price. Contracts do not contain a significant financing component as payment terms on invoiced amounts are typically between 30 to 60 days, based on the Company’s credit assessment of individual customers, as well as industry expectations. Product returns are not significant.

From time to time, the Company may offer incentives to its customers considered to be variable consideration including volume-based rebates or early payment discounts. Customer incentives considered to be variable consideration are recorded as a reduction to revenue as part of the transaction price at contract inception when there is a basis to reasonably estimate the amount of the incentive and only to the extent that it is probable that a significant reversal of any incremental revenue will not occur. Customer incentives are allocated entirely to the single performance obligation of transferring printed product to the customer.

For customers with terms of FOB shipping point, the Company accounts for shipping and handling activities performed after the control of the printed product has been transferred to the customer as a fulfillment cost. The Company accrues for the costs of shipping and handling activities if revenue is recognized before contractually agreed shipping and handling activities occur.

The Company’s contracts with customers are generally short-term in nature. Accordingly, the Company does not disclose the value of unsatisfied performance obligations nor the timing of revenue recognition.

XML

Accounts Receivable and Allowance for Doubtful Receivables

6 Months Ended

Aug. 31, 2023

Receivables [Abstract]

Accounts Receivable and Allowance for Doubtful Receivables

3. Accounts Receivable and Allowance for Doubtful Receivables

Accounts receivable are reduced by an allowance for an estimate of amounts that are uncollectible. Substantially all of the Company’s receivables are due from customers in the United States. The Company extends credit to its customers based upon its evaluation of the following factors: (i) the customer’s financial condition, (ii) the amount of credit the customer requests, and (iii) the customer’s actual payment history (which includes disputed invoice resolution). The Company does not typically require its customers to post a deposit or supply collateral. The Company’s allowance for doubtful receivables is based on an analysis that estimates the amount of its total customer receivable balance that is not collectible. This analysis includes the pooling of receivables based on risk assessment and then assessing a default probability to these pooled balances, which can be influenced by several factors including (i) current market conditions, (ii) historical experience, (iii) reasonable forecast, and (iv) review of customer receivable aging and payment trends.

The following table summarizes the components of accounts receivables as of the dates indicated (in thousands):

	August 31,	February 28,
	2023	2023
Trade Receivables, net of allowance for doubtful receivables	$41,284	$44,645
Vendor Rebates	2,468	4,354
Notes Receivable	4,463	4,508
	$48,215	$53,507

Accounts receivable at August 31, 2023 and February 28, 2023 includes a $4.4 million receivable related to the sale of an unused manufacturing facility. The note has a one-year maturity but the payments are calculated based on a 30-year amortization schedule with monthly payments until maturity, at which point the remaining balance will be due and owing. The note has a fixed interest rate of 5.9% per annum.

The Company writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance in the period the payment is received. Credit losses from continuing operations have consistently been within management’s expectations.

The following table presents the activity in the Company’s allowance for doubtful receivables (in thousands):

	Three months ended						Six months ended
	August 31,						August 31,
	2023			2022			2023			2022
Balance at beginning of period	$	1,819		$	1,335		$	1,710		$	1,200
Bad debt expense, net of recoveries		100			213			235			393
Accounts written off		(53	)		(25	)		(79	)		(70	)
Balance at end of period	$	1,866		$	1,523		$	1,866		$	1,523

XML

Inventories

6 Months Ended

Aug. 31, 2023

Inventory Disclosure [Abstract]

Inventories

4. Inventories

With the exception of approximately 7.4% and 6.1% of its inventories valued at the lower of last-in first-out ("LIFO") for the periods ended August 31, 2023 and February 28, 2023, respectively, the Company values its inventories at the lower of first-in, first-out ("FIFO") cost or net realizable value. The Company regularly reviews inventories on hand, using specific aging categories, and writes down the carrying value of its inventories for excess and potentially obsolete inventories based on historical usage and estimated future usage. In assessing the ultimate realization of its inventories, the Company is required to make judgments as to future demand requirements. As actual future demand or market conditions may vary from those projected by the Company, adjustments to inventories may be required. Reserves for excess and obsolete inventory at August 31, 2023 and fiscal year ended February 28, 2023 were $1.8 million and $1.6 million, respectively.

The following table summarizes the components of inventories at the different stages of production as of the dates indicated (in thousands):

	August 31,		February 28,
	2023		2023
Raw material	$	27,297	$	30,308
Work-in-process		5,543		6,174
Finished goods		12,813		10,352
	$	45,653	$	46,834

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Acquisitions

6 Months Ended

Aug. 31, 2023

Business Combinations [Abstract]

Acquisitions

5. Acquisitions

The Company applies the acquisition method of accounting for business combinations. Under the acquisition method, the acquiring entity in a business combination recognizes 100% of the assets acquired and liabilities assumed at their acquisition date fair values, with certain limited exceptions permitted under US GAAP. Management utilizes valuation techniques appropriate for the asset or liability being measured in determining these fair values. Any excess of the purchase price over amounts allocated to assets acquired, including identifiable intangible assets and liabilities assumed, is recorded as goodwill. Where amounts allocated to assets acquired and liabilities assumed is greater than the purchase price, a bargain purchase gain is recognized. Acquisition-related costs are expensed in the period incurred.

Acquisition of UMC Print

On June 2, 2023, the Company acquired the assets and business of UMC Print ("UMC"), which is based in Overland Park, Kansas, for approximately $7.7 million in cash plus the assumption of trade payables of approximately $0.8 million. The Company performed a preliminary allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values prepared by management using the information available as of the acquisition date. This allocation is preliminary and subject to change, which may be material. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $2.7 million in connection with the transaction, which are also deductible for tax purposes.

The following table summarizes the Company's preliminary purchase price allocation for UMC as of the acquisition date (in thousands):

Cash	$758
Accounts receivable	1,839
Inventories	553
Property, plant and equipment	2,356
Goodwill and intangibles	2,970
Accounts payable and accrued liabilities	(789)
Acquisition price	$7,687

Acquisition of Stylecraft Printing

On May 23, 2023, the Company acquired the real estate and operations of Stylecraft Printing Company ("Stylecraft"), which is based in Canton, Michigan, for $5.0 million plus the assumption of trade payables. The Company performed a preliminary allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on their estimated fair values using the information available as of the acquisition date. This allocation is preliminary and subject to change, which may be material. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $0.3 million in connection with the transaction, which are also deductible for tax purposes.

The following table summarizes the Company's purchase price allocation for Stylecraft as of the acquisition date (in thousands):

Accounts receivable	$554
Inventories	849
Right-of-use asset	28
Property, plant and equipment	3,161
Goodwill and intangibles	476
Operating lease liability	(12)
Accounts payable and accrued liabilities	(28)
Acquisition price	$5,028

Acquisition of School Photo Marketing

On November 30, 2022, the Company acquired the assets and business from School Photo Marketing ("SPM"), which is based in Morganville, New Jersey, for $8.8 million (with additional potential earn-out consideration of up to $1,000,000 over a four-year period upon the attainment of specified financial benchmarks) plus the assumption of trade payables, subject to certain adjustments. At August 31, 2023 and February 28, 2023, the contingent earn-out liability amounted to $0.8 million and zero, respectively. The seller shall receive fifty percent (50%) of Purchaser's annual earnings from the business, before interest and taxes in excess of $1.4 million. Goodwill of $3.1 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $5.1 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of SPM brings printing, yearbook publishing and marketing related services to over 1,400 school and sports photographers servicing schools around the country.

The following table summarizes the Company's purchase price allocation for SPM as of the acquisition date (in thousands):

Accounts receivable	$1,403
Inventories	516
Other assets	84
Right-of-use asset	487
Property, plant and equipment	250
Goodwill and intangibles	8,262
Operating lease liability	(487)
Accounts payable and accrued liabilities	(1,748)
Acquisition price	$8,767

The results of operations for SPM, Stylecraft and UMC are included in the Company’s consolidated financial statements from the respective dates of acquisition. The following table sets forth certain operating information on a pro forma basis as though each acquisition had occurred as of the beginning of the comparable prior period (that is, March 1, 2022). The following pro forma information includes the estimated impact of adjustments such as amortization of intangible assets, depreciation expense and interest expense and related tax effects (in thousands, except per share amounts).

	Three months ended		Six months ended
	August 31, 2023	August 31, 2022	August 31, 2023	August 31, 2022
Pro forma net sales	$106,760	$116,222	$223,666	$227,067
Pro forma net earnings	10,910	13,436	23,497	26,268
Pro forma earnings per share - diluted	$0.42	$0.52	$0.90	$1.02

The pro forma results are not necessarily indicative of what would have occurred if the acquisitions had been in effect for the full duration of the comparative periods presented.

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Leases

6 Months Ended

Aug. 31, 2023

Leases [Abstract]

Leases

6. Leases

The Company leases certain of its facilities and equipment under operating leases, which are recorded as right-of-use assets and lease liabilities. The Company’s leases generally have terms of 1 – 5 years, with certain leases including renewal options to extend the leases for additional periods at the Company’s discretion. At lease inception, all renewal options reasonably certain to be exercised are considered when determining the lease term. The Company currently does not have financing leases that include options to purchase or provisions that would automatically transfer ownership of the leased property to the Company.

Operating lease expense is recognized on a straight-line basis over the lease term, and variable lease payments are expensed as incurred. The Company had no variable lease costs for the six months ended August 31, 2023 and August 31, 2022.

The Company determines whether a contract is or contains a lease at the inception of the contract. A contract will be deemed to be or contain a lease if the contract conveys the right to control and directs the use of identified property, plant, or equipment for a period of time in exchange for consideration. The Company generally must also have the right to obtain substantially all of the economic benefits from the use of the property, plant, and equipment.

Operating lease assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. To determine the present value of lease payments not yet paid, the Company estimates incremental borrowing rates based on the BBB Corporate Bond Rate at lease commencement date, as rates are not implicitly stated in most leases.

Components of lease expense for the three and six months ended August 31, 2023 and August 31, 2022 were as follows (in thousands):

	Three months ended				Six months ended
	August 31, 2023		August 31, 2022		August 31, 2023		August 31, 2022
Operating lease cost	$	1,418	$	1,515	$	2,851	$	3,028
Supplemental cash flow information related to leases was as follows:
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	1,421	$	1,517	$	2,862	$	3,028
Right-of-use assets obtained in exchange for lease obligations
Operating leases	$	779	$	—	$	779	$	806

Weighted Average Remaining Lease Terms
Operating leases	3 Years
Weighted Average Discount Rate
Operating leases		4.03	%

Future minimum lease commitments under non-cancelable operating leases for each of the fiscal years ending are as follows (in thousands):

	Operating
	Lease
	Commitments
2024 (remaining 6 months)	$	2,259
2025		5,044
2026		3,308
2027		1,486
2028		471
2029		92
Total future minimum lease payments	$	12,660
Less imputed interest		718
Present value of lease liabilities	$	11,942

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Goodwill and Intangible Assets

6 Months Ended

Aug. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

7. Goodwill and Intangible Assets

Goodwill represents the excess of the purchase price over the fair value of net assets of acquired businesses and is not amortized. Goodwill and other intangible assets are tested for impairment at a reporting unit level. The annual impairment test of goodwill and intangible assets is performed as of December 1 of each fiscal year.

The Company uses qualitative factors to determine whether it is more likely than not (likelihood of more than 50%) that the fair value of a reporting unit exceeds its carrying amount, including goodwill. Some of the qualitative factors used in applying this test include consideration of macroeconomic conditions, industry and market conditions, cost factors affecting the business, overall financial performance of the business, and performance of the share price of the Company.

If qualitative factors are not deemed sufficient to conclude that the fair value of the reporting unit more likely than not exceeds its carrying value, then a one-step approach is applied in making an evaluation. The evaluation utilizes multiple valuation methodologies, including a market approach (market price multiples of comparable companies) and an income approach (discounted cash flow analysis). The computations require management to make significant estimates and assumptions, including, among other things,

selection of comparable publicly traded companies, the discount rate applied to future earnings reflecting a weighted average cost of capital, and earnings growth assumptions. A discounted cash flow analysis requires management to make various assumptions about future sales, operating margins, capital expenditures, working capital, and growth rates. If the evaluation results in the fair value of the goodwill for the reporting unit being lower than the carrying value, an impairment charge is recorded.

Definite-lived intangible assets are amortized over their estimated useful lives and tested for impairment if events or changes in circumstances indicate that the asset may be impaired.

The carrying amount and accumulated amortization of the Company’s intangible assets at each balance sheet date are as follows (in thousands):

	Weighted
	Average
	Remaining		Gross
	Life		Carrying		Accumulated
As of August 31, 2023	(in years)		Amount		Amortization		Net
Definite-lived intangible assets
Trademarks and trade names		7.8	$	30,204	$	13,342	$	16,862
Customer lists		5.6		82,544		56,777		25,767
Non-compete		2.3		220		160		60
Technology		6.3		650		70		580
Total		6.5	$	113,618	$	70,349	$	43,269
As of February 28, 2023
Definite-lived intangible assets
Trademarks and trade names		10.1	$	28,977	$	12,294	$	16,683
Customer lists		5.4		80,733		54,020		26,713
Non-compete		2.7		210		145		65
Technology		6.7		650		23		627
Total		7.2	$	110,570	$	66,482	$	44,088

Aggregate amortization expense was $2.0 million and $3.9 million for the three and six months ended August 31, 2023, respectively and $1.7 million and $3.5 million for the three and six months ended August 31, 2022, respectively.

The Company’s estimated amortization expense for the current and next four fiscal years is as follows (in thousands):

2024	$	7,781
2025		7,684
2026		7,063
2027		5,980
2028		4,484

Changes in the net carrying amount of goodwill as of the dates indicated are as follows (in thousands):

Balance as of March 1, 2022		88,677
Goodwill acquired		3,142
Balance as of February 28, 2023		91,819
Goodwill acquired		398
Balance as of August 31, 2023	$	92,217

During fiscal year 2024, $0.2 million was added to goodwill related to the acquisition of Stylecraft and $0.2 million was added to goodwill related to the acquisition of UMC. During fiscal year 2023, $3.1 million was added to goodwill related to the acquisition of SPM.

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Accrued Expenses

6 Months Ended

Aug. 31, 2023

Payables and Accruals [Abstract]

Accrued Expenses

8. Accrued Expenses

The following table summarizes the components of accrued expenses as of the dates indicated (in thousands):

	August 31, 2023		February 28, 2023
Employee compensation and benefits	$	13,292	$	14,823
Taxes other than income		2,092		1,154
Accrued legal and professional fees		358		376
Accrued utilities		108		129
Accrued acquisition related obligations		200		-
Income taxes payable		512		552
Other accrued expenses		1,093		1,033
	$	17,655	$	18,067

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Long-Term Debt

6 Months Ended

Aug. 31, 2023

Debt Disclosure [Abstract]

Long-Term Debt

9. Long-Term Debt

As of August 31, 2023, the Company had $0.5 million outstanding under a standby letters of credit arrangement secured by a cash collateral bank account.

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Shareholders' Equity

6 Months Ended

Aug. 31, 2023

Equity [Abstract]

Shareholders' Equity

10. Shareholders’ Equity

The Company’s board of directors (the "Board") has authorized the repurchase of the Company’s outstanding common stock through a stock repurchase program, which authorized amount is currently up to $60.0 million in the aggregate. Under the repurchase program, purchases may be made from time to time in the open market or through privately negotiated transactions depending on market conditions, share price, trading volume and other factors. Such purchases, if any, will be made in accordance with applicable insider trading and other securities laws and regulations. These repurchases may be commenced or suspended at any time or from time to time without prior notice.

There were no repurchases of common stock during the six-month period ended August 31, 2023. Since the program’s inception in October 2008, there have been 2,213,111 common shares repurchased at an average price of $16.29 per share. As of August 31, 2023, $23.9 million remained available to repurchase shares of the Company’s common stock under the program.

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Stock Based Compensation

6 Months Ended

Aug. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock Based Compensation

11. Stock Based Compensation

The Company grants stock options, restricted stock and restricted stock units ("RSUs") to key executives and managerial employees and non-employee directors. Prior to June 30, 2021, the Company had one stock incentive plan, the 2004 Long-Term Incentive Plan of Ennis, Inc., as amended and restated as of May 18, 2008 and was further amended on June 30, 2011 (the "Old Plan"). The Old Plan expired June 30, 2021 and all remaining unused shares expired. Subject to the affirmative vote of the shareholders, the Board adopted the 2021 Long-Term Incentive Plan of Ennis, Inc. (the "New Plan") on April 16, 2021 authorizing 1,033,648 shares of common stock for awards. The New Plan was approved by the shareholders at the Annual Meeting on July 15, 2021 by a majority vote. The New Plan expires June 30, 2031 and all unissued stock will expire on that date. At August 31, 2023, the Company has 815,872 shares of unissued common stock reserved under the New Plan for issuance and uses treasury stock to satisfy option exercises and restricted stock awards.

The Company recognizes compensation expense for stock options and restricted stock grants based on the grant date fair value of the award for stock options, restricted stock grants and RSUs on a straight-line basis over the requisite service period. The estimated number of shares to be achieved for performance based RSUs is updated each reporting period. For the three months ended August 31, 2023 and August 31, 2022, the Company included in selling, general and administrative expenses, compensation expense related to stock-based compensation of $0.7 million and $0.5 million, respectively. For the six months ended August 31, 2023 and August 31,

2022, the Company included in selling, general and administrative expenses, compensation expense related to stock-based compensation of $1.4 million and $0.9 million, respectively.

Stock Options

The Company had the following stock option activity for the six months ended August 31, 2023. No stock options were outstanding during the six months ended August 31, 2022.

					Weighted
			Weighted		Average		Aggregate
	Number		Average		Remaining		Intrinsic
	of Shares		Exercise		Contractual		Value(a)
	(exact quantity)		Price		Life (in years)		(in thousands)
Outstanding at March 1, 2023		—	$	—		—		—
Granted		52,500		19.88
Terminated		—		—
Exercised		—		—
Outstanding at August 31, 2023		52,500	$	19.88		10		75
Exercisable at August 31, 2023		—		—		—		—

The following is a summary of the assumptions used and the weighted average grant-date fair value of the stock options granted during the six months ended August 31, 2023.

	August 31,
	2023
Expected volatility	19.55%
Expected term (years)	3
Risk free interest rate	3.87%
Dividend Yield	4.94%
Weighted average grant-date fair value	$2.47

A summary of the status of the Company’s unvested stock options at August 31, 2023 and the changes during the six months ended August 31, 2023 are presented below:

		Weighted
		Average
	Number	Grant Date
	of Options	Fair Value
Unvested at March 1, 2023	—	—
New grants	52,500	2.47
Vested	—	—
Forfeited	—	—
Unvested at August 31, 2023	52,500	2.47

As of August 31, 2023, there was $0.1 million of unrecognized compensation cost related to unvested stock options granted under the Plan. The weighted average remaining requisite service period of the unvested stock options was 2.7 years.

Restricted Stock

The following activity occurred with respect to the Company’s restricted stock awards for the six months ended August 31, 2023:

				Weighted
				Average
	Number of			Grant Date
	Shares			Fair Value
Outstanding at March 1, 2023		49,783		$	18.99
Granted		21,672			20.31
Terminated		—			—
Vested		(29,324	)		18.36
Outstanding at August 31, 2023		42,131		$	20.11

The total fair value of shares vested during the six months ended August 31, 2023 and August 31, 2022 was $0.6 million and $0.7 million, respectively.

As of August 31, 2023, the total remaining unrecognized compensation cost related to unvested restricted stock was approximately $0.8 million. The weighted average remaining requisite service period of the unvested restricted stock awards was 2.2 years.

Restricted Stock Units

During the six months ended August 31, 2023, no RSUs were granted under the New Plan. The fair value of the time-based RSUs was estimated based on the fair market value of the Company’s stock on the date of grant. The fair value of the performance-based RSUs, using a Monte Carlo valuation model, was $23.17 per unit. The performance measures include a threshold, target and maximum performance level providing the grantees an opportunity to receive more or less shares than targeted depending on actual financial performance. The award will be based on the Company’s return on equity, EBITDA and adjusted for the Company’s Relative Shareholder Return as measured against a defined peer group.

The performance-based RSUs will vest no later than March 15, 2024, which is the deadline for the Compensation Committee to determine the extent of the Company’s attainment of the Performance Goals during the Performance Period that ends on February 29, 2024. The time-based RSUs vest ratably over two to three years from the date of grant.

The following activity occurred with respect to the Company’s restricted stock units for the six months ended August 31, 2023:

	Time-based					Performance-based
				Weighted				Weighted
				Average				Average
	Number of			Grant Date		Number of		Grant Date
	Shares			Fair Value		Shares		Fair Value
Outstanding at March 1, 2023		33,274		$	20.11		233,819	$	23.17
Granted		—			—		—		—
Terminated		—			—		—		—
Vested		(16,635	)		20.11		—		—
Outstanding at August 31, 2023		16,639		$	20.11		233,819	$	23.17

The total fair value of shares vested during the six months ended August 31, 2023 and August 31, 2022 was $0.3 million and $0.2 million, respectively.

As of August 31, 2023, the total remaining unrecognized compensation cost of time-based RSUs was approximately $0.2 million over a weighted average remaining requisite service period of 1.0 years. As of August 31, 2023, the total remaining unrecognized compensation of performance-based RSUs was approximately $1.2 million over a weighted average remaining requisite service period of 1.3 years.

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Pension Plan

6 Months Ended

Aug. 31, 2023

Retirement Benefits [Abstract]

Pension Plan

12. Pension Plan

The Company and certain subsidiaries have a noncontributory defined benefit retirement plan (the "Pension Plan"), covering approximately 12% of the Company’s aggregate employees. Benefits are based on years of service and the employee’s average compensation for the highest five compensation years preceding retirement or termination.

Pension expense is composed of the following components included in cost of goods sold and selling, general, and administrative expenses in the Company’s consolidated statements of earnings (in thousands):

	Three months ended						Six months ended
	August 31,						August 31,
	2023			2022			2023			2022
Components of net periodic benefit cost
Service cost	$	154		$	236		$	336		$	472
Interest cost		622			491			1,227			983
Expected return on plan assets		(760	)		(925	)		(1,552	)		(1,850	)
Amortization of:
Unrecognized net loss		481			603			948			1,205
Net periodic benefit cost	$	497		$	405		$	959		$	810

The Company is required to make contributions to the Pension Plan. These contributions are required under the minimum funding requirements of the Employee Retirement Income Security Act of 1974 ("ERISA"). The assumption used to calculate the pension funding deficit are different from the assumption used to determine the net pension obligation for purposes of our condensed consolidated financial statements. Due to the enactment of the American Rescue Plan ("ARP") Act of 2021, plan sponsors can calculate the discount rate used to measure the Pension Plan liability using a 25-year average of interest rates plus or minus a corridor. Assuming a stable funding status, the Company would expect to make a cash contribution to the Pension Plan of between $1.5 million and $3.0 million per year. However, changes in actual investment returns or in discount rates could change this amount significantly. There was a $2.0 million contribution made in September 2022 to avoid a Pension Benefit Guaranty Corporation variable premium. As our Pension Plan assets are invested in marketable securities, fluctuations in market values could potentially impact our funding status, associated liabilities recorded and future required minimum contributions. At August 31, 2023, we had an unfunded pension liability recorded on our balance sheet of approximately $0.7 million.

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Earnings Per Share

6 Months Ended

Aug. 31, 2023

Earnings Per Share [Abstract]

Earnings Per Share

13. Earnings Per Share

Basic earnings per share have been computed by dividing net earnings by the weighted average number of common shares outstanding during the applicable period. Diluted earnings per share reflect the potential dilution that could occur if stock options, performance-based RSUs or other contracts to issue common shares were exercised or converted into common stock.

The following table sets forth the computation for basic and diluted earnings per share for the periods indicated:

	Three months ended				Six months ended
	August 31,				August 31,
	2023		2022		2023		2022
Basic weighted average common shares outstanding		25,886,058		25,797,097		25,858,154		25,805,419
Effect of dilutive stock options, restricted stock and RSUs		164,925		61,714		152,585		62,085
Diluted weighted average common shares outstanding		26,050,983		25,858,811		26,010,739		25,867,504
Earnings per share
Net earnings - basic	$	0.42	$	0.47	$	0.87	$	0.92
Net earnings - diluted	$	0.42	$	0.47	$	0.87	$	0.92
Cash dividends per share	$	0.25	$	0.25	$	0.50	$	0.50

The Company treats unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share. Our unvested restricted shares participate on an equal basis with common shares; therefore, there is no difference in undistributed earnings allocated to each participating security. Accordingly, the presentation above is prepared on a combined basis. At August 31, 2023, 52,500

shares related to outstanding stock options were not included in the computation of earnings per diluted share as they were considered anti-dilutive. No options were outstanding for the six months ended August 31, 2022.

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Concentrations of Risk

6 Months Ended

Aug. 31, 2023

Risks and Uncertainties [Abstract]

Concentrations of Risk

14. Concentrations of Risk

Financial instruments that potentially subject the Company to a concentration of credit risk principally consist of cash and trade receivables. Cash is placed with high-credit quality financial institutions. For the purposes of the condensed consolidated statements of cash flows, the Company considers cash to include cash on hand and in bank accounts. The Federal Deposit Insurance Corporation insures accounts up to $250,000. At August 31, 2023, cash balances included $99.3 million that was not federally insured because it represented amounts in individual accounts above the federally insured limit for each such account. This at-risk amount is subject to fluctuation on a daily basis. While management does not believe there is significant risk with respect to such deposits, no assurance can be made that the Company will not experience losses on the Company’s deposits.

The Company believes its credit risk with respect to trade receivables is limited due to industry and geographic diversification. As disclosed on the condensed consolidated balance sheets, the Company maintains an allowance for doubtful receivables to cover the Company’s estimate of credit losses associated with accounts receivable.

The Company, for quality and pricing reasons, purchases its paper products from a limited number of suppliers. While other sources may be available to the Company to purchase these products, they may not be available at the cost or at the quality the Company has come to expect.

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Related Party Transactions

6 Months Ended

Aug. 31, 2023

Related Party Transactions [Abstract]

Related Party Transactions

15. Related Party Transactions

The Company leases a facility and sells product to an entity controlled by a member of the Board. The total right-of-use asset and related lease liability as of August 31, 2023 was $0.5 million and $0.6 million, respectively. The total right-of-use asset and related lease liability as of August 31, 2022 was $0.9 million and $1.0 million, respectively. During the six months ended August 31, 2023, total lease payments and sales made to the related party were approximately $0.2 million and $1.6 million, respectively. During the six months ended August 31, 2022, total lease payments and sales made to the related party were approximately $0.2 million and $1.9 million, respectively.

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Income Taxes

6 Months Ended

Aug. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

16. Income Taxes

The Company is subject to U.S. federal income tax as well as income taxes of multiple state jurisdictions. The quarterly income tax provision was computed based on our estimated annualized effective tax rate and the full-year forecasted income or loss plus the tax impact of unusual, infrequent, or nonrecurring significant items during the period.

Our effective tax rate for the six months ended August 31, 2023 was 28.3% and 28.0% for the same period in 2022. The Company made cash payments for income taxes of $11.5 million and $8.3 million, respectively, for the six months ended August 31, 2023 and 2022.

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Other Contingencies

6 Months Ended

Aug. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Other Contingencies

17. Other Contingencies

We are subject to a variety of claims and suits that arise from time to time in the ordinary course of our business. Although management currently believes that resolving claims against us, individually or in the aggregate, will not have a material adverse impact in our consolidated financial statements, these matters are subject to inherent uncertainties and management's view of these matters may change in the future.

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Subsequent Events

6 Months Ended

Aug. 31, 2023

Subsequent Events [Abstract]

Subsequent Events

18. Subsequent Events

On September 15, 2023, the Board declared a quarterly dividend on the Company's common stock of 25.0 cents per share, which will be paid on November 3, 2023 to shareholders of record as of October 6, 2023. The expected payout for this dividend is approximately $6.5 million.

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Significant Accounting Policies and General Matters (Policies)

6 Months Ended

Aug. 31, 2023

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

These unaudited condensed consolidated financial statements of Ennis, Inc. and its subsidiaries (collectively referred to as the “Company,” “Registrant,” “Ennis,” or “we,” “us,” or “our”) for the period ended August 31, 2023 have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP') and pursuant to the rules and regulations of the Securities and Exchange Commission pertaining to interim financial statements. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended February 28, 2023, from which the accompanying consolidated balance sheet at February 28, 2023 was derived. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments considered necessary for a fair presentation of the interim financial information have been included and are of a normal recurring nature. The preparation of the condensed consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the disclosure and reported amounts of assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company evaluates these estimates and judgments on an ongoing basis, including those related to bad debts, inventory valuations, property, plant and equipment, intangible assets, pension plan, accrued liabilities, and income taxes. The Company bases estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances. The results of operations for any interim period are not necessarily indicative of the results of operations for a full year.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Recently Issued Accounting Updates

There are no recent accounting pronouncements that are anticipated to have a material impact on the Company's condensed consolidated financial statements.

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Accounts Receivable and Allowance for Doubtful Receivables (Tables)

6 Months Ended

Aug. 31, 2023

Receivables [Abstract]

Summary Of Accounts Receivables

The following table summarizes the components of accounts receivables as of the dates indicated (in thousands):

	August 31,	February 28,
	2023	2023
Trade Receivables, net of allowance for doubtful receivables	$41,284	$44,645
Vendor Rebates	2,468	4,354
Notes Receivable	4,463	4,508
	$48,215	$53,507

Allowance for Doubtful Receivables

The following table presents the activity in the Company’s allowance for doubtful receivables (in thousands):

	Three months ended						Six months ended
	August 31,						August 31,
	2023			2022			2023			2022
Balance at beginning of period	$	1,819		$	1,335		$	1,710		$	1,200
Bad debt expense, net of recoveries		100			213			235			393
Accounts written off		(53	)		(25	)		(79	)		(70	)
Balance at end of period	$	1,866		$	1,523		$	1,866		$	1,523

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Inventories (Tables)

6 Months Ended

Aug. 31, 2023

Inventory Disclosure [Abstract]

Components of Inventories

The following table summarizes the components of inventories at the different stages of production as of the dates indicated (in thousands):

	August 31,		February 28,
	2023		2023
Raw material	$	27,297	$	30,308
Work-in-process		5,543		6,174
Finished goods		12,813		10,352
	$	45,653	$	46,834

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Acquisitions (Tables)

6 Months Ended

Aug. 31, 2023

Business Acquisition [Line Items]

Summary of Operating Information on a Pro Forma Basis

The following pro forma information includes the estimated impact of adjustments such as amortization of intangible assets, depreciation expense and interest expense and related tax effects (in thousands, except per share amounts).

	Three months ended		Six months ended
	August 31, 2023	August 31, 2022	August 31, 2023	August 31, 2022
Pro forma net sales	$106,760	$116,222	$223,666	$227,067
Pro forma net earnings	10,910	13,436	23,497	26,268
Pro forma earnings per share - diluted	$0.42	$0.52	$0.90	$1.02

UMC Print [Member]

Business Acquisition [Line Items]

Summary of Purchase Price Allocation

The following table summarizes the Company's preliminary purchase price allocation for UMC as of the acquisition date (in thousands):

Cash	$758
Accounts receivable	1,839
Inventories	553
Property, plant and equipment	2,356
Goodwill and intangibles	2,970
Accounts payable and accrued liabilities	(789)
Acquisition price	$7,687

Acquisition of Stylecraft Printing [Member]

Business Acquisition [Line Items]

Summary of Purchase Price Allocation

The following table summarizes the Company's purchase price allocation for Stylecraft as of the acquisition date (in thousands):

Accounts receivable	$554
Inventories	849
Right-of-use asset	28
Property, plant and equipment	3,161
Goodwill and intangibles	476
Operating lease liability	(12)
Accounts payable and accrued liabilities	(28)
Acquisition price	$5,028

School Photo Marketing [Member]

Business Acquisition [Line Items]

Summary of Purchase Price Allocation

The following table summarizes the Company's purchase price allocation for SPM as of the acquisition date (in thousands):

Accounts receivable	$1,403
Inventories	516
Other assets	84
Right-of-use asset	487
Property, plant and equipment	250
Goodwill and intangibles	8,262
Operating lease liability	(487)
Accounts payable and accrued liabilities	(1,748)
Acquisition price	$8,767

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Leases (Tables)

6 Months Ended

Aug. 31, 2023

Leases [Abstract]

Components of Lease Expense

Components of lease expense for the three and six months ended August 31, 2023 and August 31, 2022 were as follows (in thousands):

	Three months ended				Six months ended
	August 31, 2023		August 31, 2022		August 31, 2023		August 31, 2022
Operating lease cost	$	1,418	$	1,515	$	2,851	$	3,028
Supplemental cash flow information related to leases was as follows:
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	1,421	$	1,517	$	2,862	$	3,028
Right-of-use assets obtained in exchange for lease obligations
Operating leases	$	779	$	—	$	779	$	806

Weighted Average Remaining Lease Terms
Operating leases	3 Years
Weighted Average Discount Rate
Operating leases		4.03	%

Summary of Future Minimum Lease Commitments Under Non-cancelable Operating Leases

Future minimum lease commitments under non-cancelable operating leases for each of the fiscal years ending are as follows (in thousands):

	Operating
	Lease
	Commitments
2024 (remaining 6 months)	$	2,259
2025		5,044
2026		3,308
2027		1,486
2028		471
2029		92
Total future minimum lease payments	$	12,660
Less imputed interest		718
Present value of lease liabilities	$	11,942

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Goodwill and Intangible Assets (Tables)

6 Months Ended

Aug. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Carrying Amount and Accumulated Amortization of Intangible Assets

The carrying amount and accumulated amortization of the Company’s intangible assets at each balance sheet date are as follows (in thousands):

	Weighted
	Average
	Remaining		Gross
	Life		Carrying		Accumulated
As of August 31, 2023	(in years)		Amount		Amortization		Net
Definite-lived intangible assets
Trademarks and trade names		7.8	$	30,204	$	13,342	$	16,862
Customer lists		5.6		82,544		56,777		25,767
Non-compete		2.3		220		160		60
Technology		6.3		650		70		580
Total		6.5	$	113,618	$	70,349	$	43,269
As of February 28, 2023
Definite-lived intangible assets
Trademarks and trade names		10.1	$	28,977	$	12,294	$	16,683
Customer lists		5.4		80,733		54,020		26,713
Non-compete		2.7		210		145		65
Technology		6.7		650		23		627
Total		7.2	$	110,570	$	66,482	$	44,088

Estimated Amortization Expense

The Company’s estimated amortization expense for the current and next four fiscal years is as follows (in thousands):

2024	$	7,781
2025		7,684
2026		7,063
2027		5,980
2028		4,484

Changes in Net Carrying Amount of Goodwill

Changes in the net carrying amount of goodwill as of the dates indicated are as follows (in thousands):

Balance as of March 1, 2022		88,677
Goodwill acquired		3,142
Balance as of February 28, 2023		91,819
Goodwill acquired		398
Balance as of August 31, 2023	$	92,217

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Accrued Expenses (Tables)

6 Months Ended

Aug. 31, 2023

Payables and Accruals [Abstract]

Components of Accrued Expenses

The following table summarizes the components of accrued expenses as of the dates indicated (in thousands):

	August 31, 2023		February 28, 2023
Employee compensation and benefits	$	13,292	$	14,823
Taxes other than income		2,092		1,154
Accrued legal and professional fees		358		376
Accrued utilities		108		129
Accrued acquisition related obligations		200		-
Income taxes payable		512		552
Other accrued expenses		1,093		1,033
	$	17,655	$	18,067

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Stock Based Compensation (Tables)

6 Months Ended

Aug. 31, 2023

Share-Based Payment Arrangement [Abstract]

Summary of Stock Option Activity

The Company had the following stock option activity for the six months ended August 31, 2023. No stock options were outstanding during the six months ended August 31, 2022.

					Weighted
			Weighted		Average		Aggregate
	Number		Average		Remaining		Intrinsic
	of Shares		Exercise		Contractual		Value(a)
	(exact quantity)		Price		Life (in years)		(in thousands)
Outstanding at March 1, 2023		—	$	—		—		—
Granted		52,500		19.88
Terminated		—		—
Exercised		—		—
Outstanding at August 31, 2023		52,500	$	19.88		10		75
Exercisable at August 31, 2023		—		—		—		—

Summary of Assumptions Used and The Weighted Average Grant-Date Fair Value of The Stock Options Granted

The following is a summary of the assumptions used and the weighted average grant-date fair value of the stock options granted during the six months ended August 31, 2023.

	August 31,
	2023
Expected volatility	19.55%
Expected term (years)	3
Risk free interest rate	3.87%
Dividend Yield	4.94%
Weighted average grant-date fair value	$2.47

Summary of Unvested Stock Options

A summary of the status of the Company’s unvested stock options at August 31, 2023 and the changes during the six months ended August 31, 2023 are presented below:

		Weighted
		Average
	Number	Grant Date
	of Options	Fair Value
Unvested at March 1, 2023	—	—
New grants	52,500	2.47
Vested	—	—
Forfeited	—	—
Unvested at August 31, 2023	52,500	2.47

Summary of Restricted Stock Awards and Restricted Stock Units Activity

The following activity occurred with respect to the Company’s restricted stock awards for the six months ended August 31, 2023:

				Weighted
				Average
	Number of			Grant Date
	Shares			Fair Value
Outstanding at March 1, 2023		49,783		$	18.99
Granted		21,672			20.31
Terminated		—			—
Vested		(29,324	)		18.36
Outstanding at August 31, 2023		42,131		$	20.11

The following activity occurred with respect to the Company’s restricted stock units for the six months ended August 31, 2023:

	Time-based					Performance-based
				Weighted				Weighted
				Average				Average
	Number of			Grant Date		Number of		Grant Date
	Shares			Fair Value		Shares		Fair Value
Outstanding at March 1, 2023		33,274		$	20.11		233,819	$	23.17
Granted		—			—		—		—
Terminated		—			—		—		—
Vested		(16,635	)		20.11		—		—
Outstanding at August 31, 2023		16,639		$	20.11		233,819	$	23.17

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Pension Plan (Tables)

6 Months Ended

Aug. 31, 2023

Retirement Benefits [Abstract]

Summary of Pension Expense Composed of Components Included in Cost of Goods Sold and Selling, General and Administrative Expenses

Pension expense is composed of the following components included in cost of goods sold and selling, general, and administrative expenses in the Company’s consolidated statements of earnings (in thousands):

	Three months ended						Six months ended
	August 31,						August 31,
	2023			2022			2023			2022
Components of net periodic benefit cost
Service cost	$	154		$	236		$	336		$	472
Interest cost		622			491			1,227			983
Expected return on plan assets		(760	)		(925	)		(1,552	)		(1,850	)
Amortization of:
Unrecognized net loss		481			603			948			1,205
Net periodic benefit cost	$	497		$	405		$	959		$	810

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Earnings Per Share (Tables)

6 Months Ended

Aug. 31, 2023

Earnings Per Share [Abstract]

Computation for Basic and Diluted Earnings Per Share

The following table sets forth the computation for basic and diluted earnings per share for the periods indicated:

	Three months ended				Six months ended
	August 31,				August 31,
	2023		2022		2023		2022
Basic weighted average common shares outstanding		25,886,058		25,797,097		25,858,154		25,805,419
Effect of dilutive stock options, restricted stock and RSUs		164,925		61,714		152,585		62,085
Diluted weighted average common shares outstanding		26,050,983		25,858,811		26,010,739		25,867,504
Earnings per share
Net earnings - basic	$	0.42	$	0.47	$	0.87	$	0.92
Net earnings - diluted	$	0.42	$	0.47	$	0.87	$	0.92
Cash dividends per share	$	0.25	$	0.25	$	0.50	$	0.50

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Revenue - Additional Information (Detail)	6 Months Ended
	Aug. 31, 2023
Disaggregation Of Revenue [Line Items]
Revenue unsatisfied performance obligation, practical expedient	true
Minimum [Member]
Disaggregation Of Revenue [Line Items]
Contract with customer, customer payment terms	30 days
Maximum [Member]
Disaggregation Of Revenue [Line Items]
Contract with customer, customer payment terms	60 days

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Accounts Receivable and Allowance for Doubtful Receivables - Summary Of Accounts Receivables (Details) - USD ($) $ in Thousands	Aug. 31, 2023	Feb. 28, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivables	$ 48,215	$ 53,507
Trade Receivables, net of allowance for doubtful receivables
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivables	41,284	44,645
Vendor Rebates
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivables	2,468	4,354
Notes Receivable
Accounts, Notes, Loans and Financing Receivable [Line Items]
Receivables	$ 4,463	$ 4,508

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Accounts Receivable and Allowance for Doubtful Receivables (Additional Information) (Details) - USD ($) $ in Millions	6 Months Ended	12 Months Ended
	Aug. 31, 2023	Feb. 28, 2023
Receivables [Abstract]
Accounts receivable from sale of manufacturing facility	$ 4.4	$ 4.4
Accounts receivable frequency of payments	one-year
Accounts receivable fixed interest rate	5.90%
Accounts receivable amortized frequency of payments	30-year

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Accounts Receivable and Allowance for Doubtful Receivables - Allowance for Doubtful Receivables (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022
Receivables [Abstract]
Balance at beginning of period	$ 1,819	$ 1,335	$ 1,710	$ 1,200
Bad debt expense, net of recoveries	100	213	235	393
Accounts written off	(53)	(25)	(79)	(70)
Balance at end of period	$ 1,866	$ 1,523	$ 1,866	$ 1,523

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Inventories - Additional Information (Detail) - USD ($) $ in Millions	Aug. 31, 2023	Feb. 28, 2023
Inventory Disclosure [Abstract]
Percentage of Inventories valued at LIFO	7.40%	6.10%
Amount of valuation reserve for excess and obsolete inventory	$ 1.8	$ 1.6

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Inventories - Components of Inventories (Detail) - USD ($) $ in Thousands	Aug. 31, 2023	Feb. 28, 2023
Inventory Disclosure [Abstract]
Raw material	$ 27,297	$ 30,308
Work-in-process	5,543	6,174
Finished goods	12,813	10,352
Inventories	$ 45,653	$ 46,834

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Acquisitions - Additional Information (Detail) - USD ($)	Nov. 30, 2022	Aug. 31, 2023	Jun. 02, 2023	May 31, 2023	Feb. 28, 2023	Feb. 28, 2022
Business Acquisition [Line Items]
Percentage of assets acquired and liabilities assumed at their acquisition date fair values		100.00%
Goodwill		$ 92,217,000			$ 91,819,000	$ 88,677,000
UMC Print [Member]
Business Acquisition [Line Items]
Total purchase consideration			$ 7,687,000
Trade payables			789,000
Goodwill			200,000
Intangible assets			$ 2,700,000
Acquisition of Stylecraft Printing [Member]
Business Acquisition [Line Items]
Total purchase consideration				$ 5,028,000
Trade payables				28,000
Goodwill				200,000
Intangible assets				$ 300,000
School Photo Marketing [Member]
Business Acquisition [Line Items]
Total purchase consideration	$ 8,767,000
Trade payables	1,748,000
Consideration paid	$ 1,000,000
Contingent earnout liability		$ 800,000			$ 0
Percentage of purchaser annual earnings	50.00%
Maximum amount under purchaser annual earnings	$ 1,400,000
Goodwill	3,100,000
Intangible assets	$ 5,100,000

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Acquisitions - Summary of Purchase Price Allocation (Detail) - USD ($) $ in Thousands	Jun. 02, 2023	May 31, 2023	Nov. 30, 2022
UMC Print [Member]
Business Acquisition [Line Items]
Cash	$ 758
Accounts receivable	1,839
Inventories	553
Property, plant and equipment	2,356
Goodwill and intangibles	2,970
Accounts payable and accrued liabilities	(789)
Acquisition price	$ 7,687
Acquisition of Stylecraft Printing [Member]
Business Acquisition [Line Items]
Accounts receivable		$ 554
Inventories		849
Right-of-use asset		28
Property, plant and equipment		3,161
Goodwill and intangibles		476
Operating lease liability		(12)
Accounts payable and accrued liabilities		(28)
Acquisition price		$ 5,028
School Photo Marketing [Member]
Business Acquisition [Line Items]
Accounts receivable			$ 1,403
Inventories			516
Other assets			84
Right-of-use asset			487
Property, plant and equipment			250
Goodwill and intangibles			8,262
Operating lease liability			(487)
Accounts payable and accrued liabilities			(1,748)
Acquisition price			$ 8,767

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Acquisitions - Summary of Operating Information on Pro Forma Basis (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022
Business Combinations [Abstract]
Pro forma net sales	$ 106,760	$ 116,222	$ 223,666	$ 227,067
Pro forma net earnings	$ 10,910	$ 13,436	$ 23,497	$ 26,268
Pro forma earnings per share - diluted	$ 0.42	$ 0.52	$ 0.9	$ 1.02

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Leases - Additional Information (Detail) - USD ($) $ in Thousands	6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022
Lessee Lease Description [Line Items]
Leases description	The Company leases certain of its facilities and equipment under operating leases, which are recorded as right-of-use assets and lease liabilities. The Company’s leases generally have terms of 1 – 5 years, with certain leases including renewal options to extend the leases for additional periods at the Company’s discretion. At lease inception, all renewal options reasonably certain to be exercised are considered when determining the lease term. The Company currently does not have financing leases that include options to purchase or provisions that would automatically transfer ownership of the leased property to the Company.
Leases, renewal options, description	The Company’s leases generally have terms of 1 – 5 years, with certain leases including renewal options to extend the leases for additional periods at the Company’s discretion.
Variable lease cost	$ 0	$ 0
Minimum [Member]
Lessee Lease Description [Line Items]
Leases terms	1 year
Maximum [Member]
Lessee Lease Description [Line Items]
Leases terms	5 years

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Leases - Components of Lease Expense (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022
Lease, Cost [Abstract]
Operating lease cost	$ 1,418	$ 1,515	$ 2,851	$ 3,028
Supplemental cash flow information related to leases was as follows:
Cash paid for amounts included in the measurement of lease liabilities, Operating cash flows from operating leases	1,421	1,517	2,862	3,028
Right-of-use assets obtained in exchange for lease obligations, Operating leases	$ 779	$ 0	$ 779	$ 806
Weighted Average Remaining Lease Terms, Operating leases	3 years		3 years
Weighted Average Discount Rate, Operating leases	4.03%		4.03%

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Leases - Summary of Future Minimum Lease Commitments Under Non-cancelable Operating Leases (Detail) $ in Thousands	Aug. 31, 2023 USD ($)
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]
2024 (remaining 6 months)	$ 2,259
2025	5,044
2026	3,308
2027	1,486
2028	471
2029	92
Total future minimum lease payments	12,660
Less imputed interest	718
Present value of lease liabilities	$ 11,942

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Goodwill and Intangible Assets - Carrying Amount and Accumulated Amortization of Intangible Assets (Detail) - USD ($) $ in Thousands	Aug. 31, 2023	Feb. 28, 2023
Finite-Lived Intangible Assets [Line Items]
Weighted Average Remaining Life (in years)	6 years 6 months	7 years 2 months 12 days
Gross Carrying Amount	$ 113,618	$ 110,570
Accumulated Amortization	70,349	66,482
Amortized Intangible Assets, Net	$ 43,269	$ 44,088
Trademarks and Trade Names [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Remaining Life (in years)	7 years 9 months 18 days	10 years 1 month 6 days
Gross Carrying Amount	$ 30,204	$ 28,977
Accumulated Amortization	13,342	12,294
Amortized Intangible Assets, Net	$ 16,862	$ 16,683
Customer Lists [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Remaining Life (in years)	5 years 7 months 6 days	5 years 4 months 24 days
Gross Carrying Amount	$ 82,544	$ 80,733
Accumulated Amortization	56,777	54,020
Amortized Intangible Assets, Net	$ 25,767	$ 26,713
Non-Compete [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Remaining Life (in years)	2 years 3 months 18 days	2 years 8 months 12 days
Gross Carrying Amount	$ 220	$ 210
Accumulated Amortization	160	145
Amortized Intangible Assets, Net	$ 60	$ 65
Technology [Member]
Finite-Lived Intangible Assets [Line Items]
Weighted Average Remaining Life (in years)	6 years 3 months 18 days	6 years 8 months 12 days
Gross Carrying Amount	$ 650	$ 650
Accumulated Amortization	70	23
Amortized Intangible Assets, Net	$ 580	$ 627

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Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended		12 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022	Feb. 28, 2024	Feb. 28, 2023
Finite-Lived Intangible Assets [Line Items]
Amortization of trade names, customer lists, and patent	$ 2,000	$ 1,700	$ 3,867	$ 3,513
Goodwill acquired			$ 398			$ 3,142
Stylecraft [Member] | Scenario Forecast [Member]
Finite-Lived Intangible Assets [Line Items]
Goodwill acquired					$ 200
SPM [Member]
Finite-Lived Intangible Assets [Line Items]
Goodwill acquired						$ 3,100
UMC [Member] | Scenario Forecast [Member]
Finite-Lived Intangible Assets [Line Items]
Goodwill acquired					$ 200

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Goodwill and Intangible Assets - Estimated Amortization Expense (Detail) $ in Thousands	Aug. 31, 2023 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2024	$ 7,781
2025	7,684
2026	7,063
2027	5,980
2028	$ 4,484

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Goodwill and Intangible Assets - Changes in Net Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Aug. 31, 2023	Feb. 28, 2023
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill, Beginning balance	$ 91,819	$ 88,677
Goodwill acquired	398	3,142
Goodwill, Ending balance	$ 92,217	$ 91,819

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Accrued Expenses - Components of Accrued Expenses (Detail) - USD ($) $ in Thousands	Aug. 31, 2023	Feb. 28, 2023
Payables and Accruals [Abstract]
Employee compensation and benefits	$ 13,292	$ 14,823
Taxes other than income	2,092	1,154
Accrued legal and professional fees	358	376
Accrued utilities	108	129
Accrued acquisition related obligations	200	0
Income taxes payable	512	552
Other accrued expenses	1,093	1,033
Accrued expenses, Total	$ 17,655	$ 18,067

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Long-Term Debt - Additional Information (Detail) $ in Millions	Aug. 31, 2023 USD ($)
Third Amendment [Member] | Standby Letters of Credit [Member]
Line of Credit Facility [Line Items]
Long-term debt	$ 0.5

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Shareholders' Equity - Additional Information (Detail) $ / shares in Units, $ in Millions	6 Months Ended	178 Months Ended
	Aug. 31, 2023 USD ($) shares	Aug. 31, 2023 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Repurchase of common stock | shares	0	2,213,111
Repurchase of common stock, average cost per share | $ / shares		$ 16.29
Total remaining amount available to repurchase of shares	$ 23.9
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock repurchase program, authorized aggregate amount	$ 60.0	$ 60.0

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Stock Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022	May 31, 2023	Apr. 16, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of stock options granted			52,500
Number of stock options outstanding	52,500	0	52,500	0	0
Selling, General and Administrative Expenses [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense related stock based compensation before tax	$ 0.7	$ 0.5	$ 1.4	$ 0.9
Restricted Stock Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Restricted stock units granted			0
RSUs vesting description			The performance-based RSUs will vest no later than March 15, 2024, which is the deadline for the Compensation Committee to determine the extent of the Company’s attainment of the Performance Goals during the Performance Period that ends on February 29, 2024. The time-based RSUs vest ratably over two to three years from the date of grant.
Total fair value of shares vested			$ 0.3	0.2
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Remaining unrecognized compensation cost	0.8		$ 0.8
Weighted average remaining requisite service period			2 years 2 months 12 days
Restricted stock units granted			21,672
Total fair value of shares vested			$ 0.6	$ 0.7
Performance-based RSUs [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Remaining unrecognized compensation cost	1.2		$ 1.2
Weighted average remaining requisite service period			1 year 3 months 18 days
Restricted stock units granted			0
Weighted Average Grant Date Fair Value, Granted			$ 23.17
Time-based RSUs [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Remaining unrecognized compensation cost	0.2		$ 0.2
Weighted average remaining requisite service period			1 year
Restricted stock units granted			0
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Remaining unrecognized compensation cost	$ 0.1		$ 0.1
Weighted average remaining requisite service period			2 years 8 months 12 days
2021 Long-Term Incentive Plan [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unissued common stock reserved	815,872		815,872
Number of shares authorized						1,033,648

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Stock Based Compensation - Summary of Stock Option Activity (Detail) $ / shares in Units, $ in Thousands	6 Months Ended
	Aug. 31, 2023 USD ($) $ / shares shares
Share-Based Payment Arrangement [Abstract]
Number of Shares, Granted | shares	52,500
Weighted Average Exercise Price, Granted | $ / shares	$ 19.88
Weighted Average Exercise Price, Ending Balance | $ / shares	$ 19.88
Weighted Average Remaining Contractual Life (in years)	10 years
Aggregate intrinsic value | $	$ 75
Number of Shares, Options Outstanding, Ending Balance | shares	52,500

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Stock Based Compensation - Summary of The Assumptions Used and The Weighted Average Grant-Date Fair Value of The Stock Options Granted (Detail)	6 Months Ended
	Aug. 31, 2023 $ / shares
Share-Based Payment Arrangement [Abstract]
Expected volatility	19.55%
Expected term (years)	3 years
Risk free interest rate	3.87%
Dividend Yield	4.94%
Weighted average grant-date fair value	$ 2.47

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Stock Based Compensation - Summary of Unvested Stock Options (Detail)	6 Months Ended
	Aug. 31, 2023 $ / shares shares
Share-Based Payment Arrangement [Abstract]
Number of stock options granted | shares	52,500
New grants, Weighted Average Grant Date Fair Value | $ / shares	$ 2.47
Unvested Ending Balance, Weighted Average Grant Date Fair Value | $ / shares	$ 2.47
Unvested Ending Balance, Number of Options | shares	52,500

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Stock Based Compensation - Summary of Restricted Stock Awards Activity (Detail) - Restricted Stock [Member]	6 Months Ended
	Aug. 31, 2023 $ / shares shares
Restricted stock grant activity
Outstanding at Beginning, Number of Shares | shares	49,783
Number of Shares, Granted | shares	21,672
Number of Shares, Terminated | shares	0
Number of Shares, Vested | shares	(29,324)
Outstanding at Ending, Number of Shares | shares	42,131
Outstanding at Beginning, Weighted Average Grant Date Fair value | $ / shares	$ 18.99
Weighted Average Grant Date Fair Value, Granted | $ / shares	20.31
Weighted Average Grant Date Fair Value, Terminated | $ / shares	0
Weighted Average Grant Date Fair Value, Vested | $ / shares	18.36
Outstanding at Ending, Weighted Average Grant Date Fair value | $ / shares	$ 20.11

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Stock Based Compensation - Summary of Restricted Stock Units Activity (Detail)	6 Months Ended
	Aug. 31, 2023 $ / shares shares
Time-based RSUs [Member]
Restricted stock unit activity
Outstanding at Beginning, Number of Shares | shares	33,274
Number of Shares, Granted | shares	0
Number of Shares, Vested | shares	(16,635)
Outstanding at Ending, Number of Shares | shares	16,639
Outstanding at Beginning, Weighted Average Grant Date Fair value | $ / shares	$ 20.11
Weighted Average Grant Date Fair Value, Granted | $ / shares	0
Weighted Average Grant Date Fair Value, Vested | $ / shares	20.11
Outstanding at Ending, Weighted Average Grant Date Fair value | $ / shares	$ 20.11
Performance-based RSUs [Member]
Restricted stock unit activity
Outstanding at Beginning, Number of Shares | shares	233,819
Number of Shares, Granted | shares	0
Outstanding at Ending, Number of Shares | shares	233,819
Outstanding at Beginning, Weighted Average Grant Date Fair value | $ / shares	$ 23.17
Weighted Average Grant Date Fair Value, Granted | $ / shares	0
Outstanding at Ending, Weighted Average Grant Date Fair value | $ / shares	$ 23.17

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Pension Plan - Additional Information (Detail) - USD ($) $ in Millions	1 Months Ended	6 Months Ended
	Sep. 30, 2022	Aug. 31, 2023
Defined Benefit Plan Disclosure [Line Items]
Employees covered under noncontributory Pension Plan		12.00%
Compensation period preceding retirement and termination		5 years
Period used for calculating Pension Plan liability		25 years
Contribution to avoid a Pension Benefit Guaranty Corporation variable premium	$ 2.0
Unfunded pension liability		$ 0.7
Minimum [Member]
Defined Benefit Plan Disclosure [Line Items]
Expected contributions		1.5
Maximum [Member]
Defined Benefit Plan Disclosure [Line Items]
Expected contributions		$ 3.0

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Pension Plan - Summary of Pension Expense Composed of Components Included in Cost of Goods Sold and Selling, General and Administrative Expenses (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022
Components of net periodic benefit cost
Service cost	$ 154	$ 236	$ 336	$ 472
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration]	Operating Income (Loss)	Operating Income (Loss)	Operating Income (Loss)	Operating Income (Loss)
Interest cost	$ 622	$ 491	$ 1,227	$ 983
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Expected Return (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Operating Income (Loss)	Operating Income (Loss)	Operating Income (Loss)	Operating Income (Loss)
Expected return on plan assets	$ (760)	$ (925)	$ (1,552)	$ (1,850)
Amortization of:
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Amortization of Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Operating Income (Loss)	Operating Income (Loss)	Operating Income (Loss)	Operating Income (Loss)
Unrecognized net loss	$ 481	$ 603	$ 948	$ 1,205
Net periodic benefit cost	$ 497	$ 405	$ 959	$ 810

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Earnings Per Share - Computation for Basic and Diluted Earnings Per Share (Detail) - $ / shares	3 Months Ended		6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022
Earnings Per Share [Abstract]
Basic weighted average common shares outstanding	25,886,058	25,797,097	25,858,154	25,805,419
Effect of dilutive stock options, restricted stock and RSUs	164,925	61,714	152,585	62,085
Diluted weighted average common shares outstanding	26,050,983	25,858,811	26,010,739	25,867,504
Earnings per share
Net earnings - basic	$ 0.42	$ 0.47	$ 0.87	$ 0.92
Net earnings - diluted	0.42	0.47	0.87	0.92
Cash dividends per share	$ 0.25	$ 0.25	$ 0.5	$ 0.5

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Earnings Per Share - Additional Information (Detail) - USD ($)	3 Months Ended
	Aug. 31, 2023	May 31, 2023	Aug. 31, 2022
Earnings Per Share [Abstract]
Undistributed earnings	$ 0
Options outstanding	52,500	0	0

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Concentrations of Risk - Additional Information (Detail)	Aug. 31, 2023 USD ($)
Concentration Risk [Line Items]
Cash balances not federally insured	$ 99,300,000
Maximum [Member]
Concentration Risk [Line Items]
Maximum insurance available to depositors under the FDIC's general deposit insurance rules	$ 250,000

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Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022	Aug. 31, 2023	Aug. 31, 2022	Feb. 28, 2023
Related Party Transaction [Line Items]
Operating lease right-of-use assets, net	$ 12,164		$ 12,164		$ 13,133
Operating lease liability	11,942		11,942
Operating lease cost	1,418	$ 1,515	2,851	$ 3,028
Integrated Print & Graphics (Integrated) [Member]
Related Party Transaction [Line Items]
Operating lease right-of-use assets, net	500	900	500	900
Operating lease liability	$ 600	$ 1,000	600	1,000
Operating lease cost			200	200
Sales received from lease			$ 1,600	$ 1,900

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Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	6 Months Ended
	Aug. 31, 2023	Aug. 31, 2022
Income Tax Disclosure [Abstract]
Effective tax rate	28.30%	28.00%
Payment for income taxes	$ 11.5	$ 8.3

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Subsequent Events - Additional Information (Detail) - Subsequent Event [Member] $ / shares in Units, $ in Millions	Sep. 15, 2023 USD ($) $ / shares
Subsequent Event [Line Items]
Dividends payable, date declared	Sep. 15, 2023
Dividend payable date	Nov. 03, 2023
Dividend payable, date of record	Oct. 06, 2023
Expected payout of dividend | $	$ 6.5
Common Stock [Member]
Subsequent Event [Line Items]
Dividend payable per share | $ / shares	$ 0.25