-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AEV4qHMMqGjc1WTQEDd1wf/tpAmq5xBmj08CeFdsy/Faq/eEMXQIaGbSMfHJ8qDF UZxO0IAJ0dOXJ7083YisMw== 0000006260-03-000015.txt : 20030815 0000006260-03-000015.hdr.sgml : 20030815 20030815154436 ACCESSION NUMBER: 0000006260-03-000015 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030815 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030815 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANACOMP INC CENTRAL INDEX KEY: 0000006260 STANDARD INDUSTRIAL CLASSIFICATION: PHOTOGRAPHIC EQUIPMENT & SUPPLIES [3861] IRS NUMBER: 351144230 STATE OF INCORPORATION: IN FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08328 FILM NUMBER: 03850748 BUSINESS ADDRESS: STREET 1: 15378 AVENUE OF SCIENCE CITY: SAN DIEGO STATE: CA ZIP: 92128 BUSINESS PHONE: 8587163400 MAIL ADDRESS: STREET 1: 15378 AVENUE OF SCIENCE CITY: SAN DIEGO STATE: CA ZIP: 92128 FORMER COMPANY: FORMER CONFORMED NAME: COMPUTEC INC DATE OF NAME CHANGE: 19740314 8-K 1 f8kq303results.txt 8K Q3 FY03 FINANCIAL RESULTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 15, 2003 _______________ Anacomp, Inc. ____________________________________________________ (Exact name of registrant as specified in charter) Indiana 001-08328 35-1144230 ________________________________________________________________________________ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 15378 Avenue of Science, San Diego, CA 92128 ________________________________________________________________________________ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (858) 716-3400 _______________ Not Applicable ________________________________________________________________________________ (Former name or former address, if changed since last report) Item 7. Financial Statements and Exhibits.
Exhibit No. Description _______ ____________________________________ 99.1 Press Release dated August 15, 2003
Item 12. Results of Operations and Financial Condition On August 15, 2003 we issued a press release announcing financial results for the quarter ended June 30, 2003. A copy of the press release is attached hereto as Exhibit 99.1. Pursuant to General Instruction B-6 of Form 8-K, this report and the exhibit are not deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall this report and the exhibit be incorporated by reference into our filings under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such future filing. 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 hereunto duly authorized. Anacomp, Inc. Date: August 15, 2003 By: /s/ Paul J. Najar ____________________________ Executive Vice President, Administration and General Counsel EXHIBIT INDEX
Exhibit No. Description _______ __________________________________ 99.1 Press Release dated August 15, 2003
EX-99 2 ex99_1q303pr.txt PRESS RELEASE AUGUST 15, 2003 ANACOMP(R) REPORTS THIRD QUARTER FINANCIAL RESULTS Multi-Vendor Services Reports Another Consecutive Quarter of Growth; Bank Debt Reduced 28%; Reports $0.6 Million Net Loss SAN DIEGO, CA - August 15, 2003 - Anacomp, Inc. (OTC BB: ANCPA), a global provider of information outsourcing, maintenance support and imaging and print solutions, today announced a net loss of $0.6 million for the three months ended June 30, 2003. "The results for the quarter reflect the continued growth of our MVS product line revenue, which has grown in 15 of the last 16 quarters, and new Web Presentment orders," said Jeff Cramer, president and chief executive officer. "We also consolidated a number of our domestic data centers and reorganized parts of the corporate, marketing and sales, and international operating organizations which were focused on our declining COM business," said Cramer. "The changes implemented through these restructuring actions will enable us to realize significant savings throughout our operations and help us better focus our sales and marketing efforts in our growth businesses." "During the third quarter we continued to reduce our borrowings under our current credit facility by an additional 28%, or $3.2 million, while increasing our cash position by $3.4 million. This was accomplished primarily from cash generated from operations. We ended the third quarter with our cash position now exceeding our bank debt by $9.9 million," said executive vice president and chief financial officer Linster (Lin) Fox. The Company also announced that it will host a conference call for the investment community on August 21, 2003 to discuss the results of its third quarter ended June 30, 2003. The conference call, which will begin at 8:30 a.m. PST, may be accessed at 1-888-730-9140, Leader: Jeff Cramer, Passcode: Analyst Call. The conference call replay number will be 1-888-568-0502, Passcode 82103. It will replay for one week until August 28, 2003, 5:00 p.m. PST. Third Quarter Results For the third quarter ended June 30, 2003, Anacomp's operating income from continuing operations was $0.5 million, compared to $0.1 million operating loss from continuing operations before income taxes in the prior year third quarter. The net loss in the third quarter of fiscal year 2003 was $0.6 million, compared with net income of seven thousand in the third quarter of the prior year. Revenues for the three months ended June 30, 2003 were $49.8 million, compared with $56.5 million in the same period last year. Product Line Results In the third quarter of fiscal year 2003, revenues for Multi-Vendor Services, one of Anacomp's principal growth areas, were $9.0 million, reflecting a 31% growth rate over the prior year quarter. This increase reflects new Original Equipment Manufacturer (OEM) agreements and continued growth in the Company's MVS offerings (services and hardware sales for products manufactured by other companies). In the third quarter of fiscal year 2003, MVS represented 64% of total maintenance service revenues, which encompass both MVS and COM Professional Services. Web Presentment Service revenues increased 7% over the prior year quarter, to $4.3 million, in the third quarter of fiscal year 2003. This increase reflects growth from new customers, as well as additional revenue from established customers who have increased their use of the Company's Web Presentment Service. CD/Digital revenues declined $1.0 million, or 12% from prior year quarter revenues. The decrease reflects the negative impact of competition from large document services providers and numerous small, regional CD services companies, along with increased popularity of in-house, online viewing systems. COM revenues -- comprised of COM/Other Output Services, COM/Professional Services, and Equipment and Supplies -- declined $8.2 million or 22% from the third quarter of the prior fiscal year. COM-related product lines have been impacted negatively by the decrease in demand for COM as customers continue to opt for digital solutions such as Web and CD services or in-house solutions. About Anacomp Anacomp, Inc., provides comprehensive information outsourcing, maintenance support, and imaging and print solutions to more than 7,000 businesses and organizations. Founded in 1968 and headquartered in San Diego, Anacomp offers a full range of solutions for the secure capture, production, presentation, retrieval and archive of critical business documents, as well as professional services for mass storage, computing and networking equipment. For more information, visit Anacomp's web site at www.anacomp.com. Media and Analyst Contact: _________________________ Deb Troyer, Anacomp Investor Relations, (858) 716-3605 or dtroyer@anacomp.com # # # This news release contains forward-looking statements under the Private Securities Litigation Reform Act of 1995, including statements relating the Company's plans regarding managing revenue generation and costs in changing environments. These forward-looking statements are subject to known and unknown risks, uncertainties, and other factors that may cause actual results to be different materially from those contemplated by the forward-looking statements. Such risks, uncertainties and other important factors include: the declining trend in the micrographics and CD market and other industry trends in the Web or Multi-Vendor Service businesses; competition; raw material costs and availability; currency fluctuations; the loss of any significant customers; changes in business strategy or development plans; and general economic and business conditions. These and other factors are discussed in greater detail in Anacomp's Annual Report on Form 10-K and other filings with the SEC. Anacomp's news releases are distributed through PRNewswire and can be accessed via the Internet (www.anacomp.com or www.prnewswire.com). Anacomp is a registered trademark of Anacomp, Inc. ANACOMP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS
Reorganized Company __________________________________________ (in thousands) June 30, September 30, 2003 2002 ____________________ __________________ Assets (Unaudited) Current assets: Cash and cash equivalents........................................... $ 18,044 $ 15,561 Receivable on sale of Swiss subsidiaries............................ 1,794 --- Accounts receivable, net............................................ 30,431 33,990 Inventories, net.................................................... 3,422 3,474 Prepaid expenses and other.......................................... 4,233 6,442 Assets of discontinued operations................................... --- 12,027 ____________________ __________________ Total current assets.................................................... 57,924 71,494 Property and equipment, net............................................. 19,486 21,448 Reorganization value in excess of identifiable net assets............... 72,827 73,227 Intangible assets, net.................................................. 9,325 10,813 Other assets............................................................ 2,212 3,101 ____________________ __________________ $ 161,774 $ 180,083 ==================== ================== Liabilities and Stockholders' Equity Current liabilities: Senior secured revolving credit facility............................ $ 8,163 $ 29,975 Accounts payable.................................................... 6,988 9,797 Accrued compensation, benefits and withholdings..................... 14,426 16,294 Deferred revenue.................................................... 8,149 7,117 Accrued income taxes................................................ 1,535 1,264 Other accrued liabilities........................................... 11,178 9,305 Liabilities of discontinued operations.............................. --- 4,241 ____________________ __________________ Total current liabilities............................................... 50,439 77,993 ____________________ __________________ Long-term liabilities: Unfunded accumulated benefit obligation............................. 6,233 6,233 Other long-term liabilities......................................... 4,085 4,023 ____________________ __________________ Total long-term liabilities............................................. 10,318 10,256 ____________________ __________________ Stockholders' equity: Preferred stock..................................................... --- --- Common stock........................................................ 40 40 Additional paid-in capital.......................................... 97,000 96,942 Accumulated other comprehensive loss................................ (1,450) (2,836) Retained earnings (deficit)......................................... 5,427 (2,312) ____________________ __________________ Total stockholders' equity.............................................. 101,017 91,834 ____________________ __________________ $ 161,774 $ 180,083 ==================== ==================
ANACOMP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Reorganized Company ________________________________________ (in thousands, except per share amounts) Three months ended Three months ended June 30, 2003 June 30, 2002 ____________________ __________________ Revenues: Services........................................................... $ 40,989 $ 46,262 Equipment and supply sales......................................... 8,817 10,272 ____________________ __________________ 49,806 56,534 ____________________ __________________ Cost of revenues: Services........................................................... 28,119 31,406 Equipment and supply sales......................................... 6,317 7,611 ____________________ __________________ 34,436 39,017 ____________________ __________________ Gross profit........................................................... 15,370 17,517 Costs and expenses: Engineering, research and development.............................. 1,450 1,811 Selling, general and administrative................................ 11,809 13,232 Amortization of intangible assets.................................. 496 496 Restructuring charges.............................................. 1,152 2,081 ____________________ __________________ Operating income (loss) from continuing operations..................... 463 (103) ____________________ __________________ Other income (expense): Interest income.................................................... 45 109 Interest expense and fee amortization.............................. (383) (1,048) Other.............................................................. (79) 513 ____________________ __________________ (417) (426) ____________________ __________________ Income (loss) from continuing operations before income taxes........... 46 (529) Provision for income taxes............................................. 676 (48) ____________________ __________________ Loss from continuing operations........................................ (630) (481) Income from discontinued operations, net of taxes...................... --- 488 ____________________ __________________ Net (loss) income...................................................... $ (630) $ 7 ==================== ================== Basic and diluted per share data: Basic and diluted loss from continuing operations.................. $ (0.15) $ (0.12) Basic and diluted income from discontinued operations.............. --- 0.12 ____________________ __________________ Basic and diluted net (loss) income................................ $ (0.15) $ 0.00 ==================== ================== Shares used in computing basic and diluted net (loss) income per share. 4,039 4,034 ==================== ==================
ANACOMP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Reorganized Company Predecessor Company ________________________________________ ________________________ (in thousands) Nine months ended Six months ended Three months ended June 30, 2003 June 30, 2002 December 31, 2001 ____________________ __________________ ________________________ (Unaudited) (Unaudited) Cash flows from operating activities: Net income.............................................$ 7,739 $ 910 $ 277,360 Adjustments to reconcile net income to net cash provided by operating activities: Other income due to extinguishment of debt........... --- --- (265,329) Adjustments of assets and liabilities to fair value.. --- --- (16,916) Write off of deferred debt issuance costs and unamortized premiums and discounts................ --- --- 2,216 Gain on sale of discontinued operations.............. (8,184) --- --- Income from discontinued operations.................. --- (1,106) --- Depreciation and amortization........................ 11,054 8,716 7,194 Non-cash settlement of facility lease contract....... --- --- 349 Amortization of debt fees, premiums and discounts.... 516 344 92 Non-cash compensation................................ 58 69 --- Change in assets and liabilities: Accounts and other receivables..................... 3,559 (1,269) 3,092 Inventories........................................ 512 374 739 Prepaid expenses and other assets.................. 2,666 2,149 332 Accounts payable, accrued expenses and other liabilities..................................... (6,395) (803) (3,733) Accrued interest................................... --- 168 (387) ____________________ __________________ ________________________ Net cash provided by continuing operations........ 11,525 9,552 5,009 Net cash provided by discontinued operations...... --- 1,214 --- ____________________ __________________ ________________________ Net cash provided by operating activities......... 11,525 10,766 5,009 ____________________ __________________ ________________________ Cash flows from investing activities: Purchases of property and equipment.................... (2,067) (2,134) (1,075) Payments to acquire product line assets and customer rights............................................. (500) --- --- Proceeds from sale of discontinued operations, net.... 14,106 --- --- ____________________ __________________ ________________________ Net cash provided by (used in) investing activities................................... 11,539 (2,134) (1,075) ____________________ __________________ ________________________ Cash flows from financing activities: Principal payments on revolving line of credit, net... (21,812) (19,600) (2,000) ____________________ __________________ ________________________ Net cash used in financing activities............ (21,812) (19,600) (2,000) ____________________ __________________ ________________________ Effect of exchange rate changes on cash and cash equivalents........................................... 1,231 739 637 ____________________ __________________ ________________________ Increase (decrease) in cash and cash equivalents.......... 2,483 (10,229) 2,571 Less increase in cash from discontinued operations........ --- (1,214) --- ____________________ __________________ ________________________ Cash and cash equivalents at beginning of period.......... 15,561 26,879 24,308 ____________________ __________________ ________________________ Cash and cash equivalents at end of period................ $ 18,044 $ 15,436 $ 26,879 ==================== ================== ========================
ANACOMP, INC. QUARTERLY REVENUES AND EBITDA (in thousands)
FY 2002 FY 2002 EXCLUDING DISCONTINUED OPERATIONS REPORTED (ALL PERIODS) FY 2003 ____________ ___________________________________________ _______________________________ Q1 Q1 (A) Q2 Q3 Q4 Q1 Q2 Q3 Revenues: MVS $ 6,513 $ 6,459 $ 6,421 $ 6,871 $ 7,263 $ 8,117 $ 8,238 $ 9,020 Web Presentment 3,176 3,048 3,891 4,038 4,611 4,783 4,713 4,309 CD / Digital 14,573 8,513 8,982 8,016 8,069 7,329 7,336 7,038 ____________ __________ _________ ________ ________ _________ ________ _______ Subtotal 24,262 18,020 19,294 18,925 19,943 20,229 20,287 20,367 ____________ __________ _________ ________ ________ _________ ________ _______ COM / Other Output Services 25,521 24,954 24,243 21,966 20,885 19,158 18,777 16,928 COM Professional Services 7,165 6,886 6,228 6,114 5,895 5,538 5,268 5,170 Equipment / Supplies 11,076 10,659 10,842 9,529 9,943 8,046 8,449 7,341 ____________ __________ _________ ________ ________ _________ ________ _______ Total revenues $68,024 $ 60,519 $ 60,607 $ 56,534 $ 56,666 $ 52,971 $ 52,781 $ 49,806 ============ ========== ========= ======== ======== ========= ======== =======
Reconciliation of EBITDA to Net Income (Loss)
EBITDA (B) $ 8,495 $ 7,444 $ 7,242 $ 6,272 $ 4,876 $ 5,096 $ 5,194 $ 5,091 Depreciation and amortization (7,194) (7,044) (4,446) (4,294) (4,293) (3,973) (3,654) (3,427) Other income (expense), net 262,149 262,182 (1,258) (426) (736) (756) (463) (417) Non-cash compensation --- --- --- --- (57) (33) (25) --- Reorganization items 13,328 13,328 --- --- --- --- --- --- Restructuring credits (charges) 1,032 1,032 --- (2,081) --- --- --- (1,152) Provision for income taxes (450) (390) (1,253) 48 (2,819) (558) (547) (676) Income (loss) from discontinued operations --- 808 618 488 (193) --- --- --- Gain (loss) on sale of discontinued operations --- --- --- --- --- 8,384 (200) --- Other --- --- --- --- --- (48) (48) (49) ____________ __________ _________ ________ ________ _________ ________ _______ Net income (loss) $277,360 $277,360 $ 903 $ 7 $ (3,222) $8,112 $ 257 $ (630) ============ ========== ========= ======== ======== ========= ======== =======
(A) Results excluding Switzerland and two smaller operating units sold in fiscal year 2002. The discontinued operations generated the following revenues in the three months ended December 31, 2001: MVS $54, Web Presentment $128, CD/Digital $6,060, COM/Other Output Services $567, COM Professional Services $279, and Equipment/Supplies $417 for total revenue of $7,505. These operating units generated EBITDA of $1,051 and had depreciation expense of $150, other income/expense of $33, income tax expense of $60, and net income of $808. (B) Anacomp reports its financial results in accordance with GAAP, and additionally on a non-GAAP basis using EBITDA. EBITDA is not in accordance with, nor a substitute for, GAAP measures and may not be consistent with the presentation used by other companies. Anacomp uses EBITDA to evaluate and manage the Company's operations. Anacomp is providing this information to investors to allow for the performance of additional financial analysis and because it is consistent with the financial models and estimates historically used by investors who follow the Company. -----END PRIVACY-ENHANCED MESSAGE-----