-----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, L0Ueh4lmHutEBUAT+NyVLW+M14ulkT8yI7fOBargQDSzaaAjpvFbgbI6UzW7UkGC gzpNZR5Y/M1zlwVhcm93+g== 0000006260-04-000017.txt : 20040520 0000006260-04-000017.hdr.sgml : 20040520 20040519185400 ACCESSION NUMBER: 0000006260-04-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040518 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040520 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: 04819806 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 f8kq204results.txt 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) May 18, 2004 ------------------ 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 May 18, 2004
Item 12. Results of Operations and Financial Condition On May 18, 2004 we issued a press release announcing financial results for the quarter ended March 31, 2004. 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: May 18, 2004 By: /s/ Paul J. Najar ----------------- Executive Vice President, Administration and General Counsel EXHIBIT INDEX
Exhibit No. Description 99.1 Press Release dated May 18, 2004
EX-99.1 2 f8kq204exh99.txt FINANCIAL EXHIBITS Exhibit 99.1 ANACOMP(R) REPORTS SECOND QUARTER 2004 FINANCIAL RESULTS Anacomp reports quarterly revenue growth; Continuation of Multi-Vendor Services and Web Services Growth and Net Loss of $2.2 MILLION for the Quarter. SAN DIEGO, CA - May 18, 2004 - Anacomp, Inc. (OTC BB: ANCPA), a global provider of information outsourcing, maintenance support and imaging and print solutions, today announced a net loss of $2.2 million for the three months ended March 31, 2004. Revenues were $48.9 million for the three months ended March 31, 2004 vs. $47.4 million for the three months ended December 31, 2003 and $52.8 million for the three months ended March 31, 2003. "I am very pleased with the results of our second quarter," said Jeff Cramer, President and Chief Executive Officer. "Our quarterly revenues increased from the prior quarter, led by positive results in our docHarbor Web Presentment and MVS businesses and strong seasonal volumes in our data centers. We also made substantial progress in the restructuring of our data centers to better align our costs with our legacy COM and CD business." In the second quarter, the Company began its previously announced restructuring plan to consolidate its legacy data centers and associated personnel into Mega-centers in large metropolitan areas where future business prospects are strongest. Additionally, a net restructuring charge of $2.3 million was recorded reflecting headcount reductions and the cost of remaining lease obligations for six locations closed in the quarter. The restructuring activities will continue throughout the remainder of the fiscal year. The Company now estimates fiscal 2004 restructuring charges of approximately $9 million. As a result of these actions, the Company estimates that it will reduce the operating expenses by nearly $9 million on an annual basis. These charges and the associated savings are approximately $1 million higher than the $8 million it announced previously and result from a refinement of the original restructuring plan. "We have also further improved our balance sheet through our continued strong cash generation," said Lin Fox, Executive Vice President and Chief Financial Officer. "We paid our revolver down to $1.4 million in the quarter. Subsequently, we paid the revolver down to zero which means we have no debt obligations at this time. This marks an important moment in the financial history of Anacomp," said Mr. Fox. The Company also announced that it will host a conference call for the investment community on May 28, 2004 to discuss the results of its second quarter ended March 31, 2004. The conference call, which will begin at 8:30 a.m. PDT, may be accessed at 877-675-5901, Leader: Jeff Cramer, Passcode: Q2 Investor Call. The conference call replay number will be 866-465-2116, Passcode: 52804. It will replay from 12 Noon on May 28 until June 4, 2004 5:00 p.m. PDT. Product Line Results Anacomp operates as one business segment but has several distinct service offerings or product lines. Because of this, revenues are tracked by product line. This permits management and investors to track the progress of revenues from Multi-Vendor Services, or MVS, and docHarbor Web Presentment Services, two of our principal growth product lines, compared with our traditional CD/Digital and COM revenues. In the second quarter of fiscal year 2004, revenues for MVS were $9.4 million, reflecting a 14% 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 second quarter of fiscal year 2004, MVS represented 67% of total maintenance service revenues, which encompass both MVS and COM Professional Services. docHarbor Web Presentment service revenues increased 30% over the prior year second quarter, to $6.1 million, in the second quarter of fiscal year 2004. 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 based docHarbor Web Presentment service. CD/Digital revenues declined $1.2 million, or 16% from prior year second quarter revenues. The decrease reflects the negative impact of increased availability of alternative web based solutions or in-house, online viewing systems. COM revenues -- comprised of COM/Other Output Services, COM/Professional Services, and Equipment and Supplies -- declined $5.4 million or 17% from the second quarter of the prior fiscal year. This quarter's COM revenues were up $0.6 million, or 2%, compared to the first quarter of this year due to strong year-end processing. In the comparable periods in fiscal 2003 there was a 1% decline in COM related revenues, including year-end processing. 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. We continually monitor our legacy volumes. "The current restructuring now underway is an essential tactic to get in front of the curve and reduce infrastructure cost to offset this fundamental change in the legacy business," said Mr. Fox. 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. Contact: Linster W. Fox, Anacomp Executive Vice President and Chief Financial Officer, (858) 716-3609 or lfox@anacomp.com FORWARD LOOKING STATEMENTS This news release contains forward-looking statements under the Private Securities Litigation Reform Act of 1995, including statements relating the Company's expectations regarding the timing, costs and potential benefits of its restructuring plan. 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 restructuring negotiations with vendors and customer reactions to the restructuring, the declining trend in the micrographics and CD market and other industry trends in the Web or Multi-Vendor Service businesses; competition; currency fluctuations; 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 and docHarbor are registered trademarks of Anacomp, Inc. ANACOMP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS
March 31 September 30, (in thousands) 2004 2003 ----------------------- ---------------------- Assets (Unaudited) Current assets: Cash and cash equivalents $ 17,606 $ 18,390 Receivable on sale of Swiss subsidiaries 1,286 1,262 Accounts receivable, net 28,621 29,847 Inventories 2,652 3,174 Prepaid expenses and other 4,837 4,798 ----------------------- ---------------------- Total current assets 55,002 57,471 Property and equipment, net 17,347 18,398 Reorganization value in excess of identifiable net assets 73,098 73,363 Intangible assets, net 7,837 8,829 Other assets 7,628 6,880 ----------------------- ---------------------- $ 160,912 $ 164,941 ======================= ====================== Liabilities and Stockholders' Equity Current liabilities: Accounts payable $ 9,581 $ 9,118 Accrued compensation, benefits and withholdings 13,918 14,233 Deferred revenue 9,278 7,784 Accrued income taxes 1,414 1,063 Other accrued liabilities 8,851 9,262 ----------------------- ---------------------- Total current liabilities 43,042 41,460 ----------------------- ---------------------- Long-term liabilities: Senior secured revolving credit facility 1,416 5,917 Unfunded accumulated benefit obligation 14,602 13,296 Other long-term liabilities 2,165 3,125 ----------------------- ---------------------- Total long-term liabilities 18,183 22,338 ----------------------- ---------------------- Stockholders' equity: Preferred stock - - Common stock 40 40 Additional paid-in capital 97,200 97,000 Accumulated other comprehensive loss (256) (891) Retained earnings 2,703 4,994 ----------------------- ---------------------- Total stockholders' equity 99,687 101,143 ----------------------- ---------------------- $ 160,912 $ 164,941 ======================= ======================
ANACOMP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Three months ended Three months ended March 31, March 31, (in thousands, except per share amounts) 2004 2003 ----------------------- ---------------------- Revenues: Services $ 40,050 $ 43,038 Equipment and supply sales 8,816 9,743 ----------------------- ---------------------- 48,866 52,781 ----------------------- ---------------------- Cost of revenues: Services 26,581 28,914 Equipment and supply sales 6,097 6,689 ----------------------- ---------------------- 32,678 35,603 ----------------------- ---------------------- Gross profit 16,188 17,178 Costs and expenses: Engineering, research and development 1,418 1,581 Selling, general and administrative 13,503 13,634 Amortization of intangible assets 496 496 Restructuring charge 2,307 - ----------------------- ---------------------- Operating (loss) income from continuing operations (1,536) 1,467 ----------------------- ---------------------- Other income (expense): Interest income 69 78 Interest expense and fee amortization (166) (631) Other (156) 90 ----------------------- ---------------------- (253) (463) ----------------------- ---------------------- (Loss) income from continuing operations before income taxes (1,789) 1,004 Provision for income taxes 378 547 ----------------------- ---------------------- (Loss) income from continuing operations (2,167) 457 Loss on sale of discontinued operations, net of taxes - (200) ----------------------- ---------------------- Net (loss) income $ (2,167) $ 257 ======================= ====================== Basic and diluted per share data: Basic and diluted net (loss) income from continuing operations $ (0.54) $ 0.11 Loss on sale of discontinued operations, net of taxes --- (0.05) ----------------------- ---------------------- Basic and diluted net (loss) income $ (0.54) $ 0.06 ======================= ====================== Shares used in computing basic and diluted net (loss) income per share 4,044 4,039 ======================= ======================
ANACOMP, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Six months ended Six months ended March 31, March 31, (in thousands) 2004 2003 ----------------------- ---------------------- Cash flows from operating activities: Net (loss) income $ (2,291) $ 8,369 Adjustments to reconcile net (loss) income to net cash provided by operating activities: Gain on sale of discontinued operations - (8,184) Depreciation and amortization 6,227 7,627 Amortization of debt fees, premiums and discounts 80 344 Non-cash compensation 231 58 Non-cash restructuring charges 55 - Change in assets and liabilities: Accounts and other receivables 1,202 2,428 Inventories 522 659 Prepaid expenses and other assets (798) 1,791 Accounts payable, accrued expenses and other liabilities (76) (7,851) ----------------------- ---------------------- Net cash provided by operating activities 5,152 5,241 ----------------------- ---------------------- Cash flows from investing activities: Purchases of property and equipment (2,099) (1,518) Proceeds from sale of discontinued operations, net - 13,398 ----------------------- ---------------------- Net cash provided by (used in) investing activities (2,099) 11,880 ----------------------- ---------------------- Cash flows from financing activities: Principal payments on revolving line of credit , net (4,500) (18,610) ----------------------- ---------------------- Net cash used in financing activities (4,500) (18,610) ----------------------- ---------------------- Effect of exchange rate changes on cash and cash equivalents 663 583 ----------------------- ---------------------- Decrease in cash and cash equivalents (784) (906) Cash and cash equivalents at beginning of period 18,390 15,561 ----------------------- ---------------------- Cash and cash equivalents at end of period $ 17,606 $ 14,655 ======================= ======================
ANACOMP, INC. QUARTERLY REVENUES AND EBITDA (in thousands)
FY 2003 FY 2004 ------------------------------------------------------------ ------------------------------ Q1 Q2 Q3 Q4 Q1 Q2 Revenues: MVS $ 8,117 $ 8,238 $ 9,020 $ 8,749 $ 8,985 $ 9,429 docHarbor Web Presentment 4,783 4,713 4,309 4,984 5,791 6,135 -------------- -------------- --------------- -------------- -------------- --------------- Subtotal 12,900 12,951 13,329 13,733 14,776 15,564 -------------- -------------- --------------- -------------- -------------- --------------- CD / Digital 7,329 7,336 7,038 6,597 6,127 6,162 COM / Other Output Services 19,158 18,777 16,928 15,944 15,083 15,400 COM Professional Services 5,538 5,268 5,170 4,858 4,682 4,564 Equipment / Supplies 8,046 8,449 7,341 7,333 6,755 7,176 -------------- -------------- --------------- -------------- -------------- --------------- Total revenues $ 52,971 $ 52,781 $ 49,806 $ 48,465 $ 47,423 $ 48,866 ============== ============== =============== ============== ============== ===============
Reconciliation of EBITDA to Operating Results
Q1 Q2 Q3 Q4 Q1 Q2 EBITDA (A) $ 5,096 $ 5,194 $ 5,091 $ 4,602 $ 4,010 $ 4,110 Depreciation and amortization (3,973) (3,654) (3,427) (3,360) (3,117) (3,110) Other income (expense), net (756) (463) (417) 623 (185) (253) Non-cash compensation (33) (25) - - (200) (31) Restructuring charges - - (1,152) (1,545) - (2,307) Other (B) (48) (48) (49) (585) (198) (198) -------------- -------------- --------------- -------------- -------------- --------------- Income (loss) from continuing operations before income taxes $ 286 $ 1,004 $ 46 $ (265) $ 310 $ (1,789) ============== ============== =============== ============== ============== ===============
(A) 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. (B) International pension costs from non-operating actuarial long-term measurements including primarily interest, reported as selling, general and administrative expense. Note:The reported EBITDA in fiscal 2004 includes $161 in Q1 and $230 in Q2 expenses related to a proxy contest involving the election of directors. Q1 fiscal 2004 EBITDA also includes the reversal of $481 for environmental liability. -----END PRIVACY-ENHANCED MESSAGE-----