WORKFLOW MANAGEMENT INC
8-K, 1998-10-20
COMMERCIAL PRINTING
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                       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): October 5, 1998


                            WORKFLOW MANAGEMENT, INC.
             (Exact name of Registrant as specified in its charter)




          Delaware                      0-24383           06-1507104   
- -------------------------------      ------------     --------------------
(State or other jurisdiction of       (Commission       (IRS Employer
       incorporation)                 File Number)     Identification No.)





240 Royal Palm Way, Palm Beach, Florida                              33480
- ----------------------------------------                          ----------    
(Address of Principal Executive Offices)                          (Zip Code)




Registrant's telephone number, including area code:  (561) 659-6551

                                           N/A                              
          -------------------------------------------------------------  
          (Former name or former address, if changed since last report)



<PAGE>



Item 5.  Other Events

     A press release dated October 5, 1998, regarding the acquisition of
Penn-Grover Envelope Corp. by Workflow Management, Inc. is filed with this Form
8-K as Exhibit 99.1






<PAGE>




                                   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.


                                          WORKFLOW MANAGEMENT, INC.


                                          By:  /s/ Thomas B. D'Agostino       
                                             ----------------------------------
                                                Thomas B. D'Agostino
                                                Chairman of the Board, President
                                                and Chief Executive Officer


Date:  October 5, 1998






<PAGE>



                                  EXHIBIT INDEX



Exhibit No.             Description of Exhibits
- -----------             -----------------------

   99.1                 Press release dated October 5, 1998





                                                                  EXHIBIT  99.1

 Workflow Management, Inc. Completes Acquisition of Penn-Grover Envelope Corp. -
     Expands Leadership in Envelope Printing in New York Metropolitan Region



PALM BEACH, Fla., October 5 /PRNewswire/ -- Workflow Management, Inc. (Nasdaq:
WORK) today announced that it has acquired Penn-Grover Envelope Corp. for
approximately $11.1 million. Located in Long Island City, New York, Penn-Grover
prints envelopes and other direct mail components. The acquisition is projected
to contribute annualized revenues to Workflow Management of approximately $14.6
million, annualized EBITDA of approximately $1.9 million and annualized earnings
per share of approximately $0.03.

Tom D'Agostino, Workflow's President and Chief Executive Officer, commented,
"Today's announcement reflects our commitment to expanding and strengthening our
integrated package of graphic arts products and services through accretive
transactions. Over the past two decades, Penn-Grover has developed an excellent
reputation in the New York City market through its quality product lines and
prestigious client base composed primarily of major financial institutions. We
look forward to working with our new partners in strengthening our leadership
position in this key market as we integrate Penn-Grover Envelope into Workflow's
consolidated printing operations. With a strong financial position and solid
organic growth, we remain focused on pursuing accretive acquisitions in the
highly fragmented graphic arts industry."

"As part of Workflow Management, we are confident that we can continue to
provide quality service to our valued customers and achieve significant
synergies with Workflow's envelope printing group in the New York area,"
explained Stuart Grover, President of Penn-Grover Envelope Corp. "By becoming a
wholly-owned subsidiary of Workflow, we have been granted the unique opportunity
to expand our operations while preserving our status as a dedicated provider of
high quality printing."

Workflow Management, Inc. is a leading graphic arts company providing documents,
envelopes and commercial printing to over 22,000 business in North America.
Workflow also offers various electronic print and facilities management
services, which allow customers to realize cost savings by outsourcing non-core
operations. The company has manufacturing and distribution centers located
throughout the United States and Canada, with more than 2,100 employees. The
company's shares are traded on the Nasdaq Stock Market under the symbol: WORK.

This press release contains "forward-looking statements," within the meaning of
federal securities laws, that involve risks and uncertainties. All statements

<PAGE>


herein, other than those consisting solely of historical facts, that address
activities, events or developments that the company expects or anticipates will
or may occur in the future, including such things as business strategy, measures
to implement strategy, competitive strengths, goals, references to future
success and other events, may be forward-looking statements. Statements herein
are based on certain assumptions and analyses by the company in light of its
experience and its perception of historical trends, current conditions and
potential future developments, as well as other factors it believes are
appropriate in the circumstances. However, whether actual results, events and
developments will conform with the company's expectations is subject to a number
of risks and uncertainties and important factors could cause actual results,
events and developments to differ materially from those referenced in,
contemplated by or underlying any forward-looking statements herein, including,
among others, the company's ability to integrate acquired businesses into its
existing operations, the continued development and viability of the company's
operations, the company's ability to manage its growth, the impact of industry
and economic conditions, competition and other factors, many of which are beyond
the control of the company. Consequently, all forward-looking statements made
herein are qualified by these cautionary statements and the cautionary language
set forth in the company's most recent Form 10-K report and other documents
filed with the Securities and Exchange Commission, and there can be no assurance
that the actual results, events or developments referenced herein will occur or
be realized.

/CONTACT: Steve R. Gibson Vice President and Chief Financial Officer of
Workflow Management, Inc., 561-659-6551, ext. 312; or Chris Plunkett or
Mike Smargiassi of Brainerd Communicators, Inc., 212-986-6667 for
Workflow Management/



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