<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
- --- EXCHANGE ACT OF 1934
For the quarterly period ended March 28, 1998
-------------------------------------------------
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 0-7597
---------------------------------------------------------
COURIER CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
MASSACHUSETTS 04-2502514
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
15 Wellman Avenue, North Chelmsford, Massachusetts 01863
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(978) 251-6000
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
NO CHANGE
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at May 1, 1998
- --------------------------------------- -----------------------------
Common Stock, $1 par value 2,095,910 shares
Page 1 of 13
<PAGE> 2
COURIER CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
(Dollars in thousands)
March 28, September 27,
ASSETS 1998 1997
--------- -------------
Current assets:
Cash and cash equivalents $ 32 $ 27
Accounts receivable, less allowance
for uncollectible accounts 29,036 25,919
Inventories (Note B) 10,215 9,695
Deferred income taxes 1,659 1,642
Other current assets 649 780
------- -------
Total current assets 41,591 38,063
Property, plant and equipment, less
accumulated depreciation: $66,037
at March 28, 1998 and $62,398
at September 27, 1997 35,147 36,942
Real estate held for sale or lease, net 2,421 2,459
Goodwill and other intangibles 11,734 11,618
Other assets 531 561
------- -------
Total assets $91,424 $89,643
======= =======
The accompanying notes are an integral part of the consolidated financial
statements.
Page 2 of 13
<PAGE> 3
COURIER CORPORATION
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)
(Dollars in thousands)
March 28, September 27,
LIABILITIES AND STOCKHOLDERS' EQUITY 1998 1997
--------- -------------
Current liabilities:
Current maturities of long-term debt $ 287 $ 387
Accounts payable 8,615 9,557
Accrued taxes 4,143 4,961
Other current liabilities 9,518 9,070
-------- --------
Total current liabilities 22,563 23,975
Long-term debt 19,202 18,593
Deferred income taxes 3,084 3,375
Other liabilities 2,082 1,952
-------- --------
Total liabilities 46,931 47,895
-------- --------
Stockholders' equity (Note E):
Preferred stock, $1 par value - authorized
1,000,000 shares; none issued
Common stock, $1 par value:
March 28, September 27,
Shares 1998 1997
------ --------- -------------
Authorized 6,000,000 6,000,000
Issued 3,750,000 4,500,000
Outstanding 3,110,000 2,007,000 3,750 4,500
Additional paid-in capital - 9,277
Retained earnings 44,902 52,060
Treasury stock, at cost: 640,000 shares
at March 28, 1998 and 2,493,000
shares at September 27, 1997 (4,159) (24,089)
-------- --------
Total stockholders' equity 44,493 41,748
-------- --------
Total liabilities and stockholders' equity $ 91,424 $ 89,643
======== ========
The accompanying notes are an integral part of the consolidated financial
statements.
Page 3 of 13
<PAGE> 4
COURIER CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(Dollars in thousands except per share amounts)
<TABLE>
<CAPTION>
QUARTER ENDED SIX MONTHS ENDED
-------------------- --------------------
March 28, March 29, March 28, March 29,
1998 1997 1998 1997
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net sales $39,136 $32,011 $74,442 $62,550
Cost of sales 29,908 25,242 56,426 49,460
------- ------- ------- -------
Gross profit 9,228 6,769 18,016 13,090
Selling and administrative expenses 6,887 5,396 13,411 10,246
Interest expense 373 202 720 362
Other income 5 7 10 14
------- ------- ------- -------
Income before taxes 1,973 1,178 3,895 2,496
Provision for income taxes (Note C) 615 350 1,327 739
------- ------- ------- -------
Net income $ 1,358 $ 828 $ 2,568 $ 1,757
======= ======= ======= =======
Net income per share (Note D):
Diluted* $ 0.42 $ 0.27 $ 0.80 $ 0.57
======= ======= ======= =======
Basic* $ 0.44 $ 0.28 $ 0.84 $ 0.58
======= ======= ======= =======
Cash dividends declared per share* $ 0.093 $ 0.080 $ 0.187 $ 0.160
======= ======= ======= ========
</TABLE>
* Amounts have been adjusted to reflect a three-for-two stock split effected in
the form of a 50% stock dividend to be distributed on June 1, 1998 to
stockholders of record on May 15, 1998.
The accompanying notes are an integral part of the consolidated financial
statements.
Page 4 of 13
<PAGE> 5
COURIER CORPORATION
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Dollars in thousands)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
-----------------------
March 28, March 29,
1998 1997
--------- ---------
<S> <C> <C>
Cash provided from operating activities $ 1,969 $ 5,270
------- -------
Investment activities:
Capital expenditures (2,031) (4,030)
Business acquisition (563) -
------- -------
Cash used for investment activities (2,594) (4,030)
------- -------
Financing activities:
Repayment of long-term debt (241) (230)
Increase in long-term borrowings 750 203
Cash dividends (573) (482)
Stock repurchase program - (798)
Proceeds from stock plans 694 77
------- -------
Cash provided from (used for) financing activities 630 (1,230)
------- -------
Increase in cash and cash equivalents 5 10
Cash at the beginning of the period 27 33
------- -------
Cash at the end of the period $ 32 $ 43
======= =======
</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.
Page 5 of 13
<PAGE> 6
COURIER CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
A. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
UNAUDITED FINANCIAL STATEMENTS
The balance sheet as of March 28, 1998, the statements of income for the
three-month and six-month periods ended March 28, 1998 and March 29, 1997, and
the statements of cash flows for the six-month periods ended March 28, 1998 and
March 29, 1997 are unaudited and, in the opinion of management, all adjustments
necessary for a fair presentation of such financial statements have been
recorded. Such adjustments consisted only of normal recurring items.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. The year-end balance sheet data as of September
27, 1997 was derived from audited financial statements, but does not include
disclosures required by generally accepted accounting principles. It is
suggested that these interim financial statements be read in conjunction with
the Company's most recent Form 10-K and Annual Report as of September 27, 1997.
NEW ACCOUNTING PRONOUNCEMENTS
The Financial Accounting Standards Board recently issued SFAS No. 130,
"Reporting Comprehensive Income", SFAS No. 131, "Disclosure about Segments of an
Enterprise and Related Information" and SFAS No. 132, "Employer Disclosures
about Pensions and Other Postretirement Benefits". These new standards will be
effective in the Company's fiscal year ending September 25, 1999. The Company
has not determined the effects, if any, that these standards will have on its
consolidated financial statements.
B. INVENTORIES
Inventories are valued at the lower of cost or market. Cost is determined using
the last-in, first-out (LIFO) method for substantially all inventories.
Inventories consisted of the following:
(000'S OMITTED)
---------------------------
March 28, September 27,
1998 1997
--------- -------------
Raw materials $ 3,701 $3,912
Work in process 4,431 4,108
Finished goods 2,083 1,675
------- ------
Total inventories $10,215 $9,695
======= ======
Page 6 of 13
<PAGE> 7
COURIER CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
C. INCOME TAXES
The statutory federal tax rate is 34%. The total tax provision (benefit) differs
from that computed using the statutory federal tax rate for the following
reasons:
<TABLE>
<CAPTION>
(000'S OMITTED)
--------------------------------------------------
Quarter Ended Six Months Ended
--------- --------- ----------------------
March 28, March 29, March 28, March 29,
1998 1997 1998 1997
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Federal income taxes at
statutory rate $671 $401 $1,324 $849
State income taxes, net 56 23 106 46
Goodwill amortization 37 - 86 -
Export related income (52) (41) (104) (93)
Other (97) (33) (85) (63)
---- ---- ------ ----
Total provision $615 $350 $1,327 $739
==== ==== ====== ====
</TABLE>
D. NET INCOME PER SHARE
During the first quarter of fiscal 1998, the Company adopted SFAS No. 128,
"Earnings per Share". Prior period net income per share has been restated to
reflect current presentation. Following is a reconciliation of the shares used
in the calculation of basic and diluted net income per share. Potentially
dilutive shares, calculated using the treasury stock method, consist of shares
issued under the Company's stock option and stock grant plans.
<TABLE>
<CAPTION>
(000'S OMITTED)
--------------------------------------------------
Quarter Ended Six Months Ended
--------- --------- ----------------------
March 28, March 29, March 28, March 29,
1998 1997 1998 1997
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Average shares outstanding* 3,095 3,009 3,070 3,026
Effect of dilutive shares* 121 53 131 43
------ ------ ------ ------
Average shares outstanding,
adjusted for dilutive effects* 3,216 3,062 3,201 3,069
===== ====== ====== ======
Net income $1,358 $ 828 $2,568 $1,757
====== ====== ====== ======
Basic net income per share* $ .44 $ .28 $ .84 $ .58
====== ====== ====== ======
Diluted net income per share* $ .42 $ .27 $ .80 $ .57
====== ====== ====== ======
</TABLE>
* Amounts have been adjusted to reflect a three-for-two stock split effected in
the form of a 50% stock dividend to be distributed on June 1, 1998 to
stockholders of record on May 15, 1998 (see Note E).
Page 7 of 13
<PAGE> 8
COURIER CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
E. SUBSEQUENT EVENT
On April 16, 1998, the Company announced a three-for-two stock split effected in
the form of a 50% stock dividend to be distributed on June 1, 1998 to
stockholders of record on May 15, 1998. Per share amounts for each period
presented in the accompanying financial statements have been restated to give
effect to the stock split. In addition, related to this stock split, the Company
will convert 2,000,000 shares of treasury stock to authorized but unissued
shares. A portion of these shares will be used to effect the 50% stock dividend.
These transactions have been reflected in the accompanying balance sheet at
March 28 1998.
The table below summarizes the changes in stockholders' equity from
September 27, 1997 to March 28, 1998:
<TABLE>
<CAPTION>
(000's omitted)
Additional
Common Paid-in Retained Treasury Stockholders'
Stock Capital Earnings Stock Equity
------ ---------- -------- -------- -------------
<S> <C> <C> <C> <C> <C>
Balance, September 27, 1997 $4,500 $9,277 $52,060 $(24,089) $41,748
Net income 2,568 2,568
Cash dividends (573) (573)
Shares issued under stock plans 310 440 750
Convert treasury shares (2,000) (9,587) (7,903) 19,490 -
Stock dividend 1,250 (1,250) -
------- ------- -------- -------- -------
Balance, March 28, 1998 $3,750 - $44,902 $ (4,159) $44,493
====== ======= ======= ======== ========
</TABLE>
Page 8 of 13
<PAGE> 9
COURIER CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS:
Sales in the second quarter of fiscal 1998 increased 22% to $39.1 million from
$32.0 million in the second quarter of fiscal 1997. Sales from the Company's
core book manufacturing operations increased by 22% reflecting increased sales
to religious and educational publishing customers, including increased revenues
from 4-color book manufacturing. Also, Book-mart Press, Inc. (Book-mart), a New
Jersey based printer of short and medium-run books, which was acquired by the
Company in July 1997, contributed approximately $3 million to the improvement in
revenues. These increases were offset by a continuing decline in software
documentation sales. In addition to sales from its core business, the Company
has two newer businesses, The Home School and Copyright Management Services
(CMS), which are involved in customized education. The Home School, which was
acquired on September 30, 1997, is a direct marketer of books and other
educational products for supplementing or replacing traditional education with
home-based learning. CMS provides customized coursepacks and copyright clearance
services primarily to colleges and universities. Revenues from these two newer
businesses are highly seasonal with the Company's fourth quarter historically
representing the period of highest market demand.
Gross profit increased to $9.2 million, or 24% of sales, in the second quarter
from $6.8 million, or 21% of sales, in the same period last year. The
improvement in gross profit reflects the benefits of increased sales volume,
gains in productivity and lower costs.
Selling and administrative expenses increased to $6.9 million in the second
quarter of fiscal 1998 from $5.4 million in the same period last year. As a
percentage of sales, selling and administrative expenses were 18% compared to
17% in the second quarter last year. The increase was attributable to
incremental selling and administrative expenses of Book-mart and The Home School
of approximately $0.9 million, including goodwill amortization of approximately
$150,000, as well as expenses that relate directly to the increase in
profitability.
Interest expense was $373,000 in the second quarter of fiscal 1998 compared to
$202,000 in the same period last year, reflecting increased average borrowings
which were primarily due to the acquisitions of Book-mart and The Home School.
The Company's effective tax rate for the second quarter was 31%. This rate was
higher than the 30% rate in the corresponding period last year primarily because
of nondeductible goodwill related to the acquisition of Book-mart.
Net income for the second quarter of fiscal 1998 was $1,358,000, up 64% over
last year's earnings of $828,000. Net income per share on a diluted basis
increased 56% to $.42 per share from $.27 per share in the corresponding period
last year after adjusting for a three-for-two stock split effected in the form
of a 50% stock dividend to be distributed on June 1, 1998 to stockholders of
record on May 15, 1998 (see below). Earnings from the Company's core book
manufacturing operations increased 76% over last year's second quarter
reflecting increased sales volume combined with higher levels of productivity
and lower costs. The Company's newer businesses, CMS and The Home School,
reduced second quarter earnings by $.17 per diluted share compared to a
reduction of $.08 per diluted share for the same period last year. Revenues and
related earnings for these businesses are expected to increase in the fourth
quarter coinciding with their months of highest market demand.
Weighted average shares outstanding increased approximately 150,000 shares over
last year's second quarter. The increase in weighted average shares outstanding
was due to shares exercised under the Company's stock option plans, shares
issued as compensation for non-compete agreements and the impact of potentially
dilutive shares which increased primarily due to the increase in the price per
share of the Company's stock. These were partially offset by shares acquired
under the Company's fiscal 1997 stock repurchase program.
On April 16, 1998, the Company announced a three-for-two stock split effected in
the form of a 50% stock dividend to be distributed on June 1, 1998 to
stockholders of record on May 15, 1998. Weighted average shares outstanding and
net income per share amounts have been restated to give effect to the stock
split.
Page 9 of 13
<PAGE> 10
COURIER CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS (CONTINUED):
For the six months ended March 28, 1998, the Company reported net income of
$2.6 million, or $.80 per diluted share, up 46% compared to $1.8 million, or
$.57 per diluted share, for the same period last year. Sales for the first six
months were $74.4 million, up 19% from $62.6 million in the corresponding period
of fiscal 1997. The factors impacting second quarter results similarly affected
year-to-date results. Sales from the Company's core book manufacturing
operations increased by 18% while related earnings increased by 61% compared to
the first six months of fiscal 1997. CMS and The Home School reduced earnings by
$.32 per diluted share compared to $.16 per diluted share in the first half of
fiscal 1997. In addition, last year's first quarter included $350,000 in costs
associated with consolidating operations in Philadelphia into a newer, more
efficient manufacturing facility.
The Financial Accounting Standards Board recently issued SFAS No. 130,
"Reporting Comprehensive Income", SFAS No. 131, "Disclosure about Segments of an
Enterprise and Related Information" and SFAS No. 132, "Employer Disclosures
about Pensions and Other Postretirement Benefits". These new standards will be
effective in the Company's fiscal year ending September 25, 1999. The Company
has not determined the effects, if any, that these standards will have on its
consolidated financial statements.
LIQUIDITY AND CAPITAL RESOURCES:
During the first half of fiscal 1998, operations provided approximately
$2.0 million of cash. Net income was $2.6 million and depreciation and
amortization were $4.2 million. Working capital utilized approximately
$4.7 million of cash due primarily to an increase in accounts receivable of
approximately $3.1 million related to increased sales volume and a reduction in
accounts payable of approximately $0.9 million.
Investment activities in the first six months of fiscal 1998 used approximately
$2.0 million of cash for capital expenditures and $0.6 million for the
acquisition of The Home School. For the entire fiscal year, capital expenditures
are expected to approximate $10 million, which includes plans for the purchase
and installation of a new web press to provide additional book printing
capacity. This new press may be financed under an operating lease. In addition,
approximately $1 million is expected to be used to upgrade the Company's
information systems and infrastructure.
In December 1996, the Company completed the consolidation of operations in
Philadelphia from an older, multistory facility to a recently expanded, more
efficient manufacturing facility. In September 1997, the Company signed an
agreement to sell the old multistory facility to a developer for approximately
$4.6 million. Closing is scheduled for the third quarter of fiscal 1998, but a
number of contingencies remain. The Company's Raymond, New Hampshire facility,
which had been leased through June 1996, continues to be vacant pending sale or
lease.
Financing activities for the first six months of fiscal 1998 provided
approximately $0.6 million of cash. At March 28, 1998, the Company utilized
$17.5 million of its borrowing capacity available under a $30 million long-term
revolving credit facility.
Management is currently assessing the impact of "Year 2000" on the Company's
operations and is working with vendors and consultants to formulate and
implement cost effective approaches to resolving this issue. As part of this
process, the Company expects to replace or upgrade certain information systems
with systems designed to give the Company the benefit of new technology with
enhanced functionality and resultant improvements in service and productivity.
As of March 28, 1998, the cost of the Year 2000 issue is not expected to have a
material impact on the Company's financial results.
Page 10 of 13
<PAGE> 11
COURIER CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
FORWARD-LOOKING INFORMATION:
Statements that describe future expectations, plans or strategies are considered
forward looking. Such statements are subject to certain risks and uncertainties
which could cause actual results to differ materially from those currently
anticipated. Factors that could affect actual results include, among others,
changes in customers' demand for the Company's products, changes in raw material
costs and availability, seasonal changes in customer orders, pricing actions by
competitors, success in the integration of recently acquired businesses, and
general changes in economic conditions. These factors should be considered in
evaluating the forward-looking statements, and undue reliance should not be
placed on such statements. The forward-looking statements included herein are
made as of the date hereof, and the Company undertakes no obligation to update
publicly such statements to reflect subsequent events or circumstances.
Page 11 of 13
<PAGE> 12
COURIER CORPORATION
PART II. OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Annual Meeting of Stockholders of the registrant was held on January 15,
1998. All nominees of the Board of Directors of the registrant were reelected
for a three-year term. The stockholders also voted to ratify and approve the
selection by the Board of Directors of Deloitte & Touche LLP as independent
public accountants for the registrant for the fiscal year ending September 26,
1998.
ELECTION OF DIRECTORS Votes were cast in the election of directors as follows:
Nominee For Withheld Authority
------- --- ------------------
Arnold S. Lerner 1,993,696 8,871
Charles E. Otto 1,989,715 12,852
George Q. Nichols 1,997,432 5,135
DIRECTORS CONTINUING IN OFFICE: James F. Conway III, Kathleen Foley Curley,
Richard K. Donahue, Edward J. Hoff, Robert P. Story, Jr., W. Nicholas
Thorndike
RATIFICATION/APPROVAL OF ACCOUNTANTS Votes were cast in the ratification and
approval of Deloitte & Touche LLP as independent public accountants as
follows:
For Against Abstain Broker Non-votes
--- ------- ------- ----------------
1,991,143 5,640 5,784 0
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
EXHIBIT NO. DESCRIPTION OF EXHIBIT
10 Amendment, dated February 27, 1998, to Note Agreement
between Courier Corporation, State Street Bank and
Trust Company and BankBoston, N.A., providing for a $30
million revolving credit facility (which Note Agreement
was filed as Exhibit 10 to the Company's Quarterly
Report on Form 10-Q for the period ended March 29,
1997, and incorporated herein by reference).
27.1 Financial Data Schedule for the quarter ended
March 28, 1998
27.2 Restated Financial Data Schedule for the quarter ended
December 27, 1997
27.3 Restated Financial Data Schedule for the fiscal year
ended September 27, 1997 and the quarters ended
December 28, 1996, March 29, 1997 and June 28, 1997
27.4 Restated Financial Data Schedule for the fiscal year
ended September 28, 1996 and the quarters ended
December 30, 1995, March 30, 1996 and June 29, 1996
27.5 Restated Financial Data Schedule for the fiscal year
ended September 30, 1995
(b) Reports on Form 8-K
None.
Page 12 of 13
<PAGE> 13
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
COURIER CORPORATION
(REGISTRANT)
May 11, 1998 By: /s/ James F. Conway III
- ------------------- ---------------------------
Date James F. Conway III
Chairman, President and
Chief Executive Officer
May 11, 1998 By: /s/ Robert P. Story, Jr.
- ------------------- ---------------------------
Date Robert P. Story, Jr.
Senior Vice President and
Chief Financial Officer
May 11, 1998 By: /s/ Peter M. Folger
- ------------------- ---------------------------
Date Peter M. Folger
Vice President and
Chief Accounting Officer
Page 13 of 13
<PAGE> 1
COURIER CORPORATION
COURIER-CITIZEN COMPANY
COURIER COMPANIES, INC.
COURIER DELAWARE HOLDING CORPORATION
COURIER FOREIGN SALES CORPORATION LIMITED
COURIER INVESTMENT CORPORATION
COURIER KENDALLVILLE, INC.
COURIER PROPERTIES, INC.
COURIER STOUGHTON, INC.
COURIER WESTFORD, INC.
NATIONAL PUBLISHING COMPANY
COURIER NEW MEDIA, INC.
BOOK-MART PRESS, INC.
Dated as of: February 27, 1998
State Street Bank and Trust Company,
Individually and as Agent
225 Franklin Street
Boston, Massachusetts 02110
BankBoston, N.A.
100 Federal Street
Boston, Massachusetts 02110
Re: Amendment No. 2 To Revolving Credit Agreement
---------------------------------------------
Ladies and Gentlemen:
We refer to the Revolving Credit Agreement, dated as of March 18, 1997
(the "Agreement"), among COURIER CORPORATION, COURIER-CITIZEN COMPANY, COURIER
COMPANIES, INC., COURIER DELAWARE HOLDING CORPORATION, COURIER FOREIGN SALES
CORPORATION LIMITED, COURIER INVESTMENT CORPORATION, COURIER KENDALLVILLE, INC.,
COURIER PROPERTIES, INC., COURIER STOUGHTON, INC., COURIER WESTFORD, INC.,
NATIONAL PUBLISHING COMPANY, COURIER NEW MEDIA, INC. and BOOK-MART PRESS, INC.
(each a "Borrower" and collectively the "Borrowers"), STATE STREET BANK AND
TRUST COMPANY, in its capacity as a Bank ("SSB"), BANKBOSTON, N.A. (f/k/a The
First National Bank of Boston), in its capacity as a Bank ("BKB"; and together
with SSB, the "Banks"), and STATE STREET BANK AND TRUST COMPANY, in its capacity
as agent for the Banks (the "Agent").
-1-
<PAGE> 2
Terms used in this letter of agreement (this "Amendment") which are not
defined herein, but which are defined in the Agreement, shall have the same
respective meanings herein as therein.
We have requested you to make certain amendments to the Agreement. You
have advised us that you are prepared and would be pleased to make the
amendments so requested by us on the condition that we join with you in this
Amendment.
Accordingly, in consideration of these premises, the promises, mutual
covenants and agreements contained in this Amendment, and fully intending to be
legally bound by this Amendment, we hereby agree with you as follows:
ARTICLE I
AMENDMENTS TO AGREEMENT
Effective February 27, 1998, the Agreement is amended as follows:
(a) The term "Borrowers" shall, wherever used in the Agreement or any
of the other Loan Documents, be deemed to also mean and include The Home School,
Inc., a [Massachusetts] corporation ("Home School"). It is the express
understanding and intention of the parties hereto that Home School shall
hereafter be entitled to make borrowings in accordance with the terms and
conditions of the Agreement, and shall hereafter be bound, on a joint and
several basis, by all of the terms and conditions of the Agreement, and all of
the Obligations of the Borrowers under (and as defined in) the Agreement, as if
it was an original signatory thereto, including, without limitation, the
representations, warranties and covenants contained therein and the obligation
to repay all amounts owing under the Agreement and the Notes in accordance with
the respective terms thereof.
(b) The term "Loan Documents" shall, wherever used in the Agreement or
any of the other Loan Documents, be deemed to also mean and include Amendment
No. 2 to Revolving Credit Agreement, dated as of February 27, 1998, among the
Borrowers, the Banks, and the Agent.
(c) Section 5.29 of the Agreement is amended to read in its entirety
as follows:
"5.29 CAPITAL EXPENDITURES. The Borrowers shall not make any Capital
Expenditures in excess of (i) $11,000,000 in the aggregate in the fiscal
year ending September 26, 1998 and (ii) $9,000,000 in the aggregate in
any fiscal year thereafter."
(d) EXHIBIT A to the Agreement is amended by adding Home School as a
Borrower and signatory thereto.
-2-
<PAGE> 3
ARTICLE II
AMENDMENT TO REVOLVING CREDIT NOTES
Effective on February 27, 1998, the Revolving Credit Notes are amended
as set forth in the Allonges attached hereto as ANNEX 1 and ANNEX 2.
ARTICLE III
REPRESENTATIONS AND WARRANTIES
The Borrowers jointly and severally represent and warrant to you as
follows:
(a) REPRESENTATIONS IN AGREEMENT. Each of the representations and
warranties made by the Borrowers to you in the Agreement was true, correct and
complete when made and is true, correct and complete on and as of the date
hereof with the same full force and effect as if each of such representations
and warranties had been made by the Borrowers on the date hereof and in this
Amendment (except to the extent that such representations and warranties relate
expressly to an earlier date).
(b) NO DEFAULTS OR EVENTS OF DEFAULT. No Event of Default, or any
event which, with the giving of notice or the passage of time, or both, would
constitute an Event of Default, exists on the date of this Amendment (after
giving effect to all of the arrangements and transactions contemplated by this
Amendment).
(c) BINDING EFFECT OF DOCUMENTS. This Amendment has been duly executed
and delivered to you by the Borrowers and is in full force and effect as of the
date hereof, and the agreements and obligations of the Borrowers contained
herein constitute the joint and several, and legal, valid and binding
obligations of the Borrowers enforceable against the Borrowers in accordance
with their respective terms.
ARTICLE IV
MISCELLANEOUS
This Amendment may be executed in any number of counterparts, each of
which when executed and delivered shall be deemed an original, but all of which
together shall constitute one instrument. In making proof of this Amendment, it
shall not be necessary to produce or account for more than one counterpart
thereof signed by each of the parties hereto. Except to the extent specifically
amended and supplemented hereby, all of the terms, conditions and the provisions
of the Agreement and each of the Loan Documents shall remain unmodified, and the
Agreement and each of the Loan Documents, as amended and supplemented by this
Amendment, are confirmed as being in full force and effect.
-3-
<PAGE> 4
If you are in agreement with the foregoing, please sign the form of
acceptance on the enclosed counterpart of this Amendment and return such
counterpart to the undersigned, together with the signed Allonges in the form of
ANNEX 1 and ANNEX 2, duly executed and certified authorizing resolutions, an
officer's certificate to which are attached the charter documents, bylaws and
good standing certificate of The Home School, Inc., and a favorable legal
opinion from your counsel, whereupon this Amendment, as so accepted by you,
shall become a binding agreement among you and the undersigned.
Very truly yours,
THE BORROWERS:
COURIER CORPORATION
By: /s/ Robert P. Story, Jr.
--------------------------------
Title: Sr. VP & CFO
COURIER CITIZEN COMPANY
By: /s/ Robert P. Story, Jr.
--------------------------------
Title: Sr. VP & CFO
COURIER COMPANIES, INC.
By: /s/ Robert P. Story, Jr.
--------------------------------
Title: Treasurer
COURIER DELAWARE HOLDING CORPORATION
By: /s/ William L. Lampe, Jr.
--------------------------------
Title: Vice President, Treasurer
(signatures continue on next page)
-4-
<PAGE> 5
COURIER FOREIGN SALES CORPORATION LIMITED
By: /s/ Robert P. Story, Jr.
-------------------------------------
Title: President
COURIER INVESTMENT CORPORATION
By: /s/ Robert P. Story, Jr.
-------------------------------------
Title: Treasurer
COURIER KENDALLVILLE, INC.
By: /s/ Robert P. Story, Jr.
-------------------------------------
Title: Treasurer
COURIER PROPERTIES, INC.
By: /s/ Robert P. Story, Jr.
-------------------------------------
Title: Treasurer
COURIER STOUGHTON, INC.
By: /s/ Robert P. Story, Jr.
-------------------------------------
Title: Treasurer
COURIER WESTFORD, INC.
By: /s/ Robert P. Story, Jr.
-------------------------------------
Title: Treasurer
NATIONAL PUBLISHING COMPANY
By: /s/ Robert P. Story, Jr.
-------------------------------------
Title: Asst. Treasurer
(signatures continue on next page)
-5-
<PAGE> 6
COURIER NEW MEDIA, INC.
By: /s/ Robert P. Story, Jr.
--------------------------------
Title: Treasurer
BOOK-MART PRESS, INC.
By: /s/ Robert P. Story, Jr.
--------------------------------
Title: Treasurer
THE HOME SCHOOL, INC.
By: /s/ Robert P. Story, Jr.
--------------------------------
Title: Treasurer
The foregoing Amendment is hereby accepted by the undersigned as of
February 27, 1998.
THE BANKS:
STATE STREET BANK AND TRUST COMPANY
By: /s/ F. Andrew Beise
--------------------------------
Title: V.P.
BANKBOSTON, N.A. (f/k/a The First
National Bank of Boston)
By: /s/ William N. Latham
--------------------------------
Title: Vice President
(signatures continue on next page)
-6-
<PAGE> 7
THE AGENT:
STATE STREET BANK AND TRUST COMPANY
By: /s/ F. Andrew Beise
--------------------------------
Title: V.P.
-7-
<PAGE> 8
ANNEX 1
ALLONGE TO REVOLVING CREDIT NOTE
$15,000,000.00 Dated as of: February 27, 1998
This Allonge is made by COURIER CORPORATION, COURIER-CITIZEN COMPANY,
COURIER COMPANIES, INC., COURIER DELAWARE HOLDING CORPORATION, COURIER FOREIGN
SALES CORPORATION LIMITED, COURIER INVESTMENT CORPORATION, COURIER KENDALLVILLE,
INC., COURIER PROPERTIES, INC., COURIER STOUGHTON, INC., COURIER WESTFORD, INC.,
NATIONAL PUBLISHING COMPANY, COURIER NEW MEDIA, INC., BOOK-MART PRESS, INC., and
THE HOME SCHOOL, INC. (collectively, the "Borrowers"), to that certain Revolving
Credit Note dated March 18, 1997, in the face amount of $10,000,000 (as amended
by that certain Allonge dated July 22, 1997, the "Note"), executed and delivered
by the Borrowers to BankBoston, N.A., f/k/a The First National Bank of Boston,
(the "Bank") pursuant to the terms of a Revolving Credit Agreement, dated as of
March 18, 1997, among the Borrowers, the Bank, and State Street Bank and Trust
Company, Individually and as Agent (as amended, the "Loan Agreement").
Effective on the day and year first above written, The Home School, Inc.
shall be added as a Borrower and signatory to the Note, and shall hereafter be
bound, on a joint and several basis, by all of the terms and conditions
contained therein.
The Borrowers hereby confirm their joint and several promise to pay as
set forth in the Note, and all other terms and conditions of the Note, as
modified by this Allonge.
All capitalized terms used herein but not defined herein shall have the
same meaning as set forth in the Note.
This Allonge shall become part of the Note, and although it is the
intent of the parties that this Allonge be affixed to the Note, this Allonge
shall continue in full force and effect even if it has not been so affixed.
(signatures continue on next page)
-8-
<PAGE> 9
Executed as a sealed instrument as of the date first above written.
THE BORROWERS:
WITNESS: COURIER CORPORATION
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Treasurer Title: Sr. VP & CFO
WITNESS: COURIER CITIZEN COMPANY
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Treasurer Title: Sr. VP & CFO
WITNESS: COURIER COMPANIES, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: COURIER DELAWARE HOLDING
CORPORATION
/s/ George Q. Nichols By: /s/ William L. Lampe, Jr.
- ---------------------- --------------------------
Title: President Title: Vice President,
Treasurer
WITNESS: COURIER FOREIGN SALES
CORPORATION LIMITED
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Treasurer Title: President
WITNESS: COURIER INVESTMENT CORPORATION
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Asst. Treasurer Title: Treasurer
(signatures continue on next page)
-9-
<PAGE> 10
WITNESS: COURIER KENDALLVILLE, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: COURIER PROPERTIES, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: COURIER STOUGHTON, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: COURIER WESTFORD, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: NATIONAL PUBLISHING COMPANY
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Asst. Treasurer Title: Asst. Treasurer
WITNESS: COURIER NEW MEDIA, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: BOOK-MART PRESS, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Asst. Treasurer Title: Treasurer
(signatures continue on next page)
-10-
<PAGE> 11
WITNESS: THE HOME SCHOOL, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- --------------------------
Title: Asst. Treasurer Title: Treasurer
-11-
<PAGE> 12
ANNEX 2
ALLONGE TO REVOLVING CREDIT NOTE
$15,000,000.00 Dated as of: February 27, 1998
This Allonge is made by COURIER CORPORATION, COURIER-CITIZEN COMPANY,
COURIER COMPANIES, INC., COURIER DELAWARE HOLDING CORPORATION, COURIER FOREIGN
SALES CORPORATION LIMITED, COURIER INVESTMENT CORPORATION, COURIER KENDALLVILLE,
INC., COURIER PROPERTIES, INC., COURIER STOUGHTON, INC., COURIER WESTFORD, INC.,
NATIONAL PUBLISHING COMPANY, COURIER NEW MEDIA, INC., BOOK-MART PRESS, INC., and
THE HOME SCHOOL, INC. (collectively, the "Borrowers"), to that certain Revolving
Credit Note dated March 18, 1997, in the face amount of $10,000,000 (as amended
by that certain Allonge dated July 22, 1997, the "Note"), executed and
delivered by the Borrowers to State Street Bank and Trust Company (the "Bank"),
pursuant to the terms of a Revolving Credit Agreement, dated as of March 18,
1997, among the Borrowers, BankBoston, N.A., f/k/a The First National Bank of
Boston, and State Street Bank and Trust Company, Individually and as Agent (as
amended, the "Loan Agreement").
Effective on the day and year first above written, The Home School, Inc.
shall be added as a Borrower and signatory to the Note, and shall hereafter be
bound, on a joint and several basis, by all of the terms and conditions
contained therein.
The Borrowers hereby confirm their joint and several promise to pay as
set forth in the Note, and all other terms and conditions of the Note, as
modified by this Allonge.
All capitalized terms used herein but not defined herein shall have the
same meaning as set forth in the Note.
This Allonge shall become part of the Note, and although it is the
intent of the parties that this Allonge be affixed to the Note, this Allonge
shall continue in full force and effect even if it has not been so affixed.
(signatures continue on next page)
-12-
<PAGE> 13
Executed as a sealed instrument as of the date first above written.
THE BORROWERS:
WITNESS: COURIER CORPORATION
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Treasurer Title: Sr. VP & CFO
WITNESS: COURIER CITIZEN COMPANY
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Treasurer Title: Sr. VP & CFO
WITNESS: COURIER COMPANIES, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: COURIER DELAWARE HOLDING
CORPORATION
/s/ George Q. Nichols By: /s/ William L. Lampe, Jr.
- ---------------------- ---------------------------------
Title: President Title: Vice President & Treasurer
WITNESS: COURIER FOREIGN SALES
CORPORATION LIMITED
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Treasurer Title: President
WITNESS: COURIER INVESTMENT CORPORATION
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Asst. Treasurer Title: Treasurer
(signatures continue on next page)
-13-
<PAGE> 14
WITNESS: COURIER KENDALLVILLE, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: COURIER PROPERTIES, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: COURIER STOUGHTON, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: COURIER WESTFORD, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: NATIONAL PUBLISHING COMPANY
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Asst. Treasurer Title: Asst. Treasurer
WITNESS: COURIER NEW MEDIA, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Asst. Treasurer Title: Treasurer
WITNESS: BOOK-MART PRESS, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Asst. Treasurer Title: Treasurer
(signatures continue on next page)
-14-
<PAGE> 15
WITNESS: THE HOME SCHOOL, INC.
/s/ Lee Cochrane By: /s/ Robert P. Story, Jr.
- ---------------------- ---------------------------------
Title: Asst. Treasurer Title: Treasurer
-15-
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000025212
<NAME> COURIER CORP.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-26-1998
<PERIOD-START> SEP-28-1997
<PERIOD-END> MAR-28-1998
<CASH> 32
<SECURITIES> 0
<RECEIVABLES> 29,036<F1>
<ALLOWANCES> 1,219
<INVENTORY> 10,215
<CURRENT-ASSETS> 41,591
<PP&E> 101,184
<DEPRECIATION> 66,037
<TOTAL-ASSETS> 91,424
<CURRENT-LIABILITIES> 22,563
<BONDS> 0
0
0
<COMMON> 3,750
<OTHER-SE> 40,743<F2>
<TOTAL-LIABILITY-AND-EQUITY> 91,424
<SALES> 74,442
<TOTAL-REVENUES> 74,442
<CGS> 56,426
<TOTAL-COSTS> 56,426
<OTHER-EXPENSES> 13,306
<LOSS-PROVISION> 95
<INTEREST-EXPENSE> 720
<INCOME-PRETAX> 3,895
<INCOME-TAX> 1,327
<INCOME-CONTINUING> 2,568
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,568
<EPS-PRIMARY> .84<F3>
<EPS-DILUTED> .80<F3>
<FN>
<F1>RECEIVABLES ARE NET OF ALLOWANCES FOR UNCOLLECTIBLE ACCOUNTS.
<F2>OTHER SE INCLUDES TREASURY STOCK.
<F3>PER SHARE AMOUNTS REFLECT A THREE-FOR-TWO STOCK SPLIT EFFECTED IN THE FORM
OF A 50% STOCK DIVIDEND TO BE DISTRIBUTED ON JUNE 1, 1998 TO STOCKHOLDERS OF
RECORD ON MAY 15, 1998.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000025212
<NAME> COURIER CORP.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-26-1998
<PERIOD-START> SEP-28-1997
<PERIOD-END> DEC-27-1997
<CASH> 23
<SECURITIES> 0
<RECEIVABLES> 28,607<F1>
<ALLOWANCES> 1,166
<INVENTORY> 11,703
<CURRENT-ASSETS> 42,702
<PP&E> 99,847
<DEPRECIATION> 64,299
<TOTAL-ASSETS> 93,142
<CURRENT-LIABILITIES> 23,822
<BONDS> 0
0
0
<COMMON> 4,500
<OTHER-SE> 38,691<F2>
<TOTAL-LIABILITY-AND-EQUITY> 93,142
<SALES> 35,306
<TOTAL-REVENUES> 35,306
<CGS> 26,517
<TOTAL-COSTS> 26,517
<OTHER-EXPENSES> 6,482
<LOSS-PROVISION> 38
<INTEREST-EXPENSE> 347
<INCOME-PRETAX> 1,922
<INCOME-TAX> 712
<INCOME-CONTINUING> 1,210
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,210
<EPS-PRIMARY> .40<F3>
<EPS-DILUTED> .38<F3>
<FN>
<F1>RECEIVABLES ARE NET OF ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS.
<F2>OTHER SE INCLUDES TREASURY STOCK.
<F3>PER SHARE AMOUNTS HAVE BEEN RESTATED TO REFLECT A THREE-FOR-TWO STOCK
SPLIT EFFECTED IN THE FORM OF A 50% STOCK DIVIDEND TO BE DISTRIBUTED ON
JUNE 1, 1998 TO STOCKHOLDERS OF RECORD ON MAY 15, 1998.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<CIK> 0000025212
<NAME> COURIER CORPORATION
<MULTIPLIER> 1,000
<S> <C> <C> <C> <C>
<PERIOD-TYPE> YEAR 3-MOS 6-MOS 9-MOS
<FISCAL-YEAR-END> SEP-27-1997 SEP-27-1997 SEP-27-1997 SEP-27-1997
<PERIOD-START> SEP-29-1996 SEP-29-1996 SEP-29-1996 SEP-29-1996
<PERIOD-END> SEP-27-1997 DEC-28-1996 MAR-29-1997 JUN-28-1997
<CASH> 27 29 43 25
<SECURITIES> 0 0 0 0
<RECEIVABLES> 25,919 23,917 21,949 21,980<F1>
<ALLOWANCES> 1,242 893 934 994
<INVENTORY> 9,695 10,292 10,349 10,755
<CURRENT-ASSETS> 38,063 36,912 34,679 35,011
<PP&E> 99,340 94,809 96,296 97,622
<DEPRECIATION> 62,398 59,545 61,323 63,159
<TOTAL-ASSETS> 89,643 76,726 74,156 73,957
<CURRENT-LIABILITIES> 23,975 21,885 20,730 21,305
<BONDS> 0 0 0 0
0 0 0 0
0 0 0 0
<COMMON> 4,500 4,500 4,500 4,500
<OTHER-SE> 37,248 34,939 34,824 35,311<F2>
<TOTAL-LIABILITY-AND-EQUITY> 89,643 76,726 74,156 73,957
<SALES> 131,433 30,539 62,550 95,271
<TOTAL-REVENUES> 131,433 30,539 62,550 95,271
<CGS> 103,342 24,218 49,460 75,672
<TOTAL-COSTS> 103,342 24,218 49,460 75,672
<OTHER-EXPENSES> 20,978 4,776 10,124 15,186
<LOSS-PROVISION> 242 67 108 187
<INTEREST-EXPENSE> 867 160 362 531
<INCOME-PRETAX> 6,004 1,318 2,496 3,695
<INCOME-TAX> 1,688 389 739 1,123
<INCOME-CONTINUING> 4,316 929 1,757 2,572
<DISCONTINUED> 0 0 0 0
<EXTRAORDINARY> 0 0 0 0
<CHANGES> 0 0 0 0
<NET-INCOME> 4,316 929 1,757 2,572
<EPS-PRIMARY> 1.44 .31 .58 .85<F3>
<EPS-DILUTED> 1.41 .30 .57 .84<F3>
<FN>
<F1> Receivables are net of Allowance For Uncollectible Accounts.
<F2> Other SE includes Treasury Stock.
<F3> Per share amounts have been restated for both the adoption of SFAS 128 and to reflect a three-for-two stock split effected
in the form of a 50% stock dividend to be distributed on June 1, 1998 to stockholders of record on May 15, 1998.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<CIK> 0000025212
<NAME> COURIER CORPORATION
<MULTIPLIER> 1,000
<S> <C> <C> <C> <C>
<PERIOD-TYPE> YEAR 3-MOS 6-MOS 9-MOS
<FISCAL-YEAR-END> SEP-28-1996 SEP-28-1996 SEP-28-1996 SEP-28-1996
<PERIOD-START> OCT-01-1995 OCT-01-1995 OCT-01-1995 OCT-01-1995
<PERIOD-END> SEP-28-1996 DEC-30-1995 MAR-31-1996 JUN-29-1996
<CASH> 33 26 367 774
<SECURITIES> 0 0 0 0
<RECEIVABLES> 24,935 23,148 21,437 21,816<F1>
<ALLOWANCES> 829 636 710 760
<INVENTORY> 8,178 12,906 12,413 9,513
<CURRENT-ASSETS> 35,680 38,294 36,614 34,972
<PP&E> 95,543 92,319 93,696 95,094
<DEPRECIATION> 58,868 57,193 58,925 60,636
<TOTAL-ASSETS> 74,766 77,225 73,532 71,323
<CURRENT-LIABILITIES> 21,958 20,774 17,654 16,387
<BONDS> 0 0 0 0
0 0 0 0
0 0 0 0
<COMMON> 4,500 4,500 4,500 4,500
<OTHER-SE> 34,264 32,843 33,356 33,646<F2>
<TOTAL-LIABILITY-AND-EQUITY> 74,766 77,225 73,532 71,323
<SALES> 125,232 30,115 61,499 94,427
<TOTAL-REVENUES> 125,232 30,115 61,499 94,427
<CGS> 102,594 24,504 50,211 77,258
<TOTAL-COSTS> 102,594 24,504 50,211 77,258
<OTHER-EXPENSES> 18,649 4,407 9,540 14,426
<LOSS-PROVISION> 265 75 146 196
<INTEREST-EXPENSE> 840 212 467 677
<INCOME-PRETAX> 2,884 917 1,135 1,870
<INCOME-TAX> 334 293 (152) 68
<INCOME-CONTINUING> 2,550 624 1,287 1,802
<DISCONTINUED> 0 0 0 0
<EXTRAORDINARY> 0 0 0 0
<CHANGES> 0 0 0 0
<NET-INCOME> 2,550 624 1,287 1,802
<EPS-PRIMARY> .84 .21 .43 .60<F3>
<EPS-DILUTED> .82 .20 .41 .58<F3>
<FN>
<F1> Receivables are net of Allowance For Uncollectible Accounts.
<F2> Other SE includes Treasury Stock.
<F3> Per share amounts have been restated for both the adoption of SFAS 128 and to reflect a three-for-two stock split effected
in the form of a 50% stock dividend to be distributed on June 1, 1998 to stockholders of record on May 15, 1998.
</FN>
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<CIK> 0000025212
<NAME> COURIER CORP
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> SEP-30-1995
<PERIOD-START> SEP-25-1994
<PERIOD-END> SEP-30-1995
<EXCHANGE-RATE> 1
<CASH> 1,147
<SECURITIES> 0
<RECEIVABLES> 20,019<F1>
<ALLOWANCES> 564
<INVENTORY> 9,449
<CURRENT-ASSETS> 32,905
<PP&E> 91,611
<DEPRECIATION> 55,386
<TOTAL-ASSETS> 72,961
<CURRENT-LIABILITIES> 19,928
<BONDS> 0
0
0
<COMMON> 4,500
<OTHER-SE> 32,326<F2>
<TOTAL-LIABILITY-AND-EQUITY> 72,961
<SALES> 120,701
<TOTAL-REVENUES> 120,701
<CGS> 94,666
<TOTAL-COSTS> 94,666
<OTHER-EXPENSES> 17,081
<LOSS-PROVISION> 204
<INTEREST-EXPENSE> 990
<INCOME-PRETAX> 7,760
<INCOME-TAX> 2,530
<INCOME-CONTINUING> 5,230
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,230
<EPS-PRIMARY> 1.76<F3>
<EPS-DILUTED> 1.73<F3>
<FN>
<F1>RECEIVABLES ARE NET OF ALLOWANCE FOR UNCOLLECTIBLE ACCOUNTS.
<F2>OTHER SE INCLUDES TREASURY STOCK.
<F3>PER SHARE AMOUNTS HAVE BEEN RESTATED FOR BOTH THE ADOPTION OF SFAS 128 AND TO
REFLECT A THREE-FOR-TWO STOCK SPLIT EFFECTED IN THE FORM OF A 50% STOCK
DIVIDEND TO BE DISTRIBUTED ON JUNE 1, 1998 TO STOCKHOLDERS OF RECORD ON MAY 15,
1998.
</FN>
</TABLE>
