<PAGE>
Page 1
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 APRIL 30, 1999
( ) 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 0-19056
---------
Northstar Computer Forms, Inc.
------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Minnesota 41-0882640
- ------------------------------- -------------------------------
(State of other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Numbers)
7130 Northland Circle North Brooklyn Park, Minnesota 55428
- -------------------------------------------------------- ---------
(Address or Principal Executive Offices) Zip Code
Registrant's telephone number, including area code (612) 531-7340
------------------
- --------------------------------------------------------------------------------
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 and 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 June 2, 1999
----- ---------------------------
Common Stock, $ .05 par value 2,731,286 Shares
<PAGE>
Page 2
Part 1. Financial Information
Item 1. Financial Statements
NORTHSTAR COMPUTER FORMS, INC.
CONDENSED CONSOLIDATED BALANCE SHEET
<TABLE>
<CAPTION>
April 30, October 31,
1999 (Unaudited) 1998
------------------- -----------------
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 4,117,701 $ 4,162,845
Accounts receivable, less
allowance for doubtful accounts
of $161,000 at April 30, 1999 and $138,000 at October 31, 1998 5,926,377 4,936,112
Inventories 2,069,519 2,245,338
Other current assets 489,698 687,769
Deferred income taxes 263,256 255,656
------------------- -----------------
Total current assets 12,866,551 12,287,720
------------------- -----------------
Property, plant and equipment 31,399,081 30,433,014
Less accumulated depreciation and
amortization (17,524,100) (16,279,745)
------------------- -----------------
Net property, plant and equipment 13,874,981 14,153,269
------------------- -----------------
Notes receivable, less current portion 111,618 161,573
Goodwill, net 1,455,539 1,556,293
Other assets, net 1,268,589 1,292,817
------------------- -----------------
Total assets $ 29,577,278 $ 29,451,672
------------------- -----------------
------------------- -----------------
</TABLE>
See accompanying notes to unaudited Condensed Consolidated
Financial Statements
<PAGE>
Page 3
NORTHSTAR COMPUTER FORMS, INC.
CONDENSED CONSOLIDATED BALANCE SHEET, CONTINUED
<TABLE>
<CAPTION>
April 30, October 31,
1999 (Unaudited) 1998
--------------------- --------------------
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 1,385,000 $ 1,385,000
Accounts payable 1,921,359 1,316,878
Accrued liabilities 1,719,327 1,927,671
--------------------- --------------------
Total current liabilities 5,025,686 4,629,549
Deferred compensation 760,827 738,845
Deferred income taxes 1,697,633 1,526,633
Long-term debt, less current portion 2,420,550 3,945,550
Commitments
Stockholders' equity:
Common stock, $ .05 par value
authorized, 5,000,000 shares; issued
and outstanding, 2,730,986 at April 30, 1999
and 2,714,436 at October 31, 1998 136,549 135,722
Additional paid-in capital 2,754,497 2,671,492
Retained earnings 16,781,536 15,803,881
--------------------- --------------------
Total stockholders' equity 19,672,582 18,611,095
--------------------- --------------------
Total liabilities and stockholders' equity $ 29,577,278 $ 29,451,672
--------------------- --------------------
--------------------- --------------------
</TABLE>
See accompanying notes to unaudited Condensed Consolidated
Financial Statements
<PAGE>
Page 4
NORTHSTAR COMPUTER FORMS, INC.
CONDENSED CONSOLIDATED STATEMENT OF EARNINGS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
April 30 April 30
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales $ 11,878,269 $ 10,753,943 $ 22,521,887 $ 21,361,970
Cost of goods sold 8,492,505 7,792,827 16,408,754 15,539,933
------------ ------------ ------------ ------------
Gross profit 3,385,764 2,961,116 6,113,133 5,822,037
Selling, general and
administrative expenses 2,142,427 2,092,199 4,088,147 4,029,053
------------ ------------ ------------ ------------
Operating income 1,243,337 868,917 2,024,986 1,792,984
Other income (expense):
Interest expense (76,202) (172,125) (168,222) (381,702)
Other, net, principally
interest income 21,691 55,775 84,660 122,198
Gain (loss)on sale of assets (33,394) 7,900 (22,732)
------------ ------------ ------------ ------------
(54,511) (149,744) (75,662) (282,236)
------------ ------------ ------------ ------------
Earnings before income taxes 1,188,826 719,173 1,949,324 1,510,748
Provision for income taxes 491,500 277,000 780,500 574,000
------------ ------------ ------------ ------------
Net earnings $ 697,326 $ 442,173 $ 1,168,824 $ 936,748
------------ ------------ ------------ ------------
Net earnings per common share:
Basic $ 0.26 $ 0.17 $ 0.43 $ 0.35
------------ ------------ ------------ ------------
Diluted $ 0.25 $ 0.15 $ 0.41 $ 0.33
------------ ------------ ------------ ------------
Dividends declared per
common share $ 0.07 $ 0.066 $ 0.07 $ 0.066
------------ ------------ ------------ ------------
------------ ------------ ------------ ------------
</TABLE>
See accompanying notes to unaudited Condensed Consolidated
Financial Statements
<PAGE>
Page 5
NORTHSTAR COMPUTER FORMS, INC.
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW (Unaudited)
Increase (Decrease) in Cash and Cash Equivalents
for the six months ended April 30, 1999 and 1998
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
Cash flows from operating activities:
Net earnings $ 1,168,824 $ 936,748
Adjustments to reconcile net earnings to
net cash provided by operating activities
Depreciation 1,307,642 1,257,370
Amortization 191,186 155,627
Provision for losses on receivables 27,600 27,600
Loss (gain) on sale of equipment (7,900) 22,732
Deferred income taxes 163,400 72,430
Changes in certain operating assets and liabilities (289,613) 105,784
----------------- -----------------
Net cash provided by operating activities 2,561,139 2,578,291
----------------- -----------------
Cash flows from investing activities:
Capital expenditures and equipment deposits (1,035,054) (1,061,357)
Capitalized computer software costs (229,261)
Proceeds from sale of equipment 13,600 53,000
Notes receivable repayments 46,356 583,814
----------------- -----------------
Net cash used in investing activities (975,098) (653,804)
----------------- -----------------
Cash flows from financing activities:
Principal payments on long-term debt (1,525,000) (3,375,000)
Dividends paid (190,017) (176,147)
Stock options exercised 83,832 68,303
----------------- -----------------
Net cash used in financing activities (1,631,185) (3,482,844)
----------------- -----------------
Net decrease in cash and cash equivalents (45,144) (1,558,357)
Cash and cash equivalents at beginning of period 4,162,845 5,317,881
----------------- -----------------
Cash and cash equivalents at end of period $ 4,117,701 $ 3,759,524
----------------- -----------------
----------------- -----------------
Supplemental disclosure of cash flow:
Cash paid during the period for:
Income taxes $ 57,500 $ 1,278,000
Interest 161,249 381,959
</TABLE>
See accompanying notes to unaudited Condensed Consolidated
Financial Statements
<PAGE>
Page 6
NORTHSTAR COMPUTER FORMS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
April 30, 1999
1. Basis of Presentation
The interim condensed consolidated financial statements included in this
Form 10-Q have been prepared by Northstar Computer Forms, Inc. (the
Company), without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been
condensed, or omitted, pursuant to these rules and regulations. The
year-end balance sheet was derived from audited financial statements, but
does not include all disclosures required by generally accepted accounting
principles. These unaudited condensed consolidated financial statements
should be read in conjunction with the financial statements and related
notes included in the Company's 1998 Annual Report on Form 10-K as filed
with the Securities and Exchange Commission.
The unaudited condensed consolidated financial statements presented herein
as of April 30, 1999, and for the three and six months ended April 30, 1999
and 1998 reflect, in the opinion of management, all adjustments (which
include only normal, recurring adjustments) necessary for a fair
presentation of the financial position, results of operations and cash
flows as of and for the periods presented. The results of operations for
any interim period are not necessarily indicative of results for the full
year.
2. Earnings per share
Net earnings per share (EPS) for all periods presented have been computed
by dividing net earnings by the weighted average number of common shares
outstanding (basic EPS) and by the weighted average number of common and
common equivalent shares outstanding (diluted EPS). The Company's common
equivalent shares consist of stock options when their effect is dilutive.
The outstanding options excluded from the computation of diluted EPS
because the options' exercise prices were greater than the average market
price of the Company's common shares for the three and six month periods
ended April 30, 1999, were 39,000 and 178,600, respectively. For the three
and six month periods ended April 30, 1998, exercise prices on outstanding
stock options did not exceed the average market price of the Company's
common stock. Therefore, for 1998, all outstanding options were included
in the computations of diluted EPS.
For all periods presented, the weighted average common and common
equivalent shares outstanding are as follows:
<PAGE>
Page 7
<TABLE>
<CAPTION>
For the three months For the six months
ended April 30, ended April 30
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Weighted average common
shares outstanding 2,729,386 2,648,457 2,724,244 2,645,884
Common equivalent shares
outstanding:
Option equivalents 103,234 230,631 98,706 230,631
--------- --------- --------- ---------
Weighted average common
and common equivalent
shares outstanding 2,832,620 2,879,088 2,822,950 2,876,515
--------- --------- --------- ---------
--------- --------- --------- ---------
</TABLE>
3. At April 30, 1999 and October 31, 1998, inventories consisted of the
following:
<TABLE>
<CAPTION>
April 30 October 31
1999 1998
---- ----
<S> <C> <C>
Raw materials $1,310,636 $1,394,156
Work in process 565,434 598,846
Finished goods 193,449 252,336
---------- ----------
$2,069,519 $2,245,338
---------- ----------
---------- ----------
</TABLE>
4. New Accounting Pronouncements
In June 1997, the FASB issued SFAS 130, "Reporting Comprehensive
Income," a new standard requiring the reporting and display of
"Comprehensive Income" (defined as the change in equity of a business
enterprise during a period from sources other than those resulting from
investment by owners and distributions to owners) and its components in
a full set of general-purpose financial statements. In the fiscal
years 1999 and 1998, the Company did not have any changes in equity
from nonowner sources.
In June 1997, the FASB issued SFAS 131, "Disclosures About Segments of
an Enterprise and Related Information," a new standard for reporting
information about operating or business segments in financial
statements. The new standard will be effective for the Company's annual
financial statements in fiscal year 1999. The Company has not evaluated
what impact, if any, this new standard will have on the Company's future
reporting of operating and business segments.
5. Long Term Debt
During the second quarter ended April 30, 1999, the Company made an
additional principal payment of $1,000,000 in excess of the scheduled
principal payment due under the term loan.
<PAGE>
Page 8
NORTHSTAR COMPUTER FORMS, INC.
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations of
Interim Financial Data (Unaudited)
Results of Operations
The following discussion and analysis provides information that the Company's
management believes is relevant to an assessment and understanding of the
Company's results of operations and financial condition.
In connection with the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995, the Company cautions readers that statements
contained herein, other than historical data, may be forward-looking and subject
to risks and uncertainties. The following important factors could cause the
Company's actual results to differ materially from those projected in
forward-looking statements made by, or on behalf of, the Company. This list is
not intended to present an all-inclusive list of such factors.
- Loss of one or more major customers due to bank consolidations or
other reasons,
- Rise in paper prices which outpaces the Company's ability to pass the
increase onto its customers,
- Inability to extend existing contracts or successfully negotiate new
contracts,
- Technological obsolescence of the Company's products or manufacturing
equipment,
- Contracting market for traditional business forms products,
- Competition from large national manufacturers of internal bank forms
and custom business forms.
<TABLE>
<CAPTION>
Three Months Ended April 30
Percentage of Net Sales Increase
----------------------- --------
1999 1998 1999 vs. 1998
---- ---- -------------
<S> <C> <C> <C>
Net Sales. . . . . . . . . . . . . 100.0 % 100.0 % 10.5 %
Cost of Goods Sold . . . . . . . . 71.5 72.5 9.0
-------- -------- --------------
Gross Profit. . . . . . . . . 28.5 27.5 14.3
-------- -------- --------------
Selling, General and
Administrative Expenses. . . . . 18.0 19.4 2.4
-------- -------- --------------
Operating Income . . . . . . . . . 10.5 8.1 43.1
Net Earnings . . . . . . . . . . . 5.9 4.1 57.7
-------- -------- --------------
</TABLE>
<TABLE>
<CAPTION>
Six Months Ended April 30
Percentage of Net Sales Increase
----------------------- --------
1999 1998 1999 vs. 1998
---- ---- -------------
<S> <C> <C> <C>
Net Sales. . . . . . . . . . . . . 100.0 % 100.0 % 5.4 %
Cost of Goods Sold . . . . . . . . 72.9 72.7 5.6
-------- -------- --------------
Gross Profit. . . . . . . . . 27.1 27.3 5.0
-------- -------- --------------
Selling, General and
Administrative Expenses. . . . . 18.1 18.9 1.5
-------- -------- --------------
Operating Income . . . . . . . . . 9.0 8.4 12.9
Net Earnings . . . . . . . . . . . 5.2 4.4 24.8
-------- -------- --------------
</TABLE>
<PAGE>
Page 9
The following table sets forth unaudited net sales information for the periods
indicated for internal bank forms, custom business forms and consolidated net
sales of the Company.
<TABLE>
<CAPTION>
INTERNAL CUSTOM CONSOLIDATED
BANK FORMS % BUSINESS FORMS % SALES
----------- --- -------------- --- ------------
<S> <C> <C> <C> <C> <C>
Second Quarter
1999 $ 7,225,676 61 $4,652,593 39 $11,878,269
1998 $ 7,366,822 69 $3,387,121 31 $10,753,943
Increase (Decrease) $ (141,146) $1,265,472 $ 1,124,326
Percentage Change (1.9%) 37.4% 10.5%
Six Months
1999 $14,451,579 64 $8,070,308 36 $22,521,887
1998 $14,822,106 69 $6,539,864 31 $21,361,970
Increase (Decrease) $ (370,527) $1,530,444 $ 1,159,917
Percentage Change (2.5%) 23.4% 5.4%
</TABLE>
RESULTS OF OPERATIONS
NET SALES. Net sales for the second quarter of 1999 increased 10.5 percent.
However, as the sales mix shows, internal bank forms decreased 1.9 percent for
the quarter and 2.5 percent for the six month period. Internal bank form sales
decreased within the Northstar Financial Forms division which had several sales
contracts that expired in the second and third quarters of 1998 and were not
renewed. The other internal bank forms operations had sales increases of
approximately 14 percent for the quarter and 12 percent for the six months with
no significant change in product mix, sales prices or customer base. The custom
business forms sales increase is due to a new negotiable document product line
for an existing customer. A significant portion of this new business is
manufactured at the Northstar Financial Forms division. Sales fluctuations were
driven primarily by the above described volume and mix changes. Sales prices
remained relatively constant during the second quarter and six month periods.
GROSS PROFIT. For the second quarter, the Company was able to reduce both
material costs and variable expenses by approximately 1.0 percent of net sales.
Fixed costs remained constant as a percentage of sales. However direct labor
increased approximately 20.0 percent or a 1.0 percent increase as a percentage
of sales. For the six month period, manufacturing costs, excluding direct labor
remained relatively constant as a percentage of sales. Direct labor for the six
month period increased 1.0 percent as a percentage of sales. Direct labor costs
increased for the second quarter and six months as new employees were added to
manufacture the increased business as discussed in the "Outlook" section.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSE. For both the second quarter and
six month period the selling, general and administrative expenses increased
minimally. The increased sales for the second quarter allowed for better
absorption of these expenses thereby reducing these costs as a percentage of
sales by approximately 1.0 percent for the six month period.
OTHER INCOME AND EXPENSE. Other income and expense consists principally of
interest expense which decreased $95,923 for the second quarter ($213,480 for
the six months) due to debt repayment.
EARNINGS BEFORE INCOME TAXES. Earnings before income taxes for 1999 were 10.0
percent of net sales for the second quarter and 8.65 percent of net sales for
the six months compared to 6.7 percent for the second quarter and 7.1 percent
for the six months of 1998.
Page 10
<PAGE>
Page 10
PROVISION FOR IN INCOME TAXES. The provision for income taxes for the six
months was 40.0 percent consistent with the tax rate for the previous fiscal
year.
FINANCIAL CONDITION AND LIQUIDITY
LONG-TERM DEBT. The Company's long-term debt consists of a term loan and
Industrial Development Revenue Bonds. The term loan principal is payable in
quarterly installments and from annual excess cash flow as defined in the Loan
Agreement. During the second quarter ended April 30, 1999, the Company made an
additional principal payment of $1,000,000 in excess of the scheduled principal
payment on the term loan. The bonds require annual principal payments and
interest at a variable rate based upon comparable tax-exempt issues. Both the
term loan and the bonds specify limits on capital expenditures and dividends as
well as specify working capital, net worth and certain financial ratios that the
Company must maintain.
LIQUIDITY. Cash provided by operations was $2,561,139 during 1999, compared to
$2,578,291 in 1998. Working capital was $7.8 million on April 30, 1999 compared
to $7.7 million on October 31, 1998.
During 1999 the Company continued to expand and modernize its manufacturing
capacity by the acquisition of $1,035,054 in equipment compared to capital
expenditures of $1,290,618 for equipment and computer software for the
comparable period of 1998. The Company anticipates that total equipment and
computer software expenditures for 1999 will approximate $2,000,000.
If necessary to finance operations, the Company has a $1.5 million line of
credit at an interest rate equal to the bank's reference rate. The Company did
not have to utilize this line of credit during 1999 or 1998. The Company
believes its existing financial resources are adequate to fund its 1999
operations, including capital expenditures and dividend payments, and foresees
no events or uncertainties that are likely to have a material impact on its
liquidity.
OUTLOOK. Merger and acquisition activity in the banking industry remains
extremely strong at this time. Banks generally consolidate their purchasing of
internal bank forms with one supplier. Therefore, the Company could obtain or
lose a significant customer or numerous smaller customers as this consolidation
activity continues. To increase and improve market penetration in the internal
bank forms market, the Company has developed additional distribution channels by
forming two new strategic sales and marketing alliances with other companies in
the financial forms industry. Sales with one of these partners began slowly but
are now increasing monthly. Sales with the second alliance depends on the
partner's ability to sell internal bank forms as ancillary products used in the
equipment it sells to the banking industry. In January 1999, the Company signed
a new contract to manufacture negotiable documents for its largest customer.
The new contract is for a four-year term with additional sales from a new
product line estimated at $3.5 million annually. In 1999, the Company signed
one other new negotiable document contract for a two year period and has begun
producing a new line of custom business forms for a current customer.
Paper price changes, sales volume changes and sales mix changes are three
factors with a significant effect on the Company's gross profit. The paper
industry has announced price increases varying from 5.0 percent to 7.0 percent
for late spring 1999. At this time the Company expects to be able to pass
these paper price increases onto its customers. During the remainder of 1999,
sales volumes are expected to increase in both custom business forms and
internal bank forms. Based upon these expectations, the Company expects the
gross profit for the balance of 1999 to exceed the 1998 gross profit in total
and as a percentage of sales.
<PAGE>
Page 11
The Company does not anticipate significant change in selling, general and
administrative costs for 1999. Based on the projected increase in sales volume,
these costs are expected to decrease as a percentage of sales in 1999.
The outlook for the Company has been positively affected by the internal bank
forms computer system which the Company developed and installed in the first
location in the last quarter of 1997. This system has been continually enhanced
and is now installed in all of the Company's internal bank forms production
facilities. The integrated computer system is already increasing operating
efficiencies within the internal bank forms plants by streamlining order
processing, enhancing equipment utilization and improving billing and reporting
capabilities.
NEW ACCOUNTING PRONOUNCEMENTS. In June 1997, the FASB issued SFAS 130,
"Reporting Comprehensive Income," a new standard requiring the reporting and
display of "Comprehensive Income" (defined as the change in equity of a business
enterprise during a period from sources other than those resulting from
investment by owners and distributions to owners) and its components in a
full-set of general-purpose financial statements. In the six month period ended
April 30, 1999, and in fiscal year 1998, the Company did not have any changes in
equity from nonowner sources.
In June 1997, the FASB issued SFAS 131, "Disclosures About Segments of an
Enterprise and Related Information," a new standard for reporting information
about operating or business segments in financial statements. The new standard
will be effective for the Company's annual financial statements in fiscal year
1999. The Company has not determined what impact, if any, this new standard
will have on its reporting of segment information.
READINESS FOR YEAR 2000.
STATE OF READINESS. The Company's Y2K Plan is focused on assessing and ensuring
compliance of its hardware, operating systems, software applications and custom
applications. Additionally, the Company is reviewing the Year 2000 compliance
status of its customers, vendors and other service providers.
HARDWARE, OPERATING SYSTEMS AND SOFTWARE APPLICATIONS. The Company is in the
process of completing its assessment of its hardware, operating systems and
software applications. The Company estimates that 90% of its hardware,
operating systems and software applications have been upgraded for Y2K
compliance or have been certified internally or through the appropriate vendor
to be compliant. The Company expects any remaining upgrades required to be
completed by August 31, 1999. Projected expenditures are included in the 1999
proposed capital expenditure budget.
<PAGE>
Page 12
THIRD PARTY RELATIONSHIPS. The Company is communicating with vendors, customers
and other business partners to determine their Y2K compliance. The Company
anticipates that this will be complete by July 1999.
COST AND CONTINGENCY PLANS. Although the ultimate cost of attaining Year 2000
compliance is not fully known at this time, management's best estimate is that
the costs will not be material. These costs will be funded from operations. In
the event the Company needs to devote more resources to the process, additional
costs may be incurred. Such a situation could have a materially adverse effect
on the Company's financial condition and results of operations. Although the
Company believes that its systems will all be Y2K compliant on a timely basis,
the Company has developed detailed contingency plans. To the extent that the
Company identifies Year 2000 compliance issues that cannot be addressed on a
timely basis, it will continue to develop appropriate contingency plans in order
to mitigate its risk.
<PAGE>
Page 13
NORTHSTAR COMPUTER FORMS, INC.
PART II. - OTHER INFORMATION
Item 3. Financial Instruments
The principal financial instruments the Company maintains are in
accounts receivable, notes receivable and long term debt. The Company
believes that the interest rate, credit and market risk related to
these accounts is not significant. The Company manages the risk
associated with these accounts through periodic reviews of the
carrying value for non-collectability of assets and establishment of
appropriate allowances in connection with the Company's internal
controls and policies. The Company does not enter into hedging or
derivative instruments.
Item 4. Submission of Matters to a Vote of Security Holders
The registrant held its Annual Meeting of Stockholder on April 8,
1999.
(a) The shareholders re-elected the incumbent Board of Directors: Roger T.
Bredesen, John G. Mutschler, J. S. Braun, Kenneth E. Overstreet, Roy
W. Terwilliger and Dr. Lester A. Wanninger.
(b) The shareholders approved the proposal to amend the Company's Outside
Directors Stock Option Plan to permit the granting of additional
options to directors and to add an additional 100,000 shares of common
stock for issuance.
(c) The shareholders approved the re-appointment of PricewaterhouseCoopers
LLP as independent accountants of the Company for the year ending
October 31, 1999.
2,041,059 shares were voted affirmatively. There were 70,815 votes
against and 3,834 votes abstained.
Item 6. Exhibits and Reports on Form 8-K - None.
None of the other items contained in Part II of Form 10-Q is applicable to the
Company for the quarter ended April 30, 1999.
<PAGE>
Page 14
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Northstar Computer Forms, Inc.
(Registrant)
Date: June 10, 1999 By: Mary Ann Morin
---------------------- ----------------------------
Mary Ann Morin
Chief Financial Officer
(Principal Financial Officer)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> OCT-31-1999
<PERIOD-START> NOV-01-1998
<PERIOD-END> APR-30-1999
<CASH> 4,117,701
<SECURITIES> 0
<RECEIVABLES> 6,087,377
<ALLOWANCES> 161,000
<INVENTORY> 2,069,519
<CURRENT-ASSETS> 12,866,551
<PP&E> 31,399,081
<DEPRECIATION> 17,524,100
<TOTAL-ASSETS> 29,577,278
<CURRENT-LIABILITIES> 5,025,686
<BONDS> 2,420,550
0
0
<COMMON> 136,549
<OTHER-SE> 19,536,033
<TOTAL-LIABILITY-AND-EQUITY> 29,577,278
<SALES> 22,521,887
<TOTAL-REVENUES> 22,521,887
<CGS> 16,408,754
<TOTAL-COSTS> 20,469,301
<OTHER-EXPENSES> (92,560)
<LOSS-PROVISION> 27,600
<INTEREST-EXPENSE> 168,222
<INCOME-PRETAX> 1,949,324
<INCOME-TAX> 780,500
<INCOME-CONTINUING> 1,168,824
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,168,824
<EPS-BASIC> .43
<EPS-DILUTED> .41
</TABLE>