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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
JULY 22, 1999
MAIL-WELL, INC.
(Exact Name of Registrant as Specified in its Charter)
COLORADO
(State or Other Jurisdiction of Incorporation)
1-12551 84-1250533
(Commission File Number) (IRS Employer Identification Number)
23 INVERNESS WAY EAST, ENGLEWOOD, CO 80112
(Address of principal executive offices) (Zip Code)
303-790-8023
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On July 22, 1999 the Company announced the following:
MAIL-WELL ANNOUNCES RECORD SECOND QUARTER SALES AND EARNINGS;
EPS INCREASES 27%
ENGLEWOOD, CO--Mail-Well Inc. (NYSE: MWL) announced today record sales
and earnings for the thirteenth consecutive quarter.
Second quarter 1999 sales increased 25% to $439.0 million from the same
period a year ago. Second quarter net income of $15.0 million increased
33% from the same quarter last year, while earnings per diluted share of
$0.28 increased 27% compared to $0.22 per diluted share in the prior
year. Sales and net income for the first half increased by 32% and 43%
to $879.5 million and $29.8 million, respectively, from the prior year.
Earnings per diluted share for the six months ended June 30, 1999,
increased 33% to $0.56.
"This was another strong quarter for Mail-Well and our thirteenth
consecutive quarter of record sales and earnings," said Gerald F.
Mahoney, Chairman and CEO of Mail-Well. "We are particularly pleased
with the margin improvements in each of our businesses. The second
quarter demonstrates the continued success we have had in improving
profitability. Second quarter operating margins increased to 8.9% from
7.1% last year. In particular, the envelope restructuring initiatives
continue on plan and are delivering the results we anticipated. A new
accounts receivable securitization facility was successfully syndicated
in the second quarter, which increased the Company's borrowing capacity
by another $50 million. We also successfully completed four
acquisitions in the second quarter - three commercial printers and one
label company. For the remainder of 1999 we expect additional margin
improvement and continued growth internally and from acquisitions."
Mail-Well is a leading consolidator in the highly fragmented printing
industry, specializing in four fast-growing multibillion-dollar market
segments: commercial printing, envelopes, labels and printing for
distributors. Mail-Well currently has more than 13,000 employees, 110
printing plants and numerous sales offices throughout North America.
Reporting 1998 sales of $1.5 billion, Mail-Well currently has a revenue
run rate in excess of $1.9 billion.
This press release may contain forward-looking statements that are
subject to various uncertainties and risks that could affect their
outcome. Factors that could cause or contribute to such differences
include, but are not limited to, product demand and sales, interest
rates, ability to obtain assumed productivity savings and availability
of acquisition opportunities.
Note: News releases and other information on Mail-Well can be accessed
at www.mail-well.com
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MAIL-WELL, INC.
FINANCIAL SUMMARY
THREE AND SIX MONTHS ENDED JUNE 30, 1999
(MILLIONS, EXCEPT PER SHARE AMOUNTS)
<CAPTION>
THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
------------------------------ -----------------------------
CONDENSED INCOME STATEMENT 1999 1998 <F1> 1999 1998 <F1>
------ ------ ------ ------
<S> <C> <C> <C> <C>
Net sales $439.0 $350.1 $879.5 $668.8
Gross profit 107.4 70.4 207.0 139.5
Selling, administrative and other 68.5 45.5 130.5 91.1
------ ------ ------ ------
Operating income 38.9 24.9 76.5 48.4
Interest and other expense 13.5 7.3 26.1 14.1
------ ------ ------ ------
Income before income taxes 25.4 17.6 50.4 34.3
Income taxes 10.4 6.3 20.6 13.5
------ ------ ------ ------
Net income $15.0 $11.3 $29.8 $20.8
====== ====== ====== ======
ADDITIONAL INFORMATION
Depreciation $10.9 $8.1 $20.3 $14.5
Amortization $3.2 $2.1 $6.0 $3.9
EBITDA $53.0 $35.1 $102.8 $66.8
EARNINGS PER SHARE INFORMATION
Weighted average shares [basic] 49.0 46.8 48.9 45.2
Earnings per basic share $0.31 $0.24 $0.61 $0.46
Weighted average shares [diluted] 58.4 56.8 58.3 55.2
Earnings per diluted share $0.28 $0.22 $0.56 $0.42
<CAPTION>
BALANCE SHEET DATA 30-JUNE-99 31-MARCH-99 31-DEC-98
---------- ----------- ---------
<S> <C> <C> <C>
Cash $10.6 $2.3 $1.4
Long-term debt, excluding current
portion $673.2 $582.3 $583.4
Stockholders' equity $337.3 $317.8 $299.4
<FN>
<F1> Restatement of previously reported financial statements to retroactively reflect the May 30, 1998
mergers of the Commercial Printing Group accounted for as poolings of interests.
</TABLE>
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MAIL-WELL, INC.
SEGMENT INFORMATION
THREE AND SIX MONTHS ENDED JUNE 30, 1999
(MILLIONS)
<CAPTION>
THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
------------------------------ -----------------------------
NET SALES 1999 1998 <F1> 1999 1998 <F1>
------ ------ ------ ------
<S> <C> <C> <C> <C>
Commercial Printing $165.9 $115.7 $349.7 $215.2
Envelopes 181.0 184.5 379.9 375.1
Printing for Distributors 39.0 28.6 71.9 53.2
Labels 53.1 21.3 78.0 25.3
------ ------ ------ ------
Total net sales $439.0 $350.1 $879.5 $668.8
====== ====== ====== ======
OPERATING INCOME
Commercial Printing $13.3 $4.8 $27.2 $10.5
Envelopes 23.6 19.9 48.7 41.4
Printing for Distributors 3.8 2.5 6.6 4.2
Labels 3.9 1.6 5.6 1.9
------ ------ ------ ------
Total from operating segments 44.6 28.8 88.1 58.0
------ ------ ------ ------
Corporate and other 5.7 3.1 11.6 6.6
Merger expenses - 0.8 - 3.0
------ ------ ------ ------
Total operating income $38.9 $24.9 $76.5 $48.4
====== ====== ====== ======
<FN>
<F1> Restatement of previously reported financial statements to retroactively reflect the May 30, 1998
mergers of the Commercial Printing Group accounted for as poolings of interests.
</TABLE>
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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.
Mail-Well, Inc.
---------------
(Registrant)
By: /s/Gary H. Ritondaro
-------------------------------
Gary H. Ritondaro
Sr. Vice President and CFO
Date: July 22, 1999
