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): December 18, 1996
Consolidated Graphics, Inc.
(Exact name of registrant as specified in its charter)
TEXAS 0-24068 76-0190827
(State or other jurisdiction of (Commission (I.R.S.Employer
incorporation) File Number) Identification No.)
2210 West Dallas Street
Houston, Texas 77019
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (713) 529-4200
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Item 5. Other Events
Stock Split
On December 18, 1996, Consolidated Graphics, Inc. ( the
"Company") announced a two-for-one split of its common stock (the "Stock
Split"). The Stock Split will be effected in the form of a stock dividend and
will entitle each shareholder of record on December 31, 1996 to receive one
share of common stock for every share of the Company's common stock held on the
record date. The Stock Split will be effective as of January 10, 1997. A copy of
the press release is attached hereto as Exhibit 99.
Additional Shares Registered as a Result of Stock Split
Pursuant to Rule 416(b) under the Securities Act of 1933 (the
"Securities Act"), the number of shares of the Company's common stock registered
for sale under the Securities Act by the following Registration Statements on
Forms S-3 and S-8 will be deemed to be increased by the Stock Split to cover the
additional shares resulting from the application of the Stock Split to the
registered shares of the Company's common stock remaining unsold under the
following Registration Statements as of the December 31, 1996 record date for
the Stock Split:
Registration Pre-Split
Statement Shares
Number Type of Registration Registered
- ------ -------------------- ----------
33-87192 Consolidated Graphics, Inc. 367,500
Long-Term Incentive Plan,
Form S-8
333-06097 Consolidated Graphics, Inc. 424,658
Shelf Registration, Form S-3
333-13737 Consolidated Graphics, Inc. 600,000
Long-Term Incentive Plan,
Form S-8
333-18435 Consolidated Graphics, Inc. 37,500
Employee 401(k) Savings Plan,
Form S-8
333- Consolidated Graphics, Inc. 176,280
Shelf Registration, Form S-3
The foregoing Registration Statements, which incorporate by
reference this Report on Form 8-K, are hereby amended pursuant to Rule 416(b)
under the Securities Act to increase the amount of shares of the Company's
common stock registered thereunder to reflect the 100% stock dividend.
Item 7. Financial Statements and Exhibits
The following exhibit is filed herewith:
99 Press release of Consolidated Graphics, Inc. dated December 18,
1996 with respect to a two-for-one split of its outstanding
common stock.
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SIGNATURE
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.
CONSOLIDATED GRAPHICS, INC.
(Registrant)
By: /s/ G. Christopher Colville
Vice President - Mergers and Acquisitions
and Chief Financial Officer
Date: December 24, 1996
[CONSOLIDATED GRAPICS. INC. LOGO]
NEWS RELEASE
CONTACT: Betsy Brod/Jeff Majtyka
Media: Stan Froelich
Morgan-Walke Associates, Inc.
(212) 850-5600
CONSOLIDATED GRAPHICS ANNOUNCES 2-FOR-1 STOCK SPLIT
HOUSTON, TEXAS December 18, 1996 Consolidated Graphics, Inc.
(Nasdaq/NM:COGI), today announced a 2-for-1 split of its common stock. The stock
split will be in the form of a stock dividend which will be distributed on
January 10, 1997, to shareholders of record at the close of business on December
31, 1996. Shareholders will receive one share of common stock for each share of
the Company's common stock held on the record date. The Company currently has
6,154,840 shares of common stock issued and outstanding.
Joe R. Davis, Chairman and Chief Executive Officer, commented, "This
2-for-1 stock split is a milestone in the growth and success of Consolidated
Graphics, and will make our stock more accessible to both existing investors and
those who wish to participate in our future growth."
Consolidated Graphics, Inc. is one of the fastest growing printing
companies in the United States. It is a consolidator in a fragmented industry,
adding value to its acquisitions by providing the financial and operational
strengths, management support and technological advantages associated with a
larger organization. Following the completion of two recently announced
acquisitions, the Company will own 18 printing companies operating in 14
markets.
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Consolidated Graphics
2210 West Dallas Street
Houston, Texas 77019
(713) 529-4200