CONSOLIDATED GRAPHICS INC /TX/
8-K, 1997-02-26
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): FEBRUARY 26, 1997
                           CONSOLIDATED GRAPHICS, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

            TEXAS                       0-24068                  76-0190827
(STATE OR OTHER JURISDICTION    (COMMISSION FILE NUMBER)      (I.R.S. EMPLOYER
      OF INCORPORATION)                                      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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<PAGE>
ITEM 5.  OTHER EVENTS

     On February 26, 1997, Consolidated Graphics, Inc. (the "Company")
announced that it has signed a nonbinding letter of intent to acquire Litho
Industries, Inc. of Raleigh-Durham, North Carolina. A copy of the press release
is attached hereto as Exhibit 99.

     The attached press release may contain forward looking information. Readers
are cautioned that such information involves risks and uncertainties, including
the possibility that events may occur which preclude completion of the Company's
pending or anticipated future acquisitions.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

     (A)  EXHIBITS

     The following exhibit is filed herewith:

          99  Press release of Consolidated Graphics, Inc. dated February 26,
              1997 with respect to the Company's announcement that it has
              executed a nonbinding letter of intent to acquire Litho
              Industries, Inc. of Raleigh-Durham, North Carolina.

                                       1
<PAGE>
                                   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
                                                  G. CHRISTOPHER COLVILLE
                                                VICE PRESIDENT -- MERGERS AND
                                                       ACQUISITIONS
                                               CHIEF FINANCIAL AND ACCOUNTING
                                                         OFFICER

Date:  February 26, 1997

                                       2

                                                                      EXHIBIT 99

                                 FOR:   Consolidated Graphics, Inc.
                         APPROVED BY:   Ronald E. Hale, Jr.
                                        Vice President
                                        (713) 529-4200
                             CONTACT:   Betsy Brod/Jeff Majtyka
                                        Media: Stan Froelich
                                        Morgen-Walke Associates, Inc.
                                        (212) 850-5600

FOR IMMEDIATE RELEASE

           CONSOLIDATED GRAPHICS ANNOUNCES LETTER OF INTENT TO ACQUIRE
            LITHO INDUSTRIES, INC. OF RALEIGH-DURHAM, NORTH CAROLINA

              TRANSACTION BRINGS RUN-RATE REVENUES TO $200 MILLION

     HOUSTON, TEXAS -- FEBRUARY 26, 1997 -- CONSOLIDATED GRAPHICS, INC.
(NYSE/CGX) today announced it has signed a letter of intent to acquire Litho
Industries, Inc. in the Research Triangle Park area near Raleigh/Durham, North
Carolina. Upon completion of pending acquisitions, Consolidated Graphics will
operate 20 companies in 15 markets with annualized run-rate revenues of $200
million. Terms of the Litho Industries transaction were not disclosed.

     Litho Industries, Inc. was founded in 1968 and currently serves several
major corporations in North Carolina and the New York City metro area.
Management, including owners Arnold Shertz, Chairman, and Robert Shertz,
President, will continue in their present roles. Litho is a high-quality,
full-service commercial printer, featuring ten presses with up to six-color
capability, a state-of-the-art prepress operation, a fully-equipped bindery and
a complete mailing/fulfillment function. Litho's operations are housed in a
115,000 square-foot facility built for the company in 1993.

     Joe R. Davis, Chairman and Chief Executive Officer of Consolidated,
commented "Litho Industries' decision to join Consolidated Graphics provides an
exciting opportunity to expand our share of the vibrant pharmaceutical and
health care printing market. Litho has an excellent group of employees and has
established an enviable reputation for superior quality and customer service.
The addition of Litho represents our second acquisition in the Raleigh/Durham
area, consistent with our goal of building market share in key commercial
printing markets."

     Consolidated Graphics, Inc. is one of the fastest growing printing
companies in the U.S. It is a consolidator which adds value to its acquisitions
by providing the financial and operating strengths, management support and
technological advantages associated with a larger organization.

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