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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): SEPTEMBER 22, 1998
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.)
5858 WESTHEIMER, SUITE 200
HOUSTON, TEXAS 77057
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 787-0977
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ITEM 5. OTHER EVENTS
On September 22, 1998, Consolidated Graphics, Inc. (the "Company")
announced the signing of a non-binding letter of intent to acquire The Graphics
Group of Dallas, Texas. A copy of the press release is attached hereto as
Exhibit 99.1.
On September 22, 1998, Consolidated Graphics, Inc. (the "Company")
announced the completion of the acquisition of Printing Corporation of America
located in Baltimore, Maryland. A copy of the press release is attached hereto
as Exhibit 99.2.
The attached press releases 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
pending or future acquisitions by the Company.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(A) EXHIBITS
The following exhibits are filed herewith:
99.1 Press release of Consolidated Graphics, Inc. dated September 22, 1998,
related to the signing of a non-binding letter of intent to acquire
The Graphics Group of Dallas, Texas.
99.2 Press release of Consolidated Graphics, Inc. dated September 22, 1998,
related to the announcement of the acquisition of Printing Corporation
of America located in Baltimore, Maryland.
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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/ RANDALL D. KEYS
Randall D. Keys
Vice President-Finance and
Chief Financial Officer
Date: September 28, 1998
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EXHIBIT 99.1
FOR: Consolidated Graphics, Inc.
APPROVED BY: Ronald E. Hale, Jr.
Vice President & Treasurer
(713) 787-0977
CONTACT: Betsy Brod/Jonathan Schaffer
Media: Eileen King
Morgen-Walke Associates, Inc.
(212) 850-5600
FOR IMMEDIATE RELEASE
CONSOLIDATED GRAPHICS TO ACQUIRE
THE GRAPHICS GROUP OF DALLAS, TEXAS
HOUSTON, TEXAS - September 22, 1998 - Consolidated Graphics, Inc.
(NYSE:CGX) today announced the signing of a letter of intent to acquire The
Graphics Group of Dallas, Texas. Founded in 1946, the Graphics Group is a
leading graphic arts service provider in the Southwest, serving corporations,
leading advertising and design firms, and marketing and communication
professionals. Jan Brans, President of The Graphics Group, will continue with
the company upon completion of the transaction. Representing the seller in the
transaction was Bill Crowley of Hardie & Crowley, LLC located in Austin, Texas.
Other terms were not disclosed.
Mr. Brans said, "Access to the latest equipment and technology has become
more important as companies compete to provide a full range of graphic arts
services to their customers. With Consolidated Graphics, we will be better able
to stay ahead of new printing industry technology as it is developed. This will
benefit our customers, our employees and our prospects for future growth."
Joe R. Davis, Chairman and Chief Executive Officer of Consolidated Graphics
commented, "The Graphics Group has been operating successfully for over a half-
century in the eighth largest print market in the nation. This transaction adds
another strong company to our group while expanding our presence in this
important market."
Consolidated Graphics is the fastest growing printing company in the United
States. A consolidator in a highly fragmented industry, the Company adds value
to its acquisitions through managerial and operational expertise, financial
strength and economies of scale. Upon completion of pending acquisitions,
Consolidated Graphics will have 48 companies nationwide with annualized revenues
in excess of $560 million.
This press release contains forward-looking statements, which involve known
and unknown risks, uncertainties or other factors that could cause actual
results to materially differ from the results, performance, or other
expectations implied by these forward-looking statements. Consolidated Graphics
expectations regarding run-rate revenues assume, among other things, completion
of pending acquisitions, general economic conditions, continued demand for its
product, the availability of raw materials, retention of its key management and
operating personnel, as well as other factors detailed in Consolidated Graphics
filings with the Securities and Exchange Commission.
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EXHIBIT 99.2
FOR: Consolidated Graphics, Inc.
APPROVED BY: Ronald E. Hale, Jr.
Vice President & Treasurer
(713) 787-0977
CONTACT: Betsy Brod/Jonathan Schaffer
Media: Eileen King
Morgen-Walke Associates, Inc.
(212) 850-5600
FOR IMMEDIATE RELEASE
CONSOLIDATED GRAPHICS COMPLETES ACQUISITION OF
PRINTING CORPORATION OF AMERICA OF BALTIMORE MARYLAND
HOUSTON, TEXAS - September 22, 1998 -- Consolidated Graphics, Inc.
(NYSE:CGX) today announced that it has completed the acquisition of Printing
Corporation of America located in Baltimore, Maryland. PCA is the first
acquisition completed from a four-company announcement on July 31, 1998. Other
terms of the transaction were not disclosed.
PCA, founded 27 years ago, provides high-quality color commercial printing
to the Baltimore-Washington, D.C. market, the sixth largest printing market in
the nation. The Company's management team of Richard Jones, President, John
Gowland, Chief Operating Officer and U. A. Yates, Chief Financial Officer will
remain with the company upon completion of the transaction.
Mr. Jones commented, "We believe Consolidated Graphics is the best fit for
us. PCA is a well-managed and well-equipped printing company committed to
serving customers. As part of Consolidated Graphics, we can put the benefits of
national scale to work, maximizing service and productivity while minimizing
costs. And we do this without giving up our identity or dismantling a management
team and employee group that wants to participate in our future success."
Joe R. Davis, Chairman and Chief Executive Officer of Consolidated Graphics
said, "With PCA we add another market leading company and expand our presence in
the Mid-Atlantic, specifically the Baltimore-Washington, D.C. area. We continue
to benefit from our strong reputation in the industry as outstanding companies
like PCA elect to join our organization. We look forward to supporting Richard
Jones, John Gowland, U.A. Yates and their highly skilled employees as they grow
their operation and continue their success."
-more-
Consolidated Graphics, Inc. is the fastest growing printing company in the
United States. A consolidator in a highly fragmented industry, the Company adds
value to its acquisitions through managerial and operational expertise,
financial strength and economies of scale. Upon completion of pending
acquisitions, Consolidated Graphics will have 48 companies with annualized
revenues in excess of $560 million.
This press release contains forward-looking statements, which involve known
and unknown risks, uncertainties or other factors that could cause actual
results to materially differ from the results, performance, or other
expectations implied by these forward-looking statements. Consolidated Graphics
expectations regarding run-rate revenues assume, among other things, completion
of pending acquisitions, general economic conditions, continued demand for its
product, the availability of raw materials, retention of its key management and
operating personnel, as well as other factors detailed in Consolidated Graphics
filings with the Securities and Exchange Commission.
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