CONSOLIDATED GRAPHICS INC /TX/
8-K, 1999-10-15
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): OCTOBER 15, 1999

                           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
 =============================================================================

ITEM 5.  OTHER EVENTS

      On October 15, 1999, Consolidated Graphics, Inc. (the "Company") announced
preliminary results for its fiscal 2000 second quarter. A copy of the press
release is attached hereto as Exhibit 99.1.

      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 would prevent the Company
from achieving comparable financial results in the future or completing its
pending or future acquisitions.
<PAGE>
ITEM 7.  FINANCIAL STATEMENTS AND EXHIBIT

     (A)  EXHIBITS

     The following exhibit is filed herewith:

      99.1  Press release of the Company dated October 15, 1999, with respect to
            the announcement of the Company's preliminary fiscal 2000 second
            quarter results.


                                    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
                                                  EXECUTIVE VICE PRESIDENT-
                                                    MERGERS & ACQUISITIONS
                                          CHIEF FINANCIAL AND ACCOUNTING OFFICER

Date:  October 15, 1999

                                        2

                                                                    EXHIBIT 99.1

                                       FOR:  Consolidated Graphics, Inc.

                                   CONTACT:  Ronald E. Hale, Jr.
                                             Consolidated Graphics, Inc.
                                             Vice President & Treasurer
                                             (713) 787-0977

                                             Betsy Brod/Jonathan Schaffer
                                             Media:Merridith Ingram/Heather Fox
                                             Morgen-Walke Associates, Inc.
                                             (212) 850-5600

FOR IMMEDIATE RELEASE

       CONSOLIDATED GRAPHICS REPORTS PRELIMINARY SECOND QUARTER RESULTS

     HOUSTON, TEXAS - October 15, 1999 - Consolidated Graphics, Inc. (NYSE:CGX)
today announced preliminary results for the second quarter ended September 30,
1999. Results for the quarter are expected to be as follows:

o    Sales increased approximately 47% to between $151 million and $153 million;
o    Operating income grew approximately 45% to between $20.7 million and $21.0
     million;
o    Net income increased approximately 40% to between $10.5 million and $10.8
     million;
o    Earnings per diluted share increased approximately 22% to between $.66 and
     $.68 per share.

     Joe R. Davis, Chairman and Chief Executive Officer, commented, "While the
quarter represents another solid operating performance, a weaker-than-expected
September resulted in revenues and earnings for the quarter which were lower
than expectations. The quarter's results were influenced in part by Hurricane
Floyd in September, which impacted the performance of nearly 20% of our
operations. Our facilities did not experience any physical damage, but the
disruptive effect of the severe weather surrounding the storm on our customers,
production employees, and sales personnel resulted in lower-than-expected
printing volume during the month.

     "Also affecting results for the second quarter was the timing of
acquisitions completed in the period. While recently announced letters of intent
for new acquisitions represent over $65 million in annualized revenue, completed
acquisitions during the entire quarter were just $25 million in annualized
revenue. As evidenced by the recently announced letters of intent, our
acquisition program remains very strong, and we are proceeding in a timely
fashion on the completion of announced transactions. We remain comfortable with
our March 31, 2000, target for run-rate revenue of $800 million."

                                    - MORE -
<PAGE>
Consolidated Graphics Reports Preliminary Second Quarter Results
Page -2-

     Mr. Davis continued, "While we continued to generate strong,
industry-leading operating margins and cash flow, four of our facilities
experienced operational problems which adversely affected revenues and profits.
Management issues, which accounted for underperformance at three of these
companies, have since been resolved, and we expect these operations to return to
profitability in the next few months. The fourth company experienced a revenue
shortfall resulting from our decision to exit an unprofitable piece of book
printing business.

     "For the remainder of the year, we do not expect our performance to be
adversely impacted by either weather-related problems or the acquisition-timing
issues from the second quarter and expect the results of the underperforming
companies to improve. However, internal growth may be affected as these
facilities work to generate acceptable results and better utilize capacity."

     Mr. Davis concluded, "As shareholders, we are disappointed with the
quarter's results but remain very optimistic about the future prospects for the
Company. We are extremely confident in our operating strategy and ability to
produce industry-leading growth and profitability. In the second quarter, we
generated strong operating margins, among the highest in the industry, and more
than $20 million in operating income. Our acquisition program also remains
strong, as we continue to buy profitable, well-managed printing companies and
achieve substantial improvement in their operating results and cash flows. We
look forward to a very profitable year as we continue to grow Consolidated
Graphics."

     The Company expects to report full financial results for the second quarter
on October 27, 1999.

     Consolidated Graphics, Inc. is the fastest growing printing company in the
United States. 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 65 companies
operating in 25 states with annualized revenues in excess of $700 million. For
more information, visit the Company's Web site at www.consolidatedgraphics.com.

     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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