CONSOLIDATED GRAPHICS INC /TX/
8-K, 2000-04-26
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): APRIL 26, 2000

                          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 April 26, 2000, Consolidated Graphics, Inc. (the "Company") announced
the results of its fiscal 2000 fourth quarter. In addition, the Company
announced that it has repurchased 2.1 million shares of its common stock since
the adoption of its share buyback program and that the Board of Directors has
authorized the repurchase of an additional 1.4 million shares of its common
stock. 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)  EXHIBIT

     The following exhibit is filed herewith:

          99.1 Press release of the Company dated April 26, 2000, related to the
               announcement of the Company's fiscal 2000 fourth quarter results.
               In addition, the Company announced that it has repurchased 2.1
               million shares of its common stock since the adoption of its
               share buyback program and that the Board of Directors has
               authorized the repurchase of an additional 1.4 million shares of
               its common stock.

                                   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:  April 26, 2000

                                       2

                                                                    EXHIBIT 99.1

                                    FOR: Consolidated Graphics, Inc.

                                CONTACT: Tara Taranto
                                         Consolidated Graphics, Inc.
                                         Investor Relations Manager
                                         (713) 787-0977

                                         Betsy Brod/Keith Curtis
                                         Media:Jennifer Kirksey
                                         Morgen-Walke Associates, Inc.
                                         (212) 850-5600




FOR IMMEDIATE RELEASE



                 CONSOLIDATED GRAPHICS REPORTS YEAR-END RESULTS

     Houston, Texas - April 26, 2000 - Consolidated Graphics, Inc. (NYSE:CGX)
today announced results for its fiscal year ended March 31, 2000.

     For the twelve months ended March 31, 2000, total sales increased 43% to
$624.9 million compared to $436.0 million in 1999. Net income increased 19% to
$38.5 million, or $2.51 per diluted share, versus $32.3 million, or $2.28 per
diluted share, in the prior-year period. Operating income for the twelve-month
period increased 28% to $77.6 million from $60.7 million.

     Total revenues for the fiscal 2000 fourth quarter increased 30% to $167.8
million compared to $129.3 million in the prior year period. Net income for the
fourth quarter was $8.2 million, or $.58 per diluted share, compared to $9.6
million, or $.65 per diluted share in 1999. Operating income for the fourth
quarter was $17.9 million, unchanged from the corresponding period in 1999.

     Joe R. Davis, Chairman and Chief Executive Officer, commented, "Our fourth
quarter results were in line with our expectations as we continue to address the
challenges of current conditions in the printing industry as well as pursue
opportunities with our e-business strategy and national account sales
initiatives. We continue to be a very profitable company with industry-leading
operating margins. These margins were impacted however by our efforts to
increase sales volumes in the midst of unfavorable industry conditions, which
persisted through much of the quarter, together with marketing costs related to
the roll out of our e-business strategy.

     "During the fourth quarter, we made considerable progress with our
e-business strategy. We are completing the development of significant branded
e-business services, including OPAL (Online Print Asset Library) and COIN
(Custom Ordering Interactive Network), which will be highly attractive to our
existing print customers as well as open new sales channels. In addition, we
have formed CGXMedia to market our ability to provide complementary electronic
services to our customers on a national basis."

                                            -MORE-

Consolidated Graphics Reports Year End Results                   Page -2-
<PAGE>
     Mr. Davis concluded, "We continue to seek to gain market share in this very
competitive print environment. Our national network of printing companies, whose
geographic reach and extensive printing capabilities is unmatched in the
industry, is well-positioned to serve national accounts and we expect positive
developments from recent efforts in this area in the near future. In the
meantime, we remain committed to generating above industry average revenue
growth rates while maintaining our industry-leading operating margins."

     In addition, the Company announced that it has repurchased 2.1 million
shares of its common stock since the adoption of its share buyback program,
reducing its total common stock outstanding to 13.7 million shares. The
Company's Board of Directors has authorized the repurchase of an additional 1.4
million shares of common stock that may be purchased from time to time in
open-market purchases or in privately negotiated block purchase transactions.
The amount and timing of any purchases will depend on upon a number of factors,
including the price and availability of the Company's shares, general market
conditions and certain provisions included in the Company's existing bank credit
agreements.

     Consolidated Graphics operates printing companies in 25 states with
annualized revenues in excess of $650 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, 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.

                                 (Table Follows)
<PAGE>
                             CONSOLIDATED GRAPHICS, INC.
                            Consolidated Income Statement
                      (In thousands, except per share amounts)


                                        Three Months Ended       Year Ended
                                            March 31,              March 31,
                                       -------------------   -------------------
                                         2000       1999       2000       1999
                                       --------   --------   --------   --------
Sales ..............................   $167,772   $129,313   $624,895   $435,961
Cost of Sales ......................    119,704     88,924    437,345    298,935
  GROSS PROFIT .....................     48,068     40,389    187,550    137,026
Selling Expense ....................     16,840     12,628     61,267     42,767
General and Administrative Expense .     13,310      9,908     48,677     33,605
  OPERATING INCOME .................     17,918     17,853     77,606     60,654
Interest Expense, net ..............      4,308      2,130     13,476      7,745
  Pretax Income ....................     13,610     15,723     64,130     52,909
Income Taxes .......................      5,442      6,133     25,651     20,634
  NET INCOME .......................   $  8,168   $  9,590   $ 38,479   $ 32,275

Earnings Per Share - Basic .........   $    .58   $    .66   $   2.54   $   2.35

Earnings Per Share - Diluted .......   $    .58   $    .65   $   2.51   $   2.28


Weighted Average Shares Outstanding

                  Basic ............     14,138     14,445     15,155     13,762

                  Diluted ..........     14,195     14,866     15,336     14,126

                                    #   #   #

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