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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Quarterly Period Ended August 31, 2024

OR

Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the Transition Period from to

Commission File Number 1-5807

 

ENNIS, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Texas

 

75-0256410

(State or Other Jurisdiction of
Incorporation or Organization)

 

(I.R.S. Employer
Identification No.)

 

 

 

2441 Presidential Pkwy., Midlothian, Texas

 

76065

(Address of Principal Executive Offices)

 

(Zip code)

Registrant’s Telephone Number, Including Area Code: (972) 775-9801

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange on which registered

Common Stock, par value $2.50 per share

 

EBF

 

New York Stock Exchange

 

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Date File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

 

 

 

Accelerated filer

 

 

 

 

 

 

 

 

Non-accelerated filer

 

 

 

 

Smaller reporting company

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

As of October 1, 2024, there were 26,003,854 shares of the Registrant’s common stock outstanding.

 

 

 


 

ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

TABLE OF CONTENTS

PART I: FINANCIAL INFORMATION

 

 

 

 

 

 

 

Item 1. Condensed Consolidated Financial Statements (unaudited)

 

3

 

 

 

 

 

Condensed Consolidated Balance Sheets at August 31, 2024 and February 29, 2024

 

3

 

 

 

 

 

Condensed Consolidated Statements of Operations for the three and six months ended August 31, 2024 and August 31, 2023

 

5

 

 

 

 

 

Condensed Consolidated Statements of Comprehensive Income for the three and six months ended August 31, 2024 and August 31, 2023

 

6

 

 

 

 

 

Condensed Consolidated Statements of Changes in Shareholders’ Equity for the three and six months ended August 31, 2024 and August 31, 2023

 

7

 

 

 

 

 

Condensed Consolidated Statements of Cash Flows for the three and six months ended August 31, 2024 and August 31, 2023

 

8

 

 

 

 

 

Notes to Condensed Consolidated Financial Statements (unaudited)

 

9

 

 

 

 

 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

23

 

 

 

 

 

Item 3. Quantitative and Qualitative Disclosures About Market Risk

 

30

 

 

 

 

 

Item 4. Controls and Procedures

 

30

 

 

 

PART II: OTHER INFORMATION

 

 

 

 

 

 

 

Item 1. Legal Proceedings

 

30

 

 

 

 

 

Item 1A. Risk Factors

 

30

 

 

 

 

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

31

 

 

 

 

 

Item 3. Defaults Upon Senior Securities

 

31

 

 

 

 

 

Item 4. Mine Safety Disclosures

 

31

 

 

 

 

 

Item 5. Other Information

 

31

 

 

 

 

 

Item 6. Exhibits

 

31

 

 

 

SIGNATURES

 

32

 

 

 

 


 

PART I. FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(unaudited, in thousands)

 

 

August 31,

 

 

February 29,

 

 

 

2024

 

 

2024

 

Assets

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash

 

$

99,977

 

 

$

81,597

 

Short-term investments

 

 

22,655

 

 

 

29,325

 

Accounts receivable, net

 

 

43,729

 

 

 

47,209

 

Inventories, net

 

 

41,742

 

 

 

40,037

 

Prepaid expenses

 

 

2,099

 

 

 

2,168

 

Prepaid income taxes

 

 

2,157

 

 

 

1,046

 

Total current assets

 

 

212,359

 

 

 

201,382

 

Property, plant and equipment

 

 

 

 

 

 

Plant, machinery and equipment

 

 

162,724

 

 

 

160,305

 

Land and buildings

 

 

67,798

 

 

 

67,121

 

Computer equipment and software

 

 

10,589

 

 

 

10,680

 

Other

 

 

4,016

 

 

 

4,124

 

Total property, plant and equipment

 

 

245,127

 

 

 

242,230

 

Less accumulated depreciation

 

 

190,322

 

 

 

187,265

 

Property, plant and equipment, net

 

 

54,805

 

 

 

54,965

 

Operating lease right-of-use assets, net

 

 

8,386

 

 

 

9,827

 

Goodwill

 

 

94,349

 

 

 

94,349

 

Intangible assets, net

 

 

36,475

 

 

 

38,327

 

Net pension asset

 

 

80

 

 

 

80

 

Other assets

 

 

360

 

 

 

260

 

Total assets

 

$

406,814

 

 

$

399,190

 

 

See accompanying notes to condensed consolidated financial statements.

 

3


 

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS-Continued

(unaudited, in thousands, except for par value and share amounts)

 

 

August 31,

 

 

February 29,

 

 

 

2024

 

 

2024

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Accounts payable

 

$

14,293

 

 

$

11,846

 

Accrued expenses

 

 

15,662

 

 

 

17,541

 

Current portion of operating lease liabilities

 

 

3,940

 

 

 

4,414

 

Total current liabilities

 

 

33,895

 

 

 

33,801

 

Deferred income taxes

 

 

9,253

 

 

 

9,305

 

Operating lease liabilities, net of current portion

 

 

4,214

 

 

 

5,160

 

Other liabilities

 

 

1,083

 

 

 

1,083

 

Total liabilities

 

 

48,445

 

 

 

49,349

 

Shareholders’ equity

 

 

 

 

 

 

Common stock $2.50 par value, authorized 40,000,000 shares; issued 30,053,443 shares at August 31, 2024 and February 29, 2024

 

 

75,134

 

 

 

75,134

 

Additional paid-in capital

 

 

124,315

 

 

 

126,253

 

Retained earnings

 

 

244,235

 

 

 

236,196

 

Accumulated other comprehensive loss:

 

 

 

 

 

 

Minimum pension liability, net of taxes

 

 

(13,175

)

 

 

(13,019

)

Treasury stock

 

 

(72,140

)

 

 

(74,723

)

Total shareholders’ equity

 

 

358,369

 

 

 

349,841

 

Total liabilities and shareholders' equity

 

$

406,814

 

 

$

399,190

 

 

See accompanying notes to condensed consolidated financial statements.

 

4


 

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited, in thousands, except share and per share amounts)

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31,

 

 

August 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net sales

 

$

99,038

 

 

$

106,760

 

 

$

202,146

 

 

$

218,054

 

Cost of goods sold

 

 

69,259

 

 

 

73,661

 

 

 

141,463

 

 

 

150,914

 

Gross profit

 

 

29,779

 

 

 

33,099

 

 

 

60,683

 

 

 

67,140

 

Selling, general and administrative

 

 

16,557

 

 

 

18,341

 

 

 

33,727

 

 

 

36,684

 

Loss from disposal of assets

 

 

39

 

 

 

52

 

 

 

43

 

 

 

52

 

Income from operations

 

 

13,183

 

 

 

14,706

 

 

 

26,913

 

 

 

30,404

 

Other income (expense)

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

 

1,369

 

 

 

878

 

 

 

2,728

 

 

 

1,694

 

Other, net

 

 

(335

)

 

 

(301

)

 

 

(683

)

 

 

(655

)

     Total other income (expense)

 

 

1,034

 

 

 

577

 

 

 

2,045

 

 

 

1,039

 

Earnings before income taxes

 

 

14,217

 

 

 

15,283

 

 

 

28,958

 

 

 

31,443

 

Income tax expense

 

 

3,909

 

 

 

4,373

 

 

 

7,963

 

 

 

8,898

 

Net earnings

 

$

10,308

 

 

$

10,910

 

 

$

20,995

 

 

$

22,545

 

Weighted average common shares outstanding

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

26,009,876

 

 

 

25,886,058

 

 

 

26,015,195

 

 

 

25,858,154

 

Diluted

 

 

26,054,499

 

 

 

26,050,983

 

 

 

26,156,161

 

 

 

26,010,739

 

Earnings per share

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.40

 

 

$

0.42

 

 

$

0.81

 

 

$

0.87

 

Diluted

 

$

0.40

 

 

$

0.42

 

 

$

0.80

 

 

$

0.87

 

See accompanying notes to condensed consolidated financial statements.

 

5


 

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited, in thousands)

 

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31,

 

 

August 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net earnings

 

$

10,308

 

 

$

10,910

 

 

$

20,995

 

 

$

22,545

 

Adjustment to pension, net of taxes

 

 

(528

)

 

 

333

 

 

 

(156

)

 

 

720

 

Comprehensive income

 

$

9,780

 

 

$

11,243

 

 

$

20,839

 

 

$

23,265

 

 

See accompanying notes to condensed consolidated financial statements.

 

6


 

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY

(unaudited, in thousands, except share and per share amounts)

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

 

 

 

 

 

Other

 

 

 

 

 

 

 

 

 

 

 

Common Stock

 

 

Paid-in

 

 

Retained

 

 

Comprehensive

 

 

Treasury Stock

 

 

 

 

 

Shares

 

 

Amount

 

 

Capital

 

 

Earnings

 

 

Income (Loss)

 

 

Shares

 

 

Amount

 

 

Total

 

Balance May 31, 2024

 

30,053,443

 

 

$

75,134

 

 

$

123,948

 

 

$

240,423

 

 

$

(12,647

)

 

 

(4,110,893

)

 

$

(72,485

)

 

$

354,373

 

Net earnings

 

 

 

 

 

 

 

 

 

 

10,308

 

 

 

 

 

 

 

 

 

 

 

 

10,308

 

Adjustment to pension, net of deferred tax of ($132)

 

 

 

 

 

 

 

 

 

 

 

 

 

(528

)

 

 

 

 

 

 

 

 

(528

)

Dividends paid ($0.25 per share)

 

 

 

 

 

 

 

 

 

 

(6,496

)

 

 

 

 

 

 

 

 

 

 

 

(6,496

)

Stock based compensation

 

 

 

 

 

 

 

713

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

713

 

Exercise of stock options and restricted stock

 

 

 

 

 

 

 

(346

)

 

 

 

 

 

 

 

 

19,676

 

 

 

346

 

 

 

 

Common stock repurchases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(39

)

 

 

(1

)

 

 

(1

)

Balance August 31, 2024

 

30,053,443

 

 

$

75,134

 

 

$

124,315

 

 

$

244,235

 

 

$

(13,175

)

 

 

(4,091,256

)

 

$

(72,140

)

 

$

358,369

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance February 29, 2024

 

30,053,443

 

 

$

75,134

 

 

$

126,253

 

 

$

236,196

 

 

$

(13,019

)

 

 

(4,250,226

)

 

$

(74,723

)

 

$

349,841

 

Net earnings

 

 

 

 

 

 

 

 

 

 

20,995

 

 

 

 

 

 

 

 

 

 

 

 

20,995

 

Adjustment to pension, net of deferred tax of ($39)

 

 

 

 

 

 

 

 

 

 

 

 

 

(156

)

 

 

 

 

 

 

 

 

(156

)

Dividends paid ($0.50 per share)

 

 

 

 

 

 

 

 

 

 

(12,956

)

 

 

 

 

 

 

 

 

 

 

 

(12,956

)

Stock based compensation

 

 

 

 

 

 

 

2,473

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,473

 

Exercise of stock options and restricted stock

 

 

 

 

 

 

 

(4,411

)

 

 

 

 

 

 

 

 

250,892

 

 

 

4,411

 

 

 

 

Common stock repurchases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(91,922

)

 

 

(1,828

)

 

 

(1,828

)

Balance August 31, 2024

 

30,053,443

 

 

$

75,134

 

 

$

124,315

 

 

$

244,235

 

 

$

(13,175

)

 

 

(4,091,256

)

 

$

(72,140

)

 

$

358,369

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance May 31, 2023

 

30,053,443

 

 

$

75,134

 

 

$

126,101

 

 

$

224,635

 

 

$

(13,717

)

 

 

(4,239,929

)

 

$

(74,472

)

 

$

337,681

 

Net earnings

 

 

 

 

 

 

 

 

 

 

10,910

 

 

 

 

 

 

 

 

 

 

 

 

10,910

 

Adjustment to pension, net of deferred tax of $110

 

 

 

 

 

 

 

 

 

 

 

 

 

333

 

 

 

 

 

 

 

 

 

333

 

Dividends paid ($0.25 per share)

 

 

 

 

 

 

 

 

 

 

(6,463

)

 

 

 

 

 

 

 

 

 

 

 

(6,463

)

Stock based compensation

 

 

 

 

 

 

 

685

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

685

 

Exercise of stock options and restricted stock

 

 

 

 

 

 

 

(346

)

 

 

 

 

 

 

 

 

19,719

 

 

 

346

 

 

 

 

Balance August 31, 2023

 

30,053,443

 

 

$

75,134

 

 

$

126,440

 

 

$

229,082

 

 

$

(13,384

)

 

 

(4,220,210

)

 

$

(74,126

)

 

$

343,146

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance February 28, 2023

 

30,053,443

 

 

$

75,134

 

 

$

125,887

 

 

$

219,459

 

 

$

(14,104

)

 

 

(4,266,835

)

 

$

(74,944

)

 

$

331,432

 

Net earnings

 

 

 

 

 

 

 

 

 

 

22,545

 

 

 

 

 

 

 

 

 

 

 

 

22,545

 

Adjustment to pension, net of deferred tax of $239

 

 

 

 

 

 

 

 

 

 

 

 

 

720

 

 

 

 

 

 

 

 

 

720

 

Dividends paid ($0.50 per share)

 

 

 

 

 

 

 

 

 

 

(12,922

)

 

 

 

 

 

 

 

 

 

 

 

(12,922

)

Stock based compensation

 

 

 

 

 

 

 

1,371

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,371

 

Exercise of stock options and restricted stock

 

 

 

 

 

 

 

(818

)

 

 

 

 

 

 

 

 

46,625

 

 

 

818

 

 

 

 

Common stock repurchases

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance August 31, 2023

 

30,053,443

 

 

$

75,134

 

 

$

126,440

 

 

$

229,082

 

 

$

(13,384

)

 

 

(4,220,210

)

 

$

(74,126

)

 

$

343,146

 

See accompanying notes to condensed consolidated financial statements.

 

7


 

ENNIS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited, in thousands)

 

 

Six months ended

 

 

August 31,

 

 

2024

 

2023

Cash flows from operating activities:

 

 

 

 

Net earnings

 

$20,995

 

$22,545

Adjustments to reconcile net earnings to net cash provided by operating activities:

 

 

 

 

Depreciation

 

4,566

 

4,974

Amortization of intangible assets

 

3,864

 

3,867

Loss from disposal of assets

 

43

 

52

Amortization of discount on short-term investments

 

(737)

 

Bad debt expense, net of recoveries

 

177

 

235

Stock based compensation

 

2,473

 

1,371

Net pension expense

 

992

 

959

Changes in operating assets and liabilities, net of the effects of acquisitions

Accounts receivable

 

4,639

 

7,449

Prepaid expenses and income taxes

 

(1,042)

 

(2,414)

Inventories

 

227

 

2,583

Cash paid to pension plan

 

(1,200)

 

Other assets

 

 

62

Accounts payable and accrued expenses

 

(77)

 

(6,452)

Other liabilities

 

21

 

(297)

Net cash provided by operating activities

 

34,941

 

34,934

Cash flows from investing activities:

 

 

 

 

Capital expenditures

 

(3,618)

 

(3,720)

Purchase of businesses, net of cash acquired

 

(5,622)

 

(11,932)

Purchase of short-term investments

 

(10,093)

 

Maturity of short-term investments

 

17,500

 

Proceeds from disposal of plant and property

 

56

 

12

Net cash used in investing activities

 

(1,777)

 

(15,640)

Cash flows from financing activities:

 

 

 

 

Dividends paid

 

(12,956)

 

(12,922)

Common stock repurchases

 

(1,828)

 

Net cash used in financing activities

 

(14,784)

 

(12,922)

Net change in cash

 

18,380

 

6,372

Cash at beginning of period

 

81,597

 

93,968

Cash at end of period

 

$99,977

 

$100,340

 

See accompanying notes to condensed consolidated financial statements.

 

8


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

1. Significant Accounting Policies and General Matters

Basis of Presentation

These unaudited condensed consolidated financial statements of Ennis, Inc. and its subsidiaries (collectively referred to as the “Company,” “Registrant,” “Ennis,” or “we,” “us,” or “our”) for the period ended August 31, 2024 have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP') and pursuant to the rules and regulations of the Securities and Exchange Commission pertaining to interim financial statements. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended February 29, 2024, from which the accompanying consolidated balance sheet at February 29, 2024 was derived. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments considered necessary for a fair presentation of the interim financial information have been included and are of a normal recurring nature. The preparation of the condensed consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the disclosure and reported amounts of assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company evaluates these estimates and judgments on an ongoing basis, including those related to bad debts, inventory valuations, property, plant and equipment, intangible assets, pension plan, accrued liabilities, and income taxes. The Company bases estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances. The results of operations for any interim period are not necessarily indicative of the results of operations for a full year.

 

Recent Accounting Pronouncements

 

Issued accounting standards not yet adopted

 

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which aims to improve disclosures about a public entity’s reportable segments. This update addresses requests from investors for more detailed information about a reportable segment’s expenses in order to improve understanding of a public entity’s business activities, overall performance, and potential future cash flows. The amendments in this ASU include a requirement for public business entities to disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and are included within each reported measure of segment profit or loss. This update is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years starting after December 15, 2024. This ASU must be applied retrospectively to all prior periods presented. Management expects the adoption of the pronouncement will result in additional segment disclosures in its Consolidated Financial Statements for fiscal year 2025.

 

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands disclosures in a public entity’s income tax rate reconciliation table and other disclosures regarding cash taxes paid both in the U.S. and foreign jurisdictions. This ASU is effective for annual periods beginning after December 15, 2024 (fiscal 2026 for the Company), but early adoption is permitted. This ASU should be applied on a prospective basis, although retrospective application is permitted. The Company is assessing the effect of this update on its Consolidated Financial Statements and related disclosures.

 

Proposed accounting standards

 

In July 2023, the FASB issued Proposed ASU No. 2023-ED500, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which aims to provide investors with more useful information about an entity’s expenses by improving disclosures on income statement expenses. The amendments in this Proposed ASU would require public business entities to disclose disaggregated information about specific categories underlying certain income statement expense line items. The Company is evaluating this proposed accounting standard.

 

2. Revenue

 

Nature of Revenues

Substantially all of the Company’s revenue is derived from the sale of commercial printing products in the continental United States of America and is primarily recognized at a point in time in an amount that reflects the consideration the Company expects to be provided in exchange for those goods. Revenue from the sale of commercial printing products, including shipping and handling fees

9


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

billed to customers, is recognized when the performance obligation is met upon the transfer of control to the customer, which is generally upon shipment to the customer when the terms of the sale are freight on board ("FOB") shipping point, or, to a lesser extent, upon delivery to the customer if the terms of the sale are FOB destination. Net sales represent gross sales invoiced to customers, less certain related charges, including sales tax, discounts, returns and other allowances. Returns, discounts and other allowances have historically been insignificant.

In a small number of cases and upon customer request, the Company prints and stores commercial printing product for customer specified future delivery, generally within the same year as the product is manufactured. In this case, revenue is recognized upon the transfer of control when manufacturing is complete and title and risk of ownership is passed to the customer. Storage revenue for certain customers may be recognized over time rather than at a point in time. As of the date of this report, the amount of storage revenue is not significant to the Company’s condensed consolidated financial statements. The output method for measure of progress is determined to be appropriate. The Company recognizes storage revenue in the amount for which it has the right to invoice for revenue that is recognized over time and for which it demonstrates that the invoiced amount corresponds directly with the value to the customer for the performance completed to date.

The Company does not disaggregate revenue and operates in one sales category consisting of commercial printed product revenue, which is reported as net sales on the condensed consolidated statements of operations. The Company does not have material contract assets and contract liabilities as of August 31, 2024.

Significant Judgments

Generally, the Company’s contracts with customers are comprised of a written quote and customer purchase order or statement of work, and governed by the Company’s trade terms and conditions. In certain instances, it may be further supplemented by separate pricing agreements and customer incentive arrangements, which typically only affect the contract’s transaction price. Contracts do not contain a significant financing component as payment terms on invoiced amounts are typically between 30 to 90 days, based on the Company’s credit assessment of individual customers, as well as industry expectations. Product returns are not significant as the bulk of our sales are custom in nature.

From time to time, the Company may offer incentives to its customers considered to be variable consideration including volume-based rebates or early payment discounts. Customer incentives considered to be variable consideration are recorded as a reduction to revenue as part of the transaction price at contract inception when there is a basis to reasonably estimate the amount of the incentive and only to the extent that it is probable that a significant reversal of any incremental revenue will not occur. Customer incentives are allocated entirely to the single performance obligation of transferring printed product to the customer and are not considered material.

For customers with terms of FOB shipping point, the Company accounts for shipping and handling activities performed after the control of the printed product has been transferred to the customer as a fulfillment cost. The Company accrues for the costs of shipping and handling activities if revenue is recognized before contractually agreed shipping and handling activities occur.

The Company’s contracts with customers are generally short-term in nature. Accordingly, the Company does not disclose the value of unsatisfied performance obligations nor the timing of revenue recognition.

10


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

3. Short-term Investments and Fair Value Measurements

Short-term investments are securities with original maturities of greater than three months but less than twelve months and are comprised of U.S. Treasury Bills. The Company determines the classification of these securities as trading, available for sale or held to maturity at the time of purchase and re-evaluates these determinations at each balance sheet date. The Company's short-term investments are classified as held-to-maturity for the period presented as it has the positive intent and ability to hold these investments to maturity. The Company's held-to-maturity investments are stated at amortized cost with a zero credit loss allowance because the probability of default is virtually zero due to the high credit rating, long history of no credit losses and the widely recognized risk free nature of these investments.

Amortized cost and estimated fair value of investment securities classified as held-to-maturity were as follows at August 31, 2024 and February 29, 2024 (in thousands):

 

 

 

 

 

Gross

 

Gross

 

 

 

 

Cost or

 

Unrealized

 

Unrealized

 

Estimated

 

 

Amortized

 

Holding

 

Holding

 

Fair

 

 

Cost

 

Gains

 

Losses

 

Value

August 31, 2024

 

 

 

 

 

 

 

 

Investment securities due in less than one year

 

$22,655

 

$-

 

$1

 

$22,654

 

 

 

 

 

 

 

 

 

February 29, 2024

 

 

 

 

 

 

 

 

Investment securities due in less than one year

 

$29,325

 

$-

 

$45

 

$29,280

 

The Company’s short-term investments in investment securities are Level 1 fair value measure. The Company did not hold any Level 2 or 3 financial assets or liabilities measured at fair value on a recurring basis. There were no transfers between levels during the three and six months ended August 31, 2024.

4. Accounts Receivable and Allowance for Credit Losses

Accounts receivable are reduced by an allowance for an estimate of amounts that are uncollectible. Substantially all of the Company’s receivables are due from customers in North America. The Company extends credit to its customers based upon its evaluation of the following factors: (i) the customer’s financial condition, (ii) the amount of credit the customer requests, and (iii) the customer’s actual payment history (which includes disputed invoice resolution). The Company does not typically require its customers to post a deposit or supply collateral. The Company’s allowance for credit losses is based on an analysis that estimates the amount of its total customer receivable balance that is not collectible. This analysis includes assessing a default probability to customers’ receivable balances, which is influenced by several factors including (i) current market conditions, (ii) periodic review of customer credit worthiness, and (iii) review of customer receivable aging and payment trends.

The Company writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance in the period the payment is received. Credit losses from continuing operations have consistently been within management’s expectations.

The following table presents the activity in the Company’s allowance for credit losses (in thousands):

 

 

 

Three months ended

 

Six months ended

 

 

August 31,

 

August 31,

 

 

2024

 

2023

 

2024

 

2023

Balance at beginning of period

 

$1,720

 

$1,819

 

$1,707

 

$1,709

Bad debt expense, net of recoveries

 

67

 

100

 

177

 

235

Accounts written off

 

(11)

 

(53)

 

(108)

 

(78)

Balance at end of period

 

$1,776

 

$1,866

 

$1,776

 

$1,866

 

11


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

The following table summarizes the components of accounts receivable as of the dates indicated (in thousands):

 

 

 

August 31,

 

February 29,

 

 

2024

 

2024

Trade receivables, net of allowance for credit losses

 

$37,109

 

$39,665

Vendor rebates

 

2,142

 

3,109

Notes receivable

 

4,405

 

4,435

Other

 

73

 

-

 

 

$43,729

 

$47,209

 

The note receivable related to the sale of an unused manufacturing facility and was structured to be paid in 12 consecutive monthly installments, with a fixed interest rate of 5.95% per annum and a balloon payment due upon completion of the final payment. By mutual agreement, the note receivable has been extended beyond the one-year maturity date due to regulatory delays in clearing the facility for third-party financing. The note receivable is classified as current as the Company believes the regulatory delays will be resolved in the next twelve months.

 

5. Inventories

With the exception of approximately 7.4% and 7.0% of its inventories valued at the lower of last-in first-out ("LIFO") for the periods ended August 31, 2024 and February 29, 2024, respectively, the Company values its inventories at the lower of first-in, first-out ("FIFO") cost or net realizable value. The Company regularly reviews inventories on hand, using specific aging categories, and writes down the carrying value of its inventories for excess and potentially obsolete inventories based on historical usage and estimated future usage. In assessing the ultimate realization of its inventories, the Company is required to make judgments as to future demand requirements. As actual future demand or market conditions may vary from those projected by the Company, adjustments to inventories may be required. Reserves for excess and obsolete inventory at August 31, 2024 and February 29, 2024 were $1.8 million and $1.8 million, respectively.

The following table summarizes the components of inventories at the different stages of production as of the dates indicated (in thousands):

 

 

August 31,

 

 

February 29,

 

 

 

2024

 

 

2024

 

Raw material

 

$

22,454

 

 

$

21,764

 

Work-in-process

 

 

5,766

 

 

 

5,621

 

Finished goods

 

 

13,522

 

 

 

12,652

 

 

 

$

41,742

 

 

$

40,037

 

 

6. Acquisitions

The Company applies the acquisition method of accounting for business combinations. Under the acquisition method, the acquiring entity in a business combination recognizes 100% of the assets acquired and liabilities assumed at their acquisition date fair values with certain limited exceptions permitted under US GAAP. Management utilizes valuation techniques appropriate for the asset or liability being measured in determining these fair values. Any excess of the purchase price over amounts allocated to assets acquired, including identifiable intangible assets and liabilities assumed, is recorded as goodwill. Where amounts allocated to assets acquired and liabilities assumed is greater than the purchase price, a bargain purchase gain is recognized. Acquisition-related costs are expensed in the period incurred.

Acquisition of Printing Technologies

On June 26, 2024, the Company acquired the assets and business of Printing Technologies, Inc. ("PTI"), which is based in Indianapolis, Indiana, for approximately $5.6 million in cash. The Company performed a preliminary allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values using the information available as of the acquisition date. The Company recorded intangible assets with definite lives of approximately $2.0 million in connection with the transaction, which are deductible for tax purposes. This allocation is preliminary and subject to change, which may be material. The acquisition of PTI strengthens our production capabilities and diversifies our product offerings to enable us to better serve our broad customer base.

12


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

The following table summarizes the Company's preliminary purchase price allocation for PTI as of the acquisition date (in thousands):

 

Accounts receivable

 

$1,336

Inventories

 

1,932

Other assets

 

100

Right-of-use asset

 

847

Property, plant and equipment

 

887

Intangibles

 

2,012

Operating lease liability

 

(847)

Accounts payable and accrued liabilities

 

(645)

Acquisition price

 

$5,622

 

Acquisition of Eagle Graphics and Diamond Graphics

On October 11, 2023, the Company acquired the assets and business of Eagle Graphics, Inc. ("Eagle"), which is based in Annville, Pennsylvania, and Diamond Graphics, Inc. ("Diamond"), which is based in Bensalem, Pennsylvania, for approximately $7.9 million in cash. The Company performed an allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values prepared by management using the information available as of the acquisition date. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $0.8 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of Eagle and Diamond strengthens our production capabilities to serve our customers in the Northeast United States.

The following table summarizes the Company's purchase price allocation for Eagle and Diamond as of the acquisition date (in thousands):

 

Accounts receivable

 

$838

Inventories

 

917

Property, plant and equipment

 

5,304

Goodwill and intangibles

 

971

Accounts payable and accrued liabilities

 

(159)

Acquisition price

 

$7,871

 

Acquisition of UMC Print

On June 2, 2023, the Company acquired the assets and business of UMC Print ("UMC"), which is based in Overland Park, Kansas, for approximately $7.5 million in cash plus the assumption of trade payables of approximately $0.8 million. The Company performed an allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values prepared by management using the information available as of the acquisition date. In January 2024, the Company received an indemnity claim from escrow related to a piece of equipment in the amount of $0.2 million. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $2.7 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of UMC brings the Company expanded commercial print capabilities serving customers throughout the Midwest United States.

13


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

The following table summarizes the Company's purchase price allocation for UMC as of the acquisition date (in thousands):

 

Cash

 

$758

Accounts receivable

 

1,839

Inventories

 

553

Property, plant and equipment

 

2,137

Goodwill and intangibles

 

2,971

Accounts payable and accrued liabilities

 

(789)

Acquisition price

 

$7,469

 

Acquisition of Stylecraft Printing

On May 23, 2023, the Company acquired the real estate and operations of Stylecraft Printing Company ("Stylecraft"), which is based in Canton, Michigan, for $5.0 million plus the assumption of trade payables. The Company performed an allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on their estimated fair values using the information available as of the acquisition date. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $0.3 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of Stylecraft expands the Company's product lines and footprint specializing in business forms, integrated products and commercial printing.

The following table summarizes the Company's purchase price allocation for Stylecraft as of the acquisition date (in thousands):

 

Accounts receivable

 

$554

Inventories

 

849

Right-of-use asset

 

28

Property, plant and equipment

 

3,160

Goodwill and intangibles

 

476

Operating lease liability

 

(28)

Accounts payable and accrued liabilities

 

(12)

Acquisition price

 

$5,027

 

 

The results of operations for Stylecraft, UMC, Eagle and PTI are included in the Company’s consolidated financial statements from the respective dates of acquisition. The following table sets forth certain operating information on a pro forma basis as though each acquisition had occurred as of the beginning of the comparable prior period (that is, March 1, 2023). The following pro forma information includes the estimated impact of adjustments such as amortization of intangible assets, depreciation expense and interest expense and related tax effects (in thousands, except per share amounts).

 

 

 

Three months ended

 

Six months ended

 

 

August 31, 2024

 

August 31, 2023

 

August 31, 2024

 

August 31, 2023

Pro forma net sales

 

$100,204

 

$112,646

 

$206,811

 

$235,437

Pro forma net earnings

 

10,335

 

11,415

 

21,101

 

24,469

Pro forma earnings per share - diluted

 

$0.40

 

$0.44

 

$0.81

 

$0.94

 

The pro forma results are not necessarily indicative of what would have occurred if the acquisitions had been in effect for the full duration of the comparative periods presented.

7. Leases

The Company leases certain of its facilities and equipment under operating leases, which are recorded as right-of-use assets and lease liabilities. The Company’s leases generally have terms of 15 years, with certain leases including renewal options to extend the leases for additional periods at the Company’s discretion. At lease inception, all renewal options reasonably certain to be exercised

14


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

are considered when determining the lease term. The Company currently does not have leases that include options to purchase or provisions that would automatically transfer ownership of the leased property to the Company.

Operating lease expense is recognized on a straight-line basis over the lease term, and variable lease payments are expensed as incurred. The Company had no material variable lease costs for the three and six months ended August 31, 2024 and 2023.

The Company determines whether a contract is or contains a lease at the inception of the contract. A contract will be deemed to be or contain a lease if the contract conveys the right to control and directs the use of identified property, plant, or equipment for a period of time in exchange for consideration. The Company generally must also have the right to obtain substantially all of the economic benefits from the use of the property, plant, and equipment.

Operating lease assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. To determine the present value of lease payments not yet paid, the Company estimates incremental borrowing rates based on the information available at lease commencement date, as rates are not implicitly stated in most leases.

Components of lease expense for the three and six months ended August 31, 2024 and 2023 were as follows (in thousands):

 

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31, 2024

 

 

August 31, 2023

 

 

August 31, 2024

 

 

August 31, 2023

 

Operating lease cost

 

$

1,389

 

 

$

1,418

 

 

$

2,736

 

 

$

2,851

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental cash flow information related to leases was as follows:

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for amounts included in the measurement of lease liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash flows from operating leases

 

$

1,410

 

 

$

1,421

 

 

$

2,779

 

 

$

2,862

 

 

 

 

 

 

 

 

 

 

 

 

 

Right-of-use assets obtained in exchange for lease obligations

 

 

 

 

 

 

 

 

 

 

 

 

Operating leases

 

$

847

 

 

$

779

 

 

$

1,495

 

 

$

779

 

 

 

Weighted Average Remaining Lease Terms

 

 

 

 

 

 

Operating leases

 

2.5 Years

 

 

2.9 Years

 

 

 

 

 

 

 

Weighted Average Discount Rate

 

 

 

 

 

 

Operating leases

 

 

4.27

%

 

 

4.03

%

 

Future minimum lease commitments under non-cancelable operating leases for each of the fiscal years ending are as follows (in thousands):

 

 

 

Operating

 

 

 

Lease

 

 

 

Commitments

 

2025 (remaining 6 months)

 

$

2,027

 

2026

 

 

3,590

 

2027

 

 

1,912

 

2028

 

 

723

 

2029

 

 

378

 

Total future minimum lease payments

 

$

8,630

 

Less imputed interest

 

 

476

 

Present value of lease liabilities

 

$

8,154

 

 

15


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

8. Goodwill and Intangible Assets

Goodwill represents the excess of the purchase price over the fair value of net assets of acquired businesses and is not amortized. Goodwill and other intangible assets are tested for impairment at a reporting unit level. The annual impairment test of goodwill and intangible assets is performed as of December 1 of each fiscal year.

The Company uses qualitative factors to determine whether it is more likely than not (likelihood of more than 50%) that the fair value of a reporting unit exceeds its carrying amount, including goodwill. Some of the qualitative factors considered in applying this test include consideration of macroeconomic conditions, industry and market conditions, cost factors affecting the business, overall financial performance of the business, and performance of the share price of the Company.

If qualitative factors are not deemed sufficient to conclude that the fair value of the reporting unit more likely than not exceeds its carrying value, then a one-step approach is applied in making an evaluation. The evaluation utilizes multiple valuation methodologies, including a market approach (market price multiples of comparable companies) and an income approach (discounted cash flow analysis). The computations require management to make significant estimates and assumptions, including, among other things, selection of comparable publicly traded companies, the discount rate applied to future earnings reflecting a weighted average cost of capital, and earnings growth assumptions. A discounted cash flow analysis requires management to make various assumptions about future sales, operating margins, capital expenditures, working capital, and growth rates. If the evaluation results in the fair value of the goodwill for the reporting unit being lower than the carrying value, an impairment charge is recorded.

Definite-lived intangible assets are amortized over their estimated useful lives and tested for impairment if events or changes in circumstances indicate that the asset may be impaired.

The carrying amount and accumulated amortization of the Company’s intangible assets at each balance sheet date are as follows (in thousands):

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

 

 

 

 

 

Remaining

 

 

Gross

 

 

 

 

 

 

 

 

 

Life

 

 

Carrying

 

 

Accumulated

 

 

 

 

As of August 31, 2024

 

(in years)

 

 

Amount

 

 

Amortization

 

 

Net

 

Definite-lived intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

Trademarks and trade names

 

 

7.2

 

 

$

30,911

 

 

$

15,437

 

 

$

15,474

 

Customer lists

 

 

4.9

 

 

 

82,653

 

 

 

62,201

 

 

 

20,452

 

Non-compete

 

 

1.3

 

 

 

256

 

 

 

194

 

 

 

62

 

Technology

 

 

5.3

 

 

 

650

 

 

 

163

 

 

 

487

 

Total

 

 

5.9

 

 

$

114,470

 

 

$

77,995

 

 

$

36,475

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of February 29, 2024

 

 

 

 

 

 

 

 

 

 

 

 

Definite-lived intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

Trademarks and trade names

 

 

7.6

 

 

$

29,817

 

 

$

14,366

 

 

$

15,451

 

Customer lists

 

 

5.1

 

 

 

81,753

 

 

 

59,473

 

 

 

22,280

 

Non-compete

 

 

1.6

 

 

 

238

 

 

 

176

 

 

 

62

 

Technology

 

 

5.8

 

 

 

650

 

 

 

116

 

 

 

534

 

Total

 

 

6.1

 

 

$

112,458

 

 

$

74,131

 

 

$

38,327

 

 

16


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

Aggregate amortization expense was $1.9 million and $3.9 million for the three and six months ended August 31, 2024 and $2.0 million and $3.9 million for the three and six months ended August 31, 2023.

 

The Company’s estimated amortization expense for the current and next five fiscal years is as follows (in thousands):

 

2025 (remaining)

 

$

3,924

 

2026

 

$

7,158

 

2027

 

$

6,066

 

2028

 

$

4,569

 

2029

 

$

3,934

 

2030

 

$

2,719

 

 

Changes in the net carrying amount of goodwill as of the dates indicated are as follows (in thousands):

 

Balance as of March 1, 2023

 

$

91,819

 

Goodwill acquired

 

 

2,530

 

Balance as of February 29, 2024

 

 

94,349

 

Goodwill acquired

 

 

 

Balance as of August 31, 2024

 

$

94,349

 

 

During fiscal year 2024, $2.5 million was added to goodwill related to the acquisition of Stylecraft, UMC Eagle and Diamond.

9. Accrued Expenses

The following table summarizes the components of accrued expenses as of the dates indicated (in thousands):

 

 

August 31,

 

 

February 29,

 

 

 

2024

 

 

2024

 

Employee compensation and benefits

 

$

10,720

 

 

$

13,714

 

Taxes other than income

 

 

2,249

 

 

 

1,341

 

Accrued legal and professional fees

 

 

451

 

 

 

510

 

Accrued utilities

 

 

108

 

 

 

108

 

Accrued acquisition related obligations

 

 

200

 

 

 

200

 

Income taxes payable

 

 

455

 

 

 

626

 

Other accrued expenses

 

 

1,479

 

 

 

1,042

 

 

$

15,662

 

 

$

17,541

 

 

10. Credit Facility

 

As of August 31, 2024, the Company had $0.3 million outstanding under a standby letters of credit arrangement secured by a cash collateral bank account.

11. Shareholders’ Equity

The Company’s board of directors (the "Board") has authorized the repurchase of the Company’s outstanding common stock through a stock repurchase program, which authorized amount is currently up to $60.0 million in the aggregate. Under the repurchase program, purchases may be made from time to time in the open market or through privately negotiated transactions depending on market conditions, share price, trading volume and other factors. Such purchases, if any, will be made in accordance with applicable insider trading and other securities laws and regulations. These repurchases may be commenced or suspended at any time or from time to time without prior notice.

17


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

During the three month period ended August 31, 2024, the Company repurchased 39 shares of common stock unrelated to the stock repurchase program at an average price of $22.62. During the six-month period ended August 31, 2024, the Company repurchased 91,883 shares of common stock under the program at an average price of $19.79. The Company did not repurchase under the program any shares for the three months ended August 31, 2024 or for three and six months ended August 31, 2023. Since the program’s inception in October 2008, there have been 2,334,384 common shares repurchased at an average price of $16.47 per share. As of August 31, 2024, $21.5 million remained available to repurchase shares of the Company’s common stock under the program.

12. Stock Based Compensation

The Company grants stock options, restricted stock and restricted stock units ("RSUs") to key executives and managerial employees and non-employee directors. Prior to June 30, 2021, the Company had one stock incentive plan, the 2004 Long-Term Incentive Plan of Ennis, Inc., as amended and restated as of May 18, 2008 and was further amended on June 30, 2011 (the "Old Plan"). The Old Plan expired June 30, 2021 and all remaining unused shares expired. Subject to the affirmative vote of the shareholders, the Board adopted the 2021 Long-Term Incentive Plan of Ennis, Inc. (the "New Plan") on April 16, 2021 authorizing 1,033,648 shares of common stock for awards. The New Plan was approved by the shareholders at the Annual Meeting on July 15, 2021 by a majority vote. The New Plan expires June 30, 2031 and all unissued stock will expire on that date. At August 31, 2024, the Company has 225,440 shares of unissued common stock reserved under the New Plan for issuance and uses treasury stock to satisfy option exercises and restricted stock awards.

The Company recognizes compensation expense for stock options and restricted stock grants based on the grant date fair value of the award for stock options, restricted stock grants and RSUs on a straight-line basis over the requisite service period. The estimated number of shares to be achieved for performance based RSUs is updated each reporting period. For the three months ended August 31, 2024 and August 31, 2023, the Company included in selling, general and administrative expenses, compensation expense related to stock-based compensation of $0.7 million and $0.7 million, respectively. For the six months ended August 31, 2024 and August 31, 2023, the Company included in selling, general and administrative expenses, compensation expense related to stock-based compensation of $2.5 million and $1.4 million, respectively.

Stock Options

The Company had the following stock option activity for the six months ended August 31, 2024.

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

Weighted

 

 

Average

 

 

Aggregate

 

 

 

Number

 

 

Average

 

 

Remaining

 

 

Intrinsic

 

 

 

of Shares

 

 

Exercise

 

 

Contractual

 

 

Value(a)

 

 

 

(exact quantity)

 

 

Price

 

 

Life (in years)

 

 

(in thousands)

 

Outstanding at March 1, 2024

 

 

52,500

 

 

$

19.88

 

 

 

10.0

 

 

 

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Terminated

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at August 31, 2024

 

 

52,500

 

 

$

19.88

 

 

 

8.6

 

 

$

211.6

 

Exercisable at August 31, 2024

 

 

17,497

 

 

$

19.88

 

 

 

8.6

 

 

$

70.5

 

 

A summary of the status of the Company’s unvested stock options at August 31, 2024 and the changes during the six months ended August 31, 2024 are presented below:

 

 

 

 

 

Weighted

 

 

 

 

Average

 

 

Number

 

Grant Date

 

 

of Options

 

Fair Value

Unvested at March 1, 2024

 

52,500

 

2.47

New grants

 

 

Vested

 

(17,497)

 

2.47

Forfeited

 

 

Unvested at August 31, 2024

 

35,003

 

2.47

 

18


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

 

As of August 31, 2024, there was $0.1 million of unrecognized compensation cost related to unvested stock options granted under the Plan. The weighted average remaining requisite service period of the unvested stock options was 1.6 years.

 

Restricted Stock

The following activity occurred with respect to the Company’s restricted stock awards for the six months ended August 31, 2024:

 

 

 

 

Weighted

 

 

 

 

 

Average

 

 

Number of

 

 

Grant Date

 

 

Shares

 

 

Fair Value

 

Outstanding at March 1, 2024

 

42,131

 

 

$

20.11

 

Granted

 

19,880

 

 

 

23.24

 

Terminated

 

 

 

 

 

Vested

 

(20,344

)

 

 

20.08

 

Outstanding at August 31, 2024

 

41,667

 

 

$

21.61

 

As of August 31, 2024, the total remaining unrecognized compensation cost related to unvested restricted stock was approximately $0.8 million. The weighted average remaining requisite service period of the unvested restricted stock awards was 2.2 years.

Restricted Stock Units

During the six months ended August 31, 2024, 183,457 performance-based RSUs and 122,303 time-based RSUs were granted under the New Plan. The fair value of the time-based RSUs was estimated based on the fair market value of the Company’s stock on the date of grant of $19.43 per unit. The fair value of the performance-based RSUs, using a Monte Carlo valuation model, was $19.97 per unit. The performance measures include a threshold, target and maximum performance level providing the grantees an opportunity to receive more or less shares than targeted depending on actual financial performance of the Company. The award will be based on the Company’s return on equity, EBITDA and adjusted for the Company’s Relative Shareholder Return as measured against a defined peer group.

The performance-based RSUs vest on the third anniversary from the date of grant and the time-based RSUs vest ratably over three years from the date of grant.

The following activity occurred with respect to the Company’s restricted stock units for the six months ended August 31, 2024:

 

 

Time-based

 

 

Performance-based

 

 

 

 

 

Weighted

 

 

 

 

 

Weighted

 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

Number of

 

 

Grant Date

 

 

Number of

 

 

Grant Date

 

 

Shares

 

 

Fair Value

 

 

Shares

 

 

Fair Value

 

Outstanding at March 1, 2024

 

16,639

 

 

$

20.11

 

 

 

152,572

 

 

$

23.17

 

Granted (1)

 

122,303

 

 

 

19.43

 

 

 

238,494

 

 

 

19.97

 

Change due to performance achievement

 

 

 

 

 

 

 

61,337

 

 

 

17.81

 

Terminated

 

 

 

 

 

 

 

 

 

 

 

Vested

 

(16,639

)

 

 

20.11

 

 

 

(213,909

)

 

 

22.72

 

Outstanding at August 31, 2024

 

122,303

 

 

$

19.43

 

 

 

238,494

 

 

$

20.37

 

(1) The number of shares of time-based grants may, upon vesting, convert 50% into common stock and the remaining 50% into two incentive stock options for each RSU with an exercise price equal to the closing price of the Company's stock on that date for employees who have not met their stock ownership requirements. The number of shares of performance-based grants represents awards granted by the Company at the maximum achievement level of 130% of target payout. Actual shares that may be issued can range from 0% to 130% of target.

 

As of August 31, 2024, the total remaining unrecognized compensation cost of time-based RSUs was approximately $2.1 million over a weighted average remaining requisite service period of 2.6 years. As of August 31, 2024, the total remaining unrecognized

19


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

compensation of performance-based RSUs was approximately $4.1 million over a weighted average remaining requisite service period of 2.6 years.

13. Pension Plan

The Company and certain subsidiaries have a noncontributory defined benefit retirement plan (the "Pension Plan"), covering approximately 12% of the Company’s aggregate employees. Benefits are based on years of service and the employee’s average compensation for the highest five compensation years preceding retirement or termination.

Pension expense is composed of the following components included in cost of goods sold and selling, general, and administrative expenses in the Company’s consolidated statements of earnings (in thousands):

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31,

 

 

August 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Components of net periodic benefit cost

 

 

 

 

 

 

 

 

 

 

 

 

Service cost

 

$

166

 

 

$

154

 

 

$

332

 

 

$

336

 

Interest cost

 

 

649

 

 

 

622

 

 

 

1,298

 

 

 

1,227

 

Expected return on plan assets

 

 

(755

)

 

 

(760

)

 

 

(1,510

)

 

 

(1,552

)

Amortization of:

 

 

 

 

 

 

 

 

 

 

 

 

Unrecognized net loss

 

 

436

 

 

 

481

 

 

 

872

 

 

 

948

 

Net periodic benefit cost

 

$

496

 

 

$

497

 

 

$

992

 

 

$

959

 

 

The Company is required to make contributions to the Pension Plan. These contributions are required under the minimum funding requirements of the Employee Retirement Income Security Act of 1974 ("ERISA"). The assumptions used to calculate the pension funding deficit are different from the assumptions used to determine the net pension obligation for purposes of our condensed consolidated financial statements. Due to the enactment of the American Rescue Plan ("ARP") Act of 2021, plan sponsors can calculate the discount rate used to measure the Pension Plan liability using a 25-year average of interest rates plus or minus a corridor. Assuming a stable funding status, the Company would expect to make a cash contribution to the Pension Plan of between $1.0 million and $3.0 million per year. However, changes in actual investment returns or in discount rates could change this amount significantly. The Company made a $1.2 million contribution during the period ended August 31, 2024 and a $1.2 million contribution to the Pension Plan during the fiscal year 2024. As our Pension Plan assets are invested in marketable securities, fluctuations in market values could potentially impact our funding status, associated liabilities recorded and future required minimum contributions. At August 31, 2024, we had an unfunded pension asset recorded on our balance sheet of approximately $0.1 million.

14. Earnings Per Share

Basic earnings per share have been computed by dividing net earnings by the weighted average number of common shares outstanding during the applicable period. Diluted earnings per share reflect the potential dilution that could occur if stock options, performance-based RSUs or other contracts to issue common shares were exercised or converted into common stock. This is calculated using the treasury stock method.

The following table sets forth the computation for basic and diluted earnings per share for the periods indicated:

 

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31,

 

 

August 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Basic weighted average common shares outstanding

 

 

26,009,876

 

 

 

25,886,058

 

 

 

26,015,195

 

 

 

25,858,154

 

Effect of dilutive stock options, restricted stock, time-based RSUs and performance-based RSUs

 

 

44,623

 

 

 

164,925

 

 

 

140,966

 

 

 

152,585

 

Diluted weighted average common shares outstanding

 

 

26,054,499

 

 

 

26,050,983

 

 

 

26,156,161

 

 

 

26,010,739

 

Earnings per share

 

 

 

 

 

 

 

 

 

 

 

 

   Net earnings - basic

 

$

0.40

 

 

$

0.42

 

 

$

0.81

 

 

$

0.87

 

   Net earnings - diluted

 

$

0.40

 

 

$

0.42

 

 

$

0.80

 

 

$

0.87

 

Cash dividends per share

 

$

0.25

 

 

$

0.25

 

 

$

0.50

 

 

$

0.50

 

 

20


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

The Company treats unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share. Our unvested restricted shares participate on an equal basis with common shares; therefore, there is no difference in undistributed earnings allocated to each participating security. Accordingly, the presentation above is prepared on a combined basis. For the three months ended August 31, 2024, 49,932 shares related to stock options were not included in the computation of earnings per diluted share as they were considered anti-dilutive. For the six months ended August 31, 2024, and for the three and six months ended August 31, 2023, 52,500 shares related to outstanding stock options were not included in the computation of earnings per diluted share as they were considered anti-dilutive.

 

15. Concentrations of Risk

Financial instruments that potentially subject the Company to a concentration of credit risk principally consist of cash and trade receivables. Cash is placed with high-credit quality financial institutions. For the purposes of the condensed consolidated statements of cash flows, the Company considers cash to include cash on hand and in bank accounts. The Federal Deposit Insurance Corporation insures accounts up to $250,000. At August 31, 2024, cash balances included $99.2 million that was not federally insured because it represented amounts in individual accounts above the federally insured limit for each such account. This at-risk amount is subject to fluctuation on a daily basis. While management does not believe there is significant risk with respect to such deposits, no assurance can be made that the Company will not experience losses on the Company’s deposits.

The Company believes its credit risk with respect to trade receivables is limited due to industry and geographic diversification. As disclosed on the condensed consolidated balance sheets, the Company maintains an allowance for credit losses to cover the Company’s estimate of credit losses associated with accounts receivable.

The Company, for quality and pricing reasons, purchases its paper products from a limited number of suppliers. While other sources may be available to the Company to purchase these products, they may not be available at the cost or at the quality the Company has come to expect.

16. Related Party Transactions

The Company leases a facility and sells product to an entity controlled by a member of the Board. The total right-of-use asset and related lease liability as of August 31, 2024 was $0.2 million and $0.2 million, respectively. The total right-of-use asset and related lease liability as of August 31, 2023 was $0.5 million and $0.6 million, respectively. During the six months ended August 31, 2024, total lease payments and sales made to the related party were approximately $0.3 million and $1.4 million, respectively. During the six months ended August 31, 2023, total lease payments and sales made to the related party were approximately $0.2 million and $1.9 million, respectively.

17. Income Taxes

The Company is subject to U.S. federal income tax as well as income taxes of multiple state jurisdictions. The quarterly income tax provision was computed based on our estimated annualized effective tax rate and the full-year forecasted income or loss plus the tax impact of unusual, infrequent, or nonrecurring significant items during the period.

Our effective tax rate for the six months ended August 31, 2024 and 2023 was 27.5% and 28.0%, respectively. The decrease in our overall tax rate this period as compared to the same period last year is due to a decrease in our overall expected state tax rate due to changes in state apportionment. The Company made cash payments for income taxes of $9.2 million and $11.5 million, respectively, for the six months ended August 31, 2024 and 2023.

18. Other Contingencies

We are subject to a variety of claims and suits that arise from time to time in the ordinary course of our business. Although management currently believes that resolving claims against us, individually or in the aggregate, will not have a material adverse

21


ENNIS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE PERIOD ENDED AUGUST 31, 2024
(
unaudited)

 

impact in our consolidated financial statements, these matters are subject to inherent uncertainties and management's view of these matters may change in the future.

19. Subsequent Events

On September 20, 2024, the Board declared a quarterly cash dividend on the Company's common stock of 25.0 cents per share. The Board also approved a one-time special dividend of $2.50 per share. The ordinary and special dividend will be paid on November 8, 2024 to shareholders of record as of October 11, 2024. The expected payout for this dividend is approximately $72.4 million.

22


ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

 

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Cautionary Statement Regarding Forward-Looking Statements

 

The following “Management’s Discussion and Analysis of Financial Condition and Results of Operations” should be read together with the unaudited consolidated financial statements and related notes of Ennis, Inc. (collectively with its subsidiaries, the “Company,” “Registrant,” “Ennis,” or “we,” “us,” or “our”), included in Part 1, Item 1 of this report, and with the audited consolidated financial statements and the related notes of the Company included in our Annual Report on Form 10-K for the fiscal year ended February 29, 2024.

 

All of the statements in this report, other than historical facts, are forward-looking statements, including, without limitation, the statements made in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations, and beliefs relating to matters that are not historical in nature. The words “could,” “should,” “feel,” “anticipate,” “aim,” “preliminary,” “expect,” “believe,” “estimate,” “intend,” “intent,” “plan,” “will,” “foresee,” “project,” “forecast,” or the negative thereof or variations thereon, and similar expressions identify forward-looking statements.

 

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for these forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that forward-looking statements are subject to known and unknown risks, uncertainties and other factors relating to its operations and business environment, all of which are difficult to predict and many of which are beyond the control of the Company. These known and unknown risks, uncertainties and other factors could cause actual results to differ materially from those matters expressed in, anticipated by or implied by such forward-looking statements.

 

These statements reflect the current views and assumptions of management with respect to future events. The Company does not undertake, and hereby disclaims, any duty to update these forward-looking statements, even though its situation and circumstances may change in the future. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this report. The inclusion of any statement in this report does not constitute an admission by the Company or any other person that the events or circumstances described in such statement are material.

 

We believe these forward-looking statements are based upon reasonable assumptions. All such statements involve risks and uncertainties, and as a result, actual results could differ materially from those projected, anticipated or implied by these statements. Such forward-looking statements involve known and unknown risks, including but not limited to: general economic, business and labor conditions and the potential adverse effects of potential recessionary concerns, inflationary issues and supply chain disruptions and the potential impact on our operations; our ability to implement our strategic initiatives and control our operational costs; dependence on a limited number of key suppliers; our ability to recover the rising cost of raw materials and other costs (including energy, freight, labor and benefit costs) in markets that are highly price competitive and volatile; uninsured losses, including those from natural disasters, catastrophes, pandemics, theft, sabotage; the impact of future pandemics on the U.S. and local economies, our business operations, our workforce, our supply chain and our customer base; our ability to timely or adequately respond to technological changes in the industry; cybersecurity risks, the impact of the internet and other electronic media on the demand for forms and printed materials; the impact of foreign competition, tariffs, trade regulations and import restrictions; customer credit risk; competitors’ pricing strategies; a decline in business volume and profitability could result in an impairment in our reported goodwill negatively impacting our operational results; our ability to retain key management personnel; our ability to identify, manage or integrate acquisitions.; In addition to the factors indicated above, you should carefully consider the risks described in and incorporated by reference herein and in the risk factors in our Annual Report on Form 10-K for the fiscal year ended February 29, 2024 before making an investment in our common stock.

Overview

Ennis, Inc. (formerly Ennis Business Forms, Inc.) (collectively with its subsidiaries, “the “Company,” “Registrant,” Ennis,” or “we,” “us,” or “our”) was organized under the laws of Texas in 1909. We and our subsidiaries print and manufacture a broad line of business forms and other business products. We distribute business products and forms throughout the United States primarily through independent distributors. This distributor channel encompasses independent print distributors, commercial printers, direct mail, fulfillment companies, payroll and accounts payable software companies, and advertising agencies, among others. We also sell products to many of our competitors to satisfy their customers’ needs.

Business Overview

Our management believes we are the largest provider of business forms, pressure-seal forms, labels, tags, envelopes, and presentation folders to independent distributors in the United States.

23


ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

 

We are in the business of manufacturing, designing, and selling business forms and other printed business products primarily to distributors located in the United States. As of August 31, 2024, we operate 58 manufacturing plants throughout the United States in 20 strategically located states as one reportable segment. Approximately 94% of the business products we manufacture are custom and semi-custom products, constructed in a wide variety of sizes, colors, number of parts, and quantities on an individual job basis, depending upon the customers’ specifications.

The products we sell include snap sets, continuous forms, laser cut sheets, tags, labels, envelopes, integrated products, jumbo rolls and pressure sensitive products in short, medium and long runs under the following labels: Ennis®, Royal Business Forms®, Block Graphics®, 360º Custom LabelsSM, ColorWorx®, Enfusion®, Uncompromised Check Solutions®, VersaSeal®, Ad ConceptsSM, FormSource LimitedSM, Star Award Ribbon Company®, Witt Printing®, B&D Litho®, Genforms®, PrintGraphics®, Calibrated Forms®, PrintXcel®, Printegra®, Forms ManufacturersSM, Mutual Graphics®, TRI-C Business FormsSM, Major Business SystemsSM, Independent PrintingSM, Hoosier Data Forms®, Hayes Graphics®, Wright Business GraphicsSM, Wright 360SM, Integrated Print & GraphicsSM, the Flesh CompanySM, Impressions DirectSM, AmeriPrintSM; StylecraftSM, UMC PrintSM; Eagle GraphicsSM, Diamond GraphicsSM, Printed TechnologiesSM, Printed SolutionsSM and Partek SolutionsSM We also sell the Adams McClure® brand (which provides Point of Purchase advertising); the Admore®, Folder Express®, and Independent Folders® brands (which provide presentation folders and document folders); Ennis Tag & LabelSM (which provides custom printed, high performance labels and custom and stock tags); Allen-Bailey Tag & LabelSM, Atlas Tag & Label®, Kay Toledo Tag®, and Special Service Partners® (SSP) (which provides custom and stock tags and labels); Trade Envelopes®, Block Graphics®, Wisco®, and National Imprint Corporation® (which provide custom and imprinted envelopes) and Northstar® and General Financial Supply® (which provide financial and security documents); InfosealSM and PrintXcel® (which provide custom and stock pressure seal documents). School Photo Marketing is a one-stop shop for over 1,400 school portrait photographers and professional photo labs nationwide, providing them with a complete array of products and services that reach over 15 million families and 30,000 schools, primarily in the K-8 market. We sell predominantly through independent distributors, as well as to many of our competitors. Northstar Computer Forms, Inc., one of our wholly-owned subsidiaries, also sells direct to a small number of customers, generally large banking organizations (where a distributor is not acceptable or available to the end-user). Adams McClure, LP, a wholly-owned subsidiary, also sells direct to a small number of customers, where sales are generally through advertising agencies.

The printing industry generally sells its products either predominantly to end users, a market dominated by a few large manufacturers, such as R.R. Donnelley and Taylor Corporation, or, like the Company, through a variety of independent distributors and distributor groups. While it is not possible, because of the lack of adequate public statistical information, to determine the Company’s share of the total business products market, management believes the Company is the largest producer of business forms, pressure-seal forms, labels, tags, envelopes, and presentation folders in the United States distributing primarily through independent distributors.

There are a number of competitors that operate in this segment. We believe our strategic locations and buying power permit us to compete on a favorable basis within the distributor market on factors such as service, quality and price.

Our products are sold throughout the United States primarily by independent distributors, including business forms distributors, resellers, direct mail, commercial printers, software companies, and advertising agencies.

Raw materials principally consist of a wide variety of weights, widths, colors, sizes, and qualities of paper for business products purchased primarily from one major supplier at favorable prices based on the volume of business.

Business products usage in the printing industry is generally not seasonal. General economic conditions and contraction of the traditional business forms industry are the predominant factors in quarterly volume fluctuations.

Our Business Challenges

Our industry is currently experiencing consolidation of traditional supply channels, product obsolescence, paper supplier capacity adjustments, and increased pricing and potential supply allocations due to demand/supply curve imbalance. Technology advances have made electronic distribution of documents, internet hosting, digital printing and print-on-demand valid, cost-effective alternatives to traditional custom-printed documents and customer communications. Improved equipment has become more accessible to our competitors. We face highly competitive conditions throughout our supply chain in an already over-supplied, price-competitive print industry. The challenges of our business include the following:

24


ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

 

Transformation of our portfolio of products While traditional business documents are essential in order to conduct business, many are being replaced through the use of cheaper paper grades or imported paper, or devalued with advances in digital technologies, causing steady declines in demand for a portion of our current product line. Transforming our product offerings in order to continue to provide innovative, valuable solutions through lower labor and fixed charges to our customers on a proactive basis will require us to make investments in new and existing technology and to develop key strategic business relationships, such as print-on-demand services and product offerings that assist customers in their transition to digital business environments. In addition, we will continue to look for new market opportunities and niches through acquisitions, such as the addition of our envelope offerings, tag offerings, folder offerings, healthcare wristbands, specialty packaging, direct mail, pressure seal products, secure document solutions, innovative in-mold label offerings and long-run integrated products with high color web printing, which provide us with an opportunity for growth and differentiate us from our competition. The ability to make investments in new and existing technology and/or to acquire new market opportunities through acquisitions is dependent on the Company’s liquidity and operational results.

Production capacity and price competition within our industry – Industry supply of paper products is subject to fluctuation as changing industry conditions influence producers to idle or permanently close individual machines or mills, and/or convert them to different product lines, such as packaging to offset a decline in demand. Paper mill shipments were down across the board through the first half of 2023 as buyers worked through elevated inventories of their products. Producers responded to the sluggish demand conditions with heavy downtime rather than permanent closures keeping prices mostly stable. While our supply of paper in the first and second quarter of 2024 has remained stable, margins remain under pressure due to the resulting weak volumes and competitive pricing, we intend to continue to focus on effectively managing and controlling our product costs through the use of forecasting, production and costing models, as well as working closely with our domestic suppliers to reduce our procurement costs, in order to minimize effects on our operational results. In addition, we will continue to look for ways to reduce and leverage our fixed costs and focus on maintaining our margins.


Continued consolidation of our customers – Our customers are distributors, many of which are consolidating or are being acquired by competitors. We continue to maintain a majority of the business we have had with our customers historically, but it is possible that these consolidations and acquisitions, which we expect to continue in the future, ultimately will impact our margins and sales.

For further information, please see “Cautionary Statement Regarding Forward-Looking Statements,” above and “Risk Factors” contained within our Annual Report on Form 10-K for the fiscal year ended February 29, 2024.

Critical Accounting Estimates

Our Annual Report on Form 10-K for the year ended February 29, 2024, includes a description of certain critical accounting estimates, including those with respect to the pension plan, impairment assessments on goodwill and other intangible assets, allowance for credit losses and accounts receivable, and allowance for excess and obsolete inventories, which we believe are critical to understanding our historical and future performance, as these policies relate to the more significant areas involving management's judgments and estimates. During the quarter ended August 31, 2024, there have been no material changes to the critical accounting estimates described in our Annual Report on Form 10-K for the year ended February 29, 2024.

Recent Accounting Pronouncements

See Note 1 of the accompanying unaudited condensed consolidated financial statements for a discussion of recent accounting guidance.

Results of Operations

The following discussion provides information which we believe is relevant to understanding our results of operations and financial condition. The discussion and analysis should be read in conjunction with the accompanying interim unaudited consolidated financial statements and notes included in this filing. The operating results of the Company for the three and six months ended August 31, 2024 and the comparative period for 2023 are set forth in the tables below.

25


ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

 

Consolidated Summary

Unaudited Consolidated Statements of

 

Three Months Ended August 31,

 

 

Six Months Ended August 31,

 

Operations - Data (in thousands)

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net sales

 

$

99,038

 

 

 

100.0

%

 

$

106,760

 

 

 

100.0

%

 

$

202,146

 

 

 

100.0

%

 

$

218,054

 

 

 

100.0

%

Cost of goods sold

 

 

69,259

 

 

 

69.9

 

 

 

73,661

 

 

 

69.0

 

 

 

141,463

 

 

 

70.0

 

 

 

150,914

 

 

 

69.2

 

Gross profit margin

 

 

29,779

 

 

 

30.1

 

 

 

33,099

 

 

 

31.0

 

 

 

60,683

 

 

 

30.0

 

 

 

67,140

 

 

 

30.8

 

Selling, general and administrative

 

 

16,557

 

 

 

16.7

 

 

 

18,341

 

 

 

17.2

 

 

 

33,727

 

 

 

16.7

 

 

 

36,684

 

 

 

16.8

 

Loss from disposal of assets

 

 

39

 

 

 

 

 

 

52

 

 

 

 

 

 

43

 

 

 

 

 

 

52

 

 

 

 

Income from operations

 

 

13,183

 

 

 

13.3

 

 

 

14,706

 

 

 

13.8

 

 

 

26,913

 

 

 

13.3

 

 

 

30,404

 

 

 

13.9

 

Other income

 

 

1,034

 

 

 

1.0

 

 

 

577

 

 

 

0.5

 

 

 

2,045

 

 

 

1.0

 

 

 

1,039

 

 

 

0.5

 

Earnings before income taxes

 

 

14,217

 

 

 

14.4

 

 

 

15,283

 

 

 

14.3

 

 

 

28,958

 

 

 

14.3

 

 

 

31,443

 

 

 

14.4

 

Provision for income taxes

 

 

3,909

 

 

 

3.9

 

 

 

4,373

 

 

 

4.1

 

 

 

7,963

 

 

 

3.9

 

 

 

8,898

 

 

 

4.1

 

Net earnings

 

$

10,308

 

 

 

10.4

%

 

$

10,910

 

 

 

10.2

%

 

$

20,995

 

 

 

10.4

%

 

$

22,545

 

 

 

10.3

%

 

Three months ended August 31, 2024 compared to three months ended August 31, 2023

Net Sales. Our net sales were $99.0 million for the quarter ended August 31, 2024, compared to $106.8 million for the same quarter in the prior year, a decrease of $7.8 million, or 7.3%. Sales decreased $11.2 million due to weaker volume demand and was partially offset by an approximately $3.5 million increase in revenues generated from our recent acquisitions. Current quarter sales decreased $4.1 million, or 3.9% compared to $103.1 million for the sequential quarter ending May 31, 2024. During the latter part of fiscal 2024, we experienced a weakened demand environment with increased competition on price, resulting in lower sales volume and revenues. Our sales volume continues to be impacted by soft customer demand and competitive pricing.

Cost of Goods Sold and Gross Profit Margin. As a result of decreased sales volume, our cost of goods sold decreased $4.4 million, or 6.0%, from $73.7 million for the three months ended August 31, 2023 to $69.3 million for the three months ended August 31, 2024. Our gross profit was $29.8 million or 30.1% of revenue for the quarter ended August 31, 2024 compared to $33.1 million or 31.0% of revenue for the same quarter in the prior year. Our gross profit margin remained relatively flat compared to the immediately preceding quarter ending May 31, 2024 at 30.0%. We continue to take mitigating actions through our cost management and pricing strategies to maintain our margins and offset continued pressure from soft market conditions and increased competition on price.

Selling, general, and administrative expense. For the three months ended August 31, 2024, our selling, general, and administrative ("SG&A") expenses were $16.6 million compared to $18.3 million for the three months ended August 31, 2023, a decrease of $1.8 million, or 9.7%. As a percentage of net sales, SG&A expenses for the current quarter were 16.7% and 17.2% for the three months ended August 31, 2024 and August 31, 2023, respectively. Our SG&A expense decreased as a result of operational efficiencies.

Loss from disposal of assets. The $39,000 and $52,000 net loss from disposal of assets during the three-month period ended August 31, 2024 and 2023, respectively, was primarily attributed to the sale of equipment.

Income from operations. Primarily due to factors described above, our income from operations for the three months ended August 31, 2024 was $13.2 million, or 13.3% of net sales, as compared to $14.7 million, or 13.8% of net sales, for the three months ended August 31, 2023, a decrease of $1.5 million. Income from operations declined on a sequential quarter basis by $0.5 million and was $13.7 million for the quarter ended May 31, 2024.

Other income (expense). Other income was $1.0 million for the three months ended August 31, 2024 compared to $0.6 million for the three months ended August 31, 2023. Our increase in income was primarily from an increase in interest income from the increase in balance and rates received on money market accounts and short-term investments in the current quarter, $1.4 million for the three months ended August 31, 2024 compared to $0.9 million for the three months ended August 31, 2023.

Provision for income taxes. Our effective tax rate was 27.5% and 28.6% for the three months ended August 31, 2024 and 2023, respectively. The decrease in our overall tax rate this period as compared to last period is due to a decrease in our overall expected state tax rate due to changes in state apportionment.

Net earnings. Net earnings, due to the factors above, were $10.3 million for the three months ended August 31, 2024 as compared to $10.9 million for the comparable quarter in the prior year. Net earnings were impacted by decreased revenues for the three months ended August 31, 2024 compared to the three months ended August 31, 2023. After-tax earnings per diluted share for the three months ended August 31, 2024 were $0.40, compared to $0.42 for the same quarter last year.

26


ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

 

Six months ended August 31, 2024 compared to six months ended August 31, 2023

Net Sales. Our net sales were $202.1 million for the six-month period ended August 31, 2024, compared to $218.1 million for the same period last year, a decrease of $15.9 million, or 7.3%. Our recent acquisitions added approximately $7.1 million in revenues for the six-month period ended August 31, 2024 compared to the six-month period ended August 31, 2023. These increases were offset by a $23.0 million reduction in revenue from our legacy business due to volume decline as larger macroeconomic conditions have softened demand and caused greater competition on price.

Cost of Goods Sold and Gross Profit Margin. Our cost of goods sold decreased $9.5 million, or 6.3%, from $150.9 million for the six months ended August 31, 2023 to $141.5 million for the six months ended August 31, 2024. Our gross profit was $60.7 million for the six-month period ended August 31, 2024 compared to $67.1 million for the same period in the prior year. Our gross profit margin of 30.0% for the current six-month period, decreasing from the prior year six-month period of 30.8%, is within our target range. Our gross profit margin as a percentage of sales was higher in the prior year six-month period ending August 31, 2023 due to a higher absorption of fixed costs driven from greater volumes shipped. We continue to take mitigating actions through our cost management and pricing strategies to maintain our margins and offset continued pressure from soft market conditions and increased competition on price.

Selling, general, and administrative expense. For the six months ended August 31, 2024, our SG&A expenses were $33.7 million compared to $36.7 million for the six months ended August 31, 2023, a decrease of $2.9 million, or 8.1%. As a percentage of net sales, SG&A expenses for the period were 16.7% and 16.8% for the six months ended August 31, 2024 and 2023, respectively. Our SG&A expense decreased as a result of operational efficiencies.

Loss from disposal of assets. The $43,000 and $52,000 net loss from disposal of assets during the six-month period ended August 31, 2024 and 2023, respectively were primarily attributed to the sale of equipment.

Income from operations. Primarily due to factors described above, our income from operations for the six months ended August 31, 2024 was $26.9 million, or 13.3% of net sales, as compared to $30.4 million, or 13.9% of net sales, for the six months ended August 31, 2023.

Other income (expense). Other income was $2.0 million for the six months ended August 31, 2024 compared to $1.0 million for the six months ended August 31, 2023. Our increase in income was primarily from an increase in interest income from increase in balance and rates received on money market accounts and short-term investments in the current period, $2.7 million for the six months ended August 31, 2024 compared to $1.7 million for the six months ended August 31, 2023.

Provision for income taxes. Our effective tax rate was 27.5% and 28.3% for the six months ended August 31, 2024 and 2023, respectively. The decrease in our overall tax rate this period as compared to last period is due to a decrease in our overall expected state tax rate due to changes in state apportionment.

Net earnings. Net earnings, due to the factors above, were $21.0 million for the six months ended August 31, 2024 as compared to $22.5 million for the comparable period in the prior year, a decrease of $1.6 million. Net earnings per diluted share for the six months ended August 31, 2024 was $0.80, compared to $0.87 for the same period in the prior year.

Liquidity and Capital Resources

We rely on our cash flows generated from operations to meet all cash requirements of our business. The primary cash requirements of our business are payments to vendors in the normal course of business, capital expenditures, compensation and benefits for employees and the payment of dividends to our shareholders. We believe that our current cash balance of $100.0 million at August 31, 2024, short-term investments of $22.7 million and anticipated cash flows from operations are expected to be similar to prior periods which should be adequate to cover the next twelve months and beyond of our operating and capital requirements. Our capital requirements are expected to be within our historical levels of between $3.0 million and $6.0 million.

 

 

 

August 31,

 

 

February 29,

 

(Dollars in thousands)

 

2024

 

 

2024

 

Working capital

 

$

178,464

 

 

$

167,581

 

Cash

 

$

99,977

 

 

$

81,597

 

Short-term investments

 

$

22,655

 

 

$

29,325

 

 

27


ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

 

 

Working Capital. Our working capital increased $10.9 million or 6.5%, from $167.6 million at February 29, 2024 to $178.5 million at August 31, 2024. Our current ratio, calculated by dividing our current assets by our current liabilities, increased from 6.0 to 1.0 at February 29, 2024 to 6.3 to 1.0 at August 31, 2024. Our increase in working capital primarily reflects the increase in cash and short-term investments, $11.7 million and inventory,$1.7 million, offset by the decrease in accounts receivable, $3.5 million.

 

 

 

Six months ended August 31,

 

(Dollars in thousands)

 

2024

 

 

2023

 

Net cash provided by operating activities

 

$

34,941

 

 

$

34,934

 

Net cash used in investing activities

 

$

(1,777

)

 

$

(15,640

)

Net cash used in financing activities

 

$

(14,784

)

 

$

(12,922

)

 

Cash flows from operating activities. Cash provided by operating activities was $35.0 million in the six months ended August 31, 2024 compared to $35.0 million in the comparative period ended August 31, 2023. A decrease in accounts receivable, net of accounts receivable from acquired business since the prior fiscal year end provided cash of $4.6 million in the current year six-month period, and $7.5 million in the comparable six-month period of the prior year. A decrease in inventories provided cash of $0.3 million in the six-month period ended August 31, 2024 and $2.6 million in the same period of 2023. A decrease in accounts payable and accrued expenses used cash of $0.1 million in the current year six-month period and a decrease in accounts payable and accrued expenses used cash of $6.5 million in the prior year comparable six-month period. The decrease in accounts receivable in the current period was primarily due to decreased sales. The increase in accounts payable and accrued expenses during the prior year period was primarily due to an increase in purchasing activities and inflationary pressures. We continue to monitor incoming orders and adjust raw material purchases accordingly.

Cash flows from investing activities. Cash used in investing activities was $1.8 million in the six months ended August 31, 2024 compared to $15.6 million in the six months ended August 31, 2023. Capital expenditures primarily of equipment was $3.6 million and $3.7 million for the six months ended August 31, 2024 and August 31, 2023, respectively. In the six months ended August 31, 2024, $5.7 million was used to acquire businesses compared to $11.9 million in same period last year. During the current period, we purchased approximately $10.1 million of U.S. government treasury bills, which was partially offset by $17.5 million in matured treasury bills and invested in money market funds. No treasury bills matured or were purchased during the six months ended August 31, 2023.

Cash flows from financing activities. We used $1.8 million more cash in financing activities during the six months ended August 31, 2024 compared to the same period in the prior year. The increase in cash used during the six months ended August 31, 2024 resulted from $1.8 million common stock repurchased under our stock repurchase program in the six months ended August 31, 2024.

Credit Facility – As of August 31, 2024, we had $0.3 million outstanding under a standby letter of credit arrangement secured by a cash collateral bank account. It is anticipated that our cash, short-term investments and funds from operating cash flows will be sufficient to fund anticipated future expenditures, including acquisitions.

Pension Plan – The funded status of our Pension Plan is dependent on many factors, including returns on invested assets, the level of market interest rates and the level of funding. Assuming a stable funding status, we would expect that future required contributions would be between $1.0 million and $3.0 million per year. As our pension assets are invested in marketable securities, changes in actual investment returns or in discount rates could change funding status and requirements significantly. We made a contribution of $1.2 million to our Pension Plan during the period ended August, 31, 2024 and 2023. At August 31, 2024, we had a funded pension asset of $0.1 million.

Inventories We believe our inventory levels are sufficient to satisfy our customer demands and we anticipate having adequate sources of raw materials to meet future business requirements. We have long-term contracts in effect with paper suppliers that govern prices, but do not require minimum purchase commitments. Certain of our rebate programs do, however, require minimum purchase volumes. Management anticipates meeting the required volumes.

Capital Expenditures We continue to make capital expenditures for operational maintenance purposes, as may be required. Additionally, we will carefully review and make capital expenditures for additional equipment to the extent such additions make economic sense by improving our operations and not jeopardizing our strong liquidity position. We expect our capital requirements for our current fiscal year, exclusive of capital required for possible acquisitions, will be within our historical levels of between $3.0 million and $6.0 million. For the six months ended August 31, 2024, we spent approximately $3.6 million on capital expenditures that was funded out of our cash balance. We expect to generate sufficient cash flows from our operating activities to cover our operating and other normal capital requirements for the foreseeable future.

28


ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

 

Contractual Obligations There have been no significant changes in our contractual obligations since February 29, 2024 that have, or are reasonably likely to have, a material impact on our results of operations or financial condition. We do not have off-balance sheet arrangements or special-purpose entities.

29


ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

 

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market Risk

Interest Rates

From time to time, we are exposed to interest rate risk on short-term and long-term financial instruments carrying variable interest rates. We may from time to time utilize interest rate swaps to manage overall borrowing costs and reduce exposure to adverse fluctuations in interest rates. We do not use derivative instruments for trading purposes. While we had no outstanding debt at August 31, 2024, we will be exposed to interest rate risk if we borrow in the future.

 

This market risk discussion contains forward-looking statements. Actual results may differ materially from this discussion based upon general market conditions and changes in domestic and global financial markets.

Item 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures. We maintain “disclosure controls and procedures” as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to ensure that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act, is recorded, processed, summarized, and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and include controls and procedures designed to ensure that information required to be disclosed by us in such reports is accumulated and communicated to our management, including our principal executive and financial officers, as appropriate to allow timely decisions regarding required disclosures. Our controls and procedures are tested and evaluated at regular intervals to confirm that they are adequate and followed by our personnel to prevent misstatement of the Company’s financial statements. Due to the inherent limitations of control systems, not all misstatements may be detected. Those inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple errors or mistakes. Additionally, controls could be circumvented by the individual acts of some persons or by collusion of two or more people. Our controls and procedures can only provide reasonable, not absolute, assurance that the above objectives have been met. Our management, with the participation of our Chairman of the Board, President and Chief Executive Officer (“CEO”) and Chief Financial Officer and Treasurer (“CFO”), has evaluated the effectiveness of the design and operation of our disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on that evaluation, our CEO and CFO have concluded that, as of August 31, 2024, our disclosure controls and procedures are effective to provide reasonable assurance that information relating to us (including our consolidated subsidiaries), which is required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and is accumulated and communicated to our management, including the CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

There have been no changes in our internal control over financial reporting (as defined in Rule 13a–15(f) or Rule 15d–15(f) of the Exchange Act) that occurred during the six months ended August 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

 

PART II. OTHER INFORMATION

 

From time to time, we are involved in various litigation matters arising in the ordinary course of our business. We do not believe the disposition of any current matter will have a material adverse effect on our consolidated financial position or results of operations.

 

In October 2023, Crabar/GBF, Inc., a subsidiary of Ennis, was awarded $5.8 million in actual damages, exemplary damages and attorney’s fees in a case against Wright Printing Company, its owner Mark Wright, and CEO Mardra Sikora. Given the defendants’ pending appeal, we have not yet recognized the proceeds from the judgment in the accompanying condensed consolidated financial statements as of August 31, 2024. In addition, the defendants have posted cash bonds that total approximately $5.1 million, which should be recoverable by the Company if defendants’ appeal is unsuccessful.

 

Item 1A. Risk Factors

 

There have been no material changes in our Risk Factors as previously discussed in our Annual Report on Form 10-K for the year ended February 29, 2024.


 

30


ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

At its July 14, 2022 meeting, the Ennis, Inc. Board of Directors authorized an additional $20 million in funding for the Company’s share repurchase program that was first implemented in 2008. With this latest funding authorization, the cumulative funds authorized for share repurchases totals $60 million. Under the repurchase program, purchases may be made from time to time in the open market or through privately negotiated transactions depending on market conditions, share price, trading volume and other factors. Such purchases, if any, will be made in accordance with applicable insider trading rules and other securities laws and regulations. These repurchases may be commenced or suspended at any time or from time to time without prior notice.

 

During the six months ended August 31, 2024, the Company repurchased 91,922 shares of common stock under the program at an average price of $19.79. Since the program’s inception in October 2008, there have been 2,334,384 common shares repurchased at an average price of $16.47 per share. As of August 31, 2024, $21.5 million remained available to repurchase shares of the Company’s common stock under the program.

 

Items 3, 4 and 5 are not applicable and have been omitted

 

Item 6. Exhibits

 

The following exhibits are filed as part of this report.

Exhibit Number

 

Description

 

 

 

Exhibit 3.1(a)

 

Restated Articles of Incorporation, as amended through June 23, 1983 with attached amendments dated June 20, 1985, July 31, 1985, June 16, 1988 and November 4, 1998, incorporated herein by reference to Exhibit 3.1(a) to the Registrant’s Form 10-Q filed on October 6, 2017 (File No. 001-05807).

 

 

 

Exhibit 3.1(b)

 

Amendment to Articles of Incorporation, dated June 17, 2004, incorporated herein by reference to Exhibit 3.1(b) to the Registrant’s Annual Report on Form 10-K for the fiscal year ended February 28, 2007 filed on May 9, 2007 (File No. 001-05807).

 

 

 

Exhibit 3.2

 

Fourth Amended and Restated Bylaws of Ennis, Inc., dated July 10, 2017, incorporated herein by reference to Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on July 10, 2017 (File No. 001-05807).

 

 

 

Exhibit 31.1

 

Certification Pursuant to Rule 13a-14(a) of Chief Executive Officer.*

 

 

 

Exhibit 31.2

 

Certification Pursuant to Rule 13a-14(a) of Chief Financial Officer.*

 

 

 

Exhibit 32.1

 

Section 1350 Certification of Chief Executive Officer.**

 

 

 

Exhibit 32.2

 

Section 1350 Certification of Chief Financial Officer.**

 

 

 

Exhibit 101

 

The following information from Ennis, Inc.’s Quarterly Report on Form 10-Q for the quarter ended August 31, 2024, filed on October 3, 2024, formatted in Inline XBRL: (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Changes in Shareholders’ Equity, (v) Consolidated Statements of Cash Flows, and (vi) the Notes to Consolidated Financial Statements, tagged as blocks of text and in detail.*

 

 

 

Exhibit 104

 

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

 

* Filed herewith

** Furnished herewith

31


ENNIS, INC. AND SUBSIDIARIES

FORM 10-Q

FOR THE PERIOD ENDED AUGUST 31, 2024

 

SIGNATURES

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 thereunto duly authorized.

 

 

ENNIS, INC.

 

 

 

Date: October 3, 2024

 

/s/ Keith S. Walters

 

 

Keith S. Walters

 

 

Chairman, Chief Executive Officer and President

 

 

 

Date: October 3, 2024

 

/s/ Vera Burnett

 

 

Vera Burnett

 

 

Chief Financial Officer, Treasurer and

 

 

Principal Financial and Accounting Officer

 

 

32


 

Exhibit 31.1

RULE 13a-14(a) CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Keith S. Walters, Chief Executive Officer of Ennis, Inc., certify that:

1.
I have reviewed this quarterly report on Form 10-Q of Ennis, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a.
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b.
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

/s/ Keith S. Walters

Keith S. Walters

Chief Executive Officer

October 3, 2024

 

 


 

Exhibit 31.2

RULE 13a-14(a) CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, Vera Burnett, Chief Financial Officer of Ennis, Inc., certify that:

1.
I have reviewed this quarterly report on Form 10-Q of Ennis, Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a.
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b.
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

/s/ Vera Burnett

Vera Burnett

Chief Financial Officer

October 3, 2024

 

 


 

EXHIBIT 32.1

SECTION 1350 CERTIFICATION OF CHIEF EXECUTIVE OFFICER

I, Keith S. Walters, Chairman of the Board and Chief Executive Officer of Ennis, Inc. (the “Company”), certify, that pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code:

(1)
The Quarterly Report on Form 10-Q of the Company for the period ended August 31, 2024, as filed with the Securities Exchange Commission on the date hereof (the “Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934, as amended; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition, and results of operations of the Company as of the dates and for the periods expressed in the Report.

 

/s/ Keith S. Walters

 

Keith S. Walters

 

Chairman of the Board and

 

Chief Executive Officer

 

Date: October 3, 2024

The foregoing Certification is being furnished solely pursuant to 18 U.S.C. Section 1350; it is not being filed for purposes of Section 18 of the Securities Exchange Act, and is not to be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation languages in such filing.

 


 

EXHIBIT 32.2

SECTION 1350 CERTIFICATION OF CHIEF FINANCIAL OFFICER

I, Vera Burnett, Chief Financial Officer of Ennis, Inc. (the “Company”), certify, that pursuant to Section 1350 of Chapter 63 of Title 18 of the United States Code:

(1)
The Quarterly Report on Form 10-Q of the Company for the period ended August 31, 2024, as filed with the Securities Exchange Commission on the date hereof (the “Report”) fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934, as amended; and
(2)
The information contained in the Report fairly presents, in all material respects, the financial condition, and results of operations of the Company as of the dates and for the periods expressed in the Report.

 

 

/s/ Vera Burnett

 

 

Vera Burnett

 

 

Chief Financial Officer

 

 

Date: October 3, 2024

The foregoing Certification is being furnished solely pursuant to 18 U.S.C. Section 1350; it is not being filed for purposes of Section 18 of the Securities Exchange Act, and is not to be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation languages in such filing.

 


v3.24.3
Document and Entity Information - shares
6 Months Ended
Aug. 31, 2024
Oct. 01, 2024
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Aug. 31, 2024  
Document Fiscal Year Focus 2025  
Document Fiscal Period Focus Q2  
Trading Symbol EBF  
Entity Registrant Name ENNIS, INC.  
Entity Central Index Key 0000033002  
Current Fiscal Year End Date --02-28  
Entity Filer Category Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Common Stock, Shares Outstanding   26,003,854
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Shell Company false  
Entity File Number 1-5807  
Entity Incorporation, State or Country Code TX  
Entity Tax Identification Number 75-0256410  
Entity Address, Address Line One 2441 Presidential Pkwy  
Entity Address, City or Town Midlothian  
Entity Address, State or Province TX  
Entity Address, Postal Zip Code 76065  
City Area Code 972  
Local Phone Number 775-9801  
Document Quarterly Report true  
Document Transition Report false  
Title of 12(b) Security Common Stock, par value $2.50 per share  
Security Exchange Name NYSE  
v3.24.3
Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Aug. 31, 2024
Feb. 29, 2024
Current assets    
Cash $ 99,977 $ 81,597
Short-term investments 22,655 29,325
Accounts receivable, net 43,729 47,209
Inventories, net 41,742 40,037
Prepaid expenses 2,099 2,168
Prepaid income taxes 2,157 1,046
Total current assets 212,359 201,382
Property, plant and equipment    
Plant, machinery and equipment 162,724 160,305
Land and buildings 67,798 67,121
Computer equipment and software 10,589 10,680
Other 4,016 4,124
Total property, plant and equipment 245,127 242,230
Less accumulated depreciation 190,322 187,265
Property, plant and equipment, net 54,805 54,965
Operating lease right-of-use assets, net 8,386 9,827
Goodwill 94,349 94,349
Intangible assets, net 36,475 38,327
Net pension asset 80 80
Other assets 360 260
Total assets 406,814 399,190
Current liabilities    
Accounts payable 14,293 11,846
Accrued expenses 15,662 17,541
Current portion of operating lease liabilities 3,940 4,414
Total current liabilities 33,895 33,801
Deferred income taxes 9,253 9,305
Operating lease liabilities, net of current portion 4,214 5,160
Other liabilities 1,083 1,083
Total liabilities 48,445 49,349
Shareholders’ equity    
Common stock $2.50 par value, authorized 40,000,000 shares; issued 30,053,443 shares at August 31, 2024 and February 29, 2024 75,134 75,134
Additional paid-in capital 124,315 126,253
Retained earnings 244,235 236,196
Accumulated other comprehensive loss:    
Minimum pension liability, net of taxes (13,175) (13,019)
Treasury stock (72,140) (74,723)
Total shareholders’ equity 358,369 349,841
Total liabilities and shareholders' equity $ 406,814 $ 399,190
v3.24.3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Aug. 31, 2024
Feb. 29, 2024
Statement of Financial Position [Abstract]    
Common stock, par value $ 2.5 $ 2.5
Common stock, shares authorized 40,000,000 40,000,000
Common stock, shares issued 30,053,443 30,053,443
v3.24.3
Condensed Consolidated Statements of Operations - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Income Statement [Abstract]        
Net sales $ 99,038 $ 106,760 $ 202,146 $ 218,054
Type of revenue [extensible list] Net sales Net sales Net sales Net sales
Cost of goods sold $ 69,259 $ 73,661 $ 141,463 $ 150,914
Type of cost, good or service [extensible list] Cost of goods sold Cost of goods sold Cost of goods sold Cost of goods sold
Gross profit $ 29,779 $ 33,099 $ 60,683 $ 67,140
Selling, general and administrative 16,557 18,341 33,727 36,684
Loss from disposal of assets 39 52 43 52
Income from operations 13,183 14,706 26,913 30,404
Other income (expense)        
Interest income 1,369 878 2,728 1,694
Other, net (335) (301) (683) (655)
Total other income (expense) 1,034 577 2,045 1,039
Earnings before income taxes 14,217 15,283 28,958 31,443
Income tax expense 3,909 4,373 7,963 8,898
Net earnings $ 10,308 $ 10,910 $ 20,995 $ 22,545
Weighted average common shares outstanding        
Basic 26,009,876 25,886,058 26,015,195 25,858,154
Diluted 26,054,499 26,050,983 26,156,161 26,010,739
Earnings per share        
Basic $ 0.4 $ 0.42 $ 0.81 $ 0.87
Diluted $ 0.4 $ 0.42 $ 0.8 $ 0.87
v3.24.3
Condensed Consolidated Statements of Comprehensive Income - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Statement of Comprehensive Income [Abstract]        
Net earnings $ 10,308 $ 10,910 $ 20,995 $ 22,545
Adjustment to pension, net of tax (528) 333 (156) 720
Comprehensive income $ 9,780 $ 11,243 $ 20,839 $ 23,265
v3.24.3
Condensed Consolidated Statements of Changes in Shareholders' Equity - USD ($)
$ in Thousands
Total
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Treasury Stock [Member]
Beginning balance at Feb. 28, 2023 $ 331,432 $ 75,134 $ 125,887 $ 219,459 $ (14,104) $ (74,944)
Beginning balance common stock, shares at Feb. 28, 2023   30,053,443        
Begining balance, treasury stock , shares at Feb. 28, 2023           (4,266,835)
Net earnings 22,545     22,545    
Adjustment to pension, net of deferred tax 720       720  
Dividends paid (12,922)     (12,922)    
Stock based compensation $ 1,371   1,371      
Exercise of stock options and restricted stock     (818)     $ 818
Exercise of stock options and restricted stock, shares           46,625
Common stock repurchases, shares 0          
Ending balance at Aug. 31, 2023 $ 343,146 $ 75,134 126,440 229,082 (13,384) $ (74,126)
Ending balance common stock, shares at Aug. 31, 2023   30,053,443        
Ending balance, treasury stock , shares at Aug. 31, 2023           (4,220,210)
Beginning balance at May. 31, 2023 337,681 $ 75,134 126,101 224,635 (13,717) $ (74,472)
Beginning balance common stock, shares at May. 31, 2023   30,053,443        
Begining balance, treasury stock , shares at May. 31, 2023           (4,239,929)
Net earnings 10,910     10,910    
Adjustment to pension, net of deferred tax 333       333  
Dividends paid (6,463)     (6,463)    
Stock based compensation $ 685   685      
Exercise of stock options and restricted stock     (346)     $ 346
Exercise of stock options and restricted stock, shares           19,719
Common stock repurchases, shares 0          
Ending balance at Aug. 31, 2023 $ 343,146 $ 75,134 126,440 229,082 (13,384) $ (74,126)
Ending balance common stock, shares at Aug. 31, 2023   30,053,443        
Ending balance, treasury stock , shares at Aug. 31, 2023           (4,220,210)
Beginning balance at Feb. 29, 2024 $ 349,841 $ 75,134 126,253 236,196 (13,019) $ (74,723)
Beginning balance common stock, shares at Feb. 29, 2024 30,053,443 30,053,443        
Begining balance, treasury stock , shares at Feb. 29, 2024           (4,250,226)
Net earnings $ 20,995       20,995  
Adjustment to pension, net of deferred tax (156)       (156)  
Dividends paid (12,956)     (12,956)    
Stock based compensation 2,473   2,473      
Exercise of stock options and restricted stock     (4,411)     $ 4,411
Exercise of stock options and restricted stock, shares           250,892
Common stock repurchases $ (1,828)         $ (1,828)
Common stock repurchases, shares (91,883)         (91,922)
Ending balance at Aug. 31, 2024 $ 358,369 $ 75,134 124,315 244,235 (13,175) $ (72,140)
Ending balance common stock, shares at Aug. 31, 2024 30,053,443 30,053,443        
Ending balance, treasury stock , shares at Aug. 31, 2024           (4,091,256)
Beginning balance at May. 31, 2024 $ 354,373 $ 75,134 123,948 240,423 (12,647) $ (72,485)
Beginning balance common stock, shares at May. 31, 2024   30,053,443        
Begining balance, treasury stock , shares at May. 31, 2024           (4,110,893)
Net earnings 10,308     10,308    
Adjustment to pension, net of deferred tax (528)       (528)  
Dividends paid (6,496)     (6,496)    
Stock based compensation 713   713      
Exercise of stock options and restricted stock     (346)     $ 346
Exercise of stock options and restricted stock, shares           19,676
Common stock repurchases $ (1)         $ (1)
Common stock repurchases, shares (39)         (39)
Ending balance at Aug. 31, 2024 $ 358,369 $ 75,134 $ 124,315 $ 244,235 $ (13,175) $ (72,140)
Ending balance common stock, shares at Aug. 31, 2024 30,053,443 30,053,443        
Ending balance, treasury stock , shares at Aug. 31, 2024           (4,091,256)
v3.24.3
Condensed Consolidated Statements of Changes in Shareholders' Equity (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Statement of Stockholders' Equity [Abstract]        
Deferred tax adjusted to pension $ (132) $ 110 $ (39) $ 239
Dividends paid per share $ 0.25 $ 0.25 $ 0.5 $ 0.5
v3.24.3
Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Cash flows from operating activities:    
Net earnings $ 20,995 $ 22,545
Adjustments to reconcile net earnings to net cash provided by operating activities:    
Depreciation 4,566 4,974
Amortization of intangible assets 3,864 3,867
Loss from disposal of assets 43 52
Amortization of discount on short-term investments (737) 0
Bad debt expense, net of recoveries 177 235
Stock based compensation 2,473 1,371
Net pension expense 992 959
Changes in operating assets and liabilities, net of the effects of acquisitions:    
Accounts receivable 4,639 7,449
Prepaid expenses and income taxes (1,042) (2,414)
Inventories 227 2,583
Cash paid to pension plan (1,200) 0
Other assets 0 62
Accounts payable and accrued expenses (77) (6,452)
Other liabilities 21 (297)
Net cash provided by operating activities 34,941 34,934
Cash flows from investing activities:    
Capital expenditures (3,618) (3,720)
Purchase of businesses, net of cash acquired (5,622) (11,932)
Purchase of short-term investments (10,093) 0
Maturity of short-term investments 17,500 0
Proceeds from disposal of plant and property 56 12
Net cash used in investing activities (1,777) (15,640)
Cash flows from financing activities:    
Dividends paid (12,956) (12,922)
Common stock repurchases (1,828) 0
Net cash used in financing activities (14,784) (12,922)
Net change in cash 18,380 6,372
Cash at beginning of period 81,597 93,968
Cash at end of period $ 99,977 $ 100,340
v3.24.3
Significant Accounting Policies and General Matters
6 Months Ended
Aug. 31, 2024
Accounting Policies [Abstract]  
Significant Accounting Policies and General Matters

1. Significant Accounting Policies and General Matters

Basis of Presentation

These unaudited condensed consolidated financial statements of Ennis, Inc. and its subsidiaries (collectively referred to as the “Company,” “Registrant,” “Ennis,” or “we,” “us,” or “our”) for the period ended August 31, 2024 have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP') and pursuant to the rules and regulations of the Securities and Exchange Commission pertaining to interim financial statements. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended February 29, 2024, from which the accompanying consolidated balance sheet at February 29, 2024 was derived. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments considered necessary for a fair presentation of the interim financial information have been included and are of a normal recurring nature. The preparation of the condensed consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the disclosure and reported amounts of assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company evaluates these estimates and judgments on an ongoing basis, including those related to bad debts, inventory valuations, property, plant and equipment, intangible assets, pension plan, accrued liabilities, and income taxes. The Company bases estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances. The results of operations for any interim period are not necessarily indicative of the results of operations for a full year.

 

Recent Accounting Pronouncements

 

Issued accounting standards not yet adopted

 

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which aims to improve disclosures about a public entity’s reportable segments. This update addresses requests from investors for more detailed information about a reportable segment’s expenses in order to improve understanding of a public entity’s business activities, overall performance, and potential future cash flows. The amendments in this ASU include a requirement for public business entities to disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and are included within each reported measure of segment profit or loss. This update is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years starting after December 15, 2024. This ASU must be applied retrospectively to all prior periods presented. Management expects the adoption of the pronouncement will result in additional segment disclosures in its Consolidated Financial Statements for fiscal year 2025.

 

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands disclosures in a public entity’s income tax rate reconciliation table and other disclosures regarding cash taxes paid both in the U.S. and foreign jurisdictions. This ASU is effective for annual periods beginning after December 15, 2024 (fiscal 2026 for the Company), but early adoption is permitted. This ASU should be applied on a prospective basis, although retrospective application is permitted. The Company is assessing the effect of this update on its Consolidated Financial Statements and related disclosures.

 

Proposed accounting standards

 

In July 2023, the FASB issued Proposed ASU No. 2023-ED500, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which aims to provide investors with more useful information about an entity’s expenses by improving disclosures on income statement expenses. The amendments in this Proposed ASU would require public business entities to disclose disaggregated information about specific categories underlying certain income statement expense line items. The Company is evaluating this proposed accounting standard.

v3.24.3
Revenue
6 Months Ended
Aug. 31, 2024
Revenue from Contract with Customer [Abstract]  
Revenue

2. Revenue

 

Nature of Revenues

Substantially all of the Company’s revenue is derived from the sale of commercial printing products in the continental United States of America and is primarily recognized at a point in time in an amount that reflects the consideration the Company expects to be provided in exchange for those goods. Revenue from the sale of commercial printing products, including shipping and handling fees

billed to customers, is recognized when the performance obligation is met upon the transfer of control to the customer, which is generally upon shipment to the customer when the terms of the sale are freight on board ("FOB") shipping point, or, to a lesser extent, upon delivery to the customer if the terms of the sale are FOB destination. Net sales represent gross sales invoiced to customers, less certain related charges, including sales tax, discounts, returns and other allowances. Returns, discounts and other allowances have historically been insignificant.

In a small number of cases and upon customer request, the Company prints and stores commercial printing product for customer specified future delivery, generally within the same year as the product is manufactured. In this case, revenue is recognized upon the transfer of control when manufacturing is complete and title and risk of ownership is passed to the customer. Storage revenue for certain customers may be recognized over time rather than at a point in time. As of the date of this report, the amount of storage revenue is not significant to the Company’s condensed consolidated financial statements. The output method for measure of progress is determined to be appropriate. The Company recognizes storage revenue in the amount for which it has the right to invoice for revenue that is recognized over time and for which it demonstrates that the invoiced amount corresponds directly with the value to the customer for the performance completed to date.

The Company does not disaggregate revenue and operates in one sales category consisting of commercial printed product revenue, which is reported as net sales on the condensed consolidated statements of operations. The Company does not have material contract assets and contract liabilities as of August 31, 2024.

Significant Judgments

Generally, the Company’s contracts with customers are comprised of a written quote and customer purchase order or statement of work, and governed by the Company’s trade terms and conditions. In certain instances, it may be further supplemented by separate pricing agreements and customer incentive arrangements, which typically only affect the contract’s transaction price. Contracts do not contain a significant financing component as payment terms on invoiced amounts are typically between 30 to 90 days, based on the Company’s credit assessment of individual customers, as well as industry expectations. Product returns are not significant as the bulk of our sales are custom in nature.

From time to time, the Company may offer incentives to its customers considered to be variable consideration including volume-based rebates or early payment discounts. Customer incentives considered to be variable consideration are recorded as a reduction to revenue as part of the transaction price at contract inception when there is a basis to reasonably estimate the amount of the incentive and only to the extent that it is probable that a significant reversal of any incremental revenue will not occur. Customer incentives are allocated entirely to the single performance obligation of transferring printed product to the customer and are not considered material.

For customers with terms of FOB shipping point, the Company accounts for shipping and handling activities performed after the control of the printed product has been transferred to the customer as a fulfillment cost. The Company accrues for the costs of shipping and handling activities if revenue is recognized before contractually agreed shipping and handling activities occur.

The Company’s contracts with customers are generally short-term in nature. Accordingly, the Company does not disclose the value of unsatisfied performance obligations nor the timing of revenue recognition.

v3.24.3
Short-term Investments and Fair Value Measurements
6 Months Ended
Aug. 31, 2024
Short-Term Investments [Abstract]  
Short-term Investments and Fair Value Measurements

3. Short-term Investments and Fair Value Measurements

Short-term investments are securities with original maturities of greater than three months but less than twelve months and are comprised of U.S. Treasury Bills. The Company determines the classification of these securities as trading, available for sale or held to maturity at the time of purchase and re-evaluates these determinations at each balance sheet date. The Company's short-term investments are classified as held-to-maturity for the period presented as it has the positive intent and ability to hold these investments to maturity. The Company's held-to-maturity investments are stated at amortized cost with a zero credit loss allowance because the probability of default is virtually zero due to the high credit rating, long history of no credit losses and the widely recognized risk free nature of these investments.

Amortized cost and estimated fair value of investment securities classified as held-to-maturity were as follows at August 31, 2024 and February 29, 2024 (in thousands):

 

 

 

 

 

Gross

 

Gross

 

 

 

 

Cost or

 

Unrealized

 

Unrealized

 

Estimated

 

 

Amortized

 

Holding

 

Holding

 

Fair

 

 

Cost

 

Gains

 

Losses

 

Value

August 31, 2024

 

 

 

 

 

 

 

 

Investment securities due in less than one year

 

$22,655

 

$-

 

$1

 

$22,654

 

 

 

 

 

 

 

 

 

February 29, 2024

 

 

 

 

 

 

 

 

Investment securities due in less than one year

 

$29,325

 

$-

 

$45

 

$29,280

 

The Company’s short-term investments in investment securities are Level 1 fair value measure. The Company did not hold any Level 2 or 3 financial assets or liabilities measured at fair value on a recurring basis. There were no transfers between levels during the three and six months ended August 31, 2024.

v3.24.3
Accounts Receivable and Allowance for Credit Losses
6 Months Ended
Aug. 31, 2024
Receivables [Abstract]  
Accounts Receivable and Allowance for Credit Losses

4. Accounts Receivable and Allowance for Credit Losses

Accounts receivable are reduced by an allowance for an estimate of amounts that are uncollectible. Substantially all of the Company’s receivables are due from customers in North America. The Company extends credit to its customers based upon its evaluation of the following factors: (i) the customer’s financial condition, (ii) the amount of credit the customer requests, and (iii) the customer’s actual payment history (which includes disputed invoice resolution). The Company does not typically require its customers to post a deposit or supply collateral. The Company’s allowance for credit losses is based on an analysis that estimates the amount of its total customer receivable balance that is not collectible. This analysis includes assessing a default probability to customers’ receivable balances, which is influenced by several factors including (i) current market conditions, (ii) periodic review of customer credit worthiness, and (iii) review of customer receivable aging and payment trends.

The Company writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance in the period the payment is received. Credit losses from continuing operations have consistently been within management’s expectations.

The following table presents the activity in the Company’s allowance for credit losses (in thousands):

 

 

 

Three months ended

 

Six months ended

 

 

August 31,

 

August 31,

 

 

2024

 

2023

 

2024

 

2023

Balance at beginning of period

 

$1,720

 

$1,819

 

$1,707

 

$1,709

Bad debt expense, net of recoveries

 

67

 

100

 

177

 

235

Accounts written off

 

(11)

 

(53)

 

(108)

 

(78)

Balance at end of period

 

$1,776

 

$1,866

 

$1,776

 

$1,866

 

The following table summarizes the components of accounts receivable as of the dates indicated (in thousands):

 

 

 

August 31,

 

February 29,

 

 

2024

 

2024

Trade receivables, net of allowance for credit losses

 

$37,109

 

$39,665

Vendor rebates

 

2,142

 

3,109

Notes receivable

 

4,405

 

4,435

Other

 

73

 

-

 

 

$43,729

 

$47,209

 

The note receivable related to the sale of an unused manufacturing facility and was structured to be paid in 12 consecutive monthly installments, with a fixed interest rate of 5.95% per annum and a balloon payment due upon completion of the final payment. By mutual agreement, the note receivable has been extended beyond the one-year maturity date due to regulatory delays in clearing the facility for third-party financing. The note receivable is classified as current as the Company believes the regulatory delays will be resolved in the next twelve months.
v3.24.3
Inventories
6 Months Ended
Aug. 31, 2024
Inventory Disclosure [Abstract]  
Inventories

5. Inventories

With the exception of approximately 7.4% and 7.0% of its inventories valued at the lower of last-in first-out ("LIFO") for the periods ended August 31, 2024 and February 29, 2024, respectively, the Company values its inventories at the lower of first-in, first-out ("FIFO") cost or net realizable value. The Company regularly reviews inventories on hand, using specific aging categories, and writes down the carrying value of its inventories for excess and potentially obsolete inventories based on historical usage and estimated future usage. In assessing the ultimate realization of its inventories, the Company is required to make judgments as to future demand requirements. As actual future demand or market conditions may vary from those projected by the Company, adjustments to inventories may be required. Reserves for excess and obsolete inventory at August 31, 2024 and February 29, 2024 were $1.8 million and $1.8 million, respectively.

The following table summarizes the components of inventories at the different stages of production as of the dates indicated (in thousands):

 

 

August 31,

 

 

February 29,

 

 

 

2024

 

 

2024

 

Raw material

 

$

22,454

 

 

$

21,764

 

Work-in-process

 

 

5,766

 

 

 

5,621

 

Finished goods

 

 

13,522

 

 

 

12,652

 

 

 

$

41,742

 

 

$

40,037

 

v3.24.3
Acquisitions
6 Months Ended
Aug. 31, 2024
Business Combinations [Abstract]  
Acquisitions

6. Acquisitions

The Company applies the acquisition method of accounting for business combinations. Under the acquisition method, the acquiring entity in a business combination recognizes 100% of the assets acquired and liabilities assumed at their acquisition date fair values with certain limited exceptions permitted under US GAAP. Management utilizes valuation techniques appropriate for the asset or liability being measured in determining these fair values. Any excess of the purchase price over amounts allocated to assets acquired, including identifiable intangible assets and liabilities assumed, is recorded as goodwill. Where amounts allocated to assets acquired and liabilities assumed is greater than the purchase price, a bargain purchase gain is recognized. Acquisition-related costs are expensed in the period incurred.

Acquisition of Printing Technologies

On June 26, 2024, the Company acquired the assets and business of Printing Technologies, Inc. ("PTI"), which is based in Indianapolis, Indiana, for approximately $5.6 million in cash. The Company performed a preliminary allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values using the information available as of the acquisition date. The Company recorded intangible assets with definite lives of approximately $2.0 million in connection with the transaction, which are deductible for tax purposes. This allocation is preliminary and subject to change, which may be material. The acquisition of PTI strengthens our production capabilities and diversifies our product offerings to enable us to better serve our broad customer base.

The following table summarizes the Company's preliminary purchase price allocation for PTI as of the acquisition date (in thousands):

 

Accounts receivable

 

$1,336

Inventories

 

1,932

Other assets

 

100

Right-of-use asset

 

847

Property, plant and equipment

 

887

Intangibles

 

2,012

Operating lease liability

 

(847)

Accounts payable and accrued liabilities

 

(645)

Acquisition price

 

$5,622

 

Acquisition of Eagle Graphics and Diamond Graphics

On October 11, 2023, the Company acquired the assets and business of Eagle Graphics, Inc. ("Eagle"), which is based in Annville, Pennsylvania, and Diamond Graphics, Inc. ("Diamond"), which is based in Bensalem, Pennsylvania, for approximately $7.9 million in cash. The Company performed an allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values prepared by management using the information available as of the acquisition date. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $0.8 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of Eagle and Diamond strengthens our production capabilities to serve our customers in the Northeast United States.

The following table summarizes the Company's purchase price allocation for Eagle and Diamond as of the acquisition date (in thousands):

 

Accounts receivable

 

$838

Inventories

 

917

Property, plant and equipment

 

5,304

Goodwill and intangibles

 

971

Accounts payable and accrued liabilities

 

(159)

Acquisition price

 

$7,871

 

Acquisition of UMC Print

On June 2, 2023, the Company acquired the assets and business of UMC Print ("UMC"), which is based in Overland Park, Kansas, for approximately $7.5 million in cash plus the assumption of trade payables of approximately $0.8 million. The Company performed an allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values prepared by management using the information available as of the acquisition date. In January 2024, the Company received an indemnity claim from escrow related to a piece of equipment in the amount of $0.2 million. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $2.7 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of UMC brings the Company expanded commercial print capabilities serving customers throughout the Midwest United States.

The following table summarizes the Company's purchase price allocation for UMC as of the acquisition date (in thousands):

 

Cash

 

$758

Accounts receivable

 

1,839

Inventories

 

553

Property, plant and equipment

 

2,137

Goodwill and intangibles

 

2,971

Accounts payable and accrued liabilities

 

(789)

Acquisition price

 

$7,469

 

Acquisition of Stylecraft Printing

On May 23, 2023, the Company acquired the real estate and operations of Stylecraft Printing Company ("Stylecraft"), which is based in Canton, Michigan, for $5.0 million plus the assumption of trade payables. The Company performed an allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on their estimated fair values using the information available as of the acquisition date. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $0.3 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of Stylecraft expands the Company's product lines and footprint specializing in business forms, integrated products and commercial printing.

The following table summarizes the Company's purchase price allocation for Stylecraft as of the acquisition date (in thousands):

 

Accounts receivable

 

$554

Inventories

 

849

Right-of-use asset

 

28

Property, plant and equipment

 

3,160

Goodwill and intangibles

 

476

Operating lease liability

 

(28)

Accounts payable and accrued liabilities

 

(12)

Acquisition price

 

$5,027

 

 

The results of operations for Stylecraft, UMC, Eagle and PTI are included in the Company’s consolidated financial statements from the respective dates of acquisition. The following table sets forth certain operating information on a pro forma basis as though each acquisition had occurred as of the beginning of the comparable prior period (that is, March 1, 2023). The following pro forma information includes the estimated impact of adjustments such as amortization of intangible assets, depreciation expense and interest expense and related tax effects (in thousands, except per share amounts).

 

 

 

Three months ended

 

Six months ended

 

 

August 31, 2024

 

August 31, 2023

 

August 31, 2024

 

August 31, 2023

Pro forma net sales

 

$100,204

 

$112,646

 

$206,811

 

$235,437

Pro forma net earnings

 

10,335

 

11,415

 

21,101

 

24,469

Pro forma earnings per share - diluted

 

$0.40

 

$0.44

 

$0.81

 

$0.94

 

The pro forma results are not necessarily indicative of what would have occurred if the acquisitions had been in effect for the full duration of the comparative periods presented.

v3.24.3
Leases
6 Months Ended
Aug. 31, 2024
Leases [Abstract]  
Leases

7. Leases

The Company leases certain of its facilities and equipment under operating leases, which are recorded as right-of-use assets and lease liabilities. The Company’s leases generally have terms of 15 years, with certain leases including renewal options to extend the leases for additional periods at the Company’s discretion. At lease inception, all renewal options reasonably certain to be exercised

are considered when determining the lease term. The Company currently does not have leases that include options to purchase or provisions that would automatically transfer ownership of the leased property to the Company.

Operating lease expense is recognized on a straight-line basis over the lease term, and variable lease payments are expensed as incurred. The Company had no material variable lease costs for the three and six months ended August 31, 2024 and 2023.

The Company determines whether a contract is or contains a lease at the inception of the contract. A contract will be deemed to be or contain a lease if the contract conveys the right to control and directs the use of identified property, plant, or equipment for a period of time in exchange for consideration. The Company generally must also have the right to obtain substantially all of the economic benefits from the use of the property, plant, and equipment.

Operating lease assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. To determine the present value of lease payments not yet paid, the Company estimates incremental borrowing rates based on the information available at lease commencement date, as rates are not implicitly stated in most leases.

Components of lease expense for the three and six months ended August 31, 2024 and 2023 were as follows (in thousands):

 

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31, 2024

 

 

August 31, 2023

 

 

August 31, 2024

 

 

August 31, 2023

 

Operating lease cost

 

$

1,389

 

 

$

1,418

 

 

$

2,736

 

 

$

2,851

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental cash flow information related to leases was as follows:

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for amounts included in the measurement of lease liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash flows from operating leases

 

$

1,410

 

 

$

1,421

 

 

$

2,779

 

 

$

2,862

 

 

 

 

 

 

 

 

 

 

 

 

 

Right-of-use assets obtained in exchange for lease obligations

 

 

 

 

 

 

 

 

 

 

 

 

Operating leases

 

$

847

 

 

$

779

 

 

$

1,495

 

 

$

779

 

 

 

Weighted Average Remaining Lease Terms

 

 

 

 

 

 

Operating leases

 

2.5 Years

 

 

2.9 Years

 

 

 

 

 

 

 

Weighted Average Discount Rate

 

 

 

 

 

 

Operating leases

 

 

4.27

%

 

 

4.03

%

 

Future minimum lease commitments under non-cancelable operating leases for each of the fiscal years ending are as follows (in thousands):

 

 

 

Operating

 

 

 

Lease

 

 

 

Commitments

 

2025 (remaining 6 months)

 

$

2,027

 

2026

 

 

3,590

 

2027

 

 

1,912

 

2028

 

 

723

 

2029

 

 

378

 

Total future minimum lease payments

 

$

8,630

 

Less imputed interest

 

 

476

 

Present value of lease liabilities

 

$

8,154

 

v3.24.3
Goodwill and Intangible Assets
6 Months Ended
Aug. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets

8. Goodwill and Intangible Assets

Goodwill represents the excess of the purchase price over the fair value of net assets of acquired businesses and is not amortized. Goodwill and other intangible assets are tested for impairment at a reporting unit level. The annual impairment test of goodwill and intangible assets is performed as of December 1 of each fiscal year.

The Company uses qualitative factors to determine whether it is more likely than not (likelihood of more than 50%) that the fair value of a reporting unit exceeds its carrying amount, including goodwill. Some of the qualitative factors considered in applying this test include consideration of macroeconomic conditions, industry and market conditions, cost factors affecting the business, overall financial performance of the business, and performance of the share price of the Company.

If qualitative factors are not deemed sufficient to conclude that the fair value of the reporting unit more likely than not exceeds its carrying value, then a one-step approach is applied in making an evaluation. The evaluation utilizes multiple valuation methodologies, including a market approach (market price multiples of comparable companies) and an income approach (discounted cash flow analysis). The computations require management to make significant estimates and assumptions, including, among other things, selection of comparable publicly traded companies, the discount rate applied to future earnings reflecting a weighted average cost of capital, and earnings growth assumptions. A discounted cash flow analysis requires management to make various assumptions about future sales, operating margins, capital expenditures, working capital, and growth rates. If the evaluation results in the fair value of the goodwill for the reporting unit being lower than the carrying value, an impairment charge is recorded.

Definite-lived intangible assets are amortized over their estimated useful lives and tested for impairment if events or changes in circumstances indicate that the asset may be impaired.

The carrying amount and accumulated amortization of the Company’s intangible assets at each balance sheet date are as follows (in thousands):

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

 

 

 

 

 

Remaining

 

 

Gross

 

 

 

 

 

 

 

 

 

Life

 

 

Carrying

 

 

Accumulated

 

 

 

 

As of August 31, 2024

 

(in years)

 

 

Amount

 

 

Amortization

 

 

Net

 

Definite-lived intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

Trademarks and trade names

 

 

7.2

 

 

$

30,911

 

 

$

15,437

 

 

$

15,474

 

Customer lists

 

 

4.9

 

 

 

82,653

 

 

 

62,201

 

 

 

20,452

 

Non-compete

 

 

1.3

 

 

 

256

 

 

 

194

 

 

 

62

 

Technology

 

 

5.3

 

 

 

650

 

 

 

163

 

 

 

487

 

Total

 

 

5.9

 

 

$

114,470

 

 

$

77,995

 

 

$

36,475

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of February 29, 2024

 

 

 

 

 

 

 

 

 

 

 

 

Definite-lived intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

Trademarks and trade names

 

 

7.6

 

 

$

29,817

 

 

$

14,366

 

 

$

15,451

 

Customer lists

 

 

5.1

 

 

 

81,753

 

 

 

59,473

 

 

 

22,280

 

Non-compete

 

 

1.6

 

 

 

238

 

 

 

176

 

 

 

62

 

Technology

 

 

5.8

 

 

 

650

 

 

 

116

 

 

 

534

 

Total

 

 

6.1

 

 

$

112,458

 

 

$

74,131

 

 

$

38,327

 

 

Aggregate amortization expense was $1.9 million and $3.9 million for the three and six months ended August 31, 2024 and $2.0 million and $3.9 million for the three and six months ended August 31, 2023.

 

The Company’s estimated amortization expense for the current and next five fiscal years is as follows (in thousands):

 

2025 (remaining)

 

$

3,924

 

2026

 

$

7,158

 

2027

 

$

6,066

 

2028

 

$

4,569

 

2029

 

$

3,934

 

2030

 

$

2,719

 

 

Changes in the net carrying amount of goodwill as of the dates indicated are as follows (in thousands):

 

Balance as of March 1, 2023

 

$

91,819

 

Goodwill acquired

 

 

2,530

 

Balance as of February 29, 2024

 

 

94,349

 

Goodwill acquired

 

 

 

Balance as of August 31, 2024

 

$

94,349

 

 

During fiscal year 2024, $2.5 million was added to goodwill related to the acquisition of Stylecraft, UMC Eagle and Diamond.

v3.24.3
Accrued Expenses
6 Months Ended
Aug. 31, 2024
Payables and Accruals [Abstract]  
Accrued Expenses

9. Accrued Expenses

The following table summarizes the components of accrued expenses as of the dates indicated (in thousands):

 

 

August 31,

 

 

February 29,

 

 

 

2024

 

 

2024

 

Employee compensation and benefits

 

$

10,720

 

 

$

13,714

 

Taxes other than income

 

 

2,249

 

 

 

1,341

 

Accrued legal and professional fees

 

 

451

 

 

 

510

 

Accrued utilities

 

 

108

 

 

 

108

 

Accrued acquisition related obligations

 

 

200

 

 

 

200

 

Income taxes payable

 

 

455

 

 

 

626

 

Other accrued expenses

 

 

1,479

 

 

 

1,042

 

 

$

15,662

 

 

$

17,541

 

v3.24.3
Credit Facility
6 Months Ended
Aug. 31, 2024
Debt Disclosure [Abstract]  
Credit Facility

10. Credit Facility

 

As of August 31, 2024, the Company had $0.3 million outstanding under a standby letters of credit arrangement secured by a cash collateral bank account.

v3.24.3
Shareholders' Equity
6 Months Ended
Aug. 31, 2024
Equity [Abstract]  
Shareholders' Equity

11. Shareholders’ Equity

The Company’s board of directors (the "Board") has authorized the repurchase of the Company’s outstanding common stock through a stock repurchase program, which authorized amount is currently up to $60.0 million in the aggregate. Under the repurchase program, purchases may be made from time to time in the open market or through privately negotiated transactions depending on market conditions, share price, trading volume and other factors. Such purchases, if any, will be made in accordance with applicable insider trading and other securities laws and regulations. These repurchases may be commenced or suspended at any time or from time to time without prior notice.

During the three month period ended August 31, 2024, the Company repurchased 39 shares of common stock unrelated to the stock repurchase program at an average price of $22.62. During the six-month period ended August 31, 2024, the Company repurchased 91,883 shares of common stock under the program at an average price of $19.79. The Company did not repurchase under the program any shares for the three months ended August 31, 2024 or for three and six months ended August 31, 2023. Since the program’s inception in October 2008, there have been 2,334,384 common shares repurchased at an average price of $16.47 per share. As of August 31, 2024, $21.5 million remained available to repurchase shares of the Company’s common stock under the program.

v3.24.3
Stock Based Compensation
6 Months Ended
Aug. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stock Based Compensation

12. Stock Based Compensation

The Company grants stock options, restricted stock and restricted stock units ("RSUs") to key executives and managerial employees and non-employee directors. Prior to June 30, 2021, the Company had one stock incentive plan, the 2004 Long-Term Incentive Plan of Ennis, Inc., as amended and restated as of May 18, 2008 and was further amended on June 30, 2011 (the "Old Plan"). The Old Plan expired June 30, 2021 and all remaining unused shares expired. Subject to the affirmative vote of the shareholders, the Board adopted the 2021 Long-Term Incentive Plan of Ennis, Inc. (the "New Plan") on April 16, 2021 authorizing 1,033,648 shares of common stock for awards. The New Plan was approved by the shareholders at the Annual Meeting on July 15, 2021 by a majority vote. The New Plan expires June 30, 2031 and all unissued stock will expire on that date. At August 31, 2024, the Company has 225,440 shares of unissued common stock reserved under the New Plan for issuance and uses treasury stock to satisfy option exercises and restricted stock awards.

The Company recognizes compensation expense for stock options and restricted stock grants based on the grant date fair value of the award for stock options, restricted stock grants and RSUs on a straight-line basis over the requisite service period. The estimated number of shares to be achieved for performance based RSUs is updated each reporting period. For the three months ended August 31, 2024 and August 31, 2023, the Company included in selling, general and administrative expenses, compensation expense related to stock-based compensation of $0.7 million and $0.7 million, respectively. For the six months ended August 31, 2024 and August 31, 2023, the Company included in selling, general and administrative expenses, compensation expense related to stock-based compensation of $2.5 million and $1.4 million, respectively.

Stock Options

The Company had the following stock option activity for the six months ended August 31, 2024.

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

Weighted

 

 

Average

 

 

Aggregate

 

 

 

Number

 

 

Average

 

 

Remaining

 

 

Intrinsic

 

 

 

of Shares

 

 

Exercise

 

 

Contractual

 

 

Value(a)

 

 

 

(exact quantity)

 

 

Price

 

 

Life (in years)

 

 

(in thousands)

 

Outstanding at March 1, 2024

 

 

52,500

 

 

$

19.88

 

 

 

10.0

 

 

 

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Terminated

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at August 31, 2024

 

 

52,500

 

 

$

19.88

 

 

 

8.6

 

 

$

211.6

 

Exercisable at August 31, 2024

 

 

17,497

 

 

$

19.88

 

 

 

8.6

 

 

$

70.5

 

 

A summary of the status of the Company’s unvested stock options at August 31, 2024 and the changes during the six months ended August 31, 2024 are presented below:

 

 

 

 

 

Weighted

 

 

 

 

Average

 

 

Number

 

Grant Date

 

 

of Options

 

Fair Value

Unvested at March 1, 2024

 

52,500

 

2.47

New grants

 

 

Vested

 

(17,497)

 

2.47

Forfeited

 

 

Unvested at August 31, 2024

 

35,003

 

2.47

 

 

As of August 31, 2024, there was $0.1 million of unrecognized compensation cost related to unvested stock options granted under the Plan. The weighted average remaining requisite service period of the unvested stock options was 1.6 years.

 

Restricted Stock

The following activity occurred with respect to the Company’s restricted stock awards for the six months ended August 31, 2024:

 

 

 

 

Weighted

 

 

 

 

 

Average

 

 

Number of

 

 

Grant Date

 

 

Shares

 

 

Fair Value

 

Outstanding at March 1, 2024

 

42,131

 

 

$

20.11

 

Granted

 

19,880

 

 

 

23.24

 

Terminated

 

 

 

 

 

Vested

 

(20,344

)

 

 

20.08

 

Outstanding at August 31, 2024

 

41,667

 

 

$

21.61

 

As of August 31, 2024, the total remaining unrecognized compensation cost related to unvested restricted stock was approximately $0.8 million. The weighted average remaining requisite service period of the unvested restricted stock awards was 2.2 years.

Restricted Stock Units

During the six months ended August 31, 2024, 183,457 performance-based RSUs and 122,303 time-based RSUs were granted under the New Plan. The fair value of the time-based RSUs was estimated based on the fair market value of the Company’s stock on the date of grant of $19.43 per unit. The fair value of the performance-based RSUs, using a Monte Carlo valuation model, was $19.97 per unit. The performance measures include a threshold, target and maximum performance level providing the grantees an opportunity to receive more or less shares than targeted depending on actual financial performance of the Company. The award will be based on the Company’s return on equity, EBITDA and adjusted for the Company’s Relative Shareholder Return as measured against a defined peer group.

The performance-based RSUs vest on the third anniversary from the date of grant and the time-based RSUs vest ratably over three years from the date of grant.

The following activity occurred with respect to the Company’s restricted stock units for the six months ended August 31, 2024:

 

 

Time-based

 

 

Performance-based

 

 

 

 

 

Weighted

 

 

 

 

 

Weighted

 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

Number of

 

 

Grant Date

 

 

Number of

 

 

Grant Date

 

 

Shares

 

 

Fair Value

 

 

Shares

 

 

Fair Value

 

Outstanding at March 1, 2024

 

16,639

 

 

$

20.11

 

 

 

152,572

 

 

$

23.17

 

Granted (1)

 

122,303

 

 

 

19.43

 

 

 

238,494

 

 

 

19.97

 

Change due to performance achievement

 

 

 

 

 

 

 

61,337

 

 

 

17.81

 

Terminated

 

 

 

 

 

 

 

 

 

 

 

Vested

 

(16,639

)

 

 

20.11

 

 

 

(213,909

)

 

 

22.72

 

Outstanding at August 31, 2024

 

122,303

 

 

$

19.43

 

 

 

238,494

 

 

$

20.37

 

(1) The number of shares of time-based grants may, upon vesting, convert 50% into common stock and the remaining 50% into two incentive stock options for each RSU with an exercise price equal to the closing price of the Company's stock on that date for employees who have not met their stock ownership requirements. The number of shares of performance-based grants represents awards granted by the Company at the maximum achievement level of 130% of target payout. Actual shares that may be issued can range from 0% to 130% of target.

 

As of August 31, 2024, the total remaining unrecognized compensation cost of time-based RSUs was approximately $2.1 million over a weighted average remaining requisite service period of 2.6 years. As of August 31, 2024, the total remaining unrecognized

compensation of performance-based RSUs was approximately $4.1 million over a weighted average remaining requisite service period of 2.6 years.

v3.24.3
Pension Plan
6 Months Ended
Aug. 31, 2024
Retirement Benefits [Abstract]  
Pension Plan

13. Pension Plan

The Company and certain subsidiaries have a noncontributory defined benefit retirement plan (the "Pension Plan"), covering approximately 12% of the Company’s aggregate employees. Benefits are based on years of service and the employee’s average compensation for the highest five compensation years preceding retirement or termination.

Pension expense is composed of the following components included in cost of goods sold and selling, general, and administrative expenses in the Company’s consolidated statements of earnings (in thousands):

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31,

 

 

August 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Components of net periodic benefit cost

 

 

 

 

 

 

 

 

 

 

 

 

Service cost

 

$

166

 

 

$

154

 

 

$

332

 

 

$

336

 

Interest cost

 

 

649

 

 

 

622

 

 

 

1,298

 

 

 

1,227

 

Expected return on plan assets

 

 

(755

)

 

 

(760

)

 

 

(1,510

)

 

 

(1,552

)

Amortization of:

 

 

 

 

 

 

 

 

 

 

 

 

Unrecognized net loss

 

 

436

 

 

 

481

 

 

 

872

 

 

 

948

 

Net periodic benefit cost

 

$

496

 

 

$

497

 

 

$

992

 

 

$

959

 

 

The Company is required to make contributions to the Pension Plan. These contributions are required under the minimum funding requirements of the Employee Retirement Income Security Act of 1974 ("ERISA"). The assumptions used to calculate the pension funding deficit are different from the assumptions used to determine the net pension obligation for purposes of our condensed consolidated financial statements. Due to the enactment of the American Rescue Plan ("ARP") Act of 2021, plan sponsors can calculate the discount rate used to measure the Pension Plan liability using a 25-year average of interest rates plus or minus a corridor. Assuming a stable funding status, the Company would expect to make a cash contribution to the Pension Plan of between $1.0 million and $3.0 million per year. However, changes in actual investment returns or in discount rates could change this amount significantly. The Company made a $1.2 million contribution during the period ended August 31, 2024 and a $1.2 million contribution to the Pension Plan during the fiscal year 2024. As our Pension Plan assets are invested in marketable securities, fluctuations in market values could potentially impact our funding status, associated liabilities recorded and future required minimum contributions. At August 31, 2024, we had an unfunded pension asset recorded on our balance sheet of approximately $0.1 million.
v3.24.3
Earnings Per Share
6 Months Ended
Aug. 31, 2024
Earnings Per Share [Abstract]  
Earnings Per Share

14. Earnings Per Share

Basic earnings per share have been computed by dividing net earnings by the weighted average number of common shares outstanding during the applicable period. Diluted earnings per share reflect the potential dilution that could occur if stock options, performance-based RSUs or other contracts to issue common shares were exercised or converted into common stock. This is calculated using the treasury stock method.

The following table sets forth the computation for basic and diluted earnings per share for the periods indicated:

 

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31,

 

 

August 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Basic weighted average common shares outstanding

 

 

26,009,876

 

 

 

25,886,058

 

 

 

26,015,195

 

 

 

25,858,154

 

Effect of dilutive stock options, restricted stock, time-based RSUs and performance-based RSUs

 

 

44,623

 

 

 

164,925

 

 

 

140,966

 

 

 

152,585

 

Diluted weighted average common shares outstanding

 

 

26,054,499

 

 

 

26,050,983

 

 

 

26,156,161

 

 

 

26,010,739

 

Earnings per share

 

 

 

 

 

 

 

 

 

 

 

 

   Net earnings - basic

 

$

0.40

 

 

$

0.42

 

 

$

0.81

 

 

$

0.87

 

   Net earnings - diluted

 

$

0.40

 

 

$

0.42

 

 

$

0.80

 

 

$

0.87

 

Cash dividends per share

 

$

0.25

 

 

$

0.25

 

 

$

0.50

 

 

$

0.50

 

 

The Company treats unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) as participating securities, which are included in the computation of earnings per share. Our unvested restricted shares participate on an equal basis with common shares; therefore, there is no difference in undistributed earnings allocated to each participating security. Accordingly, the presentation above is prepared on a combined basis. For the three months ended August 31, 2024, 49,932 shares related to stock options were not included in the computation of earnings per diluted share as they were considered anti-dilutive. For the six months ended August 31, 2024, and for the three and six months ended August 31, 2023, 52,500 shares related to outstanding stock options were not included in the computation of earnings per diluted share as they were considered anti-dilutive.

v3.24.3
Concentrations of Risk
6 Months Ended
Aug. 31, 2024
Risks and Uncertainties [Abstract]  
Concentrations of Risk

15. Concentrations of Risk

Financial instruments that potentially subject the Company to a concentration of credit risk principally consist of cash and trade receivables. Cash is placed with high-credit quality financial institutions. For the purposes of the condensed consolidated statements of cash flows, the Company considers cash to include cash on hand and in bank accounts. The Federal Deposit Insurance Corporation insures accounts up to $250,000. At August 31, 2024, cash balances included $99.2 million that was not federally insured because it represented amounts in individual accounts above the federally insured limit for each such account. This at-risk amount is subject to fluctuation on a daily basis. While management does not believe there is significant risk with respect to such deposits, no assurance can be made that the Company will not experience losses on the Company’s deposits.

The Company believes its credit risk with respect to trade receivables is limited due to industry and geographic diversification. As disclosed on the condensed consolidated balance sheets, the Company maintains an allowance for credit losses to cover the Company’s estimate of credit losses associated with accounts receivable.

The Company, for quality and pricing reasons, purchases its paper products from a limited number of suppliers. While other sources may be available to the Company to purchase these products, they may not be available at the cost or at the quality the Company has come to expect.

v3.24.3
Related Party Transactions
6 Months Ended
Aug. 31, 2024
Related Party Transactions [Abstract]  
Related Party Transactions

16. Related Party Transactions

The Company leases a facility and sells product to an entity controlled by a member of the Board. The total right-of-use asset and related lease liability as of August 31, 2024 was $0.2 million and $0.2 million, respectively. The total right-of-use asset and related lease liability as of August 31, 2023 was $0.5 million and $0.6 million, respectively. During the six months ended August 31, 2024, total lease payments and sales made to the related party were approximately $0.3 million and $1.4 million, respectively. During the six months ended August 31, 2023, total lease payments and sales made to the related party were approximately $0.2 million and $1.9 million, respectively.

v3.24.3
Income Taxes
6 Months Ended
Aug. 31, 2024
Income Tax Disclosure [Abstract]  
Income Taxes

17. Income Taxes

The Company is subject to U.S. federal income tax as well as income taxes of multiple state jurisdictions. The quarterly income tax provision was computed based on our estimated annualized effective tax rate and the full-year forecasted income or loss plus the tax impact of unusual, infrequent, or nonrecurring significant items during the period.

Our effective tax rate for the six months ended August 31, 2024 and 2023 was 27.5% and 28.0%, respectively. The decrease in our overall tax rate this period as compared to the same period last year is due to a decrease in our overall expected state tax rate due to changes in state apportionment. The Company made cash payments for income taxes of $9.2 million and $11.5 million, respectively, for the six months ended August 31, 2024 and 2023.

v3.24.3
Other Contingencies
6 Months Ended
Aug. 31, 2024
Commitments and Contingencies Disclosure [Abstract]  
Other Contingencies

18. Other Contingencies

We are subject to a variety of claims and suits that arise from time to time in the ordinary course of our business. Although management currently believes that resolving claims against us, individually or in the aggregate, will not have a material adverse

impact in our consolidated financial statements, these matters are subject to inherent uncertainties and management's view of these matters may change in the future.
v3.24.3
Subsequent Events
6 Months Ended
Aug. 31, 2024
Subsequent Events [Abstract]  
Subsequent Events

19. Subsequent Events

On September 20, 2024, the Board declared a quarterly cash dividend on the Company's common stock of 25.0 cents per share. The Board also approved a one-time special dividend of $2.50 per share. The ordinary and special dividend will be paid on November 8, 2024 to shareholders of record as of October 11, 2024. The expected payout for this dividend is approximately $72.4 million.
v3.24.3
Significant Accounting Policies and General Matters (Policies)
6 Months Ended
Aug. 31, 2024
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

These unaudited condensed consolidated financial statements of Ennis, Inc. and its subsidiaries (collectively referred to as the “Company,” “Registrant,” “Ennis,” or “we,” “us,” or “our”) for the period ended August 31, 2024 have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP') and pursuant to the rules and regulations of the Securities and Exchange Commission pertaining to interim financial statements. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended February 29, 2024, from which the accompanying consolidated balance sheet at February 29, 2024 was derived. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all adjustments considered necessary for a fair presentation of the interim financial information have been included and are of a normal recurring nature. The preparation of the condensed consolidated financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the disclosure and reported amounts of assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company evaluates these estimates and judgments on an ongoing basis, including those related to bad debts, inventory valuations, property, plant and equipment, intangible assets, pension plan, accrued liabilities, and income taxes. The Company bases estimates and judgments on historical experience and on various other factors that are believed to be reasonable under the circumstances. The results of operations for any interim period are not necessarily indicative of the results of operations for a full year.

Issued accounting standards not yet adopted

Issued accounting standards not yet adopted

 

In November 2023, the FASB issued ASU No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which aims to improve disclosures about a public entity’s reportable segments. This update addresses requests from investors for more detailed information about a reportable segment’s expenses in order to improve understanding of a public entity’s business activities, overall performance, and potential future cash flows. The amendments in this ASU include a requirement for public business entities to disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker ("CODM") and are included within each reported measure of segment profit or loss. This update is effective for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years starting after December 15, 2024. This ASU must be applied retrospectively to all prior periods presented. Management expects the adoption of the pronouncement will result in additional segment disclosures in its Consolidated Financial Statements for fiscal year 2025.

 

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands disclosures in a public entity’s income tax rate reconciliation table and other disclosures regarding cash taxes paid both in the U.S. and foreign jurisdictions. This ASU is effective for annual periods beginning after December 15, 2024 (fiscal 2026 for the Company), but early adoption is permitted. This ASU should be applied on a prospective basis, although retrospective application is permitted. The Company is assessing the effect of this update on its Consolidated Financial Statements and related disclosures.

Proposed accounting standards

Proposed accounting standards

 

In July 2023, the FASB issued Proposed ASU No. 2023-ED500, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, which aims to provide investors with more useful information about an entity’s expenses by improving disclosures on income statement expenses. The amendments in this Proposed ASU would require public business entities to disclose disaggregated information about specific categories underlying certain income statement expense line items. The Company is evaluating this proposed accounting standard.

v3.24.3
Short-term Investments and Fair Value Measurements (Tables)
6 Months Ended
Aug. 31, 2024
Short-Term Investments [Abstract]  
Amortized Cost and Estimated Fair Value of Investment Securities Classified as Held-to-maturity

Amortized cost and estimated fair value of investment securities classified as held-to-maturity were as follows at August 31, 2024 and February 29, 2024 (in thousands):

 

 

 

 

 

Gross

 

Gross

 

 

 

 

Cost or

 

Unrealized

 

Unrealized

 

Estimated

 

 

Amortized

 

Holding

 

Holding

 

Fair

 

 

Cost

 

Gains

 

Losses

 

Value

August 31, 2024

 

 

 

 

 

 

 

 

Investment securities due in less than one year

 

$22,655

 

$-

 

$1

 

$22,654

 

 

 

 

 

 

 

 

 

February 29, 2024

 

 

 

 

 

 

 

 

Investment securities due in less than one year

 

$29,325

 

$-

 

$45

 

$29,280

v3.24.3
Accounts Receivable and Allowance for Credit Losses (Tables)
6 Months Ended
Aug. 31, 2024
Receivables [Abstract]  
Allowance for Credit Losses

The following table presents the activity in the Company’s allowance for credit losses (in thousands):

 

 

 

Three months ended

 

Six months ended

 

 

August 31,

 

August 31,

 

 

2024

 

2023

 

2024

 

2023

Balance at beginning of period

 

$1,720

 

$1,819

 

$1,707

 

$1,709

Bad debt expense, net of recoveries

 

67

 

100

 

177

 

235

Accounts written off

 

(11)

 

(53)

 

(108)

 

(78)

Balance at end of period

 

$1,776

 

$1,866

 

$1,776

 

$1,866

 

Summary Of Accounts Receivable

The following table summarizes the components of accounts receivable as of the dates indicated (in thousands):

 

 

 

August 31,

 

February 29,

 

 

2024

 

2024

Trade receivables, net of allowance for credit losses

 

$37,109

 

$39,665

Vendor rebates

 

2,142

 

3,109

Notes receivable

 

4,405

 

4,435

Other

 

73

 

-

 

 

$43,729

 

$47,209

v3.24.3
Inventories (Tables)
6 Months Ended
Aug. 31, 2024
Inventory Disclosure [Abstract]  
Components of Inventories

The following table summarizes the components of inventories at the different stages of production as of the dates indicated (in thousands):

 

 

August 31,

 

 

February 29,

 

 

 

2024

 

 

2024

 

Raw material

 

$

22,454

 

 

$

21,764

 

Work-in-process

 

 

5,766

 

 

 

5,621

 

Finished goods

 

 

13,522

 

 

 

12,652

 

 

 

$

41,742

 

 

$

40,037

 

v3.24.3
Acquisitions (Tables)
6 Months Ended
Aug. 31, 2024
Business Acquisition [Line Items]  
Summary of Operating Information on a Pro Forma Basis The following pro forma information includes the estimated impact of adjustments such as amortization of intangible assets, depreciation expense and interest expense and related tax effects (in thousands, except per share amounts).

 

 

 

Three months ended

 

Six months ended

 

 

August 31, 2024

 

August 31, 2023

 

August 31, 2024

 

August 31, 2023

Pro forma net sales

 

$100,204

 

$112,646

 

$206,811

 

$235,437

Pro forma net earnings

 

10,335

 

11,415

 

21,101

 

24,469

Pro forma earnings per share - diluted

 

$0.40

 

$0.44

 

$0.81

 

$0.94

Printing Technologies Inc [Member]  
Business Acquisition [Line Items]  
Summary of Purchase Price Allocation

The following table summarizes the Company's preliminary purchase price allocation for PTI as of the acquisition date (in thousands):

 

Accounts receivable

 

$1,336

Inventories

 

1,932

Other assets

 

100

Right-of-use asset

 

847

Property, plant and equipment

 

887

Intangibles

 

2,012

Operating lease liability

 

(847)

Accounts payable and accrued liabilities

 

(645)

Acquisition price

 

$5,622

Eagle Graphics and Diamond Graphics [Member]  
Business Acquisition [Line Items]  
Summary of Purchase Price Allocation

The following table summarizes the Company's purchase price allocation for Eagle and Diamond as of the acquisition date (in thousands):

 

Accounts receivable

 

$838

Inventories

 

917

Property, plant and equipment

 

5,304

Goodwill and intangibles

 

971

Accounts payable and accrued liabilities

 

(159)

Acquisition price

 

$7,871

UMC Print [Member]  
Business Acquisition [Line Items]  
Summary of Purchase Price Allocation

The following table summarizes the Company's purchase price allocation for UMC as of the acquisition date (in thousands):

 

Cash

 

$758

Accounts receivable

 

1,839

Inventories

 

553

Property, plant and equipment

 

2,137

Goodwill and intangibles

 

2,971

Accounts payable and accrued liabilities

 

(789)

Acquisition price

 

$7,469

Acquisition of Stylecraft Printing [Member]  
Business Acquisition [Line Items]  
Summary of Purchase Price Allocation

The following table summarizes the Company's purchase price allocation for Stylecraft as of the acquisition date (in thousands):

 

Accounts receivable

 

$554

Inventories

 

849

Right-of-use asset

 

28

Property, plant and equipment

 

3,160

Goodwill and intangibles

 

476

Operating lease liability

 

(28)

Accounts payable and accrued liabilities

 

(12)

Acquisition price

 

$5,027

v3.24.3
Leases (Tables)
6 Months Ended
Aug. 31, 2024
Leases [Abstract]  
Components of Lease Expense

Components of lease expense for the three and six months ended August 31, 2024 and 2023 were as follows (in thousands):

 

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31, 2024

 

 

August 31, 2023

 

 

August 31, 2024

 

 

August 31, 2023

 

Operating lease cost

 

$

1,389

 

 

$

1,418

 

 

$

2,736

 

 

$

2,851

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental cash flow information related to leases was as follows:

 

 

 

 

 

 

 

 

 

 

 

 

Cash paid for amounts included in the measurement of lease liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Operating cash flows from operating leases

 

$

1,410

 

 

$

1,421

 

 

$

2,779

 

 

$

2,862

 

 

 

 

 

 

 

 

 

 

 

 

 

Right-of-use assets obtained in exchange for lease obligations

 

 

 

 

 

 

 

 

 

 

 

 

Operating leases

 

$

847

 

 

$

779

 

 

$

1,495

 

 

$

779

 

 

 

Weighted Average Remaining Lease Terms

 

 

 

 

 

 

Operating leases

 

2.5 Years

 

 

2.9 Years

 

 

 

 

 

 

 

Weighted Average Discount Rate

 

 

 

 

 

 

Operating leases

 

 

4.27

%

 

 

4.03

%

Summary of Future Minimum Lease Commitments Under Non-cancelable Operating Leases

Future minimum lease commitments under non-cancelable operating leases for each of the fiscal years ending are as follows (in thousands):

 

 

 

Operating

 

 

 

Lease

 

 

 

Commitments

 

2025 (remaining 6 months)

 

$

2,027

 

2026

 

 

3,590

 

2027

 

 

1,912

 

2028

 

 

723

 

2029

 

 

378

 

Total future minimum lease payments

 

$

8,630

 

Less imputed interest

 

 

476

 

Present value of lease liabilities

 

$

8,154

 

v3.24.3
Goodwill and Intangible Assets (Tables)
6 Months Ended
Aug. 31, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Carrying Amount and Accumulated Amortization of Intangible Assets

The carrying amount and accumulated amortization of the Company’s intangible assets at each balance sheet date are as follows (in thousands):

 

 

Weighted

 

 

 

 

 

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

 

 

 

 

 

Remaining

 

 

Gross

 

 

 

 

 

 

 

 

 

Life

 

 

Carrying

 

 

Accumulated

 

 

 

 

As of August 31, 2024

 

(in years)

 

 

Amount

 

 

Amortization

 

 

Net

 

Definite-lived intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

Trademarks and trade names

 

 

7.2

 

 

$

30,911

 

 

$

15,437

 

 

$

15,474

 

Customer lists

 

 

4.9

 

 

 

82,653

 

 

 

62,201

 

 

 

20,452

 

Non-compete

 

 

1.3

 

 

 

256

 

 

 

194

 

 

 

62

 

Technology

 

 

5.3

 

 

 

650

 

 

 

163

 

 

 

487

 

Total

 

 

5.9

 

 

$

114,470

 

 

$

77,995

 

 

$

36,475

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of February 29, 2024

 

 

 

 

 

 

 

 

 

 

 

 

Definite-lived intangible assets

 

 

 

 

 

 

 

 

 

 

 

 

Trademarks and trade names

 

 

7.6

 

 

$

29,817

 

 

$

14,366

 

 

$

15,451

 

Customer lists

 

 

5.1

 

 

 

81,753

 

 

 

59,473

 

 

 

22,280

 

Non-compete

 

 

1.6

 

 

 

238

 

 

 

176

 

 

 

62

 

Technology

 

 

5.8

 

 

 

650

 

 

 

116

 

 

 

534

 

Total

 

 

6.1

 

 

$

112,458

 

 

$

74,131

 

 

$

38,327

 

Estimated Amortization Expense

The Company’s estimated amortization expense for the current and next five fiscal years is as follows (in thousands):

 

2025 (remaining)

 

$

3,924

 

2026

 

$

7,158

 

2027

 

$

6,066

 

2028

 

$

4,569

 

2029

 

$

3,934

 

2030

 

$

2,719

 

Changes in Net Carrying Amount of Goodwill

Changes in the net carrying amount of goodwill as of the dates indicated are as follows (in thousands):

 

Balance as of March 1, 2023

 

$

91,819

 

Goodwill acquired

 

 

2,530

 

Balance as of February 29, 2024

 

 

94,349

 

Goodwill acquired

 

 

 

Balance as of August 31, 2024

 

$

94,349

 

v3.24.3
Accrued Expenses (Tables)
6 Months Ended
Aug. 31, 2024
Payables and Accruals [Abstract]  
Components of Accrued Expenses

The following table summarizes the components of accrued expenses as of the dates indicated (in thousands):

 

 

August 31,

 

 

February 29,

 

 

 

2024

 

 

2024

 

Employee compensation and benefits

 

$

10,720

 

 

$

13,714

 

Taxes other than income

 

 

2,249

 

 

 

1,341

 

Accrued legal and professional fees

 

 

451

 

 

 

510

 

Accrued utilities

 

 

108

 

 

 

108

 

Accrued acquisition related obligations

 

 

200

 

 

 

200

 

Income taxes payable

 

 

455

 

 

 

626

 

Other accrued expenses

 

 

1,479

 

 

 

1,042

 

 

$

15,662

 

 

$

17,541

 

v3.24.3
Stock Based Compensation (Tables)
6 Months Ended
Aug. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Summary of Stock Option Activity

The Company had the following stock option activity for the six months ended August 31, 2024.

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

 

 

Weighted

 

 

Average

 

 

Aggregate

 

 

 

Number

 

 

Average

 

 

Remaining

 

 

Intrinsic

 

 

 

of Shares

 

 

Exercise

 

 

Contractual

 

 

Value(a)

 

 

 

(exact quantity)

 

 

Price

 

 

Life (in years)

 

 

(in thousands)

 

Outstanding at March 1, 2024

 

 

52,500

 

 

$

19.88

 

 

 

10.0

 

 

 

 

Granted

 

 

 

 

 

 

 

 

 

 

 

 

Terminated

 

 

 

 

 

 

 

 

 

 

 

 

Exercised

 

 

 

 

 

 

 

 

 

 

 

 

Outstanding at August 31, 2024

 

 

52,500

 

 

$

19.88

 

 

 

8.6

 

 

$

211.6

 

Exercisable at August 31, 2024

 

 

17,497

 

 

$

19.88

 

 

 

8.6

 

 

$

70.5

 

Summary of Unvested Stock Options

A summary of the status of the Company’s unvested stock options at August 31, 2024 and the changes during the six months ended August 31, 2024 are presented below:

 

 

 

 

 

Weighted

 

 

 

 

Average

 

 

Number

 

Grant Date

 

 

of Options

 

Fair Value

Unvested at March 1, 2024

 

52,500

 

2.47

New grants

 

 

Vested

 

(17,497)

 

2.47

Forfeited

 

 

Unvested at August 31, 2024

 

35,003

 

2.47

 

Summary of Restricted Stock Awards and Restricted Stock Units Activity

The following activity occurred with respect to the Company’s restricted stock awards for the six months ended August 31, 2024:

 

 

 

 

Weighted

 

 

 

 

 

Average

 

 

Number of

 

 

Grant Date

 

 

Shares

 

 

Fair Value

 

Outstanding at March 1, 2024

 

42,131

 

 

$

20.11

 

Granted

 

19,880

 

 

 

23.24

 

Terminated

 

 

 

 

 

Vested

 

(20,344

)

 

 

20.08

 

Outstanding at August 31, 2024

 

41,667

 

 

$

21.61

 

The following activity occurred with respect to the Company’s restricted stock units for the six months ended August 31, 2024:

 

 

Time-based

 

 

Performance-based

 

 

 

 

 

Weighted

 

 

 

 

 

Weighted

 

 

 

 

 

Average

 

 

 

 

 

Average

 

 

Number of

 

 

Grant Date

 

 

Number of

 

 

Grant Date

 

 

Shares

 

 

Fair Value

 

 

Shares

 

 

Fair Value

 

Outstanding at March 1, 2024

 

16,639

 

 

$

20.11

 

 

 

152,572

 

 

$

23.17

 

Granted (1)

 

122,303

 

 

 

19.43

 

 

 

238,494

 

 

 

19.97

 

Change due to performance achievement

 

 

 

 

 

 

 

61,337

 

 

 

17.81

 

Terminated

 

 

 

 

 

 

 

 

 

 

 

Vested

 

(16,639

)

 

 

20.11

 

 

 

(213,909

)

 

 

22.72

 

Outstanding at August 31, 2024

 

122,303

 

 

$

19.43

 

 

 

238,494

 

 

$

20.37

 

(1) The number of shares of time-based grants may, upon vesting, convert 50% into common stock and the remaining 50% into two incentive stock options for each RSU with an exercise price equal to the closing price of the Company's stock on that date for employees who have not met their stock ownership requirements. The number of shares of performance-based grants represents awards granted by the Company at the maximum achievement level of 130% of target payout. Actual shares that may be issued can range from 0% to 130% of target.

v3.24.3
Pension Plan (Tables)
6 Months Ended
Aug. 31, 2024
Retirement Benefits [Abstract]  
Summary of Pension Expense Composed of Components Included in Cost of Goods Sold and Selling, General and Administrative Expenses

Pension expense is composed of the following components included in cost of goods sold and selling, general, and administrative expenses in the Company’s consolidated statements of earnings (in thousands):

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31,

 

 

August 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Components of net periodic benefit cost

 

 

 

 

 

 

 

 

 

 

 

 

Service cost

 

$

166

 

 

$

154

 

 

$

332

 

 

$

336

 

Interest cost

 

 

649

 

 

 

622

 

 

 

1,298

 

 

 

1,227

 

Expected return on plan assets

 

 

(755

)

 

 

(760

)

 

 

(1,510

)

 

 

(1,552

)

Amortization of:

 

 

 

 

 

 

 

 

 

 

 

 

Unrecognized net loss

 

 

436

 

 

 

481

 

 

 

872

 

 

 

948

 

Net periodic benefit cost

 

$

496

 

 

$

497

 

 

$

992

 

 

$

959

 

v3.24.3
Earnings Per Share (Tables)
6 Months Ended
Aug. 31, 2024
Earnings Per Share [Abstract]  
Computation for Basic and Diluted Earnings Per Share

The following table sets forth the computation for basic and diluted earnings per share for the periods indicated:

 

 

 

Three months ended

 

 

Six months ended

 

 

 

August 31,

 

 

August 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Basic weighted average common shares outstanding

 

 

26,009,876

 

 

 

25,886,058

 

 

 

26,015,195

 

 

 

25,858,154

 

Effect of dilutive stock options, restricted stock, time-based RSUs and performance-based RSUs

 

 

44,623

 

 

 

164,925

 

 

 

140,966

 

 

 

152,585

 

Diluted weighted average common shares outstanding

 

 

26,054,499

 

 

 

26,050,983

 

 

 

26,156,161

 

 

 

26,010,739

 

Earnings per share

 

 

 

 

 

 

 

 

 

 

 

 

   Net earnings - basic

 

$

0.40

 

 

$

0.42

 

 

$

0.81

 

 

$

0.87

 

   Net earnings - diluted

 

$

0.40

 

 

$

0.42

 

 

$

0.80

 

 

$

0.87

 

Cash dividends per share

 

$

0.25

 

 

$

0.25

 

 

$

0.50

 

 

$

0.50

 

v3.24.3
Revenue - Additional Information (Detail)
6 Months Ended
Aug. 31, 2024
Disaggregation Of Revenue [Line Items]  
Revenue unsatisfied performance obligation, practical expedient true
Minimum [Member]  
Disaggregation Of Revenue [Line Items]  
Contract with customer, customer payment terms 30 days
Maximum [Member]  
Disaggregation Of Revenue [Line Items]  
Contract with customer, customer payment terms 90 days
v3.24.3
Short-term Investments and Fair Value Measurements - Summary of Amortized Cost and Estimated Fair Value of Investment Securities Classified as Held-to-maturity (Details) - USD ($)
$ in Thousands
Aug. 31, 2024
Feb. 29, 2024
Short-Term Investments [Abstract]    
Investment securities due in less than one year, cost or amortized cost $ 22,655 $ 29,325
Investment securities due in less than one year, gross unrealized holding gains 0 0
Investment securities due in less than one year, gross unrealised holding losses 1 45
Investment securities due in less than one year, estimated fair value $ 22,654 $ 29,280
v3.24.3
Accounts Receivable and Allowance for Credit Losses - Allowance for Credit Losses (Detail) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Receivables [Abstract]        
Balance at beginning of period $ 1,720 $ 1,819 $ 1,707 $ 1,709
Bad debt expense, net of recoveries 67 100 177 235
Accounts written off (11) (53) (108) (78)
Balance at end of period $ 1,776 $ 1,866 $ 1,776 $ 1,866
v3.24.3
Accounts Receivable and Allowance for Credit Losses - Additional Information (Detail)
6 Months Ended
Aug. 31, 2024
Receivables [Abstract]  
Accounts receivable frequency of payments 12
Accounts receivable fixed interest rate 5.95%
v3.24.3
Accounts Receivable and Allowance for Credit Losses - Summary Of Accounts Receivable (Detail) - USD ($)
$ in Thousands
Aug. 31, 2024
Feb. 29, 2024
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Receivable $ 43,729 $ 47,209
Trade receivables, net of allowance for credit losses    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Receivable 37,109 39,665
Vendor rebates    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Receivable 2,142 3,109
Notes receivable    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Receivable 4,405 4,435
Other    
Accounts, Notes, Loans and Financing Receivable [Line Items]    
Receivable $ 73 $ 0
v3.24.3
Inventories - Additional Information (Detail) - USD ($)
$ in Millions
Aug. 31, 2024
Feb. 29, 2024
Inventory Disclosure [Abstract]    
Percentage of Inventories valued at LIFO 7.40% 7.00%
Amount of valuation reserve for excess and obsolete inventory $ 1.8 $ 1.8
v3.24.3
Inventories - Components of Inventories (Detail) - USD ($)
$ in Thousands
Aug. 31, 2024
Feb. 29, 2024
Inventory Disclosure [Abstract]    
Raw material $ 22,454 $ 21,764
Work-in-process 5,766 5,621
Finished goods 13,522 12,652
Inventories $ 41,742 $ 40,037
v3.24.3
Acquisitions - Additional Information (Detail) - USD ($)
$ in Thousands
1 Months Ended
Jan. 31, 2024
Aug. 31, 2024
Jun. 26, 2024
Feb. 29, 2024
Oct. 11, 2023
Jun. 02, 2023
May 23, 2023
Feb. 28, 2023
Business Acquisition [Line Items]                
Percentage of assets acquired and liabilities assumed at their acquisition date fair values   100.00%            
Goodwill   $ 94,349   $ 94,349       $ 91,819
Eagle Graphics and Diamond Graphics [Member]                
Business Acquisition [Line Items]                
Total purchase consideration         $ 7,871      
Trade payables         159      
Goodwill         200      
Intangible assets         $ 800      
UMC Print [Member]                
Business Acquisition [Line Items]                
Total purchase consideration           $ 7,469    
Indemnity claim from escrow $ 200              
Trade payables           789    
Goodwill           200    
Intangible assets           $ 2,700    
Acquisition of Stylecraft Printing [Member]                
Business Acquisition [Line Items]                
Total purchase consideration             $ 5,027  
Trade payables             12  
Goodwill             200  
Intangible assets             $ 300  
Printing Technologies Inc [Member]                
Business Acquisition [Line Items]                
Total purchase consideration     $ 5,622          
Trade payables     645          
Intangible assets     $ 2,000          
v3.24.3
Acquisitions - Summary of Purchase Price Allocation (Detail) - USD ($)
$ in Thousands
Jun. 26, 2024
Oct. 11, 2023
Jun. 02, 2023
May 23, 2023
Eagle Graphics and Diamond Graphics [Member]        
Business Acquisition [Line Items]        
Accounts receivable   $ 838    
Inventories   917    
Property, plant and equipment   5,304    
Goodwill and intangibles   971    
Accounts payable and accrued liabilities   (159)    
Acquisition price   $ 7,871    
UMC Print [Member]        
Business Acquisition [Line Items]        
Cash     $ 758  
Accounts receivable     1,839  
Inventories     553  
Property, plant and equipment     2,137  
Goodwill and intangibles     2,971  
Accounts payable and accrued liabilities     (789)  
Acquisition price     $ 7,469  
Acquisition of Stylecraft Printing [Member]        
Business Acquisition [Line Items]        
Accounts receivable       $ 554
Inventories       849
Right-of-use asset       28
Property, plant and equipment       3,160
Goodwill and intangibles       476
Operating lease liability       (28)
Accounts payable and accrued liabilities       (12)
Acquisition price       $ 5,027
Printing Technologies Inc [Member]        
Business Acquisition [Line Items]        
Accounts receivable $ 1,336      
Inventories 1,932      
Other assets 100      
Right-of-use asset 847      
Property, plant and equipment 887      
Intangibles 2,012      
Operating lease liability (847)      
Accounts payable and accrued liabilities (645)      
Acquisition price $ 5,622      
v3.24.3
Acquisitions - Summary of Operating Information on Pro Forma Basis (Detail) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Business Combinations [Abstract]        
Pro forma net sales $ 100,204 $ 112,646 $ 206,811 $ 235,437
Pro forma net earnings $ 10,335 $ 11,415 $ 21,101 $ 24,469
Pro forma earnings per share - diluted $ 0.4 $ 0.44 $ 0.81 $ 0.94
v3.24.3
Leases - Additional Information (Detail) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Lessee Lease Description [Line Items]        
Leases description     The Company leases certain of its facilities and equipment under operating leases, which are recorded as right-of-use assets and lease liabilities. The Company’s leases generally have terms of 1 – 5 years, with certain leases including renewal options to extend the leases for additional periods at the Company’s discretion. At lease inception, all renewal options reasonably certain to be exercised are considered when determining the lease term. The Company currently does not have leases that include options to purchase or provisions that would automatically transfer ownership of the leased property to the Company.  
Leases, renewal options, description     The Company’s leases generally have terms of 1 – 5 years, with certain leases including renewal options to extend the leases for additional periods at the Company’s discretion.  
Lessee operating lease, existence of option to extend     true  
Variable lease cost $ 0 $ 0 $ 0 $ 0
Minimum [Member]        
Lessee Lease Description [Line Items]        
Leases terms 1 year   1 year  
Maximum [Member]        
Lessee Lease Description [Line Items]        
Leases terms 5 years   5 years  
v3.24.3
Leases - Components of Lease Expense (Detail) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Lease, Cost [Abstract]        
Operating lease cost $ 1,389 $ 1,418 $ 2,736 $ 2,851
Supplemental cash flow information related to leases was as follows:        
Cash paid for amounts included in the measurement of lease liabilities, Operating cash flows from operating leases 1,410 1,421 2,779 2,862
Right-of-use assets obtained in exchange for lease obligations, Operating leases $ 847 $ 779 $ 1,495 $ 779
Weighted Average Remaining Lease Terms, Operating leases 2 years 6 months 2 years 10 months 24 days 2 years 6 months 2 years 10 months 24 days
Weighted Average Discount Rate, Operating leases 4.27% 4.03% 4.27% 4.03%
v3.24.3
Leases - Summary of Future Minimum Lease Commitments Under Non-cancelable Operating Leases (Detail)
$ in Thousands
Aug. 31, 2024
USD ($)
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]  
2025 (remaining 6 months) $ 2,027
2026 3,590
2027 1,912
2028 723
2029 378
Total future minimum lease payments 8,630
Less imputed interest 476
Present value of lease liabilities $ 8,154
v3.24.3
Goodwill and Intangible Assets - Carrying Amount and Accumulated Amortization of Intangible Assets (Detail) - USD ($)
$ in Thousands
Aug. 31, 2024
Feb. 29, 2024
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Remaining Life (in years) 5 years 10 months 24 days 6 years 1 month 6 days
Gross Carrying Amount $ 114,470 $ 112,458
Accumulated Amortization 77,995 74,131
Amortized Intangible Assets, Net $ 36,475 $ 38,327
Trademarks and Trade Names [Member]    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Remaining Life (in years) 7 years 2 months 12 days 7 years 7 months 6 days
Gross Carrying Amount $ 30,911 $ 29,817
Accumulated Amortization 15,437 14,366
Amortized Intangible Assets, Net $ 15,474 $ 15,451
Customer Lists [Member]    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Remaining Life (in years) 4 years 10 months 24 days 5 years 1 month 6 days
Gross Carrying Amount $ 82,653 $ 81,753
Accumulated Amortization 62,201 59,473
Amortized Intangible Assets, Net $ 20,452 $ 22,280
Non-Compete [Member]    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Remaining Life (in years) 1 year 3 months 18 days 1 year 7 months 6 days
Gross Carrying Amount $ 256 $ 238
Accumulated Amortization 194 176
Amortized Intangible Assets, Net $ 62 $ 62
Technology [Member]    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Remaining Life (in years) 5 years 3 months 18 days 5 years 9 months 18 days
Gross Carrying Amount $ 650 $ 650
Accumulated Amortization 163 116
Amortized Intangible Assets, Net $ 487 $ 534
v3.24.3
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended 12 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Feb. 29, 2024
Finite-Lived Intangible Assets [Line Items]          
Amortization of trade names, customer lists, and patent $ 1,900 $ 2,000 $ 3,864 $ 3,867  
Goodwill acquired     $ 0   $ 2,530
Eagle and Diamond [Member]          
Finite-Lived Intangible Assets [Line Items]          
Goodwill acquired         $ 2,500
v3.24.3
Goodwill and Intangible Assets - Estimated Amortization Expense (Detail)
$ in Thousands
Aug. 31, 2024
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
2025 $ 3,924
2026 7,158
2027 6,066
2028 4,569
2029 3,934
2030 $ 2,719
v3.24.3
Goodwill and Intangible Assets - Changes in Net Carrying Amount of Goodwill (Detail) - USD ($)
$ in Thousands
6 Months Ended 12 Months Ended
Aug. 31, 2024
Feb. 29, 2024
Goodwill and Intangible Assets Disclosure [Abstract]    
Goodwill, Beginning balance $ 94,349 $ 91,819
Goodwill acquired 0 2,530
Goodwill, Ending balance $ 94,349 $ 94,349
v3.24.3
Accrued Expenses - Components of Accrued Expenses (Detail) - USD ($)
$ in Thousands
Aug. 31, 2024
Feb. 29, 2024
Payables and Accruals [Abstract]    
Employee compensation and benefits $ 10,720 $ 13,714
Taxes other than income 2,249 1,341
Accrued legal and professional fees 451 510
Accrued utilities 108 108
Accrued acquisition related obligations 200 200
Income taxes payable 455 626
Other accrued expenses 1,479 1,042
Accrued expenses, Total $ 15,662 $ 17,541
v3.24.3
Credit Facility - Additional Information (Detail)
$ in Millions
Aug. 31, 2024
USD ($)
Third Amendment [Member] | Standby Letters of Credit [Member]  
Line of Credit Facility [Line Items]  
Long-term debt $ 0.3
v3.24.3
Shareholders' Equity - Additional Information (Detail) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended 6 Months Ended 190 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Repurchase of common stock 39 0 91,883 0 2,334,384
Repurchase of common stock, average cost per share $ 22.62   $ 19.79   $ 16.47
Total remaining amount available to repurchase of shares     $ 21.5    
Maximum [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Stock repurchase program, authorized aggregate amount $ 60.0   $ 60.0   $ 60.0
v3.24.3
Stock Based Compensation - Additional Information (Detail) - USD ($)
$ / shares in Units, $ in Millions
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Apr. 16, 2021
Selling, General and Administrative Expenses [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Compensation expense related stock based compensation before tax $ 0.7 $ 0.7 $ 2.5 $ 1.4  
Restricted Stock Units [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
RSUs vesting description     The performance-based RSUs vest on the third anniversary from the date of grant and the time-based RSUs vest ratably over three years from the date of grant.    
Restricted Stock [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Remaining unrecognized compensation cost 0.8   $ 0.8    
Weighted average remaining requisite service period     2 years 2 months 12 days    
Restricted stock units granted     19,880    
Performance-based RSUs [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Remaining unrecognized compensation cost 4.1   $ 4.1    
Weighted average remaining requisite service period     2 years 7 months 6 days    
Restricted stock units granted [1]     238,494    
Time-based RSUs [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Remaining unrecognized compensation cost 2.1   $ 2.1    
Weighted average remaining requisite service period     2 years 7 months 6 days    
Restricted stock units granted [1]     122,303    
Stock Options [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Remaining unrecognized compensation cost $ 0.1   $ 0.1    
Weighted average remaining requisite service period     1 year 7 months 6 days    
2021 Long-Term Incentive Plan [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Unissued common stock reserved 225,440   225,440    
Number of shares authorized         1,033,648
2021 Long-Term Incentive Plan [Member] | Performance-based RSUs [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Restricted stock units granted     183,457    
2021 Long-Term Incentive Plan [Member] | Time-based RSUs [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Restricted stock units granted     122,303    
2021 Long-Term Incentive Plan [Member] | Fair Value Performance Based Restricted Stock Units [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Weighted Average Grant Date Fair Value, Granted     $ 19.97    
2021 Long-Term Incentive Plan [Member] | Fair Value Time Based Restricted Stock Units [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Weighted Average Grant Date Fair Value, Granted     $ 19.43    
[1] The number of shares of time-based grants may, upon vesting, convert 50% into common stock and the remaining 50% into two incentive stock options for each RSU with an exercise price equal to the closing price of the Company's stock on that date for employees who have not met their stock ownership requirements. The number of shares of performance-based grants represents awards granted by the Company at the maximum achievement level of 130% of target payout. Actual shares that may be issued can range from 0% to 130% of target.
v3.24.3
Stock Based Compensation - Summary of Stock Option Activity (Detail) - USD ($)
6 Months Ended 12 Months Ended
Aug. 31, 2024
Feb. 29, 2024
Share-Based Payment Arrangement [Abstract]    
Number of Shares, Options Outstanding, Beginning Balance 52,500  
Number of Shares, Granted 0  
Number of Shares, Options Outstanding, Ending Balance 52,500 52,500
Number of Shares, Exercisable 17,497  
Weighted Average Exercise Price, Beginning Balance $ 19.88  
Weighted Average Exercise Price, Granted 0  
Weighted Average Exercise Price, Ending Balance 19.88 $ 19.88
Weighted Average Exercise Price, Exercisable $ 19.88  
Weighted Average Remaining Contractual Life (in years), Outstanding 8 years 7 months 6 days 10 years
Weighted Average Remaining Contractual Life (in years), Exercisable 8 years 7 months 6 days  
Aggregate intrinsic value, Outstanding $ 211,600  
Aggregate Intrinsic Value, Exercisable $ 70,500  
v3.24.3
Stock Based Compensation - Summary of Unvested Stock Options (Detail)
6 Months Ended
Aug. 31, 2024
$ / shares
shares
Share-Based Payment Arrangement [Abstract]  
Unvested Beginning Balance, Number of Options | shares 52,500
Unvested Begining Balance, Weighted Average Grant Date Fair Value | $ / shares $ 2.47
Number of stock options granted | shares 0
New grants, Weighted Average Grant Date Fair Value | $ / shares $ 0
Vested, Number of Shares | shares (17,497)
Vested, Weighted Average Grant Date Fair Value | $ / shares $ 2.47
Unvested Ending Balance, Number of Options | shares 35,003
Unvested Ending Balance, Weighted Average Grant Date Fair Value | $ / shares $ 2.47
v3.24.3
Stock Based Compensation - Summary of Restricted Stock Awards Activity (Detail) - Restricted Stock [Member]
6 Months Ended
Aug. 31, 2024
$ / shares
shares
Restricted stock grant activity  
Outstanding at Beginning, Number of Shares | shares 42,131
Number of Shares, Granted | shares 19,880
Number of Shares, Terminated | shares 0
Number of Shares, Vested | shares (20,344)
Outstanding at Ending, Number of Shares | shares 41,667
Outstanding at Beginning, Weighted Average Grant Date Fair value | $ / shares $ 20.11
Weighted Average Grant Date Fair Value, Granted | $ / shares 23.24
Weighted Average Grant Date Fair Value, Terminated | $ / shares 0
Weighted Average Grant Date Fair Value, Vested | $ / shares 20.08
Outstanding at Ending, Weighted Average Grant Date Fair value | $ / shares $ 21.61
v3.24.3
Stock Based Compensation - Summary of Restricted Stock Units Activity (Detail)
6 Months Ended
Aug. 31, 2024
$ / shares
shares
Time-based RSUs [Member]  
Restricted stock unit activity  
Outstanding at Beginning, Number of Shares 16,639
Number of Shares, Granted 122,303 [1]
Number of Shares, Change due to performance achievement 0
Number of Shares, Terminated 0
Number of Shares, Vested (16,639)
Outstanding at Ending, Number of Shares 122,303
Outstanding at Beginning, Weighted Average Grant Date Fair value | $ / shares $ 20.11
Weighted Average Grant Date Fair Value, Granted | $ / shares $ 19.43 [1]
Weighted Average Grant Date Fair Value, Change due to performance achievement 0
Weighted Average Grant Date Fair Value, Terminated | $ / shares $ 0
Weighted Average Grant Date Fair Value, Vested | $ / shares 20.11
Outstanding at Ending, Weighted Average Grant Date Fair value | $ / shares $ 19.43
Performance-based RSUs [Member]  
Restricted stock unit activity  
Outstanding at Beginning, Number of Shares 152,572
Number of Shares, Granted 238,494 [1]
Number of Shares, Change due to performance achievement 61,337
Number of Shares, Terminated 0
Number of Shares, Vested (213,909)
Outstanding at Ending, Number of Shares 238,494
Outstanding at Beginning, Weighted Average Grant Date Fair value | $ / shares $ 23.17
Weighted Average Grant Date Fair Value, Granted | $ / shares $ 19.97 [1]
Weighted Average Grant Date Fair Value, Change due to performance achievement 17.81
Weighted Average Grant Date Fair Value, Terminated | $ / shares $ 0
Weighted Average Grant Date Fair Value, Vested | $ / shares 22.72
Outstanding at Ending, Weighted Average Grant Date Fair value | $ / shares $ 20.37
[1] The number of shares of time-based grants may, upon vesting, convert 50% into common stock and the remaining 50% into two incentive stock options for each RSU with an exercise price equal to the closing price of the Company's stock on that date for employees who have not met their stock ownership requirements. The number of shares of performance-based grants represents awards granted by the Company at the maximum achievement level of 130% of target payout. Actual shares that may be issued can range from 0% to 130% of target.
v3.24.3
Stock Based Compensation - Summary of Restricted Stock Units Activity (Parenthetical) (Detail)
6 Months Ended
Aug. 31, 2024
Time Based Restricted Stock Units [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Percenatge of conversion of shares granted into common stock 50.00%
Percenatge of conversion of shares granted into incentive stock options 50.00%
Performance-based RSUs [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Target award percentage 130.00%
Maximum [Member] | Performance-based RSUs [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Target award percentage 130.00%
Minimum [Member] | Performance-based RSUs [Member]  
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]  
Target award percentage 0.00%
v3.24.3
Pension Plan - Additional Information (Detail) - USD ($)
$ in Millions
6 Months Ended 12 Months Ended
Aug. 31, 2024
Feb. 29, 2024
Defined Benefit Plan Disclosure [Line Items]    
Employees covered under noncontributory Pension Plan 12.00%  
Compensation period preceding retirement and termination 5 years  
Period used for calculating Pension Plan liability 25 years  
Contribution to avoid a Pension Benefit Guaranty Corporation variable premium $ 1.2 $ 1.2
Unfunded pension liability 0.1  
Minimum [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Expected contributions 1.0  
Maximum [Member]    
Defined Benefit Plan Disclosure [Line Items]    
Expected contributions $ 3.0  
v3.24.3
Pension Plan - Summary of Pension Expense Composed of Components Included in Cost of Goods Sold and Selling, General and Administrative Expenses (Detail) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Components of net periodic benefit cost        
Service cost $ 166 $ 154 $ 332 $ 336
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration] Operating Income (Loss) Operating Income (Loss) Operating Income (Loss) Operating Income (Loss)
Interest cost $ 649 $ 622 $ 1,298 $ 1,227
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Expected Return (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Operating Income (Loss) Operating Income (Loss) Operating Income (Loss) Operating Income (Loss)
Expected return on plan assets $ (755) $ (760) $ (1,510) $ (1,552)
Amortization of:        
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Amortization of Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] Operating Income (Loss) Operating Income (Loss) Operating Income (Loss) Operating Income (Loss)
Unrecognized net loss $ 436 $ 481 $ 872 $ 948
Net periodic benefit cost $ 496 $ 497 $ 992 $ 959
v3.24.3
Earnings Per Share - Computation for Basic and Diluted Earnings Per Share (Detail) - $ / shares
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Earnings Per Share [Abstract]        
Basic weighted average common shares outstanding 26,009,876 25,886,058 26,015,195 25,858,154
Effect of dilutive stock options, restricted stock, time-based RSUs and performance-based RSUs 44,623 164,925 140,966 152,585
Diluted weighted average common shares outstanding 26,054,499 26,050,983 26,156,161 26,010,739
Earnings per share        
Net earnings - basic $ 0.4 $ 0.42 $ 0.81 $ 0.87
Net earnings - diluted 0.4 0.42 0.8 0.87
Cash dividends per share $ 0.25 $ 0.25 $ 0.5 $ 0.5
v3.24.3
Earnings Per Share - Additional Information (Detail) - USD ($)
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Feb. 29, 2024
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]          
Undistributed earnings     $ 0    
Options outstanding 52,500   52,500   52,500
Stock Option          
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]          
Antidilutive securities excluded from computation of earnings per share 49,932 52,500 52,500 52,500  
v3.24.3
Concentrations of Risk - Additional Information (Detail)
Aug. 31, 2024
USD ($)
Concentration Risk [Line Items]  
Cash balances not federally insured $ 99,200,000
Maximum [Member]  
Concentration Risk [Line Items]  
Maximum insurance available to depositors under the FDIC's general deposit insurance rules $ 250,000
v3.24.3
Related Party Transactions - Additional Information (Detail) - USD ($)
$ in Thousands
3 Months Ended 6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Aug. 31, 2024
Aug. 31, 2023
Feb. 29, 2024
Related Party Transaction [Line Items]          
Operating lease right-of-use assets $ 8,386   $ 8,386   $ 9,827
Operating lease liability 8,154   8,154    
Operating lease cost 1,389 $ 1,418 2,736 $ 2,851  
Integrated Print & Graphics (Integrated) [Member]          
Related Party Transaction [Line Items]          
Operating lease right-of-use assets 200 500 200 500  
Operating lease liability $ 200 $ 600 200 600  
Operating lease cost     300 200  
Sales received from lease     $ 1,400 $ 1,900  
v3.24.3
Income Taxes - Additional Information (Detail) - USD ($)
$ in Millions
6 Months Ended
Aug. 31, 2024
Aug. 31, 2023
Income Tax Disclosure [Abstract]    
Effective tax rate 27.50% 28.00%
Payment for income taxes $ 9.2 $ 11.5
v3.24.3
Subsequent Events - Additional Information (Detail) - Subsequent Event [Member]
$ / shares in Units, $ in Millions
Sep. 20, 2024
USD ($)
$ / shares
Subsequent Event [Line Items]  
Expected payout of dividend | $ $ 72.4
O2024Q2 Dividends [Member]  
Subsequent Event [Line Items]  
Dividends payable, date declared Sep. 20, 2024
Dividend payable per share $ 0.25
Dividend payable date Nov. 08, 2024
Dividend payable, date of record Oct. 11, 2024
S2024Q2 Dividends [Member]  
Subsequent Event [Line Items]  
Dividend payable per share $ 2.5
Dividend payable date Nov. 08, 2024
Dividend payable, date of record Oct. 11, 2024

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