FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
(MARK ONE)
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Calendar year ended December 31, 2004
( ) 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
----------------------------
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
Ennis, Inc. 401(k) Plan
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
Ennis, Inc.
2441 Presidential Parkway
Midlothian, TX 76065
ENNIS, INC. 401(k) PLAN
Financial Statements and Supplemental Schedule
(Modified Cash Basis)
December 31, 2004 and 2003
ENNIS, INC. 401(k) PLAN
Table of Contents
Page
Report of Independent Registered Public Accounting
Firm 1
Statements of Net Assets Available for Benefits
(Modified Cash Basis) at December 31, 2004 and
2003 2
Statement of Changes in Net Assets Available for
Benefits (Modified Cash Basis) year ended
December 31, 2004 3
Notes to Financial Statements (Modified Cash Basis) 4 - 7
Supplemental Schedule
Schedule H, Line 4i - Schedule of Assets (Held at End
of Year) (Modified Cash Basis) 8
Report of Independent Registered Public Accounting Firm
To the Participants and Administrator
Ennis, Inc. 401(k) Plan
We have audited the accompanying statements of net assets
available for benefits (modified cash basis) of the Ennis,
Inc. 401(k) Plan (the "Plan") as of December 31, 2004 and 2003,
and the related statement of changes in net assets available for
benefits (modified cash basis) for the year ended December 31,
2004. These financial statements are the responsibility
of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of
standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement.
An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
As described in Note 2, the financial statements and supplemental
schedule were prepared on a modified cash basis of accounting,
which is a comprehensive basis of accounting other than
accounting principles generally accepted in the United States of
America.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the net assets
available for benefits (modified cash basis) of the Ennis, Inc.
401(k) Plan as of December 31, 2004 and 2003, and the changes
in net assets available for benefits (modified cash basis) for
the year ended December 31, 2004 in conformity with the modified
cash basis of accounting described in Note 2.
Our audit was performed for the purpose of forming an opinion on
the financial statements taken as a whole. The accompanying
supplemental schedule of assets (held at end of year) (modified
cash basis) as of December 31, 2004, is presented for purposes of
additional analysis and is not a required part of the financial
statements but is supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of
1974. The supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected
to the auditing procedures applied in our audit of the 2004
financial statements and, in our opinion, is fairly stated in all
material respects in relation to the 2004 financial statements
taken as a whole.
/s/ Travis, Wolff & Company, L.L.P.
Dallas, Texas
June 3, 2005
1
ENNIS INC. 401(k) PLAN
Statements of Net Assets Available for Benefits
(Modified Cash Basis)
December 31, 2004 and 2003
2004 2003
---- ----
Assets:
Investments, at fair value
Investments held by Trustee $ 24,405,181 $ 21,497,246
Participant loans 1,096,210 1,052,044
---------- ----------
Net assets available for benefits $ 25,501,391 $ 22,549,290
========== ==========
See accompanying notes.
2
ENNIS, INC. 401(k) PLAN
Statement of Changes in Net Assets Available for Benefits
(Modified Cash Basis)
Year ended December 31, 2004
Additions to net assets attributed to:
Employee contributions $1,877,781
Rollover contributions 51,281
Employer matching contributions 125,509
Employer profit sharing contributions 400,000
Investment income (loss):
Interest and dividends 137,689
Net appreciation in fair value of investments 2,078,655
----------
Net additions 4,670,915
Deductions from net assets attributed to:
Administrative expenses 90,543
Benefits paid and withdrawals 1,628,271
----------
Total deductions 1,718,814
----------
Net increase 2,952,101
Net assets available for benefits at beginning
of year 22,549,290
----------
Net assets available for benefits at end of year $25,501,391
==========
See accompanying notes.
3
ENNIS, INC. 401(k) PLAN
Notes to Financial Statements
(Modified Cash Basis)
1. Description of the Plan
The following description of the Ennis, Inc. (the "Company")
401(k) Plan (the "Plan") provides only general information.
Participants should refer to the Plan document for a more
complete description of the Plan's provisions.
(a) General
The Plan was formed February 1, 1994 and is a defined
contribution plan covering substantially all employees of
the Company. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA) and
the Internal Revenue Code (IRC). In addition, the financial
statements have been prepared in compliance with ERISA.
(b) Eligibility
Employees age 18 and older of the Company are eligible to
participate in the Plan after completing 60 days of service,
as defined by the Plan.
(c) Contributions
Participants may make voluntary contributions to the Plan
ranging from 1% to 100% of eligible pay subject to the
Internal Revenue Service (IRS) annual limitations. The Plan
allows rollovers of distributions from other qualified
plans. The Plan provides for 50% employer matching
contributions or discretionary employer contributions not to
exceed $1,000 for certain employees not enrolled in the
Pension Plan for Employees of the Company. Eligibility for
employer contributions depends on the participant's
employment location.
During 2004, the Company declared a profit sharing
contribution of $400,000 on behalf of the former employees
of Northstar Computer Forms, Inc. in accordance with its
original plan. The Northstar Computer Forms, Inc. 401(k)
Profit Sharing Plan was merged into the Plan on February 1,
2001.
(d) Participant Accounts
Each participant's account is credited with the
participant's contribution, any employer contributions, and
the allocation of the Plan earnings. Allocations are based
on participant earnings or account balances, as defined in
the Plan document. The benefit to which a participant is
entitled is the benefit that can be provided from the
participant's interest in his or her account.
(e) Vesting
Participants are immediately vested in their contributions
plus actual earnings thereon and qualified employer matching
contributions. Profit sharing contributions vest over a
period of five years.
4
ENNIS, INC. 401(k) PLAN
Notes to Financial Statements (continued)
(Modified Cash Basis)
1. Description of the Plan - Continued
(f) Loans
Under provisions of the Plan, participants may borrow up to
50% of their total account balance up to a maximum of
$50,000. Loan repayments are made in equal installments
through payroll deductions generally over a term not to
exceed five years. All loans are considered a directed
investment from the participant's Plan account with all
payments of principal and interest credited to the
participant's account. A maximum number of two outstanding
loans are allowed per individual. The minimum loan is
$1,000 and there is a $75 set-up fee payable for each loan.
The interest rate is determined based on the prime rate as
determined by the Plan's trustee plus 2%.
2. Summary of Significant Accounting Policies
(a) Basis of Accounting
The accompanying financial statements have been prepared on
the modified cash basis of accounting and present the net
assets available for benefits and changes in those net
assets. Consequently, certain additions and the related
assets are recognized when received rather than when earned,
and certain deductions are recognized when paid rather than
when the obligation is incurred. Investments are adjusted
to fair value for presentation in the accompanying financial
statements. Purchases and sales are recorded on a trade-
date basis. The modified cash basis of accounting is a
comprehensive basis of accounting other than accounting
principles generally accepted in the United States of
America.
(b) Use of Estimates
The preparation of financial statements in conformity with
the modified cash basis of accounting, which is a
comprehensive basis of accounting other than accounting
principles generally accepted in the United States of
America, requires management to make estimates that affect
the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those
estimates.
(c) Investments
Investments in registered investment companies are valued at
published market prices, which represent the net asset value
of the shares held by the Plan at year-end. Units of common
collective trusts are valued based on the fair value of the
underlying assets of the trust as determined by the trust
sponsor. Common stock is valued at the quoted market price
on the last business day of the year. Money market funds
are valued at cost, which approximates market value.
Participant loans are valued at cost, which approximates
fair value.
(d) Benefits paid to Participants
Benefits paid to participants are recorded as a reduction of
net assets available for benefits when paid.
5
ENNIS, INC. 401(k) PLAN
Notes to Financial Statements (continued)
(Modified Cash Basis)
3. Investments
Participants may direct the allocation of amounts deferred to
the available investment funds. Provisions of the Plan allow
participant contributions in 5% increments to be vested in any
of the available funds.
The Plan's investments, at fair value, at December 31, 2004
and 2003 were comprised of the following:
2004 2003
---- ----
Wells Fargo Treasury Plus Money Market $ 3,667,800 * $ 3,353,786 *
Janus Investments Balanced Fund 1,653,324 * 1,469,894 *
Wells Fargo LifePath 2010 Fund 303,567 232,428
Wells Fargo LifePath 2020 Fund 760,735 587,208
Wells Fargo LifePath 2030 Fund 1,930,629 * 1,787,144 *
Wells Fargo LifePath 2040 Fund 293,457 219,589
Wells Fargo Index Fund 1,685,030 * 1,564,453 *
Goldman Sachs Capital Growth Fund 2,562,147 * 2,391,527 *
Wells Fargo Large Company Growth Fund 745,585 723,984
Janus Twenty Fund 469,671 220,972
AIM Dynamics Fund 3,986,330 * 3,823,384 *
AIM Small Company Growth Fund 893,198 821,090
Ennis, Inc. Common Stock 2,393,114 * 1,520,079 *
Pimco Total Return Fund 1,143,048 1,233,109 *
AIM Basic Value Fund 908,410 780,252
Templeton World Fund 1,009,136 768,347
Participant loans 1,096,210 1,052,044
---------- ----------
Total investments $ 25,501,391 $ 22,549,290
========== ==========
* Represents 5% or more of the net assets available for
benefits
During 2004, the Plan's investments (including investments
bought, sold and held during the year) appreciated
(depreciated) in value as follows:
Registered investment companies $ 1,698,428
Common stock 380,227
---------
$ 2,078,655
=========
6
ENNIS, INC. 401(k) PLAN
Notes to Financial Statements (continued)
(Modified Cash Basis)
4. Plan Termination
Although the Company has not expressed any intent to do so, it
has the right under the Plan to discontinue its contributions
at any time and to terminate the Plan subject to the
provisions of ERISA.
5. Tax Status of Plan
The Plan has obtained its latest determination letter dated
September 27, 2002 in which the Internal Revenue Service
stated that the Plan, as then designed, was in compliance with
the applicable requirements of the Internal Revenue Code. The
Plan administrator and the Plan's management believe that the
Plan is currently being operated within the applicable IRS
rules and regulations.
6. Subsequent Event
Effective June 1, 2005, all assets of the Plan were
transferred to a new custodian and record keeper, ING Life
Insurance and Annuity Company/ING Financial Advisors, LLC.
7
SUPPLEMENTAL SCHEDULE
ENNIS, INC. 401(k) PLAN
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
(Modified Cash Basis)
EIN: 75-0256410
Plan#: 011
December 31, 2004
(c) Description of
investments including
(a) (b) Identity of maturity date, rate of
issuer, borrower, interest, collateral, par,
lessor or similar party or maturity value (e) Current value
----------------------- --------------------------- ----------------
* Wells Fargo Fund Wells Fargo Treasury Plus
Money Market $ 3,667,800
Janus Funds Janus Balanced Fund 1,653,324
* Wells Fargo Fund Wells Fargo LifePath 2010
Fund 303,567
* Wells Fargo Fund Wells Fargo LifePath 2020
Fund 760,735
* Wells Fargo Fund Wells Fargo LifePath 2030
Fund 1,930,629
* Wells Fargo Fund Wells Fargo LifePath 2040
Fund 293,457
* Wells Fargo Fund Wells Fargo Index Fund 1,685,030
Goldman Sachs Asset Goldman Sachs Capital Growth 2,562,147
Management Fund
* Wells Fargo Fund Wells Fargo Large Company
Growth Fund 745,585
Janus Funds Janus Twenty Fund 469,671
AIM Family of Funds AIM Dynamics Fund 3,986,330
AIM Family of Funds AIM Small Company Growth Fund 893,198
* Ennis, Inc. Ennis, Inc. Common Stock 2,393,114
Pimco Funds Pimco Total Fund 1,143,048
Aim Family of Funds AIM Basic Value Fund 908,410
Templeton Fund Templeton World Fund 1,009,136
* Participants Loans with interest rates
ranging from 6.00% to 11.5% 1,096,210
----------
Total investments $ 25,501,391
==========
* Indicates party-in-interest to the Plan.
Column (d) cost is not required since all investments are
directed by participants.
8
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee
benefit plan) have duly caused this annual report to be signed on
its behalf by the undersigned hereunto duly authorized.
ENNIS, INC. 401(k) PLAN
Date: June 27, 2005 /s/ Harve Cathey
---------------------------------------
Harve Cathey,
Vice President - Finance and CFO,
Secretary, Principal Financial and
Accounting Officer
Ennis, Inc.