##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-Q
  þ
    
    Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 For the Quarterly Period Ended August 31, 2009
 OR
 o
    
    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.
  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)
 (972) 775-9801
 þ o
 o o
  Large accelerated Filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
 o þ




---



##### 



ENNIS, INC. AND SUBSIDIARIES
FORM 10-Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 TABLE OF CONTENTS
 PART I: FINANCIAL INFORMATIONItem 1. Financial Statements
    
    
    3Consolidated Balance Sheets at August 31, 2009 (unaudited) and February 28, 2009
    
    
    3Unaudited Consolidated Statements of Earnings for the three and six months ended August 31, 2009
and 2008
    
    
    5Unaudited Consolidated Statements of Cash Flows for the six months ended August 31, 2009 and 2008
    
    
    6Notes to the Consolidated Financial Statements
    
    
    7Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    22Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    39Item 4. Controls and Procedures
    
    
    39PART II: OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    40Item 1A. Risk Factors
    
    
    40Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    40Item 3. Defaults Upon Senior Securities
    
    
    40Item 4. Submission of Matters to a Vote of Security Holders
    
    
    40Item 5. Other Information
    
    
    40Item 6. Exhibits
    
    
    41SIGNATURES
    
    
    42EX-31.1EX-31.2EX-32.1EX-32.2
  2




---



##### Table of Contents



PART I. FINANCIAL INFORMATION
 
 Item 1.  FINANCIAL STATEMENTS
 ENNIS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS  (Dollars in thousands )
 August 31,
    
    
    February 28,2009
    
    
    2009(unaudited)AssetsCurrent assetsCash and cash equivalents
    
    $
    21,144
    
    
    $
    9,286Accounts receivable, net of allowance
for doubtful receivables of $4,068 at
August 31, 2009 and $3,561 at February
28, 2009
    
    
    64,121
    
    
    
    57,467Prepaid expenses
    
    
    3,591
    
    
    
    3,780Prepaid income taxes
    
    
    
    
    
    
    4,826Inventories
    
    
    78,544
    
    
    
    101,167Deferred income taxes
    
    
    5,728
    
    
    
    5,728Assets held for sale
    
    
    804
    
    
    
    Total current assets
    
    
    173,932
    
    
    
    182,254Property, plant and equipment, at costPlant, machinery and equipment
    
    
    137,211
    
    
    
    133,300Land and buildings
    
    
    42,619
    
    
    
    43,150Other
    
    
    22,244
    
    
    
    22,679Total property, plant and equipment
    
    
    202,074
    
    
    
    199,129Less accumulated depreciation
    
    
    146,796
    
    
    
    144,457Net property, plant and equipment
    
    
    55,278
    
    
    
    54,672Goodwill
    
    
    117,341
    
    
    
    117,341Trademarks and tradenames, net
    
    
    58,963
    
    
    
    59,030Customer lists, net
    
    
    20,880
    
    
    
    22,007Deferred finance charges, net
    
    
    1,188
    
    
    
    486Other assets
    
    
    593
    
    
    
    590Total assets
    
    $
    428,175
    
    
    $
    436,380
 See
accompanying notes to consolidated financial statements.
 3




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
 
 CONSOLIDATED BALANCE SHEETS
 (Dollars in thousands, except for share and per share amounts )
 August 31,
    
    
    February 28,2009
    
    
    2009(unaudited)Liabilities and Shareholders EquityCurrent liabilitiesAccounts payable
    
    $
    27,192
    
    
    $
    24,723Accrued expensesEmployee compensation and benefits
    
    
    15,038
    
    
    
    12,919Taxes other than income
    
    
    1,236
    
    
    
    1,322Federal and state income taxes payable
    
    
    343
    
    
    
    Other
    
    
    5,012
    
    
    
    4,706Current installments of long-term debt
    
    
    77
    
    
    
    210Total current liabilities
    
    
    48,898
    
    
    
    43,880Long-term debt, less current installments
    
    
    52,036
    
    
    
    76,185Liability for pension benefits
    
    
    8,493
    
    
    
    6,988Deferred income taxes
    
    
    16,962
    
    
    
    16,250Other liabilities
    
    
    405
    
    
    
    1,071Total liabilities
    
    
    126,794
    
    
    
    144,374Commitments and contingenciesShareholders equityPreferred stock $10 par value,
authorized 1,000,000 shares; none issued
    
    
    
    
    
    
    Common stock $2.50 par value, authorized 40,000,000 shares; issued 30,053,443
shares at August 31 and February 28, 2009
    
    
    75,134
    
    
    
    75,134Additional paid in capital
    
    
    121,962
    
    
    
    122,448Retained earnings
    
    
    195,042
    
    
    
    186,857Accumulated other comprehensive income (loss):Foreign currency translation, net of taxes
    
    
    (43
    )
    
    
    (1,016
    )Unrealized loss on derivative instruments, net of taxes
    
    
    (1,293
    )
    
    
    (1,387
    )Minimum pension liability, net of taxes
    
    
    (12,107
    )
    
    
    (12,107
    )(13,443
    )
    
    
    (14,510
    )378,695
    
    
    
    369,929Treasury stockCost of 4,323,501 shares at August 31, 2009 and
4,336,557 shares at February 28, 2009
    
    
    (77,314
    )
    
    
    (77,923
    )Total shareholders equity
    
    
    301,381
    
    
    
    292,006Total liabilities and shareholders equity
    
    $
    428,175
    
    
    $
    436,380
 See
accompanying notes to consolidated financial statements.
 4




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF EARNINGS
 ( Dollars in thousands except per share amounts )
 (Unaudited)
 Three months ended
    
    
    Six months endedAugust 31,
    
    
    August 31,2009
    
    
    2008
    
    
    2009
    
    
    2008Net sales
    
    $
    137,767
    
    
    $
    161,050
    
    
    $
    268,597
    
    
    $
    324,250Cost of goods sold
    
    
    101,945
    
    
    
    121,812
    
    
    
    201,791
    
    
    
    244,560Gross profit
    
    
    35,822
    
    
    
    39,238
    
    
    
    66,806
    
    
    
    79,690Selling, general and administrative
    
    
    19,952
    
    
    
    23,738
    
    
    
    39,411
    
    
    
    45,927Gain from disposal of assets
    
    
    (1
    )
    
    
    (213
    )
    
    
    (3
    )
    
    
    (267
    )Income from operations
    
    
    15,871
    
    
    
    15,713
    
    
    
    27,398
    
    
    
    34,030Other income (expense)Interest expense
    
    
    (725
    )
    
    
    (892
    )
    
    
    (1,420
    )
    
    
    (1,925
    )Other, net
    
    
    6
    
    
    
    (112
    )
    
    
    (294
    )
    
    
    (173
    )(719
    )
    
    
    (1,004
    )
    
    
    (1,714
    )
    
    
    (2,098
    )Earnings before income taxes
    
    
    15,152
    
    
    
    14,709
    
    
    
    25,684
    
    
    
    31,932Provision for income taxes
    
    
    5,606
    
    
    
    5,368
    
    
    
    9,503
    
    
    
    11,655Net earnings
    
    $
    9,546
    
    
    $
    9,341
    
    
    $
    16,181
    
    
    $
    20,277Weighted average common shares
outstandingBasic
    
    
    25,735,950
    
    
    
    25,697,598
    
    
    
    25,727,577
    
    
    
    25,689,641Diluted
    
    
    25,781,298
    
    
    
    25,805,263
    
    
    
    25,757,226
    
    
    
    25,798,245Per share amountsNet earnings - basic
    
    $
    0.37
    
    
    $
    0.36
    
    
    $
    0.63
    
    
    $
    0.79Net earnings - diluted
    
    $
    0.37
    
    
    $
    0.36
    
    
    $
    0.63
    
    
    $
    0.79Cash dividends per share
    
    $
    0.155
    
    
    $
    0.155
    
    
    $
    0.310
    
    
    $
    0.310
 See accompanying notes to consolidated financial statements.
 5




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 (Dollars in thousands)
 (Unaudited)
 Six months endedAugust 31,2009
    
    
    2008Cash flows from operating activities:Net earnings
    
    $
    16,181
    
    
    $
    20,277Adjustments to reconcile net earnings to net cash provided
by operating activities:Depreciation
    
    
    4,609
    
    
    
    5,159Amortization of deferred finance charges
    
    
    224
    
    
    
    224Amortization of trademarks and customer lists
    
    
    1,202
    
    
    
    1,210Gain from disposal of assets
    
    
    (3
    )
    
    
    (267
    )Bad debt expense
    
    
    1,528
    
    
    
    2,029Stock based compensation
    
    
    528
    
    
    
    531Changes in operating assets and liabilities:Accounts receivable
    
    
    (7,883
    )
    
    
    (7,086
    )Prepaid expenses
    
    
    5,094
    
    
    
    (1,543
    )Inventories
    
    
    23,406
    
    
    
    7,610Other assets
    
    
    (937
    )
    
    
    98Accounts payable and accrued expenses
    
    
    5,186
    
    
    
    2,951Other liabilities
    
    
    (666
    )
    
    
    (846
    )Prepaid pension asset/liability for pension benefits
    
    
    1,505
    
    
    
    670Net cash provided by operating activities
    
    
    49,974
    
    
    
    31,017Cash flows from investing activities:Capital expenditures
    
    
    (5,800
    )
    
    
    (3,214
    )Proceeds from disposal of plant and property
    
    
    8
    
    
    
    610Net cash used in investing activities
    
    
    (5,792
    )
    
    
    (2,604
    )Cash flows from financing activities:Repayment of debt
    
    
    (24,133
    )
    
    
    (14,144
    )Dividends
    
    
    (7,996
    )
    
    
    (7,985
    )Purchase of treasury stock
    
    
    (405
    )
    
    
    Proceeds from exercise of stock options
    
    
    
    
    
    
    105Net cash used in financing activities
    
    
    (32,534
    )
    
    
    (22,024
    )Effect of exchange rate changes on cash
    
    
    210
    
    
    
    382Net change in cash and cash equivalents
    
    
    11,858
    
    
    
    6,771Cash and cash equivalents at beginning of period
    
    
    9,286
    
    
    
    3,393Cash and cash equivalents at end of period
    
    $
    21,144
    
    
    $
    10,164
 See
accompanying notes to consolidated financial statements.
 6




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS  FOR THE PERIOD ENDED AUGUST 31, 2009
 1. Significant Accounting Policies and General Matters
 Basis of Presentation
  Recent Accounting Pronouncements
 FAS 157 .
 FAS 141R.
 FAS 160.
 7




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 1. Significant Accounting Policies and General Matters-continued
 FAS 161.
 FAS 165.
 FSP EITF 03-6-1
 FSP FAS 157-4.
 FSP FAS 107-1 and APB 28-1.
 8




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 1. Significant Accounting Policies and General Matters-continued
 FSP FAS 132R-1.
 2. Accounts Receivable and Allowance for Doubtful Receivables
    Three months ended  August 31,
    
    
    Six months ended August 31,2009
    
    
    2008
    
    
    2009
    
    
    2008Balance at beginning of period
    
    $
    3,593
    
    
    $
    3,721
    
    
    $
    3,561
    
    
    $
    3,954Bad debt expense
    
    
    989
    
    
    
    2,029
    
    
    
    1,528
    
    
    
    2,029Recoveries
    
    
    6
    
    
    
    9
    
    
    
    18
    
    
    
    13Accounts written off
    
    
    (520
    )
    
    
    (435
    )
    
    
    (1,067
    )
    
    
    (672
    )Foreign currency translation
    
    
    
    
    
    
    
    
    
    
    28
    
    
    
    Balance at end of period
    
    $
    4,068
    
    
    $
    5,324
    
    
    $
    4,068
    
    
    $
    5,324
 3. Inventories
  9




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 3. Inventories-continued
  August 31,
    
    
    February 28,2009
    
    
    2009Raw material
    
    $
    12,065
    
    
    $
    13,357Work-in-process
    
    
    11,175
    
    
    
    13,090Finished goods
    
    
    55,304
    
    
    
    74,720$
    78,544
    
    
    $
    101,167
 4. Goodwill and Other Intangible Assets
    GrossCarrying
    
    
    AccumulatedAs of August 31, 2009
    
    Amount
    
    
    Amortization
    
    
    NetAmortized intangible assets (in thousands)Tradenames
    
    $
    1,234
    
    
    $
    809
    
    
    $
    425Customer lists
    
    
    29,908
    
    
    
    9,028
    
    
    
    20,880Noncompete
    
    
    500
    
    
    
    475
    
    
    
    25$
    31,642
    
    
    $
    10,312
    
    
    $
    21,330
 As of February 28, 2009Amortized intangible assets (in thousands)Tradenames
    
    $
    1,234
    
    
    $
    742
    
    
    $
    492Customer lists
    
    
    29,908
    
    
    
    7,901
    
    
    
    22,007Noncompete
    
    
    500
    
    
    
    467
    
    
    
    33$
    31,642
    
    
    $
    9,110
    
    
    $
    22,532
 10




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 4. Goodwill and Other Intangible Assets-continued
 August 31,
    
    
    February 28,2009
    
    
    2009Non-amortizing intangible assets (in thousands)Trademarks
    
    $
    58,538
    
    
    $
    58,538
   2010
    
    $
    2,403,0002011
    
    
    2,397,0002012
    
    
    2,391,0002013
    
    
    2,347,0002014
    
    
    2,254,0002015
    
    
    2,136,000
  Print
    
    
    ApparelSegment
    
    
    SegmentTotal
    
    
    Total
    
    
    TotalBalance as of March 1, 2008
    
    $
    40,688
    
    
    $
    137,700
    
    
    $
    178,388Goodwill acquired
    
    
    2,104
    
    
    
    
    
    
    
    2,104Goodwill impairment
    
    
    
    
    
    
    (63,151
    )
    
    
    (63,151
    )Balance as of March 1, 2009
    
    
    42,792
    
    
    
    74,549
    
    
    
    117,341Goodwill acquired
    
    
    
    
    
    
    
    
    
    
    Goodwill impairment
    
    
    
    
    
    
    
    
    
    
    Balance as of August 31, 2009
    
    $
    42,792
    
    
    $
    74,549
    
    
    $
    117,341
  5. Other Accrued Expenses
  August 31,
    
    
    February 28,2009
    
    
    2009Accrued taxes
    
    $
    297
    
    
    $
    332Accrued legal and professional fees
    
    
    307
    
    
    
    430Accrued interest
    
    
    72
    
    
    
    129Accrued utilities
    
    
    1,457
    
    
    
    1,499Accrued repairs and maintenance
    
    
    479
    
    
    
    410Accrual-earn out agreements
    
    
    655
    
    
    
    225Other accrued expenses
    
    
    1,745
    
    
    
    1,681$
    5,012
    
    
    $
    4,706
 11




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 6. Derivative Instruments and Hedging Activities
   7. Fair Value Financial Instruments
    Level 1 - Inputs utilize quoted prices (unadjusted) in active markets for identical
assets or liabilities that the Company has the ability to access.Level 2 - Inputs utilize data points that are observable such as quoted prices,
interest rates and yield curves.Level 3 - Inputs are unobservable data points for the asset or liability, and
include situations where there is little, if any, market activity for the asset or
liability.
   12




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 7. Fair Value Financial Instruments-continued
 Fair Value Measurements UsingQuotedPricesin Active
    
    
    SignificantMarkets for
    
    
    Other
    
    
    SignificantIdentical
    
    
    Observable
    
    
    UnobservableAugust 31,
    
    
    Assets
    
    
    Inputs
    
    
    InputsDescription
    
    2009
    
    
    (Level 1)
    
    
    (Level 2)
    
    
    (Level 3)Derivative liability
    
    $
    (2,036
    )
    
    $
    
    
    
    $
    (2,036
    )
    
    $
    $
    (2,036
    )
    
    $
    
    
    
    $
    (2,036
    )
    
    $
    
 8. Long-Term Debt
  August 31,
    
    
    February 28,2009
    
    
    2009Revolving credit facility
    
    $
    50,000
    
    
    $
    74,000Interest rate swap
    
    
    2,036
    
    
    
    2,185Capital lease obligation
    
    
    77
    
    
    
    21052,113
    
    
    
    76,395Less current installments
    
    
    77
    
    
    
    210Long-term debt
    
    $
    52,036
    
    
    $
    76,185
    13




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 9. Shareholders Equity
  Three months ended
    
    
    Six months endedAugust 31,

    
    
    August 31,2009
    
    
    2008
    
    
    2009
    
    
    2008Net earnings
    
    $
    9,546
    
    
    $
    9,341
    
    
    $
    16,181
    
    
    $
    20,277Foreign currency translation adjustment,
net of deferred taxes
    
    
    (57
    )
    
    
    (184
    )
    
    
    973
    
    
    
    (204
    )Unrealized gain (loss) on derivative instruments,
net of deferred taxes
    
    
    134
    
    
    
    (289
    )
    
    
    94
    
    
    
    (289
    )Comprehensive income
    
    $
    9,623
    
    
    $
    8,868
    
    
    $
    17,248
    
    
    $
    19,784
  AccumulatedAdditional
    
    
    
    
    
    
    OtherCommon Stock
    
    
    Paid-in
    
    
    Retained
    
    
    Comprehensive
    
    
    Treasury StockShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    Income (Loss)
    
    
    Shares
    
    
    Amount
    
    
    TotalBalance February 28, 2009
    
    
    30,053,443
    
    
    $
    75,134
    
    
    $
    122,448
    
    
    $
    186,857
    
    
    $
    (14,510
    )
    
    
    (4,336,557
    )
    
    $
    (77,923
    )
    
    $
    292,006Net earnings
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16,181
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    16,181Foreign currency
translation,
net of deferred tax of $571
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    973
    
    
    
    
    
    
    
    
    
    
    
    973Unrealized gain on
derivative instruments,
net
of deferred tax benefit of $54
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    94
    
    
    
    
    
    
    
    
    
    
    
    94Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    17,248Dividends declared
($.31 per share)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,996
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,996
    )Stock based compensation
    
    
    
    
    
    
    
    
    
    
    528
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    528Exercise of stock options
and restricted stock grants
    
    
    
    
    
    
    
    
    
    
    (1,014
    )
    
    
    
    
    
    
    
    
    
    
    56,356
    
    
    
    1,014
    
    
    
    0Stock repurchases
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (43,300
    )
    
    
    (405
    )
    
    
    (405
    )Balance August 31, 2009
    
    
    30,053,443
    
    
    $
    75,134
    
    
    $
    121,962
    
    
    $
    195,042
    
    
    $
    (13,443
    )
    
    
    (4,323,501
    )
    
    $
    (77,314
    )
    
    $
    301,381
  10. Stock Option Plans and Stock Based Compensation
   14




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 10. Stock Option Plans and Stock Based Compensation-continued
    WeightedNumber
    
    
    Weighted
    
    
    Average

    
    Aggregateof
    
    
    Average
    
    
    Remaining

    
    IntrinsicShares
    
    
    Exercise
    
    
    Contractual

    
    Value(a)(exact quantity)
    
    
    Price
    
    
    Life(in years)

    
    (in thousands)Outstanding at February 28, 2009
    
    
    318,563
    
    
    $
    10.98
    
    
    
    2.4
    
    
    $
    75Granted
    
    
    105,000
    
    
    
    8.94Terminated
    
    
    (115,000
    )
    
    
    8.69Exercised
    
    
    
    
    
    
    Outstanding at August 31, 2009
    
    
    308,563
    
    
    $
    11.14
    
    
    
    5.4
    
    
    $
    1,106Exercisable at August 31, 2009
    
    
    198,563
    
    
    $
    12.16
    
    
    
    3.1
    
    
    $
    614
 
 (a)
    
    Value is calculated on the basis of the difference between the market value of the Companys
Common Stock as reported on the New York Stock Exchange on August 31, 2009 ($13.63) and the
exercise price, multiplied by the number of shares indicated.  Expected volatility
    
    
    32.35
    %Expected term (years)
    
    
    4Risk free interest rate
    
    
    2.01
    %Dividend yield
    
    
    4.74
    %Weighted average grant-date fair value
    
    $
    1.583
  Three months ended
    
    
    Six months endedAugust 31,
    
    

    August 31,2009
    
    
    2008
    
    
    2009
    
    
    2008Total cash received
    
    $
    
    
    
    $
    105
    
    
    $
    
    
    
    $
    105Income tax benefits
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total grant-date fair value
    
    
    
    
    
    
    13
    
    
    
    
    
    
    
    13Intrinsic value
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
 15




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 10. Stock Option Plans and Stock Based Compensation-continued
  WeightedAverageNumber
    
    
    Grant Dateof Options
    
    
    Fair ValueUnvested at February 28, 2009
    
    
    18,425
    
    
    $
    2.85New grants
    
    
    105,000
    
    
    
    1.58Vested
    
    
    (13,425
    )
    
    
    2.85Forfeited
    
    
    
    
    
    
    Unvested at August 31, 2009
    
    
    110,000
    
    
    $
    1.64
   WeightedAverageNumber of
    
    
    Grant DateShares
    
    
    Fair ValueOutstanding at February 28, 2009
    
    
    103,091
    
    
    $
    19.33Granted
    
    
    44,800
    
    
    
    8.94Terminated
    
    
    
    
    
    
    Vested
    
    
    (56,421
    )
    
    
    17.48Outstanding at August 31, 2009
    
    
    91,470
    
    
    $
    15.38
  11. Employee Benefit Plans
   16




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 11. Employee Benefit Plans-continued
 Three months ended
    
    
    Six months endedAugust 31,
    
    
    August 31,2009
    
    
    2008
    
    
    2009
    
    
    2008Components of net periodic benefit costService cost
    
    $
    285
    
    
    $
    335
    
    
    $
    570
    
    
    $
    670Interest cost
    
    
    685
    
    
    
    657
    
    
    
    1,370
    
    
    
    1,313Expected return on plan assets
    
    
    (606
    )
    
    
    (812
    )
    
    
    (1,212
    )
    
    
    (1,624
    )Amortization of:Prior service cost
    
    
    (36
    )
    
    
    (36
    )
    
    
    (72
    )
    
    
    (72
    )Unrecognized net loss
    
    
    425
    
    
    
    191
    
    
    
    849
    
    
    
    383Net periodic benefit cost
    
    $
    753
    
    
    $
    335
    
    
    $
    1,505
    
    
    $
    670
  12. Earnings per share
   Three months ended
    
    
    Six months endedAugust 31,
    
    
    August 31,2009
    
    
    2008
    
    
    2009
    
    
    2008Basic weighted average common shares outstanding
    
    
    25,735,950
    
    
    
    25,697,598
    
    
    
    25,727,577
    
    
    
    25,689,641Effect of dilutive options
    
    
    45,348
    
    
    
    107,665
    
    
    
    29,649
    
    
    
    108,604Diluted weighted average common shares outstanding
    
    
    25,781,298
    
    
    
    25,805,263
    
    
    
    25,757,226
    
    
    
    25,798,245Per share amounts:Net earnings
 basic
    
    $
    0.37
    
    
    $
    0.36
    
    
    $
    0.63
    
    
    $
    0.79Net earnings
 diluted
    
    $
    0.37
    
    
    $
    0.36
    
    
    $
    0.63
    
    
    $
    0.79Cash dividends
    
    $
    0.155
    
    
    $
    0.155
    
    
    $
    0.310
    
    
    $
    0.310
  17




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 13. Segment Information and Geographic Information
   ® SM ® SM SM ® ® SM SM SM SM SM ® SM ® ® ® SM
     Print
    
    
    Apparel
    
    
    
    
    
    
    ConsolidatedSegment
    
    
    Segment
    
    
    Corporate
    
    
    TotalsThree months ended August 31, 2009:Net sales
    
    $
    73,915
    
    
    $
    63,852
    
    
    $
    
    
    
    $
    137,767Depreciation
    
    
    1,488
    
    
    
    548
    
    
    
    217
    
    
    
    2,253Amortization of identifiable intangibles
    
    
    234
    
    
    
    366
    
    
    
    
    
    
    
    600Segment earnings (loss) before
income tax
    
    
    12,710
    
    
    
    6,224
    
    
    
    (3,782
    )
    
    
    15,152Segment assets
    
    
    148,940
    
    
    
    254,888
    
    
    
    24,347
    
    
    
    428,175Capital expenditures
    
    
    1,147
    
    
    
    3,973
    
    
    
    51
    
    
    
    5,171
 18




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 13. Segment Information and Geographic Information-continued
 Print
    
    
    Apparel
    
    
    
    
    
    
    ConsolidatedSegment
    
    
    Segment
    
    
    Corporate
    
    
    TotalsThree months ended August 31, 2008:Net sales
    
    $
    85,395
    
    
    $
    75,655
    
    
    $
    
    
    
    $
    161,050Depreciation
    
    
    1,542
    
    
    
    695
    
    
    
    239
    
    
    
    2,476Amortization of identifiable intangibles
    
    
    238
    
    
    
    367
    
    
    
    
    
    
    
    605Segment earnings (loss) before
income tax
    
    
    14,375
    
    
    
    4,638
    
    
    
    (4,304
    )
    
    
    14,709Segment assets
    
    
    159,510
    
    
    
    341,912
    
    
    
    13,113
    
    
    
    514,535Capital expenditures
    
    
    1,111
    
    
    
    188
    
    
    
    50
    
    
    
    1,349Six months ended August 31, 2009:Net sales
    
    $
    145,625
    
    
    $
    122,972
    
    
    $
    
    
    
    $
    268,597Depreciation
    
    
    3,042
    
    
    
    1,132
    
    
    
    435
    
    
    
    4,609Amortization of identifiable intangibles
    
    
    469
    
    
    
    733
    
    
    
    
    
    
    
    1,202Segment earnings (loss) before
income tax
    
    
    23,520
    
    
    
    9,623
    
    
    
    (7,459
    )
    
    
    25,684Segment assets
    
    
    148,940
    
    
    
    254,888
    
    
    
    24,347
    
    
    
    428,175Capital expenditures
    
    
    1,354
    
    
    
    4,326
    
    
    
    120
    
    
    
    5,800Six months ended August 31, 2008:Net sales
    
    $
    170,692
    
    
    $
    153,558
    
    
    $
    
    
    
    $
    324,250Depreciation
    
    
    3,364
    
    
    
    1,325
    
    
    
    470
    
    
    
    5,159Amortization of identifiable intangibles
    
    
    476
    
    
    
    734
    
    
    
    
    
    
    
    1,210Segment earnings (loss) before
income tax
    
    
    28,822
    
    
    
    11,431
    
    
    
    (8,321
    )
    
    
    31,932Segment assets
    
    
    159,510
    
    
    
    341,912
    
    
    
    13,113
    
    
    
    514,535Capital expenditures
    
    
    2,945
    
    
    
    200
    
    
    
    69
    
    
    
    3,214
  United States
    
    
    Canada
    
    
    Mexico
    
    
    TotalThree months ended August 31, 2009:Net sales to unaffiliated customersPrint Segment
    
    $
    73,915
    
    
    $
    
    
    
    $
    
    
    
    $
    73,915Apparel Segment
    
    
    58,875
    
    
    
    4,349
    
    
    
    628
    
    
    
    63,852$
    132,790
    
    
    $
    4,349
    
    
    $
    628
    
    
    $
    137,767Identifiable long-lived assetsPrint Segment
    
    $
    39,774
    
    
    $
    
    
    
    $
    
    
    
    $
    39,774Apparel Segment
    
    
    5,230
    
    
    
    38
    
    
    
    5,217
    
    
    
    10,485Corporate
    
    
    5,019
    
    
    
    
    
    
    
    
    
    
    
    5,019$
    50,023
    
    
    $
    38
    
    
    $
    5,217
    
    
    $
    55,278
 19




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 13. Segment Information and Geographic Information-continued
 United States
    
    
    Canada
    
    
    Mexico
    
    
    TotalThree months ended August 31, 2008:Net sales to unaffiliated customersPrint Segment
    
    $
    85,395
    
    
    $
    
    
    
    $
    
    
    
    $
    85,395Apparel Segment
    
    
    71,388
    
    
    
    4,145
    
    
    
    122
    
    
    
    75,655$
    156,783
    
    
    $
    4,145
    
    
    $
    122
    
    
    $
    161,050Identifiable long-lived assetsPrint Segment
    
    $
    42,290
    
    
    $
    
    
    
    $
    
    
    
    $
    42,290Apparel Segment
    
    
    6,786
    
    
    
    54
    
    
    
    1,994
    
    
    
    8,834Corporate
    
    
    5,778
    
    
    
    
    
    
    
    
    
    
    
    5,778$
    54,854
    
    
    $
    54
    
    
    $
    1,994
    
    
    $
    56,902Six months ended August 31, 2009:Net sales to unaffiliated customersPrint Segment
    
    $
    145,625
    
    
    $
    
    
    
    $
    
    
    
    $
    145,625Apparel Segment
    
    
    113,574
    
    
    
    7,744
    
    
    
    1,654
    
    
    
    122,972$
    259,199
    
    
    $
    7,744
    
    
    $
    1,654
    
    
    $
    268,597Six months ended August 31, 2008:Net sales to unaffiliated customersPrint Segment
    
    $
    170,692
    
    
    $
    
    
    
    $
    
    
    
    $
    170,692Apparel Segment
    
    
    143,988
    
    
    
    9,053
    
    
    
    517
    
    
    
    153,558$
    314,680
    
    
    $
    9,053
    
    
    $
    517
    
    
    $
    324,250
 14. Supplemental Cash Flow Information
  Six months endedAugust 31,2009
    
    
    2008Interest paid
    
    $
    1,477
    
    
    $
    2,234Income taxes paid
    
    $
    4,591
    
    
    $
    13,464
 15. Concentrations of Risk
    20




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE PERIOD ENDED AUGUST 31, 2009
 15. Concentrations of Risk-continued
  16. Subsequent Events
   21




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 
 Item 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 Overview
  Business Segment Overview
  Print Segment
  ® SM ® SM SM ® ® SM SM SM SM SM ® SM ® ® ® SM
   22




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
      Apparel Segment
 ® ®
       23




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
     Risk Factors
  Our results and financial condition are affected by global and local market conditions, which can
adversely affect our sales, margins, and net income.
  
    
    Our ability to manage upward pressure on commodity prices and the impact of
government actions to manage national economic conditions such as consumer spending,
inflation rates and unemployment levels, particularly given the current volatility in
the global financial markets;
    
    The impact on our margins of labor costs given our labor-intensive business model,
the trend toward higher wages in both mature and developing markets and the potential
impact of union organizing efforts on day-to-day operations of our manufacturing
facilities.
 24




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 Declining economic conditions could negatively impact our business.
   The terms and conditions of our credit facility impose certain restrictions on our operations. We
may not be able to raise additional capital, if needed, for proposed expansion projects.
   Declining financial market conditions could adversely impact the funding status of our pension
plan.
  In fiscal year 2009 we were required to write down goodwill and other intangible assets and we may
have similar charges in the future, which could cause our financial condition and results of
operations to be negatively affected in the future.
  25




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
  Printed business forms may be superceded over time by paperless business forms or otherwise
affected by technological obsolescence and changing customer preferences, which could reduce our
sales and profits.
  Our distributors face increased competition from various sources, such as office supply
superstores. Increased competition may require us to reduce prices or to offer other incentives in
order to enable our distributors to attract new customers and retain existing customers.
  Technological improvements may reduce our competitive advantage over some of our competitors, which
could reduce our profits.
  We could experience labor disputes that could disrupt our business in the future.
  We obtain our raw materials from a limited number of suppliers and any disruption in our
relationships with these suppliers, or any substantial increase in the price of raw materials,
material shortages, or an increase in transportation costs, could have a material adverse effect on
us.
  26




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
   We face intense competition to gain market share, which may lead some competitors to sell
substantial amounts of goods at prices against which we cannot profitably compete.
  The apparel industry is heavily influenced by general economic cycles.
  Our apparel foreign operations could be subject to unexpected changes in regulatory requirements,
tariffs and other market barriers and political and economic instability in the countries where it
operates, which could negatively impact our operating results.
  Our apparel products are subject to foreign competition, which in the past have been faced with
significant U.S. government import restrictions.
  27




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
     Environmental regulations may impact our future operating results.
  Our planned expansion of facilities is subject to multiple approvals and uncertainties that could
affect our ability to complete the project on schedule or at budgeted cost.
  28




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 We are exposed to the risk of financial non-performance by our customers on a significant amount of
our sales.
  Our business incurs significant freight and transportation costs.
  The price of energy is prone to significant fluctuations and volatility.
  We rely on independent contract production for a portion of our apparel production.
  We depend upon the talents and contributions of a limited number of individuals, many of whom would
be difficult to replace.
  Cautionary Statements
  29




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
   Result of Operations
 Three Months Ended August 31,
    
    
    Six Months Ended August 31,2009
    
    
    2008
    
    
    2009
    
    
    2008Net sales
    
    $
    137,767
    
    
    
    100.0
    %
    
    $
    161,050
    
    
    
    100.0
    %
    
    $
    268,597
    
    
    
    100.0
    %
    
    $
    324,250
    
    
    
    100.0
    %Cost of goods sold
    
    
    101,945
    
    
    
    74.0
    
    
    
    121,812
    
    
    
    75.6
    
    
    
    201,791
    
    
    
    75.1
    
    
    
    244,560
    
    
    
    75.4Gross profit
    
    
    35,822
    
    
    
    26.0
    
    
    
    39,238
    
    
    
    24.4
    
    
    
    66,806
    
    
    
    24.9
    
    
    
    79,690
    
    
    
    24.6Selling, general and administrative
    
    
    19,952
    
    
    
    14.5
    
    
    
    23,738
    
    
    
    14.7
    
    
    
    39,411
    
    
    
    14.7
    
    
    
    45,927
    
    
    
    14.2Gain from disposal of assets
    
    
    (1
    )
    
    
    0.0
    
    
    
    (213
    )
    
    
    0.0
    
    
    
    (3
    )
    
    
    0.0
    
    
    
    (267
    )
    
    
    (0.1
    )Income from operations
    
    
    15,871
    
    
    
    11.5
    
    
    
    15,713
    
    
    
    9.7
    
    
    
    27,398
    
    
    
    10.2
    
    
    
    34,030
    
    
    
    10.5Other expense
    
    
    (719
    )
    
    
    (0.5
    )
    
    
    (1,004
    )
    
    
    (0.6
    )
    
    
    (1,714
    )
    
    
    (0.6
    )
    
    
    (2,098
    )
    
    
    (0.6
    )Earnings before income taxes
    
    
    15,152
    
    
    
    11.0
    
    
    
    14,709
    
    
    
    9.1
    
    
    
    25,684
    
    
    
    9.6
    
    
    
    31,932
    
    
    
    9.9Provision for income taxes
    
    
    5,606
    
    
    
    4.1
    
    
    
    5,368
    
    
    
    3.3
    
    
    
    9,503
    
    
    
    3.6
    
    
    
    11,655
    
    
    
    3.6Net earnings
    
    $
    9,546
    
    
    
    6.9
    %
    
    $
    9,341
    
    
    
    5.8
    %
    
    $
    16,181
    
    
    
    6.0
    %
    
    $
    20,277
    
    
    
    6.3
    %
 Critical Accounting Policies and Judgments
     30




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
        31




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 Results
of Operations  Consolidated
 Overview.
 Three Months ended August 31, 2009 compared to Three Months ended August 31, 2008
 Net Sales.
 Cost of Goods Sold.
 Selling, general and administrative expense.
 Gain from disposal of assets.
 Income from operations.
 Other income and expense.
 Provision for income taxes.
 32




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 Net earnings.
 Six Months ended August 31, 2009 compared to Six Months ended August 31, 2008
 Net Sales.
 Cost of Goods Sold.
 Selling, general and administrative expense.
 Gain from disposal of assets.
 Income from operations.
 Other income and expense.
 Provision for income taxes.
 Net earnings.
 33




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 Results
of Operations  Segments
 Three months ended
    
    
    Six months endedAugust 31,
    
    
    August 31,Net Sales by Segment (in thousands)
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008Print
    
    $
    73,915
    
    
    $
    85,395
    
    
    $
    145,625
    
    
    $
    170,692Apparel
    
    
    63,852
    
    
    
    75,655
    
    
    
    122,972
    
    
    
    153,558Total
    
    $
    137,767
    
    
    $
    161,050
    
    
    $
    268,597
    
    
    $
    324,250
 Print Segment.
 Apparel Segment.
 Three months ended
    
    
    Six months endedAugust 31,
    
    
    August 31,Gross Profit by Segment (in thousands)
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008Print
    
    $
    21,205
    
    
    $
    22,274
    
    
    $
    40,106
    
    
    $
    46,006Apparel
    
    
    14,617
    
    
    
    16,964
    
    
    
    26,700
    
    
    
    33,684Total
    
    $
    35,822
    
    
    $
    39,238
    
    
    $
    66,806
    
    
    $
    79,690
 Print Segment.
 Apparel Segment.
 34




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 Three months ended
    
    
    Six months endedAugust 31,
    
    
    August 31,Profit by Segment (in thousands)
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008Print
    
    $
    12,709
    
    
    $
    14,375
    
    
    $
    23,520
    
    
    $
    28,822Apparel
    
    
    6,224
    
    
    
    4,638
    
    
    
    9,623
    
    
    
    11,431Total
    
    
    18,933
    
    
    
    19,013
    
    
    
    33,143
    
    
    
    40,253Less corporate expenses
    
    
    3,781
    
    
    
    4,304
    
    
    
    7,459
    
    
    
    8,321Earnings before income taxes
    
    $
    15,152
    
    
    $
    14,709
    
    
    $
    25,684
    
    
    $
    31,932
 Print Segment
 Apparel Segment
 Liquidity and Capital Resources
 August 31,
    
    
    February 28,(Dollars in thousands)
    
    2009
    
    
    2009
    
    
    ChangeWorking Capital
    
    $
    125,034
    
    
    $
    138,374
    
    
    
    -9.6
    %Cash and cash equivalents
    
    $
    21,144
    
    
    $
    9,286
    
    
    
    127.7
    %
 Working Capital.
 Cash and cash equivalents.
 Six months ended August 31,(Dollars in thousands)
    
    2009
    
    
    2008
    
    
    ChangeNet Cash provided by operating activities
    
    $
    49,974
    
    
    $
    31,017
    
    
    
    61.1
    %Net Cash used in investing activities
    
    $
    (5,792
    )
    
    $
    (2,604
    )
    
    
    122.4
    %Net Cash used in financing activities
    
    $
    (32,534
    )
    
    $
    (22,024
    )
    
    
    47.7
    %
 35




---



##### Table of Contents



ENNIS,
INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 Cash flows from operating activities.
 Cash flows from investing activities.
 Cash flows from financing activities.
 Credit Facility.
    Pension

 Inventories 
 36




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
  Capital
Expenditures 
  Contractual
Obligations & Off-Balance Sheet Arrangements 
 Recent Accounting Pronouncements
 FAS 157 .
 FAS 141R.
 FAS 160.
 37




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 FAS 161.
 FAS 165.
 FSP EITF 03-6-1.
 FSP FAS 157-4.
 FSP FAS 107-1 and APB 28-1.
 FSP FAS 132R-1.
 38




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
  
 Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 Market Risk
 Cash and Cash Equivalents
  Interest Rates
  Foreign Exchange
   
 Item 4. CONTROLS AND PROCEDURES
 Evaluation of Disclosure Controls and Procedures.
 39




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
   
 PART II. OTHER INFORMATION
 
 Item 1. Legal Proceedings
  
 Item 1A. Risk Factors
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
   
 
 Items 3 and 5 are not applicable and have been omitted
 
 Item 4. Submission of Matters to a Vote of Security Holders
 (a)
    
    The Company held its Annual Meeting of Shareholders on July 1, 2009.(b)
    
    Proxies for the meeting were solicited pursuant to Regulation 14A; there was no
solicitation in opposition to managements nominees for directs listed in the Proxy
Statement and all such nominees were elected. There were no abstentions or broker
non-votes.
  Nominees for Director
    
    Vote Cast for
    
    
    Votes WithheldGodfrey M. Long, Jr.
    
    
    17,138,983
    
    
    
    6,467,014Thomas R. Price
    
    
    22,982,634
    
    
    
    623,363Alejandro Quiroz
    
    
    17,143,057
    
    
    
    6,462,940
 40




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
  
 (c)
    
    Briefly described below are the other matters voted upon at the Annual Meeting and the
number of affirmative votes and negative votes respectively.
  For
    
    
    23,493,356Against
    
    
    51,509Abstain
    
    
    61,132
 
 Item 6. Exhibits
  Exhibit Number
    
    DescriptionExhibit 3.1(a)
    
    Restated Articles of Incorporation as amended through June 23, 1983 with
attached amendments dated June 20, 1985, July 31, 1985 and June 16, 1988
incorporated herein by reference to Exhibit 5 to the Registrants Form 10-K
Annual Report for the fiscal year ended February 28, 1993.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 Form 10-K Annual Report for
the fiscal year ended February 28, 2007.Exhibit 3.2(a)
    
    Bylaws of the Registrant as amended through October 15, 1997 incorporated
herein by reference to Exhibit 3(ii) to the registrants Form 10-Q Quarterly
Report for the quarter ended November 30, 1997.Exhibit 3.2(b)
    
    First amendment to Bylaws of the Registrant dated December 20, 2007
incorporated herein by reference to Exhibit 3.1 to the Registrants Form 8-K
Current Report filed on December 20, 2007.Exhibit 10.1
    
    Second Amended and Restated Credit Agreement between Ennis, Inc., each of the
other co-borrowers who are parties, Bank of America, N.A. as Administrative
Agent, Swing Line Lender and L/C Issuer, Compass Bank, as Syndication Agent,
Wells Fargo Bank, N.A., as Documentation Agent, the other lenders who are
parties and Banc of America Securities, LLC, as Sole Lead Arranger and Sole
Book Manager, dated as of August 18, 2009 herein incorporated by reference to
Exhibit 10.1 to the Registrants Form 8-K filed on August 20, 2009.Exhibit 31.1
    
    Certification Pursuant to Rule 13a-14(a)/15d-14(a) of Chief Executive Officer.*Exhibit 31.2
    
    Certification Pursuant to Rule 13a-14(a)/15d-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.**
 
 *
    
    Filed herewith**
    
    Furnished herewith 41




---



##### Table of Contents



ENNIS, INC. AND SUBSIDIARIES
FORM 10Q
FOR THE PERIOD ENDED AUGUST 31, 2009
 
   ENNIS, INC.Date: September 25, 2009
    /s/ Keith S. WaltersKeith S. WaltersChairman, Chief Executive Officer
and
PresidentDate: September 25, 2009
    /s/ Richard L. Travis, Jr.Richard L. Travis, Jr.V.P.  Finance and CFO, Secretary
and
Principal Financial and Accounting Officer 42




---



##### Table of Contents



INDEX TO EXHIBITS
 Exhibit Number
    
    DescriptionExhibit 3.1(a)
    
    Restated Articles of Incorporation as amended through June 23, 1983 with
attached amendments dated June 20, 1985, July 31, 1985 and June 16, 1988
incorporated herein by reference to Exhibit 5 to the Registrants Form 10-K
Annual Report for the fiscal year ended February 28, 1993.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 Form 10-K Annual Report for
the fiscal year ended February 28, 2007.Exhibit 3.2(a)
    
    Bylaws of the Registrant as amended through October 15, 1997 incorporated
herein by reference to Exhibit 3(ii) to the registrants Form 10-Q Quarterly
Report for the quarter ended November 30, 1997.Exhibit 3.2(b)
    
    First amendment to Bylaws of the Registrant dated December 20, 2007
incorporated herein by reference to Exhibit 3.1 to the Registrants Form 8-K
Current Report filed on December 20, 2007.Exhibit 10.1
    
    Second Amended and Restated Credit Agreement between Ennis, Inc., each of the
other co-borrowers who are parties, Bank of America, N.A. as Administrative
Agent, Swing Line Lender and L/C Issuer, Compass Bank, as Syndication Agent,
Wells Fargo Bank, N.A., as Documentation Agent, the other lenders who are
parties and Banc of America Securities, LLC, as Sole Lead Arranger and Sole
Book Manager, dated as of August 18, 2009 herein incorporated by reference to
Exhibit 10.1 to the Registrants Form 8-K filed on August 20, 2009.Exhibit 31.1
    
    Certification Pursuant to Rule 13a-14(a)/15d-14(a) of Chief Executive Officer.*Exhibit 31.2
    
    Certification Pursuant to Rule 13a-14(a)/15d-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.**
 
 *
    
    Filed herewith**
    
    Furnished herewith 43