##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, DC 20549
 FORM 10-Q
 (Mark One)
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended December 31, 2006
 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 001-12631
 
 CONSOLIDATED GRAPHICS, INC.
  Texas
    
    76-0190827(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer Identification No.)5858 Westheimer Road, Suite 200Houston, Texas
(Address of principal executive offices)
    
    77057
(Zip Code)
 713) 787-0977
  þ o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
  o þ




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##### 



CONSOLIDATED GRAPHICS, INC.
 FORM 10-Q FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2006
 INDEX
 Part I  Financial Information
    
    
    3Item 1.
    
    Financial Statements
    
    
    3Consolidated Balance Sheets at December 31, 2006 and March 31, 2006
    
    
    3Consolidated Income Statements for the Three and Nine Months Ended December 31, 2006 and 2005
    
    
    4Consolidated Statements of Shareholders' Equity for the Nine Months Ended December 31, 2006
    
    
    5Consolidated Statements of Cash Flows for the Nine Months Ended December 31, 2006 and 2005
    
    
    6Notes to Consolidated Financial Statements
    
    
    7Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    12Item 3.
    
    Quantitative and Qualitative Disclosure About Market Risk
    
    
    20Item 4.
    
    Controls and Procedures
    
    
    20Part II  Other Information
    
    
    21Item 1.
    
    Legal Proceedings
    
    
    21Item 1A.
    
    Risk Factors
    
    
    21Item 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    21Item 3.
    
    Defaults upon Senior Securities
    
    
    21Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    
    21Item 5.
    
    Other Information
    
    
    21Item 6.
    
    Exhibits
    
    
    22Signatures
    
    
    23Exhibit Index
    
    
    24Exhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2
   2




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##### Table of Contents



PART I  FINANCIAL INFORMATION
 
 ITEM 1.
    
    Financial Statements
 
 CONSOLIDATED GRAPHICS, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)
 December 31,
    
    
    March 31,2006
    
    
    2006(Unaudited)
    
    
    (Audited)ASSETSCURRENT ASSETSCash and cash equivalents
    
    $
    12,642
    
    
    $
    4,993Accounts receivable, net
    
    
    172,098
    
    
    
    146,296Inventories
    
    
    44,040
    
    
    
    38,430Prepaid expenses
    
    
    5,871
    
    
    
    6,799Deferred income taxes
    
    
    8,023
    
    
    
    8,356Total current assets
    
    
    242,674
    
    
    
    204,874PROPERTY AND EQUIPMENT, net
    
    
    299,307
    
    
    
    297,308GOODWILL AND OTHER INTANGIBLE ASSETS, net
    
    
    98,249
    
    
    
    100,035OTHER ASSETS
    
    
    7,149
    
    
    
    6,953$
    647,379
    
    
    $
    609,170LIABILITIES AND SHAREHOLDERS EQUITYCURRENT LIABILITIESCurrent portion of long-term debt
    
    $
    13,539
    
    
    $
    10,821Accounts payable
    
    
    58,235
    
    
    
    54,666Accrued liabilities
    
    
    80,363
    
    
    
    68,436Income taxes payable
    
    
    3,084
    
    
    
    3,477Total current liabilities
    
    
    155,221
    
    
    
    137,400LONG-TERM DEBT, net of current portion
    
    
    80,953
    
    
    
    90,678DEFERRED INCOME TAXES
    
    
    59,784
    
    
    
    62,146COMMITMENTS AND CONTINGENCIESSHAREHOLDERS EQUITYCommon stock, $.01 par value;
100,000,000 shares authorized;
13,527,236 and 13,714,121 issued and
outstanding
    
    
    135
    
    
    
    138Additional paid-in capital
    
    
    178,118
    
    
    
    170,581Retained earnings
    
    
    173,168
    
    
    
    148,227Total shareholders equity
    
    
    351,421
    
    
    
    318,946$
    647,379
    
    
    $
    609,170
   3




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##### Table of Contents



CONSOLIDATED GRAPHICS, INC.
CONSOLIDATED INCOME STATEMENTS
(In thousands, except per share data)
(Unaudited)
 Three Months Ended
    
    
    Nine Months EndedDecember 31
    
    
    December 312006
    
    
    2005
    
    
    2006
    
    
    2005SALES
    
    $
    269,611
    
    
    $
    226,204
    
    
    $
    742,272
    
    
    $
    657,112COST OF SALES
    
    
    197,253
    
    
    
    170,472
    
    
    
    543,453
    
    
    
    495,512Gross profit
    
    
    72,358
    
    
    
    55,732
    
    
    
    198,819
    
    
    
    161,600SELLING EXPENSES
    
    
    26,487
    
    
    
    23,325
    
    
    
    74,387
    
    
    
    67,868GENERAL AND ADMINISTRATIVE EXPENSES
    
    
    18,702
    
    
    
    15,091
    
    
    
    50,930
    
    
    
    44,554Operating income
    
    
    27,169
    
    
    
    17,316
    
    
    
    73,502
    
    
    
    49,178INTEREST EXPENSE, net
    
    
    1,576
    
    
    
    1,449
    
    
    
    4,744
    
    
    
    4,239Income before taxes
    
    
    25,593
    
    
    
    15,867
    
    
    
    68,758
    
    
    
    44,939INCOME TAXES
    
    
    9,218
    
    
    
    5,926
    
    
    
    24,963
    
    
    
    16,936Net income
    
    $
    16,375
    
    
    $
    9,941
    
    
    $
    43,795
    
    
    $
    28,003BASIC EARNINGS PER SHARE
    
    $
    1.21
    
    
    $
    .73
    
    
    $
    3.22
    
    
    $
    2.04DILUTED EARNINGS PER SHARE
    
    $
    1.17
    
    
    $
    .71
    
    
    $
    3.14
    
    
    $
    1.98SHARES USED TO COMPUTE EARNINGS
PER SHAREBasic
    
    
    13,529
    
    
    
    13,657
    
    
    
    13,582
    
    
    
    13,726Diluted
    
    
    13,968
    
    
    
    14,093
    
    
    
    13,958
    
    
    
    14,146
   4




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##### Table of Contents



CONSOLIDATED GRAPHICS, INC.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY
(In thousands)
(Unaudited, except March 31, 2006 balances)
 AdditionalCommon Stock
    
    
    Paid-In
    
    
    RetainedShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    TotalBALANCE, March 31, 2006
    
    
    13,714
    
    
    $
    138
    
    
    $
    170,581
    
    
    $
    148,227
    
    
    $
    318,946Exercise of stock options, including tax benefit
    
    
    279
    
    
    
    1
    
    
    
    11,090
    
    
    
    
    
    
    
    11,091Share-based compensation expense
    
    
    
    
    
    
    
    
    
    
    2,245
    
    
    
    
    
    
    
    2,245Repurchase and retire common stock
    
    
    (466
    )
    
    
    (4
    )
    
    
    (5,798
    )
    
    
    (18,854
    )
    
    
    (24,656
    )Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    43,795
    
    
    
    43,795BALANCE, December 31, 2006
    
    
    13,527
    
    
    $
    135
    
    
    $
    178,118
    
    
    $
    173,168
    
    
    $
    351,421
   5




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##### Table of Contents



CONSOLIDATED GRAPHICS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 Nine Months EndedDecember 312006
    
    
    2005OPERATING ACTIVITIESNet income
    
    $
    43,795
    
    
    $
    28,003Adjustments to reconcile net income to net cash provided by operating activities:Depreciation and amortization
    
    
    32,480
    
    
    
    34,994Deferred income tax provision
    
    
    (2,029
    )
    
    
    1,251Share-based compensation expense
    
    
    2,245
    
    
    
    Changes in assets and liabilities, net of effects of acquisitions:Accounts receivable, net
    
    
    (25,602
    )
    
    
    (7,451
    )Inventories
    
    
    (5,665
    )
    
    
    527Prepaid expenses
    
    
    928
    
    
    
    178Other assets
    
    
    (196
    )
    
    
    (313
    )Accounts payable and accrued liabilities
    
    
    14,226
    
    
    
    351Income taxes payable
    
    
    (393
    )
    
    
    2,624Net cash provided by operating activities
    
    
    59,789
    
    
    
    60,164INVESTING ACTIVITIESAcquisitions of businesses, net of cash acquired
    
    
    (4,757
    )
    
    
    (7,094
    )Purchases of property and equipment
    
    
    (24,245
    )
    
    
    (8,961
    )Proceeds from asset dispositions
    
    
    2,544
    
    
    
    2,019Net cash used in investing activities
    
    
    (26,458
    )
    
    
    (14,036
    )FINANCING ACTIVITIESProceeds from bank credit facilities
    
    
    98,548
    
    
    
    25,300Payments on bank credit facilities
    
    
    (112,138
    )
    
    
    (57,977
    )Proceeds from issuance of term equipment notes
    
    
    8,154
    
    
    
    Payments on term equipment notes and other debt
    
    
    (6,681
    )
    
    
    (5,950
    )Payments to repurchase and retire common stock
    
    
    (24,656
    )
    
    
    (6,655
    )Proceeds from exercise of stock options, including tax benefit
    
    
    11,091
    
    
    
    1,686Net cash used in financing activities
    
    
    (25,682
    )
    
    
    (43,596
    )NET INCREASE IN CASH AND CASH EQUIVALENTS
    
    
    7,649
    
    
    
    2,532CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
    
    
    4,993
    
    
    
    7,752CASH AND CASH EQUIVALENTS AT END OF PERIOD
    
    $
    12,642
    
    
    $
    10,284
   6




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CONSOLIDATED GRAPHICS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share data and percentages)
(Unaudited)
 1.
    
    BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
  Use of Estimates
 Reclassification
 Revenue Recognition
 Inventories
 December 31,
    
    
    March 31,2006
    
    
    2006Raw materials
    
    $
    14,244
    
    
    $
    11,485Work in progress
    
    
    24,484
    
    
    
    21,951Finished goods
    
    
    5,312
    
    
    
    4,994$
    44,040
    
    
    $
    38,430
 Goodwill and Other Intangible Assets, net 
 Earnings Per Share 
  7




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CONSOLIDATED GRAPHICS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share data and percentages)
(Unaudited)
 Supplemental Cash Flow Information
 2.
    
    ACQUISITIONS
   3.
    
    LONG-TERM DEBT
  December 31,
    
    
    March 31,2006
    
    
    2006Bank credit facilities
    
    $
    29,461
    
    
    $
    43,051Term equipment notes
    
    
    51,235
    
    
    
    44,037Other
    
    
    13,796
    
    
    
    14,41194,492
    
    
    
    101,499Less: current portion
    
    
    (13,539
    )
    
    
    (10,821
    )$
    80,953
    
    
    $
    90,678
     8




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CONSOLIDATED GRAPHICS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share data and percentages)
(Unaudited)
      4.
    
    SHARE  BASED COMPENSATION
 Accounting for Stock Issued to Employees.
  9




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CONSOLIDATED GRAPHICS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share data and percentages)
(Unaudited)
 Share-Based Payment,
    Three Months
    
    
    Nine MonthsEnded
    
    
    EndedDecember 31, 2005
    
    
    December 31, 2005Net income as reported
    
    $
    9,941
    
    
    $
    28,003Less: Share-based compensation expense, net of tax
    
    
    (406
    )
    
    
    (1,163
    )Pro forma net income
    
    $
    9,535
    
    
    $
    26,840Basic Earnings Per Share:Net income as reported
    
    $
    0.73
    
    
    $
    2.04Pro forma net income
    
    $
    0.70
    
    
    $
    1.96Diluted Earnings Per Share:Net income as reported
    
    $
    0.71
    
    
    $
    1.98Pro forma net income
    
    $
    0.68
    
    
    $
    1.90
  Weighted-Average ExerciseStock Options
    
    Shares
    
    
    PriceOutstanding at March 31, 2006
    
    
    1,974,459
    
    
    $
    34.31Granted
    
    
    26,416
    
    
    
    49.19Exercised
    
    
    (278,759
    )
    
    
    28.15Forfeited or expired
    
    
    (24,352
    )
    
    
    39.87Outstanding at December 31, 2006 (a)
    
    
    1,697,764
    
    
    $
    35.49Exercisable at December 31, 2006 (a)
    
    
    1,242,375
    
    
    $
    34.56
 
 (a)
    
    Stock options outstanding as of December 31, 2006 have a weighted average remaining
contractual term of 5.1 years. Based on the market value of the Companys common stock on
December 31, 2006, outstanding stock options have an aggregate intrinsic value of $40,033 and
exercisable stock options have an aggregate intrinsic value of $30,451.  10




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CONSOLIDATED GRAPHICS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(In thousands, except per share data and percentages)
(Unaudited)
   Restricted Stock Unit Awards
    
    SharesOutstanding at March 31, 2006
    
    
    Granted
    
    
    12,500Exercised
    
    
    Forfeited or expired
    
    
    Outstanding at December 31, 2006 (a)
    
    
    12,500Exercisable at December 31, 2006 (a)
    
    
    
 
 (a)
    
    Restricted stock units outstanding and exercisable as of December 31, 2006 have a remaining
contractual term of 9.3 years and a total intrinsic value of $738.  11




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ITEM 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
 The following discussion contains forward-looking information. Readers are cautioned that such
information involves known and unknown risks and uncertainties, including those created by general
market conditions, competition and the possibility that events may occur beyond our control, which
may limit our ability to maintain or improve our operating results or financial condition or
acquire additional printing businesses. When you consider our forward-looking information, you
should keep in mind the Risk Factors described in this Quarterly Report on Form 10-Q and in our
most recently filed Annual Report on Form 10-K for the fiscal year ended March 31, 2006. Although
management believes that the assumptions underlying the forward-looking statements are reasonable,
any of the assumptions could be inaccurate and there can be no assurance that any or all of the
assumptions underlying the forward-looking statements will prove to be accurate. The inclusion of
such information should not be regarded as a representation by us or any other person that our
objectives and plans will be achieved. We expressly disclaim any duty to provide updates to these
forward-looking statements, assumptions or other factors after the date of this Quarterly Report on
Form 10-Q to reflect the occurrence of events or changes in circumstances or expectations.
 The following discussion of the financial condition and performance of our Company should be
read in conjunction with the consolidated financial statements included herein and the consolidated
financial statements and related notes and other detailed information regarding our Company
included in our Annual Report on Form 10-K for the fiscal year ended March 31, 2006 and other
reports filed by us with the Securities and Exchange Commission. Operating results for the nine
months ended December 31, 2006 are not necessarily indicative of the results to be expected for the
entire fiscal year ending March 31, 2007 or any periods thereafter.
 Overview
 Our Organization
   Nature of Our Services
    12




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Our Strategy
  
    
    Internal Sales GrowthWe seek to use our competitive advantages to expand
market share. We continue to pursue additional experienced sales professionals, invest
in new equipment and technology, expand our national accounts program, promote
cross-selling opportunities among individual facilities, and develop new and expanded
digital technology-based print-related services.
    
    Disciplined Acquisition ProgramWe selectively pursue opportunities to acquire
additional printing businesses at reasonable prices. Some of these acquisitions may
include smaller and/or distressed printing businesses for merger into one of our
existing businesses.
    
    Cost SavingsBecause of our size and national presence, we leverage our
economies of scale to purchase raw materials, supplies and equipment at preferential
prices, and centralize various administrative services to generate cost savings.
    
    Best Practices/BenchmarkingWe provide a forum for our printing businesses to
share their knowledge of technical processes and their best practices with one another,
as well as benchmark financial and operational data to help our printing businesses
identify and respond to changes in operating trends.
    
    Leadership DevelopmentThrough our unique Leadership Development Program, we
develop college graduates for future sales and management positions at our printing
businesses.
  13




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Results of Operations
  Three Months
    
    
    Nine MonthsEnded December 31
    
    
    Ended December 312006
    
    
    2005
    
    
    2006
    
    
    2005(In millions)
    
    
    (In millions)Sales
    
    $
    269.6
    
    
    $
    226.2
    
    
    $
    742.3
    
    
    $
    657.1Cost of sales
    
    
    197.2
    
    
    
    170.5
    
    
    
    543.5
    
    
    
    495.5Gross profit
    
    
    72.4
    
    
    
    55.7
    
    
    
    198.8
    
    
    
    161.6Selling expenses
    
    
    26.5
    
    
    
    23.3
    
    
    
    74.4
    
    
    
    67.9General and administrative expenses
    
    
    18.7
    
    
    
    15.1
    
    
    
    50.9
    
    
    
    44.6Operating income
    
    
    27.2
    
    
    
    17.3
    
    
    
    73.5
    
    
    
    49.1Interest expense, net
    
    
    1.6
    
    
    
    1.4
    
    
    
    4.7
    
    
    
    4.2Income before taxes
    
    
    25.6
    
    
    
    15.9
    
    
    
    68.8
    
    
    
    44.9Income taxes
    
    
    9.2
    
    
    
    6.0
    
    
    
    25.0
    
    
    
    16.9Net Income
    
    $
    16.4
    
    
    $
    9.9
    
    
    $
    43.8
    
    
    $
    28.0
  As a Percentage
    
    
    As a Percentageof Sales
    
    
    of SalesThree Months
    
    
    Nine MonthsEnded December 31
    
    
    Ended December 312006
    
    
    2005
    
    
    2006
    
    
    2005Sales
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %
    
    
    100.0
    %Cost of sales
    
    
    73.2
    
    
    
    75.4
    
    
    
    73.2
    
    
    
    75.4Gross profit
    
    
    26.8
    
    
    
    24.6
    
    
    
    26.8
    
    
    
    24.6Selling expenses
    
    
    9.8
    
    
    
    10.3
    
    
    
    10.0
    
    
    
    10.3General and administrative expenses
    
    
    6.9
    
    
    
    6.6
    
    
    
    6.9
    
    
    
    6.8Operating income
    
    
    10.1
    
    
    
    7.7
    
    
    
    9.9
    
    
    
    7.5Interest expense, net
    
    
    0.6
    
    
    
    0.7
    
    
    
    0.6
    
    
    
    0.6Income before taxes
    
    
    9.5
    
    
    
    7.0
    
    
    
    9.3
    
    
    
    6.9Income taxes
    
    
    3.4
    
    
    
    2.6
    
    
    
    3.4
    
    
    
    2.6Net Income
    
    
    6.1
    %
    
    
    4.4
    %
    
    
    5.9
    %
    
    
    4.3
    %
  Comparative Analysis of Consolidated Income Statements for the Three Months Ended December 31, 2006
and 2005
    14




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Comparative Analysis of Consolidated Income Statements for the Nine Months Ended December 31, 2006
and 2005
       15




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Liquidity and Capital Resources
 Sources and Uses of Cash
 Item 1. Financial
Statements:
 Nine Months EndedDecember 312006
    
    
    2005(In millions)Net cash provided by operating activities
    
    $
    59.8
    
    
    $
    60.2Acquisitions of businesses
    
    
    (4.8
    )
    
    
    (7.1
    )Capital expenditures, net of proceeds from asset dispositions (1)
    
    
    (21.7
    )
    
    
    (6.9
    )Net payments under bank credit facilities
    
    
    (13.6
    )
    
    
    (32.7
    )Net proceeds (payments) on term equipment notes and other debt
    
    
    1.5
    
    
    
    (6.0
    )Payments to repurchase and retire common stock
    
    
    (24.7
    )
    
    
    (6.7
    )
 
 (1)
    
    Included in capital expenditures for 2006 is $2.0 million which was reflected as an
accrued liability in the March 31, 2006 balance sheet. Item 1. Financial Statements:
 December 31,
    
    
    March 31,2006
    
    
    2006(In millions)Cash and cash equivalents
    
    $
    12.6
    
    
    $
    5.0Working capital, inclusive of cash and cash equivalents
    
    
    87.5
    
    
    
    67.5Total debt obligations
    
    
    94.5
    
    
    
    101.5
     16




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Debt Obligations
      17




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Contractual Obligations and Other Commitments
 Operating leases
 Letters of credit
 Insurance programs
  18




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Critical Accounting Policies
  Receivables, net of valuation allowance 
 Goodwill 
 Impairment of long-lived assets
 Insurance liabilities
 Accounting for income taxes
 Accounting for acquisitions
  19




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New Accounting Pronouncements
 Accounting for Uncertainty in Income Taxes Accounting for Income Taxes
 
 ITEM 3.
    
    Quantitative and Qualitative Disclosure About Market Risk
  
 ITEM 4.
    
    Controls and Procedures
 Disclosure Controls and Procedures
  Internal Control Over Financial Reporting
   20




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CONSOLIDATED GRAPHICS, INC.
PART II  OTHER INFORMATION
 
 ITEM 1.
    
    Legal Proceedings
  
 ITEM 1A.
    
    Risk Factors
  
 ITEM 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds
  Total Number
    
    
    Maximumof Shares
    
    
    Dollar Value ofRepurchased
    
    
    Shares that Mayas Part of
    
    
    Yet BeTotal Number of
    
    
    Average
    
    
    Publicly
    
    
    RepurchasedShares
    
    
    Price Paid
    
    
    Announced
    
    
    Under thePeriod
    
    Repurchased (a)
    
    
    per Share
    
    
    Plans
    
    
    Announced PlansRepurchases from
October 1, 2006
through October
31, 2006
    
    
    41,344
    
    
    $
    61.87
    
    
    
    41,344
    
    
    $
    43,642,547Repurchases from
November 1, 2006
through November
30, 2006
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    43,642,547Repurchases from
December 1, 2006
through December
31, 2006
    
    
    
    
    
    $
    
    
    
    
    
    
    
    $
    43,642,547Total
    
    
    41,344
    
    
    $
    61.87
    
    
    
    41,344
 
 (a)
    
    All shares were purchased in open-market transactions. 
 ITEM 3.
    
    Defaults upon Senior Securities
  
 ITEM 4.
    
    Submission of Matters to a Vote of Security Holders1
  
 ITEM 5.
    
    Other Information
   21




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##### Table of Contents



ITEM 6.
    
    Exhibits
 *3.1
    
    Restated Articles of Incorporation of the Company filed with the Secretary of State of the State of
Texas on July 27, 1994 (Consolidated Graphics, Inc. Form 10-Q (June 30, 1994), Exhibit 4(a)).*3.2
    
    Articles of Amendment to the Restated Articles of Incorporation of the Company dated as of July 29,
1998 (Consolidated Graphics, Inc. Form 10-Q (June 30, 1998), Exhibit 3.1).*3.3
    
    Second Amended and Restated By-Laws of the Company adopted as of June 30, 2004 (Consolidated Graphics,
Inc. Form 10-Q (June 30, 2004), Exhibit 3.3).*4.1
    
    Specimen Common Stock Certificate (Consolidated Graphics, Inc. Form 10-K (March 31, 1998), Exhibit 4.1).*4.2
    
    Rights Agreement dated as of December 15, 1999 between Consolidated Graphics, Inc. and American Stock
Transfer and Trust Company, as Rights Agent, which includes as Exhibit A the Certificate of
Designations of Series A Preferred Stock, as Exhibit B the form of Rights Certificate and as Exhibit C
the form of summary of Rights to Purchase Shares (Consolidated Graphics, Inc. Form 8-K (December 15,
1999), Exhibit 4.1).*4.3
    
    Amendment to Rights Agreement dated as of July 10, 2006 between Consolidated Graphics, Inc. and
American Stock Transfer and Trust Company and the related Summary of Rights to Purchase Stock, as
amended (Consolidated Graphics, Inc. Form 8-A/A (July 13, 2006), Exhibits 2 and 3).*10.1
    
    Credit Agreement among the Company and JPMorgan Chase Bank, N.A., as Administrative Agent, Wells Fargo
Bank, National Association, as Syndication Agent, dated as of October 6, 2006 (Consolidated Graphics,
Inc. Form 8-K (October 6, 2006), Exhibit 10.1).*10.2
    
    First Amendment to the Credit Agreement among the Company and JPMorgan Chase Bank, N.A., as
Administrative Agent, Wells Fargo Bank, National Association, as Syndication Agent, dated as of January
2, 2007 (Consolidated Graphics, Inc. Form 8-K (January 2, 2007), Exhibit 99.1).*10.3
    
    Revolving Credit Facility between Consolidated Annan & Bird Lithographers, Ltd. and JPMorgan Chase
Bank, N.A., Toronto Branch, dated as of January 2, 2007 (Consolidated Graphics, Inc. Form 8-K (January
2, 2007), Exhibit 99.2).*10.4
    
    Guaranty executed and delivered by the Company to JPMorgan Chase Bank, N.A., Toronto Branch, as
Administrative Agent under the Consolidated Annan & Bird Lithographers Revolving Credit Facility, dated
January 2, 2007 (Consolidated Graphics, Inc. Form 8-K (January 2, 2007), Exhibit 99.3).31.1
    
    Certification of Joe R. Davis, principal executive officer, pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.31.2
    
    Certification of G. Christopher Colville, principal financial officer, pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.32.1
    
    Certification of Joe R. Davis, principal executive officer, pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.32.2
    
    Certification of G. Christopher Colville, principal financial officer, pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
 
 *
    
    Incorporated by reference  22




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##### Table of Contents



Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant,
Consolidated Graphics, Inc., has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
 CONSOLIDATED GRAPHICS, INC.Dated: February 7, 2007
    By:
    /s/ G. Christopher ColvilleG. Christopher ColvilleExecutive Vice President,
Chief Financial and Accounting
Officer and Secretary  23




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##### Table of Contents



Exhibit Index
 *3.1
    
    Restated Articles of Incorporation of the Company filed with the Secretary of State of the State of
Texas on July 27, 1994 (Consolidated Graphics, Inc. Form 10-Q (June 30, 1994), Exhibit 4(a)).*3.2
    
    Articles of Amendment to the Restated Articles of Incorporation of the Company dated as of July 29,
1998 (Consolidated Graphics, Inc. Form 10-Q (June 30, 1998), Exhibit 3.1).*3.3
    
    Second Amended and Restated By-Laws of the Company adopted as of June 30, 2004 (Consolidated Graphics,
Inc. Form 10-Q (June 30, 2004), Exhibit 3.3).*4.1
    
    Specimen Common Stock Certificate (Consolidated Graphics, Inc. Form 10-K (March 31, 1998), Exhibit 4.1).*4.2
    
    Rights Agreement dated as of December 15, 1999 between Consolidated Graphics, Inc. and American Stock
Transfer and Trust Company, as Rights Agent, which includes as Exhibit A the Certificate of
Designations of Series A Preferred Stock, as Exhibit B the form of Rights Certificate and as Exhibit C
the form of summary of Rights to Purchase Shares (Consolidated Graphics, Inc. Form 8-K (December 15,
1999), Exhibit 4.1).*4.3
    
    Amendment to Rights Agreement dated as of July 10, 2006 between Consolidated Graphics, Inc. and
American Stock Transfer and Trust Company and the related Summary of Rights to Purchase Stock, as
amended (Consolidated Graphics, Inc. Form 8-A/A (July 13, 2006), Exhibits 2 and 3).*10.1
    
    Credit Agreement among the Company and JPMorgan Chase Bank, N.A., as Administrative Agent, Wells Fargo
Bank, National Association, as Syndication Agent, dated as of October 6, 2006 (Consolidated Graphics,
Inc. Form 8-K (October 6, 2006), Exhibit 10.1).*10.2
    
    First Amendment to the Credit Agreement among the Company and JPMorgan Chase Bank, N.A., as
Administrative Agent, Wells Fargo Bank, National Association, as Syndication Agent, dated as of January
2, 2007 (Consolidated Graphics, Inc. Form 8-K (January 2, 2007), Exhibit 99.1).*10.3
    
    Revolving Credit Facility between Consolidated Annan & Bird Lithographers, Ltd. and JPMorgan Chase
Bank, N.A., Toronto Branch, dated as of January 2, 2007 (Consolidated Graphics, Inc. Form 8-K (January
2, 2007), Exhibit 99.2).*10.4
    
    Guaranty executed and delivered by the Company to JPMorgan Chase Bank, N.A., Toronto Branch, as
Administrative Agent under the Consolidated Annan & Bird Lithographers Revolving Credit Facility, dated
January 2, 2007 (Consolidated Graphics, Inc. Form 8-K (January 2, 2007), Exhibit 99.3).31.1
    
    Certification of Joe R. Davis, principal executive officer, pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.31.2
    
    Certification of G. Christopher Colville, principal financial officer, pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.32.1
    
    Certification of Joe R. Davis, principal executive officer, pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.32.2
    
    Certification of G. Christopher Colville, principal financial officer, pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
 
 *
    
    Incorporated by reference  24