Aristotle   10-Q 9/98




SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K


CURRENT REPORT


PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934


DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): MAY 2, 2008



THE ARISTOTLE CORPORATION

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)



DELAWARE

0-14669

06-1165854

(STATE OR OTHER JURISDICTION

(COMMISSION FILE

(I.R.S. EMPLOYER

OF INCORPORATION)

NUMBER)

IDENTIFICATION NO.)



96 CUMMINGS POINT ROAD, STAMFORD, CONNECTICUT

 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)



06902

(ZIP CODE)



(203) 358-8000

(REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))









Page 1 of 2 Pages





Page 2 of 2 Pages


Item 2.02 Results of Operations and Financial Condition.


On May 2, 2008, The Aristotle Corporation issued a press release announcing financial results for the quarter ended March 31, 2008.


Item 9.01 Financial Statements and Exhibits


(d)

Exhibits


Exhibit 99.1 - Press release of The Aristotle Corporation, dated May 2, 2008.



The information in this Form 8-K and the Exhibit attached hereto shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, unless expressly set forth by specific reference in such filing.




SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



THE ARISTOTLE CORPORATION

 

(Registrant)

 

By:  /s/  H. William Smith

 

Name:  H. William Smith  

Title:    Vice President, General Counsel

 

and Secretary

  


Date: May 2, 2008





EXHIBITS


Exhibit 99.1 Press release issued May 2, 2008.





Exhibit 99.1


For Immediate Release

News Release


Contacts:

Bill Smith or Dean Johnson

The Aristotle Corporation

Phone: (203) 358-8000 or (920) 563-2446

Fax: (203) 358-0179 or (920) 563-0234

wsmith@ihc-geneve.com

int@enasco.com


The Aristotle Corporation Announces

2008 First Quarter Results


Stamford, CT, May 2, 2008 - The Aristotle Corporation (NASDAQ: ARTL; ARTLP) announced today its results of operations for the quarter ended March 31, 2008.


First Quarter 2008 Results


For the quarter ended March 31, 2008, net earnings applicable to common stockholders increased 20.5% to $2.8 million, or $.16 per diluted common share, compared to $2.4 million, or $.13 per diluted common share, for the quarter ended March 31, 2007 (weighted average common shares outstanding were 18.0 million for the first quarter of 2008 versus 17.5 million for the same period in 2007).  Earnings before income taxes increased 8.9% to $8.0 million for the current quarter from $7.4 million for last year’s quarter.  The results of operations for the quarter ended March 31, 2008 were generated from net sales of $50.4 million, which increased 4.6% compared to $48.2 million in net sales for the quarter ended March 31, 2007.   


Steven B. Lapin, Aristotle’s President and Chief Operating Officer, stated, “I am pleased to report the solid sales and earnings performance for the first quarter of 2008.  The educational segment revenues increased 4.8% compared to the same quarter last year, and the commercial segment experienced a 3.3% increase; this balanced growth confirms the Company’s approach to market the right product with the right value to its customer base.  At the same time, effective management efficiencies held the increase in selling and administrative expenses to less than 2%.”


Dean T. Johnson, Aristotle’s Chief Financial Officer, commented, “Working capital was $86.2 million at March 31, 2008, compared to $70.3 million at March 31, 2007.  Inventory levels related to strategic purchasing activities accounted for $4.5 million of the change in working capital.  Substantially all of the remaining increase in working capital was attributed to the aggregate increase in marketable securities and other liquid investments to $27.1 million at March 31, 2008 from $15.0 at the same date last year.  The Company maintains a strong and liquid financial position; stated stockholders’ equity increased $20.9 million to $118.0 million at March 31, 2008 from $97.1 million at March 31, 2007, while long-term debt increased by only $1.0 million period-to-period.

.

About Aristotle


The Aristotle Corporation, founded in 1986, and headquartered in Stamford, CT, is a leading manufacturer and global distributor of educational, health, medical technology and agricultural products.  A selection of over 80,000 items is offered, primarily through more than 45 separate catalogs carrying the brand of Nasco (founded in 1941), as well as those bearing the brands of Life/Form®, Whirl-Pak®, Simulaids, Triarco, Spectrum Educational Supplies, Hubbard Scientific, Scott Resources, Haan Crafts, To-Sew, CPR Prompt®, Ginsberg Scientific, and Summit Learning.  Products include educational materials and supplies for substantially all K-12 curricula, molded plastics, biological materials, medical simulators, health care products and items for the agricultural, senior care and food industries.  Aristotle has approximately 900 full-time employees at its operations in Fort Atkinson, WI, Modesto, CA, Fort Collins, CO, Plymouth, MN, Saugerties, NY, Chippewa Falls, WI, Otterbein, IN and Newmarket, Ontario, Canada.






There are 17.9 million shares outstanding of Aristotle common stock (NASDAQ: ARTL) and 1.1 million shares outstanding of Series I preferred stock (NASDAQ: ARTLP); there are also 11.0 million privately-held shares outstanding of Series J preferred stock.  Aristotle has about 4,000 stockholders of record.  


Further information about Aristotle can be obtained on its website: aristotlecorp.net.


Safe Harbor under the Private Securities Litigation Reform Act of 1995

 

To the extent that any of the statements contained in this release are forward-looking, such statements are based on current expectations that involve a number of uncertainties and risks that could cause actual results to differ materially from those projected or suggested in such forward-looking statements.  Aristotle cautions investors that there can be no assurance that actual results or business conditions will not differ materially from those projected or suggested in such forward-looking statements as a result of various factors, including, but not limited to, the following: (i) the ability of Aristotle to obtain financing and additional capital to fund its business strategy on acceptable terms, if at all; (ii) the ability of Aristotle on a timely basis to find, prudently negotiate and consummate additional acquisitions; (iii) the ability of Aristotle to manage any to-be acquired businesses; (iv) there is not an active trading market for the Company’s securities, and the stock prices thereof are highly volatile, due in part to the relatively small percentage of the Company’s securities which is not held by the Company’s majority stockholder and members of the Company’s Board of Directors and management; (v) the ability of Aristotle to retain its Federal net operating tax loss carryforward position and other deferred tax positions; and (vi) other factors identified in Item 1A, Risk Factors, contained in the Company’s Annual Report on Form 10-K for the year ended December 31, 2007.  As a result, Aristotle’s future development efforts involve a high degree of risk.  For further information, please see Aristotle’s filings with the Securities and Exchange Commission, including its Forms 10-K, 10-K/A, 10-Q and 8-K.


                                         





THE ARISTOTLE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except share and per share data)

(Unaudited)


 

Three Months Ended

 

 

March 31,

 

 

2008

 

2007

 

 

 

 

 

Net sales

$

50,432

 

48,224

Cost of sales

 

30,536

 

29,261

 

Gross profit

 

19,896

 

18,963

 

 

 

 

 

Selling and administrative expense

 

11,826

 

11,627

 

Earnings from operations

 

8,070

 

7,336

 

 

 

 

 

Other income (expense):

 

 

 

 

 

Interest expense

 

(288)

 

(326)

 

Other, net

 

232

 

351

 

 

(56)

 

25

 

Earnings before income taxes

 

8,014

 

7,361

 

 

 

 

 

Income taxes:

 

 

 

 

 

Current

 

2,328

 

1,523

 

Deferred

 

687

 

1,319

 

 

 

3,015

 

2,842

 

Net earnings

 

4,999

 

4,519

 

 

 

 

 

Preferred dividends

 

2,156

 

2,159

 

Net earnings applicable to common stockholders

$

2,843

 

2,360

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

Basic

$

.16

 

.14

 

Diluted

$

.16

 

.13

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

Basic

 

17,961,040

 

17,266,573

 

Diluted

 

17,973,632

 

17,536,665








THE ARISTOTLE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 (in thousands)




Assets

 

March 31,

 2008

 

December 31, 2007

 

March 31, 2007

 

 

 

(unaudited)

 

 

 

(unaudited)

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

4,514

 

5,604

 

2,013

 

 

Marketable securities

 

3,305

 

3,335

 

-

 

 

Investments

 

19,277

 

18,150

 

14,958

 

 

Accounts receivable, net

 

20,481

 

15,631

 

19,557

 

 

Inventories

 

44,156

 

42,297

 

39,609

 

 

Prepaid expenses and other

 

7,601

 

9,611

 

6,581

 

 

Deferred income taxes

 

1,910

 

2,484

 

2,774

 

 

Total current assets

 

101,244

 

97,112

 

85,492

 

 

 

 

 

 

 

 

 

Property, plant and equipment, net

 

28,193

 

27,476

 

26,357

 

 

 

 

 

 

 

 

 

Goodwill

 

14,338

 

14,476

 

13,890

 

Deferred income taxes

 

5,646

 

5,646

 

8,188

 

Investments

 

4,319

 

4,279

 

-

 

Other assets

 

518

 

446

 

311

 

 

Total assets

$

154,258

 

149,435

 

134,238

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Current installments of long-term debt

$

302

 

305

 

288

 

 

Trade accounts payable

 

8,632

 

10,500

 

8,495

 

 

Accrued expenses

 

6,100

 

6,765

 

6,434

 

 

Accrued dividends payable

 

-

 

2,156

 

-

 

 

Total current liabilities

 

15,034

 

19,726

 

15,217

 

 

 

 

 

 

 

 

 

Long-term debt, less current installments

 

16,083

 

8,655

 

14,913

 

Long-term pension obligations

 

2,704

 

2,944

 

4,653

 

Other long-term accruals

 

2,439

 

2,429

 

2,397

 

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 

 

Preferred stock, Series I

 

6,489

 

6,489

 

6,601

 

 

Preferred stock, Series J

 

65,760

 

65,760

 

65,760

 

 

Common stock

 

180

 

179

 

173

 

 

Additional paid-in capital

 

7,674

 

7,580

 

3,294

 

 

Retained earnings

 

37,807

 

34,964

 

22,417

 

 

Accumulated other comprehensive loss

 

88

 

709

 

(1,187)

 

 

Total stockholders' equity

 

117,998

 

115,681

 

97,058

 

 

Total liabilities and stockholders' equity

$

154,258

 

149,435

 

134,238