Aristotle  Form 8-K



UNITED STATES

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 8, 2009



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 8, 2009, The Aristotle Corporation issued a press release announcing financial results for the quarter ended March 31, 2009.


Item 9.01 Financial Statements and Exhibits


(d)

Exhibits


Exhibit 99.1 - Press release of The Aristotle Corporation, dated May 8, 2009.



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 8, 2009





EXHIBITS


Exhibit 99.1 Press release issued May 8, 2009.





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

2009 First Quarter Results


Stamford, CT, May 8, 2009 - The Aristotle Corporation (NASDAQ: ARTL; ARTLP) announced today its results of operations for the quarter ended March 31, 2009.


First Quarter 2009 Results


For the quarter ended March 31, 2009, net earnings applicable to common stockholders were $2.0 million, or $.11 per diluted common share, compared to $2.8 million, or $.16 per diluted common share, for the quarter ended March 31, 2008.  Earnings from operations were $6.9 million for the current quarter versus $8.1 million for last year’s quarter.  The results of operations for the quarter ended March 31, 2009 were primarily impacted by a decline in net sales to $46.3 million from $50.4 million for the quarter ended March 31, 2008.   


Steven B. Lapin, President and Chief Operating Officer, and Dean Johnson, Senior Vice President and Chief Financial Officer stated, “Revenues for your Company’s 2009 first quarter were negatively affected by the funding deterioration of state and local education budgets.  Management anticipates that revenues will continue to be restricted so long as employment conditions remain unstable and until education-earmarked dollars from the 2009 stimulus package begin to flow meaningfully into state and local coffers.  Your Company has been vigilant in controlling, where prudent, factors that influence earnings; for example, gross profit margin for the first quarter of 2009 increased 110 basis points to 40.6% compared to the first quarter of 2008 principally as a result of procurement action plans to control transportation costs.  In addition, variable components of selling and administrative expenses, with particular focus on labor, were reduced in reaction to lower order volume.  Management will continue to scrutinize operating costs in order to protect earnings potential during this period of economic disruption without negatively impacting the Company’s long term financial goals.”


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 50 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, 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 850 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 18.0 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 3,600 stockholders of record.  

 

Further information about Aristotle can be obtained on its website, at 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, 2008.  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,

 

 

2009

 

2008

 

 

 

 

 

Net sales

$

46,301 

 

50,432 

Cost of sales

 

27,482 

 

30,536 

 

Gross profit

 

18,819 

 

19,896 

 

 

 

 

 

Selling and administrative expense

 

11,939 

 

11,826 

 

Earnings from operations

 

6,880 

 

8,070 

 

 

 

 

 

Other income (expense):

 

 

 

 

 

Interest expense

 

(194)

 

(288)

 

Other, net

 

(100)

 

232 

 

 

(294)

 

(56)

 

Earnings before income taxes

 

6,586 

 

8,014 

 

 

 

 

 

Income taxes:

 

 

 

 

 

Current

 

2,493 

 

2,328 

 

Deferred

 

(54)

 

687 

 

 

 

2,439 

 

3,015 

 

Net earnings

 

4,147 

 

4,999 

 

 

 

 

 

Preferred dividends

 

2,156 

 

2,156 

 

Net earnings applicable to common stockholders

$

1,991 

 

2,843 

 

 

 

 

 

Earnings per common share:

 

 

 

 

 

Basic

$

.11 

 

.16 

 

Diluted

$

.11 

 

.16 

 

 

 

 

 

 

Weighted average common shares outstanding:

 

 

 

 

 

Basic

 

17,962,875

 

17,961,040

 

Diluted

 

17,962,875

 

17,973,632








THE ARISTOTLE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 (in thousands)




Assets

 

March 31,

 2009

 

December 31, 2008

 

March 31, 2008

 

 

 

(unaudited)

 

 

 

(unaudited)

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

14,807 

 

15,290 

 

4,514 

 

 

Marketable securities

 

4,160 

 

4,437 

 

3,305 

 

 

Investments

 

2,840 

 

2,876 

 

19,277 

 

 

Accounts receivable, net

 

16,705 

 

14,048 

 

20,481 

 

 

Inventories

 

45,076 

 

44,653 

 

44,156 

 

 

Prepaid expenses and other

 

6,619 

 

8,542 

 

7,318 

 

 

Income tax receivable

 

3,272 

 

5,396 

 

283 

 

 

Deferred income taxes

 

4,662 

 

4,644 

 

1,910 

 

 

Total current assets

 

98,141 

 

99,886 

 

101,244 

 

 

 

 

 

 

 

 

 

Property, plant and equipment, net

 

27,407 

 

27,808 

 

28,193 

 

 

 

 

 

 

 

 

 

Goodwill

 

13,588 

 

13,712 

 

14,338 

 

Deferred income taxes

 

6,668 

 

6,668 

 

5,646 

 

Investments

 

4,318 

 

4,318 

 

4,319 

 

Other assets

 

964 

 

884 

 

518 

 

 

Total assets

$

151,086 

 

153,276 

 

154,258 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Current installments of long-term debt

$

292 

 

294 

 

302 

 

 

Trade accounts payable

 

7,675 

 

9,576 

 

8,632 

 

 

Accrued expenses

 

12,206 

 

11,641 

 

6,100 

 

 

Accrued dividends payable

 

 

2,156 

 

 

 

Total current liabilities

 

20,173 

 

23,667 

 

15,034 

 

 

 

 

 

 

 

 

 

Long-term debt, less current installments

 

10,293 

 

10,364 

 

16,083 

 

Long-term pension obligations

 

5,684 

 

5,891 

 

2,704 

 

Other long-term accruals

 

2,474 

 

2,467 

 

2,439 

 

 

 

 

 

 

 

 

 

Stockholders' equity:

 

 

 

 

 

 

 

 

Preferred stock, Series I

 

6,489 

 

6,489 

 

6,489 

 

 

Preferred stock, Series J

 

65,760 

 

65,760 

 

65,760 

 

 

Common stock

 

180 

 

180 

 

180 

 

 

Additional paid-in capital

 

7,690 

 

7,690 

 

7,674 

 

 

Retained earnings

 

36,970 

 

34,979 

 

37,807 

 

 

Accumulated other comprehensive income (loss)

 

(4,627)

 

(4,211)

 

88 

 

 

Total stockholders' equity

 

112,462 

 

110,887 

 

117,998 

 

 

Total liabilities and stockholders' equity

$

151,086 

 

153,276 

 

154,258