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Acquisitions | 12 Months Ended
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Feb. 28, 2025
Business Combinations [Abstract] |
Acquisitions | (5) Acquisitions The Company applies the acquisition method of accounting for business combinations. Under the acquisition method, the acquiring entity in a business combination recognizes 100% of the assets acquired and liabilities assumed at their acquisition date fair values. Management utilizes valuation techniques appropriate for the asset or liability being measured in determining these fair values. Any excess of the purchase price over amounts allocated to assets acquired, including identifiable intangible assets, and liabilities assumed is recorded as goodwill. Where amounts allocated to assets acquired and liabilities assumed is greater than the purchase price, a bargain purchase gain is recognized. Any acquisition-related costs are expensed as incurred. During the fiscal year ended February 28, 2025, the acquisition related cost were not significant to the Company's Consolidated Financial Statements. Acquisition of Printing Technologies On June 26, 2024, the Company acquired the assets and business of Printing Technologies, Inc. ("PTI"), which is based in Indianapolis, Indiana, for approximately $5.5 million in cash. The Company performed an allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values using the information available as of the acquisition date. The Company recorded intangible assets with definite lives of approximately $2.0 million in connection with the transaction, which are deductible for tax purposes. The acquisition of PTI strengthens our production capabilities and diversifies our product offerings to enable us to better serve our broad customer base. The following table summarizes the Company's purchase price allocation for PTI subsequent to the acquisition date (in thousands):
Accounts receivable |  | $ | 1,339 |
Inventories |  |  | 1,826 |
Other assets |  |  | 100 |
Right-of-use asset |  |  | 847 |
Property, plant and equipment |  |  | 887 |
Intangibles |  |  | 2,012 |
Operating lease liability |  |  | (847 | )
Accounts payable and accrued liabilities |  |  | (633 | )
Acquisition price |  | $ | 5,531 |
Acquisition of Eagle Graphics and Diamond Graphics On October 11, 2023, the Company acquired the assets and business of Eagle Graphics, Inc. ("Eagle"), which is based in Annville, Pennsylvania, and Diamond Graphics, Inc. ("Diamond"), which is based in Bensalem, Pennsylvania, for approximately $7.9 million in cash. The Company performed an allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values prepared by management using the information available as of the acquisition date. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $0.8 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of Eagle and Diamond strengthens our production capabilities to serve our customers in the Northeast United States. The following table summarizes the Company's purchase price allocation for Eagle and Diamond as of the acquisition date (in thousands):
Accounts receivable |  | $ | 838 |
Inventories |  |  | 917 |
Property, plant and equipment |  |  | 5,304 |
Goodwill and intangibles |  |  | 971 |
Accounts payable and accrued liabilities |  |  | (159 | )
Acquisition price |  | $ | 7,871 |
Acquisition of UMC Print On June 2, 2023, the Company acquired the assets and business of UMC Print ("UMC"), which is based in Overland Park, Kansas, for approximately $7.5 million in cash plus the assumption of trade payables of approximately $0.8 million. The Company performed an allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on the estimated fair values prepared by management using the information available as of the acquisition date. In January 2024, the Company received an indemnity claim from escrow related to a piece of equipment in the amount of $0.2 million. All goodwill of $2.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $0.8 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of UMC brings the Company expanded commercial print capabilities serving customers throughout the Midwest United States. The following table summarizes the Company's purchase price allocation for UMC as of the acquisition date (in thousands):
Cash |  | $ | 758 |
Accounts receivable |  |  | 1,839 |
Inventories |  |  | 553 |
Property, plant and equipment |  |  | 2,137 |
Goodwill and intangibles |  |  | 2,971 |
Accounts payable and accrued liabilities |  |  | (789 | )
Acquisition price |  | $ | 7,469 |
Acquisition of Stylecraft Printing On May 23, 2023, the Company acquired the real estate and operations of Stylecraft Printing Company ("Stylecraft"), which is based in Canton, Michigan, for $5.0 million plus the assumption of trade payables. The Company performed an allocation of the total estimated consideration and recorded the underlying assets acquired (including certain identified intangible assets) and liabilities assumed based on their estimated fair values using the information available as of the acquisition date. All goodwill of $0.2 million recognized as a part of this acquisition is deductible for tax purposes. The Company also recorded intangible assets with definite lives of approximately $0.3 million in connection with the transaction, which are also deductible for tax purposes. The acquisition of Stylecraft expands the Company's product lines and footprint specializing in business forms, integrated products and commercial printing. The following table summarizes the Company's purchase price allocation for Stylecraft as of the acquisition date (in thousands):
Accounts receivable |  | $ | 554 |
Inventories |  |  | 849 |
Right-of-use asset |  |  | 28 |
Property, plant and equipment |  |  | 3,160 |
Goodwill and intangibles |  |  | 476 |
Operating lease liability |  |  | (28 | )
Accounts payable and accrued liabilities |  |  | (12 | )
Acquisition price |  | $ | 5,027 |
During fiscal year 2025, the Company purchased a customer list in the amount of $0.6 million. The results of operations for PTI, Stylecraft, UMC, Eagle and Diamond are included in the Company’s Consolidated Financial Statements from the respective dates of acquisition. The following table sets forth certain operating information on a pro forma basis as though the respective acquisition had occurred as of the beginning of the comparable prior period. The following pro forma information for fiscal year 2025 includes PTI. The pro forma information for fiscal year 2024 includes PTI, Eagle, Diamond, UMC and Stylecraft. Fiscal year 2023 includes School Photo Marketing ("SPM"). The pro forma information includes the estimated impact of adjustments such as amortization of intangible assets, depreciation expense and interest expense and related tax effects (in thousands, except per share amounts).
|  | Unaudited |  |  | Unaudited |  |  | Unaudited |
|  | 2025 |  |  | 2024 |  |  | 2023 |
Pro forma net sales |  | $ | 399,283 |  |  | $ | 430,470 |  |  | $ | 464,625 |
Pro forma net earnings |  |  | 40,099 |  |  |  | 43,994 |  |  |  | 52,088 |
Pro forma earnings per share - diluted |  | $ | 1.53 |  |  | $ | 1.70 |  |  | $ | 2.01 |
The pro forma results are not necessarily indicative of what would have occurred if the acquisition had been in effect for the period presented.

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 805 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 5 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org/1943274/2147479907/805-20-50-5 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 805 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org/805/tableOfContent + Details
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