ARMONK, N.Y. - VISANT CORPORATION today announced results for its second fiscal quarter ended June 28, 2014, including consolidated net sales of $444.3 million, compared to $448.5 million for its second fiscal quarter ended June 29, 2013.  Visant reported consolidated net income of $64.1 million for the second fiscal quarter of 2014, compared to consolidated net income of $56.7 million for the second fiscal quarter of 2013.  Visant's consolidated Adjusted EBITDA (defined in the accompanying summary of financial data) was $168.1 million for the second fiscal quarter of 2014 compared to consolidated Adjusted EBITDA of $168.9 million for the second fiscal quarter of 2013.

For the first six months of fiscal year 2014, consolidated net sales were $687.9 million compared to$693.5 million for the first six months of fiscal year 2013.  Consolidated net income increased to $54.2 million during the first six months of fiscal year 2014 compared to consolidated net income of $41.8 million for the comparable period in fiscal year 2013.  Consolidated Adjusted EBITDA totaled $214.0 million for the first six months of fiscal year 2014 compared to consolidated Adjusted EBITDA of$216.9 million for the comparable period in fiscal year 2013.

On July 15, 2014, Visant announced that it sold its Lehigh Direct business for $22 million.

On July 25, 2014, Visant announced that it had entered into a definitive agreement with OCM Luxembourg Ileos Holdings S.a.r.l to combine their respective Arcade Marketing and Bioplan businesses, forming a new strategic venture.  The closing, which is subject to customary closing conditions and regulatory review, is expected by the beginning of the fourth quarter 2014.  The Company expects to receive cash proceeds of $325.0 million, which it intends to use to repay its outstanding indebtedness. At the same time Visant also announced that in connection with its expected delevering as a result of the proposed Arcade transaction and in order to extend the current maturities of its senior secured credit facilities, it is launching a process to refinance its senior secured facilities, including its existing senior term loan and revolving credit facilities.

Results of Operations

Net sales for the Scholastic segment were $127.2 million for the second fiscal quarter of 2014 compared to $127.1 million for the second fiscal quarter of 2013.  This slight increase was primarily attributable to higher revenue from our professional championship products offset by lower volume in our base jewelry and announcement products.

Net sales for the Memory Book segment were $240.2 million for the second fiscal quarter of 2014 compared to $247.8 million for the second fiscal quarter of 2013.  This decrease was primarily attributable to lower volume.  Approximately $2.0 million of sales in the quarter was due to timing of shipments from July 2014 into the second quarter of 2014.  

Net sales for the Marketing and Publishing Services segment for the second fiscal quarter of 2014 increased $3.5 million to $77.2 million from $73.7 million for the second fiscal quarter of 2013.  This increase included sales attributable to the Company's acquisition of SAS Carestia ("Carestia"), a leader in fragrance sampling in Europe, which closed on July 1, 2013.  Excluding the impact attributable to the acquisition of Carestia, sales decreased compared to the second fiscal quarter of 2013, primarily due to lower revenue in our direct mail operations, offset by higher revenues from our international base sampling operations.   

Adjusted EBITDA for the Scholastic segment decreased $0.5 million to $29.4 million for the second fiscal quarter of 2014, compared to $29.9 million for the second fiscal quarter of 2013.

Adjusted EBITDA for the Memory Book segment for the second fiscal quarter of 2014 was $127.2 million compared to $126.8 million for the second fiscal quarter of 2013.  This increase in Adjusted EBITDA was primarily due to lower overall costs as a result of cost saving initiatives, offsetting the decline in revenues.

The Marketing and Publishing Services segment reported Adjusted EBITDA of $11.5 million for the second fiscal quarter of 2014 compared to $12.1 million for the second fiscal quarter of 2013.  This decrease was primarily due to lower volume in our direct mail operations partially offset by the impact of the Carestia acquisition and higher revenues from our international sampling operations.

Net sales for the Scholastic segment for the six months ended June 28, 2014 decreased by $6.4 million to $266.3 million compared to $272.7 million for the six months ended June 29, 2013.  This decrease was primarily attributable to lower volume in our base jewelry and announcement products. 

Net sales for the Memory Book segment were $245.6 million for the six-month period ended June 28, 2014 compared to $253.4 million for the six-month period ended June 29, 2013.  This decrease was primarily attributable to lower volume. 

Net sales for the Marketing and Publishing Services segment increased to $176.5 million for the first six months of fiscal 2014 compared to $167.6 million during the first six months of fiscal 2013.  Excluding the impact attributable to the acquisition of Carestia, sales decreased approximately $2.6 million compared to the six months ended June 29, 2013, primarily due to lower revenue in our direct mail operations, offset by higher revenues from our sampling and publishing services operations.     

For the six months ended June 28, 2014, the Scholastic segment reported Adjusted EBITDA of $60.3 million, a decrease of $4.2 million, compared to $64.5 million for the prior year comparative period.  This decrease was primarily due to lower volume in our base jewelry and announcement products.

Our Memory Book segment reported Adjusted EBITDA of $121.7 million for each of the six month periods ended June 28, 2014 and June 29, 2013.

The Marketing and Publishing Services segment reported Adjusted EBITDA of $32.0 million for the six months ended June 28, 2014, an increase of $1.3 million, compared to $30.7 million for the prior year comparative period.  Excluding the impact attributable to the acquisition of Carestia, Adjusted EBITDA decreased $0.7 million compared to the six months ended June 29, 2013, primarily due to lower revenue in our direct mail operations, offset by higher revenues from our publishing services and sampling operations.    

Consolidated Indebtedness

As of June 28, 2014, Visant's consolidated debt, comprised of the outstanding indebtedness under its senior secured credit facilities and its 10.00% senior notes due 2017, was $1,884.3 million, including$7.3 million of capital lease and equipment financing obligations and exclusive of original issue discount of $10.0 million related to the term loan under the senior secured credit facilities.  Visant's cash position as of June 28, 2014 totaled $127.7 million.

Visant has provided a reconciliation of net income to Adjusted EBITDA and EBITDA to Adjusted EBITDA in the accompanying summary of financial data. 

Supplemental data has also been provided for Visant's three segments: Scholastic, Memory Book and Marketing and Publishing Services.

CONFERENCE CALL

The Company's quarterly conference call concerning the 2014 second quarter results will be webcast live on Wednesday, July 30, 2014 at 10:00 a.m. Eastern Time on the Investor Information section of Visant's website at www.visant.net.