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): MARCH 20, 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 March 20, 2009, the Company issued a press release announcing financial results for the quarter and the year ended December 31, 2008, a copy of which is attached as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits

Exhibit 99.1 - Press release of The Aristotle Corporation, dated March 20, 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:  March 23, 2009

EXHIBITS

Exhibit 99.1 Press release issued March 20, 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 Fourth Quarter and Calendar 2008 Results

 

Stamford, CT, March 20, 2009 - The Aristotle Corporation (NASDAQ: ARTL; ARTLP) announced today the following:

Results for Quarter and Calendar Year ended December 31, 2008

For the calendar year ended December 31, 2008, net sales were $212.8 million compared to $211.6 million for the calendar year ended December 31, 2007, and earnings from operations were $34.6 million compared to $35.0 million.  For the quarter ended December 31, 2008, net sales were $40.6 million versus $43.6 million for the quarter ended December 31, 2007, and earnings from operations were $4.3 million versus $5.7 million.  

For the calendar year ended December 31, 2008, there were net earnings applicable to common stockholders of $15 thousand, or $.00 per diluted common share, compared to net earnings of $14.9 million, or $.84 per diluted common share, for the calendar year ended December 31, 2007.  For the quarter ended December 31, 2008, there was a net loss applicable to common stockholders of $12.0 million, or ($.67) per diluted common share, versus net earnings of $3.1 million, or $.17 per diluted common share, for the quarter ended December 31, 2007.  The net results applicable to common stockholders for the quarter and calendar year ended December 31, 2008 reflect the unfavorable impact of a $12.4 million after-tax loss related to certain externally managed investments.    

Steven B. Lapin, Aristotle’s President and Chief Operating Officer, stated, “In the face of severely deteriorating general economic conditions during the latter part of 2008, the Company nevertheless successfully produced substantial revenues and earnings from operations during the fourth quarter and full calendar year.  The K-12 school markets, as well as the commercial markets served by the Company, are dependent on the vitality of state and local economies.  Management is cautiously hopeful that the recently enacted American Recovery and Reinvestment Act of 2009 will help combat recessionary trends and unlock meaningful educational spending for the new budget year that begins in July 2009.”

Dean Johnson, Aristotle’s Chief Financial Officer, stated, “While management is disappointed by the investment related losses which impacted the results for the 2008 fourth quarter and calendar year, the Company’s financial condition is strong.  With a net worth of $110.9 million, borrowing capacity of $40 million, and substantial Company liquidity, the loss of asset value will not interfere with on-going business activities, including unsurpassed service to customers.”    

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 49 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 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 approximately 18.0 million shares outstanding of Aristotle common stock (NASDAQ: ARTL) and approximately 1.1 million shares outstanding of Series I preferred stock (NASDAQ: ARTLP); there are also approximately 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 and utilize its 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					Year Ended
								December 31,					December 31,
								2008		2007			2008		2007
Net sales							$	40,615		43,600			212,817		211,550
Cost of sales								24,692		26,681			129,808		129,590
					Gross profit			15,923		16,919			83,009		81,960
Selling and administrative expense								11,632		11,252			48,427		46,929
					Earnings from operations			4,291		5,667			34,582		35,031
Other (expense) income:
			Interest expense					(245)		(321)			(1,078)		(1,403)
			Other, net					(19,967)		287			(19,805)		1,503
								(20,212)		(34)			(20,883)		100
					Earnings (loss) before income taxes			(15,921)		5,633			13,699		35,131
Income tax expense (benefit):
			Current					(3,685)		(1,155)			6,883		7,441
			Deferred					(2,386)		1,534			(1,822)		4,157
								(6,071)		379			5,061		11,598
						Net earnings (loss)		(9,850)		5,254			8,638		23,533
Preferred dividends								2,156		2,156			8,623		8,626
					Net earnings (loss) applicable to  common stockholders		$	(12,006)		3,098			15		14,907
Earnings (loss) per common share:
			Basic				$	(.67)		.17			.00		.84
			Diluted				$	(.67)		.17			.00		.84
Weighted average common shares outstanding:
			Basic					17,962,875		17,945,991			17,962,376		17,651,361
			Diluted					17,962,875		17,966,233			17,968,981		17,669,161

THE ARISTOTLE CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

 (in thousands)

(unaudited)

Assets						December 31, 2008		December 31,   2007
Current assets:
	Cash and cash equivalents Marketable securities				$	15,290 4,437		5,604 3,335
	Investments					2,876		18,150
	Accounts receivable, net					14,048		15,631
	Inventories, net					44,653		42,297
	Prepaid expenses and other					8,542		9,071
	Income taxes receivable					5,396		540
	Deferred income taxes					4,644		2,484
		Total current assets				99,886		97,112
Property, plant and equipment, net						27,808		27,476
Goodwill						13,712		14,476
Deferred income taxes						6,668		5,646
Investments						4,318		4,279
Other assets						884		446
		Total assets			$	153,276		149,435
Liabilities and Stockholders' Equity
Current liabilities:
	Current installments of long-term debt				$	294		305
	Trade accounts payable					9,576		10,500
	Accrued expenses					11,641		6,765
	Accrued dividends payable					2,156		2,156
		Total current liabilities				23,667		19,726
Long-term debt, less current installments						10,364		8,655
Long-term pension obligations						5,891		2,944
Other long-term accruals						2,467		2,429
		Total liabilities				42,389		33,754
Stockholders' equity:
	Preferred stock, Series I					6,489		6,489
	Preferred stock, Series J					65,760		65,760
	Common stock					180		179
	Additional paid-in capital					7,690		7,580
	Retained earnings					34.979		34,964
	Accumulated other comprehensive income (loss)					(4,211)		709
		Total stockholders' equity				110,887		115,681
		Total liabilities and stockholders' equity			$	153,276		149,435