0001354488-12-004821.txt : 20120912 0001354488-12-004821.hdr.sgml : 20120912 20120912090013 ACCESSION NUMBER: 0001354488-12-004821 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120912 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120912 DATE AS OF CHANGE: 20120912 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COFFEE HOLDING CO INC CENTRAL INDEX KEY: 0001007019 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 113860760 STATE OF INCORPORATION: NV FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32491 FILM NUMBER: 121086849 BUSINESS ADDRESS: STREET 1: 4401 FIRST AVENUE STREET 2: STE 1507 CITY: BROOKLYN STATE: NY ZIP: 11232 BUSINESS PHONE: 7188320800 MAIL ADDRESS: STREET 1: 4401 FIRST AVENUE STREET 2: STE 1507 CITY: BROOKLYN STATE: NY ZIP: 11232 FORMER COMPANY: FORMER CONFORMED NAME: TRANSPACIFIC INTERNATIONAL GROUP CORP DATE OF NAME CHANGE: 19960201 8-K 1 jva_8k.htm CURRENT REPORT jva_8k.htm



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):  September 12, 2012
 
COFFEE HOLDING CO., INC.
(Exact name of registrant as specified in its charter)

Nevada
 
001-32491
 
11-2238111
(State or other jurisdiction
 
(Commission
 
(IRS Employer
of incorporation)
 
File Number)
 
Identification No.)

3475 Victory Boulevard, Staten Island, New York
 
10314
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (718) 832-0800
 
Not Applicable
(Former name or former address, if changed since last report.)
 
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 (see General Instruction A.2. below):
 
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
 
 


 
 
 

 

Item 2.02.
Results of Operations and Financial Condition.

On September 12, 2012, Coffee Holding Co., Inc. (the “Company” or “Coffee Holding”) issued a press release disclosing certain information regarding its results of operations for the three and nine months ended July 31, 2012.  A copy of the press release is furnished under Item 2.02 as Exhibit 99.1.

The information included in this Item 2.02, and Exhibit 99.1 to this Current Report on Form 8-K, shall not be deemed “filed” for the purposes of or otherwise subject to the liabilities under Section 18 of the Securities Exchange Act of 1934 as amended (the “Exchange Act”).  Unless expressly incorporated into a filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act made after the date hereof, the information contained in this Item 2.02 and Exhibit 99.1 hereto shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 8.01.
Other Events.

On September 12, 2012, the Company issued a press release announcing that its quarterly dividend of $0.03 will be paid on October 29, 2012 to shareholders of record as of October 16, 2012.  The press release announcing the dividend is attached hereto as Exhibit 99.1.

Item 9.01.
Financial Statements and Exhibits.

 
(d)   The following exhibit is furnished with this report:
 
Exhibit No.
 
Description
     
 
Press release, dated September 12, 2012, issued by Coffee Holding entitled “Coffee Holding Co., Inc. Reports Results for the Three and Nine Months Ended July 31, 2012.”


 
 

 

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.
 
                                                                                     
 
COFFEE HOLDING CO., INC.
     
Dated:  September 12, 2012
By:
/s/ Andrew Gordon
 
   
Name: Andrew Gordon
   
Title: President and Chief Executive Officer
     

 
 
 

 
 
EXHIBIT INDEX
 
 
Exhibit No.
 
Description
     
99.1
 
Press release, dated September 12, 2012, issued by Coffee Holding entitled “Coffee Holding Co., Inc. Reports Results for the Three and Nine Months Ended July 31, 2012.”

 
 
 
 
EX-99.1 2 jva_ex991.htm PRESS RELEASE jva_ex991.htm
Exhibit 99.1
 
Coffee Holding Co., Inc. Reports Results for the Three and Nine Months Ended July 31, 2012
 
STATEN ISLAND, NY--(Marketwire - September 12, 2012) -  Coffee Holding Co., Inc. ("Coffee Holding") (NASDAQ: JVA) today announced its operating results for the three and nine months ended July 31, 2012. In this release, the Company:
 
 
Reports net sales of $138,171,695 for the nine months ended July 31, 2012 and $44,484,453 for the three months ended July 31, 2012 compared to net sales of $98,737,976 for the nine months ended July 31, 2011 and $35,764,866 for the three months ended July 31, 2011;
 
 
Reports sales growth of 24% for the three months ended July 31, 2012 compared to the three months ended July 31, 2011; and
 
 
Reports net income of $1,231,196, or $0.19 per share (basic and diluted) for the three months ended July 31, 2012 compared to net income of $168,236, or $0.03 per share (basic and diluted) for the three months ended July 31, 2011.
 
Results of Operations
 
The Company had a net income of $1,231,196, or $0.19 per share (basic and diluted), for the three months ended July 31, 2012 compared to net income of $168,236 or $0.03 per share (basic and diluted), for the three months ended July 31, 2011. The Company had net income of $2,439,293, or $0.38 per share basic and $0.37 per share diluted, for the nine months ended July 31, 2012 compared to net income of $2,397,265 or $0.44 per share (basic and diluted), for the nine months ended July 31, 2011. The increase in net income primarily reflects increased gross profit.
 
Net sales totaled $44,484,453 for the three months ended July 31, 2012, an increase of $8,719,587, or 24%, from $35,764,866 for the three months ended July 31, 2011. The increase in net sales primarily reflects increased sales volume compared to the third quarter of fiscal 2011 due to an increase in sales of green coffee, as well as an increase in private label and branded sales. Net sales totaled $138,171,695 for the nine months ended July 31, 2012, an increase of $39,433,719, or 40%, from $98,737,976 for the nine months ended July 31, 2011. The increase in net sales primarily reflects additional poundage sold in all key areas of the business. 
 
Cost of sales for the three months ended July 31, 2012 was $40,606,840 or 91.3% of net sales, as compared to $33,670,406 or 94.2% of net sales for the three months ended July 31, 2011. The increase in cost of sales reflects the increase in net sales and the increased cost of green coffee. However, our cost of sales as a precentage of net sales decreased as a result of purchases of inventory at better pricing during the three month period.  Cost of sales for the nine months ended July 31, 2012 was $128,472,249 or 93% of net sales, as compared to $89,963,400 or 91.1% of net sales for the nine months ended July 31, 2011. The increase in cost of sales and cost of sales as a percentage of revenue reflects increase in net sales and the increased cost of green coffee due to additional poundage sold and lower returns from our hedging operations. 
 
Total operating expenses increased by $104,648, or 6%, to $1,858,672 for the three months ended July 31, 2012 as compared to operating expenses of $1,754,024 for the three months ended July 31, 2011. The increase in operating expenses was due to increases in selling and administrative expenses of $113,297 as a result of increased freight costs, insurance and travel and payroll due to increased sales partially offset by a decrease in overhead, licenses and fees and officers' salaries of $8,649. Total operating expenses increased by $350,022, or 6.7%, to $5,579,111 for the nine months ended July 31, 2012 as compared to operating expenses of $5,229,089 for the nine months ended July 31, 2011. The increase in operating expenses was due to increases in selling and administrative expense of $400,113 as a result of increased freight costs, insurance and payroll due to increased sales partially offset by a decrease in travel costs, professional service fees and officers' salaries of $50,091.
 
 
1

 
 
"We are pleased to report this quarter's results to our shareholder base as we overcame many obstacles to achieve strong results during the past ninety days. Despite substantially lower commodity prices, we were still able to increase our revenues by 24% over the same period from last year. Although coffee prices on average were lower by $1.00 per pound, we achieved growth in our sales in all key areas, including green coffee sales, private labels sales and branded sales, building upon our momentum from last quarter, while improving our gross margin by almost three percentage points as well," noted Andrew Gordon, our President and CEO.
 
"Our increase in earnings per share was also accomplished in spite of losses incurred by OPTCO. In the case of OPTCO, losses totaled almost $200,000 as we were forced to liquidate an oversupply of inventories into a weak commodity and buyer's market. We are hopeful that these temporary conditions at OPTCO will improve and have a positive impact on earnings in the fourth quarter," continued Mr. Gordon.
 
"Finally, while achieving greater sales growth, we controlled both our variable and fixed costs in the process. Our balance sheet is as strong as it has ever been over our forty plus years of existence and if and when commodity and macro conditions stabilize, we believe our revenues and earnings will reflect the benefits of a normalized business environment," stated Mr. Gordon.
 
Quarterly Dividend
 
The Company's previously announced quarterly cash dividend of $0.03 per share will be paid to stockholders of record as of the close of business on October 16, 2012. The dividend will be paid on October 29, 2012.
 
About Coffee Holding
 
Coffee Holding is a leading integrated wholesale coffee roaster and dealer in the United States and one of the few coffee companies that offers a broad array of coffee products across the entire spectrum of consumer tastes, preferences and price points. Coffee Holding has been a family-operated business for three generations and has remained profitable through varying cycles in the coffee industry and the economy. The Company's private label and branded coffee products are sold throughout the United States, Canada and abroad to supermarkets, wholesalers, and individually owned and multi-unit retail customers.
 
Any statements that are not historical facts contained in this release are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. We have based these forward-looking statements upon information available to management as of the date of this release and management's expectations and projections about certain future events. It is possible that the assumptions made by management for purposes of such statements may not materialize. Actual results may differ materially from those projected or implied in any forward-looking statements. Such statements may involve risks and uncertainties, including but not limited to those relating to product demand, coffee prices, pricing of our products, market acceptance, the effect of economic conditions, intellectual property rights, the outcome of competitive products, risks in product development, the results of financing efforts, the ability to complete transactions, and other factors discussed from time to time in the Company's Securities and Exchange Commission filings. The Company undertakes no obligation to update or revise any forward-looking statement for events or circumstances after the date on which such statement is made.
 
 
2

 
 
CONDENSED CONSOLIDATED BALANCE SHEETS
JULY 31, 2012 AND OCTOBER 31, 2011
 
   
July 31,
2012
   
October 31,
2011
 
   
(unaudited)
       
- ASSETS -
CURRENT ASSETS:
           
Cash
  $ 1,373,344     $ 4,244,335  
Accounts receivable, net of allowances of  $269,611 for 2012 and 2011
    13,587,974       16,021,581  
Inventories
    11,198,755       13,475,855  
Prepaid green coffee
    201,300       388,754  
Prepaid expenses and other current assets
    188,866       275,679  
Prepaid and refundable income taxes
    202,033       377,972  
Deferred income tax asset
    233,474       896,400  
TOTAL CURRENT ASSETS
    26,985,746       35,680,576  
Machinery and equipment, at cost, net of accumulated depreciation of $2,518,570 and  $2,191,566 for 2012 and 2011, respectively
    1,851,787       1,661,759  
Customer list and relationships, net of accumulated amortization of $16,875 and $11,250 for 2012 and 2011, respectively
    133,125       138,750  
Trademarks
    180,000       180,000  
Goodwill
    440,000       440,000  
Equity investments
    2,072,529       -  
Deposits and other assets
    645,447       677,606  
TOTAL ASSETS
  $ 32,308,634     $ 38,778,691  
   
   
- LIABILITIES AND STOCKHOLDERS’ EQUITY -
 
CURRENT LIABILITIES:
               
Accounts payable and accrued expenses
  $ 6,163,171     $ 12,379,414  
Line of credit
    1,379,445       1,820,109  
Due to broker
    166,301       1,867,558  
Income taxes payable
    242       100  
TOTAL CURRENT LIABILITIES
    7,709,159       16,067,181  
                 
Deferred income tax liabilities
    974       35,900  
Deferred rent payable
    161,732       146,921  
Deferred compensation payable
    521,167       538,707  
TOTAL LIABILITIES
    8,393,032       16,788,709  
STOCKHOLDERS’ EQUITY:
               
Coffee Holding Co., Inc. stockholders’ equity:
               
Preferred stock, par value $.001 per share; 10,000,000 shares authorized; 0 issued
    -       -  
Common stock, par value $.001 per share; 30,000,000 shares authorized, 6,456,316 shares issued; 6,372,309 shares outstanding for 2012 and 2011
    6,456       6,456  
Additional paid-in capital
    15,904,109       15,884,609  
Contingent consideration
    -       19,500  
Retained earnings
    8,126,552       6,268,326  
Less: Treasury stock, 84,007 common shares, at cost for 2012 and 2011
    (272,133 )     (272,133 )
Total Coffee Holding Co., Inc. Stockholders’ Equity
    23,764,984       21,906,758  
Noncontrolling interest
    150,618       83,224  
TOTAL EQUITY
    23,915,602       21,989,982  
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
  $ 32,308,634     $ 38,778,691  
 
See Notes to Condensed Consolidated Financial Statements.
 
 
3

 

CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
 
   
Nine Months Ended July 31,
   
Three Months Ended July 31,
 
   
2012
   
2011
   
2012
   
2011
 
                                 
NET SALES
  $ 138,171,695     $ 98,737,976     $ 44,484,453     $ 35,764,866  
                                 
COST OF SALES (including $23.4 and $18.5 million of related party costs for the nine months ended July 31, 2012 and 2011, respectively. Including $5.9 and $6.8 million for the three months ended July 31, 2012 and 2011, respectively.)
    128,472,249       89,963,400       40,606,840       33,670,406  
                                 
GROSS PROFIT
    9,699,446       8,774,576       3,877,613       2,094,460  
                                 
OPERATING EXPENSES:
                               
Selling and administrative
    5,149,653       4,749,540       1,717,472       1,604,175  
Officers’ salaries
    429,458       479,549       141,200       149,849  
TOTALS
    5,579,111       5,229,089       1,858,672       1,754,024  
                                 
INCOME FROM OPERATIONS
    4,120,335       3,545,487       2,018,941       340,436  
                                 
OTHER INCOME (EXPENSE)
                               
Interest income
    27,909       131,628       9,268       20,297  
(Loss) income from equity investment
    (27,471     -       3,627       -  
Interest expense
    (153,294 )     (195,477 )     (46,762 )     (76,817 )
TOTALS
    (152,856 )     (63,849 )     (33,867 )     (56,520 )
                                 
INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTEREST IN SUBSIDIARIES
    3,967,479       3,481,638       1,985,074       283,916  
                                 
Provision for income taxes
    1,460,792       1,064,817       729,979       106,161  
                                 
NET INCOME
    2,506,687       2,416,821       1,255,095       177,755  
Less: net income attributable to the noncontrolling interest
    (67,394 )     (19,556 )     (23,899 )     (9,519 )
                                 
NET INCOME ATTRIBUTABLE TO COFFEE HOLDING CO., INC.
  $ 2,439,293     $ 2,397,265     $ 1,231,196     $ 168,236  
                                 
Basic earnings per share
  $ .38     $ .44     $ .19     $ .03  
                                 
Diluted earnings per share
  $ .37     $ .44     $ .19     $ .03  
                                 
Dividends declared per share
  $ .09     $ .09     $ .03     $ .03  
                                 
Weighted average common shares outstanding:
                               
Basic
    6,372,309       5,490,823       6,372,309       5,490,823  
Diluted
    6,639,309       5,500,823       6,639,309       5,500,823  
 
See Notes to Condensed Consolidated Financial Statements.
 
 
4

 
 
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED July 31, 2012 AND 2011
(Unaudited)

   
2012
   
2011
 
OPERATING ACTIVITIES:
           
Net income
  $ 2,506,687     $ 2,416,821  
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
               
Depreciation and amortization
    332,630       323,239  
Unrealized (gain) loss on commodities
    (1,701,257 )     1,154,557  
Loss on equity investments
    27,471       -  
Deferred rent
    14,811       16,624  
Deferred income taxes
    628,000       (585,750 )
Changes in operating assets and liabilities:
               
Accounts receivable
    2,433,607       (4,255,299 )
Inventories
    2,277,100       (4,934,661 )
Prepaid expenses and other current assets
    86,813       238,091  
Prepaid green coffee
    187,454       168,523  
Prepaid and refundable income taxes
    175,939       (71,869 )
Accounts payable and accrued expenses
    (6,216,243 )     3,734,577  
Deposits and other assets
    14,619       14,616  
Income taxes payable
    142       394,774  
Net cash provided by (used in) operating activities
    767,773       (1,385,757 )
                 
INVESTING ACTIVITIES:
               
Equity investments
    (2,100,000 )     -  
Purchases of machinery and equipment
    (517,033 )     (419,212 )
Net cash used in investing activities
    (2,617,033 )     (419,212 )
                 
FINANCING ACTIVITIES:
               
Advances under bank line of credit
    129,236,460       96,021,666  
Principal payments under bank line of credit
    (129,677,124 )     (91,616,329 )
Payment of dividend
    (581,067 )     (500,967 )
Net cash (used in) provided by financing activities
    (1,021,731 )     3,904,370  
                 
                 
NET (DECREASE)  INCREASE IN CASH
    (2,870,991 )     2,099,401  
                 
CASH, BEGINNING OF PERIOD
    4,244,335       1,672,921  
                 
CASH, END OF PERIOD
  $ 1,373,344     $ 3,772,322  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW DATA:                
      Interest paid   $ 168,428     $ 179,857   
      Income taxes paid                
 
See Notes to Condensed Consolidated Financial Statements.

 
CONTACT:
Coffee Holding Co., Inc.
 
Andrew Gordon, President & CEO
 
(718) 832-0800
5