0001354488-13-003437.txt : 20130613 0001354488-13-003437.hdr.sgml : 20130613 20130613090024 ACCESSION NUMBER: 0001354488-13-003437 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130613 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130613 DATE AS OF CHANGE: 20130613 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: 13910208 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):  June 13, 2013

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):
 
o Written 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 June 13, 2013, 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 six months ended April 30, 2013.  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 June 13, 2013, the Company issued a press release announcing that it has terminated its dividend program.  The press release 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
99.1   Press release, dated June 13, 2013, issued by Coffee Holding entitled “Coffee Holding Co., Inc. Reports Results for the Three and Six Months Ended April 30, 2013.”
 
 
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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:  June 13, 2013
By:
/s/ Andrew Gordon
 
   
Name: Andrew Gordon
 
   
Title: President and Chief Executive Officer
 
       
 
 
 
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EXHIBIT INDEX
 
Exhibit No.   Description
99.1   Press release, dated June 13, 2013, issued by Coffee Holding entitled “Coffee Holding Co., Inc. Reports Results for the Three and Six Months Ended April 30, 2013.”
 
 
 
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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 Six Months Ended April 30, 2013

STATEN ISLAND, N.Y., June 13, 2013 (GLOBE NEWSWIRE) -- Coffee Holding Co., Inc. (“Coffee Holding”) (Nasdaq:JVA) today announced its operating results for the three and six months ended April 30, 2013.  In this release, the Company:

●  
Reports net sales of $68,004,850 for the six months ended April 30, 2013 and $36,686,047 for the three months ended April 30, 2013 compared to net sales of $93,687,243 for the six months ended April 30, 2012 and $37,085,559 for the three months ended April 30, 2012; and

  
Reports net loss of $395,512, or $0.06 per share (basic and diluted) for the three months ended April 30, 2013 compared to net loss of $370,247, or $0.06 per share (basic and diluted) for the three months ended April 30, 2012.

Results of Operations
 
The Company had a net loss of $395,512, or $0.06 per share basic and diluted, for the three months ended April 30, 2013 compared to a net loss of $370,247 or $0.06 per share basic and diluted, for the three months ended April 30, 2012.  The slight increase in the net loss primarily reflects lower coffee prices for the period.  The Company had net income of $542,025, or $0.09 per share basic and $0.08 diluted, for the six months ended April 30, 2013 compared to net income of $1,208,098 or $0.19 per share basic and $0.18 diluted, for the six months ended April 30, 2012.  The decrease in the net income primarily reflects lower sales for the period year over year and the write off of our investment in Global Mark partially offset by higher margins during the period.

Net sales totaled $36,686,047 for the three months ended April 30, 2013, a decrease of $399,512, or 1.08%, from $37,085,559 for the three months ended April 30, 2012.  The slight decrease in net sales primarily reflects lower coffee prices for 2013 compared to the same period in 2012.  Net sales totaled $68,004,850 for the six months ended April 30, 2013, a decrease of $25,682,393, or 27.41%, from $93,687,243 for the six months ended April 30, 2012.  The decrease in net sales primarily reflects lower coffee prices as well as reduced volumes of wholesale green coffee sales and a more normalized rate of sales recorded in the first quarter of 2013.

Cost of sales for the three months ended April 30, 2013 was $35,301,868 or 96.2% of net sales, as compared to $35,701,667 or 96.3% of net sales for the three months ended April 30, 2012.  The decrease in cost of sales reflects lower prices paid for green coffee during this period compared to the same period in 2012.  Cost of sales for the six months ended April 30, 2013 was $62,936,854 or 92.5% of net sales, as compared to $87,853,608 or 93.8% of net sales for the six months ended April 30, 2012.  The decrease in cost of sales reflects lower green coffee prices during the six months as well as a shift in our overall business to a higher percentage of roasted coffee sales which tend to be more profitable on a percentage basis than our green coffee.

Total operating expenses decreased by $10,094, or 0.53%, to $1,894,255 for the three months ended April 30, 2013 as compared to operating expenses of $1,904,349 for the three months ended April 30, 2012.  The decrease in operating expenses was due to a decrease in selling and administrative expense of $10,094. Total operating expenses increased by $58,411, or 1.6%, to $3,790,651 for the six months ended April 30, 2013 as compared to operating expenses of $3,732,240 for the six months ended April 30, 2012.  The increase in operating expenses was due to an increase in selling and administrative expense of $75,632, partially offset by a decrease in officers’ salaries of $17,221.

“We are pleased with our quarterly results as three year lows in the green coffee market continued to provide pressure on our ability to maintain gross margins on our increasing wholesale green coffee business.  In addition, the low commodity prices also continued to provide pressure on our profit margins in both our private label and branded coffee divisions as we increased our promotional activity necessary to remain competitive at the supermarket shelf level.  Falling commodity prices, especially in a short period of time, continue to be a risk in our business.  However, we believe we have managed these conditions well as we maintained our sales and gross margins towards our targeted year-end level of nine percent.  We feel these commodity headwinds are likely to end as coffee prices have well exceeded most targeted levels to the downside and are potentially poised to rise in the second half of 2013.  If they do, we believe our positions in both the green coffee and retail markets will provide us with the opportunity for expanded profits as well as renewed growth in our top line revenues,” said Andrew Gordon, President & CEO.

“In addition, we have launched several new initiatives this quarter which we believe will prove beneficial to our results.  Revenues from our recent licensing arrangement of our Don Manuel Colombian coffee in China along with increased sales of green coffee in China, should add to our profitability and we believe the China market’s potential upside remains both untapped and highly viable. Also, we recently launched our Premier Roasters ™ 100 % Arabica Whole Bean Coffee line packed in composite cans.  These 100 % Arabica products, available in light, medium and dark roasts blends, utilize some of the finest Arabica beans available from Central American harvests.  We believe these new Premier Roasters 100 % Arabica coffees are the most upscale line we have ever offered for the traditional supermarket shelf.  We also believe this new innovative product line, unique to almost all traditional supermarket offerings, will resonate positively with the consumer who is looking for 100 % Arabica Whole Bean product packed in a more sustainable packaging concept than currently available.  The product’s presentation is not only extremely appealing and more creative than traditional bulk offerings seen in most grocery stores; but will also maintain its freshness for an extended period of time because of the packaging, which is a distinct advantage for both the retailer and the end user.  We remain excited and upbeat regarding the overall condition of our business and look forward to generating better and more normalized levels of earnings over the next several quarters,” concluded Mr. Gordon.

 
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The Company’s Dividend Program

As previously announced, the Company’s board of directors has continued to evaluate the Company’s previous dividend program.  Consistent with the Company’s growth strategy, the Company’s board of directors has elected to utilize cash flow to facilitate reinvestment in the Company in lieu of payment of quarterly dividends.  “Given our growth strategy and changes in 2013 tax rates, we believe by reinvesting in the Company, we can better optimize shareholder value,” Mr. Gordon stated.

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.
 
 
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COFFEE HOLDING CO., INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
APRIL 30, 2013 AND OCTOBER 31, 2012
(Unaudited)
   
April 30,
2013
   
October 31,
2012
 
- ASSETS -
 
CURRENT ASSETS:
           
Cash
  $ 7,615,141     $ 7,568,583  
Accounts receivable, net of allowances  and reserves of  $213,674 for 2013 and 2012
    10,726,416       12,633,128  
Inventories
    8,751,842       11,303,581  
Prepaid green coffee
    459,473       150,000  
Prepaid expenses and other current assets
    659,937       704,013  
Prepaid and refundable income taxes
    465,730       62,763  
Deferred income tax, net
    621,267       702,655  
TOTAL CURRENT ASSETS
    29,299,806       33,124,723  
Machinery and equipment, at cost, net of accumulated depreciation of $2,862,195 and  $2,631,468 for 2013 and 2012, respectively
    2,030,872       1,791,754  
Customer list and relationships, net of accumulated amortization of $22,500 and $18,750 for 2013 and 2012, respectively
    127,500       131,250  
Trademarks
    180,000       180,000  
Goodwill
    440,000       440,000  
Equity method investment
    98,913       1,931,931  
Deferred income tax asset
    9,733       -  
Deposits and other assets
    628,119       648,094  
TOTAL ASSETS
  $ 32,814,943     $ 38,247,752  
- LIABILITIES AND STOCKHOLDERS’ EQUITY -
 
CURRENT LIABILITIES:
               
Accounts payable and accrued expenses
  $ 6,753,530     $ 11,769,107  
Line of credit
    -       562,500  
Due to broker
    1,336,834       1,367,389  
Income taxes payable
    370       21,122  
TOTAL CURRENT LIABILITIES
    8,090,734       13,720,118  
                 
Deferred income tax liabilities
    -       32,655  
Deferred rent payable
    174,691       166,668  
Deferred compensation payable
    515,458       528,687  
TOTAL LIABILITIES
    8,780,883       14,448,128  
STOCKHOLDERS’ EQUITY:
               
Coffee Holding Co., Inc. stockholders’ equity:
               
  Preferred stock, par value $.001 per share; 10,000,000 shares authorized; no shares issued and outstanding
    -       -  
  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       15,904,109  
  Retained earnings
    8,133,893       7,979,247  
  Less: Treasury stock, 84,007 common shares, at cost for 2012 and 2011
    (272,133 )     (272,133 )
Total Coffee Holding Co., Inc. Stockholders’ Equity
    23,772,325       23,617,679  
Non-controlling interest
    261,735       181,945  
  TOTAL EQUITY
    24,034,060       23,799,624  
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
  $ 32,814,943     $ 38,247,752  
 
 
 
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COFFEE HOLDING CO., INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

             
   
Six Months Ended
April 30,
   
Three Months Ended
April 30,
 
   
2013
   
2012
   
2013
   
2012
 
NET SALES
  $ 68,004,850     $ 93,687,243     $ 36,686,047     $ 37,085,559  
                                 
COST OF SALES (including $18.4 and $17.5 million of related party costs for the six months ended April 30, 2013 and 2012, respectively. Including $8.7 and $7.0 million for the three months ended April 30, 2013 and 2012, respectively.)
    62,936,854       87,853,608       35,301,868       35,701,667  
                                 
GROSS PROFIT
    5,067,996       5,833,635       1,384,179       1,383,892  
                                 
OPERATING EXPENSES:
                               
Selling and administrative
    3,519,614       3,443,982       1,753,155       1,763,249  
Officers’ salaries
    271,037       288,258       141,100       141,100  
TOTAL
    3,790,651       3,732,240       1,894,255       1,904,349  
                                 
INCOME (LOSS) FROM OPERATIONS
    1,277,345       2,101,395       (510,076     (520,457
                                 
OTHER INCOME (EXPENSE)
                               
Interest income
    17,805       18,641       10,226       4,758  
Loss from equity method investment
    (105,046     (31,098     (609     (10,961
Interest expense
    (60,779 )     (106,532 )     (22,379 )     (40,803 )
TOTAL
    (148,020 )     (118,989 )     (12,762 )     (47,006 )
                                 
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES AND NON-CONTROLLING INTEREST IN SUBSIDIARY
    1,129,325       1,982,406       (522,838     (567,463
                                 
Provision (benefit) for income taxes
    507,510       730,813       (127,974 )     (233,687 )
                                 
NET INCOME (LOSS) BEFORE NON-CONTROLLING INTEREST IN SUBSIDIARY
    621,815       1,251,593       (394,864     (333,776
Less: Net (income) attributable to the non-controlling interest
    (79,790 )     (43,495 )     (648 )     (36,471 )
                                 
NET INCOME (LOSS) ATTRIBUTABLE TO COFFEE HOLDING CO., INC.
  $ 542,025     $ 1,208,098     $ (395,512   $ (370,247
                                 
Basic earnings (loss) per share
  $ .09     $ .19     $ (.06   $ (.06
Diluted earnings (loss) per share
  $ .08     $ .18     $ (.06   $ (.06
Dividends declared per share
  $ .06     $ .06     $ .00     $ .03  
                                 
Weighted average common shares outstanding:
                               
Basic
    6,372,309       6,372,309       6,372,309       6,372,309  
Diluted
    6,639,309       6,644,309       6,372,309       6,372,309  
 
 
 
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COFFEE HOLDING CO., INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED APRIL 30, 2013 AND 2012
(Unaudited)

   
2013
   
2012
 
OPERATING ACTIVITIES:
           
Net income
  $ 621,815     $ 1,251,593  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Depreciation and amortization
    234,476       223,398  
Unrealized gain on commodities
    (30,555 )     (1,296,613 )
Loss on equity method investment
    989       31,098  
Loss on disposition of equity method investment
    104,057          
Deferred rent
    8,023       9,874  
Deferred income taxes
    39,000       493,000  
Changes in operating assets and liabilities:
               
Accounts receivable
    1,906,712       6,386,652  
Inventories
    3,055,239       1,482,771  
Prepaid expenses and other current assets
    44,076       68,534  
Prepaid green coffee
    (309,473 )     338,471  
Prepaid and refundable income taxes
    (402,967 )     (123,219 )
Accounts payable and accrued expenses
    (4,023,176 )     (6,428,912 )
Deposits and other assets
    6,746       9,746  
Income taxes payable
    (20,752 )     (100 )
Net cash provided by operating activities
    1,234,210       2,446,293  
                 
INVESTING ACTIVITIES:
               
Purchase of equity method investment
    -       (2,000,000 )
Proceeds from disposition of equity method investment
    232,069       -  
Purchases of machinery and equipment
    (469,844 )     (188,640 )
Net cash used in investing activities
    (237,775 )     (2,188,640 )
                 
FINANCING ACTIVITIES:
               
Advances under bank line of credit
    3,466,969       90,112,780  
Principal payments under bank line of credit
    (4,029,469 )     (91,795,389 )
Payment of dividend
    (387,377 )     (387,378 )
Net cash used in financing activities
    (949,877 )     (2,069,987 )
                 
                 
NET INCREASE (DECREASE) IN CASH
    46,558       (1,812,334 )
                 
CASH, BEGINNING OF PERIOD
    7,568,583       4,244,335  
                 
CASH, END OF PERIOD
  $ 7,615,141     $ 2,432,001  
                 
SUPPLEMENTAL DISCLOSURE OF CASH FLOW DATA:
               
Interest paid
  $ 64,177     $ 121,872  
Income taxes paid
  $ 477,991     $ 343,805  

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