10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

(Mark One)

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July 1, 2018

OR

[  ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

COMMISSION FILE NUMBER 000-51254

Parks! America, Inc.

(Exact Name of small business issuer as specified in its charter)

Nevada	91-0626756
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

1300 Oak Grove Road

Pine Mountain, GA 31822

(Address of principal executive offices) (Zip Code)

Issuer's telephone Number: (706) 663-8744

Indicate by check mark whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [   ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Date File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [X] No [   ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	[   ]	Accelerated filer	[   ]
Non-accelerated filer	[   ] (Do not check if a smaller reporting company)	Smaller reporting company	[X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [   ] No [X]

As of August 6, 2018, the issuer had 74,721,537 outstanding shares of Common Stock.

1

Table of Contents

PARKS! AMERICA, INC and SUBSIDIARIES

INDEX

		Page
	PART I. FINANCIAL INFORMATION:
Item 1.	Unaudited Consolidated Financial Statements
	Consolidated Balance Sheets – July 1, 2018 and October 1, 2017	3
	Consolidated Statements of Operations – Three months and nine months ended July 1, 2018 and July 2, 2017	4
	Consolidated Statement of Changes in Stockholders’ Equity – nine months ended July 1, 2018 and year ended October 1, 2017	5
	Consolidated Statements of Cash Flows – Nine months ended July 1, 2018 and July 2, 2017	6
	Notes to the Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	21
Item 4	Controls and Procedures	21
	PART II. OTHER INFORMATION:
Item 1.	Legal Proceedings	21
Item 1A.	Risk Factors	22
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	24
Item 3.	Defaults Upon Senior Securities	24
Item 4.	Mine Safety Disclosures	24
Item 5.	Other Information	24
Item 6.	Exhibits	24
Signatures		25

2

PARKS! AMERICA, INC. and SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

As of July 1, 2018 and October 1, 2017

		July 1, 2018		October 1, 2017
ASSETS
Cash		$	3,186,874	$	3,204,043
Inventory		222,058		157,320
Prepaid expenses		156,771		309,626
	Total current assets	3,565,703		3,670,989
Property and equipment, net		6,694,802		6,464,850
Intangible assets, net		1,600		2,200
Deferred tax asset		-		160,355
Other assets		12,050		9,199
	Total assets	$	10,274,155	$	10,307,593
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Accounts payable		$	21,240	$	137,717
Other current liabilities		264,417		281,155
Current portion of long-term debt, net		94,287		111,496
	Total current liabilities	379,944		530,368
Long-term debt, net		2,635,841		2,990,417
	Total liabilities	3,015,785		3,520,785
Stockholders’ equity
Common stock; 300,000,000 shares authorized,
	at $.001 par value; 74,721,537 and 74,671,537
	shares issued and outstanding, respectively	74,721		74,671
Capital in excess of par		4,837,116		4,825,666
Treasury stock		(3,250)		(3,250)
Retained earnings		2,349,783		1,889,721
Total stockholders’ equity		7,258,370		6,786,808
Total liabilities and stockholders’ equity		$	10,274,155	$	10,307,593

The accompanying notes are an integral part of these consolidated financial statements.

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PARKS! AMERICA, INC. and SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

For the Three Months and Nine Months Ended July 1, 2018 and July 2, 2017

	For the three months ended				For the nine months ended
	July 1, 2018		July 2, 2017		July 1, 2018		July 2, 2017
Net sales	$	2,035,839	$	2,110,476	$	3,912,058		$	4,259,657
Sale of animals	7,125		4,027		71,355		74,134
Total net sales	2,042,964		2,114,503		3,983,413		4,333,791
Cost of sales	213,506		189,151		447,229		440,245
Selling, general and administrative	839,027		808,363		2,354,232		2,226,862
Depreciation and amortization	97,450		89,450		288,850		268,350
(Gain) loss on disposal of operating assets, net	-		-		25,303		(309)
Income from operations	892,981		1,027,539		867,799		1,398,643
Other income (expense), net	4,938		82,472		13,792		87,131
Write-off of loan fees - prepayment	-		-		(12,495)		-
Interest expense	(52,497)		(49,799)		(152,013)		(150,819)
Income before income taxes	845,422		1,060,212		717,083		1,334,955
Income tax provision	215,823		406,000		257,021		510,000
Net income	$	629,599	$	654,212	$	460,062		$	824,955
Income per share - basic and diluted	$	0.01	$	0.01	$	0.01		$	0.01
Weighted average shares
outstanding (in 000's) - basic and diluted	74,721		74,674		74,703		74,632

The accompanying notes are an integral part of these consolidated financial statements.

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PARKS! AMERICA, INC. and SUBSIDIARIES

CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)

For the Nine Months Ended July 1, 2018 and Year Ended October 1, 2017

					Capital in		Treasury		Retained
		Shares	Amount		Excess of Par		Stock		Earnings		Total
Balance at October 2, 2016		74,531,537	$	74,531	$	4,809,606	$	(3,250)	$	629,067	$	5,509,954
Issuance of common stock to Directors		150,000	150		16,050		-		-		16,200
Common stock returned to the Company
	in conjunction with a legal settlement	(10,000)	(10)		10		-		-		-
Net income for the year
	ended October 1, 2017	-	-		-		-		1,260,654		1,260,654
Balance at October 1, 2017		74,671,537	74,671		4,825,666		(3,250)		1,889,721		6,786,808
Issuance of common stock to Directors		50,000	50		11,450		-		-		11,500
Net income for the nine months
	ended July 1, 2018	-	-		-		-		460,062		460,062
Balance at July 1, 2018		74,721,537	$	74,721	$	4,837,116	$	(3,250)	$	2,349,783	$	7,258,370

The accompanying notes are an integral part of these condensed financial statements.

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PARKS! AMERICA, INC. and SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

For the Nine Months Ended July 1, 2018 and July 2, 2017

			For the nine months ended
			July 1, 2018		July 2, 2017
OPERATING ACTIVITIES:
Net income			$	460,062	$	824,955
Reconciliation of net income to net cash
provided by operating activities:
	Depreciation and amortization expense		288,850		268,350
	Interest expense - loan fee amortization		7,311		7,806
	Write-off of loan fees - prepayment		12,495		-
	(Gain) loss on disposal of assets		25,303		(309)
	Stock-based compensation		11,500		16,200
	Deferred taxes		160,355		401,719
Changes in assets and liabilities
	(Increase) decrease in inventory		(64,738)		(26,000)
	(Increase) decrease in prepaid expenses		152,855		53,694
	Increase (decrease) in accounts payable		(116,477)		18,224
	Increase (decrease) in other current liabilities		(16,738)		124,373
	Increase (decrease) in accrued judgment award		-		(372,416)
		Net cash provided by operating activities	920,778		1,316,596
INVESTING ACTIVITIES:
Acquisition of property and equipment			(549,203)		(390,637)
Proceeds from the disposition of property and equipment			2,847		-
(Increase) decrease in restricted cash			-		456,492
		Net cash provided by (used in) investing activities	(546,356)		65,855
FINANCING ACTIVITIES:
Payments on notes payable			(391,591)		(79,564)
		Net cash used in financing activities	(391,591)		(79,564)
Net increase (decrease) in cash			(17,169)		1,302,887
Cash at beginning of period			3,204,043		1,482,777
Cash at end of period			$	3,186,874	$	2,785,664
Supplemental Cash Flow Information:
Cash paid for interest			$	143,966	$	131,192
Cash paid for income taxes			$	198,792	$	116,770

The accompanying notes are an integral part of these consolidated financial statements.

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PARKS! AMERICA, INC. and SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

July 1, 2018

NOTE 1. ORGANIZATION

Parks! America, Inc. (“Parks” or the “Company”) was originally incorporated on July 30, 1954 as Painted Desert Uranium & Oil Co., Inc. in Washington State. On October 1, 2002, Painted Desert Uranium & Oil Co., Inc. changed its name to Royal Pacific Resources, Inc. and its corporate domicile to the State of Nevada.

On December 19, 2003, Royal Pacific Resources, Inc. acquired the assets of Great Western Parks LLC pursuant to a Share Exchange Agreement that resulted in the Company assuming control and changing the corporate name to Great American Family Parks, Inc. The acquisition was accounted for as a reverse acquisition in which Great Western Parks was considered to be the acquirer of Royal Pacific Resources for reporting purposes. On June 11, 2008, the Company changed its name from Great American Family Parks, Inc. to Parks! America, Inc.

The Company owns and operates through wholly owned subsidiaries two regional theme parks and is in the business of acquiring, developing and operating local and regional theme parks and attractions in the United States. The Company’s wholly owned subsidiaries are Wild Animal Safari, Inc., a Georgia corporation (“Wild Animal – Georgia”) and Wild Animal, Inc., a Missouri corporation (“Wild Animal – Missouri”). Wild Animal – Georgia owns and operates the Wild Animal Safari theme park in Pine Mountain, Georgia (the “Georgia Park”). Wild Animal – Missouri owns and operates the Wild Animal Safari theme park located in Strafford, Missouri (the “Missouri Park”). The Company acquired the Georgia Park on June 13, 2005, and the Missouri Park on March 5, 2008.

The Parks are open year round but experience increased seasonal attendance, typically beginning in the latter half of March through early September. On a combined basis, net sales for the third and fourth quarter of the last two fiscal years represented approximately 64% to 67% of annual net sales.

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation: The Company’s unaudited consolidated financial statements for the three months and nine months ended July 1, 2018 and July 2, 2017 are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company believes that the disclosures made are adequate to make the information presented not misleading. The information reflects all adjustments that, in the opinion of management, are necessary for a fair presentation of the financial position and results of operations for the periods set forth herein. In the opinion of management interim results reflect all normal and recurring adjustments, and are not necessarily indicative of the results for a full fiscal year.

These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended October 1, 2017.

Principles of Consolidation: The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries (Wild Animal – Georgia and Wild Animal – Missouri). All material inter-company accounts and transactions have been eliminated in consolidation.

Accounting Method: The Company recognizes income and expenses based on the accrual method of accounting.

Estimates and Assumptions: Management uses estimates and assumptions in preparing financial statements in accordance with GAAP. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were assumed in preparing these financial statements.

Fiscal Year End: The Company’s fiscal year-end is the Sunday closest to September 30, and its quarterly close dates are also determined by the Sunday closest to the end of each quarterly reporting period. For the 2018 fiscal year, September 30 will be the closest Sunday, and for the 2017 fiscal year, October 1 was the closest Sunday. Both fiscal years will be comprised of 52-weeks. This fiscal calendar aligns the Company’s fiscal periods more closely with the seasonality of its business. The high season typically ends after the Labor Day holiday weekend. The period from October through early March is geared towards maintenance and preparation for the next busy season, which typically begins at Spring Break and runs through Labor Day.

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PARKS! AMERICA, INC. and SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

July 1, 2018

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Reclassifications: Certain accounts and financial statement captions in the prior periods have been reclassified to conform to the current period financial statements.

Financial and Concentrations Risk: The Company does not have any concentration or related financial credit risks. The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured limits.

Trade Accounts Receivable: The theme parks are a payment upfront business; therefore, the Company typically carries little or no accounts receivable. The Company had no accounts receivable as of July 1, 2018 and October 1, 2017, respectively.

Inventory: Inventory consists of gift shop items, animal food, concession and park supplies, and is stated at the lower of cost or market. Cost is determined on the first-in, first-out method. Inventories are reviewed and reconciled annually, because inventory levels turn over rapidly.

Property and Equipment: Property and equipment is stated at cost. Depreciation is computed on the straight-line method over the estimated useful lives of the assets, which range from three to thirty-nine years. A summary is included below.

	July 1, 2018		October 1, 2017		Depreciable Lives
Land	$	2,507,180	$	2,507,180	not applicable
Ground improvements	981,782		935,904		7-25 years
Buildings and structures	2,900,018		2,891,668		10-39 years
Animal shelters and habitats	1,370,369		1,330,653		10-39 years
Park animals	961,559		741,894		5-10 years
Equipment - concession and related	212,831		209,665		3-15 years
Equipment and vehicles - yard and field	570,267		541,703		3-15 years
Vehicles - buses and rental	232,963		200,764		3-5 years
Rides and entertainment	189,038		180,466		5-7 years
Furniture and fixtures	60,485		60,485		5-10 years
Projects in process	128,643		-
Property and equipment, cost	10,115,135		9,600,382
Less accumulated depreciation	(3,420,333)		(3,135,532)
Property and equipment, net	$	6,694,802	$	6,464,850

Intangible assets: Intangible assets consist of franchising fees, which are reported at cost and are being amortized over a period of 60 months.

Impairment of Long-Lived Assets: The Company reviews its major assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If an asset is considered impaired, then impairment will be recognized in an amount determined by the excess of the carrying amount of the asset over its fair value.

Other Current Liabilities: The following is a breakdown of other current liabilities:

	July 1, 2018		October 1, 2017
Accrued wages and payroll taxes	$	44,517	$	22,644
Deferred revenue	60,178		47,607
Accrued sales taxes	53,267		32,865
Accrued property taxes	27,600		37,557
Accrued income taxes	-		62,650
Other accrued liabilities	78,855		77,832
Other current liabilities	$	264,417	$	281,155

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PARKS! AMERICA, INC. and SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

July 1, 2018

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Financial Instruments: The carrying amounts of financial instruments are considered by management to be their estimated fair values due to their short-term maturities. Securities that are publicly traded are valued at their fair market value as of the balance sheet date presented.

Revenue Recognition: The Company’s major source of income is from theme park admissions. Theme park revenues from admission fees are generally recognized upon receipt of payment at the time of the customers’ visit to the parks. Theme park revenues from advance online ticket purchases are deferred until the customers’ visit to the parks. Short-term seasonal passes are sold primarily during the spring and summer seasons, are negligible to our results of operations and are not material. The Company periodically sells surplus animals created from the natural breeding process that occurs within the parks. All animal sales are reported as a separate revenue line item.

Advertising and Market Development: The Company expenses advertising and marketing costs as incurred.

Stock Based Compensation: The Company recognizes compensation costs on a straight-line basis over the requisite service period associated with the grant. No activity has occurred in relation to stock options during any period presented. The Company awards shares of its common stock to members of its Board of Directors for service on the Board. The shares issued to the Board are “restricted” and are not to be re-sold unless an exemption from registration is available, such as the exemption afforded by Rule 144 promulgated under the Securities Act of 1933, as amended (the “Securities Act”). The Company recognizes the expense based on the fair market value at time of the grant. Each director is typically granted 25,000 restricted shares or the cash equivalent annually, usually toward the end of the calendar year.

Income Taxes: The Company utilizes the asset and liability method of accounting for income taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting basis and the tax basis of the assets and liabilities, and are measured using the enacted tax rates and laws. Management periodically reviews the Company’s deferred tax assets to determine whether their value can be realized based on available evidence. A valuation allowance is established when management believes it is more likely than not, that such tax benefits will not be realized. Changes in valuation allowances from period to period are included in the Company’s income tax provision in the period of change.

On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted into federal law, which includes significant changes to the U.S. corporate federal tax code. Among other changes, the Tax Act lowered the U.S. statutory corporate federal income tax rate from 35% to 21%. As the Company’s 2018 fiscal year end falls on September 30, the U.S. statutory federal income tax rate for its 2018 fiscal year will be a blended rate of 24.5%, with the statutory rate of 21% applicable for its fiscal years beginning with 2019. See “NOTE 8. INCOME TAXES” for additional information.

Basic and Diluted Net Income (Loss) Per Share: Basic net income (loss) per share amounts are computed based on the weighted average number of shares actually outstanding. Diluted net income (loss) per share amounts are computed using the weighted average number of common shares and common equivalent shares outstanding as if shares had been issued on the exercise any common share rights unless the exercise becomes anti-dilutive and then only the basic per share amounts are shown in the report.

Basic and diluted net income (loss) per share is computed by dividing net income (loss) available to common stockholders by the applicable weighted average number of common shares outstanding in each period.

Dividend Policy: The Company has not yet adopted a policy regarding payment of dividends.

Recent Accounting Pronouncements: The Company does not expect recently issued accounting standards or interpretations to have a material impact on the Company’s financial position, results of operations, cash flows or financial statement disclosures.

9

PARKS! AMERICA, INC. and SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

July 1, 2018

NOTE 3. RESTRICTED CASH

As more fully described in “NOTE 9. COMMITMENTS AND CONTINGENCIES” herein, on November 8, 2016, the Company paid out $372,416 of restricted cash, which had been supported by a bank letter of credit totaling $456,492, as a final resolution of a legal judgment and settlement. As a result, the balance of the bank letter of credit, net of fees, was no longer restricted and on November 17, 2016 approximately $79,300 was returned to the Company as unrestricted funds.

NOTE 4. LONG-TERM DEBT

On January 9, 2013, the Company completed a refinancing transaction (the “2013 Refinancing Loan”) with Synovus Bank, f/k/a Commercial Bank & Trust Company of Troup County (“Synovus”) as lender. The 2013 Refinancing Loan was for a principal amount of $3,752,000 and has a 20-year term. The 2013 Refinancing Loan is secured by substantially all the assets of the Company and its wholly owned subsidiaries. The 2013 Refinancing Loan bears interest at the rate of Prime Rate plus 2.50%, resulting in a rate of 5.75% during the first five years of the loan term. Thereafter, the interest rate will be re-priced every five years based on the then-Prime Rate plus 2.50%, as a result the interest rate was reset to 7.00% effective January 9, 2018. During the first four months following the closing of the 2013 Refinancing Loan the Company made interest-only payments. The closing costs for the 2013 Refinancing Loan totaled $175,369.

On December 13, 2017, the Company made a partial prepayment of $300,000 against the 2013 Refinancing Loan. As a result of this prepayment, the Company wrote-off $12,495 of the 2013 Refinancing Loan closing costs, leaving $122,911 of 2013 Refinancing Loan closing costs to be amortized over its remaining 15-year term. The minimum required monthly payment is approximately $25,800 for the next five years of the 2013 Refinancing Loan term, commencing in February 2018.

Interest expense of $52,497 and $49,799 for the three month period ended July 1, 2018 and July 2, 2017, respectively, includes $2,437 and $2,602 of amortization of debt closing costs, respectively. Interest expense of $152,013 and $150,819 for the nine month period ended July 1, 2018 and July 2, 2017, respectively, includes $7,311 and $7,806 of amortization of debt closing costs, respectively.

		As of
		July 1, 2018		October 1, 2017
2013 Refinancing Loan principal outstanding		$	2,848,165	$		3,239,756
Less: unamortized debt closing costs		(118,037)		(137,843)
Gross long-term debt		2,730,128		3,101,913
Less current portion of long-term debt,
	net of unamortized debt closing costs	(94,287)		(111,496)
Long-term debt		$	2,635,841	$	2,990,417

As of July 1, 2018, the scheduled future principal maturities by fiscal year are as follows:

2018	$	18,423
2019	115,157
2020	123,481
2021	132,408
2022	141,980
thereafter	2,316,716
Total	$	2,848,165

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PARKS! AMERICA, INC. and SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

July 1, 2018

NOTE 4. LONG-TERM DEBT (CONTINUED)

Subsequent to the period covered in this report, on July 11, 2018, the Company, through its wholly owned subsidiary Wild Animal – Georgia, completed a refinancing transaction (the “2018 Refinancing”) with Synovus. The 2018 Refinancing included a term loan in the original principal amount of $1,600,000 (the “2018 Term Loan”). The 2018 Term Loan bears interest at a rate of 5.0% per annum and is payable in monthly payments of approximately $22,672, based on a seven year amortization period. The 2018 Term Loan has a maturity date of June 11, 2021, with an option to renew at 5.0% per annum for an additional 49 month term. The 2018 Term Loan is secured by a security deed on the assets of Wild Animal – Georgia. The Company used the proceeds of the 2018 Term Loan, along with available cash of approximately $1,250,000, to refinance the then outstanding balance of the 2013 Refinancing Loan. The Company paid a total of approximately $12,000 in fees and expenses in connection with the 2018 Refinancing. As a result of the 2018 Refinancing, the unamortized 2013 Refinancing Loan debt closing costs of $118,307 will be expensed during the three months ending September 30, 2018.

NOTE 5. LINES OF CREDIT

The Company maintains a $350,000 line of credit loan (the “2013 LOC”) from Synovus for working capital purposes. The 2013 LOC has an initial term of seven years, ending on January 8, 2020, and is subject to the satisfactory performance by the Company. The 2013 LOC interest rate is tied to the prime rate and was 7.00% as of July 1, 2018, with a minimum rate of 5.25%. The closing costs for the 2013 LOC totaled $11,482 and are being amortized over the initial seven-year term of the loan. As of July 1, 2018 and October 1, 2017, respectively, there was no outstanding balance against the 2013 LOC. When applicable, all advances on the Company’s 2013 LOC are recorded as current liabilities.

Subsequent to the period covered in this report, on July 11, 2018, the Company, through its wholly owned subsidiary Wild Animal – Georgia completed a refinancing transaction (the “2018 Refinancing”) with Synovus. The 2018 Refinancing included a line of credit of up to $350,000 (the “2018 LOC”). The 2018 LOC bears interest at a rate of 4.75% and interest only payments are due monthly. The 2018 LOC is secured by a security deed on the assets of Wild Animal – Georgia. The 2018 LOC matures on July 11, 2021, with an option to renew for an additional three-year term. If necessary, the Company will utilize the 2018 LOC to fund seasonal working capital needs. Through the date of this report, there have been no borrowings under the 2018 LOC.

NOTE 6. STOCKHOLDERS’ EQUITY

Shares of common stock issued for service to the Company are valued based on market price on the date of issuance.

On December 20, 2017, the Company declared its annual award to five Directors for their service on the Board of Directors. Each director was awarded 25,000 shares at $0.230 per share or the cash equivalent of $5,750. Three directors elected to receive their award in cash and two directors elected to receive shares of the Company’s common stock. The total award cost of $28,750 was reported as an expense in the first quarter of the 2018 fiscal year, and the Company subsequently distributed each award on January 9, 2018.

On December 20, 2016, the Company awarded a total of 150,000 shares of its common stock to six Directors for their service on the Board of Directors at a fair market value of $0.108 per share or $16,200, which was reported as an expense in the first quarter of the 2017 fiscal year.

Officers, Directors and their controlled entities own approximately 51.8% of the outstanding common stock of the Company as of July 1, 2018.

NOTE 7. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES

Employment Agreements:

Effective June 1, 2009, the Company entered into an employment agreement with Dale Van Voorhis (the “2009 Van Voorhis Employment Agreement”) to serve as the Company’s Chief Operating Officer. Effective January 27, 2011, Mr. Van Voorhis was appointed as the Company’s Chief Executive Officer. Effective June 1, 2018, the Company and Mr. Van Voorhis entered into the “2018 Van Voorhis Employment Agreement”. Pursuant to the 2018 Van Voorhis Employment Agreement, Mr. Van Voorhis receives an initial base annual compensation in the amount of $90,000 per year, subject to annual review by the Board of Directors. The 2018 Van Voorhis Employment Agreement has a term of two years and entitles Mr. Van Voorhis to participate in any deferred compensation plan the Company may adopt during the term of his employment with the Company.

11

PARKS! AMERICA, INC. and SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

July 1, 2018

NOTE 7. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES (CONTINUED)

On April 1, 2008, the Company entered into an employment agreement with Jim Meikle (the “2008 Meikle Employment Agreement”) pursuant to which Mr. Meikle was hired to serve as the President and Chief Executive Officer of each of the Company’s wholly owned subsidiaries. Effective January 27, 2011, Mr. Meikle was appointed as the Company’s Chief Operating Officer. Effective April 1, 2017, the Company and Mr. Meikle entered into the “2017 Meikle Employment Agreement”. Pursuant to the 2017 Meikle Employment Agreement, Mr. Meikle receives an initial base annual compensation in the amount of $135,000 per year, subject to annual review by the Board of Directors. The 2017 Meikle Employment Agreement has a term of two years and entitles Mr. Meikle to participate in any deferred compensation plan the Company may adopt during the term of his employment with the Company.

Effective April 2, 2014, the Company entered into an employment agreement with Todd R. White (the “White Employment Agreement”) to serve as the Company’s Chief Financial Officer. Pursuant to the White Employment Agreement, Mr. White received an initial base annual compensation of $50,000 per year, subject to annual review by the Board of Directors. Mr. White also received a $10,000 signing bonus. Effective April 2, 2015, Mr. White’s annual base compensation was increased to $60,000. The White Employment Agreement has a term of five years and entitles Mr. White to participate in any deferred compensation plan the Company may adopt during the term of his employment with the Company.

Effective May 1, 2018, the Company entered into an employment agreement with Michael D. Newman (the “Newman Employment Agreement”) to serve as the Company’s Vice President of Safari Operations. Mr. Newman has been the general manager of Wild Animal – Georgia since February 2011. Pursuant to the Newman Employment Agreement, Mr. Newman received an initial base annual compensation of $95,000 per year, subject to annual review by the Board of Directors. Mr. Newman also received a $5,000 signing bonus. The Newman Employment Agreement has a term of five years and entitles Mr. Newman to participate in any deferred compensation plan the Company may adopt during the term of his employment with the Company.

Each of the foregoing employment agreements contains provisions for severance compensation in the event an agreement is (i) terminated early by the Company without cause ($545,000 in aggregate) or (ii) in the event of a change in control of the Company ($495,000 in aggregate).

NOTE 8. INCOME TAXES

On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted into federal law, which includes significant changes to the U.S. corporate federal tax code. Among other changes, the Tax Act lowered the U.S. statutory corporate federal income tax rate from 35% to 21% effective January 1, 2018. As the Company’s 2018 fiscal year end falls on September 30, the U.S. statutory federal income tax rate for its 2018 fiscal year will be a blended rate of 24.5%, with the statutory rate of 21% applicable for its fiscal years beginning with 2019.

As of October 1, 2017, the Company had a net deferred tax asset of $160,355, primarily associated with its remaining cumulative federal net operating loss carry-forward. For the nine month period ended July 1, 2018, the Company recognized a one-time net deferred tax charge of $66,855, of which $36,595 was associated with the revaluation of its net deferred tax liability at its 2018 fiscal year blended federal income tax rate. The remaining net deferred tax charge of $30,260 was associated with a reassessment of the Company’s remaining cumulative federal net operating loss carry-forward.

For the nine month period ended July 1, 2018, the Company reported pre-tax income of $717,083. For the fiscal year ending September 30, 2018 the Company expects to generate pre-tax income and to record a tax provision at a blended effective federal and state income tax rate of approximately 29.2%. As such, the Company recorded a net income tax provision of $257,021 for the nine month period ended July 1, 2018.

The Company’s remaining cumulative federal net operating loss carry-forward was approximately $382,000 at October 1, 2017 and will expire beginning in the year 2026. For the fiscal year ending September 30, 2018 the Company expects to utilize all of its remaining federal net tax operating loss carry-forwards to offset a portion of the regular federal cash tax due for its 2018 fiscal year.

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PARKS! AMERICA, INC. and SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

July 1, 2018

NOTE 9. COMMITMENTS AND CONTINGENCIES

As of March 30, 2017, the Company entered into a settlement and release agreement (the “Eastland Settlement Agreement”) with Larry Eastland, the Company’s former President and CEO and certain parties affiliated with Mr. Eastland (collectively the “Eastland Defendants”) thereby bringing to a close litigation commenced by the Company in September of 2009 and identified as Parks! America, Inc. vs. Eastland; et al., Case No. 09-A-599668 in the Eighth Judicial District Court of the State of Nevada. Prior to that, in November of 2016, the Company reached a settlement with Stanley Harper and Computer Contact Service, Inc., an entity controlled by Mr. Harper (together the “Harper Defendants”) who were also defendants in that case. As a result, this litigation was terminated. The Harper Defendants received $372,416, inclusive of additional attorney’s fees, costs and interest (the “Harper Judgment Award”), which was paid on November 8, 2016. The Eastland Defendants agreed to make a settlement payment to the Company of $80,000 and assign 10,000 shares of the Company’s common stock, beneficially owned by one of the Eastland Defendants, to the Company (the “Settlement Shares”). Furthermore, the Company consented to the sale of 10,010,000 shares of common stock beneficially owned by the Eastland Defendants to Nicholas Parks (the “NP Transaction”). On April 20, 2017, the Company received the $80,000 settlement payment and the Settlement Shares. A Stipulation and Order to Dismiss the Litigation with Prejudice was filed on April 24, 2017. As part of the NP Transaction, the Company entered into a Settlement Agreement and Release with Nicholas Parks, dated as of March 30, 2017 (the “NP Settlement Agreement”). As a result of the NP Transaction, Nicholas Parks holds shares representing approximately 13.4% of the outstanding common stock of the Company.

Except as described above, the Company is not a party to any pending legal proceeding, nor is its property the subject of a pending legal proceeding, that is not in the ordinary course of business or otherwise material to the financial condition of its business. None of the Company’s directors, officers or affiliates is involved in a proceeding adverse to its business or has a material interest adverse to its business.

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PARKS! AMERICA, INC. and SUBSIDIARIES

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

July 1, 2018

NOTE 10. BUSINESS SEGMENTS

The Company manages its operations on an individual location basis. Discrete financial information is maintained for each Park and provided to management for review and as a basis for decision-making. The primary performance measures used to allocate resources are Park earnings before interest and tax expense, and free cash flow.

The following tables present financial information regarding each of the Company’s reportable segments:

		For the three months ended				For the nine months ended
		July 1, 2018		July 2, 2017		July 1, 2018		July 2, 2017
Total net sales:
	Georgia	$	1,746,883	$	1,766,845	$	3,463,315	$	3,715,226
	Missouri	296,081		347,658		520,098		618,565
	Consolidated	$	2,042,964	$	2,114,503	$	3,983,413	$	4,333,791
Income (loss) before income taxes:
	Georgia	$	1,011,648	$	1,134,511	$	1,542,027	$	2,078,277
	Missouri	9,606		42,034		(208,160)		(97,429)
	Segment total	1,021,254		1,176,545		1,333,867		1,980,848
	Corporate	(128,273)		(149,006)		(466,068)		(582,205)
	Other income (expense), net	4,938		82,472		13,792		87,131
	Write-off of loan fees - prepayment	-		-		(12,495)		-
	Interest expense	(52,497)		(49,799)		(152,013)		(150,819)
	Consolidated	$	845,422	$	1,060,212	$	717,083	$	1,334,955

		As of
		July 1, 2018			October 1, 2017
Total assets:
	Georgia	$		7,504,413	$	7,206,865
	Missouri	2,514,636			2,714,869
	Corporate	255,106			385,859
	Consolidated	$	10,274,155		$	10,307,593

NOTE 11. SUBSEQUENT EVENTS

In accordance with ASC 855-10, except as noted in “NOTE 4. LONG-TERM DEBT” and “NOTE 5. LINES OF CREDIT”, the Company has analyzed its operations subsequent to July 1, 2018 to the date these financial statements were issued and has determined that it does not have any material subsequent events to disclose in these unaudited consolidated financial statements.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS

Management’s discussion and analysis of results of operations and financial condition (“MD&A”) is a supplement to the accompanying unaudited consolidated financial statements and provides additional information on the Company’s businesses, current developments, financial condition, cash flows and results of operations. The following discussion should be read in conjunction with our unaudited consolidated financial statements and notes thereto included elsewhere in this Quarterly Report on Form 10-Q (this “Quarterly Report”) and with our Annual Report on Form 10-K for the fiscal year ended October 1, 2017.

Forward-Looking Statements

Except for the historical information contained herein, this Quarterly Report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements involve risks and uncertainties, including, among other things, statements concerning: our business strategy; liquidity and capital expenditures; future sources of revenues and anticipated costs and expenses; and trends in industry activity generally. Such forward-looking statements include, among others, those statements including the words such as "may," "will," "should," "expect," "plan," "could," "anticipate," "intend," "believe," "estimate," "predict," "potential," "goal," or "continue" or similar language or by discussions of our outlook, plans, goals, strategy or intentions.

Our actual results may differ significantly from those projected in the forward-looking statements. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including, but not limited to, the risks outlined under "RISK FACTORS" in this Quarterly Report, that may cause our actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. For example, assumptions that could cause actual results to vary materially from future results include, but are not limited to: competition from other parks, weather conditions during our primary tourist season, the price of animal feed and the price of gasoline. Although we believe that the expectations reflected in these forward-looking statements are based on reasonable assumptions, we cannot guarantee future results, levels of activity, performance or achievements.

The forward-looking statements we make in this Quarterly Report are based on management’s current views and assumptions regarding future events and speak only as of the date of this report. We assume no obligation to update any of these forward-looking statements to reflect actual results, changes in assumptions or changes in other factors affecting these forward-looking statements, except as required by applicable law, including the securities laws of the United States and the rules and regulations of the Securities and Exchange Commission.

Overview

Through our wholly owned subsidiaries, we own and operate two regional theme parks and are in the business of acquiring, developing and operating local and regional theme parks and attractions in the United States. Our wholly owned subsidiaries are Wild Animal Safari, Inc., a Georgia corporation (“Wild Animal – Georgia”) and Wild Animal, Inc., a Missouri corporation (“Wild Animal – Missouri”). Wild Animal – Georgia owns and operates the Wild Animal Safari theme park in Pine Mountain, Georgia (the “Georgia Park”). Wild Animal – Missouri owns and operates the Wild Animal Safari theme park located in Strafford, Missouri (the “Missouri Park”).

Our Parks are open year round but experience increased seasonal attendance, typically beginning in the latter half of March through early September. On a combined basis, net sales for the third and fourth quarter of our last two fiscal years represented approximately 64% to 67% of annual net sales.

Through our fiscal year ended October 1, 2017, our annual net sales, adjusted income before income taxes and net cash provided by operating activities have improved significantly in each of the past four fiscal years. These improvements are primarily attributable to a combination of increased attendance revenues and strong operating cost controls. Our Georgia Park in particular has benefitted from several positive factors including strong and stable management, the addition of online ticket sales in June 2015, growth and positive economic conditions in the greater Atlanta area, as well as positive guest perceptions of this Park. We are committed to leveraging the strong operating model we have established at our Georgia Park, with a focus on increasing attendance, as well as increasing the average revenue generated per guest visit via concession and gift shop revenues.

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Among our highest priorities is the continued improvement of the operating performance and profit at our Missouri Park. Since we acquired our Missouri Park in March 2008, we have worked to upgrade the Park’s physical facilities and dramatically improve its concessions. We will continue to focus our efforts to promote our Missouri Park and make additional improvements as our capital budget allows. We expect that over the course of several years these efforts will ultimately yield favorable results.

On January 9, 2013, we completed a $3,752,000 loan transaction (the “2013 Refinancing Loan”), the proceeds of which were used primarily to refinance the Company’s then-outstanding debt and fund $230,000 of new construction and renovations at our Parks. Over the last five fiscal years, the Refinancing Loan lowered our annual debt service payments by approximately $170,000, freeing up cash flow to fund operations and capital improvements at our Parks.

On July 11, 2018, we completed a refinancing transaction (the “2018 Refinancing”), which included a term loan in the original principal amount of $1,600,000 (the “2018 Term Loan”). The 2018 Term Loan bears interest at a rate of 5.0% per annum and is payable in monthly payments of approximately $22,672, based on a seven year amortization period. Our improved financial position allowed us to lower our term loan interest rate by 200 basis points. We used the proceeds of the 2018 Term Loan and available cash of approximately $1,250,000 to retire the then outstanding principal balance of the 2013 Refinancing Loan. For more information regarding the 2018 Refinancing see the “Subsequent Events” section herein.

Our business plan includes expansion via the acquisition of additional local or regional theme parks and attractions, if attractive opportunities arise. However, we have not made an acquisition since 2008 and there can be no assurance that we will be successful in acquiring and operating additional local or regional theme parks and attractions. We believe acquisitions, if any, should not unnecessarily encumber the Company with additional debt that cannot be justified by current operations. We may also pursue contract management opportunities for themed attractions owned by third parties. By using a combination of equity, debt and other financing options, we intend to carefully monitor stockholder value in conjunction with the pursuit of growth.

Strong growth in our operating cash flow and the lower annual debt service associated with the 2013 Refinancing Loan have provided us with incremental cash flow margin over the past five fiscal years. However, our current size and operating model leave us little room for error. Any future capital raised by us is likely to result in dilution to existing stockholders. It is possible that cash generated by, or available to, us may not be sufficient to fund our capital and liquidity needs for the near-term.

We manage our operations on an individual location basis. Discrete financial information is maintained for each Park and provided to our corporate management for review and as a basis for decision-making. The primary performance measures used to allocate resources are Park earnings before interest and tax expense, and free cash flow. We use this measure of operating profit to gauge segment performance because we believe this measure is the most indicative of performance trends and the overall earnings potential of each reportable segment.

Results of Operations For the Three Month Period Ended July 1, 2018 as Compared to Three Month Period Ended

July 2, 2017

The following table shows our consolidated and segment operating results for the three month periods ended July 1, 2018 and July 2, 2017:

	Georgia Park					Missouri Park				Consolidated
	Fiscal 2018		Fiscal 2017		Fiscal 2018			Fiscal 2017		Fiscal 2018		Fiscal 2017
Total net sales	$	1,746,883	$	1,766,845	$		296,081	$	347,658	$	2,042,964	$	2,114,503
Segment income from operations	1,011,648		1,134,511		9,606			42,034		1,021,254		1,176,545
Segment operating margin %	57.9%		64.2%		3.2%			12.1%		50.0%		55.6%
Corporate expenses										(128,273)		(149,006)
Other income (expense), net										4,938		82,472
Interest expense										(52,497)		(49,799)
Income before income taxes										$	845,422	$	1,060,212

Total Net Sales

Our total net sales for the three month period ended July 1, 2018 decreased by $71,539, to $2,042,964 versus the three month period ended July 2, 2017. Our Parks’ combined attendance based net sales decreased by $74,637 or 3.5%, while animal sales increased by $3,098.

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Our Georgia Park’s attendance based net sales decreased by $19,976 or 1.1%, while animal sales were essentially flat. Our Missouri Park’s attendance based net sales decreased by $54,661 or 15.7%, and animal sales increased by $3,084.

For the three month period ended July 1, 2018, attendance at our Georgia Park and our Missouri Park decreased by 9.1% and 23.8%, respectively. We believe that higher precipitation levels negatively impacted attendance at each Park during the three month period ended July 1, 2018.

Segment Operating Margin

Our consolidated segment operating margin decreased by $155,291, resulting in segment income from operations of $1,021,254 for the three month period ended July 1, 2018 compared to $1,176,545 for the three month period ended July 2, 2017. Our Georgia Park’s segment operating income was $1,011,648, resulting in a decrease of $122,863, principally as a result of lower attendance based net sales, and higher insurance, compensation and advertising costs, as well as higher cost of sales. Our Missouri Park generated segment operating income of $9,606, resulting in a decrease of $32,428, as a result of lower attendance based net sales, partially offset by lower overall operating costs and higher animal sales.

Corporate Expenses and Other

Corporate spending decreased by $20,733 to $128,273 during the three month period ended July 1, 2018, primarily due to lower legal fees.

Other Income (Expense), Net

Pursuant to a legal settlement, we received a settlement payment of $80,000 on April 20, 2017, which has been included in other income for the three month period ended July 2, 2017. See “NOTE 9. COMMITMENTS AND CONTINGENCIES” of the Notes to the Consolidated Financial Statements (Unaudited) included in this Quarterly Report for additional information on this matter.

Interest Expense

Interest expense for the three month period ended July 1, 2018 was $52,497, an increase of $2,698 compared with the three month period ended July 2, 2017, primarily as a result of a 1.25% increase in the interest rate on our term loan effective January 8, 2018, partially offset by lower average term loan borrowing.

Income Taxes

For the three month period ended July 1, 2018, we reported a pre-tax income of $845,422. For the fiscal year ending September 30, 2018 we expect to generate pre-tax income and to record a tax provision at a blended effective federal and state income tax rate of approximately 29.2%. As such, we recorded an income tax provision of $215,823 for the three month period ended July 1, 2018.

For additional information, see “NOTE 8. INCOME TAXES” of the Notes to the Consolidated Financial Statements (Unaudited).

Net Income and Income Per Share

During the three month period ended July 1, 2018, we reported a net income of $629,599 or $0.01 per basic share and per fully diluted share, compared to net income of $654,212 or $0.01 per basic share and per fully diluted share, for the three month period ended July 2, 2017, resulting in an decrease of $24,613. The nine month period ended July 2, 2017 included $80,000 of one-time legal settlement income. The primary drivers for the remaining $55,387 increase in net income for this quarter are a $122,863 decrease in operating income for our Georgia Park and a $32,428 decrease in the operating income for our Missouri Park, offset by a $20,733 decrease in Corporate spending and a $190,177 decrease in our income tax provision.

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Results of Operations For the Nine Month Period Ended July 1, 2018 as Compared to Nine Month Period Ended July 2, 2017

The following table shows our consolidated and segment operating results for the nine month periods ended July 1, 2018 and July 2, 2017:

	Georgia Park				Missouri Park				Consolidated
	Fiscal 2018		Fiscal 2017		Fiscal 2018		Fiscal 2017		Fiscal 2018		Fiscal 2017
Total net sales	$	3,463,315	$	3,715,226	$	520,098	$	618,565	$	3,983,413	$	4,333,791
Segment income from operations	1,542,027		2,078,277		(208,160)		(97,429)		1,333,867		1,980,848
Segment operating margin %	44.5%		55.9%		-40.0%		-15.8%		33.5%		45.7%
Corporate expenses									(466,068)		(582,205)
Other income (expense), net									13,792		87,131
Write-off of loans fees - prepayment									(12,495)		-
Interest expense									(152,013)		(150,819)
Income before income taxes									$	717,083	$	1,334,955

Total Net Sales

Our total net sales for the nine month period ended July 1, 2018 decreased by $350,378, to $3,983,413 versus the nine month period ended July 2, 2017. Our Parks’ combined attendance based net sales decreased by $347,599 or 8.2%, and animal sales decreased by $2,779.

Our Georgia Park’s attendance based net sales decreased by $259,063 or 7.1%, while animal sales increased by $7,152. Our Missouri Park’s attendance based net sales decreased by $88,536 or 15.1%, and animal sales decreased by $9,931.

For the nine month period ended July 1, 2018, attendance at our Georgia Park and our Missouri Park decreased by 12.0% and 20.5%, respectively. We believe that higher precipitation levels, as well as unplanned park closures due to several significant weather events, negatively impacted attendance at each Park during the nine month period ended July 1, 2018.

Segment Operating Margin

Our consolidated segment operating margin decreased by $646,981, resulting in segment income from operations of $1,333,867 for the nine month period ended July 1, 2018 compared to $1,980,848 for the nine month period ended July 2, 2017. Our Georgia Park’s segment operating income was $1,542,027, resulting in a decrease of $536,250, principally as a result of lower attendance based net sales, and higher insurance, compensation and advertising costs, as well as losses on asset disposals, partially offset by increased animal sales and lower cost of sales. Our Missouri Park generated a segment operating loss of $208,160, an increase of $110,731, as a result of lower attendance based net sales and lower animal sales, higher cost of sales, as well as losses on asset disposals, partially offset by lower overall operating costs.

Corporate Expenses and Other

Corporate spending decreased by $116,137 to $466,068 during the nine month period ended July 1, 2018, primarily due to lower legal fees, partially offset by higher compensation expense.

Other Income (Expense), Net

Pursuant to a legal settlement, we received a settlement payment of $80,000 on April 20, 2017, which has been included in other income for the nine month period ended July 2, 2017. See “NOTE 9. COMMITMENTS AND CONTINGENCIES” of the Notes to the Consolidated Financial Statements (Unaudited) included in this Quarterly Report for additional information on this matter.

Write-off of loan fees – prepayment

During the nine month period ended July 1, 2018, we wrote-off $12,495 of deferred loan fees associated with a $300,000 prepayment against our 2013 Refinancing Loan.

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Interest Expense

Interest expense for the nine month period ended July 1, 2018 was $152,013, an increase of $1,194 compared with the nine month period ended July 2, 2017, primarily as a result of a 1.25% increase in the interest rate on our term loan effective January 8, 2018, partially offset by lower average term loan borrowing.

Income Taxes

On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted into federal law, which includes significant changes to the U.S. corporate federal tax code. Among other changes, the Tax Act lowered the U.S. statutory corporate federal income tax rate from 35% to 21% effective January 1, 2018. As our 2018 fiscal year end falls on September 30, the U.S. statutory federal income tax rate for our 2018 fiscal year will be a blended rate of 24.5%, with the statutory rate of 21% applicable for our fiscal years beginning with 2019.

As of October 1, 2017, we had a net deferred tax asset of $160,355, primarily associated with our remaining cumulative federal net operating loss carry-forward. For the nine month period ended July 1, 2018, we recognized a one-time net deferred tax charge of $66,855, of which $36,595 was associated with the revaluation of our net deferred tax liability at the 2018 fiscal year blended tax rate. The remaining net deferred tax charge of $30,260 was associated with a reassessment of our remaining cumulative Federal net operating loss carry-forward.

For the nine month period ended July 1, 2018, we reported a pre-tax income of $717,083. For the fiscal year ending September 30, 2018 we expect to generate pre-tax income and to record a tax provision at a blended effective federal and state income tax rate of approximately 29.2%. As such, we recorded an income tax provision of $257,021 for the nine month period ended July 1, 2018.

Our remaining cumulative federal net operating loss carry-forward was approximately $382,000 at October 1, 2017 and will expire beginning in the year 2026. For the fiscal year ending September 30, 2018 we expects to utilize all of our remaining federal net tax operating loss carry-forwards to offset a portion of the regular federal cash tax due for our 2018 fiscal year.

For additional information, see “NOTE 8. INCOME TAXES” of the Notes to the Consolidated Financial Statements (Unaudited).

Net Income and Income Per Share

During the nine month period ended July 1, 2018, we reported net income of $460,062 or $0.01 per basic share and per fully diluted share, compared to net income of $824,955 or $0.01 per basic share and per fully diluted share, for the nine month period ended July 2, 2017, resulting in a decrease of $364,893. Net income for the nine month period ended July 1, 2018 included a one-time deferred tax charge of $66,855, while the nine month period ended July 2, 2017 included $80,000 of one-time legal settlement income. The primary drivers for the remaining $218,038 decrease in net income for the nine month period ended July 1, 2018 are a $536,250 decrease in operating income for our Georgia Park, a $110,731 increase in the operating loss for our Missouri Park, and the write-off of loan fees of $12,495 associated with a partial prepayment against our term loan, partially offset by a $116,137 decrease in Corporate spending, and $319,834 decrease in our regular income tax provision.

Financial Condition, Liquidity and Capital Resources

Financial Condition and Liquidity

Our primary sources of liquidity are cash generated by operations and borrowings under our loan agreements. Our slow season starts after Labor Day in September and runs until Spring Break, which typically begins toward the end of March. The first and second quarters of our fiscal year have historically generated negative cash flow, requiring us to borrow on a seasonal basis to fund operations and prepare our Parks for the busy season during the third and fourth quarters of our fiscal year. However, as a result of our improved cash position, during our 2017 fiscal year we did not utilize any seasonal borrowing and we do not anticipate utilizing any seasonal borrowing during our 2018 fiscal year.

We believe that our performance has improved to the point that annual cash flow from operations will be sufficient to fund operations, make debt-service payments and spend modestly on capital improvements in the near-term. During the next twelve months, our focus will continue on increasing Park attendance revenues. Any significant slowdown in revenue or unusual capital outlays may require us to seek additional capital.

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Our working capital was $3.19 million as of July 1, 2018, compared to $3.14 million as of October 1, 2017. This increase in working capital primarily reflects cash flow generated from operating activities, largely offset by a $300,000 partial prepayment against our term debt in December 2017, as well as capital expenditures and scheduled payments on our term debt during the nine months ended July 1, 2018.

Total loan debt, including current maturities, as of July 1, 2018 was $2.73 million compared to $3.10 million as of October 1, 2017. The decrease in total loan debt was a result of a $300,000 prepayment made on December 13, 2017, as well as scheduled payments against our term loan during the nine months ended July 1, 2018. There were no borrowings on our Synovus Bank (“Synovus”) LOC as of July 1, 2018 and October 1, 2017, respectively.

As of July 1, 2018, we had equity of $7.26 million and total loan debt of $2.73 million, resulting in a debt to equity ratio of 0.38 to 1.0 compared to 0.46 to 1.0 as of October 1, 2017.

Operating Activities

Net cash provided by operating activities was $920,778 for the nine month period ended July 1, 2018, compared to $1,316,596 for the nine month period ended July 2, 2017. Excluding the $372,416 of restricted cash paid out for the Harper Judgment Award (as further described in PART II, ITEM 1. “LEGAL PROCEEDINGS” herein) during the nine months ended July 2, 2017, cash flow provided by operating activities decreased by $768,234 during the nine months ended July 1, 2018, primarily as a result of reduction in our net income, uses related to working capital and a decrease in our deferred tax asset utilization.

Investing Activities

During the nine months ended July 1, 2018, we spent $549,203 on capital improvements at our Parks, compared to $390,637 spent on capital improvements during the nine months ended July 2, 2017. The nine months ended July 2, 2017 also included a one-time $456,492 reduction in restricted cash associated with the payout of the Harper Judgment Award, as further described in PART II, ITEM 1. “LEGAL PROCEEDINGS” herein.

Financing Activities

Net cash used in financing activities was $391,591 for the nine month period ended July 1, 2018, compared to $79,564 for the nine month period ended July 2, 2017. During the nine month period ended July 1, 2018, we made a $300,000 partial prepayment against our term loan, with the remaining payments during both periods reflecting scheduled payments on our term loan.

Subsequent Events

Subsequent to the period covered in this report, on July 11, 2018, we, through our wholly owned subsidiary Wild Animal – Georgia, completed the 2018 Refinancing with Synovus. The 2018 Refinancing included the 2018 Term Loan in the original principal amount of $1,600,000 and a line of credit of up to $350,000 (the “2018 LOC”). The 2018 Term Loan bears interest at a rate of 5.0% per annum and is payable in monthly payments of approximately $22,672, based on a seven year amortization period. The 2018 Term Loan has a maturity date of June 11, 2021, with an option to renew at 5.0% per annum for an additional 49 month term. The 2018 LOC bears interest at a rate of 4.75% and interest only payments are due monthly. The 2018 LOC matures on July 11, 2021, with an option to renew for an additional three-year term. The 2018 Term Loan and the 2018 LOC are secured by a security deed on the assets of Wild Animal – Georgia. We used the proceeds of the 2018 Term Loan, along with available cash of approximately $1,250,000, to refinance the then outstanding balance of the 2013 Refinancing Loan. We paid a total of approximately $12,000 in fees and expenses in connection with the 2018 Refinancing. As a result of the 2018 Refinancing, the unamortized 2013 Refinancing Loan debt closing costs of $118,307 will be expensed during three months ending September 30, 2018. If necessary, we will utilize the 2018 LOC to fund seasonal working capital needs. Through the date of this report, there have been no borrowings under the 2018 LOC.

Off Balance Sheet Arrangements

We do not have any off balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, results of operations, liquidity or capital expenditures.

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Critical Accounting Policies and Estimates

The preceding discussion and analysis of our consolidated financial condition and results of operations should be read in conjunction with our unaudited consolidated financial statements included elsewhere in this Quarterly Report. Our significant accounting policies are set forth in “NOTE 2. SIGNIFICANT ACCOUNTING POLICIES” of the Notes to the Consolidated Financial Statements (Unaudited) included in this Quarterly Report, which should be reviewed as they are integral to understanding results of operations and financial position. The Parks! America, Inc. Annual Report on Form 10-K for the fiscal year ended October 1, 2017 includes additional information about us, and our operations, financial condition, critical accounting policies and accounting estimates, and should be read in conjunction with this Quarterly Report.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable

ITEM 4. CONTROLS AND PROCEDURES

Parks! America, Inc. (the “Registrant”) maintains “controls and procedures,” as such term is defined under the Securities Exchange Act of 1934, as amended (“the Exchange Act”) in Rule 13a-15(e) promulgated thereunder, that are designed to ensure that information required to be disclosed in the Registrant’s Exchange Act filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, the Registrant’s management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and in reaching a reasonable level of assurance, the Registrant’s management was necessarily required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

With the participation of its principal executive officer and principal financial officer of the Registrant, the Registrant’s management has evaluated the effectiveness of the Registrant’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Exchange Act) as of the end of the fiscal quarter covered by this Quarterly Report. Based upon the evaluation, the Registrant’s principal executive officer and principal financial officer have concluded that the Registrant’s disclosure controls and procedures were effective at a reasonable assurance level.

In addition, there were no changes in the Registrant’s internal control over financial reporting (as defined in Rule 13a-15(e) promulgated under the Exchange Act) that occurred during the Registrant’s fiscal quarter ended July 1, 2018 that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

PART II

ITEM 1. LEGAL PROCEEDINGS

As of March 30, 2017, we entered into a settlement and release agreement (the “Eastland Settlement Agreement”) with Larry Eastland, the Company’s former President and CEO and certain parties affiliated with Mr. Eastland (collectively the “Eastland Defendants”) thereby bringing to a close litigation commenced by the Company in September of 2009 and identified as Parks! America, Inc. vs. Eastland; et al., Case No. 09-A-599668 in the Eighth Judicial District Court of the State of Nevada. Prior to that, in November of 2016, we reached a settlement with Stanley Harper and Computer Contact Service, Inc., an entity controlled by Mr. Harper (together the “Harper Defendants”) who were also defendants in that case. As a result, this litigation was terminated. The Harper Defendants received $372,416, inclusive of additional attorney’s fees, costs and interest (the “Harper Judgment Award”), which was paid on November 8, 2016. The Eastland Defendants agreed to make a settlement payment to the Company of $80,000 and assign 10,000 shares of the Company’s common stock, beneficially owned by one of the Eastland Defendants, to the Company (the “Settlement Shares”). Furthermore, we consented to the sale of 10,010,000 shares of common stock beneficially owned by the Eastland Defendants to Nicholas Parks (the “NP Transaction”). On April 20, 2017, the Company received the $80,000 settlement payment and the Settlement Shares. A Stipulation and Order to Dismiss the Litigation with Prejudice was filed on April 24, 2017. As part of the NP Transaction, we entered into a Settlement Agreement and Release with Nicholas Parks, dated as of March 30, 2017 (the “NP Settlement Agreement”). As a result of the NP Transaction, Nicholas Parks holds shares representing approximately 13.4% of the outstanding common stock of the Company.

Except as described above, we are not a party to any pending legal proceeding, nor is its property the subject of a pending legal proceeding, that is not in the ordinary course of business or otherwise material to the financial condition of its business. None of our directors, officers or affiliates is involved in a proceeding adverse to its business or has a material interest adverse to its business.

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ITEM 1A. RISK FACTORS

You should read the MD&A together with our unaudited consolidated financial statements and related notes, each included elsewhere in this Quarterly Report, in conjunction with the Parks! America, Inc. Annual Report on Form 10-K for the fiscal year ended October 1, 2017. Some of the information contained in the MD&A or set forth elsewhere in this Quarterly Report, including information with respect to our plans and strategies for our business, includes forward-looking statements that involve risks and uncertainties. You should review the "RISK FACTORS" below for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in this report. If any of the following risks actually occur, our business, financial condition and results of operations could be adversely affected.

Risk Factors Relating to Our Business:

The Theme Park Industry is highly competitive and we may be unable to compete effectively.

The theme park industry is highly competitive, highly fragmented, rapidly evolving, and subject to technological change and intense marketing by providers with similar products. One of our competitors for attracting general recreation dollars, Callaway Gardens, is located within five miles of our Georgia Park. In May 2018, Great Wolf Resorts opened an expansive lodge and indoor waterpark within 10 miles of our Georgia Park. In September 2017, the founder of Bass Pro Shops opened “Johnny Morris’ Wonders of Wildlife National Museum and Aquarium”, approximately 12 miles from our Missouri Park in Springfield, Missouri. Branson, Missouri is located just 45 minutes from our Missouri Park. Many of our current competitors are significantly larger and have substantially greater market presence as well as greater financial, technical, operational, marketing and other resources and experience than we have. In the event that such a competitor expends significant sales and marketing resources in one or several markets we may not be able to compete successfully in such markets. We believe that competition will continue to increase, potentially placing downward pressure on prices. Such pressure could adversely affect our gross margins if we are not able to reduce costs commensurate with such price reductions. In addition, the pace of technological change makes it impossible for us to predict whether we will face new competitors using different technologies to provide the same or similar products offered or proposed to be offered by us. If our competitors were to provide better and more cost effective products, our business could be materially and adversely affected.

We face strong competition from numerous entertainment alternatives.

In addition to competing with other themed and amusement parks, our venues compete with other types of recreational venues and entertainment alternatives, including but not limited to movies, sports attractions, vacation travel and video games. There can be no assurance that we will successfully differentiate ourselves from these entertainment alternatives or that consumers will consider our entertainment offerings to be more appealing than those of our competitors. The increasing availability and quality of technology-based entertainment has provided families with a wider selection of entertainment alternatives in their homes, including home entertainment units, in-home and online gaming, as well as on-demand streaming video and related access to various forms of entertainment. In addition, traditional theme parks have been able to reduce the cost and increase the variety of their attractions by implementing technologies that cannot be readily incorporated by wild animal attractions such as our Georgia and Missouri Parks.

The suspension or termination of any of our business licenses may have a negative impact on our business.

We maintain a variety of business licenses issued by federal, state and local government agencies that are required to be renewed periodically. We cannot guarantee that we will be successful in renewing all of our licenses on a periodic basis. The suspension, termination or expiration of one or more of these licenses could have a significant adverse affect on our revenues and profits. In addition, any changes to the licensing requirements for any of our licenses could affect our ability to maintain the licenses.

Our insurance coverage may not be adequate to cover all possible losses that we could suffer, and our insurance costs may increase.

Companies engaged in the theme park business may be sued for substantial damages in the event of an actual or alleged accident. An accident occurring at our Parks or at competing parks may reduce attendance, increase insurance premiums, and negatively impact our operating results. Our properties contain drive-through, safari style animal parks, and there are inherent risks associated with allowing the public to interact with animals. Although we carry liability insurance to cover this risk, there can be no assurance that our coverage will be adequate to cover liabilities, or that we will be able to afford or obtain adequate coverage should a catastrophic incident occur.

We currently have $6.0 million of liability insurance per occurrence, which is capped at $10.0 million in aggregate. We will continue to use reasonable commercial efforts to maintain policies of liability, fire and casualty insurance sufficient to provide reasonable coverage for risks arising from accidents, fire, weather, other acts of God, and other potential casualties. There can be no assurance that we will be able to obtain adequate levels of insurance to protect against suits and judgments in connection with accidents or other disasters that may occur in our Parks.

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We may not identify or complete acquisitions in a timely, cost-effective manner, if at all.

Our business plan includes expansion via the acquisition of additional local or regional theme parks and attractions, if attractive opportunities arise. However, we have not made an acquisition since 2008 and there can be no assurance that we will be successful in acquiring and operating additional local or regional theme parks and attractions. Competition for acquisition opportunities in the theme park industry is intense as there are a limited number of parks within the United States that could reasonably qualify as acquisition targets for us. Our acquisition strategy is dependent upon, among other things, our ability to: identify acquisition opportunities; obtain debt and equity financing; and obtain necessary regulatory approvals. Our ability to pursue our acquisition strategy may be hindered if we are not able to successfully identify acquisition targets or obtain the necessary financing or regulatory approvals, including but not limited to those arising under federal and state antitrust and environmental laws.

Significant amounts of additional financing may be necessary for the implementation of our Business Plan.

The Company may require additional debt and equity financing to pursue its business plan. There can be no assurance that we will be successful in obtaining additional financing. Lack of additional funding could force us to substantially curtail our expansion plans. Furthermore, the issuance by the Company of any additional securities would dilute the ownership of existing stockholders and may affect the price of our common stock.

Our ownership of real property subjects us to environmental regulation, which creates uncertainty regarding future environmental expenditures and liabilities.

We may be required to incur costs to comply with environmental requirements, such as those relating to discharges to air, water and land; the handling and disposal of solid and hazardous waste; and the cleanup of properties affected by hazardous substances. Under these and other environmental requirements we may be required to investigate and clean up hazardous or toxic substances or chemical releases at one of our properties. As an owner or operator, we could also be held responsible to a governmental entity or third party for property damage, personal injury and investigation and cleanup costs incurred by them in connection with any contamination. Environmental laws typically impose cleanup responsibility and liability without regard to whether the owner or operator knew of or caused the presence of the contaminants. The liability under environmental laws has been interpreted to be joint and several unless the harm is divisible and there is a reasonable basis for allocation of the responsibility. The costs of investigation, remediation or removal of those substances may be substantial, and the presence of those substances, or the failure to remediate a property properly, may impair our ability to use our property. We are not currently aware of any material environmental risks regarding our properties. However, we may be required to incur costs to remediate potential environmental hazards or to mitigate environmental risks in the future.

We are dependent upon the services of our Executive Officers and consultants.

Our success is heavily dependent on the continued active participation of our executive officers. Loss of the services of one or more of these officers could have a material adverse effect upon our business, financial condition or results of operations.

Further, our success and achievement of our growth plans depend on our ability to recruit, hire, train and retain other highly qualified technical and managerial personnel. Competition for qualified employees among companies in the theme park industry is intense, and the loss of any such persons, or an inability to attract, retain and motivate any additional highly skilled employees required for the expansion of the Company’s activities, could have a materially adverse effect on the Company. The inability of the Company to attract and retain the necessary personnel, and consultants and advisors could have a material adverse effect on the Company’s business, financial condition or results of operations.

Risk Factors Relating to Our Common Stock:

Our Common Stock is subject to the “penny stock” rules of the SEC and the trading market in our Common Stock is limited, which makes transactions in our Common Stock cumbersome and may reduce the value of an investment in our Common Stock.

Our common stock is considered a "penny stock" and the sale of our stock by you will be subject to the "penny stock rules" of the SEC. The penny stock rules require broker-dealers to take steps before making any penny stock trades in customer accounts. As a result, the market for our shares could be illiquid and there could be delays in the trading of our stock, which would negatively affect your ability to sell your shares and could negatively affect the trading price of your shares.

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We do not expect to pay dividends for some time, if at all.

As of the date of this report, no cash dividends have been paid on our common stock. We expect that any income from operations will be devoted to our future operations and growth, as well as to service our debt. We do not expect to pay cash dividends in the near future. Any future determination as to the payment of dividends on our common stock will be at the discretion of our Board of Directors and will depend on our earnings, operating and financial condition, capital requirements and other factors deemed relevant by our Board of Directors. The provisions of credit agreements, which we may enter into from time to time, may also restrict the declaration of dividends on our common stock.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS

Exhibit Number Description of Exhibit

10.1Employment Agreement with Dale Van Voorhis dated June 1, 2018 

10.2Employment Agreement with Michael D. Newman dated May 1, 2018 

31.1Certification by Chief Executive Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act, promulgated pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 

31.2Certification by Chief Financial Officer, required by Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act, promulgated pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 

32.1Certification by Chief Executive Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code, promulgated pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 

Certification by Chief Financial Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code, promulgated pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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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, thereunto duly authorized.

	PARKS! AMERICA, INC.
August 8, 2018	By: /s/ Dale Van Voorhis Dale Van Voorhis Chief Executive Officer (Principal Executive Officer)

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EX-10.1

Exhibit 10.1

PARKS! AMERICA, INC.

EMPLOYMENT AGREEMENT

This Employment Agreement (this "Agreement") is hereby entered into and made effective this first day of June 2018, by and between Parks! America, Inc., a Nevada corporation, with its principal place of business located at 1300 Oak Grove Road Pine Mountain, Georgia 31822 (the "Company"), and Dale Van Voorhis of 5684 Pioneer Trail, Hiram, Ohio ("Van Voorhis").

RECITALS

1.The Company is engaged in the business of developing theme parks and attractions and related service enterprises and desires to acquire and retain qualified, experienced leadership in this endeavor. 

2.Van Voorhis has been an officer and Director of the Company since 2009. 

3.In view of his effective service in the operation and financial management of the Company, the Company has determined that it desires to continue the employment of Van Voorhis, as Chief Executive Officer of the Company and as a member of the Board of Directors according to the terms as set forth below. 

4.Van Voorhis desires to be employed by the Company as its Chief Executive Officer. 

NOW, THEREFORE, in consideration of the foregoing recitals and of the mutual covenants, promises, terms and conditions hereinafter set forth, the parties hereto agree as follows:

I.EMPLOYMENT 

The Company hereby employs, engages and hires Van Voorhis, on a part-time basis, as its Chief Executive Officer, on the terms and conditions hereinafter set forth, and Van Voorhis hereby accepts such employment and agrees to perform such services and duties and to carry out such responsibilities as hereinafter set forth and as further clarified in Schedule "A" attached hereto.

II.TERMS OF EMPLOYMENT  

The term of employment under this Agreement shall be for a period of two (2) years commencing as of June 1, 2018 and terminating on May 31, 2020.

III.SERVICES, DUTIES AND RESPONSIBILITIES 

1.On a part time-basis, Van Voorhis will faithfully and to the best of his ability serve the Company in his capacity as its Chief Executive Officer and a member of the Board of Directors, subject to the policy direction of the Board of Directors of the Company. Van Voorhis shall perform such services and duties as are customarily performed by one holding the positions of Chief Executive Officer of a public corporation. 

2.As Chief Executive Officer, Van Voorhis shall be responsible for the overall management of the Company's business. Van Voorhis will devote his energy and skill on a part-time basis to his employment with the Company. Such duties shall be rendered where Van Voorhis elects, and at such other place or places as the Company shall require or as interests, needs, business or opportunity of the Company shall require, subject to the part time-nature of this employment. 

3.Van Voorhis shall be responsible for reporting to the Board of Directors of the Company. 

4.Van Voorhis shall not directly or indirectly represent or be engaged by or be an employee of any other person, firm or corporation or be engaged for his services as an officer, general manager or consultant in any other business or enterprise in competition with the Company, subject to the conditions and limitations provided in Article IX, Section 3 hereof,. It is understood, however, that the foregoing in no way prevents Van Voorhis from owning stock or having an economic interest in other businesses or enterprises. Furthermore, Van Voorhis may serve on the board of directors of other companies so long as such service does not conflict with his interest in and duties to the Company and he may be an officer, director, and/or shareholder in any family or personal investment business so long as it does not conflict with his interest in and duties to the Company. 

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IV.COMPENSATION 

1.Salary. Commencing June 1, 2018, the Company shall pay Van Voorhis a salary at the rate of $90,000.00 (Ninety Thousand Dollars) per year, payable monthly on the last day of each month. Said salary will be subjected to withholding taxes, e.g., Federal Income Tax, FICA, and State and/or Local Withholding Taxes. Whereas such salary shall not be decreased during the term of this Agreement without the consent of Van Voorhis, it shall be subject to review by the Company’s Board of Directors annually. The salary shall be guaranteed during the entire 2-year term of this Agreement. The Company shall also reimburse Van Voorhis for all reasonable and necessary business expenses incurred by him as the Chief Executive Officer and/or a Board Member of the Company, including expenses incurred by him with respect to his wife when it is necessary for her to accompany him to the IAAPA Convention for the Company and/or attending business or social functions.  

V.DIRECTORS AND OFFICERS INSURANCE 

The Company has purchased and maintains Directors’ and Officers’ liability insurance, including coverage for Dale Van Voorhis in his capacity as an officer and as Chairman of the Board of Directors of the Company and as a member of the Board of Directors of the Company, in an amount of not less than $3,000,000.00 (Three Million Dollars).

VI.INDEMNIFICATION The Company shall indemnify Van Voorhis, his heirs, executors, administrators and assigns, against, and he shall be entitled without further act on his part to be indemnified by the Company for all claims against him and expenses, including, but not limited to, amounts of judgments, reasonable settlement of suits, attorney fees and related costs of litigation, reasonably incurred by him in connection with or arising out of any action, suit or cause of action against the Company and/or against Van Voorhis as a result of his having been an officer and/or Director of the Company, or, at its request, of any other corporation which the Company owns or of which the Company is a stockholder or creditor, whether or not he continues to be such officer or Director at the time of incurring said expenses. The foregoing right of indemnification shall not be exclusive of other rights to which Van Voorhis may be entitled. The foregoing right of indemnification shall not apply to claims where Van Voorhis is conclusively shown to have committed acts of malfeasance or gross negligence. 

VII.BUSINESS EXPENSE REIMBURSEMENT 

The Company shall reimburse Van Voorhis for all reasonable and necessary business expenses incurred by him in the performance of his services, duties and responsibilities, including but not limited to, transportation, travel expenses, board and room, entertainment, and other business expenses incurred within the scope of his duties, such requests for reimbursement to be supported by receipts, bills and other records acceptable to the Chief Financial Officer of the Company. If Van Voorhis travels to the IAAPA Convention with his wife, Bonita Von Voorhis, her travel expenses shall be reimbursed as well. If reimbursement, advances or allowances are based on permitted mileage or per diem rates, then Van Voorhis shall submit specification of relevant mileage, destination, dates and other supporting information typically required for tax purposes.

VIII.TERMINATION OF EMPLOYMENT 

1.Termination for Cause, Generally. Under this Agreement, the Company shall have the right to terminate the employment of Van Voorhis for “cause,” which shall consist of two classes: “Class 1” shall mean termination where there are acts or omissions involving malfeasance on the part of Van Voorhis (as further described below), and “Class 2” shall refer to a termination of Van Voorhis by the Board of Directors where no action or inaction involving malfeasance (“no-fault”) is alleged. Upon termination in either case, all Company property and credit cards in the possession and control of Van Voorhis must be returned to the Company. 

2.Malfeasance Termination for Cause – Class 1. In the event the employment of Van Voorhis is terminated for Class 1 cause, then, all compensation, including salary, stock options, bonuses, deferred compensation and benefits will cease immediately. Termination for Class 1 cause includes, but is not limited to, the following conduct: 

(1)Breach of any restrictive covenant contained herein against competition or disclosure of trade secrets; 

(2)Continued failure and refusal to carry out the duties and responsibilities of office under this Agreement within a reasonable time following written notice from the Board of Directors requiring the subject performance; 

(3)Failure to cure a material breach of this Agreement within ten (10) days after receiving written notice from the Board of Directors to cure such breach; 

(4)Failure to cease conduct unbecoming an officer of the Company after the receipt of written notice from the Board of Directors to cease such conduct. 

(5)Commission of a felony. 

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3.No-Fault Termination – Class 2 

(a)Simple Termination. In the event of a Class 2 (no fault) termination of Van Voorhis as the result of a decision by the Board of Directors to terminate his employment or to materially change his responsibilities or title as Chief Executive Officer or termination because the Company ceases doing business for any reason whatsoever, Van Voorhis shall be entitled to the amount of his salary for the entire remainder of the then existing term of this Agreement. 

(b)Sale/Take-Over Termination Payment. In the event the employment of Van Voorhis is terminated or his responsibilities or circumstances of his employment are materially changed following the sale of the business (either asset or stock sale), merger, consolidation, or by "takeover" or change in control, then Van Voorhis shall be entitled to a termination payment of $225,000.00 (Two Hundred and Twenty-Five Thousand Dollars), in addition to the amount of his salary for the then existing remainder of the term of this Agreement. 

(c)Resignation. In the event that Van Voorhis resigns as Chief Executive Officer of the Company, then, unless a different compensation is otherwise mutually agreed upon in writing between the parties, Van Voorhis will be entitled to one (1) month's salary following his notice of resignation which precludes claims for full renumeration for the remainder of the Agreement. All rights to stock options, bonuses or deferred compensation not granted or vested shall be relinquished by Van Voorhis upon his giving such notice of his resignation. 

(d)Death or Disability. In the event Van Voorhis' employment is terminated by death or upon medical certification of total disability ("disability"), then the following will apply as the case may be: 

(i)In the event of Van Voorhis' death, the Company shall: 

Pay to Van Voorhis' designated beneficiary an amount equal to Van Voorhis' salary for a six (6) month period next following his death. As of this date of this Agreement, Van Voorhis’ designated beneficiary is his wife, Bonita Van Voorhis.

(ii)In the Event of Van Voorhis' disability, the Company shall: 

Pay to Van Voorhis an amount equal to Van Voorhis' salary for a six (6) month period next following medical notice to the Company of disability.

IX.RESTRICTIVE COVENANTS 

1.Confidential information. Van Voorhis covenants not to disclose the following specified confidential information to competitors or to others outside of the scope of reasonably prudent business disclosure, at any time during or after the termination of his employment by the Company. 

a.Customers lists, contracts, and other sales and marketing information; 

b.Financial information, cost data; 

c.Formulas, trade secrets, processes and devices related to the operation of the theme parks; 

d.Supply sources, contracts; 

e.Business opportunities relating to developing new business for the Company; 

f.Proprietary plans, procedures, models and other proprietary information of the Company. 

2.Affirmative Duty to Disclose. Van Voorhis shall promptly communicate and disclose to the Company all observations made, information received, and data maintained relating to the business of the Company obtained by him as a consequence of his employment by the Company. All written material, possessed during his employment with the Company concerning business affairs of the Company or any of its affiliates, are the sole property of the Company and its affiliates, and Van Voorhis is obligated to make reasonably prompt disclosures of such information and documents to the Company, and, further, upon termination of this Agreement, or upon request of the Company, Van Voorhis shall promptly deliver the same to the Company or its affiliates, and shall not retain any copies of same. 

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3.Covenant Not to Compete. For a period of one (1) year following the termination of his employment with the Company, Van Voorhis shall not work, directly or indirectly, for a competitor of the Company, nor shall he himself establish a competitive business. This restrictive covenant shall be limited to businesses that compete in the theme park business in market areas within 100 miles of Company parks or which the Company has designated for acquisition, for a period of one (1) year following the termination of his employment with the Company. 

4.Material Harm Upon Breach. The parties acknowledge the unique and secret nature of the Company's procedures for acquisition of theme parks and related businesses rand of related proprietary information, and that material irreparable harm occurs to the Company if these restrictive covenants are breached. Further, the parties hereto acknowledge and agree that injunctive relief is not an exclusive remedy and that an election on the part of the Company to obtain an injunction does not preclude other remedies available to the Company. 

5.Arbitration. Any controversy, claim, or matter in dispute occurring between these parties and arising out of or relating to this Agreement shall he submitted by either or both of the parities to arbitration administered by the American Arbitration Association or its successor and said arbitration shall be final, absolute and non-appealable. The Commercial Arbitration Rules of the American Arbitration Association shall apply subject to the following modifications: 

a.The venue for said arbitration shall be LaGrange, Georgia, and the laws of the State of Georgia relating to arbitration shall apply to said arbitration. 

b.The decision of the arbitration panel may be entered as a judgment in any court of general jurisdiction in any state of the United States or elsewhere. 

X.NOTICE 

Except as otherwise provided herein, all notices required by this Agreement as well as any other notice to any party hereto shall be given by certified mail (or equivalent), to the respective parties as required under this Agreement or otherwise, to the following addresses indicated below or to any change of address given by a party to the others pursuant to the written notice,

COMPANY:Parks! America, Inc. 

P.O. Box 1197

Pine Mountain, Georgia 31822

VAN VOORHIS: Dale Van Voorhis 

5684 Pioneer Trail

Hiram, Ohio 44234

XI.GENERAL PROVISIONS 

1.Entire Agreement. This Agreement constitutes and is the entire Agreement of the parities and supersedes all other prior understandings and/or Agreements between the parties regarding the matters herein contained, whether verbal or written. 

2.Amendments. This Agreement may be amended only in writing signed by both parties. 

3.Assignment. No party of this Agreement shall be entitled to assign his or its interest herein without the prior written approval of the other party. 

4.Execution of Other Documents. Each of the parties agrees to execute any other documents reasonably required to fully perform the intentions of this Agreement. 

5.Binding Effect. This Agreement shall inure to and be binding upon the parties hereto, their agents, employees, heirs, personal representatives, successors and assigns. 

6.No Waiver of Future Breach. The failure of one party to insist upon strict performance or observation of this Agreement shall not be a waiver of any future breach or of any terms or conditions of this Agreement. 

7.Execution of Multiple Originals. Two (2) original counterparts of this Agreement shall be executed by these parties. This Agreement may be executed by FAX or scanned signature, with such signatures treated as original signatures. 

8.Applicable Law. This Employment Agreement shall be governed by, and construed, in accordance with the applicable laws of the State of New York. 

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WHEREFORE, this Agreement is hereby executed and made effective the day and year first above written.

PARKS! AMERICA, INC. 

By: /s/ Charles A. Kohnen                                           

Charles A. Kohnen, Director 

/s/ Dale Van Voorhis                                                    

Dale Van Voorhis 

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SCHEDULE 'A'

Job Description for Chief Executive Officer, Dale Van Voorhis

Strategic Oversight

oWork with the Board in establishing and communicating Company mission statement and core values 

oIdentify potential acquisitions 

oLead market assessment and due diligence efforts for potential acquisitions 

oLead efforts in negotiations of acquisition 

oReport to Board of Directors on matters material to the company 

Operations

oServe as primary internal and external -facing company officer 

oPrimary responsibility for oversight of parks operations 

oSupervise park presidents as direct reports regarding daily operating activities 

oWork with COO on non-ordinary course operating decisions for parks and staffing subsidiaries 

oMake recommendations for hire/fire decisions - Finance 

oPrimary responsibility for developing annual operating budget and capital expenditure forecast in connection with local park presidents and COO 

oCoordinate with COO to maintain adherence to annual operating budget 

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EX-10.2

Exhibit 10.2

PARKS! AMERICA, INC.

EMPLOYMENT AGREEMENT

This employment Agreement (this “Agreement”) is entered into and made effective as of this 1st day of May, 2018, by and between Parks! America, Inc., a Nevada Corporation, with its principal place of business located at 1300 Oak Grove Road, Pine Mountain, Georgia 31822 (the “Company”), and Michael D. Newman of 646 Mountain Shadows Road, Hamilton, Georgia 31811 (“Newman”). 

RECITALS

1.The Company owns two subsidiary companies Wild Animal Safari, Inc., a Georgia corporation and Wild Animal Inc., a Missouri Corporation, (the “Subsidiaries”) and is engaged in the business of owning, managing, and operating wild animal themed parks and related attractions on its properties at Pine Mountain, Georgia and in Strafford, Missouri through its Subsidiaries. 

2.Newman has considerable experience and high qualifications as an operations manager. 

3.In view of his effective service as the General Manager of its Pine Mountain, Georgia operation since February of 2011, the Company desires to establish a formal employment contract with Newman in the role of President of each of the Subsidiaries and Vice President of Safari Operations of Parks! America. 

4.In consideration for the terms of this Agreement, Newman desires to enter into such a formal employment contract, according to the terms and conditions as set forth below. 

NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants, promises, terms and conditions hereinafter set forth, the parties agree as follows:

I.EMPLOYMENT 

On behalf of the Subsidiaries, the Company hereby employs, engages and hires Newman as the President of each of the Subsidiaries on the terms and conditions hereinafter set forth, and Newman hereby accepts such employment and agrees to perform such services and duties and to carry out such responsibilities as hereinafter set forth and as further clarified in Schedule ‘A’ attached hereto.  For clarity, the Company is Newman’s employer, and Newman’s job title is that of President of the Subsidiaries and Vice President of Safari Operations of Parks! America.

II.TERMS OF EMPLOYMENT 

The term of employment under this Agreement shall be for a period of five (5) years commencing as of May 1, 2018, and terminating on April 30, 2023, subject, however, to prior termination as hereinafter provided. Unless otherwise agreed in writing, subject to mutual agreement of the parties, continued employment of Newman by the Company after April 30, 2023, shall be on a month-to-month basis.

III.SERVICES, DUTIES AND RESPONSIBILITIES 

1.Newman will faithfully and to the best of his ability serve the Company by devoting his full-time employment to the Company and its Subsidiaries in his capacity as Vice President of Safari Operations of the Company, and President of each of the Subsidiaries, subject to the supervision of the Company’s Chief Executive Officer and the policy direction of the Board of Directors of the Company.  

2.As President of the Subsidiaries, Newman shall be responsible for the overall management of each of the Subsidiary’s businesses. Such duties shall be rendered at Pine Mountain, Georgia, Strafford, Missouri and at such other place or places as Newman and/or the Company shall in good faith determine as interests, needs, business or opportunity of the Company shall require. While occupying the office of President of the Subsidiaries, Newman shall be willing to become a member of the Board of Directors of each of the Subsidiaries. Newman shall be responsible on a continuing basis for the development, implementation and maintenance of a business plan for the Subsidiaries and all activities defined therein. He shall be responsible for coordination and cooperation with the Company, and inter-corporate management teams and their respective staffs and for the maximization of consolidated corporate performance and profitability of the Subsidiaries. 

1

3.Newman shall be responsible for reporting to the President and Chief Executive Officer of the Company on a regular basis and to the Company’s Board of Directors when so directed by the President and Chairman of the Company’s Board. 

4.Subject to the Company’s continuing ability to pay Newman’s salary on a regular basis as hereinafter provided, Newman will devote his time, energy and skill on a full-time basis, providing the services and carrying out the duties and responsibilities of his employment with the Company. 

5.Newman shall not directly or indirectly represent or be engaged as an employee of any other person, firm or corporation or be engaged for his services as an officer, general manager or consultant in any other business or enterprise in competition with the Company and its Subsidiaries, unless specifically authorized to do so. It is understood, however, that the foregoing in no way prevents Newman from owning stock or having an economic interest in other businesses or enterprises. Furthermore, Newman may serve on the board of directors of other companies so long as such service does not conflict with his interest in and duties to the Company and he may be an officer, director, and/or shareholder in any family or personal investment business so long as it does not conflict with his interest and duties to the Company. 

IV.COMPENSATION 

1.Base Salary. Commencing May 1, 2018, the Company shall pay Newman a base salary at the rate of $95,000 (ninety-five thousand dollars) per year, payable once a month on the last Thursday of each month while this Agreement shall be in force. Said salary payments will be subject to withholding taxes e.g. Federal Income Tax, FICA, and State and/or local Withholding Taxes. Whereas such salary shall not be decreased during the term of this Agreement without the consent of Newman, it shall be subject to increase by the Company’s Board of Directors, which shall review the salary periodically, and at least annually. 

2.Additional Benefits. During the term of this Agreement, Newman shall be entitled to participate in any employee benefit plans and arrangements, either existing as of the date of this Agreement or which may hereafter be established, that are generally applicable to senior management of the Company, including but not limited to, all life, medical, disability, insurance, retirement, deferred compensation, stock option or other employee benefit plan that may be adopted from time to time. Newman will continue to be eligible for the Company medical plan. Newman acknowledges that no other such benefit plans or arrangements are in effect as of the date of this Agreement and nothing herein shall require the Company to adopt any such plans. 

3.Bonus Compensation. The Board of Directors may, from time to time and in its sole discretion, cause the Company to award to Newman bonus compensation based upon the operating results of the Company. Newman acknowledges that any bonus compensation so awarded is entirely discretionary and nothing herein shall require the Company to grant any such compensation. 

4.Signing Bonus. Upon full execution of this Agreement, the Company shall pay Newman a Signing Bonus of $5,000 (five thousand dollars). 

V.BUSINESS FACILITIES AND EQUIPMENT 

The Company shall provide Newman, or shall pay for, suitable work facilities and adequate business accommodations, office equipment and devices as may be reasonably necessary for Newman to perform his services and carry out his responsibilities and duties to the Company.

VI.DIRECTORS AND OFFICERS INSURANCE 

The Company shall purchase and maintain Directors’ and Officers’ liability insurance, including coverage for Newman, in an amount of not less than $3,000,000 (three million dollars).

VII.INDEMNIFICATION 

The Company shall indemnify Newman, his heirs, executors, administrators and assigns, against, and he shall be entitled without further act on his part, to be indemnified by the Company for, all expenses, including but not limited to, amounts of judgments, reasonable settlement of suits, attorney fees and related costs of litigation, reasonably incurred by him in connection with or arising out of any action, suit or cause of action against the Company and/or against Newman as a result of his having been an officer of the Company, or, at its request, of any other corporation which the Company owns or of which the Company is a stockholder or creditor, whether or not he continues to be such officer at the time of incurring said expenses.

2

Nothing in this section regarding indemnification shall be construed to require or authorize the Company to defend or indemnify Newman against any liability to which he would, but for settlement or comprise of such action, suit or proceeding, be otherwise subject by reason of his gross negligence or intentional misconduct in the performance of his duties as an officer of the Company.

The foregoing right of indemnification shall not be exclusive of other rights to which Newman may be entitled.

VIII.BUSINESS EXPENSE REIMBURSEMENT 

The Company shall reimburse Newman for all reasonable business expenses incurred by him in the performance of his services, duties and responsibilities, including but not limited to, transportation, travel expenses, board and room, entertainment, and other business expenses incurred within the scope of his employment, subject to the presentation to the Company by Newman of an itemized accounting of said expenses substantiated by account books, receipts, bills and other documentation where applicable. If reimbursement, advances or allowances are based on permitted mileage or per diem rates, then Newman shall submit specification of relevant mileage, destination, dates and other supporting information required for tax purposes.

IX.VACATION 

During the term of this Agreement, Newman shall have the right to four (4) weeks of paid vacation during each year. Vacation time may be taken all at once or in segments as desired by Newman, subject to reasonable notice to the Company for the purpose of coordinating work schedules. Such vacation is not cumulative from year to year.

X.TERMINATION OF EMPLOYMENT 

1.Termination.  Either party may terminate this Agreement at any time and for any reason, upon 30 days prior written notice to the other party. 

2.Severance.  In the event of any early termination of this Agreement by the Company, except by reason of death or disability (which is covered in paragraph 4 below), the Company agrees to pay Newman a one-time payment of $50,000 in exchange for a full release of any and all claims Newman may have, or believe he has, against the Company, as further provided in paragraph 3 below. 

3.Conditions to Severance. The payment to Newman’s of severance compensation hereunder shall be in full satisfaction and complete discharge of the Company’s obligations to Newman pursuant to this Agreement, except as provided in paragraphs 4 below.  The severance payment is subject to, conditioned on and provides valuable consideration for the following: 

a.A valid mutual general release, to be drafted by the Company and executed by both parties releasing all claims each party may have against the other in connection with this Agreement, however the parties to this Agreement acknowledge and agree that the obligations of Newman arising under Section XI of this Agreement shall not be released. 

b.The resignation by Newman from any and all positions he holds with the Company at the time of the termination, including but not limited to, Newman’s resignation from the Company’s Board of Directors. 

1.Death or Disability. In the event Newman’s employment is terminated by death or upon medical certification of total disability ("disability"), then the following will apply in that respective event: 

(a)In the event of Newman's death, the Company shall: 

Pay to Newman's estate an amount equal to Newman's base salary for a 6 (six) month period next following his death; 

Pay to Newman's estate his deferred compensation vested at the time of death; 

The Company shall continue providing medical and dental benefits set forth in Section IV to Newman's survivors (if any) for a period of one year. 

(b)In the Event of Newman's disability, the Company shall: 

Pay to Newman an amount equal to Newman's base salary for a six (6) month period next following disability; 

Pay to Newman his deferred compensation vested at the time of termination; 

The Company shall continue providing the medical and dental benefits set forth in Section IV.2 to Newman for a period of two years following disability. 

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XI.RESTRICTIVE COVENANTS 

1.Confidential Information. Newman covenants not to disclose the following specified confidential information to competitors or to others outside of the scope of reasonably prudent business disclosure, at any time during or after the termination of his employment by the Company.  

a.Customer lists, contracts, and other sales and marketing information; 

b.Financial information, cost data; 

c.Formulas, trade secrets, processes and devices related to the operation of the theme parks; 

d.Supply sources, contracts; 

e.Business opportunities relating to developing new business for the Company; 

f.Proprietary plans, procedures, models and other proprietary information of the Company. 

2.Affirmative Duty to Disclose. Newman shall promptly communicate and disclose to the Company all observations made, information received, and data maintained relating to the business of the Company obtained by him as a consequence of his employment by the Company. All written material, possessed during his employment with the Company concerning business affairs of the Company or any of its affiliates, are the sole property of the Company and its affiliates, and Newman is obligated to make reasonably prompt disclosures of such information and documents to the Company, and, further, upon termination of this Agreement, or upon request of the Company, Newman shall promptly deliver the same to the Company or its affiliates, and shall not retain any copies of same. 

3.Covenant Not to Compete. For a period of three (3) years following the termination of his employment with the Company, Newman shall not work directly or indirectly, for a competitor of the Company, nor shall he himself establish a competitive business. This restrictive covenant shall be limited to businesses that compete in the theme park business in market areas within 150 miles of Company parks or in parks, which Company has, prior to Newman’s termination, designated by resolution for acquisition within three (3) years. 

4.Material Harm Upon Breach. The parties acknowledge the unique and secret nature of the Company’s procedures for acquisition of theme parks and related businesses and of related proprietary information, and that material irreparable harm occurs to the Company if these restrictive covenants are breached. Further, the parties hereto acknowledge and agree that injunctive relief is not an exclusive remedy and that an election on the part of the Company to obtain an injunction does not preclude other remedies available to the Company. 

5.Arbitration. Any controversy, claims, or matter in dispute occurring among the parties and arising out of or relating to this Agreement shall be submitted by either or both of the parties to arbitration administered by the American Arbitration Association or its successor and said arbitration shall be final, absolute and non-appealable. The Commercial Arbitration Rules of the American Arbitration Association shall apply subject to the following modifications: 

a.The venue for said arbitration shall be Pine Mountain, Georgia, and the laws of the State of Georgia relating to arbitration shall apply to said arbitration. 

b.The decision of the arbitration panel may be entered as a judgment in any court of general jurisdiction in any state of the United States or elsewhere. 

XII.OTHER AGREEMENTS 

1.In the event that the Company acquires a third Safari park and desires that Newman manage such park, the parties agree that they will negotiate in good faith an amendment to the Agreement to cover any added responsibilities and appropriate compensation for Newman’s assuming such responsibilities. 

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XIII.NOTICE 

Except as otherwise provided herein, all notices required by this Agreement as well as any other notice to any party hereto shall be given by certified mail (or equivalent), to the respective parties as required under this Agreement or otherwise, to the following addresses indicated below or to any change of address given by a party to the others pursuant to the written notice.

COMPANY:Parks! America, Inc. 

1300 Oak Grove Rd.

Pine Mountain, GA 31822

NEWMAN:Michael D. Newman 

646 Mountain Shadows Road

Hamilton, GA 31811

XIV.GENERAL PROVISIONS 

1.Entire Agreement. This Agreement constitutes and is the entire Agreement of the parties and supersedes all other prior understandings and/or Agreements between the parties regarding the matters herein contained, whether verbal or written. 

2.Amendments. This Agreement may be amended only in writing signed by both parties. 

3.Assignment. No party of this agreement shall be entitled to assign his or its interest herein without the prior written approval of the other party. 

4.Execution of Other Documents. Each of the parties agrees to execute any other documents reasonably required to fully perform the intentions of this Agreement. 

5.Binding Effect. This Agreement shall inure to and be binding upon the parties hereto, their agents, employees, heirs, personal representatives, successors and assigns. 

6.No waiver of Future Breach. The failure of one party to insist upon strict performance or observation of the Agreement shall not be a waiver of any future breach or of any terms or conditions of this Agreement. 

7.Execution of Multiple Originals. These parties shall execute two (2) original counterparts of this Agreement. 

8.Governing Law. This Agreement shall be governed and interpreted by the laws of the State of Georgia. 

9.Severability. In the event any provision or section of the Agreement conflicts with the applicable law, such conflict shall not affect the provisions of the Agreement, which can be given effect without the conflicting provisions. 

IN WITNESS WHEREOF, this Agreement is hereby executed and made effective the day and year first above written.

COMPANY:

BY:/s/ Dale Van Voorhis                                                                  

Dale Van Voorhis, Its Chairman and CEO 

EMPLOYEE:

/s/ Mike Newman                                                                       

Mike Newman, Vice President Safari Operations 

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SCHEDULE 'A'

Job Description for Vice President of Safari Operations, Michael D. Newman

General Responsibilities:

oPrimary responsibility for daily operations at Wild Animal Safari Inc. – Georgia and Wild Animal Inc. - Missouri 

oSupervise park General Managers as direct reports regarding daily operating activities 

oSpend roughly 50% of time at each existing park, subject to seasonal needs at either park, and in coordination with the CEO 

oIn coordination with park general managers, make recommendations for hire/fire decisions  

oResponsibility for developing annual operating and capital expenditure budgets, in coordination with CEO and CFO of the Company 

oCoordinate with CEO as necessary to address deviations from the annual operating and capital expenditure budgets 

oWork with CEO on non-ordinary course operating decisions for parks 

Coordination and Decision Making Authority:

oConduct two (2) weekly calls with the CEO to discuss business operations and upcoming priorities 

oCheck-in with the CEO prior to making purchase commitments in excess of $5,000, including: 

-  Hire/fire decisions for full-time, non-seasonal employees 

-  Advertising spending 

-  Inventory purchases (in excess of $10,000) 

-  Animal acquisitions 

-  Other capital expenditures 

oDiscuss with the CEO any new business arrangement proposals, including vendors for concessions, park supplies, animal food, etc. 

6

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO RULES 13a-14(a)/15d-14(a)

UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Dale Van Voorhis, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Parks! America, Inc. (the “registrant”) for the quarter ended July 1, 2018; 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: 

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; 

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; 

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and 

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): 

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and 

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. 

Date: August 8, 2018

/s/ Dale Van Voorhis

Dale Van Voorhis

Chief Executive Officer

(Principal Executive Officer)

Parks! America, Inc.

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO RULES 13a-14(a)/15d-14(a)

UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

I, Todd R. White, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of Parks! America, Inc. (the “registrant”) for the quarter ended July 1, 2018; 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 

4.The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: 

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; 

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; 

(c)Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and 

(d)Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 

5.The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): 

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and 

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. 

Date: August 8, 2018

/s/ Todd R. White

Todd R. White

Chief Financial Officer

(Principal Financial Officer)

Parks! America, Inc.

EX-32.1

Exhibit 32.1

CERTIFICATION

PURSUANT TO 18 U.S.C SECTION 1350 AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of Parks! America, Inc. (the "Company"), does hereby certify, to such officer's knowledge, that:

The Quarterly Report on Form 10-Q for the quarter ended July 1, 2018 (the “Form 10-Q”) of the Company fully complies with the requirement of section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: August 8, 2018

/s/ Dale Van Voorhis

Dale Van Voorhis

Chief Executive Officer

(Principal Executive Officer)

Parks! America, Inc.

Dated: August 8, 2018

/s/ Todd R. White

Todd R. White

Chief Financial Officer

(Principal Financial Officer)

Parks! America, Inc.

A signed original of this written statement required by Section 906 has been provided to Parks! America, Inc. and will be retained by Parks! America, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

1

XML

Document and Entity Information - shares	9 Months Ended
	Jul. 01, 2018	Aug. 06, 2018
Details
Registrant Name	PARKS AMERICA, INC
Registrant CIK	0001297937
SEC Form	10-Q
Period End date	Jul. 01, 2018
Fiscal Year End	--10-01
Trading Symbol	prka
Tax Identification Number (TIN)	910626756
Number of common stock shares outstanding		74,721,537
Filer Category	Smaller Reporting Company
Current with reporting	Yes
Voluntary filer	No
Well-known Seasoned Issuer	No
Amendment Flag	false
Document Fiscal Year Focus	2018
Document Fiscal Period Focus	Q3
Contained File Information, File Number	000-51254
Entity Incorporation, State Country Name	Nevada
Entity Address, Address Line One	1300 Oak Grove Road
Entity Address, City or Town	Pine Mountain
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	31822
City Area Code	(706)
Local Phone Number	663-8744

XML

Consolidated Balance Sheets (unaudited) - USD ($)	Jul. 01, 2018	Oct. 01, 2017
ASSETS
Cash	$ 3,186,874	$ 3,204,043
Inventory	222,058	157,320
Prepaid expenses	156,771	309,626
Total current assets	3,565,703	3,670,989
Property and equipment, net	6,694,802	6,464,850
Intangible assets, net	1,600	2,200
Deferred tax asset	0	160,355
Other assets	12,050	9,199
Total assets	10,274,155	10,307,593
Liabilities
Accounts payable	21,240	137,717
Other current liabilities	264,417	281,155
Current portion of long-term debt, net	94,287	111,496
Total current liabilities	379,944	530,368
Long-term debt, net	2,635,841	2,990,417
Total liabilities	3,015,785	3,520,785
Stockholders' equity
Common Stock, Value, Issued	74,721	74,671
Capital in excess of par	4,837,116	4,825,666
Treasury stock	(3,250)	(3,250)
Retained earnings	2,349,783	1,889,721
Total stockholders' equity	7,258,370	6,786,808
Total liabilities and stockholders' equity	$ 10,274,155	$ 10,307,593

XML

Consolidated Balance Sheets (unaudited) - Parenthetical - $ / shares	Jul. 01, 2018	Oct. 01, 2017
Details
Common Stock, Shares Authorized	300,000,000	300,000,000
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares, Issued	74,721,537	74,671,537
Common Stock, Shares, Outstanding	74,721,537	74,671,537

XML

Consolidated Statements of Operations (unaudited) - USD ($) shares in Thousands	3 Months Ended		9 Months Ended
	Jul. 01, 2018	Jul. 02, 2017	Jul. 01, 2018	Jul. 02, 2017
Details
Net sales	$ 2,035,839	$ 2,110,476	$ 3,912,058	$ 4,259,657
Sale of animals	7,125	4,027	71,355	74,134
Total net sales	2,042,964	2,114,503	3,983,413	4,333,791
Cost of sales	213,506	189,151	447,229	440,245
Selling, general and administrative	839,027	808,363	2,354,232	2,226,862
Depreciation and amortization	97,450	89,450	288,850	268,350
(Gain) loss on disposal of operating assets, net	0	0	25,303	(309)
Income from operations	892,981	1,027,539	867,799	1,398,643
Other income (expense), net	4,938	82,472	13,792	87,131
Write-off of loan fees - prepayment	0	0	(12,495)	0
Interest expense	(52,497)	(49,799)	(152,013)	(150,819)
Income before income taxes	845,422	1,060,212	717,083	1,334,955
Income tax provision	215,823	406,000	257,021	510,000
Net income	$ 629,599	$ 654,212	$ 460,062	$ 824,955
Income per share - basic and diluted	$ 0.01	$ 0.01	$ 0.01	$ 0.01
outstanding (in 000's) - basic and diluted	74,721	74,674	74,703	74,632

XML

Consolidated Statements Changes in Stockholders' Equity (unaudited) - USD ($)	Common Stock	Additional Paid-in Capital	Treasury Stock	Retained Earnings	Total
Stockholders' Equity at Oct. 02, 2016	$ 74,531	$ 4,809,606	$ (3,250)	$ 629,067	$ 5,509,954
Shares Outstanding at Oct. 02, 2016	74,531,537
Stock Issued During Period, Value, New Issues	$ 150	16,050	0	0	16,200
Stock Issued During Period, Shares, New Issues	150,000
Stock Redeemed or Called During Period, Value	$ (10)	10	0	0	0
Common Stock Returned, Shares	(10,000)
Net Income (Loss)	$ 0	0	0	1,260,654	1,260,654
Stockholders' Equity at Oct. 01, 2017	$ 74,671	4,825,666	(3,250)	1,889,721	6,786,808
Shares Outstanding at Oct. 01, 2017	74,671,537
Stock Issued During Period, Value, New Issues	$ 50	11,450	0	0	11,500
Stock Issued During Period, Shares, New Issues	50,000
Net Income (Loss)	$ 0	0	0	460,062	460,062
Stockholders' Equity at Jul. 01, 2018	$ 74,721	$ 4,837,116	$ (3,250)	$ 2,349,783	$ 7,258,370
Shares Outstanding at Jul. 01, 2018	74,721,537

XML

Consolidated Statements of Cash Flows (unaudited) - USD ($)	9 Months Ended
	Jul. 01, 2018	Jul. 02, 2017
OPERATING ACTIVITIES:
Net income	$ 460,062	$ 824,955
Reconciliation of net income to net cash provided by operating activities:
Depreciation and amortization expense	288,850	268,350
Interest expense - loan fee amortization	7,311	7,806
Write-off of loan fees - prepayment	12,495	0
(Gain) loss on disposal of assets	25,303	(309)
Stock-based compensation	11,500	16,200
Deferred taxes	160,355	401,719
Changes in assets and liabilities
(Increase) decrease in inventory	(64,738)	(26,000)
(Increase) decrease in prepaid expenses	152,855	53,694
Increase (decrease) in accounts payable	(116,477)	18,224
Increase (decrease) in other current liabilities	(16,738)	124,373
Increase (decrease) in accrued judgment award	0	(372,416)
Net cash provided by operating activities	920,778	1,316,596
INVESTING ACTIVITIES:
Acquisition of property and equipment	(549,203)	(390,637)
Proceeds from the disposition of property and equipment	2,847	0
(Increase) decrease in restricted cash	0	456,492
Net cash provided by (used in) investing activities	(546,356)	65,855
FINANCING ACTIVITIES:
Payments on notes payable	(391,591)	(79,564)
Net cash used in financing activities	(391,591)	(79,564)
Net increase (decrease) in cash	(17,169)	1,302,887
Cash at beginning of period	3,204,043	1,482,777
Cash at end of period	3,186,874	2,785,664
Supplemental Cash Flow Information:
Cash paid for interest	143,966	131,192
Cash paid for income taxes	$ 198,792	$ 116,770

XML

Note 1 - Organization

9 Months Ended

Jul. 01, 2018

Notes

Note 1 - Organization

NOTE 1. ORGANIZATION

Parks! America, Inc. (“Parks” or the “Company”) was originally incorporated on July 30, 1954 as Painted Desert Uranium & Oil Co., Inc. in Washington State. On October 1, 2002, Painted Desert Uranium & Oil Co., Inc. changed its name to Royal Pacific Resources, Inc. and its corporate domicile to the State of Nevada.

On December 19, 2003, Royal Pacific Resources, Inc. acquired the assets of Great Western Parks LLC pursuant to a Share Exchange Agreement that resulted in the Company assuming control and changing the corporate name to Great American Family Parks, Inc. The acquisition was accounted for as a reverse acquisition in which Great Western Parks was considered to be the acquirer of Royal Pacific Resources for reporting purposes. On June 11, 2008, the Company changed its name from Great American Family Parks, Inc. to Parks! America, Inc.

The Company owns and operates through wholly owned subsidiaries two regional theme parks and is in the business of acquiring, developing and operating local and regional theme parks and attractions in the United States. The Company’s wholly owned subsidiaries are Wild Animal Safari, Inc., a Georgia corporation (“Wild Animal – Georgia”) and Wild Animal, Inc., a Missouri corporation (“Wild Animal – Missouri”). Wild Animal – Georgia owns and operates the Wild Animal Safari theme park in Pine Mountain, Georgia (the “Georgia Park”). Wild Animal – Missouri owns and operates the Wild Animal Safari theme park located in Strafford, Missouri (the “Missouri Park”). The Company acquired the Georgia Park on June 13, 2005, and the Missouri Park on March 5, 2008.

The Parks are open year round but experience increased seasonal attendance, typically beginning in the latter half of March through early September. On a combined basis, net sales for the third and fourth quarter of the last two fiscal years represented approximately 64% to 67% of annual net sales.

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Note 2 - Significant Accounting Policies

9 Months Ended

Jul. 01, 2018

Notes

Note 2 - Significant Accounting Policies

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation: The Company’s unaudited consolidated financial statements for the three months and nine months ended July 1, 2018 and July 2, 2017 are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company believes that the disclosures made are adequate to make the information presented not misleading. The information reflects all adjustments that, in the opinion of management, are necessary for a fair presentation of the financial position and results of operations for the periods set forth herein. In the opinion of management interim results reflect all normal and recurring adjustments, and are not necessarily indicative of the results for a full fiscal year.

These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended October 1, 2017.

Principles of Consolidation: The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries (Wild Animal – Georgia and Wild Animal – Missouri). All material inter-company accounts and transactions have been eliminated in consolidation.

Accounting Method: The Company recognizes income and expenses based on the accrual method of accounting.

Estimates and Assumptions: Management uses estimates and assumptions in preparing financial statements in accordance with GAAP. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were assumed in preparing these financial statements.

Fiscal Year End: The Company’s fiscal year-end is the Sunday closest to September 30, and its quarterly close dates are also determined by the Sunday closest to the end of each quarterly reporting period. For the 2018 fiscal year, September 30 will be the closest Sunday, and for the 2017 fiscal year, October 1 was the closest Sunday. Both fiscal years will be comprised of 52-weeks. This fiscal calendar aligns the Company’s fiscal periods more closely with the seasonality of its business. The high season typically ends after the Labor Day holiday weekend. The period from October through early March is geared towards maintenance and preparation for the next busy season, which typically begins at Spring Break and runs through Labor Day.

Reclassifications: Certain accounts and financial statement captions in the prior periods have been reclassified to conform to the current period financial statements.

Financial and Concentrations Risk: The Company does not have any concentration or related financial credit risks. The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured limits.

Trade Accounts Receivable: The theme parks are a payment upfront business; therefore, the Company typically carries little or no accounts receivable. The Company had no accounts receivable as of July 1, 2018 and October 1, 2017, respectively.

Inventory: Inventory consists of gift shop items, animal food, concession and park supplies, and is stated at the lower of cost or market. Cost is determined on the first-in, first-out method. Inventories are reviewed and reconciled annually, because inventory levels turn over rapidly.

Property and Equipment: Property and equipment is stated at cost. Depreciation is computed on the straight-line method over the estimated useful lives of the assets, which range from three to thirty-nine years. A summary is included below.

	July 1, 2018		October 1, 2017		Depreciable Lives
Land	$	2,507,180	$	2,507,180	not applicable
Ground improvements	981,782		935,904		7-25 years
Buildings and structures	2,900,018		2,891,668		10-39 years
Animal shelters and habitats	1,370,369		1,330,653		10-39 years
Park animals	961,559		741,894		5-10 years
Equipment - concession and related	212,831		209,665		3-15 years
Equipment and vehicles - yard and field	570,267		541,703		3-15 years
Vehicles - buses and rental	232,963		200,764		3-5 years
Rides and entertainment	189,038		180,466		5-7 years
Furniture and fixtures	60,485		60,485		5-10 years
Projects in process	128,643		-
Property and equipment, cost	10,115,135		9,600,382
Less accumulated depreciation	(3,420,333)		(3,135,532)
Property and equipment, net	$	6,694,802	$	6,464,850

Intangible assets: Intangible assets consist of franchising fees, which are reported at cost and are being amortized over a period of 60 months.

Impairment of Long-Lived Assets: The Company reviews its major assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If an asset is considered impaired, then impairment will be recognized in an amount determined by the excess of the carrying amount of the asset over its fair value.

Other Current Liabilities: The following is a breakdown of other current liabilities:

	July 1, 2018		October 1, 2017
Accrued wages and payroll taxes	$	44,517	$	22,644
Deferred revenue	60,178		47,607
Accrued sales taxes	53,267		32,865
Accrued property taxes	27,600		37,557
Accrued income taxes	-		62,650
Other accrued liabilities	78,855		77,832
Other current liabilities	$	264,417	$	281,155

Financial Instruments: The carrying amounts of financial instruments are considered by management to be their estimated fair values due to their short-term maturities. Securities that are publicly traded are valued at their fair market value as of the balance sheet date presented.

Revenue Recognition: The Company’s major source of income is from theme park admissions. Theme park revenues from admission fees are generally recognized upon receipt of payment at the time of the customers’ visit to the parks. Theme park revenues from advance online ticket purchases are deferred until the customers’ visit to the parks. Short-term seasonal passes are sold primarily during the spring and summer seasons, are negligible to our results of operations and are not material. The Company periodically sells surplus animals created from the natural breeding process that occurs within the parks. All animal sales are reported as a separate revenue line item.

Advertising and Market Development: The Company expenses advertising and marketing costs as incurred.

Stock Based Compensation: The Company recognizes compensation costs on a straight-line basis over the requisite service period associated with the grant. No activity has occurred in relation to stock options during any period presented. The Company awards shares of its common stock to members of its Board of Directors for service on the Board. The shares issued to the Board are “restricted” and are not to be re-sold unless an exemption from registration is available, such as the exemption afforded by Rule 144 promulgated under the Securities Act of 1933, as amended (the “Securities Act”). The Company recognizes the expense based on the fair market value at time of the grant. Each director is typically granted 25,000 restricted shares or the cash equivalent annually, usually toward the end of the calendar year.

Income Taxes: The Company utilizes the asset and liability method of accounting for income taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting basis and the tax basis of the assets and liabilities, and are measured using the enacted tax rates and laws. Management periodically reviews the Company’s deferred tax assets to determine whether their value can be realized based on available evidence. A valuation allowance is established when management believes it is more likely than not, that such tax benefits will not be realized. Changes in valuation allowances from period to period are included in the Company’s income tax provision in the period of change.

On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted into federal law, which includes significant changes to the U.S. corporate federal tax code. Among other changes, the Tax Act lowered the U.S. statutory corporate federal income tax rate from 35% to 21%. As the Company’s 2018 fiscal year end falls on September 30, the U.S. statutory federal income tax rate for its 2018 fiscal year will be a blended rate of 24.5%, with the statutory rate of 21% applicable for its fiscal years beginning with 2019. See “NOTE 8. INCOME TAXES” for additional information.

Basic and Diluted Net Income (Loss) Per Share: Basic net income (loss) per share amounts are computed based on the weighted average number of shares actually outstanding. Diluted net income (loss) per share amounts are computed using the weighted average number of common shares and common equivalent shares outstanding as if shares had been issued on the exercise any common share rights unless the exercise becomes anti-dilutive and then only the basic per share amounts are shown in the report.

Basic and diluted net income (loss) per share is computed by dividing net income (loss) available to common stockholders by the applicable weighted average number of common shares outstanding in each period.

Dividend Policy: The Company has not yet adopted a policy regarding payment of dividends.

Recent Accounting Pronouncements: The Company does not expect recently issued accounting standards or interpretations to have a material impact on the Company’s financial position, results of operations, cash flows or financial statement disclosures.

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NOTE 3. RESTRICTED CASH

9 Months Ended

Jul. 01, 2018

Notes

NOTE 3. RESTRICTED CASH

NOTE 3. RESTRICTED CASH

As more fully described in “NOTE 9. COMMITMENTS AND CONTINGENCIES” herein, on November 8, 2016, the Company paid out $372,416 of restricted cash, which had been supported by a bank letter of credit totaling $456,492, as a final resolution of a legal judgment and settlement. As a result, the balance of the bank letter of credit, net of fees, was no longer restricted and on November 17, 2016 approximately $79,300 was returned to the Company as unrestricted funds.

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NOTE 4. LONG-TERM DEBT

9 Months Ended

Jul. 01, 2018

Notes

NOTE 4. LONG-TERM DEBT

NOTE 4. LONG-TERM DEBT

On January 9, 2013, the Company completed a refinancing transaction (the “2013 Refinancing Loan”) with Synovus Bank, f/k/a Commercial Bank & Trust Company of Troup County (“Synovus”) as lender. The 2013 Refinancing Loan was for a principal amount of $3,752,000 and has a 20-year term. The 2013 Refinancing Loan is secured by substantially all the assets of the Company and its wholly owned subsidiaries. The 2013 Refinancing Loan bears interest at the rate of Prime Rate plus 2.50%, resulting in a rate of 5.75% during the first five years of the loan term. Thereafter, the interest rate will be re-priced every five years based on the then-Prime Rate plus 2.50%, as a result the interest rate was reset to 7.00% effective January 9, 2018. During the first four months following the closing of the 2013 Refinancing Loan the Company made interest-only payments. The closing costs for the 2013 Refinancing Loan totaled $175,369.

On December 13, 2017, the Company made a partial prepayment of $300,000 against the 2013 Refinancing Loan. As a result of this prepayment, the Company wrote-off $12,495 of the 2013 Refinancing Loan closing costs, leaving $122,911 of 2013 Refinancing Loan closing costs to be amortized over its remaining 15-year term. The minimum required monthly payment is approximately $25,800 for the next five years of the 2013 Refinancing Loan term, commencing in February 2018.

Interest expense of $52,497 and $49,799 for the three month period ended July 1, 2018 and July 2, 2017, respectively, includes $2,437 and $2,602 of amortization of debt closing costs, respectively. Interest expense of $152,013 and $150,819 for the nine month period ended July 1, 2018 and July 2, 2017, respectively, includes $7,311 and $7,806 of amortization of debt closing costs, respectively.

	As of
	July 1, 2018	October 1, 2017
2013 Refinancing Loan principal outstanding	$ 2,848,165	$ 3,239,756
Less: unamortized debt closing costs	(118,037)	(137,843)
Gross long-term debt	2,730,128	3,101,913
Less current portion of long-term debt, net of unamortized debt closing costs	(94,287)	(111,496)
Long-term debt	$ 2,635,841	$ 2,990,417

As of July 1, 2018, the scheduled future principal maturities by fiscal year are as follows:

2018	$ 18,423
2019	115,157
2020	123,481
2021	132,408
2022	141,980
thereafter	2,316,716
Total	$ 2,848,165

Subsequent to the period covered in this report, on July 11, 2018, the Company, through its wholly owned subsidiary Wild Animal – Georgia, completed a refinancing transaction (the “2018 Refinancing”) with Synovus. The 2018 Refinancing included a term loan in the original principal amount of $1,600,000 (the “2018 Term Loan”). The 2018 Term Loan bears interest at a rate of 5.0% per annum and is payable in monthly payments of approximately $22,672, based on a seven year amortization period. The 2018 Term Loan has a maturity date of June 11, 2021, with an option to renew at 5.0% per annum for an additional 49 month term. The 2018 Term Loan is secured by a security deed on the assets of Wild Animal – Georgia. The Company used the proceeds of the 2018 Term Loan, along with available cash of approximately $1,250,000, to refinance the then outstanding balance of the 2013 Refinancing Loan. The Company paid a total of approximately $12,000 in fees and expenses in connection with the 2018 Refinancing. As a result of the 2018 Refinancing, the unamortized 2013 Refinancing Loan debt closing costs of $118,307 will be expensed during the three months ending September 30, 2018.

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NOTE 5. LINES OF CREDIT

9 Months Ended

Jul. 01, 2018

Notes

NOTE 5. LINES OF CREDIT

NOTE 5. LINES OF CREDIT

The Company maintains a $350,000 line of credit loan (the “2013 LOC”) from Synovus for working capital purposes. The 2013 LOC has an initial term of seven years, ending on January 8, 2020, and is subject to the satisfactory performance by the Company. The 2013 LOC interest rate is tied to the prime rate and was 7.00% as of July 1, 2018, with a minimum rate of 5.25%. The closing costs for the 2013 LOC totaled $11,482 and are being amortized over the initial seven-year term of the loan. As of July 1, 2018 and October 1, 2017, respectively, there was no outstanding balance against the 2013 LOC. When applicable, all advances on the Company’s 2013 LOC are recorded as current liabilities.

Subsequent to the period covered in this report, on July 11, 2018, the Company, through its wholly owned subsidiary Wild Animal – Georgia completed a refinancing transaction (the “2018 Refinancing”) with Synovus. The 2018 Refinancing included a line of credit of up to $350,000 (the “2018 LOC”). The 2018 LOC bears interest at a rate of 4.75% and interest only payments are due monthly. The 2018 LOC is secured by a security deed on the assets of Wild Animal – Georgia. The 2018 LOC matures on July 11, 2021, with an option to renew for an additional three-year term. If necessary, the Company will utilize the 2018 LOC to fund seasonal working capital needs. Through the date of this report, there have been no borrowings under the 2018 LOC.

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NOTE 6. STOCKHOLDERS' EQUITY

9 Months Ended

Jul. 01, 2018

Notes

NOTE 6. STOCKHOLDERS' EQUITY

NOTE 6. STOCKHOLDERS’ EQUITY

Shares of common stock issued for service to the Company are valued based on market price on the date of issuance.

On December 20, 2017, the Company declared its annual award to five Directors for their service on the Board of Directors. Each director was awarded 25,000 shares at $0.230 per share or the cash equivalent of $5,750. Three directors elected to receive their award in cash and two directors elected to receive shares of the Company’s common stock. The total award cost of $28,750 was reported as an expense in the first quarter of the 2018 fiscal year, and the Company subsequently distributed each award on January 9, 2018.

On December 20, 2016, the Company awarded a total of 150,000 shares of its common stock to six Directors for their service on the Board of Directors at a fair market value of $0.108 per share or $16,200, which was reported as an expense in the first quarter of the 2017 fiscal year.

Officers, Directors and their controlled entities own approximately 51.8% of the outstanding common stock of the Company as of July 1, 2018.

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Note 7 - Significant Transactions With Related Parties

9 Months Ended

Jul. 01, 2018

Notes

Note 7 - Significant Transactions With Related Parties

NOTE 7. SIGNIFICANT TRANSACTIONS WITH RELATED PARTIES

Employment Agreements:

Effective June 1, 2009, the Company entered into an employment agreement with Dale Van Voorhis (the “2009 Van Voorhis Employment Agreement”) to serve as the Company’s Chief Operating Officer. Effective January 27, 2011, Mr. Van Voorhis was appointed as the Company’s Chief Executive Officer. Effective June 1, 2018, the Company and Mr. Van Voorhis entered into the “2018 Van Voorhis Employment Agreement”. Pursuant to the 2018 Van Voorhis Employment Agreement, Mr. Van Voorhis receives an initial base annual compensation in the amount of $90,000 per year, subject to annual review by the Board of Directors. The 2018 Van Voorhis Employment Agreement has a term of two years and entitles Mr. Van Voorhis to participate in any deferred compensation plan the Company may adopt during the term of his employment with the Company.

On April 1, 2008, the Company entered into an employment agreement with Jim Meikle (the “2008 Meikle Employment Agreement”) pursuant to which Mr. Meikle was hired to serve as the President and Chief Executive Officer of each of the Company’s wholly owned subsidiaries. Effective January 27, 2011, Mr. Meikle was appointed as the Company’s Chief Operating Officer. Effective April 1, 2017, the Company and Mr. Meikle entered into the “2017 Meikle Employment Agreement”. Pursuant to the 2017 Meikle Employment Agreement, Mr. Meikle receives an initial base annual compensation in the amount of $135,000 per year, subject to annual review by the Board of Directors. The 2017 Meikle Employment Agreement has a term of two years and entitles Mr. Meikle to participate in any deferred compensation plan the Company may adopt during the term of his employment with the Company.

Effective April 2, 2014, the Company entered into an employment agreement with Todd R. White (the “White Employment Agreement”) to serve as the Company’s Chief Financial Officer. Pursuant to the White Employment Agreement, Mr. White received an initial base annual compensation of $50,000 per year, subject to annual review by the Board of Directors. Mr. White also received a $10,000 signing bonus. Effective April 2, 2015, Mr. White’s annual base compensation was increased to $60,000. The White Employment Agreement has a term of five years and entitles Mr. White to participate in any deferred compensation plan the Company may adopt during the term of his employment with the Company.

Effective May 1, 2018, the Company entered into an employment agreement with Michael D. Newman (the “Newman Employment Agreement”) to serve as the Company’s Vice President of Safari Operations. Mr. Newman has been the general manager of Wild Animal – Georgia since February 2011. Pursuant to the Newman Employment Agreement, Mr. Newman received an initial base annual compensation of $95,000 per year, subject to annual review by the Board of Directors. Mr. Newman also received a $5,000 signing bonus. The Newman Employment Agreement has a term of five years and entitles Mr. Newman to participate in any deferred compensation plan the Company may adopt during the term of his employment with the Company.

Each of the foregoing employment agreements contains provisions for severance compensation in the event an agreement is (i) terminated early by the Company without cause ($545,000 in aggregate) or (ii) in the event of a change in control of the Company ($495,000 in aggregate).

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Note 8 - Income Taxes

9 Months Ended

Jul. 01, 2018

Notes

Note 8 - Income Taxes

NOTE 8. INCOME TAXES

On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted into federal law, which includes significant changes to the U.S. corporate federal tax code. Among other changes, the Tax Act lowered the U.S. statutory corporate federal income tax rate from 35% to 21% effective January 1, 2018. As the Company’s 2018 fiscal year end falls on September 30, the U.S. statutory federal income tax rate for its 2018 fiscal year will be a blended rate of 24.5%, with the statutory rate of 21% applicable for its fiscal years beginning with 2019.

As of October 1, 2017, the Company had a net deferred tax asset of $160,355, primarily associated with its remaining cumulative federal net operating loss carry-forward. For the nine month period ended July 1, 2018, the Company recognized a one-time net deferred tax charge of $66,855, of which $36,595 was associated with the revaluation of its net deferred tax liability at its 2018 fiscal year blended federal income tax rate. The remaining net deferred tax charge of $30,260 was associated with a reassessment of the Company’s remaining cumulative federal net operating loss carry-forward.

For the nine month period ended July 1, 2018, the Company reported pre-tax income of $717,083. For the fiscal year ending September 30, 2018 the Company expects to generate pre-tax income and to record a tax provision at a blended effective federal and state income tax rate of approximately 29.2%. As such, the Company recorded a net income tax provision of $257,021 for the nine month period ended July 1, 2018.

The Company’s remaining cumulative federal net operating loss carry-forward was approximately $382,000 at October 1, 2017 and will expire beginning in the year 2026. For the fiscal year ending September 30, 2018 the Company expects to utilize all of its remaining federal net tax operating loss carry-forwards to offset a portion of the regular federal cash tax due for its 2018 fiscal year.

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NOTE 9. COMMITMENTS AND CONTINGENCIES

9 Months Ended

Jul. 01, 2018

Notes

NOTE 9. COMMITMENTS AND CONTINGENCIES

NOTE 9. COMMITMENTS AND CONTINGENCIES

As of March 30, 2017, the Company entered into a settlement and release agreement (the “Eastland Settlement Agreement”) with Larry Eastland, the Company’s former President and CEO and certain parties affiliated with Mr. Eastland (collectively the “Eastland Defendants”) thereby bringing to a close litigation commenced by the Company in September of 2009 and identified as Parks! America, Inc. vs. Eastland; et al., Case No. 09-A-599668 in the Eighth Judicial District Court of the State of Nevada. Prior to that, in November of 2016, the Company reached a settlement with Stanley Harper and Computer Contact Service, Inc., an entity controlled by Mr. Harper (together the “Harper Defendants”) who were also defendants in that case. As a result, this litigation was terminated. The Harper Defendants received $372,416, inclusive of additional attorney’s fees, costs and interest (the “Harper Judgment Award”), which was paid on November 8, 2016. The Eastland Defendants agreed to make a settlement payment to the Company of $80,000 and assign 10,000 shares of the Company’s common stock, beneficially owned by one of the Eastland Defendants, to the Company (the “Settlement Shares”). Furthermore, the Company consented to the sale of 10,010,000 shares of common stock beneficially owned by the Eastland Defendants to Nicholas Parks (the “NP Transaction”). On April 20, 2017, the Company received the $80,000 settlement payment and the Settlement Shares. A Stipulation and Order to Dismiss the Litigation with Prejudice was filed on April 24, 2017. As part of the NP Transaction, the Company entered into a Settlement Agreement and Release with Nicholas Parks, dated as of March 30, 2017 (the “NP Settlement Agreement”). As a result of the NP Transaction, Nicholas Parks holds shares representing approximately 13.4% of the outstanding common stock of the Company.

Except as described above, the Company is not a party to any pending legal proceeding, nor is its property the subject of a pending legal proceeding, that is not in the ordinary course of business or otherwise material to the financial condition of its business. None of the Company’s directors, officers or affiliates is involved in a proceeding adverse to its business or has a material interest adverse to its business.

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NOTE 10. BUSINESS SEGMENTS

9 Months Ended

Jul. 01, 2018

Notes

NOTE 10. BUSINESS SEGMENTS

NOTE 10. BUSINESS SEGMENTS

The Company manages its operations on an individual location basis. Discrete financial information is maintained for each Park and provided to management for review and as a basis for decision-making. The primary performance measures used to allocate resources are Park earnings before interest and tax expense, and free cash flow.

The following tables present financial information regarding each of the Company’s reportable segments:

	For the three months ended				For the nine months ended
	July 1, 2018		July 2, 2017		July 1, 2018		July 2, 2017
Total net sales:
Georgia	$	1,746,883	$	1,766,845	$	3,463,315	$	3,715,226
Missouri	296,081		347,658		520,098		618,565
Consolidated	$	2,042,964	$	2,114,503	$	3,983,413	$	4,333,791
Income (loss) before income taxes:
Georgia	$	1,011,648	$	1,134,511	$	1,542,027	$	2,078,277
Missouri	9,606		42,034		(208,160)		(97,429)
Segment total	1,021,254		1,176,545		1,333,867		1,980,848
Corporate	(128,273)		(149,006)		(466,068)		(582,205)
Other income (expense), net	4,938		82,472		13,792		87,131
Write-off of loan fees - prepayment	-		-		(12,495)		-
Interest expense	(52,497)		(49,799)		(152,013)		(150,819)
Consolidated	$	845,422	$	1,060,212	$	717,083	$	1,334,955

	As of
	July 1, 2018			October 1, 2017
Total assets:
Georgia	$		7,504,413	$	7,206,865
Missouri	2,514,636			2,714,869
Corporate	255,106			385,859
Consolidated	$	10,274,155		$	10,307,593

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NOTE 11. SUBSEQUENT EVENTS

9 Months Ended

Jul. 01, 2018

Notes

NOTE 11. SUBSEQUENT EVENTS

NOTE 11. SUBSEQUENT EVENTS

In accordance with ASC 855-10, except as noted in “NOTE 4. LONG-TERM DEBT” and “NOTE 5. LINES OF CREDIT”, the Company has analyzed its operations subsequent to July 1, 2018 to the date these financial statements were issued and has determined that it does not have any material subsequent events to disclose in these unaudited consolidated financial statements.

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Note 2 - Significant Accounting Policies: Basis of Presentation (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Basis of Presentation

Basis of Presentation: The Company’s unaudited consolidated financial statements for the three months and nine months ended July 1, 2018 and July 2, 2017 are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Company believes that the disclosures made are adequate to make the information presented not misleading. The information reflects all adjustments that, in the opinion of management, are necessary for a fair presentation of the financial position and results of operations for the periods set forth herein. In the opinion of management interim results reflect all normal and recurring adjustments, and are not necessarily indicative of the results for a full fiscal year.

These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended October 1, 2017.

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Note 2 - Significant Accounting Policies: Principles of Consolidation (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Principles of Consolidation

Principles of Consolidation: The accompanying unaudited consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries (Wild Animal – Georgia and Wild Animal – Missouri). All material inter-company accounts and transactions have been eliminated in consolidation.

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Note 2 - Significant Accounting Policies: Accounting Method (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Accounting Method

Accounting Method: The Company recognizes income and expenses based on the accrual method of accounting.

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Note 2 - Significant Accounting Policies: Estimates and Assumptions (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Estimates and Assumptions

Estimates and Assumptions: Management uses estimates and assumptions in preparing financial statements in accordance with GAAP. Those estimates and assumptions affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses. Actual results could vary from the estimates that were assumed in preparing these financial statements.

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Note 2 - Significant Accounting Policies: Fiscal Year End (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Fiscal Year End

Fiscal Year End: The Company’s fiscal year-end is the Sunday closest to September 30, and its quarterly close dates are also determined by the Sunday closest to the end of each quarterly reporting period. For the 2018 fiscal year, September 30 will be the closest Sunday, and for the 2017 fiscal year, October 1 was the closest Sunday. Both fiscal years will be comprised of 52-weeks. This fiscal calendar aligns the Company’s fiscal periods more closely with the seasonality of its business. The high season typically ends after the Labor Day holiday weekend. The period from October through early March is geared towards maintenance and preparation for the next busy season, which typically begins at Spring Break and runs through Labor Day.

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Note 2 - Significant Accounting Policies: Reclassifications (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Reclassifications

Reclassifications: Certain accounts and financial statement captions in the prior periods have been reclassified to conform to the current period financial statements.

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Note 2 - Significant Accounting Policies: Financial and Concentrations Risk (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Financial and Concentrations Risk

Financial and Concentrations Risk: The Company does not have any concentration or related financial credit risks. The Company maintains its cash in bank deposit accounts, which at times may exceed federally insured limits.

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Note 2 - Significant Accounting Policies: Trade Accounts Receivable (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Trade Accounts Receivable

Trade Accounts Receivable: The theme parks are a payment upfront business; therefore, the Company typically carries little or no accounts receivable. The Company had no accounts receivable as of July 1, 2018 and October 1, 2017, respectively.

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Note 2 - Significant Accounting Policies: Inventory (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Inventory

Inventory: Inventory consists of gift shop items, animal food, concession and park supplies, and is stated at the lower of cost or market. Cost is determined on the first-in, first-out method. Inventories are reviewed and reconciled annually, because inventory levels turn over rapidly.

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Note 2 - Significant Accounting Policies: Property and Equipment (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Property and Equipment

Property and Equipment: Property and equipment is stated at cost. Depreciation is computed on the straight-line method over the estimated useful lives of the assets, which range from three to thirty-nine years. A summary is included below.

	July 1, 2018		October 1, 2017		Depreciable Lives
Land	$	2,507,180	$	2,507,180	not applicable
Ground improvements	981,782		935,904		7-25 years
Buildings and structures	2,900,018		2,891,668		10-39 years
Animal shelters and habitats	1,370,369		1,330,653		10-39 years
Park animals	961,559		741,894		5-10 years
Equipment - concession and related	212,831		209,665		3-15 years
Equipment and vehicles - yard and field	570,267		541,703		3-15 years
Vehicles - buses and rental	232,963		200,764		3-5 years
Rides and entertainment	189,038		180,466		5-7 years
Furniture and fixtures	60,485		60,485		5-10 years
Projects in process	128,643		-
Property and equipment, cost	10,115,135		9,600,382
Less accumulated depreciation	(3,420,333)		(3,135,532)
Property and equipment, net	$	6,694,802	$	6,464,850

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Note 2 - Significant Accounting Policies: Intangible assets (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Intangible assets

Intangible assets: Intangible assets consist of franchising fees, which are reported at cost and are being amortized over a period of 60 months.

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Note 2 - Significant Accounting Policies: Impairment of Long-Lived Assets (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets: The Company reviews its major assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If an asset is considered impaired, then impairment will be recognized in an amount determined by the excess of the carrying amount of the asset over its fair value.

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Note 2 - Significant Accounting Policies: Other Current Liabilities (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Other Current Liabilities

Other Current Liabilities: The following is a breakdown of other current liabilities:

	July 1, 2018		October 1, 2017
Accrued wages and payroll taxes	$	44,517	$	22,644
Deferred revenue	60,178		47,607
Accrued sales taxes	53,267		32,865
Accrued property taxes	27,600		37,557
Accrued income taxes	-		62,650
Other accrued liabilities	78,855		77,832
Other current liabilities	$	264,417	$	281,155

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Note 2 - Significant Accounting Policies: Financial Instruments (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Financial Instruments

Financial Instruments: The carrying amounts of financial instruments are considered by management to be their estimated fair values due to their short-term maturities. Securities that are publicly traded are valued at their fair market value as of the balance sheet date presented.

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Note 2 - Significant Accounting Policies: Revenue Recognition (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Revenue Recognition

Revenue Recognition: The Company’s major source of income is from theme park admissions. Theme park revenues from admission fees are generally recognized upon receipt of payment at the time of the customers’ visit to the parks. Theme park revenues from advance online ticket purchases are deferred until the customers’ visit to the parks. Short-term seasonal passes are sold primarily during the spring and summer seasons, are negligible to our results of operations and are not material. The Company periodically sells surplus animals created from the natural breeding process that occurs within the parks. All animal sales are reported as a separate revenue line item.

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Note 2 - Significant Accounting Policies: Advertising and Market Development (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Advertising and Market Development

Advertising and Market Development: The Company expenses advertising and marketing costs as incurred.

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Note 2 - Significant Accounting Policies: Stock Based Compensation (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Stock Based Compensation

Stock Based Compensation: The Company recognizes compensation costs on a straight-line basis over the requisite service period associated with the grant. No activity has occurred in relation to stock options during any period presented. The Company awards shares of its common stock to members of its Board of Directors for service on the Board. The shares issued to the Board are “restricted” and are not to be re-sold unless an exemption from registration is available, such as the exemption afforded by Rule 144 promulgated under the Securities Act of 1933, as amended (the “Securities Act”). The Company recognizes the expense based on the fair market value at time of the grant. Each director is typically granted 25,000 restricted shares or the cash equivalent annually, usually toward the end of the calendar year.

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Note 2 - Significant Accounting Policies: Income Taxes (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Income Taxes

Income Taxes: The Company utilizes the asset and liability method of accounting for income taxes, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting basis and the tax basis of the assets and liabilities, and are measured using the enacted tax rates and laws. Management periodically reviews the Company’s deferred tax assets to determine whether their value can be realized based on available evidence. A valuation allowance is established when management believes it is more likely than not, that such tax benefits will not be realized. Changes in valuation allowances from period to period are included in the Company’s income tax provision in the period of change.

On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted into federal law, which includes significant changes to the U.S. corporate federal tax code. Among other changes, the Tax Act lowered the U.S. statutory corporate federal income tax rate from 35% to 21%. As the Company’s 2018 fiscal year end falls on September 30, the U.S. statutory federal income tax rate for its 2018 fiscal year will be a blended rate of 24.5%, with the statutory rate of 21% applicable for its fiscal years beginning with 2019. See “NOTE 8. INCOME TAXES” for additional information.

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Note 2 - Significant Accounting Policies: Basic and Diluted Net Income (Loss) Per Share (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Basic and Diluted Net Income (Loss) Per Share

Basic and Diluted Net Income (Loss) Per Share: Basic net income (loss) per share amounts are computed based on the weighted average number of shares actually outstanding. Diluted net income (loss) per share amounts are computed using the weighted average number of common shares and common equivalent shares outstanding as if shares had been issued on the exercise any common share rights unless the exercise becomes anti-dilutive and then only the basic per share amounts are shown in the report.

Basic and diluted net income (loss) per share is computed by dividing net income (loss) available to common stockholders by the applicable weighted average number of common shares outstanding in each period.

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Note 2 - Significant Accounting Policies: Dividend Policy (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Dividend Policy

Dividend Policy: The Company has not yet adopted a policy regarding payment of dividends.

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Note 2 - Significant Accounting Policies: Recent Accounting Pronouncements (Policies)

9 Months Ended

Jul. 01, 2018

Policies

Recent Accounting Pronouncements

Recent Accounting Pronouncements: The Company does not expect recently issued accounting standards or interpretations to have a material impact on the Company’s financial position, results of operations, cash flows or financial statement disclosures.

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Note 2 - Significant Accounting Policies: Property and Equipment: Property, Plant and Equipment (Tables)

9 Months Ended

Jul. 01, 2018

Tables/Schedules

Property, Plant and Equipment

	July 1, 2018		October 1, 2017		Depreciable Lives
Land	$	2,507,180	$	2,507,180	not applicable
Ground improvements	981,782		935,904		7-25 years
Buildings and structures	2,900,018		2,891,668		10-39 years
Animal shelters and habitats	1,370,369		1,330,653		10-39 years
Park animals	961,559		741,894		5-10 years
Equipment - concession and related	212,831		209,665		3-15 years
Equipment and vehicles - yard and field	570,267		541,703		3-15 years
Vehicles - buses and rental	232,963		200,764		3-5 years
Rides and entertainment	189,038		180,466		5-7 years
Furniture and fixtures	60,485		60,485		5-10 years
Projects in process	128,643		-
Property and equipment, cost	10,115,135		9,600,382
Less accumulated depreciation	(3,420,333)		(3,135,532)
Property and equipment, net	$	6,694,802	$	6,464,850

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Note 2 - Significant Accounting Policies: Other Current Liabilities: Other Current Liabilities (Tables)

9 Months Ended

Jul. 01, 2018

Tables/Schedules

Other Current Liabilities

	July 1, 2018		October 1, 2017
Accrued wages and payroll taxes	$	44,517	$	22,644
Deferred revenue	60,178		47,607
Accrued sales taxes	53,267		32,865
Accrued property taxes	27,600		37,557
Accrued income taxes	-		62,650
Other accrued liabilities	78,855		77,832
Other current liabilities	$	264,417	$	281,155

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NOTE 4. LONG-TERM DEBT: Schedule of Debt (Tables)

9 Months Ended

Jul. 01, 2018

Tables/Schedules

Schedule of Debt

	As of
	July 1, 2018	October 1, 2017
2013 Refinancing Loan principal outstanding	$ 2,848,165	$ 3,239,756
Less: unamortized debt closing costs	(118,037)	(137,843)
Gross long-term debt	2,730,128	3,101,913
Less current portion of long-term debt, net of unamortized debt closing costs	(94,287)	(111,496)
Long-term debt	$ 2,635,841	$ 2,990,417

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NOTE 4. LONG-TERM DEBT: Schedule of Maturities of Long-term Debt (Tables)

9 Months Ended

Jul. 01, 2018

Tables/Schedules

Schedule of Maturities of Long-term Debt

2018	$ 18,423
2019	115,157
2020	123,481
2021	132,408
2022	141,980
thereafter	2,316,716
Total	$ 2,848,165

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NOTE 10. BUSINESS SEGMENTS: Schedule of Revenue by Reporting Segments (Tables)

9 Months Ended

Jul. 01, 2018

Tables/Schedules

Schedule of Revenue by Reporting Segments

	For the three months ended				For the nine months ended
	July 1, 2018		July 2, 2017		July 1, 2018		July 2, 2017
Total net sales:
Georgia	$	1,746,883	$	1,766,845	$	3,463,315	$	3,715,226
Missouri	296,081		347,658		520,098		618,565
Consolidated	$	2,042,964	$	2,114,503	$	3,983,413	$	4,333,791
Income (loss) before income taxes:
Georgia	$	1,011,648	$	1,134,511	$	1,542,027	$	2,078,277
Missouri	9,606		42,034		(208,160)		(97,429)
Segment total	1,021,254		1,176,545		1,333,867		1,980,848
Corporate	(128,273)		(149,006)		(466,068)		(582,205)
Other income (expense), net	4,938		82,472		13,792		87,131
Write-off of loan fees - prepayment	-		-		(12,495)		-
Interest expense	(52,497)		(49,799)		(152,013)		(150,819)
Consolidated	$	845,422	$	1,060,212	$	717,083	$	1,334,955

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NOTE 10. BUSINESS SEGMENTS: Schedule of Assets by Reporting Segments (Tables)

9 Months Ended

Jul. 01, 2018

Tables/Schedules

Schedule of Assets by Reporting Segments

	As of
	July 1, 2018			October 1, 2017
Total assets:
Georgia	$		7,504,413	$	7,206,865
Missouri	2,514,636			2,714,869
Corporate	255,106			385,859
Consolidated	$	10,274,155		$	10,307,593

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Note 1 - Organization (Details)	9 Months Ended
	Jul. 01, 2018
Details
Entity Incorporation, Date of Incorporation	Jul. 30, 1954
Entity Information, Former Legal or Registered Name	Painted Desert Uranium & Oil Co.
Entity Incorporation, State Country Name	Nevada

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Note 2 - Significant Accounting Policies: Property and Equipment: Property, Plant and Equipment (Details) - USD ($)	9 Months Ended
	Jul. 01, 2018	Oct. 01, 2017
Land
Property, Plant and Equipment, Gross	$ 2,507,180	$ 2,507,180
Ground Improvements
Property, Plant and Equipment, Gross	981,782	935,904
Building
Property, Plant and Equipment, Gross	2,900,018	2,891,668
Animal shelters and habitats
Property, Plant and Equipment, Gross	1,370,369	1,330,653
Park animals
Property, Plant and Equipment, Gross	961,559	741,894
Equipment - concession and related
Property, Plant and Equipment, Gross	212,831	209,665
Equipment and vehicles - yard and field
Property, Plant and Equipment, Gross	570,267	541,703
Vehicles - buses and rental
Property, Plant and Equipment, Gross	232,963	200,764
Rides and entertainment
Property, Plant and Equipment, Gross	189,038	180,466
Furniture and Fixtures
Property, Plant and Equipment, Gross	60,485	60,485
Projects in process
Property, Plant and Equipment, Gross	128,643	0
Property, Plant and Equipment, Gross	10,115,135	9,600,382
Less accumulated depreciation	(3,420,333)	(3,135,532)
Property and equipment, net	$ 6,694,802	$ 6,464,850
Minimum | Ground Improvements
Depreciable Lives	7 years
Minimum | Building
Depreciable Lives	10 years
Minimum | Animal shelters and habitats
Depreciable Lives	10 years
Minimum | Park animals
Depreciable Lives	5 years
Minimum | Equipment - concession and related
Depreciable Lives	3 years
Minimum | Equipment and vehicles - yard and field
Depreciable Lives	3 years
Minimum | Vehicles - buses and rental
Depreciable Lives	3 years
Minimum | Rides and entertainment
Depreciable Lives	5 years
Minimum | Furniture and Fixtures
Depreciable Lives	5 years
Maximum | Ground Improvements
Depreciable Lives	25 years
Maximum | Building
Depreciable Lives	39 years
Maximum | Animal shelters and habitats
Depreciable Lives	39 years
Maximum | Park animals
Depreciable Lives	10 years
Maximum | Equipment - concession and related
Depreciable Lives	15 years
Maximum | Equipment and vehicles - yard and field
Depreciable Lives	15 years
Maximum | Vehicles - buses and rental
Depreciable Lives	5 years
Maximum | Rides and entertainment
Depreciable Lives	7 years
Maximum | Furniture and Fixtures
Depreciable Lives	10 years

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Note 2 - Significant Accounting Policies: Other Current Liabilities: Other Current Liabilities (Details) - USD ($)	Jul. 01, 2018	Oct. 01, 2017
Details
Accrued wages and payroll taxes	$ 44,517	$ 22,644
Deferred revenue	60,178	47,607
Accrued sales taxes	53,267	32,865
Accrued property taxes	27,600	37,557
Accrued income taxes	0	62,650
Other accrued liabilities	78,855	77,832
Other current liabilities	$ 264,417	$ 281,155

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NOTE 4. LONG-TERM DEBT (Details) - USD ($)	3 Months Ended		9 Months Ended
	Jul. 01, 2018	Jul. 02, 2017	Jul. 01, 2018	Jul. 02, 2017
Details
Debt Instrument, Description			Refinancing Loan
Debt Instrument, Face Amount	$ 3,752,000		$ 3,752,000
Debt Instrument, Term			20 years
Debt Instrument, Interest Rate Terms			The 2013 Refinancing Loan bears interest at the rate of Prime Rate plus 2.50%, resulting in a rate of 5.75% during the first five years of the loan term. Thereafter, the interest rate will be re-priced every five years based on the then-Prime Rate plus 2.50%
Debt Instrument, Fee Amount	175,369		$ 175,369
Write-off of loan fees - prepayment	0	$ 0	(12,495)	$ 0
Interest Expense	52,497	49,799	152,013	150,819
Interest expense - loan fee amortization	$ 2,437	$ 2,602	$ 7,311	$ 7,806

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NOTE 4. LONG-TERM DEBT: Schedule of Debt (Details) - USD ($)	Jul. 01, 2018	Oct. 01, 2017
Details
Refinancing Loan principal outstanding	$ 2,848,165	$ 3,239,756
Less: unamortized debt closing costs	(118,037)	(137,843)
Gross long-term debt	2,730,128	3,101,913
Less current portion of long-term debt, net of unamortized debt closing costs	(94,287)	(111,496)
Long-term debt	$ 2,635,841	$ 2,990,417

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NOTE 4. LONG-TERM DEBT: Schedule of Maturities of Long-term Debt (Details)	Jul. 01, 2018 USD ($)
Details
Long-term Debt, Maturities, Repayments of Principal in remainder of current fiscal year	$ 18,423
Long-term Debt, Maturities, Repayments of Principal in Year Two	115,157
Long-term Debt, Maturities, Repayments of Principal in Year Three	123,481
Long-term Debt, Maturities, Repayments of Principal in Year Four	132,408
Long-term Debt, Maturities, Repayments of Principal in Year Five	141,980
Long-term Debt, Maturities, Repayments of Principal after Year Five	2,316,716
Long-term Debt	$ 2,848,165

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NOTE 5. LINES OF CREDIT (Details) - USD ($)	9 Months Ended
	Jul. 01, 2018	Oct. 01, 2017
Details
Line of Credit Facility, Maximum Borrowing Capacity	$ 350,000
Line of Credit Facility, Description	line of credit loan (the “2013 LOC”) from Synovus for working capital purposes
Line of Credit, Initial Term	7 years
Line of Credit Facility, Expiration Date	Jan. 08, 2020
Line of Credit Facility, Covenant Terms	subject to the satisfactory performance by the Company
Line of Credit Facility, Interest Rate Description	The 2013 LOC interest rate is tied to the prime rate and was 7.00% as of July 1, 2018, with a minimum rate of 5.25%.
Line of Credit Facility, Fair Value of Amount Outstanding	$ 0	$ 0

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Note 8 - Income Taxes (Details) - USD ($)	3 Months Ended		9 Months Ended
	Jul. 01, 2018	Jul. 02, 2017	Jul. 01, 2018	Jul. 02, 2017	Oct. 01, 2017
Details
Net deferred tax asset					$ 160,355
One-time net deferred tax charge			$ 66,855
Income before income taxes	$ 845,422	$ 1,060,212	717,083	$ 1,334,955
Regular net tax benefit			$ 257,021

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NOTE 10. BUSINESS SEGMENTS: Schedule of Revenue by Reporting Segments (Details) - USD ($)	3 Months Ended		9 Months Ended
	Jul. 01, 2018	Jul. 02, 2017	Jul. 01, 2018	Jul. 02, 2017
Georgia
Total net sales:	$ 1,746,883	$ 1,766,845	$ 3,463,315	$ 3,715,226
Income (loss) before income taxes:	1,011,648	1,134,511	1,542,027	2,078,277
Missouri
Total net sales:	296,081	347,658	520,098	618,565
Income (loss) before income taxes:	9,606	42,034	(208,160)	(97,429)
Total net sales:	2,042,964	2,114,503	3,983,413	4,333,791
Income (loss) before income taxes:	845,422	1,060,212	717,083	1,334,955
Segment total
Income (loss) before income taxes:	1,021,254	1,176,545	1,333,867	1,980,848
Corporate
Income (loss) before income taxes:	(128,273)	(149,006)	(466,068)	(582,205)
Other income (expense), net
Income (loss) before income taxes:	4,938	82,472	13,792	87,131
Write-off of loan fees - prepayment
Income (loss) before income taxes:	0	0	(12,495)	0
Interest expense
Income (loss) before income taxes:	$ (52,497)	$ (49,799)	$ (152,013)	$ (150,819)

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NOTE 10. BUSINESS SEGMENTS: Schedule of Assets by Reporting Segments (Details) - USD ($)	Jul. 01, 2018	Oct. 01, 2017
Georgia
Total assets:	$ 7,504,413	$ 7,206,865
Missouri
Total assets:	2,514,636	2,714,869
Corporate
Total assets:	255,106	385,859
Total assets:	$ 10,274,155	$ 10,307,593