0001078782-19-000630.txt : 20190806 0001078782-19-000630.hdr.sgml : 20190806 20190806163836 ACCESSION NUMBER: 0001078782-19-000630 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20190806 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20190806 DATE AS OF CHANGE: 20190806 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PARKS AMERICA, INC CENTRAL INDEX KEY: 0001297937 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 910626756 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51254 FILM NUMBER: 191002618 BUSINESS ADDRESS: STREET 1: 1300 OAK GROVE RD CITY: PINE MOUNTAIN STATE: GA ZIP: 31822 BUSINESS PHONE: 706-663-8744 MAIL ADDRESS: STREET 1: 1300 OAK GROVE RD CITY: PINE MOUNTAIN STATE: GA ZIP: 31822 FORMER COMPANY: FORMER CONFORMED NAME: GREAT AMERICAN FAMILY PARKS INC DATE OF NAME CHANGE: 20040721 8-K 1 f8k080519_8k.htm FORM 8K CURRENT REPORT Form 8K Current Report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

August 6, 2019

 

000-51254

Date of Report (Date of earliest event reported)

 

Commission File Number

 

PARKS! AMERICA, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

 

91-0626756

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification Number)

 

 

 

1300 Oak Grove Road

Pine Mountain, GA 31822

(Address of Principal Executive Offices) (Zip Code)

 

(706) 663-8744

(Registrant’s telephone number, including area code)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



Item 2.02. Results of Operations and Financial Condition.

 

On August 6, 2019, Parks! America, Inc. (the “Company”) issued a news release (the “News Release”) reporting information regarding its results of operations for the three months and nine months ended June 30, 2019 and its financial condition as of June 30, 2019. A copy of the News Release is attached as Exhibit 99.1 to this Report on Form 8-K.

 

The information in the News Release is being furnished, not filed, pursuant to Item 2.02. Accordingly, the information in the News Release shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(a)Financial statements of businesses acquired: 

 

Not applicable

 

(b)Pro forma financial information: 

 

Not applicable

 

(c)Shell company transactions: 

 

Not applicable

 

(d)Exhibits: 

 

Exhibit No.

Description of Exhibit

99.1

News release issued by Parks! America, Inc. on August 6, 2019



SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: August 6, 2019

PARKS! AMERICA, INC.

 

 

By: /s/ Todd R. White

Name: Todd R. White

Title: Chief Financial Officer

 

EX-99.1 2 f8k080519_ex99z1.htm EXHIBIT 99.1 NEWS RELEASE ISSUED BY PARKS! AMERICA, INC. ON AUGUST 6, 2019 Exhibit 99.1 News release issued by Parks! America, Inc. on August 6, 2019

Date: August 6, 2019

News Release – Investor Update

 

Parks! America, Inc. Reports Q3 Fiscal 2019 Results

 

Q3 and YTD F19 attendance based net sales increase by 3.9% and 4.9%, respectively 

 

PINE MOUNTAIN, Georgia, August 6, 2019 – Parks! America, Inc. (OTCPink: PRKA), today announced the results for its third fiscal quarter ended June 30, 2019.

 

Third Quarter Fiscal 2019 Highlights

 

Total net sales for the third fiscal quarter ended June 30, 2019 were $2,136,461, an increase of $93,497, compared to $2,042,964 for the prior year third fiscal quarter ended July 1, 2018. Park attendance based net sales increased by $80,310 or 3.9%, and animal sales increased by $13,187.

 

The Company reported net income of $618,695 for the third fiscal quarter ended June 30, 2019 compared to reported net income of 629,599 for the prior year third fiscal quarter ended July 1, 2018, resulting in a decrease of $10,904. Excluding one-time items related to the after-tax effect of the tornado damage asset write-offs and cleanup and repair expenses at the Company’s Missouri Park, our adjusted net income for third fiscal quarter ended June 30, 2019 would have been $674,739, resulting in a year-over-year improvement of $45,140.

 

First Nine Months Fiscal 2019 Highlights

 

Total net sales for the first nine months of the 2019 fiscal year were $4,157,182, an increase of $173,769, compared to $3,983,413 for the first nine months of the 2018 fiscal year. Park attendance based net sales increased by $192,599 or 4.9%, while animal sales decreased by $18,830.

 

The Company reported net income of $569,005 for the first nine months of the 2019 fiscal year compared to reported net income of $460,062 for the first nine months of the 2018 fiscal year, resulting in an increase of $108,943. Excluding one-time items related to the after-tax effect of the tornado damage asset write-offs and cleanup and repair expenses at the Company’s Missouri Park in the 2019 fiscal year, the write-off of deferred loan fees and deferred tax adjustments in the 2018 fiscal year, the Company’s adjusted net income for the first nine months of the 2019 fiscal year improved by $89,287. The improvement in the Company’s adjusted net income during the first nine months of its 2019 fiscal year is primarily attributable to an increase in attendance based net sales and lower interest expense, largely offset by higher operating and depreciation expenses, as well as lower animal sales and an increase in its adjusted income tax provision.

 

“We are pleased to report that our attendance based net sales were up nearly 5.0% for the first nine months of our 2019 fiscal year,” commented Dale Van Voorhis, Chairman & CEO. “Our attendance has grown 4.3%. We thank our operations teams for their continuing efforts in attaining these results and to our guests for choosing to ‘take a ride on the wild side’.”

 

Missouri Park Tornado

 

On May 21, 2019, the Company’s Missouri Park was struck by a tornado and sustained property damage, primarily to the “walk about” area, the more traditional zoo-like section of the park, as well as to several auxiliary buildings. The Missouri Park was closed at the time of this event and no employees were injured.

 

While a few animals sustained non-life threatening injuries, no animals were killed or escaped. The Company has a pending property insurance claim which it believes will cover a portion of the tornado related repair costs and cleanup expenses. However, since the Company has not received a proposed settlement from its insurance carrier, it has not recorded any insurance proceeds to offset the costs and expenses incurred through June 30, 2019.

 

“Mike Newman, our Vice President of Safari Operations, and our entire Missouri Park team are to be commended for their handling of this matter,” noted Mr. Van Voorhis. “Once the immediate danger had passed, this team worked diligently on cleanup and repairs, and the Missouri Park reopened on May 24, 2019, in time for the Memorial Day weekend. Given the circumstances, we count ourselves blessed that there was no loss of life and the property damage was relatively minor.”


1



Balance Sheet and Liquidity

 

The Company had working capital of $2.96 million as of June 30, 2019, compared to working capital of $3.19 million as of July 1, 2018. The Company’s debt to equity ratio was 0.17 to 1.0 as of June 30, 2019, compared to 0.38 to 1.0 as of July 1, 2018.

 

About Parks! America, Inc.

 

Parks! America, Inc. (OTCPink: PRKA), through its wholly owned subsidiaries, owns and operates two regional theme parks - the Wild Animal Safari theme park in Pine Mountain, Georgia, and the Wild Animal Safari theme park located in Strafford, Missouri.

 

Additional information, including our Form 10-K for the fiscal year ended September 30, 2018, is available on the Company’s website, http://www.animalsafari.com.

 

Cautionary Note Regarding Forward-Looking Statements

 

Except for historical information contained herein, this news release contains certain “forward-looking statements” within the meaning of U.S. securities laws. You are cautioned to not place undue reliance on these forward-looking statements; actual results or outcomes could differ materially due to factors including, but not limited to: general market conditions, adverse weather, and industry competition. The Company believes that expectations reflected in forward-looking statements are reasonable, however it can give no assurances that such expectations will be realized and actual results could differ materially. The Company assumes 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. A further description of these risks, uncertainties and other matters can be found in the Company’s annual report and other reports filed from time to time with the Securities and Exchange Commission, including but not limited to the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2018.

 

Contact: Todd R. White

Chief Financial Officer 

(706) 663-8744 

todd.white@animalsafari.com 


2



PARKS! AMERICA, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

For the Three Months and Nine Months ended June 30, 2019 and July 1, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended

 

For the nine months ended

 

June 30, 2019

 

July 1, 2018

 

June 30, 2019

 

July 1, 2018

Net sales

$

2,116,149

 

$

2,035,839

 

$

4,104,657

 

$

3,912,058

Sale of animals

 

20,312

 

 

7,125

 

 

52,525

 

 

71,355

Total net sales

 

2,136,461

 

 

2,042,964

 

 

4,157,182

 

 

3,983,413

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales

 

198,006

 

 

213,506

 

 

447,968

 

 

447,229

Selling, general and administrative

 

886,002

 

 

839,027

 

 

2,450,050

 

 

2,354,232

Depreciation and amortization

 

115,199

 

 

97,450

 

 

345,597

 

 

288,850

Tornado damage and expenses, net

 

70,944

 

 

-

 

 

70,944

 

 

-

(Gain) loss on disposal of operating assets, net

 

15,847

 

 

-

 

 

15,847

 

 

25,303

Income from operations

 

850,463

 

 

892,981

 

 

826,776

 

 

867,799

 

 

 

 

 

 

 

 

 

 

 

 

Other income (expense), net

 

5,843

 

 

4,938

 

 

21,361

 

 

13,792

Write-off of loan fees - prepayment

 

-

 

 

-

 

 

-

 

 

(12,495)

Interest expense

 

(18,811)

 

 

(52,497)

 

 

(57,632)

 

 

(152,013)

Income before income taxes

 

837,495

 

 

845,422

 

 

790,505

 

 

717,083

 

 

 

 

 

 

 

 

 

 

 

 

Income tax provision

 

218,800

 

 

215,823

 

 

221,500

 

 

257,021

Net income

$

618,695

 

$

629,599

 

$

569,005

 

$

460,062

 

 

 

 

 

 

 

 

 

 

 

 

Income per share - basic and diluted

$

0.01

 

$

0.01

 

$

0.01

 

$

0.01

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares

 

 

 

 

 

 

 

 

 

 

 

outstanding (in 000's) - basic and diluted

 

74,821

 

 

74,721

 

 

74,782

 

 

74,703


3



PARKS! AMERICA, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP MEASURE - ADJUSTED NET INCOME (1)

For the Three Months and Nine Months Ended June 30, 2019 and July 1, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

For the three months ended

 

For the nine months ended

 

June 30, 2019

 

July 1, 2018

 

June 30, 2019

 

July 1, 2018

Net income

$

618,695

 

$

629,599

 

$

569,005

 

$

460,062

Tornado damage and expenses, net

 

70,944

 

 

-

 

 

70,944

 

 

-

Tax impact - tornado damage and expenses

 

(14,900)

 

 

-

 

 

(14,900)

 

 

-

Write-off of loan fees - prepayment

 

-

 

 

-

 

 

-

 

 

12,495

Tax impact - write-off of loan fees-prepayment

 

-

 

 

-

 

 

-

 

 

(3,650)

Deferred tax adjustments

 

-

 

 

-

 

 

-

 

 

66,855

Adjusted net income

$

674,739

 

$

629,599

 

$

625,049

 

$

535,762

 

(1) Reconciliation of Non-GAAP Disclosure Item - Adjusted Net Income

 

Adjusted net income for the three months and nine months ended June 30, 2019, excludes tornado damage asset

write-offs and cleanup and repair expenses at our Missouri Park. Adjusted net income for the nine months ended

July 1, 2018, excludes the write-off of loan fees associated with a prepayment against the Company's 2013

Refinancing term loan, as well as deferred tax adjustments. Given the one-time nature of these items, management

believes excluding them from adjusted net income provides a better indication of year-over-year operating performance.


4



PARKS! AMERICA, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

As of June 30, 2019, September 30, 2018 and July 1, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30,

2019

 

 

September 30,

2018

 

July 1,

2018

ASSETS

 

 

 

 

 

 

 

 

Cash

$

3,246,201

 

$

2,674,260

 

$

3,186,874

Inventory

 

263,604

 

 

240,004

 

 

222,058

Prepaid expenses

 

124,687

 

 

131,856

 

 

156,771

Total current assets

 

3,634,492

 

 

3,046,120

 

 

3,565,703

 

 

 

 

 

 

 

 

 

Property and equipment, net

 

6,631,447

 

 

6,614,835

 

 

6,694,802

Intangible assets, net

 

800

 

 

1,400

 

 

1,600

Other assets

 

12,050

 

 

12,050

 

 

12,050

Total assets

$

10,278,789

 

$

9,674,405

 

$

10,274,155

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

Accounts payable

$

57,315

 

$

92,237

 

$

21,240

Other current liabilities

 

416,594

 

 

219,443

 

 

264,417

Current portion of long-term debt, net

 

201,906

 

 

195,198

 

 

94,287

Total current liabilities

 

675,815

 

 

506,878

 

 

379,944

 

 

 

 

 

 

 

 

 

Long-term debt, net

 

1,205,969

 

 

1,358,027

 

 

2,635,841

Total liabilities

 

1,881,784

 

 

1,864,905

 

 

3,015,785

 

 

 

 

 

 

 

 

 

Stockholders’ equity

 

 

 

 

 

 

 

 

Common stock

 

74,821

 

 

74,721

 

 

74,721

Capital in excess of par

 

4,855,516

 

 

4,837,116

 

 

4,837,116

Treasury stock

 

(3,250)

 

 

(3,250)

 

 

(3,250)

Retained earnings

 

3,469,918

 

 

2,900,913

 

 

2,349,783

Total stockholders’ equity

 

8,397,005

 

 

7,809,500

 

 

7,258,370

Total liabilities and stockholders’ equity

$

10,278,789

 

$

9,674,405

 

$

10,274,155


5