-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WtZpxyzXnD5kut3bNYaQVMqTrtpct0calL3oT+h4pbTls82CIoQMwzt0IvAhIPM7 KSNdro+74fOwVhULEnnPGw== 0000897069-01-500057.txt : 20010412 0000897069-01-500057.hdr.sgml : 20010412 ACCESSION NUMBER: 0000897069-01-500057 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010303 FILED AS OF DATE: 20010411 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAL MAINE FOODS INC CENTRAL INDEX KEY: 0000016160 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - LIVESTOCK & ANIMAL SPECIALTIES [0200] IRS NUMBER: 640500378 STATE OF INCORPORATION: DE FISCAL YEAR END: 0529 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-04892 FILM NUMBER: 1600385 BUSINESS ADDRESS: STREET 1: 3320 WOODROW WILSON DRIVE CITY: JACKSON STATE: MS ZIP: 39207 BUSINESS PHONE: 6019486813 MAIL ADDRESS: STREET 1: 3320 WOODROW WILSON DR CITY: JACKSON STATE: MS ZIP: 39209 10-Q 1 r10q1q.txt CAL-MAINE 10Q 1ST QUARTER (2001) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (mark one) |X| Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 3, 2001 OR |_| Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ____________ to ____________ Commission file number: 000-04892 CAL-MAINE FOODS, INC. (Exact name of registrant as specified in its charter) Delaware 64-0500378 (State or other Jurisdiction of (I.R.S. Employer Identification No.) Incorporation or Organization) 3320 Woodrow Wilson Avenue, Jackson, Mississippi 39209 (Address of principal executive offices) (Zip Code) (601) 948-6813 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 [ ] Number of shares outstanding of each of the issuer's classes of common stock (exclusive of treasury shares), as of March 30, 2001. Common Stock, $0.01 par value 10,717,888 shares Class A Common Stock, $0.01 par value 1,200,000 shares CAL-MAINE FOODS, INC. INDEX Page Number Part I. Financial Information Item 1. Condensed Consolidated Financial Statements (unaudited) Condensed Consolidated Balance Sheets - March 3, 2001 and June 3, 2000 3 Condensed Consolidated Statements of Operations - Three Months and Nine Months Ended March 3, 2001 and February 26, 2000 4 Condensed Consolidated Statements of Cash Flow - Nine Months Ended March 3, 2001 and February 26, 2000 5 Notes to Condensed Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Item 3. Quantitative and Qualitative Disclosures of Market Risk 11 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K 12 Signatures 13 2 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS
CAL-MAINE FOODS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share amounts) March 3, 2001 June 3, 2000 ------------------------------------------ (unaudited) (Note 1) ASSETS Current assets: Cash and cash equivalents $ 6,379 $ 6,541 Accounts receivable, net 21,196 14,299 Note receivable from affiliate - 271 Recoverable federal and state income taxes 304 4,509 Inventories 48,570 43,913 Prepaid expenses and other current assets 352 797 ------------------------------------------ Total current assets 76,801 70,330 Notes receivable and investments 7,541 7,932 Goodwill 3,207 3,390 Other assets 2,776 2,110 Property, plant and equipment 243,866 237,098 Less accumulated depreciation (100,209) (88,961) ------------------------------------------ 143,657 148,137 ========================================== TOTAL ASSETS $ 233,982 $ 231,899 LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Notes payable to banks $ - $ 7,500 Accounts payable and accrued expenses 32,798 25,953 Current maturities of long-term debt 6,957 7,105 Current deferred income taxes 11,287 11,287 ------------------------------------------ Total current liabilities 51,042 51,845 Long-term debt, less current maturities 110,854 112,631 Deferred expenses 1,489 1,489 Deferred income taxes 4,581 4,581 ------------------------------------------ Total liabilities 167,966 170,546 Stockholders' equity: Common stock $0.01 par value per share: Authorized shares - 30,000,000 Issued and outstanding shares - 17,565,200 at March 3, 2001 and June 3, 2000 176 176 Class A common stock $0.01 par value: authorized, issued and outstanding 1,200,000 shares 12 12 Paid-in capital 18,784 18,784 Retained earnings 59,471 53,535 Common stock in treasury - 6,842,212 shares at March 3, 2001 and 6,550,912 shares at June 3, 2000 (12,427) (11,154) ------------------------------------------ Total stockholders' equity 66,016 61,353 ------------------------------------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 233,982 $ 231,899 ==========================================
See notes to condensed consolidated financial statements. 3 CAL-MAINE FOODS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) UNAUDITED
13 Weeks Ended 39 Weeks Ended March 3, 2001 February 26, 2000 March 3, 2001 February 26, 2000 ----------------------- ------------------------ --------------------------------------- Net sales $103,913 $ 79,191 $272,020 $209,300 Cost of sales 83,354 72,644 225,297 194,352 ---------------------------------------------------------------------------- Gross profit 20,559 6,547 46,723 14,948 Selling, general and administrative 11,148 10,780 31,698 29,489 ---------------------------------------------------------------------------- Operating income (loss) 9,411 (4,233) 15,025 (14,541) Other income (expense): Interest expense, net (2,288) (2,071) (6,759) (4,679) Other 395 46 1,778 180 ---------------------------------------------------------------------------- (1,893) (2,025) (4,981) (4,499) ---------------------------------------------------------------------------- Income (loss) before income taxes 7,518 (6,258) 10,044 (19,040) Income tax expense (benefit) 2,730 (2,261) 3,652 (6,947) ---------------------------------------------------------------------------- NET INCOME (LOSS) $ 4,788 $ (3,997) $ 6,392 $(12,093) ============================================================================ Net income (loss) per common share: Basic $ .40 $ (.32) $ .53 $ (.98) ============================================================================ Diluted $ .40 $ (.32) $ .53 $ (.98) ============================================================================ Dividends per common share $ .0125 $ .0125 $ .0375 $ .0375 ============================================================================ Weighted average shares outstanding: Basic 11,983 12,349 12,096 12,401 ============================================================================ Diluted 12,088 12,349 12,156 12,401 ============================================================================
See notes to condensed consolidated financial statements. 4 CAL-MAINE FOODS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) UNAUDITED
39 Weeks Ended March 3, 2001 February 26, 2000 -------------------------------------------- Cash flows provided by (used in) operating activities $ 18,662 $(10,082) Cash flows from investing activities: Purchases of property, plant and equipment (2,482) (4,526) Construction of production facilities (6,266) (12,697) Purchases of shell egg production and processing business - (36,205) Payments received on notes receivable and from investments 939 496 Increase in note receivable, investments and other assets (468) (2,704) Net proceeds from sale of property, plant and equipment 607 331 ------------------------------------- Net cash used in investing activities (7,670) (55,305) Cash flows from financing activities: Net borrowings (payments) on notes payable to banks (7,500) 1,000 Long-term borrowings 3,106 40,295 Principal payments on long-term debt (5,031) (3,190) Purchases of common stock for treasury (1,273) (957) Payment of dividends (456) (457) ------------------------------------- Net cash provided by (used in) financing activities (11,154) 36,691 ------------------------------------- Net change in cash and cash equivalents (162) (28,696) Cash and cash equivalents at beginning of period 6,541 36,198 ------------------------------------- Cash and cash equivalents at end of period $ 6,379 $ 7,502 =====================================
See notes to condensed consolidated financial statements. 5 CAL-MAINE FOODS, INC. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (in thousands, except share amounts) March 3, 2001 (unaudited) 1. Presentation of Interim Information The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of the management , all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three-month and nine-month periods ended March 3, 2001 are not necessarily indicative of the results that may be expected for the year ended June 2, 2001. The balance sheet at June 3, 2000 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Cal-Maine Foods, Inc. and Subsidiaries Annual Report on Form 10-K for the year ended June 3, 2000. 2. Inventories Inventories consisted of the following: March 3, 2001 June 3, 2000 ---------------------- -------------------------- Flocks $30,958 $ 28,417 Eggs 3,458 2,417 Feed and supplies 11,388 10,028 Livestock 2,766 3,051 ---------------------- -------------------------- $48,570 $ 43,913 ========================= ======================= 6 ITEM 2. MANAGEMENTS'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OVERVIEW The Company is primarily engaged in the production, cleaning, grading, packing, and sale of fresh shell eggs. The Company's fiscal year end is the Saturday nearest to May 31. The Company's operations are fully integrated. It owns facilities to hatch chicks, grow pullets, manufacture feed, and produce, process, and distribute shell eggs. The Company currently is the largest producer and distributor of fresh shell eggs in the United States. The shell egg segment sales, including feed sales to outside egg producers, accounted for 98% of the Company's net sales. The Company primarily markets its shell eggs in the southwestern, southeastern, mid-western and mid-Atlantic regions of the United States. Shell eggs are sold directly by the Company primarily to national and regional supermarket chains. The Company currently uses contract producers for approximately 18% of its total egg production. Contract producers operate under agreements with the Company for the use of their facilities in the production of shell eggs by layers owned by the Company, which owns the eggs produced. Also, shell eggs are purchased, as needed, from outside producers for resale by the Company. The Company's operating income or loss is significantly affected by wholesale shell egg market prices, which can fluctuate widely and are outside of the Company's control. Retail sales of shell eggs are greatest during the fall and winter months and lowest during the summer months. Prices for shell eggs fluctuate in response to seasonal factors and a natural increase in egg production during the spring and early summer. The Company's cost of production is materially affected by feed costs, which average about 60% of Cal-Maine's total farm egg production cost. Changes in feed costs result in changes in the Company's cost of goods sold. The cost of feed ingredients is affected by a number of supply and demand factors such as crop production and weather, and other factors, such as the level of grain exports, over which the Company has little or no control. RESULTS OF OPERATIONS The following table sets forth, for the periods indicated, certain items from the Company's Condensed Consolidated Statements of Operations expressed as a percentage of net sales.
Percentage of Net Sales 13 Weeks Ended 39 Weeks Ended March 3, 2001 Feb. 26, 2000 March 3, 2001 Feb. 26, 2000 ------------------------------------------------------------------------------- Net sales 100.0% 100.0% 100.0% 100.0% Cost of sales 80.2 91.7 82.8 92.9 ------------------------------------------------------------------------------ Gross profit 19.8 8.3 17.2 7.1 Selling, general & administrative 10.7 13.6 11.7 14.0 ------------------------------------------------------------------------------ Operating income (loss) 9.1 (5.3) 5.5 (6.9) Other expense (1.9) (2.6) (1.9) (2.2) ------------------------------------------------------------------------------ Income (loss) before taxes 7.2 (7.9) 3.6 (9.1) Income tax expense (benefit) 2.6 (2.9) 1.3 (3.3) ------------------------------------------------------------------------------ Net income (loss) 4.6% (5.0)% 2.3% (5.8)% ==============================================================================
7 NET SALES Net sales for the third quarter of fiscal 2001 were $103.9 million, an increase of $24.7 million, or 31.2% as compared to net sales of $79.2 million for the third quarter of fiscal 2000. Total dozens of eggs sold increased in the current quarter and egg selling prices increased as compared with prices last year. Dozens sold for the current quarter were 140.5 million dozen, an increase of 2.3 million dozen, or 1.7% as compared to the third quarter of last year. Good consumer demand and lower balanced egg supply resulted in higher egg selling prices during the current quarter. The Company's net average selling price per dozen for the fiscal 2001 third quarter was $.704, compared to $.536 for the third quarter of last year, an increase of 31.3%. Net sales for the thirty-nine weeks ended March 3, 2001 were $272.0 million, an increase of $62.7 million, or 30.0%, as compared to net sales of $209.3 million for last year. As in the current quarter, total dozens sold and net egg selling prices increased. Dozens sold for the current 39 week period were 408.9 million as compared to 379.3 million for last fiscal year, an increase of 7.8%. For the current 39 week period, the Company's net average selling price per dozen was $.633, compared to $.512 per dozen last year, an increase of $.121 per dozen, or 23.6%. COST OF SALES Cost of sales for the third quarter ended March 3, 2001 was $83.4 million, an increase of $10.7 million, or 14.7%, as compared to cost of sales of $72.6 million for last year's third quarter. The increase is due to increases in dozens sold, cost of purchases from outside egg producers, and cost of feed ingredients. Dozens of eggs sold increased 1.7%. These additional dozens were the net result of an increase in dozens produced in Company facilities and a decrease in the number of dozens purchased from outside egg producers. An increase in the cost of the eggs purchased from outside producers was due to improved egg market conditions. Feed cost for the third quarter ended March 3, 2001 was $.213 per dozen, compared to last fiscal year's cost per dozen of $.182, an increase of 17.0%. The increases in dozens sold and improved egg selling prices resulted in an increase in gross profit from 8.3% of net sales for the quarter ended February 26, 2000 to 19.8% of net sales for the current quarter ended March 3, 2001. For the thirty-nine week period ended March 3, 2001, cost of sales was $225.3, an increase of $30.9 million, or 15.9%, as compared to cost of sales of $194.4 million for last year. As in the quarter, the increase in cost of sales is the result of more dozens sold, higher outside egg purchase cost, and an increase in the cost of feed. Eggs sold increased 29.6 million dozen in the current year and were supplied by Company facilities. Feed cost for the current 39 weeks was $.198 per dozen, compared to $.182 per dozen last year, an increase of 8.8%. The improvements in egg selling prices and increased dozens sold resulted in an increase in gross profit from 7.1% of net sales for the prior year 39 week period to 17.2% for the current 39 week period. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES Selling, general and administrative expenses for the third quarter ended March 3, 2001 were $11.1 million, an increase of $368,000, or 3.4%, as compared to $10.8 million for last fiscal year's third quarter. The increase in cost is due to increased dozens sold and an increase in payroll and related expenses. On a cost per dozen sold basis, selling, general and administrative expenses remained about the same, $.079 per dozen for the current quarter as compared to $.078 for the same period in the prior year. As a percent of net sales, selling, general and administrative expenses decreased from 13.6% for fiscal 2000 third quarter to 10.7% for the current quarter. For the thirty-nine weeks ended March 3, 2001, selling, general and administrative expenses were $31.7 million, an increase of $2.2 million, or 7.5%, as compared to $29.5 million for the same period in the prior fiscal year. Approximately one third of the increased cost was related to increases in payroll and related expenses, with the balance made up of increased delivery expenses. For the current period, fuel cost increased 21.0% from the same period in the prior year and has also increased outside contract trucking cost. On a cost per dozen sold basis, selling, general and administrative expenses remained the same at $.077 for both fiscal years. As a percent of net sales, selling, general and administrative expenses have decreased from 14.0% for the prior 39 week period to 11.7% for the current 39 week period. 8 OPERATING INCOME As the result of the above, operating income was $9.4 million for the third quarter ended March 3, 2001, as compared to an operating loss of $4.2 million for last year's fiscal third quarter. Operating income was 9.1% of net sales for the current fiscal 2001 quarter, compared to an operating loss of 5.3% of net sales for the same quarter in the prior year. For the thirty-nine weeks ended March 3, 2001, operating income was $15.0 million, compared to an operating loss of $14.5 million for last fiscal year. Operating income was 5.5% of net sales for the current 39 week period compared to an operating loss of 6.9% of net sales in the same period in the prior year. OTHER EXPENSE Other expense for the third quarter ended March 3, 2001 was $1.9 million, a decrease of $132,000, as compared to the third quarter of last fiscal year. In the current quarter, net interest expense increased $200,000 and other income increased $300,000. Net interest expense increased as the result of increased borrowing, primarily on the Company's line of credit, which began during the second quarter of fiscal 2000, increased through the first quarter of fiscal 2001 and was repaid during the current quarter. Other income for the current quarter increased from equity in income of affiliates. As a percent of net sales, other expense was 1.9% for the current third quarter, compared to 2.6% for the same period in the prior year. For the thirty-nine weeks ended March 3, 2001, other expense was $5.0 million, an increase of $482,000, or 10.7%, as compared to $4.5 million for the same period in the prior year. For the current period, net interest expense increased $2.1 million and other income increased $1.6 million. Net interest expense increased due to the same borrowing pattern as mentioned above. For the current period, other income increased from equity in income of affiliates and from settlement of an insurance claim. As a percent of net sales, other expense was 1.9% for the current period, as compared to 2.2% for the same period in the prior year. INCOME TAXES As a result of the above, the Company's pre-tax income was $7.5 million for the quarter ended March 3, 2001, compared to a pre-tax loss of $6.3 million for last year's quarter. For the current quarter, income tax expense of $2.7 million was recorded with an effective tax rate of 36.3%, as compared to an income tax benefit of $2.3 million with an effective rate of 36.1% for last year's comparable quarter. For the thirty-nine week period ended March 3, 2001, the Company's pre-tax income was $10.0 million, compared to pre-tax loss of $19.0 million for last year. For the current thirty-nine week period, income tax expense of $3.7 million was recorded with an effective tax rate of 36.4%, as compared to an income tax benefit of $7.0 million with an effective rate of 36.5% for last year's comparable period. NET INCOME (LOSS) Net income for the third quarter ended March 3, 2001 was $4.8 million, or $.40 per basic share, compared to net loss of $4.0 million, or $.32 per basic share for last fiscal year's third quarter. For the thirty-nine week period ended March 3, 2001, net income was $6.4 million, or $.53 per basic share, compared to last fiscal year's net loss of $12.1 million, or $.98 per basic share. 9 CAPITAL RESOURCES AND LIQUIDITY The Company's working capital at March 3, 2001 was $25.8 million, compared to $18.5 million at June 3, 2000. The Company's current ratio was 1.50 at March 3, 2001, as compared with 1.36 at June 3, 2000. The Company's need for working capital generally is highest in the first and last fiscal quarters ending in August and May, respectively, when egg prices are normally at seasonal lows. Seasonal borrowing needs frequently are higher during these periods than during other fiscal periods. The Company had $35 million available for use under its line of credit with three banks at March 3, 2001. The Company's long-term debt at that date, including current maturities, totaled $117.8 million, as compared to $119.7 million at June 3, 2000. For the thirty-nine weeks ended March 3, 2001, $18.7 million in net cash was provided by operating activities. This compares to $10.1 million that was used in operating activities for the comparable period last fiscal year. In the current thirty-nine week period, $2.5 million was used for purchases of property, plant and equipment, $607,000 was received from sales of property, plant and equipment, and $6.3 million was used for construction projects. Net cash of $468,000 was used for additions to investments and other assets and payments of $939,000 were received on notes receivable and investments. Approximately $1.3 million was used for purchase of common stock for the treasury and $456,000 was used for payments of dividends on the common stock. Additional long-term borrowings of $3.1 million were received. Repayments of $5.0 million were made on long-term debt and $7.5 million was repaid on the note payable to bank. The net result was a decrease in cash of approximately $162,000. For the comparable period last year, $4.5 million was used for purchases of property, plant and equipment, $12.7 million was used for construction projects, and $36.2 million was used in acquisition of a shell egg operation. Approximately $1.0 million was used for purchase of common stock, and $457,000 was used for payment of dividends on the common stock. The Company, as a 50% member, invested $1.2 million and loaned $1.5 million in the construction of a joint venture egg operation in Utah, Delta Egg Farm, LLC. The Company received $1.0 million from borrowings under its line of credit and long-term borrowings of $40.3 million. Principal payments of $3.2 million were made on long-term debt. The net result was a decrease in cash of $28.7 million. Certain key industry indicators for shell eggs are currently favorable for fiscal 2001. Baby chicks placed during calendar 2000 are down approximately 5% compared to calendar 1999. This will tend to reduce the nationwide laying flock size in the current calendar year. Current projections for total laying flock size in the U. S. during the Company's fiscal 2001 are only slightly larger than last fiscal year. With anticipated improved demand by the egg industry, this should result in higher selling prices for eggs. Current industry indications are for a good corn and soybean supply for 2001. This should ensure favorable cost of feed for the current fiscal year. Substantially all trade receivables collateralize the Company's line of credit, and property, plant and equipment collateralize the Company's long-term debt. The Company is required by certain provisions of these loan agreements to (1) maintain minimum levels of working capital and net worth; (2) limit dividends, capital expenditures, lease obligations and additional long-term borrowings; and (3) maintain various current, cash-flow, and interest coverage ratios, among other restrictions. At March 3, 2001, the Company had $2.6 million in construction-in-progress which primarily represents construction of new shell egg production and processing facilities in Waelder, Texas. The estimated cost to complete construction of the Waelder facility in fiscal 2001 is approximately $500,000. The Company has a commitment from an insurance company to receive $13.4 million in long-term borrowings applicable to the Waelder facility, of which $11.4 million was funded as of March 3, 2001. Including the completion of the Waelder facility, the Company has projected capital expenditures of $15.7 million in fiscal 2001, which will be funded by cash flows from operations and additional long-term borrowings. As part of the Smith Farms purchase in September 1999, the Company is continuing the construction of egg production and processing facilities in Searcy, Arkansas and Flatonia, Texas. The projects are being funded by a leasing company. Total cost of the Searcy facility is approximately $20.0 million and completion is expected in the first quarter of fiscal 2002. Total 10 cost of the Flatonia facility is approximately $16.0 and completion is anticipated in the second quarter of fiscal 2002. These facilities will be leased with seven year terms and accounted for as operating leases. Impact of Recently Issued Accounting Standards. The Company will adopt the provisions of Financial Accounting Standards No. 133, "Accounting for Derivative Instruments and Hedging Activities" (SFAS No. 133) in the first quarter of fiscal 2002. Because the Company is not a party to derivative financial instruments, management expects the adoption of SFAS No. 133 to have no effect on the consolidated financial statements of the Company. Forward Looking Statements. The foregoing statements contain forward-looking statements, which involve risks, and uncertainties and the Company's actual experience may differ materially from that discussed above. Factors that may cause such a difference include, but are not limited to, those discussed in "Factors Affecting Future Performance" below, as well as future events that have the effect of reducing the Company's available cash balances, such as unanticipated operating losses or capital expenditures related to possible future acquisitions. Readers are cautioned not to place undue reliance on forward-looking statements, which reflect management's analysis only as the date hereof. The Company assumes no obligation to update forward-looking statements. See also the Company's reports to be filed from time to time with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934. Factors Affecting Future Performance. The Company's future operating results may be affected by various trends and factors beyond the Company's control. These include adverse changes in shell egg prices and in the grain markets. Accordingly, past trends should not be used to anticipate future results and trends. Further, the Company's prior performance should not be presumed to be an accurate indication of future performance. ITEM 3. QUANTATIVE AND QUALITATIVE DISCLOSURES OF MARKET RISK There have been no material changes in the market risk reported in the Company's fiscal 2000 annual report on Form 10-K. 11 PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a. Exhibits None b. Reports on Form 8-K No current report on Form 8-K was filed by the Company covering an event during the third quarter of fiscal 2001. 12 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. CAL-MAINE FOODS, INC. (Registrant) Date: April 10, 2001 /s/BOBBY J. RAINES ----------------------------- Bobby J. Raines Vice President/Treasurer (Principal Financial Officer) Date: April 10, 2001 /s/CHARLES F. COLLINS ----------------------------- Charles F. Collins Vice President/Controller (Principal Accounting Officer) 13 -----END PRIVACY-ENHANCED MESSAGE-----