For the transition period from
|
to
|
||
Commission file number
|
0-4339
|
||
DELAWARE
|
63-0250005
|
|
(State or other jurisdiction of
|
(I.R.S. Employer
|
|
incorporation or organization)
|
Identification No.)
|
|
One Golden Flake Drive
|
||
Birmingham, Alabama
|
35205
|
|
(Address of Principle Executive Offices)
|
(Zip Code)
|
Large accelerated filer
|
Accelerated filer
|
Non-accelerated filer
|
Smaller reporting company
|
X
|
Outstanding at
|
||
Class
|
December 31, 2013
|
|
Common Stock, Par Value $0.66 2/3
|
11,732,632
|
GOLDEN ENTERPRISES, INC.
|
||||
INDEX
|
||||
Page No.
|
||||
|
||||
3
|
||||
4
|
||||
5
|
||||
7
|
||||
9
|
||||
10
|
||||
13
|
||||
13
|
||||
|
13
|
|||
13
|
||||
13
|
||||
|
14
|
|||
|
14
|
|||
|
14
|
|||
|
14
|
|||
|
16
|
GOLDEN ENTERPRISES, INC. AND SUBSIDIARY
|
||||||||
(Unaudited)
|
(Audited)
|
|||||||
November 29,
|
May 31,
|
|||||||
2013
|
2013
|
|||||||
ASSETS
|
||||||||
CURRENT ASSETS
|
||||||||
Cash and cash equivalents
|
$ | 1,340,382 | $ | 757,111 | ||||
Receivables, net
|
10,954,908 | 10,459,706 | ||||||
Inventories:
|
||||||||
Raw materials and supplies
|
1,957,675 | 1,872,541 | ||||||
Finished goods
|
3,793,344 | 3,083,272 | ||||||
5,751,019 | 4,955,813 | |||||||
Prepaid expenses
|
2,276,859 | 1,554,737 | ||||||
Deferred income taxes
|
596,267 | 596,267 | ||||||
Total current assets
|
20,919,435 | 18,323,634 | ||||||
Property, plant and equipment, net
|
26,262,950 | 27,095,054 | ||||||
Other assets
|
1,998,325 | 2,337,791 | ||||||
Total
|
$ | 49,180,710 | $ | 47,756,479 | ||||
LIABILITIES AND STOCKHOLDER'S EQUITY
|
||||||||
CURRENT LIABILITIES
|
||||||||
Checks outstanding in excess of bank balances
|
$ | 1,769,131 | $ | 1,442,915 | ||||
Accounts payable
|
6,484,731 | 4,809,066 | ||||||
Accrued income taxes
|
444,369 | 53,475 | ||||||
Current portion of long-term debt
|
392,402 | 392,850 | ||||||
Other accrued expenses
|
4,630,596 | 5,427,017 | ||||||
Salary continuation plan
|
204,647 | 196,649 | ||||||
Line of credit outstanding
|
1,726,937 | 1,725,289 | ||||||
Total current liabilities
|
15,652,813 | 14,047,261 | ||||||
LONG-TERM LIABILITIES
|
||||||||
Notes payable - bank, non-current
|
5,131,123 | 5,314,213 | ||||||
Salary continuation plan
|
970,146 | 1,032,810 | ||||||
Deferred income taxes
|
3,304,451 | 3,304,451 | ||||||
Total long-term liabilities
|
9,405,720 | 9,651,474 | ||||||
STOCKHOLDER'S EQUITY
|
||||||||
Common stock - $.66-2/3 par value:
|
||||||||
35,000,000 shares authorized
|
||||||||
Issued 13,828,793 shares
|
9,219,195 | 9,219,195 | ||||||
Additional paid-in capital
|
6,497,954 | 6,497,954 | ||||||
Retained earnings
|
19,337,647 | 19,273,214 | ||||||
35,054,796 | 34,990,363 | |||||||
Less: Cost of common shares in treasury (2,096,161 shares at November 29, 2013
|
||||||||
and 2,094,161 shares at May 31, 2013)
|
(10,932,619 | ) | (10,932,619 | ) | ||||
Total stockholder's equity
|
24,122,177 | 24,057,744 | ||||||
Total
|
$ | 49,180,710 | $ | 47,756,479 |
Thirteen
|
Thirteen
|
Twenty-Six
|
Twenty-Six
|
|||||||||||||
Weeks
|
Weeks
|
Weeks
|
Weeks
|
|||||||||||||
Ended
|
Ended
|
Ended
|
Ended
|
|||||||||||||
November 29, 2013
|
November 30, 2012
|
November 29, 2013
|
November 30, 2012
|
|||||||||||||
Net sales
|
$ | 33,486,323 | $ | 33,208,620 | $ | 68,628,161 | $ | 67,892,075 | ||||||||
Cost of sales
|
17,569,326 | 17,163,576 | 35,038,413 | 34,720,015 | ||||||||||||
Gross margin
|
15,916,997 | 16,045,044 | 33,589,748 | 33,172,060 | ||||||||||||
Selling, general and administrative expenses
|
15,746,664 | 15,145,750 | 32,000,011 | 31,080,557 | ||||||||||||
Operating income
|
170,333 | 899,294 | 1,589,737 | 2,091,503 | ||||||||||||
Other income (expenses):
|
||||||||||||||||
Gain (loss) on sale of assets
|
(9,370 | ) | 31,000 | 9,283 | 50,409 | |||||||||||
Interest expense
|
(80,552 | ) | (56,298 | ) | (165,663 | ) | (116,251 | ) | ||||||||
Other income
|
27,795 | 20,996 | 53,898 | 43,633 | ||||||||||||
Total other income (expenses)
|
(62,127 | ) | (4,302 | ) | (102,482 | ) | (22,209 | ) | ||||||||
Income before income taxes
|
108,206 | 894,992 | 1,487,255 | 2,069,294 | ||||||||||||
Income taxes
|
82,010 | 452,735 | 689,531 | 956,901 | ||||||||||||
Net income
|
$ | 26,196 | $ | 442,257 | $ | 797,724 | $ | 1,112,393 | ||||||||
PER SHARE OF COMMON STOCK
|
||||||||||||||||
Basic and Diluted earnings
|
$ | 0.00 | $ | 0.04 | $ | 0.07 | $ | 0.10 | ||||||||
Weighted average number of common
|
||||||||||||||||
stock shares outstanding:
|
||||||||||||||||
Basic and Diluted
|
11,732,632 | 11,734,061 | 11,732,632 | 11,734,346 | ||||||||||||
Cash dividends paid per share of
|
||||||||||||||||
common stock
|
$ | 0.0313 | $ | 0.0313 | $ | 0.0625 | $ | 0.0625 |
GOLDEN ENTERPRISES, INC. AND SUBSIDIARY
|
||||||||
Twenty-Six
|
Twenty-Six
|
|||||||
Weeks Ended
|
Weeks Ended
|
|||||||
November 29, 2013
|
November 30, 2012
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
||||||||
Cash received from customers
|
$ | 68,132,959 | $ | 68,478,390 | ||||
Miscellaneous income
|
53,898 | 43,633 | ||||||
Cash paid to suppliers and employees
|
(32,821,744 | ) | (34,788,027 | ) | ||||
Cash paid for operating expenses
|
(32,731,666 | ) | (31,336,262 | ) | ||||
Income taxes paid
|
(298,637 | ) | (249,014 | ) | ||||
Interest expenses paid
|
(165,663 | ) | (116,251 | ) | ||||
Net cash provided by operating activities
|
2,169,147 | 2,032,469 | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES
|
||||||||
Purchase of property, plant and equipment
|
(1,022,538 | ) | (1,328,125 | ) | ||||
Proceeds from sale of property, plant and equipment
|
25,625 | 65,119 | ||||||
Net cash used in investing activities
|
(996,913 | ) | (1,263,006 | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES
|
||||||||
Debt proceeds
|
19,500,557 | 19,738,588 | ||||||
Debt repayments
|
(19,682,446 | ) | (20,594,623 | ) | ||||
Change in checks outstanding in excess of bank
|
||||||||
balances
|
326,216 | (218,974 | ) | |||||
Cash dividends paid
|
(733,290 | ) | (733,416 | ) | ||||
Purchase of treasury shares
|
- | (6,860 | ) | |||||
Net cash used in financing activities
|
(588,963 | ) | (1,815,285 | ) | ||||
Net change in cash and cash equivalents
|
583,271 | (1,045,822 | ) | |||||
Cash and cash equivalents at beginning of period
|
757,111 | 1,893,816 | ||||||
Cash and cash equivalents at end of period
|
$ | 1,340,382 | $ | 847,994 |
Twenty-Six
|
Twenty-Six
|
|||||||
Weeks Ended
|
Weeks Ended
|
|||||||
November 29, 2013
|
November 30, 2012
|
|||||||
Net Income
|
$ | 797,724 | $ | 1,112,393 | ||||
Adjustments to reconcile net income to net cash provided by
|
||||||||
operating activities:
|
||||||||
Depreciation and amortization
|
1,838,298 | 1,650,821 | ||||||
Gain on sale of property and equipment
|
(9,283 | ) | (50,409 | ) | ||||
Changes in operating assets and liabilities: | ||||||||
Change in receivables - net
|
(495,202 | ) | 586,315 | |||||
Change in inventories
|
(795,206 | ) | (675,011 | ) | ||||
Change in prepaid expenses
|
(722,122 | ) | (725,055 | ) | ||||
Change in other assets
|
339,466 | 197,782 | ||||||
Change in accounts payable
|
1,675,665 | (678,346 | ) | |||||
Change in accrued expenses
|
(796,421 | ) | (39,490 | ) | ||||
Change in salary continuation
|
(54,666 | ) | (54,418 | ) | ||||
Change in accrued income taxes
|
390,894 | 707,887 | ||||||
Net cash provided by operating activities
|
$ | 2,169,147 | $ | 2,032,469 |
1.
|
The accompanying unaudited condensed consolidated financial statements of Golden Enterprises, Inc. (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) for interim financial information and with the instructions to Form 10-Q and Article 10 to Regulation S-X. Accordingly, they do not include all information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting only of normal, recurring accruals) necessary for a fair presentation have been included. For further information, refer to the consolidated financial statements and footnotes included in the Company’s Annual Report on Form 10-K for year ended May 31, 2013 and the amendment thereto on Form 10-K/A which can be found on our website at www.goldenflake.com/financial.html.
|
2.
|
The consolidated results of operations for the twenty-six weeks ended November 29, 2013 are not necessarily indicative of the results to be expected for the fifty-two week fiscal year ending May 30, 2014.
|
3.
|
The following tables summarize the prepaid assets accounts at November 29, 2013 and May 31, 2013.
|
November 29, 2013
|
May 31, 2013
|
|||||||
Truck shop supplies
|
$ | 388,339 | $ | 445,504 | ||||
Insurance deposit
|
82,959 | 82,959 | ||||||
Prepaid marketplace spending
|
225,029 | 212,026 | ||||||
Deferred advertising fees
|
708,750 | - | ||||||
Prepaid insurance
|
514,311 | 257,757 | ||||||
Prepaid taxes/licenses
|
55,256 | 59,203 | ||||||
Prepaid dues/supplies
|
166,885 | 413,100 | ||||||
Other
|
135,330 | 84,188 | ||||||
$ | 2,276,859 | $ | 1,554,737 |
4.
|
The principal raw materials used in the manufacture of the Company’s snack food products are potatoes, corn, pork skin pellets, vegetable oils, and seasoning. The principal supplies used are flexible film, cartons, trays, boxes, and bags. These raw materials and supplies are generally available in adequate quantities in the open market from sources in the United States and are generally contracted up to a year in advance.
|
5.
|
Inventories are stated at the lower of cost or market. Cost is computed on the first-in, first-out method.
|
6.
|
The Company has a letter of credit in the amount of $1,850,000 outstanding at November 29, 2013 compared to $1,900,000 outstanding at November 30, 2012. The letter of credit supports the Company’s commercial self-insurance program.
|
7.
|
The Company has a line-of-credit agreement with a local bank that permits borrowing up to $3,000,000. The line-of-credit is subject to the Company’s continued credit worthiness and compliance with the terms and conditions of the loan agreement. The Company’s line-of-credit debt as of November 29, 2013 was $ 1,726,937 with an interest rate of 3.50%, leaving the Company with $1,273,063 of credit availability. The Company’s line-of-credit debt as of May 31, 2013 was $1,725,289 with an interest rate of 3.25%, leaving the Company with $1,274,711 of credit availability.
|
8.
|
The Company has a note payable with a balance of $5,523,525 as of November 29, 2013. The loan was established as a construction loan in March 2009 to help fund the construction of a process water treatment facility. In September 2009, the note converted to a 10-year fixed-rate note at 4.25% for $4,000,000. In March 2011, the loan was modified by taking the remaining balance of $3,532,700 and adding another $2,900,000 to finance the purchase and implementation of a new Enterprise Resource Planning computer software system. At that time, the interest rate on the loan was adjusted to 3.52% and the terms were re-established at 15 years for the repayment of the loan. The Company has been making monthly payments on the note and intends to repay it at the earliest practicable date, as there are no prepayment penalties.
|
9.
|
The Company’s financial instruments that are exposed to concentrations of credit risk consist primarily of cash equivalents and trade receivables.
|
Manufactured Products-Resale Products
|
||||||||||||||||
Thirteen Weeks Ended
|
Thirteen Weeks Ended
|
|||||||||||||||
November 29, 2013
|
November 30, 2012
|
|||||||||||||||
Sales
|
%
|
%
|
||||||||||||||
Manufactured Products
|
$ | 26,514,465 | 79.2 | % | $ | 28,033,747 | 84.4 | % | ||||||||
Resale Products
|
6,971,858 | 20.8 | % | 5,174,873 | 15.6 | % | ||||||||||
Total
|
$ | 33,486,323 | 100.0 | % | $ | 33,208,620 | 100.0 | % | ||||||||
Gross Margin
|
%
|
%
|
||||||||||||||
Manufactured Products
|
$ | 12,957,119 | 48.9 | % | $ | 14,839,670 | 52.9 | % | ||||||||
Resale Products
|
2,959,878 | 42.5 | % | 1,205,374 | 23.3 | % | ||||||||||
Total
|
$ | 15,916,997 | 47.5 | % | $ | 16,045,044 | 48.3 | % | ||||||||
Twenty-Six Weeks Ended
|
Twenty-Six Weeks Ended
|
|||||||||||||||
November 29, 2013
|
November 30, 2012
|
|||||||||||||||
Sales
|
%
|
%
|
||||||||||||||
Manufactured Products
|
$ | 54,763,754 | 79.8 | % | $ | 55,323,966 | 81.5 | % | ||||||||
Resale Products
|
13,864,407 | 20.2 | % | 12,568,109 | 18.5 | % | ||||||||||
Total
|
$ | 68,628,161 | 100.0 | % | $ | 67,892,075 | 100.0 | % | ||||||||
Gross Margin
|
%
|
%
|
||||||||||||||
Manufactured Products
|
$ | 27,750,117 | 50.7 | % | $ | 29,403,309 | 53.1 | % | ||||||||
Resale Products
|
5,839,631 | 42.1 | % | 3,768,751 | 30.0 | % | ||||||||||
Total
|
$ | 33,589,748 | 48.9 | % | $ | 33,172,060 | 48.9 | % |
For
|
Authority Withheld
|
|||||||
Joann F. Bashinsky
|
7,982,561 | 828,560 | ||||||
Paul R. Bates
|
7,999,755 | 811,366 | ||||||
David A. Jones
|
8,000,174 | 810,247 | ||||||
Mark W. McCutcheon
|
8,001,378 | 809,743 | ||||||
John P. McKleroy, Jr.
|
7,990,090 | 821,031 | ||||||
William B. Morton, Jr.
|
8,460,494 | 350,627 | ||||||
J. Wallace Nall, Jr.
|
7,987,058 | 824,063 | ||||||
Edward R. Pascoe
|
8,454,383 | 356,738 | ||||||
F. Wayne Pate
|
7,982,890 | 828,231 | ||||||
John S. P. Samford
|
8,457,153 | 353,468 | ||||||
John S. Stein, III
|
8,462,013 | 349,108 |
For
|
Against
|
Abstained
|
||
7,674,825 | 35,716 | 358,301 |
1 Year
|
2 Years
|
3 Years
|
Abstained
|
|||
769,499 | 53,978 | 6,459,319 | 706,079 |
(3)
|
Articles of Incorporation and By-laws of Golden Enterprises, Inc. |
3.1
|
Certificate of Incorporation of Golden Enterprises, Inc. (originally known as “Golden Flake, Inc.”) dated December 11, 1967 (incorporated by reference to Exhibit 3.1 to Golden Enterprises, Inc. May 31, 2004 Form 10-K filed with the Commission).
|
3.2
|
Certificate of Amendment of Certificate of Incorporation of Golden Enterprises, Inc. dated December 22, 1976 (incorporated by reference to Exhibit 3.2 to Golden Enterprises, Inc. May 31, 2004 Form 10-K filed with the Commission).
|
3.3
|
Certificate of Amendment of Certificate of Incorporation of Golden Enterprises, Inc. dated October 2, 1978 (incorporated by reference to Exhibit 3 to Golden Enterprises, Inc. May 31, 1979 Form 10-K filed with the Commission).
|
3.4
|
Certificate of Amendment of Certificate of Incorporation of Golden Enterprises, Inc. dated October 4, 1979 (incorporated by reference to Exhibit 3 to Golden Enterprises, Inc. May 31, 1980 Form 10-K filed with the Commission).
|
3.5
|
Certificate of Amendment of Certificate of Incorporation of Golden Enterprises, Inc. dated September 24, 1982 (incorporated by reference to Exhibit 3.1 to Golden Enterprises, Inc. May 31, 1983 Form 10-K filed with the Commission).
|
3.6
|
Certificate of Amendment of Certificate of Incorporation of Golden Enterprises, Inc. dated September 22, 1983 (incorporated by reference to Exhibit 19.1 to Golden Enterprises, Inc. Form 10-Q Report for the quarter ended November 30, 1983 filed with the Commission).
|
3.7
|
Certificate of Amendment of Certificate of Incorporation of Golden Enterprises. Inc. dated October 3, 1985 (incorporated by reference to Exhibit 19.1 to Golden Enterprises, inc. Form l0-Q Report for the quarter ended November 30, 1985 filed with the Commission).
|
3.8
|
Certificate of Amendment of Certificate of Incorporation of Golden Enterprises, Inc. dated September 23, 1987 (incorporated by reference to Exhibit 3.1 to Golden Enterprises, Inc. May 31, 1988 Form 10-K filed with the Commission).
|
3.9
|
By-Laws of Golden Enterprises, Inc. (incorporated by reference to Exhibit 3.4 to Golden Enterprises, Inc. May 31, 1988 Form 10-K filed with the Commission).
|
(10)
|
Material Contracts.
|
10.1
|
A Form of Indemnity Agreement executed by and between Golden Enterprises, Inc. and Each of its Directors (incorporated by reference as Exhibit 19.1 to Golden Enterprises, Inc. Form 10-Q Report for the quarter ended November 30, 1987 filed with the Commission).
|
10.2
|
Amended and Restated Salary Continuation Plans for John S. Stein (incorporated by reference to Exhibit 19.1 to Golden Enterprises, Inc. May 31, 1990 Form 10-K filed with the Commission).
|
10.3
|
Indemnity Agreement executed by and between the Company and S. Wallace Nall, Jr. (incorporated by reference as Exhibit 19.4 to Golden Enterprises, Inc. May 31, 1991 Form 10-K filed with the Commission).
|
10.4
|
Salary Continuation Plans - Retirement Disability and Death Benefits for F. Wayne Pate (incorporated by reference to Exhibit 19.1 to Golden Enterprises, Inc. May 31, 1992 Form 10-K filed with the Commission).
|
10.5
|
Indemnity Agreement executed by and between the Registrant and F. Wayne Pate (incorporated by reference as Exhibit 19.3 to Golden Enterprises, Inc. May 31, 1992 Form 10-K filed with the Commission).
|
10.9
|
Amendment to Salary Continuation Plans, Retirement and Disability for F. Wayne Pate dated April 9. 2002 (incorporated by reference to Exhibit 10.2 to Golden Enterprises, Inc. May 31, 2002 Form 10-K filed with the Commission).
|
10.10
|
Amendment to Salary Continuation Plans, Retirement and Disability for John S. Stein dated April 9, 2002 (incorporated by reference to Exhibit 10.3 to Golden Enterprises, Inc. May 31, 2002 Form 10-K filed with the Commission).
|
10.11
|
Amendment to Salary Continuation Plan, Death Benefits for John S. Stein dated April 9, 2002 (incorporated by reference to Exhibit 10.4 to Golden Enterprises, Inc. May 31, 2002 Form 10-K filed with the Commission).
|
10.12
|
Retirement and Consulting Agreement for John S. Stein dated April 9, 2002 (incorporated by reference to Exhibit 10.5 to Golden Enterprises, Inc. May 31, 2002 Form 10-K filed with the Commission).
|
10.13
|
Salary Continuation Plan for Mark W. McCutcheon dated May 15, 2002 (incorporated by reference to Exhibit 10.6 to Golden Enterprises, Inc. May 31, 2002 Form 10-K filed with the Commission).
|
10.14
|
Trust Under Salary Continuation Plan for Mark W. McCutcheon dated May 15, 2002 (incorporated by reference to Exhibit 10.7 to Golden Enterprises, Inc. May 31, 2002 Form 10-K filed with the Commission).
|
10.20
|
Amendment to Salary Continuation Plan for Mark W. McCutcheon dated December 30, 2008 (incorporated by reference to Exhibit 10.20 Golden Enterprises, Inc. February 27, 2009 Form 10-Q filed with the Commission).
|
10.24
|
A Form of Indemnity Agreement to be executed by and between Golden Enterprises, Inc. and the following directors: Mark W. McCutcheon, Joann F. Bashinsky, John S. Stein, III, William B. Morton, Jr., Paul R. Bates and David A. Jones (incorporated by reference to Exhibit 10.24 to Golden Enterprises, Inc. January 13, 2011 Form 10-Q filed with the Commission).
|
14.1
|
Golden Enterprises, Inc.’s Code of Conduct and Ethics adopted by the Board of Directors on April 8, 2004 (incorporated by reference to Exhibit 14.1 to Golden Enterprises, Inc. May 31, 2004 Form 10-K with the Commission).
|
21
|
Subsidiaries of the Registrant (incorporated by reference to Exhibit 21 to Golden Enterprises, Inc. May 31, 2004 Form 10-K filed with the Commission)
|
(31)
|
Certifications
|
31.1
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes Oxley Act of 2002.
|
31.2
|
Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes Oxley Act of 2002.
|
32.1
|
Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes Oxley Act of 2002.
|
32.2
|
Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
(99)
|
Additional Exhibits
|
99.1
|
A copy of excerpts of the Last Will and Testament and Codicils thereto of Sloan Y. Bashinsky, Sr. and of the SYB Common Stock Trust created by Sloan Y. Bashinsky, Sr. providing for the creation of a Voting Committee to vote the shares of common stock of Golden Enterprises, Inc. held by SYB, Inc. and the Estate/Testamentary Trust of Sloan Y. Bashinsky, Sr. (Incorporated by reference to Exhibit 99.1 to Golden Enterprises, Inc. May 31, 2005 Form 10-k filed with the Commission).
|
101.INS
|
XBRL Instance Document
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
GOLDEN ENTERPRISES, INC.
|
|
(Registrant)
|
|
Dated: January 10, 2014
|
/s/Mark W. McCutcheon
|
Mark W. McCutcheon
|
|
Chairman of the Board,
|
|
President and
|
|
Chief Executive Officer
|
|
Dated: January 10, 2014
|
/s/ Patty Townsend
|
Patty Townsend
|
|
Vice-President and
|
|
Chief Financial Officer
|
|
(Principal Accounting Officer)
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Golden Enterprises, Inc. for the second quarter ended November 29, 2013;
|
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(s) 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-5(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(s) 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.
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Golden Enterprises, Inc. for the second quarter ended November 29, 2013;
|
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(s) 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-5(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(s) 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.
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
(1)
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
Letters of Credit (Detail) (USD $)
|
Nov. 29, 2013
|
Nov. 30, 2012
|
---|---|---|
Debt Disclosure [Abstract] | ||
Letter of credit outstanding | $ 1,850,000 | $ 1,900,000 |
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Condensed Consolidated Statements of Income (USD $)
|
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Nov. 29, 2013
|
Nov. 30, 2012
|
Nov. 29, 2013
|
Nov. 30, 2012
|
|
Income Statement [Abstract] | ||||
Net sales | $ 33,486,323 | $ 33,208,620 | $ 68,628,161 | $ 67,892,075 |
Cost of sales | 17,569,326 | 17,163,576 | 35,038,413 | 34,720,015 |
Gross margin | 15,916,997 | 16,045,044 | 33,589,748 | 33,172,060 |
Selling, general and administrative expenses | 15,746,664 | 15,145,750 | 32,000,011 | 31,080,557 |
Operating income | 170,333 | 899,294 | 1,589,737 | 2,091,503 |
Other income (expenses): | ||||
Gain (loss) on sale of assets | (9,370) | 31,000 | 9,283 | 50,409 |
Interest expense | (80,552) | (56,298) | (165,663) | (116,251) |
Other income | 27,795 | 20,996 | 53,898 | 43,633 |
Total other income (expenses) | (62,127) | (4,302) | (102,482) | (22,209) |
Income before income taxes | 108,206 | 894,992 | 1,487,255 | 2,069,294 |
Income taxes | 82,010 | 452,735 | 689,531 | 956,901 |
Net income | $ 26,196 | $ 442,257 | $ 797,724 | $ 1,112,393 |
PER SHARE OF COMMON STOCK | ||||
Basic and Diluted earnings | $ 0.00 | $ 0.04 | $ 0.07 | $ 0.10 |
Weighted average number of common stock shares outstanding: | ||||
Basic and Diluted | 11,732,632 | 11,734,061 | 11,732,632 | 11,734,346 |
Cash dividends paid per share of common stock | $ 0.0313 | $ 0.0313 | $ 0.0625 | $ 0.0625 |
Inventory Valuation
|
6 Months Ended | |
---|---|---|
Nov. 29, 2013
|
||
Inventory Disclosure [Abstract] | ||
Inventory Valuation | 5.
|
Line-of-Credit (Detail) (USD $)
|
Nov. 29, 2013
|
May 31, 2013
|
---|---|---|
Line Of Credit Facility [Abstract] | ||
Line-of-credit agreement, maximum borrowing capacity | $ 3,000,000 | $ 3,000,000 |
Line-of-credit, outstanding debt | 1,726,937 | 1,725,289 |
Line-of-credit, interest rate | 3.50% | 3.25% |
Line-of-credit, available credit | $ 1,273,063 | $ 1,274,711 |
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Basis of Accounting
|
6 Months Ended | |
---|---|---|
Nov. 29, 2013
|
||
Accounting Policies [Abstract] | ||
Basis of Accounting | 1.
|
Prepaid Assets
|
6 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Nov. 29, 2013
|
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Text Block [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Prepaid Assets |
|
Letter of Credit
|
6 Months Ended | |
---|---|---|
Nov. 29, 2013
|
||
Text Block [Abstract] | ||
Letter of Credit | 6.
|
Raw Materials and Supplies
|
6 Months Ended | |
---|---|---|
Nov. 29, 2013
|
||
Text Block [Abstract] | ||
Raw Materials and Supplies | 4.
|