8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT Pursuant

to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): September 7, 2017

National Beverage Corp.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

1-14170	59-2605822
(Commission File Number)	(IRS Employer Identification No.)

	8100 SW Tenth Street, Suite 4000 Fort Lauderdale, Florida	33324
(Address of Principal Executive Offices)		(Zip Code)

(954) 581-0922

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐     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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition

On September 7, 2017, National Beverage Corp. issued a press release announcing financial results for the periods ended July 29, 2017. This release is furnished herewith as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits

(c) Exhibit 99.1 Press release dated September 7, 2017 announcing the Company’s financial results for the periods ended July 29, 2017.

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.

National Beverage Corp.

(Registrant)

By:	/s/ Gregory P. Cook
	Gregory P. Cook Vice President - Controller and Chief Accounting Officer

Date: September 8, 2017

EXHIBIT INDEX

99.1 Press release dated September 7, 2017 announcing the Company’s financial results for the periods ended July 29, 2017.

EX-99.1

Exhibit 99.1

	NASDAQ: FIZZ For Immediate Release Contact: Office of the Chairman, Grace Keene

NATIONAL BEVERAGE CORP.

FIRST QUARTER ‘AROMA’ . . .

SIGNALS GREAT RESULTS

FORT LAUDERDALE, FL, September 7, 2017 . . . National Beverage Corp. (NASDAQ: FIZZ) today announced results for the first quarter of its Fiscal Year 2018.

● Revenues increased 20% to $260 million

● Operating Income increased 31% to $58 million

● Earnings per share increased 32% to $ .82

● Cash increased 29% to $176 million

For the trailing twelve months ended July 29, 2017 –

(dollars in millions except EPS)
	Revenues			Op. Income			Net Income			EPS			EBITDA*
FY 2018	$	870		$	176		$	116		$	2.50		$	189
YOY Growth		18	%		59	%		59	%		59	%		54	%
FY 2017	$	737		$	111		$	73		$	1.57		$	123

“This extraordinary start to our FY2018 marks eleven consecutive quarters of revenue and earnings growth. During this period, our shareholders have enjoyed over 300% increase in their FIZZ holdings and over $139 million in cash dividends . . . truly a ‘one-of-a-kind’ performance,” stated Nick A. Caporella, Chairman and Chief Executive Officer.

-more-

 

National Beverage Corp.

Page 2

“While momentum signals its presence in a myriad of ways, the one that most excites us is the scent of ‘toasted meringue’ in our ready-to-launch La Croix Key Lime sparkling water. Why . . . because our heartbeat is ‘innovation’ and here that spells . . . aroma and scents! While financial performance is ultimately the healthy condition of management’s purpose . . . it starts with a naturally-essenced strategic growth plan and, certainly, this first quarter is more than robust.

Our recently released 2017 Annual Report expresses the wholesome nature of our Company in a genuine and authentic sense. This Annual Report conveys our true character as never before reflected, and to quote an excerpt from the Chairman’s Message . . . National Beverage’s real purpose in making you aware of our leadership role in this sparkling water industry – and that is to make our healthy, authentically-genuine, great beverages the choice for all consumers searching for excellence. The right selection makes excellence a habit!” concluded a ‘mindful’ Caporella.

National Beverage’s iconic brands are the genuine essence . . . of America

“Patriotism” – If Only We Could Bottle It!

WE SPARKLE . . . AMERICA SMILES!

-more-

 

National Beverage Corp.

Page 3

National Beverage Corp.

Consolidated Results for the Periods Ended

July 29, 2017 and July 30, 2016

	(in thousands, except per share amounts)
	Three Months Ended
	July 29, 2017		July 30, 2016
Net Sales	$	259,832	$	217,108
Net Income	$	38,272	$	28,995
Earnings Per Common Share
Basic	$	.82	$	.62
Diluted	$	.82	$	.62
Average Common Shares Outstanding
Basic		46,585		46,556
Diluted		46,916		46,767

 

This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks, uncertainties and other factors described in the Company's Securities and Exchange Commission filings which may cause actual results or achievements to differ from the results or achievements expressed or implied by such statements. The Company disclaims an obligation to update or announce revisions to any forward-looking statements.

*Although the Company reports its financial results in accordance with accounting principles generally accepted in the United States ("GAAP"), management believes that the disclosure of EBITDA, a non-GAAP financial measure, may provide users with additional insights into the operating performance of the business. EBITDA (in millions) of $189.4 and $122.9 for the twelve months ended July 29, 2017 and July 30, 2016, respectively, is calculated by adding the following expenses back to Net Income: Depreciation and Amortization of $13.3 and $12.1; Net Interest (Income) of ($.6) and 0; and Provision for Income Taxes of $60.5 and $37.7.