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 9, 2021

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)

Securities registered pursuant to Section 12(b) of the Act:

Title of each Class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $.01 per share	FIZZ	The NASDAQ Global Select Market

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 9, 2021, National Beverage Corp. issued a press release announcing financial results for the first quarter ended July 31, 2021. The information in Item 2.02 of this report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01 Financial Statements and Exhibits

(d)	Exhibit 99.1	Press release dated September 9, 2021 announcing the Company’s financial results for the first quarter ended July 31, 2021.
	Exhibit 104	Cover Page Interactive Data File (formatted as Inline XBRL)

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/ George R. Bracken
	George R. Bracken
	Executive Vice President – Finance
	(Principal Financial Officer)

Date: September 10, 2021

EXHIBIT INDEX

99.1 Press release dated September 9, 2021 announcing the Company’s financial results for the first quarter ended July 31, 2021.

104 Cover Page Interactive Data File (formatted as Inline XBRL)

EX-99.1

Exhibit 99.1

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

TRAILING TWELVE MONTHS

AND THIS EXCEPTIONAL FIRST QUARTER

INDICATE CONTINUING MOMENTUM

REPORTS NATIONAL BEVERAGE CORP.

FORT LAUDERDALE, FL, September 9, 2021 . . . National Beverage Corp. (NASDAQ: FIZZ) today announced results for its first quarter ended July 31, 2021.

First Quarter Ended July 31, 2021 vs. First Quarter Ended August 1, 2020:

● Net sales increased to $311.7 million;

● Gross profit was $124.8 million;

o Gross margin was 40%;

● Operating income was $70.3 million or 22.6% of sales; and

● Earnings per share was $.58, up from $.55 for the prior year.

Balance Sheet Data at July 31, 2021

● Cash was $245.5 million;

● Working capital was $269.7 million with a current ratio of 2.8 to 1.

“Considering the headwinds that we faced, our financial results for the first quarter reflect extraordinary execution by Team National. Although labor, raw material and transportation availability issues impacted our ability to meet customer demand, we were able to increase sales over last year’s pantry-loading spike while maintaining the margins posted for our previous ‘best ever’ quarter,” stated a company spokesperson.

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National Beverage Corp.

Page 2

We believe the following are some of the competitive advantages that National Beverage enjoys:

● Consumer loyalty – Our Power+ brand volume grew 5.6% during a quarter in which selling prices were adjusted to recover increased input and transportation costs. We believe this reflects the preference consumers have for our great-tasting beverages, especially in light of the substantial price discounting employed by certain competitors to promote their sparkling waters.

● Healthy Hydration – The majority of our revenues are generated by sparkling water, juices and other ‘better-for-you’ beverages. The pandemic has made consumers even more health-conscious, and we believe this trend will continue for the foreseeable future.

● Innovation – The launch late last fiscal year of our unique new LaCroix flavors of Beach Plum, Black Razzberry and Guava São Paulo was our most successful to date. These followed a string of successful introductions that evidence our ability to develop and refine beverages that continuously resonate with consumers.

● Distinctiveness - The pandemic and its adaptations are provoking the minds of everyone who use their mental capacity to eschew risk. Our owner-entrepreneur governance model, size and agility, plus our self-manufacturing and hybrid-distribution system allow us to pivot expeditiously. Couple this uniqueness with our passionate consumer seeking to satisfy an acquired taste while pursuing unparalleled feelings.

“As the U.S. deals with uncertainty while Covid cases are increasing, we are more determined than ever in our mission to help make America healthy. Fiscal 2022 brings unique opportunities for National Beverage as we continue our vow to create the best and healthiest beverages ever produced,” the spokesperson concluded.

LaCroix . . . Beyond Taste!

In honor of all those who guard our freedoms throughout the world . . .

“Patriotism” – If Only We Could Bottle It!

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National Beverage Corp.

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National Beverage Corp.

Consolidated Results for the Periods Ended

July 31, 2021 and August 1, 2020

	(in thousands, except per share amounts)
	Three Months Ended
	July 31, 2021		August 1, 2020
Net Sales	$	311,712	$	293,367
Net Income	$	53,816	$	51,164
Earnings Per Common Share
Basic	$	.58	$	.55
Diluted	$	.58	$	.55
Average Common Shares Outstanding
Basic		93,306		93,248
Diluted		93,574		93,508

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.

XML

Document And Entity Information	Sep. 09, 2021
Document Information [Line Items]
Entity, Registrant Name	National Beverage Corp.
Document, Type	8-K
Document, Period End Date	Sep. 09, 2021
Entity, Incorporation, State or Country Code	DE
Entity, File Number	1-14170
Entity, Tax Identification Number	59-2605822
Entity, Address, Address Line One	8100 SW Tenth Street, Suite 4000
Entity, Address, City or Town	Fort Lauderdale
Entity, Address, State or Province	FL
Entity, Address, Postal Zip Code	33324
City Area Code	954
Local Phone Number	581-0922
Title of 12(b) Security	Common Stock
Trading Symbol	FIZZ
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000069891