-----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, Jws//2m//ZBvIdWRFkPMSZzxIXtF3YxfpceT7SrrzSZZT9f/5HzWjNR6fUVWumHI FABnDsp89m0f8buG2SllHw== 0000081057-95-000015.txt : 19951119 0000081057-95-000015.hdr.sgml : 19951119 ACCESSION NUMBER: 0000081057-95-000015 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950930 FILED AS OF DATE: 19951114 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: CABLE CAR BEVERAGE CORP CENTRAL INDEX KEY: 0000081057 STANDARD INDUSTRIAL CLASSIFICATION: BOTTLED & CANNED SOFT DRINKS CARBONATED WATERS [2086] IRS NUMBER: 520880815 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-14784 FILM NUMBER: 95591401 BUSINESS ADDRESS: STREET 1: 717 17TH ST STREET 2: STE 1475 CITY: DENVER STATE: CO ZIP: 80202-3314 BUSINESS PHONE: 3032989038 MAIL ADDRESS: STREET 1: 717 17TH ST STREET 2: STE 1475 CITY: DENVER STATE: CO ZIP: 80202-3314 FORMER COMPANY: FORMER CONFORMED NAME: GREAT EASTERN INTERNATIONAL INC DATE OF NAME CHANGE: 19890810 FORMER COMPANY: FORMER CONFORMED NAME: GREAT EASTERN ENERGY CORP DATE OF NAME CHANGE: 19840815 FORMER COMPANY: FORMER CONFORMED NAME: PUBLISHING COMPUTER SERVICE INC DATE OF NAME CHANGE: 19810817 10-Q 1 FORM 10-Q - 14 - FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 (Mark One) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly September 30, 1995 period ended 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 0-14784 CABLE CAR BEVERAGE CORPORATION (Exact name of Registrant as specified in its charter) DELAWARE 52-0880815 (State or other (I.R.S. Employer jurisdiction Identification No.) of incorporation) 717 17th Street, Suite 1475, Denver, CO 80202-3314 (Address of principal executive offices) (303) 298-9038 (Registrant's telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report.) 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 The Registrant had 8,581,992 shares of its $.01 par value common stock outstanding as of November 10, 1995. Form 10-Q 3rd Quarter INDEX PAGE PART I FINANCIAL INFORMATION - - Item 1. Consolidated Financial Statements: Unaudited consolidated balance sheet at September 30, 1995 and consolidated balance sheet at December 31, 1994 3 Unaudited consolidated statement of operations for the nine-month periods ended September 30, 1995 and September 4 30, 1994 Unaudited consolidated statement of cash flows for the nine-month periods ended September 30, 1995 and September 5 30, 1994 Unaudited consolidated statement of changes in stockholders' equity 6 Notes to unaudited consolidated 7 financial statements Item 2. Management's Discussion and Analysis of 9 Financial Condition and Results of Operations PART II OTHER INFORMATION 13 PART III FINANTIAL DATA SCHEDULE 15 PART I - FINANCIAL INFORMATION Item 1. Consolidated Financial Statements CABLE CAR BEVERAGE CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET Unaudited
September December 30, 31, 1995 1994 ASSETS CURRENT ASSETS: Cash and cash equivalents $ 571,589 $ 580,658 Short-term investments 93,774 151,876 Accounts receivable, net 1,291,638 657,824 Inventories 1,790,629 598,937 Prepaid expenses and other current 39,039 32,374 assets Deferred income tax assets 323,586 0 Total Current Assets 4,110,255 2,021,669 PROPERTY AND EQUIPMENT, NET 125,750 46,155 OTHER ASSETS: Intangibles, net 601,332 630,253 Investment in AMCON Distributing Co. 99,185 1,746,934 Other assets 3,821 3,821 Deferred income tax assets 612,854 0 $5,553,198 $4,448,832 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable and accrued liabilities $ 456,212 $ 103,485 Other current liabilities 788,552 385,813 Current portion of long-term debt 7,692 8,786 Total Current Liabilities 1,252,456 498,084 LONG-TERM DEBT 374 5,970 STOCKHOLDERS' EQUITY: Common stock, $.01 par value; 25,000,000 shares 86,584 81,547 authorized; 8,658,349 shares issued Additional paid-in capital $9,502,876 9,133,464 Accumulated deficit (5,260,457) (5,241,598) Less - 76,357 common shares in (28,635) (28,635) treasury 4,213,784 3,863,232 $5,553,198 $4,448,832
SEE NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS CABLE CAR BEVERAGE CORPORATION AND SUBSIDIARIES UNAUDITED CONSOLIDATED STATEMENT OF OPERATIONS
THREE-MONTHS NINE-MONTHS ENDED SEPTEMBER 30, ENDED SEPTEMBER 30, 1995 1994 1995 1994 REVENUE: Sales $ 4,286,294 $ 2,759,084 $ 9,628,768 $ 6,525,675 COST AND EXPENSES: Cost of goods sold 3,226,095 1,961,118 7,103,425 4,689,072 General and administrative 228,399 193,126 591,061 503,876 Selling and distribution 478,347 234,684 1,046,873 639,207 Depreciation and 17,119 14,448 47,380 42,784 amortization $ 3,949,960 $ 2,403,376 $ 8,788,739 $ 5,874,939 INCOME FROM OPERATIONS: 336,334 355,708 840,029 650,735 OTHER INCOME AND (EXPENSES): Interest and other non- operating 9,946 4,056 37,438 11,630 income Interest expense (259) (534) (950) (1,799) Loss on AMCON stock (848,342) 0 (848,342) 0 INCOME BEFORE INCOME TAXES (502,321) 359,230 28,175 660,566 PROVISION (BENEFIT) FOR INCOME TAXES (858,083) 12,000 (752,371) 12,000 NET INCOME $ 355,763 $ 347,230 $ 780,547 $ 648,566 EARNINGS PER COMMON SHARE & COMMON EQUIVALENT SHARE: NET INCOME $ .04 $ .04 $ .09 $ .08 WEIGHTED AVERAGE COMMON & COMMON EQUIVALENT SHARES: 9,059,421 8,006,799 8,928,463 7,908,251
SEE NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS CABLE CAR BEVERAGE CORPORATION AND SUBSIDIARIES UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS
NINE-MONTHS ENDED SEPTEMBER 30, 1995 1994 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 780,547 $ 648,566 Adjustment to reconcile net income to net cash from operating activities: Loss on investment in AMCON 848,342 0 Depreciation and amortization 47,380 42,784 Provision for loss on accounts 8,370 30,000 receivable Changes in assets and liabilities: Accounts receivable (642,184) (477,188) Inventories (1,191,692) (443,649) Prepaid expenses and other current (6,665) (20,015) assets Other assets 0 9,478 Deferred income tax assets (936,440) 0 Accounts payable and accrued liabilities 352,727 280,372 Other current liabilities 402,739 103,203 NET CASH FROM OPERATING ACTIVITIES (336,876) 173,551 CASH FLOWS FROM INVESTING ACTIVITIES: Short-term investments 58,102 0 Property and equipment (98,054) (18,609) Acquisition of licensing fee 0 (12,500) NET CASH FROM INVESTING ACTIVITIES (39,952) (31,109) CASH FLOWS FROM FINANCING ACTIVITIES: Principle payments on debt (6,690) (1,543) Proceeds from issuance of stock 374,449 40,202 NET CASH FROM FINANCING ACTIVITIES 367,759 38,659 NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS (9,069) 181,101 CASH AND CASH EQUIVALENTS AT BEGINNING OF 580,658 373,183 PERIOD CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 571,589 $ 554,284 SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING AND INVESTING ACTIVITIES Dividend of AMCON stock $ 799,407 $ 0
SEE NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS CABLE CAR BEVERAGE CORPORATION AND SUBSIDIARIES CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
COMMON STOCK ADDITION ACCUMU- TREASURY STOCK AL NUMBER PAID-IN LATED NUMBER OF SHARES AMOUNT CAPITAL DEFICIT OF SHARES AMOUNT Balance December 31, 1994 8,154,618 $ 81,547 $ 9,133,464 $(5,241,598) 76,357 $(28,635) Issuance for exercise of warrants 503,731 5,037 369,412 Dividend of AMCON stock (799,407) Net income 780,547 Balance September 30, 1995 8,658,349 $ 86,584 $ 9,502,876 $(5,241,598) 76,357 $(28,635)
SEE NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS CABLE CAR BEVERAGE CORPORATION AND SUBSIDIARIES NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS Note 1 - Financial Statements Presented: The consolidated interim data of Cable Car Beverage Corporation (the "Company") at September 30, 1995 and for the three and nine- month periods ended September 30, 1995 and September 30, 1994 respectively, is unaudited. In the opinion of management, the interim data includes all adjustments (which include only normal recurring adjustments) necessary for a fair statement of the results for the interim periods. The Company's consolidated financial statements at and for the nine-months ended September 30, 1995 include the accounts of its wholly-owned subsidiaries, Old San Francisco Seltzer, Inc. and Fountain Classics, Inc. Certain information and substantially all footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted. It is suggested that these financial statements be read in conjunction with the financial statements and notes thereto included in the Company's consolidated financial statements, filed in Form 10-K for December 31, 1994. The results of operations for the period ended September 30, 1995 are not necessarily indicative of the operating results for the full year. Certain reclassifications have been reflected in the prior year financial statements to conform to the current year presentations. Note 2 - Net Income Per Common and Common Equivalent Share: Net income per common and common equivalent share was computed under the treasury stock method using the weighted average number of common shares and dilutive common stock equivalent shares outstanding during the period. Note 3 - Inventories: Inventories consist of:
September December 30, 31, 1995 1994 Finished Goods $ 984,797 $ 398,470 Raw Materials 805,832 200,467 $ 1,790,629 $ 598,937
Note 4 - Income Taxes: As of September 30, 1995, the Company had deferred income tax assets of $936,440, consisting primarily of $741,737 in net operating loss carryforwards and $194,703 of other future deductible temporary differences. The net operating loss carryforwards are subject to certain annual utilization limits. Previously, the Company had recorded a valuation allowance equal to the deferred income tax assets due to management's uncertainty about the likelihood that the Company would fully utilize these benefits. However, it was determined by the Company at September 30, 1995 that, based upon the Company's recent and expected future operating results, it is now more likely than not that the Company will realize all of its future income tax benefits. Based on this determination, the Company has eliminated the valuation allowance against the deferred income tax assets which resulted in an income tax benefit of $936,440 for the quarter ended September 30, 1995. Note 5 - Loss on Investment in AMCON/ Dividend of AMCON Common Stock: During the September 1995 quarter, the Company wrote-down its investment in AMCON Distributing Company, Inc. ("AMCON") to the market price of AMCON common stock as reported by NASDAQ on August 4, 1995, the date upon which the stock was initially included on NASDAQ, which resulted in a charge of $848,342. On July 31, 1995, the Company distributed 266,469 shares of AMCON common stock as a dividend to the Company's shareholders of record as of July 5, 1995. This distribution of 266,469 shares of AMCON represented 87% of the Company's holdings in AMCON. At September 30, 1995, the Company continued to hold 39,674 shares of AMCON common stock. Item 2. Management's Discussion and Analysis of Financial Condition And Results of Operations Current Developments Operations. The Company continued to experience growth of its line of Stewart's premium soft drinks during the quarter ended September 30, 1995. The Company is presently selling Stewart's in various cities throughout the United States and Canada. During the September quarter, the Company also continued to test market its two new product lines, ASPEN Extreme and Fountain Classics Seltzer. ASPEN Extreme is a sport drink and Fountain Classics Seltzer is a non-sweetened seltzer water. Loss on Investment in AMCON/ Dividend of AMCON Common Stock. During the September 1995 quarter, the Company wrote-down its investment in AMCON Distributing Company, Inc. ("AMCON") to the market price of AMCON common stock as reported by NASDAQ on August 4, 1995, the date upon which the stock was initially included on NASDAQ, which resulted in a charge of $848,342. On July 31, 1995, the Company distributed 266,469 shares of AMCON common stock as a dividend to the Company's shareholders of record as of July 5, 1995. This distribution of 266,469 shares of AMCON represented 87% of the Company's holdings in AMCON. At September 30, 1995, the Company continued to hold 39,674 shares of AMCON common stock. Deferred tax benefit. As of September 30, 1995, the Company had a deferred income tax assets of $936,440, consisting primarily of $741,737 in net operating loss carryforwards and $194,703 of other future deductible temporary differences. The net operating loss carryforwards are subject to certain annual utilization limits. Previously, the Company had recorded a valuation allowance equal to the deferred income tax assets due to management's uncertainty about the likelihood that the Company would fully utilize these benefits. However, it was determined by the Company at September 30, 1995 that, based upon the Company's recent and expected future operating results, it is now more likely than not that the Company will realize all of its future income tax benefits. Based on this determination, the Company has eliminated the valuation allowance against the deferred income tax assets which resulted in an income tax benefit of $936,440 for the quarter ended September 30, 1995. Liquidity and Capital Resources The Company's current ratio at September 30, 1995 was 3.28 as compared to 4.06 at December 31, 1994. Working capital at September 30, 1995 was $2,857,799 as compared to $1,523,585 at December 31, 1994. For the nine-months ended September 30, 1995, cash decreased by $9,069. The principal source was from financing activities, but such sources were more than offset by cash used in operations. A majority of the cash used in operations related to increases in accounts receivable and inventories offset by increases in accounts payable and accrued liabilities of $352,729. Financing activities generated cash of $367,758, primarily from the net proceeds of stock issuances from exercised options and warrants. Investing activities used a net of $39,952 primarily for the purchase of production equipment and was partially offset by the maturing of short-term investments in certificates of deposit. The Company intends to utilize cash from operations to meet its ongoing obligations. The Company has also established a bank line of credit in the amount of $500,000 which it may utilize from time to time to meet seasonal cash needs. Management does not expect liquidity problems during 1995 assuming the Company can maintain or exceed its current sales volume and expenses as a percentage of sales remain relatively constant. Results of Operations Comparison of the nine-month periods ended September 30, 1995 and September 30, 1994 The following table reflects certain unaudited financial information for the Company for the nine-months ended September 30, 1995 and September 30, 1994:
1995 1994 Sales $ 9,628,768 $ 6,525,675 Cost of Goods Sold 7,103,425 4,689,072 Selling, General & Administrative 1,685,314 1,185,867 Income From Operations 840,029 650,735 Other Income (Loss) (811,854) 9,831 Income Before Income Taxes 28,175 660,566 Provision (Benefit) for Income Taxes (752,371) 12,000 Net Income $ 780,547 $ 648,566
As reflected in the above table, the Company had net income of $780,547 for the nine-months ended September 30, 1995 compared with net income of $648,566 for the nine-months ended September 30, 1994. This 20% increase in net income resulted from an increase in operating income, a non-operating loss relating to a write-down of an investment, and recording of a deferred income tax benefit primarily relating to the Company's net operating loss carryforwards. The Company's operating income increased to $840,029 for the nine- months ended September 30, 1995 versus $650,735 for the nine- months ended September 30, 1994. This 29% increase in operating income was primarily due to increased revenue in 1995. Net income was also affected by certain non-operating items. Other income (loss) for the nine-months ended September 30, 1995 resulted in a loss of $811,854 compared with a gain of $9,831 for the nine-months ended September 30, 1994. This decrease is attributable to the recording of a write-down during the September 1995 quarter of its investment in AMCON (See "Current Developments", above). Net income also reflects certain changes to the Company's provision for income taxes at September 30, 1995. The Company's provision for income taxes for the nine-months ended September 30, 1995 includes an income tax benefit related to the elimination of the valuation allowance of $936,440 whereas the provision for income taxes for the nine-months ended September 30, 1994 did not include such a benefit. The deferred income tax benefit recorded at September 30, 1995 was due to the Company's determination that it is more likely than not that all the Company's future income tax benefits will be realized (see "Current Developments", above). Prior to the inclusion of the loss on the AMCON investment and the benefit related to the elimination of the valuation allowance, the Company's income tax provision reflects a tax rate of 21% for the nine-months ended September 30, 1995 versus 2% for the nine-months ended September 30, 1994. This increase was attributable to a reduction in net operating loss carryforwards available to offset the Company's income tax liability this year as compared to last year. Revenue from the sale of products increased to $9,628,768 in 1995 from $6,525,675 in 1994. This increase of $3,103,093 or 48% was due primarily to increased Stewart's case sales. Cost of goods sold increased $2,414,353 in the nine-months ended September 30, 1995 versus 1994, and increased as a percentage of sales from 71.9% to 73.8%. The percentage increase was due primarily to increased glass costs, increased production costs, and increased warehousing costs. Selling expense increased $407,666 from 1994 to 1995, and increased slightly as a percentage of sales from 9.8% to 10.9%. The increase was due primarily to the following factors: (1) salary and related selling expenses associated with expanding distribution and (2) expenses incurred in 1995 for designing, packaging and introducing the Company's new products. General and administrative expense increased $87,185 from 1994 to 1995, but decreased as a percentage of sales from 7.7% to 6.1%. The percentage decrease in general and administrative expenses was primarily attributable to a 48% increase in sales while administrative expense increased only 17%. The dollar increase was due primarily to the following factors: (1) salary and related expenses and (2) administrative expenses incurred in the development of the Company's new proprietary products. Comparison of the three-month periods ended September 30, 1995 and September 30, 1994 The following table reflects certain unaudited financial information for the Company for the three-months ended September 30, 1995 and September 30, 1994:
1995 1994 Sales $ 4,286,294 $ 2,759,084 Cost of Goods Sold 3,226,095 1,961,118 Selling, General & Administrative 723,865 442,258 Income From Operations 336,334 355,708 Other Income (Loss) (838,655) 3,522 Income (Loss) Before Income Taxes (502,321) 359,230 Provision (Benefit) for Income Taxes (858,083) 12,000 Net Income $ 355,763 $ 347,230
As reflected in the above table, the Company had net income of $355,763 for the three-months ended September 30, 1995 compared with net income of $347,230 for the three-months ended September 30, 1994. This 2.5% increase in net income resulted from a decrease in operating income, a non-operating loss relating to a one-time write-down of an investment, and a tax benefit relating to the Company's future income tax benefits. The Company's operating income decreased slightly to $336,334 for the three-months ended September 30, 1995 versus $355,708 for the three-months ended September 30, 1994. This 5% decrease in operating income was primarily due to higher costs of goods and higher selling expenses in the September 1995 quarter versus the September 1994 quarter. Net income was also affected by certain non-operating items. Other income (loss) for the three-months ended September 30, 1995 resulted in a loss of $838,655 compared with a gain of $3,522 for the three-months ended September 30, 1994. This decrease is attributable to the recording of a write-down during the September 1995 quarter of its investment in AMCON (see "Current Developments", above). Net income also reflects certain changes to the Company's provision for income taxes at September 30, 1995. The Company's provision for income taxes for the three-months ended September 30, 1995 includes an income tax benefit of $936,440 whereas the provision for income taxes for the three-months ended September 30, 1994 did not include such a benefit. The deferred income tax benefit recorded at September 30, 1995 was due to the Company's determination that it is more likely than not that all the Company's future income tax benefits (see "Current Developments", above). Prior to the inclusion of the loss on the AMCON investment and the deferred income tax benefits related to the elimination of the valuation allowance, the Company's income tax provision reflects a tax rate of 23% for the three-months ended September 30, 1995 versus 3% for the three-months ended September 30, 1994. This increase was attributable to a reduction in net operating loss carryforwards available to offset the Company's income tax liability this year as compared to last year. Revenue from the sale of products increased to $4,286,294 in 1995 from $2,759,084 in 1994. This increase of $1,527,210 or 55% was due primarily to increased Stewart's case sales. Cost of goods sold increased $1,264,977 in the third quarter of 1995 versus 1994, and increased as a percentage of sales from 71% to 75%. The percentage increase was due primarily to increased glass costs, production costs, and warehousing costs. Selling expense increased $243,663 from 1994 to 1995, and increased as a percentage of sales from 8.5% to 11.2%. The increase was due primarily to the following factors: (1) salary and related selling expenses associated with expanding distribution and (2) expenses incurred in 1995 for designing, packaging and introducing the Company's new proprietary products. General and administrative expense increased $35,273 from 1994 to 1995, but decreased as a percentage of sales from 7.0% to 5.3%. The percentage decrease in general and administrative expenses was primarily attributable to a 55% increase in sales while administrative expense increased only 18%. The dollar increase was due primarily to the following factors: (1) salary and related expenses and (2) administrative expenses incurred in the development of the Company's new proprietary products. PART II - OTHER INFORMATION None. 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. CABLE CAR BEVERAGE CORPORATION (registrant) Date: November 13, 1995 By /s/ Samuel M. Simpson : Samuel M. Simpson President /s/Myron D. Stadler Myron D. Stadler Chief Accounting Officer EX-27 2
5 This schedulle contains summary financial information extracted from the consolidated Balance sheets and consolidated statements of operations found on pages 3 and 4 of the company's form 10-q for the year-to-date, and is qualified in its entirety by reference to such financial statements. 1,000 9-MOS DEC-31-1995 SEP-30-1995 572 0 1,360 68 1,791 4,110 216 90 5,553 1,252 0 87 0 0 4,127 5,553 9,629 9,629 7,103 8,789 (37) 848 1 28 (752) 781 0 0 0 781 .09 .09 -----END PRIVACY-ENHANCED MESSAGE-----