-----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, OuzqECeAaP2scMEwwZ0jwe2x0mG06IQbaCMpIDWB3snhJ/dhkqaR1u27QpwQpWrd 6UA+f5Ili4u6KIdNLfO9pA== 0000928465-04-000034.txt : 20040514 0000928465-04-000034.hdr.sgml : 20040514 20040513174332 ACCESSION NUMBER: 0000928465-04-000034 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040510 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMCON DISTRIBUTING CO CENTRAL INDEX KEY: 0000928465 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & GENERAL LINE [5141] IRS NUMBER: 470702918 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15589 FILM NUMBER: 04804011 BUSINESS ADDRESS: STREET 1: 7405 IRVINGTON ROAD STREET 2: POST OFFICE BOX 641940 (68164-7940) CITY: OMAHA STATE: NE ZIP: 68122 BUSINESS PHONE: 4023313727 MAIL ADDRESS: STREET 1: 7405 IRVINGTON ROAD STREET 2: POST OFFICE BOX 641940 (68164-7940) CITY: OMAHA STATE: NE ZIP: 68122 8-K 1 form8k2ndqtr04.txt FORM 8-K - 2ND QUARTER EARNINGS RELEASE SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES ACT OF 1934 Date of Report (Date of earliest event reported) May 10, 2004 ------------------------------------------------------------------- AMCON DISTRIBUTING COMPANY -------------------------- (Exact name of registrant as specified in its charter) DELAWARE 0-24708 47-0702918 - ------------------------------------------------------------------------------ (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 7405 Irvington Road, Omaha, NE 68122 ------------------------------------ (Address of principal executive offices) (Zip Code) (402) 331-3727 -------------- (Registrant's telephone number, including area code) Not Applicable -------------- (Former name or former address, if changed since last report) ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS EXHIBIT NO. DESCRIPTION 99.1 Press release, dated May 10, 2004, issued by AMCON Distributing Company ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On May 10, 2004, AMCON issued a press release announcing its earnings for the second quarter and six months ended March 26, 2004. The press release is furnished herewith as an exhibit and incorporated herein by reference. The information in this Current Report (including the exhibit) shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended. SIGNATURE Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. AMCON DISTRIBUTING COMPANY (Registrant) Date: May 13, 2004 By : Michael D. James ------------------------- Name: Michael D. James Title: Treasurer & Chief Financial Officer EXHIBIT INDEX ------------- Exhibit Description 99.1 Press release, dated May 10, 2004, issued by AMCON Distributing Company Exhibit 99.1 NEWS RELEASE AMCON DISTRIBUTING REPORTS SECOND QUARTER RESULTS Omaha, Nebraska - May 10, 2004 - AMCON Distributing Company (AMEX:DIT), an Omaha, Nebraska based consumer products company, today reported sales of $193.4 million for the second quarter ended March 2004. This compares with sales of $177.0 million for the prior second quarter. Sales for the six months ended March 2004, were $386.5 million compared to $374.7 million for the prior six month period ended March 2003. The Company reported a net loss for the current second quarter of $1.1 million ($0.35 per diluted share) compared to a net loss of $0.3 million ($0.09 per diluted share) for the prior second quarter. Net loss for the six month period ended March 2004 was $0.6 million ($0.19 per diluted share) compared to a profit of approximately $1,000 ($0.00 per diluted share) for the prior comparable six month period ended March 2003. William F. Wright, Chairman of AMCON Distributing Company, stated that "We are usually happy to put the second quarter behind us. This was particularly true this year with the late winter storms and the southern California grocery strikes occurring in addition to the normal winter factors. In the last thirty-four quarters, we have lost money in five quarters and four of those quarters have been second quarters. Part of that reason is that the months of January, February and March (our second quarter) are the primary winter months in our principal operating areas. And now, with our increased emphasis on beverages, those same months are historically the poorest months of the year for most beverage businesses. The good things we saw in the second quarter were a significant increase in sales (primarily in the wholesale distribution segment) and the continued improvement in profitability year to date in the retail health food segment. Our new retail health food store which opened in April 2004 has, in a matter of weeks, achieved preliminary results which we were not expecting to see until much later. In addition, in spite of the operating results, we generated approximately $5.4 million in cash flow for the six month period ended March, 2004 and saw our debt to equity ratio further reduced to 3.35." Wright added, "Even though our beverage segment is still in the build-up stage, we do not expect to see past levels of investment spending continued in the future and expect the expenditures to move more in line with actual revenues. This will relieve pressure on our income figures as all start-up expenditures in the beverage segment are expensed as incurred, rather than being capitalized, as would be the case were we to buy an existing company." AMCON is a leading wholesale distributor of consumer products including beverages, candy, tobacco, groceries, food service, frozen and chilled foods, and health and beauty care products with distribution centers in Illinois, Missouri, Nebraska, North Dakota, South Dakota and Wyoming. Chamberlin's Natural Foods, Inc. and Health Food Associates, Inc., both wholly-owned subsidiaries of The Healthy Edge, Inc. (formerly Food For Health Co., Inc.), operate health and natural product retail stores in central Florida (7), Kansas, Missouri, Nebraska and Oklahoma (3). The retail stores operate under the names Chamberlin's Market & Cafe and Akin's Natural Foods Market. Hawaiian Natural Water Company, Inc., which was acquired in December of 2001, produces and sells natural spring water under the Hawaiian Springs label. The water is bottled at the source on the Big Island of Hawaii. The Beverage Group, Inc. markets and distributes Hawaiian Springs and other premium beverage products, including HYPE Energy Drink, Royal Kona Iced Coffee, Bottle Green Presse and Fruit Sodas, Bahia drinks and Xterra, a line of sports beverages and energy bars, in the United States, Canada and Mexico. This news release contains forward looking statements that are subject to risks and uncertainties and which reflect management's current beliefs and estimates of future economic circumstances, industry conditions, Company performance and financial results. A number of factors could affect the future results of the Company and could cause those results to differ materially from those expressed in the Company's forward looking statements. Moreover, past financial performance should not be considered a reliable indicator of future performance. Accordingly, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 with respect to all such forward-looking statements. Visit AMCON Distributing Company's web site at: www.amcon.com
AMCON Distributing Company and Subsidiaries Condensed Consolidated Balance Sheets March 2004 and September 2003 - ---------------------------------------------------------------------------------------- (Unaudited) March 2004 September 2003 ------------ -------------- ASSETS Current assets: Cash $ 445,546 $ 668,073 Available-for-sale investments 92,250 512,694 Accounts receivable, less allowance for doubtful accounts of $0.9 million and $0.8 million, respectively 25,982,129 28,170,129 Inventories 28,955,831 32,489,051 Income tax receivable 944,622 - Deferred income taxes 1,568,476 1,568,476 Other 623,733 581,950 ------------ ------------ Total current assets 58,612,587 63,990,373 Fixed assets, net 16,757,226 16,951,615 Goodwill 6,091,397 6,091,397 Other intangible assets 11,535,389 11,420,542 Other assets 1,035,629 1,045,503 ------------ ------------ $ 94,032,228 $ 99,499,430 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 16,888,996 $ 15,092,091 Accrued expenses 3,952,951 3,715,370 Accrued wages, salaries, bonuses 933,145 1,462,678 Income tax payable - 540,414 Current liabilities of discontinued operations 122,976 117,612 Current portion of long-term debt 10,472,601 15,348,167 Current portion of subordinated debt 7,692,666 7,762,666 ------------ ------------ Total current liabilities 40,063,335 44,038,998 ------------ ------------ Deferred income taxes 1,223,853 1,367,367 Non-current liabilities of discontinued operations - 161,025 Long-term debt, less current portion 35,479,553 35,654,423 Subordinated debt, less current portion 976,220 976,220 Commitments and contingencies Shareholders' equity: Preferred stock, $.01 par value, 1,000,000 shares authorized, none outstanding - - Common stock, $.01 par value, 15,000,000 shares authorized, 3,169,154 and 3,168,954 issued, respectively 31,692 31,690 Additional paid-in capital 5,998,497 5,997,977 Accumulated other comprehensive income, net of tax of ($0.01) million and $0.1 million, respectively (14,324) 220,732 Retained earnings 10,273,402 11,050,998 ------------ ------------ Total shareholders' equity 16,289,267 17,301,397 ------------ ------------ $ 94,032,228 $ 99,499,430 ============ ============
AMCON Distributing Company and Subsidiaries Condensed Consolidated Statements of Operations for the three and six-month periods ended March 2004 and 2003 (Unaudited) - --------------------------------------------------------------------------------------------------------- For the three months For the six months ended March ended March ----------------------------- ----------------------------- 2004 2003 2004 2003 ------------- ------------- ------------- ------------- Sales (including excise taxes of $45.6 million and $38.9 million, and $90.9 million and $80.6 million, respectively) $ 193,417,295 $ 177,008,943 $ 386,454,415 $ 374,729,829 Cost of sales 179,813,134 163,177,678 357,785,991 347,054,689 ------------- ------------- ------------- ------------- Gross profit 13,604,161 13,831,265 28,668,424 27,675,140 ------------- ------------- ------------- ------------- Selling, general and administrative expenses 14,012,107 12,999,003 27,382,204 25,174,706 Depreciation and amortization 567,332 576,164 1,128,450 1,132,511 ------------- ------------- ------------- ------------- 14,579,439 13,575,167 28,510,654 26,307,217 ------------- ------------- ------------- ------------- Income from operations (975,278) 256,098 157,770 1,367,923 ------------- ------------- ------------- ------------- Other expense (income): Interest expense 824,233 804,219 1,603,141 1,647,873 Other (16,762) (110,335) (446,866) (282,137) ------------- ------------- ------------- ------------- 807,471 693,884 1,156,275 1,365,736 ------------- ------------- ------------- ------------- Income (loss) before income taxes (1,782,749) (437,786) (998,505) 2,187 Income tax expense (benefit) (681,000) (164,000) (411,000) 1,000 ------------- ------------- ------------- ------------- Net income (loss) $ (1,101,749) $ (273,786) $ (587,505) $ 1,187 ============= ============= ============= ============= Earnings (loss) per share: Basic $ (0.35) $ (0.09) $ (0.19) $ 0.00 ============= ============= ============= ============= Diluted $ (0.35) $ (0.09) $ (0.19) $ 0.00 ============= ============= ============= ============= Dividends per share $ 0.03 $ 0.03 $ 0.06 $ 0.06 ============= ============= ============= ============= Weighted average shares outstanding: Basic 3,169,154 3,168,961 3,169,071 3,163,361 Diluted 3,169,154 3,168,961 3,169,071 3,227,194
FOR FURTHER INFORMATION CONTACT: Michael D. James Chief Financial Officer AMCON Distributing Company Tel 402-331-3727 Fax 402-331-4834 -end- -----END PRIVACY-ENHANCED MESSAGE-----