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) February 9, 2004
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AMCON DISTRIBUTING COMPANY
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(Exact name of registrant as specified in its charter)
DELAWARE 0-24708 47-0702918
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
7405 Irvington Road, Omaha, NE 68122
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(Address of principal executive offices) (Zip Code)
(402) 331-3727
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
EXHIBIT NO. DESCRIPTION
99.1 Press release, dated February 9, 2004, issued
by AMCON Distributing Company
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On February 9, 2004, AMCON issued a press release announcing its earnings for
the first quarter ended December 26, 2003. 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: February 10, 2004 By : Michael D. James
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Name: Michael D. James
Title: Treasurer & Chief Financial
Officer
EXHIBIT INDEX
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Exhibit Description
99.1 Press release, dated February 9, 2004, issued by AMCON
Distributing Company
Exhibit 99.1
NEWS RELEASE
AMCON EARNS $0.16 PER SHARE IN FIRST QUARTER
Omaha, NE, February 9, 2004 AMCON Distributing Company (AMEX:DIT), an
Omaha, NE based consumer products company, announced today net income of $0.5
million or $0.16 per diluted share for the first quarter ended December 2003
compared with $0.3 million or $0.09 per diluted share for the first quarter
of the prior year. Sales for the first quarter were $193.0 million compared
to $197.7 million for the same period in the prior year.
William F. Wright, Chairman of AMCON, stated that, "Even though sales for the
first quarter were down, primarily due to the deflationary trend in cigarette
prices, increases in sales due to increased volume in our wholesale segment
and increases in sales in our retail health food and beverage segments
tempered the sales loss by $10.6 million.
Income (loss) before taxes for the first quarter improved by $0.9 million in
the wholesale segment and by $0.4 million in the retail health food segment.
Hawaiian Natural Water Company, Inc. also showed good improvement in the
first quarter of the year, although this improvement was offset by greater
losses in The Beverage Group ("TBG") due to the fact that last year TBG only
operated for 16 days in the quarter."
Wright added "In our wholesale segment, manufacturer incentive programs ended
in the fourth quarter of fiscal 2003 and final payments under those programs
were received in the first quarter of this fiscal year. In an attempt to
help alleviate the effect of the loss of these payments in future quarters,
we (and many other wholesalers) raised our cigarette prices in the first
quarter of this year without any corresponding price increase from
manufacturers.
Our numbers for our retail health segment continued to improve with sales
increasing by $0.5 million over the first quarter of the prior year and the
segment operating at break even for the quarter. New management and a new,
fully integrated system implementation were the catalyst for improvement in
our Midwest stores which lead to the decision to begin construction of a new
store in the Midwest during the first quarter of fiscal 2004. Performance
also improved in our Florida stores, as we continue to focus our efforts on
further improvement in the Florida market over the remainder of the year.
In our beverage segment, Hawaiian Natural Water completed construction of its
packaging and warehouse facility during the first quarter and changed to a
new distributor in the Hawaii market. This lead to a 26% increase in natural
spring water sales for the first quarter. In addition, sales of other
specialty beverage products were $0.5 million compared to no sales in the
first quarter of the prior fiscal year. We anticipated this for the first
quarter of the current fiscal year and believe that the beverage segment will
increase overall margins for our Company and its shareholders as our Company
continues to reduce its reliance upon our wholesale segment."
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
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AMCON Distributing Company and Subsidiaries
Condensed Consolidated Balance Sheets
December 2003 and September 2003
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(Unaudited)
December 2003 September 2003
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ASSETS
Current assets:
Cash $ 622,984 $ 668,073
Available-for-sale investments 97,500 512,694
Accounts receivable, less allowance for doubtful
accounts of $0.8 million and $0.8 million,
respectively 25,463,399 28,170,129
Inventories 33,646,348 32,489,051
Income tax receivable 12,242 -
Deferred income taxes 1,568,476 1,568,476
Other 584,945 581,950
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Total current assets 61,995,894 63,990,373
Fixed assets, net 16,790,340 16,951,615
Goodwill 6,091,397 6,091,397
Other intangible assets 11,340,720 11,420,542
Other assets 1,302,231 1,045,503
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$ 97,520,582 $ 99,499,430
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LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 18,439,514 $ 15,092,091
Accrued expenses 3,610,175 3,715,370
Accrued wages, salaries, bonuses 1,675,260 1,462,678
Income tax payable - 540,414
Current liabilities of discontinued operations 108,951 117,612
Current portion of long-term debt 10,470,304 15,348,167
Current portion of subordinated debt 7,692,666 7,762,666
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Total current liabilities 41,996,870 44,038,998
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Deferred income taxes 1,258,473 1,367,367
Non-current liabilities of discontinued operations 14,025 161,025
Long-term debt, less current portion 35,732,436 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 $0.03 million and $0.1 million,
respectively 42,164 220,732
Retained earnings 11,470,205 11,050,998
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Total shareholders' equity 17,542,558 17,301,397
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$ 97,520,582 $ 99,499,430
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AMCON Distributing Company and Subsidiaries
Condensed Consolidated Statements of Operations
for the three months ended December 2003 and 2002
(Unaudited)
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2003 2002
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Sales (including excise taxes of
$45.3 million and $41.7 million,
respectively) $ 193,037,116 $ 197,720,887
Cost of sales 177,972,857 183,877,011
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Gross profit 15,064,259 13,843,876
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Selling, general and administrative
expenses 13,370,097 12,175,703
Depreciation and amortization 561,118 556,346
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13,931,215 12,732,049
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Income from operations 1,133,044 1,111,827
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Other expense (income):
Interest expense 778,908 843,655
Other income, net (430,108) (171,802)
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348,800 671,853
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Income before income taxes 784,244 439,974
Income tax expense 270,000 165,000
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Net income $ 514,244 $ 274,974
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Earnings per share:
Basic $ 0.16 $ 0.09
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Diluted $ 0.16 $ 0.09
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Dividends per share $ 0.03 $ 0.03
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Weighted average shares outstanding:
Basic 3,168,987 3,157,790
Diluted 3,213,292 3,232,023
FOR FURTHER INFORMATION CONTACT:
Michael D. James
Chief Financial Officer
AMCON Distributing Company
Tel 402-331-3727
Fax 402-331-4834
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