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 10, 2003
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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 10, 2003, issued
by AMCON Distributing Company
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On February 10, 2003, AMCON issued a press release announcing the its earnings
for the first quarter ended December 27, 2002. The press release is furnished
herewith as an exhibit and incorporated herein by reference.
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, 2003 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 10, 2003, issued by AMCON
Distributing Company
Exhibit 99.1
NEWS RELEASE
AMCON REPORTS 1ST QUARTER EARNINGS
Omaha, NE, February 10, 2003 - AMCON Distributing Company (AMEX:DIT), an Omaha,
NE based consumer products company, announced today that its net income for the
first quarter ended December 2002 was $274,974 or $ 0.09 per diluted share
compared with $390,642 or $0.14 per diluted share for the first quarter of the
prior year. Sales for the first quarter were $197.7 million compared to $210.2
million for the same period in the prior year.
William F. Wright, Chairman of AMCON, stated that "In a fiercely competitive
environment, as is the wholesale distribution business, our sales did decline
from the comparable quarter of last year but, in spite of that fact, we were
able to retain the net income contribution from the wholesale distribution
business and manage our inventories and receivables in a way that resulted in
cash flow and debt reduction in excess of $12.0 million for the quarter. We
were also able to control our operating expenses and continue our focus on
customer service, which we believe sets us apart from our competitors.
The realignment of our management team in our retail health food segment showed
dramatic results last fiscal year. Because of this, as previously announced,
we have allocated additional resources to the expansion of this business to
remodel certain locations and to expand into new markets. We believe that this
approach will allow us to increase sales and more effectively utilize our
management overhead expenses."
Wright added, "We announced last month the creation of a new beverage division
which includes Hawaiian Springs Natural Water Company and The Beverage Group,
Inc. The Beverage Group, Inc. will focus its efforts on the development of
markets for Hawaiian Springs/R/ natural spring water products and other non-
owned premium beverages on the U.S. mainland, Canada and Mexico. The upgrade
to our water plant in Hawaii is now substantially completed and we expect a new
warehouse and additional equipment presently being installed to be ready for
the summer season. Additionally, we expect shortly to announce agreements with
non-owned premium beverage manufacturers to distribute their products in our
markets.
Finally, we have completed the required analysis of goodwill impairment and
have been advised that there is no impairment and, accordingly, no charges will
need to be taken by the 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 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
December 2002 and September 2002
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(Unaudited)
December 2002 September 2002
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ASSETS
Current assets:
Cash $ 118,375 $ 130,091
Accounts receivable, less allowance for doubtful
accounts of $0.7 million and $0.6 million,
respectively 26,488,856 31,216,783
Inventories 28,321,040 35,744,074
Income tax receivable 904,760 981,054
Deferred income taxes 324,369 324,369
Other 493,092 393,365
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Total current assets 56,650,492 68,789,736
Fixed assets, net 16,009,266 16,096,124
Available-for-sale investments 710,590 562,000
Goodwill 6,091,402 6,091,402
Other Intangible Assets 11,728,084 11,804,284
Other assets 1,287,244 1,242,923
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$ 92,477,078 $104,586,469
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LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 19,960,502 $ 19,873,851
Accrued expenses 3,390,965 3,969,164
Accrued wages, salaries, bonuses 1,595,735 1,371,310
Current liabilities of discontinued operations 87,378 93,558
Current portion of long-term debt 4,597,488 14,783,967
Current portion of subordinated debt 1,708,987 1,708,986
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Total current liabilities 31,341,055 41,800,836
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Deferred income taxes 844,780 788,316
Non-current liabilities of discontinued operations 188,025 197,024
Long-term debt, less current portion 34,375,600 36,362,099
Subordinated debt, less current portion 8,738,886 8,738,886
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, 3,168,961 and 3,156,962
issued, respectively 31,690 31,570
Additional paid-in capital 5,998,006 5,977,643
Accumulated other comprehensive income,
net of tax of $0.2 million and $0.2 million,
respectively 386,897 294,771
Retained earnings 10,572,139 10,395,324
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Total shareholders' equity 16,988,732 16,699,308
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$ 92,477,078 $104,586,469
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AMCON Distributing Company and Subsidiaries
Condensed Consolidated Statements of Operations
for the three months ended December 2002 and 2001
(Unaudited)
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2002 2001
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Sales (including excise taxes of
$41.7 million and $38.4 million,
respectively) $ 197,720,887 $ 210,153,847
Cost of sales 183,877,011 195,043,632
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Gross profit 13,843,876 15,110,215
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Selling, general and administrative
expenses 12,175,703 12,557,354
Depreciation and amortization 556,346 719,284
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12,732,049 13,276,638
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Income from operations 1,111,827 1,833,577
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Other expense (income):
Interest expense 843,655 1,084,098
Other income, net (171,802) (46,797)
Equity in loss of unconsolidated affiliate - 95,007
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671,853 1,132,308
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Income before income taxes 439,974 701,269
Income tax expense 165,000 310,627
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Net income $ 274,974 $ 390,642
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Earnings per share:
Basic $ 0.09 $ 0.14
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Diluted $ 0.09 $ 0.14
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Dividends per share $ 0.03 $ 0.03
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Weighted average shares outstanding:
Basic 3,157,790 2,788,633
Diluted 3,232,023 2,859,271
FOR FURTHER INFORMATION CONTACT:
Michael D. James
Chief Financial Officer
AMCON Distributing Company
Tel 402-331-3727
Fax 402-331-4834