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 23, 2005
------------------------------------------------------------------
AMCON DISTRIBUTING COMPANY
--------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 1-15589 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 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On May 25, 2005, AMCON Distributing Company ("AMCON or "Company") issued a
press release announcing its preliminary financial results for the second
quarter ended March 31, 2005. A copy of the press release is being 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, as amended, or otherwise subject to the liabilities of
that Section. The information set forth in this Current Report on Form 8-K
(including the exhibit) shall not be incorporated by reference into any
registration statement or other document pursuant to the Securities Act of
1933, as amended, except as shall be expressly set forth by specific
reference in such filing.
ITEM 4.02. NON-RELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR A
RELATED AUDIT REPORT OR COMPLETED INTERIM REVIEW
On May 23, 2005, the Board of Directors of AMCON, upon a recommendation of
the Company's Audit Committee and management, determined that AMCON's
previously issued financial statements contained in the Form 10-K for the
fiscal year ended September 24, 2004 and the Form 10-Q for the quarter ended
December 31, 2004 should be restated to correct certain errors contained
therein. Accordingly, the balance sheets dated as of September 24, 2004 and
December 31, 2004, as well as the related Reports of Independent Registered
Public Accounting Firm included in the Form 10-K for the fiscal year ended
September 24, 2004 should no longer be relied upon until such balance sheets
have been restated. The Audit Committee has discussed these matters with the
Company's independent registered public accounting firm, Deloitte & Touche
LLP.
The Company will restate its balance sheets as of September 24, 2004 and as
of December 31, 2004 to reflect (i) a correction in classification of Series
A (issued in June 2004) and Series B (issued in October 2004) Preferred Stock
from permanent equity to mezzanine financing, and (ii) a correction in
classification of its revolving credit facility from long-term to short-term
debt. The balance sheets as of September 24, 2004 and December 31, 2004 will
be restated on Forms 10-K/A and 10-Q/A, respectively, and will be filed with
the Securities and Exchange Commission as soon as practible. However, as a
result of an amendment to the Company's loan agreement described below which
was made prior to the filing of Form 10-Q for the quarter ended March 31,
2005, the revolving credit facility has been reclassified back to long-term
debt in the balance sheet as of March 31, 2005.
Under Emerging Issue Task Force ("EITF") D-98 the possibility of a redemption
of securities that is not solely within the control of the issuer without
regard to probability requires the security to be classified outside of
permanent equity. The Certificates of Designation creating the Series A and
Series B Preferred Stock each contain provisions that give the holders the
optional right to redeem such stock if either there is a change of control
(as defined in the Certificates of Designation) or the Wright Family (as
defined in the Certificates of Designation to include William F. Wright, the
Company's Chief Executive Officer, Chairman of the Board and largest
stockholder) beneficially owns less than 20% of the outstanding shares of
common stock. The Company believes it is unlikely that either of those
events will occur without support of the Board of Directors since the two
owners of the Series A Preferred Stock and the sole owner of the Series B
Preferred Stock each have a representative on the Board of Directors, the
interests of the Company and those representatives are aligned, and the
aggregate ownership of all of the Board members is approximately two-thirds
of the outstanding shares of common stock.
Under EITF 95-22,"Balance Sheet Classification of Borrowings Outstanding
under Revolving Credit Agreements that Include both a Subjective Acceleration
Clause and a Lock-Box Arrangement," borrowings under an agreement that
includes both a subjective acceleration clause and a lock-box arrangement are
required to be classified as short-term indebtedness. The Company has
determined that its revolving loan agreement included both a subjective
acceleration clause and lock-box arrangement provisions and as a result, the
obligation at September 2004 and December 2004 will be classified as current
debt.
The lending banks and the Company amended the revolving loan agreement after
the second fiscal quarter of 2005 but prior to the filing of Form 10-Q for
the quarter ended March 31,2005, to replace the lock-box provision with a
springing lock-box arrangement. The springing lock-box arrangement requires
the Company's cash to be placed in a lock-box account and be used to
automatically pay down the revolving indebtedness only upon an event of
default. This amendment will permit the debt to be classified as long-term
in the Company's balance sheet, except for the amounts expected to be paid
down on the credit facility in the next twelve months. The EITF,
nevertheless, still requires the correction in classification of the
revolving credit facility to be considered short-term debt for reports filed
prior to the amendment to the revolving loan agreement.
These restatements do not impact amounts already reported as sales, including
(loss) from continuing operations or the respective net income (loss)
available to common shareholders or earnings (loss) per share nor will it
result in a default under any provisions in the credit agreement.
A summary of the significant effects of the restatements on our Form 10-K for
the year ended September 24, 2004 and Form 10-Q for the three months ended
December 31, 2004, are as follows:
September 2004
---------------------------------
As previously As
reported /1/ restated
-------------- -------------
Current liabilities $ 42,964,022 $ 82,773,836
Long-term debt, less current portion 50,059,968 10,250,154
Series A cumulative, convertible preferred stock, $.01 par value
1,000,000 authorized and 100,000 issued, liquidation preference
$25.00 per share - 2,438,355
Shareholders' equity 15,205,152 12,766,797
/1/ As previously reported in the Company's Form 10-K for the annual period ended September 24, 2004 filed
on January 7, 2005 and giving effect to the discontinued operations of The Beverage Group, Inc.
December 2004
---------------------------------
As previously As
reported /1/ restated
-------------- -------------
Current liabilities $ 29,512,070 $ 77,015,087
Long-term debt, less current portion 61,622,121 13,619,104
Series A cumulative, convertible preferred stock, $.01 par value
1,000,000 authorized and 100,000 issued, liquidation preference
$25.00 per share - 2,438,355
Series B cumulative, convertible preferred stock, $.01 par value
1,000,000 authorized and 80,000 issued, liquidation preference
$25.00 per share - 1,857,645
Shareholders' equity 17,017,620 12,721,620
/1/ As previously reported in the Company's Form 10-Q for the quarterly period ended December 31, 2004
filed on February 14, 2005
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
EXHIBIT NO. DESCRIPTION
99.1 Press release, dated May 25, 2005, issued
by AMCON Distributing Company announcing
preliminary financial results for the second
quarter of fiscal 2005
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 25, 2005 By : Michael D. James
-------------------------
Name: Michael D. James
Title: Vice President &
Chief Financial Officer
EXHIBIT INDEX
-------------
Exhibit Description
99.1 Press release, dated May 25, 2005, issued by AMCON
Distributing Company announcing preliminary financial
results for the second quarter of fiscal 2005
Exhibit 99.1
NEWS RELEASE
AMCON REPORTS LATE FILING OF QUARTERLY REPORT;
A PERIODIC SEC REVIEW AND PRELIMINARY RESULTS
OF SECOND QUARTER
Omaha, NE, May 25, 2005 AMCON Distributing Company (AMEX:DIT), an Omaha,
Nebraska based consumer products company, announced today that it was not
able to timely file its Quarterly Report on Form 10-Q for the second quarter
ended March 31, 2005. The Company does, however, plan to file its quarterly
report in the next few days. In addition, the Company announced that a
periodic review by the staff of the Securities and Exchange Commission
("SEC") will result in corrections to the classification of two balance sheet
items in prior periods which are discussed below. The Company also announced
preliminary earnings results for its second quarter.
Michael James, AMCON's CFO, stated "We received comments from the SEC from
their review of our annual report for the year ended September 2004 and our
quarterly report for the first quarter ended December 2004. As a result of
certain comments, we reevaluated the balance sheet classification of two of
our financial instruments and, as discussed below, will be required to amend
our annual report for 2004 and our quarterly report for the first quarter of
fiscal 2005 to correct the classifications. The time required to fully
evaluate these issues and to obtain an amendment from our bank lenders to
reverse one of the reclassifications in the quarter ended March 2005 caused
us to miss the filing deadline and we expect to file our Form 10-Q in the
next few days."
The Company does not believe that the review by the SEC, which is a normal
review required of all public companies on a periodic basis, will result in a
change to prior periods' reported earnings. A correction will be made,
however, in the classification of AMCON's preferred stock. That preferred
stock will be shown as mezzanine financing between the debt and equity
sections on the balance sheet. The correction was necessitated because the
preferred stock may be redeemed in the event of a change of control or a
significant reduction in the percentage ownership of the family of William F.
Wright, the Company's Chairman, Chief Executive Officer and largest
stockholder. The Company's Annual Report on Form 10-K for the year ended
September 2004 and the Quarterly Report on Form 10-Q for the first quarter
ended December 2004 will be restated to show this balance sheet correction as
soon as is practicable.
In addition to the preferred stock, a correction will be made in the prior
reports to the balance sheet classification of the Company's revolving credit
agreement with LaSalle Bank. The credit agreement expires in April 2007 and
the Company had previously classified the majority of the loan as long-term
debt on the balance sheet. Since the credit agreement includes both certain
acceleration language and a requirement to maintain a lockbox arrangement,
the Company has determined that the entire loan should be classified as
current debt, rather than long-term debt in its financial statements for the
year ended September 2004 and first quarter ended December 2004. The credit
agreement was amended in May 2005 to remove the requirement to maintain a
lockbox arrangement, except at the discretion of the lender in the event of a
default. Therefore, the Company has classified the majority of the debt as
long-term in its financial statements for the quarter ended March 2005
because the applicable accounting guidance requiring current debt
classification no longer applies to our amended credit agreement.
William F. Wright, Chairman of AMCON, noted that, "Even though our banks and
attorneys have stated that our preferred stock is equity for legal purposes,
the financial accounting rules require such a presentation if certain
redemption provisions of the preferred stock are outside the control of the
Company, even when considered without regard to probability or likelihood of
occurrence. Therefore, the change will be made for the prior quarter and for
the fiscal year ended September 2004. The loan classification issue has been
resolved through an amendment to our credit agreement and will be classified
as long-term in our quarter ended March 2005."
PRELIMINARY QUARTER RESULTS
Sales for the second quarter ended March 31, 2005 were $194.0 million
compared to $193.0 million for the same quarter in the prior year. For the
quarter, the Company incurred a loss from continuing operations available to
common shareholders of $1.0 million or $1.89 per diluted share, compared with
a loss from continuing operations available to common shareholders of $0.1
million or $0.24 per diluted share for the second quarter of the prior year,
and a loss from discontinued operations of $0.9 million or $1.69 per diluted
share compared with a loss of $1.0 million or $1.85 for the second quarter of
the prior year. The combined net loss available to common shareholders for
the quarter was $1.9 million or $3.58 per diluted share, compared with a net
loss available to common shareholders of $1.1 million or $2.09 per diluted
share for the first quarter of the prior year.
For the six months ended March 31, 2005, sales were $408.4 million compared
to $385.5 million for the same period in the prior year. The Company
incurred a loss from continuing operations available to common shareholders
of $0.6 million or $1.14 per diluted share, compared with income from
continuing operations available to common shareholders of $1.2 million or
$2.20 per diluted share for the first six months of the prior year. The loss
from discontinued operations was $1.4 million or $2.60 per diluted share,
compared with a loss of $1.8 million or $3.31 for the prior year comparable
period. The combined net loss available to common shareholders for the six
months ended March 31, 2005 was $2.0 million or $3.74 per share, compared
with a net loss available to common shareholders of $0.6 million or $1.11 per
share during the prior year.
Wright stated that, "Sales for the second quarter increased by $1.1 million
over the prior year primarily due to acquisitions in our beverage operations.
Sales from Trinity Springs, Inc., which was acquired in June 2004,
represented $1.0 million of the beverage operations' increase and Nesco
Hawaii, which was acquired in July 2004, represented $0.3 million of new
sales. Our retail operation generated an additional $0.3 million in sales
for the quarter with the sales from the new Oklahoma store which opened in
April 2004 outpacing the loss of sales from a Florida store which was closed
in September 2004. Our wholesale distribution business experienced a
decrease in sales of $1.1 million primarily due to a decrease in cigarette
volume.
Wright noted that, "A significant factor in our earnings report was a
quarterly inventory charge to our LIFO inventory reserve of approximately
$1.1 million. This is approximately $0.9 million greater than the LIFO
charge for the second quarter of the prior year. Our LIFO reserve now stands
at $5.2 million. Some of the other significant increases in the quarterly
numbers relate to marketing expenses incurred by Trinity Springs, which is
one of the top two selling non-carbonated water brands in the retail health
food industry, many of which expenses related to an introduction at the end
of the quarter of a new line of vitamin enhanced beverage products. Initial
acceptance of those new products appears to be very good and we are presently
in our fourth production run for such products."
Wright added "Our wholesale distribution and retail health food businesses
remain on plan through the first six months of the year. Our beverage
businesses have experienced challenges in expanding distribution of the
Hawaiian Springs brand on the U.S. mainland and the Trinity Springs brand
outside of the retail health food channel. Trinity Springs brand is
currently a leader in the retail health food channel and continues to
represent one of the fastest growing brands in the market. We introduced our
Hawaiian Springs bottled water brand to the retail health food channel during
the past quarter and recently released Trinity Enhanced, a vitamin enhanced
product sold under the Trinity label. We are continuing our efforts to
develop a direct store delivery ("DSD") network to carry our beverage
products and hope to begin establishing DSD distributors throughout the
remainder of the fiscal year. In the short term, however, we expect our
beverage segment to incur losses as we continue to market and position our
brands."
DISCONTINUED OPERATIONS
Effective March 31, 2005, the Company's subsidiary, The Beverage Group, Inc.
("TBG") ceased on-going operations due to recurring losses since its
inception in December 2002. The Company has outsourced various
responsibilities of that company in order to maximize the value received on
the remaining assets.
The results from TBG have been excluded from income from continuing
operations available to common shareholders and are reported, net of tax, as
losses from discontinued operations. The loss from discontinued operation
for the quarter ended March 31, 2005, net of tax benefit, was $0.9 million
compared to a loss of $1.0 million for the same period of the prior year.
Included in the loss from discontinued operations for the second quarter of
fiscal 2005 was a pre-tax charge of $0.8 million which adjusted the allowance
for bad debts and inventory reserves to what we believe to be their net
realizable values and to write-off fixed assets no longer in use.
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., operate health and natural product
retail stores in central Florida (6), Kansas, Missouri, Nebraska and Oklahoma
(4). The retail stores operate under the names Chamberlin's Market & Cafe
and Akin's Natural Foods Market. Hawaiian Natural Water Company, Inc.
produces and sells natural spring water under the Hawaiian Springs label in
Hawaii and other foreign markets and purified bottled water on the island of
Oahu in Hawaii. The natural spring water is bottled at the source on the Big
Island of Hawaii. Trinity Springs, Inc., which was acquired in June 2004,
produces and sells geothermal bottled water and a natural mineral supplement
under the Trinity label and recently introduced a vitamin enhanced beverage
product under the Trinity Enhanced label. The water and mineral supplement
are both bottled at the base of the Trinity Mountains in Paradise, Idaho, one
of the world's deepest known sources. Trinity Springs also distributes
Hawaiian Springs on the U.S. mainland.
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
Preliminary Condensed Consolidated Unaudited Balance Sheets
March 2005 and September 2004
-------------------------------------------------------------------------------------------------------
PRELIMINARY
--------------------------------
March 2005 September 2004
------------ --------------
(As Restated)
ASSETS
Current assets:
Cash $ 575,302 $ 416,073
Accounts receivable, less allowance for doubtful
accounts of $0.6 million, respectively 29,690,797 29,109,826
Inventories 30,304,173 35,088,568
Income tax receivable 957,384 1,162,625
Deferred income taxes 3,729,391 2,548,391
Current assets of discontinued operations 799,600 1,941,950
Other 1,199,903 635,841
------------ ------------
Total current assets 67,256,550 70,903,274
Fixed assets, net 21,023,642 19,951,664
Goodwill 6,915,657 6,449,741
Other intangible assets 12,638,171 13,271,211
Noncurrent assets from discontinued operations 12,508 143,670
Other assets 1,494,754 1,010,303
------------ ------------
$109,341,282 $111,729,863
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 13,173,363 $ 17,180,649
Accrued expenses 4,034,660 3,800,506
Accrued wages, salaries and bonuses 1,432,676 1,365,837
Current liabilities of discontinued operations 1,058,699 2,166,414
Current portion of revolving credit facility 5,000,000 44,809,814
Current portion of long-term debt 5,973,850 5,574,397
Current portion of long-term debt due related party 1,500,000 -
Current portion of subordinated debt 1,076,219 7,876,219
------------ ------------
Total current liabilities 33,249,467 82,773,836
------------ ------------
Revolving credit facility, excluding current portion 44,958,560 -
Deferred income taxes 636,942 593,018
Noncurrent liabilities of discontinued operations 582 3,603
Other long-term liabilities 2,807,000 2,807,000
Long-term debt, less current portion 12,527,541 10,250,154
Minority interest - 97,100
Series A cumulative, convertible preferred stock, $.01 par value
1,000,000 authorized and 100,000 issued, liquidation preference
$25.00 per share 2,438,355 2,438,355
Series B cumulative, convertible preferred stock, $.01 par value
1,000,000 authorized and 80,000 issued, liquidation preference
$25.00 per share 1,857,645 -
Commitments and contingencies
Shareholders' equity:
Common stock, $.01 par value, 3,000,000
shares authorized, 527,062 shares issued 5,271 5,271
Additional paid-in capital 6,218,476 6,218,476
Accumulated other comprehensive income,
net of tax of $0.1 million, respectively 131,566 59,900
Retained earnings 4,509,877 6,483,150
------------ ------------
Total shareholders' equity 10,865,190 12,766,797
------------ ------------
$109,341,282 $111,729,863
============ ============
AMCON Distributing Company and Subsidiaries
Preliminary Condensed Consolidated Unaudited Statements of Operations
for the three and six month periods ended March 2005 and 2004
---------------------------------------------------------------------------------------------------------
PRELIMINARY
-------------------------------------------------------------
For the three months For the six months
ended March ended March
----------------------------- -----------------------------
2005 2004 2005 2004
------------- ------------- ------------- -------------
Sales (including excise taxes of
$45.4 million and $45.6 million, and
$95.0 million and $90.9 million,
respectively) $ 194,047,854 $ 192,971,686 $ 408,434,481 $ 385,543,394
Cost of sales 180,236,017 179,286,827 378,695,256 356,811,791
------------- ------------- ------------- -------------
Gross profit 13,811,837 13,684,859 29,739,225 28,731,603
------------- ------------- ------------- -------------
Selling, general and administrative
expenses 13,727,633 12,610,930 27,551,999 24,785,858
Depreciation and amortization 632,940 554,014 1,295,705 1,106,596
------------- ------------- ------------- -------------
14,360,573 13,164,944 28,847,704 25,892,454
------------- ------------- ------------- -------------
(Loss) income from continuing operations (548,736) 519,915 891,521 2,839,149
------------- ------------- ------------- -------------
Other expense (income):
Interest expense 897,542 744,012 1,803,743 1,459,638
Other 43,538 (16,649) (15,851) (446,728)
------------- ------------- ------------- -------------
941,080 727,363 1,787,892 1,012,910
------------- ------------- ------------- -------------
(Loss) income from continuing operations
before income taxes (1,489,816) (207,448) (896,371) 1,826,239
Income tax (benefit) expense (565,000) (82,000) (341,000) 662,000
Minority interest in loss, net of tax - - (97,100) -
------------- ------------- ------------ -------------
(Loss) income from continuing operations (924,816) (125,448) (458,271) 1,164,239
Preferred stock dividend requirements (73,239) - (145,720) -
------------- ------------- ------------ -------------
(Loss) income from continuing operations
available to common shareholders (998,055) (125,448) (603,991) 1,164,239
Loss from discontinued operations, net of
income tax benefit of $0.5 million,
$0.6 million, $0.8 million and $1.1 million,
respectively (889,619) (976,301) (1,369,282) (1,751,744)
------------- ------------- ------------- -------------
Net loss available to common shareholders $ (1,887,674) $ (1,101,749) $ (1,973,273) $ (587,505)
============= ============= ============= =============
Basic earnings (loss) per share
available to common shareholders:
Continuing operations $ (1.89) $ (0.24) $ (1.14) $ 2.20
Discontinued operations (1.69) (1.85) (2.60) (3.31)
------------- ------------- ------------- -------------
Basic loss per share available
to common shareholders $ (3.58) $ (2.09) $ (3.74) $ (1.11)
============= ============= ============= =============
Diluted earnings (loss) per share
available to common shareholders:
Continuing operations $ (1.89) $ (0.24) $ (1.14) $ 2.20
Discontinued operations (1.69) (1.85) (2.60) (3.31)
------------- ------------- ------------- -------------
Diluted loss per share available
to common shareholders $ (3.58) $ (2.09) $ (3.74) $ (1.11)
============= ============= ============= =============
Weighted average common shares outstanding:
Basic 527,062 528,192 527,062 528,179
Diluted 527,062 528,192 527,062 528,179
AMCON Distributing Company and Subsidiaries
Preliminary Condensed Consolidated Unaudited Statements of Cash Flows
for the six month periods ended March 2005 and 2004
---------------------------------------------------------------------------------------------------
PRELIMINARY
----------------------------
2005 2004
------------ ------------
Cash flows from operating activities:
Net loss available to common shareholders $ (1,973,273) $ (587,505)
Preferred stock dividend requirements 145,720 -
------------ ------------
Net loss before preferred stock dividend requirements $ (1,827,553) $ (587,505)
Adjustments to reconcile net loss
to net cash flows from operating activities:
Depreciation 1,246,577 1,072,462
Amortization 158,054 90,158
(Gain) loss on sale of fixed assets (5,006) (1,508)
(Gain) loss on sale of securities - (411,643)
Deferred income taxes (1,137,076) (143,515)
Provision for losses on doubtful accounts 253,750 (875)
Provision for losses on inventory obsolescence 144,852 370,677
Minority interest (97,100) -
Changes in assets and liabilities,
net of effect of acquisitions:
Accounts receivable (834,721) 2,257,403
Inventories 4,639,543 3,783,557
Other current assets (492,396) 194,517
Other assets (37,810) 79,004
Accounts payable (4,007,286) 1,812,226
Accrued expenses and accrued wages, salaries and bonuses 300,993 (712,439)
Income tax receivable 205,241 (1,485,036)
------------ ------------
Net cash flows from operating activities - continuing operations (1,489,938) 6,317,483
Net cash flows from operating activities - discontinued operations (627,634) (868,361)
------------ ------------
Net cash flows from operating activities (2,117,572) 5,449,122
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of fixed assets (2,290,583) (921,108)
Proceeds from sales of fixed assets 77,447 55,700
Proceeds from sale of available-for-sale securities - 457,053
------------ ------------
Net cash flows from investing activities - continuing operations (2,213,136) (408,355)
Net cash flows from investing activities - discontinued operations (21,568) (33,011)
------------ ------------
Net cash flows from investing activities (2,234,704) (441,366)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings (payments) on bank credit agreements 11,231,414 (4,838,883)
Net proceeds from preferred stock issuance 1,857,645 -
Proceeds from borrowings of long-term debt 2,295,988 -
Payments on long-term debt and subordinated debt (11,593,158) (295,365)
Dividends paid on common stock - (95,044)
Dividends paid on preferred stock (145,720) -
Proceeds from short-term debt 500,000 -
Proceeds from exercise of stock options - 523
Debt issuance costs (446,643) -
------------ ------------
Net cash flows from financing activities - continuing operations 3,699,526 (5,228,769)
Net cash flows from financing activities - discontinued operations 811,979 (1,514)
------------ ------------
Net cash flows from financing activities 4,511,505 (5,230,283)
------------ ------------
Net change in cash 159,229 (222,527)
Cash, beginning of period 416,073 668,073
------------ ------------
Cash, end of period $ 575,302 $ 445,546
============ ============
Supplemental disclosure of cash flow information:
Cash paid during the period for interest $ 1,748,264 $ 1,431,417
Cash paid (refunded) during the period for income taxes (197,425) 1,131,242
Supplemental disclosure of non-cash information:
Acquisition of equipment through capital lease $ 91,343 $ -
FOR FURTHER INFORMATION CONTACT:
Michael D. James
Chief Financial Officer
AMCON Distributing Company
Tel 402-331-3727
Fax 402-331-4834
-end-