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8-K - AMCON DISTRIBUTING COMPANY 8-K - AMCON DISTRIBUTING CO | a50471840.htm |
Exhibit 99.1
AMCON Distributing Company Reports Fully Diluted Earnings Per Share of $9.40 for the Fiscal Year Ended September 30, 2012
OMAHA, Neb.--(BUSINESS WIRE)--November 8, 2012--AMCON Distributing Company (“AMCON”) (NYSE AMEX MKT:DIT), an Omaha, Nebraska based consumer products company is pleased to announce fully diluted earnings per share of $9.40 on net income available to common shareholders of $7.1 million for the fiscal year ended September 30, 2012. AMCON earned $3.33 per fully diluted share on net income available to common shareholders of $2.6 million for the fourth fiscal quarter ended September 30, 2012.
“We are pleased with the results for fiscal 2012. Our Management Team and Associates did an excellent job distinguishing us as the premium service provider in each of the markets we serve which contributed to the positive results for the year,” said Christopher Atayan, AMCON’s Chairman and Chief Executive Officer. He further noted “The merchant landscape is highly competitive and we will continue to vigorously defend, and strive to expand, our market share. We believe our focused strategic plan and customer centric philosophy enable our organization to continue its leadership role in the industry.”
Each of AMCON’s business segments reported excellent years. The wholesale distribution segment reported revenues of $1.1 billion and operating income before depreciation and amortization of $17.4 million for fiscal 2012 and revenues and operating income before depreciation and amortization of $298.5 million and $5.5 million, respectively, for the fourth fiscal quarter of fiscal 2012. The retail health food segment reported revenues of $37.3 million and operating income before depreciation and amortization of $3.3 million for fiscal 2012 and revenue of $9.1 million and operating income before depreciation and amortization of $0.7 million for the fourth fiscal quarter of 2012.
“Our long-term approach to customer relationships and exceptional customer service continues to differentiate us from our competitors in a very challenging operating environment,” said Kathleen Evans, President of AMCON’s Wholesale Distribution Segment. “As we enter fiscal 2013, our fall trade shows provide considerable momentum as we roll out new accrual and foodservice programs, as well as new products to our customers. We develop these programs with our customer’s profitability in mind and work hand-in-hand to tailor them to meet each customer’s specific needs,” noted Ms. Evans.
“We will be opening two new stores during Fiscal 2013, one serving Northwest Arkansas and the other serving Omaha, NE. Each market met our demographic criteria and we were able to find attractive locations,” said Eric Hinkefent, President of AMCON’s Retail Health Food segment. “Our competitors share our enthusiasm about the industry’s growth prospects and their continued expansion contributes to margin pressure in our existing markets,” added Mr. Hinkefent.
“We are very focused on increasing our shareholders’ equity per share and balance sheet liquidity. At the same time we are reducing our debt levels, and in turn, our debt to equity ratio. At September 30, 2012, shareholders’ equity was $48.5 million, resulting in an adjusted book value per share of $67.54. We turned our inventory 28.5 times and consolidated debt was reduced to $20.6 million,” said Andrew Plummer, AMCON’s Chief Financial Officer. “We are continuing to invest in information technology and foodservice equipment for both internal and customer use for the foreseeable future, as this is a core component of our strategic plan,” commented Mr. Plummer.
AMCON is a leading wholesale distributor of consumer products, including beverages, candy, tobacco, groceries, foodservice, frozen and chilled foods, and health and beauty care products with locations in Illinois, Missouri, Nebraska, North Dakota, South Dakota, and Tennessee. AMCON also operates fourteen (14) health and natural product retail stores in the Midwest and Florida. The retail stores operate under the names Chamberlin's Market & Cafe www.chamberlins.com and Akin’s Natural Foods Market www.akins.com.
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 including, without limitation, availability of sufficient cash resources to conduct its business and meet its capital expenditures needs and the other factors described under Item 1.A. of the Company’s Annual Report on Form 10-K. 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 |
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CONSOLIDATED BALANCE SHEETS |
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September 30, | |||||||||||
2012 | 2011 | ||||||||||
ASSETS | |||||||||||
Current assets: | |||||||||||
Cash | $ | 491,387 | $ | 1,389,665 | |||||||
Accounts receivable, less allowance for doubtful accounts of $1.2 million at both 2012 and 2011 | 32,681,835 | 32,963,693 | |||||||||
Inventories, net | 38,364,621 | 38,447,982 | |||||||||
Deferred income taxes | 1,916,619 | 1,707,889 | |||||||||
Prepaid and other current assets | 6,476,702 | 6,073,536 | |||||||||
Total current assets | 79,931,164 | 80,582,765 | |||||||||
Property and equipment, net | 13,083,912 | 13,713,238 | |||||||||
Goodwill | 6,349,827 | 6,349,827 | |||||||||
Other intangible assets, net | 5,185,978 | 5,550,978 | |||||||||
Other assets | 1,258,985 | 1,238,825 | |||||||||
$ | 105,809,866 | $ | 107,435,633 | ||||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||||||
Current liabilities: | |||||||||||
Accounts payable | $ | 17,189,208 | $ | 18,439,446 | |||||||
Accrued expenses | 6,931,859 | 7,153,672 | |||||||||
Accrued wages, salaries and bonuses | 2,503,361 | 2,460,558 | |||||||||
Income taxes payable | 2,194,966 | 2,100,180 | |||||||||
Current maturities of long-term debt | 1,182,829 | 1,384,625 | |||||||||
Total current liabilities | 30,002,223 | 31,538,481 | |||||||||
Credit facility | 14,353,732 | 20,771,613 | |||||||||
Deferred income taxes | 3,633,390 | 2,743,238 | |||||||||
Long-term debt, less current maturities | 5,075,680 | 6,194,195 | |||||||||
Other long-term liabilities | 336,186 | 429,513 | |||||||||
Series A cumulative, convertible preferred stock, $.01 par value 100,000 shares authorized and issued, and a total liquidation preference of $2.5 million at both September 2012 and September 2011 |
2,500,000 |
2,500,000 | |||||||||
Series B cumulative, convertible preferred stock, $.01 par value 80,000 shares authorized, 58,000 shares issued and outstanding at September 30, 2012 and 62,000 shares issued and outstanding at September 30, 2011, and a total liquidation preference of $1.5 million and $1.6 million at September 2012 and September 2011, respectively | 1,450,000 | 1,550,000 | |||||||||
Commitments and contingencies |
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Shareholders’ equity: | |||||||||||
Preferred stock, $0.01 par value, 1,000,000 shares authorized, 158,000 and 162,000 shares outstanding and issued in Series A and B referred to above | — | — | |||||||||
Common stock, $0.01 par value, 3,000,000 shares authorized, 612,327 shares issued and outstanding at September 2012 and 609,320 shares issued and outstanding at September 2011 | 6,293 | 6,093 | |||||||||
Additional paid-in capital | 11,021,109 | 9,981,055 | |||||||||
Retained earnings | 38,349,253 | 31,721,445 | |||||||||
Treasury stock, 17,000 shares at cost | (918,000 | ) | — | ||||||||
Total shareholders’ equity | 48,458,655 | 41,708,593 | |||||||||
$ | 105,809,866 | $ | 107,435,633 | ||||||||
AMCON Distributing Company and Subsidiaries |
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CONSOLIDATED STATEMENTS OF OPERATIONS | ||||||||||
Fiscal Years Ended September | ||||||||||
2012 | 2011 | |||||||||
Sales (including excise taxes of $371.3 million and $340.6 million, respectively) | $ | 1,174,167,758 | $ | 1,041,631,892 | ||||||
Cost of sales | 1,095,105,573 | 967,467,852 | ||||||||
Gross profit | 79,062,185 | 74,164,040 | ||||||||
Selling, general and administrative expenses |
63,250,681 | 56,374,612 | ||||||||
Depreciation and amortization | 2,392,414 | 2,234,814 | ||||||||
65,643,095 | 58,609,426 | |||||||||
Operating income | 13,419,090 | 15,554,614 | ||||||||
Other expense (income): |
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Interest expense | 1,359,241 | 1,433,790 | ||||||||
Other (income), net | (340,713 | ) | (225,212 | ) | ||||||
1,018,528 | 1,208,578 | |||||||||
Income from operations before income tax expense | 12,400,562 | 14,346,036 | ||||||||
Income tax expense | 5,033,000 | 6,282,000 | ||||||||
Net income | 7,367,562 | 8,064,036 | ||||||||
Preferred stock dividend requirements | (269,095 | ) | (286,397 | ) | ||||||
Net income available to common shareholders | $ | 7,098,467 | $ | 7,777,639 | ||||||
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Basic earnings per share available to common shareholders: |
$ | 11.56 | $ | 13.09 | ||||||
Diluted earnings per share available to common shareholders: |
$ | 9.40 | $ | 10.44 | ||||||
Basic weighted average shares outstanding | 614,046 | 594,185 | ||||||||
Diluted weighted average shares outstanding | 784,108 | 772,589 | ||||||||
AMCON Distributing Company and Subsidiaries |
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CONSOLIDATED STATEMENTS OF CASH FLOWS | ||||||||||
Fiscal Years Ended September | ||||||||||
2012 | 2011 | |||||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||||
Net income | $ | 7,367,562 | $ | 8,064,036 | ||||||
Adjustments to reconcile income from operations to net cash flows from operating activities: |
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Depreciation | 2,017,726 | 1,850,231 | ||||||||
Amortization | 374,688 | 384,583 | ||||||||
Gain on sale of property and equipment | (36,900 | ) | (45,848 | ) | ||||||
Equity-based compensation | 1,426,848 | 1,851,457 | ||||||||
Net excess tax benefit on equity-based awards | — | (139,686 | ) | |||||||
Deferred income taxes | 681,422 | 1,865,462 | ||||||||
Recoveries of losses on doubtful accounts | (5,243 | ) | (437,757 | ) | ||||||
(Recoveries) provision for losses on inventory obsolescence | (20,512 | ) | 114,000 | |||||||
Other | (8,045 | ) | (8,045 | ) | ||||||
Changes in assets and liabilities, net of effect of business acquisition: |
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Accounts receivable | 287,101 | 4,259,181 | ||||||||
Inventories | 103,873 | 1,015,604 | ||||||||
Prepaid and other current assets | (403,166 | ) | (3,025,051 | ) | ||||||
Other assets | (20,160 | ) | (169,775 | ) | ||||||
Accounts payable | (1,250,790 | ) | 1,810,710 | |||||||
Accrued expenses and accrued wages, salaries and bonuses | (710,302 | ) | (1,256,553 | ) | ||||||
Income taxes payable | 94,786 | (126,801 | ) | |||||||
Net cash flows from operating activities | 9,898,888 | 16,005,748 | ||||||||
CASH FLOWS FROM INVESTING ACTIVITIES: |
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Purchase of property and equipment | (1,480,782 | ) | (1,988,139 | ) | ||||||
Proceeds from sales of property and equipment | 129,834 | 94,525 | ||||||||
Acquisition | — | (13,368,057 | ) | |||||||
Net cash flows from investing activities | (1,350,948 | ) | (15,261,671 | ) | ||||||
CASH FLOWS FROM FINANCING ACTIVITIES: |
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Net (payments) borrowings on bank credit agreements | (6,417,881 | ) | 1,954,904 | |||||||
Principal payments on long-term debt | (1,320,311 | ) | (1,093,147 | ) | ||||||
Repurchase of common stock | (918,000 | ) | — | |||||||
Net excess tax benefit on equity-based awards | — | 139,686 | ||||||||
Dividends paid on convertible preferred stock | (269,095 | ) | (286,397 | ) | ||||||
Dividends on common stock | (470,659 | ) | (448,584 | ) | ||||||
Proceeds from exercise of stock options | 1,180 | 22,391 | ||||||||
Withholdings on the exercise of equity-based awards | (51,452 | ) | — | |||||||
Net cash flow from financing activities | (9,446,218 | ) | 288,853 | |||||||
Net change in cash |
(898,278 | ) | 1,032,930 | |||||||
Cash, beginning of year | 1,389,665 | 356,735 | ||||||||
Cash, end of year | $ | 491,387 | $ | 1,389,665 | ||||||
AMCON Distributing Company and Subsidiaries |
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CONSOLIDATED STATEMENTS OF CASH FLOWS - (Continued) | |||||||||||
Fiscal Years | |||||||||||
2012 | 2011 | ||||||||||
Supplemental disclosure of cash flow information: | |||||||||||
Cash paid during the year for interest | $ | 1,393,470 | $ | 1,419,636 | |||||||
Cash paid during the year for income taxes | 4,256,794 | 4,543,338 | |||||||||
Supplemental disclosure of non-cash information: |
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Equipment acquisitions classified as accounts payable | $ | 11,237 | $ | 10,685 | |||||||
Issuance of common stock in connection with the vesting and exercise of equity based awards | 950,562 | — | |||||||||
Conversion by holders of Series B Convertible Preferred Stock to common stock | 100,000 | 450,000 | |||||||||
Business acquisition |
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Accounts receivable | $ | — | $ | 8,881,428 | |||||||
Inventories | — | 4,571,629 | |||||||||
Property and equipment | — | 1,795,859 | |||||||||
Prepaid asset | — | 35,000 | |||||||||
Fair value of non-competition agreement | — | 500,000 | |||||||||
Customer relationships intangible asset | — | 500,000 | |||||||||
Goodwill | — | 200,659 | |||||||||
Accrued expenses | — | (120,000 | ) | ||||||||
Note payable | — | (2,552,090 | ) | ||||||||
Amount due under non-competition agreement | — | (444,428 | ) | ||||||||
AMCON Distributing Company and Subsidiaries |
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FISCAL YEAR 2012 |
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(dollars in thousands, except per share data) | First | Second | Third | Fourth | ||||||||||||||||||||
Sales | $ | 283,563 | $ | 275,829 | $ | 307,113 | $ | 307,663 | ||||||||||||||||
Gross profit |
18,638 | 19,216 | 19,901 | 21,307 | ||||||||||||||||||||
Income from operations before income tax expense |
2,401 | 2,475 | 3,189 | 4,335 | ||||||||||||||||||||
Net Income |
1,438 | 1,465 | 1,846 | 2,618 | ||||||||||||||||||||
Preferred stock dividend requirements |
(67 | ) | (67 | ) | (67 | ) | (67 | ) | ||||||||||||||||
Net income available to common shareholders |
$ | 1,371 | $ | 1,398 | $ | 1,779 | $ | 2,551 | ||||||||||||||||
Basic earnings per share available to common shareholders |
$ | 2.21 | $ | 2.26 | $ | 2.92 | $ | 4.19 | ||||||||||||||||
Diluted earnings per share available to common shareholders |
$ | 1.83 | $ | 1.87 | $ | 2.37 | $ | 3.33 | ||||||||||||||||
FISCAL YEAR 2011 |
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(dollars in thousands, except per share data) | First | Second | Third | Fourth | ||||||||||||||||||||
Sales | $ | 244,957 | $ | 216,603 | $ | 263,828 | $ | 316,244 | ||||||||||||||||
Gross profit |
17,608 | 16,369 | 18,218 | 21,969 | ||||||||||||||||||||
Income from operations before income tax expense |
3,061 | 2,734 | 3,619 | 4,932 | ||||||||||||||||||||
Net Income |
1,832 | 1,584 | 1,828 | 2,820 | ||||||||||||||||||||
Preferred stock dividend requirements |
(75 | ) | (73 | ) | (71 | ) | (67 | ) | ||||||||||||||||
Net income available to common shareholders |
$ | 1,757 | $ | 1,511 | $ | 1,757 | $ | 2,753 | ||||||||||||||||
Basic earnings per share available to common shareholders |
$ | 3.04 | $ | 2.56 | $ | 2.93 | $ | 4.52 | ||||||||||||||||
Diluted earnings per share available to common shareholders |
$ | 2.41 | $ | 2.05 | $ | 2.36 | $ | 3.62 | ||||||||||||||||
The Company’s quarterly earnings per share are based on weighted average shares outstanding for the quarter, therefore the sum of the quarters may not equal the full year earnings per share amount.
AMCON Distributing Company and Subsidiaries
GAAP Reconciliation and Management Explanation of Non-GAAP Financial Measures
The financial measure of adjusted book value per share included in this press release (“adjusted book value per share”) has been determined by methods other than in accordance with U.S. generally accepted accounting principles (“GAAP”). Management believes that this non-GAAP financial measurement reflects an additional way of viewing aspects of the Company’s business that, when viewed together with its financial results computed in accordance with GAAP, provides a more complete understanding of factors affecting historical financial performance of the Company. This measure is important to investors interested in determining the amount of book value per share if all potentially dilutive shares were exercised or converted. This non-GAAP financial measurement is not intended to be a substitute for the comparable GAAP measurements and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP.
The Company has defined the non-GAAP financial measure of adjusted book value per share as follows:
- “Adjusted book value per share” is defined as total shareholders’ equity increased by the impact of proceeds from the exercise of all stock options, conversion of convertible preferred stock and vesting of restricted stock units divided by total common shares outstanding plus common shares issuable upon the exercise of all stock options, conversion of convertible preferred stock and vesting of restricted stock units.”
September 2012 |
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Number of common shares outstanding at September 30, 2012 | 612,327 | |||
Total shareholders’ equity at September 30, 2012 | $ | 48,458,655 | ||
Book value per share at September 30, 2012 | $ | 79.14 | ||
September 2012 |
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Number of common shares outstanding at September 30, 2012 | 612,327 | |||
Add: common shares potentially issuable for stock options, convertible preferred stock, and unvested restricted stock units /1/ | 215,047 | |||
827,374 | ||||
Total shareholders’ equity at September 30, 2012 | $ | 48,458,655 | ||
Equity impact if all potential common shares were converted /1/ | 7,425,745 | |||
$ | 55,884,400 | |||
Adjusted book value per share at September 30, 2012 | $ | 67.54 | ||
/1/ | Assumes the exercise of all vested and unvested stock options, conversion of all preferred stock, and vesting of all outstanding restricted stock units at September 30, 2012. |
CONTACT:
AMCON Distributing Company
Christopher H. Atayan,
402-331-3727