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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2014
 
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from     to

Commission File Number 2-5916
 
 
Chase General Corporation
 
 
(Exact name of small business issuer as specified in its charter)
 
 
  MISSOURI   36-2667734  
  (State or other jurisdiction of   
(IRS Employer Identification No.)
 
  incorporation or organization)      
 
 
1307 South 59th, St. Joseph, Missouri 64507
 
 
(Address of principal executive offices, Zip Code)
 

  (816) 279-1625  
(Issuer’s telephone number, including area code)
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 12, 13, or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes      No ☐

Indicate by check mark whether the registrant (1) has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes      No 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
     
  Large accelerated filer   Accelerated filer  
     
  Non-accelerated filer    (Do not check if a smaller reporting company) Smaller reporting company  
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934)  Yes       No  

As of February 12, 2015, there were 969,834 shares of common stock, $1.00 par value, outstanding.
 
 
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
Quarterly Report on Form 10-Q
For the Three Months Ended December 31, 2014
 
TABLE OF CONTENTS
       
   
       
 
3
       
   
3
       
   
5
       
   
6
       
   
7
       
   
8
       
 
14
       
 
21
       
 
21
       
   
       
 
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22
       
 
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23
       
   
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2
 

 

 
 
 
CHASE GENERAL CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
             
ASSETS
             
   
December 31,
   
June 30,
 
   
2014
   
2014
 
   
(Unaudited)
       
CURRENT ASSETS
           
Cash and cash equivalents
  $ 452,930     $ 162,435  
Trade receivables, net of allowance for doubtful accounts of $17,858 and $16,508, respectively
    268,933       178,686  
Inventories:
               
Finished goods
    58,389       258,726  
Goods in process
    15,108       11,950  
Raw materials
    70,826       80,088  
Packaging materials
    106,760       145,046  
Prepaid expenses
    34,621       12,233  
Deferred income taxes
    6,991       7,047  
                 
Total current assets
    1,014,558       856,211  
                 
PROPERTY AND EQUIPMENT
               
Land
    35,000       35,000  
Buildings
    77,348       77,348  
Machinery and equipment
    753,837       739,962  
Trucks and autos
    196,982       188,594  
Office equipment
    31,518       31,518  
Leasehold improvements
    72,068       72,068  
Total
    1,166,753       1,144,490  
Less accumulated depreciation
    839,352       841,445  
                 
Total property and equipment, net
    327,401       303,045  
                 
TOTAL ASSETS
  $ 1,341,959     $ 1,159,256  
 
The accompanying notes are an integral part of the unaudited  condensed consolidated financial statements.
 
3
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
CONDENSED CONSOLIDATED BALANCE SHEETS
(CONTINUED)
         
LIABILITIES AND STOCKHOLDERS’ EQUITY
             
   
December 31,
   
June 30,
 
   
2014
   
2014
 
   
(Unaudited)
       
             
CURRENT LIABILITIES
           
Accounts payable
  $ 104,898     $ 51,947  
Current maturities of notes payable
    10,832       21,537  
Accrued expenses
    15,072       139,098  
Income taxes payable
    99,925       21,203  
Deferred income
    1,299       1,299  
                 
Total current liabilities
    232,026       235,084  
                 
LONG-TERM LIABILITIES
               
Deferred income
    12,012       12,661  
Notes payable, less current maturities
    18,146       4,650  
Deferred income taxes
    74,850       79,176  
                 
Total long-term liabilities
    105,008       96,487  
                 
Total liabilities
    337,034       331,571  
                 
COMMITMENTS AND CONTINGENCIES
               
                 
STOCKHOLDERS’ EQUITY
               
Capital stock issued and outstanding:
               
Prior cumulative preferred stock, $5 par value:
               
Series A (liquidation preference $2,205,000 and $2,190,000, respectively)
    500,000       500,000  
Series B (liquidation preference $2,160,000 and $2,145,000, respectively)
    500,000       500,000  
Cumulative preferred stock, $20 par value
               
Series A (liquidation preference $4,989,931 and $4,960,664, respectively)
    1,170,660       1,170,660  
Series B (liquidation preference $813,207 and $808,438, respectively)
    190,780       190,780  
Common stock, $1 par value
    969,834       969,834  
Paid-in capital in excess of par
    3,134,722       3,134,722  
Accumulated deficit
    (5,461,071 )     (5,638,311 )
                 
Total stockholders’ equity
    1,004,925       827,685  
                 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
  $ 1,341,959     $ 1,159,256  
 
The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.
 
4
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
(Unaudited)

   
Three Months Ended
 
   
December 31
 
   
2014
   
2013
 
             
NET SALES
  $ 1,291,273     $ 1,402,545  
                 
COST OF SALES
    846,057       938,247  
                 
Gross profit on sales
    445,216       464,298  
                 
OPERATING EXPENSES
               
Selling
    149,763       161,115  
General and administrative
    90,453       95,111  
Loss (gain) on sale of equipment
    (15,912 )     93  
                 
Total operating expenses
    224,304       256,319  
                 
Income from operations
    220,912       207,979  
                 
OTHER INCOME (EXPENSE)
               
Miscellaneous income
    422       1,972  
Interest expense
    (1,069 )     (555 )
                 
Total other income (expense), net
    (647 )     1,417  
                 
Net income before income taxes
    220,265       209,396  
                 
PROVISION FOR INCOME TAXES
    77,726       73,564  
                 
NET INCOME
  $ 142,539     $ 135,832  
                 
NET INCOME PER SHARE OF COMMON STOCK
               
- BASIC
  $ 0.11     $ 0.11  
- DILUTED
  $ 0.06     $ 0.05  

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.
 
5
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
(Unaudited)

   
Six Months Ended
 
   
December 31
 
   
2014
   
2013
 
             
NET SALES
  $ 2,283,181     $ 2,313,805  
                 
COST OF SALES
    1,561,127       1,596,601  
                 
Gross profit on sales
    722,054       717,204  
                 
OPERATING EXPENSES
               
Selling
    264,404       258,037  
General and administrative
    211,834       233,501  
Loss (gain) on sale of equipment
    (15,912 )     93  
                 
Total operating expenses
    460,326       491,631  
                 
Income from operations
    261,728       225,573  
                 
OTHER INCOME (EXPENSE)
               
Miscellaneous income
    12,444       2,336  
Interest expense
    (1,956 )     (3,141 )
                 
Total other income (expense), net
    10,488       (805 )
                 
Net income before income taxes
    272,216       224,768  
                 
PROVISION FOR INCOME TAXES
    94,976       77,799  
                 
NET INCOME
  $ 177,240     $ 146,969  
                 
NET INCOME PER SHARE OF COMMON STOCK
               
- BASIC
  $ 0.12     $ 0.09  
- DILUTED
  $ 0.06     $ 0.04  
 
The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.
 

 

6
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
(Unaudited)

   
Six Months Ended
 
   
December 31
 
   
2014
   
2013
 
CASH FLOWS FROM OPERATING ACTIVITIES
           
Net income
  $ 177,240     $ 146,969  
Adjustments to reconcile net income to net cash provided by operating activities:
               
Depreciation and amortization
    50,127       43,294  
Allowance for bad debts
    1,350       600  
Deferred income amortization
    (649 )     (649 )
Deferred income taxes
    (4,270 )     (10,519 )
Loss (gain) on sale of equipment
    (15,912 )     93  
Effects of changes in operating assets and liabilities:
               
Trade receivables
    (91,597 )     (76,808 )
Inventories
    244,727       268,049  
Prepaid expenses
    (22,388 )     (21,010 )
Accounts payable
    49,484       43,068  
Accrued expenses
    (124,026 )     (11,603 )
Income taxes payable
    78,722       84,135  
                 
Net cash provided by operating activities
    342,808       465,619  
                 
CASH FLOWS FROM INVESTING ACTIVITIES
               
Purchases of property and equipment
    (33,876 )     (21,132 )
                 
CASH FLOWS FROM FINANCING ACTIVITIES
               
Proceeds from line-of-credit
    265,000       290,000  
Principal payments on line-of-credit
    (265,000 )     (290,000 )
Principal payments on notes payable
    (18,437 )     (34,403 )
                 
Net cash used in financing activities
    (18,437 )     (34,403 )
 
               
NET INCREASE IN CASH AND CASH EQUIVALENTS
    290,495       410,084  
                 
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
    162,435       28,564  
                 
CASH AND CASH EQUIVALENTS, END OF PERIOD
  $ 452,930     $ 438,648  

The accompanying notes are an integral part of the unaudited condensed consolidated financial statements.
 
7
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY

(Unaudited)
 
NOTE 1 - GENERAL

The condensed consolidated balance sheet of Chase General Corporation (hereinafter referred to as “Chase”, “we”, “our”, and “us”) at June 30, 2014 has been taken from audited consolidated financial statements at that date and condensed.  The condensed consolidated financial statements as of and for the three and six months ended December 31, 2014 and for the three and six months ended December 31, 2013 are unaudited and reflect all normal and recurring accruals and adjustments which are, in the opinion of management, necessary for a fair presentation of the financial position, operating results and cash flows for the interim periods presented in this quarterly report.  The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto, together with management’s discussion and analysis of financial condition and results of operations, contained in our Annual Report on Form 10-K for the year ended June 30, 2014.  The results of operations for the three and six months ended December 31, 2014 and cash flows for the six months ended December 31, 2014 are not necessarily indicative of the results for the entire fiscal year ending June 30, 2015.  In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary to fairly present financial position, results of operations and cash flows for the periods have been included.

No events have occurred subsequent to December 31, 2014, through the date of filing this form, that would require disclosure in this Form 10-Q or would be required to be recognized in the condensed consolidated financial statements as of or for the six month period ended December 31, 2014.

8
 

 


CHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE 2 - EARNINGS PER SHARE

The income per share was computed on the weighted average of outstanding common shares during the period.  Diluted earnings per share is calculated by including contingently issuable shares with the weighted average shares outstanding.

   
Three Months Ended
   
Six Months Ended
 
   
December 31
   
December 31
 
   
2014
   
2013
   
2014
   
2013
 
                         
Net income
  $ 142,539     $ 135,832     $ 177,240     $ 146,969  
                                 
Preferred dividend requirements:
                               
6% Prior Cumulative Preferred, $5 par value
    15,000       15,000       30,000       30,000  
5% Convertible Cumulative Preferred, $20 par value
    17,018       17,018       34,036       34,036  
                                 
Total dividend requirements
    32,018       32,018       64,036       64,036  
                                 
Net income - common stockholders
  $ 110,521     $ 103,814     $ 113,204     $ 82,933  
                                 
Weighted average shares - basic
    969,834       969,834       969,834       969,834  
                                 
Dilutive effect of contingently issuable shares
    1,033,334       1,033,334       1,033,334       1,033,334  
                                 
Weighted average shares - diluted
    2,003,168       2,003,168       2,003,168       2,003,168  
                                 
Basic earnings per share
  $ 0.11     $ 0.11     $ 0.12     $ 0.09  
                                 
Diluted earnings per share
  $ 0.06     $ 0.05     $ 0.06     $ 0.04  
 
9
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
(Unaudited)
 
NOTE 2 - EARNINGS PER SHARE (CONTINUED)
 
Cumulative Preferred Stock dividends in arrears at December 31, 2014 and 2013 totaled $7,756,698 and $7,628,626, respectively.  Total dividends in arrears, on a per share basis, consist of the following:
               
   
Six Months Ended
 
   
December 31
 
   
2014
   
2013
 
6% Convertible
           
Series A
  $ 17     $ 17  
Series B
  $ 16     $ 16  
                 
5% Convertible
               
Series A
  $ 65     $ 64  
Series B
  $ 65     $ 64  
 
The 6% convertible prior cumulative preferred stock may, upon thirty days prior notice, be redeemed by the Corporation at $5.25 a share plus unpaid accrued dividends to date of redemption.  In the event of voluntary liquidation, holders of this stock are entitled to receive $5.25 per share plus accrued dividends.  It may be exchanged for common stock at the option of the shareholders in the ratio of 4 common shares for one share of Series A and 3.75 common shares for one share of Series B.
 
The Company has the privilege of redemption of 5% convertible cumulative preferred stock at $21.00 a share plus unpaid accrued dividends.  In the event of voluntary or involuntary liquidation, holders of this stock are entitled to receive $20.00 a share plus unpaid accrued dividends.  It may be exchanged for common stock at the option of the shareholders, in the ratio of 3.795 common shares for one of preferred.
 
10
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
(Unaudited)

NOTE 3 - NOTES PAYABLE
 
The Company’s long-term debt consists of:
                 
       
December 31,
   
June 30,
 
Payee
 
Terms
 
2014
   
2014
 
                 
Nodaway Valley Bank
 
$350,000 line-of-credit agreement expiring on January 3, 2016, with a variable interest rate at prime but not less than 5%. The line-of-credit is collateralized by substantially all assets of the Company.
  $ -     $ -  
                     
Ford Credit
 
$468 monthly payments, interest of 2.9%; final payment due January 2019, secured by a vehicle.
    21,228       -  
                     
Ford Credit
 
$517 monthly payments, interest of 0%; final payment due March 2016, secured by a vehicle.
    7,750       10,850  
                     
Nodaway Valley Bank
 
$3,192, including interest of 5.75%; final payment due June 2015, secured by equipment; paid in full in December 2014.
    -       12,547  
 
                   
Toyota Financial Services
 
$305 monthly payments including interest of 2.9% due March 2015, secured by a vehicle; paid in full in December 2014.
    -       2,790  
                     
   
Total
    28,978       26,187  
   
Less current portion
    10,832       21,537  
   
Long-term portion
  $ 18,146     $ 4,650  
 
Upon expiration of the line-of-credit agreement on January 3, 2015, the Company entered into a $350,000 line-of-credit agreement that expires on January 3, 2016 with a variable interest rate at prime but not less than 5%.  The line-of-credit is collateralized by substantially all assets of the Company.  Management anticipates renewal of the line-of-credit agreement at similar terms upon expiration.
 
11
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
(Unaudited)

NOTE 3 - NOTES PAYABLE (CONTINUED)
 
Future minimum payments for the twelve months ending December 31 are:
         
2015
  $ 10,832  
2016
    6,772  
2017
    5,375  
2018
    5,533  
2019
    466  
         
Total
  $ 28,978  
 
NOTE 4 - INCOME TAXES
 
The Company follows the provisions for uncertain tax positions as addressed in Financial Accounting Standards Board Accounting Standards Codification 740-10.  The Company recognized no liability for unrecognized tax benefits at December 31, 2014.  The Company has no material tax positions at December 31, 2014 for which the ultimate deductibility is highly certain, but for which there is uncertainty about the timing of such deductibility.  The Company had no accruals for interest or penalties at December 31, 2014.  The Company’s federal income tax returns for the fiscal years ended 2012, 2013 and 2014 are subject to examination by the IRS taxing authority.
 
NOTE 5 - SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
               
   
Six Months Ended
 
   
December 31
 
   
2014
   
2013
 
             
Cash paid for:
           
Interest
  $ 1,956     $ 3,141  
Income taxes
    28,504       4,105  
Non-cash transactions:
               
Financing of new vehicle
    21,228       -  
Sales tax on new vehicle in accounts payable
    3,467       -  
 
12
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 
(Unaudited)


NOTE 6 – RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
 
In May 2014, the Financial Accounting Standards Board issued new accounting guidance for the recognition of revenue from contracts with customers, which will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective.  The new standard is effective for the Company’s fiscal year 2018, and early adoption is not permitted.  The Company is evaluating the effect the new guidance will have on its consolidated financial statements and related disclosures.  The Company has not yet determined the effect of the standard on its ongoing financial reporting.
 
There have been no other newly issued or newly applicable accounting pronouncements that have, or are expected to have, a significant impact on the Company’s financial statements.
 
13
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
 
ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
   
 
OVERVIEW
   
 
Chase General Corporation (Chase) is a holding company for its wholly-owned subsidiary, Dye Candy Company.  This subsidiary is the main operating company that is engaged in the manufacture of confectionery products which are sold primarily to wholesale houses, grocery accounts, vendors, and repackers.  The subsidiary (Company) operates two divisions, Chase Candy division and Seasonal Candy division, which share a common labor force and utilize the same basic equipment and raw materials.  Therefore, segment reporting for the two divisions is not maintained by Management.
   
 
The Company’s business, like that of many other confectionary product manufacturers, is seasonal.  Historically, the Company has realized more of its revenue and earnings in the fiscal second quarter, which includes the majority of the holiday shopping season, than in any other fiscal quarter.
   
 
RESULTS OF OPERATIONS - Three Months Ended December 31, 2014 Compared to Three Months Ended December 31, 2013, and Six Months Ended December 31, 2014 Compared to Six Months Ended December 31, 2013
   
 
The following management comments regarding Chase’s results of operations and outlook should be read in conjunction with the condensed consolidated financial statements included pursuant to Item 1 of the quarterly report.
   
 
The following table sets forth certain items as a percentage of net sales and revenues for the periods presented:
                           
     
Three Months Ended
   
Six Months Ended
 
     
December 31
   
December 31
 
     
2014
   
2013
   
2014
   
2013
 
                           
 
Net sales
    100 %     100 %     100 %     100 %
 
Cost of sales
    66       67       68       69  
 
Gross profit on sales
    34       33       32       31  
 
Operating expenses
    17       18       20       21  
 
Income from operations
    17       15       12       10  
 
Other income (expense), net
    -       1       -       -  
 
Income before income taxes
    17       16       12       10  
 
Provision for income taxes
    6       5       4       3  
 
Net income
    11 %     11 %     8 %     7 %
 
14
 

 

 
CHASE GENERAL CORPORATION AND SUBSIDIARY
   
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
   
  NET SALES
   
  Net sales decreased $111,272 or 8% for the three months ended December 31, 2014 to $1,291,273 compared to $1,402,545 for the three months ended December 31, 2013.  Gross sales for Chase Candy decreased $10,569 to $546,728 for the three months ended December 31, 2014, compared to $557,297 for the three months ended December 31, 2013.  Gross sales for Seasonal Candy decreased $90,077 to $757,403 for the three months ended December 31, 2014, compared to $847,480 for the three months ended December 31, 2013. 
   
  The 11% decrease in gross sales of Seasonal Candy of $90,077 for the three months ended December 31, 2014 over the same period ended December 31, 2013, is primarily due to the net effect of the following:  1) decreased sales in the clamshell seasonal division by approximately $64,000 versus the same period a year ago primarily due to the timing of orders from three customers; 2) decreased sales in the bulk seasonal division by approximately $54,000 versus the same period a year ago primarily due to the timing of orders from three customers and decreased orders from one customer; offset by 3) increased sales in the generic seasonal product division by approximately $28,000 due to increased orders from one customer along with the introduction of new packaging. 
   
 
The 2% decrease in gross sales of Chase Candy of $10,569 for the three months ended December 31, 2014 over the same period ended December 31, 2013, is primarily due to the net effect of the following:  1) decreased sales of the L276 Cherry Mash Distributor Pack division by approximately $34,000 versus the same period a year ago primarily due to one customer decreasing orders; 2) decreased sales of the L279/L299 Bulk Mini Mash division by approximately $16,000 versus the same period a year ago primarily due to the timing of orders from one customer and to one customer decreasing orders; 3) various other fluctuations netting to a decrease of approximately $3,000; 4) decreased sales of the L260 Changemaker Jar division by approximately $1,000 versus the same period a year ago primarily due to one customer decreasing orders; offset by 5) increased sales of the L278/L212 Mini Mash division by approximately $27,000 versus the same period a year ago primarily due to four customers increasing orders; and 6) increased sales of the Cherry Mash Merchandiser division by approximately $16,000 versus the same period a year ago primarily due to four customers increasing orders.
   
 
Net sales decreased $30,624 or 1% for the six months ended December 31, 2014 to $2,283,181 compared to $2,313,805 for the six months ended December 31, 2013.  Gross sales for Chase Candy decreased $26,586 to $1,038,808 for the six months ended December 31, 2014, compared to $1,065,394 for the three months ended December 31, 2013.  Gross sales for Seasonal Candy increased $1,820 to $1,265,027 for the six months ended December 31, 2014, compared to $1,263,207 for the three months ended December 31, 2013.
 
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CHASE GENERAL CORPORATION AND SUBSIDIARY
 
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
   
  NET SALES  (CONTINUED)
   
  The 3% decrease in gross sales of Chase Candy of $26,586 for the six months ended December 31, 2014 over the same period ended December 31, 2013, is primarily due to the net effect of the following:  1) decreased sales of the L276 Cherry Mash Distributor Pack division by approximately $75,000 versus the same period a year ago primarily due to one customer decreasing orders; 2) decreased sales of the L279/L299 Bulk Mini Mash division by approximately $15,000 versus the same period a year ago primarily due to two customers decreasing orders; 3) various other fluctuations netting to a decrease of approximately $2,000; 4) decreased sales of the L260 Changemaker Jar division by approximately $1,000 versus the same period a year ago primarily due to one customer decreasing orders; offset by 5) increased sales of the L278/L212 Mini Mash division by approximately $51,000 versus the same period a year ago primarily due to two customers increasing orders; and 6) increased sales of the Cherry Mash Merchandiser division by approximately $16,000 versus the same period a year ago primarily due to four customers increasing orders.
   
 
The slight increase in gross sales of Seasonal Candy of $1,820 for the six months ended December 31, 2014 over the same period ended December 31, 2013, is primarily due to the net effect of the following:  1) increased sales in the generic seasonal product division by approximately $17,000 due to increased orders from one customer along with the introduction of new packaging; 2) increased sales in the clamshell seasonal division by approximately $7,000 versus the same period a year ago primarily due to increased orders from one customer; offset by 3) decreased sales in the bulk seasonal division by approximately $22,000 versus the same period a year ago primarily due to decreased orders from three customers.
   
 
COST OF SALES
   
 
The cost of sales decreased $92,190 to $846,057 or 66% of related revenues for the three months ended December 31, 2014, compared to $938,247 or 67% of related revenues for the three months ended December 31, 2013.
   
 
The 10% decrease in cost of sales of $92,190 is primarily due to the 8% decrease in net sales of $111,272 and a 5% decrease in price of peanuts.
   
  The cost of sales decreased $35,474 to $1,561,127 or 68% of related revenues for the six months ended December 31, 2014, compared to $1,596,601 or 69% of related revenues for the six months ended December 31, 2013.
 
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CHASE GENERAL CORPORATION AND SUBSIDIARY
   
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
   
 
COST OF SALES (CONTINUED)
   
 
The 2% decrease in cost of sales of $35,474 is primarily due to the 1% decrease in net sales of $30,624 and a 5% decrease in the price of peanuts.  Due to volatility in the regions where these raw materials are grown, management anticipates the prices of these raw materials to continue to fluctuate primarily based on supply and demand.
   
 
SELLING EXPENSES
   
 
Selling expenses for the three months ended December 31, 2014 decreased $11,352 to $149,763, which is 12% of sales, compared to $161,115, or 11% of sales for the three months ended December 31, 2013.
   
 

The decrease of $11,352 in selling expenses for the three months ended December 31, 2014 is primarily due to lower premium promotions expense and lower commissions expense offset by higher depreciation expense. Premium promotions, which are paid to customers for various marketing reasons, decreased $9,861 to $36,833 for this period from $46,694 for the three months ended December 31, 2013. Commissions expense, which are based on sales, decreased $3,842 to $42,019 for this period from $45,861 for the three months ended December 31, 2013. Depreciation expense increased $3,532 to $11,908 for this period from $8,376 primarily due to the purchases of property and equipment of $28,767 during the year ended June 30, 2014 combined with the acquisition of a vehicle in December 2014.

 
 
Selling expenses for the six months ended December 31, 2014 increased $6,367 to $264,404, which is 12% of sales, compared to $258,037 or 11% of sales for the six months ended December 31, 2013.
   
 
The increase of $6,367 in selling expenses for the six months ended December 31, 2014 is primarily due to higher depreciation expense for the period.  Depreciation expense increased $4,795 to $21,546 for this period from $16,751 primarily due to the purchases of property and equipment of $28,767 during the year ended June 30, 2014 combined with the acquisition of a vehicle in December 2014.
 
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CHASE GENERAL CORPORATION AND SUBSIDIARY
   
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
   
  GENERAL AND ADMINISTRATIVE EXPENSES
   
  General and administrative expenses for the three months ended December 31, 2014 decreased $4,658 to $90,453 and 7% of sales, compared to $95,111 or 7% of sales for the three months ended December 31, 2013.  The decreased costs are primarily because of a $3,688 decrease in insurance expense.
   
 
General and administrative expenses for the six months ended December 31, 2014 decreased $21,667 to $211,834 or 9% of sales, compared to $233,501 or 10% of sales for the six months ended December 31, 2013.  The decreased costs are primarily because of an $18,436 decrease in professional fees and a $6,317 decrease in insurance expense.
   
 
OTHER INCOME (EXPENSE)
   
 
Other income (expense) decreased by $2,064 for the three months ended December 31, 2014 to $(647), compared to $1,417 for the three months ended December 31, 2013 primarily due to a increase of $514 in interest expense and an decrease of $1,550 in miscellaneous income.
   
 
Other income (expense) increased by $11,293 for the six months ended December 31, 2014 to $10,488, compared to $(805) for the six months ended December 31, 2013 primarily due to a decrease of $1,185 in interest expense, a freight claim of approximately $4,000 and a refund of approximately $7,000 from a customer related to an underpayment written off during the year ending June 30, 2014.
   
 
PROVISION FOR INCOME TAXES
   
 
The Company recorded income tax expense for the three months ended December 31, 2014 of $77,726 as compared to income tax expense of $73,564 for the three months ended December 31, 2013.  The Company recorded income tax expense for the six months ended December 31, 2014 of $94,976 as compared to income tax expense of $77,799 for the six months ended December 31, 2013.  The net income tax expense recorded for the three and six months ended December 31, 2014 is primarily due to recognizing income taxes related to current profitable operations.
 
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CHASE GENERAL CORPORATION AND SUBSIDIARY
 
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
   
 
NET INCOME

The Company reported net income for the three months ended December 31, 2014 of $142,539, compared to net income of $135,832 for the three months ended December 31, 2013.  This increase of $6,707 is explained above.  The Company reported net income for the six months ended December 31, 2014 of $177,240, compared to net income of $146,969 for the six months ended December 31, 2013.  This increase of $30,271 is explained above.

PREFERRED DIVIDENDS

Preferred dividends were $32,018 for the three months ended December 31, 2014 and 2013, which reflects additional preferred stock dividends in arrears on the Company’s Series A and Series B $5 par value preferred stock and its Series A and Series B $20 par value preferred stock.

Preferred dividends were $64,036 for the six months ended December 31, 2014 and 2013, which reflects additional preferred stock dividends in arrears on the Company’s Series A and Series B $5 par value preferred stock and its Series A and Series B $20 par value preferred stock.

NET INCOME APPLICABLE TO COMMON STOCKHOLDERS

Net income applicable to common stockholders for the three months ended December 31, 2014 was $110,521 which is an increase of $6,707 as compared to the net income for the three months ended December 31, 2013 of $103,814.

Net income applicable to common stockholders for the six months ended December 31, 2014 was $113,204 which is an increase of $30,271 as compared to the net income for the six months ended December 31, 2013 of $82,933.
 
LIQUIDITY AND CAPITAL RESOURCES

The table below presents the summary of cash flow for the fiscal period indicated.
         
     
Six Months Ended
 
     
December 31
 
     
2014
   
2013
 
               
 
Net cash provided by operating activities
  $ 342,808     $ 465,619  
 
Net cash used in investing activities
  $ (33,876 )   $ (21,132 )
 
Net cash used in financing activities
  $ (18,437 )   $ (34,403 )
 
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CHASE GENERAL CORPORATION AND SUBSIDIARY
 
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
   
 
LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)

Management has no material commitments for capital expenditures during the remainder of fiscal 2015.  The $33,876 of cash used in investing activities is the purchase of equipment used during the manufacturing process and an automobile.  The $342,808 of cash provided by operating activities is fully detailed in the condensed consolidated statement of cash flows on page seven.  The $18,437 of cash used in financing activities is the principal payments on equipment and vehicle loans. At December 31, 2014, the Company had $350,000 remaining on the line-of-credit, which could be utilized to help fund any working capital requirements.

Management believes that the projected cash flow from operations, combined with its existing cash balances, will be sufficient to meet its funding requirements for the foreseeable future.

Management believes that inflation will have only a minimal effect on future operations since such effects will be offset by sales price increases, which are not expected to have a significant effect upon demand.
 
CRITICAL ACCOUNTING POLICIES

Forward-Looking Information

This report, as well as our other reports filed with the Securities and Exchange Commission (“SEC”), contains forward-looking statements made pursuant to the safe harbor provisions of The Private Securities Litigation Reform Act of 1995.  The words “believe,” “estimate,” “anticipate,” “project,” “intend,” “expect,” “plan,” “outlook,” “forecast,” “may,” “will,” “should,” “continue,” “predict” and similar expressions are intended to identify forward-looking statements. This report contains forward-looking statements regarding, among other topics, our expected financial position, results of operations, cash flows, strategy, and management’s plans and objectives.  Accordingly, these forward-looking statements are based on assumptions about a number of important factors.  While we believe that our assumptions about such factors are reasonable, such factors involve risks and uncertainties that could cause actual results to be different from what appear here.  These risk factors include:  the ability to adequately pass through customers unanticipated future increases in raw material costs, decreased demand for products, expected orders that do not occur, loss of key customers, the impact of competition and price erosion as well as supply and manufacturing constraints, and other risks and uncertainties.  In light of these risks and uncertainties, there can be no assurance that the forward-looking information contained in this report will prove accurate, and our actual results may differ materially from these forward-looking statements.  We assume no obligation to update any forward-looking statements made herein.
 
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CHASE GENERAL CORPORATION AND SUBSIDIARY
 
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
   
  Not applicable to a smaller reporting company.
   
ITEM 4. CONTROLS AND PROCEDURES
     
  (a) Evaluation of Disclosure Controls and Procedures
     
  Chase’s Management, with the participation of the Chief Executive Officer, has evaluated the effectiveness of Chase’s disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of the end of the period covered by this report.  Based on such evaluation, the Chief Executive Officer and Management has concluded that Chase’s disclosure controls and procedures are effective to provide reasonable assurance that information required to be disclosed in periodic filings under the Exchange Act is accumulated and communicated to management, including those officers, and to members of the Board of Directors, to allow timely decisions regarding required disclosure.
     
  (b) Changes in Internal Control over Financial Reporting
     
  There were no significant changes in Chase’s internal control over financial reporting or in other factors that in management’s estimates are reasonably likely to materially affect Chase’s internal control over financial reporting subsequent to the date of the evaluation.
   
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PART II.  OTHER INFORMATION
 
ITEM 1.              LEGAL PROCEEDINGS

    None.

ITEM 1A.           RISK FACTORS

    Not applicable to a smaller reporting company.

ITEM 2.              UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

    None

ITEM 3.              DEFAULTS UPON SENIOR SECURITIES

 
    a.
    None

 
    b.
    The total cumulative preferred stock dividends contingency at December 31, 2014 is $7,756,698.

ITEM 4.              MINE SAFETY DISCLOSURES

    Not applicable.
 
ITEM 5.              OTHER INFORMATION

 
    a.
    None
 
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PART II.  OTHER INFORMATION (CONTINUED)
 
ITEM 6.             EXHIBITS

 
a.
Exhibits.

 
Exhibit 31.1
Certification of Chief Executive Officer and Treasurer pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
 
Exhibit 32.1
Certification of President and Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 
Exhibit 101
The following financial statements for the quarter ended December 31, 2014, formatted in XBRL: (i) Condensed Consolidated Balance Sheets as of December 31, 2014 and June 30, 2014, (ii) Condensed Consolidated Statements of Income for the Three Months Ended December 31, 2014 and 2013, (iii) Condensed Consolidated Statements of Income for the Six Months Ended December 31, 2014 and 2013, (iv) Condensed Consolidated Statements of Cash Flows for the Six Months Ended December 31, 2014 and 2013, and (v) the Notes to Condensed Consolidated Financial Statements, tagged as blocks of text.
 
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Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
     
  Chase General Corporation and Subsidiary
  (Registrant)
   
February 13, 2015
 
/s/ Barry M. Yantis
Date Barry M. Yantis
 
Chairman of the Board, Chief Executive Officer and
 
Chief Financial Officer, President and Treasurer
 
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