DIT AMCON Distributing Co

 

 

UNITED STATES

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) January 20, 2025

 

AMCON DISTRIBUTING COMPANY

(Exact name of registrant as specified in its charter)

 

Delaware		1-15589		47-0702918
(State or other jurisdiction		(Commission		(IRS Employer
of incorporation)		File Number)		Identification No.)

 

7405 Irvington Road, Omaha NE 68122

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: 402-331-3727

 

Not Applicable

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFO 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	DIT	NYSE American

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company     ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     ¨

 

 

 

ITEM 2.02

RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

 

On January 20, 2025, the Company issued a press release announcing financial results for its first fiscal quarter ended December 31, 2024. A copy of the press release is attached to this report as an exhibit.

 

The information in this 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 report (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 9.01

FINANCIAL STATEMENTS AND EXHIBITS

 

EXHIBIT NO.

DESCRIPTION

 

99.1	Press release, dated January 20, 2025, issued by AMCON Distributing Company announcing financial results for its first fiscal quarter ended December 31, 2024.

 

104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

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: January 21, 2025	/s/ Charles J. Schmaderer
	Name:	Charles J. Schmaderer
	Title:	Vice President, Chief Financial Officer and Secretary

 

 

Exhibit 99.1

 

 

 

AMCON DISTRIBUTING COMPANY REPORTS RESULTS FOR THE QUARTER ENDED DECEMBER 31, 2024; COMPLETES ACQUISITION OF ARROWROCK SUPPLY

 

NEWS RELEASE

 

Omaha, NE, January 20, 2025 - AMCON Distributing Company (“AMCON” or “the Company”) (NYSE American: DIT), an Omaha, Nebraska based Convenience and Foodservice Distributor, is pleased to announce fully diluted earnings per share of $0.57 on net income available to common shareholders of $0.3 million for its first fiscal quarter ended December 31, 2024.

 

“As the third largest Convenience Distributor in the United States measured by territory covered, AMCON is well positioned with the operational infrastructure necessary to advance the strategic plans of our growing retail partner base. AMCON’s long-standing core operating philosophy is to provide a superior level of customer service. Our customer-centric approach is particularly helpful in challenging weather conditions as we ensure that AMCON’s retail partners received a consistent and timely flow of goods and services,” said Christopher H. Atayan, AMCON’s Chairman and Chief Executive Officer. He further noted, “We continue to actively seek strategic acquisition opportunities for Convenience and Foodservice Distributors, and their families, who want to align with our customer focused approach philosophy and further the legacy of their enterprises.”

 

“Foodservice through our Henry’s Foods (“Henry’s”) subsidiary continues to be a strategic focus. Henry’s offers a breadth and depth of proprietary foodservice programs and associated store level merchandising that is unparalleled in the convenience distribution industry. We now have the capability to offer turn-key solutions that will enable our retail partners the ability to compete head-on with the Quick Service Restaurant industry,” said Andrew C. Plummer, AMCON’s President and Chief Operating Officer. Mr. Plummer continued, “In particular, we now have integrated state of the art advertising, design, print and electronic display programs that we believe provide our customers a competitive edge.”

 

“We continue our relentless daily focus on managing the Company’s balance sheet and maximizing our liquidity position. At December 31, 2024, our shareholders’ equity was $112.4 million,” said Charles J. Schmaderer, AMCON’s Chief Financial Officer. Mr. Schmaderer also added, “We are investing capital to develop our recently acquired 250,000 square foot distribution facility in Colorado City, Colorado, which will support our customers’ growth initiatives in the Intermountain Region. In addition, we successfully closed the previously announced acquisition of the assets of Arrowrock Supply of Boise, Idaho.”

 

AMCON, and its subsidiaries Team Sledd, LLC and Henry’s Foods, Inc., is a leading Convenience and Foodservice Distributor of consumer products, including beverages, candy, tobacco, groceries, foodservice, frozen and refrigerated foods, automotive supplies and health and beauty care products with distribution centers in Colorado, Idaho, Illinois, Indiana, Minnesota, Missouri, Nebraska, North Dakota, South Dakota, Tennessee and West Virginia. Through its Healthy Edge Retail Group, AMCON operates fifteen (15) health and natural product retail stores in the Midwest and Florida.

 

 

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

 

For Further Information Contact:

Charles J. Schmaderer

AMCON Distributing Company

Ph 402-331-3727

 

 

AMCON Distributing Company and Subsidiaries

 

CONSOLIDATED BALANCE SHEETS

 

		December				September
		2024				2024
			(Unaudited)
ASSETS
Current assets:
Cash		$	535,862			$	672,788
Accounts receivable, less allowance for credit losses of $2.4 million at December 2024 and $2.3 million at September 2024			70,590,733				70,653,907
Inventories, net			174,523,527				144,254,843
Income taxes receivable			396,222				718,645
Prepaid expenses and other current assets			12,096,904				12,765,088
Total current assets			258,143,248				229,065,271
Property and equipment, net			106,745,867				106,049,061
Operating lease right-of-use assets, net			26,246,028				25,514,731
Goodwill			5,778,325				5,778,325
Other intangible assets, net			4,612,808				4,747,234
Other assets			3,142,994				2,952,688
Total assets		$	404,669,270			$	374,107,310
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	47,342,697			$	54,498,225
Accrued expenses			14,947,716				15,802,727
Accrued wages, salaries and bonuses			3,256,748				8,989,355
Current operating lease liabilities			7,337,464				7,036,751
Current maturities of long-term debt			5,248,488				5,202,443
Current mandatorily redeemable non-controlling interest			1,757,237				1,703,604
Total current liabilities			79,890,350				93,233,105
Credit facilities			165,900,612				121,272,004
Deferred income tax liability, net			4,443,893				4,374,316
Long-term operating lease liabilities			19,203,592				18,770,001
Long-term debt, less current maturities			15,176,659				16,562,908
Mandatorily redeemable non-controlling interest, less current portion			6,649,075				6,507,896
Other long-term liabilities			985,936				1,657,295
Shareholders’ equity:
Preferred stock, $.01 par value, 1,000,000 shares authorized			—				—
Common stock, $.01 par value, 3,000,000 shares authorized, 645,462 shares outstanding at December 2024 and 630,362 shares outstanding at September 2024			9,799				9,648
Additional paid-in capital			35,077,446				34,439,735
Retained earnings			108,604,071				108,552,565
Treasury stock at cost			(31,272,163	)			(31,272,163	)
Total shareholders’ equity			112,419,153				111,729,785
Total liabilities and shareholders’ equity		$	404,669,270			$	374,107,310

 

 

AMCON Distributing Company and Subsidiaries

 

CONSOLIDATED STATEMENTS OF OPERATIONS

 

		For the three months ended December
		2024				2023
Sales (including excise taxes of $143.4 million and $138.1 million, respectively)		$	711,273,256			$	644,959,073
Cost of sales			664,379,704				601,658,151
Gross profit			46,893,552				43,300,922
Selling, general and administrative expenses			40,587,630				37,258,677
Depreciation and amortization			2,635,601				2,219,168
			43,223,231				39,477,845
Operating income			3,670,321				3,823,077
Other expense (income):
Interest expense			2,846,621				2,311,513
Change in fair value of mandatorily redeemable non-controlling interest			194,812				199,744
Other (income), net			(111,531	)			(563,141	)
			2,929,902				1,948,116
Income from operations before income taxes			740,419				1,874,961
Income tax expense			392,000				804,000
Net income available to common shareholders		$	348,419			$	1,070,961
Basic earnings per share available to common shareholders		$	0.57			$	1.80
Diluted earnings per share available to common shareholders		$	0.57			$	1.78
Basic weighted average shares outstanding			611,322				595,623
Diluted weighted average shares outstanding			613,573				603,300
Dividends paid per common share		$	0.18			$	0.18

 

 

AMCON Distributing Company and Subsidiaries

 

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

 

														Additional
		Common Stock						Treasury Stock						Paid-in			Retained
		Shares			Amount			Shares			Amount			Capital			Earnings			Total
THREE MONTHS ENDED DECEMBER 2023
Balance, October 1, 2023			943,272		$	9,431			(334,583	)	$	(31,272,163	)	$	30,585,388		$	104,846,438		$	104,169,094
Dividends on common stock, $0.46 per share			—			—			—			—			—			(289,967	)		(289,967	)
Compensation expense and issuance of stock in connection with equity-based awards			21,673			217			—			—			1,935,703			—			1,935,920
Net income available to common shareholders			—			—			—			—			—			1,070,961			1,070,961
Balance, December 31, 2023			964,945		$	9,648			(334,583	)	$	(31,272,163	)	$	32,521,091		$	105,627,432		$	106,886,008
THREE MONTHS ENDED DECEMBER 2024
Balance, October 1, 2024			964,945		$	9,648			(334,583	)	$	(31,272,163	)	$	34,439,735		$	108,552,565		$	111,729,785
Dividends on common stock, $0.46 per share			—			—			—			—			—			(296,913	)		(296,913	)
Compensation expense and issuance of stock in connection with equity-based awards			15,100			151			—			—			637,711			—			637,862
Net income available to common shareholders			—			—			—			—			—			348,419			348,419
Balance, December 31, 2024			980,045		$	9,799			(334,583	)	$	(31,272,163	)	$	35,077,446		$	108,604,071		$	112,419,153

 

 

AMCON Distributing Company and Subsidiaries

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

		December				December
		2024				2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income available to common shareholders		$	348,419			$	1,070,961
Adjustments to reconcile net income available to common shareholders to net cash flows from (used in) operating activities:
Depreciation			2,501,175				2,084,743
Amortization			134,426				134,425
(Gain) loss on sales of property and equipment			(840	)			(53,287	)
Equity-based compensation			637,862				571,137
Deferred income taxes			69,577				467,203
Provision for credit losses			112,746				(91,969	)
Inventory allowance			24,405				30,988
Change in fair value of contingent consideration			(1,453,452	)			—
Change in fair value of mandatorily redeemable non-controlling interest			194,812				199,744
Changes in assets and liabilities:
Accounts receivable			(49,572	)			2,147,484
Inventories			(30,293,089	)			384,466
Prepaid and other current assets			668,184				(362,792	)
Other assets			(190,306	)			(22,366	)
Accounts payable			(6,911,400	)			1,627,403
Accrued expenses and accrued wages, salaries and bonuses			(6,055,070	)			(3,649,088	)
Other long-term liabilities			71,823				120,275
Income taxes payable and receivable			322,423				336,797
Net cash flows from (used in) operating activities			(39,867,877	)			4,996,124
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment			(3,453,711	)			(3,947,143	)
Proceeds from sales of property and equipment			12,442				124,803
Net cash flows from (used in) investing activities			(3,441,269	)			(3,822,340	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under revolving credit facilities			713,853,301				603,650,771
Repayments under revolving credit facilities			(669,224,693	)			(604,014,807	)
Principal payments on long-term debt			(1,340,204	)			(490,518	)
Dividends on common stock			(116,184	)			(113,466	)
Net cash flows from (used in) financing activities			43,172,220				(968,020	)
Net change in cash			(136,926	)			205,764
Cash, beginning of period			672,788				790,931
Cash, end of period		$	535,862			$	996,695
Supplemental disclosure of cash flow information:
Cash paid during the period for interest, net of amounts capitalized		$	2,815,683			$	2,235,562
Supplemental disclosure of non-cash information:
Equipment acquisitions classified in accounts payable		$	772,820			$	347,891
Dividends declared, not paid			180,729				176,501
Issuance of common stock in connection with the vesting of equity-based awards			—				1,296,372

 

 

v3.24.4

Cover	Jan. 20, 2025
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Jan. 20, 2025
Entity File Number	1-15589
Entity Registrant Name	AMCON DISTRIBUTING COMPANY
Entity Central Index Key	0000928465
Entity Tax Identification Number	47-0702918
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	7405 Irvington Road
Entity Address, City or Town	Omaha
Entity Address, State or Province	NE
Entity Address, Postal Zip Code	68122
City Area Code	402
Local Phone Number	331-3727
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	DIT
Security Exchange Name	NYSEAMER
Entity Emerging Growth Company	false

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