-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, E+drYJetTB+alQu073uKBiX3YI+Q0Lqt2BsTeX2Jz/VKL70PQTYkQh+a8ohfi9LC 6FmfJ9FZwCQ8ZrjthQa0DQ== 0000034563-95-000008.txt : 19951002 0000034563-95-000008.hdr.sgml : 19951002 ACCESSION NUMBER: 0000034563-95-000008 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950331 FILED AS OF DATE: 19950928 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: FARMER BROTHERS CO CENTRAL INDEX KEY: 0000034563 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FOOD PREPARATIONS & KINDRED PRODUCTS [2090] IRS NUMBER: 950725980 STATE OF INCORPORATION: CA FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-01375 FILM NUMBER: 95576672 BUSINESS ADDRESS: STREET 1: 20333 S NORMANDIE AVE CITY: TORRANCE STATE: CA ZIP: 90502 BUSINESS PHONE: 3107875200 MAIL ADDRESS: STREET 1: 20333 SOUTH NORMANDIE AVENUE CITY: TORRANCE STATE: CA ZIP: 90502 10-Q/A 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended March 31, 1995 Commission file number 0-1375 FARMER BROS. CO. California 95-0725980 State of Incorporation Federal ID Number 20333 S. Normandie Avenue, Torrance, California 90502 Registrant's Address Zip (310) 787-5200 Registrant's telephone number Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 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 [X] NO [ ] Number of shares of Common Stock outstanding: 1,926,414 as of March 31, 1995. PAGE 1 OF 9 PART I. FINANCIAL INFORMATION Item 1. Financial Statements (Dollars in thousands, except per share data) FARMER BROS. CO. CONSOLIDATED STATEMENTS OF INCOME (Unaudited) For the three months For the nine months ended March 31, ended March 31, 1995 1994 1995 1994 Net sales $59,514 $48,628 $176,294 $145,191 Cost of goods sold 32,696 21,817 93,483 64,747 26,818 26,811 82,811 80,444 Selling expense 18,958 18,605 56,578 55,825 General and administrative expenses 3,412 3,527 9,248 8,804 22,370 22,132 65,826 64,629 Income from operations 4,448 4,679 16,985 15,815 Other income (expense): Dividend income 638 305 1,836 921 Interest income 1,154 879 3,102 2,700 Other (857) 655 (991) 1,383 935 1,839 3,947 5,004 Income before provision for income taxes 5,383 6,518 20,932 20,819 Provision for income taxes 2,163 2,586 8,249 8,326 Net income $ 3,220 $ 3,932 $ 12,683 $ 12,493 Net income per share $1.67 $2.04 $6.58 $6.49 The accompanying notes are an integral part of these financial statements. FARMER BROS. CO. CONSOLIDATED BALANCE SHEETS (Unaudited) March 31, June 30, 1995 1994 ASSETS Current assets: Cash and cash equivalents $ 9,249 $ 8,681 Short term investments 21,756 34,839 Accounts and notes receivable, net 18,648 15,975 Tax refund receivable - 5,357 Inventories 36,478 34,910 Deferred income taxes 2,905 2,905 Prepaid expenses and other 1,212 708 Total current assets 90,248 103,375 Property, plant and equipment, net 31,244 28,943 Notes receivable 1,929 1,257 Investments 93,929 71,960 Deferred taxes and other assets 16,366 14,368 Total assets $233,716 $219,903 LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable $ 6,493 $ 3,372 Accrued payroll expenses 4,540 4,573 Other 3,826 4,543 Total current liabilities 14,859 12,488 Other long term liabilities 11,302 10,010 Commitments and contingencies Shareholders' equity: Common stock, $1.00 par value, authorized 3,000,000 shares; issued and outstanding 1,926,414 shares 1,926 1,926 Additional paid-in capital 568 568 Retained earnings 205,749 195,955 Net unrealized change in investment securities (688) (1,044) Total shareholders' equity 207,555 197,405 Total liabilities and shareholders' equity $233,716 $219,903 The accompanying notes are an integral part of these financial statements. FARMER BROS. CO. CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) For the nine months ended March 31, 1995 1994 Cash flows from operating activities: Net Income $ 12,683 $ 12,493 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation 3,922 3,717 Other (143) (22) Net (gain) loss on investments 1,430 (1,007) Change in assets and liabilities: Short term investments - (7,712) Accounts and notes receivable (2,667) (2,120) Inventories (1,568) (1,935) Tax refund receivable 5,357 - Prepaid expenses and other assets (1,951) (2,467) Accounts payable 3,121 (1,062) Accrued payroll expenses and other liabilities (750) 22 Other long term liabilities 1,292 738 Total adjustments 8,043 (11,848) Net cash provided by operating activities $ 20,726 $ 645 The accompanying notes are an integral part of these financial statements. FARMER BROS. CO CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) (Unaudited) For the nine months ended March 31, 1995 1994 Net cash provided by operating activities: $ 20,726 $ 645 Cash flows from investing activities Purchases of property, plant and equipment (6,348) (4,553) Proceeds from sales of property, plant and equipment 255 201 Purchases of investments (103,227) (64,695) Proceeds from sales of investments 92,730 20,178 Notes issued (761) (833) Notes repaid 83 1,025 Net cash (used in) investing activities (17,268) (48,677) Cash flows from financing activities: Dividends paid (2,890) (2,890) Net cash used in financing activities (2,890) (2,890) Net (decrease) in cash and cash equivalents 568 (50,922) Cash and cash equivalents at beginning of year 8,681 64,742 Cash and cash equivalents at end of quarter $ 9,249 $ 13,820 Supplemental disclosure of cash flow information: Income tax payments $ 6,921 $ 8,363 The accompanying notes are an integral part of these financial statements. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) A. Unaudited Financial Statements The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-Q and do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. It is Management's opinion that all adjustments of a normal recurring nature necessary for a fair statement of the results of operations for the interim periods have been made. B. Inventories Processed Unprocessed Total (In thousands) March 31, 1995 Coffee $ 3,139 $10,905 $14,044 Allied products 10,143 4,625 14,768 Coffee brewing equipment 1,792 5,874 7,666 $15,074 $21,404 $36,478 June 30, 1994 Coffee $ 3,182 $10,829 $14,011 Allied products 10,395 3,022 13,417 Coffee brewing equipment 1,712 5,770 7,482 $15,289 $19,621 $34,910 C. Accounting Policy Change Effective July 1, 1994, the Company adopted the provisions of Statement of Financial Accounting Standards No. 115 ("SFAS 115"), "Accounting for Certain Investments in Debt & Equity Securities." In accordance with SFAS 115, prior period financial statements have not been restated. The adoption of SFAS 115 did not have a material effect upon the consolidated financial statements. The Company's investments are currently classified as available for sale and are carried at fair value with unrealized gains or losses excluded from earnings and reported as a separate component of shareholders' equity. The Company previously reported a portion of its portfolio as trading in prior 1995 quarterly reports. The Company believes these investments are more appropriately reported as available for sale and have been reclassified in the third quarter. The impact on net income for the nine months ended March 31, 1995 was not material. The cost of investments sold is determined on the specific identification method. Dividend and interest income are accrued as earned. The contractual maturities of debt securities classified as current and non- current available for sale are the following. 3/31/95 7/1/94 Maturities Fair Value Fair Value (In thousands) Within one year $21,756 $34,924 After 1 year through 5 years 61,242 38,621 After 5 years through 10 years 1,503 1,796 $84,501 $75,341 Item 2. Management's Discussion and Analyze of Financial Condition and Results of Operations Registrant's operations in the third quarter of fiscal 1995 continue to reflect the high prices of green coffee. Green coffee costs for the nine months exceed those of the prior year by more than 40%. Higher sales prices of roast coffee have passed along most cost increases, but higher prices result in lower volume and gross profit margins have not been as strong as in prior years. Gross profit and operating expenses compare favorably with the same periods of the prior fiscal year. Registrant cautions that the green coffee market becomes even more volatile as we approach the traditional Brazilian frost season, and is unable to predict either the direction of green coffee costs or whether current profit margins can be maintained in this critical raw material. Net sales for the third quarter of fiscal 1995 increased 22% to $59,514,000 as compared to $48,628,000 in the same quarter of the prior year. Net sales for the first nine months of fiscal 1995 increased 21% to $176,294,000 from $145,191,000 in the same period of fiscal 1994. Gross profit in the third quarter was $26,818,000 or 45% of sales, as compared to $30,085,000 or 48% of sales, in the second quarter of fiscal 1995 and $26,811,000, or 55% of sales, in the third quarter of fiscal 1994. Gross profit for the first nine months of fiscal 1995 increased 3% to $82,811,000 from $80,444,000 in the same period of the prior fiscal year. Operating expenses reached $22,370,000 in the third quarter of fiscal 1995, as compared to $22,132,000 in the third quarter of fiscal 1994. Operating expenses for the first three fiscal quarters increased 2% to $65,826,000 in 1995 as compared to $64,629,000 in the same period of the prior fiscal year. Net income for the three months ended March 31, 1995, reached $3,220,000, or $1.67 per share, as compared to $5,706,000, or $2.96 per share, in the second quarter of fiscal 1995, and $3,932,000 or $2.04 per share in the third quarter of fiscal 1994. Quarterly Summary of Results (in thousands of dollars) 03/31/94 06/30/94 09/30/94 12/31/94 03/31/95 Net sales 48,628 48,671 54,182 62,598 59,514 Gross profit 26,811 13,853 25,908 30,085 26,818 Operating income 4,679 (6,324) 4,514 8,023 4,448 Net income 3,932 (2,163) 3,757 5,706 3,220 Quarterly Summary of Results (as a percentage of sales) 03/31/94 06/30/94 09/30/94 12/31/94 03/31/95 Net sales 100.00 100.00 100.00 100.00 100.00 Gross profit 55.13 28.46 47.82 48.06 45.06 Operating income 9.62 (12.99) 8.33 12.82 7.47 Net income 8.09 (4.44) 6.93 9.12 5.41 Quarterly Summary of Results (in dollars) 03/31/94 06/30/94 09/30/94 12/31/94 03/31/95 EPS 2.04 (1.13) 1.95 2.96 1.67 PART II OTHER INFORMATION Item 1. Legal proceedings. not applicable. Item 2. Changes in securities. none. Item 3. Defaults upon senior securities. none. Item 4. Submission of matters to a vote of none. security holders. Item 5. Other information. none. Item 6. Exhibits and reports on Form 8-K. (a) Exhibits. (2) Plan of acquisition, reorganization, arrangement, liquidation or succession not applicable. (4) Instruments defining the rights of security holders, including indentures. not applicable. (11) Statement re computation of per share earnings. not applicable. (15) Letter re unaudited interim financial information. not applicable. (18) Letter re change in accounting principles. not applicable. (19) Report furnished to security holders not applicable. (22) Published report regarding matters submitted to vote of security holders. not applicable. (23) Consents of experts and counsel. not applicable. (24) Power of attorney. not applicable. (27) Financial Data Schedule See attached Form EX-27. (99) Additional exhibits. not applicable. (b) Reports on Form 8-K none. SIGNATURES 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. Date: September 27, 1995 FARMER BROS. CO. (Registrant) John E. Simmons John E. Simmons Treasurer and Chief Financial Officer EX-27 2
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