-----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, LnYAf5yU2WQ7Shr+dOZJenfYLze71ZsZRJOzRrS0MCvONCjwDvSrdO5x/LvhijDl 8kh4IrekNE3yOG5J9zynUA== 0000904456-01-500007.txt : 20010123 0000904456-01-500007.hdr.sgml : 20010123 ACCESSION NUMBER: 0000904456-01-500007 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20001202 FILED AS OF DATE: 20010112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CAL MAINE FOODS INC CENTRAL INDEX KEY: 0000016160 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE PRODUCTION - LIVESTOCK & ANIMAL SPECIALTIES [0200] IRS NUMBER: 640500378 STATE OF INCORPORATION: DE FISCAL YEAR END: 0529 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-04892 FILM NUMBER: 1507701 BUSINESS ADDRESS: STREET 1: 3320 WOODROW WILSON DRIVE CITY: JACKSON STATE: MS ZIP: 39207 BUSINESS PHONE: 6019486813 MAIL ADDRESS: STREET 1: 3320 WOODROW WILSON DR CITY: JACKSON STATE: MS ZIP: 39209 10-Q 1 r10q.txt 10Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (mark one) [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 2, 2000 OR [ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from ____________ to ____________ Commission file number: 000-04892 CAL-MAINE FOODS, INC. (Exact name of registrant as specified in its charter) DELAWARE 64-0500378 (State or other Jurisdiction of (I.R.S. Employer Identification No.) Incorporation or Organization) 3320 WOODROW WILSON AVENUE, JACKSON, MISSISSIPPI 39209 (Address of principal executive offices) (Zip Code) (601) 948-6813 (Registrant's telephone number, including area code) 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 outstanding of each of the issuer's classes of common stock (exclusive of treasury shares), as of December 30, 2000. Common Stock, $0.01 par value 10,822,988 shares Class A Common Stock, $0.01 par value 1,200,000 shares CAL-MAINE FOODS, INC. INDEX PAGE PART I. FINANCIAL INFORMATION NUMBER Item 1. Condensed Consolidated Financial Statements Condensed Consolidated Balance Sheets - December 2, 2000 and June 3, 2000 3 Condensed Consolidated Statements of Operations - Three Months and Six Months Ended December 2, 2000 and November 27, 1999 4 Condensed Consolidated Statements of Cash Flow - Six Months Ended December 2, 2000 and November 27, 1999 5 Notes to Condensed Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Item 3. Quantitative and Qualitative Disclosures of Market Risk 11 PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 12 Signatures 13 -2- PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS CAL-MAINE FOODS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
December 2, 2000 June 3, 2000 ------------------------------------------------ (unaudited) (Note 1) ASSETS Current assets: Cash and cash equivalents $ 7,090 $ 6,541 Accounts receivable, net 25,208 14,299 Note receivable from affiliate 2,500 271 Recoverable federal and state income taxes 241 4,509 Inventories 46,908 43,913 Prepaid expenses and other current assets 61 797 ---------- ---------- Total current assets 82,008 70,330 Notes receivable and investments 7,976 7,932 Goodwill 3,272 3,390 Other assets 2,754 2,110 Property, plant and equipment 242,515 237,098 Less accumulated depreciation 96,992 (88,961) ---------- ---------- 145,523 148,137 ---------- ---------- TOTAL ASSETS $ 241,533 $ 231,899 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Notes payable to banks $ 10,000 $ 7,500 Accounts payable and accrued expenses 32,864 25,953 Current maturities of long-term debt 6,761 7,105 Current deferred income taxes 11,287 11,287 ---------- ---------- Total current liabilities 60,912 51,845 Long-term debt, less current maturities 112,588 112,631 Deferred expenses 1,489 1,489 Deferred income taxes 4,581 4,581 ---------- ---------- Total liabilities 179,540 170,546 Stockholders' equity: Common stock $0.01 par value per share: Authorized shares - 30,000,000 Issued and outstanding shares - 17,565,200 at December 2, 2000 and June 3, 2000 176 176 Class A common stock $0.01 par value: authorized, issued and outstanding 1,200,000 shares 12 12 Paid-in capital 18,784 18,784 Retained earnings 54,848 53,535 Common stock in treasury - 6,678,612 shares at December 2 2000 and 6,257,712 shares at June 3, 2000 (11,827) (11,154) ---------- ---------- Total stockholders' equity 61,993 61,353 ---------- ---------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 241,533 $ 231,899 ========== ==========
See notes to condensed consolidated financial statements. -3- CAL-MAINE FOODS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS) UNAUDITED
13 Weeks Ended 26 Weeks Ended December 2, 2000 November 27, 1999 December 2, 2000 November 27, 1999 ---------------- ----------------- ---------------- ----------------- Net sales $92,589 $ 71,054 $ 168,107 $130,109 Cost of sales 74,293 64,387 141,943 121,709 -------- --------- ---------- --------- Gross profit 18,296 6,667 26,164 8,400 Selling, general and administrative 10,438 9,612 20,550 18,708 -------- --------- ---------- --------- Operating income (loss) 7,858 (2,945) 5,614 (10,308) Other income (expense): Interest expense, net (2,316) (1,577) (4,471) (2,608) Other 1,060 245 1,383 134 -------- --------- ---------- --------- (1,256) (1,332) (3,088) (2,474) -------- --------- ---------- --------- Income (loss) before income taxes 6,601 (4,277) 2,526 (12,782) Income tax expense (benefit) 2,375 (1,544) 922 (4,686) -------- --------- ---------- --------- NET INCOME (LOSS) $ 4,226 $ (2,732) $ 1,604 $ (8,096) ======== ========= ========== ========= Net income (loss) per common share: Basic $ .35 $ (.22) $ .13 $ (.65) ======== ========= ========== ========= Diluted $ .35 $ (.22) $ .13 $ (.65) ======== ========= ========== ========= Weighted average shares outstanding: Basic 12,114 12,403 12,153 12,427 ======== ========= ========== ========= Diluted 12,122 12,403 12,190 12,427 ======== ========= ========== =========
See notes to condensed consolidated financial statements. -4- CAL-MAINE FOODS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) UNAUDITED
26 Weeks Ended December 2, 2000 November 27, 1999 ---------------------------------------------- Cash flows provided by (used in) operating activities $ 8,172 $ (9,095) Cash flows from investing activities: Purchases of property, plant and equipment (1,262) (1,641) Construction of production facilities (5,032) (9,462) Purchases of shell egg production and processing business - (36,205) Payments received on notes receivable and from investments 498 1,186 Increase in note receivable, investments and other assets (3,488) (787) Net proceeds from sale of property, plant and equipment 543 14 -------- --------- Net cash used in investing activities (8,741) (46,895) Cash flows from financing activities: Net borrowings on note payable to bank 2,500 7,500 Long-term borrowings 2,916 23,445 Principal payments on long-term debt and capital leases (3,334) (2,505) Purchases of common stock for treasury (673) (567) Payment of dividends (291) (303) -------- --------- Net cash provided by financing activities 1,118 27,570 -------- --------- Increase (decrease) in cash and cash equivalents 549 (28,420) Cash and cash equivalents at beginning of period 6,541 36,198 -------- --------- Cash and cash equivalents at end of period $ 7,090 $ 7,778 ======== =========
See notes to condensed consolidated financial statements. -5- CAL-MAINE FOODS, INC. AND SUBSIDIARIES Notes to Condensed Consolidated Financial Statements (in thousands, except share amounts) December 2, 2000 (unaudited) 1. Presentation of Interim Information The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management , all adjustments (consisting of normal occurring accruals) considered necessary for a fair presentation have been included. Operating results for the three-month and six-month periods ended December 2, 2000 are not necessarily indicative of the results that may be expected for the year ended June 2, 2001. The balance sheet at June 3, 2000 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in Cal-Maine Foods, Inc.'s annual report on Form 10-K for the fiscal year ended June 3, 2000. 2. Inventories Inventories consisted of the following: December 2, 2000 June 3, 2000 ---------------- ------------ Flocks $ 30,178 $ 28,417 Eggs 3,740 2,417 Feed and supplies 10,040 10,028 Livestock 2,950 3,051 -------- -------- $ 46,908 $ 43,913 ======== ======== -6- ITEM 2. MANAGEMENTS'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OVERVIEW The Company is primarily engaged in the production, cleaning, grading, packing, and sale of fresh shell eggs. The Company's fiscal year end is the Saturday closest to May 31. The Company's operations are fully integrated. It owns facilities to hatch chicks, grow pullets, manufacture feed, and produce, process, and distribute shell eggs. The Company currently is the largest producer and distributor of fresh shell eggs in the United States. The shell eggs account for 98% of the Company's net sales. The Company primarily markets its shell eggs in the southwestern, southeastern, mid-western and mid-Atlantic regions of the United States. Shell eggs are sold directly by the Company primarily to national and regional supermarket chains. The Company currently uses contract producers for approximately 20% of its total egg production. Contract producers operate under agreements with the Company for the use of their facilities in the production of shell eggs by layers owned by the Company, which owns the eggs produced. Also, shell eggs are purchased, as needed, from outside producers for resale by the Company. The Company's operating income or loss is significantly affected by wholesale shell egg market prices, which can fluctuate widely and are outside of the Company's control. Retail sales of shell eggs are greatest during the fall and winter months and lowest during the summer months. Prices for shell eggs fluctuate in response to seasonal factors and a natural increase in egg production during the spring and early summer. The Company's cost of production is materially affected by feed costs, which average about 60% of Cal-Maine's' total farm egg production cost. Changes in feed costs result in changes in the Company's cost of goods sold. The cost of feed ingredients is affected by a number of supply and demand factors such as crop production and weather, and other factors, such as the level of grain exports, over which the Company has little or no control. -7- RESULTS OF OPERATIONS The following table sets forth, for the periods indicated, certain items from the Company's Condensed Consolidated Statements of Operations expressed as a percentage of net sales.
PERCENTAGE OF NET SALES 13 Weeks Ended 26 Weeks Ended Dec. 2, 2000 Nov. 27, 1999 Dec. 2, 2000 Nov. 27, 1999 ----------------------------- ----------------------------- Net sales 100.0 % 100.0 % 100.0 % 100.0 % Cost of sales 80.2 90.6 84.4 93.5 ------------------------------------------------------------------ Gross profit 19.8 9.4 15.6 6.5 Selling, general & administrative 11.3 13.5 12.3 14.4 ------------------------------------------------------------------ Operating income (loss) 8.5 (4.1) 3.3 (7.9) Other expense (1.4) (1.9) (1.8) (1.9) ------------------------------------------------------------------ Income (loss) before taxes 7.1 (6.0) 1.5 (9.8) Income tax expense (benefit) 2.6 (2.2) .5 (3.6) ------------------------------------------------------------------ Net income (loss) 4.5 % (3.8) % 1.0 % (6.2) % ==================================================================
NET SALES Net sales for the second quarter of fiscal 2001 were $92.6 million, an increase of $21.5 million, or 30.3% as compared to net sales of $71.1 million for the second quarter of fiscal 2000. Total dozens of eggs sold increased in the current quarter and egg selling prices increased as compared with prices last year. Dozens sold for the current quarter were 137.1 million dozen, an increase of 5.3 million dozen, or 4.1% as compared to the second quarter of last year. Improved demand for eggs and less supply resulted in substantially higher egg selling prices during the current quarter. The Company's net average selling price per dozen for the fiscal 2001 second quarter was $.644, compared to $.500 for the second quarter of last year, an increase of 28.8%. Net sales for the twenty-six weeks ended December 2, 2000 were $168.1 million, an increase of $38.0 million, or 29.2%. As in the current quarter, total dozens sold and net egg selling prices increased. Dozens sold for the current 26-week period were 268.4 million as compared to 241.1 million for last fiscal year, an increase of 11.3%. Approximately half of the increase in dozens sold is due to an acquisition made during the second quarter of fiscal 2000. As discussed above, favorable egg market conditions increased egg selling prices. For the current 26 week period, the Company's net average selling price per dozen was $.596, compared to $.498 per dozen last year, an increase of $.098 per dozen, or 19.7%. COST OF SALES Total cost of sales for the second quarter ended December 2, 2000 was $74.3 million, an increase of $10.0 million, or 15.4%, as compared to the cost of sales of $64.4 million for last year's second quarter. The increase is due to increases in dozens sold, cost of purchases from outside egg producers, and cost of feed ingredients. Dozens of eggs sold increased 5.3 million for the current quarter. These additional dozens were produced in Company facilities. The increase in the cost of eggs purchased from outside producers was due to improved egg market conditions. Feed cost for the second quarter ended December 2, 2000 was $.194 per dozen, compared to last fiscal year's cost per dozen of $.179, an increase of 8.4%. The increases in dozens sold and improved egg selling prices resulted in an increase in gross profit from 9.4% for the quarter ended November 27, 1999 to 19.8% of net sales for the current quarter ended December 2, 2000. For the twenty-six week period ended December 2, 2000, total cost of sales was $141.9 million, an increase of $20.2 million, or 16.6%, as compared to the cost of sales of $121.7 million for last year. As in the quarter, the increase in cost of sales is the result of more dozens sold, higher outside -8- egg purchase cost, and moderate increase in cost of feed. Eggs sold increased 27.3 million dozen in the current year and were supplied by Company facilities. Of this increase in dozens, approximately half is due to an acquisition last year. Feed cost for the current 26 weeks was $.191 per dozen, compared to $.179 per dozen for last year, an increase of 6.7%. The improvements in egg selling prices and increased dozens sold resulted in an increase in gross profit from 6.5% of net sales for last year to 15.6% for the current fiscal year. SELLING, GENERAL AND ADMINISTRATIVE EXPENSES Selling, general and administrative expense for the second quarter ended December 2, 2000 was $10.4 million, an increase of $800,000, or 8.3%, as compared to $9.6 million for last fiscal year's second quarter. Most of the increase was in delivery costs from increased dozens sold and from increased fuel cost and outside contract trucking. Fuel cost has increased 27.0% above last year's quarter and is a cause of the increased outside contract trucking cost. On a cost per dozen sold basis, selling, general and administrative expense remained about the same, $.076 per dozen for the current quarter as compared to $.073 for last year. As a percent of net sales, selling, general and administrative expense decreased from 13.5% for fiscal 2000 second quarter to 11.3% for the current quarter. For the twenty-six weeks ended December 2, 2000, selling, general and administrative expense was $20.6 million, an increase of $1.9 million, or 10.2%, as compared to an expense of $18.7 million for the same period last fiscal year. As in the current quarter, most of the increase was in delivery cost, which increased due to an increase of 11.3% in dozens sold and higher delivery costs. For the current period, fuel cost has increased 33.0% from the same period in the prior year and has also increased outside contract trucking cost. On a cost per dozen sold basis, selling, general and administrative expense is unchanged at $.077 for both fiscal years. As a percent of net sales, selling, general and administrative expense has decreased from 14.4% for fiscal 2000 to 12.3% for the current fiscal year. OPERATING INCOME As the result of the above, operating income was $7.9 million for the second quarter ended December 2, 2000, as compared to an operating loss of $2.9 million for last year's fiscal second quarter. As a percent of net sales, the current fiscal 2001 quarter had an 8.5% operating income, compared to a 4.1% operating loss for last year. For the twenty-six weeks ended December 2, 2000, operating income was $5.6 million, compared to an operating loss of $10.3 million for last fiscal year. As a percent of net sales, the current fiscal period had a 3.3% operating income, compared to a 7.9% operating loss for last year. OTHER EXPENSE Other expense for the second quarter ended December 2, 2000 was $1.3 million, the same amount as last year's comparable period. This net figure for the current quarter was the result of an increase of $739,000 in net interest expense and an $815,000 increase in other income. Net interest expense increased as the result of increased borrowing, primarily on the Company's line of credit, which began during the second quarter of fiscal 2000, increased through the first quarter of fiscal 2001 and decreased during the current second quarter. Other income for the current quarter increased from equity in income of affiliates and from settlement of an insurance claim. As a percent of net sales, other expense was 1.4% for the current fiscal second quarter, compared to 1.9% last year. For the twenty-six weeks ended December 2, 2000, other expense was $3.1 million, an increase of $600,000, or 24.0%, as compared to an expense of $2.5 million for last year. For the current period, net interest expense increased $1.9 million and other income increased $1.3 million. The net increase resulted from the same activities as mentioned above in the current quarter. As a percent of net sales, other expense was 1.8% for the current period, as compared to 1.9% for last year. -9- INCOME TAXES As a result of the above, the Company's pre-tax income was $6.6 million for the quarter ended December 2, 2000, compared to a pre-tax loss of $4.3 million for last year's quarter. For the current quarter, an income tax expense of $2.4 million was recorded with an effective tax rate of 36.0%, as compared to an income tax benefit of $1.5 million with an effective rate of 36.1% for last year's comparable quarter. For the twenty-six week period ended December 2, 2000, the Company's pre-tax income was $2.5 million, compared to pre-tax loss of $12.8 million for last year. For the current twenty-six week period, an income tax expense of $900,000 was recorded with an effective tax rate of 36.5%, as compared to an income tax benefit of $4.7 million with an effective rate of 36.7% for last year's comparable period. NET INCOME (LOSS) Net income for the second quarter ended December 2, 2000 was $4.2 million, or $.35 per basic share, compared to net loss of $2.7 million, or $.22 per basic share for last fiscal year's second quarter. For the twenty-six week period ended December 2, 2000, net income was $1.6 million, or $.13 per basic share, compared to last fiscal year's net loss of $8.1 million, or $.65 per basic share. CAPITAL RESOURCES AND LIQUIDITY The Company's working capital at December 2, 2000 was $21.1 million compared to $18.5 million at June 3, 2000. The Company's current ratio was 1.35 at December 2, 2000 as compared with 1.36 at June 3, 2000. The Company's need for working capital generally is highest in the last and first fiscal quarters ending in May and August, respectively, when egg prices are normally at seasonal lows. Seasonal borrowing needs frequently are higher during these quarters than during other fiscal quarters. The Company has a $35.0 million line of credit with three banks of which $10.0 million was outstanding at December 2, 2000. The Company's long-term debt at December 2, 2000, including current maturities, amounted to $119.3 million, as compared to $119.7 million at June 3, 2000. For the twenty-six weeks ended December 2, 2000, $8.2 million in net cash was provided by operating activities. This compares to $9.1 million that was used in operating activities for the comparable period last fiscal year. In the current twenty-six week period, $1.3 million was used for purchases of property, plant and equipment, $500,000 net proceeds received from sales of property, plant and equipment, and $5.0 million used for construction projects. Net cash of $3.0 million was used for additions to notes receivable and investments. Approximately $678,000 was used for purchase of common stock for the treasury and $291,000 used for payments of dividends on the common stock. Additional cash of $2.5 million was received on the note payable to bank and, additional long-term borrowings of $2.9 million were received. Repayments of $3.3 million were made on long-term debt. The net result was an increase in cash of approximately $549,000. For the comparable period last year, $1.6 million was used for purchases of property, plant and equipment, $9.5 million used for construction projects, and $36.2 million used in acquisition of a shell egg operation. Net payments of approximately $400,000 were received on notes receivable and investments. Approximately $567,000 was used for purchase of common stock, and $303,000 was used for payments of dividends on the common stock. Additional cash of $7.5 million was received on the note payable to bank, and additional long-term borrowings of $23.5 million were received. Repayments of $2.5 million were made on long-term debt. The net result was a decrease in cash of $28.4 million. Certain key industry indicators for shell eggs are currently favorable for fiscal 2001. Baby chicks placed during calendar 2000 are down over approximately 5% compared to the same period last year. This will tend to reduce the nationwide laying flock size in the current year. Current projections for total laying flock size in the U. S. during the Company's fiscal 2001 are only slightly larger than last fiscal year. With anticipated improved demand by the egg industry, this should result in higher selling prices for eggs. Current industry indications are for a good corn and soybean supply for 2001. This should ensure favorable cost of feed for the current fiscal year. -10- Substantially all trade receivables and inventories collateralize the Company's line of credit, and property, plant and equipment collateralize the Company's long-term debt. The Company is required by certain provisions of these loan agreements to (1) maintain minimum levels of working capital and net worth; (2) limit dividends, capital expenditures, lease obligations and additional long-term borrowings; and (3) maintain various current and cash-flow coverage ratios, among other restrictions. The Company was in compliance with these provisions as of December 2, 2000. Under certain of the loan agreements, the lenders have the option to require the prepayment of any outstanding borrowings in the event of a change in the control of the Company. At December 2, 2000 the Company had $3.3 million in construction-in-progress which primarily represents construction of new shell egg production and processing facilities in Waelder, Texas. The estimated cost to complete construction of the Waelder facility in fiscal 2001 is approximately $3.4 million. The Company has a commitment from an insurance company to receive $13.4 million in long-term borrowings applicable to the Waelder facility, of which $11.4 million was funded as of December 2, 2000. Including the completion of the Waelder facility, the Company has projected capital expenditures of $15.0 million in fiscal 2001, which will be funded by cash flows from operations and additional long-term borrowings. As part of the Smith Farms purchase in September 1999, the Company is continuing the construction of egg production and processing facilities in Searcy, Arkansas and Flatonia, Texas. The projects are being funded by a leasing company. Total cost of the Searcy facility is approximately $20.0 million and completion is expected in the first quarter of fiscal 2002. Total cost of the Flatonia facility is approximately $16.0 million and completion is anticipated in the second quarter of fiscal 2002. These facilities will be leased with seven year terms and accounted for as operating leases. FORWARD LOOKING STATEMENTS. The foregoing statements contain forward-looking statements, which involve risks, and uncertainties and the Company's actual experience may differ materially from that discussed above. Factors that may cause such a difference include, but are not limited to, those discussed in "Factors Affecting Future Performance" below, as well as future events that have the effect of reducing the Company's available cash balances, such as unanticipated operating losses or capital expenditures related to possible future acquisitions. Readers are cautioned not to place undue reliance on forward-looking statements, which reflect management's analysis only as the date hereof. The Company assumes no obligation to update forward-looking statements. See also the Company's reports to be filed from time to time with the Securities and Exchange Commission pursuant to the Securities Exchange Act of 1934. FACTORS AFFECTING FUTURE PERFORMANCE. The Company's future operating results may be affected by various trends and factors beyond the Company's control. These include adverse changes in shell egg prices and in the grain markets. Accordingly, past trends should not be used to anticipate future results and trends. Further, the Company's prior performance should not be presumed to be an accurate indication of future performance. ITEM 3. QUANTATIVE AND QUALITATIVE DISCLOSURES OF MARKET RISK There have been no material changes in the market risk reported in the Company's fiscal 2000 annual report on Form 10-K. -11- PART II. OTHER INFORMATION ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K a. Exhibits None b. Reports on Form 8-K No current report on Form 8-K was filed by the Company covering an event during the second quarter of fiscal 2001. -12- 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. CAL-MAINE FOODS, INC. (Registrant) Date: January 11, 2001 /s/FRED R. ADAMS, JR. --------------------- Fred R. Adams, Jr. Chairman of the Board Chief Executive Officer Date: January 11, 2001 /s/CHARLES F. COLLINS --------------------- Charles F. Collins Vice President/Controller (Principal Accounting Officer) -13 -----END PRIVACY-ENHANCED MESSAGE-----