8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT Pursuant

to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported):    March 5, 2020

National Beverage Corp.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

1-14170	59-2605822
(Commission File Number)	(IRS Employer Identification No.)

8100 SW Tenth Street, Suite 4000
Fort Lauderdale, Florida	33324
(Address of Principal Executive Offices)	(Zip Code)

(954) 581-0922

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Title of each Class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $.01 per share	FIZZ	The NASDAQ Global Select Market

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 (see General Instruction A.2. below):

☐ 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 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 March 5, 2020, National Beverage Corp. issued a press release announcing financial results for the three and nine-month periods ended January 25, 2020. The information in Item 2.02 of this report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01 Financial Statements and Exhibits

(d) Exhibit 99.1 Press release dated March 5, 2020 announcing the Company’s financial results for the three and nine-month periods ended January 25, 2020.

Exhibit 104 Cover Page Interactive Data File (formatted as Inline XBRL)

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.

National Beverage Corp.

(Registrant)

By: /s/ George R. Bracken

George R. Bracken

Executive Vice President – Finance

(Principal Financial Officer)

Date: March 6, 2020

EXHIBIT INDEX

99.1 Press release dated March 5, 2020 announcing the Company’s financial results for the three and nine- month periods ended January 25, 2020.

104 Cover Page Interactive Data File (formatted as Inline XBRL)

EX-99.1

Exhibit 99.1

NASDAQ: FIZZ For Immediate Release Contact: Office of the Chairman, Grace Keene

NATIONAL BEVERAGE CORP.

REPORTS ON

‘STIMULUS’ ACTION RESULTS

FORT LAUDERDALE, FL, March 5, 2020 . . . National Beverage Corp. (NASDAQ: FIZZ) today announced progress of its recently adopted ‘Stimulus’ action plan and released financial results for its third quarter ended January 25, 2020:

● Net sales were $223 million, an increase of 1% from the prior year;

● Gross margin was 36.8% of sales, also improved from the prior year;

● Earnings per share was $ .57, an increase of 7% from the prior year; and

Cash was $262 million, an increase of $105 million for the nine months.

Stimulus Action Results:

“The numbers reflect the effects of a strategy that generated increased momentum of brand LaCroix. LaCroix has returned to positive growth in a much different sparkling water category that existed prior to October 2018, when litigation slowed the growth of LaCroix, which also affected the growth of the total sparkling water category.

These third quarter financial results clearly state that LaCroix retained its distinction as the leader of the premium sparkling water category in North America. While sparkling water category growth has slowed from October 2018, the vitality of LaCroix as the masthead of the sparkling water category remains ‘authentic’.

-more-

 

National Beverage Corp.

Page 2

Components of our Stimulus Action:

● Volume

● Operating Margin

● Capacity

● Innovation

● Cash Flow

● Healthy Functionality

Recent Information:

●	February 19, 2020 – LaCroix Victorious in Litigation . . . Claims Retracted
	http://ir.nationalbeverage.com/static-files/921b1264-8d34-4859-ad6a-995f3443119e

●	March 4, 2020 – LaCroix’s Spring Taste Is . . . UP!!
	http://ir.nationalbeverage.com/static-files/439dcdbf-9f79-4b71-9a4d-69ec321e1d42

Our stimulus action is producing similar positive results all across our brands of carbonated soft drinks, juices and sparkling waters. Two new LaCroix flavors, LimonCello and Pastèque (Watermelon), are currently being launched nationwide. We are excited about these two new flavors and, according to early indications, so are our consumers. We remain extremely passionate about our future and strongly believe progress is rapidly advancing toward innovative growth opportunities for functional, healthier, hydration beverages,” stated a company spokesperson.

 

National Beverage Corp.

Page 3

National Beverage Corp.

Consolidated Results for the Periods Ended

January 25, 2020 and January 26, 2019

	(in thousands, except per share amounts)
	Three Months Ended				Nine Months Ended
	Jan. 25, 2020		Jan. 26, 2019		Jan. 25, 2020		Jan. 26, 2019
Net Sales	$	222,814	$	220,891	$	737,993	$	774,190
Net Income	$	26,563	$	24,809	$	93,759	$	114,717
Earnings Per Common Share
Basic	$	.57	$	.53	$	2.01	$	2.46
Diluted	$	.57	$	.53	$	2.00	$	2.44
Average Common Shares Outstanding
Basic		46,600		46,638		46,633		46,628
Diluted		46,802		46,934		46,853		46,927

This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks, uncertainties and other factors described in the Company's Securities and Exchange Commission filings which may cause actual results or achievements to differ from the results or achievements expressed or implied by such statements. The Company disclaims an obligation to update or announce revisions to any forward-looking statements.

XML

Document And Entity Information	Mar. 05, 2020
Document Information [Line Items]
Entity, Registrant Name	National Beverage Corp.
Document, Type	8-K
Document, Period End Date	Mar. 05, 2020
Entity, Incorporation, State or Country Code	DE
Entity, File Number	1-14170
Entity, Tax Identification Number	59-2605822
Entity, Address, Address Line One	8100 SW Tenth Street
Entity, Address, Address Line Two	Suite 4000
Entity, Address, City or Town	Fort Lauderdale
Entity, Address, State or Province	FL
Entity, Address, Postal Zip Code	33324
City Area Code	954
Local Phone Number	581-0922
Title of 12(b) Security	Common Stock
Trading Symbol	FIZZ
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000069891