8-K

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 Exchange Act of 1934

Date of report (Date of earliest event reported):  January 5, 2017

EACO CORPORATION

(Exact name of registrant as specified in its charter)

Florida	000-14311	59-2597349
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1500 N. Lakeview Avenue, Anaheim, California 92807

(Address of principal executive offices)  (Zip Code)

Registrant’s telephone number, including area code:  (714) 876-2490

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

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act

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

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

Item 2.02 Results of Operations and Financial Condition.

On January 5, 2017, EACO Corporation, a Florida corporation, issued a press release announcing the unaudited financial results for the quarter ended November 30, 2016. A copy of the press release is furnished as Exhibit 99.1 and is incorporated herein by reference.

The information in Item 2.02 of this Current Report, including Exhibit 99.1, is being furnished and shall not be deemed “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 in this Current Report shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, regardless of any general incorporation language contained in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit
No.	Description
99.1	Press release dated January 5, 2017 reporting the financial results of EACO Corporation for the quarter ended November 30, 2016.

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 hereunto duly authorized.

Dated: January 10, 2017	EACO CORPORATION
	By:	/S/ GLEN CEILEY
		Glen Ceiley, Chief Executive Officer

EX-99.1

Exhibit 99.1

Marta Arciniega	January 5, 2017
EACO Corporation
(714) 876-2490

EACO CORPORATION REPORTS RECORD Q1 NET SALES

ANAHEIM, CALIFORNIA – EACO Corporation (QTCQB:EACO) today reported the results for its quarter ended November 30, 2016.

Net sales, net income and earnings per share were as follows for the three months ended November 30, 2016 (dollars in thousands, except per share information):

	Three Months Ended November 30,
	2015		2016		% Change
	(unaudited)
Net sales	$	37,207	$	34,293		8.5	%
Net income	$	661	$	500		32.2	%
Basic and diluted earnings per    common share	$	0.13	$	0.10		30.0	%

The Company had 314 sales employees at November 30, 2016, a decrease of 6 from the prior year. The Company’s sales force is divided into Sales focus teams (SFTs). The Company had 94 SFTs as of November 30, 2016, a decrease of two from the prior year. Management anticipates growth in both our headcount and SFTs in fiscal year 2017. The Company has continued to gain market share through its local presence business model.

EACO Corporation and Subsidiaries

Condensed Consolidated Balance Sheets

(in thousands, except share information)

(unaudited)

	November 30,		August 31,
	2016		2016*
ASSETS
Current Assets:
Cash and cash equivalents	$	5,088	$	4,878
Restricted cash, current		1,864		1,425
Trade accounts receivable, net		18,620		18,797
Inventory, net		23,356		21,532
Marketable securities, trading		204		540
Prepaid expenses and other current assets		1,230		1,135
Total current assets		50,362		48,307
Non-current Assets:
Equipment and leasehold improvements, net		1,811		1,395
Other assets		885		890
Total assets	$	53,058	$	50,592
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities:
Trade accounts payable	$	13,402	$	12,727
Accrued expenses and other current liabilities		2,290		5,600
Liability for short sales of trading securities		1,864		1,425
Total current liabilities		17,556		19,752
Non-current Liabilities:
Long-term debt		4,079		―
Total liabilities		21,635		19,752
Shareholders’ Equity:
Convertible preferred stock, $0.01 par value per share; 10,000,000 shares authorized; 36,000 shares outstanding (liquidation value $900)		1		1
Common stock, $0.01 par value per share; 8,000,000 shares authorized; 4,861,590 shares outstanding		49		49
Additional paid-in capital		12,378		12,378
Accumulated other comprehensive income		671		730
Retained earnings		18,324		17,682
Total shareholders’ equity		31,423		30,840
Total liabilities and shareholders’ equity	$	53,058	$	50,592

* Derived from the Company’s audited financial statements included in its Form 10-K for the year ended August 31, 2016 as filed with the U.S. Securities and Exchange Commission on November 23, 2016.

EACO Corporation and Subsidiaries

Condensed Consolidated Statements of Income

(in thousands, except for share and per share information)

(unaudited)

	Three Months Ended
	November 30,
	2016			2015
Revenues	$	37,207		$	34,293
Cost of revenues		26,651			24,324
Gross margin		10,556			9,969
Operating expenses:
Selling, general and administrative expenses		9,387			9,134
Income from operations	$	1,169		$	835
Other (expense) income:
Net loss on trading securities		(102	)		(9	)
Interest expense, net		(4	)		(6	)
Total other (expense) income		(106	)		(15	)
Income before income taxes		1,063			820
Provision for income taxes		402			320
Net income		661			500
Cumulative preferred stock dividend		(19	)		(19	)
Net income attributable to common shareholders	$	642		$	481
Basic and diluted earnings per share	$	0.13		$	0.10
Basic and diluted weighted average common shares outstanding		4,861,590			4,861,590

EACO Corporation and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(in thousands)

(unaudited)

	Three Months Ended
	November 30,
	2016			2015
Operating activities:
Net income	$	661		$	500
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization		169			144
Bad debt expense		4			8
Change in inventory reserve		135			30
Net loss on investments		102			9
(Increase) decrease in:
Trade accounts receivable		173			(1,543	)
Inventory		(1,959	)		(248	)
Prepaid expenses and other assets		(90	)		(392	)
Increase (decrease) in:
Trade accounts payable		190			1,270
Accrued expenses and other current liabilities		(3,310	)		(2,345	)
Net cash used in operating activities		(3,925	)		(2,567	)
Investing activities:
Purchase of property and equipment		(585	)		(50	)
Sale (purchase) of marketable securities, trading		234			(831	)
Net change in securities sold short		439			370
Change in restricted cash		(439	)		(366	)
Net cash used in investing activities		(351	)		(877	)
Financing activities:
Borrowings on revolving credit facility		4,079			961
Preferred dividend		(19	)		(19	)
Bank overdraft		485			1,697
Payments on long-term debt		―			(2	)
Net cash provided by financing activities		4,545			2,637
Effect of foreign currency exchange rate changes on cash and cash equivalents		(59	)		(1	)
Net increase (decrease) in cash and cash equivalents		210			(808	)
Cash and cash equivalents - beginning of period		4,878			5,269
Cash and cash equivalents - end of period	$	5,088		$	4,461
Supplemental disclosures of cash flow information:
Cash paid for income taxes	$	2,627		$	2,194