-----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, K1rA4i0R8wKG/VC+NXx9XNK6V/QhXmzRQ6Nl/F8PPLx8yS5RgRBJSXREuJh+8IAB 4hbW3mCFPD9duozzkoky4Q== 0000950147-98-000381.txt : 19980515 0000950147-98-000381.hdr.sgml : 19980515 ACCESSION NUMBER: 0000950147-98-000381 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980331 FILED AS OF DATE: 19980514 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: POORE BROTHERS INC CENTRAL INDEX KEY: 0000944508 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FOOD PREPARATIONS & KINDRED PRODUCTS [2090] IRS NUMBER: 860786101 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10QSB SEC ACT: SEC FILE NUMBER: 001-14556 FILM NUMBER: 98620246 BUSINESS ADDRESS: STREET 1: 3500 S LA COMETA DR CITY: GOODYEAR STATE: AZ ZIP: 85338 BUSINESS PHONE: 6029326200 MAIL ADDRESS: STREET 1: 2664 SOUTH LITCHFIELD RD CITY: GOODYEAR STATE: AZ ZIP: 85338 10QSB 1 10QSB U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-QSB (Mark One) [ X ] Quarterly Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 1998 OR [ ] Transition Report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _______ to _______ Commission File Number 1-14556; 0-21857 POORE BROTHERS, INC. ----------------------------------------------------------------- (Exact name of small business issuer as specified in its charter) Delaware 86-0786101 -------- ---------- (State or other jurisdiction of incorporation or (I.R.S. Employer organization) Identification No.) 3500 S. La Cometa Drive, Goodyear, Arizona 85338 ------------------------------------------------ (Address of principal executive offices) (602) 932-6200 -------------- (Issuer's telephone number) Check whether the Registrant: (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 --- --- As of March 31, 1998, the number of issued and outstanding shares of common stock of the Registrant was 7,126,657. Transitional Small Business Disclosure Format (check one): Yes No X --- --- Table of Contents
Part I. FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Balance Sheets as of March 31, 1998 and December 31, 1997................. 3 Consolidated Statements of Operations for the three months ended March 31, 1998 and 1997............................................................ 4 Consolidated Statements of Cash Flows for the three months ended March 31, 1998 and 1997............................................................................... 5 Notes to Financial Statements.......................................................... 6 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition.................................................................... 8 Part II. OTHER INFORMATION Item 1. Legal Proceedings...................................................................... 10 Item 2. Changes in Securities and Use of Proceeds.............................................. 10 Item 3. Defaults Upon Senior Securities........................................................ 10 Item 4. Submission of Matters to a Vote of Security Holders.................................... 10 Item 5. Other Information...................................................................... 10 Item 6. Exhibits and Reports on Form 8-K....................................................... 11
2 PART I. FINANCIAL INFORMATION Item 1. Financial Statements POORE BROTHERS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS
March 31, December 31, 1998 1997 ---- ---- ASSETS (unaudited) Current assets: Cash and cash equivalents....................................................... $ 1,133,795 $ 1,622,751 Accounts receivable, net of allowance of $188,000 in 1998 and $174,000 in 1997......................................................... 1,635,332 1,528,318 Note receivable................................................................. 78,414 78,414 Inventories..................................................................... 434,829 473,025 Other current assets............................................................ 158,811 175,274 Total current assets.......................................................... 3,441,181 3,877,782 Property and equipment, net........................................................ 6,491,525 6,602,435 Intangible assets, net............................................................. 2,250,377 2,294,324 Other assets....................................................................... 86,629 100,673 ------------- ------------- Total assets.................................................................. $ 12,269,712 $ 12,875,214 ============= ============= LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable............................................................... $ 612,023 $ 824,129 Accrued liabilities............................................................. 478,473 502,793 Current portion of long-term debt............................................... 1,036,020 1,127,217 ------------- -------------- Total current liabilities................................................ 2,126,517 2,454,139 Long-term debt, less current portion............................................... 4,894,291 5,017,724 ------------- -------------- Total liabilities............................................................. 7,020,807 7,471,863 ------------- -------------- Shareholders' equity: Preferred stock, $100 par value; 50,000 shares authorized; None issued and outstanding in 1998 and 1997........................... - - Common stock, $.01 par value; 15,000,000 shares authorized; 7,126,657 and 7,051,657 shares issued and outstanding in 1998 and 1997, respectively................................................. 71,267 70,516 Additional paid-in capital...................................................... 10,875,134 10,794,768 Accumulated deficit............................................................. (5,697,495) (5,461,933) ------------- ------------------ Total shareholders' equity.................................................... 5,248,904 5,403,351 ------------- ------------------ Total liabilities and shareholders' equity.....................................$ 12,269,712 $12,875,214 ============= =================
The accompanying notes are an integral part of these financial statements. 3 POORE BROTHERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS Three Months Ended March 31, --------------------------- 1998 1997 (unaudited) (unaudited) Net sales $ 3,196,764 $ 4,945,733 Cost of sales 2,372,885 4,261,900 ----------- ----------- Gross profit 823,879 683,833 Selling, general and administrative expenses 935,844 1,124,216 ----------- ----------- Operating loss (111,965) (440,383) ----------- ----------- Interest income 13,495 42,776 Interest expense (137,092) (80,813) ----------- ----------- (123,597) (38,037) ----------- ----------- Net loss $ (235,562) $ (478,420) =========== =========== Net loss per common share: Basic $ (0.03) $ (0.07) =========== =========== Diluted $ (0.03) $ (0.07) =========== =========== Weighted average number of common shares: Basic 7,058,946 6,960,362 =========== =========== Diluted 7,058,946 6,960,362 =========== =========== The accompanying notes are an integral part of these financial statements. 4 POORE BROTHERS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended March 31, ---------------------------- 1998 1997 ---- ---- (unaudited) (unaudited) Cash flows from operating activities: Net loss ................................................................. $ (235,562) $ (478,420) Adjustments to reconcile net loss to net cash used in operating activities: Depreciation ........................................................... 142,052 58,136 Amortization ........................................................... 57,991 43,947 Bad debt expense ....................................................... 50,000 9,000 Change in operating assets and liabilities: Accounts receivable .................................................... (157,014) 46,776 Inventories ............................................................ 38,196 26,720 Other assets and liabilities ........................................... 16,463 196,997 Accounts payable and accrued liabilities ............................... (236,426) (438,526) ----------- ----------- Net cash used in operating activities .................... (324,300) (535,370) ----------- ----------- Cash flows from investing activities: Proceeds on disposal of property ........................................ -- 705,809 Purchase of short term investments ...................................... -- (980,420) Purchase of property and equipment ...................................... (31,142) (857,986) ----------- ----------- Net cash used in investing activities .................... (31,142) (1,132,597) ----------- ----------- Cash flows from financing activities: Proceeds from issuance of common stock .................................. 81,116 1,181,250 Net decrease in restricted certificate of deposit ....................... -- 1,250,000 Stock issuance costs .................................................... -- (162,574) Payments made on long-term debt ......................................... (232,585) (1,956,117) Net increase (decrease) in working capital line of credit ............... 17,955 (102,933) ----------- ----------- Net cash (used in) provided by financing activities ...... (133,514) 209,626 ----------- ----------- Net (decrease) in cash and cash equivalents ................................. (488,956) (1,458,341) Cash and cash equivalents at beginning of period ............................ 1,622,751 3,603,850 ----------- ----------- Cash and cash equivalents at end of period .................................. $ 1,133,795 $ 2,145,509 =========== =========== Supplemental disclosures of cash flow information: Summary of non cash investing and financing activities: Construction loan for new facility ................................... $ -- $ 860,838 Capital lease obligation incurred - equipment acquisition ............ -- 5,462 Cash paid during the three months for interest, net of amounts capitalized .......................................................... 133,710 110,213
The accompanying notes are an integral part of these financial statements. 5 POORE BROTHERS, INC. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS 1. Organization and Summary of Significant Accounting Policies: General Poore Brothers, Inc. (the "Company"), a Delaware corporation, was organized in February 1995 as a holding company and on May 31, 1995 acquired substantially all of the equity of Poore Brothers Southeast, Inc. ("PB Southeast") in an exchange transaction pursuant to which 1,560,000 previously unissued shares of the Company's common stock, par value $.01 per share (the "Common Stock"), were exchanged for 150,366 issued and outstanding shares of PB Southeast's common stock. The exchange transaction with PB Southeast has been accounted for similar to a pooling-of interest since both entities had common ownership and control immediately prior to the transaction. In December 1996, the Company completed an initial public offering of its common stock. During 1997, the Company disposed of its Houston, Texas distribution business and closed its Tennessee manufacturing operation. The Company manufactures and distributes potato chips under the Poore Brothers(TM) brand name, as well as private label potato chips, and also distributes a variety of other independently manufactured snack food items. Basis of Presentation The consolidated financial statements include the accounts of Poore Brothers, Inc. and all of its controlled subsidiaries. In all situations, the Company owns from 99% to 100% of the voting interests of the controlled subsidiaries. All significant intercompany amounts and transactions have been eliminated. The financial statements have been prepared in accordance with the instructions for Form 10-QSB and, therefore, do not include all the information and footnotes required by generally accepted accounting principles. In the opinion of management, the consolidated financial statements include all adjustments, consisting only of normal recurring adjustments, necessary in order to make the consolidated financial statements not misleading. A description of the Company's accounting policies and other financial information is included in the audited financial statements filed with the Form 10-KSB for the fiscal year ended December 31, 1997. The results of operations for the three months ended March 31, 1998 are not necessarily indicative of the results expected for the full year. Certain expenses relating to manufacturing costs and promotional expenses have been reclassified for the previously reported periods shown as part of this current filing in order to conform to the current financial statement classifications and to those that are preferred in the industry. The current and previously reported amounts are shown in the table below. Three months ended March 31, 1997 --------------------------------- Previously Current reported filing ------------- ------------- Revenues....................... $ 4,733,686 $ 4,945,733 Cost of sales.................. 3,769,038 4,261,900 Gross profit................... 964,648 683,833 Operating expenses............. 1,405,031 1,124,216 Operating (loss)............... (440,383) (440,383) 6 Loss Per Share During 1997, the Company adopted SFAS 128, "Earnings Per Share". Pursuant to SFAS 128, basic earnings per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Exercises of outstanding stock options and conversion of convertible debentures were not assumed to be exercised for purposes of calculating diluted earning per share for the quarters ended March 31, 1998 and 1997, as their effect was anti-dilutive. Quarter Ended March 31, -------------------------- 1998 1997 ----------- ----------- Basic loss per share: Loss available to common shareholders $ (235,562) $ (478,420) Weighted average common shares 7,058,946 6,960,362 ----------- ----------- Loss per share-basic $ (0.03) $ (0.07) =========== =========== Diluted loss per share: Loss available to common shareholders $ (235,562) $ (478,470) Weighted average common shares 7,058,946 6,960,362 Common stock equivalents -- -- ----------- ----------- Loss per share-diluted $ (0.03) $ (0.07) =========== =========== 2. Long-Term Debt The Company's $1.0 million working capital line of credit was renewed as of November 30, 1997 for a six-month period. At March 31, 1998, the Company had over $1.0 million of eligible receivables. The balance outstanding was $604,052 and $586,097 at March 31, 1998 and December 31, 1997, respectively. At March 31, 1998, the Company had outstanding 9% Convertible Debentures due July 1, 2002 (the "9% Convertible Debentures") in the principal amount of $2,299,591. The Company was not in compliance with a required interest coverage ratio of 2:1 (actual of -3.1:1). However, the holders of the 9% Convertible Debentures have granted the Company a waiver effective through June 30, 1999. After that time, the Company will be required to be in compliance with the following financial ratios, so long as the 9% Convertible Debentures remain outstanding: working capital of at least $1,000,000; minimum shareholders' equity (net worth) that will be calculated based upon the earnings of the Company and the consideration received by the Company from issuances of securities by the Company; an interest coverage ratio of at least 2:1; and a current ratio at the end of any fiscal quarter of at least 1.1:1. Interest on the 9% Convertible Debentures is paid by the Company on a monthly basis. Monthly principal payments of approximately $20,000 are required to be made by the Company beginning in July 1998 through July 2002. Management believes that the fulfillment of the Company's plans and objectives will enable the Company to attain a sufficient level of profitability to be in compliance with the financial ratios or alternatively, that the Company will be able to obtain an extension or renewal of the waivers; however, there can be no assurance that the Company will attain any such profitability, be in compliance with the financial ratios upon the expiration of the waivers or be able to obtain an extension or renewal of the waivers. Any acceleration under the 9% Convertible Debentures prior to their maturity on July 1, 2002 could have a material adverse effect upon the Company. 3. Litigation In February 1998, the Court reversed its prior grant of summary judgment on one of the seven counts in the Gossett litigation and reinstated Mr. Gossett's claim that the defendants breached fiduciary duties to him. The Court also set the matter for trial beginning October 5, 1998. The Court's recent ruling merely preserves Mr. Gossett's claim for trial and does not adjudicate the merits of the claim. The Company believes that the claim is without merit and will continue to vigorously defend the lawsuit. 7 Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition Results of Operations Quarter ended March 31, 1998 compared to the quarter ended March 31, 1997 Net sales for the three months ended March 31, 1998 were $3,197,000, down $1,749,000 or 35%, from $4,946,000 for the three months ended March 31, 1997. The disposition of the PB Texas distribution operation in June 1997 contributed approximately $945,000 to the sales decline, consisting of $784,000 in sales of products manufactured by others and $161,000 in Poore Brothers manufactured products. An additional $575,000 decrease occurred in sales of products manufactured by others due to the elimination of several unprofitable product lines during the second quarter of 1997. Poore Brothers kettle chip sales for the first quarter of 1998 were $2,153,000, down $612,000, or 22%, from $2,765,000 for the first quarter of 1997. This decrease was driven principally by lower volume as a result of the Company's discontinuance of unprofitable promotion programs with certain customers and the shutdown of the Tennessee manufacturing facility in the third quarter of 1997. Gross profit for the three months ended March 31, 1998, was $824,000, or 26% of net sales, as compared to $684,000, or 14% of net sales, for the three months ended March 31, 1997. The increase in gross profit, despite 35% lower sales, resulted from the restructuring actions implemented in 1997, benefits from negotiated raw material cost savings phased in during the first quarter of 1998 and a continuing improvement in manufacturing and operating efficiencies from the new Goodyear, Arizona facility. Selling, general and administrative expenses decreased to $936,000 for the three months ended March 31, 1998 from $1,124,000 for the same period in 1997. This represented a $188,000 decrease, or 17%, compared to the first quarter of 1997. The decrease in selling, general and administrative expenses was primarily the result of expenses related to severance, relocation and equipment write-downs incurred in the first quarter of 1997. Decreases in other selling, general and administrative expenses were offset by a 26% increase in marketing spending. Net interest expense increased to $124,000 for the quarter ended March 31, 1998 from $37,000 for the quarter ended March 31, 1997. This increase was due primarily to interest expense related to the permanent financing on the new manufacturing facility and production equipment, and a decrease in interest income generated from investment of the remaining proceeds of the initial public offering. The Company's net losses for the quarters ended March 31, 1998 and March 31, 1997 were $236,000 and $478,000, respectively. The reduction in net loss was attributable primarily to the increased gross profit and lower selling, general and administrative expenses, offset by higher net interest expense. Liquidity and Capital Resources Net working capital was $1,315,000 at March 31, 1998, with a current ratio of 1.6:1. At December 31, 1997, net working capital was $1,424,000 with a current ratio of 1.6:1. The $109,000 decrease in working capital was primarily attributable to the Company's use of cash for operating activities. At March 31, 1998, the Company had outstanding 9% Convertible Debentures due July 1, 2002 (the "9% Convertible Debentures") in the principal amount of $2,299,591. The Company was not in compliance with a required interest coverage ratio of 2:1 (actual of -3.1:1). However, the holders of the 9% Convertible Debentures have granted the Company a waiver effective through June 30, 1999. After that time, the Company will be required to be in compliance with the following financial ratios, so long as the 9% Convertible Debentures remain outstanding: working capital of at least $1,000,000; minimum shareholders' equity (net worth) that will 8 be calculated based upon the earnings of the Company and the consideration received by the Company from issuances of securities by the Company; an interest coverage ratio of at least 2:1; and a current ratio at the end of any fiscal quarter of at least 1.1:1. Interest on the 9% Convertible Debentures is paid by the Company on a monthly basis. Monthly principal payments of approximately $20,000 are required to be made by the Company beginning in July 1998 through July 2002. Management believes that the fulfillment of the Company's plans and objectives will enable the Company to attain a sufficient level of profitability to be in compliance with the financial ratios or alternatively, that the Company will be able to obtain an extension or renewal of the waivers; however, there can be no assurance that the Company will attain any such profitability, be in compliance with the financial ratios upon the expiration of the waivers or be able to obtain an extension or renewal of the waivers. Any acceleration under the 9% Convertible Debentures prior to their maturity on July 1, 2002 could have a material adverse effect upon the Company. As a result of the expansion of the Company's operations, the Company may incur additional operating losses in the future. Expenditures relating to marketing, territory expansion and new product development may adversely affect selling, general and administrative expenses and consequently may adversely affect operating and net income. These types of expenditures are expensed for accounting purposes as incurred, while sales generated from the result of such expansion may benefit future periods. Management believes that the 1997 restructuring actions taken by the Company, including the sale of the Texas distribution business, consolidation of manufacturing in the new Arizona facility and the closure of the Tennessee manufacturing operation, should result in improved manufacturing efficiencies and lower selling, general and administrative costs in the future. Accordingly, management believes that current working capital, together with available line of credit borrowings, and anticipated cash flows from operations, will be sufficient to finance the operations of the Company for at least the next twelve months. This belief is also based on current operating plans and certain assumptions, including those relating to the Company's future sales levels and expenditures, industry and general economic conditions and other conditions. If any of these plans, assumptions or factors change, the Company may require future debt or equity financing to meet its business requirements. There can be no assurance that such financing will be available or, if available, on terms attractive to the Company. FORWARD LOOKING STATEMENTS WHEN USED IN THIS FORM 10-QSB AND IN FUTURE FILINGS BY THE COMPANY WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "COMMISSION"), THE WORDS OR PHRASES "WILL LIKELY RESULT," "THE COMPANY EXPECTS," "WILL CONTINUE," "IS ANTICIPATED," "ESTIMATED," "PROJECT," OR "OUTLOOK," OR SIMILAR WORDS OR EXPRESSIONS, ARE INTENDED TO IDENTIFY "FORWARD-LOOKING STATEMENTS" WITHIN THE MEANING OF SECTION 27A OF THE SECURITIES ACT OF 1933, AS AMENDED, AND SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. THE COMPANY WISHES TO CAUTION READERS NOT TO PLACE UNDUE RELIANCE ON ANY SUCH FORWARD-LOOKING STATEMENTS, EACH OF WHICH SPEAK ONLY AS OF THE DATE MADE. SUCH STATEMENTS ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM HISTORICAL EARNINGS AND THOSE PRESENTLY ANTICIPATED OR PROJECTED. IN LIGHT OF SUCH RISKS AND UNCERTAINTIES, THERE CAN BE NO ASSURANCE THAT FORWARD-LOOKING INFORMATION CONTAINED IN THIS FORM 10-QSB WILL, IN FACT, TRANSPIRE OR PROVE TO BE ACCURATE. THE COMPANY HAS NO OBLIGATION TO PUBLICLY RELEASE THE RESULT OF ANY REVISIONS THAT MAY BE MADE TO ANY FORWARD-LOOKING STATEMENTS TO REFLECT ANTICIPATED OR UNANTICIPATED EVENTS OR CIRCUMSTANCES OCCURRING AFTER THE DATE OF SUCH STATEMENTS. 9 PART II. OTHER INFORMATION Item 1. Legal Proceedings In June 1996, a lawsuit was commenced in an Arizona state court against two directors of the Company, Mark S. Howells and Jeffrey J. Puglisi, and Poore Brothers Southeast, Inc. ("PB Southeast") which alleged, among other things, that James Gossett had an oral agreement with Mr. Howells to receive a 49% ownership interest in PB Southeast, that Messrs. Howells and Puglisi breached fiduciary duties and other obligations to Mr. Gossett and that he was entitled to exchange such alleged stock interest for shares in the Company. Another plaintiff, PB Pacific Distributing, Inc., further alleged that Messrs. Howells and Puglisi failed to honor the terms of an alleged distribution agreement between it and PB Foods. In July 1997, summary judgement was granted in favor of all defendants on all counts of the lawsuit. In February 1998, the Court reversed its prior grant of summary judgment on one of the seven counts and reinstated Mr. Gossett's claim that Messrs. Howells and Puglisi breached fiduciary duties to him. The Court also set the matter for trial beginning October 5, 1998. The Court's recent ruling merely preserves Mr. Gossett's claim for trial and does not adjudicate the merits of the claim. The Company believes that the claim is without merit and will continue to vigorously defend the lawsuit. Item 2. Changes in Securities and Use of Proceeds None Item 3. Defaults Upon Senior Securities At March 31, 1998, the Company had outstanding 9% Convertible Debentures due July 1, 2002 (the "9% Convertible Debentures") in the principal amount of $2,299,591. The Company was not in compliance with a required interest coverage ratio of 2:1 (actual of -3.1:1). However, the holders of the 9% Convertible Debentures have granted the Company a waiver effective through June 30, 1999. After that time, the Company will be required to be in compliance with the following financial ratios, so long as the 9% Convertible Debentures remain outstanding: working capital of at least $1,000,000; minimum shareholders' equity (net worth) that will be calculated based upon the earnings of the Company and the consideration received by the Company from issuances of securities by the Company; an interest coverage ratio of at least 2:1; and a current ratio at the end of any fiscal quarter of at least 1.1:1. Interest on the 9% Convertible Debentures is paid by the Company on a monthly basis. Monthly principal payments of approximately $20,000 are required to be made by the Company beginning in July 1998 through July 2002. Management believes that the fulfillment of the Company's plans and objectives will enable the Company to attain a sufficient level of profitability to be in compliance with the financial ratios or alternatively, that the Company will be able to obtain an extension or renewal of the waivers; however, there can be no assurance that the Company will attain any such profitability, be in compliance with the financial ratios upon the expiration of the waivers or be able to obtain an extension or renewal of the waivers. Any acceleration under the 9% Convertible Debentures prior to their maturity on July 1, 2002 could have a material adverse effect upon the Company. Item 4. Submission of Matters to a Vote of Security Holders None. Item 5. Other Information None. 10 Item 6. Exhibits and Reports on Form 8-K (a) Exhibits: Exhibit Number Description 27.1 Financial Data Schedule. * * Filed herewith. (b) Current Reports on Form 8-K: (1) Current Report on Form 8-K, reporting the change in the Company's independent auditors (filed with the Commission on January 7, 1998). (2) Amendment No. 1 to the Current Report on Form 8-K filed with the Commission on January 7, 1998, filing a required exhibit (filed with the Commission on January 14,1998). SIGNATURES In accordance with the requirements of the Exchange Act, the Registrant has caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. POORE BROTHERS, INC. By /s/ Eric J. Kufel Dated: May 14, 1998 ------------------------------------------ Eric J. Kufel President and Chief Executive Officer (principal executive officer) By: /s/ Thomas W. Freeze Dated: May 14, 1998 ------------------------------------------ Thomas W. Freeze Vice President, Chief Financial Officer, Treasurer and Secretary (principal financial and accounting officer) 11 EXHIBIT INDEX Exhibit Number Description 27.1 Financial Data Schedule. 12 EX-27 2 FDS --
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE COMPANY'S FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31, 1998, INCLUDED WITH FORM 10-QSB, AND IS QUALIFIED IN ITS ENTIRETY BY REFRERENCE TO SUCH FINANCIAL STATEMENTS. 1 U.S. DOLLARS 3-MOS DEC-31-1998 JAN-01-1998 MAR-31-1998 1 1,133,795 0 1,635,332 188,000 434,829 3,441,181 7,266,844 775,319 12,269,712 2,126,517 4,894,291 0 0 71,267 5,177,637 12,269,712 3,196,764 3,196,764 2,372,885 2,372,885 935,844 0 137,092 (235,562) 0 (235,562) 0 0 0 (235,562) (0.03) (0.03)
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