| Chase General Corporation | | | (Exact name of registrant as specified in its charter) | |
MISSOURI | 36-2667734 | | MISSOURI |
| 36-2667734 | (State or other jurisdiction of | | (IRS Employer Identification No.) | Incorporation or organizationorganization) | | |
1307 South 59th,St. Joseph,Missouri64507 (Address of principal executive offices, Zip Code) (816)279-1625 (Issuer’sRegistrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: | | | Title of each class | Ticker symbol(s) | Name of each exchange on which registered | None | Not Applicable | Not Applicable |
Indicate by check mark if the registrant is a well-known issuer, as defined in Rule 405 of the Securities Act. Yes¨☐ Nox ☒ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 of Section 15(d) of the Act. Yes¨☐ Nox ☒ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 12, 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. Yesx☒ No¨☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).Yesx☒ No¨ ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-acceleratednonaccelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer¨☐ | | Accelerated filer¨☐ | | | | Nonaccelerated filerx☒ | | Smaller reporting companyx☒ | | | | Emerging Growth Company¨☐ | | |
If an emerging growth company, that prepares its financial statements in accordance with U.S. GAAP, 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. Yes¨☐ Nox☒ Indicate by check mark whether the registrant has filed a report on and attestation to it management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit. Yes ☐ No ☒ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934) Yes¨◻ Nox☒ Aggregate market value of the voting and non-voting common stock held by non-affiliates of the Registrant as of September 23, 2022 (based on the last closing sale price as of December 31, 2021) was NO BID. As of September 29, 2019,23, 2022, there were 969,834 shares of common stock, $1.00 par value, outstanding. CHASE GENERAL CORPORATION AND SUBSIDIARY Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 20192022 CHASE GENERAL CORPORATION AND SUBSIDIARY Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 20192022
PART I Chase General Corporation was incorporated November 6, 1944 for the purpose of manufacturing confectionery products. In 1970, Chase General Corporation acquired a 100% interest in its wholly-owned subsidiary, Dye Candy Company. (ChaseChase General Corporation and Dye Candy Company are sometimes referred herein as the Company).Company. This subsidiary is the main operating company for the reporting entity. Principal Products and Methods of Distribution The subsidiary, Dye Candy Company, operates two divisions, Chase Candy Products and Seasonal Candy Products. Chase Candy Products involve production and sale of a candy bar marketed under the trade name “Cherry Mash”. The Seasonal Candy Products involve the production and sale of coconut, peanut, chocolate, and fudge confectioneries. The products of both divisions are sold to the same type of customers in the same geographical areas. In addition, both divisions share a common labor force and utilize the same basic equipment and raw materials. Management considers these two divisions as one reportable segment for inclusion in this filing. The principal products produced are as follows: Chase Candy Products of Dye Candy Company produces a candy bar under the trade name of “Cherry Mash”. The bar is distributed in the following case sizes: | (2) | 12 boxes of 24 bars per box |
| (5) | 100 # 2 box Counter Display |
In addition to the regular size bar, a “mini-mash” is distributed in the following case sizes: | (2) | 3 jars - 60 bars per jar |
| (7) | 24 - 12 oz. clamshell containers |
| (8) | 9 - 8 oz. clamshell containers |
CHASE GENERAL CORPORATION AND SUBSIDIARY Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 20192022 ITEM 1 | ITEM 1 BUSINESS (CONTINUED) |
Principal Products and Methods of Distribution (Continued) Seasonal Candy Products of Dye Candy Company produces coconut, peanut, chocolate, and fudge confectioneries and purchases other outsourced products. These products are distributed in bulk or packaged. Principal products include: | | | | (1) | Coconut Bon-Bons | (6) | Peanut Brittle | (2) | Coconut Stacks | (7) | Peanut Clusters | (3) | Home Style Poe Fudge | (8) | Champion Créme Drops | (4) | Peco Flake | (9) | Jelly Candies | (5) | Peanut Squares | (10) | Frosted Pretzels |
The Champion Crème Drops, Frosted Pretzels, and Jelly Candies are not produced or repackaged by the Company. All products are shipped to customers by commercial haulers. Competition and Market Area The Chase Candy Products division bars are sold primarily to wholesale candy, and tobacco jobbing houses, grocery accounts, vendors, and repackers. “Cherry Mash” bars are marketed in the Midwest region of the United States. For the years ended June 30, 20192022 and 2018,2021, this division accounted for 58%60% and 54%63%, respectively, of the consolidated sales of Dye Candy Company. The Seasonal Candy Products division is sold primarily on a Midwest regional basis to national syndicate accounts, repackers and grocery accounts. For the years ended June 30, 20192022 and 2018,2021, this division accounted for 46%40% and 37%, respectively of the consolidated sales of Dye Candy Company. The Company has no government contracts, foreign operations or export sales. In addition, all domestic sales are primarily in the Midwest region of the United States. The Company is a seasonal business whereby the largest volume of sales occur in August through December of each year. The earnings per quarter of the Company varies in direct proportion to the seasonal sales volume. Due to the seasonal nature of the business, there is a heavier demand on working capital in the fall and winter months of the year when the Company is building its inventories in anticipation of August through December sales. The fluctuation of demand on working capital due to the seasonal nature of the business is common to the confectionery industry. If necessary, the Company has the ability to borrow short-term funds to finance operations prior to receiving cash collections from fall sales. The Company occasionally offers extended payment terms of up to sixty days. Since this practice is infrequent, the effect on working capital is minimal. Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
ITEM 1 | BUSINESS (CONTINUED) |
Competition and Market Area (Continued)
Prompt service and efficient service are traits demanded in the confectionery industry, which results in a continual low volume of back-orders. Therefore, at no time during the year does the Company have a significant amount of back-orders. CHASE GENERAL CORPORATION AND SUBSIDIARY The confectionery (candy) market for the type of product produced by the divisions of DyeANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2022 ITEM 1 BUSINESS (CONTINUED) Competition and Market Area (Continued) Chase Candy Company is very competitiveseasonal products are sold in both the grocery and quality minded. The confectionery industry in which the divisions operate is highly competitiveproduce departments with many small companiesbulk, prepackaged clamshell and within certain specialized areas, a few competitors dominate. In the United States, the dominant competitors in the coconut candy industry are Crownshippers. Chase Candy Company Vermico Candy Company, and the Seasonal Candy Products divisionoffers a variety of Dye Candy Company with approximately 70%quality products at a value price. The competitive set of the market share among them. In the United States, Old Dominion has approximately 80% of the market share of the peanut candy business in which the Seasonal Candy Products division operates. Dye Candy Company sells approximately 95% of its products in the Midwest region with seasonal orders being shipped to the Southern and Eastern regions of the United States. Except for the coconut candy industry, Dye Candy Company is not a dominant competitor in any of the candy industries in which it competes. Dye Candy Company’s market share in the coconut industry does not vary significantly from year to year.have a national brand competitor but mostly regional competition and private label. The primary competition includes: | 1. | Palmer Candy Company sells products that mostly mirror Chase Candy products but they market their products through the bakery department. Retail pricing on Palmer products is usually higher than Chase products. |
| 2. | Zachary Confections is another regional competitor that sells many similar items as Chase Candy and are also priced at retail similar to Chase. |
| 3. | The low price competitor is Private Label and depending on location, they have products that are of the same variety as Chase Candy products. Product quality is usually not at the same level as Chase products. |
Principal methods of competition the Company uses include quality of product, price, reduced transportation costs due to central location, and service. The Company’s competitive position is positively influenced by labor costs being lower than industry average. Chase General Corporation is firmly established in the confectionery market and through its operating divisions has many years of experience associated with its name. Research and Development The Company has not developed any new products for the years ended June 30, 20192022 and 2018.2021. Raw Materials and Principal Suppliers Raw materials and packaging materials are produced on a national basis with products coming from locations throughout the United States. Raw materials and packaging materials are generally widely available, depending on common market influences. NoOne supplier accounted for more than 12% of the Company’s cost of sales for the year ended June 30, 2022 and no suppliers accounted for more than 10% of the Company’s costcosts of sales for the yearsyear ended June 30, 2019 and 2018.2021. Patents and Trademarks The largest single revenue producing product, the “Cherry Mash” bar, is protected by a trademark registered with The United States Patent and Trademark Office. The Company considers this trademark significant to operations. This trademark expires in the year 2023. The Company and its legal representatives do not expect any impediment to renewing this trademark prior to its expiration.2029. Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
ITEM 1 | BUSINESS (CONTINUED) |
Employees As of June 30, 2019,2022, the Company had 17 full time18 full-time employees. This expands to approximately 30 full timefull-time personnel during the busy production months of August through December. CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 2022 ITEM 1 BUSINESS (CONTINUED) Customers For the years ended June 30, 20192022 and 2018,2021, one customer accounted for 42%40% and 41%, respectively, of sales. As of June 30, 2022 and 2021, that same customer accounted for 21% and 24%, respectively, of trade receivables. For the years ended June 30, 2022 and 2021, another customer and its affiliates accounted for 3% and 8%, respectively, of sales. As of June 30, 20192022 and 2018,2021, that same customer and its affiliates accounted for 18%13% and 26%28%, respectively, of trade receivables. For the years ended June 30, 20192022 and 2018,2021, another customer and its affiliates accounted for 10%7% and 12%6%, respectively, of sales. As of June 30, 20192022 and 2018,2021, that same customer and its affiliates accounted for 21%15% and 17%2%, respectively, of trade receivables. No other customer accounted for more than 10% of the Company’s sales for the years ended June 30, 20192022 and 2018. One2021. No other customercustomers accounted for more than 10% of the Company’s trade receivables for the yearyears ended June 30, 2019.2022 and 2021. Environmental Protection and the Effect on Probable Government Regulations on the Business To the best of management’s knowledge, the Company is presently in compliance with all environmental laws and regulations and does not anticipate any future expenditures in this regard.The Company has evaluated the requirements of the Food Safety Modernization Act (FSMA). The FSMA aims to ensure the U.S. food supply is safe by shifting the focus of federal regulators from responding to contamination to preventing it. The FSMA has given the Food and Drug Administration (FDA) new authorities to regulate the way foods are grown, harvested, and processed.As of the fiscal year ended June 30, 20192022 and through the filing of this form, management believes the Company is compliant with all FSMA requirements. Another inspection for compliance will be conducted by a third party within 12 months of year-end. Management does not anticipate any future significant expenditures in the next twelve months in this regard. Need for Government Approval of Principal Products or Services The Company is required to meet the Food and Drug Administration guidelines for proper labeling of its products and for contents of its products.Management does not anticipate any future significant expenditures in the next twelve months in this regard. Reports to Security Holders The Registrant is not required to send the annual audit report, annual 10-K report and quarterly 10-Q reports to security holders since the stock is not actively traded. These reports are available at the Registrant’s registered office or they are available on-lineonline on the SEC’s EDGAR website. Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
Item 1A | ITEM 1ARISK FACTORS |
Not applicable to a smaller reporting company. ITEM 1B | ITEM 1BUNRESOLVED STAFF COMMENTS |
The Company has no unresolved SEC staff comments at June 30, 2019. 2022. CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 2022 We conduct our operations from two buildings as follows: Chase Warehouse – This building is located in St. Joseph, Missouri and is owned by Dye Candy Company, a wholly-owned subsidiary of the registrant. The facility is currently devoted entirely to the storage of supplies, and the warehousing and shipping of candy products. This warehouse is over seventy years old, is in fair condition and adequate to meet present requirements. The warehouse has approximately 15,000 square feet and is not encumbered. Chase General Office and Dye Candy Company Operating Plant – This building is located in St. Joseph, Missouri and contains the general offices (of approximately 2,000 square feet) for Chase General Corporation, Dye Candy Company and its divisions. The production plant of Dye Candy Company occupies the remainder of the building or 18,000 square feet. The building, specifically designed for the Company, is leased from an entity that is partially owned by the son of the Chief Executive Officer of the Company. The annual rental expense of this facility was $78,000 for each year ended June 30, 20192022 and 2018.2021. The net book value of our premises, land and office, and production equipment totaled $211,100$112,579 and $235,180$132,387 at June 30, 20192022 and 2018,2021, respectively. We believe both facilities are adequately covered by insurance. Item 3 | ITEM 3 LEGAL PROCEEDINGS |
None. Item 4 | ITEM 4 MINE SAFETY DISCLOSURES |
Not applicable. Chase General Corporation and SubsidiaryCHASE GENERAL CORPORATION AND SUBSIDIARY
ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 20192022
PART II Item 5 | ITEM 5 MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES |
Market information There is no established public trading market for the common stock (par value $1 per share) of the Company. Security holders As of September 29, 2019,23, 2022, the latest practicable date, the approximate number of record holders of common stock was 1,869, including individual participants in security listings. Dividends | (1) | Dividend history and restrictions |
No dividends have been paid during the past two fiscal years and there are no dividend restrictions. Preferred stock dividends in arrears are accumulated. There is no set policy on the payment of dividends due to the financial condition of the Company and other factors. It is not anticipated that cash dividends will be paid in the foreseeable future. Securities authorized for issuance under equity compensation plans The Company does not have any equity compensation plans. | Item 6 | ITEM 6 SELECTED FINANCIAL DATA |
Not applicable to a smaller reporting company. Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
Item 7 | MANAGEMENT'SITEM 7 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS |
Forward-Looking Statements This report contains statements that plan for or anticipate the future. Forward-looking statements may include statements about the future of our products and the industry, statements about our future business plans and strategies, and other statements that are not historical in nature. In this report, forward-looking statements are generally identified by the words “estimate,” “project,” “anticipate,” “expect,” “intend,” “believe,” andthe like. Readers should carefully review these cautionary statements as they identify certain important factors that could cause actual results to differ materially from those in the forward-looking statements and from historical trends.trends, including the impact of the COVID-19 pandemic. These forward-looking statements are based on the information available to, and the expectations and assumptions deemed reasonable by, the Company at the time the statements are made. These expectations, assumptions, and uncertainties include: the Company’s expectation of heavier demand on working capital in the fall and winter months in anticipation of August through December sales; our beliefthe assumption that the Company has stabilized its customer base;base and will continue its efforts to expand the existing market area and increase sales to customers; and the expectation that the Company will maintain tight control of all expenditures. CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 2022 ITEM 7 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Overview During fiscal year ended 2019,June 30, 2022, the Company’s sales were $2,520,633,$3,064,443, as compared to sales of $2,680,236$2,960,357 for fiscal year ended June 30, 2018. This 6.0% decrease2021. The 3.5% increase in price and volume, and an 10.2% decrease15% increase in cost of sales and a 21.1%3% increase in operating expenses resulted in a change in profitability during the year, as reflected in the loss from operations of $33,184$22,264 for fiscal year 20192022 compared to the lossincome from operations of $267,973$186,160 for fiscal year 2018.2021. Working capital decreased $16,659$7,074 to $358,422 for the current year from $375,081$561,602 for the fiscal year 20182022 from $568,676 for the fiscal year 2021 due primarily to an increase in the current portion of notes payable, a decrease in inventory increase in refund liability owed to customers, and a decrease in prepaid expenses offset by a decrease in accounts payable, increase in cash, increase in trade receivables, and a decrease in accrued expenses.payable. The following information should be read together with the consolidated financial statements and notes thereto included elsewhere herein. Critical Accounting Policies and Estimates General Management’s discussion and analysis of financial condition and results of operations are based upon the Company’s consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”)(U.S. GAAP). The preparation of these consolidated financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
Item 7 | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) |
Critical Accounting Policies and Estimates (Continued)
General (Continued)
The Company believes the following critical accounting policies affect its more significant judgments and estimates used in the preparation of its consolidated financial statements. There have been no other events that have occurred subsequent to June 30, 2019, through the date of filing this form, that would require disclosure in the Form 10-K or would be required to be recognized in the consolidated financial statements as of or for the year ended June 30, 2019.
Revenue Recognition The Company recognizes revenues as product is shipped to customers. Sales are comprised of the total sales billed during the period, including shipping and handling charges to the customer, less the estimated returns, customer allowances, and customer discounts. Trade Receivables
Trade receivables are uncollateralized customer obligations which generally require payment within thirty days from the invoice date. Trade receivables are stated at the invoice amount as no interest is charged to the customer for any past due amounts. Payments of trade receivables are applied to the specific invoices identified on the customer’s remittance advice or, if unspecified, to the earliest unpaid invoices.
The carrying amount of trade receivables is reduced by a valuation allowance that reflects management’s best estimate of amounts that will not be collected. The allowance for doubtful accounts is based on management’s assessment of the collectability of specific customer accounts and the aging of the trade receivables. If there is a deterioration of a major customer’s credit worthiness or actual defaults are higher than the historical experience, management’s estimates of the recoverability of amounts due to the Company could be adversely affected. All accounts or portions thereof deemed to be uncollectible, or to require an excessive collection cost, are written off to the allowance for doubtful accounts.
Inventories Inventories are carried at the “lower of cost or net realizable value,” with cost being determined on the “first-in, first-out” basis of accounting. The cost of goods in process include an estimate for manufacturing overhead. Finished goods inventory are valued using the lower of cost or market value, determined by the retail inventory method. Under the retail inventory method, the valuation of finished goods inventory at cost and the resulting gross margins are calculated by applying a cost-to-retail ratio to the retail value of inventories. Chase General Corporation and Subsidiary
CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 20192022 Item 7 | MANAGEMENT'SITEM 7 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) |
Critical Accounting Policies and Estimates (Continued)
Impairment of Long-Lived Assets
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amounts of such assets to future net cash flows expected to be generated by the assets. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceed the fair value of the assets.
New Accounting Guidance
See Note 1,RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS,to the consolidated financial statements for a discussion of new accounting standards.
Results of Operations The following table sets forth for the years indicated, the percentage of sales of certain items in the Company’s consolidated statements of operations for the years ended June 30, 20192022 and 2018,2021, respectively: | | | 2019 | | | 2018 | | | Sales | | | 100.00 | % | | | 100.00 | % | | Cost of Sales | | | 74.32 | | | | 77.81 | | | Gross Profit on Sales | | | 25.68 | | | | 22.19 | | | Selling Expense | | | 11.28 | | | | 14.53 | | | General and Administrative Expense | | | 16.31 | | | | 17.54 | | | (Gain)/Loss on Sale of Equipment | | | (0.59 | ) | | | 0.12 | | | Loss from Operations | | | (1.32 | ) | | | (10.00 | ) | | Other Expense, Net | | | (0.07 | ) | | | (0.12 | ) | | Loss before Income Taxes | | | (1.39 | ) | | | (10.12 | ) | | Income Taxes Benefit | | | - | | | | (0.97 | ) | | Net Loss | | | (1.39 | ) | | | (9.15 | ) | | Preferred Dividends | | | (5.08 | ) | | | (4.78 | ) | | | | | | | | | | | | Loss Applicable to Common Stockholders | | | (6.47 | )% | | | (13.93 | )% |
| | | | | | | | | For the Years Ended | | | | | June 30, | | | | | 2022 | | 2021 | | | Sales | | 100 | % | 100 | % | | Cost of Sales | | 72 | % | 65 | % | | Gross Profit on Sales | | 28 | % | 35 | % | | Operating Expenses | | 29 | % | 29 | % | | Income (Loss) from Operations | | (1) | % | 6 | % | | Other Income, Net | | — | % | 6 | % | | Net Income (Loss) before Income Taxes | | (1) | % | 12 | % | | Income Tax Provision (Benefit) | | — | % | — | % | | Net Income (Loss) | | (1) | % | 12 | % | |
Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
Item 7 | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) |
Fiscal Year 20192022 Compared to Fiscal Year 20182021 Sales During the year ended June 30, 2019,2022, sales, net of returns and allowances, decreased $159,603increased $104,086 or 6.0%3.5% as compared to the year ended June 30, 2018.2021. Sales for Chase Candy products decreased$48,852 $19,672 or 3.2%1.1% to $1,456,781$1,849,227 for the year ended June 30, 20192022 compared to $1,505,633$1,868,899 for 2018.the year ended June 30, 2021. Sales for Seasonal Candy products increased $66,496$123,758 or 5.4%11.34% to $1,162,700$1,215,216 for the year ended June 30, 20192022 as compared to $1,229,196 for 2018. The Company’s returns and allowances decreased $21,011 or 31.2% to $46,240$1,091,458 for the year ended June 30, 2019, compared to $67,251 for the year ended June 30, 2018. The Company’s other sales increased $1,712 or 13.5% to $14,370 for the year ended June 30, 2019, compared to $12,658 for the year ended June 30, 2018.Due to the adoption of Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (ASC 606), adjustments disclosed in Note 1 totaling $66,978 for the year ended June 30, 2019 were recorded as a reduction to revenue.2021. Sales for Chase Candy consisted of the following divisions: L276 Cherry Mash Distributor Pack division, Cherry Mash Merchandisers division, L260 Changemaker Jar division, L279/L299 Bulk Mini Mash division, and L278/L212 Mini Mash division. The 3.2%1.1% decrease in sales of Chase Candy of $48,852$19,672 for the year ended June 30, 20192022 over the same period ended June 30, 2018,2021, is primarily due to the following: 1) decreased sales of the L276 Cherry Mash Distributor PackMerchandisers division by approximately $63,000$90,000 versus the same period a year ago, primarily due to a decrease in orders from existing customers, 2) decreased sales of the CherryL278/L212 Mini Mash internet sales via the Company’s websitedivision by approximately $5,000$58,000 versus the same period a year ago, primarily due to a decrease in orders from existing customers, 3) various other fluctuations netting to a decrease of approximately $3,500, 4) decreased sales of the L279/L299 Bulk MiniCherry Mash divisioninternet sales via the Company’s website by approximately $500$20,000 versus the same period a year ago, primarily due to a decrease in orders from existing customers,customers; offset by 4) increased sales of the L276 Cherry Mash Distributor Pack division by approximately $126,000 versus the same period a year ago, primarily due to an increase in orders from existing customers, 5) increased sales of Cherrythe L279/L299 Bulk Mini Mash Merchandisers division by approximately $15,500$17,000 versus the same period a year ago, primarily due to an increase in orders from existing customers, and 6) increased sales of the L278/L212 Mini Mash division byL260 Changemaker Jar Division of approximately $7,500$6,000 versus the same period a year ago, primarily due to an increase in orders from existing customers. CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 2022 ITEM 7 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) Fiscal Year 2022 Compared to Fiscal Year 2021 (Continued) Sales (Continued) Sales for Seasonal Candy consisted of the following divisions: bulk seasonal division, clamshell seasonal division, and the generic seasonal division. The 5.4% decrease11.3% increase in sales of Seasonal Candy of $66,496$123,758 for the year ended June 30, 20192022 over the same period ended June 30, 2018,2021, is primarily due to the net effect of the following: 1) decreasedincreased sales in the Chase clamshell seasonal division by approximately $53,000 versus the same period a year ago, primarily due to increased orders from existing customers, 2) increased sales in the generic seasonal division by approximately $28,000$100,000 due to decreasedincreased orders from existing customers; 2)offset by 3) decreased sales in the bulk seasonal division by approximately $27,000$22,000 versus the same period a year ago, primarily due to decreased orders from existing customers and; 3) decreasedand 4) various other product sales in the Chase clamshell seasonal division bydecreases of approximately $10,500 versus the same period a year ago, primarily due to decreased orders from existing customers.$7,000. Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
Item 7 | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) |
Fiscal Year 2019 Compared to Fiscal Year 2018 (Continued)
Cost of Sales Cost of sales for the year ended June 30, 2019,2022, as compared to the year ended June 30, 2018, decreased2021, increased by 10.2%15%. The cost of sales decreased$212,156increased $287,068 to$1,873,249 $2,198,765 while decreasingincreasing to 74.3%71.8% of sales for the year ended June 30, 2019,2022, compared to $2,085,405$1,911,697 or 77.8%64.6% of sales for the year ended June 30, 2018.2021. The 10.2% decrease15% increase in cost of sales of $212,156$287,068 is primarily due to the net impact of a 6.0% decrease in sales of $159,603, a 5.7% decrease in the price of peanuts offset by a 4.9% increase in the price of corn. Due to volatility in the regions where theseinflationary impacts on raw materials are grown, management anticipates the prices of these raw materials to continue to fluctuate primarily based on supplysuch as chocolate and demand. Management has made sales price adjustments to correspond with changes in raw material prices.packaging supplies. Labor costs, including wages, vacation pay and payroll taxes of $441,898$757,292 for the year ended June 30, 2019, decreased 2.4%2022, increased 12.5% or $10,814$84,413 as compared to $452,712$672,879 for the periodyear ended 2018June 20, 2021 primarily due to decreasedincreased production wages due to decreasedincreased hours, bonuses, and pay rates compared to the same period ended June 30, 2018.2021. Freight expense, including shipping and handling costs on goods shipped of $147,635$134,620 for the year ended June 30, 2019, decreased 5.01%2022, increased 16.5% or $7,786$19,033 as compared to $155,421 for the period ended 2018 due primarily to a decrease in sales. Gross Profit on Sales
The gross profit increased 8.8% or $52,553 to $647,384 increasing to 25.7% of related sales$115,587 for the year ended June 30, 2019,2021 due primarily to inflationary impacts such as compared to $594,831 or 22.2%costs of related sales for the year ended June 30, 2018, as a net result of the 10.2% decrease in cost of sales described above and the 6.0% decrease in sales.fuel.
Finished goods inventory as of June 30, 2019 of $200,085 decreased $8,169 or 3.9% from the June 30, 2018 finished goods inventory of $208,254. Raw materials inventory as of June 30, 2019 of $45,456 decreased $28,811 or 38.8% from the June 30, 2018 raw materials inventory of $74,267. Packaging materials inventory as of June 30, 2019 of $151,795 decreased $389 or 0.3% from June 30, 2018 packaging materials inventory of $152,184. Goods in process inventory as of June 30, 2019 of $12,999 increased $2,062 or 18.9% from the June 30, 2018 goods in process inventory of $10,937. Inventory levels vary based primarily on sales and purchases.
CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 20192022 Item 7 | MANAGEMENT'SITEM 7 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) |
Fiscal Year 20192022 Compared to Fiscal Year 20182021 (Continued) Gross Profit on Sales The gross profit decreased 17.5% or $182,982 to $865,678 decreasing to 28.3% of related sales for the year ended June 30, 2022, as compared to $1,048,660 or 35.4% of related sales for the year ended June 30, 2021, as a net result of the 15% increase in cost of sales described above, the 3.5% increase in sales and a price increase that was effective in early 2022. Finished goods inventory as of June 30, 2022 of $360,225 increased $72,980 or 25.4% from the June 30, 2021 finished goods inventory of $287,245. Raw materials inventory as of June 30, 2022 of $93,326 decreased $3,998 or 4.1% from the June 30, 2021 raw materials inventory of $97,324. Packaging materials inventory as of June 30, 2022 of $293,123 increased $68,805 or 30.7% from June 30, 2021 packaging materials inventory of $224,318. Goods in process inventory as of June 30, 2022 of $18,603 increased $7,349 or 65.3% from the June 30, 2021 goods in process inventory of $11,254. Inventory levels vary based primarily on sales and purchases. Selling Expenses Selling expenses for the year ended June 30, 2019 decreased $104,9632022 increased $1,217 to $284,410,$321,992, which is 11.3%10.5% of sales, compared to $389,373$320,775 or 14.5%10.8% of sales for the year June 30, 2018.2021. This decreaseincrease is primarily due to higher commissions as a result of the adoption of ASC 606, lower vehicle depreciation, lower, sales salaries, lower autoforce being able to return to client sites and trade shows. Commission expense and lower shipping expense.With the adoption of ASC 606, the Company no longer includes advertising and bill backs with selling expenses. The expenses included in selling expenses totaled $74,935increased $12,180 to $131,468 for the year ended June 30, 2018. As disclosed in Note 1, adjustments of $66,978 were made2022, as compared to selling expenses$119,288 for the year ended June 30, 2019. Depreciation expense2021 primarily due to an increase in sales of items where the Company pays commissions as well as the operations of the sales team returning to pre-pandemic nature of operations. The above increase was offset by a decrease in shipping costs associated with selling expenses which decreased $9,023$12,297 to $31,085$35,128 for the year ended June 30, 2019,2022, as compared to $40,108$47,425 for the year ended June 30, 2018 primarily due to selling a vehicle in the prior year. Sales salaries decreased $7,481 to $98,582 for the year ended June 30, 2019, as compared to $106,063 for the year ended June 30, 2018, primarily due to the retirement of one of the salespersons. Auto expense decreased $7,308 to $7,941 for the year ended June 30, 2019, as compared to $15,249 for the year ended June 30, 2018, primarily due to selling a vehicle in the prior year. Shipping expenses decreased $5,191 to $31,501 for the year ended June 30, 2019, as compared to $36,692 for the year ended June 30, 2018, primarily due to a decrease in the shipment of online orders.2021. General and Administrative Expenses General and administrative expenses for the year ended June 30, 2019 decreased $59,0932022 increased $24,225 to $410,999,$565,950, which is 16.3%18.5% of sales, compared to $470,092$541,725 or 17.5%18.3% of sales for the year ended June 30, 2018.2021. The decreaseincrease is primarily due to lower website expense, lower miscellaneous general expense,higher professional fees and lower bad debt expense offset by higher office salaries. Website expense decreased $38,898insurance expense. Professional fees increased $10,029 to $14,971$210,770 for the year ended June 30, 2019,2022, as compared to $53,869$200,741 for the year ended June 30, 20182021 primarily due to redesigning the website for the 100th anniversary of the Cherry Mash in the prior year. Miscellaneous generalincreased audit and consulting fees. Insurance expense decreased $15,025increased $17,500 to $7,509$163,661 for the year ended June 30, 2019,2022, as compared to $22,534$146,161 for the year ended June 30, 20182021 primarily due to the paymentincrease in insurance premiums. Other Income (Expense) Other income reflects income of a non-recurring workplace penalty in the prior year. Bad debt expense decreased $8,672 to $(540)$895 for the year ended June 30, 2019,2022, as compared to $8,132income of $177,573 for thethe year ended June 30, 20182021. This decrease of $176,678 in other income was primarily due to a write offthe gain on extinguishment of additional receivablesdebt related to the Paycheck Protection Program loan received in the prior year. Office salaries increased $3,611 to $93,699 for the year ended June 30, 2019, as compared to $90,088 for the year ended June 30, 2018 primarily due to annual raises for employees.2021. CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 20192022 Item 7 | MANAGEMENT'SITEM 7 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) |
Fiscal Year 20192022 Compared to Fiscal Year 20182021 (Continued) Loss from Operations
Loss from operations for the year ended June 30, 2019 was (1.3)% of sales, as compared to a loss from operations of (10.0)% of sales for the year ended June 30, 2018 for the reasons previously described.
Other Expense
Other expense reflects a net expense of $1,878 for the year endedJune 30, 2019, as compared to net expense of $3,290 for the year endedJune 30, 2018. This decrease of $1,412 in other expense was primarily due to increases of $2,781 and $1,369 in miscellaneous income and interest expense, respectively. The increase in miscellaneous income is primarily due to a refund received by the company during the year ended June 30, 2018.
Loss before Income Taxes
Loss before income taxes was $35,062 for the year ended June 30, 2019, as compared to a loss before income taxes of $271,263 for the year ended June 30, 2018. The reasons for the decrease of $236,201 have been previously discussed.
Tax Benefit for Income Taxes(Provision) The Company recorded no income tax benefit for the yearyears ended June 30, 2019 of $0 ascompared to an income tax benefit of $(26,022) for the year ended June 30, 2018. The income tax benefit for the year endedJune 30, 2019decreased as a result of, among other things,2022 and 2021. Additionally, the Company placinghas placed a valuation allowance on the net operating loss carryforwarddeferred tax asset of $313,056$30,500 for the current year afteras it was determined that it is not likely the Company would not be likely to use the remaining balance in the near future. Net LossIncome (Loss) Net loss for the year ended June 30, 20192022 was $35,062,$21,369, compared to a net lossincome for the year ended June 30, 20182021 of $(245,241).$363,733. This decrease of $210,179$385,102 is the result of those items previously discussed. Preferred Dividends Preferred dividends were $128,072 for the years ended June 30, 2022 and June 30, 2021, which reflects additional preferred stock dividends in arrears on the Company’s Series A and Series B $5 par value preferred stock and its Series A and Series B $20 par value preferred stock. Net Income (Loss) Applicable to Common Stockholders Net loss applicable to common stockholders for the year ended June 30, 2022 was $(149,441) which is a decrease of $385,102 as compared to the net income applicable to common stockholders for the year ended June 30, 2021 of $235,661. Liquidity and Sources of Capital The table below presents the summary of cash flow for the fiscal year indicated. | | | 2019 | | | 2018 | | | Net Cash Provided (Used) by Operating Activities | | $ | (49,084 | ) | | $ | 13,918 | | | Net Cash Used by Investing Activities | | $ | (1,310 | ) | | $ | (38,585 | ) | | Net Cash Provided by (Used in) Financing Activities | | $ | 67,065 | | | $ | (19,386 | ) |
| | | | | | | | | | For the Years Ended | | | | June 30, | | | | 2022 | | 2021 | | Net Cash Provided by (Used by) Operating Activities | | $ | 29,754 | | $ | (134,716) | | Net Cash Used by Investing Activities | | $ | (18,628) | | $ | (15,880) | | Net Cash Provided by (Used by) Financing Activities | | $ | (4,730) | | $ | 104,321 | |
Management has made no material commitments for capital expenditures for fiscal 2023. The $29,754 of cash provided by operating activities for the year ended June 30, 2022 is fully detailed in the consolidated statement of cash flows. The cash used by investing and financing activities for the year ended June 30, 2022 is fully detailed in the consolidated statement of cash flows. CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED JUNE 30, 20192022 Item 7 | MANAGEMENT'SITEM 7 MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) |
Fiscal Year 20192022 Compared to Fiscal Year 20182021 (Continued) Operating Activities
The negative cash flowLiquidity and Sources of $49,084 generated from operations is a result of a fluctuation in sales, decreases in accounts payable and the loss generated from operations. During the year ended June 30, 2019, sales, net of returns and allowances, decreased $159,603, or 6.0% as compared to the year ended June 30, 2018. Total inventory as of June 30, 2019 of $410,335 decreased $35,307 or 7.9% from the June 30, 2018 total inventory of $445,642. Trade receivables as of June 30, 2019 of $137,869 increased $2,538 or 1.9% from the June 30, 2018 trade receivables of $135,331. The timing of payments on accounts payable had the most significant impact on cash flow generated from operations.
Investing ActivitiesCapital (Continued)
The negative cash flow of $1,310 from investing is a result of equipment purchases. Machinery and equipment cash purchases of $1,310 and $72,585 were made during the years ended June 30, 2019 and 2018, respectively. Proceeds from the sale of machinery and equipment were $34,000 during the year ended June 30, 2018.
Financing Activities
The Company borrowed $425,000 and $330,000, respectively, on its line-of-credit during the fall of 2018 (fiscal 2019) and 2017 (fiscal 2018) busy seasons. Payments of $340,000 and $330,000, respectively, were paid for years ended June 30, 2019 and 2018. The Company entered into a $350,000 line-of-credit agreement expiring onJanuary 4, 2020, with a variable interest rate at prime but not less than 5%. The line-of-credit is collateralized by substantially all assets of the Company. Management anticipates renewal of the line-of-credit agreement at similar terms upon expiration.
Notes payable principal payments were $17,935 and $19,386 for years ended June 30, 2019 and 2018, respectively.
Overall cash and cash equivalents increased $16,671$6,396 to $18,800$13,511 at June 30, 20192022 from $2,129$7,115 at June 30, 2018.2021. At June 30, 2019,2022, the Company’s accumulated deficit was $5,957,059,$5,726,735, compared to an accumulated deficit of $5,887,988$5,705,366 as of June 30, 2018.2021. Working capital as of June 30, 2019 increased $35,2412022 decreased $7,074 to $410,322$561,602 from $375,081$568,676 as of June 30, 2018.2021. Chase General Corporation and Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
| Item 7 | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED) |
Fiscal Year 2019 Compared to Fiscal Year 2018 (Continued)
Liquidity and Sources of Capital (Continued)
Financing Activities (Continued)
The Company’s lease on its office and plant facility is effective through March 31, 2025, with an option to extend for an additional term of five years, and currently requires payments of $6,500 per month. At the end of each five yearfive-year period, the base rent may be increased by an amount not greater than 30%, at the sole discretion of lessor. The facility is leased from an entity that is partially owned by the son of the Chief Executive Officer of the Company. In order to maintain funds to finance operations and meet debt obligations, it is the intention of management to continue its efforts to expand the present market area and increase sales to its customers. Management also intends to continue tight control on all expenditures.Due to volatility in the regions where these raw materials are grown, management anticipates the prices of these raw materials to continue to fluctuate primarily based on supply and demand. PrimarilyGross margins have decreased primarily due to the fluctuations in these raw material prices, gross margins have decreased due to unchanged sales prices during the period.prices. Management intends to make sales price adjustments in the future to correspond with changes in raw material prices. Management believes that the projected cash flow from operations combined with the availability on the line of credit will be sufficient to meet its funding requirements for the foreseeable future. Item 7A | ITEM 7AQUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK |
Not applicable to a smaller reporting company. Item 8 | ITEM 8 CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA |
The Consolidated Financial Statements meeting the requirements of Regulation S-B are contained on pages 17 through 37 of this Form 10-K. Chase General CorporationCHASE GENERAL CORPORATION AND SUBSIDIARY
CONSOLIDATED FINANCIAL REPORT TABLE OF CONTENTS FOR THE YEARS ENDED JUNE 30, 20192022 AND 20182021 Report of Independent Registered Public Accounting FirmREPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and Board of Directors of Chase General Corporation Opinion on the Financial Statements We have audited the accompanying consolidated balance sheet of Chase General Corporation and its subsidiary (the Company) as of June 30, 2022, the related consolidated statements of operations, stockholders' equity and cash flows for the year then ended, and the related notes to the consolidated financial statements (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of June 30, 2022, and the results of its operations and its cash flows for the year then ended, in conformity with accounting principles generally accepted in the United States of America. Basis for Opinion These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audit we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. Critical Audit Matters Critical audit matters are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements, and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters. HoganTaylor LLP 
We have served as the Company's auditor since 2022. Oklahoma City, Oklahoma September 23, 2022 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors Chase General Corporation and Subsidiary:Subsidiary Opinion on the Financial Statements We have audited the accompanying consolidated balance sheetssheet of Chase General Corporation and Subsidiary (“Company”) as of June 30, 2019 and 2018,2021, and the related consolidated statementsstatement of operations, stockholders’ equity, and cash flows for the yearsyear then ended and the related notes (collectively referred to as the “financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of June 30, 2019 and 2018,2021, and the results of its operations and its cash flows for the years thenyear in the period ended June 30, 2021, in conformity with accounting principles generally accepted in the United States of America. Adoption of New Accounting Standard
As discussed in Note 1 to the consolidated financial statements, the Company changed its method of accounting for revenue from contracts with customers as a result of the adoption of Accounting Standards Codification Topic 606, Revenue from Contracts with Customers effective July 1, 2018, under the modified retrospective method.
Basis for Opinion These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB"(“PCAOB”) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters Critical audit matters are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. We determined that there are no critical audit matters. /s/ Mayer Hoffman McCann P.C. We have served as the Company'sCompany’s auditor since 2008.from 2008 to 2022 Kansas City, Missouri September 30, 2019October 13, 2021
CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS JUNE 30, 2022 AND 2021 | | | | | | | | | June 30, | | June 30, | | | 2022 | | 2021 | | | | | | | ASSETS | | | | | | | | | | | | | | CURRENT ASSETS | | | | | | | Cash and Cash Equivalents | | $ | 13,511 | | $ | 7,115 | Trade Receivables, Net of Allowance for Doubtful Accounts of $948 and $14,948, | | | | | | | Respectively | | | 141,336 | | | 196,802 | Inventories: | | | | | | | Finished Goods | | | 360,225 | | | 287,245 | Goods in Process | | | 18,603 | | | 11,254 | Raw Materials | | | 93,326 | | | 97,324 | Packaging Materials | | | 293,123 | | | 224,318 | Prepaid Expenses | | | 6,640 | | | 10,137 | Total Current Assets | | | 926,764 | | | 834,195 | | | | | | | | PROPERTY AND EQUIPMENT | | | | | | | Land | | | 35,000 | | | 35,000 | Buildings | | | 77,348 | | | 77,348 | Machinery and Equipment | | | 886,341 | | | 867,691 | Trucks and Autos | | | 158,632 | | | 158,632 | Office Equipment | | | 33,025 | | | 33,025 | Leasehold Improvements | | | 72,068 | | | 72,068 | Total | | | 1,262,414 | | | 1,243,764 | Less: Accumulated Depreciation and Amortization | | | (1,149,835) | | | (1,111,377) | Total Property and Equipment, Net | | | 112,579 | | | 132,387 | | | | | | | | OTHER LONG-TERM ASSETS | | | | | | | Right of Use Assets | | | 196,126 | | | 259,293 | Total Long-Term Assets | | | 308,705 | | | 391,680 | | | | | | | | Total Assets | | $ | 1,235,469 | | $ | 1,225,875 |
The accompanying notes are an integral part of the consolidated financial statements. CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (CONTINUED) Chase General Corporation and SubsidiaryJUNE 30, 2022 AND 2021
consolidated balance sheets | | | | | | | | | June 30, | | June 30, | | | 2022 | | 2021 | | | | | | | LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | | | | | | | CURRENT LIABILITIES | | | | | | | Accounts Payable | | $ | 135,705 | | $ | 40,274 | Current Maturities of Notes Payable | | | 120,000 | | | 124,730 | Current Maturities of Lease Liability | | | 67,351 | | | 63,137 | Accrued Expenses | | | 32,598 | | | 26,285 | Refund Liability Owed to Customers | | | 8,209 | | | 9,794 | Deferred Income | | | 1,299 | | | 1,299 | Total Current Liabilities | | | 365,162 | | | 265,519 | | | | | | | | LONG-TERM LIABILITIES | | | | | | | Lease Liabilities, Less Current Maturities | | | 128,775 | | | 196,156 | Deferred Income | | | 2,271 | | | 3,570 | Total Long-Term Liabilities | | | 131,046 | | | 199,726 | | | | | | | | Total Liabilities | | | 496,208 | | | 465,245 | | | | | | | | COMMITMENTS AND CONTINGENCIES (NOTE 8) | | | | | | | | | | | | | | STOCKHOLDERS’ EQUITY | | | | | | | Capital Stock Issued and Outstanding: | | | | | | | Prior Cumulative Preferred Stock, $5 Par Value: | | | | | | | Series A (Liquidation Preference $2,430,000 and $2,400,000, Respectively) | | | 500,000 | | | 500,000 | Series B (Liquidation Preference $2,385,000 and $2,355,000, Respectively) | | | 500,000 | | | 500,000 | Cumulative Preferred Stock, $20 Par Value: | | | | | | | Series A (Liquidation Preference $5,428,928 and $5,370,395, Respectively) | | | 1,170,660 | | | 1,170,660 | Series B (Liquidation Preference $884,750 and $875,211, Respectively) | | | 190,780 | | | 190,780 | Common Stock, $1 Par Value | | | 969,834 | | | 969,834 | Paid-In Capital in Excess of Par | | | 3,134,722 | | | 3,134,722 | Accumulated Deficit | | | (5,726,735) | | | (5,705,366) | Total Stockholders’ Equity | | | 739,261 | | | 760,630 | | | | | | | | Total Liabilities and Stockholders’ Equity | | $ | 1,235,469 | | $ | 1,225,875 |
june 30, 2019 and 2018
| | | 2019 | | | 2018 | | | ASSETS | | | | | | | | | | | | | | | | | | | | CURRENT ASSETS | | | | | | | | | | Cash and Cash Equivalents | | $ | 18,800 | | | $ | 2,129 | | | Trade Receivables, Net of Allowance for Doubtful Accounts of $12,849 and $13,389, Respectively | | | 137,869 | | | | 135,331 | | | Inventories: | | | | | | | | | | Finished Goods | | | 200,085 | | | | 208,254 | | | Goods in Process | | | 12,999 | | | | 10,937 | | | Raw Materials | | | 45,456 | | | | 74,267 | | | Packaging Materials | | | 151,795 | | | | 152,184 | | | Prepaid Expenses | | | 7,653 | | | | 12,225 | | | Total Current Assets | | | 549,013 | | | | 595,327 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | PROPERTY AND EQUIPMENT | | | | | | | | | | Land | | | 35,000 | | | | 35,000 | | | Buildings | | | 77,348 | | | | 77,348 | | | Machinery and Equipment | | | 851,791 | | | | 851,791 | | | Trucks and Autos | | | 158,632 | | | | 163,039 | | | Office Equipment | | | 33,025 | | | | 33,025 | | | Leasehold Improvements | | | 72,068 | | | | 72,068 | | | Total | | | 1,227,864 | | | | 1,232,271 | | | Less Accumulated Depreciation | | | 1,016,764 | | | | 997,091 | | | | | | | | | | | | | Total Property and Equipment, Net | | | 211,100 | | | | 235,180 | | | | | | | | | | | | | | | | | | | | | | | Total Assets | | $ | 760,113 | | | $ | 830,507 | |
The accompanying notes are an integral part of the consolidated financial statements.statements. CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS (CONTINUED)STATEMENTS OF OPERATIONS JuneJUNE 30, 20192022 AND 20182021
| | | | | | | | | For the Years Ended | | | June 30, | | | 2022 | | 2021 | SALES | | $ | 3,064,443 | | $ | 2,960,357 | | | | | | | | COST OF SALES | | | 2,198,765 | | | 1,911,697 | Gross Profit on Sales | | | 865,678 | | | 1,048,660 | | | | | | | | OPERATING EXPENSES | | | | | | | Selling | | | 321,992 | | | 320,775 | General and Administrative | | | 565,950 | | | 541,725 | Total Operating Expenses | | | 887,942 | | | 862,500 | | | | | | | | Income (Loss) from Operations | | | (22,264) | | | 186,160 | | | | | | | | OTHER INCOME (EXPENSE) | | | | | | | Miscellaneous Income | | | 4,957 | | | 8,758 | Gain on Extinguishment of Debt (Note 3) | | | — | | | 171,500 | Interest Expense | | | (4,062) | | | (2,685) | Total Other Income, net | | | 895 | | | 177,573 | | | | | | | | Income (Loss) before Income Taxes | | | (21,369) | | | 363,733 | | | | | | | | INCOME TAX BENEFIT (PROVISION) | | | — | | | — | | | | | | | | NET INCOME (LOSS) | | $ | (21,369) | | $ | 363,733 | | | | | | | | EARNINGS (LOSS) PER SHARE | | | | | | | Basic | | $ | (0.15) | | $ | 0.24 | | | | | | | | Diluted | | $ | (0.15) | | $ | 0.18 |
| | | 2019 | | | 2018 | | | LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | | | | | | | | | | | | | CURRENT LIABILITIES | | | | | | | | | | Accounts Payable | | $ | 78,549 | | | $ | 176,871 | | | Current Maturities of Notes Payable | | | 97,133 | | | | 11,224 | | | Accrued Expenses | | | 28,851 | | | | 30,852 | | | Refund Liability Owed to Customers | | | 10,403 | | | | - | | | Deferred Income | | | 1,299 | | | | 1,299 | | | Total Current Liabilities | | | 216,235 | | | | 220,246 | | | | | | | | | | | | | LONG-TERM LIABILITIES | | | | | | | | | | Notes Payable, Less Current Maturities | | | 20,408 | | | | 24,787 | | | Deferred Income | | | 6,168 | | | | 7,466 | | | Total Long-Term Liabilities | | | 26,576 | | | | 32,253 | | | | | | | | | | | | | Total Liabilities | | | 242,811 | | | | 252,499 | | | | | | | | | | | | | COMMITMENTS AND CONTINGENCIES (NOTE 8) | | | | | | | | | | | | | | | | | | | | STOCKHOLDERS' EQUITY | | | | | | | | | | Capital Stock Issued and Outstanding: | | | | | | | | | | Prior Cumulative Preferred Stock, $5 Par Value: | | | | | | | | | | Series A (Liquidation Preference $2,340,000 and $2,310,000, Respectively) | | | 500,000 | | | | 500,000 | | | Series B (Liquidation Preference $2,295,000 and $2,265,000, Respectively) | | | 500,000 | | | | 500,000 | | | Cumulative Preferred Stock, $20 Par Value: | | | | | | | | | | Series A (Liquidation Preference $5,253,329 and $5,194,796, Respectively) | | | 1,170,660 | | | | 1,170,660 | | | Series B (Liquidation Preference $856,133 and $846,594, Respectively) | | | 190,780 | | | | 190,780 | | | Common Stock, $1 Par Value | | | 969,834 | | | | 969,834 | | | Paid-In Capital in Excess of Par | | | 3,134,722 | | | | 3,134,722 | | | Accumulated Deficit | | | (5,923,050 | ) | | | (5,887,988 | ) | | Total Stockholders' Equity | | | 517,302 | | | | 578,008 | | | | | | | | | | | | | Total Liabilities and Stockholders' Equity | | $ | 760,113 | | | $ | 830,507 | |
The accompanying notes are an integral part of the consolidated financial statements. CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED STATEMENTS OF OPERATIONSSTOCKHOLDERS’ EQUITY Years Ended juneYEARS ENDED JUNE 30, 20192022 AND 20182021
| | | | | | | | | | | | | | | | | | | | | | | | | | | Prior Cumulative | | Cumulative | | | | | | | | | | | | | | | Preferred Stock | | Preferred Stock | | Common | | Paid-In | | Accumulated | | | | | | Series A | | Series B | | Series A | | Series B | | Stock | | Capital | | Deficit | | Total | BALANCE, July 1, 2020 | | $ | 500,000 | | $ | 500,000 | | $ | 1,170,660 | | $ | 190,780 | | $ | 969,834 | | $ | 3,134,722 | | $ | (6,069,099) | | $ | 396,897 | | | | | | | | | | | | | | | | | | | | | | | | | | Net Income | | | — | | | — | | | — | | | — | | | — | | | — | | | 363,733 | | | 363,733 | | | | | | | | | | | | | | | | | | | | | | | | | | BALANCE, June 30, 2021 | | | 500,000 | | | 500,000 | | | 1,170,660 | | | 190,780 | | | 969,834 | | | 3,134,722 | | | (5,705,366) | | | 760,630 | | | | | | | | | | | | | | | | | | | | | | | | | | Net Loss | | | — | | | — | | | — | | | — | | | — | | | — | | | (21,369) | | | (21,369) | | | | | | | | | | | | | | | | | | | | | | | | | | BALANCE, June 30, 2022 | | $ | 500,000 | | $ | 500,000 | | $ | 1,170,660 | | $ | 190,780 | | $ | 969,834 | | $ | 3,134,722 | | $ | (5,726,735) | | $ | 739,261 | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | 2019 | | | 2018 | | | SALES | | $ | 2,520,633 | | | $ | 2,680,236 | | | | | | | | | | | | | COST OF SALES | | | 1,873,249 | | | | 2,085,405 | | | Gross Profit on Sales | | | 647,384 | | | | 594,831 | | | | | | | | | | | | | OPERATING EXPENSES | | | | | | | | | | Selling Expenses | | | 284,410 | | | | 389,373 | | | General and Administrative Expenses | | | 410,999 | | | | 470,092 | | | (Gain)/Loss on Sale of Equipment | | | (14,841 | ) | | | 3,339 | | | Total Operating Expenses | | | 680,568 | | | | 862,804 | | | | | | | | | | | | | Loss from Operations | | | (33,184 | ) | | | (267,973 | ) | | | | | | | | | | | | OTHER INCOME (EXPENSE) | | | | | | | | | | Miscellaneous Income | | | 4,832 | | | | 2,051 | | | Interest Expense | | | (6,710 | ) | | | (5,341 | ) | | Total Other Expense | | | (1,878 | ) | | | (3,290 | ) | | | | | | | | | | | | Loss before Income Taxes | | | (35,062 | ) | | | (271,263 | ) | | | | | | | | | | | | INCOME TAXES BENEFIT | | | - | | | | (26,022 | ) | | | | | | | | | | | | NET LOSS | | $ | (35,062 | ) | | $ | (245,241 | ) | | | | | | | | | | | | NET LOSS PER SHARE OF COMMON STOCK | | | | | | | | | | - BASIC | | $ | (0.17 | ) | | $ | (0.38 | ) | | - DILUTED | | $ | (0.17 | ) | | $ | (0.38 | ) |
The accompanying notes are an integral part of the consolidated financial statements.
CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITYCASH FLOWS Years Ended juneFOR THE YEARS ENDED JUNE 30, 20192022 AND 20182021
| | | | | | | | | | For the Year Ended | | | | June 30, | | | | 2022 | | 2021 | | CASH FLOWS FROM OPERATING ACTIVITIES | | | | | | | | Collections from Customers | | $ | 3,119,909 | | $ | 2,906,017 | | Cost of Sales, Selling, General and Administrative Expenses Paid | | | (3,086,093) | | | (3,038,048) | | Interest Paid | | | (4,062) | | | (2,685) | | Net Cash Provided by (Used by) Operating Activities | | | 29,754 | | | (134,716) | | | | | | | | | | CASH FLOWS FROM INVESTING ACTIVITIES | | | | | | | | Purchases of Property and Equipment | | | (18,628) | | | (15,880) | | Net Cash Used by Investing Activities | | | (18,628) | | | (15,880) | | | | | | | | | | CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | | | Proceeds from Line of Credit | | | 375,000 | | | 395,000 | | Principal Payments on Line of Credit | | | (375,000) | | | (275,000) | | Principal Payments on Notes Payable | | | (4,730) | | | (15,679) | | Net Cash Provided By (Used by) Financing Activities | | | (4,730) | | | 104,321 | | | | | | | | | | NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | | | 6,396 | | | (46,275) | | | | | | | | | | Cash and Cash Equivalents - Beginning of Period | | | 7,115 | | | 53,390 | | | | | | | | | | CASH AND CASH EQUIVALENTS - END OF PERIOD | | $ | 13,511 | | $ | 7,115 | | | | | | | | | | RECONCILIATION OF NET INCOME (LOSS) TO NET CASH PROVIDED BY (USED BY) OPERATING ACTIVITIES | | | | | | | | Net Income (Loss) | | $ | (21,369) | | | 363,733 | | Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by (Used by) Operating Activities: | | | | | | | | Depreciation and Amortization | | | 38,436 | | | 39,987 | | Allowance for Bad Debts | | | (14,000) | | | 1,777 | | Deferred Income Amortization | | | (1,299) | | | (1,299) | | Gain on Extinguishment of Debt | | | — | | | (171,500) | | Effects of Changes in Operating Assets and Liabilities: | | | | | | | | Trade Receivables | | | 69,466 | | | (54,340) | | Inventories | | | (145,136) | | | (306,655) | | Prepaid Expenses | | | 3,497 | | | (2,484) | | Accounts Payable | | | 95,431 | | | (7,631) | | Refund Liability Owed to Customers | | | (1,585) | | | (382) | | Accrued Expenses | | | 6,313 | | | 4,078 | | | | | | | | | | NET CASH PROVIDED BY (USED BY) OPERATING ACTIVITIES | | $ | 29,754 | | $ | (134,716) | |
| | | Prior Cumulative | | | Cumulative | | | | | | | | | | | | | | | | | Preferred Stock | | | Preferred Stock | | | Common | | | Paid-In | | | Accumulated | | | | | | | | Series A | | | Series B | | | Series A | | | Series B | | | Stock | | | Capital | | | Deficit | | | Total | | | BALANCE, JUNE 30, 2017 | | $ | 500,000 | | | $ | 500,000 | | | $ | 1,170,660 | | | $ | 190,780 | | | $ | 969,834 | | | $ | 3,134,722 | | | $ | (5,642,747 | ) | | $ | 823,249 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Net Loss | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | | | (245,241 | ) | | | (245,241 | ) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | BALANCE, JUNE 30, 2018 | | | 500,000 | | | | 500,000 | | | | 1,170,660 | | | | 190,780 | | | | 969,834 | | | | 3,134,722 | | | | (5,887,988 | ) | | | 578,008 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Net Loss | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | | | (35,062 | ) | | | (35,062 | ) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | BALANCE, JUNE 30, 2019 | | $ | 500,000 | | | $ | 500,000 | | | $ | 1,170,660 | | | $ | 190,780 | | | $ | 969,834 | | | $ | 3,134,722 | | | $ | (5,923,050 | ) | | $ | 542,946 | |
The accompanying notes are an integral part of the consolidated financial statements.
Table of Contents CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWSANNUAL REPORT ON FORM 10-K
Years Ended juneFOR THE YEARS ENDED JUNE 30, 2019 and 2018
| | | 2019 | | | 2018 | | | CASH FLOWS FROM OPERATING ACTIVITIES | | | | | | | | | | Collections from Customers | | $ | 2,518,095 | | | $ | 2,672,112 | | | Cost of Sales, Selling, General and Administrative Expenses Paid | | | (2,560,469 | ) | | | (2,652,853 | ) | | Interest Paid | | | (6,710 | ) | | | (5,341 | ) | | Net Cash Provided (Used) by Operating Activities | | | (49,084 | ) | | | 13,918 | | | | | | | | | | | | | CASH FLOWS FROM INVESTING ACTIVITIES | | | | | | | | | | Proceeds from Sale of Property and Equipment | | | - | | | | 34,000 | | | Purchases of Property and Equipment | | | (1,310 | ) | | | (72,585 | ) | | Net Cash Used by Investing Activities | | | (1,310 | ) | | | (38,585 | ) | | | | | | | | | | | | CASH FLOWS FROM FINANCING ACTIVITIES | | | | | | | | | | Proceeds from Line-of-Credit | | | 425,000 | | | | 330,000 | | | Principal Payments on Line-of-Credit | | | (340,000 | ) | | | (330,000 | ) | | Principal Payments on Notes Payable | | | (17,935 | ) | | | (19,386 | ) | | Net Cash Provided (Used) by Financing Activities | | | 67,065 | | | | (19,386 | ) | | | | | | | | | | | | NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | | | 16,671 | | | | (44,053 | ) | | | | | | | | | | | | Cash and Cash Equivalents, Beginning of Year | | | 2,129 | | | | 46,182 | | | | | | | | | | | | | CASH AND CASH EQUIVALENTS, END OF YEAR | | $ | 18,800 | | | $ | 2,129 | | | | | | | | | | | | | RECONCILIATION OF NET LOSS TO NET CASH PROVIDED BY OPERATING ACTIVITIES | | | | | | | | | | Net Loss | | $ | (35,062 | ) | | $ | (245,241 | ) | | Adjustments to Reconcile Net Loss to Net Cash Provided by | | | | | | | | | | Operating Activities: | | | | | | | | | | Depreciation and Amortization | | | 54,696 | | | | 65,204 | | | Allowance for Bad Debts | | | (540 | ) | | | (2,916 | ) | | Deferred Income Amortization | | | (1,298 | ) | | | (1,299 | ) | | Deferred Income Taxes | | | - | | | | 27,163 | | | (Gain)/Loss on Sale of Equipment | | | (14,841 | ) | | | 3,339 | | | Effects of Changes in Operating Assets and Liabilities: | | | | | | | | | | Trade Receivables | | | (1,998 | ) | | | (5,208 | ) | | Inventories | | | 35,307 | | | | 34,396 | | | Prepaid Expenses | | | 4,572 | | | | 12,464 | | | Income Taxes Receivable | | | - | | | | 11,160 | | | Accounts Payable | | | (98,322 | ) | | | 113,243 | | | Refund Liability Owed to Customers | | | 10,403 | | | | - | | | Accrued Expenses | | | (2,001 | ) | | | 1,613 | | | | | | | | | | | | | NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES | | $ | (49,084 | ) | | $ | 13,918 | |
The accompanying notes are an integral part of the consolidated financial statements.
Chase General Corporation AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years Ended June 30, 2019 and 2018
NOTE 1 NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES | NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES |
Nature of Business Chase General Corporation (the Company) was incorporated on November 6, 1944 in the state of Missouri for the purpose of manufacturing confectionery products. The Company grants credit terms to substantially all customers, consisting of repackers, grocery accounts, and national syndicate accounts, who are primarily located in the Midwest region of the United States. Significant accounting policies are as follows:
Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Dye Candy Company. All intercompany transactions and balances have been eliminated in consolidation. Segment Reporting of the Business The subsidiary, Dye Candy Company, operates two divisions, Chase Candy Products and Seasonal Candy Products. Chase Candy Products involve production and sale of a candy bar marketed under the trade name "Cherry Mash"“Cherry Mash”. The Seasonal Candy Products involve production and sale of coconut, peanut, chocolate, and fudge confectioneries. The products of both divisions are sold to the same type of customers in the same geographical areas. In addition, both divisions share a common labor force and utilize the same basic equipment and raw materials. Management considers these two divisions as one reportable segment in these consolidated financial statements. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Chase General Corporation AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years Ended June 30, 2019 and 2018
NOTE 1 | nature of business and SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Shipping and Handling Costs Shipping and handling costs for freight expense on goods shipped are included in cost of sales. Freight expense on goods shipped for the years ended June 30, 20192022 and 20182021 was $147,635$134,620 and $155,421,$115,587, respectively. Trade Receivables Trade receivables are uncollateralized customer obligations which generally require payment within thirty days from the invoice date. Trade receivables are stated at the invoice amount as no interest is charged to the customer for any past due amounts. Payments of trade receivables are applied to the specific invoices identified on the customer’s remittance advice or, if unspecified, to the earliest unpaid invoices. Table of Contents CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEARS ENDED JUNE 30, 2022 AND 2021 NOTE 1 NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Trade Receivables (Continued) The carrying amount of trade receivables is reduced by a valuation allowance that reflects management’s best estimate of amounts that will not be collected. The allowance for doubtful accounts is based on management’s assessment of the collectabilitycollectibility of specific customer accounts and the aging of the trade receivables. If there is a deterioration of a major customer’s credit worthiness or actual defaults are higher than the historical experience, management’s estimates of the recoverability of amounts due to the Company could be adversely affected. All accounts or portions thereof deemed to be uncollectible, or that require an excessive collection cost, are written off to the allowance for doubtful accounts. Inventories InventoriesRaw material and packaging material inventories are carried at the “lower of cost or net realizable value,” with cost being determined on the “first-in, first-out” basis of accounting. The cost of goods in process include an estimate for manufacturing overhead. Finished goods inventory are valued using the lower of cost or market value, determined by the retail inventory method. Under the retail inventory method, the valuation of finished goods inventory at cost and the resulting gross margins are calculated by applying a cost-to-retail ratio to the retail value of inventories.
Property and Equipment The Company’s property and equipment is recorded at cost and is being depreciated on straight-line and accelerated methodsmethod over the following estimated useful lives: Buildings | 39 years | | Buildings | | 39 years | Machinery and equipment | | 5 – 7 years | Trucks and autos | | 5 years | Office equipment | | 5 – 7 years | Leasehold improvements | | Lesser of estimated useful life or the lease term |
Chase General Corporation AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years Ended June 30, 2019 and 2018
NOTE 1 | NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Impairment of Long-Lived Assets Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to future net cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceed the fair value of the assets. Paycheck Protection Program Note The Small Business Administration Paycheck Protection Program Promissory Note further discussed in Note 3 is being accounted for under Accounting Standards Codification (ASC) 470, Debt. Under ASC 470, the initial recognition of the debt is a financial liability that accrues interest. Under ASC 470, derecognition of the liability will occur when the Company has been “legally released” or pays off the loan at which time forgiveness will be recorded as a gain on extinguishment. Table of Contents CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEARS ENDED JUNE 30, 2022 AND 2021 NOTE 1 NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Income Taxes Deferred income taxes are provided using the liability method for temporary differences between financial statement and income tax reporting. Temporary differences are differences between the amounts of assets and liabilities reported for financial statement purposes and their tax bases. Deferred income tax assets are recognized for temporary differences that will be deductible in future years’ tax returns and for operating loss and tax credit carryforwards. Deferred income tax assets are only recognized if it is more likely than not that a tax position will be realized or sustained upon examination by the relevant taxing authority. Deferred income tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some or all of the deferred income tax assets will not be realized. A tax position that meets the more-likely-than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that has a greater than 50% likelihood of being realized upon settlement with a taxing authority that has full knowledge of relevant information. Deferred income tax liabilities are recognized for temporary differences that will be taxable in future years’ tax returns. Deferred income tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the dates of enactment. Based on the facts, the Company has determined it necessary to reduce their deferred income tax asset with a valuation allowance due to it being more likely than not that the Company will not be able to realize all of the deferred income tax asset. assets. The Company’s policy is to evaluate uncertain tax positions under the guidance as prescribed by Accounting Standards Codification (ASC)ASC 740,Income Taxes. As of June 30, 20192022 and 2018,2021, the Company has not identified any uncertain tax positions requiring recognition in the consolidated financial statements. The Company had no accruals for interest or penalties as of June 30, 20192022 and 2018. 2021. Earnings Per Common Share Basic earnings per common share is computed by dividing income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per common share shall be computed by including contingently issuable shares with the weighted average shares outstanding during the period. When inclusion of the contingently issuable shares would have an antidilutive effect upon earnings per share, diluted earnings per share will be calculated in the same manner as basic earnings per share. Table of Contents Chase General CorporationCHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years Ended June 30, 2019 and 2018
NOTE 1 | NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Earnings Per Common Share (Continued)ANNUAL REPORT ON FORM 10-K
The following table details out the contingently issuable shares for the years ended JuneFOR THE YEARS ENDED JUNE 30, 2019 and 2018. For 2019 and 2018, the contingently issuable shares were not included in diluted earnings per common share as they would have an antidilutive effect upon earnings per share.2022 AND 2021
| | | 2019 | | | 2018 | | | Shares Issuable Upon Conversion of Series A Prior Cumulative Preferred Stock | | | 400,000 | | | | 400,000 | | | Shares Issuable Upon Conversion of Series B Prior Cumulative Preferred Stock | | | 375,000 | | | | 375,000 | | | Shares Issuable Upon Conversion of Series A Cumulative Preferred Stock | | | 222,133 | | | | 222,133 | | | Shares Issuable Upon Conversion of Series B Cumulative Preferred Stock | | | 36,201 | | | | 36,201 | | | Total Dilutive Effect of Contingently Issuable Shares | | | 1,033,334 | | | | 1,033,334 | |
NOTE 1 NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) Advertising Expense
Advertising is expensed when incurred. Advertising expense was $15,603 and $14,779 for the years ended June 30, 2019 and 2018, respectively.
Going Concern
The Company follows ASU No. 2014-15, “Presentation of Financial Statements – Going Concern (Subtopic 205-40)”. ASU 2014-15 provides guidance related to management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosure for the year ended June 30, 2019. Management determined that, when considered in the aggregate, the current conditions and events do not raise substantial doubt about the Company’s ability to continue as a going concern for at least one year after the date the consolidated financial statements are available for issuance.
Revenue Recognition The majority of ourthe Company’s revenue is derived by fulfilling customer orders for the purchase of our products, including 1) a candy bar marketed under the trade name “Cherry Mash” and 2) coconut, peanut, chocolate, and fudge confectioneries. The Company recognizes revenue at the point in time that control of the ordered product(s) is transferred to the customer, which is typically upon shipment to the customer. Shipping and handling costs incurred to ship product to the customer are recorded within cost of sales. Amounts billed and due from our customers are classified as accountstrade receivables on the balance sheet and require payment on a short-term basis. Generally, individual orders from customers are accounted for as a single performance obligation. Chase General Corporation AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years Ended June 30, 2019 and 2018
NOTE 1 | NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Revenue Recognition (Continued)
Revenue is measured as the amount of consideration we expect to receive in exchange for fulfilling product orders. Sales, value add, and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. The amount of consideration the Company expects to receive and revenue the Company recognizes includes estimates of variable consideration, including costs for trade promotional programs, customer incentives, and allowances and discounts associated with aged or potentially unsaleable products. These estimates are based upon our analysis of the programs offered, historical trends, and expectations regarding customer and consumer participation, sales and payment trends and our experience with payment patterns associated with similar programs offered in the past. The Company reviews and updates these estimates regularly and the impact of any adjustments are recognized in the period the adjustments are identified. The adjustments recognized in the third quarter offor the year endingended June 30, 20192022 and 2021 resulting from updated estimates of revenue for prior year product sales were not significant. The Company has elected a practical expedient to recognize incremental costs incurred to obtain contracts, which primarily represent sales commissions where the amortization period would be less than one year, as a selling expense when incurred in the financial statements. The majority of the Company’s products are confectionery and confectionery-based and, therefore, exhibit similar economic characteristics, such that they are based on similar ingredients and are marketed and sold through the same channels to the same customers. The Company operates two divisions, Chase Candy Products and Seasonal Candy Products. Chase Candy Products involve production and sale of a candy bar marketed under the trade name “Cherry Mash”. The Seasonal Candy Products involve production and sale of coconut, peanut, chocolate, and fudge confectioneries. Both divisions share a common labor force and utilize the same basic equipment and raw materials. Management considers these two divisions as one reportable segment. Advertising is expensed when incurred and considered as a component of revenue. Advertising expense was $7,115 and $18,011 for the years ended June 30, 2022 and 2021, respectively. The various divisions of revenue are as follows: | For the year ended June 30, | | 2019 | | | 2018 | | | Sales - Chase Candy | | $ | 1,408,187 | | | $ | 1,481,267 | | | Sales - Seasonal Candy | | | 1,112,446 | | | | 1,198,969 | | | Sales | | $ | 2,520,633 | | | $ | 2,680,236 | |
| | | | | | | | | 2022 | | 2021 | SALES | | | | | | | Chase Candy | | $ | 1,849,227 | | $ | 1,868,899 | Seasonal Candy | | | 1,215,216 | | | 1,091,458 | Total | | $ | 3,064,443 | | $ | 2,960,357 |
Table of Contents Chase General CorporationCHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years Ended June 30, 2019 and 2018
NOTE 1 | NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Recently Adopted Pronouncements ANNUAL REPORT ON FORM 10-K
In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers (ASC 606), which replaces numerous requirements in U.S. GAAP, including industry-specific requirements, and provides companies with a single revenue recognition model for recognizing revenue from contracts with customers. On July 1, 2018, we adopted the requirements of ASC 606 and all the related amendments to contracts that have not been completed as of the initial adoption date using the modified retrospective method. Upon completing our implementation assessment of ASC 606, we concluded that no adjustment was required to the opening balance of retained earnings at the date of initial application. The comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods.
The Company identified certain amounts included in accounts payable that are separately recorded as a current liability upon adoption of ASC 606. There was no impact to working capital as a result of these reclassifications. The cumulative effects of the changes made to our consolidated July 1, 2018 balance sheet for the adoption of the new revenue standard were as follows:
| | | Balance at | | | Adjustment | | | Balance at | | | | | June 30, 2018 | | | Upon Adoption | | | July 1, 2018 | | | Balance Sheet | | | | | | | | | | | | | | Accounts Payable | | $ | 135,311 | | | $ | (12,900 | ) | | $ | 122,411 | | | Refund Liability Owed to Customers | | | - | | | | 12,900 | | | | 12,900 | |
Chase General Corporation AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Years Ended June 30, 2019 and 2018
NOTE 1 | NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Recently Adopted Pronouncements (Continued)
There is no change in the timing of revenue recognition upon adoption of ASC 606. The Company has identified certain amounts paid to customers which are currently recorded as selling expense. Under ASC 606, these amounts will be recorded as a reduction to revenue as the Company does not receive a distinct good or service in exchange for the payment. The total impact of adoption on our consolidated statement of operation and balance sheet was as follows:
| | | As of and for the year ended June 30, 2019 | | | | | Current | | | | | | Previous | | | | | Standard | | | Change | | | Standard | | | Balance Sheet | | | | | | | | | | | | | | Accounts Payable | | $ | 78,549 | | | $ | 10,403 | | | $ | 88,952 | | | Refund Liability Owed to Customers | | | 10,403 | | | | (10,403 | ) | | | - | | | | | | | | | | | | | | | | | Statement of Operations | | | | | | | | | | | | | | Sales | | $ | 2,520,633 | | | $ | 66,978 | | | $ | 2,587,611 | | | Selling Expenses | | | 284,410 | | | | 66,978 | | | | 351,388 | |
Recently Issued Pronouncements
In February 2016, the FASB issued ASU No. 2016-02, Leases, (“ASC 842”) which requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. The new standard establishes a right-of-use model (“ROU”) that requires a lessee to recognize a ROU asset and lease liability on the balance sheet for all leases with a term longer than 12 months. Leases will be classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the income statement. The new standard is effective for the Company on July 1, 2019, with early adoption permitted. The Company plans to adopt the guidance on July 1, 2019, using a modified retrospective transition approach with the cumulative effect recognized at the date of initial application, whereby comparative prior period financial information and disclosures will not be adjusted to reflect the new standard. In January 2018, the FASB issued ASU No. 2018-01, Leases, which permits an entity to elect an optional transition practical expedient to not evaluate under ASU 842 land easements that exist or expired before the entity’s adoption of ASC 842 and that were not previously accounted for as leases.
Chase General Corporation AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEARS ENDED JUNE 30, 20192022 AND 20182021 NOTE 1 | NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) |
Recently Issued Pronouncements (Continued)
The Company expects that this standard will have a material effect on its consolidated financial statements. While the Company is continuing to assess the effect of adoption, the Company currently believes the most significant changes relate to the recognition of new ROU assets and lease liabilities on its balance sheet for a building currently subject to operating leases and providing new disclosures about the Company’s leasing activities. On July 1, 2019, the Company expects to recognize additional operating liabilities of approximately $376,000, with corresponding ROU assets of the same amount based on the present value of the remaining minimum rental payments for the Company’s existing operating leases. The Company has not finalized the effects of these expected changes from the new standard and expects that this estimated range of impact will narrow as the Company continues its assessment of the adoption of ASC 842. The Company does not expect a significant change in its leasing activity between now and adoption.
There have been no other newly issued or newly applicable accounting pronouncements that have, or are expected to have, a significant impact on the Company’s consolidated financial statements.
NOTE 2 | FORGIVABLE LOAN AND DEFERRED INCOME |
NOTE 2 FORGIVABLE LOAN AND DEFERRED INCOME During 2004, the Company received a $25,000 economic development incentive from Buchanan County, which is a five year-year forgivable loan at a rate of $5,000 per year. The Nodaway Valley Bank established an Irrevocable Standby Letter of Credit in the amount of $25,000 as collateral for this loan, with a maturity date of January 3, 2010. The Company met the criteria of occupying a 20,000 square foot building and creating a minimum of two new full-time equivalent jobs during the first year of operation in the new facility. In addition, the Company maintained 19 existing jobs during the five year-year term. Notice was received February 6, 2009 from the Buchanan County Commission, that the Company had fulfilled its minimum loan requirements so that the loan was forgiven in full and has no further obligations. Since the Company was no longer legally required to return the monies, the liability was reclassified as deferred revenue and amortized into income over the life of the lease term of the new facility. Deferred revenue is recognized on a straight line basis over the lease term of 20 years. During the years ended June 30, 20192022 and 2018,2021, deferred revenue of $1,298 and $1,299 respectively, was amortized into miscellaneous income. Chase General Corporation AND SUBSIDIARY
NOTE 3 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS YEARS ENDED JUNE 30, 2019 AND 2018
PAYABLE The Company’s long-term debt at June 30, 20192022 and 20182021 consists of: | | | | | | | | | | | | | | | June 30, | | June 30, | | Payee | | Terms | | 2019 | | 2018 | | | Terms | | 2022 | | 2021 | | Nodaway Valley Bank | | $350,000 line-of-credit agreement expiring on January 4, 2020, with a variable interest rate at prime but not less than 5%. The line-of-credit is collateralized by substantially all assets of the Company. Management anticipates renewal of the line-of-credit agreement at similar terms upon expiration. | | $ | 85,000 | | | $ | - | | | $350,000 line-of-credit agreement expiring on January 4, 2023, with a variable interest rate at prime but not less than 5%. The line of credit is collateralized by substantially all assets of the Company. | | $ | 120,000 | | $ | 120,000 | | | | | | | | | | | | | Ford Credit | | $705 monthly payments, interest of 5.8%; final payment due October 2021, secured by a vehicle. | | | 18,407 | | | | 25,560 | | | | | | | | | | | | | | | | | | | | | | | | | Toyota Credit | | $364 monthly payments, interest of 3.5%; final payment due December 2020, secured by a vehicle. | | | - | | | | 10,451 | | | $444 monthly payments, interest of 6.49%; matured May 2022, secured by a vehicle. | | | — | | | 4,730 | | | | | | | | | | | | | Toyota Credit | | $444 monthly payments, interest of 6.49%; final payment due May 2022, secured by a vehicle. | | | 14,134 | | | | - | | | | | | | | | | | | | | | | | Total | | | 117,541 | | | | 36,011 | | | | | | Less current portion | | | 97,133 | | | | 11,224 | | | | | | Long-term portion | | $ | 20,408 | | | $ | 24,787 | | | | | | | | | | | | | | | | | | | | | | | | | | Total | | | 120,000 | | | 124,730 | | | | Less Current Portion | | | 120,000 | | | 124,730 | | | | Long-Term Portion | | $ | — | | $ | — |
Future minimum payments forDuring fiscal year 2020, the years ended June 30 are:Company received a Small Business Administration Paycheck Protection Program (PPP) Promissory Note totaling $171,500. This loan was fully forgiven during December 2020 and a gain on extinguishment of debt has been recognized as other income.
| Year Ended June 30, | | Amount | | | 2020 | | $ | 97,133 | | | 2021 | | | 12,893 | | | 2022 | | | 7,515 | | | Total | | $ | 117,541 | |
Chase General Corporation(26)
Table of Contents CHASE GENERAL CORPORATION AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT ON FORM 10-K
FOR THE YEARS ENDED JUNE 30, 20192022 AND 20182021 | NOTE 4 CAPITAL STOCK | CAPITAL STOCK |
Capital stock authorized, issued, and outstanding as of June 30, 20192022 is as follows: | | | Shares | | | | | | | | | Issued and | | | | | | Authorized | | Outstanding | | | | | | | | | | | | Shares | | | | | | Issued and | | | | Authorized | | Outstanding | | Prior Cumulative Preferred Stock, $5 Par Value: | | | | | | | | | | | | | | 6% Convertible | | | 240,000 | | | | | | | 240,000 | | | | Series A | | | | | | | 100,000 | | | | | 100,000 | | Series B | | | | | | | 100,000 | | | | | 100,000 | | | | | | | | | | | | | | | | | | | Cumulative Preferred Stock, $20 Par Value: | | | | | | | | | | | | | | 5% Convertible | | | 150,000 | | | | | | | 150,000 | | | | Series A | | | | | | | 58,533 | | | | | 58,533 | | Series B | | | | | | | 9,539 | | | | | 9,539 | | | | | | | | | | | | | | | | | | | Common Stock, $1 Par Value: | | | | | | | | | | | | | | Reserved for Conversion of | | | | | | | | | | | Preferred Stock - 1,030,166 shares | | | 2,000,000 | | | | 969,834 | | | Reserved for Conversion of Preferred Stock - 1,030,166 shares | | | 2,000,000 | | 969,834 |
Cumulative Preferred Stock dividends in arrears at June 30, 20192022 and 20182021 totaled $8,333,022$8,717,238 and $8,204,950,$8,589,166, respectively. Total dividends in arrears, on a per share basis, consist of the following at June 30, 20192022 and 2018:2021: | | | 2019 | | 2018 | | | | 6% Convertible | | | | | | | | | | | | | | | | | | | | | | For the Year Ended | | | | | June 30, | | | | | 2022 | | 2021 | | 6% Convertible: | | | | | | | | | | Series A | | $ | 18.15 | | | $ | 17.85 | | | $ | 19 | | $ | 19 | | | Series B | | $ | 17.70 | | | $ | 17.40 | | | $ | 19 | | $ | 18 | | | 5% Convertible | | | | | | | | | | 5% Convertible: | | | | | | | | | | Series A | | $ | 69.75 | | | $ | 68.75 | | | $ | 73 | | $ | 72 | | | Series B | | $ | 69.75 | | | $ | 68.75 | | | $ | 73 | | $ | 72 | |
The 6% convertible prior cumulative preferred stock may, upon thirty30 days prior notice, be redeemed by the Corporation at $5.25 a share plus unpaid accrued dividends to date of redemption. In the event of voluntary liquidation, holders of this stock are entitled to receive $5.25 per share plus accrued dividends. Cumulative preferred stock may be exchanged for common stock at the option of the shareholders in the ratio of 4four common shares for one share of Series A and 3.75 common shares for one share of Series B. The Company has the privilege of redemption of 5% convertible cumulative preferred stock at $21.00 a share plus unpaid accrued dividends. In the event of voluntary or involuntary liquidation, holders of this stock are entitled to receive $20.00 a share plus unpaid accrued dividends. It may be exchanged for common stock at the option of the shareholders, in the ratio of 3.795 common shares for one of preferred. Chase General Corporation(27)
Table of Contents CHASE GENERAL CORPORATION AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT ON FORM 10-K
FOR THE YEARS ENDED JUNE 30, 20192022 AND 20182021 NOTE 5 INCOME TAXES Management believes the income tax positions taken for open years are appropriately stated and supported for all open years. The Company’s federal tax returns for the years ended June 30, 2018, 2017,2021, 2020, and 20162019 are subject to examination by the IRSInternal Revenue Service taxing authority. The sources of deferred income tax assets and liabilityliabilities at June 30, 20192022 and 20182021 are as follows: | | | 2019 | | | 2018 | | | Deferred Income Tax Assets: | | | | | | | | | | Net Operating Loss Carryover | | $ | 66,741 | | | $ | 66,580 | | | Valuation Allowance on Net Operating Loss | | | (39,682 | ) | | | (29,460 | ) | | Trade Receivables | | | 3,333 | | | | 3,473 | | | Deferred Income | | | 1,937 | | | | 2,273 | | | Contribution Carryover | | | 1,297 | | | | 830 | | | Inventories | | | - | | | | 540 | | | Total Deferred Income Tax Assets | | | 39,637 | | | | 44,236 | | | | | | | | | | | | | Deferred Income Tax Liability: | | | | | | | | | | Property and Equipment | | | (33,626 | ) | | | (44,236 | ) | | NET DEFERRED INCOME TAX ASSET | | $ | - | | | $ | - | |
The net deferred income tax asset is presented in the accompanying June 30, 2019 and 2018 consolidated balance sheets as follows:
| | | 2019 | | | 2018 | | | Deferred Income Tax Asset | | $ | - | | | $ | - | |
Chase General Corporation AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
YEARS ENDED JUNE 30, 2019 AND 2018
| | | | | | | | | June 30, | | June 30, | | | 2022 | | 2021 | Deferred tax assets: | | | | | | | Bad Debt Allowance | | | 200 | | | 3,600 | Deferred Income | | | 900 | | | 1,200 | Contribution Carryover | | | 500 | | | — | Net operating loss carryforwards | | | 38,900 | | | 38,600 | | | | 40,500 | | | 43,400 | Deferred tax liabilities: | | | | | | | Book/Tax Difference on Property and Equipment | | | (10,000) | | | (18,000) | | | | (10,000) | | | (18,000) | | | | | | | | Net deferred tax asset before valuation allowance | | | 30,500 | | | 25,400 | | | | | | | | Valuation allowance: | | | | | | | Beginning balanace | | | (25,400) | | | (77,232) | (Increase) Decrease during the period | | | (5,100) | | | 51,832 | Ending balance | | | (30,500) | | | (25,400) | | | | | | | | Net deferred tax asset | | $ | — | | $ | — |
NOTE 5 | INCOME TAXES (CONTINUED) |
The benefit for income taxes for the years ended June 30, 2019 and 2018 consists of the following:
| | | 2019 | | | 2018 | | | Current Income Tax | | $ | - | | | $ | - | | | Change in Deferred Taxes Due to Enacted Changes in Tax Law | | | - | | | | (19,369 | ) | | Deferred Income Tax Credit | | | - | | | | (6,653 | ) | | Total | | $ | - | | | $ | (26,022 | ) |
The income tax provision differs from the amount of income tax determined by applying the statutory federal income tax rate to pretax lossincome (loss) for the years ended June 30, 20192022 and 20182021 due to the following: | | | 2019 | | | 2018 | | | Computed at Federal Statutory Rates | | $ | (7,363 | ) | | $ | (55,176 | ) | | Increase (Decrease) in Income Taxes Resulting from: | | | | | | | | | | Non-Deductible Expenses | | | 138 | | | | 3,288 | | | Change in Deferred Taxes Due to Enacted Changes in Tax Law | | | - | | | | (19,369 | ) | | Adjustment of Deferred Tax Balances | | | - | | | | 15,857 | | | Changes in Judgment on Realizability of Deferred Tax Assets | | | 7,225 | | | | 24,207 | | | State Income Taxes | | | - | | | | 5,171 | | | Total | | $ | - | | | $ | (26,022 | ) |
| | | | | | | | | For the Years Ended | | | June 30, | | | 2022 | | 2021 | Computed at statutory rate | | $ | (4,487) | | $ | 76,384 | | | | | | | | Increase (decrease) resulting from: | | | | | | | Nondeductible Meals & Entertainment | | | — | | | 9 | PPP Loan Forgivenss Income | | | — | | | (36,015) | State income taxes - net of federal tax benefit | | | (675) | | | 6,076 | Change in deferred tax asset valuation allowance | | | 5,100 | | | (51,832) | Other | | | 62 | | | 5,378 | | | | | | | | Actual tax provision | | $ | — | | $ | — |
On December 22, 2017, the President signed into law The Tax Cuts and Jobs Act (the Act), which enacts significant changes to U.S. income tax and related laws. Among other things, the Act reduces the top U.S. corporate income tax rate from 35.0% to 21.0% effective January 1, 2018, and makes changes to certain other business-related exclusions, deductions, and credits. Because a change in tax law is accounted for in the period of enactment, the effect of the Act was recorded in the Company’s fiscal second quarter ending December 31, 2017 which caused a net provision adjustment to deferred income taxes of $19,369 for the year ended June 30, 2018.
The Company has available at June 30, 2019, $256,0752022, $161,212 of net unused operating losslosses that may be carried forward and applied against future taxable income. Of theWithin this amount of net operating loss carryforward, $16,460carryforwards, $54,902 expires on June 30, 2038, the remaining balance does not expire. Chase General Corporation(28)
Table of Contents CHASE GENERAL CORPORATION AND SUBSIDIARY NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT ON FORM 10-K
FOR THE YEARS ENDED JUNE 30, 20192022 AND 20182021 | NOTE 6 EARNINGS (LOSS) PER SHARE | LOSS PER SHARE |
The lossearnings (loss) per share for the years ended June 30, 20192022 and 2018,2021, respectively, was computed on the weighted average of outstanding common shares during the year as follows: | | | 2019 | | | 2018 | | | | Net Loss | | $ | (35,062 | ) | | $ | (245,241 | ) | | | | | | | | | | | | | | | | | | | | | | | | | For the Years Ended | | | | | June 30, | | | | | 2022 | | 2021 | | Net Income (Loss) | | | $ | (21,369) | | $ | 363,733 | | | | | | | | | | | | Preferred Dividend Requirements: | | | | | | | | | | | | | | | | | 6% Prior Cumulative Preferred, $5 Par Value | | | 60,000 | | | | 60,000 | | | | 60,000 | | | 60,000 | | | 5% Convertible Cumulative Preferred, $20 Par Value | | | 68,072 | | | | 68,072 | | | | 68,072 | | | 68,072 | | | Total Dividend Requirements | | | 128,072 | | | | 128,072 | | | | 128,072 | | | 128,072 | | | | | | | | | | | | | | Net Loss - Common Stockholders | | $ | (163,134 | ) | | $ | (373,313 | ) | | | | | | | | | | | Net Income (Loss) attributable to Common Stockholders | | | $ | (149,441) | | $ | 235,661 | | | | | | | | | | | Weighted Average Shares - Basic | | | | 969,834 | | | 969,834 | | Effect of Contingently Issuable Shares, if Dilutive | | | | 1,033,334 | | | 1,033,334 | | Weighted Average Shares - Diluted | | | | 2,003,168 | | | 2,003,168 | | | | | | | | | | | Basic Earnings (Loss) per Share | | | $ | (0.15) | | $ | 0.24 | | | | | | | | | | | Diluted Earnings (Loss) per Share | | | $ | (0.15) | | $ | 0.18 | |
| | | 2019 | | | 2018 | | | Weighted Average of Shares - Basic | | | 969,834 | | | | 969,834 | | | Dilutive Effect of Contingently Issuable Shares | | | 1,033,334 | | | | 1,033,334 | | | Weighted Average Shares – Diluted | | $ | 2,003,168 | | | $ | 2,003,168 | | | | | | | | | | | | | Basic Loss per Share | | $ | (0.19 | ) | | $ | (0.38 | ) | | | | | | | | | | | | Diluted Loss per Share | | $ | (0.19 | ) | | $ | (0.38 | ) |
Contingently issuable shares were not included in the 2019 and 20182022 diluted earnings per common share as they would have an antidilutive effect upon earnings per share. The following table details out the contingently issuable shares for the years ended June 30, 2022 and 2021. For 2022 and 2021, the contingently issuable shares were not included in diluted earnings per common share as they would have an antidilutive effect upon earnings per share. | | | | | | | 2022 | | 2021 | Shares Issuable Upon Conversion of Series A Prior Cumulative Preferred Stock | | 400,000 | | 400,000 | Shares Issuable Upon Conversion of Series B Prior Cumulative Preferred Stock | | 375,000 | | 375,000 | Shares Issuable Upon Conversion of Series A Cumulative Preferred Stock | | 222,133 | | 222,133 | Shares Issuable Upon Conversion of Series B Cumulative Preferred Stock | | 36,201 | | 36,201 | Total Dilutive Effect of Contingently Issuable Shares | | 1,033,334 | | 1,033,334 |
NOTE 7 | SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION |
| | | 2019 | | | 2018 | | | Cash Paid for: | | | | | | | | | | Interest | | $ | 6,710 | | | $ | 5,341 | | | Non-Cash Transactions: | | | | | | | | | | Financing of New Vehicles | | $ | 14,465 | | | $ | - | |
NOTE 7 SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | | | | | | | | | | For the Years Ended | | | | June 30, | | | | 2022 | | 2021 | | Cash Paid for: | | | | | | | | Interest | | $ | 4,062 | | $ | 2,685 | |
(36)
Table of Contents Chase General CorporationCHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT ON FORM 10-K
FOR THE YEARS ENDED JUNE 30, 20192022 AND 2018 2021 NOTE 8 | COMMITMENTS, CONTINGENCIES AND RELATED PARTY TRANSACTIONS |
NOTE 8 COMMITMENTS, CONTINGENCIES AND RELATED PARTY TRANSACTIONS Dye CandyThe Company leases its office and manufacturing facility, located at 1307 South 59th,in St. Joseph, Missouri under an operating lease from an entity that is partially owned by the son of the Chief Executive Officer of the Company. The lease term is from February 1, 2005 through March 31, 2025 with an option to extend for an additional term of five years. The Company does not believe that exercise of the renewal option is reasonably assured, and has not included the additional five years andin the lease term. The lease currently requires payments of $6,500 per month. At the end
Operating lease right-of-use assets and liabilities were recognized upon adoption of the first five years,lease standard based on the base rent may be increased an amount not greater than 30%, atpresent value of minimum lease payments over the sole discretion of lessor and for each additionalremaining lease term. The Company’s operating lease has a remaining term of five years. Rental2.75 years and the present value of the lease payments is calculated using the lessor’s implicit rate of 6.43%. Operating lease expense wasis recognized on a straight-line basis over the lease term. The Company’s lease agreement does not contain any residual value guarantees. Additionally, any other short-term leases are immaterial. The Company elected the practical expedient to not separate lease and nonlease components and also elected the short-term practical expedient for all leases that qualify. As a result, the Company will not recognize right-of-use assets or liabilities for short-term leases that qualify for the short-term practical expedient, but instead will recognize the lease payments as lease cost on a straight-line basis over the lease term. Operating lease expenses and cash paid for operating lease liabilities were $78,000 for eachthe year ended June 30, 2019 and 2018. The amounts are2022, of which, $71,565 is included in cost of sales.sales and $6,435 is included in general and administrative expenses. Future minimumMinimum annual payments required under existing operating lease payments under this leaseliabilities that have initial or remaining noncancelable terms in excess of one year as of June 30, 2022 are as follows:
| Year Ending June 30, | | Amount | | | 2020 | | $ | 78,000 | | | 2021 | | | 78,000 | | | 2022 | | | 78,000 | | | 2023 | | | 78,000 | | | 2024 | | | 78,000 | | | Thereafter | | | 58,500 | | | | | $ | 448,500 | | | | | | | |
| | | | Twelve Months Ending June 30, | | Amount | 2023 | | $ | 78,000 | 2024 | | | 78,000 | 2025 | | | 58,500 | Total Lease Payments | | | 214,500 | Less: Imputed Interest | | | (18,374) | Total Lease Liabilities | | $ | 196,126 |
As of June 30, 2019,2022, the Company had raw materials purchase commitments with fivesix vendors totaling approximately $216,900.$120,000. NOTE 9 | DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS |
NOTE 9 DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS The Company’s financial instruments consist principally of cash and cash equivalents, trade receivables and payables, and notes payable. There are no significant differences between the carrying value and fair value of any of these consolidated financial instruments. As of June 30, 2019, the amount of the Company’s long-term debt approximates fair value based on the present value of estimated future cash flows using a discount rate commensurate with a borrowing rate available to the Company. NOTE 10 | CONCENTRATION OF CREDIT RISK |
NOTE 10 CONCENTRATION OF CREDIT RISK For the years ended June 30, 20192022 and 2018, two2021, three customers accounted for 53%50% and 54%55%, respectively , of the sales. As of June 30, 20192022 and 2018,2021, these same three customers accounted for 52%49% and four customers accounted for 63%54%, respectively, of trade receivables. (37) The effects of the COVID-19 pandemic are further discussed below in Note 11. After considering the impact of the COVID-19 pandemic, the Company does not anticipate significant changes to the concentration of credit risk in the next 12 months.
Table of Contents Chase General CorporationCHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTSANNUAL REPORT ON FORM 10-K
FOR THE YEARS ENDED JUNE 30, 20192022 AND 20182021 NOTE 11 CURRENT ECONOMIC CONDITIONS The COVID-19 pandemic is having significant effects on global markets, supply chains, businesses, and communities. The Company put preparedness plans in place at the manufacturing facility. They have adjusted the number of people allowed at their facilities, enforced social distancing, maintained proper sanitation protocol and have asked that any high risk or employees feeling ill to not come in. The office and sales staff continues to work, while adhering to social distancing guidelines, implementing flexible hours, reducing person-to-person interaction and increasing safety measures. The Company believes they have sufficient liquidity to satisfy current cash needs, however, they continue to evaluate and take action, as necessary, to preserve adequate liquidity and ensure that the business can continue to operate during these uncertain times. The potential impact to the Company’s consolidated financial statements could occur as early as the first quarter of fiscal year ending June 30, 2023 and include, but not limited to: impairment of long lived assets; including property and equipment and operating lease right-of-use assets related to the Company’s fair value and collectability of receivables and other financial assets. The Company monitors significant events occurring after June 30, 20192022 and prior to the issuance of the financial statements to determine the impact, if any, of the events on the financial statements to be issued. All subsequent events of which the Company is aware were evaluated through the filing date of this Form 10-K. Table of Contents CHASE GENERAL CORPORATION and SubsidiaryAND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEARYEARS ENDED JUNE 30,2019 2022 AND 2021 Item 9 | ITEM 9 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE |
Not applicable Item 9A | ITEM 9ACONTROLS AND PROCEDURES |
Evaluation of Disclosure Controls and Procedures The Company’s principal executive officer, who is also the chief financial and accounting officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act), as of the end of the period covered by this report. Based on such evaluation, such officer has concluded that the Company’s disclosure controls and procedures are not effective as a result of a weakness in the design of internal control over financial reporting identified below. Disclosure controls and procedures include controls and procedures designed to provide reasonable assurance that information required to be disclosed in periodic filings under the Exchange Act is accumulated and communicated to Management, including those officers, and to members of the Boardboard of Directors,directors, to allow timely decisions regarding required disclosure. Management’s Report on Internal Control over Financial Reporting The Company’s managementManagement is responsible for establishing and maintaining effectiveadequate internal control over financial reporting as(as defined in RuleRue 13a-15(f) underand 15d-15(f) of the Exchange Act. Management has assessedAct) of the Company. Internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.
The Company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in relationreasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to criteria describedpermit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements. Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate. Management, under the supervision of the Company’s principal executive, who is also the chief financial and accounting officer, conducted an evaluation of the effectiveness of internal control over financial reporting based on the framework in 2013 Internal Control-IntegratedControl – Integrated Framework (2013), issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”).Commission. Based on this assessment using those criteria,evaluation, management concluded that as of June 30, 2019, the Company’s internal control over financial reporting was effective.not effective as of June 30, 2022 under the criteria set forth in the 2013 Internal Control – Integrated Framework. Table of Contents CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEARS ENDED JUNE 30, 2022 AND 2021 ITEM 9ACONTROLS AND PROCEDURES (CONTINUED) Management’s Report on Internal Control over Financial Reporting (Continued) A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has determined that material weaknesses exist due for the following reasons: | ● | The Company has an ineffective control environment due to the lack of the necessary corporate accounting resources with SEC financial reporting experience to ensure consistent, complete and accurate financial reporting, as well as disclosure controls and procedures. The Company has outsourced the financial reporting function to a qualified accounting firm; however, the Company does not have the internal resources to maintain appropriate disclosure controls and procedures. |
| ● | The Company has limited resources to ensure that necessary internal controls are implemented and followed throughout the Company. The limited resources result in a lack of adequate segregation of duties relating to the authorization, recognition, capture, and review of transactions, facts, circumstances and events that could have a material impact on the Company’s financial reporting process. |
This Annual Reportannual report does not include an attestation report of the Company’s independentour registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by the Company’s independentour registered public accounting firm pursuant to the temporary rules of the Securities and Exchange Commission that permit the Companyus to provide only management’s report in this Annual Report.annual report. Changes in Internal Controls There were no significant changes in the Company’s internal controls over financial reporting or in other factors that in management’s estimates are reasonably likely to materially affect the Company’s internal controls over financial reporting subsequent to the date of the evaluation. Item 9B | ITEM 9B OTHER INFORMATION |
None Table of Contents CHASE GENERAL CORPORATION and SubsidiaryAND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEARYEARS ENDED JUNE 30,2019 2022 AND 2021 PART III Item 10 | ITEM 10DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE |
Name | | Age | | | | | | | | | Periods of Service as Director | | Terms | Name |
| Age |
| as Director |
| Terms | Barry M. Yantis | | 7477 | | 1980 to Present | | One Year | Brian A. Yantis | | 7174 | | July 16, 1986 to Present | | One Year |
| | | | Years of | | | | | | | Service as | | | | | | | | | | | | | | | | Years of | | | | | | | | Service as | | | | Name | | Age | | an Officer | | Term | | Age | | an Officer | | Term | | Barry M. Yantis | | 74 | | 40 | | Until Successor Elected | | 77 | | 43 | | Until Successor Elected | | Brian A. Yantis | | 71 | | 27 | | Until Successor Elected | | 74 | | 30 | | Until Successor Elected |
| (b) | Certain Significant Employees |
(b) Certain Significant Employees
There are no significant employees other than above. (c) Family Relationships
Barry M. Yantis and Brian A. Yantis are brothers. Business Experience | (1) | Barry M. Yantis, President and Treasurer has been an officer of the Company for 4043 years, 13 years as Vice-President and 2730 years as President. He has been on the board of directors for 4043 years and has been associated with the candy business for 4447 years. |
Brian A. Yantis, Secretary has been an officer of the Company since May 1992. Until retiring in 2011, he had been associated with the insurance business for 37 years and was a Vice-President of Aon Risk Services in Chicago, Illinois for 22 years. | (2) | The directors and executive officers listed above are also the directors and executive officers of Dye Candy Company. |
(d)Involvement in Certain Legal Proceedings Not applicable (e)Audit Committee Financial Expert Registrant is not required to have an audit committee since the stock is not actively traded. The Boardboard of Directorsdirectors are not considered audit committee financial experts, but do effectively operate as the audit committee.
Table of Contents CHASE GENERAL CORPORATIONand Subsidiary AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEARYEARS ENDED JUNE 30, 20192022 AND 2021 ITEM 10DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE (CONTINUED) Item 10 | DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE |
(f)Code of Ethics The Company has adopted a Code of Business Conduct and Ethics that applies to all executive officers, directors, and employees of the Company. The Code of Business Conduct and Ethics will be provided to any person without charge upon request. Item 11 | EXECUTIVE COMPENSATION |
ITEM 11EXECUTIVE COMPENSATION (a)General Executive officers are compensated for their services as set forth in the Summary Compensation Table. These salaries are approved yearly by the board of directors. | (b) | Summary Compensation Table |
| | | | | | | | | | | | | | Long-Term Compensation | | | | | | | | �� | | Annual Compensation | | | Awards | | | Payouts | | | | | | Name and | | | | | | | | | | Other | | | Restricted | | | | | | | | | | | | Principal | | Fiscal | | | | | | | | Annual | | | Stock | | | Option | | | LTIP | | | All Other | | | Position | | Year End | | Salary | | | Bonus | | | Compensation | | | Award (s) | | | SARs (#) | | | Payouts | | | Compensation | | | Barry M. Yantis | | 1) 06-30-19 | | | 127,300 | | | | - | | | | 2,900 | | | | - | | | | - | | | | - | | | | - | | | Barry M. Yantis | | 1) 06-30-18 | | | 134,300 | | | | - | | | | 3,300 | | | | - | | | | - | | | | - | | | | - | | | Barry M. Yantis | | 1) 06-30-17 | | | 138,600 | | | | - | | | | 4,500 | | | | - | | | | - | | | | - | | | | - | |
(b)Summary Compensation Table | 1) | CEO, President and Treasurer | | 2) | No other compensation than that which is listed in compensation table. | | 3) | No other officers have compensation over $100,000 for their services besides those listed in this compensation table. |
| (c) | Option/SAR grants table |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Long-Term Compensation | | | | | | | | | | | | | | | | | | | | | Name and | | | | | | | | | | Other | | Restricted | | | | | | | Principal | | | Fiscal | | | | | | | Annual | | Stock | | Option | | LTIP | | All Other | Position | | | Year End | | Salary | | Bonus | | Compensation | | Award (s) | | SARs (#) | | Payouts | | Compensation | Barry M. Yantis | | | 1)06-30-22 | | $ | 113,333 | | — | | $ | 2,640 | | — | | — | | — | | — | Barry M. Yantis | | | 1)06-30-21 | | | 102,500 | | — | | | 2,240 | | — | | — | | — | | — | Barry M. Yantis | | | 1)06-30-20 | | | 116,507 | | — | | | 2,340 | | — | | — | | — | | — |
1) CEO, President and Treasurer 2) No other compensation than that which is listed in compensation table. 3) No other officers have compensation over $100,000 for their services besides those listed in this compensation table. (c)Option/SAR grants table Not applicable | (d) | Aggregated option/SAR exercises and fiscal year-end option/SAR value table |
(d)Aggregated option/SAR exercises and fiscal year-end option/SAR value table Not applicable | (e) | Long-term incentive plan awards table |
(e)Long-term incentive plan awards table Not applicable | (f) | Compensation of Directors |
(f)Compensation of Directors Directors are not compensated for services on the board. The directors are reimbursed for travel expenses incurred in attending board meetings. (35) | (g) | Employment contracts and termination of employment and change in control arrangements |
Table of Contents CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEARS ENDED JUNE 30, 2022 AND 2021 ITEM 11EXECUTIVE COMPENSATION (CONTINUED) (g)Employment contracts and termination of employment and change in control arrangements No employment contracts exist with any executive officers. In addition, there are no contracts currently in place regarding termination of employment or change in control arrangements. (h)Report on repricing of option/SARs CHASE GENERAL CORPORATIONand Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
| Item 11 | EXECUTIVE COMPENSATION (CONTINUED) |
| (h) | Report on repricing of option/SARs |
Not applicable | (i) | Additional information with respect to compensation committee interlocks and insider participation in compensation decisions |
The registrant has no formal compensation committee. The Boardboard of Directors,directors, Brian A. Yantis and Barry M. Yantis (all current officers of the Company) annually approve the compensation of Barry M. Yantis, CEO, President and Treasurer. | (j) | Board compensation committee report on executive compensation |
(j)Board compensation committee report on executive compensation The Boardboard bases the annual salary of the CEO on the Company'sCompany’s prior year performance. The criteria is based upon, but is not limited to, market area expansion, gross profit improvement, control of operating expenses, generation of positive cash flow, and hours devoted to the business during the previous fiscal year. CHASE GENERAL CORPORATIONand Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
ITEM 12 | Item 12 | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND STOCKHOLDER MATTERS |
| | | | | | | | | | | | | | | | Amounts | | | | | | | | | | and Nature | | | | | | | | | | of Beneficial | | | | | | Title of Class | | Name and Address | | Ownership | | % of Class | | | | Security Ownership of Certain | | | | | | | | | | Beneficial Owners | | | | | | | | | | Common; Par Value $1 per Share | | Barry Yantis, CEO & Director 5605 Osage Drive St. Joseph, MO 64503 | | 194,385 | (1) | 16.90 | %(2) | | | | | | | | | | | | | | | Brian Yantis, Officer & Director 1210 E. Clarendon Arlington Heights, IL 60004 | | 97,192 | (1) | 8.40 | %(2) | | | | | | | | | | | (b) | | Security Ownership of Management | | | | | | | | | | Common; Par Value $1 per Share | | Two Directors and CEO as a Group | | 110,856 | | 11.40 | % | | | | | | | | | | | | | Prior Cumulative Preferred, $5 Par | | Two Directors and CEO as a Group | | 21,533 | | 21.50 | % | | | Value: Series A, 6% Convertible | | | | | | | | | | | | | | | | | | | | Prior Cumulative Preferred, $5 Par | | Two Directors and CEO as a Group | | 21,533 | | 21.50 | % | | | Value: Series B, 6% Convertible | | | | | | | | | | | | | | | | | | | | Cumulative Preferred, $20 Par | | Two Directors and CEO as a Group | | 3,017 | | 5.20 | % | | | Value: Series A, $5 Convertible | | | | | | | | | | | | | | | | | | | | Cumulative Preferred, $20 Par | | Two Directors and CEO as a Group | | 630 | | 6.60 | % | | | Value: Series B, $5 Convertible | | | | | | | |
Table of Contents CHASE GENERAL CORPORATION AND SUBSIDIARY | | | | | | | Amounts | | | | | | | | | | | | and | | | | | | | | | | | | Nature of | | | | | | | | | | | | Beneficial | | | % of | | | | | Title of Class | | Name and Address | | Ownership | | | Class | | | (a) | | Security Ownership of Certain Beneficial Owners
Common; Par Value $1 per Share | | Barry Yantis, CEO & Director | | | 194,385 | (1) | | | 16.90 | %(2) | | | | | | 5605 Osage Drive | | | | | | | | | | | | | | St. Joseph, MO 64503 | | | | | | | | | | | | | | | | | | | | | | | | | | | | Brian Yantis, Officer & Director | | | 97,192 | (1) | | | 8.40 | %(2) | | | | | | 1210 E. Clarendon | | | | | | | | | | | | | | Arlington Heights, IL 60004 | | | | | | | | | | | | | | | | | | | | | | | | (b) | | Security Ownership of Management
Common; Par Value $1 per Share | | Two Directors and CEO as a Group | | | 110,856 | | | | 11.40 | % | | | | | | | | | | | | | | | | | | Prior Cumulative Preferred, $5 Par
Value: Series A, 6% Convertible | | Two Directors and CEO as a Group | | | 21,533 | | | | 21.50 | % | | | | | | | | | | | | | | | | | | Prior Cumulative Preferred, $5 Par
Value: Series B, 6% Convertible | | Two Directors and CEO as a Group | | | 21,533 | | | | 21.50 | % | | | | | | | | | | | | | | | | | | Cumulative Preferred, $20 Par
Value: Series A, $5 Convertible | | Two Directors and CEO as a Group | | | 3,017 | | | | 5.20 | % | | | | | | | | | | | | | | | | | | Cumulative Preferred, $20 Par
Value: Series B, $5 Convertible | | Two Directors and CEO as a Group | | | 630 | | | | 6.60 | % |
ANNUAL REPORT ON FORM 10-K FOR THE YEARS ENDED JUNE 30, 2022 AND 2021 ITEM 12SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND STOCKHOLDER MATTERS (CONTINUED) | | (1) | Includes 120,477 and 60,244 shares, respectively, which could be received within 30 days upon conversion of preferred stock. |
| | (2) | Reflects the percentage assuming the preferred shares above were converted into common stock. | | | | |
| (c) | No Known Change of Control is Anticipated |
CHASE GENERAL CORPORATIONand Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
Item 13 | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE |
ITEM 13CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE | (a) | Transactions with management and others |
(a)Transactions with management and others The registrant’s subsidiary, Dye Candy Company entered into an operating lease agreement during the 2005 fiscal year to provide office and manufacturing facilities with a limited liability company that is partially owned by the son of the Chief Executive Officer of the Company. The annual rent is $78,000. | (b) | Certain business relationships |
(b)Certain business relationships Not applicable | (c) | Indebtedness of management |
(c)Indebtedness of management Not applicable | (d) | Transactions with promoters |
(d)Transactions with promoters Not applicable Item 14 | ITEM 14PRINCIPAL ACCOUNTING FEES AND SERVICES |
The following table shows the aggregate fees billed to the Company for professional services for the years ended June 30, 20192022 and 2018:2021: | | | 2019 | | 2018 | | | | | | | | | | | | | | 2022 | | 2021 | | Audit Fees: | | | | | | | | | | | | | | | | Mayer Hoffman McCann P.C. (MHM) | | $ | 68,327 | | | $ | 62,338 | | | $ | 102,963 | | $ | 112,819 | HoganTaylor LLP | | | | 15,000 | | | — | | Audit Related Fees | | | - | | | | - | | | | — | | | — | | Tax Fees | | | - | | | | - | | | | — | | | — | | All Other Fees | | | - | | | | - | | | | — | | | — |
Substantially all MHM’s personnel, who work under the control of MHM shareholders, are employees of wholly-owned subsidiaries of CBIZ, Inc., which provides personnel and various services to MHM in an alternative practice structure. Table of Contents CHASE GENERAL CORPORATIONand Subsidiary AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEARYEARS ENDED JUNE 30, 20192022 AND 2021 PART IV | Item 15 | ITEM 15EXHIBITS AND CONSOLIDATED FINANCIAL STATEMENT SCHEDULES |
The following documents are filed as part of this report. | 2. | | 2. | Consolidated Financial Statement Schedules: | |
None
The exhibits listed below are filed with or incorporated by reference in this report.
The following have been previously filed and are incorporated by reference to prior years' Forms 10-K filed by the Registrant:
| 3.1None | | | | | 3. | Exhibits: | | | | | | The exhibits listed below are filed with or incorporated by reference in this report. | | | | | | The following have been previously filed and are incorporated by reference to prior years’ Forms 10-K filed by the Registrant: | | | | | 3.1 | Articles of Incorporation of Chase General Corporation | | | | | | 3.2 | Bylaws | |
The following are Exhibits attached or explanations included in "Notes to Consolidated Financial Statements" in Part II of this report:
Table of Contents CHASE GENERAL CORPORATION AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEARS ENDED JUNE 30, 2022 AND 2021 CHASE GENERAL CORPORATIONand Subsidiary
ANNUAL REPORT ON FORM 10-K
FOR THE YEAR ENDED JUNE 30, 2019
Item 15 | EXHIBITS AND CONSOLIDATED FINANCIAL STATEMENT SCHEDULES (CONTINUED) | |
| 101 | The following financial statements for the year ended June 30, 2019,2022, formatted in Inline XBRL: (i) Consolidated Balance Sheets as of June 30, 20192022 and 2018,2021, (ii) Consolidated Statements of Operations for the years ended June 30, 20192022 and 2018,2021, (iii) Consolidated Statement of Stockholders’ Equity for the years ended June 30, 20192022 and 2018,2021, (iv) Consolidated Statements of Cash Flows for the years ended June 30, 20192022 and 2018,2021, and (v) the Notes to Condensed Consolidated Financial Statements, tagged as blocks of text. | | | | | 104 | Cover Page Interactive Data File (formatted in iXBRL and contained in Exhibit 101) |
Table of Contents CHASE GENERAL CORPORATIONand Subsidiary AND SUBSIDIARY ANNUAL REPORT ON FORM 10-K FOR THE YEARYEARS ENDED JUNE 30, 20192022 AND 2021 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. | | | | | | CHASE GENERAL CORPORATION (Registrant) | | | (Registrant) | Date: | September 23, 2022 | | Date: By: | September 30, 2019 | By: | /s/ Barry M. Yantis | | | Barry M. Yantis | | | Chairman of the Board, Chief Executive Officer, | | | President and Treasurer |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated below. Signatures | | Title | | Date | Signatures |
| Title |
| Date | | | | | | | | | | | /s/ Barry M. Yantis | | | | September 30, 201923, 2022 | Barry M. Yantis | | Chairman of the Board, Chief Executive Officer and Chief Financial Officer, President, Treasurer and Director | | | | | | | | | | | | | /s/ Brian A. Yantis | | | | September 30, 201923, 2022 | Brian A. Yantis | | Secretary and Director | | | | | | | |
|