Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 31, 2023 | Jan. 17, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Dec. 31, 2023 | |
Document Transition Report | false | |
Securities Act File Number | 1-15589 | |
Entity Registrant Name | AMCON DISTRIBUTING CO | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-0702918 | |
Entity Address, Address Line One | 7405 Irvington Road | |
Entity Address, City or Town | Omaha | |
Entity Address, State or Province | NE | |
Entity Address, Postal Zip Code | 68122 | |
City Area Code | 402 | |
Local Phone Number | 331-3727 | |
Title of 12(b) Security | Common Stock, $0.01 Par Value | |
Trading Symbol | DIT | |
Security Exchange Name | NYSEAMER | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 630,362 | |
Entity Central Index Key | 0000928465 | |
Current Fiscal Year End Date | --09-30 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Dec. 31, 2023 | Sep. 30, 2023 |
Current assets: | ||
Cash | $ 996,695 | $ 790,931 |
Accounts receivable, less allowance for credit losses of $2.3 million at December 2023 and $2.4 million at September 2023 | 68,822,905 | 70,878,420 |
Inventories, net | 158,167,362 | 158,582,816 |
Income taxes receivable | 1,517,687 | 1,854,484 |
Prepaid expenses and other current assets | 13,926,848 | 13,564,056 |
Total current assets | 243,431,497 | 245,670,707 |
Property and equipment, net | 81,730,692 | 80,607,451 |
Operating lease right-of-use assets, net | 23,345,042 | 23,173,287 |
Goodwill | 5,778,325 | 5,778,325 |
Other intangible assets, net | 5,150,510 | 5,284,935 |
Other assets | 2,936,861 | 2,914,495 |
Total assets | 362,372,927 | 363,429,200 |
Current liabilities: | ||
Accounts payable | 44,059,086 | 43,099,326 |
Accrued expenses | 13,788,439 | 14,922,279 |
Accrued wages, salaries and bonuses | 5,160,357 | 8,886,529 |
Current operating lease liabilities | 6,019,749 | 6,063,048 |
Current maturities of long-term debt | 1,972,096 | 1,955,065 |
Current mandatorily redeemable non-controlling interest | 1,757,236 | 1,703,604 |
Total current liabilities | 72,756,963 | 76,629,851 |
Credit facilities | 140,073,953 | 140,437,989 |
Deferred income tax liability, net | 5,385,163 | 4,917,960 |
Long-term operating lease liabilities | 17,646,454 | 17,408,758 |
Long-term debt, less current maturities | 11,167,890 | 11,675,439 |
Mandatorily redeemable non-controlling interest, less current portion | 7,933,339 | 7,787,227 |
Other long-term liabilities | 523,157 | 402,882 |
Shareholders' equity: | ||
Preferred stock, $.01 par value, 1,000,000 shares authorized | ||
Common stock, $.01 par value, 3,000,000 shares authorized, 630,362 shares outstanding at December 2023 and 608,689 shares outstanding at September 2023 | 9,648 | 9,431 |
Additional paid-in capital | 32,521,091 | 30,585,388 |
Retained earnings | 105,627,432 | 104,846,438 |
Treasury stock at cost | (31,272,163) | (31,272,163) |
Total shareholders' equity | 106,886,008 | 104,169,094 |
Total liabilities and shareholders' equity | $ 362,372,927 | $ 363,429,200 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2023 | Sep. 30, 2023 |
Condensed Consolidated Balance Sheets | ||
Accounts receivable, allowance for doubtful accounts | $ 2.3 | $ 2.4 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 3,000,000 | 3,000,000 |
Common stock, shares outstanding (in shares) | 630,362 | 608,689 |
Condensed Consolidated Unaudite
Condensed Consolidated Unaudited Statements of Operations - USD ($) | 3 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Condensed Consolidated Unaudited Statements of Operations | ||
Sales (including excise taxes of $138.1 million and $130.3 million, respectively) | $ 644,959,073 | $ 565,989,507 |
Cost of sales | 601,658,151 | 531,019,924 |
Gross profit | 43,300,922 | 34,969,583 |
Selling, general and administrative expenses | 37,258,677 | 28,379,186 |
Depreciation and amortization | 2,219,168 | 1,070,886 |
Total operating expenses | 39,477,845 | 29,450,072 |
Operating income | 3,823,077 | 5,519,511 |
Other expense (income): | ||
Interest expense | 2,311,513 | 1,694,158 |
Change in fair value of mandatorily redeemable non-controlling interest | 199,744 | (54,916) |
Other (income), net | (563,141) | (53,532) |
Total other expenses (income) | 1,948,116 | 1,585,710 |
Income from operations before income taxes | 1,874,961 | 3,933,801 |
Income tax expense | 804,000 | 1,304,800 |
Net income available to common shareholders | $ 1,070,961 | $ 2,629,001 |
Basic earnings per share available to common shareholders | $ 1.80 | $ 4.52 |
Diluted earnings per share available to common shareholders | $ 1.78 | $ 4.46 |
Basic weighted average shares outstanding | 595,623 | 581,612 |
Diluted weighted average shares outstanding | 603,300 | 589,881 |
Dividends paid per common share | $ 0.18 | $ 0.18 |
Condensed Consolidated Unaudi_2
Condensed Consolidated Unaudited Statements of Operations (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Condensed Consolidated Unaudited Statements of Operations | ||
Sales, excise taxes | $ 138.1 | $ 130.3 |
Condensed Consolidated Unaudi_3
Condensed Consolidated Unaudited Statements of Shareholders Equity - USD ($) | Common Stock | Treasury Stock | Additional Paid-in Capital | Retained Earnings | Total |
Balance at Sep. 30, 2022 | $ 9,168 | $ (30,867,287) | $ 26,903,201 | $ 96,784,353 | $ 92,829,435 |
Balance (in shares) at Sep. 30, 2022 | 917,009 | ||||
Balance (in shares) at Sep. 30, 2022 | (332,220) | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Dividends on common stock | (3,200,650) | (3,200,650) | |||
Compensation expense related to equity-based awards | $ 263 | 2,453,953 | 2,454,216 | ||
Compensation expense related to equity-based awards (in shares) | 26,263 | ||||
Net income available to common shareholders | 2,629,001 | 2,629,001 | |||
Balance at Dec. 31, 2022 | $ 9,431 | $ (30,867,287) | 29,357,154 | 96,212,704 | 94,712,002 |
Balance (in shares) at Dec. 31, 2022 | 943,272 | ||||
Balance (in shares) at Dec. 31, 2022 | (332,220) | ||||
Balance at Sep. 30, 2023 | $ 9,431 | $ (31,272,163) | 30,585,388 | 104,846,438 | $ 104,169,094 |
Balance (in shares) at Sep. 30, 2023 | 943,272 | 608,689 | |||
Balance (in shares) at Sep. 30, 2023 | (334,583) | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Dividends on common stock | (289,967) | $ (289,967) | |||
Compensation expense related to equity-based awards | $ 217 | 1,935,703 | 1,935,920 | ||
Compensation expense related to equity-based awards (in shares) | 21,673 | ||||
Net income available to common shareholders | 1,070,961 | 1,070,961 | |||
Balance at Dec. 31, 2023 | $ 9,648 | $ (31,272,163) | $ 32,521,091 | $ 105,627,432 | $ 106,886,008 |
Balance (in shares) at Dec. 31, 2023 | 964,945 | 630,362 | |||
Balance (in shares) at Dec. 31, 2023 | (334,583) |
Condensed Consolidated Unaudi_4
Condensed Consolidated Unaudited Statements of Shareholders Equity (Parenthetical) - $ / shares | 3 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Condensed Consolidated Unaudited Statements of Shareholders Equity | ||
Dividends on common stock | $ 0.46 | $ 5.18 |
Condensed Consolidated Unaudi_5
Condensed Consolidated Unaudited Statements of Cash Flows - USD ($) | 3 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income available to common shareholders | $ 1,070,961 | $ 2,629,001 |
Adjustments to reconcile net income available to common shareholders to net cash flows from (used in) operating activities: | ||
Depreciation | 2,084,743 | 1,028,353 |
Amortization | 134,425 | 42,533 |
(Gain) loss on sales of property and equipment | (53,287) | (36,000) |
Equity-based compensation | 571,137 | 390,570 |
Deferred income taxes | 467,203 | 1,145,822 |
Provision for losses on doubtful accounts | (91,969) | (496,332) |
Inventory allowance | 30,988 | 141,087 |
Change in fair value of mandatorily redeemable non-controlling interest | 199,744 | (54,916) |
Changes in assets and liabilities, net of effects of business acquisition: | ||
Accounts receivable | 2,147,484 | 8,381,282 |
Inventories | 384,466 | (50,699,513) |
Prepaid and other current assets | (362,792) | 45,110 |
Other assets | (22,366) | 199,411 |
Accounts payable | 1,627,403 | (6,602,785) |
Accrued expenses and accrued wages, salaries and bonuses | (3,649,088) | (4,794,015) |
Other long-term liabilities | 120,275 | 48,921 |
Income taxes payable and receivable | 336,797 | 158,978 |
Net cash flows from (used in) operating activities | 4,996,124 | (48,472,493) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of property and equipment | (3,947,143) | (1,455,405) |
Proceeds from sales of property and equipment | 124,803 | 36,000 |
Net cash flows from (used in) investing activities | (3,822,340) | (1,419,405) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Borrowings under revolving credit facilities | 603,650,771 | 639,488,133 |
Repayments under revolving credit facilities | (604,014,807) | (589,262,053) |
Principal payments on long-term debt | (490,518) | (202,396) |
Dividends on common stock | (113,466) | (111,220) |
Net cash flows from (used in) financing activities | (968,020) | 49,912,464 |
Net change in cash | 205,764 | 20,566 |
Cash, beginning of period | 790,931 | 431,576 |
Cash, end of period | 996,695 | 452,142 |
Supplemental disclosure of cash flow information: | ||
Cash paid during the period for interest | 2,235,562 | 1,458,843 |
Supplemental disclosure of non-cash information: | ||
Equipment acquisitions classified in accounts payable | 347,891 | 28,183 |
Dividends declared, not paid | 176,501 | 3,089,430 |
Issuance of common stock in connection with the vesting and exercise of equity-based awards | $ 1,296,372 | $ 2,044,805 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | 3 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION AMCON Distributing Company and Subsidiaries (“AMCON” or the “Company”) operate two business segments: ● Our wholesale distribution segment (“Wholesale Segment”) distributes consumer products and provides a full range of programs and services to our customers that are focused on helping them manage their business and increase their profitability. We serve customers in 31 states and primarily operate in the Central, Rocky Mountain, Mid-South and Mid-Atlantic regions of the United States. ● Our retail health food segment (“Retail Segment”) operates 15 health food retail stores located throughout the Midwest and Florida. WHOLESALE SEGMENT Our Wholesale Segment is one of the largest wholesale distributors in the United States, serving approximately 7,000 retail outlets including convenience stores, grocery stores, liquor stores, drug stores, and tobacco shops. We currently distribute over 20,000 different consumer products, including cigarettes and tobacco products, candy and other confectionery products, beverages, groceries, paper products, health and beauty care products, frozen and refrigerated products and institutional foodservice products. Convenience stores represent our largest customer category. In December 2023, Convenience Store News ranked us as the sixth (6th) largest convenience store distributor in the United States based on annual sales. Our Wholesale Segment offers retailers the ability to take advantage of manufacturer- and Company-sponsored sales and marketing programs, merchandising and product category management services, and the use of information systems and data services that are focused on minimizing retailers’ investment in inventory, while seeking to maximize their sales and profits. In addition, our wholesale distribution capabilities provide valuable services to both manufacturers of consumer products and convenience retailers. Manufacturers benefit from our broad retail coverage, inventory management, efficiency in processing small orders, and frequency of deliveries. Convenience retailers benefit from our distribution capabilities by gaining access to a broad product line, inventory optimization and merchandising expertise, information systems, and accessing trade credit. Our Wholesale Segment operates nine distribution centers located in Illinois, Minnesota, Missouri, Nebraska, North Dakota, South Dakota, Tennessee and West Virginia. These distribution centers, combined with cross-dock facilities, include approximately 1.3 million square feet of permanent floor space. Our principal suppliers include Altria, RJ Reynolds, ITG Brands, Hershey, Kellogg’s, Kraft Heinz, and Mars Wrigley. We also market private label lines of water, candy products, batteries, and other products. We do not maintain any long-term purchase contracts with our suppliers. RETAIL SEGMENT Our Retail Segment, through our Healthy Edge Retail Group We operate within the natural products retail industry, which is a subset of the United States grocery industry. This industry includes conventional, natural, gourmet and specialty food markets, mass and discount retailers, warehouse clubs, health food stores, dietary supplement retailers, drug stores, farmers markets, mail order and online retailers, and multi-level marketers. Our Retail Segment operates 15 retail health food stores as Chamberlin’s Natural Foods, Akin’s Natural Foods, and Earth Origins Market. These stores carry over 36,000 different national and regionally branded and private label products including high-quality natural, organic, and specialty foods consisting of produce, baked goods, frozen foods, nutritional supplements, personal care items, and general merchandise. FINANCIAL STATEMENTS The Company’s fiscal year ends on September 30 th ACCOUNTING PRONOUNCEMENTS Accounting Pronouncement Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”, which introduces a forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. The estimate of expected credit losses requires entities to incorporate considerations of historical information, current information, and reasonable and supportable forecasts. This ASU also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models, and methods for estimating expected credit losses. The Company adopted ASU 2016-13 on October 1, 2023. The adoption of ASU 2016-13 did not have a material effect on the Company’s consolidated financial statements. Accounts Receivable: In accordance with the Company’s accounts receivable policy, accounts receivable primarily consists of customer trade receivables arising in the ordinary course of business. These receivables are recorded net of an allowance for expected credit losses. The Company evaluates the expected uncollectibility of accounts receivable based on a combination of factors, including but not limited to, past collection history, customer credit terms, industry, regulatory and economic conditions, and any customer specific risks, including credit concentration risks. The Company determines the past due status of trade receivables based on our payment terms with each customer. If the Company becomes aware of a specific customer’s inability to meet its financial obligations, such as bankruptcy filings or deterioration in the customer’s operating results or financial position, the Company may record a specific reserve for expected credit losses to reduce the related receivable to the amount it reasonably believes is collectible. Account balances are charged off against the allowance for credit losses when collection efforts have been exhausted and the account receivable is deemed worthless. Any subsequent recoveries of charged off account balances are recorded as income in the period received. Recent Accounting Pronouncements In December 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280) – Improvements to Reportable Segment Disclosures”, which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This ASU also expands disclosure requirements to enable users of financial statements to better understand the entity’s measurement and assessment of segment performance and resource allocation. This guidance is effective for fiscal years beginning after December 15, 2023 (fiscal 2025 for the Company), and interim periods within fiscal years beginning after December 15, 2024 (fiscal 2026 for the Company), with early adoption permitted. In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740) – Improvements to Income Tax Disclosures”, which enhances the transparency, effectiveness and comparability of income tax disclosures by requiring consistent categories and greater disaggregation of information related to income tax rate reconciliations and the jurisdictions in which income taxes are paid. This guidance is effective for annual periods beginning after December 15, 2024 (fiscal 2026 for the Company), with early adoption permitted. |
INVENTORIES
INVENTORIES | 3 Months Ended |
Dec. 31, 2023 | |
INVENTORIES | |
INVENTORIES | 2. INVENTORIES Inventories in our Wholesale Segment consisted of finished goods and are stated at the lower of cost or net realizable value, utilizing FIFO and average cost methods. Inventories in our Retail Segment consisted of finished goods and are stated at the lower of cost or market using the retail method. The wholesale distribution and retail health food segment inventories consist of finished products purchased in bulk quantities to be redistributed to the Company’s customers or sold at retail. Finished goods included total reserves of approximately $1.2 million at both December 2023 and September 2023. These reserves include the Company’s obsolescence allowance, which reflects estimated unsalable or non-refundable inventory based upon an evaluation of slow-moving and discontinued products. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 3 Months Ended |
Dec. 31, 2023 | |
GOODWILL AND OTHER INTANGIBLE ASSETS | |
GOODWILL AND OTHER INTANGIBLE ASSETS | 3. GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill at December 2023 and September 2023 was as follows: December September 2023 2023 Wholesale Segment $ 5,778,325 $ 5,778,325 Other intangible assets at December 2023 and September 2023 consisted of the following: December September 2023 2023 Customer lists (Wholesale Segment) (less accumulated amortization of $0.3 million at December 2023 and $0.2 million at September 2023) $ 3,168,947 $ 3,226,480 Non-competition agreements (Wholesale Segment) (less accumulated amortization of $0.1 million at both December 2023 and September 2023) 176,253 199,503 Tradename (Wholesale Segment) (less accumulated amortization of $0.2 million at December 2023 and $0.1 million at September 2023) 1,305,310 1,358,952 Trademarks and tradenames (Retail Segment) 500,000 500,000 $ 5,150,510 $ 5,284,935 Goodwill and Retail Segment trademarks and tradenames are considered to have indefinite useful lives and therefore no amortization has been taken on these assets. Goodwill recorded on the Company’s consolidated balance sheets represent amounts allocated to its wholesale reporting unit which totaled approximately $5.8 million at both December 2023 and September 2023. The Company performs its annual impairment testing during the fourth fiscal quarter of each year or as circumstances change or necessitate. There have been no material changes to the Company’s impairment assessments since its fiscal year ended September 2023. At December 2023, identifiable intangible assets considered to have finite lives were represented by customer lists which are being amortized over 15 years , a non-competition agreement which is being amortized over three years , a non-competition agreement which is being amortized over five years , and a tradename in our Wholesale Segment that is being amortized over seven years . These intangible assets are evaluated for accelerated attrition or amortization adjustments if warranted. Amortization expense related to these assets was approximately $0.1 million for the three-month period ended December 2023 and less than $0.1 million for the three-month period ended December 2022. Estimated future amortization expense related to identifiable intangible assets with finite lives was as follows at December 2023: December 2023 Fiscal 2024 (1) $ 403,276 Fiscal 2025 506,869 Fiscal 2026 463,703 Fiscal 2027 463,703 Fiscal 2028 451,043 Fiscal 2029 and thereafter 2,361,916 $ 4,650,510 (1) Represents amortization for the remaining nine months of Fiscal 2024. |
DIVIDENDS
DIVIDENDS | 3 Months Ended |
Dec. 31, 2023 | |
DIVIDENDS | |
DIVIDENDS | 4. DIVIDENDS The Company paid cash dividends on its common stock totaling $0.1 million in each of the three-month periods ended December 2023 and December 2022. During Q1 2024, the Company declared a $0.28 per share special dividend totaling approximately $0.2 million that was included in accrued expenses on the condensed consolidated balance sheet at December 2023 and was paid in Q2 2024. During Q1 2023, the Company declared a $5.00 per share special dividend totaling approximately $3.1 million that was paid in Q2 2023. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Dec. 31, 2023 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | 5. EARNINGS PER SHARE Basic earnings per share available to common shareholders is calculated by dividing net income available to common shareholders by the weighted average number of common shares outstanding for each period. Diluted earnings per share available to common shareholders is calculated by dividing net income available to common shareholders by the sum of the weighted average number of common shares outstanding and the weighted average dilutive equity awards. For the three months ended December 2023 2022 Basic Diluted Basic Diluted Weighted average number of common shares outstanding 595,623 595,623 581,612 581,612 Weighted average net additional shares outstanding assuming dilutive options exercised and proceeds used to purchase treasury stock (1) — 7,677 — 8,269 Weighted average number of shares outstanding 595,623 603,300 581,612 589,881 Net income available to common shareholders $ 1,070,961 $ 1,070,961 $ 2,629,001 $ 2,629,001 Net earnings per share available to common shareholders $ 1.80 $ 1.78 $ 4.52 $ 4.46 (1) Diluted earnings per share calculation includes all equity-based awards deemed to be dilutive . |
DEBT
DEBT | 3 Months Ended |
Dec. 31, 2023 | |
DEBT | |
DEBT | 6. DEBT The Company primarily finances its operations through three credit facility agreements (a) a facility that is an obligation of AMCON Distributing Company (the “AMCON Facility”), (b) a facility that is an obligation of Team Sledd (the “Team Sledd Facility”) and (c) a facility that is an obligation of Henry’s (the “Henry’s Facility”) (collectively, the “Facilities”) and long-term debt agreements with banks. The Team Sledd Facility and the Henry’s Facility are non-recourse to AMCON Distributing Company, are not guaranteed by AMCON Distributing Company and have no cross default provisions applicable to AMCON Distributing Company. At December 2023, the Facilities had a total combined borrowing capacity of $300.0 million, which includes provisions for up to $30.0 million in credit advances for certain inventory purchases, which are limited by accounts receivable and inventory qualifications, and the value of certain real estate collateral. The Henry’s Facility matures in February 2026, the AMCON Facility matures in June 2027 and the Team Sledd Facility matures in March 2028, each without a penalty for prepayment. Obligations under the Facilities are collateralized by substantially all of the Company’s respective equipment, intangibles, inventories, accounts receivable, and certain real estate. The Facilities each feature an unused commitment fee and springing financial covenants. Borrowings under the Facilities bear interest at either the bank’s prime rate or the Secured Overnight Financing Rate (“SOFR”), plus any applicable spreads. The amount available for use from the Facilities at any given time is subject to a number of factors, including eligible accounts receivable and inventory balances that fluctuate day-to-day, as well as the value of certain real estate collateral. Based on the collateral and loan limits as defined in the Facility agreements, the credit limit of the combined Facilities at December 2023 was $228.6 million, of which $140.1 million was outstanding, leaving $88.5 million available. The average interest rate of the Facilities was 7.17% at December 2023. For the three months ended December 2023, the peak borrowings under the Facilities was $156.8 million, and the average borrowings and average availability under the Facilities was $125.2 million and $86.8 million, respectively. Cross Default and Co-Terminus Provisions Team Sledd’s three notes payable and the Team Sledd Facility contain cross default provisions. The Henry’s note payable and the Henry’s Facility contain cross default provisions. There were no such cross defaults for either Team Sledd or Henry’s at December 2023. Additionally, the Team Sledd Facility and the Henry’s Facility are non-recourse to AMCON Distributing Company, are not guaranteed by AMCON Distributing Company and have no cross default provisions applicable to AMCON Distributing Company. The Company and its subsidiaries, including Team Sledd and Henry’s, were in compliance with all of the financial covenants under the respective Facilities at December 2023. Other The Company has issued a letter of credit for $1.1 million to its workers’ compensation insurance carrier as part of its self-insured loss control program. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Dec. 31, 2023 | |
INCOME TAXES | |
INCOME TAXES | 7. INCOME TAXES The change in the Company’s effective income tax rate for the three-month period ended December 2023 as compared to the respective prior year period was primarily related to non-deductible compensation expense in relation to the amount of income from operations before income tax expense and higher effective state income tax rates between the comparative periods. |
MANDATORILY REDEEMABLE NON-CONT
MANDATORILY REDEEMABLE NON-CONTROLLING INTEREST | 3 Months Ended |
Dec. 31, 2023 | |
MANDATORILY REDEEMABLE NON-CONTROLLING INTEREST | |
MANDATORILY REDEEMABLE NON-CONTROLLING INTEREST | 8. MANDATORILY REDEEMABLE NON-CONTROLLING INTEREST Mandatorily redeemable non-controlling interest (“MRNCI”) recorded on the Company’s condensed consolidated balance sheets represents the fair value of the non-controlling interest in the Company’s strategic investment in Team Sledd. The Company owned approximately 64% of Team Sledd as of both December 2023 and September 2023. The Company has elected to present the MRNCI liability at fair value under ASC 825 – Financial Instruments Fair value of MRNCI as of September 2023 $ 9,490,831 Redemption of non-controlling interests — Distributions to non-controlling interest — Change in fair value 199,744 Fair value of MRNCI as of December 2023 $ 9,690,575 Less current portion at fair value (1,757,236) $ 7,933,339 |
EQUITY-BASED INCENTIVE AWARDS
EQUITY-BASED INCENTIVE AWARDS | 3 Months Ended |
Dec. 31, 2023 | |
EQUITY-BASED INCENTIVE AWARDS | |
EQUITY-BASED INCENTIVE AWARDS | 9. EQUITY-BASED INCENTIVE AWARDS The Company has three equity-based incentive plans, the 2014 Omnibus Incentive Plan, the 2018 Omnibus Incentive Plan, and the 2022 Omnibus Incentive Plan (collectively “the Omnibus Plans”), which provide for equity incentives to employees. Each Omnibus Plan was designed with the intent of encouraging employees to acquire a vested interest in the growth and performance of the Company. The Omnibus Plans together permit the issuance of up to 195,000 shares of the Company’s common stock in the form of stock options, restricted stock awards, restricted stock units, performance share awards as well as awards such as stock appreciation rights, performance units, performance shares, bonus shares, and dividend share awards payable in the form of common stock or cash. The number of shares issuable under the Omnibus Plans is subject to customary adjustments in the event of stock splits, stock dividends, and certain other distributions on the Company’s common stock. At December 2023, awards with respect to a total of 140,837 shares, net of forfeitures, had been awarded pursuant to the Omnibus Plans and awards with respect to another 54,163 shares may be awarded under the Omnibus Plans. Restricted Stock Units During October 2023, the remaining 6,834 restricted stock units vested, and there were no unvested restricted stock units remaining as of December 2023. The following summarizes restricted stock unit activity under the Omnibus Plans during Q1 2024: Number Weighted of Average Shares Fair Value Nonvested restricted stock units at September 2023 6,834 $ 206.00 Granted — — Vested (6,834) 195.99 Expired — — Nonvested restricted stock units at December 2023 — $ — Restricted Stock Awards At December 2023, the Compensation Committee of the Board of Directors had authorized and approved the following restricted stock awards to members of the Company’s management team pursuant to the provisions of the Company’s Omnibus Plans: Restricted Stock Awards (1) Restricted Stock Awards (2) Restricted Stock Awards (3) Date of award: October 2021 October 2022 October 2023 Original number of awards issued: 15,100 15,100 15,100 Service period: 36 months 36 months 36 months Estimated fair value of award at grant date: $ 2,089,000 $ 2,824,000 2,762,000 Non-vested awards outstanding at December 2023: 5,034 10,067 15,100 Fair value of non-vested awards at December 2023 of approximately: $ 982,000 $ 1,963,000 2,945,000 (1) 10,066 of the restricted stock awards were vested as of December 2023. The remaining 5,034 restricted stock awards will vest in October 2024. (2) 5,033 of the restricted stock awards were vested as of December 2023. 5,033 restricted stock awards will vest in October 2024 and 5,034 will vest in October 2025. (3) The 15,100 restricted stock awards will vest in equal amounts in October 2024, October 2025 and October 2026. There is no direct cost to the recipients of the restricted stock awards, except for any applicable taxes. The restricted stock awards provide that the recipients receive common stock in the Company, subject to certain restrictions until such time as the awards vest. The recipients of the restricted stock awards are entitled to the customary adjustments in the event of stock splits, stock dividends, and certain other distributions on the Company’s common stock. All cash dividends and/or distributions payable to restricted stock recipients will be held in escrow until all the conditions of vesting have been met. The compensation expense recorded in the Company’s Statement of Operations reflects the straight-line amortized fair value. The following summarizes restricted stock award activity under the Omnibus Plans during Q1 2024: Number Weighted of Average Shares Fair Value Nonvested restricted stock awards at September 2023 25,167 $ 206.00 Granted 15,100 182.89 Vested (10,066) 189.87 Expired — — Nonvested restricted stock awards at December 2023 30,201 $ 195.00 Income from operations before income taxes included compensation expense related to the amortization of the Company’s restricted stock awards of approximately $0.6 million and $0.4 million during Q1 2024 and Q1 2023, respectively. Total unamortized compensation expense related to these awards at December 2023 and September 2023 was approximately $4.7 million and $2.6 million, respectively. |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 3 Months Ended |
Dec. 31, 2023 | |
BUSINESS SEGMENTS | |
BUSINESS SEGMENTS | 10. BUSINESS SEGMENTS The Company has two reportable business segments: the wholesale distribution of consumer products which includes Team Sledd and Henry’s (the Wholesale Segment), and the retail sale of health and natural food products (the Retail Segment). The aggregation of the Company’s business operations into these business segments was based on a range of considerations, including but not limited to the characteristics of each business, similarities in the nature and type of products sold, customer classes, methods used to sell the products and economic profiles. Included in the “Other” column are intercompany eliminations and assets held and charges incurred and income earned by our holding company. The segments are evaluated on revenues, gross margins, operating income (loss), and income (loss) from operations before taxes. Certain amounts in prior periods have been reclassified to conform with the current presentation. Wholesale Retail Segment Segment Other Consolidated THREE MONTHS ENDED DECEMBER 2023 External revenue: Cigarettes $ 395,668,708 $ — $ — $ 395,668,708 Tobacco 121,351,701 — — 121,351,701 Confectionery 40,043,130 — — 40,043,130 Health food — 10,689,429 — 10,689,429 Foodservice & other 77,206,105 — — 77,206,105 Total external revenue 634,269,644 10,689,429 — 644,959,073 Depreciation 1,855,746 228,997 — 2,084,743 Amortization 134,425 — — 134,425 Operating income (loss) 6,970,125 (16,476) (3,130,572) 3,823,077 Interest expense — — 2,311,513 2,311,513 Income (loss) from operations before taxes 6,775,098 541,948 (5,442,085) 1,874,961 Total assets 345,011,110 16,574,317 787,500 362,372,927 Capital expenditures 2,980,331 299,169 — 3,279,500 Wholesale Retail Segment Segment Other Consolidated THREE MONTHS ENDED DECEMBER 2022 External revenue: Cigarettes $ 367,689,677 $ — $ — $ 367,689,677 Tobacco 104,039,120 — — 104,039,120 Confectionery 32,558,996 — — 32,558,996 Health food — 10,261,873 — 10,261,873 Foodservice & other 51,439,841 — — 51,439,841 Total external revenue 555,727,634 10,261,873 — 565,989,507 Depreciation 750,130 278,223 — 1,028,353 Amortization 42,533 — — 42,533 Operating income (loss) 8,240,495 (266,616) (2,454,368) 5,519,511 Interest expense — — 1,694,158 1,694,158 Income (loss) from operations before taxes 8,324,827 (242,500) (4,148,526) 3,933,801 Total assets 313,505,013 16,681,645 687,291 330,873,949 Capital expenditures 1,248,067 143,865 — 1,391,932 |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | |
WHOLESALE SEGMENT AND RETAIL SEGMENT | AMCON Distributing Company and Subsidiaries (“AMCON” or the “Company”) operate two business segments: ● Our wholesale distribution segment (“Wholesale Segment”) distributes consumer products and provides a full range of programs and services to our customers that are focused on helping them manage their business and increase their profitability. We serve customers in 31 states and primarily operate in the Central, Rocky Mountain, Mid-South and Mid-Atlantic regions of the United States. ● Our retail health food segment (“Retail Segment”) operates 15 health food retail stores located throughout the Midwest and Florida. WHOLESALE SEGMENT Our Wholesale Segment is one of the largest wholesale distributors in the United States, serving approximately 7,000 retail outlets including convenience stores, grocery stores, liquor stores, drug stores, and tobacco shops. We currently distribute over 20,000 different consumer products, including cigarettes and tobacco products, candy and other confectionery products, beverages, groceries, paper products, health and beauty care products, frozen and refrigerated products and institutional foodservice products. Convenience stores represent our largest customer category. In December 2023, Convenience Store News ranked us as the sixth (6th) largest convenience store distributor in the United States based on annual sales. Our Wholesale Segment offers retailers the ability to take advantage of manufacturer- and Company-sponsored sales and marketing programs, merchandising and product category management services, and the use of information systems and data services that are focused on minimizing retailers’ investment in inventory, while seeking to maximize their sales and profits. In addition, our wholesale distribution capabilities provide valuable services to both manufacturers of consumer products and convenience retailers. Manufacturers benefit from our broad retail coverage, inventory management, efficiency in processing small orders, and frequency of deliveries. Convenience retailers benefit from our distribution capabilities by gaining access to a broad product line, inventory optimization and merchandising expertise, information systems, and accessing trade credit. Our Wholesale Segment operates nine distribution centers located in Illinois, Minnesota, Missouri, Nebraska, North Dakota, South Dakota, Tennessee and West Virginia. These distribution centers, combined with cross-dock facilities, include approximately 1.3 million square feet of permanent floor space. Our principal suppliers include Altria, RJ Reynolds, ITG Brands, Hershey, Kellogg’s, Kraft Heinz, and Mars Wrigley. We also market private label lines of water, candy products, batteries, and other products. We do not maintain any long-term purchase contracts with our suppliers. RETAIL SEGMENT Our Retail Segment, through our Healthy Edge Retail Group We operate within the natural products retail industry, which is a subset of the United States grocery industry. This industry includes conventional, natural, gourmet and specialty food markets, mass and discount retailers, warehouse clubs, health food stores, dietary supplement retailers, drug stores, farmers markets, mail order and online retailers, and multi-level marketers. Our Retail Segment operates 15 retail health food stores as Chamberlin’s Natural Foods, Akin’s Natural Foods, and Earth Origins Market. These stores carry over 36,000 different national and regionally branded and private label products including high-quality natural, organic, and specialty foods consisting of produce, baked goods, frozen foods, nutritional supplements, personal care items, and general merchandise. |
FINANCIAL STATEMENTS | FINANCIAL STATEMENTS The Company’s fiscal year ends on September 30 th |
ACCOUNTING PRONOUNCEMENTS | ACCOUNTING PRONOUNCEMENTS Accounting Pronouncement Adopted In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”, which introduces a forward-looking approach, based on expected losses, to estimate credit losses on certain types of financial instruments, including trade receivables. The estimate of expected credit losses requires entities to incorporate considerations of historical information, current information, and reasonable and supportable forecasts. This ASU also expands the disclosure requirements to enable users of financial statements to understand the entity’s assumptions, models, and methods for estimating expected credit losses. The Company adopted ASU 2016-13 on October 1, 2023. The adoption of ASU 2016-13 did not have a material effect on the Company’s consolidated financial statements. Accounts Receivable: In accordance with the Company’s accounts receivable policy, accounts receivable primarily consists of customer trade receivables arising in the ordinary course of business. These receivables are recorded net of an allowance for expected credit losses. The Company evaluates the expected uncollectibility of accounts receivable based on a combination of factors, including but not limited to, past collection history, customer credit terms, industry, regulatory and economic conditions, and any customer specific risks, including credit concentration risks. The Company determines the past due status of trade receivables based on our payment terms with each customer. If the Company becomes aware of a specific customer’s inability to meet its financial obligations, such as bankruptcy filings or deterioration in the customer’s operating results or financial position, the Company may record a specific reserve for expected credit losses to reduce the related receivable to the amount it reasonably believes is collectible. Account balances are charged off against the allowance for credit losses when collection efforts have been exhausted and the account receivable is deemed worthless. Any subsequent recoveries of charged off account balances are recorded as income in the period received. Recent Accounting Pronouncements In December 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280) – Improvements to Reportable Segment Disclosures”, which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This ASU also expands disclosure requirements to enable users of financial statements to better understand the entity’s measurement and assessment of segment performance and resource allocation. This guidance is effective for fiscal years beginning after December 15, 2023 (fiscal 2025 for the Company), and interim periods within fiscal years beginning after December 15, 2024 (fiscal 2026 for the Company), with early adoption permitted. In December 2023, the FASB issued ASU No. 2023-09, “Income Taxes (Topic 740) – Improvements to Income Tax Disclosures”, which enhances the transparency, effectiveness and comparability of income tax disclosures by requiring consistent categories and greater disaggregation of information related to income tax rate reconciliations and the jurisdictions in which income taxes are paid. This guidance is effective for annual periods beginning after December 15, 2024 (fiscal 2026 for the Company), with early adoption permitted. |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Dec. 31, 2023 | |
GOODWILL AND OTHER INTANGIBLE ASSETS | |
Schedule of goodwill | December September 2023 2023 Wholesale Segment $ 5,778,325 $ 5,778,325 |
Schedule of other intangible assets | December September 2023 2023 Customer lists (Wholesale Segment) (less accumulated amortization of $0.3 million at December 2023 and $0.2 million at September 2023) $ 3,168,947 $ 3,226,480 Non-competition agreements (Wholesale Segment) (less accumulated amortization of $0.1 million at both December 2023 and September 2023) 176,253 199,503 Tradename (Wholesale Segment) (less accumulated amortization of $0.2 million at December 2023 and $0.1 million at September 2023) 1,305,310 1,358,952 Trademarks and tradenames (Retail Segment) 500,000 500,000 $ 5,150,510 $ 5,284,935 |
Schedule of estimated future amortization expense related to identifiable intangible assets with finite lives | Estimated future amortization expense related to identifiable intangible assets with finite lives was as follows at December 2023: December 2023 Fiscal 2024 (1) $ 403,276 Fiscal 2025 506,869 Fiscal 2026 463,703 Fiscal 2027 463,703 Fiscal 2028 451,043 Fiscal 2029 and thereafter 2,361,916 $ 4,650,510 (1) Represents amortization for the remaining nine months of Fiscal 2024. |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Dec. 31, 2023 | |
EARNINGS PER SHARE | |
Schedule of net earnings per share available to common shareholders | For the three months ended December 2023 2022 Basic Diluted Basic Diluted Weighted average number of common shares outstanding 595,623 595,623 581,612 581,612 Weighted average net additional shares outstanding assuming dilutive options exercised and proceeds used to purchase treasury stock (1) — 7,677 — 8,269 Weighted average number of shares outstanding 595,623 603,300 581,612 589,881 Net income available to common shareholders $ 1,070,961 $ 1,070,961 $ 2,629,001 $ 2,629,001 Net earnings per share available to common shareholders $ 1.80 $ 1.78 $ 4.52 $ 4.46 (1) Diluted earnings per share calculation includes all equity-based awards deemed to be dilutive . |
MANDATORILY REDEEMABLE NON-CO_2
MANDATORILY REDEEMABLE NON-CONTROLLING INTEREST (Tables) | 3 Months Ended |
Dec. 31, 2023 | |
MANDATORILY REDEEMABLE NON-CONTROLLING INTEREST | |
Schedule of mandatorily redeemable non-controlling interest | Fair value of MRNCI as of September 2023 $ 9,490,831 Redemption of non-controlling interests — Distributions to non-controlling interest — Change in fair value 199,744 Fair value of MRNCI as of December 2023 $ 9,690,575 Less current portion at fair value (1,757,236) $ 7,933,339 |
EQUITY-BASED INCENTIVE AWARDS (
EQUITY-BASED INCENTIVE AWARDS (Tables) | 3 Months Ended |
Dec. 31, 2023 | |
EQUITY-BASED INCENTIVE AWARDS | |
Summary of restricted stock unit awards activity | Number Weighted of Average Shares Fair Value Nonvested restricted stock units at September 2023 6,834 $ 206.00 Granted — — Vested (6,834) 195.99 Expired — — Nonvested restricted stock units at December 2023 — $ — |
Schedule of restricted stock awards | Restricted Stock Awards (1) Restricted Stock Awards (2) Restricted Stock Awards (3) Date of award: October 2021 October 2022 October 2023 Original number of awards issued: 15,100 15,100 15,100 Service period: 36 months 36 months 36 months Estimated fair value of award at grant date: $ 2,089,000 $ 2,824,000 2,762,000 Non-vested awards outstanding at December 2023: 5,034 10,067 15,100 Fair value of non-vested awards at December 2023 of approximately: $ 982,000 $ 1,963,000 2,945,000 (1) 10,066 of the restricted stock awards were vested as of December 2023. The remaining 5,034 restricted stock awards will vest in October 2024. (2) 5,033 of the restricted stock awards were vested as of December 2023. 5,033 restricted stock awards will vest in October 2024 and 5,034 will vest in October 2025. (3) The 15,100 restricted stock awards will vest in equal amounts in October 2024, October 2025 and October 2026. |
Summary of restricted stock awards activity | Number Weighted of Average Shares Fair Value Nonvested restricted stock awards at September 2023 25,167 $ 206.00 Granted 15,100 182.89 Vested (10,066) 189.87 Expired — — Nonvested restricted stock awards at December 2023 30,201 $ 195.00 |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 3 Months Ended |
Dec. 31, 2023 | |
BUSINESS SEGMENTS | |
Schedule of segment information | Wholesale Retail Segment Segment Other Consolidated THREE MONTHS ENDED DECEMBER 2023 External revenue: Cigarettes $ 395,668,708 $ — $ — $ 395,668,708 Tobacco 121,351,701 — — 121,351,701 Confectionery 40,043,130 — — 40,043,130 Health food — 10,689,429 — 10,689,429 Foodservice & other 77,206,105 — — 77,206,105 Total external revenue 634,269,644 10,689,429 — 644,959,073 Depreciation 1,855,746 228,997 — 2,084,743 Amortization 134,425 — — 134,425 Operating income (loss) 6,970,125 (16,476) (3,130,572) 3,823,077 Interest expense — — 2,311,513 2,311,513 Income (loss) from operations before taxes 6,775,098 541,948 (5,442,085) 1,874,961 Total assets 345,011,110 16,574,317 787,500 362,372,927 Capital expenditures 2,980,331 299,169 — 3,279,500 Wholesale Retail Segment Segment Other Consolidated THREE MONTHS ENDED DECEMBER 2022 External revenue: Cigarettes $ 367,689,677 $ — $ — $ 367,689,677 Tobacco 104,039,120 — — 104,039,120 Confectionery 32,558,996 — — 32,558,996 Health food — 10,261,873 — 10,261,873 Foodservice & other 51,439,841 — — 51,439,841 Total external revenue 555,727,634 10,261,873 — 565,989,507 Depreciation 750,130 278,223 — 1,028,353 Amortization 42,533 — — 42,533 Operating income (loss) 8,240,495 (266,616) (2,454,368) 5,519,511 Interest expense — — 1,694,158 1,694,158 Income (loss) from operations before taxes 8,324,827 (242,500) (4,148,526) 3,933,801 Total assets 313,505,013 16,681,645 687,291 330,873,949 Capital expenditures 1,248,067 143,865 — 1,391,932 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (Details) ft² in Millions | 1 Months Ended | 3 Months Ended |
Dec. 31, 2023 ft² item | Dec. 31, 2023 ft² state item segment | |
Number of business segments | segment | 2 | |
Wholesale Segment | ||
Number of states served | state | 31 | |
Number of retail outlets served | 7,000 | |
Number of products sold or distributed | 20,000 | |
Rank assigned by Convenience Store News | 6 | |
Number of distribution centers | 9 | |
Floor space occupied by distribution centers (in square feet) | ft² | 1.3 | 1.3 |
Retail Segment | ||
Number of operating health food retail stores | 15 | 15 |
Number of products sold or distributed | 36,000 |
INVENTORIES (Details)
INVENTORIES (Details) $ in Millions | Dec. 31, 2023 USD ($) |
INVENTORIES | |
Total reserves on finished goods | $ 1.2 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Goodwill (Details) - USD ($) | Dec. 31, 2023 | Sep. 30, 2023 |
Goodwill by reporting segment | ||
Goodwill | $ 5,778,325 | $ 5,778,325 |
Wholesale Segment | ||
Goodwill by reporting segment | ||
Goodwill | $ 5,778,325 | $ 5,778,325 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Other Intangible Assets (Details) - USD ($) | Dec. 31, 2023 | Sep. 30, 2023 |
Other intangible assets, net | $ 5,150,510 | $ 5,284,935 |
Trademarks and tradenames | Retail Segment | ||
Other intangible assets, net | 500,000 | 500,000 |
Customer lists | Wholesale Segment | ||
Other intangible assets, net | 3,168,947 | 3,226,480 |
Accumulated amortization | 300,000 | 200,000 |
Non-competition agreements | Wholesale Segment | ||
Other intangible assets, net | 176,253 | 199,503 |
Accumulated amortization | 100,000 | 100,000 |
Trade name | Wholesale Segment | ||
Other intangible assets, net | 1,305,310 | 1,358,952 |
Accumulated amortization | $ 200,000 | $ 100,000 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Additional Information (Details) - USD ($) | 3 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2023 | |
Goodwill | $ 5,778,325 | $ 5,778,325 | |
Amortization expense related to finite-lived intangible assets | $ 100,000 | ||
Maximum | |||
Amortization expense related to finite-lived intangible assets | $ 100,000 | ||
Customer lists | |||
Amortization period (in years) | 15 years | ||
Non-competition agreements | Minimum | |||
Amortization period (in years) | 3 years | ||
Non-competition agreements | Maximum | |||
Amortization period (in years) | 5 years | ||
Wholesale Segment | |||
Goodwill | $ 5,778,325 | $ 5,778,325 | |
Wholesale Segment | Trade name | |||
Amortization period (in years) | 7 years |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS - Amortization Expense (Details) | Dec. 31, 2023 USD ($) |
Estimated future amortization expense related to identifiable intangible assets with finite lives | |
Fiscal 2024 | $ 403,276 |
Fiscal 2025 | 506,869 |
Fiscal 2026 | 463,703 |
Fiscal 2027 | 463,703 |
Fiscal 2028 | 451,043 |
Fiscal 2029 and thereafter | 2,361,916 |
Total | $ 4,650,510 |
DIVIDENDS (Details)
DIVIDENDS (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | |
Dividend paid | $ 113,466 | $ 111,220 | ||
Cash dividend | ||||
Dividend paid | 100,000 | $ 100,000 | ||
Special dividend | ||||
Dividend declared | $ 200,000 | |||
Dividend declared (in USD per share) | $ 0.28 | $ 5 | ||
Dividend paid | $ 200,000 | $ 3,100,000 | $ 3,100,000 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
EARNINGS PER SHARE | ||
Weighted average number of common shares outstanding, Basic | 595,623 | 581,612 |
Weighted average of net additional shares outstanding assuming dilutive options exercised and proceeds used to purchase treasury stock | 7,677 | 8,269 |
Weighted average number of shares outstanding, Diluted | 603,300 | 589,881 |
Net income available to common shareholders, Basic | $ 1,070,961 | $ 2,629,001 |
Net income available to common shareholders, Diluted | $ 1,070,961 | $ 2,629,001 |
Net earnings per share available to common shareholders, Basic (in dollars per share) | $ 1.80 | $ 4.52 |
Net earnings per share available to common shareholders, Diluted (in dollars per share) | $ 1.78 | $ 4.46 |
DEBT - Credit Facilities (Detai
DEBT - Credit Facilities (Details) $ in Millions | 3 Months Ended |
Dec. 31, 2023 USD ($) item | |
Revolving credit facility | |
Number of credit facility agreements | item | 3 |
Facilities | |
Revolving credit facility | |
Borrowing capacity | $ 300 |
Maximum credit advances for certain inventory purchases under the facilities | 30 |
Credit limit | 228.6 |
Outstanding borrowings | 140.1 |
Credit available | $ 88.5 |
Average interest rate | 7.17% |
Peak borrowings | $ 156.8 |
Average borrowings | 125.2 |
Average availability | 86.8 |
Line of credit facility financial covenant excess capacity falls | $ 1.1 |
MANDATORILY REDEEMABLE NON-CO_3
MANDATORILY REDEEMABLE NON-CONTROLLING INTEREST (Details) - USD ($) | 3 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2023 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Difference between the contractual amount due and the fair value | $ 800,000 | ||
Fair value of MRNCI as of September 2023 | 9,490,831 | ||
Redemption of non-controlling interests | 0 | ||
Distributions to non-controlling interest | 0 | ||
Change in fair value | 199,744 | $ (54,916) | |
Fair value of MRNCI as of December 2023 | 9,690,575 | ||
Less current portion at fair value | (1,757,236) | $ (1,703,604) | |
Noncurrent portion at fair value | $ 7,933,339 | ||
Team Sledd | |||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||
Interest own (as a percent) | 64% |
EQUITY-BASED INCENTIVE AWARDS -
EQUITY-BASED INCENTIVE AWARDS - Omnibus Plans (Details) - Omnibus Plans | Dec. 31, 2023 item shares |
EQUITY-BASED INCENTIVE AWARD | |
Number of incentive plans | item | 3 |
Number of shares of the company's common stock permitted for issuance under the plan | 195,000 |
Number of shares awarded pursuant to the plan | 140,837 |
Number of additional shares that may be awarded under the plan | 54,163 |
EQUITY-BASED INCENTIVE AWARDS_2
EQUITY-BASED INCENTIVE AWARDS - Authorized and Approved Restricted Stock Units/Restricted Stock Awards (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||||
Oct. 31, 2023 | Oct. 31, 2022 | Oct. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2023 | |
Vest in October 2024 | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Scheduled to vest | 5,033 | |||||
Restricted Stock Units | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Non-vested awards outstanding at the end of the period (in shares) | 0 | 6,834 | ||||
Vested during the period (in shares) | 6,834 | 6,834 | ||||
Restricted Stock Awards | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Original number of awards issued | 15,100 | |||||
Non-vested awards outstanding at the end of the period (in shares) | 30,201 | 25,167 | ||||
Vested during the period (in shares) | 10,066 | |||||
Direct cost to the recipients of the restricted stock units | $ 0 | |||||
Compensation expense | 600,000 | $ 400,000 | ||||
Total unamortized compensation expense | $ 4,700,000 | $ 2,600,000 | ||||
Restricted Stock Awards October 2021 | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Original number of awards issued | 15,100 | |||||
Service period | 36 months | |||||
Estimated fair value of award at grant date | $ 2,089,000 | |||||
Non-vested awards outstanding at the end of the period (in shares) | 5,034 | |||||
Fair value of non-vested awards at the end of the period | $ 982,000 | |||||
Vested during the period (in shares) | 10,066 | |||||
Restricted Stock Awards October 2021 | Vest in October 2024 | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Scheduled to vest | 5,034 | |||||
Restricted Stock Awards October 2022 | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Original number of awards issued | 15,100 | |||||
Service period | 36 months | |||||
Estimated fair value of award at grant date | $ 2,824,000 | |||||
Non-vested awards outstanding at the end of the period (in shares) | 10,067 | |||||
Fair value of non-vested awards at the end of the period | $ 1,963,000 | |||||
Vested during the period (in shares) | 5,033 | |||||
Restricted Stock Awards October 2022 | Vest in October 2025 | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Scheduled to vest | 5,034 | |||||
Restricted Stock Awards October 2023 | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Original number of awards issued | 15,100 | |||||
Service period | 36 months | |||||
Estimated fair value of award at grant date | $ 2,762,000 | |||||
Non-vested awards outstanding at the end of the period (in shares) | 15,100 | |||||
Fair value of non-vested awards at the end of the period | $ 2,945,000 | |||||
Restricted Stock Awards October 2023 | Vest in October 2024 | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Scheduled to vest | 15,100 | |||||
Restricted Stock Awards October 2023 | Vest in October 2025 | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Scheduled to vest | 15,100 | |||||
Restricted Stock Awards October 2023 | Vest in October 2026 | ||||||
EQUITY-BASED INCENTIVE AWARD | ||||||
Scheduled to vest | 15,100 |
EQUITY-BASED INCENTIVE AWARDS_3
EQUITY-BASED INCENTIVE AWARDS - Restricted Stock Units/Restricted Stock Awards Activity (Details) - $ / shares | 1 Months Ended | 3 Months Ended |
Oct. 31, 2023 | Dec. 31, 2023 | |
Restricted Stock Units | ||
Number of Shares | ||
Nonvested restricted stock units/awards at the beginning of the period (in shares) | 6,834 | 6,834 |
Vested (in shares) | (6,834) | (6,834) |
Nonvested restricted stock units/awards at the end of the period (in shares) | 0 | |
Weighted Average Fair Value | ||
Nonvested restricted stock units/awards at the beginning of the period (in dollars per share) | $ 206 | $ 206 |
Vested (in dollars per share) | $ 195.99 | |
Restricted Stock Awards | ||
Number of Shares | ||
Nonvested restricted stock units/awards at the beginning of the period (in shares) | 25,167 | 25,167 |
Granted (in shares) | 15,100 | |
Vested (in shares) | (10,066) | |
Nonvested restricted stock units/awards at the end of the period (in shares) | 30,201 | |
Weighted Average Fair Value | ||
Nonvested restricted stock units/awards at the beginning of the period (in dollars per share) | $ 206 | $ 206 |
Granted (in dollars per share) | 182.89 | |
Vested (in dollars per share) | 189.87 | |
Nonvested restricted stock units/awards at the end of the period (in dollars per share) | $ 195 |
BUSINESS SEGMENTS (Details)
BUSINESS SEGMENTS (Details) | 3 Months Ended | ||
Dec. 31, 2023 USD ($) segment | Dec. 31, 2022 USD ($) | Sep. 30, 2023 USD ($) | |
Information by business segments | |||
Number of reportable business segments | segment | 2 | ||
Total external revenue | $ 644,959,073 | $ 565,989,507 | |
Depreciation | 2,084,743 | 1,028,353 | |
Amortization | 134,425 | 42,533 | |
Operating income (loss) | 3,823,077 | 5,519,511 | |
Interest expense | 2,311,513 | 1,694,158 | |
Income from operations before income taxes | 1,874,961 | 3,933,801 | |
Total assets | 362,372,927 | 330,873,949 | $ 363,429,200 |
Capital expenditures | 3,279,500 | 1,391,932 | |
Cigarettes | |||
Information by business segments | |||
Total external revenue | 395,668,708 | 367,689,677 | |
Tobacco | |||
Information by business segments | |||
Total external revenue | 121,351,701 | 104,039,120 | |
Confectionery | |||
Information by business segments | |||
Total external revenue | 40,043,130 | 32,558,996 | |
Health food | |||
Information by business segments | |||
Total external revenue | 10,689,429 | 10,261,873 | |
Foodservice & other | |||
Information by business segments | |||
Total external revenue | 77,206,105 | 51,439,841 | |
Other | |||
Information by business segments | |||
Operating income (loss) | (3,130,572) | (2,454,368) | |
Interest expense | 2,311,513 | 1,694,158 | |
Income from operations before income taxes | (5,442,085) | (4,148,526) | |
Total assets | 787,500 | 687,291 | |
Wholesale Segment | Segments | |||
Information by business segments | |||
Total external revenue | 634,269,644 | 555,727,634 | |
Depreciation | 1,855,746 | 750,130 | |
Amortization | 134,425 | 42,533 | |
Operating income (loss) | 6,970,125 | 8,240,495 | |
Income from operations before income taxes | 6,775,098 | 8,324,827 | |
Total assets | 345,011,110 | 313,505,013 | |
Capital expenditures | 2,980,331 | 1,248,067 | |
Wholesale Segment | Segments | Cigarettes | |||
Information by business segments | |||
Total external revenue | 395,668,708 | 367,689,677 | |
Wholesale Segment | Segments | Tobacco | |||
Information by business segments | |||
Total external revenue | 121,351,701 | 104,039,120 | |
Wholesale Segment | Segments | Confectionery | |||
Information by business segments | |||
Total external revenue | 40,043,130 | 32,558,996 | |
Wholesale Segment | Segments | Foodservice & other | |||
Information by business segments | |||
Total external revenue | 77,206,105 | 51,439,841 | |
Retail Segment | Segments | |||
Information by business segments | |||
Total external revenue | 10,689,429 | 10,261,873 | |
Depreciation | 228,997 | 278,223 | |
Operating income (loss) | (16,476) | (266,616) | |
Income from operations before income taxes | 541,948 | (242,500) | |
Total assets | 16,574,317 | 16,681,645 | |
Capital expenditures | 299,169 | 143,865 | |
Retail Segment | Segments | Health food | |||
Information by business segments | |||
Total external revenue | $ 10,689,429 | $ 10,261,873 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 3 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ 1,070,961 | $ 2,629,001 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
N-2
N-2 | 3 Months Ended |
Dec. 31, 2023 | |
Cover [Abstract] | |
Entity Central Index Key | 0000928465 |
Amendment Flag | false |
Securities Act File Number | 1-15589 |
Document Type | 10-Q |
Entity Registrant Name | AMCON DISTRIBUTING CO |
Entity Address, Address Line One | 7405 Irvington Road |
Entity Address, City or Town | Omaha |
Entity Address, State or Province | NE |
Entity Address, Postal Zip Code | 68122 |
City Area Code | 402 |
Local Phone Number | 331-3727 |
Entity Emerging Growth Company | false |