FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1997 Commission File Number 2-5916 CHASE GENERAL CORPORATION (Exact name of registrant as specified in its Charter) Missouri 36-2667734 State incorporation I.R.S. Employer Identification Number 3600 Leonard Road, St. Joseph, Missouri 64503 (Address of principal executive offices) (Zip Code) (816) 279-1625 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports, required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes X No Number of shares outstanding of the issuer's Common Stock: Class Outstanding at April 30, 1997 Common Stock, $1 par value 969,834 CHASE GENERAL CORPORATION INDEX PART I - FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Condensed Balance Sheets - March 31, 1997 (Unaudited) and June 30, 1996 3 Consolidated Condensed Statements of Operations - Nine months ended March 31, 1997 and 1996 (Unaudited) 4 Consolidated Condensed Statements of Operations - Three months ended March 31, 1997 and 1996 (Unaudited) 5 Consolidated Condensed Statements of Cash Flows - Nine months ended March 31, 1997 and 1996 (Unaudited) 6 Notes to Consolidated Condensed Financial Statements 7 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 8 Part II - Other Information Item 3. Defaults Upon Senior Securities 10 Item 6. Exhibits and Reports on Form 8-K 10 PART I. FINANCIAL INFORMATION CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED CONDENSED BALANCE SHEETS March 31, 1997 and June 30, 1996 March 31, June 30, 1997 1996 (Unaudited) CURRENT ASSETS Cash $ 309,534 $ 236,316 Receivables, net of allowance 68,596 74,754 Inventories: Finished goods 29,244 51,204 Goods in process 4,053 2,024 Raw materials 127,771 42,189 Packaging materials 104,482 104,565 Prepaid expense 27,250 42,659 Total current assets 670,930 553,711 PROPERTY AND EQUIPMENT - AT COST 956,313 942,011 Less accumulated depreciation 703,427 679,768 Total property and equipment 252,886 262,243 TOTAL ASSETS $ 923,816 $ 815,954 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable $ 70,441 $ 46,943 Notes payable, Series B current maturities 9,676 9,676 Accrued expense 28,693 41,456 Estimated liability for income taxes 31,892 - Total current liabilities 140,702 98,075 LONG-TERM LIABILITIES Notes payable, Series B 204,277 242,980 Total liabilities 344,979 341,055 STOCKHOLDERS' EQUITY Capital stock 3,331,274 3,331,274 Paid-in capital in excess of par 3,134,722 3,134,722 Retained earnings (deficit) (5,887,159) (5,991,097) Total stockholders' equity 578,837 474,899 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 923,816 $ 815,954 See notes to consolidated condensed financial statements. CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Unaudited) Nine Months Ended March 31 1997 1996 NET SALES $2,054,847 $1,992,396 COST OF SALES 1,531,856 1,514,911 Gross profit on sales 522,991 477,485 OPERATING EXPENSES Selling expense 243,333 241,702 General and administrative expense 119,489 124,158 Total operating expenses 362,822 365,860 Net income from operations 160,169 111,625 OTHER INCOME (EXPENSE) (9,009) (8,936) Net income before income taxes 151,160 102,689 PROVISION FOR INCOME TAXES 47,222 26,963 NET INCOME $ 103,938 $ 75,726 EARNINGS (LOSS) PER SHARE $ .01 $ (.02) See notes to consolidated condensed financial statements. CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended March 31 1997 1996 NET SALES $ 258,894 $ 282,300 COST OF SALES 253,526 305,900 Gross profit (loss) on sales 5,368 (23,600) OPERATING EXPENSES Selling expense 43,525 57,412 General and administrative expense 41,556 46,188 Total operating expenses 85,081 103,600 Net loss from operations (79,713) (127,200) OTHER INCOME (EXPENSE) (2,812) (2,394) Net loss before income taxes (82,525) (129,594) PROVISION FOR INCOME TAXES (REFUND) (34,748) (54,418) NET LOSS $ (47,777) $ (75,176) LOSS PER SHARE $ (.08) $ (.11) See notes to consolidated condensed financial statements. CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) Nine Months Ended March 31 1997 1996 CASH FLOWS FROM OPERATING ACTIVITIES Net income $103,938 $ 75,726 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 39,658 42,405 Provision for bad debts 4,815 7,200 Effects of changes in operating assets and liabilities: Accounts receivables 1,343 (23,920) Accounts payable 23,498 (20,800) Inventories (65,568) (15,973) Prepaid expenses 15,409 17,242 Accrued expense (12,763) (21,323) Estimated liability for income taxes 31,892 13,931 Net cash provided by operating activities 142,222 74,488 CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property and equipment (30,301) (91,721) CASH FLOWS FROM FINANCING ACTIVITIES Principal payments on long-term debt (38,703) (35,146) NET INCREASE (DECREASE) IN CASH 73,218 (52,379) CASH, BEGINNING OF PERIOD 236,316 300,570 CASH, END OF PERIOD $309,534 $248,191 SUPPLEMENTAL DISCLOSURES Interest paid $ 16,214 $ 17,718 Income taxes paid $ 17,494 $ 13,032 See notes to consolidated condensed financial statements. CHASE GENERAL CORPORATION AND SUBSIDIARY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited) NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES In the opinion of management, the accompanying unaudited and audited consolidated condensed financial statements contain all adjustments necessary to present fairly Chase General Corporation's financial position as of March 31, 1997 and June 30, 1996, the results of its operations for the nine months and three months ended March 31, 1997 and 1996, and its cash flows for the nine months ended March 31, 1997 and 1996. While the Company believes that the disclosures presented are adequate to make the information not misleading, it is suggested that these consolidated condensed financial statements be read in conjunction with the financial statements and the notes included in the Company's annual report for June 30, 1996, Form 10-K. All adjustments made during the period ended March 31, 1997 were of a normal recurring nature. NOTE 2 - EARNINGS (LOSS) PER SHARE The earnings (loss) per share was computed on the weighted average of outstanding common shares during the years as follows: Nine Months Ended Three Months Ended March 31 March 31 1997 1996 1997 1996 Net income (loss) $103,938 $ 75,726 $ (47,777) $ (75,176) Preferred dividend requirements: 6% Prior Cumulative Preferred, $5 par value 45,000 45,000 15,000 15,000 5% Convertible Cumulative Preferred, $20 par value 51,054 51,054 17,018 17,018 Total dividend requirements 96,054 96,054 32,018 32,018 NET INCOME (LOSS) COMMON STOCKHOLDERS $ 7,884 $ (20,328) $ (79,795) $(107,194) WEIGHTED AVERAGE OF OUTSTANDING COMMON SHARES 969,834 969,834 969,834 969,834 EARNINGS (LOSS) PER SHARE $ .01 $ (.02) $ (.08) $ (.11) No computation was made on common stock equivalents outstanding because earnings (loss) per share would be anti-dilutive. ITEM 2 CHASE GENERAL CORPORATION AND SUBSIDIARY MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS GENERAL Chase General and its wholly-owned subsidiary are engaged in the manufacture of confectionery products which are sold primarily to wholesale houses, grocery accounts, vendors, and repackers. LIQUIDITY AND CAPITAL RESOURCES As of March 31, 1997, the Company has a $12,940 commitment for capitalized expenditures. Cash increased $73,218 during the current nine month period. Working capital increased approximately $75,000 as a result of a profitable busy season. The officers of the Corporation and legal counsel continue to discuss liquidity and capital resource options to resolve the $5 million cumulative preferred stock dividends in arrears. RESULTS OF OPERATIONS Nine Months ended March 31, 1997 The Company had no unusual transactions for the nine months ended March 31, 1997. The Company realized a gross profit percentage of 25.45% and 23.97% for the nine months ended March 31, 1997 and 1996, respectively. The gross profit increased as a result of improved labor costs. Net sales increased 3.13% over the same period a year ago as a result of more regional sales activity. Selling expenses are $1,600 higher than the same period a year ago. General and administrative expenses are $4,700 lower than same period a year ago as a result of monitoring fixed overhead costs and not outsourcing proxy costs. Interest expense continues to decrease from reduced debt outstanding. Inventories at March 31, 1997 are $66,000 higher than at June 30, 1996 as a result of anticipated orders for spring product lines and taking advantage of price savings on raw materials. (Continued) ITEM 2 CHASE GENERAL CORPORATION AND SUBSIDIARY MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS (CONTINUED) Three months ended March 31, 1997 Net sales decreased $23,000 over the same period a year ago. However gross profit was a positive 2.07% as compared to a negative 8.36% for the same period ended a year ago. This three month period is normally the Company's slowest season. Sales are usually weak and plant maintenance is performed in anticipation of the next six months increased activity. Selling expense decreased $14,000 over the same period a year ago from reducing promotion and advertising costs. General and administrative expense also decreased by $4,600 over the same period a year ago as a result of monitoring fixed overhead. Accounts payable are $23,500 higher than at June 30, 1996 as a result of increased inventory on hand at March 31, 1997. PART II. OTHER INFORMATION CHASE GENERAL CORPORATION AND SUBSIDIARY ITEM 3. DEFAULTS UPON SENIOR SECURITIES a. None b. The total cumulative preferred stock dividends in arrears at March 31, 1997 is $5,483,420. ITEM 6. EXHIBITS AND REPORTS ON FORM 8.K. a. Exhibits - None b. Reports on Form 8-K: There were no reports on Form 8-K filed by the Company during the quarter ended March 31, 1997. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CHASE GENERAL CORPORATION Registrant May 12, 1997 /s/ Barry M. Yantis Date Barry M. Yantis President and Chief Financial Officer