FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 QUARTERLY REPORT PERSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 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 Indicate the number of shares outstanding of the issuer's Common Stock, as of the latest practicable date: 969,834 shares of the Company's common stock ($1.00 par value) were outstanding. CHASE GENERAL CORPORATION Index PART I - FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Condensed Balance Sheets - September 30, 1997 (Unaudited) and June 30, 1997 3 Consolidated Condensed Statements of Operations - First quarter ended September 30, 1997 and 1996 (Unaudited) 5 Consolidated Condensed Statements of Cash Flows - First quarter ended September 30, 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 9 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 September 30, 1997 and June 30, 1997 ASSETS September 30, June 30, 1997 1997 (Unaudited) CURRENT ASSETS Cash $ 85,266 $141,657 Receivables, net of allowance 196,109 83,579 Inventories: Finished goods 241,091 89,725 Goods in process 11,921 3,560 Raw materials 58,720 92,975 Packaging materials 95,406 115,251 Prepaid expense 8,614 39,791 Prepaid income taxes 6,918 5,996 Total current assets 704,045 572,534 PROPERTY AND EQUIPMENT - AT COST 985,997 985,397 Less accumulated depreciation 736,288 721,060 Total property and equipment 249,709 264,337 TOTAL ASSETS $953,754 $836,871 LIABILITIES AND STOCKHOLDERS' EQUITY September 30, June 30, 1997 1997 (Unaudited) CURRENT LIABILITIES Accounts payable $161,995 $ 59,162 Notes payable, Series B, current maturities 6,294 6,294 Accrued expenses 56,435 38,683 Total current liabilities 224,724 104,139 LONG-TERM LIABILITIES Notes payable, Series B, less current maturities above 207,659 207,659 Total liabilities 432,383 311,798 STOCKHOLDERS' EQUITY Capital stock issued and outstanding: Prior cumulative preferred stock, $5 par value: Series A (liquidation preference $1,162,500 and $1,155,000 respectively) 500,000 500,000 Series B (liquidation preference $1,117,500 and $1,110,000 respectively) 500,000 500,000 Cumulative preferred stock, $20 par value: Series A (liquidation preference $2,809,584 and $2,794,951 respectively) 1,170,660 1,170,660 Series B (liquidation preference $457,872 and $455,487 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 Retained earnings (deficit) (5,944,625) (5,940,923) Total stockholders' equity 521,371 525,073 TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 953,754 $ 836,871 See notes to consolidated condensed financial statements. CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) First Quarter Ended September 30 1997 1996 NET SALES $477,152 $532,263 COST OF SALES 366,662 400,395 Gross profit 110,490 131,868 OPERATING EXPENSES Selling expense 68,153 59,798 General and administrative expense 44,789 36,853 Total operating expenses 112,942 96,651 Income (loss) from operations (2,452) 35,217 OTHER INCOME (EXPENSE) (2,172) (2,944) Income (loss) before income taxes (4,624) 32,273 PROVISION (CREDIT) FOR INCOME TAXES (922) 6,435 NET INCOME (LOSS) $ (3,702) $25,838 LOSS PER SHARE $ (.04) $ (.01) See notes to consolidated condensed financial statements. CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) First Quarter Ended September 30 1997 1996 CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) for the quarter $ (3,702) $ 25,838 Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization 15,228 12,660 Provision for doubtful accounts 1,605 1,605 Effects of changes in operating assets and liabilities: Accounts receivable (114,135) (169,902) Inventory (105,627) (199,163) Prepaid expenses 30,255 33,603 Accounts payable 102,833 181,374 Accrued liabilities 17,752 14,577 Net cash used in operating activities (55,791) (99,408) CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property and equipment (600) (7,557) NET DECREASE IN CASH (56,391) (106,965) CASH, BEGINNING OF QUARTER 141,657 236,316 CASH, END OF QUARTER $ 85,266 $129,351 See notes to consolidated condensed financial statements. CHASE GENERAL CORPORATION AND SUBSIDIARY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED) NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited consolidated condensed financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. Interim results are not necessarily indicative of results for a full year. A summary of the company's significant accounting policies is presented on page 8 (not shown) of its 1997 Annual Report to Shareholders. Users of financial information produced for interim periods are encouraged to refer to the footnotes contained in the Annual Report to Shareholders when reviewing interim financial results. There has been no material change in the accounting policies followed by the Company during the quarter ended September 30, 1997. In the opinion of management, the accompanying interim consolidated condensed financial statements contain all adjustments necessary to present fairly Chase General Corporation's financial position as of September 30, 1997 and June 30, 1997 and the results of its operations and its cash flows for the first quarter ended September 30, 1997 and 1996. CHASE GENERAL CORPORATION AND SUBSIDIARY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED) NOTE 2 - LOSS PER SHARE Loss per share was computed on the weighted average of outstanding common shares as follows: First Quarter Ended September 30 1997 1996 Net income (loss) $ (3,702) $ 25,838 Preferred dividend requirements: 6% Prior Cumulative Preferred, $5 par value 15,000 15,000 5% Convertible Cumulative Preferred, $20 par value 17,018 17,018 Total dividend requirements 32,018 32,018 Loss - common shareholders $ (35,720) $ (6,180) Weighted average of outstanding common shares 969,834 969,834 Loss per share $ (.04) $ (.01) No computation was made on common stock equivalents outstanding because 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. RESULTS OF OPERATIONS First Quarter ended September 30, 1997 and 1996 Sales - The Company had no unusual transactions for the first quarter ended September 30, 1997. The Company realized a gross profit percentage of 23.16% and 24.77% for the first quarter ended September 30, 1997 and 1996, respectively. Consolidated net sales for the quarter ended September 30, 1997, of $477,152 were 10% under the $532,263 in 1996's first quarter. No major customer was lost during this period. However, due to a dispute on delivery from a year ago, a customer whose sales were $25,000 last year was not given the opportunity to reorder this year. In addition, another customer overbought candy a year ago and 28% of the order was returned in a subsequent period. This year their order reflected the reduced quantity. Expenses - Selling, general and administrative were 23.67% of sales in the quarter ended September 30 1997 compared to 18.16% in the first quarter of 1996. The percentage increase in 1997 resulted primarily from increase in office wages, professional fees and commissions. Inventories and accounts payable are higher than at June 30, 1997 since the Company is entering their busy cycle of the year. LIQUIDITY AND CAPITAL RESOURCES As of September 30, 1997, the Company has no commitments for capitalized expenditures. Working capital amounted to $479,000 at September 30, 1997 versus $468,000 at June 30, 1997. Cash decreased $56,391 as a result of an increase in inventories caused by the seasonal build-up. The officers of the Company and legal counsel continue to discuss liquidity and capital resource options to resolve the $5 million cumulative preferred stock dividends in arrears. 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 September 30, 1997 is $5,547,456. 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 during July, August, September, 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 December 1, 1997 /s/ Barry M. Yantis Date Barry M. Yantis President and Chief Financial Officer