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 September 30, 2001 ------------------ 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) Telephone: (816) 279-1625 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 [_] As of October 31, 2001 there were 969,834 shares outstanding of the Registrant's ($1.00 par value) common stock. 1 CHASE GENERAL CORPORATION Index PART I - FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Condensed Balance Sheets - September 30, 2001 (Unaudited) and June 30, 2001 .................................... 3 Consolidated Condensed Statements of Operations - Three months ended September 30, 2001 and 2000 (Unaudited) ....... 5 Consolidated Condensed Statements of Cash Flows - Three months ended September 30, 2001 and 2000 (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 .................................. 9 Item 4. Submission of Matters to a Vote of Security Holders .............. 9 Item 6. Exhibits and Reports on Form 8-K ................................. 9 2 PART I. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED CONDENSED BALANCE SHEETS September 30, 2001 and June 30, 2001 ASSETS September 30, June 30, 2001 2001 ------------ ---------- (Unaudited) CURRENT ASSETS Cash $ 71,837 $ 117,114 Trade receivables, net of allowance 156,791 100,494 Income tax receivable 13,053 7,053 Inventories: Finished goods 207,770 73,138 Goods in process 12,910 1,943 Raw materials 70,250 80,592 Packaging materials 96,911 64,536 Prepaid expense 8,714 34,606 Prepaid income taxes 11,220 11,220 ---------- ---------- Total current assets 649,456 490,696 ---------- ---------- PROPERTY AND EQUIPMENT - AT COST 1,121,276 1,117,639 Less accumulated depreciation 905,451 893,434 ---------- ---------- Total property and equipment 215,825 224,205 ---------- ---------- TOTAL ASSETS $ 865,281 $ 714,901 ========== ========== 3 LIABILITIES AND STOCKHOLDERS' EQUITY September 30, June 30, 2001 2001 ----------- ----------- (Unaudited) CURRENT LIABILITIES Accounts payable $ 209,063 $ 46,002 Accrued expenses 45,497 35,301 ----------- ----------- Total current liabilities 254,560 81,303 LONG-TERM LIABILITIES Notes payable, Series B 77,672 77,672 ----------- ----------- Total liabilities 332,232 158,975 ----------- ----------- STOCKHOLDERS' EQUITY Capital stock issued and outstanding: Prior cumulative preferred stock, $5 par value: Series A (liquidation preference $1,282,500 and $1,275,000 respectively) 500,000 500,000 Series B (liquidation preference $1,237,500 and $1,230,000 respectively) 500,000 500,000 Cumulative preferred stock, $20 par value Series A (liquidation preference $3,043,717 and $3,029,083 respectively) 1,170,660 1,170,660 Series B (liquidation preference $496,027 and $493,643 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) (5,932,947) (5,910,070) ----------- ----------- Total stockholders' equity 533,049 555,926 ----------- ----------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 865,281 $ 714,901 =========== =========== The accompanying notes are an integral part of these consolidated condensed financial statements. 4 CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended September 30 ------------------------ 2001 2000 --------- --------- NET SALES $ 311,977 $ 452,953 COST OF SALES 241,638 349,109 --------- --------- Gross profit on sales 70,339 103,844 --------- --------- OPERATING EXPENSES Selling expense 49,258 56,716 General and administrative expense 49,500 48,408 --------- --------- Total operating expenses 98,758 105,124 --------- --------- Net loss from operations (28,419) (1,280) OTHER INCOME (EXPENSE) (457) (1,079) --------- --------- Net loss before income taxes (28,876) (2,359) CREDIT FOR INCOME TAXES (6,000) (470) --------- --------- NET LOSS $ (22,876) $ (1,889) ========= ========= LOSS PER SHARE $ (.06) $ (.03) ========= ========= The accompanying notes are an integral part of these consolidated condensed financial statements. 5 CHASE GENERAL CORPORATION AND SUBSIDIARY CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended September 30 ------------------------ 2001 2000 --------- --------- CASH FLOWS FROM OPERATING ACTIVITIES Net loss $ (22,876) $ (1,889) Adjustments to reconcile net income to net cash used in operating activities: Depreciation and amortization 12,016 13,052 Provision for bad debts 1,605 1,605 Effects of changes in operating assets and liabilities: Receivables (63,902) (160,717) Inventories (167,632) (221,209) Prepaid expense 25,892 26,414 Accounts payable 163,061 249,538 Accrued expenses 10,196 9,771 --------- --------- Net cash used in operating activities (41,640) (83,435) --------- --------- CASH FLOWS FROM INVESTING ACTIVITIES Purchases of property and equipment (3,637) (444) --------- --------- NET DECREASE IN CASH (45,277) (83,879) CASH, BEGINNING OF PERIOD 117,114 146,779 --------- --------- CASH, END OF PERIOD $ 71,837 $ 62,900 ========= ========= The accompanying notes are an integral part of these consolidated condensed financial statements. 6 CHASE GENERAL CORPORATION AND SUBSIDIARY NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited) NOTE 1 - BASIS OF PRESENTATION In the opinion of management, the accompanying unaudited interim consolidated condensed financial statements include all adjustments (consisting only of normal adjustments) necessary for a fair presentation of the financial position of Chase General Corporation as of September 30, 2001 and June 30, 2001 and the results of its operations for the three months ended September 30, 2001 and 2000, and its cash flows for the three months ended September 30, 2001 and 2000. 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 pages 19 and 20 (not shown) of its 2001 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 three months ended September 30, 2001. NOTE 2 - EARNINGS PER SHARE The earnings per share was computed on the weighted average of outstanding common shares as follows: Three Months Ended September 30 ------------------------ 2001 2000 --------- --------- Net income (loss) $ (22,876) $ (1,889) --------- --------- 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 --------- --------- Net loss common shareholders $ (54,894) $ (33,907) ========= ========= Weighted average of outstanding common shares 969,834 969,834 ========= ========= Loss per share $ (.06) $ (.03) ========= ========= No computation was made on common stock equivalents outstanding because loss per share would be anti-dilutive. 7 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 Three Months Ended September 30, 2001 and 2000 - ---------------------------------------------- Sales: The Company's net sales of $311,977 for period ended September 30, 2001 decreased 31% over net sales of $452,953 for the three months ended September 30, 2000. The decrease in sales was due to not extending a promotion to a major customer for the current period, as well as approximately $35,000 of sale orders received last year that were not repeated this year. Additionally, one non-major customer had a group of vendors go out of business since last year which reduced current year sales. Gross profit on sales for the three months ended September 30, 2001 and 2000 was consistent at 23%. Selling expenses decreased 13% compared to selling expenses for the three months ended September 30, 2000 as a result of reduced commissions, based on sales decreasing. General and administrative expenses increased 2% compared to these expenses for the three months ended September 30, 2000, as a result of website maintenance costs. LIQUIDITY AND CAPITAL RESOURCES As of September 30, 2001, the Company has no commitments for capitalized expenditures. Cash decreased $45,277 during the current three month period as a result of seasonal build-up of inventories for the busy season. Inventories increased $167,632 for this three month period ending September 30, 2001 as a part of the Company's normal seasonal build-up. 8 PART II. OTHER INFORMATION CHASE GENERAL CORPORATION AND SUBSIDIARY Item 3. DEFAULTS UPON SENIOR SECURITIES a. None b. The total cumulative preferred stock dividends contingency at September 30, 2001 is $6,059,744 Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS a. The annual meeting of shareholders is scheduled for January 14, 2002. Item 6. EXHIBITS AND REPORTS ON FORM 8-K. a. Exhibits - None required b. Reports on Form 8-K: There were no reports on Form 8-K filed during July, August and September, 2001. 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 ___________________ ________________________________________ Date Barry M. Yantis President and Chief Financial Officer 9