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fizz20211209_8k.htm
false 0000069891 0000069891 2021-12-09 2021-12-09
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 8-K
 
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported): December 9, 2021
 
National Beverage Corp.
(Exact Name of Registrant as Specified in Its Charter)
 
Delaware
(State or Other Jurisdiction of Incorporation)
 
1-14170 59-2605822
(Commission File Number) (IRS Employer Identification No.)
                   
        
8100 SW Tenth Street, Suite 4000  
Fort Lauderdale, Florida 33324
(Address of Principal Executive Offices) (Zip Code)
 
(954) 581-0922
(Registrant’s Telephone Number, Including Area Code)
 
(Former Name or Former Address, if Changed Since Last Report)
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each Class Trading Symbol Name of each exchange on which registered
Common Stock, par value $.01 per share FIZZ The NASDAQ Global Select Market
                          
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
 
Emerging growth company ☐
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
 
 
 
Item 2.02 Results of Operations and Financial Condition
 
On December 9, 2021, National Beverage Corp. issued a press release announcing financial results for its second quarter ended October 30, 2021. The information in Item 2.02 of this report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.
 
Item 9.01 Financial Statements and Exhibits
 
(d) 
Exhibit 99.1
 
 
Exhibit 104
Cover Page Interactive Data File (formatted as Inline XBRL)
 
 
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.
 
National Beverage Corp.
(Registrant)
 
 
By:       /s/ George R. Bracken
George R. Bracken
Executive Vice President – Finance
(Principal Financial Officer)
 
 
 
Date: December 10, 2021
 
 
 
EXHIBIT INDEX
 
99.1
Press release dated December 9, 2021 announcing the Company’s financial results for the second quarter ended October 30, 2021.
 
104
Cover Page Interactive Data File (formatted as Inline XBRL)
 
 
ex_315393.htm

Exhibit 99.1

 

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NASDAQ: FIZZ

For Immediate Release

Contact: Office of the Chairman, Grace Keene

 

NATIONAL BEVERAGE CORP.

REPORTS RECORD SECOND QUARTER REVENUES -

REFLECTS UPON DYNAMIC PERFORMANCE

 

FORT LAUDERDALE, FL, December 9, 2021 . . . National Beverage Corp. (NASDAQ: FIZZ) today announced results for its second quarter ended October 30, 2021:

 

 

●

Net sales were $283.2 million, a second quarter sales record;

 

 

●

Gross profit was $101.5 million;

 

 

●

Earnings per share was $.42; and

 

 

●

Cash was $273 million, up 41%.

 

“Our results for the quarter are a dynamic reflection of the current business conditions in America and around the planet,” stated a company spokesperson. “While net sales for the quarter increased 13% from the pre-pandemic levels of the second quarter of FY20, the dynamics of how we monitor and measure internal performance reveal metrics that reflect the reality of our results. The current, well-publicized conditions, while impacting all consumer products companies, prevented us from meeting consumer demand and resulted in creating record backlogs at the end of the quarter.”

 

“Beverage companies utilize several methods to get their products to consumers. National is a genuine partner to major retailers in that we utilize assets that are owned by both our company and the retailer to effectively lower the cost to the consumer. Conditions have temporarily reduced the importance of gross profit as a significant business metric making sales backlogs (currently) an important indicator of consumer demand.”

 

 

 

 

-more-

 

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National Beverage Corp.

Page 2

 

 

“The recently announced $3.00 per share cash dividend is further evidence of our focus on growing long-term shareholder value. Seventeen years ago, National Beverage’s market capitalization stood at approximately $315 million and our balance sheet equity was $125 million. Since that time, we will have paid out over $1.2 billion in dividends. In other words, we have returned over 3.8x the starting market capitalization and almost 10x our starting balance sheet equity! We believe that innovation has made this possible and is the magic ingredient that separates us from our competition.”

 

“This magic might not fit with conventional notions of return on invested capital, but few companies can match our ‘cash-on-cash’ track record. In our view, it reflects the corporate philosophy that defines who we are.”

 

“Team National is deeply concerned about those who may not be as fortunate as we are. We sincerely hope all will feel our special Peace and Joy this Wonderful Time of Year . . . Merry Christmas!”

 

 

 

“Patriotism” – If Only We Could Bottle It!

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

-more-

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National Beverage Corp.

Page 3

 

 

National Beverage Corp.

Consolidated Results for the Periods Ended

October 30, 2021 and October 31, 2020 

 

 

    (in thousands, except per share amounts)  
    Three Months Ended     Six Months Ended  
   

Oct. 30, 2021

    

Oct. 31, 2020

    

Oct. 30, 2021

    

Oct. 31, 2020

  
                                 

Net Sales

   $ 283,158     $ 271,809     $ 594,870     $ 565,176  
                                 

Net Income

   $ 39,284     $ 47,164     $ 93,100     $ 98,328  
                                 

Earnings Per Common Share

                                

Basic

   $ .42     $ .51     $ 1.00     $ 1.05  

Diluted

   $ .42     $ .50     $ .99     $ 1.05  
                                 

Average Common Shares Outstanding

                                

Basic

     93,321       93,276       93,310       93,262  

Diluted

     93,640       93,754       93,607       93,632  

 

This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks, uncertainties and other factors described in the Company's Securities and Exchange Commission filings which may cause actual results or achievements to differ from the results or achievements expressed or implied by such statements. The Company disclaims an obligation to update or announce revisions to any forward-looking statements.

 

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