UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

xQUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2015

2016

¨TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from        to

Commission File Number 2-5916

Chase General Corporation
(Exact name of small business issuer as specified in its charter)

 Chase General Corporation 
(Exact name of small business issuer as specified in its charter)

 MISSOURI   36-2667734 
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)  

 1307 South 59th, St. Joseph, Missouri 64507 
(Address of principal executive offices, Zip Code)

 (816) 279-1625 
(Issuer’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 12, 13, or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yesx No¨

Indicate by check mark whether the registrant (1) has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yesx No¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-acceleratednonaccelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 Large accelerated filer¨Accelerated filer¨
   
 Non-acceleratedNonaccelerated filer¨ (Do not check if a smaller reporting company)Smaller reporting companyx

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934) Yes¨ Nox

As of May 7, 2015,11, 2016, there were 969,834 shares of common stock, $1.00 par value, outstanding.

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY
Chase General Corporation and Subsidiary

Quarterly Report on FormQUARTERLY REPORT ON FORM 10-Q

For the Three Months Ended March 31, 2015

TABLE OF CONTENTS

FOR THE NINE MONTHS ENDED MARCH 31, 2016

Part I
PART I           FINANCIAL INFORMATIONFinancial Information 
    
 Item 1.Condensed Consolidated Financial Statements 3
    
  Condensed Consolidated Balance Sheets as of March 31, 2015 (Unaudited)2016 (UNAUDITED) and June 30, 2014201531
    
  CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2016 AND 2015 (UNAUDITED)Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2015 and 2014 (Unaudited)53
    
  CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE NINE MONTHS ENDED MARCH 31, 2016 AND 2015 (UNAUDITED)Condensed Consolidated Statements of Operations for the Nine Months Ended March 31, 2015 and 2014 (Unaudited)64
    
  Condensed Consolidated Statements of Cash Flows for the Nine Months Ended MarchFOR THE NINE MONTHS ENDED MARCH 31, 2016 AND 2015 and 2014 (Unaudited)(UNAUDITED)75
    
  Notes to Condensed Consolidated Financial Statements (Unaudited)86
    
 Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations1412
    
 Item 3.Quantitative and Qualitative Disclosures About Market Risk2219
    
 Item 4.Controls and Procedures2219
    
PARTPart II           OTHER INFORMATIONOther Information 
    
 Item 1.Legal Proceedings2320
    
 Item 1A.Risk Factors2320
    
 Item 2.Unregistered Sales of Equity Securities and Use of Proceeds2320
    
 Item 3.Defaults Upon Senior Securities2320
    
 Item 4.Mine Safety Disclosures2320
    
 Item 5.Other Information2320
    
 Item 6.ExhibitsExhibits2421
    
 Signatures2522

 

PART I. FINANCIAL INFORMATION

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

CHASE GENERAL CORPORATION AND SUBSIDIARY

CONDENSED CONSOLIDATED BALANCE SHEETS

         
ASSETS 
       
  
March 31,
2015
  
June 30,
2014
 
  (Unaudited)    
CURRENT ASSETS      
Cash and cash equivalents $305,173  $162,435 
Trade receivables, net of allowance for doubtful accounts of $18,458 and $16,508, respectively  141,092   178,686 
Inventories:        
Finished goods  174,175   258,726 
Goods in process  11,313   11,950 
Raw materials  85,959   80,088 
Packaging materials  152,284   145,046 
Prepaid expenses  38,332   12,233 
Deferred income taxes  7,532   7,047 
         
Total current assets  915,860   856,211 
         
PROPERTY AND EQUIPMENT        
Land  35,000   35,000 
Buildings  77,348   77,348 
Machinery and equipment  754,193   739,962 
Trucks and autos  198,845   188,594 
Office equipment  31,518   31,518 
Leasehold improvements  72,068   72,068 
Total  1,168,972   1,144,490 
Less accumulated depreciation  839,100   841,445 
         
Total property and equipment, net  329,872   303,045 
         
TOTAL ASSETS $1,245,732  $1,159,256 

  March 31,  June 30, 
  2016  2015 
  (Unaudited)    
ASSETS        
         
CURRENT ASSETS        
Cash and Cash Equivalents $282,679  $84,204 
Trade Receivables, Net of Allowance for Doubtful Accounts  of $17,196 and $16,296, Respectively  147,781   187,607 
Inventories:        
Finished Goods  94,482   377,853 
Goods in Process  9,321   13,815 
Raw Materials  82,404   90,506 
Packaging Materials  158,989   130,726 
Prepaid Expenses  18,337   5,689 
Prepaid Income Taxes  29,760   - 
Deferred Income Taxes  7,314   7,288 
Total Current Assets  831,067   897,688 
         
PROPERTY AND EQUIPMENT        
Land  35,000   35,000 
Buildings  77,348   77,348 
Machinery and Equipment  817,836   807,325 
Trucks and Autos  213,116   198,845 
Office Equipment  31,518   31,518 
Leasehold Improvements  72,068   72,068 
Total  1,246,886   1,222,104 
Less Accumulated Depreciation  869,233   861,341 
Total Property and Equipment, Net  377,653   360,763 
         
Total Assets $1,208,720  $1,258,451 

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(1)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)

         
LIABILITIES AND STOCKHOLDERS EQUITY
 
       
  
March 31,
2015
  
June 30,
2014
 
  (Unaudited)    
       
CURRENT LIABILITIES      
Accounts payable $44,802  $51,947 
Current maturities of notes payable  10,793   21,537 
Accrued expenses  34,805   139,098 
Income taxes payable  79,525   21,203 
Deferred income  1,299   1,299 
         
Total current liabilities  171,224   235,084 
         
LONG-TERM LIABILITIES        
Deferred income  11,687   12,661 
Notes payable, less current maturities  15,305   4,650 
Deferred income taxes  77,394   79,176 
         
Total long-term liabilities  104,386   96,487 
         
Total liabilities  275,610   331,571 
         
COMMITMENTS AND CONTINGENCIES        
         
STOCKHOLDERS’ EQUITY        
Capital stock issued and outstanding:        
Prior cumulative preferred stock, $5 par value:        
Series A (liquidation preference $2,212,500 and $2,190,000, respectively)  500,000   500,000 
Series B (liquidation preference $2,167,500 and $2,145,000, respectively)  500,000   500,000 
Cumulative preferred stock, $20 par value        
Series A (liquidation preference $5,004,564 and $4,960,664, respectively)  1,170,660   1,170,660 
Series B (liquidation preference $815,592 and $808,438, 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 
Accumulated deficit  (5,495,874)  (5,638,311)
         
Total stockholders equity
  970,122   827,685 
         
TOTAL LIABILITIES AND STOCKHOLDERS EQUITY
 $1,245,732  $1,159,256 

  March 31,  June 30, 
  2016  2015 
  (Unaudited)    
LIABILITIES AND STOCKHOLDERS' EQUITY        
         
CURRENT LIABILITIES        
Accounts Payable $40,606  $111,944 
Current Maturities of Notes Payable  15,297   8,297 
Accrued Expenses  28,874   17,966 
Income Taxes Payable  -   26,119 
Deferred Income  1,299   1,299 
Total Current Liabilities  86,076   165,625 
         
LONG-TERM LIABILITIES        
Deferred Income  10,389   11,362 
Notes Payable, Less Current Maturities  59,324   14,004 
Deferred Income Taxes  93,916   98,866 
Total Long-Term Liabilities  163,629   124,232 
         
Total Liabilities  249,705   289,857 
         
COMMITMENTS AND CONTINGENCIES        
         
STOCKHOLDERS' EQUITY        
Capital Stock Issued and Outstanding:        
Prior Cumulative Preferred Stock, $5 Par Value:        
Series A (Liquidation Preference $2,242,500  and $2,220,000, Respectively)  500,000   500,000 
Series B (Liquidation Preference $2,197,500  and $2,175,000, Respectively)  500,000   500,000 
Cumulative Preferred Stock, $20 Par Value:        
Series A (Liquidation Preference $5,063,097  and $5,019,197, Respectively)  1,170,660   1,170,660 
Series B (Liquidation Preference $825,131  and $817,977, 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 
Accumulated Deficit  (5,506,981)  (5,497,402)
Total Stockholders' Equity  959,015   968,594 
         
Total Liabilities and Stockholders' Equity $1,208,720  $1,258,451 

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(2)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

         
  
Three Months Ended
March 31
 
  2015  2014 
       
NET SALES $450,836  $462,112 
         
COST OF SALES  356,567   372,767 
         
Gross profit on sales  94,269   89,345 
         
OPERATING EXPENSES        
Selling  74,670   70,054 
General and administrative  83,890   108,816 
Gain on sale of equipment  (10,590)  - 
         
Total operating expenses  147,970   178,870 
         
Loss from operations  (53,701)  (89,525)
         
OTHER INCOME (EXPENSE)        
Miscellaneous income  626   602 
Interest expense  (125)  (440)
         
Total other income (expense), net  501   162 
         
Net loss before income taxes  (53,200)  (89,363)
         
INCOME TAX BENEFIT  (18,397)  (31,412)
         
NET LOSS $(34,803) $(57,951)
         
NET LOSS PER SHARE OF COMMON STOCK        
- BASIC $(0.07) $(0.09)
- DILUTED $(0.07) $(0.09)

(UNAUDITED)

  Three Months Ended 
  March 31 
  2016  2015 
       
NET SALES $476,676  $450,836 
         
COST OF SALES  437,017   356,567 
Gross Profit on Sales  39,659   94,269 
         
OPERATING EXPENSES        
Selling  73,854   74,670 
General and Administrative  86,747   83,890 
Gain on Sale of Equipment  -   (10,590)
Total Operating Expenses  160,601   147,970 
         
Loss from Operations  (120,942)  (53,701)
         
OTHER INCOME (EXPENSE)        
Miscellaneous Income  609   626 
Interest Expense  (890)  (125)
Total Other Income (Expense), Net  (281)  501 
         
Net Loss Before Income Taxes  (121,223)  (53,200)
         
BENEFIT FOR INCOME TAXES  (42,708)  (18,397)
         
NET LOSS $(78,515) $(34,803)
         
NET LOSS PER SHARE OF COMMON STOCK        
Basic $(0.11) $(0.07)
         
Diluted $(0.11) $(0.07)

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(3)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

         
  
Nine Months Ended
March 31
 
  2015  2014 
       
NET SALES $2,734,017  $2,775,917 
         
COST OF SALES  1,917,694   1,969,368 
         
Gross profit on sales  816,323   806,549 
         
OPERATING EXPENSES        
Selling  339,074   328,091 
General and administrative  295,724   342,317 
Loss (gain) on sale of equipment  (26,502)  93 
         
Total operating expenses  608,296   670,501 
         
Income from operations  208,027   136,048 
         
OTHER INCOME (EXPENSE)        
Miscellaneous income  13,070   2,938 
Interest expense  (2,081)  (3,581)
         
Total other income (expense), net  10,989   (643)
         
Net income before income taxes  219,016   135,405 
         
PROVISION FOR INCOME TAXES  76,579   46,387 
         
NET INCOME $142,437  $89,018 
         
NET INCOME (LOSS) PER SHARE OF COMMON STOCK        
- BASIC $0.05  $(0.01)
- DILUTED $0.02  $(0.01)

(UNAUDITED)

  Nine Months Ended 
  March 31 
  2016  2015 
       
NET SALES $2,818,456  $2,734,017 
         
COST OF SALES  2,201,287   1,917,694 
Gross Profit on Sales  617,169   816,323 
         
OPERATING EXPENSES        
Selling  353,587   339,074 
General and Administrative  297,034   295,724 
Gain on Sale of Equipment  (21,364)  (26,502)
Total Operating Expenses  629,257   608,296 
         
Income (Loss) from Operations  (12,088)  208,027 
         
OTHER INCOME (EXPENSE)        
Miscellaneous Income  1,408   13,070 
Interest Expense  (3,906)  (2,081)
Total Other Income (Expense), Net  (2,498)  10,989 
         
Net Income (Loss) Before Income Taxes  (14,586)  219,016 
         
PROVISION (BENEFIT) FOR INCOME TAXES  (5,007)  76,579 
         
NET INCOME (LOSS) $(9,579) $142,437 
         
NET INCOME (LOSS) PER SHARE OF COMMON STOCK        
Basic $(0.11) $0.05 
         
Diluted $(0.11) $0.02 

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(4)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

         
  
Nine Months Ended
March 31
 
  2015  2014 
CASH FLOWS FROM OPERATING ACTIVITIES      
Net income $142,437  $89,018 
Adjustments to reconcile net income to net cash provided by operating activities:        
Depreciation and amortization  74,904   65,366 
Allowance for bad debts  1,950   400 
Deferred income amortization  (974)  (974)
Deferred income taxes  (2,267)  (12,531)
Loss (gain) on sale of equipment  (26,502)  93 
Effects of changes in operating assets and liabilities:        
Trade receivables  35,644   (12,183)
Inventories  72,079   217,057 
Prepaid expenses  (26,099)  (9,842)
Accounts payable  (7,145)  (10,651)
Accrued expenses  (104,293)  10,915 
Income taxes payable  58,322   54,753 
         
Net cash provided by operating activities  218,056   391,421 
         
CASH FLOWS FROM INVESTING ACTIVITIES        
Purchases of property and equipment  (54,001)  (27,439)
         
CASH FLOWS FROM FINANCING ACTIVITIES        
Proceeds from line-of-credit  265,000   290,000 
Principal payments on line-of-credit  (265,000)  (290,000)
Principal payments on notes payable  (21,317)  (56,191)
         
Net cash used in financing activities  (21,317)  (56,191)
         
NET INCREASE IN CASH AND CASH EQUIVALENTS  142,738   307,791 
         
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD  162,435   28,564 
         
CASH AND CASH EQUIVALENTS, END OF PERIOD $305,173  $336,355 

(UNAUDITED)

  Nine Months Ended 
  March 31 
  2016  2015 
CASH FLOWS FROM OPERATING ACTIVITIES      
Net Income (Loss) $(9,579) $142,437 
Adjustments to Reconcile Net Income (Loss) to Net Cash  Provided by Operating Activities:        
Depreciation and Amortization  88,777   74,904 
Allowance for Bad Debts  900   1,950 
Deferred Income Amortization  (973)  (974)
Deferred Income Taxes  (4,976)  (2,267)
(Gain) on Sale of Equipment  (21,364)  (26,502)
Effects of Changes in Operating Assets and Liabilities:        
Trade Receivables  38,926   35,644 
Inventories  267,704   72,079 
Prepaid Expenses  (12,648)  (14,129)
Prepaid Income Taxes  (29,760)  (11,970)
Accounts Payable  (71,338)  (7,145)
Accrued Expenses  10,908   (104,293)
Income Taxes Payable  (26,119)  58,322 
Net Cash Provided by Operating Activities  230,458   218,056 
         
CASH FLOWS FROM INVESTING ACTIVITIES        
Purchases of Property and Equipment  (21,622)  (54,001)
         
CASH FLOWS FROM FINANCING ACTIVITIES        
Proceeds from Line-of-Credit  300,000   265,000 
Principal Payments on Line-of-Credit  (300,000)  (265,000)
Principal Payments on Notes Payable  (10,361)  (21,317)
Net Cash Used by Financing Activities  (10,361)  (21,317)
         
NET INCREASE IN CASH AND CASH EQUIVALENTS  198,475   142,738 
         
Cash and Cash Equivalents - Beginning of Period  84,204   162,435 
         
CASH AND CASH EQUIVALENTS - END OF PERIOD $282,679  $305,173 

The accompanying notes are an integral part of the unaudited

condensed consolidated financial statements.

(5)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)
NOTE 1 - GENERAL

(UNAUDITED)

NOTE 1GENERAL

The condensed consolidated balance sheet of Chase General Corporation (hereinafter referred to as “Chase”, “we”, “our”, and “us”) at June 30, 20142015 has been taken from audited consolidated financial statements at that date and condensed. The condensed consolidated financial statements as of and for the three and nine months ended March 31, 20152016 and for the three and nine months ended March 31, 20142015 are unaudited and reflect all normal and recurring accruals and adjustments which are, in the opinion of management, necessary for a fair presentation of the financial position, operating results and cash flows for the interim periods presented in this quarterly report. The condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto, together with management’s discussion and analysis of financial condition and results of operations, contained in our Annual Report on Form 10-K for the year ended June 30, 2014.2015. The results of operations for the three and nine months ended March 31, 20152016 and cash flows for the nine months ended March 31, 20152016 are not necessarily indicative of the results for the entire fiscal year ending June 30, 2015.2016. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary to fairly present financial position, results of operations, and cash flows for the periods have been included.

No events have occurred subsequent to March 31, 2015,2016, through the date of filing this form, that would require disclosure in this Form 10-Q or would be required to be recognized in the condensed consolidated financial statements as of or for the nine month period ended March 31, 2015.

CHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 2 – EARNINGS (LOSS) PER SHARE
2016.

NOTE 2EARNINGS PER SHARE

The income per share was computed on the weighted average of outstanding common shares during the period. Diluted earnings per share is calculated by including contingently issuable shares with the weighted average shares outstanding.

Contingently issuable shares were not included in the diluted earnings for the three months ended March 31, 2016, the three months ended March 31, 2015, and the nine months ended March 31, 2016 as they would have an antidilutive effect upon earnings per share.

                 
  
Three Months Ended
March 31
  
Nine Months Ended
March 31
 
  2015  2014  2015  2014 
             
Net income (loss) $(34,803) $(57,951) $142,437  $89,018 
                 
Preferred dividend requirements:                
6% Prior Cumulative Preferred, $5 par value  15,000   15,000   45,000   45,000 
5% Convertible Cumulative Preferred, $20 par value  17,018   17,018   51,054   51,054 
                 
Total dividend requirements  32,018   32,018   96,054   96,054 
                 
Net income (loss) - common stockholders $(66,821) $(89,969) $46,383  $(7,036)
                 
Weighted average shares - basic  969,834   969,834   969,834   969,834 
                 
Dilutive effect of contingently issuable shares  1,033,334   1,033,334   1,033,334   1,033,334 
                 
Weighted average shares - diluted  2,003,168   2,003,168   2,003,168   2,003,168 
                 
Basic earnings (loss) per share $(0.07) $(0.09) $0.05  $(0.01)
                 
Diluted earnings (loss) per share $(0.07) $(0.09) $0.02  $(0.01)

(6)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)
NOTE 2 - EARNINGS (LOSS) PER SHARE (CONTINUED)

(UNAUDITED)

NOTE 2EARNINGS PER SHARE(continued)

  Three Months Ended  Nine Months Ended 
  March 31  March 31 
  2016  2015  2016  2015 
Net Income (Loss) $(78,515) $(34,803) $(9,579) $142,437 
                 
Preferred Dividend Requirements:                
6% Prior Cumulative Preferred, $5 Par Value  15,000   15,000   45,000   45,000 
5% Convertible Cumulative Preferred, $20 Par Value  17,018   17,018   51,054   51,054 
Total Dividend Requirements  32,018   32,018   96,054   96,054 
                 
Net Income (Loss) - Common                
Stockholders $(110,533) $(66,821) $(105,633) $46,383 
                 
Weighted Average Shares - Basic  969,834   969,834   969,834   969,834 
Dilutive Effect of Contingently Issuable Shares  1,033,334   1,033,334   1,033,334   1,033,334 
Weighted Average Shares – Diluted  2,003,168   2,003,168   2,003,168   2,003,168 
                 
Basic Earnings per Share $(0.11) $(0.07) $(0.11) $0.05 
                 
Diluted Earnings per Share $(0.11) $(0.07) $(0.11) $0.02 

Cumulative Preferred Stock dividends in arrears at March 31, 2016 and 2015 totaled $7,916,788 and 2014 totaled $7,788,716, and $7,660,644, respectively. Total dividends in arrears, on a per share basis, consist of the following:

       
  
Nine Months Ended
March 31
 
  2015  2014 
6% Convertible      
Series A $17  $17 
Series B $16  $16 
         
5% Convertible        
Series A $66  $65 
Series B $66  $65 

  Nine Months Ended 
  March 31 
  2016  2015 
6% Convertible        
Series A $17  $17 
Series B  17   16 
5% Convertible        
Series A $67  $66 
Series B  67   66 

The 6% convertible prior cumulative preferred stock may, upon thirty days prior notice, be redeemed by the Corporation at $5.25 a share plus unpaid accrued dividends to date of redemption. In the event of voluntary liquidation, holders of this stock are entitled to receive $5.25 per share plus accrued dividends. It may be exchanged for common stock at the option of the shareholders in the ratio of 4 common shares for one share of Series A and 3.75 common shares for one share of Series B.

(7)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 2EARNINGS PER SHARE(continued)

The Company has the privilege of redemption of 5% convertible cumulative preferred stock at $21.00 a share plus unpaid accrued dividends. In the event of voluntary or involuntary liquidation, holders of this stock are entitled to receive $20.00 a share plus unpaid accrued dividends. It may be exchanged for common stock at the option of the shareholders, in the ratio of 3.795 common shares for one of preferred.

NOTE 3NOTES PAYABLE

The Company’s notes payable consists of:

    March 31,  June 30, 
Payee Terms 2016  2015 
         
Nodaway Valley Bank $350,000 line-of-credit agreement expiring on January 4, 2017, with a variable interest rate at prime but not less than 5%. The line-of-credit is collateralized by substantially all assets of the Company. Management anticipates renewal of the line-of-credit agreement at similar terms upon expiration. $-  $- 
           
Ford Credit $468 monthly payments, interest of 2.9%; final payment due January 2019, secured by a vehicle.  15,305   19,151 
           
Ford Credit $705 monthly payments, interest of 5.8%; final payment due October 2021, secured by a vehicle.  40,208   - 
           
Toyota Credit $364 monthly payments, interest of 3.5%; final payment due December 2020, secured by a vehicle.  19,108   - 
           
Ford Credit $517 monthly payments, interest of 0%; secured by a vehicle.  -   3,150 
           
Total    74,621   22,301 
Less Current Portion    15,297   8,297 
Long-Term Portion   $59,324  $14,004 

(8)

CHASE GENERAL CORPORATION AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)
NOTE 3 - NOTES PAYABLE
The Company’s long-term debt consists of:
            
     March 31,  June 30, 
Payee Terms  2015  2014 
          
Nodaway Valley Bank 
$350,000 line-of-credit agreement  expiring on January 3, 2016, with a  variable interest rate at prime but not less than 5%. The line-of-credit is collateralized by substantially all assets of the Company.
  $-  $- 
            
Ford Credit 
$468 monthly payments, interest of 2.9%; final payment due January 2019, secured by a vehicle.
   20,415   - 
            
Ford Credit 
$517 monthly payments, interest of 0%; final payment due March 2016, secured by a vehicle.
   5,683   10,850 
            
Nodaway Valley Bank 
$3,192, including interest of 5.75%; final payment due June 2015, secured by equipment; paid in full in December 2014.
   -   12,547 
            
Toyota Financial Services
 
$305 monthly payments including interest of 2.9% due March 2015, secured by a vehicle; paid in full in December 2014.
   -   2,790 
            
  Total   26,098   26,187 
  Less current portion   10,793   21,537 
  Long-term portion  $15,305  $4,650 

(UNAUDITED)

11NOTE 3NOTES PAYABLE(continued)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 3 - NOTES PAYABLE (CONTINUED)

Future minimum payments for the twelve months ending March 31 are:

     
2016 $10,793 
2017  5,260 
2018  5,414 
2019  4,631 
     
Total $26,098 
NOTE 4 - INCOME TAXES

March 31: Amount 
2017 $15,297 
2018  15,962 
2019  15,716 
2020  11,652 
2021  11,155 
Thereafter  4,839 
Total $74,621 

NOTE 4INCOME TAXES

The Company follows the provisions for uncertain tax positions as addressed in Financial Accounting Standards BoardAccounting Standards Codification 740-10. The Company recognized no liability for unrecognized tax benefits at March 31, 2015.2016. The Company has no material tax positions at March 31, 20152016, for which the ultimate deductibility is highly certain, but for which there is uncertainty about the timing of such deductibility. The Company had no accruals for interest or penalties at March 31, 2015.2016. The Company’s federal income tax returns for the fiscal years ended 2012, 2013, 2014, and 20142015 are subject to examination by the IRSInternal Revenue Service taxing authority.

NOTE 5SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

  Nine Months Ended 
  March 31 
  2016  2015 
       
Cash Paid for:        
Interest $3,906  $2,081 
         
Income Taxes $55,888  $32,494 
         
Noncash Transactions:        
Financing of New Vehicles $62,681  $21,228 

NOTE 5 - SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
         
  
Nine Months Ended
March 31
 
  2015  2014 
       
Cash paid for:      
Interest $2,081  $3,563 
Income taxes  32,494   4,105 
Non-cash transactions:        
Financing of new vehicle  21,228   - 

(9)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(UNAUDITED)

NOTE 6 – RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
NOTE 6RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In May 2014, the Financial Accounting Standards Board (“FASB”) issued new accountingamended guidance to clarify the principles for the recognition ofrecognizing revenue from contracts with customers. The guidance requires an entity to recognize revenue to depict the transfer of goods or services to customers in an amount that reflects the consideration to which an entity expects to be entitled in exchange for those goods or services. The guidance also requires expanded disclosures relating to the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. Additionally, qualitative and quantitative disclosures are required regarding customer contracts, significant judgments and changes in judgments, and assets recognized from the costs to obtain or fulfill a contract. The guidance will replace most existinginitially be applied retrospectively using one of two methods. The standard will be effective for the entity for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Early adoption is permitted beginning for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is evaluating the impact of the amended revenue recognition guidance in U.S. GAAP when it becomes effective.on its consolidated financial statements.

In July 2015, the FASB issued Accounting Standards Update No. 2015-11, "Inventory (Topic 330): Simplifying the Measurement of Inventory," ("ASU 2015-11"). An entity using an inventory method other than last-in, first out ("LIFO") or the retail inventory method should measure inventory at the lower of cost and net realizable value. The new standardguidance clarifies that net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. The update is effective as of January 1, 2017, with early adoption permitted. The Company is currently assessing the impact that adopting this new accounting standard will have on its consolidated financial statements.

In February 2016, the FASB issued amended guidance for the Company’streatment of leases. The guidance requires lessees to recognize a right-of-use asset and a corresponding lease liability for all operating and finance leases with lease terms greater than one year. The guidance also requires both qualitative and quantitative disclosures regarding the nature of the entity’s leasing activities. The guidance will initially be applied using a modified retrospective approach. The amendments in the guidance are effective for fiscal year 2018, and earlyyears beginning after December 15, 2018. Early adoption is not permitted. The Company is evaluating the effectimpact of the newamended lease guidance will have on the its consolidated financial statements and related disclosures. The Company has not yet determined the effect of the standard on its ongoing financial reporting.statements.

(10)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 6RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS(continued)

In August 2014, the FASB issued ASU No. 2014-15, "Presentation of Financial Accounting Standards Board issued an accounting standards update which requires managementStatements - Going Concern (Subtopic 205-40)". ASU 2014-15 provides guidance related to assessmanagement's responsibility to evaluate whether there are conditions or events, considered in the aggregate, that raiseis substantial doubt about the Company’san entity's ability to continue as a going concern within one year after the consolidated financial statements are issued. If substantial doubt exists, additional disclosures are required. This update will beand to provide related footnote disclosure. ASU 2014-15 is effective for annual periods ending after December 15, 2016, and for interim and annual periods thereafter. Early application is permitted. We do not expect the Company’s fiscal year 2015. The adoption of the new standard is not expectedASU 2014-15 to have a material impacteffect on the Company’s consolidatedour financial position, results of operations or cash flows or disclosures.

flows.

There have been no other newly issued or newly applicable accounting pronouncements that have, or are expected to have, a significant impact on the Company’s financial statements.

(11)

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

ITEM 2.       MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ITEM 2MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

Chase General Corporation (Chase) is a holding company for its wholly-owned subsidiary, Dye Candy Company. This subsidiary is the main operating company that is engaged in the manufacture of confectionery products which are sold primarily to wholesale houses, grocery accounts, vendors, and repackers. The subsidiary (Company) operates two divisions, Chase Candy division and Seasonal Candy division, which share a common labor force and utilize the same basic equipment and raw materials. Therefore, segment reporting for the two divisions is not maintained by Management.

The Company’s business, like that of many other confectionary product manufacturers, is seasonal. Historically, the Company has realized more of its revenue and earnings in the fiscal second quarter, which includes the majority of the holiday shopping season, than in any other fiscal quarter.

RESULTS OF OPERATIONS - Three Months Ended March 31, 2015 Compared to Three Months Ended March 31, 2014, and Nine Months Ended March 31, 2015 Compared to Nine Months Ended March 31, 2014
The following management comments regarding Chase’s results of operations and outlook should be read in conjunction with the condensed consolidated financial statements included pursuant to Item 1 of the quarterly report.
The following table sets forth certain items as a percentage of net sales and revenues for the periods presented:
                 
  Three Months Ended  Nine Months Ended 
  March 31  March 31 
  2015  2014  2015  2014 
             
Net sales  100%  100%  100%  100%
Cost of sales  79   81   70   71 
Gross profit on sales  21   19   30   29 
Operating expenses  33   39   22   24 
Income (loss) from operations  (12)  (20)  8   5 
Other income (expense), net  1   -   -   - 
Income (loss) before income taxes  (11)  (20)  8   5 
Provision (benefit) for income taxes  (4)  (7)  3   2 
Net income (loss)  (7)%  (13)%  5%  3%
CHASE GENERAL CORPORATION AND SUBSIDIARY
ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONAND RESULTS OF OPERATIONS(CONTINUED)
NET SALES
Net sales decreased $11,276 or 2% for the three months ended March 31, 2015 to $450,836 compared to $462,112 for the three months ended March 31, 2014. Gross sales for Chase Candy decreased $10,516 to $449,833 for the three months ended March 31, 2015, compared to $460,349 for 2014. Gross sales for Seasonal Candy decreased $7,370 to $10,706 for the three months ended March 31, 2015, compared to $18,076 for 2014.
The 2% decrease in gross sales of Chase Candy of $10,516 for the three months ended March 31, 2015 over the same period ended March 31, 2014, is primarily due to the net effect of the following: 1) decreased sales of the L276 Cherry Mash Distributor Pack division by approximately $21,000 versus the same period a year ago, primarily due to one customer decreasing orders; 2) decreased sales of the Cherry Mash Merchandiser division by approximately $15,000 versus the same period a year ago, primarily due to three customers decreasing orders; and offset by 3) increased sales of the L278/L212 Mini Mash division by approximately $26,000 versus the third quarter a year ago due to one customer increasing orders.
The 41% decrease in gross sales of Seasonal Candy of $7,370 for the three months ended March 31, 2015 over the same period ended March 31, 2014, is primarily due to the net effect of the following: 1) decreased sales in the clamshell seasonal division by approximately $8,000 versus third quarter a year ago primarily due to decreased orders from two customers; and offset set by 2) various other fluctuations netting an increase of approximately $1,000.
Net sales decreased $41,900 or 2% for the nine months ended March 31, 2015 to $2,734,017 compared to $2,775,917 for the nine months ended March 31, 2014. Gross sales for Chase Candy decreased $37,102 to $1,488,641 for the nine months ended March 31, 2015, compared to $1,525,743 for 2014. Gross sales for Seasonal Candy decreased $5,550 to $1,275,733 for the nine months ended March 31, 2015, compared to $1,281,283 for 2014.
CHASE GENERAL CORPORATION AND SUBSIDIARY

ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONAND RESULTS OF OPERATIONS(CONTINUED)
NET SALES (CONTINUED)
The 2% decrease in gross sales of Chase Candy of $37,102 for the nine months ended March 31, 2015 over the same period ended March 31, 2014, is primarily due to the net effect of the following: 1) decreased sales of the L276 Cherry Mash Distributor Pack division by approximately $97,000 versus the same period a year ago primarily due to one customer decreasing orders; 2) decreased sales of the L279/L299 Bulk Mini Mash division by approximately $14,000 versus the same period a year ago primarily due to two customers decreasing orders; 3) various other fluctuations netting to a decrease of approximately $3,000; 4) decreased sales of the L260 Changemaker Jar division by approximately $1,000 versus the same period a year ago primarily due to one customer decreasing orders; offset by 5) increased sales of the L278/L212 Mini Mash division by approximately $77,000 versus the same period a year ago primarily due to two customers increasing orders; and 6) increased sales of the Cherry Mash Merchandiser division by approximately $1,000 versus the same period a year ago primarily due to the net impact of two customers increasing orders and two customers decreasing orders.
The slight decrease in gross sales of Seasonal Candy of $5,550 for the nine months ended March 31, 2015 over the same period ended March 31, 2014, is primarily due to the net effect of the following: 1) decreased sales in the bulk seasonal division by approximately $22,000 versus the same period a year ago primarily due to decreased orders from three customers; 2) decreased sales in the clamshell seasonal division by approximately $1,000 versus the same period a year ago primarily due to decreased orders from one customer; offset by 3) increased sales in the generic seasonal product division by approximately $17,000 due to increased orders from one customer along with the introduction of new packaging.
COST OF SALES
The cost of sales decreased $16,200 to $356,567 or 79% of related revenues for the three months ended March 31, 2015, compared to $372,767 or 81% of related revenues for the three months ended March 31, 2014.
The 4% decrease in cost of sales of $16,200 is primarily due to the 2% decrease in net sales and a 3% decrease in the raw material costs of peanuts compared to the same period ended March 31, 2014.
CHASE GENERAL CORPORATION AND SUBSIDIARY
ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONAND RESULTS OF OPERATIONS(CONTINUED)
COST OF SALES(CONTINUED)
The cost of sales decreased $51,674 to $1,917,694 or 70% of related revenues for the nine months ended March 31, 2015, compared to $1,969,368 or 71% of related revenues for the nine months ended March 31, 2014.
The 3% decrease in cost of sales of $51,674 is primarily due to the 2% decrease in net sales net of a 5% increase in the raw material costs of peanuts compared to the same period ended March 31, 2014.
Due to volatility in the regions where these raw materials are grown, management anticipates the prices of these raw materials to continue to fluctuate primarily based on supply and demand.
SELLING EXPENSES
Selling expenses for the three months ended March 31, 2015 increased $4,616 to $74,670, which is 17% of sales, compared to $70,054 or 15% of sales for the three months ended March 31, 2014.
The increase of $4,616 in selling expenses for the three months ended March 31, 2015 is primarily due to higher premium promotions expense and higher depreciation expense. Premium promotions, which are paid to customers for various marketing reasons, increased $2,314 to $3,694 for this period from $1,380 for the three months ended March 31, 2014. Depreciation expense increased $2,069 to $10,444 for this period from $8,375 for the three months ended March 31, 2014 primarily due to purchases of property and equipment of $28,767 during the year ended June 30, 2014 combined with the purchases of property and equipment of $54,001 during the nine months ended March 31, 2015.
Selling expenses for the nine months ended March 31, 2015 increased $10,983 to $339,074, which is 12% of sales, compared to $328,091 or 12% of sales for the nine months ended March 31, 2014.
The increase of $10,983 in selling expenses for the nine months ended March 31, 2015 is primarily due to higher depreciation expense and higher sales salaries expense. Depreciation expense increased $6,864 to $31,990 for this period from $25,126 for the nine months ended March 31, 2014 primarily due to purchases of property and equipment of $28,767 during the year ended June 30, 2014 combined with the purchases of property and equipment of $54,001 during the nine months ended March 31, 2015. Sales salaries expense increased $4,979 to $83,918 for this period from $78,939 for the nine months ended March 31, 2014 primarily due to salary rate adjustments.
CHASE GENERAL CORPORATION AND SUBSIDIARY
ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONAND RESULTS OF OPERATIONS(CONTINUED)
GENERAL AND ADMINISTRATIVE EXPENSES
General and administrative expenses for the three months ended March 31, 2015 decreased $24,926 to $83,890 and decreased to 19% of sales, compared to $108,816 or 24% of sales for the three months ended March 31, 2014. The decrease of $24,926 in general and administrative expense is primarily because of lower professional fees expense and lower insurance expense offset by various other fluctuations netting to an increase of approximately $2,000. Professional fees expense decreased $13,380 to $11,894 for this period from $25,274 for the three months ended March 31, 2014 primarily due to decreased legal costs. Insurance expense decreased $13,757 to $29,806 for this period from $43,563 for the three months ended March 31, 2014 primarily due to a few employees declining health insurance coverage.
General and administrative expenses for the nine months ended March 31, 2015 decreased $46,593 to $295,724 or 11% of sales, compared to $342,317 or 12% of sales for the nine months ended March 31, 2014. The decrease of $46,593 in general and administrative expense is primarily because of lower professional fees expense, lower insurance expense offset by various other fluctuations netting to an increase of approximately $5,000. Professional fees expense decreased $31,816 to $79,124 for this period from $110,940 for the nine months ended March 31, 2014 primarily due to decreased legal costs. Insurance expense decreased $20,074 to $98,104 for this period from $118,178 for the nine months ended March 31, 2014 primarily due to a few employees declining health insurance coverage.
OTHER INCOME (EXPENSE)
Other income and (expense) increased by $339 for the three months ended March 31, 2015 to $501, compared to $162 for the three months ended March 31, 2014 primarily due to a decrease of $315 in interest expense.
Other income and (expense) increased by $11,632 for the nine months ended March 31, 2015 to $10,989, compared to $(643) for the nine months ended March 31, 2014 primarily due to a decrease of $1,500 in interest expense, a freight claim of approximately $4,000 and a refund of approximately $7,000 from a customer related to an underpayment written off during the year ending June 30, 2014.
CHASE GENERAL CORPORATION AND SUBSIDIARY
ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONAND RESULTS OF OPERATIONS(CONTINUED)
PROVISION (BENEFIT) FOR INCOME TAXES
The Company recorded an income tax benefit for the three months ended March 31, 2015 of $18,397 as compared to a tax benefit of $31,412 for the three months ended March 31, 2014. The Company recorded an income tax expense for the nine months ended March 31, 2015 of $76,579 as compared to an income tax expense of $46,387 for the nine months ended March 31, 2014. The net income tax expense recorded for the nine months ended March 31, 2015 is primarily due to recognizing income taxes related to current profitable operations.
NET INCOME (LOSS)
The Company reported a net loss for the three months ended March 31, 2015 of $34,803, compared to a net loss of $57,951 for the three months ended March 31, 2014. This change in earnings of $23,148 is explained previously in this filing. The Company reported net income for the nine months ended March 31, 2015 of $142,437, compared to net income of $89,018 for the nine months ended March 31, 2014. This change in earnings of $53,419 is explained previously in this filing.
CHASE GENERAL CORPORATION AND SUBSIDIARY
ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONAND RESULTS OF OPERATIONS(CONTINUED)
LIQUIDITY AND CAPITAL RESOURCES
The table below presents the summary of cash flow for the fiscal period indicated.
         
  Nine Months Ended 
  March 31 
  2015  2014 
       
Net cash provided by operating activities $218,056  $391,421 
Net cash used in investing activities $(54,001) $(27,439)
Net cash used in financing activities $(21,317) $(56,191)
Management has made commitments of approximately $54,000 to purchase equipment to be used in the manufacturing process before the end of fiscal 2015. The $54,001 of cash used in investing activities is the purchase of equipment used during the manufacturing process and two vehicles. The $218,056 of cash provided by operating activities is fully detailed in the condensed consolidated statement of cash flows on page seven. The $21,317 of cash used in financing activities is the principal payments on equipment and vehicle loans. At March 31, 2015, the Company had $350,000 remaining on the line-of-credit, which could be utilized to help fund any working capital requirements.
Management believes that the projected cash flow from operations, combined with its existing cash balances, will be sufficient to meet its funding requirements for the foreseeable future.
Management believes that inflation will have only a minimal effect on future operations since such effects will be offset by sales price increases, which are not expected to have a significant effect upon demand.
CHASE GENERAL CORPORATION AND SUBSIDIARY

ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONAND RESULTS OF OPERATIONS(CONTINUED)
CRITICAL ACCOUNTING POLICIES

Forward-Looking Information

This report, as well as our other reports filed with the Securities and Exchange Commission (“SEC”)(SEC), contains forward-looking statements made pursuant to the safe harbor provisions of The Private Securities Litigation Reform Act of 1995. The words “believe,” “estimate,” “anticipate,” “project,” “intend,” “expect,” “plan,” “outlook,” “forecast,” “may,” “will,” “should,” “continue,” “predict” and similar expressions are intended to identify forward-looking statements. This report contains forward-looking statements regarding, among other topics, our expected financial position, results of operations, cash flows, strategy, and management’s plans and objectives. Accordingly, these forward-looking statements are based on assumptions about a number of important factors. While we believe that our assumptions about such factors are reasonable, such factors involve risks and uncertainties that could cause actual results to be different from what appear here. These risk factors include: the ability to adequately pass through customers unanticipated future increases in raw material costs, decreased demand for products, expected orders that do not occur, loss of key customers, the impact of competition and price erosion as well as supply and manufacturing constraints, and other risks and uncertainties. In light of these risks and uncertainties, there can be no assurance that the forward-looking information contained in this report will prove accurate, and our actual results may differ materially from these forward-looking statements. We assume no obligation to update any forward-looking statements made herein.

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CHASE GENERAL CORPORATION AND SUBSIDIARY

ITEM 2MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS - Three Months Ended March 31, 2016 Compared to Three Months Ended March 31, 2015, and Nine Months Ended March 31, 2016 Compared to Nine Months Ended March 31, 2015

The following management comments regarding Chase’s results of operations and outlook should be read in conjunction with the condensed consolidated financial statements included pursuant to Item 1 of the quarterly report.

The following table sets forth certain items as a percentage of net sales and revenues for the periods presented:

  Three Months Ended  Nine Months Ended 
  March 31  March 31 
  2016  2015  2016  2015 
Net Sales  100%  100%  100%  100%
Cost of Sales  92   79   78   70 
Gross Profit on Sales  8   21   22   30 
Operating Expenses  34   33   22   22 
Income (Loss) from Operations  (26)  (12)  -   8 
Other Income (Expense), Net  -   1   -   - 
Income (Loss) before Income Taxes  (26)  (11)  -   8 
Provision (Benefit) for Income Taxes  (9)  (4)  -   3 
Net Income (Loss)  (17)%  (7)%  -%  5%

NET SALES

Net sales increased $25,840 or 6% for the three months ended March 31, 2016 to $476,676 compared to $450,836 for the three months ended March 31, 2015. Gross sales for Chase Candy increased $19,142 to $468,975 for the three months ended March 31, 2016, compared to $449,833 for the three months ended March 31, 2015. Gross sales for Seasonal Candy increased $3,263 to $13,969 for the three months ended March 31, 2016, compared to $10,706 for the three months ended March 31, 2015. Gross sales for other sales for the Company decreased $605 to $662 for the three months ended March 31, 2016, compared to $1,267 for the three months ended March 31, 2015. Sales returns and allowances for the Company decreased $4,040 to $6,930 for the three months ended March 31, 2016, compared to $10,970 for the three months ended March 31, 2015.

The 4% increase in gross sales of Chase Candy of $19,142 for the three months ended March 31, 2016 over the same period ended March 31, 2015, is primarily due to the net effect of the following: 1) increased sales of the L212 Mini Mash division by approximately $31,000 versus the same period a year ago primarily due to one customer increasing orders; offset by 2) decreased sales in the L276 Cherry Mash Bar division by approximately $6,000 due to two customers decreasing orders; and 3) decreased sales in the L278 Mini Mash division by approximately $6,000 due to one customer decreasing orders.

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CHASE GENERAL CORPORATION AND SUBSIDIARY

ITEM 2MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

NET SALES (CONTINUED)

The 30% increase in gross sales of Seasonal Candy of $3,263 for the three months ended March 31, 2016 over the same period ended March 31, 2015, is primarily due to the net effect of the following: 1) increased sales in the generic seasonal product division by approximately $8,000 due to sales to one new customer; offset by 2) decreased sales in the bulk seasonal division by approximately $3,000 versus the same period a year ago primarily due to decreased orders from one customer; and 3) decreased sales in the clamshell seasonal division by approximately $2,000 versus the same period a year ago primarily due to decreased sales to two customers.

Net sales increased $84,439 or 3% for the nine months ended March 31, 2016 to $2,818,456 compared to $2,734,017 for the nine months ended March 31, 2015. Gross sales for Chase Candy decreased $94,798 to $1,393,843 for the nine months ended March 31, 2016, compared to $1,488,641 for the nine months ended March 31, 2015. Gross sales for Seasonal Candy increased $183,300 to $1,459,033 for the nine months ended March 31, 2016, compared to $1,275,733 for the nine months ended March 31, 2015. Gross sales for other sales for the Company decreased $4,251 to $5,240 for the nine months ended March 31, 2016, compared to $9,491 for the nine months ended March 31, 2015. Sales returns and allowances for the Company decreased $188 to $39,660 for the nine months ended March 31, 2016, compared to $39,848 for the nine months ended March 31, 2015.

The 6% decrease in gross sales of Chase Candy of $94,798 for the nine months ended March 31, 2016 over the same period ended March 31, 2015, is primarily due to the following: 1) decreased sales of the L276 Cherry Mash Distributor Pack division by approximately $94,000 versus the same period a year ago primarily due to three customers decreasing orders and 2) various other fluctuations netting to a decrease of approximately $1,000.

The 14% increase in gross sales of Seasonal Candy of $183,300 for the nine months ended March 31, 2016 over the same period ended March 31, 2015, is primarily due to the net effect of the following: 1) increased sales in the generic seasonal product division by approximately $221,000 due to increased orders from two customers offset by decreased orders of another customer; 2) increased sales in the bulk seasonal division by approximately $31,000 versus the same period a year ago primarily due to increased orders from one customer; offset by 3) decreased sales in the clamshell seasonal division by approximately $69,000 versus the same period a year ago primarily due to decreased orders from four customers.

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CHASE GENERAL CORPORATION AND SUBSIDIARY

ITEM 2MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

COST OF SALES

The cost of sales increased $80,450 to $437,017 or 92% of related revenues for the three months ended March 31, 2016, compared to $356,567 or 79% of related revenues for the three months ended March 31, 2015. The 23% increase in cost of sales of $80,450 is primarily due to the net impact of a 6% increase in net sales of $25,840, a 4% increase in the price of sugar, a 1% increase in the price of chocolate, and a 8% increase in the price of corn syrup offset by a 10% decrease in the price of peanuts.

The cost of sales increased $283,593 to $2,201,287 or 78% of related revenues for the nine months ended March 31, 2016, compared to $1,917,694 or 70% of related revenues for the nine months ended March 31, 2015. The 15% increase in cost of sales of $283,593 is primarily due to the net impact of a 3% increase in net sales of $84,439, a 4% increase in the price of sugar, a 1% increase in the price of chocolate, and a 8% increase in the price of corn syrup offset by a 10% decrease in the price of peanuts. Due to volatility in the regions where these raw materials are grown, management anticipates the prices of these raw materials to continue to fluctuate primarily based on supply and demand. Primarily due to the fluctuations in these raw material prices, gross margins have decreased due to unchanged sales prices during the period. Management intends to make sales price adjustments in the future to correspond with changes in raw material prices.

SELLING EXPENSES

Selling expenses for the three months ended March 31, 2016 decreased $816 to $73,854, which is 15% of sales, compared to $74,670, or 17% of sales for the three months ended March 31, 2015. The decrease of $816 in selling expenses for the three months ended March 31, 2016 is primarily due to lower automobile expense and premium promotions offset by higher commissions, advertising expense, and customer shows expense. Premium promotions, which are paid to customers for various marketing reasons, decreased $3,149 to $545 for this period from $3,694 for the three months ended March 31, 2015. Automobile expense decreased $2,516 to $2,011 for this period from $4,527 for the three months ended March 31, 2015, primarily due to falling gasoline prices and the recent purchase of new vehicles. Commissions increased $1,624 to $12,839 for this period from $11,215 for the three months ended March 31, 2015, primarily due to a change in the mix of sales. Advertising increased $1,550 to $2,150 for this period from $600 for the three months ended March 31, 2015, primarily due to timing of regular invoices. Customer shows expense increased $1,830 to $4,534 for this period from $2,704 for the three months ended March 31, 2015 primarily due to timing of customer shows.

Selling expenses for the nine months ended March 31, 2016 increased $14,513 to $353,587, which is 13% of sales, compared to $339,074 or 12% of sales for the nine months ended March 31, 2015. The increase of $14,513 in selling expenses for the nine months ended March 31, 2016 is primarily due to higher commissions expense and depreciation expense, offset by lower automobile expenses for the period. Commission expense increased $10,900 to $103,241 for this period from $92,341 for the nine months ended March 31, 2015 primarily due to a change in the mix of sales. Depreciation expense increased $7,406 to $39,396 for this period from $31,990 primarily due to the purchases of property and equipment of $84,303 during the nine months ended March 31, 2016. Automobile expense decreased $6,080 to $8,917 for this period from $14,997 primarily due to falling gasoline prices and the recent purchase of new vehicles.

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CHASE GENERAL CORPORATION AND SUBSIDIARY

ITEM 2MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

GENERAL AND ADMINISTRATIVE EXPENSES

General and administrative expenses for the three months ended March 31, 2016 increased $2,857 to $86,747 and 18% of sales, compared to $83,890 or 19% of sales for the three months ended March 31, 2015. The increase of $2,857 in general and administrative expenses for the three months ended March 31, 2016 is primarily due to higher office supplies and professional fees offset by lower insurance expense. Professional fees increased $1,081 to $12,975 for this period from $11,894 for the three months ending March 31, 2015 due to timing of regular invoices. Office expense increased $4,826 to $6,350 for this period from $1,524 for the three months ending March 31, 2015 due to a modification in computer software. Insurance expense decreased $3,549 to $26,257 for this period from $29,806 for the three months ending March 31, 2015 due to employees changing their enrollment in insurance plans.

General and administrative expenses for the nine months ended March 31, 2016 increased $1,310 to $297,034 or 11% of sales, compared to $295,724 or 11% of sales for the nine months ended March 31, 2015. The decrease of $1,310 in general and administrative expenses for the nine months ended March 31, 2016 is primarily due to higher professional fees and office expense offset by lower insurance expense. Professional fees increased $20,188 to $99,312 for this period from $79,124 for the nine months ending March 31, 2015 due to timing of regular invoices. Office expense increased $5,748 to $9,705 for this period from $3,957 for the three months ending March 31, 2015 due to a modification in computer software. Insurance expense decreased $25,265 to $72,839 for this period from $98,104 for the nine months ending March 31, 2015 due to employees changing their enrollment in insurance plans.

OTHER INCOME (EXPENSE)

Other income (expense) decreased by $782 for the three months ended March 31, 2016 to $(281), compared to $501 for the three months ended March 31, 2015 primarily due to an increase of $765 in interest expense.

Other income (expense) increased by $13,487 for the nine months ended March 31, 2016 to $(2,498), compared to $10,989 for the nine months ended March 31, 2015 primarily due to an increase of $1,825 in interest expense and a decrease of $11,662 in miscellaneous income. The decrease in miscellaneous income is primarily due to these unusual items that occurred during nine months ended March 31, 2015: 1) a freight claim of approximately $4,000, and 2) a refund of approximately $7,000 from a customer related to an underpayment written off in a previous period.

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CHASE GENERAL CORPORATION AND SUBSIDIARY

ITEM 2MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

PROVISION (BENEFIT) FOR INCOME TAXES

The Company recorded income tax benefit for the three months ended March 31, 2016 of $(42,708) as compared to income tax benefit of $(18,397) for the three months ended March 31, 2015. The Company recorded income tax benefit for the nine months ended March 31, 2016 of $(5,007) as compared to income tax expense of $76,579 for the nine months ended March 31, 2015. The net income tax expense (benefit) recorded for the three and nine months ended March 31, 2016 is primarily due to recognizing income taxes related to current net income or loss.

NET INCOME (LOSS)

The Company reported a net loss for the three months ended March 31, 2016 of $(78,515), compared to a net loss of $(34,803) for the three months ended March 31, 2015. This earnings decrease of $43,712 is explained above. The Company reported net loss for the nine months ended March 31, 2016 of $(9,579), compared to net income of $142,437 for the nine months ended March 31, 2015. This earnings decrease of $152,016 is explained above.

PREFERRED DIVIDENDS

Preferred dividends were $32,018 for the three months ended March 31, 2016 and 2015, which reflects additional preferred stock dividends in arrears on the Company’s Series A and Series B $5 par value preferred stock and its Series A and Series B $20 par value preferred stock.

Preferred dividends were $96,054 for the nine months ended March 31, 2016 and 2015, which reflects additional preferred stock dividends in arrears on the Company’s Series A and Series B $5 par value preferred stock and its Series A and Series B $20 par value preferred stock.

NET INCOME (LOSS) APPLICABLE TO COMMON STOCKHOLDERS

Net loss applicable to common stockholders for the three months ended March 31, 2016 was $(110,533) which is a decrease in earnings of $43,712 as compared to the net loss for the three months ended March 31, 2015 of $(66,821).

Net income (loss) applicable to common stockholders for the nine months ended March 31, 2016 was $(105,633) which is a decrease in earnings of $152,016 as compared to the net income for the nine months ended March 31, 2015 of $46,383.

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CHASE GENERAL CORPORATION AND SUBSIDIARY

ITEM 2MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

LIQUIDITY AND CAPITAL RESOURCES

The table below presents the summary of cash flow for the fiscal period indicated.

  Nine Months Ended 
  March 31 
  2016  2015 
Net Cash Provided by Operating Activities $230,458  $218,056 
Net Cash Used by Investing Activities $(21,622) $(54,001)
Net Cash Used by Financing Activities $(10,361) $(21,317)

Management has no material commitments for capital expenditures during the remainder of fiscal 2016. The $230,458 of cash provided by operating activities is fully detailed in the condensed consolidated statement of cash flows on page five. The $21,622 of cash used in investing activities is the purchase of equipment used during the manufacturing process and an automobile. The $10,361 of cash used in financing activities is the principal payments on equipment and vehicle loans. At March 31, 2016, the Company had $350,000 remaining on the line-of-credit, which could be utilized to help fund any working capital requirements.

Management believes that the projected cash flow from operations, combined with its existing cash balances, will be sufficient to meet its funding requirements for the foreseeable future.

Management believes that inflation will have only a minimal effect on future operations since such effects will be offset by sales price increases, which are not expected to have a significant effect upon demand.

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CHASE GENERAL CORPORATION AND SUBSIDIARY

ITEM 3.          QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to a smaller reporting company.

ITEM 4.         CONTROLS AND PROCEDURES
ITEM 4.CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures

Chase’s Management, with the participation of the Chief Executive Officer, has evaluated the effectiveness of Chase’s disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)Exchange Act), as of the end of the period covered by this report. Based on such evaluation, the Chief Executive Officer and Management has concluded that Chase’s disclosure controls and procedures are effective to provide reasonable assurance that information required to be disclosed in periodic filings under the Exchange Act is accumulated and communicated to management, including those officers, and to members of the Board of Directors, to allow timely decisions regarding required disclosure.

(b) Changes in Internal Control over Financial Reporting

There were no significant changes in Chase’s internal control over financial reporting or in other factors that in management’s estimates are reasonably likely to materially affect Chase’s internal control over financial reporting subsequent to the date of the evaluation.

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CHASE GENERAL CORPORATION AND SUBSIDIARY

PART II. OTHER INFORMATION

ITEM 1.        LEGAL PROCEEDINGS
ITEM 1.LEGAL PROCEEDINGS

None.

ITEM 1A.     RISK FACTORS
ITEM 1A.RISK FACTORS

Not applicable to a smaller reporting company.

ITEM 2.        UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 None.
ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

ITEM 3.        DEFAULTS UPON SENIOR SECURITIES
ITEM 3.DEFAULTS UPON SENIOR SECURITIES

a. None.None

b.The total cumulative preferred stock dividends contingency at March 31, 20152016 is $7,788,716.$7,916,788.

ITEM 4.        MINE SAFETY DISCLOSURES
ITEM 4.MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5.        
ITEM 5.OTHER INFORMATION

None.

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 a. None.

CHASE GENERAL CORPORATION AND SUBSIDIARY

PART II. OTHER INFORMATION (CONTINUED)

ITEM 6.          EXHIBITS
ITEM 6.EXHIBITS

a.Exhibits.

Exhibit 31.1Certification of Chief Executive Officer and Treasurer pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

Exhibit 32.1Certification of President and Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit 101The following financial statements for the quarter ended March 31, 2015,2016, formatted in XBRL: (i) Condensed Consolidated Balance Sheets as of March 31, 20152016 and June 30, 2014,2015, (ii) Condensed Consolidated Statements of IncomeOperations for the Three Months Ended March 31, 20152016 and 2014,2015, (iii) Condensed Consolidated Statements of IncomeOperations for the Nine Months Ended March 31, 20152016 and 2014,2015, (iv) Condensed Consolidated Statements of Cash Flows for the Nine Months Ended March 31, 20152016 and 2014,2015, and (v) the Notes to Condensed Consolidated Financial Statements, tagged as blocks of text.

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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 and Subsidiary
  Chase General Corporation and Subsidiary (Registrant)
   
May 8, 201512, 2016 /s/ Barry M. Yantis
Date Barry M. Yantis
  Chairman of the Board, Chief Executive Officer and
Chief Financial Officer, President and Treasurer
25

 

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