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 DecemberMarch 31, 20162017

 

¨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)

 

 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)

1307 South 59th, St. Joseph, Missouri 64507

(Address of principal executive offices, Zip Code)

 

(816) 279-1625
(Issuer’s telephone number, including area 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. YesxNo¨

 

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). YesxNo¨

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a nonaccelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer”filer,” “smaller reporting company,” and “smaller reporting“emerging growth 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
Emerging Growth Company ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, 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. Yes ☐ No ☒

 

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 February 9,May 11, 2017, there were 969,834 shares of common stock, $1.00 par value, outstanding.

 

 

 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARYChase General Corporation and Subsidiary

QUARTERLY REPORT ON FORM 10-Q

TABLE OF CONTENTS

FOR THE SIXNINE MONTHS ENDEDDECEMBER MARCH 31, 20162017

 

Part IFinancial Information 
    
 Item 1.Condensed Consolidated Financial Statements 
    
  Condensed Consolidated Balance Sheets as of DecemberMarch 31, 20162017 (UNAUDITED) and June 30, 20161
    
  CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBERMARCH 31, 20162017 AND 20152016 (UNAUDITED)3
    
  CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE SIXNINE MONTHS ENDED DECEMBERMARCH 31, 20162017 AND 20152016 (UNAUDITED)4
    
  Condensed Consolidated Statements of Cash Flows FOR THE SIXNINE MONTHS ENDED DECEMBERMARCH 31, 20162017 AND 20152016 (UNAUDITED)5
    
  Notes to Condensed Consolidated Financial Statements (Unaudited)6
    
 Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations13
    
 Item 3.Quantitative and Qualitative Disclosures About Market Risk20
    
 Item 4.Controls and Procedures20
    
Part IIOther Information 
    
 Item 1.Legal Proceedings21
    
 Item 1A.Risk Factors21
    
 Item 2.Unregistered Sales of Equity Securities and Use of Proceeds21
    
 Item 3.Defaults Upon Senior Securities21
    
 Item 4.Mine Safety Disclosures21
    
 Item 5.Other Information21
    
 Item 6.Exhibits22
    
 Signatures23

 

 

 

PART I. FINANCIAL INFORMATION

 

ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 

CHASE GENERAL CORPORATION AND SUBSIDIARYChase General Corporation and Subsidiary

CONDENSED CONSOLIDATED BALANCE SHEETS

 

 December 31, June 30,  March 31, June 30, 
 2016 2016  2017 2016 
 (Unaudited)    (Unaudited)   
ASSETS                
                
CURRENT ASSETS                
Cash and Cash Equivalents $299,932  $19,259  $123,483  $19,259 
Trade Receivables, Net of Allowance for Doubtful Accounts of $17,149 and $16,549, Respectively  306,723   179,622 
Trade Receivables, Net of Allowance for Doubtful Accounts of $17,449 and $16,549, Respectively  304,353   179,622 
Inventories:                
Finished Goods  70,967   433,043   51,854   433,043 
Goods in Process  5,941   6,540   8,629   6,540 
Raw Materials  82,142   76,561   62,714   76,561 
Packaging Materials  145,321   135,732   158,223   135,732 
Prepaid Expenses  39,854   5,689   25,772   5,689 
Income Tax Receivable  6,433   29,111 
Prepaid Income Taxes  8,463   29,111 
Deferred Income Taxes  6,943   7,533   7,320   7,533 
Total Current Assets  964,256   893,090   750,811   893,090 
                
PROPERTY AND EQUIPMENT                
Land  35,000   35,000   35,000   35,000 
Buildings  77,348   77,348   77,348   77,348 
Machinery and Equipment  838,131   820,885   838,131   820,885 
Trucks and Autos  213,116   213,116   213,116   213,116 
Office Equipment  31,518   31,518   31,518   31,518 
Leasehold Improvements  72,068   72,068   72,068   72,068 
Total  1,267,181   1,249,935   1,267,181   1,249,935 
Less Accumulated Depreciation  949,202   896,288   975,623   896,288 
Total Property and Equipment, Net  317,979   353,647   291,558   353,647 
                
Total Assets $1,282,235  $1,246,737  $1,042,369  $1,246,737 

 

The accompanying notes are an integral part of the unaudited
condensed consolidated financial statements.

 

 (1) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARYChase General Corporation and Subsidiary

CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)

 

 December 31, June 30,  March 31, June 30, 
 2016 2016  2017 2016 
 (Unaudited)    (Unaudited)   
LIABILITIES AND STOCKHOLDERS' EQUITY                
                
CURRENT LIABILITIES                
Accounts Payable $142,251  $46,718  $68,623  $46,718 
Current Maturities of Notes Payable  15,793   15,460   15,962   15,460 
Accrued Expenses  19,772   25,163   41,834   25,163 
Deferred Income  1,299   1,299   1,299   1,299 
Total Current Liabilities  179,115   88,640   127,718   88,640 
                
LONG-TERM LIABILITIES                
Deferred Income  9,415   10,064   9,090   10,064 
Notes Payable, Less Current Maturities  47,416   55,397   43,362   55,397 
Deferred Income Taxes  72,510   90,446   2,567   90,446 
Total Long-Term Liabilities  129,341   155,907   55,019   155,907 
                
Total Liabilities  308,456   244,547   182,737   244,547 
                
COMMITMENTS AND CONTINGENCIES                
                
STOCKHOLDERS' EQUITY                
Capital Stock Issued and Outstanding:                
Prior Cumulative Preferred Stock, $5 Par Value:                
Series A (Liquidation Preference $2,265,000 and $2,250,000, Respectively)  500,000   500,000 
Series B (Liquidation Preference $2,220,000 and $2,205,000, Respectively)  500,000   500,000 
Series A (Liquidation Preference $2,272,500 and $2,250,000, Respectively)  500,000   500,000 
Series B (Liquidation Preference $2,227,500 and $2,205,000, Respectively)  500,000   500,000 
Cumulative Preferred Stock, $20 Par Value:                
Series A (Liquidation Preference $5,106,997 and $5,077,730, Respectively)  1,170,660   1,170,660 
Series B (Liquidation Preference $832,285 and $827,516, Respectively)  190,780   190,780 
Series A (Liquidation Preference $5,121,630 and $5,077,730, Respectively)  1,170,660   1,170,660 
Series B (Liquidation Preference $834,670 and $827,516, Respectively)  190,780   190,780 
Common Stock, $1 Par Value  969,834   969,834   969,834   969,834 
Paid-In Capital in Excess of Par  3,134,722   3,134,722   3,134,722   3,134,722 
Accumulated Deficit  (5,492,217)  (5,463,806)  (5,606,364)  (5,463,806)
Total Stockholders' Equity  973,779   1,002,190   859,632   1,002,190 
                
Total Liabilities and Stockholders' Equity $1,282,235  $1,246,737  $1,042,369  $1,246,737 

 

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  Three Months Ended 
 December 31  March 31 
 2016 2015  2017 2016 
          
NET SALES $1,153,469  $1,278,677  $398,077  $476,676 
                
COST OF SALES  931,235   920,887   408,514   437,017 
Gross Profit on Sales  222,234   357,790 
Gross Profit (Loss) on Sales  (10,437)  39,659 
                
OPERATING EXPENSES                
Selling  132,229   156,957   69,670   73,854 
General and Administrative  86,909   95,236   97,294   86,747 
Gain on Sale of Equipment  -   (8,990)
Total Operating Expenses  219,138   243,203   166,964   160,601 
                
Income from Operations  3,096   114,587 
Loss from Operations  (177,401)  (120,942)
                
OTHER INCOME (EXPENSE)                
Miscellaneous Income  408   421 
Miscellaneous Income (Expense)  (6,335)  609 
Interest Expense  (4,140)  (2,741)  (729)  (890)
Total Other Income (Expense)  (3,732)  (2,320)  (7,064)  (281)
                
Income (Loss) before Income Taxes  (636)  112,267 
Loss before Income Taxes  (184,465)  (121,223)
                
PROVISION FOR INCOME TAXES (INCOME TAX BENEFIT)  (153)  39,581 
INCOME TAX BENEFIT  (70,320)  (42,708)
                
NET INCOME (LOSS) $(483) $72,686 
NET LOSS $(114,145) $(78,515)
                
EARNINGS (LOSS) PER SHARE        
LOSS PER SHARE        
Basic $(0.03) $0.04  $(0.15) $(0.11)
                
Diluted $(0.03) $0.02  $(0.15) $(0.11)

 

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)

 

 Six Months Ended  Nine Months Ended 
 December 31  March 31 
 2016 2015  2017 2016 
          
NET SALES $2,015,657  $2,341,780  $2,413,734  $2,818,456 
                
COST OF SALES  1,603,126   1,764,270   2,011,640   2,201,287 
Gross Profit on Sales  412,531   577,510   402,094   617,169 
                
OPERATING EXPENSES                
Selling  231,495   279,733   301,165   353,587 
General and Administrative  222,655   210,287   319,949   297,034 
Gain on Sale of Equipment  -   (21,364)  -   (21,364)
Total Operating Expenses  454,150   468,656   621,114   629,257 
                
Income (Loss) from Operations  (41,619)  108,854 
Loss from Operations  (219,020)  (12,088)
                
OTHER INCOME (EXPENSE)                
Miscellaneous Income  784   799 
Miscellaneous Income (Expense)  (5,551)  1,408 
Interest Expense  (4,957)  (3,014)  (5,688)  (3,906)
Total Other Income (Expense)  (4,173)  (2,215)  (11,239)  (2,498)
                
Income (Loss) before Income Taxes  (45,792)  106,639 
Loss before Income Taxes  (230,259)  (14,586)
                
PROVISION FOR INCOME TAXES (INCOME TAX BENEFIT)  (17,381)  37,701 
INCOME TAX BENEFIT  (87,701)  (5,007)
                
NET INCOME (LOSS) $(28,411) $68,938 
NET LOSS $(142,558) $(9,579)
                
EARNINGS (LOSS) PER SHARE        
LOSS PER SHARE        
Basic $(0.10) $0.01  $(0.25) $(0.11)
                
Diluted $(0.10) $-  $(0.25) $(0.11)

 

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)

 

 Six Months Ended  Nine Months Ended 
 December 31  March 31 
 2016 2015  2017 2016 
CASH FLOWS FROM OPERATING ACTIVITIES                
Net Income (Loss) $(28,411) $68,938 
Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by Operating Activities:        
Net Loss $(142,558) $(9,579)
Adjustments to Reconcile Net Loss to Net Cash Provided by Operating Activities:        
Depreciation and Amortization  52,913   60,968   79,334   88,777 
Allowance for Bad Debts  600   600   900   900 
Deferred Income Amortization  (649)  (649)  (974)  (973)
Deferred Income Taxes  (17,346)  (1,843)  (87,666)  (4,976)
Gain on Sale of Equipment  -   (21,364)  -   (21,364)
Effects of Changes in Operating Assets and Liabilities:                
Trade Receivables  (127,701)  11,718   (125,631)  38,926 
Inventories  347,505   224,404   370,456   267,704 
Prepaid Expenses  (34,165)  (32,550)  (20,083)  (12,648)
Income Taxes Receivable  22,678   - 
Prepaid Income Taxes  20,648   (29,760)
Accounts Payable  95,533   13,823   21,905   (71,338)
Accrued Expenses  (5,391)  (3,063)  16,671   10,908 
Income Taxes Payable  -   (5,784)  -   (26,119)
Net Cash Provided by Operating Activities  305,566   315,198   133,002   230,458 
                
CASH FLOWS FROM INVESTING ACTIVITIES                
Purchases of Property and Equipment  (17,245)  (21,622)  (17,245)  (21,622)
                
CASH FLOWS FROM FINANCING ACTIVITIES                
Proceeds from Line-of-Credit  325,000   300,000   325,000   300,000 
Principal Payments on Line-of-Credit  (325,000)  (300,000)  (325,000)  (300,000)
Principal Payments on Notes Payable  (7,648)  (6,666)  (11,533)  (10,361)
Net Cash Used by Financing Activities  (7,648)  (6,666)  (11,533)  (10,361)
                
NET INCREASE IN CASH AND CASH EQUIVALENTS  280,673   286,910   104,224   198,475 
                
Cash and Cash Equivalents - Beginning of Period  19,259   84,204   19,259   84,204 
                
CASH AND CASH EQUIVALENTS - END OF PERIOD $299,932  $371,114  $123,483  $282,679 

 

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 1generalGENERAL

 

The condensed consolidated balance sheet of Chase General Corporation (hereinafter referred to as “Chase”, “we”, “our”, and “us”) at June 30, 2016 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 sixnine months ended DecemberMarch 31, 20162017 and for the three and sixnine months ended DecemberMarch 31, 20152016 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, 2016. The results of operations for the three and sixnine months ended DecemberMarch 31, 20162017 and cash flows for the sixnine months ended DecemberMarch 31, 20162017 are not necessarily indicative of the results for the entire fiscal year ending June 30, 2017. 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 DecemberMarch 31, 2016,2017, 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 sixnine month period ended DecemberMarch 31, 2016.2017.

 

 (6) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

NOTE 2EARNINGS (Loss) PER SHARE

 

The earnings (loss)income per share werewas computed on the weighted average of outstanding common shares during the period. Diluted earnings per share are calculated by including contingently issuable shares with the weighted average shares outstanding.

 

 Three Months Ended Six Months Ended  Three Months Ended Nine Months Ended 
 December 31 December 31  March 31 March 31 
 2016 2015 2016 2015  2017 2016 2017 2016 
Net Income (Loss) $(483) $72,686  $(28,411) $68,938 
Net Loss $(114,145) $(78,515) $(142,558) $(9,579)
                                
Preferred Dividend Requirements:                                
6% Prior Cumulative Preferred, $5 Par Value  15,000   15,000   30,000   30,000   15,000   15,000   45,000   45,000 
5% Convertible Cumulative Preferred, $20 Par Value  17,018   17,018   34,036   34,036   17,018   17,018   51,054   51,054 
Total Dividend Requirements  32,018   32,018   64,036   64,036   32,018   32,018   96,054   96,054 
                                
Net Income (Loss) - Common Stockholders $(32,501) $40,668  $(92,447) $4,902 
Net Loss - Common Stockholders $(146,163) $(110,533) $(238,612) $(105,633)
                                
Weighted Average Shares - Basic  969,834   969,834   969,834   969,834   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   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   2,003,168   2,003,168   2,003,168   2,003,168 
                                
Basic Earnings (Loss) per Share $(0.03) $0.04  $(0.10) $0.01 
Basic Loss per Share $(0.15) $(0.11) $(0.25) $(0.11)
                                
Diluted Earnings (Loss) per Share $(0.03) $0.02  $(0.10) $- 
Diluted Loss per Share $(0.15) $(0.11) $(0.25) $(0.11)

 

The contingently issuable shares, for the three months and sixnine months ended DecemberMarch 31, 2017 and March 31, 2016, were not included in diluted earnings per common share as they would have an antidilutive effect upon earnings per share.

 

 (7) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

noteNOTE 2EARNINGS (LOSS) PER SHARE (continued)(CONTINUED)

 

Cumulative Preferred Stock dividends in arrears at DecemberMarch 31, 2017 and 2016 totaled $8,044,860 and 2015 totaled $8,012,842 and $7,884,770,$7,916,788, respectively. Total dividends in arrears, on a per share basis, consist of the following:

 

 Six Months Ended  Nine Months Ended 
 December 31  March 31 
 2016 2015  2017 2016 
6% Convertible             
Series A $17  $17  $17  $17 
Series B  17   17   17   17 
5% Convertible                
Series A $67  $66  $68  $67 
Series B  67   66   68   67 

 

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.

 

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.

 

 (8) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

NOTE 3NOTES PAYABLE

 

The Company’s long-term debtnotes payable consists of:

 

   December 31, June 30,    March 31, June 30, 
Payee Terms 2016 2016  Terms 2017 2016 
Nodaway Valley Bank $350,000 line-of-credit agreement expiring on January 4, 2018, 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. $-  $-  $350,000 line-of-credit agreement expiring on January 4, 2018, 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 $705 monthly payments, interest of 5.8%; final payment due October 2021, secured by a vehicle.  35,537   38,674  $705 monthly payments, interest of 5.8%; final payment due October 2021, secured by a vehicle.  33,935   38,674 
                  
Toyota Credit $364 monthly payments, interest of 3.5%; final payment due December 2020, secured by a vehicle.  16,297   18,179  $364 monthly payments, interest of 3.5%; final payment due December 2020, secured by a vehicle.  15,344   18,179 
                  
Ford Credit $468 monthly payments, interest of 2.9%; final payment due January 2019, secured by a vehicle.  11,375   14,004  $468 monthly payments, interest of 2.9%; final payment due January 2019, secured by a vehicle.  10,045   14,004 
                  
Total    63,209   70,857   59,324   70,857 
Less Current Portion    15,793   15,460     15,962   15,460 
Long-Term Portion   $47,416  $55,397    $43,362  $55,397 

 

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

March 31: Amount 
2018 $15,962 
2019  15,716 
2020  11,652 
2021  11,155 
2022  4,839 
Total $59,324 

 (9) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

note 3NOTES PAYABLE (continued)

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

December 31: Amount 
2017 $15,793 
2018  16,481 
2019  11,973 
2020  12,098 
2021  6,864 
Total $63,209 

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 DecemberMarch 31, 2016.2017. The Company has no material tax positions at DecemberMarch 31, 20162017, 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 DecemberMarch 31, 2016.2017. The Company’s federal income tax returns for the fiscal years ended 2014, 2015, and 2016 are subject to examination by the Internal Revenue Service taxing authority.

 

NOTE 5SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

 

 Six Months Ended  Nine Months Ended 
 December 31  March 31 
 2016 2015  2017 2016 
          
Cash Paid for:                
Interest $4,957  $3,014  $5,688  $3,906 
                
Income Taxes $2,030  $45,368  $6,090  $55,888 
                
Noncash Transactions:                
Financing of New Vehicles $-  $62,681  $-  $62,681 

 

(10)

CHASE GENERAL CORPORATION AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 6RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

 

In May 2014, the Financial Accounting Standards Board (“FASB”) issued amended guidance to clarify the principles for recognizing 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 initially 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 on its consolidated financial statements.

(10)

CHASE GENERAL CORPORATION AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 6RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS (CONTINUED)

 

In July 2015, the FASB issued Accounting Standards Update No. 2015-11, "Inventory“Inventory (Topic 330): Simplifying the Measurement of Inventory," ("” (“ASU 2015-11"2015-11”). An entity using an inventory method other than last-in, first out ("LIFO"(“LIFO”) or the retail inventory method should measure inventory at the lower of cost and net realizable value. The new guidance 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 for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years, with early adoption permitted. The Company is currently assessingdoes not expect the impact that adopting this new accounting standard willadoption of ASU 2015-11 to have a material effect on its consolidatedthe financial statements.position, results of operations, or cash flows.

 

In February 2016, the FASB issued amended guidance for the treatment 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 years beginning after December 15, 2018. Early adoption is permitted. The Company is evaluating the impact of the amended lease guidance on the its consolidated financial statements.

 

In August 2014, the FASB issued ASU No. 2014-15, "Presentation“Presentation of Financial Statements - Going Concern (Subtopic 205-40)". ASU 2014-15 provides guidance related to management'smanagement’s responsibility to evaluate whether there is substantial doubt about an entity'sentity’s ability to continue as a going concern and 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. The Company does not expect the adoption of ASU 2014-15 to have a material effect on the financial position, results of operations, or cash flows.

(11)

CHASE GENERAL CORPORATION AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

 

In November 2015, the FASB issued ASC Update No. 2015-17, “Balance Sheet Classification of Deferred Taxes” as part of its simplification initiatives. This update requires deferred tax liabilities and assets to be classified as non-current on the consolidated condensed balance sheet for fiscal years beginning after December 15, 2016, and interim periods within those annual periods. Early application is permitted. An entity can elect to adopt prospectively or retrospectively to all periods presented. We doThe Company does not expect the adoption of ASU 2015-17 to have a material effect on our financial position, results of operations, or cash 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'sCompany’s consolidated financial statements.

(11)

CHASE GENERAL CORPORATION AND SUBSIDIARY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 7DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company’s financial instruments consist principally of cash and cash equivalents, trade receivables and payables, and notes payable. There are no significant differences between the carrying value and fair value of any of these consolidated financial instruments. As of March 31, 2017, the amount of the Company’s long-term debt approximates fair value based on the present value of estimated future cash flows using a discount rate commensurate with a borrowing rate available to the Company.

 

 (12) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

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

ITEM 2.

MANAGEMENT’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 DecemberMarch 31, 20162017 Compared to Three Months Ended DecemberMarch 31, 2015,2016, and SixNine Months Ended DecemberMarch 31, 20162017 Compared to SixNine Months Ended DecemberMarch 31, 20152016

 

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  Six Months Ended 
  December 31  December 31 
  2016  2015  2016  2015 
Net Sales  100%  100%  100%  100%
Cost of Sales  81   72   80   75 
Gross Profit on Sales  19   28   20   25 
Operating Expenses  19   19   23   20 
Income (Loss) from Operations  -   9   (3)  5 
Other Income (Expense), Net  -   (1)  -   - 
Income (Loss) before Income Taxes  -   8   (3)  5 
Provision (Benefit) for Income Taxes  -   3   (1)  2 
Net Income (Loss)  -%  5%  (2)%  3%
  Three Months Ended  Nine Months Ended 
  March 31  March 31 
  2017  2016  2017  2016 
Net Sales  100%  100%  100%  100%
Cost of Sales  103   92   83   78 
Gross Profit (Loss) on Sales  (3)  8   17   22 
Operating Expenses  42   34   26   22 
Loss from Operations  (45)  (26)  (9)  - 
Other Income (Expense), Net  (2)  -   -   - 
Loss before Income Taxes  (47)  (26)  (9)  - 
Benefit for Income Taxes  (18)  (9)  (4)  - 
Net Loss  (29)%  (17)%  (5)%  -%

 

 (13) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

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

AND RESULTS OF OPERATIONS

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

 

NET SALES

 

Net sales decreased $125,208$78,599 or 10%16% for the three months ended DecemberMarch 31, 20162017 to $1,153,469$398,077 compared to $1,278,677$476,676 for the three months ended DecemberMarch 31, 2015.2016. Gross sales for Chase Candy increased $64,909decreased $65,946 to $497,792$403,029 for the three months ended DecemberMarch 31, 2016,2017, compared to $432,883$468,975 for the three months ended DecemberMarch 31, 2015.2016. Gross sales for Seasonal Candy decreased $199,378$3,949 to $665,658$10,020 for the three months ended DecemberMarch 31, 2016,2017, compared to $865,036$13,969 for the three months ended DecemberMarch 31, 2015.2016. Gross sales for other sales for the Company increased $3,291decreased $160 to $7,143$502 for the three months ended DecemberMarch 31, 2016,2017, compared to $3,852$662 for the three months ended DecemberMarch 31, 2015.2016. Sales returns and allowances for the Company decreased $5,970increased $8,544 to $17,124$15,474 for the three months ended DecemberMarch 31, 2016,2017, compared to $23,094$6,930 for the three months ended DecemberMarch 31, 2015.2016.

 

The 15% increase14% decrease in gross sales of Chase Candy of $64,909$65,946 for the three months ended DecemberMarch 31, 20162017 over the same period ended DecemberMarch 31, 2015,2016, is primarily due to the net effect of the following: 1) increaseddecreased sales of the L276 Cherry Mash Distributor Pack division by approximately $38,000 versus the same period a year ago, primarily due to decreased orders from existing customers; 2) decreased sales of L200 Cherry Mash Merchandisers division by approximately $11,000 versus the same period a year ago, primarily due to decreased orders from existing customers; 3) decreased sales of L212 Mini Mash division by approximately $31,000$10,000 versus the same period a year ago, due to decreased orders from existing customers; 4) decreased sales of L100 Cherry Mash Merchandiser division by approximately $6,000 versus the same period a year ago, due to decreased orders from existing customers; and 5) various other fluctuations netting a decrease of approximately $1,000.

The 28% decrease in gross sales of Seasonal Candy of $3,949 for the three months ended March 31, 2017 over the same period ended March 31, 2016, is primarily due to the net effect of the following: 1) decreased sales in the generic produce division by approximately $8,000 due to a loss of a customer; offset by 2) increased sales in the clamshell division by approximately $3,000 versus the same period a year ago, primarily due to increased orders from existing customers; 2) increased sales of L276 Cherry Mash Distributor Pack division by approximately $19,000 versus the same period a year ago primarily due to increased orders from existing customers; 3) increased sales of L200 Cherry Mash Merchandisers division by approximately $9,000 versus the same period a year ago due to increased orders from existing customers; and 4) increased sales of L278 Mini Mash division by approximately $7,000 versus the same period a year ago due to increased orders from existing customers.

The 23% decrease in gross sales of Seasonal Candy of $199,378 for the three months ended December 31, 2016 over the same period ended December 31, 2015, is primarily due to the net effect of the following: 1) a decrease in the generic seasonal division netting approximately $180,000 versus the same period a year ago, primarily due to existing customers decreasing orders; and 2) decreased orders in the bulk seasonal division netting approximately $44,000, due to decreased sales from existing customers; offset by 3) increased volume from various customers in the clamshell seasonal division netting approximately $24,000 versus the same period a year ago, primarily due to existing customers increasing orders.one customer.

 

Net sales decreased $326,123$404,722 or 14% for the sixnine months ended DecemberMarch 31, 20162017 to $2,015,657$2,413,734 compared to $2,341,780$2,818,456 for the sixnine months ended DecemberMarch 31, 2015.2016. Gross sales for Chase Candy decreased $5,191$71,137 to $919,677$1,322,706 for the sixnine months ended DecemberMarch 31, 2016,2017, compared to $924,868$1,393,843 for the sixnine months ended DecemberMarch 31, 2015.2016. Gross sales for Seasonal Candy decreased $332,344$336,293 to $1,112,720$1,122,740 for the sixnine months ended DecemberMarch 31, 2016,2017, compared to $1,445,064$1,459,033 for the sixnine months ended DecemberMarch 31, 2015.2016. Gross sales for other sales for the Company increased $2,604$2,444 to $7,182$7,684 for the sixnine months ended DecemberMarch 31, 2016,2017, compared to $4,578$5,240 for the sixnine months ended DecemberMarch 31, 2015.2016. Sales returns and allowances for the Company decreased $8,808$264 to $23,922$39,396 for the sixnine months ended DecemberMarch 31, 2016,2017, compared to $32,730$39,660 for the sixnine months ended DecemberMarch 31, 2015.2016.

 

 (14) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

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

AND RESULTS OF OPERATIONS

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

 

NET SALES (CONTINUED)

 

The 1%5% decrease in gross sales of Chase Candy of $5,191$71,137 for the sixnine months ended DecemberMarch 31, 20162017 over the same period ended DecemberMarch 31, 2015,2016, is primarily due to the following: 1) decreased sales of the L278 MiniL276 Cherry Mash Distributor Pack division by approximately $15,000$27,000 versus the same period a year ago, primarily due to existingtwo customers decreasing orders; offset byorders, 2) increaseddecreased sales of the L276L200 Cherry Mash Distributor PackMerchandisers division by approximately $11,000$21,000 versus the same period a year ago, primarily due to existingthree customers increasing orders.decreasing orders, 3) decreased sales of the L278 Mini Mash division by approximately $13,000 versus the same period a year ago, primarily due to two customers decreasing orders, 4) decreased sales of the L100 Cherry Mash merchandisers division by approximately $5,000 versus the same period a year ago, primarily due to one customer decreasing orders, 5) decreased sales of the L279 Bulk Mini Mash division by approximately $3,000 versus the same period a year ago, primarily due to decreased orders from customers, and 6) decreased sales of the L260 Changemaker Jar division by approximately $2,000 versus the same period a year ago, primarily due to decreased orders from customers

 

The 23% decrease in gross sales of Seasonal Candy of $332,344$336,293 for the sixnine months ended DecemberMarch 31, 20162017 over the same period ended DecemberMarch 31, 2015,2016, is primarily due to the net effect of the following: 1) decreased orders from three customers in the generic seasonal division netting approximately $328,000$336,000 versus the same period a year ago, primarily due to customers decreasing orders; 2) decreased orders in the bulk seasonal division netting approximately $30,000 due to decreased sales from existing customers; offset by 3) increased volume from various customers in the clamshell seasonal division netting approximately $25,000$29,000 versus the same period a year ago, primarily due to customers increasing orders.

 

COST OF SALES

 

The cost of sales increased $10,348decreased $28,503 to $931,235$408,514 or 81%103% of related revenues for the three months ended DecemberMarch 31, 2016,2017, compared to $920,887$437,017 or 72%92% of related revenues for the three months ended DecemberMarch 31, 2015.2016. The 1% increase7% decrease in cost of sales of $10,348$28,503 is primarily due to the net impact of a 16% decrease in net sales of $78,599 and a 4% decrease in the price of chocolate, offset by a 15% increase in the price of peanuts offset by a 4% decreaseand an 8% increase in the price of sugar and the 10% decrease incorn syrup. Cost of sales outpaced net sales of $125,208.primarily due to outdated inventory totaling approximately $13,000 being returned during the period.

 

The cost of sales decreased $161,144$189,647 to $1,603,126$2,011,640 or 80%83% of related revenues for the sixnine months ended DecemberMarch 31, 2016,2017, compared to $1,764,270$2,201,287 or 75%78% of related revenues for the sixnine months ended DecemberMarch 31, 2015.2016. The 9% decrease in cost of sales of $161,144$189,647 is primarily due to the net impact of a 14% decrease in net sales of $326,123,$404,722 offset by a 10% increase in the price of corn syruppeanuts and an 8%a 9% increase 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.corn syrup.

 

 (15) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

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

AND RESULTS OF OPERATIONS

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

 

SELLING EXPENSES

 

Selling expenses for the three months ended DecemberMarch 31, 20162017 decreased $24,728$4,184 to $132,229,$69,670, which is 11%18% of sales, compared to $156,957,$73,854, or 12%15% of sales for the three months ended DecemberMarch 31, 2015.2016. The decrease of $24,728$4,184 in selling expenses for the three months ended DecemberMarch 31, 20162017 is primarily due to lower promotions expense and lower commission expense. Commissions decreased $4,207 to $8,632 for this period from $12,839 for the three months ended March 31, 2016, primarily due to a decrease in sales.

Selling expenses for the nine months ended March 31, 2017 decreased $52,422 to $301,165, which is 12% of sales, compared to $353,587 or 13% of sales for the nine months ended March 31, 2016. The decrease of $52,422 in selling expenses for the nine months ended March 31, 2017 is primarily due to lower commissions, promotions, vehicle depreciation, and automobile expenses. Commission expense decreased $21,559 to $81,642 for this period from $103,241 for the nine months ended March 31, 2016 primarily due to a decrease in sales. Promotions expense, which are paid to customers for various marketing reasons, decreased $13,291$18,139 to $27,023$47,777 for this period from $40,314$65,916 for the three months ended DecemberMarch 31, 2015. Commission2016. Depreciation expense which are based on sales, decreased $9,122$7,429 to $39,695$31,967 for this period from $48,817 for the three months ended December 31, 2015.

Selling expenses for the six months ended December 31, 2016 decreased $48,238 to $231,495, which is 11% of sales, compared to $279,733 or 12% of sales for the six months ended December 31, 2015. The decrease of $48,238 in selling expenses for the six months ended December 31, 2016 is$39,396 primarily due to lower promotions expense, lower commission expense, and lower depreciation expense for the period. Promotions expense decreased $21,273 to $44,098 for this period from $65,371 for the six months ended December 31, 2015. Commission expense decreased $17,392 to $73,010 for this period from $90,402 for the six months ended December 31, 2015 primarily due to the decrease in sales. Depreciation expense decreased $6,667 to $21,312 for this period from $27,979 primarily due to thea decrease in purchases of property and equipment during this period opposed to the sixnine months ended DecemberMarch 31, 2015.2016. Automobile expense, which does not include depreciation, decreased $3,507 to $4,894 for this period from $8,401, primarily due to falling gasoline prices and reduced maintenance costs primarily caused by the purchase of new vehicles during the nine months ended March 31, 2016.

 

GENERAL AND ADMINISTRATIVE EXPENSES

 

General and administrative expenses for the three months ended DecemberMarch 31, 2016 decreased $8,3272017 increased $10,547 to $86,909$97,294 and 8%24% of sales, compared to $95,236$86,747 or 7%18% of sales for the three months ended DecemberMarch 31, 2015.2016. The decreaseincrease of $8,327$10,547 in general and administrative expenses for the three months ended DecemberMarch 31, 20162017 is primarily due to lower professional fees offset by higher insurance expense. Insurance expense and higher payroll expense. Professional fees decreased $16,696increased $10,407 to $14,970$36,664 for this period from $31,666$26,257 for the three months ending Decemberended March 31, 2015 due to lower audit fees versus the same period a year ago. Insurance expense increased $4,241 to $28,466 for this period from $24,225 for the three months ending December 31, 20152016 due to employees changing their enrollment in insurance plans. Payroll

General and administrative expenses for the nine months ended March 31, 2017 increased $22,915 to $319,949 or 13% of sales, compared to $297,034 or 11% of sales for the nine months ended March 31, 2016. The increase of $22,915 in general and administrative expenses for the nine months ended March 31, 2017 is primarily due to an increase in insurance expense, miscellaneous general expense, and payroll tax expense offset by a decrease in professional fees. Insurance expense increased $2,631$19,738 to $7,888$92,577 for this period from $5,257$72,839 for the nine months ended March 31, 2016 due to employees changing their enrollment insurance plans. Miscellaneous general expense increased $4,698 to $11,050 for this period from $6,352 for the three months ending Decemberended March 31, 20152016 due to the payment of a non-recurring workplace penalty. Payroll tax expense increased $4,462 to $22,812 for this period from $18,350 for the three months ended March 31, 2016 due to reclassifying payroll expenses that were previously charged to cost of sales to general and administrative payroll expensesexpense as roles in the companyCompany changed from the previous period.

General and administrative expenses for the six months ended December 31, 2016 increased $12,368periods. Professional fees decreased $7,443 to $222,655 or 11% of sales, compared to $210,287 or 9% of sales for the six months ended December 31, 2015. The increase of $12,368 in general and administrative expenses for the six months ended December 31, 2016 is primarily due to higher insurance expense and higher payroll tax expense. Insurance expense increased $9,331 to $55,913$91,869 for this period from $46,582$99,312 for the sixthree months ending Decemberended March 31, 20152016 due to employees changing their enrollment in insurance plans. Payroll tax expense increased $3,702 to $15,296 for this period from $11,594 for the six months ending December 31, 2015 due to reclassifying payroll expenses that were previously charged to cost of sales to general and administrative payroll expenses as roles in the company changed from the previous period.lower audit fees.

 

 (16) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

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

AND RESULTS OF OPERATIONS

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

 

OTHER INCOME (EXPENSE)

 

Other income (expense) decreased by $1,412$6,783 for the three months ended DecemberMarch 31, 20162017 to $(3,732)$(7,064), compared to $(2,320)$(281) for the three months ended DecemberMarch 31, 20152016 primarily due to an increase of $1,399$6,912 in interestmiscellaneous expense. The reason for this increase is primarily due to a nonrecurring transition fee charged to the Company by a customer to offset the customer’s product relocation costs.

 

Other income (expense) decreased by $1,958$8,741 for the sixnine months ended DecemberMarch 31, 20162017 to $(4,173)$(11,239), compared to $(2,215)$(2,498) for the sixnine months ended DecemberMarch 31, 20152016 primarily due to an increases of $6,926 and $1,782 in miscellaneous expense and interest expense, respectively. The increase of $1,943 in interest expense.miscellaneous expense is primarily due to a nonrecurring transition fee charged to the Company by a customer to offset the customer’s product relocation costs.

 

PROVISION (BENEFIT) FOR INCOME TAXES

 

The Company recorded income tax benefit for the three months ended DecemberMarch 31, 20162017 of $(153)$(70,320) as compared to income tax expensebenefit of $39,581$(42,708) for the three months ended DecemberMarch 31, 2015.2016. The Company recorded income tax benefit for the sixnine months ended DecemberMarch 31, 20162017 of $(17,381)$(87,701) as compared to income tax expensebenefit of $37,701$(5,007) for the sixnine months ended DecemberMarch 31, 2015.2016. The net income tax expense (benefit) recorded for the three and sixnine months ended DecemberMarch 31, 20162017 is primarily due to recognizing income taxes in relationrelated to the profitability of operations.current net income or loss.

 

NET INCOME (LOSS)

 

The Company reported a net loss for the three months ended DecemberMarch 31, 20162017 of $(483)$(114,145), compared to a net incomeloss of $72,686$(78,515) for the three months ended DecemberMarch 31, 2015.2016. This earnings decrease of $73,169$35,630 is explained above. The Company reported net loss for the sixnine months ended DecemberMarch 31, 20162017 of $(28,411)$(142,558), compared to net incomeloss of $68,938$(9,579) for the sixnine months ended DecemberMarch 31, 2015.2016. This earnings decrease of $97,349$132,979 is explained above.

 

PREFERRED DIVIDENDS

 

Preferred dividends were $32,018 for the three months ended DecemberMarch 31, 20162017 and 2015,2016, 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 $64,036$96,054 for the sixnine months ended DecemberMarch 31, 20162017 and 2015,2016, 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.

 

 (17) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

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

AND RESULTS OF OPERATIONS

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

 

NET INCOME (LOSS)LOSS APPLICABLE TO COMMON STOCKHOLDERS

 

Net loss applicable to common stockholders for the three months ended DecemberMarch 31, 20162017 was $(32,501)$(146,163) which is a decreasean increase in losses of $73,169$(35,630) as compared to the net loss for the three months ended March 31, 2016 of $(110,533).

Net income (loss) applicable to common stockholders for the threenine months ended DecemberMarch 31, 2015 of $40,668.

Net loss applicable to common stockholders for the six months ended December 31, 20162017 was $(92,447)$(238,612) which is a decreasean increase in losses of $97,349$(132,979) as compared to the net income applicable to common stockholdersloss for the sixnine months ended DecemberMarch 31, 20152016 of $4,902.$(105,633).

 

LIQUIDITY AND CAPITAL RESOURCES

 

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

 

 Six Months Ended  Nine Months Ended 
 December 31  March 31 
 2016 2015  2017 2016 
Net Cash Provided by Operating Activities $305,566  $315,198  $133,002  $230,458 
Net Cash Used in Investing Activities $(17,245) $(21,622)
Net Cash Used by Investing Activities $(17,245) $(21,622)
Net Cash Used by Financing Activities $(7,648) $(6,666) $(11,533) $(10,361)

 

Management has no material commitments for capital expenditures during the remainder of fiscal 2017. The $305,566$133,002 of cash provided by operating activities is fully detailed in the condensed consolidated statement of cash flows on page five. The $17,245 of cash used in investing activities is the purchase of equipment used during the manufacturing process. The $7,648$11,533 of cash used in financing activities is the principal payments on equipment and vehicle loans. At DecemberMarch 31, 2016,2017, 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.

 

 (18) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

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

AND RESULTS OF OPERATIONS

ITEM 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND 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), 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.

 

 (19) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not applicable to a smaller reporting company.

 

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), 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.

 

 (20) 

 

 

CHASE GENERAL CORPORATION AND SUBSIDIARY

 

PART II. OTHER INFORMATION

 

ITEM 1.LEGAL PROCEEDINGS

 

None.

 

ITEM 1A.RISK FACTORS

 

Not applicable to a smaller reporting company.

 

ITEM 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

None

 

ITEM 3.DEFAULTS UPON SENIOR SECURITIES

 

a.None

 

b.The total cumulative preferred stock dividends contingency at DecemberMarch 31, 20162017 is $8,012,842.$8,044,860.

 

ITEM 4.MINE SAFETY DISCLOSURES

 

Not applicable.

 

ITEM 5.OTHER INFORMATION

 

NoneNone.

 

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CHASE GENERAL CORPORATION AND SUBSIDIARY

 

PART II. OTHER INFORMATION (CONTINUED)

 

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 DecemberMarch 31, 2016,2017, formatted in XBRL: (i) Condensed Consolidated Balance Sheets as of DecemberMarch 31, 20162017 and June 30, 2016, (ii) Condensed Consolidated Statements of Operations for the Three Months Ended DecemberMarch 31, 20162017 and 2015,2016, (iii) Condensed Consolidated Statements of Operations for the SixNine Months Ended DecemberMarch 31, 20162017 and 2015,2016, (iv) Condensed Consolidated Statements of Cash Flows for the SixNine Months Ended DecemberMarch 31, 20162017 and 2015,2016, and (v) the Notes to Condensed Consolidated Financial Statements, tagged as blocks of text.

 

 (22) 

 

 

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
 (Registrant)
  
February 10,May 12, 2017/s/ Barry M. Yantis
DateBarry M. Yantis
 Chairman of the Board, Chief Executive Officer and
 Chief Financial Officer, President and Treasurer

 

 (23)