DIT AMCON Distributing Co

AMCON Distributing Company (“AMCON”) (NYSE MKT: DIT), an Omaha, Nebraska based consumer products company is pleased to announce fully diluted earnings per share of $2.19 on net income available to common stockholders of $1.6 million for the fiscal quarter ended June 30, 2013.

"We are pleased with the continued strong performance of the Company. Our management team is highly focused on generating attractive rates of return on the capital we deploy. Our lending group continues to work closely with our management team to further our strategic initiatives and we are delighted to announce the renewal and enhancement of our existing credit facility," said Christopher H. Atayan, AMCON’s Chairman and Chief Executive Officer. "We continue to actively seek strategic acquisitions in both our business segments," added Atayan.

Each of AMCON’s business segments reported good quarters. The wholesale distribution segment reported revenues of $306.7 million and operating income before depreciation and amortization of $4.4 million for the third fiscal quarter of 2013. The retail health food segment reported revenues of $9.3 million and operating income before depreciation and amortization of $0.5 million for the same period.

"We continue to focus on developing non-tobacco products and services to enhance the bottom line of our customers. AMCON has made a long term commitment of resources to this end," said Kathleen Evans, President of AMCON's wholesale distribution segment.

"Both of our new retail stores are now operational and in their initial build up phase. We are working diligently to generate store traffic and sales volumes to enable these stores to contribute to our bottom line," said Eric Hinkefent, President of AMCON’s retail health food segment.

“We were able to utilize our balance sheet to implement attractive merchant opportunities this quarter. We closely manage our liquidity on a day-to-day basis to capitalize on these opportunities in a meaningful way. At June 30, 2013, our stockholders’ equity was $51.3 million and consolidated debt was $33.4 million,” said Andrew Plummer, AMCON’s Chief Financial Officer. Plummer added, “We are extremely pleased with the favorable terms of our credit facility extension and the enhancements thereto. This renewal provides increased flexibility, ready access to capital, and reduced interest rates while extending our deep relationship with our existing lending group through July 2018.”

AMCON is a leading wholesale distributor of consumer products, including beverages, candy, tobacco, groceries, foodservice, frozen and chilled foods, and health and beauty care products with locations in Illinois, Missouri, Nebraska, North Dakota, South Dakota and Tennessee. AMCON also operates sixteen (16) health and natural product retail stores in the Midwest and Florida. The retail stores operate under the names Chamberlin's Market & Cafe www.chamberlins.com and Akin’s Natural Foods Market www.akins.com

This news release contains forward-looking statements that are subject to risks and uncertainties and which reflect management's current beliefs and estimates of future economic circumstances, industry conditions, Company performance and financial results. A number of factors could affect the future results of the Company and could cause those results to differ materially from those expressed in the Company's forward-looking statements including, without limitation, availability of sufficient cash resources to conduct its business and meet its capital expenditures needs and the other factors described under Item 1.A. of the Company’s Annual Report on Form 10-K. Moreover, past financial performance should not be considered a reliable indicator of future performance. Accordingly, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 with respect to all such forward-looking statements.

Visit AMCON Distributing Company's web site at: www.amcon.com

    AMCON Distributing Company and Subsidiaries Condensed Consolidated Balance Sheets June 30, 2013 and September 30, 2012         June September 2013 2012 (Unaudited) ASSETS Current assets: Cash $ 177,452 $ 491,387 Accounts receivable, less allowance for doubtful accounts of $1.2 million at both June 2013 and September 2012 35,454,486 32,681,835 Inventories, net 48,138,310 38,364,621 Deferred income taxes 1,730,126 1,916,619 Prepaid and other current assets   8,098,720     6,476,702   Total current assets 93,599,094 79,931,164   Property and equipment, net 13,311,648 13,083,912 Goodwill 6,349,827 6,349,827 Other intangible assets, net 4,912,228 5,185,978 Other assets   442,361     1,258,985   $ 118,615,158   $ 105,809,866   LIABILITIES AND SHAREHOLDERS’ EQUITY Current liabilities: Accounts payable $ 16,128,607 $ 17,189,208 Accrued expenses 6,663,762 6,931,859 Accrued wages, salaries and bonuses 2,830,924 2,503,361 Income taxes payable 1,098,354 2,194,966 Current maturities of long-term debt   1,214,256     1,182,829   Total current liabilities 27,935,903 30,002,223   Credit facility 28,051,389 14,353,732 Deferred income taxes 3,896,085 3,633,390 Long-term debt, less current maturities 4,160,330 5,075,680 Other long-term liabilities 330,152 336,186

Series A cumulative, convertible preferred stock, $.01 par value 100,000 shares authorized and issued, and a total liquidation preference of $2.5 million at both June 2013 and September 2012

2,500,000 2,500,000

Series B cumulative, convertible preferred stock, $.01 par value 80,000 shares authorized, 16,000 shares issued and outstanding at June 30, 2013 and 58,000 shares issued and outstanding at September 30, 2012, and a total liquidation preference of $0.4 million and $1.5 million at June 2013 and September 2012, respectively

400,000 1,450,000  

Shareholders’ equity:

Preferred stock, $.01 par value, 1,000,000 shares authorized, 116,000 and 158,000 shares outstanding and issued in Series A and B referred to above

— —

Common stock, $.01 par value, 3,000,000 shares authorized, 623,115 shares outstanding at June 2013 and 612,327 shares outstanding at September 2012

6,543 6,293 Additional paid-in capital 12,485,773 11,021,109 Retained earnings 42,149,939 38,349,253 Treasury stock at cost   (3,300,956 )   (918,000 ) Total shareholders’ equity   51,341,299     48,458,655   $ 118,615,158   $ 105,809,866       AMCON Distributing Company and Subsidiaries Condensed Consolidated Unaudited Statements of Operations for the three and nine months ended June 30, 2013 and 2012       For the three months     For the nine months ended June ended June 2013     2012 2013     2012 Sales (including excise taxes of $100.2 million and $96.1 million, and $285.4 million and $272.7 million, respectively) $ 316,031,197 $ 307,112,774 $ 892,817,669 $ 866,505,090 Cost of sales   296,220,406     287,211,769     835,480,069     808,750,009   Gross profit   19,810,791     19,901,005     57,337,600     57,755,081    

Selling, general and administrative expenses

16,065,285 15,845,201 47,351,952 47,096,958 Depreciation and amortization   598,061     552,888     1,791,708     1,780,309     16,663,346     16,398,089     49,143,660     48,877,267   Operating income   3,147,445     3,502,916     8,193,940     8,877,814     Other expense (income): Interest expense 309,445 361,756 874,489 1,105,707 Other (income), net   (49,487 )   (47,841 )   (225,682 )   (292,979 )   259,958     313,915     648,807     812,728   Income from operations before income tax expense 2,887,487 3,189,001 7,545,133 8,065,086 Income tax expense   1,255,000     1,343,000     3,236,000     3,316,000   Net income 1,632,487 1,846,001 4,309,133 4,749,086 Preferred stock dividend requirements   (48,642 )   (66,907 )   (156,041 )   (201,454 ) Net income available to common shareholders $ 1,583,845   $ 1,779,094   $ 4,153,092   $ 4,547,632       Basic earnings per share available to common shareholders $ 2.54 $ 2.92 $ 6.67 $ 7.38 Diluted earnings per share available to common shareholders $ 2.19 $ 2.37 $ 5.73 $ 6.06   Basic weighted average shares outstanding 623,115 608,271 622,833 615,913 Diluted weighted average shares outstanding 744,732 779,106 751,946 783,987     AMCON Distributing Company and Subsidiaries Condensed Consolidated Unaudited Statements of Cash Flows for the nine months ended June 30, 2013 and 2012       2013     2012 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 4,309,133 $ 4,749,086 Adjustments to reconcile net income from operations to net cash flows from operating activities: Depreciation 1,517,958 1,496,868 Amortization 273,750 283,441 Gain on sale of property and equipment (72,318 ) (28,606 ) Equity-based compensation 971,954 930,593 Deferred income taxes 449,188 1,022,701 Provision for losses on doubtful accounts 80,000 75,757 Provision for losses on inventory obsolescence 54,028 98,789 Other (6,034 ) (6,034 )   Changes in assets and liabilities: Accounts receivable (2,852,651 ) (1,144,999 ) Inventories (9,827,717 ) (11,031,978 ) Prepaid and other current assets (1,622,018 ) 1,097,241 Other assets 55,753 (51,138 ) Accounts payable (1,070,612 ) (2,396,748 ) Accrued expenses and accrued wages, salaries and bonuses 525,856 (19,827 ) Income tax payable   (1,096,612 )   (1,796,182 ) Net cash flows from operating activities (8,310,342 ) (6,721,036 )   CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property and equipment (1,808,206 ) (914,486 ) Proceeds from sales of property and equipment   144,841     48,984   Net cash flows from investing activities (1,663,365 ) (865,502 )   CASH FLOWS FROM FINANCING ACTIVITIES: Net borrowings on bank credit agreements 13,697,657 9,308,869 Principal payments on long-term debt (883,923 ) (1,018,587 ) Repurchase of Series B Convertible Preferred Stock and common stock (2,572,085 ) (918,000 ) Dividends paid on convertible preferred stock (156,041 ) (201,454 ) Dividends on common stock (352,406 ) (354,723 ) Proceeds from exercise of stock options 1,180 1,180 Withholdings on the exercise of equity-based awards   (74,610 )   (51,452 ) Net cash flows from financing activities   9,659,772     6,765,833     Net change in cash (313,935 ) (820,705 )  

Cash, beginning of period

  491,387     1,389,665   Cash, end of period $ 177,452   $ 568,960         2013 2012 Supplemental disclosure of cash flow information: Cash paid during the period for interest $ 851,665 $ 1,094,086 Cash paid during the period for income taxes 3,883,424 4,089,482   Supplemental disclosure of non-cash information: Equipment acquisitions classified as accounts payable 21,248 28,282

Issuance of common stock in connection with the vesting and exercise of equity-based awards

1,389,258 950,562 Conversion by holder of Series B Convertible Preferred Stock to common stock 100,000 — Common stock acquired with other consideration 760,871 —  

AMCON Distributing CompanyChristopher H. Atayan, 402-331-3727