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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-QSB
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended September 30, 1999
Commission File Number 1-12599
VITA FOOD PRODUCTS, INC.
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(Exact Name of Small Business Issuer as Specified in its Charter)
NEVADA #36-3171548
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2222 WEST LAKE STREET
CHICAGO, ILLINOIS 60612 (312) 738-4500
- ----------------------- -------------------------
(Address of principal Issuer's telephone number
executive offices)
Number of shares outstanding of Issuer's common stock, par value $.01 per share,
as of November 10, 1999 is 3,707,477.
Transitional Small Business Disclosure Format: Yes No X
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VITA FOOD PRODUCTS, INC.
REPORT ON FORM 10-QSB FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1999
INDEX
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<S> <C> <C>
I. FINANCIAL INFORMATION:
Item 1. Financial Statements (unaudited)
Balance Sheets............................................................ 3
Statements of Operations.................................................. 4
Statements of Shareholders' Equity........................................ 4
Statements of Cash Flows.................................................. 5
Notes to Financial Statements............................................. 6
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations ............................................................ 6
II. OTHER INFORMATION................................................................... 8
</TABLE>
2
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BALANCE SHEETS VITA FOOD PRODUCTS, INC.
<TABLE>
<CAPTION>
=============================================================================================================================
SEPTEMBER 30, DECEMBER 31,
1999 1998
(UNAUDITED) (AUDITED)
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
ASSETS
Current Assets
Cash $ 83,727 $ 78,488
Accounts receivable-trade, net of allowance for discounts, returns, and doubtful
accounts of $282,000 in 1999 and $250,000 in 1998 2,804,758 3,953,384
Inventories
Raw material and supplies 1,553,212 2,565,741
Work in process 120,379 77,698
Finished goods 2,010,142 1,400,678
Prepaid expenses and other current assets 339,669 234,318
Deferred income taxes 264,348 200,000
----------- -----------
Total Current Assets 7,176,235 8,510,307
Property, Plant and Equipment
Land 35,000 35,000
Building and Improvements 1,710,179 1,433,060
Machinery and Office Equipment 5,249,755 4,931,074
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6,994,934 6,399,134
Less accumulated depreciation and amortization (4,199,036) (3,933,410)
----------- -----------
Net Property Plant & Equipment 2,795,898 2,465,724
Other Assets 122,702 78,279
----------- -----------
Total Assets $10,094,835 $11,054,310
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LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
Current maturities of long-term obligations $ 524,490 $ 329,810
Accounts payable 1,821,024 1,323,851
Accrued other expenses 1,608,563 2,048,825
----------- -----------
Total Current Liabilities 3,954,077 3,702,486
Long-term Obligations, Less Current Maturities 4,034,040 5,137,589
Commitments and Contingencies
Shareholders' Equity
Current maturities of long-term obligations
Preferred stock, $.01 par value, authorized 1,000,000 shares; none issued
Common stock, $.01 par value; authorized 10,000,000 shares; issued and
outstanding 3,707,477 shares in 1999 and 3,704,724 shares in 1998 37,074 37,047
Additional paid in capital 3,355,604 3,353,583
Retained Earnings (1,285,960) (1,176,395)
----------- -----------
Total Shareholders' Equity 2,106,718 2,214,235
----------- -----------
Total Liabilities and Shareholders' Equity $10,094,835 $11,054,310
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</TABLE>
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STATEMENTS OF OPERATIONS VITA FOOD PRODUCTS, INC.
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<TABLE>
<CAPTION>
FOR THE THREE MONTHS ENDED FOR THE NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
1999 1998 1999 1998
(UNAUDITED) (UNAUDITED) (UNAUDITED) (UNAUDITED)
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<S> <C> <C> <C> <C>
Net Sales $5,257,156 $5,159,443 $14,837,838 $14,753,639
Cost of Goods Sold 3,799,511 3,680,989 10,702,179 10,839,788
---------- ---------- ----------- -----------
Gross Margin 1,457,645 1,478,454 4,135,659 3,913,851
Selling and Administrative Expenses
Selling, Marketing & Distribution 888,193 1,213,998 2,720,167 3,294,681
Administrative 363,645 397,788 1,346,766 1,346,783
---------- ---------- ----------- -----------
Total 1,251,838 1,611,786 4,066,933 4,641,464
---------- ---------- ----------- -----------
Operating Profit (Loss) 205,807 (133,332) 68,726 (727,613)
Interest 85,672 90,761 242,639 287,646
---------- ---------- ----------- -----------
Income (loss) before Income tax expense (benefit) 120,135 (224,093) (173,913) (1,015,259)
Income Tax Expense (Benefit) 44,449 (115,000) (64,348) (353,426)
---------- ---------- ----------- -----------
Net Income (Loss) $75,686 ($109,093) ($109,565) ($661,833)
Basic Earnings (Loss) Per Share $0.02 ($0.03) ($0.03) ($0.18)
Weighted Average Common Shares Outstanding 3,707,477 3,702,036 3,705,652 3,700,679
Diluted Earnings (Loss) Per Share $0.02 ($0.03) ($0.03) ($0.18)
Weighted Average Common Shares Outstanding 3,730,681 3,702,036 3,705,652 3,700,679
</TABLE>
STATEMENTS OF SHAREHOLDERS' EQUITY (UNAUDITED) VITA FOOD PRODUCTS, INC.
<TABLE>
<CAPTION>
COMMON STOCK ADDITIONAL
------------------------ PAID-IN RETAINED
SHARES AMOUNT CAPITAL EARNINGS TOTAL
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<S> <C> <C> <C> <C> <C>
Balance, at January 1, 1998 3,700,000 $37,000 $3,348,273 ($566,950) $2,818,323
Proceeds from stock purchase
and stock option plans 2,036 $20 $3,337 $3,357
Net income (loss) ($661,833) ($661,833)
--------- ------- ---------- ----------- ----------
Balance, at Sept 30, 1998 3,702,036 $37,020 $3,351,610 ($1,228,783) $2,159,847
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Balance, at January 1, 1999 3,704,724 $37,047 $3,353,583 ($1,176,395) $2,214,235
Proceeds from stock purchase
and stock option plans 2,753 $27 $2,021 $2,048
Net income (loss) ($109,565) ($109,565)
--------- ------- ---------- ----------- ----------
Balance, at Sept 30, 1999 3,707,477 $37,074 $3,355,604 ($1,285,960) $2,106,718
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</TABLE>
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STATEMENTS OF CASH FLOWS VITA FOOD PRODUCTS, INC.
<TABLE>
<CAPTION>
===============================================================================================================================
FOR THE NINE MONTHS
ENDED SEPTEMBER 30
1999 1998
(UNAUDITED) (UNAUDITED)
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<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) (109,565) (661,833)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Depreciation and amortization 266,936 253,722
Deferred income taxes (64,348) (353,426)
Changes in assets and liabilities:
Decrease (increase) in accounts receivable 1,148,626 977,312
Federal tax receivable 0 240,000
Decrease (increase) in inventories 360,384 (211,205)
Decrease (increase) in prepaid expenses and other current assets (105,351) 10,229
Increase (decrease) in accounts payable 497,173 107,418
Increase (decrease) in accrued expenses (440,262) (129,327)
---------- ---------
Net cash provided by (used in) operating activities 1,553,593 232,890
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures (595,800) (134,771)
Other assets (45,733) (127,762)
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Net cash used in investing activities (641,533) (262,533)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from stock purchase and stock option plans 2,048 3,357
Proceeds from (payments on) bank and other debt obligations (908,869) (43,620)
---------- ---------
Net cash provided by (used in) financing activities (906,821) (40,263)
---------- ---------
Net Increase (decrease) in cash 5,239 (69,906)
Cash, at beginning of period 78,488 107,933
---------- ---------
Cash, at end of Period 83,727 38,027
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</TABLE>
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VITA FOOD PRODUCTS, INC.
NOTES TO FINANCIAL STATEMENTS
(unaudited)
The accompanying unaudited interim financial statements have been prepared in
accordance with the instructions for Form 10-QSB and do not include all the
information and footnotes required by generally accepted accounting principles
for complete financial statements and should be read in conjunction with the
financial statements and related notes included in the Company's Annual Report
on Form 10-KSB for the year ended December 31, 1998. In the opinion of
management, all adjustments necessary for a fair presentation of such interim
financial statements have been included. All such adjustments are of a normal
recurring nature.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
This report contains forward-looking statements about the Company's future
growth, profitability and competitive position. Any such statements are subject
to risks and uncertainties, including changes in economic and market conditions,
industry competition, raw material prices, the success of new product
introductions, management of growth and other risks noted in the Company's
filings with the Securities and Exchange Commission. Readers are cautioned not
to place undue reliance on forward-looking statements, which reflect
management's analysis only as of the date hereof.
COMPARISON OF THE THREE MONTHS ENDED SEPTEMBER 30, 1999 AND THE THREE MONTHS
ENDED SEPTEMBER 30, 1998
REVENUES. Net sales for the three months ended September 30, 1999 were
$5,257,000 compared to $5,159,000 for the same period in 1998, an increase of
$98,000 or 2%. The increase in sales was attributable in part to sales to a new
large customer, and continued growth of salmon products. The breakdown by
product group was a combination of a 5% decrease in sales of herring products,
an 8% increase in sales of salmon products, and an 11% decrease in the sale of
other specialty products.
GROSS MARGIN. Gross margin for the three months ended September 30, 1999 was
$1,458,000 compared to $1,478,000 for the same period in 1998, a decrease of
$20,000 or 1%. As a percentage of net sales, gross margin was 27.7% in the three
months versus 28.7% in the same period in 1998, a decrease of 1.0% points. The
decrease in the gross margin percentage was attributable in part to recently
increased costs for herring and to a change in sales mix from higher margin
herring products to lower margin salmon products.
OPERATING EXPENSES. Selling, marketing, distribution and administrative expenses
for the three months ended September 30, 1999 were $1,252,000 compared to
$1,612,000 for the same period in 1998, a decrease of $360,000 or 22%. As a
percentage of net sales, selling, marketing, distribution and administrative
expenses decreased to 23.8% from 31.2% for the same period in 1998. The decrease
in the selling, marketing, distribution and administrative expense margin was
attributable to a combination of factors, including lower slotting and other
promotional costs, selling expenses, and distribution costs. Slotting costs are
incurred to increase distribution of new products, and the Company was more
aggressive in the prior year in increasing distribution of several of its newer
products by incurring a high amount of slotting costs. Selling expenses were
lower primarily as a result of reduced staffing, and distribution costs were
lower as a result of increased efforts at reducing freight costs.
INTEREST EXPENSE. Interest and other expense, net, for the three months ended
September 30, 1999 was $86,000 compared to $91,000 for the same period in 1998,
a decrease of $5,000 or 5%. This decrease was primarily attributable to a lower
level of bank debt outstanding due to lower inventories which resulted from
improved inventory management. The decrease was slightly offset by a higher
interest rate charged on the Company's bank credit facilities.
6
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INCOME TAXES. The Company provided for an income tax expense of $44,000 for the
three months ended September 30, 1999, compared to an income tax benefit of
$115,000 for the same period in 1998. The higher income tax expense (benefit) as
a percentage of pretax income (loss) of 51% for the quarter ended September 30,
1998, as compared to 37% for the quarter ended September 30, 1999, was the
result of the Company's increase in the rate for the quarter ended September 30,
1998 to take account of higher than expected income, and accordingly, the
increased ability to utilize tax benefits, for the year. No such increase was
necessary for the quarter ended September 30, 1999 since income for such year
was in accordance with the Company's expections.
NET INCOME AND LOSS. As a result of the increases and decreases discussed above,
net income for the three months ended September 30, 1999 was $76,000 or $0.02
per share compared to net loss of $109,000 or $0.03 per share for the same
period in 1998, an increase of $185,000 or $0.05 per share.
COMPARISON OF THE NINE MONTHS ENDED SEPTEMBER 30, 1999 AND THE NINE MONTHS ENDED
SEPTEMBER 30, 1998
REVENUES. Net sales for the nine months ended September 30, 1999 were
$14,838,000 compared to $14,754,000 for the same period in 1998, an increase of
$84,000 or 1%. The slight increase was attributable to a combination of a 3%
decrease in sales of herring products, an 8% increase in sales of salmon
products, and a 6% decrease in the sale of other specialty products. Consumer
demand in the U.S. for herring products continues to be relatively stagnant,
while demand for salmon products in the U.S. is growing, and the Company's
results reflect these trends.
GROSS MARGIN. Gross margin for the nine months ended September 30, 1999 was
$4,136,000 compared to $3,914,000 for the same period in 1998, an increase of
$222,000 or 6%. As a percentage of net sales, gross margin was 27.9% in the nine
months versus 26.5% in the same period in 1998, an increase of 1.4% points. The
increase in the gross margin percentage was attributable in part to favorable
production labor and overhead variances, offset by a change in the sales mix
from higher margin herring products to lower margin salmon products. Favorable
labor variances resulted from more efficient new equipment and production lines
which have reduced the requirement for direct labor to process herring & salmon.
OPERATING EXPENSES. Selling, marketing, distribution and administrative expenses
for the nine months ended September 30, 1999 were $4,067,000 compared to
$4,641,000 for the same period in 1998, a decrease of $574,000 or 12%. As a
percentage of net sales, selling, marketing, distribution and administrative
expenses decreased to 27.4% from 31.5% for the same period in 1998. The decrease
in the selling, marketing, distribution and administrative expense margin was
attributable to a combination of factors, including lower slotting costs,
selling expenses, and distribution costs. The Company was very aggressive in the
prior year in increasing several of its newer products by incurring a high
amount of slotting costs. Selling expenses were lower primarily as a result of
reduced staffing, and distribution costs were lower as a result of increased
efforts at reducing freight costs.
INTEREST EXPENSE. Interest and other expense, net, for the nine months ended
September 30, 1999 was $243,000 compared to $288,000 for the same period in
1998, a decrease of $45,000 or 16%. This decrease was attributable to a lower
level of bank debt outstanding due to lower inventories, which resulted from
improved inventory management. The decrease was offset somewhat by a higher
interest rate charged on the Company's bank credit facilities.
INCOME TAXES. The Company provided for an income tax benefit of $64,000 for the
nine months ended September 30, 1999, compared to an income tax benefit of
$353,000 for the same period in 1998. The income tax benefits for each period
represents anticipated utilization of these tax benefits during the respective
fiscal years. As a percent to pretax income (loss), the income tax benefit was
37% in 1999 and 35% in 1998.
NET INCOME AND LOSS. As a result of the increases and decreases discussed above,
net loss for the nine months ended September 30, 1999 was $110,000 or $0.03 per
share compared to net loss of $662,000 or $0.18 per share for the same period in
1998, a decrease in net loss of $552,000 or $0.15 per share.
FINANCIAL CONDITION
The current ratio decreased to 1.8 at September 30, 1999 from 2.3 at December
31, 1998 but the ratio of long-term debt-to-total capitalization decreased to
66% from 70%. As is typical between yearend and the third quarter, accounts
receivable declined substantially, reflecting the lower level of sales activity
at the end of the third quarter compared with the end of the fourth quarter.
Cash generated from operations was primarily used to pay down bank debt,
resulting in the lower long-term debt-to-total capitalization ratio.
7
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CASH FLOWS FROM OPERATING ACTIVITIES. Net cash provided by operating activities
was $1,554,000 for the nine months ended September 30, 1999, compared to
$233,000 for the same period in 1998. The increase was primarily attributable to
the lower net loss and a decrease in inventory levels in 1999, compared to 1998.
The decrease in inventory levels was primarily attributable to improved
inventory management.
CASH FLOWS FROM INVESTING ACTIVITIES. Net cash used in investing activities was
$642,000 for the nine months ended September 30, 1999, compared to $263,000 for
the same period in 1998. The increase was primarily due to increased capital
spending on building improvements and a new production line for salmon products.
CASH FLOWS FROM FINANCING ACTIVITIES. Net cash used in financing activities was
$907,000 for the nine months ended September 30, 1999, compared to $40,000 for
the same period in 1998. The increase in net cash used in financing activities
was attributable to payments made under the Company's bank credit facilities
resulting from the higher level of cash generated from operations.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
EXHIBIT
NUMBER EXHIBIT TITLE
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27.1 Financial Data Schedule
(b) No reports on Form 8-K were filed during the quarter for which
this report is filed.
8
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SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
VITA FOOD PRODUCTS, INC.
Date: November 10, 1999 By: /s/ Stephen D. Rubin
----------------------------------------
Stephen D. Rubin
President
Date: November 10, 1999 By: /s/ Jay H. Dembsky
----------------------------------------
Jay H. Dembsky
Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
9
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FORM 10-QSB
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL INFORMATION
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<CASH> 83,727
<SECURITIES> 0
<RECEIVABLES> 3,087,245
<ALLOWANCES> 282,487
<INVENTORY> 3,683,733
<CURRENT-ASSETS> 7,176,235
<PP&E> 6,994,934
<DEPRECIATION> (4,199,036)
<TOTAL-ASSETS> 10,094,835
<CURRENT-LIABILITIES> 3,954,077
<BONDS> 4,034,040
0
0
<COMMON> 37,074
<OTHER-SE> 2,069,644
<TOTAL-LIABILITY-AND-EQUITY> 10,094,835
<SALES> 14,837,838
<TOTAL-REVENUES> 14,837,838
<CGS> 10,702,179
<TOTAL-COSTS> 10,702,179
<OTHER-EXPENSES> 4,066,933
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 242,639
<INCOME-PRETAX> (173,913)
<INCOME-TAX> (64,348)
<INCOME-CONTINUING> (109,565)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (109,565)
<EPS-BASIC> (0.03)
<EPS-DILUTED> (0.03)
</TABLE>