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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 10-KSB/A
(MARK ONE)
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/X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
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FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999
OR
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/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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COMMISSION FILE NUMBER 000-22857
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SCHEID VINEYARDS INC.
(Name of small business issuer in its charter)
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DELAWARE 77-0461833
(State or other jurisiction of (I.R.S. Employer Identification Number)
incorporation or organization)
13470 WASHINGTON BLVD. 90292
MARINA DEL REY, CALIFORNIA (Zip Code)
(Address of principal executive
offices)
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(310) 301-1555
(Issuer's telephone number)
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Securities registered under Section 12(b) of the Exchange Act: None
Securities registered under Section 12(g) of the Exchange Act: Class A
Common Stock, $.001 Par Value
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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.
Yes /X/ No / /
Check if there is no disclosure of delinquent filers in response to
Item 405 of Regulation S-B is not contained in this form, and no disclosure will
be contained, to the best of the registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this
Form 10-KSB or any amendment to this Form 10-KSB. / /
Issuer's revenues for its most recent fiscal year: $12,844,000
Aggregate market value of the voting stock held by non-affiliates computed
by reference to the closing price at which the Class A Common Stock was sold on
the Nasdaq Stock Market National Market System on March 8, 2000: $10,108,000.
The voting stock held by non-affiliates on that date consisted of 2,310,463
shares of Class A Common Stock.
Number of shares outstanding of each of the issuer's classes of common stock
at March 8, 2000:
Class A 2,310,463 Class B 3,374,100
Portions of the registrant's Proxy Statement for its May 18, 2000 Annual
Stockholders Meeting, which has not been filed as of the date of this filing,
are incorporated by reference into Part III of this Report.
Transitional Small Business Disclosure Format (check one) Yes / / No /X/
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ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURES
Not applicable.
PART III
ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
WITH SECTION 16(A) OF THE EXCHANGE ACT.
The information required by this Item is set forth under the captions
"Proposal No. 1--Election of Directors--Information Concerning the Nominees" and
"--Directors and Executive Officers" in the Company's definitive Proxy Statement
to be filed with the Securities and Exchange Commission and is incorporated
herein by this reference as if set forth in full.
ITEM 10. EXECUTIVE COMPENSATION
The information required by this Item is set forth under the caption
"Executive Compensation" in the Company's definitive Proxy Statement to be filed
with the Securities and Exchange Commission and is incorporated herein by this
reference as if set forth in full.
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
The information required by this Item is set forth under the caption
"Security Ownership of Certain Beneficial Owners and Management" in the
Company's definitive Proxy Statement to be filed with the Securities and
Exchange Commission and is incorporated herein by this reference as if set forth
in full.
ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
The information required by this Item is set forth under the caption
"Certain Transactions" in the Company's definitive Proxy Statement to be filed
with the Securities and Exchange Commission and is incorporated herein by this
reference as if set forth in full.
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SIGNATURES
In accordance with Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
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SCHEID VINEYARDS INC.
By: /s/ ALFRED G. SCHEID
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Alfred G. Scheid
CHIEF EXECUTIVE OFFICER
(PRINCIPAL EXECUTIVE OFFICER)
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In accordance with the Securities Exchange Act of 1934, this report has been
signed below by the following persons on behalf of the registrant and in the
capacities and on the dates indicated.
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SIGNATURE TITLE DATE
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<C> <S> <C>
/s/ ALFRED G. SCHEID Chairman of the Board and Chief
------------------------------------ Executive Officer (Principal March 21, 2000
Alfred G. Scheid Executive Officer)
Vice President Finance, Chief
/s/ HEIDI M. SCHEID Financial Officer, Secretary,
------------------------------------ Treasurer and Director (Principal March 21, 2000
Heidi M. Scheid Financial Officer)
/s/ SCOTT D. SCHEID
------------------------------------ Vice President, Chief Operating March 21, 2000
Scott D. Scheid Officer and Director
/s/ JOHN L. CRARY
------------------------------------ Director March 21, 2000
John L. Crary
/s/ ROBERT P. HARTZELL
------------------------------------ Director March 21, 2000
Robert P. Hartzell
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