FORM 10-QSB/A
AMENDMENT NO. 1
DATED JANUARY 14, 1997
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20001
QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED JUNE 30, 1996 COMMISSION FILE NUMBER 07320
FARM FISH, INC.
A MISSISSIPPI CORPORATION E. I. NUMBER 64-0474591
Post Office Box 23109
Jackson, Mississippi 39225-3109
Telephone Number (601) 354-3801
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15 (d) or the Exchange Act during the past 12 months (or 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
State the number of shares outstanding of each of the issuers classes of
common equity, as of the latest purchased date.
CLASS OUTSTANDING AS OF JUNE 30, 1996 2,688,605
Common Stock, No Par Value Number of Shares
<PAGE>
FARM FISH, INC.
INDEX
PAGE
PART I FINANCIAL INFORMATION
Consolidated Condensed Balance Sheets
June 30, 1996 and December 31, 1995 1
Consolidated Condensed Statements of Operations
Three Months and Six Months Ended
June 30, 1996 and 1995 2
Consolidated Condensed Statements of Cash Flows
Six Months Ended June 30, 1996 and 1995 3
Notes to the Consolidated Condensed Financial
Statements 4
Management's Discussion and Analysis of Financial
Condition and Results of Operations 5,6
PART II OTHER INFORMATION 7
EXHIBIT 27 8
<PAGE>
- 1 -
PART I FINANCIAL INFORMATION
FARM FISH, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
JUNE 30, 1996 (UNAUDITED) AND DECEMBER 31, 1995
JUNE 30, DEC. 31,
1996 1995
------------ ----------
(UNAUDITED) (*NOTE)
ASSETS
CURRENT ASSETS
Cash $ 83,387 $ 22,231
Accounts Receivable - Net 205,418 202,873
Inventories - Note 2 3,982,269 3,721,339
Prepaid Expenses 8,553 7,626
---------- ----------
Total Current Assets 4,279,627 3,954,069
PROPERTY, PONDS, AND EQUIPEMENT - NET 2,210,231 2,178,391
OTHER ASSETS 371,956 377,355
---------- ----------
TOTAL ASSETS $6,861,814 $6,509,815
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Accounts Payable $ 33,661 $ 10,801
Advances Payable to Shareholder &
Current Maturities 2,138,573 2,215,389
Other Accrued Expenses and Payable 329,760 112,368
---------- ----------
Total Current Liabilities 2,501,994 2,338,558
LONG TERM DEBT, Less Current Maturities 370,000 570,000
DEFERRED INCOME TAXES 123,000 123,000
STOCKHOLDERS' EQUITY
Common Stock - without par value,
authorized 5,000,000 shares, subscribed
and issued 2,688,605 shares at stated
value at June 30, 1996 and 2,688,605
shares at December 31, 1995. 4,424,336 4,424,336
Additional Paid-In Capital 475,776 475,776
Retained Earnings (Deficit) (1,033,292) (1,421,855)
---------- ----------
Total Stockholders' Equity 3,866,820 3,478,257
TOTAL LIABILITIES AND STOCKHOLERS' EQUITY $6,861,814 $6,509,815
========== ==========
*See accompanying notes to consolidated condensed financial statements
- 2 -
FARM FISH, INC.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
FOR THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 1996 AND 1995
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30 JUNE 30
---------------------- -----------------------
1996 1995 1996 1995
NET SALES $ 885,937 $ 932,601 $1,838,873 $1,742,112
OTHER INCOME 19,770 248,542 113,874 394,821
---------- ---------- ---------- ----------
905,707 1,181,143 1,952,747 2,136,933
COST AND EXPENSES
Cost of Sales 610,174 743,219 1,205,624 1,333,485
Selling, General, and
Administrative Expense
Other Than Interest 47,604 38,632 93,379 78,929
Interest 8,663 23,558 23,228 45,853
---------- ---------- ---------- ----------
Total Cost and Expenses 666,441 805,409 1,322,231 1,458,267
---------- ---------- ---------- ----------
INCOME BEFORE INCOME TAXES 239,266 375,734 630,516 678,666
INCOME TAX EXPENSE 90,921 141,367 241,952 257,864
---------- ---------- ---------- ----------
NET INCOME $ 148,345 $ 234,367 $ 388,564 $ 420,802
========== ========== ========== ==========
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING
(Primary and assuming
full Dilution) 2,688,605 2,688,605 2,688,605 2,688,605
---------- ---------- ---------- ----------
NET INCOME PER SHARE $ 0.06 $ 0.09 $ 0.14 $ 0.16
========== ========== ========== ==========
See accompanying notes to consolidated condensed financial statements
- 3 -
FARM FISH, INC.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(UNAUDITED)
FOR SIX MONTHS ENDED JUNE 30, 1996 AND 1995
SIX MONTHS ENDED
JUNE 30,
-------------------------
1996 1995
NET CASH PROVIDED BY OPERATING ACTIVITIES $ 369,812 $ 627,862
INVESTING ACTIVITIES
Purchase of Equipment (31,840) (49,443)
Decrease (Increase) in Other Assets 0 0
---------- ----------
NET CASH PROVIDED (USED) IN INVESTING
ACTIVITIES (31,840) (49,443)
FINANCING ACTIVITIES
Proceeds from Borrowing 0 190,000
Principal Payments on Borrowing (300,000) (350,730)
Advances from Shareholders 23,184 0
Payments on Shareholders Advances 0 (400,824)
---------- -----------
NET CASH PROVIDED (USED) IN FINANCING
ACTIVITIES (276,816) (561,554)
INCREASE (DECREASE) IN CASH AND CASH
EQUIVALENTS 61,156 16,865
Cash and Cash Equivalents at Beginning of Period 22,231 96,864
---------- ----------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 83,387 $ 113,729
========== ==========
See accompanying notes to consolidated condensed financial statements.
- 4 -
FARM FISH, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
NOTE 1: BASIS OF PRESENTATION
The accompanying unaudited consolidated condensed financial statements have
been prepared in accordance with generally accepted accounting principles for
interium financial information and with the instruction to Form 10-QSB and
Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting
principals for complete financial statements. In the opinion of management,
all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for
the six-month period ended June 30, 1996 are not necessarily indicative of
the results that may be expected for the year ended December 31, 1996. For
further information refer to consolidated financial statements and footnotes
thereto included in the Company's Annual Report on Form 10-K for year ended
December 31, 1995.
NOTE 2: INVENTORIES
The components of inventory consist of the following:
JUNE 30, DEC. 31,
1996 1995
------------ ------------
Live Fish $3,955,104 $3,694,842
Feed and Supplies 27,165 26,497
------------- -------------
TOTAL INVENTORY $3,982,269 $3,721,339
NOTE 3: INCOME TAXES
The effective income tax rate for the quarter ended June 30, 1996 and June
30, 1995 differ from the statutory federal income tax rate due to state
income tax rate.
NOTE 4: IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS
The company adopted the provisions of the FASB Statement 121, "Accounting for
the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed
of" in the first quarter of 1996. Statement 121 required impairment losses to
be recorded on long-lived assets used in operations when indicators of impair-
ment are present and the undiscounted cash flows estimated to be generated by
those assets are less than the assets carrying amount. The effect of the
adoption was not material.
- 5 -
FARM FISH, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following is Management's Discussion and Analysis of certain significant
factors which have affected the Company's earnings during the periods
included in the accompanying statement of income:
OPERATING INCOME
SIX MONTHS ENDED JUNE 30, 1996 COMPARED TO SIX MONTHS ENDED JUNE 30, 1995
During the six months period ended June 30, 1996, Farm Fish, Inc. made a
profit (before tax) of $630,516 compared to $678,666 for the same period in
1995. Net sales were up $97,000 or 5.6% for the current six months compared
to the first six months of last year but due to a $.02 per pound lower selling
price of food fish net profit was down $48,000.
Cost of sales was 62% of total income for the current six months compared
to 62% for the same period last year. Included in cost of sales for 1995 was
$201,000 for fingerlings sold. These sales of $327,200 were included in
"Other Income". The excess fingerling hatch over production needs from 1994
year was sold in the spring of 1995. In 1996 only a comparable few fingerlings
were sold.
Selling, general administrative, and interest expenses incurred was up
$14,450 or 18.3% over the first six months of 1995 due principally to an
increase of $5,500 in legal and audit fees and $7,117 increase in hauling cost.
Interest expense decrease was due to lower average borrowings in 1996
compared to 1995. The effective income tax rate was approximately 38% in
both periods.
THREE MONTHS ENDED JUNE 30, 1996 COMPARED TO THREE MONTHS ENDED JUNE 30, 1995
Net profit (before tax) for the current quarter was $239,266 compared to
$375,734 for the second quarter of 1995. Net sales decreased $47,000 or 5%
due to $.01 decrease in net selling price per pound of food fish from the
same quarter in 1995 and a 40,258 or 35% decrease in the pounds of food fish
sold.
Cost of sales was 67% of total income for the second quarter of 1996
compared to 63% for the same quarter of last year. The increased cost of sales
resulted from higher feed cost in the current quarter and more fingerling
sales in 1995 which have lower cost than sale of food fish.
Selling, general and administrative expenses increased $8,972 or 23% from
the same quarter in the prior year due to mostly increased haul charges and
audit fees.
Interest expense decrease was due to lower average borrowings in 1996
compared to 1995. The effective income tax rate was approximately 38% for both
periods.
- 6 -
FARM FISH, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
- continued -
LIQUIDITY
As of June 30, 1996 current assets exceeded current liabilities by
$1,777,633 compared to $1,615,511 for the year ended December 31, 1995.
Farm Fish, Inc. had an available line of credit of $600,000 with a
local bank as of June 30, 1996, compared to $410,000 available as of June 30,
1995. In addition to this line of credit and internally generated funds, the
company would rely on Delta Industries, Inc. to supply additional working
capital if needed. The company refinanced its long-term debt in June 1993.
Interest on this note is payable quarterly beginning September 30, 1993 with
the annual principal payments of $100,000 due April 30 of each year and final
payment due April 30, 1999.
Net cash provided by operating activities was $369,812 for the six months ended
June 30, 1996 compared to $627,862 for the six months ended June 30, 1995.
This decrease is attributed to lower net selling price of food fish and higher
feed cost for the current six month and much more fingerling sales ($316,000)
for the same period in 1995.
- 7 -
PART II OTHER INFORMATION
FARM FISH, INC.
ITEM 1 - LEGAL PROCEEDINGS
The Registrant is not aware of any pending legal proceedings, other than
ordinary routine litigation incidental to the business, involving the
Registrant or its subsidiary of any property or assets of the Registrant
of its subsidiary.
ITEM 4 - SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
The Annual Meeting of the Stockholders' for Farm Fish, Inc., was held May
22, 1996, with the election of T. L. Reed III, Thomas R. Slough, Jr.,
Leland R. Speed, and W. D. Mounger as directors. The annual report for
1995 and all actions of the officer and directors of the corporation were
adopted and approved.
ITEM 6 - EXHIBIT AND REPORT ON FORM 8-K
Exhibit 27 - Financial Data Schedule - (Page 8 Attached)
There were no report on Form 8-K for the quarter ended June 30, 1996.
SIGNATURES
In accordance with the requirement of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned thereunto duly
authorized.
FARM FISH, INC.
----------------------------
(Registrant)
August 8, 1996 ----------------------------
Date C. E. Horne, Secretary
and Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> $ 83,387
<SECURITIES> 0
<RECEIVABLES> 205,418
<ALLOWANCES> 0
<INVENTORY> 3,982,269
<CURRENT-ASSETS> 4,279,627
<PP&E> 2,210,231
<DEPRECIATION> 2,922,976
<TOTAL-ASSETS> $6,861,814
<CURRENT-LIABILITIES> $2,501,994
<BONDS> 0
0
0
<COMMON> 4,424,336
<OTHER-SE> 475,776
<TOTAL-LIABILITY-AND-EQUITY> 6,861,814
<SALES> 1,838,873
<TOTAL-REVENUES> 1,952,747
<CGS> 1,205,624
<TOTAL-COSTS> 1,205,624
<OTHER-EXPENSES> 93,379
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 23,228
<INCOME-PRETAX> 630,516
<INCOME-TAX> 241,952
<INCOME-CONTINUING> 388,564
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 388,564
<EPS-PRIMARY> .14
<EPS-DILUTED> .14
</TABLE>
