UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-QSB/A
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934, for the quarter ended February 28, 1997.
Commission File Number 0-17594
AMCOR CAPITAL CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 33-0329559
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
52300 ENTERPRISE WAY, COACHELLA, CALIFORNIA 92236
(Address of principal executive offices) (Zip Code)
(760) 398-9520
(Registrant's telephone number, including area code)
Check whether the registrant (1) has filed all reports required by Section
13 or 15(d) of the Securities 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.
Yes [X] No [ ]
The number of shares outstanding of issuer's only class of Common
Stock, $.002 par value, was 6,023,019 on April 14, 1997.
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Introduction
The consolidated financial statements have been prepared by AMCOR Capital
Corporation ("Company"), without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations. The Company believes that the disclo-
sures are adequate to make the information presented not misleading when read
in conjunction with the Company's consolidated financial statements for the year
ended August 31, 1996. The financial information presented reflects all adjust-
ments, consisting only of normal recurring adjustments, which are, in the
opinion of management, necessary for a fair statement of the results for the
interim periods presented.
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED BALANCE SHEET
February 28, 1997 and August 31, 1996
(Amounts in thousands)
<CAPTION>
February 28,
1997 August 31,
(Unaudited) 1996
----------- ----------
<S> <C> <C>
A S S E T S
Current assets:
Cash $ 427 $ 1,087
Accounts receivable, prepaids
and accrued interest 755 655
Notes receivable 366 353
Advances and accounts receivable due
from affiliated partnerships for farming
and land management 7,359 5,338
Inventories 2,527 308
----------- ----------
Total current assets 11,434 7,741
Property and equipment, net 10,579 9,508
Contractual advances due from affiliated
partnerships for construction in progress 3,052 2,712
Notes receivable:
Affiliates and related parties 5,692 5,692
Other 1,596 1,963
Investments 2,456 2,490
Restricted cash 454 1,066
Other assets 1,017 831
----------- ----------
Total assets $ 36,280 $ 32,002
=========== ==========
<FN>
The accompanying notes are an integral part of the consolidated
financial statements.
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED BALANCE SHEET, CONTINUED
February 28, 1997 and August 31, 1996
(Amounts in thousands)
<CAPTION>
February 28,
1997 August 31,
(Unaudited) 1996
----------- ----------
LIABILITIES AND SHAREHOLDERS' EQUITY
<S> <C> <C>
Current liabilities:
Accounts payable $ 1,138 $ 854
Advances from affiliated partnerships 338 415
Notes and loans payable 3,186 965
Accrued interest 747 518
Income taxes payable 682 338
Capitalized lease obligation 78 55
----------- ----------
Total current liabilities 6,169 3,145
Deferred tax liability 137 125
Notes and loans payable, net of current portion:
Affiliates 1,308 3,673
Other 14,549 11,909
Capitalized lease obligation, net of
current portion 297 100
Other liabilities 645 417
----------- ----------
Total liabilities 23,105 19,369
Shareholders' equity:
Preferred stock (1,250,000 shares
authorized, no shares outstanding)
Series B Convertible Preferred Stock
($.01 par value; 750,000 shares authorized,
628,972 shares issued and outstanding at
February 28, 1997 and August 31, 1996) 6 6
Common stock ($.002 par value; 25,000,000 and
15,000,000 shares authorized; and 6,023,019 and
11,596,566 shares issued and outstanding at
February 28, 1997 and August 31, 1996) 12 23
Paid-in capital 11,212 11,150
Accumulated earnings 1,945 1,454
----------- ----------
Total shareholders' equity 13,175 12,633
----------- ----------
Total liabilities and
shareholders' equity $ 36,280 $ 32,002
=========== ==========
<FN>
The accompanying notes are an integral part of the consolidated
financial statements.
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS
For the six months ended February 28, 1997 and the six
months ended February 29, 1996
(Unaudited)
(Amounts in thousands, except per share data)
<CAPTION>
1997 1996
----------- ----------
<S> <C> <C>
Revenues:
Crop sales and other farm income - $ 49
Management and other fees from affiliates $ 1,672 484
Other income 73 24
----------- ----------
1,745 557
----------- ----------
Operating costs and expenses:
Farming costs and cost of crops sold - 209
Other operating expenses 494 250
Other wages and salaries 306 332
----------- ----------
800 791
----------- ----------
Income (loss) from operations 945 (234)
Other income and expense:
Gain on sale of assets - 828
Interest income 432 366
Interest expense (344) (283)
----------- ----------
88 911
----------- ----------
Income before income taxes 1,033 677
Provision for income taxes 356 142
----------- ----------
Net income $ 677 $ 535
=========== ==========
Net income per common share, share
equivalent primary $ .11 $ .10
===== =====
Net income per common share, share
equivalent fully diluted $ .11 $ .10
===== =====
<FN>
The accompanying notes are an integral part of the consolidated
financial statements.
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF OPERATIONS
For the three months ended February 28, 1997 and the three
months ended February 29, 1996
(Unaudited)
(Amounts in thousands, except per share data)
<CAPTION>
1997 1996
----------- ----------
<S> <C> <C>
Revenues:
Crop sales and other farm income - $ 12
Management and other fees from affiliates $ 671 336
Other income 67 17
----------- ----------
738 365
----------- ----------
Operating costs and expenses:
Farming costs and cost of crops sold - 79
Other operating expenses 197 40
Other wages and salaries 193 168
----------- ----------
390 287
----------- ----------
Income from operations 348 78
Other income and expense:
Gain on sale of assets - (5)
Interest income 219 243
Interest expense (72) (148)
----------- ----------
147 90
----------- ----------
Income before income taxes 495 168
Provision for income taxes 263 58
----------- ----------
Net income $ 232 $ 110
=========== ==========
Net income per common share, share
equivalent primary $ .03 $ .02
===== =====
Net income per common share, share
equivalent fully diluted $ .03 $ .02
===== =====
<FN>
The accompanying notes are an integral part of the consolidated
financial statements.
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
For the six months ended February 28, 1997 and the year
ended August 31, 1996
(Unaudited)
<CAPTION>
Common Preferred
Shares Shares
----------- ----------
<S> <C> <C>
Balance, August 31, 1995 10,331,288 618,972
Net income - -
Shares issued under stock option plan 1,260,935 -
Shares issued in acquisition of
partnership interests 4,343 10,000
Preferred stock dividends, accrued - -
----------- ----------
Balance, August 31, 1996 11,596,566 628,972
Net income - -
Shares issued under stock option plan 25,000
Shares issued under consulting agreement 400,000 -
One-for-two reverse stock split (including
effect of fractional shares) (5,998,547) -
Preferred stock dividends, accrued - -
----------- ----------
Balance, February 28, 1997 6,023,019 628,972
=========== ==========
<FN>
The accompanying notes are an integral part of the consolidated
financial statements.
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY, Contined
For the six months ended February 28, 1997 and the year
ended August 31, 1996
(Unaudited)
(Amounts in thousands)
<CAPTION>
-------------- Par Value -----------------
Common Preferred Paid in
Stock Stock Capital
--------- --------- ----------
<S> <C> <C> <C>
Balance, August 31, 1995 $ 21 $ 6 $ 10,633
Net Income - - -
Shares issued under stock option
plan 2 - 414
Shares issued in acquisition
of partnership interests - - 103
Preferred stock dividends,
accrued - - -
--------- --------- --------
Balance, August 31, 1996 23 6 11,150
Net income - - -
Shares issued under stock option
plan - - 50
Shares issued under consulting
agreement 1 - -
One-for-two reverse stock split
(including effect of
fractional shares) (12) - 12
Preferred stock dividends,
accrued - - -
--------- --------- --------
Balance, February 28, 1997 $ 12 $ 6 $ 11,212
========= ========= ========
<FN>
The accompanying notes are an integral part of the consolidated
financial statements.
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY, Continued
For the six months ended February 28, 1997 and the year
ended August 31, 1996
(Unaudited)
(Amounts in thousands)
<CAPTION>
Accumulated Total
Earnings Equity
----------- ----------
<S> <C> <C>
Balance, August 31, 1995 $ 48 $ 10,708
Net Income 1,778 1,778
Shares issued under stock option plan - 416
Shares issued in acquisition
of partnership interests - 103
Preferred stock dividends,
accrued (372) (372)
----------- ----------
Balance, August 31, 1996 1,454 12,633
Net income 677 677
Shares issued under stock option plan - 50
Shares issued under consulting agreement - 1
One-for-two reverse stock split (including
effect of fractional shares) - -
Preferred stock dividends, accrued (186) (186)
----------- ----------
Balance, February 28, 1997 $ 1,945 $ 13,175
=========== ==========
<FN>
The accompanying notes are an integral part of the consolidated
financial statements.
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
For the six months ended February 28, 1997 and the six
months ended February 29, 1996
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited)
(Amounts in thousands)
<CAPTION>
1997 1996
----------- ----------
<S> <C> <C>
Cash flows provided (used) in operating
activities $ (2,298) $ (2,464)
----------- ----------
Cash flows provided (used) in investing
activities:
Payments received on notes receivable 367 2,765
Purchases of property and equipment (1,359) (361)
Sales of property and equipment - 19
Advances due from affiliated partnerships
for contractual construction in progress (340) -
Advances to affiliates - (2,489)
Restricted cash 612 -
----------- ----------
Net cash provided (used) for investing
activities (720) (66)
----------- ----------
Cash flows provided (used) in financing
activities:
Proceeds from notes, loans, leases and
advances payable 2,307 2,424
Repayments of notes and advances payable - (165)
Issuance of stock 51 -
----------- ----------
Net cash provided (used) in financing
activities 2,358 2,259
----------- ----------
Net increase/(decrease) in cash (660) (271)
Cash at beginning of period 1,087 1,809
----------- ----------
Cash at end of period $ 427 $1,538
=========== ==========
<FN>
The accompanying notes are an integral part of the consolidated
financial statements.
</TABLE>
<PAGE>
<TABLE>
AMCOR CAPITAL CORPORATION
CONSOLIDATED STATEMENT OF CASH FLOWS
For the six months ended February 28, 1997 and the six
months ended February 29, 1996
(Unaudited)
(Amounts in thousands)
Supplemental Disclosure of Cash Flow Information
<CAPTION>
1997 1996
----------- ----------
<S> <C> <C>
Cash paid during the period for:
Interest $ 306 $ 117
Supplemental Schedule of Non-Cash Investing and Financing Activities
1997 1996
----------- ----------
Satisfaction of debt through issuance of stock
Liabilities satisfied - $ 4
Stock issued - (4)
Accrual of dividends on preferred stock
Liabilities incurred $ 186 186
Reduction in retained earnings (186) (186)
Acquisition of notes receivable
Notes and accrued interest received - 1,306
Reduction of receivables - (189)
Liabilities incurred - (1,117)
Sale of vineyard and repurchase option
Vineyard property - (2,365)
Acquisition of investment interest - 2,426
Reduction of deposit liability - 1,278
Reduction of receivable - (508)
Gain on sale - (831)
<FN>
The accompanying notes are an integral part of the consolidated
financial statements.
</TABLE>
<PAGE>
AMCOR CAPITAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
February 28, 1997
1. Income (loss) Per Common Share
Primary and fully diluted earnings per common and common equivalent
share are computed based on the weighted average number of shares of common
stock and common stock equivalents outstanding during each period. The
computation takes into effect common shares issuable under stock option
plans. No effect has been given to convertible preferred stock, as the
market price did not exceed the liquidation value of $10 per share. The
primary weighted average common and common equivalent shares, as appli-
cable, outstanding during the three and six months ended February 28, 1997
and February 29, 1996, was 6,231,288 and 5,494,573, respectively. The
fully diluted average common and common equivalent shares, as applicable,
outstanding during the three and six months ended February 28, 1997 and
February 29, 1996, was 6,396,842 and 5,519,792, respectively.
2. Advances Due from Affiliated Partnerships and Advances Due to Affiliated
Partnerships
Advances due from affiliated partnerships consist of:
1. Farming costs incurred by the Company on behalf of various
partnerships whose farm properties are located in the Coachella
Valley, California, with repayment anticipated from crop sales, and
2. Management and development fees charged by the Company to various
partnerships in California and Texas for the management of the
partnerships' assets and the development of their properties with
repayment anticipated from crop sales, lot sales, and the disposal
of other assets, and
3. Development costs advanced by the Company on behalf of various
partnerships for a residential development in Texas with repayment
anticipated from lot sales.
Advances due to affiliated partnerships consist primarily of receipts of
crop sales exceeding advances for farming costs on behalf of various
partnerships. These amounts do not bear interest, are not collateralized,
and are due on demand.
3. Inventories
Inventories consist of:
1. Growing crops which represent the incurred costs of growing farm
products on the Company's own behalf, such as chemicals and certain
other farming supplies.
2. Merchandise held for sale related to the Company's golf course
operation.
3. Costs association with construction-in-progress of certain
residential structures at the Company's Texas development.
<PAGE>
AMCOR CAPITAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Continued
4. Property and Equipment
February 28, August 31,
1997 1996
----------- ----------
(Amounts in thousands)
Property and equipment consists
of the following:
Vineyard development costs $ 5,145 $ 5,145
Vehicles and equipment 2,035 1,506
Office furniture and equipment 65 52
Leasehold improvements 61 61
Buildings 302 302
Golf course construction 2,210 1,394
------- ------
9,818 8,459
Less: accumulated depreciation (1,986) (1,698)
------- ------
7,832 6,761
Land 2,747 2,747
------ ------
$10,579 $ 9,508
====== ======
Vehicles and equipment reported under capital lease at February 28, 1997, was
$470,379 with accumulated depreciation of $40,599. Depreciation expense
related to the capital leases was $18,088 for the six months ended February
28, 1997.
5. Investments
February 28, August 31,
1997 1996
---------- ----------
(Amounts in thousands)
Investments consists of the
following:
Investment in P.S. III Farms,
L.L.C. utilizing the equity
method of accounting $ 2,456 $ 2,490
====== ======
The Company is a general partner in a number of the affiliated partnerships,
for which its investment and equity in operations is not material.
<PAGE>
AMCOR CAPITAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Continued
6. Deferred Income Taxes
The components of the provision for income taxes are as
follows:
February 28, August 31,
1997 1996
---------- ----------
(Amounts in thousands)
Current expense:
Federal $ 342 -
State 2 $ 2
Deferred:
Federal 12 82
State - -
-------- --------
Total provision $ 356 $ 84
======== ========
7. Commitments And Contingencies
The Company has operating leases for certain of its facilities and
office equipment. Future minimum lease payments at February 28, 1997
are as follows:
(Amounts in thousands)
1997 $ 258
1998 255
1999 247
2000 218
2001 and thereafter 364
--------
Total future minimum
lease payments $ 1,342
========
<PAGE>
AMCOR CAPITAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Continued
8. Common Stock and Stock Options
The table below summarized stock option activity under current and prior
plans:
Six Months Ended
February 28, 1997 1996
-------------------- --------------------
Weighted Weighted
Average Average
Exercise Exercise
Shares Price Shares Price
------- -------- ------- ---------
Options outstanding,
beginning of period 541,633 $1.54 1,209,601 $1.08
Options exercised (25,000) 2.00 (630,468) 0.66
Options granted 110,000 2.00 - -
Options forfeited - - (37,500) 1.30
--------- ---------
Options outstanding,
end of period 626,633 1.62 541,633 1.54
Option price range,
end of period $1.30 to $2.00 $1.30 to $1.60
Option price range
for exercised shares - $0.66
Options available for grant
at end of year 52,500 162,500
Weighted-average fair
value of options granted $2.63 None
The following table summarizes information about fixed-price stock options
outstanding at February 28, 1997:
Weighted
Average
Number of Remaining Number
Outstanding at Contractual Exercisable at
Exercise Price February 28, 1997 Life February 28, 1997
-------------- --------------- ----------- --------------
$1.60 454,133 4 years 454,133
$1.30 87,500 10 years 43,750
$2.00 85,000 10 years 21,250
<PAGE>
AMCOR CAPITAL CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Continued
8. Common Stock and Stock Options, Continued
Fair Value Disclosures
----------------------
Stock option grants are set based upon the plan. Therefore, under the
principles of APB Opinion No. 25, the Company does not recognize
compensation expense associated with the grant of stock options.
SFAS No. 123, "Accounting for Stock-Based Compensation," requires the
use of option valuation models to provide supplemental information
regarding options granted after 1994. Pro forma information regarding
net income and earnings per share shown below was determined as if the
Company had accounted for its employee stock options and shares sold
under its stock purchase plan under the fair value method of that
statement.
The fair value of each option grant is estimated on the date of grant
using the Black-Scholes option-pricing model with the following weighted
average assumptions used for grants made in 1995: dividend yield of zero;
expected volatility of .6661; risk-free interest rate of 5.45%; and expected
life of 10 years. There were no options granted in 1996, therefore there
would be no effect on the net earnings and earnings per share.
The Black-Scholes option valuation model was developed for use in estimating
the fair value of traded options. The Company's employee stock options have
characteristics significantly different from those of traded options such as
vesting restrictions and extremely limited transferability. In addition,
the assumptions used in option valuation models are highly subjective,
particularly the expected stock price volatility of the underlying stock.
Because changes in these subjective input assumptions can materially affect
the fair value estimate, in management's opinion, the existing models do not
provide a reliable single measure of the fair value of its employee stock
options.
For purposes of pro forma disclosures, the estimated fair value of the
options is amortized over the options' vesting periods. The pro forma
effect on net income for the six months ended February 28, 1997 and year
ended August 31, 1996 is not representative of the pro forma effect on net
income in future years because it does not take into consideration pro forma
compensation expense related to grants made prior to 1995. Pro forma
information in future years will reflect the amortization of a larger number
of stock options granted in several succeeding years. The Company's pro forma
information is as follows:
Six Months Ended Year Ended
February 28, 1997 August 31, 1996
---------------- ----------
Net earnings, as reported $667,000 $1,777,941
Net earnings, pro forma $388,800 $1,777,941
Earnings per share, as reported $0.11 $0.17
Earnings per share, pro forma $0.06 $0.17
<PAGE>
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operation
OVERVIEW
As outlined below, the Company's overall financial condition as compared to
August 31, 1996, has not changed significantly.
The Company's current ratio decreased to 1.85 at February 28, 1997, from
2.46 at August 31, 1996, primarily due to the advances to affiliates to fund
real estate development costs, and for borrowings related to the 1997 table
grape crop.
RESULTS OF OPERATIONS
Revenues
The Company's revenues are derived principally from the following three
sources: (i) farming operations (including packing and cold storage services),
(ii) management/development fees for real estate development-land
partnerships, and (iii) the processing and recycling of "clean green" biomass.
For the six-months ended February 28, 1997, the Company's gross revenues were
significantly higher than the comparable six-months ended February 29, 1996,
due primarily to increased management and development fees related to the Las
Palomas subdivision located southeast of San Antonio, Texas, and income
related to its California biomass operations.
Crop Sales and Other Farm Income
The Company generates fees and profits from its table grape and date
operations, both from third parties and its affiliates. During a typical
season, the table grape packing facility (which is leased to the Company)
processes approximately 1.5 million boxes of table grapes, for which the
combined gross processing and cooling fees typically exceed $2 million. Over
the next several years, the Company expects its crop sales to continue to
increase as additional properties are acquired and developed by the Company.
Crop sales and other farm income was negligible for the six-month period
ended February 28, 1997, as 100% of table grape sales occur in the third and
fourth quarters.
Management and Other Fees
The Company has earned in the past, and will continue to earn, management and
accounting fees from its managed affiliated partnerships, although this source
will continue to decrease as additional partnership terminations are
completed. In the past, a portion of the management fees were earned as a
share of crop profits, although this is a contingent source and not realizable
in unprofitable periods. The accounting fees generally range from $5,000 to
$10,000 per year per partnership.
Management and other fee income increased substantially from the comparable
six-month period ended February 28, 1997, due to a development contract
related to the 1,000-lot subdivision, owned by an affiliate, located 30 miles
southeast of San Antonio, Texas, and from pre-development fee income related
to California real estate.
<PAGE>
Other Income
Other income consists primarily of interest and income related to the
Company's start-up golf course and biomass operations. The Company generates
interest income from note receivables from certain related partnerships,
affiliates, and third parties. Other income increased 17% to $475,000 for the
six-months ended February 28, 1997, due to interest earned on the 1996
acquisition of a $5.6 million secured note receivable due from an affiliate,
and from golf course and biomass revenues.
Operating Costs and Expenses
The Company's total operating costs and expenses were $800,000 and $791,000
for the six-months ended February 28, 1997 and February 29, 1996, respectively.
These costs and expenses include, among others, corporate overhead expenses,
biomass processing and golf course costs, farming costs and cost of crops sold
and depreciation expenses.
Farming Costs and Cost of Crops Sold
Farming costs and costs of crops sold were zero in the six-month period ended
February 28, 1997, as compared to the comparable six-month period ended
February 29, 1996, as all costs were deferred, as such pertained to the fiscal
1997 table grape crop, which is harvested and marketed in May through July.
Other Operating Expenses
Other operating expenses increased $244,000 (98%) to $494,000 for the
six-months ended February 28, 1997, as compared to the six-months ended
February 29, 1996, due to increased legal, accounting, and other
administrative expenses related to the Company's start-up golf course and
biomass operations.
Income from Operations
The Company posted operating income of $945,000 for the six-months ended
February 28, 1997, as compared to an operating loss of ($234,000) for the
comparable period ended February 29, 1996, primarily due to increased
management and development fee income related to the Las Palomas project,
biomass operations, and from predevelopment fee income related to California
real estate.
Gain on Asset Sales
A gain on asset sales of $833,000 was realized for the six-months ended
February 29, 1996, due to the sale of the San Luis Obispo vineyards and
repurchase option which resulted in a gain of $830,000. There were no such
sales in the current six-month period.
Interest Expense
Interest expense increased by $61,000 (22%) to $344,000 primarily due to the
acquisition in 1996 of $5.6 million of notes payable acquired in connection
with a corresponding note receivable due from an affiliate, and from a $4.3
million note from an insurance company acquired during 1996, collateralized by
real and personal property.
<PAGE>
Liquidity and Capital Resources
The Company's liquidity, including its ability to access conventional credit
sources, has significantly improved over the last two years primarily due to
the following: (i) consistent management of cash flow, (ii) implementation of
effective cost cutting measures, (iii) successful crop harvests, and (iv)
disposal of marginal or non-producing assets. The Company anticipates that
the continued recovery of the Company's common stock price should provide
access to capital markets. These changes have positioned the Company to
obtain credit from more conventional, and less costly, sources.
Moreover, long and short term liquidity are expected to continue to improve
due to: (i) the Company having entered into financing arrangements which will
provide for substantially all agricultural and farming costs related to the
1997 harvest, and (ii) the generation of new revenues from the Las Palomas
development project and golf course, and from its AMCOR Biomass Farms, LLC
organic recycling/processing business, which commenced commercial operations
in the second fiscal quarter.
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
Not applicable
Item 5. Other Information
Not applicable
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
27 Financial Data Schedule
(b) Reports on Form 8-K:
Form 8-k, dated February 21, 1997, as filed with the
Commission on March 4, 1997, reporting on Item 5
(Other Events) in connection with the Company's annual
meeting of shareholders.
Pursuant to the requirement 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.
Date: April 14, 1997 AMCOR CAPITAL CORPORATION
/S/FRED H. BEHRENS
Fred H. Behrens, Chairman and
Principal Executive and
Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION FROM THE FORM
10-QSB FOR THE QUARTER ENDED FEBRUARY 28, 1997 AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> AUG-31-1997
<PERIOD-END> FEB-28-1997
<CASH> 427
<SECURITIES> 0
<RECEIVABLES> 8480
<ALLOWANCES> 0
<INVENTORY> 2527
<CURRENT-ASSETS> 11434
<PP&E> 12565
<DEPRECIATION> 1986
<TOTAL-ASSETS> 36280
<CURRENT-LIABILITIES> 4334
<BONDS> 0
<COMMON> 12
0
6
<OTHER-SE> 13157
<TOTAL-LIABILITY-AND-EQUITY> 36280
<SALES> 0
<TOTAL-REVENUES> 2147
<CGS> 0
<TOTAL-COSTS> 0
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<INCOME-TAX> 356
<INCOME-CONTINUING> 677
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 677
<EPS-PRIMARY> .11
<EPS-DILUTED> .11
</TABLE>
