<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
or
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________ to ____________
Commission file number: 0-26580
AMERICAN COIN MERCHANDISING, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 84-1093721
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
5660 CENTRAL AVENUE, BOULDER, COLORADO 80301
(Address of principal executive offices)
(Zip Code)
(303) 444-2559
(Registrant's telephone number)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the proceeding 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
----- -----
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
<TABLE>
<CAPTION>
OUTSTANDING AT
CLASS AUGUST 1, 2000
----- --------------
<S> <C>
Common Stock, $0.01 par value 6,496,623
</TABLE>
<PAGE> 2
AMERICAN COIN MERCHANDISING, INC.
INDEX
<TABLE>
<CAPTION>
PART 1 FINANCIAL INFORMATION. PAGE
<S> <C>
Item 1. Financial Statements
Consolidated Condensed Balance Sheets
June 30, 2000 and December 31, 1999......................................... 3
Consolidated Condensed Statements of Operations for the Three Months and
Six Months Ended June 30, 2000 and 1999..................................... 4
Consolidated Condensed Statement of Stockholders' Equity for the
Six Months Ended June 30, 2000.............................................. 5
Consolidated Condensed Statements of Cash Flows for the
Six Months Ended June 30, 2000 and 1999..................................... 6
Notes to Consolidated Condensed Financial Statements.......................... 7
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations..................................................... 8
PART II OTHER INFORMATION.
Item 4. Submission of Matters to a Vote of Security Holders................................ 11
Item 6. Exhibits and Reports on Form 8-K................................................... 11
</TABLE>
2
<PAGE> 3
AMERICAN COIN MERCHANDISING, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(in thousands, except per share data)
<TABLE>
<CAPTION>
JUNE 30, DECEMBER 31,
2000 1999
------------ ------------
ASSETS
<S> <C> <C>
Current assets:
Cash and cash equivalents .............................................................. $ 303 $ 579
Trade accounts and other receivables, net .............................................. 907 691
Inventories, net ....................................................................... 10,766 14,806
Prepaid expenses and other assets ...................................................... 2,015 2,260
------------ ------------
Total current assets ............................................................... 13,991 18,336
------------ ------------
Property and equipment, at cost:
Vending machines ....................................................................... 62,637 53,079
Vehicles ............................................................................... 6,547 6,866
Office equipment, furniture and fixtures ............................................... 4,284 4,003
------------ ------------
73,468 63,948
Less accumulated depreciation .......................................................... (24,614) (20,305)
------------ ------------
Property and equipment, net ........................................................ 48,854 43,643
Placement fees, net of accumulated amortization of $1,499 in 2000 and $1,090 in 1999 ...... 1,532 930
Costs in excess of assets acquired and other intangible assets, net of accumulated
amortization of $5,097 in 2000 and $3,978 in 1999 ...................................... 37,128 38,247
Other assets, net of accumulated amortization of $709 in 2000 and $460 in 1999 ............ 1,661 1,350
Deferred tax assets ....................................................................... 1,439 1,628
------------ ------------
Total assets ....................................................................... $ 104,605 $ 104,134
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt ...................................................... $ 2,079 $ 2,463
Accounts payable ....................................................................... 4,804 3,855
Accrued commissions .................................................................... 1,301 1,595
Other accrued expenses ................................................................. 1,034 1,056
------------ ------------
Total current liabilities .......................................................... 9,218 8,969
------------ ------------
Long-term debt, net of current portion .................................................... 49,970 50,230
Other liabilities ......................................................................... 349 239
------------ ------------
Total liabilities .................................................................. 59,537 59,438
------------ ------------
Company obligated mandatorily redeemable preferred securities of subsidiary trust
holding solely junior subordinated debentures .......................................... 15,568 15,542
Stockholders' equity:
Preferred stock, $.10 par value (Authorized 500 shares; none issued) ................... -- --
Common stock, $.01 par value (Authorized 20,000 shares; issued and
outstanding 6,497 shares in 2000 and 6,480 shares in 1999) ........................... 65 65
Additional paid-in-capital ............................................................. 22,039 22,001
Retained earnings ...................................................................... 7,396 7,088
------------ ------------
Total stockholders' equity ......................................................... 29,500 29,154
------------ ------------
Commitments
Total liabilities and stockholders' equity ......................................... $ 104,605 $ 104,134
============ ============
</TABLE>
See accompanying notes to consolidated condensed financial statements.
3
<PAGE> 4
AMERICAN COIN MERCHANDISING, INC.
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
2000 1999 2000 1999
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Revenue:
Vending ................................................... $ 30,133 $ 28,800 $ 61,033 $ 56,566
Franchise and other ....................................... 745 1,442 1,344 2,823
----------- ----------- ----------- -----------
Total revenue ......................................... 30,878 30,242 62,377 59,389
----------- ----------- ----------- -----------
Cost of revenue:
Vending, excluding related depreciation and amortization .. 20,050 19,519 40,190 37,735
Depreciation and amortization ............................. 2,372 1,956 4,489 3,898
----------- ----------- ----------- -----------
Total cost of vending ................................. 22,422 21,475 44,679 41,633
Franchise and other ....................................... 282 827 837 1,793
----------- ----------- ----------- -----------
Total cost of revenue ................................. 22,704 22,302 45,516 43,426
----------- ----------- ----------- -----------
Gross profit .......................................... 8,174 7,940 16,861 15,963
General and administrative expenses .......................... 5,287 5,648 10,841 10,959
Depreciation and amortization ................................ 807 783 1,634 1,562
----------- ----------- ----------- -----------
Operating earnings .................................... 2,080 1,509 4,386 3,442
Interest expense, net ........................................ 1,970 1,686 3,889 3,360
----------- ----------- ----------- -----------
Earnings (loss) before income taxes ................... 110 (177) 497 82
(Provision) benefit for income taxes ......................... (42) 58 (189) (27)
----------- ----------- ----------- -----------
Net earnings (loss) ................................... $ 68 $ (119) $ 308 $ 55
=========== =========== =========== ===========
Basic earnings (loss) per share of common stock ....... $ 0.01 $ (0.02) $ 0.05 $ 0.01
Diluted earnings (loss) per share of common stock ..... $ 0.01 $ (0.02) $ 0.05 $ 0.01
Basic weighted average common shares .................. 6,488 6,475 6,484 6,475
Diluted weighted average common shares ................ 6,488 6,475 6,484 6,481
</TABLE>
See accompanying notes to consolidated condensed financial statements.
4
<PAGE> 5
AMERICAN COIN MERCHANDISING, INC.
CONSOLIDATED CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY
(in thousands)
<TABLE>
<CAPTION>
TOTAL
ADDITIONAL STOCK-
COMMON PAID-IN RETAINED HOLDERS'
STOCK CAPITAL EARNINGS EQUITY
<S> > <C> <C> <C> <C>
DECEMBER 31, 1999 ..................................... $ 65 $ 22,001 $ 7,088 $ 29,154
Issuance of 16,429 shares of common stock under
employee stock purchase plan ..................... -- 38 -- 38
Net earnings ....................................... -- -- 308 308
---------- ---------- ---------- ----------
JUNE 30, 2000 ......................................... $ 65 $ 22,039 $ 7,396 $ 29,500
========== ========== ========== ==========
</TABLE>
See accompanying notes to consolidated condensed financial statements.
5
<PAGE> 6
AMERICAN COIN MERCHANDISING, INC.
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(in thousands)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
2000 1999
------------ ------------
<S> <C> <C>
Operating activities:
Net earnings ........................................................ $ 308 $ 55
Adjustments to reconcile net earnings to net cash provided
by operating activities:
Depreciation and amortization ................................... 6,425 5,717
Changes in operating assets and liabilities:
Trade accounts and other receivables ........................ (216) 128
Inventories ................................................. 4,040 (397)
Prepaid expenses and other assets ........................... (100) (671)
Accounts payable, accrued expenses and other liabilities .... 743 (846)
------------ ------------
Net cash provided by operating activities ..................... 11,200 3,986
------------ ------------
Investing activities:
Acquisitions of property and equipment, net ......................... (9,859) (3,373)
Acquisition of franchisees and others ............................... -- (159)
Placement fees ...................................................... (1,011) (362)
------------ ------------
Net cash used in investing activities ......................... (10,870) (3,894)
------------ ------------
Financing activities:
Net borrowings on credit facility ................................... 604 16
Principal payments on long-term debt ................................ (1,248) (1,109)
Employee stock purchase plan ........................................ 38 --
------------ ------------
Net cash used in financing activities ......................... (606) (1,093)
------------ ------------
Net decrease in cash and cash equivalents ..................... (276) (1,001)
Cash and cash equivalents at beginning of period ....................... 579 2,247
------------ ------------
Cash and cash equivalents at end of period ............................. $ 303 $ 1,246
============ ============
</TABLE>
See accompanying notes to consolidated condensed financial statements.
6
<PAGE> 7
AMERICAN COIN MERCHANDISING, INC.
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
American Coin Merchandising, Inc., d/b/a Sugarloaf Creations, Inc. and
American Coin Merchandising Trust I (the "Company") and its franchisees own and
operate coin-operated skill-crane machines ("Shoppes") that dispense stuffed
animals, plush toys, watches, jewelry and other items. The Company's Shoppes are
placed in supermarkets, mass merchandisers, bowling centers, truck stops, bingo
halls, bars, restaurants, warehouse clubs and similar locations. The Company
also operates bulk vending equipment, kiddie rides and video equipment that are
located primarily in supermarkets and mass merchandisers. At June 30, 2000, the
Company had 33 field offices with operations in 45 states and there were 12
Company franchisees operating in 16 territories.
The accompanying consolidated condensed financial statements have been
prepared, 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. Certain amounts for prior periods have been reclassified to conform
to the June 30, 2000 presentation. Although the Company believes that the
disclosures are adequate to make the information presented not misleading, it is
suggested that these consolidated condensed financial statements be read in
connection with the financial statements and notes thereto included in the
Company's annual report on Form 10-K for the year ended December 31, 1999.
In the opinion of the Company, the accompanying consolidated condensed
financial statements include all adjustments (consisting of normal recurring
accruals and adjustments) required to present fairly the Company's financial
position at June 30, 2000 and December 31, 1999, and the results of their
operations for each of the three month and six month periods ended June 30, 2000
and 1999, and the cash flows for each of the six month periods then ended.
The operating results for the six months ended June 30, 2000 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 2000.
2. SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
A schedule of supplemental cash flow information follows (in thousands):
<TABLE>
<CAPTION>
SIX MONTHS ENDED
JUNE 30,
2000 1999
------- -------
<S> <C> <C>
Cash paid during the period:
Interest paid ....................................... $ 3,524 $ 3,023
Income taxes paid ................................... 68 50
</TABLE>
3. EARNINGS PER SHARE
Basic earnings (loss) and diluted earnings (loss) per share are computed by
dividing earnings (loss) available to common stockholders by the weighted
average number of common shares outstanding during the period and by all
dilutive potential common shares outstanding during the period, respectively.
The weighted average number of shares used in the computation of basic and
diluted earnings (loss) per share were 6,487,767 and 6,475,069 for the three
months ended June 30, 2000 and 1999 and 6,484,022 and 6,481,354 for the six
months ended June 30, 2000 and 1999, respectively.
4. INCOME TAXES
Quarterly income taxes are computed using the anticipated effective tax
rate for the year.
7
<PAGE> 8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
Except for the historical information contained herein, the following discussion
contains forward-looking statements that involve risks and uncertainties. The
Company's actual results could differ materially from those discussed here.
Factors that could cause or contribute to such differences include, but are not
limited to, those discussed in this section and the Company's Form 10-K for the
year ended December 31, 1999.
GENERAL
Substantially all of the Company's revenue and gross profit is derived from
Company-owned Shoppes. The Company's revenue and gross profit in a particular
period is directly related to the number of Shoppes in operation during the
period. Management believes that the Company's business is somewhat seasonal,
with average revenue per machine per week greater during the Easter and
Christmas periods. Vending revenue represents cash receipts from customers using
vending machines and is recognized when collected. The cost of vending revenue
is comprised of the cost of vended product, location commissions, depreciation
and direct service cost.
Franchise and other revenue represents the Company's percentage of gross
vending revenue generated by Shoppes owned and operated by franchisees, as well
as product sold to franchisees and non-franchisee customers. Product sold to the
franchisees and non-franchisees consists of goods to vend in Shoppes.
REVENUE
Total revenue for the first six months of 2000 increased 5.0% to $62.4
million from $59.4 million for the same period in 1999. For the second quarter
of 2000, total revenue increased 2.1% to $30.9 million as compared to $30.2
million for the same period in 1999.
Vending revenue increased $4.5 million or 7.9% for the first six months of
2000 to $61.0 million from $56.6 million for the comparable period in 1999,
primarily as a result of a 8.1% increase in the average number of amusement
vending equipment in place during the first six months of 2000 compared to the
average number in place during the same period in 1999. For the second quarter
of 2000, vending revenue increased $1.3 million or 4.6% to $30.1 million as
compared to the same period in 1999. The average number of amusement vending
equipment in place during the second quarter of 2000 increased by 6.9% as
compared to the second quarter of 1999.
The Company has recently experienced revenue growth, however, there can be
no assurance that the Company will continue to grow at historical rates or at
all. The Company's ability to generate increased revenue and achieve higher
levels of profitability will depend upon its ability and the ability of its
franchisees to place additional Shoppes as well as to maintain or increase the
average financial performance of the Shoppes. The Company's ability to place
additional Shoppes depends on a number of factors beyond the Company's control,
including general business and economic conditions. Installation of additional
Shoppes will also depend, in part, upon the Company's ability to secure
additional national and regional supermarket, mass merchandiser and restaurant
chain accounts and to obtain approval to place additional Shoppes in individual
locations of such accounts. The Company, its franchisees and their suppliers
also may be unable to place and adequately service additional Shoppes.
A primary key to the financial success of the Company is the weekly revenue
generated per Shoppe, which has a history of fluctuating. The Company has
attributed some of this fluctuation to the effectiveness of its product mix and
has taken steps to address the product mix; however, there can be no assurance
that such efforts will continue to have a positive impact on the performance of
the Shoppes.
Franchise and other revenue decreased $1.5 million or 52.4% to $1.3 million
for the first six months of 2000 as compared to the same period in 1999 due to
lower product sales to franchisees and non-franchisees that results from the
acquisition of franchisees and the closure of Plush 4 Play during the third
quarter of 1999. The Company anticipates franchise and other revenue to remain
at this level in the future.
COST OF REVENUE AND GROSS PROFIT
The cost of vending operations for the first six months of 2000 increased
$3.0 million or 7.3% to $44.7 million from $41.6 million for the comparable
period in 1999. The vending operation's contribution to gross profit for the
first six months of 2000 increased to $16.4 million, which represents a 9.5%
increase over gross profit from vending operations realized in the same period
in 1999. The vending gross profit achieved during the first six months of 2000
was 26.8% of vending revenue, which represents a 0.4 percentage point increase
from the gross profit achieved during the first six months of 1999. For the
second quarter of 2000, the cost of vending increased $947,000 or 4.4% to $22.4
million from $21.5 million for the comparable period in 1999. Vending gross
profit realized during the second
8
<PAGE> 9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED).
quarter of 2000 was $7.7 million or 25.6% of vending revenue as compared to $7.3
million or 25.4% for the second quarter of 1999.
The cash vending gross profit (vending revenue minus cost of vended
product, location commissions and direct service cost) achieved during the first
six months of 2000 was 34.2% of vending revenue, which is 0.9 percentage points
higher than the cash vending gross profit achieved during the first half of
1999. The Company attributes this to a decrease in unit cost per plush toy and
lower direct labor partially offset by higher location payments as compared to
1999. The cash vending gross profit for the current quarter is 1.3 percentage
points lower than the cash vending gross profit achieved during the first
quarter of 2000.
Gross profit on franchise and other revenue for the first six months of
2000 decreased to $507,000 or 37.7% of franchise and other revenue, which is 1.2
percentage points higher than the gross margin percentage achieved for the same
period in 1999. For the second quarter of 2000, gross profit on franchise and
other revenue decreased to $463,000 or 62.1% of franchise and other revenue, as
compared to $615,000 or 42.6% of franchise and other revenue for the second
quarter of 1999. The increase in gross margin as a percentage of franchise and
other revenue resulted from lower cost of merchandise sold to franchisees and
non-franchisees.
OPERATING EXPENSE
General and administrative expenses and depreciation and amortization
decreased $46,000 to $12.5 million for the first six months of 2000. As a
percentage of revenue operating expenses were 20.0% or a 1.1 percentage point
improvement over the comparable period in 1999, primarily as a result of reduced
expenditures and higher revenues.
OPERATING EARNINGS
Operating earnings for the first six months of 2000 increased 27.4% to $4.4
million, or 7.0% of total revenue, as compared to $3.4 million, or 5.8% of total
revenue for the comparable period in 1999. The increase in operating earnings as
a percentage of revenue results primarily from the improvement in gross margin
achieved from the vending operation and lower general and administrative
expenses.
INTEREST EXPENSE, NET
Interest expense for the first six months of 2000 increased $529,000 to
$3.9 million as compared to the same period in 1999. Interest expense for the
second quarter of 2000 increased $284,000 to $2.0 million as compared to the
same period in 1999. The Company's interest expense is directly related to its
level of borrowings and changes in the underlying interest rates.
NET EARNINGS AND NET EARNINGS PER SHARE
Net earnings for the first six months of 2000 increased to $308,000, as
compared to net earnings of $55,000 for the comparable period in 1999. Net
earnings for the second quarter of 2000 were $68,000 as compared to a net loss
of $119,000 for the comparable period in 1999. Diluted earnings per share for
the second quarter of 2000 were $0.01, as compared to a net loss per share of
$0.02 for the comparable period in 1999. Diluted weighted average common shares
for the second quarter of 2000 were 6,487,767 as compared to 6,475,069, which
excludes the anti-dilutive effect of potential common shares, for the comparable
period in 1999. Diluted earnings per share for the first six months of 2000
increased to $0.05, as compared to $0.01 for the comparable period in 1999.
Diluted weighted average common shares for the first six months of 2000 were
6,484,022 as compared to 6,481,354 for the comparable period in 1999.
LIQUIDITY AND CAPITAL RESOURCES
The Company's primary sources of liquidity and capital resources
historically have been cash flows from operations, borrowings under the
Company's bank credit facility and issuances of its equity securities. These
sources of cash flows have been offset by cash used for acquisitions, investment
in skill-crane machines and other amusement vending devices and payment of
long-term borrowings.
Net cash provided by operating activities was $11.2 million and $4.0
million for the six months ended June 30, 2000 and 1999, respectively. The
Company anticipates that cash will continue to be provided by operations as
additional skill-crane machines and other amusement devices are placed in
service. Cash required in the future is expected to be funded by existing cash
and cash provided by operations and borrowings under the Company's credit
facility.
9
<PAGE> 10
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS (CONTINUED).
Net cash used in investing activities was $10.9 million and $3.9 million
for the six months ended June 30, 2000 and 1999, respectively. Capital
expenditures for the six months ended June 30, 2000 and 1999 amounted to $9.9
million and $3.4 million, respectively, of which $9.6 million and $2.7 million
was represented by the acquisition of amusement vending equipment.
Net cash used in financing activities was $606,000 and $1.1 million for the
six months ended June 30, 2000 and 1999, respectively. Financing activities
consist of advances and repayments on the Company's credit facility and other
debt obligations.
Under its current credit facility, the Company may borrow up to $51.0
million at a rate based on the bank's prime interest rate or, at the Company's
option, an interest rate based on the current LIBOR rate. The effective rate at
June 30, 2000 was 10.3%. The credit facility is available through July 13, 2001
and at June 30, 2000 there was a principal amount of approximately $49.6 million
outstanding and $1.4 million available under the facility. The credit facility
provides that certain financial ratios be met and places restrictions on, among
other things, the occurrence of additional debt financing and the payment of
dividends. The Company was in compliance with such financial ratios and
restrictions at June 30, 2000.
The Company may use a portion of its capital resources to effect
acquisitions of franchisees. Because the Company cannot predict the timing or
nature of acquisition opportunities, or the availability of acquisition
financing, the Company cannot determine the extent to which capital resources
may be used. Company management believes that funds generated from operations,
borrowings available under its credit facility, and the Company's ability to
negotiate additional and enhanced credit agreements will be sufficient to meet
the Company's foreseeable operating and capital expenditure requirements.
10
<PAGE> 11
PART II. OTHER INFORMATION.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Annual Meeting of Stockholders was held on May 9, 2000, at which the
stockholders elected six directors to each serve until the next annual meeting
of stockholders and until their successor is elected and has qualified or until
such director's death, resignation or removal, ratified the selection of KPMG
LLP as independent auditors of the Company for its fiscal year ending December
31, 2000, approved amendment of the Company's 1995 Non-Employee Director Stock
Option Plan and an increase in the aggregate number of shares of Common Stock
reserved for issuance under the plan from 100,000 to 200,000 shares, and
approved the adoption of the Company's Employee Stock Purchase Plan and
reservation of 200,000 shares of Common Stock for issuance under such plan.
Votes were cast as follows:
<TABLE>
<CAPTION>
Votes Against
Votes For Or Withheld Votes Abstained Broker Non-Votes
--------- ------------- --------------- ----------------
<S> <C> <C> <C> <C>
Election of Directors:
John A. Sullivan........................... 4,857,416 18,819 Not Applicable Not Applicable
Randall J. Fagundo......................... 4,857,041 19,194 Not Applicable Not Applicable
Richard D. Jones........................... 4,652,391 223,844 Not Applicable Not Applicable
J. Gregory Theisen......................... 4,652,391 223,844 Not Applicable Not Applicable
Bruce W. Krysiak........................... 4,857,348 18,887 Not Applicable Not Applicable
Richard P. Bermingham...................... 4,857,373 18,862 Not Applicable Not Applicable
Ratification of KPMG LLP as independent
auditors for the fiscal year ending
December 31, 2000........................... 4,860,866 8,647 6,722 None
Approved amendment to Non-Employee
Director Stock Option Plan
and increase in aggregate number of
Common Stock reserved for issuance
under the plan from 100,000 to
200,000 shares............................. 4,295,481 576,854 3,900 None
Approved adoption of Company Employee
Stock Purchase Plan and reservation of
200,000 shares of Common Stock for
issuance under the Plan................... 4,343,712 530,623 1,900 None
</TABLE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibits.
11.1 Statement re: Computation of Per Share Earnings (Loss)
27 Financial Data Schedule
11
<PAGE> 12
AMERICAN COIN MERCHANDISING, INC.
SIGNATURES
Pursuant to the requirements 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.
AMERICAN COIN MERCHANDISING, INC.
August 11, 2000 By: /s/ W. John Cash
--------------------------- ----------------------------------
Date W. John Cash
Senior Vice President,
Chief Financial Officer
<PAGE> 13
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
------- -----------
<S> <C>
11.1 Statement re: Computation of Per Share Earnings (Loss)
27 Financial Data Schedule
</TABLE>
