NATIONAL BEVERAGE CORP - Quarter Report: 2005 October (Form 10-Q)
Table of Contents
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended October 29, 2005
Commission file number 1-14170
NATIONAL BEVERAGE CORP.
(Exact name of registrant as specified in its charter)
![(NBC LOGO)](https://www.sec.gov/Archives/edgar/data/0000069891/000095014405012722/g98801nationalbev.gif)
Delaware | 59-2605822 | |
(State of incorporation) | (I.R.S. Employer Identification No.) |
One North University Drive, Ft. Lauderdale, FL | 33324 | |
(Address of principal executive offices) | (Zip Code) |
(954) 581-0922
(Registrants telephone number, including area code)
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 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 þ No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of
the Exchange Act). Yes o No þ
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes o No þ
The number
of shares of registrants common stock outstanding as of December 8, 2005 was 37,146,876.
NATIONAL BEVERAGE CORP.
QUARTERLY REPORT ON FORM 10-Q
INDEX
QUARTERLY REPORT ON FORM 10-Q
INDEX
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Section 302 Certification of CEO | ||||||||
Section 302 Certification of PFO | ||||||||
Section 906 Certification of CEO | ||||||||
Section 906 Certification of PFO |
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PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
NATIONAL BEVERAGE CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
AS OF OCTOBER 29, 2005 AND APRIL 30, 2005
(In thousands, except share amounts)
(Unaudited) | ||||||||
October 29, | April 30, | |||||||
2005 | 2005 | |||||||
Assets |
||||||||
Current assets: |
||||||||
Cash and equivalents |
$ | 70,795 | $ | 54,557 | ||||
Trade receivables net of allowances of $558 ($585 at April 30, 2005) |
43,082 | 46,135 | ||||||
Inventories |
34,030 | 29,738 | ||||||
Deferred income taxes net |
1,878 | 1,759 | ||||||
Prepaid and other assets |
4,919 | 7,657 | ||||||
Total current assets |
154,704 | 139,846 | ||||||
Property net |
60,050 | 62,879 | ||||||
Goodwill |
13,145 | 13,145 | ||||||
Intangible assets net |
1,910 | 1,939 | ||||||
Other assets |
11,246 | 6,778 | ||||||
$ | 241,055 | $ | 224,587 | |||||
Liabilities and Shareholders Equity |
||||||||
Current liabilities: |
||||||||
Accounts payable |
$ | 33,859 | $ | 38,012 | ||||
Accrued liabilities |
22,848 | 18,290 | ||||||
Income taxes payable |
2,185 | 1,582 | ||||||
Total current liabilities |
58,892 | 57,884 | ||||||
Deferred income taxes net |
16,380 | 15,958 | ||||||
Other liabilities |
7,562 | 7,449 | ||||||
Shareholders equity: |
||||||||
Preferred stock, 7% cumulative, $1 par value, aggregate liquidation
preference of $15,000 - 1,000,000 shares authorized; 150,000
shares issued; no shares outstanding |
150 | 150 | ||||||
Common stock, $.01 par value authorized 50,000,000 shares;
issued 41,172,660 shares (41,018,960 shares at April 30, 2005) |
412 | 410 | ||||||
Additional paid-in capital |
20,345 | 19,679 | ||||||
Retained earnings |
155,314 | 141,057 | ||||||
Treasury stock at cost: |
||||||||
Preferred stock - 150,000 shares |
(5,100 | ) | (5,100 | ) | ||||
Common stock - 4,032,784 shares |
(12,900 | ) | (12,900 | ) | ||||
Total shareholders equity |
158,221 | 143,296 | ||||||
$ | 241,055 | $ | 224,587 | |||||
See accompanying Notes to Condensed Consolidated Financial Statements.
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NATIONAL BEVERAGE CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
FOR THE THREE MONTHS AND SIX MONTHS ENDED OCTOBER 29, 2005
AND OCTOBER 30, 2004
(In thousands, except per share amounts)
(Unaudited) | ||||||||||||||||
Three Months Ended | Six Months Ended | |||||||||||||||
2005 | 2004 | 2005 | 2004 | |||||||||||||
Net sales |
$ | 131,502 | $ | 124,858 | $ | 273,865 | $ | 271,370 | ||||||||
Cost of sales |
90,282 | 85,376 | 183,317 | 183,551 | ||||||||||||
Gross profit |
41,220 | 39,482 | 90,548 | 87,819 | ||||||||||||
Selling, general and administrative expenses |
34,306 | 32,947 | 68,179 | 67,073 | ||||||||||||
Interest expense |
25 | 26 | 50 | 51 | ||||||||||||
Other income net |
293 | 126 | 455 | 201 | ||||||||||||
Income before income taxes |
7,182 | 6,635 | 22,774 | 20,896 | ||||||||||||
Provision for income taxes |
2,608 | 2,515 | 8,517 | 7,920 | ||||||||||||
Net income |
$ | 4,574 | $ | 4,120 | $ | 14,257 | $ | 12,976 | ||||||||
Net income per share - |
||||||||||||||||
Basic |
$ | .12 | $ | .11 | $ | .38 | $ | .35 | ||||||||
Diluted |
$ | .12 | $ | .11 | $ | .37 | $ | .34 | ||||||||
Average common shares outstanding basic |
37,705 | 37,574 | 37,662 | 37,567 | ||||||||||||
Dilutive stock options |
561 | 666 | 601 | 685 | ||||||||||||
Average common shares outstanding diluted |
38,266 | 38,240 | 38,263 | 38,252 | ||||||||||||
See accompanying Notes to Condensed Consolidated Financial Statements.
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NATIONAL BEVERAGE CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTHS ENDED OCTOBER 29, 2005 AND OCTOBER 30, 2004
(In thousands)
(Unaudited) | ||||||||
2005 | 2004 | |||||||
Operating Activities: |
||||||||
Net income |
$ | 14,257 | $ | 12,976 | ||||
Adjustments to reconcile net income to net cash
provided by operating activities: |
||||||||
Depreciation and amortization |
6,689 | 6,183 | ||||||
Deferred income tax provision (benefit) |
303 | (218 | ) | |||||
Loss on sale of assets |
287 | 7 | ||||||
Changes in assets and liabilities: |
||||||||
Trade receivables |
3,053 | 4,540 | ||||||
Inventories |
(4,292 | ) | (1,418 | ) | ||||
Prepaid and other assets |
(3,277 | ) | 2,357 | |||||
Accounts payable |
(4,153 | ) | (6,020 | ) | ||||
Accrued and other liabilities, net |
5,626 | 1,542 | ||||||
Net cash provided by operating activities |
18,493 | 19,949 | ||||||
Investing Activities: |
||||||||
Marketable securities purchased |
(92,900 | ) | (96,000 | ) | ||||
Marketable securities sold |
92,900 | 80,000 | ||||||
Property additions |
(3,302 | ) | (6,426 | ) | ||||
Proceeds from sale of assets |
731 | | ||||||
Net cash used in investing activities |
(2,571 | ) | (22,426 | ) | ||||
Financing Activities: |
||||||||
Proceeds from stock options exercised |
316 | 58 | ||||||
Net Increase (Decrease) in Cash and Equivalents |
16,238 | (2,419 | ) | |||||
Cash and Equivalents Beginning of Year |
54,557 | 25,365 | ||||||
Cash and Equivalents End of Period |
$ | 70,795 | $ | 22,946 | ||||
Other Cash Flow Information: |
||||||||
Interest paid |
$ | 52 | $ | 53 | ||||
Income taxes paid |
6,489 | 3,313 |
See accompanying Notes to Condensed Consolidated Financial Statements.
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NATIONAL BEVERAGE CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
OCTOBER 29, 2005
(UNAUDITED)
1. BASIS OF PRESENTATION
National Beverage Corp. develops, manufactures, markets and distributes a complete portfolio of
quality non-alcoholic beverage products throughout the United States. Incorporated in Delaware in
1985, National Beverage Corp. is a holding company for various operating subsidiaries. When used
in this report, the terms we, us, our, Company and National Beverage mean National
Beverage Corp. and its subsidiaries.
The accompanying unaudited condensed consolidated financial statements have been prepared in
accordance with accounting principles generally accepted in the United States (GAAP) and rules
and regulations of the Securities and Exchange Commission for interim financial information. The
financial statements do not include all information and notes required by GAAP for complete
financial statements. In our opinion, all adjustments (consisting of normal recurring adjustments)
considered necessary for a fair presentation have been included. Results for the interim periods
presented are not necessarily indicative of results which might be expected for the entire fiscal
year.
These interim financial statements should be read in conjunction with the audited consolidated
financial statements and notes thereto included in the Companys Annual Report on Form 10-K for the
fiscal year ended April 30, 2005.
2. STOCK-BASED COMPENSATION
As provided by SFAS 123, we use the intrinsic value method to account for stock based compensation
awarded to employees, which generally does not recognize any compensation expense with respect to
such awards unless the exercise price of options granted is less than the market price on the date
of grant. SFAS 123R, which will be effective for the Company in fiscal 2007, requires the use of
the fair value method for all share-based payments. Had the fair value method been used, net
income and basic and diluted earnings per share for the three-month and six-month periods ended
October 29, 2005 and October 30, 2004 would have been reduced on a pro forma basis by less than
$100,000 and $.01 per share for each period.
During the six months ended October 29, 2005, options for 3,000 shares were granted at a weighted
average exercise price of $4.81 and options for 153,700 shares were exercised at a weighted average
exercise price of $2.06. At October 29, 2005, options to purchase 824,958 shares at a weighted
average exercise price of $2.86 were outstanding and stock-based awards to purchase 2,956,902
shares of common stock were available for grant.
3. INVENTORIES
Inventories are stated at the lower of first-in, first-out cost or market. Inventories at October
29, 2005 are comprised of finished goods of $21,013,000 and raw materials of $13,017,000.
Inventories at April 30, 2005 are comprised of finished goods of $17,411,000 and raw materials of
$12,327,000.
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4. PROPERTY
Property consists of the following:
(In thousands) | ||||||||
October 29, | April 30, | |||||||
2005 | 2005 | |||||||
Land |
$ | 9,739 | $ | 10,187 | ||||
Buildings and improvements |
38,907 | 38,743 | ||||||
Machinery and equipment |
121,325 | 119,850 | ||||||
Total |
169,971 | 168,780 | ||||||
Less accumulated depreciation |
(109,921 | ) | (105,901 | ) | ||||
Property net |
$ | 60,050 | $ | 62,879 | ||||
Depreciation expense was $2,577,000 and $5,113,000 for the three-month and six-month periods ended
October 29, 2005, respectively, and $2,386,000 and $4,774,000 for the three-month and six-month
periods ended October 30, 2004, respectively.
5. DEBT AND LEASE COMMITMENTS
A subsidiary maintains unsecured revolving credit facilities aggregating $45 million (the Credit
Facilities) with banks. The Credit Facilities expire through May 1, 2007 and bear interest at 1/2%
below the banks reference rate or 3/4% above LIBOR, at the subsidiarys election. At October 29,
2005, there was no debt outstanding under the Credit Facilities and approximately $42 million was
available for future borrowings.
The Credit Facilities require the subsidiary to maintain certain financial ratios and contain other
restrictions, none of which are expected to have a material impact on our operations or financial
position. Significant financial ratios and restrictions include: fixed charge coverage; net worth
ratio; and limitations on incurrence of debt. At October 29, 2005, we were in compliance with all
loan covenants and approximately $25 million of retained earnings were restricted from
distribution.
6. COMMON STOCK
In January 1998, the Board of Directors authorized the purchase of up to 800,000 shares of National
Beverage common stock. There were no shares purchased during the six months ended October 29, 2005.
Aggregate shares purchased since January 1998 was 502,060 and are classified as treasury stock.
7. FRUCTOSE SETTLEMENT
In June 2005, we received a partial payment of $7.7 million from the settlement of our claim in a
class action lawsuit known as In re: High Fructose Corn Syrup Antitrust Litigation Master File No.
95-1477 in the United States District Court for the Central District of Illinois. The lawsuit
related to purchases of high fructose corn syrup made by the Company and others. The settlement
amount was allocated to each class action recipient based on the proportion of its purchases to
total purchases by all class action recipients. The amount received, less offsets and expenses of
$.5 million, were recorded as a reduction in cost of sales in the six-month period ended October
29, 2005. Subsequent to October 29, 2005, the Company received $1.2 million, representing the
final payment due under the settlement. Such amount will be recorded in the third quarter ended
January 28, 2006 as a reduction in cost of sales.
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8. CHANGES IN ACCOUNTING STANDARDS
Management has reviewed the current and proposed changes in accounting standards and does not
expect any of these changes to have a material impact on the Company.
9. RECLASSIFICATIONS
Reclassifications have been made to prior year amounts to conform to the current year presentation,
including reclassifications to our Condensed Consolidated Statements of Cash Flows for the six
months ended October 30, 2004 to reflect the gross purchases and sales of auction rate securities
as investing activities rather than as a component of cash and equivalents.
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ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
National Beverage Corp. develops, manufactures, markets and distributes a complete portfolio of
quality beverage products throughout the United States. Incorporated in Delaware in 1985, National
Beverage Corp. is a holding company for various operating subsidiaries. When used in this report,
the terms we, us, our, Company and National Beverage mean National Beverage Corp. and
its subsidiaries.
Our lines of multi-flavored soft drinks, including those of our flagship brands, Shasta® and
Faygo®, emphasize distinctive flavor variety. In addition, we offer an assortment of premium
beverages geared to the health-conscious consumer, including Everfresh®, Home Juice®, and Mr. Pure®
100% juice and juice-based products; and LaCroix®, Mt. Shasta, Crystal Bay® and ClearFruit®
flavored and spring water products. We also produce specialty products, including Rip It, an
energy drink geared toward young consumers, Ohana® fruit-flavored drinks and St. Nicks® holiday
soft drinks. Substantially all of our brands are produced in 14 manufacturing facilities that are
strategically located in major metropolitan markets throughout the continental United States. To a
lesser extent, we develop and produce soft drinks for retail grocery chains, warehouse clubs,
mass-merchandisers and wholesalers (allied brands) as well as soft drinks for other beverage
companies.
Our strategy emphasizes the growth of our products by offering a branded beverage portfolio of
proprietary flavors; by supporting the franchise value of regional brands and expanding those
brands with new packaging and broader demographic emphasis; by developing and acquiring innovative
products tailored toward healthy lifestyles; and by appealing to the quality-price expectations
of the family consumer. We believe that the regional share dynamics of our brands perpetuate
consumer loyalty within local regional markets, resulting in more retailer sponsored promotional
activities.
Over the last several years, we have focused on increasing penetration of our brands in the
convenience channel through Company-owned and independent distributors. The convenience channel is
composed of convenience stores, gas stations and other smaller up-and-down-the-street accounts.
Because of the higher retail prices and margins that typically prevail, we have undertaken specific
measures to expand distribution in this channel. These include development of products specifically
targeted to this market, such as ClearFruit, Everfresh, Mr. Pure, Crystal Bay, and Rip It.
Additionally, we have created proprietary and specialized packaging for these products with
distinctive graphics. We intend to continue our focus on enhancing growth in the convenience
channel through both specialized packaging and innovative product development.
Beverage industry sales are seasonal with the highest volume typically realized during the summer
months. Additionally, our operating results are subject to numerous factors, including
fluctuations in the costs of raw materials, changes in consumer preference for beverage products
and competitive pricing in the marketplace.
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RESULTS OF OPERATIONS
Three
Months Ended October 29, 2005 (second quarter of fiscal 2006) compared to Three Months Ended October 30, 2004 (second quarter of fiscal 2005)
Net sales for the three months ended October 29, 2005 increased 5.3% to $131.5 million compared to
the second quarter of fiscal 2005. This increase was due to sales of Rip It energy drinks, a 6.2%
improvement in pricing and a 1.7% increase in branded volume, partially offset by a 13.9% decline
in allied volume. Also, volume was negatively impacted by the effects of three hurricanes during
the second quarter of fiscal 2006.
Gross profit approximated 31.3% of net sales for the second quarter of fiscal 2006 and 31.6% of net
sales for the second quarter of fiscal 2005. The decline in gross margin was due to the effects of
higher energy and packaging costs partially offset by the pricing improvements mentioned above.
Cost of goods sold per unit increased 6.7% over the comparable period last year.
Selling, general and administrative expenses were $34.3 million or 26.1% of net sales for the
second quarter of fiscal 2006 compared to $32.9 million or 26.4% of net sales for last year. The
decline as a percent to sales was due to the effect of higher sales on fixed expenses. The $1.4
million increase was due to increases in distribution and administrative expenses.
Other income includes interest income of $404,000 (fiscal 2006) and $128,000 (fiscal 2005). The
increase in interest income is due to higher invested balances and investment yields. Also, other
income in the second quarter of fiscal 2006 includes a loss of $111,000 on the disposal of
property.
The Companys effective rate for income taxes, based upon estimated annual income tax rates,
approximated 36.3% of income before taxes for the second quarter of fiscal 2006 and 37.9% for the
comparable period in fiscal 2005. The difference between the effective rate and the federal
statutory rate of 35% was primarily due to the effects of state income taxes, nondeductible
expenses and nontaxable interest income.
Net income was $4,574,000 for the second quarter of fiscal 2006 compared to $4,120,000 for the
second quarter of fiscal 2005.
Six
Months Ended October 29, 2005 (first six months of fiscal 2006)
compared to Six Months Ended October 30, 2004 (first six months of fiscal 2005)
Net sales for the six months ended October 29, 2005 increased 1.6% to $273.9 million compared to
the first six months of fiscal 2005, excluding $1.8 million received last year from a customer
relative to a recovery of pricing and promotional allowances for product shipped in a previous
period. The increase was due to sales of Rip It energy drinks and pricing improvements partially
offset by a 12.6% decline in allied case volume. Excluding the $1.8 million noted above, net sales
per unit increased 4.0% during the first six months of fiscal 2006.
Gross profit approximated 33.1% of net sales for the first six months of fiscal 2006 and 32.4% of
net sales for the first six months of fiscal 2005. This improvement was due to net proceeds of
$7.2 million received from a fructose settlement partially offset by the effects of higher cost of
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goods sold, lower volume, and the $1.8 million noted above. Excluding the fructose settlement,
cost of goods sold per unit increased approximately 6.3%, primarily due to higher packaging and
energy costs. See Note 7 of Notes to Condensed Consolidated Financial Statements.
Selling, general and administrative expenses were $68.2 million or 24.9% of net sales for the first
six months of fiscal 2006 compared to $67.1 million or 24.7% of net sales for last year. The
increase in expenses was due to higher distribution and administrative expenses.
Other income includes interest income of $697,000 (fiscal 2006) and $208,000 (fiscal 2005). The
increase in interest income is due to higher invested balances and investment yields. Also, other
income in the first six months of fiscal 2006 includes a loss of $287,000 on the disposal of
property.
The Companys effective rate for income taxes, based upon estimated annual income tax rates,
approximated 37.4% of income before taxes for the first six months of fiscal 2006 and 37.9% for the
comparable period in fiscal 2005. The difference between the effective rate and the federal
statutory rate of 35% was primarily due to the effects of state income taxes, nondeductible
expenses and nontaxable interest income.
Net income was $14,257,000 for the first six months of fiscal 2006 compared to $12,976,000 for the
first six months of fiscal 2005.
LIQUIDITY AND FINANCIAL CONDITION
Capital Resources
Our current sources of capital are cash flow from operations and borrowings under existing credit
facilities. We maintain unsecured revolving credit facilities aggregating $45 million of which
approximately $42 million was available for future borrowings at October 29, 2005. We believe that
existing capital resources are sufficient to meet our capital requirements and those of the parent
company for the foreseeable future.
Cash Flows
During the first six months of fiscal 2006, we generated cash of $18.5 million from operating
activities, which was partially offset by $2.6 million expended for investing activities. Cash
provided by operating activities decreased $1.5 million primarily due to an increase in working
capital requirements. Cash used in investing activities decreased $19.9 million primarily due to
declines in net marketable securities purchased and property additions.
Financial Position
During the first six months of fiscal 2006, our working capital increased $13.9 million to $95.8
million primarily due to cash generated from operations. Trade receivables declined $3.1 million
due to an improvement in days sales outstanding and inventory increased $4.3 million due to the
effects of new products introduced and cost increases. Prepaid and other assets decreased $2.7
million due to declines in income tax refund receivables and prepaid expenses. At October 29,
2005, the current ratio was 2.6 to 1 compared to 2.4 to 1 at April 30, 2005.
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Liquidity
We continually evaluate capital projects designed to expand capacity, enhance packaging
capabilities and improve efficiencies at our manufacturing facilities. In the latter part of
fiscal 2004, we initiated several capital expenditure programs to upgrade our manufacturing
facilities, which resulted in increased capital expenditures. Such programs have continued in
fiscal 2006; however, capital expenditures in fiscal 2006 are not expected to exceed fiscal 2005
amounts.
FORWARD-LOOKING STATEMENTS
Certain statements in this Quarterly Report on Form 10-Q (this Form 10-Q) constitute
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of
1995. Such forward-looking statements involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or achievements of the Company to be
materially different from any future results, performance or achievements expressed or implied by
such forward-looking statements. Such factors include, but are not limited to, the following:
general economic and business conditions; pricing of competitive products; success in acquiring
other beverage businesses; success of new product and flavor introductions; fluctuations in the
costs of raw materials; our ability to increase prices; continued retailer support for our
products; changes in consumer preferences; success of implementing business strategies; changes in
business strategy or development plans; government regulations; regional weather conditions; and
other factors referenced in this Form 10-Q. We disclaim an obligation to update any such factors
or to publicly announce the results of any revisions to any forward-looking statements contained
herein to reflect future events or developments.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There are no material changes to the disclosures made on this matter in the Companys Annual Report
on Form 10-K for the fiscal year ended April 30, 2005.
ITEM 4. CONTROLS AND PROCEDURES
As of October 29, 2005, we evaluated the effectiveness of the design and operation of our
disclosure controls and procedures. This evaluation was done under the supervision and with the
participation of management, including our Chief Executive Officer (CEO) and Principal Financial
Officer (PFO). Based on that evaluation, our CEO and PFO concluded that our disclosure controls
and procedures as of October 29, 2005 were effective in timely alerting them to material
information required to be included in this report. There has been no change in our internal
control over financial reporting that occurred during our most recent fiscal quarter that has
materially affected or is reasonably likely to materially affect our internal control over
financial reporting.
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PART II OTHER INFORMATION
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
At the companys Annual Meeting of Shareholders held September 30, 2005, Mr. Nick A. Caporella was
re-elected to the Board of Directors for a three-year term. Of the 36,392,712 shares voted,
35,183,955 shares were voted for the election and 1,208,757 shares were withheld.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a)
|
Exhibits: | |||
Exhibit 31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |||
Exhibit 31.2 | Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | |||
Exhibit 32.1 | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |||
Exhibit 32.2 | Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | |||
(b) | Reports on Form 8-K: | |||
On September 14, 2005, the Company filed a Form 8-K Current Report regarding a press release issued September 13, 2005, announcing the Companys financial results for the first quarter ended July 30, 2005. |
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SIGNATURE
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.
Date: December 13, 2005
National Beverage Corp. (Registrant) |
||||
By: | /s/ Dean A. McCoy | |||
Dean A. McCoy | ||||
Senior Vice President and Chief Accounting Officer |
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