Amcon Distributing Co 10-Q for FY2026 Q2

Amcon Distributing Co (DIT)

10-Q 2026-04-20 For: 2026-03-31

Added on April 20, 2026

About this 10-Q

Amcon Distributing Co filed this 10-Q on April 20, 2026, covering the quarter ended March 31, 2026 (FY2026 Q2).

Headline figures

Quarter ended March 31, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $715.65M; up 15.5% from $619.5M a year earlier
Net loss: $2.17M; compared with a net loss of $1.59M a year earlier
Diluted EPS: -$2.34; compared with -$1.72 a year earlier

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Delaware		47-0702918
(State or other jurisdiction		(I.R.S. Employer
of incorporation or organization)		Identification No.)

7405 Irvington Road, Omaha NE		68122
(Address of principal executive offices)		(Zip code)


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 Par Value	DIT	NYSE American

Large accelerated filer ◻	Accelerated filer ◻	Non-accelerated filer ⌧

Smaller reporting company ⌧	Emerging growth company ◻


March 31, 2026	PAGE

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements:

Condensed consolidated balance sheets at March 31, 2026 (unaudited) and September 30, 2025	3

Condensed consolidated unaudited statements of operations for the three and six months ended March 31, 2026 and 2025	4

Condensed consolidated unaudited statements of shareholders’ equity for the three and six months ended March 31, 2026 and 2025	5

Condensed consolidated unaudited statements of cash flows for the six months ended March 31, 2026 and 2025	6

Notes to condensed consolidated unaudited financial statements	7

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	15

Item 3. Quantitative and Qualitative Disclosures About Market Risk	23

Item 4. Controls and Procedures	24

PART II — OTHER INFORMATION

Item 1. Legal Proceedings	25

Item 1A. Risk Factors	25

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	25

Item 3. Defaults Upon Senior Securities	25

Item 4. Mine Safety Disclosures	25

Item 5. Other Information	25

Item 6. Exhibits	26


		March			September
		2026			2025
		(Unaudited)
ASSETS
Current assets:
Cash		$	643,064		$	744,613
Accounts receivable, less allowance for credit losses of $2.4 million at March 2026 and $2.4 million at September 2025			72,803,828			73,192,069
Inventories, net			150,695,783			153,276,545
Income taxes receivable			30,156			140,986
Prepaid expenses and other current assets			16,060,448			12,150,645
Assets held for sale			943,638			—
Total current assets			241,176,917			239,504,858

Property and equipment, net			111,781,351			107,844,655
Operating lease right-of-use assets, net			28,527,753			30,488,841
Goodwill			5,778,325			5,778,325
Other intangible assets, net			4,008,507			4,240,359
Other assets			3,194,416			3,231,488
Total assets		$	394,467,269		$	391,088,526

LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Accounts payable		$	69,904,304		$	69,532,355
Accrued expenses			15,552,569			15,459,406
Accrued wages, salaries and bonuses			5,155,787			6,745,698
Current operating lease liabilities			7,361,830			7,862,117
Current maturities of long-term debt			5,513,687			5,471,310
Current mandatorily redeemable non-controlling interest			7,459,135			7,020,895
Total current liabilities			110,947,312			112,091,781

Credit facilities			137,063,059			126,804,775
Deferred income tax liability, net			3,251,034			4,048,070
Long-term operating lease liabilities			21,340,946			22,845,456
Long-term debt, less current maturities			8,199,693			11,033,949
Other long-term liabilities			1,297,832			1,193,081

Shareholders’ equity:
Preferred stock, $.01 par value, 1,000,000 shares authorized			—			—
Common stock, $.01 par value, 3,000,000 shares authorized, 976,028 shares outstanding at March 2026 and 953,378 shares outstanding at September 2025			13,203			9,799
Additional paid-in capital			38,085,548			36,991,031
Retained earnings			106,673,900			108,475,842
Treasury stock at cost			(32,405,258)			(32,405,258)
Total shareholders’ equity			112,367,393			113,071,414
Total liabilities and shareholders’ equity		$	394,467,269		$	391,088,526


⌧	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the quarterly period ended March 31, 2026


◻	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

	For the transition period from ___________to _________


		For the three months ended March					For the six months ended March
		2026			2025		2026		2025
Sales (including excise taxes of $138.0 million and $126.1 million, and $281.1 and $269.5 million, respectively)		$	715,652,441		$	619,503,087	$	1,445,707,771	$	1,330,776,344
Cost of sales			672,163,242			576,475,202		1,354,170,245		1,240,854,907
Gross profit			43,489,199			43,027,885		91,537,526		89,921,437
Selling, general and administrative expenses			41,383,448			40,107,953		82,975,108		80,695,584
Depreciation and amortization			2,490,471			2,458,027		5,004,243		5,093,628
			43,873,919			42,565,980		87,979,351		85,789,212
Operating income (loss)			(384,720)			461,905		3,558,175		4,132,225

Other expense (income):
Interest expense			2,228,039			2,266,407		4,889,675		5,113,028
Change in fair value of mandatorily redeemable non-controlling interest			115,599			272,856		438,240		467,668
Other (income), net			(126,877)			(56,398)		(206,223)		(167,930)
			2,216,761			2,482,865		5,121,692		5,412,766
Income (loss) from operations before income taxes			(2,601,481)			(2,020,960)		(1,563,517)		(1,280,541)
Income tax expense (benefit)			(427,000)			(431,000)		(182,000)		(39,000)
Net income (loss) available to common shareholders		$	(2,174,481)		$	(1,589,960)	$	(1,381,517)	$	(1,241,541)

Basic earnings (loss) per share available to common shareholders		$	(2.34)		$	(1.72)	$	(1.49)	$	(1.35)
Diluted earnings (loss) per share available to common shareholders		$	(2.34)		$	(1.72)	$	(1.49)	$	(1.35)

Basic weighted average shares outstanding			930,727			922,857		927,906		919,870
Diluted weighted average shares outstanding			930,727			922,857		927,906		919,870

Dividends paid per common share		$	0.31		$	0.31	$	0.43	$	0.43


												Additional
		Common Stock					Treasury Stock					Paid-in			Retained
		Shares		Amount			Shares		Amount			Capital			Earnings			Total
THREE MONTHS ENDED MARCH 2025
Balance, January 1, 2025		1,297,814		$	9,799		(329,656)		$	(31,272,163)		$	35,077,446		$	108,604,071		$	112,419,153
Dividends on common stock, $0.12 per share		—			—		—			—			—			(116,183)			(116,183)
Compensation expense related to equity-based awards		—			—		—			—			637,862			—			637,862
Net loss available to common shareholders		—			—		—			—			—			(1,589,960)			(1,589,960)
Balance, March 31, 2025		1,297,814		$	9,799		(329,656)		$	(31,272,163)		$	35,715,308		$	106,897,928		$	111,350,872

THREE MONTHS ENDED MARCH 2026
Balance, January 1, 2026		1,320,464		$	9,950		(344,436)		$	(32,405,258)		$	37,539,841		$	108,969,480		$	114,114,013
Dividends on common stock, $0.12 per share		—			—		—			—			—			(121,099)			(121,099)
Compensation expense related to equity-based awards		—			—		—			—			548,960			—			548,960
Issuance of shares for stock split		—			3,253		—			—			(3,253)						—
Net loss available to common shareholders		—			—		—			—			—			(2,174,481)			(2,174,481)
Balance, March 31, 2026		1,320,464		$	13,203		(344,436)		$	(32,405,258)		$	38,085,548		$	106,673,900		$	112,367,393


	For the Three Months Ended March 31,
	2026		2025
Fair value, beginning of period	$	7,343,536	$	8,406,312
Change in fair value		115,599		272,856
Fair value, end of period	$	7,459,135	$	8,679,168


	For the Six Months Ended March 31,
	2026		2025
Fair value, beginning of period	$	7,020,895	$	8,211,500
Change in fair value		438,240		467,668
Fair value, end of period	$	7,459,135	$	8,679,168


		Wholesale			Retail
		Segment			Segment			Other			Consolidated
THREE MONTHS ENDED MARCH 2026
External revenue:
Cigarettes		$	459,801,727		$	—		$	—		$	459,801,727
Tobacco			131,247,180			—			—			131,247,180
Confectionery			42,851,576			—			—			42,851,576
Health food			—			11,753,463			—			11,753,463
Foodservice & other			69,998,495			—			—			69,998,495
Total external revenue			703,898,978			11,753,463			—			715,652,441
Cost of sales			664,560,772			7,602,470			—			672,163,242
Selling, general and administrative expenses			34,887,958			3,841,312			2,654,178			41,383,448
Depreciation			2,158,987			215,558			—			2,374,545
Amortization			115,926			—			—			115,926
Operating income (loss)			2,175,335			94,123			(2,654,178)			(384,720)
Interest expense			—			—			2,228,039			2,228,039
Income (loss) from operations before taxes			2,158,609			122,127			(4,882,217)			(2,601,481)
Total assets			375,750,974			17,384,403			1,331,892			394,467,269
Capital expenditures (1)			8,936,661			126,772			—			9,063,433


	2026			2025			Incr (Decr)		% Change
CONSOLIDATED:
Sales (1)	$	715,652,441		$	619,503,087		$	96,149,354	15.5
Cost of sales		672,163,242			576,475,202			95,688,040	16.6
Gross profit		43,489,199			43,027,885			461,314	1.1
Gross profit percentage		6.1	%		6.9	%

Operating expense	$	43,873,919		$	42,565,980		$	1,307,939	3.1
Operating income (loss)		(384,720)			461,905			(846,625)	(183.3)
Interest expense		2,228,039			2,266,407			(38,368)	(1.7)
Change in fair value of mandatorily redeemable non-controlling interest		115,599			272,856			(157,257)	(57.6)
Income tax expense (benefit)		(427,000)			(431,000)			4,000	(0.9)
Net income (loss) available to common shareholders		(2,174,481)			(1,589,960)			(584,521)	36.8

BUSINESS SEGMENTS:
Wholesale
Sales	$	703,898,978		$	607,600,563		$	96,298,415	15.8
Gross profit		39,338,206			38,556,562			781,644	2.0
Gross profit percentage		5.6	%		6.3	%
Retail
Sales	$	11,753,463		$	11,902,524		$	(149,061)	(1.3)
Gross profit		4,150,993			4,471,323			(320,330)	(7.2)
Gross profit percentage		35.3	%		37.6	%



	10.1	Joinder and Second Amendment to Loan and Security Agreement, dated March 26, 2026, between LOL Foods, Inc., HF Real Estate, LLC, McKinley Logistics, LLC, and BMO BANK N.A.

	31.1	Certification by Christopher H. Atayan, Chief Executive Officer and Chairman, pursuant to section 302 of the Sarbanes-Oxley Act

	31.2	Certification by Charles J. Schmaderer, Vice President, Chief Financial Officer and Secretary, pursuant to section 302 of the Sarbanes-Oxley Act

	32.1	Certification by Christopher H. Atayan, Chief Executive Officer and Chairman, furnished pursuant to section 906 of the Sarbanes-Oxley Act

	32.2	Certification by Charles J. Schmaderer, Vice President, Chief Financial Officer and Secretary, furnished pursuant to section 906 of the Sarbanes-Oxley Act

	101	Inline XBRL Interactive Data File (filed herewith electronically)

	104	Cover Page Interactive Data File – formatted in Inline XBRL and included in Exhibit 101

	AMCON DISTRIBUTING COMPANY
	(registrant)

Date: April 20, 2026	/s/ Christopher H. Atayan
	Christopher H. Atayan,
	Chief Executive Officer and Chairman

Date: April 20, 2026	/s/ Charles J. Schmaderer
	Charles J. Schmaderer,
	Vice President, Chief Financial Officer and Secretary
	(Principal Financial and Accounting Officer)


		March			March
		2026			2025
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) available to common shareholders		$	(1,381,517)		$	(1,241,541)
Adjustments to reconcile net income (loss) available to common shareholders to net cash flows from (used in) operating activities:
Depreciation			4,772,391			4,824,777
Amortization			231,852			268,851
(Gain) loss on sales of property and equipment			(94,394)			(44,229)
Equity-based compensation			1,097,921			1,275,724
Deferred income taxes			(797,036)			(571,672)
Provision for credit losses			4,000			(164,616)
Inventory allowance			(8,695)			32,688
Change in fair value of contingent consideration			—			(1,453,452)
Change in fair value of mandatorily redeemable non-controlling interest			438,240			467,668
Changes in assets and liabilities, net of effects of business combinations:
Accounts receivable			384,241			5,749,877
Inventories			2,589,457			(13,324,448)
Prepaid and other current assets			(3,909,803)			(245,028)
Other assets			37,072			(50,666)
Accounts payable			(32,480)			2,898,936
Accrued expenses and accrued wages, salaries and bonuses			(1,540,457)			(4,490,508)
Other long-term liabilities			104,751			237,652
Income taxes payable and receivable			110,830			380,354
Net cash flows from (used in) operating activities			2,006,373			(5,449,633)

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment			(9,328,436)			(6,451,773)
Proceeds from sales of property and equipment			174,534			67,208
Acquisition of Arrowrock Supply			—			(6,131,527)
Net cash flows from (used in) investing activities			(9,153,902)			(12,516,092)

CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under revolving credit facilities			1,369,524,265			1,262,647,310
Repayments under revolving credit facilities			(1,359,265,981)			(1,241,627,743)
Principal payments on long-term debt			(2,791,879)			(2,627,680)
Dividends on common stock			(420,425)			(413,096)
Net cash flows from (used in) financing activities			7,045,980			17,978,791
Net change in cash			(101,549)			13,066
Cash, beginning of period			744,613			672,788


		March			September
		2026			2025
Customer lists (Wholesale Segment) (less accumulated amortization of $0.8 million at March 2026 and $0.7 million at September 2025)		$	2,651,150		$	2,766,216
Non-competition agreements (Wholesale Segment) (less accumulated amortization of $0.3 million at March 2026 and $0.3 million at September 2025)			34,833			44,333
Tradename (Wholesale Segment) (less accumulated amortization of $0.7 million at March 2026 and $0.6 million at September 2025)			822,524			929,810
Trademarks and tradenames (Retail Segment)			500,000			500,000
		$	4,008,507		$	4,240,359


		March
		2026
Fiscal 2026 (1)		$	231,851
Fiscal 2027			463,703
Fiscal 2028			451,037
Fiscal 2029			444,703
Fiscal 2030			301,656
Fiscal 2031 and thereafter			1,615,557
		$	3,508,507

July
Date: April 20, 2026	/s/ Christopher H. Atayan
	Christopher H. Atayan,
	Chief Executive Officer and Chairman

Ju
Date: April 20, 2026	/s/ Christopher H. Atayan
	Christopher H. Atayan
	Title: Chief Executive Officer and Chairman

Date: April 20, 2026	/s/ Charles J. Schmaderer
	Charles J. Schmaderer
	Title: Vice President, Chief Financial Officer and Secretary