8-K
PARKS AMERICA, INC (PRKA)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
| August 13, 2024 | 000-51254 |
|---|---|
| Date<br> of Report (Date of earliest event reported) | Commission<br> File Number |
PARKS!
AMERICA, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 91-0626756 |
|---|---|
| (State<br> or other jurisdiction of <br><br> incorporation or organization) | (I.R.S.<br> Employer<br><br> <br>Identification<br> Number) |
1300Oak Grove Road
PineMountain, GA 31822
(Address of Principal Executive Offices) (Zip Code)
(706)663-8744
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written<br> communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting<br> material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement<br> communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(g) of the Act:
| Title<br> of each class | Trading<br> Symbol(s) | Name<br> of each exchange on which registered |
|---|---|---|
| Common<br> Stock | PRKA | OTCPink |
Item2.02. Results of Operations and Financial Condition.
On August 13, 2024, Parks! America, Inc. (the “Company”) issued a news release (the “News Release”) reporting information regarding its results of operations for the fiscal quarter ended June 30, 2024, and its financial condition as of June 30, 2024. A copy of the News Release is attached as Exhibit 99.1 to this Report on Form 8-K.
The information in the News Release is being furnished, not filed, pursuant to Item 2.02. Accordingly, the information in the News Release shall not be deemed “filed” for purposes of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item9.01. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired:
Not applicable
(b) Pro forma financial information:
Not applicable
(c) Shell company transactions:
Not applicable
(d) Exhibits:
| Exhibit No. | Description of Exhibit |
|---|---|
| 99.1 | News release issued by Parks! America, Inc. on August 13, 2024 |
| 104 | Cover<br> Page Interactive Data File (embedded within the Inline XBRL document) |
| 2 |
| --- |
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 hereunto duly authorized.
Date: August 13, 2024
| PARKS!<br> AMERICA, INC. | |
|---|---|
| By: | /s/ Todd R. White |
| Name: | Todd<br> R. White |
| Title: | Chief<br> Financial Officer |
| 3 |
| --- |
Exhibit99.1
Parks!America, Inc.
ReportsThird Quarter Fiscal 2024 Financial Results
Managementto host conference call today, August 13, 2024, at 4:30 PM ET
PINEMOUNTAIN, Georgia, August 13, 2024 — Parks! America, Inc. (OTCPink: PRKA), today announced the financial results for the third quarter of fiscal year 2024 ended June 30, 2024.
March- August 2024 Strategic Highlights
| ● | Appointed<br> Geoff Gannon as President |
|---|---|
| ● | Created<br> Capital Allocation Committee composed of three directors: Andrew Kuhn, Jacob McDonough, and Todd White |
| ● | Authorized<br> $0.8 million of capital expenditures for restroom building for Georgia Park |
| ● | Managing<br> cash in light of ~$2.0 million of proxy contest expenses, Georgia Park’s restroom building, and severance payments |
Year-to-DateFiscal 2024 Segment Financial Results
| ● | Georgia<br> Park revenues of $4.42 million, segment income of $1.72 million, and total assets of $7.11 million, which includes cash and short-term<br> investments of $1.61 million |
|---|---|
| ● | Missouri<br> Park revenues of $1.29 million, segment income of $0.17 million, and total assets of $3.09 million, which includes cash and short-term<br> investments of $0.54 million |
| ● | Texas<br> Park revenues of $1.38 million, segment income of $0.10 million, and total assets of $7.96 million, which includes cash and short-term<br> investments of $0.64 million |
ConsolidatedBalance Sheet
The Company had total cash and short-term investments of $2.85 million as of June 30, 2024, compared to $4.10 million at the end of October 1, 2023. The Company had total debt of $3.65 million as of June 30, 2024, compared to $4.23 million at the end of October 1, 2023.
ConferenceCall and Webcast Details
The Company will host a conference call to review the results of the third quarter of the 2024 fiscal year today, August 13, 2024, at 4:30 pm ET.
The conference call will be webcast and can be accessed on the Company’s website, animalsafari.com/investor-relations. A transcript of the call will be available on the Company’s website.
AboutParks! America, Inc.
Parks! America, Inc. (OTCPink: PRKA), through our wholly owned subsidiaries, owns and operates three regional safari parks and is in the business of acquiring, developing and operating local and regional entertainment assets in the United States.
Additional information, including our Form 10-K for the fiscal year ended October 1, 2023, is available on the Company’s website, animalsafari.com/investor-relations.
CautionaryNote Regarding Forward Looking Statements
This news release may contain “forward-looking statements” within the meaning of U.S. securities laws. Forward-looking statements include statements concerning our future plans, business strategy, liquidity, capital expenditures, sources of revenue and other similar statements that are not historical in nature. You are cautioned not to place undue reliance on these forward-looking statements, which are based on our expectations as of the date of this news release and speak only as of the date hereof. Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause our actual results to differ significantly from those expressed or implied by such forward-looking statements. Readers are advised to consider the factors listed under the heading “Risk Factors” and the other information contained in the Company’s annual report and other reports filed from time to time with the SEC. We undertake no obligation to publicly update or revise any forward looking statements whether as a result of new information, future events or otherwise, except as required by law.
Contact:
Ralph Molina
Head of Investor Relations and Corporate Strategy
(706) 940-2209
PARKS! AMERICA, INC. AND SUBSIDIARIES
REPORTED AND PRO FORMA PARK REVENUES
For the Three Months and Nine Months Ended June 30, 2024 and July 2, 2023
| For the three months ended | ||||||
|---|---|---|---|---|---|---|
| July 2, 2023 | ||||||
| June 30, 2024 | Actual | Pro<br> Forma^1^ | ||||
| Georgia Park | $ | 2,166,574 | $ | 1,713,205 | $ | 2,348,677 |
| Missouri Park | 668,097 | 570,888 | 556,619 | |||
| Texas Park | 522,052 | 517,419 | 508,858 | |||
| Total park revenues | $ | 3,356,723 | $ | 2,801,512 | $ | 3,414,154 |
| For the nine months ended | ||||||
| --- | --- | --- | --- | --- | --- | --- |
| July 2, 2023 | ||||||
| June 30, 2024 | Actual | Pro<br> Forma^1^ | ||||
| Georgia Park | $ | 4,419,214 | $ | 4,059,002 | $ | 5,050,530 |
| Missouri Park | 1,293,101 | 1,061,480 | 1,039,008 | |||
| Texas Park | 1,377,882 | 1,356,174 | 1,334,449 | |||
| Total park revenues | $ | 7,090,197 | $ | 6,476,656 | $ | 7,423,987 |
| 1. | Pro<br> Forma Park Revenues reflect: | |||||
| --- | --- | |||||
| a. | The<br> estimated impact on park revenues resulting from the tornado damage closure and phased reopening of our Georgia Park during the first<br> six weeks of the fiscal quarter ended July 2, 2023, as well as for roughly eight weeks during the nine months ended July 2, 2023,<br> assuming Georgia Park revenues in each respective period were flat to the comparable period in fiscal 2022; and | |||||
| --- | --- | |||||
| b. | The<br> estimated impact of the strategic switch to a new ticketing platform early in the second quarter of fiscal 2024. We believe this<br> change has improved the overall guest experience, lowering the overall transaction fees incurred by our guests for online ticket<br> purchases, while also improving functionality for our park customer service teams. While this change has a net neutral impact on<br> our profitability, we no longer directly up-charge customer transaction fees, resulting in a reduction in park revenues, with a corresponding<br> decrease in operating expenses. |
PARKS! AMERICA, INC. AND SUBSIDIARIES
BUSINESS SEGMENTS
| For the three months ended | For the nine months ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, 2024 | July 2, 2023 | June 30, 2024 | July 2, 2023 | |||||||||
| Total revenues: | ||||||||||||
| Georgia | $ | 2,200,174 | $ | 1,713,536 | $ | 4,489,128 | $ | 4,103,132 | ||||
| Missouri | 675,283 | 570,888 | 1,317,737 | 1,061,480 | ||||||||
| Texas | 573,287 | 565,708 | 1,497,704 | 1,422,364 | ||||||||
| Consolidated | $ | 3,448,744 | $ | 2,850,132 | $ | 7,304,569 | $ | 6,586,976 | ||||
| Income (loss) before income taxes: | ||||||||||||
| Georgia | $ | 1,172,530 | $ | 709,499 | $ | 1,724,017 | $ | 1,364,639 | ||||
| Missouri | 222,714 | 167,503 | 166,886 | 30,098 | ||||||||
| Texas | 107,086 | 82,010 | 102,137 | 19,228 | ||||||||
| Segment EBITDA | 1,502,330 | 959,012 | 1,993,040 | 1,413,965 | ||||||||
| Corporate | (401,082 | ) | (308,044 | ) | (911,490 | ) | (928,961 | ) | ||||
| Depreciation and amortization | 230,852 | 222,124 | 672,648 | 648,757 | ||||||||
| Loss on asset disposals, net | - | - | 35,754 | 30,584 | ||||||||
| Contested proxy and related matters | 746,570 | - | 2,037,822 | - | ||||||||
| Tornado expenses and write-offs, net | (53,755 | ) | (268,776 | ) | (53,755 | ) | 363,596 | |||||
| Legal settlement | 75,000 | - | 75,000 | - | ||||||||
| Other income, net | 31,412 | 3,429 | 101,325 | 64,708 | ||||||||
| Interest expense | (46,923 | ) | (54,514 | ) | (147,515 | ) | (169,739 | ) | ||||
| Consolidated | $ | 87,070 | $ | 646,535 | $ | (1,732,109 | ) | $ | (662,964 | ) | ||
| June 30, 2024 | October 1, 2023 | July 2, 2023 | ||||||||||
| --- | --- | --- | --- | --- | --- | --- | ||||||
| Total assets: | ||||||||||||
| Georgia | $ | 7,114,797 | $ | 8,519,619 | $ | 8,445,755 | ||||||
| Missouri | 3,085,406 | 3,335,794 | 3,169,692 | |||||||||
| Texas | 7,959,080 | 7,698,400 | 7,957,349 | |||||||||
| Corporate | 847,033 | 541,910 | 696,548 | |||||||||
| Consolidated | $ | 19,006,316 | $ | 20,095,723 | $ | 20,269,344 | ||||||
| Total cash & short-term | ||||||||||||
| Georgia | $ | 1,606,283 | $ | 3,047,188 | $ | 2,066,426 | ||||||
| Missouri | 542,270 | 671,423 | 394,968 | |||||||||
| Texas | 641,233 | 312,563 | 350,354 | |||||||||
| Corporate | 62,297 | 67,213 | 64,141 | |||||||||
| Consolidated | $ | 2,852,083 | $ | 4,098,387 | $ | 2,875,889 | ||||||
| Assets less cash & short-term | ||||||||||||
| Georgia | $ | 5,508,514 | $ | 5,472,431 | $ | 6,379,329 | ||||||
| Missouri | 2,543,136 | 2,664,371 | 2,774,724 | |||||||||
| Texas | 7,317,847 | 7,385,837 | 7,606,995 | |||||||||
| Corporate | 784,736 | 474,697 | 632,407 | |||||||||
| Consolidated | $ | 16,154,233 | $ | 15,997,336 | $ | 17,393,455 |
PARKS! AMERICA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
For the Three Months and Nine Months Ended June 30, 2024 and July 2, 2023
| For the three months ended | For the nine months ended | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| June 30, 2024 | July 2, 2023 | June 30, 2024 | July 2, 2023 | |||||||||
| Park revenues | $ | 3,356,723 | $ | 2,801,512 | $ | 7,090,197 | $ | 6,476,656 | ||||
| Sale of animals | 92,021 | 48,620 | 214,372 | 110,320 | ||||||||
| Total revenues | 3,448,744 | 2,850,132 | 7,304,569 | 6,586,976 | ||||||||
| Cost of sales | 436,348 | 374,131 | 1,047,267 | 929,632 | ||||||||
| Selling, general and administrative | 1,911,148 | 1,825,033 | 5,175,752 | 5,172,340 | ||||||||
| Depreciation and amortization | 230,852 | 222,124 | 672,648 | 648,757 | ||||||||
| Contested proxy and related matters | 746,570 | - | 2,037,822 | - | ||||||||
| Tornado expenses and write-offs, net | (53,755 | ) | (268,776 | ) | (53,755 | ) | 363,596 | |||||
| Legal settlement | 75,000 | - | 75,000 | - | ||||||||
| Loss on asset disposals, net | - | - | 35,754 | 30,584 | ||||||||
| Income (loss) from operations | 102,581 | 697,620 | (1,685,919 | ) | (557,933 | ) | ||||||
| Other income, net | 31,412 | 3,429 | 101,325 | 64,708 | ||||||||
| Interest expense | (46,923 | ) | (54,514 | ) | (147,515 | ) | (169,739 | ) | ||||
| Income (loss) before income taxes | 87,070 | 646,535 | (1,732,109 | ) | (662,964 | ) | ||||||
| Income tax expense (benefit) | 19,200 | 134,500 | (430,400 | ) | (175,900 | ) | ||||||
| Net income (loss) | $ | 67,870 | $ | 512,035 | $ | (1,301,709 | ) | $ | (487,064 | ) | ||
| Income (loss) per share - basic and diluted | $ | 0.00 | $ | 0.01 | $ | (0.02 | ) | $ | (0.01 | ) | ||
| Weighted average shares outstanding (in 000’s) - basic<br> and diluted | 75,727 | 75,270 | 75,677 | 75,248 |
PARKS! AMERICA, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
As of June 30, 2024, October 1, 2023 and July 2, 2023
| June 30, 2024 | October 1, 2023 | July 2, 2023 | ||||
|---|---|---|---|---|---|---|
| ASSETS | ||||||
| Cash | $ | 2,026,084 | $ | 4,098,387 | $ | 2,875,889 |
| Short-term investments | 825,999 | - | - | |||
| Accounts receivable | 22,962 | 36,172 | 673,956 | |||
| Inventory | 369,946 | 419,149 | 469,343 | |||
| Prepaid expenses | 859,433 | 558,678 | 760,078 | |||
| Total current assets | 4,104,424 | 5,112,386 | 4,779,266 | |||
| Property and equipment, net | 14,848,121 | 14,910,097 | 15,397,446 | |||
| Intangible assets, net | 35,196 | 52,331 | 71,723 | |||
| Other assets | 18,575 | 20,909 | 20,909 | |||
| Total assets | $ | 19,006,316 | $ | 20,095,723 | $ | 20,269,344 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||
| Liabilities | ||||||
| Accounts payable | $ | 999,187 | $ | 79,352 | $ | 139,372 |
| Other current liabilities | 379,498 | 571,343 | 463,733 | |||
| Current portion of long-term debt, net | 793,842 | 767,675 | 758,724 | |||
| Total current liabilities | 2,172,527 | 1,418,370 | 1,361,829 | |||
| Long-term debt, net | 2,860,461 | 3,459,816 | 3,654,738 | |||
| Deferred tax liability, net | 232,329 | 232,329 | 270,895 | |||
| Total liabilities | 5,265,317 | 5,110,515 | 5,287,462 | |||
| Stockholders’ equity | ||||||
| Common stock | 75,727 | 75,518 | 75,518 | |||
| Capital in excess of par | 5,159,762 | 5,102,471 | 5,102,471 | |||
| Retained earnings | 8,505,510 | 9,807,219 | 9,803,893 | |||
| Total stockholders’ equity | 13,740,999 | 14,985,208 | 14,981,882 | |||
| Total liabilities and stockholders’ equity | $ | 19,006,316 | $ | 20,095,723 | $ | 20,269,344 |
PARKS! AMERICA, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Nine Months Ended June 30, 2024 and July 2, 2023
| For the nine months ended | ||||||
|---|---|---|---|---|---|---|
| June 30, 2024 | July 2, 2023 | |||||
| OPERATING ACTIVITIES: | ||||||
| Net loss | $ | (1,301,709 | ) | $ | (487,064 | ) |
| Reconciliation of net loss to net cash used in operating activities: | ||||||
| Depreciation and amortization expense | 672,648 | 648,757 | ||||
| Interest expense - debt financing cost amortization | 8,416 | 4,416 | ||||
| Stock-based compensation | 57,500 | 115,000 | ||||
| Interest accrued on certificates of deposit | (25,999 | ) | - | |||
| Deferred tax liability | - | 270,895 | ||||
| Tornado asset write-offs | - | 271,424 | ||||
| Loss (gain) loss on asset disposals | 35,754 | 30,584 | ||||
| Changes in assets and liabilities | ||||||
| (Increase) decrease in accounts receivable | 13,210 | (669,551 | ) | |||
| (Increase) decrease in inventory | 49,203 | 72,643 | ||||
| (Increase) decrease in prepaid expenses | (300,755 | ) | (589,296 | ) | ||
| Increase (decrease) in accounts payable | 919,835 | (128,195 | ) | |||
| Increase (decrease) in other current liabilities | (191,845 | ) | (58,139 | ) | ||
| Net cash used in operating activities | (63,742 | ) | (518,526 | ) | ||
| INVESTING ACTIVITIES: | ||||||
| Investments in certificates of deposit | (1,000,000 | ) | - | |||
| Maturity of certificate of deposit | 200,000 | - | ||||
| Acquisition of property and equipment | (669,791 | ) | (1,520,980 | ) | ||
| Investment in intangible assets | - | (5,466 | ) | |||
| Proceeds from the disposition of property and equipment | 42,833 | - | ||||
| Net cash used in investing activities | (1,426,958 | ) | (1,526,446 | ) | ||
| FINANCING ACTIVITIES: | ||||||
| Payments on 2020 Term Loan | (375,112 | ) | (357,038 | ) | ||
| Payments on 2021 Term Loan | (201,491 | ) | (194,137 | ) | ||
| Line-of-credit fees | (5,000 | ) | - | |||
| Net cash used in financing activities | (581,603 | ) | (551,175 | ) | ||
| Net decrease in cash | (2,072,303 | ) | (2,596,147 | ) | ||
| Cash at beginning of period | 4,098,387 | 5,472,036 | ||||
| Cash at end of period | $ | 2,026,084 | $ | 2,875,889 |