AMCON Reports Filing Status of Annual Report and Preliminary Estimate of Results for Fourth Quarter

Business Wire, Jan 16, 2006

OMAHA, Neb. -- AMCON Distributing Company (AMEX:DIT), an Omaha, Nebraska based consumer products company, announced today that it was not able to timely file its Annual Report on Form 10-K for the fiscal year ended September 30, 2005. Based on the uncertainties surrounding the issues which have lead to the delay, the Company does not believe that it will be in a position to file its Annual Report on Form 10-K prior to March 31, 2006 which means that the Company's Annual Meeting of Stockholders, which is normally held in March each year, will be postponed to a later date. The Company also announced a preliminary earnings range for its fourth quarter and fiscal year ended September 30, 2005.

Earlier this week, the Company announced that it had terminated a letter of intent ("LOI") with William F. Wright, its Chairman of the Board, Chief Executive Officer and largest stockholder, for the proposed acquisition of 80% of the outstanding common stock of its retail health food and beverage manufacturing businesses. The termination of the LOI was due to, among other things, the complications created by a ruling by the District Court of the Fifth Judicial District of the State of Idaho announced by AMCON on December 21, 2005 related to Trinity Spring, Inc. ("TSI"), an 85% owned subsidiary of the Company. That ruling granted the plaintiff's motion for partial summary judgment declaring that the stockholders of Trinity Springs, Ltd. (which subsequently changed its name to Crystal Paradise Holdings, Inc. ("CPH")), did not validly approve the sale of its business and assets because the vote of certain shares issued as a dividend should not have been counted in the vote. The District Court has not yet ruled on whether money damages or rescission of the sale transaction will be ordered as the relief in this action. The plaintiff's proposed rescission plan, which was submitted to the court on Friday, January 6, 2006, provides for the transfer of TSI's business assets back to CPH in exchange for the cash paid to CPH upon closing of the purported asset sale (less an amount which represents depreciation on the fixed assets), cancellation of the notes issued to CPH upon closing of the purported asset sale, and certain other actions described in the press release issued on January 10, 2006.

Mr. Wright stated "The recent court ruling surrounding our beverage businesses, which represent less than 2% of our consolidated sales in fiscal 2005, but substantially all of our consolidated net loss, is unfortunate since we have positioned these operations to be sold. The ruling has put us in a position of being unable to definitively account for the TSI transaction which, in turn, has caused us to delay filing our annual report with the Securities and Exchange Commission ("SEC") and to postpone our Annual Meeting of Stockholders. Our other businesses, however, are expected to generate positive net income in fiscal 2006. With the support of our primary lenders, who allowed several extensions of time for us to close a sale transaction in the month of December, we have amended the covenants in our credit facility to reflect the ongoing profitable businesses. Our wholesale distribution business, which is ranked as the 9th largest convenience store distributor in the country, remains profitable. Our retail health food business continues to improve, has consistently generated positive EBITDA (earnings before interest, taxes, depreciation and amortization) and is currently generating positive net income."

Michael James, AMCON's CFO, added "The uncertainty surrounding TSI, which represented less than 1% of our consolidated sales in fiscal 2005, has not allowed us to complete the accounting of TSI's activities for the fiscal year ended September 2005 due to the difficulty in making on certain management judgments and estimates required in the consolidated financial statements. Accounting for rescission of the purported sale transaction could result in material changes to the Company's financial position and results of operations for fiscal 2005 and fiscal 2006. Since TSI's ability to remain a going concern is in doubt, there is a possibility of TSI being placed into bankruptcy due to TSI's lack of access to further operating capital while a remedy to the court's ruling is being negotiated. This could result in impairment to the carrying values of current and long-lived assets.

James noted that "In addition to termination of the LOI, irregularities discovered in the inventory accounting records of Hawaiian Natural Water Co., Inc. ("HNWC"), which also represented less than 1% of our consolidated sales in fiscal 2005, have impacted the accounting for HNWC's financial results for fiscal 2005. HNWC's operating loss for fiscal 2005 included approximately $0.7 million in inventory adjustments recorded as part of the year end physical inventory. We have made appropriate changes to management personnel at HNWC and we are still in the process of investigating the cause of those inventory irregularities. In addition, the ability of HNWC to remain a going concern is also in doubt as HNWC's access to capital is also limited. This could result in impairment to the carrying value of current and long-lived assets.