SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
X Annual report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the fiscal year ended March 31, 1996 or
Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Commission File Number: 0-18607
ARCTCO, INC.
(Exact name of registrant as specified in its charter)
Minnesota 41-1443470
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
600 Brooks Avenue South, Thief River Falls, Minnesota 56701
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (218)681-8558
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: Common Stock,
$.01 par value.
Indicate by check mark whether the registrant (1) has filed all reports required
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 X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K. [X]
The aggregate market value of the voting stock held by non-affiliates of the
Registrant as of June 21, 1996 (based on the closing sale price of the Common
Stock on such date) was approximately $218,194,182.
At June 21, 1996, 22,043,528 shares of Common Stock and 7,560,000 shares of
Class B Common Stock of the Registrant were outstanding.
Documents Incorporated by Reference:
Portions of the Company's Proxy Statement for its Annual Meeting of Shareholders
currently scheduled to be held on August 8, 1996 is incorporated by reference
into Part III of this Form 10-K.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K
(a) Documents filed as part of report
1. Financial Statements.
The following consolidated financial statements of the
Company and its subsidiaries are filed as part of Form 10-K:
Form 10-K
Page Reference
(i) Consolidated Balance Sheets F-1
as of March 31, 1996 and 1995
(ii) Consolidated Statements of Earnings F-2
for the three years ended March 31, 1996,
1995 and 1994
(iii) Consolidated Statements of Shareholders' F-3
Equity for the three years ended March 31,
1996, 1995 and 1994
(iv) Consolidated Statements of Cash Flows F-4
for the three years ended March 31, 1996,
1995 and 1994
(v) Notes to Consolidated Financial F-5 to
Statements F-11
(vi) Report of Independent Certified Public F-12
Accountants
2. Schedules filed as part of Form 10-K:
(i) Schedule II - Valuation and Qualifying Accounts F-13
(ii) Exhibit 27 - Financial Data Schedule F-14
3. Exhibits Method of Filing
3(a) Amended and Restated Articles of Incorporation (1)
of Company
3(b) Restated By-Laws of the Company (1)
4(a) Form of specimen Common Stock Certificate (1)
10(a) 1989 Stock Option Plan (1)
10(b) 1995 Stock Option Plan (1)
10(c) Purchase/Supply Agreement dated as of (1)
March 1, 1985 between Suzuki Motor Co.,
Ltd. and the Company, and related Agreement
on Implementation of Warranty Provision.
10(d) Form of Employment Agreement between the (1)
Company and each of its executive officers
10(e) Floorplan Repurchase Agreement dated (1)
July 13, 1984, between the Company
and ITT Commercial Finance Corp.
10(f) Floorplan Repurchase Agreement dated as (1)
of June 15, 1988, between the Company
And ITT Commercial Finance, a division
Of ITT Industries of Canada, Ltd.
10(g) Conditional Credit Line for issuance of documentary (1)
and stand-by letter of credit dated as of August 30, 1993
between the Company and Norwest Bank Minnesota,
National Association
21 Subsidiaries of the Registrant (2)
23 Consent of Independent Certified Public Accountants (2)
(b) Reports on Form 8-K
No reports on Form 8-K were filed during the three
months ended March 31, 1996.
(c) Exhibits
Reference is made to Item 14(a) 3.
(d) Schedules
Reference is made to 14(a) 2.
--------------------------------------
(1) Incorporated herein by reference to the Company's Form
S-1 Registration Statement (File Number 33-34984).
(2) Filed with this Form 10-K.
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) 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, on the 28th day of
June, 1996.
ARCTCO, INC.
/s/Christopher A. Twomey
_________________________________
Christopher A. Twomey
President, Chief Executive Officer
and Director
(Principle Executive Officer
and Director)
Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the date indicated.
/s/William G. Ness June 28, 1996
___________________________ ___________________
William G. Ness
Chairman of the Board and Director
/s/Christopher A. Twomey June 28, 1996
___________________________ ____________________
Christopher A. Twomey
President, Chief Executive Officer
and Director
(Principle Executive Officer)
/s/Timothy C. Delmore June 28, 1996
___________________________ ____________________
Timothy C. Delmore
Chief Financial Officer
(Principle Financial and Accounting Officer)
/s/Robert J. Dondelinger June 28, 1996
___________________________ ____________________
Robert J. Dondelinger, Director
/s/William I. Hagen June 28, 1996
__________________________ ____________________
William I. Hagen, Director
/s/Takeshi Natori June 28, 1996
__________________________ ____________________
Takeshi Natori, Director
/s/Lowell T. Swenson June 28, 1996
__________________________ ____________________
Lowell Swenson, Director
/s/Gregg A. Ostrander June 28, 1996
__________________________ ____________________
Gregg A. Ostrander, Director
/s/Kenneth J. Roering June 28, 1996
__________________________ ____________________
Kenneth J. Roering, Director
