SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Annual Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the fiscal year ended February 29, 1996
Commission file number 0-14973
UNICO,INC.
(Exact name of Registrant as specified in its charter)
New Mexico 85-0270072
(State of Incorporation) (IRS Employer ID #)
Registrant's address: 1921 Bloomfield Blvd.,
Farmington, New Mexico 87401
Registrant's telephone number, including area code: 505-326-2668
Securities registered pursuant to Section 12(g) of the Act:
Name of exchange
Title of class on which registered
$0.20 par value common stock NASDAQ
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 X No .
Indicate by check mark if disclosure of delinquent filers in response to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of Registrants knowledge, in definitive proxy or information
statements incorporated by reference in part III of this Form 10-K or any
amendment to this From 10-K X .
The aggregate market value of the registrant's $0.20 par value common
stock held by non-affiliates at April 30, 1996, was $2,590,000.
On April 30, 1996, there were 986,590 shares of Registrant's $0.20 par
value common stock outstanding.
Documents incorporated by reference: Portions of the Registrant's annual
report to shareholders for the year ended February 28, 1996 are incorporated by
reference to Parts I and II.
<PAGE>
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) Financial Statements and Schedules:
The financial statements and schedules listed in the accompanying
Index to Financial Statements and Schedules are filed as part of this
report.
All other schedules for which provision is made in the applicable
accounting regulation of the Securities and Exchange Commission are not
required under the related instructions, are inapplicable, or have been
provided elsewhere in this report, and therefore have been omitted.
(b) No reports on Form 8-K were filed by the Registrant during the fiscal year
ended February 29, 1996 except as follows:
(a) On December 8, 1996, the Registrant filed a Form 8-K with respect to
the settlement of legal proceedings as described in Part I, Item 3(a)
of this Form 10-K.
(b) On January 15, 1996, the Registrant filed a Form 8-K with respect to
the acquisition of 50,000 shares of Chatfield Dean & Co. series B
Preferred Stock for $500,000 and with respect to the reporting of the
execution of a Letter of Intent for the proposed acquisition of
Chatfield Dean & Co. by the Registrant as described in Part III.
Item 12(c) of this Form 10-K.
(c) (3) Exhibits required by Rule 601 of Regulation S-K
3. Articles of Incorporation and bylaws are incorporated by
reference to the Registrant's registration statement on Form
10 filed September 9, 1986 and amendments thereto filed on
July 29, 1994 on Form 8-K.
4. Instruments defining the rights of security holders including
indentures are incorporated by reference to the Registrant's
registration statement on Form 10 filed September 9, 1986.
<PAGE>
10. 401(k) Profit Sharing Plan adopted effective March 1, 1993 is
incorporated by referral to the Registrants Form 10-K filed
for the year ended February 28, 1995. Other material
contracts are incorporated by reference to the Registrant's
Form 8-K filed on June 13, 1990.
11. Statement regarding computation of per share earnings.
13. The Annual Report to Stockholders of the Registrant for the
fiscal year ended February 29, 1996 (except for pages and
information thereof expressly incorporated by reference in
this report is provided solely for the information of the
Securities and Exchange Commission and is not deemed "filed"
as part of this report).
22. Subsidiaries of the Registrant.
24. (a) Report of Atkinson & Co., Ltd., dated May 3, 1996, on
the consolidated financial statements and schedules of
Registrant for the three years ended February 29, 1996 as
listed in Item 14(a) of this report.
All other exhibits required by Rule 601 are not applicable to this
Registrant or this report.
Incorporated by reference are the following documents:
a. Quarterly Reports on Form 10-Q for the quarters ended May 31,
August 31, and
November 30, 1995.
(d) (1) Separate financial statements of unconsolidated entities:
(a) Audited financial statements of Sand Creek
Chemical Ltd. for the fourteen months ended
February 29, 1996.
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15d 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:
UNICO, INC
June 27, 1996
By William N. Hagler
William N. Hagler, President
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 dates indicated:
By: William N. Hagler Date: June 27, 1996
William N. Hagler, President,
Director and Chief Executive
Officer
By: Rick L. Hurt Date: June 27, 1996
Rick L. Hurt, Controller,
Secretary, Treasurer,
Director, and Chief Financial
Officer.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
Exhibit 27 Financial Data Schedule
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 12-MOS
<FISCAL-YEAR-END> FEB-29-1996 FEB-29-1996
<PERIOD-END> FEB-29-1996 FEB-29-1996
<CASH> 232409 232409
<SECURITIES> 356858 356858
<RECEIVABLES> 106251 106251
<ALLOWANCES> 0 0
<INVENTORY> 36316 36316
<CURRENT-ASSETS> 731834 731834
<PP&E> 2992757 2992757
<DEPRECIATION> 1746015 1746015
<TOTAL-ASSETS> 4421748 4421748
<CURRENT-LIABILITIES> 559010 559010
<BONDS> 55555 55555
0 0
0 0
<COMMON> 197318 197318
<OTHER-SE> 2042576 2042576
<TOTAL-LIABILITY-AND-EQUITY> 4421748 4421748
<SALES> 364562 1814905
<TOTAL-REVENUES> 1198813 2649156
<CGS> 680029 1835237
<TOTAL-COSTS> 440115 1933790
<OTHER-EXPENSES> (335775) 0
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> (9259) (5991)
<INCOME-PRETAX> 1299217 916842
<INCOME-TAX> 496967 374926
<INCOME-CONTINUING> 802250 541916
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 802250 541916
<EPS-PRIMARY> .813 .549
<EPS-DILUTED> .813 .549
</TABLE>