SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------
FORM 10-KSB/A (No. 1)
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 1995
Commission File No.: 000-19318
SPARTA FOODS, INC.
(Name of Small Business Issuer as specified in its charter)
Minnesota 41-1618240
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
2570 Kasota Avenue, St. Paul, Minnesota, 55108
(Address of principal executive offices)(Zip Code)
Issuer's telephone number, including area code: (612) 646-1888
Securities registered pursuant to Section 12(b) of the Exchange Act: None
Securities registered pursuant to Section 12(g) of the Exchange Act:
Common Stock, $.01 par value per share
Check whether the Issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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
Check if disclosure of delinquent filers in response to Item 405 of Regulation
S-B 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-KSB or any amendment to
this Form 10-KSB. [ ]
Issuer's revenues for its most recent fiscal year: $11,991,988
The aggregate market value of the Common Stock held by nonaffiliates of the
Registrant as of December 19, 1995 was approximately $1,523,549 based upon the
average high and low bid prices of the Registrant's Common Stock on such date.
There were 4,062,799 shares of Common Stock, $.01 par value, outstanding as of
December 19, 1995.
------------------------
DOCUMENTS INCORPORATED BY REFERENCE
Documents incorporated by reference pursuant to Rule 12b-23: Portions of the
Registrant's 1995 Annual Report to Shareholders for fiscal year ended September
30, 1995 and Proxy Statement for its 1996 Annual Meeting are incorporated by
reference into Items 5, 6, and 7 of Part II and Items 9, 10, 11 and 12 of Part
III, respectively.
Transitional Small Business Disclosure Format (check one). Yes No X
Page 1 of 3 sequentially numbered pages. No Exhibit Index.
<PAGE>
PART III
ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL
PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT
The names and ages of the executive officers of the Registrant and their
positions and offices presently held are as follows:
Name Age Position with Company
Joel P. Bachul 53 President and Chief Executive Officer
A. Merrill Ayers 49 Treasurer, Chief Financial Officer
and Secretary
Thomas C. House 49 Vice President of Operations
Joel P. Bachul, has been the Chief Executive Officer and President of the
Company, and its wholly-owned subsidiary, La Canasta of Minnesota, Inc. ("La
Canasta"), since December 1, 1994. From August 1991 until July 1994, Mr. Bachul
served as the Executive Vice President and Chief Operating Officer of Old Home
Foods, Inc., a food processing and distribution concern. From July 1990 until
July 1991, Mr. Bachul was the Executive Vice President and Chief Operating
Officer of Bell Cold Storage which provides public and cold storage services.
Mr. Bachul served as Senior Vice President of J.P. Foodservice, a foodservice
distributor, from July 1989 through February 1990. From 1980 until July 1989,
Mr. Bachul served as Vice President, Senior Vice President and Chief Operating
Officer of PYA/Monarch, also a foodservice distributor.
A. Merrill Ayers, has been the Treasurer, Chief Financial Officer and
Secretary of the Company since November 9, 1994. Prior to joining the Company,
Mr. Ayers served as Senior Vice President of ITT Consumer Financial Corp. from
June 1992 until February 1994. From December 1989 through June 1992 Mr. Ayers
was Vice President and Treasurer of Parsons, Brinckerhoff, Quade & Douglas,
Inc., an engineering firm.
Thomas C. House, has been employed by the Company since March 1993 as the
Vice President of Operations. From December 1988 until March 1993, Mr. House was
the plant manager at the Rosemount, Minnesota plant facilities of Continental
Nitrogen & Resource Corporation, a manufacturer of ammonium nitrate-based
products and fertilizers. Mr. House is currently responsible for the Company's
plant operations, quality control and plant expansion, as well as purchasing and
product distribution.
There are no family relationships among any of the Company's directors or
executive officers.
The information required by Item 9 relating to directors and compliance
with Section 16(a) of the Exchange Act is incorporated herein by reference to
the sections labeled "Election of Directors" and "Compliance with Section 16(a)
of the Securities Exchange Act of 1934," respectively, which appear in the
Company's definitive Proxy Statement filed pursuant to Regulation 14A not later
than 120 days after the close of the Company's 1995 fiscal year end in
connection with the Company's 1996 Annual Meeting of Shareholders.
<PAGE>
SIGNATURES
In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934, the registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
SPARTA FOODS, INC.
Dated: January 8 , 1996 By /s/ Joel P. Bachul
Joel P. Bachul, President
Dated: January 8 , 1996 By /s/ A. Merrill Ayers
A. Merrill Ayers, Chief Financial
Officer
In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the registrant and in the capacities and
on the dates indicated:
Signature and Title
/s/ Joel P. Bachul )
Joel P. Bachul, Director )
)
)
/s/ George Masko )
George Masko, Director )
) By: /s/ Joel P. Bachul
) Joel P. Bachul for himself and as
/s/ Michael J. Kozlak ) Attorney-in-Fact pursuant to Power
Michael J. Kozlak, Director of Attorney previously filed
)
)
/s/ Carmen S. Abril-Lopez ) Date: January 8 , 1996
Carmen S. Abril-Lopez, Director )
)
)
/s/ Fredoon Anvary )
Fredoon Anvary, Director )
)
)
/s/ Ronald Fish )
Ronald Fish, Director )