U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB/A (NO. 1)
X Quarterly Report under Section 13 or 15 (d) of the
----------- Securities Exchange Act of 1934.
For the quarterly period ended June 30, 1998.
___________ Transition Report under Section 13 or 15 (d) of the
Exchange Act.
For the transition period from ___________________ to ________________________.
Commission File Number 000-19318
SPARTA FOODS, INC,
(exact name of small business issuer as specified in its charter)
Minnesota 41-1618240
(state or other jurisdiction of (IRS Employer Identification No.)
incorporation or organization)
1565 First Avenue NW, New Brighton, MN 55112
(Address of principal executive offices)
(651) 697-5500
(Issuer's telephone number)
Check whether the Issuer (1) 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
State the number of shares outstanding of each of the Issuer's classes of common
equity, as of the latest practicable date:
7,037,172 of Common Stock at July 28, 1998.
Transitional Small Business Disclosure Format: Yes No X
<PAGE>
This Amendment to Form 10-QSB for the quarterly period ended June 30,
1998 amends Exhibits 11 and 27.1
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
10.1 Term Loan and Credit Agreement, Security Agreement and Guaranty
Agreement dated June 24, 1998 between the Company and Norwest Bank
Minnesota, National Association. *
11 Computation of Earnings Per Common Share.
Financial Data Schedule (filed only in electronic format only):
27.1 Nine months ended June 30, 1998
27.2 Fiscal year ended September 30, 1997 (restated) *
27.3 Six months ended March 31, 1997 (restated) *
27.4 Three months ended December 31, 1996 (restated) *
- -----------------------------
* Previously filed
(b) Reports on Form 8-K
A report on Form 8-K was not filed during the quarter ended June 30, 1998.
<PAGE>
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.
SPARTA FOODS, INC.
(Registrant)
Dated: November 30, 1998 By: /s/ Joel P. Bachul
Joel P. Bachul,
President and Chief Executive Officer
Dated: November 30, 1998 By: /s/ A. Merrill Ayers
A. Merrill Ayers
Treasurer, Secretary and
Chief Financial Officer
<PAGE>
EXHIBIT INDEX
10.1 Term Loan and Credit Agreement, Security Agreement and Guaranty
Agreement dated June 24, 1998 between the Company and Norwest Bank
Minnesota, National Association. *
11 Computation of Earnings Per Common Share.
Financial Data Schedule (filed only in electronic format only):
27.1 Nine months ended June 30, 1998
27.2 Fiscal year ended September 30, 1997 (restated) *
27.3 Six months ended March 31, 1997 (restated) *
27.4 Three months ended December 31, 1996 (restated) *
- -----------------------------
* Previously filed
Exhibit 11
COMPUTATION OF EARNING PER COMMON SHARE
(unaudited)
<TABLE>
<CAPTION>
For the three months For the nine months
ended ended
June 30 June 30
------------------------------------ ----------------------------------
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
Basic Earnings per share:
Net Income $ 335,728 $ 407,119 $257,552 $ 588,541
Less Cumulative Preferred Stock
Dividends 31,250 - 43,750 -
------ ------
Income available to Common
Stockholders 304,478 407,119 213,802 588,541
------- ------- ------- -------
Weighted-average number of
common shares outstanding 6,908,152 6,685,049 6,830,341 6,683,269
--------- --------- --------- ---------
Basic Earnings per share $ .04 $ .06 $ .03 $ .09
------ ------- ------- -------
Diluted Earnings per share:
Income available to Common Stock-
holders (from above) 304,478 407,119 213,802 588,541
Add back cumulative preferred
stock dividends 31,250 - Note -
------ ----
Income available to Common and
Common Equivalent Stockholders 335,728 407,119 213,802 588,541
------- ------- ------- -------
Weighted-average number of common
shares outstanding 6,908,152 6,685,049 6,830,341 6,683,269
Excess of shares issuable for the
assumed exercise of options and
warrants over the number of shares
possible of repurchase using the
proceeds from the exercise of such
options and warrants at the average
market price (treasury stock method) 2,222,614 1,568,053 740,871 1,605,781
Shares issuable for the assumed
conversion of convertible preferred
Stock 1,515,151 - Note -
--------- ----
Weighted-average number of common
and common equivalent shares
outstanding 10,645,917 8,253,102 7,571,212 8,289,050
---------- --------- --------- ---------
Diluted Earnings per share $ .03 $ .05 $ .03 $ .07
----- ----- ----- -----
Note: For the nine-month period ended June 30, 1998, the conversion of preferred
stock has not been assumed due to an antidilutive impact on the calculation of
diluted earnings per share.
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
FINANCIAL STATEMENTS CONTAINED IN THE COMPANY'S FORM 10-QSB FOR THE PERIOD
ENDED 06/30/98 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1
<CURRENCY> U.S. Dollars
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1998
<PERIOD-START> OCT-01-1997
<PERIOD-END> JUN-30-1998
<EXCHANGE-RATE> 1
<CASH> 676,700
<SECURITIES> 0
<RECEIVABLES> 983,277
<ALLOWANCES> 29,500
<INVENTORY> 969,566
<CURRENT-ASSETS> 2,830,248
<PP&E> 9,180,275
<DEPRECIATION> 2,700,746
<TOTAL-ASSETS> 10,447,686
<CURRENT-LIABILITIES> 1,371,320
<BONDS> 2,801,821
0
2,500,000
<COMMON> 70,359
<OTHER-SE> 3,704,186
<TOTAL-LIABILITY-AND-EQUITY> 10,447,686
<SALES> 11,047,646
<TOTAL-REVENUES> 117,574
<CGS> 7,920,510
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,703,439
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 280,219
<INCOME-PRETAX> 261,052
<INCOME-TAX> 3,500
<INCOME-CONTINUING> 257,552
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 257,552
<EPS-PRIMARY> .03
<EPS-DILUTED> .03
</TABLE>
