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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the year ended December 31, 1996 Commission File No. 0-12361
Richton International Corporation
(Exact name of registrant as specified in its charter)
Delaware 05-012205
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
340 Main Street, Madison, New Jersey 07940
(Address of principal executive offices) (Zip Code)
Issuer's telephone number ...................................... (201) 966-0104
Securities registered under Name of Exchange on which Registered:
Section 12(b) of the Exchange Act:
Common Stock, par value $.10 American Stock Exchange
Securities registered under Section 12(g) of the Exchange Act:
Series A Preferred Stock, par value $1.00. Purchase Right
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 dates. 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 II of this Form 10-K or any amendment to this
Form 10-K. [X]
State the aggregate market value of the voting stock held by nonaffiliates of
the Registrant.
Aggregate market value at March 1, 1997 amounted to $8,100,000
Indicate the number of shares outstanding of each of the Registrant's classes of
Common Stock, as of the latest practicable date.
Common Stock, par value $.10, 2,949,447 shares at March 1, 1997
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the annual shareholders report for the year ended December 31, 1996
are incorporated by reference into I and II.
Portions of the proxy statement for the annual shareholders meeting to be held
April 28, 1997 are incorporated by reference into Part III.
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Working Capital
Century's business is seasonal due principally to the fact that irrigation
systems are normally installed during warm weather and a majority of Century's
branches are located in the northern half of the United States. As a result
Century's monthly and quarterly sales, operating results and working capital
requirements fluctuate significantly. Century relies on short-term borrowing to
finance its working capital needs. During the first quarter Century's working
capital requirements are at minimum, with short-term borrowings, historically,
approximately $6.0 million. Beginning in April needs expand. By July short-term
borrowings have increased to approximately $14 million. During the remaining
months receivables are liquidated, releasing substantial amounts of cash that
may be used to reduce short-term borrowing. (See Note 7 of Notes to Consolidated
Financial Statements for a description of the Company's credit line.)
