U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-KSB/A
This 10-KSB/A is being filed solely for the purpose of updating and including
exhibit 11.1 "Computation of earnings per share" which was omitted in the
initial filing.
(Mark One)
[X] Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934 [Fee Required]
For the fiscal year ended November 30, 1999 or
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[ ] Transition report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934 [No Fee Required]
For the transition period from ______________ to ______________
Commission file number 0-18253
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NDC AUTOMATION, INC.
(Name of small business issuer in its charter)
Delaware 56-1460497
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3101 Latrobe Drive, Charlotte, North Carolina 28211-4849
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(Address of principal executive offices) (Zip Code)
Issuer's telephone number (704) 362-1115
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Securities registered pursuant to Section 12(b) of the Exchange Act:
Name of each exchange on
Title of each class which registered
None None
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Securities registered pursuant to Section 12(g) of the Exchange Act:
.01 Par Value Common Stock
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(Title of Class)
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 [ ]
Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B is not contained in this form, and no disclosure will 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.
[X]
State issuer's revenues for its most recent fiscal year: $5,818,222
The aggregate market value of the voting stock held by non-affiliates of
the Registrant was $1,317,358, based upon the closing sales price of Common
Stock on OTC Bulletin Board on January 31, 2000 of $0.60 per share.
As of January 31, 2000, 3,586,451 shares of Registrant's Common Stock, par
value $.01 per share, were outstanding.
Portions of the Registrant's Annual Report to the security holders filed
pursuant to Rule 14a-3(b) under the Securities Exchange Act of 1934 are
incorporated by reference in Part II, Items 6 and 7. In addition, portions of
the Registrant's definitive proxy statement for the 1999 Annual Meeting of
Shareholders to be filed pursuant to Regulation 14A under the Securities
Exchange Act of 1934 are incorporated by reference in Part III, Items 9, 10, 11
and 12.
Transitional Small Business Disclosure Format (check one) Yes No X
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<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.
NDC AUTOMATION, INC.
Registrant
By: /s/ Claude Imbleau
------------------------
Claude Imbleau
Chief Operating Officer
Chief Financial Officer
Date: February 28, 2000 Chief Accounting Officer
Exhibit 11.1
NDC AUTOMATION, INC.
COMPUTATION OF EARNINGS PER SHARE
For The Year Ended November 30, 1999
<TABLE>
<CAPTION>
<S> <C>
FULLY
PRIMARY DILUTED
EPS EPS
------- -------
Exercise
NUMBER OF SHARES UNDERLYING OUTSTANDING #shares Price
----------------------
OPTIONS 90 plan 29,541 $0.79167 $ 23,386.72 $ 23,386.72
93 plan 51,800 $1.56000 $ 80,808.00 $ 80,808.00
-- $ -- $ -- $ --
---------
81,341
========= ---------------------------
PROCEEDS UPON EXERCISE OF OPTIONS $104,194.72 $104,194.72
===========================
NUMBER OF SHARES UNDERLYING OUTSTANDING
WARRANTS: 0 0
EXERCISE PRICE PER SHARE $ 0.00 $ 0.00
PROCEEDS UPON EXERCISE OF WARRANTS $ 0.00 $ 0.00
---------------------------
TOTAL PROCEEDS $104,194.72 $104,194.72
===========================
MARKET PRICE OF COMMON STOCK
AVERAGE DURING THE PERIOD ENDED November 30, 1999 $0.42
CLOSING AT November 30, 1999 $0.28
SHARES THAT COULD BE REPURCHASED
WITH TOTAL PROCEEDS 249,568
===========
372,124
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EXCESS OF SHARES UNDERLYING OPTIONS/WARRANTS
OVER SHARES THAT COULD BE REPURCHASED
(168,227)
(290,783)
COMMON STOCK EQUIVALENT SHARES 0 0
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
OUTSTANDING 3,458,552 3,458,552
===========================
TOTAL AVERAGE NUMBER OF COMMON AND
COMMON EQUIVALENT SHARES 3,458,552 3,458,552
===========================
NET INCOME $ 19,753 $ 19,753
===========================
EARNINGS PER SHARE $ 0.0057 $ 0.0057
===========================
</TABLE>