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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
June 5, 1997
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Date of Report
(Date of Earliest Event Reported)
TOPRO, INC.
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(Exact name of Registrant as specified in its charter)
Colorado 0-19167 84-1042227
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File No.) I. D. Number)
2525 West Evans Avenue, Denver, Colorado 80219
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(Address of principal executive offices) (zip code)
(303) 935-1221
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On June 5, 1997 Topro, Inc. announced changes to its Board of Directors and
the appointment of a Chief Financial Officer. Information concerning these
events is incorporated by reference from the Press Release dated June 5, 1997,
which is filed as Exhibit 20.1 hereto.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable
(b) Not applicable
(c) Exhibits. The following exhibit is filed with this Report:
20.1 Press Release dated June 5, 1997
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
Topro, Inc.
Date: June 5, 1997 By: /s/ John Jenkins
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John Jenkins
President and CEO
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EXHIBIT 20.1
- ----------------------------PRESS RELEASE-------------------------------
TOPRO INC.
Topro, Inc. For immediate release:
2525 Evans Ave. June 5, 1997
Denver, CO 80219
TOPRO, INC. NAMES SEASONED FINANCIAL EXECUTIVE DOUGLAS H.
KELSALL AS CHIEF FINANCIAL OFFICER, AND ADDS TWO INDUSTRY
VETERANS TO THE BOARD OF DIRECTORS.
June 5, 1997 - DENVER, CO - Topro, Inc. (NASDAQ-TPRO), a leading provider of
automation and information technology solutions to industry, today announced
the appointment of well-known financial executive, Douglas H. Kelsall as its
Chief Financial Officer.
Mr. Kelsall has more than 20 years of financial management and operating
experience, including the last two years as Chief Financial Officer and Vice
President of Finance for Evolving Systems, Inc. (ESI), a developer of
computer software and professional services, with more than 300 employees.
Mr. Kelsall's tenure at Evolving Systems, Inc. was highlighted by a dramatic
improvement in the financial position of the Company, including an increase
in gross profit margins, decrease in expenses, and the redirection of product
mix to focus on the development of proprietary products.
John Jenkins, President and Chief Executive Officer of Topro, Inc. stated,
"Mr. Kelsall's recent experience as CFO of ESI will accelerate our financial
consolidation efforts and add greatly to our strategic and business planning
process. His years of experience in capital formation will be of great value
as we continue to build the proper capital foundation required to support our
aggressive growth plans."
Topro, Inc. today also announced the appointment of Robert L. Costello and
Robert C. Pearson to the board of directors until the next company
shareholder meeting, which is tentatively scheduled for November. The
appointments come in connection with the resignation of current board member
and officer Jon Walker.
Mr. Costello will bring with him experience from URS Corporation where he is
currently a board member. URS Corporation is an engineering firm which has
recently doubled its size and currently has more than 3,000 employees and
over $400 million in sales. Prior to serving as a URS Corporation director,
Mr. Costello was the Chief Executive Officer of
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Greiner Engineering, Inc. a publicly held (NYSE) firm which in 1996 merged
with URS Corporation. As CEO of Greiner, Mr. Costello developed and
implemented a restructuring plan that led to the successful and strategic
merger. Mr. Costello has extensive experience in the leadership of
high-growth publicly held companies, and has strong marketing experience in
Southeast Asia.
Mr. Robert Pearson currently serves as Senior Vice President and Manager of
Corporate Finance for Renaissance Capital Partners (RCP). RCP is the
operating manager of Renaissance Capital Growth and Income Fund, III, Inc.,
and Renaissance United States Growth and Income Trust, Ltd. which combined
are the owners of a 9% convertible debenture issued by Topro, Inc. in
February of 1996. Mr. Pearson previously served as Executive Vice President
and Chief Financial Officer of the Thomas Group, Inc., a publicly traded
consulting firm, and was Vice President-Finance of Texas Instruments,
Incorporated.
"We are very excited to have such distinguished professionals join our team.
Mr. Costello and Mr. Pearson are both very familiar with the strategic plan
of Topro, and we look forward to their insight as we continue to refine and
implement the company growth strategy," stated Jenkins.
Kelsall joins Kevin Fallon, Topro's Chief Operating Officer as recently
appointed key executives of the company. "As we execute our business plan
and grow the company, it is imperative we continue to build a high quality
management team," asserts Jenkins. "These individuals will play an essential
role in reaching the company goals."
For the first three quarters of fiscal 1997, Topro, Inc. reported a revenue
increase of more than 143%, and for the third quarter ending March 31, 1997,
an increase of more than 90% with a record net profit of $493,000 or $0.05
per share. Topro, Inc. is a national independent control system integrator
with offices in 10 cities, employing more than 300 people, and addressing a
broad range of vertical markets.
