UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FIRST AMENDED FORM 10-KSB
Annual Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For the Fiscal Year Ended July 31, 1996
Commission File Number: 0-98765
MAGNUM RESOURCES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 87-0368628
(State of incorporation) (I.R.S. Employer Identification No.)
2850 METRO DRIVE SUITE 509
Bloomington, MN 55425
(612) 854-1625
(Address, including zip code, and telephone number including area code,
of Issuer's executive offices)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
COMMON STOCK; 10% CONVERTIBLE PREFERRED STOCK; WARRANTS TO PURCHASE COMMON STOCK
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 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 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[ ].
State issuer's revenues for its most recent fiscal year: $6,940,907
State the aggregate market value of the voting stock held by non-affiliates
computed by reference to the price at which the stock was sold, or the average
bid and asked prices of such stock, as of a specified date within the past 60
days: (As of November 1, 1996) approximately $ 1,544,000
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of November 1, 1996 - 10,252,337.
Transitional Small Business Disclosure Format (Alternative 2):
Yes __X__ No ____
MAGNUM RESOURCES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
YEARS ENDED JULY 31, 1996 AND 1995
PART III
ITEM 1. INDEX TO EXHIBITS ITEM #
Charter and Bylaws 2
Instrument Defining the Rights of Security Holders 3
Voting Trust Agreements 5
Material Contracts 6
Additional Exhibits 27
Additional Exhibits 99
ITEM 2. DESCRIPTION OF EXHIBITS
Item 2. Charter and Bylaws:
2.1 Certificate of Incorporation recorded January 23, 1991, at the
Office of the Secretary of State for the State of Delaware in
Book R132, Page 209, Document No. 31035. (1)
2.2 (b) Certificate of Merger of Magnum Resources, Inc., a Utah
corporation, with and into Magnum Resources, Inc., a Delaware
corporation, recorded February 11, 1991, at the Office of the
Secretary of State for the State of Delaware in Book 1117,
Page 0694, Document No. 002794. (1)
2.3 (c) Bylaws of Magnum Resources, Inc. (1)
Item 3. Instruments Defining the Rights of Security Holders:
3.1 (a) Final Revised Third Amended Plan of Reorganization dated
March 23, 1987, and signed by Douglass W. Steiger, President,
Hydra-Mac, Inc. (1)
3.2 (b) Agreement and Plan of Reorganization dated February 1,
1991, and signed by Jack Johnson, President, Magnum Resources,
Inc., and Douglass W. Steiger, President, Hydra-Mac, Inc. (1)
3.3 (c) Articles of Merger of Hydra-Mac, Inc., a Minnesota
corporation, into Hydra-Mac, Inc., a Delaware corporation,
signed August 1991, by Douglass W. Steiger, President,
Hydra-Mac, Inc. (1)
3.4 (d) Articles of Merger of Magnum Resources, Inc., a Utah
corporation, with and into Magnum Resources, Inc., a Delaware
corporation, dated January 25, 1991, and signed by N. Thomas
Steele, Vice President, Magnum Resources, Inc. (1)
3.5 (e) Restated Certificate of Incorporation of Magnum Resources,
Inc., dated January 25, 1991, and signed by N. Thomas Steele,
Vice President, Magnum Resources, Inc., and signed by Tori
Thurston, Secretary, Magnum Resources, Inc. (1)
Item 5. Voting Trust Agreements:
5.1 (a) Voting Agreement between Douglass W. Steiger, MaJeanna
Hallstrom, Pamela Lien, Angela Steiger, Vicki Steiger,
Minnesota Foundation, Evangelical Free Church of Thief River
Falls, Magnum Resources, Inc. and United Services Capital
Management Corporation, dated January 14, 1991. (1)
5.2 (b) Amended Voting agreement between Douglass W. Steiger,
MaJeanna Hallstrom, Pamela Lien, Angela Steiger, Vicki
Steiger, Minnesota Foundation, Evangelical Free Church of
Thief River Falls, Magnum Resources, Inc. and United Services
Capital Management Corp, dated January 14, 1991. (1)
5.3 (c) Agreement between Douglass W. Steiger and Magnum
Resources, Inc., dated August 12, 1991. (1)
5.4 (d) Amended Voting Agreement between Douglass W. Steiger,
individually and on behalf of the Steiger Family Shareholders
and Magnum Resources, Inc., dated February 7, 1992. (1)
5.5 (e) Extension and Amendment of Amended Voting Agreement
between Douglass W. Steiger, individually and on behalf of the
Steiger Family Shareholders and Magnum Resources, Inc., dated
September 1992. (1)
5.6 (f) Stock Purchase Agreement with Hydra-Mac Holding
Corporation, a Minnesota corporation, to purchase Hydra-Mac,
Inc., a Delaware corporation, from Magnum Resources, Inc., a
Delaware corporation, dated July 31, 1995. (2)
Item 6. Material Contracts:
6.1 (a) Stock Redemption Agreement between United States Capital
Management Corporation and Magnum Resources, Inc., (undated
and unsigned). (1)
6.2 (b) Stock Distribution Agreement between Magnum Resources,
Inc. and SST, Inc., (undated and unsigned). (1)
6.3 (c) Manufacturing Contract, Service Contract and Sales and
Marketing Contract between Hydra-Mac, Inc. and Power Equipment
Corporation. (1)
6.4 (d) Employment Agreement between John Luoma and Magnum
Resources, Inc. (1)
6.5 (e) Asset Sale Agreement by and between Bank of American
National Trust and Savings Association and Magnum Resources,
Inc. (1)
6.6 (f) Agreement in Lieu of Foreclosure dated July 28, 1995
enforcing rights under a Mortgage and security interest. (2)
6.7 (g) Assignment and Consulting Agreement with Hydra-Mac
International, Inc., a Delaware corporation, to provide
insurance and consulting services for product liabilities for
Hydra-Mac, Inc., a Delaware corporation. (2)
Item 27. Additional Exhibits:
27.1 Financial Data Schedule
Item 99. Additional Exhibits:
99.1 (a) Letter regarding change in certifying accountant. (2)
1 Previously filed with the Company's Registration Statement on Form
10-SB, as amended, and incorporated herein by reference pursuant to
Rule 12b.32.
2 Previously filed on Form 8-K and incorporated by reference pursuant to
Rule 12b.32.
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
MAGNUM RESOURCES, INC.
BY: /s/ John Luoma
-----------------------------------------
John Luoma, President and Chief Executive
Officer
DATE: June 13,1997
---------------------------------------
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.
BY: /s/ John Luoma
-----------------------------------------
John Luoma, President and Chief Executive
Officer
DATE: June 13, 1997
---------------------------------------
BY: /s/ David M. Eichers
-----------------------------------------
David M. Eichers, Secretary and Chief
Accounting Officer
DATE: June 13,1997
---------------------------------------
BY:
-----------------------------------------
Charles H. Kothe, Director and Chairman
of the Board
DATE:
---------------------------------------
BY: Jerome W Kutil
-----------------------------------------
Jerome W. Kutil, Director
DATE:
---------------------------------------
BY:
-----------------------------------------
John M. Warburton, Director
DATE:
---------------------------------------
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<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MAGNUM
RESOURCES, INC. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> JUL-31-1996
<PERIOD-END> JUL-31-1996
<CASH> 12,011
<SECURITIES> 0
<RECEIVABLES> 512,350
<ALLOWANCES> (11,701)
<INVENTORY> 1,298,903
<CURRENT-ASSETS> 1,916,063
<PP&E> 3,135,048
<DEPRECIATION> (1,611,465)
<TOTAL-ASSETS> 3,478,034
<CURRENT-LIABILITIES> 1,558,859
<BONDS> 62,621
0
0
<COMMON> 102,523
<OTHER-SE> 1,658,031
<TOTAL-LIABILITY-AND-EQUITY> 3,478,034
<SALES> 6,940,907
<TOTAL-REVENUES> 6,940,907
<CGS> 5,491,706
<TOTAL-COSTS> 5,491,706
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 11,701
<INTEREST-EXPENSE> 33,171
<INCOME-PRETAX> (261,180)
<INCOME-TAX> (15,000)
<INCOME-CONTINUING> (246,180)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (246,180)
<EPS-PRIMARY> (.02)
<EPS-DILUTED> (.02)
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