UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the Quarterly Period Ended May 31, 1996
OR
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Transition Period From ____ to ____
Commission file number 0-27928
NICOLLET PROCESS ENGINEERING, INC.
(Exact name of small business issuer as specified in its charter)
Minnesota 41-1528120
(State or other jurisdiction of (IRS employer identification no.)
incorporation or organization)
420 North Fifth Street, Ford Centre, Suite 1040 (612) 339-7958
Minneapolis, MN 55401 (Issuer's telephone number)
(Address of principal executive offices)
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 days. YES [X] NO [ ]
The number of shares of Common stock, no par value outstanding as of July 10,
1996 was 3,270,325.
INDEX
PART I. FINANCIAL INFORMATION
ITEM DESCRIPTION PAGE(S)
1. FINANCIAL STATEMENTS.
Balance Sheets as of May 31, 1996 (unaudited) and
August 31, 1995................................................... 3
Statements of Operations (unaudited) for the three
months and nine months ended May 31, 1996 and 1995................ 4
Statements of Cash Flows (unaudited) for the three
months and nine months Ended May 31, 1996 and 1995................ 5
Notes to Condensed Financial Statements (unaudited)................. 6
2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS....................... 7
PART II. OTHER INFORMATION
1. LEGAL PROCEEDINGS................................................... 12
6. EXHIBITS AND REPORTS ON FORM 8-K.................................... 12
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
NICOLLET PROCESS ENGINEERING
BALANCE SHEET
MAY 31, 1996 (UNAUDITED) AND AUGUST 31, 1995
5/31/96 8/31/95
ASSETS
CURRENT ASSETS:
CASH & CASH EQUIVALENTS 2,869,194 5,274
NET RECEIVABLES 374,578 453,224
INVENTORIES 295,642 307,755
PREPAID EXPENSES & OTHER ASSETS 48,967 28,513
TOTAL CURRENT ASSETS 3,588,381 794,766
PROPERTY AND EQUIPMENT:
FURNISHINGS & EQUIPMENT, NET 279,193 298,492
LICENSE AGREEMENT 136,012
DEVELOPMENT COSTS 260,940 259,968
OTHER ASSETS 77,663 11,820
---------- ----------
TOTAL ASSETS 4,342,189 1,365,046
========== ==========
LIABILITIES AND SHAREHOLDERS' EQUITY:
CURRENT LIABILITIES:
ACCOUNTS PAYABLE 298,228 854,382
ACCTS PAY.-RELATED PARTIES 21,755
NOTES PAYABLE CURRENT PORTION 16,473 325,863
NOTES PAY. RELATED PARTIES 0 200,000
ACCRUED PAYROLL LIABILITIES 16,926 57,817
ACCRUED LIABILITIES 45,046 96,786
TOTAL CURRENT LIABILITIES 376,673 1,556,603
LONG TERM NOTES 125,428 125,427
CAPITALIZED LEASE OBLIGATION 13,145 13,145
DEFERRED RENT 14,393 19,190
SHAREHOLDERS' EQUITY (DEFICIT):
COMMON STOCK, NO PAR VALUE:
AUTHORIZED SHARES --5,000,000
ISSUED AND OUTSTANDING SHARES--
1,796,830 AT AUGUST 31, 1995
3,270,325 AT MAY 31, 1996 7,663,582 2,368,938
ACCUMULATED DEFICIT (3,851,032) (2,718,257)
---------- ----------
TOTAL SHAREHOLDERS' EQUITY 3,812,550 (349,319)
---------- ----------
TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY 4,342,189 1,365,046
========== ==========
See accompanying notes to financial statements.
NICOLLET PROCESS ENGINEERING
STATEMENT OF OPERATIONS
FOR THE THREE MONTHS AND NINE MONTHS
ENDED MAY 31, 1996 AND 1995
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
5/31/96 5/31/95 5/31/96 5/31/95
<S> <C> <C> <C> <C>
NET SALES 284,239 1,040,548 1,757,475 2,013,456
COST OF SALES 327,141 576,912 1,428,497 1,180,256
---------- ---------- ---------- ----------
GROSS MARGIN (42,902) 463,636 328,978 833,200
OPERATING EXPENSES:
SELLING EXPENSES 172,644 204,197 528,432 461,855
RESEARCH & DEVELOPMENT
EXPENSES 127,157 129,028 284,228 425,498
GENERAL & ADMINISTRATIVE
EXPENSES 240,022 151,494 555,825 408,079
---------- ---------- ---------- ----------
TOTAL OPERATING EXPENSES: 539,823 484,719 1,388,485 1,295,432
---------- ---------- ---------- ----------
OPERATING PROFIT/(LOSS) (582,725) (21,083) (1,059,507) (462,232)
OTHER INCOME/EXPENSES
INTEREST EXPENSE 43,570 7,927 103,974 26,747
INTEREST INCOME (29,581) (439) (30,706) (2,587)
---------- ---------- ---------- ----------
TOTAL OTHER (INC)/EXP 13,989 7,488 73,268 24,160
---------- ---------- ---------- ----------
NET INCOME/(LOSS) (596,714) (28,571) (1,132,775) (486,392)
========== ========== ========== ==========
NET EARNINGS/(LOSS) PER
SHARE (0.21) (0.01) (0.49) (0.26)
WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING 2,899,283 1,997,830 2,329,980 1,869,689
</TABLE>
See accompanying notes to financial statements.
NICOLLET PROCESS ENGINEERING
STATEMENT OF CASH FLOW
FOR THE NINE MONTHS ENDED MAY 31, 1996 AND 1995
(UNAUDITED)
CASH FLOWS FROM OPERATING ACTIVITIES: 5/31/96 5/31/95
NET LOSS (1,132,775) (486,392)
ADJUSTMENTS TO RECONCILE NET
LOSS TO NET CASH USED IN
OPERATING ACTIVITIES:
DEPRECIATION/AMORTIZATION 45,900 35,476
ACCOUNTS RECEIVABLE 78,646 (248,115)
INVENTORIES 12,113 (151,009)
PREPAID EXPENSES (20,454) (28,223)
ACCOUNTS PAYABLE (577,907) 140,206
OTHER CURRENT LIABILITIES 0 (25,316)
ACCRUED LIABILITIES (92,631) (80,170)
---------- ----------
NET CASH USED IN OPERATING ACTIVITIES: (1,687,108) (843,543)
---------- ----------
CASH FLOW FROM INVESTING ACTIVITIES
USED FOR:
TOTAL FIXED ASSETS (26,602) (51,116)
OTHER ASSETS (136,984) (400)
CAPITAL-IN-PROCESS (65,842) 0
---------- ----------
NET CASH USED IN INVESTING ACTIVITIES (229,428) (51,516)
---------- ----------
CASH FLOWS FROM FINANCING ACTIVITIES
PROCEEDS FROM:
COMMON STOCK 5,294,644 731,819
USED FOR
NOTES PAYABLE (505,760) 0
DEFERRED LEASE OBLIGATION (4,798) (4,798)
CAPITALIZED LEASE OBLIGATION (3,630) (6,555)
---------- ----------
NET CASH USED IN FINANCING ACTIVITIES 4,780,456 720,466
---------- ----------
NET INCREASE (DECREASE) IN CASH 2,863,920 (174,593)
CASH BALANCE AT BEGINNING OF PERIOD 5,274 194,741
---------- ----------
CASH BALANCE AT END OF PERIOD 2,869,194 20,148
========== ==========
See accompanying notes to financial statements.
NICOLLET PROCESS ENGINEERING, INC.
Form 10-QSB
May 31, 1996
Notes to Condensed Financial Statements
1. BASIS OF PRESENTATION
The unaudited interim financial statements have been prepared by the
Company in accordance with generally accepted accounting principles,
pursuant to the rules and regulations of the Securities and Exchange
Commission. Accordingly, certain information and footnote disclosures
normally included in financial statements have been omitted or
condensed pursuant to such rules and regulations. The information
furnished reflects, in the opinion of the management of the Company,
all adjustments (of only a normally recurring nature), necessary to
present a fair statement of the results for the interim periods
presented. Operating results for the three and nine month periods ended
May 31, 1996 are not necessarily indicative of the results that may be
expected for the year ended August 31, 1996. The accompanying unaudited
interim financial statements should be read in conjunction with the
financial statements and related notes included in the Company's
Prospectus dated March 10, 1996.
2. NET LOSS PER SHARE
Net loss per share is computed by dividing the net loss for the period
by the weighted average number of shares of common stock outstanding
during the period after giving effect for additional shares as
calculated under the rules of the Securities and Exchange Commission
Staff Accounting Bulletin number 83. Common equivalent shares
representing stock warrants and options were excluded in all periods
presented due to their anti-dilutive effect.
3. INITIAL PUBLIC OFFERING
On March 19, 1996 the Company completed an initial public offering of
1,000,000 shares of newly issued common stock which raised $3,639,000
net of expenses. On May 6, 1996 the overallotment was exercised for
171,215 additional shares which raised $688,000. The price per share
was $4.625.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
THIS FORM 10-QSB CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS. FOR THIS
PURPOSE, ANY STATEMENTS CONTAINED IN THIS FORM 10-QSB THAT ARE NOT STATEMENTS OF
HISTORICAL FACT MAY BE DEEMED TO BE FORWARD-LOOKING STATEMENTS. WITHOUT LIMITING
THE FOREGOING, WORDS SUCH AS "MAY," "WILL," "EXPECT," "BELIEVE," "ANTICIPATE,"
"ESTIMATE" OR "CONTINUE" OR THE NEGATIVE OR OTHER VARIATIONS THEREOF OR
COMPARABLE TERMINOLOGY ARE INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS.
THESE STATEMENTS BY THEIR NATURE INVOLVE SUBSTANTIAL RISKS AND UNCERTAINTIES,
AND ACTUAL RESULTS MAY DIFFER MATERIALLY DEPENDING ON A VARIETY OF FACTORS,
INCLUDING THOSE DESCRIBED UNDER THE CAPTION "IMPORTANT FACTORS TO CONSIDER."
OVERVIEW
Nicollet Process Engineering, Inc. (the "Company") designs,
manufacturers, markets and supports process monitoring and control systems (the
"NPE Monitoring and Control System"), client/server software at the host level
(the "NPE Host Level Software") and machine diagnostic tools (the "Machine
Capability Analyzer") for the die casting and plastic injection molding
industries. The Company's strategy, beginning with its inception in 1985, has
been to develop industry-specific monitoring and control systems to better
control the production process and to provide information access to all levels
of management throughout an enterprise. The Company introduced its DOS based NPE
Process Monitoring and Control System first into the die casting industry and,
in 1994, expanded into the plastic injection molding industry with a Windows(TM)
based version of the NPE Process Monitoring and Control System. The Company
developed software capabilities at the client/server level in 1994. During 1995,
the Company introduced Windows(TM) based versions of its products into the die
casting industry. The emphasis of existing sales of the Company's products are
the Windows(TM) based versions, although the Company continues to offer DOS
based products.
Revenues are generated from the sale of the Company's NPE Systems and
the sale of the MCA. Revenues for these products generally are recognized upon
shipment to the customer. The Company also separately charges for installation,
training, service and support. Revenues related to installation and training are
recognized as the services are performed. Revenues related to service and
support arrangements are recognized ratably over the life of the agreement. The
Company also offers a one year warranty on certain components of its products.
The warranty on any purchased hardware is provided by the original hardware
vendor. Warranty costs incurred by the Company have been negligible to date and
are not expected to be significant in the future.
The Company expenses all software development costs as incurred until
technological feasibility has been established for the product, at which time
the costs are capitalized until the product is available for general release to
customers. The cost of purchased software is capitalized if the software meets
the technological feasibility requirements. During fiscal 1994 and 1995 and the
first quarter of fiscal 1996, the Company has expensed substantially all
software development costs. In August 1995, the Company acquired the core
technology for its Windows(TM) based software for the die casting industry. The
Company capitalized the cost of this purchased software as of August 31, 1995
because the software met the technological feasibility requirements at the time
of purchase.
RESULTS OF OPERATIONS
THREE MONTHS & NINE MONTHS ENDING MAY 31, 1996
COMPARED TO THREE MONTHS & NINE MONTHS ENDING MAY 31, 1995
NET SALES. Net sales decreased 73% to $284,239 in the three months
ended May 31, 1996 compared to $1,040,548 in the three months ended May 31,
1995. Sales for the nine months ended May 31, 1996 decreased 13% to $1,757,475
compared to $2,013,456 for the prior year period. Die casting sales decreased
78% to $215,041 for the three months ended May 31, 1996 compared to $959,175 for
the prior year period. For the nine months ended May 31, 1996 die casting sales
decreased 50% to $796,734 compared to $1,603,651 for the prior year period.
Plastics sales decreased 15% percent to $69,198 for the three month period ended
May 31, 1996 compared to $81,353 for the prior year period. For the nine months
ended May 31, 1996 plastics sales increased 134% to $960,741 compared to
$409,805 for the prior year period. The decrease in sales, relating to the die
cast product, both for the quarter and nine months ending May 31, 1996, is
primarily the result of a technical delay the Company has been experiencing in
releasing its new Windows(TM) based Die Casting product which has slowed the
release to market. The technical problems related to board development are now
resolved, and the new product will be available first quarter 1997. The decrease
in Plastics sales for the quarter is due primarily to training new personnel and
developing their market areas. The significant increase in plastics sales for
the nine months ending May 31, 1996 is due to the final shipments and
installations of large orders.
GROSS MARGINS. The gross loss was 4% of revenues in the three months
ended May 31, 1996 compared to a gross profit of 45% of revenues for prior year
period. Gross profit for the nine months ended May 31, 1996 decreased to 20%
compared to 41% for the prior year period. The decrease in gross margins, as
percent of sales, and in absolute dollar values in the three months ended May
31, 1996 is largely due to decreased sales, partially offset by the ongoing
costs relating to installation, service and training for initial implementations
of large systems in the plastics division. The absolute dollar decrease for the
nine months ended May 31, 1996, was due to ongoing cost incurred relating to
installation, service and training for initial implementations of large systems
in the plastics division.
SALES AND MARKETING EXPENSES. Sales and marketing expenses decreased
15% to $172,644 for the three months ended May 31, 1996 from $204,197 for the
prior year period. Expenditures through nine months ending May 31, 1996
increased 14% to $548,432, or 31% of sales compared to $461,855 or 23% for the
prior year period. The decrease for the quarter is the result of decreased
commission expense related to the lower sales volume partially offset by
additions to the sales force in April, 1996. The increase in the nine months is
due to the additions to the sales force in September, 1995 and increased
expenses for trade shows and related travel partially offset by decreased
commission expense as a result of lower sales.
RESEARCH AND DEVELOPMENT EXPENSES. Research and Development expenses
for the three months ending May 31, 1996 were $127,157 compared to $129,028 for
the prior year period. For the nine months ended May 31, 1996 expenses decreased
33% to $284,228 compared to $425,498 for the prior year period. This decrease
was primarily due to capitalization of cost involved in the final phases of the
Windows(TM) based die casting product.
GENERAL AND ADMINISTRATIVE EXPENSES. General and administrative
expenses increased 58% to $240,022 in the three months ended May 31, 1996 and
increased 36% to $555,825 for the nine months ended May 31, 1996, compared to
$151,494 and $408,078 respectively for the prior periods ended May 31, 1995. The
increases in general and administrative expenses were due to increased personnel
cost, international market development expenses, and costs connected with
establishing a direct sales force in international markets.
INTEREST INCOME. Interest income increased to $29,581 in the three
months ended May 31, 1996 compared to $439 for the prior year period. For the
nine months ended May 31, 1996, interest income was $30,706 compared to $2,587
for the prior year period. This increase was due to short term investment of
funds from the initial public offering ("IPO") completed March 19, 1996.
INTEREST EXPENSE. Interest expense increased to $43,570 for the three
months ended May 31, 1996, and $103,974 for the nine months ended May 31, 1996.
This compares to $7,927 and $26,747 for the prior year periods. This increase
was due to amortized interest from financing activities related to line of
credit with Republic Acceptance Corporation, bridge financing associated with
the IPO, and loans to related parties. These notes were paid off by proceeds
from the IPO.
NET LOSS. The net loss was $596,714 or $0.21 per share for the three
months ended May 31, 1996, compared to a loss of $28,571 and $0.01 per share for
the prior year period. The loss for the nine months ended May 31, 1996 was
$1,132,775 or $0.49 per share compared to a loss of $486,392 and $0.26 per share
for the prior year period. This increased loss was due to the low sales volume
and added expenses in selling and general & administrative expenses.
LIQUIDITY AND CAPITAL RESOURCES
In March 1996, the Company completed an initial public offering of
1,000,000 shares of common stock. In May, 1996, the underwriter exercised its
overallotment option to purchase an additional 171,215 shares of common stock.
The net proceeds to the Company from the public offering was approximately $4.3
million. The Company's common stock is quoted on the Nasdaq SmallCap Market
under the symbol "NPET."
Net cash used in operating activities was $1,687,108 and $843,543 in
the nine months ended May 31, 1996 and 1995, respectively. The cash used was
primarily to reduce accounts payable by $577,907 and to pay off of current noted
payable totaled $505,760. Net cash used in investing activities was $229,428 and
$51,516 in the nine months ended May 31, 1996 and 1995, respectively. Net cash
provided by financing activities was $4,780,456 and $720,466 in the nine months
ended May 31, 1996 and 1995, respectively.
The Company anticipates capital expenditures of approximately $60,000
through year end related to additional space for their Research & Development
facilities.
With the proceeds of the initial public offering, the Company believes
that sufficient liquidity is available to satisfy its working capital needs at
least through June 1997.
IMPORTANT FACTORS TO CONSIDER
The following factors are important and should be considered carefully
in connection with any evaluation of the Company's business, financial
condition, results of operations and prospects.
HISTORY OF LOSSES; UNCERTAINTY OF FUTURE RESULTS; GOING CONCERN
UNCERTAINTY. To date, the Company has incurred continuing operating losses. The
Company is dependent on increasing its revenue base to achieve profitability.
Expenses will also increase as the Company begins to increase its sales and
marketing activities. The Company's results of operations will depend upon
numerous factors, including market acceptance of the Company's products, the
level of pricing and product competition and the Company's ability to
manufacture and market its products efficiently and competitively.
DEPENDENCE UPON PLASTIC INJECTION MOLDING AND DIE CASTING INDUSTRIES.
Currently, the Company's products are designed only for the die casting and
plastic injection molding industries. Each of these industries is characterized
by fluctuations in manufacturing capacity and pricing and gross margin
pressures. Segments of these industries have from time to time experienced
significant economic downturns characterized by decreased product demand,
production over-capacity, price erosion, work slowdowns and layoffs.
Historically, the die casting industry has been deeply affected by economic
cycles and tends to be characterized by quick declines at the very beginning of
a downturn and gradual recoveries very late in the cycle. Accordingly, the
Company's sales efforts to the die casting market are also subject to downturns
in the economy. Unlike the die casting industry, the plastic injection molding
industry historically has grown steadily in recent years, even through downturns
in the economic cycle. Since 1994, however, when the Company entered the plastic
injection molding industry, there have been no economic downturns as reflected
by industry revenues which would enable the Company to gauge its impact on
sales. The Company's operations may in the future reflect substantial
fluctuations from period to period as a consequence of such industry patterns,
general economic conditions affecting the timing of orders from major customers,
and other factors affecting capital spending. There can be no assurance that
such factors will not have a material adverse effect upon the Company's
business, operating results and financial condition.
TECHNOLOGICAL OBSOLESCENCE. The market for the Company's products is
characterized by rapid technological advances, evolving industry standards,
changes in end-user requirements and frequent new product introductions and
enhancements. The introduction of products embodying new technologies and the
emergence of new industry standards could render the Company's existing products
and products currently under development obsolete and unmarketable. The
Company's future success will depend upon its ability to enhance its current
products and to develop and introduce new products that keep pace with
technological developments, respond to evolving end-user requirements and
achieve market acceptance. Any failure by the Company to anticipate or respond
adequately to technological developments or end-user requirements, or any
significant delays in product development or introduction, could result in a
loss of competitiveness or revenues. Furthermore, the Company may not have
sufficient financial resources to maintain research and development capabilities
and, consequently, to maintain its technology position. Even though NPE's
products have been designed to incorporated the latest technology, some of the
Company's competitors have greater financial resources and larger research and
development staffs than the Company and accordingly may have greater
capabilities to adapt their products to technological changes.
LIMITED MARKETING EXPERIENCE. A key element of the Company's business
strategy is to promote the sale of its products by significantly expanding its
sales and marketing efforts. To date, the Company has had limited resources for
sales and marketing activities and has primarily sold its products through its
independent representative organizations and a limited direct sales force. NPE
has not had sufficient resources to develop marketing materials and programs or
to adequately train its independent representative organizations, which
currently provide most of the Company's sales efforts in the plastic injection
molding industry. There can be no assurance that the Company's proposed
marketing materials and programs and its proposed training program for its sales
force will result in increased and more successful sales activity, or that the
Company will be able to develop an effective sales force.
LENGTHY SALES CYCLES. The Company's NPE System is subject to a long
sales cycle, lasting from approximately eight to twelve months or longer.
Accordingly, this cycle may result in delays in realizing increased revenues for
the sale of the NPE System.
GROWTH REQUIREMENTS. In addition to the Company's efforts to grow its
existing core business, future growth of the Company will also depend on, among
other things, the successful development of the NPE System's interface
capabilities with a customer's computer based information management systems,
the Company's ability to develop products for different industries and the
Company's ability to gain market acceptance for its products in new geographic
areas. In order to expand into additional industries, the Company must obtain
necessary industry-specific knowledge and successfully design new products
specific to the new industries. In order to enter new geographical markets, the
Company must successfully develop effective distribution channels, product
recognition and product and customer support capabilities. All of these
requirements present significant risks as discussed herein, and may require
additional investment by the Company. To date, the Company has not begun any
expansion into industries other than die casting and plastic injection molding.
No assurance can be given that the Company will be able to successfully manage
or generate necessary funding for these aspects of its business or adequately
monitor and control the additional costs and expenses associated with growth.
COMPETITION. The markets for the Company's products are highly
competitive. Several companies offer lower cost products that compete with the
Company's products. Many of the Company's competitors and potential competitors
include a number of established companies that have significantly greater
financial, technical and marketing resources than the Company. There can be no
assurance that such competitors will not develop products that are superior to
the Company's products or that achieve greater market acceptance. There is no
assurance that the Company will be able to compete successfully against current
and future sources of competition or that the competitive pressures faced by the
Company will not adversely affect its financial performance.
VARIABILITY OF QUARTERLY OPERATING RESULTS. The Company's operating
results can vary substantially from quarter to quarter due to various factors,
including among others: the size and timing of customer orders; lengthy sales
cycles for its NPE System; the buying patterns of manufacturers in the Company's
target markets; delays in the introduction of products or product upgrades by
the Company or by other providers of hardware and software components; customer
order deferrals in anticipation of new products; market acceptance of new
products; reduction in demand for existing products; changes in operating
expenses; and general economic conditions. Currently, the Company is
experiencing some customer order deferrals in anticipation of the release of its
new Windows(TM) based die casting product. There can be no assurance that future
product upgrades and resulting customer order deferrals will not impact its
quarterly operating results.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
On June 10, 1996, the Company and Mark T. Georgantas, d/b/a Total
Control Systems, the Company's former distributor, were sued in the Superior
Court of California, County of Orange, by IMACC Corporation, d/b/a Industrial
Molding Corporation ("IMACC") for breach of contract, negligence and other
miscellaneous claims. The plaintiff alleges that it paid both the Company and
its former distributor for the purchase of one of the Company's NPE Process
Monitoring and Control Systems resulting in an overpayment of approximately
$80,000. The plaintiff seeks return of the approximately $80,000 plus interest
and other damages. Management is exploring settlement options with IMACC
including the possible installation of a new product at IMACC's facility at a
reduced price.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) Exhibit 27.1 Financial Data Schedule.
(b) No reports were filed on Form 8-K during the quarter for
which this report was filed.
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 thereunto duly authorized.
NICOLLET PROCESS ENGINEERING, INC.
Dated: July 12, 1996 By: \s\Robert A. Pitner
Robert A. Pitner
President and Chief Executive Officer
By: \s\Lanny I. Kurysh
Lanny I. Kurysh
Chief Financial and Operating Officer
(principal financial officer)
Exhibit Index
Exhibit No. Description Location
27.1 Financial Data Schedule..................filed electronically
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
STATEMENTS OF OPERATIONS AND THE BALANCE SHEET AND IS QUALIFIED IN ITS ENTIRETY
BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> AUG-31-1996
<PERIOD-START> SEP-01-1995
<PERIOD-END> MAY-31-1996
<CASH> 95
<SECURITIES> 2,869,099
<RECEIVABLES> 390,468
<ALLOWANCES> (15,890)
<INVENTORY> 295,642
<CURRENT-ASSETS> 3,588,381
<PP&E> 546,153
<DEPRECIATION> 266,959
<TOTAL-ASSETS> 4,342,189
<CURRENT-LIABILITIES> 376,673
<BONDS> 0
0
0
<COMMON> 7,663,582
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 4,342,189
<SALES> 1,757,475
<TOTAL-REVENUES> 1,757,475
<CGS> 1,428,497
<TOTAL-COSTS> 1,428,497
<OTHER-EXPENSES> 1,388,485
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 103,974
<INCOME-PRETAX> (1,132,775)
<INCOME-TAX> 0
<INCOME-CONTINUING> (1,132,775)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (1,132,775)
<EPS-PRIMARY> (.49)
<EPS-DILUTED> (.49)
</TABLE>
