UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(B) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED: MAY 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO ECTION 13 AND 15(D) OF THE
SECURITES EXCHANGE ACT OF 1934
Commission file: No. 33-94644
MINN-DAK FARMERS COOPERATIVE
(Exact named of registrant as specified in its charter)
North Dakota 23-7222188
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7525 Red River Road
Wahpeton, North Dakota 58075
(Address of principal (Zip Code)
executive offices)
(701) 642-8411
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report)
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, and (2) has been subject to such filing requirements
for the past 90 days.
YES __X__ NO _____
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Outstanding at
Class of Common Stock May 31 , 1996
$250 Par Value 483
PART I. FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
MINN-DAK FARMERS COOPERATIVE
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS)
(UNAUDITED)
THREE MONTHS ENDED NINE MONTHS ENDED
MAY 31, 1996 MAY 31, 1996
MAY 31, 1995 MAY 31, 1995
------------------------------ ------------------------------
1996 1995 1996 1995
------------- ------------ ------------ ------------
<S> <C> <C> <C> <C>
REVENUE:
From sales of sugar, by-products, Fibrex, yeast
and resale commodities, net of discounts $ 21,603 $ 29,366 $ 110,082 $ 128,461
Other income 470 454 438 319
------------- ------------ ------------ ------------
22,073 29,820 110,520 128,779
------------- ------------ ------------------------------
EXPENSES:
Production costs of sugar, by-products, Fibrex,
yeast and resale commodities sold 6,916 6,886 26,200 26,440
Marketing (includes freight and storage) 5,225 5,192 15,920 14,169
General and administrative 1,137 940 3,267 3,034
Interest 826 961 2,640 2,289
(Gain) loss on disposition of property and equipment 0 36 10 93
------------- ------------ ------------ ------------
14,104 14,015 48,037 46,026
------------- ------------ ------------ ------------
NET PROCEEDS RESULTING FROM MEMBER AND
NONMEMBER BUSINESS $ 7,969 $ 15,802 $ 62,483 $ 82,754
============= ============ ============ ============
DISTRIBUTION OF NET PROCEEDS:
Credited to members' investment:
Components of net income:
Income (loss) from non-member business $ 385 (224) $ 764 $ (274)
Patronage income (2,423) 282 8,103 8,541
------------- ------------ ------------ ------------
Net income (2,038) 58 8,867 8,267
Unit retention capital 0 0 729 818
------------- ------------ ------------ ------------
Net credit to members' investment (2,038) 58 9,596 9,085
Payments to members for sugarbeets, net of unit
retention capital 10,007 15,744 52,887 73,669
------------- ------------ ------------ ------------
NET PROCEEDS RESULTING FROM MEMBER AND
NONMEMBER BUSINESS $ 7,969 $ 15,802 $ 62,483 $ 82,754
============= ============ ============ ============
</TABLE>
See Notes to Consolidated Financial Statements.
<TABLE>
<CAPTION>
MINN-DAK FARMERS COOPERATIVE
CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
(IN THOUSANDS)
MAY 31, 1996 AUGUST 31, 1995
ASSETS (UNAUDITED) (AUDITED)
------------- ------------
<S> <C> <C>
CURRENT ASSETS:
Cash $ 11,209 $ 287
------------- ------------
Receivables:
Trade accounts 10,305 11,165
Growers and other 3,669 2,250
------------- ------------
13,973 13,415
------------- ------------
Advances to affiliate 2,270 731
------------- ------------
Inventories:
Refined sugar, pulp and molasses to be sold
on a pooled basis 33,316 15,660
Nonmember refined sugar 3 110
Yeast 90 91
Materials and supplies 3,808 4,217
New crop beets 0 0
------------- ------------
37,218 20,078
------------- ------------
Deferred charges 803 940
------------- ------------
Prepaid expenses 3,486 2,220
------------- ------------
Property and equipment available for sale 812 819
------------- ------------
Total current assets 69,771 38,490
------------- ------------
PROPERTY, PLANT AND EQUIPMENT:
Land and land improvements 10,383 10,168
Buildings 19,464 19,245
Factory equipment 61,831 59,458
Other equipment 1,836 1,852
Construction in progress 18,741 6,047
------------- ------------
112,255 96,770
Less accumulated depreciation (47,835) (45,687)
------------- ------------
64,420 51,083
------------- ------------
OTHER ASSETS:
Investment in stock of other corporations, unconsolidated
marketing subsidiaries and other cooperatives 11,238 6,239
Deferred income taxes 3,450 3,450
Other 1,070 729
------------- ------------
15,758 10,418
------------- ------------
See Notes to Consolidated Financial Statements. $ 149,950 $ 99,991
============= ============
</TABLE>
<TABLE>
<CAPTION>
MINN-DAK FARMERS COOPERATIVE
CONDENSED CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
(IN THOUSANDS)
MAY 31, 1996 AUGUST 31, 1995
(UNAUDITED) (AUDITED)
------------ ------------
LIABILITIES AND MEMBERS' INVESTMENT
<S> <C> <C>
CURRENT LIABILITIES:
Short-term notes payable $ 26,989 $ 13,877
------------ ------------
Current portion of long-term debt 2,413 2,429
------------ ------------
Accounts payable:
Trade 4,632 3,113
Growers 10,724 6,506
------------ ------------
15,355 9,619
------------ ------------
Advances from affiliate 2,477 1,064
------------ ------------
Accrued liabilities 1,731 2,206
------------ ------------
Total current liabilities 48,965 29,195
LONG-TERM DEBT, NET OF CURRENT PORTION 22,314 25,840
LONG TERM BOND PAYABLE 12,000 0
OTHER 705 882
COMMITTMENTS AND CONTINGENCIES 0 0
------------ ------------
Total liabilities 83,983 55,917
------------ ------------
MINORITY INTEREST IN EQUITY OF SUBSIDIARY 273 82
------------ ------------
MEMBERS' INVESTMENT:
Preferred stock:
Class A - 100,000 shares authorized, $105 par value; 52,000 shares
issued and outstanding at August 31, 1995
and 58,525 at May 31, 1996 6,145 5,460
Class B - 100,000 shares authorized, $75 par value;
52,000 shares issued and outstanding at August 31, 1995
and 58,525 at May 31, 1996 4,389 3,900
Class C - 100,000 shares authorized, $76 par value;
52,000 shares issued and outstanding at August 31, 1995
and 58,525 at May 31, 1996 4,448 3,952
------------ ------------
14,982 13,312
Common stock, 600 shares authorized on May 31, 1996 and 440 shares
authorized on August 31, 1995, $250 par value; issued and outstanding,
483 shares at May 31, 1996,
and 346 shares at August 31, 1995 121 87
Paid in capital in excess of par value 10,401 0
Unit retention capital 6,151 5,421
Qualified allocated patronage 4,646 4,646
Nonqualified allocated patronage 29,260 21,157
Retained earnings (deficit) 133 (631)
------------ ------------
65,694 43,992
------------ ------------
See Notes to Consolidated Financial Statements. $ 149,950 $ 99,991
============ ============
</TABLE>
<TABLE>
<CAPTION>
MINN-DAK FARMERS COOPERATIVE
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
NINE MONTHS ENDED
MAY 31, 1996
MAY 31, 1995
-----------------------------
1996 1995
------------ ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Income allocated to members' investment $ 8,867 $ 8,267
Add (deduct) noncash items:
Depreciation and amortization 2,194 2,139
Equipment disposals - loss 10 93
Retention of nonqualified unit retains 730 818
Changes in operating assets and liabilities:
Accounts receivable and advances (2,097) (2,447)
Inventory and prepaid expenses (18,399) (40,329)
Deferred charges 137 268
Other assets (341) 4
Accounts payable, advances, and accrued liabilities 8,961 14,194
------------ ------------
NET CASH (USED IN)/PROVIDED BY OPERATING ACTIVITIES 62 (16,993)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from disposition of property, plant and equipment 3 1
Capital expenditures (15,666) (5,992)
Investment in stock of other corporations, unconsolidated
marketing subsidiaries and other cooperatives (4,999) (907)
Minority interest in equity of subsidiaries 191 (68)
------------ ------------
NET CASH USED IN INVESTING ACTIVITIES (20,472) (6,967)
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from issuance of short-term debt 13,112 27,440
Payment of long-term debt (5,543) (2,020)
Payment of unit retains and allocated patronage (2,493) (2,997)
Issuance of long-term debt 2,000 10,000
Issuance of stock 12,105 1
Issuance of long term tax-exempt bonds 12,150 0
------------ ------------
NET CASH PROVIDED BY FINANCING ACTIVITIES 31,331 32,424
------------ ------------
NET INCREASE (DECREASE) IN CASH 10,922 8,464
CASH, BEGINNING OF YEAR 287 795
------------ ------------
CASH, END OF YEAR $ 11,209 $ 9,257
============ ============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash payments for:
Interest $ 2,646 $ 1,387
============ ============
Income taxes, net of refunds $ 33 $ 3
============ ============
</TABLE>
See Notes to Consolidated Financial Statements.
MINN-DAK FARMERS COOPERATIVE
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(1) The condensed consolidated financial statements at May 31, 1996 and for the
three- and nine-month periods then ended are unaudited and reflect all
adjustments (consisting only of normal recurring adjustments) which are, in
the opinion of management, necessary for a fair presentation of the
financial position and operating results for the interim periods. The
condensed consolidated financial statements should be read in conjunction
with the consolidated financial statements and notes thereto, together with
the management's discussion and analysis of the financial condition and
results of operations contained in the Company's Annual Report to
Stockholders previously submitted in the Company's Annual Report for the
fiscal year ended August 31, 1995 in a special financial report pursuant to
rule 15d-2 of the Securities Exchange Act of 1934 on form 10-K. The results
of operations for the three and nine months ended May 31, 1996 are not
necessarily indicative of the results for the entire fiscal year ending
August 31, 1996.
(2) The Company completed the sale of solid waste disposal revenue and
industrial development revenue bonds through Richland County, North Dakota,
the county within which the Company is located. The revenue bonds are low
interest, tax-exempt bonds used for financing the purchase of qualified
environmental and other equipment used by the Company in its strategic plan
to increase the processing capacity of its plant. The bond sale totaled
$12.0 million, with such proceeds affecting cash/short term investments and
long term bonds payable for the reporting period. The repayment of the
bonds are being amortized evenly over a twelve year period, starting the
fourth year from the issuance of the bonds.
(3) The Company has committed to a three year capital expansion plan starting
in 1995. The Property, Plant and Equipment totals for August 31, 1995 and
May 31, 1996 reflect the completion of a portion of that expansion work as
well as construction in progress on additional such work. Total additional
spending for regular and expansion capital expenditures at May 31, 1996 is
$15.6 million.
(4) Other Assets reflect the Company's commitment to investing in the other
companies that are strategic to its operations. A total of $5.0 million was
invested between August 31, 1995 and May 31, 1996. Of that total, $3.9
million was invested in ProGold, LLC and $ .6 million was invested in
United Sugars Corporation, Inc. ProGold, LLC is a company which is building
a high fructose corn sweetener plant, of which the Company is a 5% owner.
United Sugars Corporation, Inc. is a sweetener marketing company which is
jointly owned by the Company and two other beet sugar cooperatives. United
Sugars Corporation owns sugar storage, packaging and handling assets used
for the storage and sale of sugar for its owners.
(5) In December, 1995 the Company completed the sale of 20,200 new share units
(each unit consists of one share of Class A Preferred stock, one share of
Class B Preferred stock and one share of Class C preferred stock). Each
shareholder who purchased the new share units subscribed to purchase the
units over a three year period beginning in 1996 at a price of $1,850 per
share unit. The par value of the share units is $256. The first 32% of the
shares were purchased by shareholders in January, 1996 at a price of $12.1
million. The excess of the difference between the selling price of the
shares of $1,850 and the par value of $256 is shown as a new line item in
the Balance Sheet called Paid in Capital in Excess of Par Value, and at May
31, 1996 shows a balance of $10.4 million.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION
FOR THE NINE MONTHS ENDED MAY 31, 1996 AND 1995
RESULTS OF OPERATIONS
Three Months Ended May 31, 1996 and 1995
NET REVENUES. Net Revenues for the three months ended May 31, 1996 totaled
$22.073 million, a decrease of $7.747 million or 26% less from the prior fiscal
year third quarter revenues. Sales of sugar decreased $1.586 million or 4% from
prior fiscal year third quarter revenues, 2% as a result of less volume shipped
and 2% due to a lower delivered price. By-product sales of beet pulp and beet
molasses decreased $1.273 million or 29% from the prior fiscal year third
quarter revenues, mostly due to lower volumes shipped. The lower volumes shipped
is a function of seasonal shipping patterns and lower production volumes
resulting from a 1995 beet crop that was 10% smaller than the 1994 beet crop.
Other sales increased $0.854 million or 86% from prior fiscal year third quarter
revenues, mostly due to higher sales volume for the yeast product sold by the
Company's yeast subsidiary operation.
The other factor that affected the change in the Company's three months net
revenues compared to the same period in 1995 had to do with valuing finished
goods inventories at net realizable value (NRV). Each year's beet crop is valued
and paid to each shareholder/grower on the basis of the value of the products
(sugar, beet pulp and beet molasses) that are produced from that crop. Almost
all of the products produced from each beet crop are sold within the Company's
fiscal year. Whatever small amount of inventory is left unsold at the end of the
Company's fiscal year is valued at NRV so the crop year can be closed at the
same time as the fiscal year. Doing so means only one beet crop to track each
fiscal year, which practically and administratively is easier for the Company
and its shareholder/growers. The NRV adjustment for finished goods inventory for
the Company's three months ended May 31, 1996 totaled $(1.612) million, an
increase of $(1.532) million for same period of the prior fiscal year. The
increase is a result of a lower physical inventory of sugar in the Company's
three month period.
COST OF REVENUES. Production costs of sugar, by-products and other totaled
$6.916 million for the Company's three months ended May 31, 1996, or $0.03
million less than for the same period in 1995. Production costs were down as
expected because the length of the production season was down. This was due to
less tons of the raw material, sugar beets, available from the 1995 crop
harvest. The sugar beets were of poorer quality as well, which made for higher
unit production costs.
MARKETING COSTS. Marketing and sales costs total $5.225 million for the
Company's three months ended May 31, 1996, a decrease of $0.033 million for the
same period in 1995. The decrease is due primarily to the decrease in the volume
of sugar and by-products sold.
INTEREST COSTS. Interest costs total $0.826 million for the Company's three
months ended May 31, 1996, a decrease of $ 0.135 million for the same period in
1995. The interest costs are less due to a lower volume of sugar inventory this
period versus last. A lower sugar inventory means increased cash flow from
operating activities, and thus less short term borrowing needs.
In the section Distribution of Net Proceeds, Payments to members for sugarbeets,
net of unit retention capital, totaled $10.007 million for the Company's three
months ended May 31, 1996. That is $5.737 million less than the same period for
the preceding year. The value of the estimated payment to shareholder/growers
for fiscal year 1995-1996 (the 1995 beet crop) is estimated to be 28% less than
that of the prior crop year due to fewer harvested tons of beets, lower quality
and, therefore, lower total payment for beets.
Nine Months Ended May 31, 1996 and 1995
NET REVENUES. Net Revenues for the nine months ended May 31, 1996 totaled
$110.520 million, a decrease of $18.259 million or 14% from the prior fiscal
year nine month revenues. Sales of sugar, by-products (beet pulp and beet
molasses) and other increased $4.302 million or 5%. Sugar sales increased $5.036
million or 7%. Sugar sales in the 1996 period were up due to heavy shipping
demands from customers, while for the same period in 1995 shipping was below
average do to the implementation of marketing allotments/allocations by the
United States Department of Agriculture (USDA) within the sugar policy of the
1995 farm program. By-products and other sales decreased $0.742 million or 5%
due to a lower volume of sales, offset somewhat by a higher net selling price
and higher sales volume for the Company's yeast subsidiary operation.
Another factor contributing to the decrease in net revenues stems from the
increase or decrease in finished goods inventories. Finished goods inventories
increased $10.629 million for the period ending May 31, 1996 or 70% less than
for the same period in 1995 when the total increase was $35.357 million. The
decrease in the current period of $24.728 million is due mostly to the
difference in the increase in value of sugar inventory at May 31, 1996 which was
$10.411 million, compared to the increase in sugar inventory for the same period
ending in May, 1995 of $35.307 million. The differences reflect a heavier sugar
shipping schedule and less sugar production (a function of less quality in the
sugar beet raw materials). By-products and other finished goods inventory values
were, as a whole, about the same.
Finally, the other factor that affected the change in the Company's nine months
net revenues compared to the same period in 1995 had to do with valuing finished
goods inventories at net realizable value (NRV). Each year's beet crop is valued
and paid to each shareholder/grower on the basis of the value of the products
(sugar, beet pulp and beet molasses) that are produced from that crop. Almost
all of the products produced from each beet crop are sold within the Company's
fiscal year. Whatever small amount of inventory is left unsold at the end of the
Company's fiscal year is valued at NRV so the crop year can be closed at the
same time as the fiscal year. Doing so means only one beet crop to track each
fiscal year, which practically and administratively is easier for the Company
and its shareholder/growers. The NRV adjustment for finished goods inventory for
the Company's nine months ended May 31, 1996 totaled $7.025 million, an increase
of 41% or $2.058 million more than the NRV adjustment in same period of the
prior fiscal year. The increase is a result of higher selling prices for
products sold in the Company's nine month period, offset some by the lower
physical inventory of sugar for the same period.
COST OF REVENUES. Production costs of sugar, by-products and other totaled
$26.200 million for the Company's nine months ended May 31, 1996, or $ .200
million less than for the same period in 1995. The total production costs are
similar in dollars but finished goods volumes produced from the 1996 processing
season are 23% less for sugar and 10% less for by-products than the 1995
processing season, as the raw material, sugar beets, was harvested with lower
quality and fewer total tons. The lower quality of the sugar beets resulted in
higher per unit operating costs, and therefore similar total production costs.
MARKETING COSTS. Marketing and sales costs total $15.920 million for the
Company's nine months ended May 31, 1996, an increase of $1.751 million for the
same period in 1995. The increase is due primarily to the increase in the volume
of sugar sold, but also includes additional storage costs for the current period
as a result of warehousing sugar off-site. The sugar stored off-site was a
result of the Company's inability to market sugar that was being withheld from
the market because of the marketing allotment/allocation provisions instituted
by USDA within the sugar policy of the 1995 farm bill.
INTEREST COSTS. Interest costs total $2.640 million for the Company's nine
months ended May 31, 1996, an increase of $0.351 million.
In the section Distribution of Net Proceeds, Payments to members, net of unit
retention capital total $52.887 million for the Company's nine months ended May
31, 1996. That is $20.782 million less than the same period for the preceding
year. The value of the estimated payment to shareholder/growers for fiscal year
1995-1996 (the 1995 beet crop) is estimated to be 28% less than that of the
prior crop year due to fewer harvested tons of beets, lower quality and,
therefore, a lower total payment for beets.
LIQUIDITY AND CAPITAL RESOURCES
Minn-Dak Farmers Cooperative operates as a Cooperative and, as such, payments
for member delivered sugarbeets, which is the principal raw product used in the
production of sugar and by-products it sells, is subordinated to all member
business expenses. Cash payments to members for the delivery of their sugarbeets
are spread out over one year's time starting with the delivery of the crop and
are net of unit retains allocated to them. Also, the Cooperative has the option
to use part of the member payments to finance working capital needs, and if such
proceeds are withheld, they are referred to as patronage dividends or net
margins. This member financing arrangement may result in an additional source of
liquidity and would reduce outside financing requirements in comparison to a
similar business operated on a non-cooperative basis.
In addition, because sugar and by-products are sold throughout the year while
the processing and production of those products are done on a seasonal basis,
substantial amounts of outside financing are needed on both a seasonal and
long-term basis to fund such operations. The majority of such financing has been
provided by the St. Paul Bank for Cooperatives and through the United States
Department of Agriculture's Commodity Credit Corporation as part of the Sugar
Title within the current 1990 Farm Bill. Minn-Dak's financing arrangement with
St. Paul Bank for Cooperatives is through a short-term line of credit and
through a long-term loan agreement. For 1995 Minn-Dak's short term line of
credit with the St. Paul Bank for Cooperatives totaled $35 million. Short term
loans with the Commodity Credit Corporation are secured through Minn-Dak's sugar
inventories, of which the unit values for the sugar are determined through the
Sugar Title of the Farm Bill. The various loan agreements between the St. Paul
Bank for Cooperatives and Minn-Dak obligate Minn-Dak to maintain or achieve
certain amounts of working capital and certain financial ratios, as well as
imposing other restrictions. As of May 31, 1996 Minn-Dak was in compliance with
its loan agreements with the bank, solid waste disposal revenue bonds, and
industrial development revenue bonds.
For the nine months ended May 31, 1996 the Company's cash provided from
operating activities totaled $0.062 million. The cash used in investing
activities totaled $20.472 million and was spent mostly on capital expenditures
totaling $15.666 million and $4.999 million on investments in the stock of other
corporations or marketing subsidiaries. The capital expenditures were mostly for
the Company's major expansion plan which, for this year, is in the second of
that three year spending plan. The investments in the stock of other
corporations or marketing subsidiaries covers the Company's share of its
investment in: (1) ProGold, LLC - a high fructose corn syrup production facility
located in Wahpeton, ND, and (2) United Sugars Corporation - a sugar marketing
subsidiary owned by the Company and two other beet sugar cooperatives who are
its marketing partners. Cash provided by financing activities totaled $31.331
million and the financing vehicles included issuance of short and long-term debt
totaling $15.112, issuance of preferred and common stock totaling $12.105
million and issuance of long-term tax-exempt bonds totaling $12.150 million. The
cash provided by those financing activities was also used to pay down long-term
debt totaling $5.543 million and for revolvement of stockholder unit retains and
allocated patronage totaling $2.493 million. Working capital as of May 31, 1996
totaled $32.647 million reflecting a temporary increase due to the excess cash
position brought about by the sale of the tax-exempt bonds and from the issuance
of preferred and common stock, both of which are to be used to pay for the
expansion of the Company's operating facilities.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Currently Minn-Dak Farmers Cooperative has no legal proceedings filed against it
and management is not aware of any threatened claims which could result in the
commencement of legal proceedings. Reference is made to Notes 8 and 9 of the
company's annual report previously submitted on a special financial report
pursuant to rule 15d-2 of the Securities Exchange Act of 1934 on form 10-K.
ITEM 2. CHANGE IN SECURITIES
There have been no changes in the securities that would result in a material
modification or limitation in the rights of the security holders. As a result of
the recent stock sale offering, 138 units of common stock for $34,500 and 20,200
units of preferred stock for $37,370,000 were subscribed. 137 units of common
stock for $34,250 and 6,525 units of preferred stock for $12,071,250 were
purchased in accordance with the subscription agreements on January 15, 1996.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
There are no exhibits as required by Item 601 of Regulation S-K to report for
the Quarter ended May 31, 1996.
SIGNATURES
Pursuant to the requirement 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.
MINN-DAK FARMERS COOPERATIVE
(Registrant)
Date: July 12, 1996 LARRY D. STEWARD
Larry D. Steward
President and Chief Executive Officer
Date: July 12, 1996 STEVEN M. CASPERS
Steven M. Caspers
Executive Vice President, and
Chief Financial Officer
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> AUG-31-1996
<PERIOD-END> MAY-31-1996
<CASH> 11,209
<SECURITIES> 0
<RECEIVABLES> 13,973
<ALLOWANCES> 0
<INVENTORY> 37,218
<CURRENT-ASSETS> 69,771
<PP&E> 112,255
<DEPRECIATION> 47,835
<TOTAL-ASSETS> 149,950
<CURRENT-LIABILITIES> 48,965
<BONDS> 12,000
0
14,982
<COMMON> 121
<OTHER-SE> 50,591
<TOTAL-LIABILITY-AND-EQUITY> 149,950
<SALES> 110,082
<TOTAL-REVENUES> 110,520
<CGS> 42,120
<TOTAL-COSTS> 42,120
<OTHER-EXPENSES> 3,277
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,640
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<INCOME-TAX> 0
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</TABLE>
