SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
Quarterly Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
For the Quarterly Period Ended: Commission File Number
February 28, 2001 1-11038
NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 41-0857886
(State of Incorporation) (I.R.S. Employer Identification Number)
6680 N. Highway 49, Lino Lakes, MN 55014
(Address of principal executive offices)
(651) 784-1250
(Registrant's telephone number)
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 _____
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding as of March 31, 2001
Common Stock, $.02 par value 3,745,651
"This document consists of 13 pages."
PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
- -------------------------------------------------------------------------------------------------------
FEBRUARY 28, AUGUST 31,
2001 2000
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 2,723,149 $ 3,840,057
Receivables:
Trade, less allowance for doubtful accounts of $42,000 and
$30,000, respectively 1,251,924 1,390,264
International corporate joint ventures 632,644 608,136
Income taxes 114,933 --
Inventories 981,047 929,661
Prepaid expenses and other 63,456 51,066
Deferred income taxes 220,000 220,000
------------ ------------
Total current assets 5,987,153 7,039,184
PROPERTY AND EQUIPMENT, net 1,222,920 1,219,189
OTHER ASSETS:
Investments in international corporate joint ventures 3,497,662 3,602,692
Investment in European holding company 196,641 243,598
Deferred income taxes 310,000 310,000
Other 1,014,669 703,631
------------ ------------
5,018,972 4,859,921
------------ ------------
$ 12,229,045 $ 13,118,294
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable $ 228,024 $ 221,236
Income taxes -- 313,806
Accrued liabilities:
Payroll and related benefits 63,566 224,445
Other 238,569 201,003
------------ ------------
Total current liabilities 530,159 960,490
DEFERRED GROSS PROFIT 50,000 50,000
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
Preferred stock, no par value, authorized 10,000 shares, none issued
Common stock, $.02 par value per share; authorized
10,000,000 shares; issued and outstanding 3,745,651
and 3,803,118, respectively 74,913 76,062
Additional paid-in capital 4,430,882 4,532,550
Retained earnings 7,810,723 8,093,286
Accumulated other comprehensive loss (see Note 8) (667,632) (594,094)
------------ ------------
Total stockholders' equity 11,648,886 12,107,804
------------ ------------
$ 12,229,045 $ 13,118,294
============ ============
See notes to financial statements.
2
NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
- ------------------------------------------------------------------------------------------------------------------------
THREE MONTHS ENDED SIX MONTHS ENDED
----------------------------- -----------------------------
FEBRUARY 28, FEBRUARY 29, FEBRUARY 28, FEBRUARY 29,
2001 2000 2001 2000
SALES $ 2,083,350 $ 2,693,682 $ 4,583,662 $ 5,525,546
COST OF GOODS SOLD 1,054,493 1,347,685 2,342,903 2,696,205
------------ ------------ ------------ ------------
GROSS PROFIT 1,028,857 1,345,997 2,240,759 2,829,341
OPERATING EXPENSES:
Selling 335,816 459,431 770,462 910,840
General and administrative 625,607 517,309 1,137,953 1,197,107
Research, engineering, and
technical support 130,820 201,043 287,668 316,216
------------ ------------ ------------ ------------
1,092,243 1,177,783 2,196,083 2,424,163
------------ ------------ ------------ ------------
OPERATING (LOSS) INCOME (63,386) 168,214 44,676 405,178
INTERNATIONAL CORPORATE JOINT
VENTURES AND EUROPEAN
HOLDING COMPANY:
Equity in (loss) income of international corporate
joint ventures and European holding
company (26,611) 112,045 66,143 271,362
Fees for technical support and other services
provided to international corporate joint
ventures 805,927 583,942 1,407,532 1,280,514
Expenses incurred in support of international
corporate joint ventures (271,595) (190,426) (457,883) (354,405)
Expenses incurred in support of international
corporate joint ventures conference (236,073) -- (236,073) --
------------ ------------ ------------ ------------
271,648 505,561 779,719 1,197,471
INTEREST INCOME 34,858 20,424 73,251 55,341
------------ ------------ ------------ ------------
INCOME BEFORE INCOME TAXES 243,120 694,199 897,646 1,657,990
INCOME TAXES 100,000 220,000 300,000 510,000
------------ ------------ ------------ ------------
NET INCOME $ 143,120 $ 474,199 $ 597,646 $ 1,147,990
============ ============ ============ ============
NET INCOME PER COMMON SHARE:
Basic $ .04 $ .12 $ .16 $ .30
============ ============ ============ ============
Diluted $ .04 $ .12 $ .16 $ .30
============ ============ ============ ============
WEIGHTED AVERAGE COMMON SHARES
ASSUMED OUTSTANDING:
Basic 3,787,831 3,870,127 3,792,026 3,868,752
============ ============ ============ ============
Diluted 3,788,434 3,890,481 3,796,269 3,880,699
============ ============ ============ ============
See notes to financial statements.
3
NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
- ---------------------------------------------------------------------------------------------
SIX MONTHS ENDED
-----------------------------
FEBRUARY 28, FEBRUARY 29,
2001 2000
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 597,646 $ 1,147,990
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation 120,481 76,165
Equity income of international corporate joint ventures
and European holding company (66,143) (271,362)
Dividends received from international corporate joint
ventures 239,902 373,119
Change in current assets and liabilities:
Receivables:
Trade 138,340 245,332
International corporate joint ventures (24,508) 39,028
Income taxes (114,933) --
Inventories (51,386) (119,032)
Prepaid expenses and other (226,471) (21,260)
Accounts payable 6,788 33,902
Income taxes (313,806) (283,607)
Accrued liabilities (123,313) 167,611
------------ ------------
Total adjustments (415,049) 239,896
------------ ------------
Net cash provided by operating activities 182,597 1,387,886
CASH FLOWS FROM INVESTING ACTIVITIES:
Investments in international corporate joint ventures (142,267) (90,000)
Additions to property (124,212) (153,504)
Increase in other assets (50,000) (53,350)
------------ ------------
Net cash used in investing activities (316,479) (296,854)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options 19,999 20,831
Repurchase of common stock (358,053) (1,413)
Dividends paid (644,972) (618,932)
------------ ------------
Net cash used in financing activities (983,026) (599,514)
------------ ------------
NET (DECREASE) INCREASE IN CASH AND CASH
EQUIVALENTS (1,116,908) 491,518
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 3,840,057 2,750,209
------------ ------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 2,723,149 $ 3,241,727
============ ============
See notes to financial statements.
4
NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
- --------------------------------------------------------------------------------
1. INTERIM FINANCIAL INFORMATION
In the opinion of management, the accompanying unaudited financial
statements contain all necessary adjustments, which are of a normal
recurring nature, to present fairly the financial position of Northern
Technologies International Corporation and Subsidiaries as of February
28, 2001 and February 29, 2000, the results of operations for the three
and six months ended February 28, 2001 and February 29, 2000, and the
cash flows for the six months ended February 28, 2001 and February 29,
2000, in conformity with generally accepted accounting principles.
These financial statements should be read in conjunction with the
financial statements and related notes as of and for the year ended
August 31, 2000 contained in the Company's filing on Form 10-KSB dated
November 7, 2000 and with Management's Discussion and Analysis of
Financial Condition and Results of Operations appearing on pages 8
through 11 of this quarterly report.
2. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
On September 1, 2000, the Company adopted Statement of Financial
Accounting Standard (SFAS) No. 133, ACCOUNTING FOR DERIVATIVE
INSTRUMENTS AND HEDGING ACTIVITIES, as amended by SFAS No. 138,
ACCOUNTING FOR CERTAIN DERIVATIVE INSTRUMENTS AND CERTAIN HEDGING
ACTIVITIES. SFAS No. 133 establishes accounting and reporting standards
for derivative instruments and for hedging activities. It requires that
all derivatives, including those embedded in other contracts, be
recognized as either assets or liabilities and that those financial
instruments be measured at fair value. The accounting for changes in the
fair value of derivatives depends on their intended use and designation.
Management has reviewed the requirements of SFAS No. 133 and has
determined that they have no freestanding or embedded derivatives. All
contracts that contain provisions meeting the definition of a derivative
also meet the requirements of, and have been designated as, normal
purchases or sales. The Company's policy is not to use freestanding
derivatives and to not enter into contracts with terms that cannot be
designated as normal purchases or sales.
In December 1999, the Securities and Exchange Commission released Staff
Accounting Bulletin (SAB) No. 101 that provides the staff's views in
applying generally accepted accounting principles to selected revenue
recognition issues. The Company is required to modify its revenue
recognition policy to comply with SAB No. 101, as amended, no later than
August 31, 2001. Management does not anticipate that the adoption of SAB
No. 101 will have a significant impact on the Company's financial
position or the results of its operations.
Also in fiscal 2000 the Emerging Issues Task Force (EITF) issued EITF 00
- 10, Accounting for Shipping and Handling Fees and Costs, which is
effective for the Company in conjunction with the adoption of SAB No.
101, as amended, during the fourth quarter of fiscal 2001 which is when
the Company will adopt and implement the new requirement. EITF 00 - 10
requires companies to classify as revenue all amounts billed to
customers in a sales transaction related to shipping and handling. The
Company presently offsets all shipping and handling charges billed to
customers
5
with the related shipping and handling expenses. Had the Company adopted
EITF 00 - 10 during the quarter ended February 28, 2001, the comparative
reported sales would increase $7,005 and $12,400 for the three and six
months ended February 28, 2001, respectively, and $9,615 and $17,085 for
the three and six months ended February 29, 2000, respectively, upon
reclassification of shipping and handling charges billed to customers.
The reclassification of shipping and handling charges billed to
customers to sales would increase the corresponding periods cost of
goods sold by the same amount, and would have no effect on the net
income or net income per share as reported.
3. INVENTORIES
Inventories consist of the following:
February 28, August 31,
2001 2000
Production materials $ 258,381 $ 267,175
Work in process 35,580 23,947
Finished goods 687,086 638,539
------------ ------------
$ 981,047 $ 929,661
============ ============
4. PROPERTY AND EQUIPMENT
Property and equipment consist of the following:
February 28, August 31,
2001 2000
Land $ 246,097 $ 246,097
Buildings and improvements 1,165,542 1,180,938
Machinery and equipment 1,308,423 1,168,812
------------ ------------
2,720,062 2,595,847
Less accumulated depreciation 1,497,142 1,376,658
------------ ------------
$ 1,222,920 $ 1,219,189
============ ============
5. INVESTMENTS IN CORPORATE JOINT VENTURES
During the six months ended February 28, 2001, the Company invested an
additional $142,267 in existing corporate joint ventures.
6. STOCKHOLDERS' EQUITY
During the six months ended February 28, 2001, the Company purchased and
retired 60,800 shares of common stock for $358,053.
In November 2000, the Company declared a cash dividend of $.17 per share
payable on December 15, 2000 to shareholders of record on December 6,
2000.
During the six months ended February 28, 2001, stock options for the
purchase of 3,333 shares of the Company's common stock were exercised at
prices between $5.00 and $6.25 per share.
6
7. EXPENSES INCURRED IN SUPPORT OF INTERNATIONAL CORPORATE JOINT VENTURES
CONFERENCE
During the three and six months ended February 28, 2001, the Company
incurred expenses totaling $236,073 relating to the Joint Venture
Conference held in Chennai, India. The additional expense had an impact
on per share earnings of $0.04 per share. This conference is held
approximately every three years as a means to discuss new products and
technologies being offered and to evaluate current and future market and
material science strategies for all Joint Ventures.
8. COMPREHENSIVE INCOME
The Company's total comprehensive income was as follows:
Three Months Ended Six Months Ended
--------------------------- ---------------------------
February 28, February 29, February 28, February 29,
2001 2000 2001 2000
Net income $ 143,120 $ 474,199 $ 597,646 $ 1,147,990
Other comprehensive income (loss) 45,180 (106,233) (73,538) (131,390)
----------- ----------- ----------- ------------
Total comprehensive income $ 188,300 $ 367,966 $ 524,108 $ 1,016,600
=========== =========== =========== ============
9. NET INCOME PER SHARE
Basic net income per share is computed by dividing net income by the
weighted average number of common shares outstanding. Diluted net income
per share assumes the exercise of stock options using the treasury stock
method, if dilutive.
7
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
GENERAL - The Company conducts all foreign transactions based on the U.S.
dollar, except for its investments in foreign joint ventures. The exchange rate
differential relating to investments in foreign joint ventures is accounted for
under the requirements of SFAS No. 52.
SALES - Net sales decreased by $610,332 or 23% during the second quarter of 2001
from those of the second quarter of 2000. Net sales decreased by $941,884 or 17%
during the six months ended February 28, 2001 compared to the six months ended
February 29, 2000. These changes in sales are due to a decrease in demand for
materials science based industrial packaging products. The decrease was due to
the slow down in the industrial sector we serve.
COST OF SALES - Cost of goods sold as a percentage of net sales was 51% and 50%
for the second quarter of 2001 and 2000, respectively. The cost of goods sold
percentage of net sales was 51% and 49% for the six months ended February 28,
2001 and February 29, 2000. Variations are due primarily to the mix of product
sales.
OPERATING EXPENSES - As a percentage of net sales, total operating expenses were
52% in the second quarter of fiscal 2001 and 44% in the second quarter of fiscal
2000. Operating expenses were 48% and 44% of net sales for the six months ended
February 28, 2001 and for the six months ended February 29, 2000.
Operating expense classification percentages of net sales were as follows:
Three Months Ended Six Months Ended
--------------------------- ---------------------------
February 28, February 29, February 28, February 29,
2001 2000 2001 2000
Selling expense 16% 17% 17% 16%
General and administrative 30 19 25 22
Research, engineering, and
technical support 6 8 6 6
Selling expenses decreased during the second quarter of fiscal 2001 as compared
to the same period in fiscal 2000 due primarily to the decrease in salaries,
commissions and related expenses. These same factors account for the decrease in
the selling expense for the six months ended February 28, 2001 over the same
period in fiscal 2000. Selling expenses as a percentage of net sales for the
quarter and six months ended February 28, 2001 are comparable to the same
periods in fiscal 2000.
General and administrative expenses increased during the second quarter of
fiscal 2001 as compared to the same period in fiscal 2000 due primarily to
increases in professional fees, shareholder services, and expenses related to
the Cleveland facility. General and administrative expenses for the six months
ended February 28, 2001 decreased over the same period in fiscal 2000 due to a
decrease in salaries and consulting expense. General and administrative expenses
as a percentage of net sales increased for the three and six months ended
February 28, 2001, as compared to the same periods in fiscal 2000 due to the
8
decrease in sales during the second quarter of fiscal 2001 and the increase in
general and administrative expenses for the second quarter of the fiscal year
2001.
Research, engineering, and technical support expenses decreased during the
second quarter of fiscal 2001 as compared to the same period in fiscal 2000 due
primarily to a decrease in independent consulting services for product
development. These same factors account for the decrease in research,
engineering, and technical support expenses for the six months ended February
28, 2001 over the same period in fiscal 2000. Such expenses as a percentage of
sales were substantially unchanged for the six months ended February 28, 2001 as
compared to the same period in fiscal 2000.
INTERNATIONAL CORPORATE JOINT VENTURES AND EUROPEAN HOLDING COMPANY - Net
earnings from international corporate joint ventures and European holding
company were $271,648 and $779,719 for the three and six months ended February
28, 2001, respectively, compared to $505,561 and $1,197,471 for the three and
the six months ended February 29, 2000. This net decrease is due to decreased
sales volume at certain of the Company's joint ventures and an increase in
expenses incurred in support of international corporate joint ventures relating
to the cost of sponsoring a meeting of all joint venture partners in India.
INCOME TAXES - Income tax expense for the three and six months ended February
28, 2001 and February 29, 2000 was calculated based on management's estimate of
the Company's annual effective income tax rate. The Company's effective income
tax rate for the three months ended February 28, 2001 is higher than the
statutory rate primarily due to state income taxes. The Company's effective
income tax rate for the six months ended February 28, 2001 and fiscal 2000 is
lower than the statutory rate primarily due to the Company's equity in income of
international corporate joint ventures and European holding company being
recognized based on after tax earnings of these entities. To the extent joint
ventures' undistributed earnings are distributed to the Company, they do not
result in any material additional income tax liability after the application of
foreign tax credits.
LIQUIDITY AND CAPITAL RESOURCES
At February 28, 2001, the Company's working capital was $5,456,994, including
$2,723,149 in cash and cash equivalents, compared to working capital of
$6,078,694 including cash and cash equivalents of $3,840,057 as of August 31,
2000.
Net cash provided from operations has been sufficient to meet liquidity
requirements, capital expenditures, research and development cost, and expansion
of operations of the Company's international corporate joint ventures. Cash
flows from operations for the six months ended February 28, 2001 and February
29, 2000 was $182,597 and $1,387,886, respectively. The net cash flow from
operations for the six months ended February 28, 2001 resulted principally from
net income, corporate joint venture dividends and a decrease in accounts
receivable offset by income tax payments. The net cash flow from operations for
the six months ended February 29, 2000 resulted principally from net income,
corporate joint venture dividends, and a decrease in accounts receivable offset
by equity income of corporate joint ventures and European holding company and
income tax payments.
Net cash used in investing activities for the six months ended February 28, 2001
was $316,479 which resulted from additional investments in corporate joint
ventures, additions to property, and increases in other assets. Net cash used in
investing activities for the six months ended February 29, 2000 was $296,854
which resulted from investments in corporate joint ventures, additions to
property and an increase in other assets.
9
Net cash used in financing activities for the six months ended February 28, 2001
was $983,026 which resulted from the payment of dividends to stockholders of
$644,972 and the repurchase of common stock of $358,053 offset by proceeds from
the exercise of stock options of $19,999. Net cash used in financing activities
for the six months ended February 29, 2000 resulted from the payment of
dividends to stockholders of $618,932 and the repurchase of common stock of
$1,413 offset by proceeds of $20,831 from the exercise of stock options.
The Company expects to meet future liquidity requirements with its existing cash
and cash equivalents and from cash flows of future operating earnings and
distributions of earnings and technical assistance fees from the corporate joint
venture investments.
The Company and its subsidiaries have no long-term debt and no material lease
commitments as of August 31, 1999, except for an office, manufacturing,
laboratory and warehouse lease requiring monthly payments of $13,194, which can
be adjusted annually according to the annual consumer price index through
November 2014.
The Company has no postretirement benefit plan and does not anticipate
establishing any postretirement benefit program.
EURO CURRENCY ISSUE
On January 1, 1999, eleven of the fifteen member countries of the European Union
established fixed conversion rates between their respective existing currencies
and the Euro and to adopt the Euro as their common legal currency on that date
(the Euro Conversion). Following the Euro Conversion, however, the previously
existing currencies of the participating countries are scheduled to remain legal
tender in the participating countries between January 1, 1999 and January 2002.
During this transition period, public and private parties may pay for goods and
services using either the Euro or the previously existing currencies. Beginning
January 1, 2002, the participating countries will issue new Euro-denominated
bills and coins for use in cash transactions. No later than July 1, 2002, the
participating countries will withdraw all bills and coins denominated in the
previously existing currencies making Euro Conversion complete.
The Company and the corporate joint ventures have been evaluating the potential
impact the Euro Conversion and the Euro currency may have on their results of
operations, liquidity, or financial condition. The Company has determined that
expected costs for compliance will not be material to its results of operations,
liquidity, financial condition, or capital expenditures. Significant
noncompliance by the Company's corporate joint ventures and their customers or
suppliers could adversely impact the Company's results of operations, liquidity,
or financial condition. Accordingly, until the Company completes its assessment
of the Euro Conversion impact, there can be no assurance that the Euro
Conversion will not have a material impact on the overall business operations of
the Company.
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
On September 1, 2000, the Company adopted Statement of Financial Accounting
Standard (SFAS) No. 133, ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND HEDGING
ACTIVITIES, as amended by SFAS No. 138, ACCOUNTING FOR CERTAIN DERIVATIVE
INSTRUMENTS AND CERTAIN HEDGING ACTIVITIES. SFAS No. 133 establishes accounting
and reporting standards for derivative instruments and for hedging activities.
It requires that all derivatives, including those embedded in other contracts,
be recognized as either assets or liabilities and that those financial
instruments be measured at fair value. The accounting for changes
10
in the fair value of derivatives depends on their intended use and designation.
Management has reviewed the requirements of SFAS No. 133 and has determined that
they have no freestanding or embedded derivatives. All contracts that contain
provisions meeting the definition of a derivative also meet the requirements of,
and have been designated as, normal purchases or sales. The Company's policy is
not to use freestanding derivatives and to not enter into contracts with terms
that cannot be designated as normal purchases or sales.
In December 1999, the Securities and Exchange Commission released Staff
Accounting Bulletin (SAB) No. 101 that provides the staff's views in applying
generally accepted accounting principles to selected revenue recognition issues.
The Company is required to modify its revenue recognition policy to comply with
SAB No. 101, as amended, no later than August 31, 2001. Management does not
anticipate that the adoption of SAB No. 101 will have a significant impact on
the Company's financial position or the results of its operations.
Also in fiscal 2000 the Emerging Issues Task Force (EITF) issued EITF 00 - 10,
Accounting for Shipping and Handling Fees and Costs, which is effective for the
Company in conjunction with the adoption of SAB No. 101, as amended, during the
fourth quarter of fiscal 2001 which is when the Company will adopt and implement
the new requirement. EITF 00 - 10 requires companies to classify as revenue all
amounts billed to customers in a sales transaction related to shipping and
handling. The Company presently offsets all shipping and handling charges billed
to customers with the related shipping and handling expenses. Had the Company
adopted EITF 00 - 10 during the quarter ended February 28, 2001, the comparative
reported sales would increase $7,005 and $12,400 for the three and six months
ended February 28, 2001, respectively, and $9,615 and $17,085 for the three and
six months ended February 29, 2000, respectively, upon reclassification of
shipping and handling charges billed to customers. The reclassification of
shipping and handling charges billed to customers to sales would increase the
corresponding periods cost of goods sold by the same amount, and would have no
effect on the net income or net income per share as reported.
11
PART II - OTHER INFORMATION
ITEM 1 - LEGAL PROCEEDINGS
None
ITEM 2 - CHANGES IN SECURITIES
None
ITEM 3 - DEFAULTS UPON SENIOR SECURITIES
None
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Annual Meeting of Stockholders of the Company (Annual Meeting) was held on
February 18, 2000. The following matters were voted on and approved by the
Company's stockholders at the Annual Meeting. There were 3,796,951 shares of
common stock entitled to vote at the meeting and a total of 3,445,615 shares or
90.75% were represented at the meeting. The tabulation of votes with respect to
each of the following matters voted on at the Annual Meeting is set forth as
follows:
1. ELECTION OF DIRECTORS:
For Withhold
Ursula-Kiel-Dixon 3,435,327 10,288
Prof. Aradhna Krishna 3,435,327 10,288
Dr. Donald A. Kubik 3,442,615 3,000
Richard G. Lareau 3,442,615 3,000
Philip M. Lynch 3,442,615 3,000
Haruhiko Rikuta 3,442,615 3,000
Mark J. Stone 3,442,615 3,000
Stephan C. Taylor 3,442,515 3,100
Dr. Milan R. Vukcevich 3,442,615 3,000
2. APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITORS
The appointment of Deloitte & Touche LLP as independent auditors of the
Company for the fiscal year ending August 31, 2001 was ratified. Total
votes cast:
For 3,439,009
Against 1,785
Abstain 4,821
ITEM 5 - OTHER INFORMATION
None
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
None
12
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION
April 13, 2001
/s/ Matjaz Korosec
-----------------------------------------------
Matjaz Korosec
Chief Financial Officer
13