UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549


FORM 8-K

Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): January 11, 2006



NORTHERN TECHNOLOGIES
INTERNATIONAL CORPORATION

(Exact name of registrant as specified in its charter)


Delaware

 

1-11038

 

41-0857886

(State or Other Jurisdiction of Incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification Number)

 

 

 

 

 

 

 

 

6680 N. Highway 49
Lino Lakes, MN 55014

55014

(Address of Principal Executive Offices)

(Zip Code)

 

 

(651) 784-1250

(Registrant’s Telephone Number, Including Area Code)

 

N/A

(Former Name or Former Address, If Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

 

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

 

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

 

 

o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



Section 2 – Financial Information

Item 2.02. Results of Operations and Financial Condition.

          On January 11, 2006, Northern Technologies International Corporation publicly announced its results of operations for the quarter ended November 30, 2005.  For further information, please refer to the press release attached hereto as Exhibit 99.1, which is incorporated by reference herein.

          The information contained in this report and the exhibit hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filings made by Northern Technologies International Corporation under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

          (c)     Exhibits.

 

Exhibit
No.

 

Description

 


 


 

99.1

 

Press Release issued January 11, 2006


SIGNATURE

          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 hereunto duly authorized.

 

NORTHERN TECHNOLOGIES
INTERNATIONAL CORPORATION

 

 

 

 

 

 

By: 

Message

 

 


 

 

Matthew C. Wolsfeld

 

 

Chief Financial Officer

Dated:     January 11, 2006

 

 


NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION

FORM 8-K

EXHIBIT INDEX

Exhibit
No.

 

Description

 

Method of Filing


 


 


99.1

 

Press Release issued January 11, 2006

 

Filed herewith

Exhibit 99.1

FOR IMMEDIATE RELEASE

NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION ANNOUNCES
INCREASE IN FIRST QUARTER FISCAL YEAR 2006 SALES AND EARNINGS

LINO LAKES, Minnesota, January 11, 2006 - Northern Technologies International Corporation (AMEX: NTI) announced today its operating results for first quarter fiscal year 2006.

The Company’s income before income taxes increased $677,665 to $905,984 for the three months ended November 30, 2005 compared to $228,320 for the same period in fiscal 2004, the increase is a 297% increase. Net income increased 83% or $286,664 to $633,985 for the three months ended November 30, 2005 compared to $347,320 for the same period in fiscal 2004.

The Company’s total worldwide sales, including its international joint ventures increased 12.6% to $16,535,347 during the three months ended November 30, 2005 as compared to $14,679,164 during the same period in fiscal 2004. 

The Company’s net sales from North American operations increased $571,413 or 14.9% to $4,403,629 during the three months ended November 30, 2005 as compared $3,832,216 during the same period in fiscal 2004 primarily as a result of the increase in net sales of traditional Zerust® products and of React-NTI products to new and existing customers.   

The Company’s working capital was $3,320,252 at November 30, 2005, including $51,264 in cash and cash equivalents.

About Northern Technologies International Corporation

The Company focuses on developing, marketing and selling proprietary environmentally responsible materials science based products and technical services in over 50 countries worldwide via a network of joint ventures.  In fiscal 2005, the Company’s primary revenues derived from the sales of  ZERUST® rust and corrosion inhibiting packaging products and services to the automotive, electronics, electrical, mechanical, military and retail consumer markets. During this same period, the Company also received revenues from sales of proprietary new technologies including anti-abrasion ink additives, as well as bio-based sintered metal mold release agents, bio-solvents, bio-emollients, bio-cleaners, bio-lubricants and fully bio-degradable plastic packaging.  In a concerted effort to extend the Company’s proprietary technologies, the Company engages in extensive scientific research and development programs in the areas of material science and corrosion protection.


NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION AND SUBSIDIARY

 

 

November 30,
2005

 

November 30,
2004

 

 

 



 



 

 

 

 

 

 

(Restated)

 

NORTH AMERICAN OPERATIONS:

 

 

 

 

 

 

 

Net sales

 

$

4,403,630

 

$

3,832,216

 

Cost of sales

 

 

2,729,111

 

 

2,359,588

 

 

 



 



 

Gross profit

 

 

1,674,519

 

 

1,472,628

 

Operating expenses

 

 

1,454,268

 

 

1,579,522

 

 

 



 



 

NORTH AMERICAN OPERATING INCOME (LOSS)

 

 

220,251

 

 

(106,894

)

 

 



 



 

INCOME FROM ALL CORPORATE JOINT VENTURES AND HOLDING COMPANIES

 

 

677,994

 

 

339,984

 

INTEREST INCOME

 

 

26,801

 

 

14,032

 

INTEREST EXPENSE

 

 

(3,649

)

 

—  

 

MINORITY INTEREST

 

 

(15,412

)

 

(18,802

)

 

 



 



 

INCOME BEFORE INCOME BEFORE  TAX

 

 

905,985

 

 

228,320

 

INCOME TAX EXPENSE (BENEFIT)

 

 

272,000

 

 

(119,000

)

 

 



 



 

NET  INCOME

 

$

633,985

 

$

347,320

 

NET INCOME PER COMMON SHARE: Basic

 

$

0.18

 

$

0.10

 

 

 



 



 

WEIGHTED AVERAGE COMMON SHARES ASSUMED OUTSTANDING

 

 

3,589,993

 

 

3,581,992

 

 

 



 



 

Composite financial information from the audited and unaudited financial statements of NTIC’s joint ventures carried on the equity basis is summarized as follows:

 

 

August 31,
2005

 

August 31,
2004

 

 

 



 



 

Net sales

 

$

57,167,054

 

$

44,121,671

 

Gross profit

 

 

26,503,607

 

 

21,298,915

 

Net income

 

 

3,714,290

 

 

2,958,018

 

Northern Technologies International Corporation’s share of equity in income of Corporate Joint Ventures

 

$

1,968,777

 

$

1,521,074

 


 

 

November 30,
2005

 

November 30,
2004

 

 

 



 



 

Net sales

 

$

16,535,347

 

$

14,679,164

 

Gross profit

 

 

7,454,578

 

 

6,726,863

 

Net income

 

 

1,539,415

 

 

1,070,658

 

Northern Technologies International Corporation’s share of equity in income of Corporate Joint Ventures

 

$

729,518

 

$

526,204

 

For more information, please contact:

Matthew Wolsfeld, CFO, Northern Technologies International Corporation, (651) 784-1250