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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED: FEBRUARY 28, 2002
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 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
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(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
7525 Red River Road
Wahpeton, North Dakota 58075
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(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 April 10, 2002
--------------------- --------------
$250 Par Value 490
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MINN-DAK FARMERS COOPERATIVE
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. The condensed consolidated financial statements for the six month periods
ended February 28, 2002 and February 28, 2001 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 period. The
condensed consolidated financial statements should be read in conjunction
with the consolidated financial statements and notes thereto, together with
management's discussion and analysis of financial condition and results of
operations, contained in the Company's Annual Report to Stockholders
previously submitted in the Company's Annual 10-K for the fiscal year ended
August 31, 2001. The results of operations for the six months ended
February 28, 2002 are not necessarily indicative of the results for the
entire fiscal year ending August 31, 2002.
2. In August 2001, the company declared a revolvement of the remaining 30% of
the unit retains and allocated patronage for the 1991 crop and 35% of the
unit retains and allocated patronage for the 1992 crop totaling $1,475,742
and $2,647,922, respectively, for a total of $4,123,664. That amount was
paid to the stockholders on September 28, 2001.
CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
(IN THOUSANDS)
FEBRUARY 28, 2002 AUGUST 31, 2001
ASSETS (UNAUDITED) (AUDITED)
- ------ ----------------- ----------------
CURRENT ASSETS:
Cash $ (461) $ 459
---------------- ----------------
Current portion of long-term note receivable 65 3
---------------- ----------------
Receivables:
Trade accounts 13,036 15,267
Growers 0 3,796
---------------- ----------------
13,036 19,063
---------------- ----------------
Advances to affiliate (890) 414
---------------- ----------------
Inventories:
Refined sugar, pulp and molasses to be sold
on a pooled basis 68,283 18,649
Nonmember refined sugar 1,855 4
Yeast 98 121
Materials and supplies 4,418 5,886
Beet and Juice Inventory 11,317 --
Other 0 --
---------------- ----------------
85,971 24,659
---------------- ----------------
Deferred charges 335 1,085
---------------- ----------------
Prepaid expenses 567 617
---------------- ----------------
Property and equipment available for sale 200 200
---------------- ----------------
Total current assets 98,823 46,500
---------------- ----------------
PROPERTY, PLANT AND EQUIPMENT:
Land and land improvements 21,187 21,187
Buildings 35,970 35,970
Factory equipment 112,385 112,348
Other equipment 3,362 3,416
Construction in progress 791 26
---------------- ----------------
173,695 172,946
Less accumulated depreciation (73,300) (70,059)
---------------- ----------------
100,395 102,887
---------------- ----------------
LONG-TERM NOTES RECEIVABLE, NET OF
CURRENT PORTION 224 26
---------------- ----------------
OTHER ASSETS:
Investments restricted for capital Lease/Bond projects 13,725 --
Investment in stock of other corporations, unconsolidated
marketing subsidiaries and other cooperatives 11,221 11,184
Deferred income taxes 89 89
Other 1,569 1,052
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26,604 12,325
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$ 226,047 $ 161,737
================ ================
See Notes to Consolidated Financial Statements.
MINN-DAK FARMERS COOPERATIVE
CONDENSED CONSOLIDATED BALANCE SHEETS
LIABILITIES AND STOCKHOLDERS' EQUITY
(IN THOUSANDS)
FEBRUARY 28, 2002 AUGUST 31, 2001
LIABILITIES AND MEMBERS' INVESTMENT (UNAUDITED) (AUDITED)
- ----------------------------------- ----------------- ----------------
CURRENT LIABILITIES:
Short-term notes payable $ 41,995 $ 10,965
---------------- ----------------
Current portion of long-term debt 5,664 4,425
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Accounts payable:
Trade (3,570) 1,843
Growers 18,749 14,817
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15,179 16,659
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Accrued liabilities 3,780 2,476
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Total current liabilities 66,618 34,526
LONG-TERM DEBT, NET OF CURRENT PORTION 36,700 39,100
OBLIGATION UNDER CAPITAL LEASE 22,820 9,680
OTHER 1,312 965
COMMITTMENTS AND CONTINGENCIES -- 0
---------------- ----------------
Total liabilities 127,450 84,270
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MINORITY INTEREST IN EQUITY OF SUBSIDIARY 1,368 1,264
---------------- ----------------
MEMBERS' INVESTMENT:
Preferred stock:
Class A - 100,000 shares authorized, $105 par value;
72,200 shares issued and outstanding 7,581 7,581
Class B - 100,000 shares authorized, $75 par value;
72,200 shares issued and outstanding 5,415 5,415
Class C - 100,000 shares authorized, $76 par value;
72,200 shares issued and outstanding 5,487 5,487
---------------- ----------------
18,483 18,483
Common stock, 600 shares authorized, $250 par value;
issued and outstanding, 491 shares at February 28,
2002 and 497 shares at August 31, 2001 123 124
Paid in capital in excess of par value 32,094 32,094
Unit retention capital 6,476 6,476
Qualified allocated patronage 3,416 3,416
Nonqualified allocated patronage 34,935 14,467
Retained earnings (deficit) 1,702 1,143
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97,229 76,203
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$ 226,047 $ 161,737
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See Notes to Consolidated Financial Statements.
PART I. FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
MINN-DAK FARMERS COOPERATIVE
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS)
(UNAUDITED)
THREE MONTHS ENDED SIX MONTHS ENDED
FEBRUARY 28, FEBRUARY 28,
---------------------------- ----------------------------
2002 2001 2002 2001
------------ ------------ ------------ ------------
REVENUE:
From sales of sugar, co-products, and
yeast, net of discounts $ 67,500 $ 72,377 $ 122,028 $ 131,775
Other income 284 (38) 320 33
------------ ------------ ------------ ------------
67,784 72,338 122,348 131,808
------------ ------------ ------------ ------------
EXPENSES:
Production costs of sugar, co-products,
and yeast sold 14,192 14,813 26,802 27,934
Marketing (includes freight and storage) 5,357 5,819 11,796 13,797
General and administrative 1,404 1,464 2,735 2,884
Interest 1,053 1,585 1,958 2,702
(Gain) loss on disposition of property and equipment 12 0 11 3
------------ ------------ ------------ ------------
22,019 23,681 43,302 47,321
------------ ------------ ------------ ------------
NET PROCEEDS RESULTING FROM MEMBER AND
NONMEMBER BUSINESS $ 45,765 $ 48,657 $ 79,046 $ 84,487
============ ============ ============ ============
DISTRIBUTION OF NET PROCEEDS:
Credited to members' investment:
Components of net income:
Income (loss) from non-member business $ 372 $ 217 $ 559 $ 476
Patronage income 10,227 14,616 20,468 23,460
------------ ------------ ------------ ------------
Net income 10,598 14,833 21,027 23,936
Unit retention capital 0 0 0 0
------------ ------------ ------------ ------------
Net credit to members' investment 10,598 14,833 21,027 23,936
Payments to members for sugarbeets, net of unit
retention capital 35,167 33,825 58,019 60,551
------------ ------------ ------------ ------------
NET PROCEEDS RESULTING FROM MEMBER AND
NONMEMBER BUSINESS $ 45,765 $ 48,657 $ 79,046 $ 84,487
============ ============ ============ ============
See Notes to Consolidated Financial Statements.
MINN-DAK FARMERS COOPERATIVE
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
SIX MONTHS ENDED
FEBRUARY 28,
2002 2001
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CASH FLOWS FROM OPERATING ACTIVITIES:
Income allocated to members' investment $ 21,027 $ 23,936
Add (deduct) noncash items:
Depreciation and amortization 3,320 3,313
Equipment disposals - loss 11 3
Net income allocated from unconsolidated marketing subsidiaries (143) 0
Noncash portion of patronage capital credits 0 0
Retention of nonqualified unit retains 0 0
Changes in operating assets and liabilities:
Accounts receivable and advances 7,331 879
Inventory, prepaid expenses, and equipment held for resale (61,263) (54,910)
Deferred charges and other assets 233 1,229
Accounts payable, advances, and accrued liabilities 102 66
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NET CASH (USED IN)/PROVIDED BY OPERATING ACTIVITIES (29,383) (25,484)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from disposition of property, plant and equipment 4 0
Capital expenditures (837) (863)
Investment in stock of other corporations, unconsolidated
marketing subsidiaries and other cooperatives 0 0
Net proceeds from patronage refunds and equity revolvements 106
Note receivable from unconsolidated marketing subsidiaries (198) 0
Restricted bond fund/lease investment (13,725) 0
Minority interest in equity of subsidiaries 104 94
------------ ------------
Net cash used in investing activities (14,545) (769)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from issuance of short-term debt 31,030 25,459
Payment of long-term debt (2,021) (1,781)
Payment of unit retains and allocated patronage 0 1
Issuance of long-term lease 14,000 0
Provision for long-term tax 0 0
Sale and repurchase of common stock, net (2) 1
Issuance of stock 1 0
Issuance of long term tax-exempt bonds 0 0
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NET CASH PROVIDED BY FINANCING ACTIVITIES 43,008 23,680
------------ ------------
NET INCREASE (DECREASE) IN CASH (920) (2,573)
CASH, BEGINNING OF YEAR 459 2,505
------------ ------------
CASH, END OF QUARTER $ (461) $ (69)
============ ============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash payments for:
Interest $ 1,835 $ 2,443
============ ============
Income taxes, net of refunds $ 3 $ 3
============ ============
See Notes to Consolidated Financial Statements.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION
FOR THE THREE MONTHS ENDED AND SIX MONTHS ENDED FEBRUARY 28, 2002
AND FEBRUARY 28, 2001
The following discussion and analysis relates to the financial condition and
results of operations of Minn-Dak Farmers Cooperative ("the Company") for the
three months ended February 28, 2002 (the second quarter of the Company's
2001-2002 fiscal year) and February 28, 2001 (the second quarter of the
Company's 2000-2001 fiscal year). The Company's fiscal year runs from September
1 to August 31.
Any statements regarding future market prices, anticipated costs, agricultural
results, operating results and other statements that are not historical facts
contained in this Quarterly Report on Form 10-Q are forward-looking statements.
The words "expect", "project", "estimate", "believe", "anticipate", "plan",
"intend", "could", "may", "predict" and similar expressions are also intended to
identify forward-looking statements. Such statements involve risks,
uncertainties and assumptions, including, without limitation, market factors,
the effect of weather and economic conditions, farm and trade policy, the
available supply of sugar, available quantity and quality of sugarbeets and
other factors detailed elsewhere in this and other Company filings with the
Securities and Exchange Commission. Should one or more of these risks or
uncertainties materialize, or should underlying assumptions prove incorrect,
actual outcomes may vary materially from those indicated.
RESULTS FROM OPERATIONS
COMPARISON OF THE THREE MONTHS ENDED FEBRUARY 28, 2002 AND FEBRUARY 28, 2001
Revenue for the three months ended February 28, 2002 decreased $4.6 million from
the 2001 period, a decrease of 6%. Revenue from the sale of finished goods
decreased $2.1 million, and finished goods inventory decreased $2.8 million.
Other income increased $0.3 million.
Revenue from the sales of sugar decreased $1.7 million, or 5%, reflecting a 12%
decrease in volume and a 7% increase in the price for sugar. The decrease in
volume is due to a smaller beet crop to process, and therefore less sugar
available for sale.
Revenue from pulp and molasses sales decreased $0.4 million or 9%, reflecting a
21% decrease in sales volume and a 12% increase in the average gross selling
price. The reduction is sales volume is primarily due to the timing of customer
purchases.
Revenues from yeast sales were within $0.1 million or 2%, reflecting a 9%
decrease in sales volume and a 7% increase in the average selling price.
The other contributing factor to the change in revenues results from the
increase or decrease in finished goods inventories. The increase in the value of
finished goods inventories for the three months ended February 28, 2002 amounted
to $32.1 million or $2.8 million less than the increase in the value of finished
goods inventories for February 28, 2001. For February 28, 2002 the increase in
the value of sugar inventories was $2.9 million less than the increase of that
of the prior year, and for pulp and molasses $0.1 million more. The increase in
sugar inventory value is the result of a higher volume of sugar on hand at a
higher value versus the prior period. Higher volumes are a result of the timing
of production versus customer shipments.
In the consolidated statements of operations, Expenses section, production costs
of sugar, by-products and yeast totaled $22.0 million, $1.7 million or 7% less
than the prior year. The decrease is mainly attributable to production,
marketing and interest. Marketing costs totaled $5.4 million, $.5 million or 8%
less than the prior year. Interest expense totaled $1.1 million, down 34% from
the prior year, primarily due to lower interest rates.
In the section Distribution of Net Proceeds, payments to members for sugarbeets,
net of unit retention capital and unprocessed sugarbeet inventory increased $1.3
million or 4% from the fiscal year 2001 period. For fiscal year 2002 the Company
is projecting a payment to growers for sugarbeets totaling $67.3 million, which
is $15.4 million or 18% less than the prior fiscal year. The payment is based
upon (i) an average delivered sugar content of 17.46%, (ii) a total sugarbeet
crop to process of 1.7 million tons and (iii) the Company's projected selling
price for its sugar, which is currently estimated to be higher than the previous
year. In addition to payments for sugarbeets, growers were paid $6.8 million in
December 2001 and January 2002 as a result of acres of sugarbeets destroyed as
part of the 2001 Sugar PIK program that was implemented by United States
Department of Agriculture.
COMPARISON OF THE SIX MONTHS ENDED FEBRUARY 28, 2002 AND FEBRUARY 28, 2001
Revenue for the six months ended February 28, 2002 decreased $9.5 million from
the 2001 period, a decrease of 7.2%. Revenue from the sale of finished goods
decreased $19.8 million, while the change in the value of finished goods
inventory increased $10.0 million.
Revenue from the sales of sugar decreased $20.2 million or 24.5%, reflecting a
27.8% decrease in volume and a 3.3% increase in the price for sugar. The
decrease in volume and revenue is the result of forfeiture of sugar to the USDA
from the FY 2000 inventory as of 10-1-00. Additionally the decrease in volume is
due to a smaller beet crop to process, and therefore less sugar available for
sale.
Revenue from pulp and molasses sales increased $0.6 million or 9.6%, reflecting
a 6.8% decrease in sales volume and a 16.4% increase in the average gross
selling price. The selling price for molasses is responsible for the increase in
the average gross selling price for pulp and molasses and results from a general
lack of domestic supply of beet molasses.
Revenues from yeast sales from the Company's subsidiary yeast production
facility, Minn-Dak Yeast Company ("MDYC") decreased $0.3 million or 8.8%,
reflecting a 19.8% decrease in sales volume and an 11.0% increase in the average
selling price. Recent changes to the contract with Sensient Technologies
("Sensient"), the Company's 20% equity partner in MDYC, whereby Sensient is
still responsible for the purchase of minimum volumes of yeast produced by MDYC
but no longer has interests in their own yeast producing assets (Red Star Yeast
Division), has created a situation whereby Sensient has found it more difficult
to find and secure enough customers to fill the volume commitments in a timely
fashion. This situation is deemed to be temporary by Sensient, and that
long-term, they will be able to meet their minimum volume requirements under the
yeast purchase contract with the Company.
The other contributing factor to the change in revenues results from the
increase or decrease in finished goods inventories. The increase in the value of
finished goods inventories for the six months ended February 28, 2002 amounted
to $49.6 million or $10.0 million more than the increase in the value of
finished goods inventories for February 28, 2001.
In the consolidated statements of operations, Expenses section, Production costs
of sugar, by-products and yeast sold decreased $4.0 million or 8.5%. The
decrease in production costs for the six months ended February 28, 2002 is
mainly due to a smaller crop, less sugar marketed to date, and lower interest
costs.
In the section Distribution of Net Proceeds, payments to members for sugarbeets
(net of unit retention capital and unprocessed sugarbeet inventory) decreased
$5.4 million or 6.5% from the prior period. For fiscal year 2002 the Company is
projecting a payment to growers for sugarbeets totaling $67.3 million, which is
$15.4 million or 18% less than the prior fiscal year. The payment is based upon
(i) an average delivered sugar content of 17.46%, (ii) a total sugarbeet crop to
process of 1.7 million tons and (iii) the Company's projected selling price for
its sugar, which is currently estimated to be higher than the previous year. In
addition to payments for sugarbeets, growers were paid $6.8 million in December
2001 and January 2002 as a result of acres of sugarbeets destroyed as part of
the 2001 Sugar PIK program.
ESTIMATED FISCAL YEAR 2002 INFORMATION
The agreements between the Company and its members regarding the delivery of
sugarbeets to the Company require payment for members' sugarbeets in several
installments throughout the year. As only the final payment is made after the
close of the fiscal year, the first payments to members for their sugarbeets are
based upon the Company's then-current estimates of the financial results to be
obtained from processing the crop and the sale of finished products. This
discussion contains a summary of the Company's current estimates of the
financial results to be obtained from the Company's processing of the 2001 sugar
beet crop. Given the nature of the estimates required in connection with the
payments to members for their sugarbeets, this discussion includes
forward-looking statements. These forward-looking statements are based largely
upon the Company's expectations and estimates of future events; as a result,
they are subject to a variety of risks and uncertainties. Some of those
estimates, such as the selling price for the Company's products and the quantity
of sugar produced from the sugar beet crop are beyond the Company's control. The
actual results experienced by the Company may differ materially from the
forward-looking statements contained herein.
The recently completed harvest of the sugar beet crop grown during 2001 produced
a total of 1.7 million tons of sugarbeets, falling behind the prior crop tons
per acre, and due to the Sugar PIK program that was implemented by United States
Department of Agriculture, there were less harvested acres. The sugar content
and purity from the 2001 crop were slightly below long-term averages. During the
months of November through March, unseasonably warm weather patterns did not
cause any unusual damage to the beets under storage, and may have proven
beneficial.
The Company expects to produce less volume of sugar from the 2001 sugar beet
crop because of the sugar PIK program and associated reduction of tons delivered
and quality of the beets. Sugar production is currently projected to be
approximately 4,660,000 cwt. The 2001-2002 sugar beet slicing campaign ended
March 4th with an average slice rate of 9,276 tons per day. Approximately
600,000 cwt of sugar (already included in the 4,660,000cwt of projected
production) is expected to be produced as a result of a thick juice campaign in
the months of April and May. Sugar produced was originally projected to be
4,290,000 cwt. The increased sugar production is the result of favorable weather
for storage and an improved method of managing beets for prolonged storage that
had previously been deep-frozen.
Based upon marketing information developed by United Sugars Corporation, the
Company's marketing subsidiary organization, the Company currently estimates the
average net selling price of the Company's sugar will be more than that of the
prior year because of the volume available for sale (domestic production &
foreign imports) relative to the estimated domestic consumption.
From the revenues generated from the sale of products produced from each ton of
sugarbeets, the Company's operating and fixed costs must be deducted. The
deduction of those operating costs results in a revised estimated gross beet
payment of $40.36 per ton of sugarbeets vs. the original estimate of $33.15 per
ton.
LIQUIDITY AND CAPITAL RESOURCES
Because the Company operates as a cooperative, payment for member-delivered
sugarbeets, the principal raw material used in producing the sugar and
agri-products it sells, are subordinated to all member business expenses. In
addition, actual cash payments to members are spread over a period of
approximately one year following delivery of sugarbeet crops to the Company and
are net of unit retains and patronage allocated to them, all three of which
remain available to meet the Company's capital requirements. This member
financing arrangement may result in an additional source of liquidity and
reduced outside financing requirements in comparison to a similar business
operated on a non-cooperative basis. However, because sugar is sold throughout
the year (while sugarbeets are processed primarily between September and April)
and because substantial amounts of equipment are required for its operations,
the Company has utilized substantial outside financing on both a seasonal and
long-term basis to fund such operations. The financing has been provided by
Co-Bank (the "Bank"). The Company has a short-term line of credit with the Bank
for calendar years 2002 and 2003 of $45.0 million. The financing arrangement
with Co-Bank went through its annual renewal in March 2002 with only minor
modifications.
The loan agreements between the Bank and the Company obligate the company to
maintain the following financial covenants, and in accordance with GAAP:
* Maintain working capital of not less than $9.0 million as of August 31,
2002.
* Maintain a long-term debt and capitalized leases to equity ratio of not
greater than .8:1.
* Maintain a current ratio of not less than 1.2:1.0 based on monthly
financial statements and attain a current ratio of not less than 1.2:1.0
based on fiscal year end audits.
* Maintain available cash to current long-term debt ratio as defined in the
agreement of not less than 1.25:1.
As of February 28, 2002 the Company was in compliance with its loan agreement
covenants with the Bank.
Working Capital as of February 28, 2002 totals $32.2 million compared to $12.0
million at August 31, 2001, an increase of $20.2 million for the period.
Increased working capital is a result of normal financing, operational and
capital expenditure activities of the Company.
The targeted working capital for August 31, 2002 is approximately $11.0 million
dollars and, in the Company's opinion, will be attained.
The primary factor for the changes in the Company's financial condition for the
six months ended February 28, 2002 was due to the seasonal needs of the
2001/2002 sugarbeet-processing season. The cash used to provide for operations
of $29.1 million and for investing activities of $.8 million was funded through
cash flow financing activities, and a reduction in cash. The net cash provided
through financing activities of $29.0 million was primarily provided through
proceeds from the issuance of short-term debt of $31.0 million; offset by $2.0
million of long-term debt payments.
Capital expenditures for the six months ended February 28, 2002 totaled $.8
million. Capital expenditures for fiscal year 2002 are currently estimated at
$3.4 million excluding the steam dryer plant improvement.
The Company has contracted to install a steam dryer at a cost of approximately
$9.0 MM and a construction completion date of September 2003. The funding for
this investment will be in the form of a capital lease supported by tax-exempt
bonds. On February 28, 2002, the Company completed a transaction where $14.0 MM
of tax-exempt bonds was secured. Of the $14.0 MM in bonds, $9.0 MM was estimated
for the steam dryer project, $1.5 MM for solid waste projects currently in
process and $3.5 MM for anticipated future solid waste project needs. The
Company anticipates approximately $2.0 MM of the bond Proceeds will be used for
the steam dryer project for the fiscal year ended August 31, 2002.
The bond of $14.0 MM was sold in a single transaction. The proceeds from these
bonds are held in trust until the funds are spent on approved projects. The bond
transaction and restricted bond investments associated with the transaction are
subject to arbitrage compliance rules for solid waste tax-exempt bond projects.
The bonds are secured by a letter of Credit from Wells Fargo Bank. The letter of
credit is ultimately secured by the plant and property of the Company facility
at Wahpeton, ND.
As part of the Steam Dryer purchase, the Company has used $1 million of its $45
million seasonal line of credit for the required Commercial Letter of Credit
contained in the Steam Dryer Purchase Contract. In addition, because portions of
the contract are in Euro, the Company has entered into forward purchase Euro
contracts to hedge against currency fluctuations during this contract period.
The value of these Euro contracts are $1.8 million (US). The contracts were made
in April of 2002.
The Company is not aware of any known trends, demands, commitments, events or
uncertainties that will be reasonably likely to result in the Company's
liquidity increasing or decreasing in any material way.
The Company is not aware of any known material trends, either favorable or
unfavorable, that would cause the mix of equity to debt or the cost of debt to
materially change.
The Company is not aware of any off-balance sheet activity that could have a
material impact on the Company's revenues, expenses, liquidity, or balance
sheet.
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 the shareholders was held on December 4, 2001. At the
meeting the Cooperative held election of directors. Elected to three year terms
by voice vote and unanimous consent were the following directors: Russell Mauch,
district two; Edward Moen, Jr., district three; Victor Krabbenhoft, district 9.
In addition, the following directors (including current expiration of term)
continued on following the Cooperative's annual meeting: Jerry Meyer, district
one (2003); Mike Hasbargen, district four (2002); Jack Lacey, district five
(2002); Charles Steiner, district six (2003); Paul Summer, district seven
(2002); and Douglas Etten, district 8 (2003).
ITEM 5. OTHER INFORMATION
None
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
None
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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: April 12, 2002 /s/ DAVID H. ROCHE
------------------ -------------------------------------
David H. Roche
President and Chief Executive Officer
Date: April 12, 2002 /s/ STEVEN M. CASPERS
------------------ -------------------------------------
Steven M. Caspers
Chief Financial Officer