Q3 2024 --08-31 false 0000875582 false false false false 2 0 0 0 0 0 0 0 00008755822023-09-012024-05-31 thunderdome:item 00008755822024-03-012024-05-31 iso4217:USD 00008755822022-09-012023-05-31 00008755822023-03-012023-05-31 xbrli:pure 00008755822023-05-31 00008755822024-05-31 0000875582country:US2022-09-012023-05-31 0000875582country:US2023-09-012024-05-31 0000875582country:US2023-03-012023-05-31 0000875582country:US2024-03-012024-05-31 0000875582ntic:OtherCountriesMember2022-09-012023-05-31 0000875582ntic:OtherCountriesMember2023-09-012024-05-31 0000875582ntic:OtherCountriesMember2023-03-012023-05-31 0000875582ntic:OtherCountriesMember2024-03-012024-05-31 0000875582country:IN2022-09-012023-05-31 0000875582country:IN2023-09-012024-05-31 0000875582country:IN2023-03-012023-05-31 0000875582country:IN2024-03-012024-05-31 0000875582country:BR2022-09-012023-05-31 0000875582country:BR2023-09-012024-05-31 0000875582country:BR2023-03-012023-05-31 0000875582country:BR2024-03-012024-05-31 0000875582country:CN2022-09-012023-05-31 0000875582country:CN2023-09-012024-05-31 0000875582country:CN2023-03-012023-05-31 0000875582country:CN2024-03-012024-05-31 00008755822023-08-31 0000875582country:US2023-08-31 0000875582country:US2024-05-31 0000875582ntic:OtherCountriesMember2023-08-31 0000875582ntic:OtherCountriesMember2024-05-31 0000875582country:CN2023-08-31 0000875582country:CN2024-05-31 0000875582country:KR2022-09-012023-05-31 0000875582country:KR2023-09-012024-05-31 0000875582country:GB2022-09-012023-05-31 0000875582country:GB2023-09-012024-05-31 0000875582country:TH2022-09-012023-05-31 0000875582country:TH2023-09-012024-05-31 0000875582country:CZ2022-09-012023-05-31 0000875582country:CZ2023-09-012024-05-31 0000875582country:FI2022-09-012023-05-31 0000875582country:FI2023-09-012024-05-31 0000875582country:SE2022-09-012023-05-31 0000875582country:SE2023-09-012024-05-31 0000875582country:FR2022-09-012023-05-31 0000875582country:FR2023-09-012024-05-31 0000875582country:JP2022-09-012023-05-31 0000875582country:JP2023-09-012024-05-31 0000875582country:DE2022-09-012023-05-31 0000875582country:DE2023-09-012024-05-31 0000875582country:PL2022-09-012023-05-31 0000875582country:PL2023-09-012024-05-31 0000875582country:FR2023-03-012023-05-31 0000875582country:FR2024-03-012024-05-31 0000875582country:KR2023-03-012023-05-31 0000875582country:KR2024-03-012024-05-31 0000875582country:TH2023-03-012023-05-31 0000875582country:TH2024-03-012024-05-31 0000875582country:GB2023-03-012023-05-31 0000875582country:GB2024-03-012024-05-31 0000875582country:FI2023-03-012023-05-31 0000875582country:FI2024-03-012024-05-31 0000875582country:CZ2023-03-012023-05-31 0000875582country:CZ2024-03-012024-05-31 0000875582country:SE2023-03-012023-05-31 0000875582country:SE2024-03-012024-05-31 0000875582country:JP2023-03-012023-05-31 0000875582country:JP2024-03-012024-05-31 0000875582country:DE2023-03-012023-05-31 0000875582country:DE2024-03-012024-05-31 0000875582country:PL2023-03-012023-05-31 0000875582country:PL2024-03-012024-05-31 0000875582ntic:UnaffiliatedCustomersOutsideTheUSAMember2022-09-012023-05-31 0000875582ntic:UnaffiliatedCustomersOutsideTheUSAMember2023-09-012024-05-31 0000875582ntic:UnaffiliatedCustomersOutsideTheUSAMember2023-03-012023-05-31 0000875582ntic:UnaffiliatedCustomersOutsideTheUSAMember2024-03-012024-05-31 0000875582ntic:JointVenturesInWhichTheCompanyIsAShareholderDirectlyAndIndirectlyOutsideTheUSAMember2022-09-012023-05-31 0000875582ntic:JointVenturesInWhichTheCompanyIsAShareholderDirectlyAndIndirectlyOutsideTheUSAMember2023-09-012024-05-31 0000875582ntic:JointVenturesInWhichTheCompanyIsAShareholderDirectlyAndIndirectlyOutsideTheUSAMember2023-03-012023-05-31 0000875582ntic:JointVenturesInWhichTheCompanyIsAShareholderDirectlyAndIndirectlyOutsideTheUSAMember2024-03-012024-05-31 0000875582ntic:InsideTheUSAToUnaffiliatedCustomersMember2022-09-012023-05-31 0000875582ntic:InsideTheUSAToUnaffiliatedCustomersMember2023-09-012024-05-31 0000875582ntic:InsideTheUSAToUnaffiliatedCustomersMember2023-03-012023-05-31 0000875582ntic:InsideTheUSAToUnaffiliatedCustomersMember2024-03-012024-05-31 0000875582ntic:IndirectCostOfGoodsSoldMember2022-09-012023-05-31 0000875582ntic:IndirectCostOfGoodsSoldMember2023-09-012024-05-31 0000875582ntic:IndirectCostOfGoodsSoldMember2023-03-012023-05-31 0000875582ntic:IndirectCostOfGoodsSoldMember2024-03-012024-05-31 0000875582ntic:DirectCostOfGoodsSoldMemberntic:NaturTecMember2022-09-012023-05-31 0000875582ntic:DirectCostOfGoodsSoldMemberntic:NaturTecMember2023-09-012024-05-31 0000875582ntic:DirectCostOfGoodsSoldMemberntic:NaturTecMember2023-03-012023-05-31 0000875582ntic:DirectCostOfGoodsSoldMemberntic:NaturTecMember2024-03-012024-05-31 0000875582ntic:DirectCostOfGoodsSoldMemberntic:ZERUSTMember2022-09-012023-05-31 0000875582ntic:DirectCostOfGoodsSoldMemberntic:ZERUSTMember2023-09-012024-05-31 0000875582ntic:DirectCostOfGoodsSoldMemberntic:ZERUSTMember2023-03-012023-05-31 0000875582ntic:DirectCostOfGoodsSoldMemberntic:ZERUSTMember2024-03-012024-05-31 0000875582ntic:NaturTecMember2022-09-012023-05-31 0000875582ntic:NaturTecMember2023-09-012024-05-31 0000875582ntic:NaturTecMember2023-03-012023-05-31 0000875582ntic:NaturTecMember2024-03-012024-05-31 0000875582ntic:ZERUSTMember2022-09-012023-05-31 0000875582ntic:ZERUSTMember2023-09-012024-05-31 0000875582ntic:ZERUSTMember2023-03-012023-05-31 0000875582ntic:ZERUSTMember2024-03-012024-05-31 utr:Y iso4217:USDxbrli:shares xbrli:shares 0000875582us-gaap:EmployeeStockOptionMember2022-09-012023-05-31 0000875582us-gaap:EmployeeStockOptionMember2023-03-012023-05-31 0000875582us-gaap:EmployeeStockOptionMember2023-09-012024-05-31 0000875582us-gaap:EmployeeStockOptionMember2024-03-012024-05-31 0000875582ntic:ESPPMember2024-05-31 00008755822023-03-012023-03-01 00008755822024-03-012024-03-01 00008755822022-09-012022-09-01 00008755822023-09-012023-09-01 00008755822023-04-212023-04-21 00008755822023-01-202023-01-20 00008755822022-10-202022-10-20 00008755822024-04-172024-04-17 00008755822024-01-172024-01-17 00008755822023-10-182023-10-18 0000875582ntic:NTICChinaMemberntic:TermLoanInMayMember2023-08-31 0000875582ntic:NTICChinaMemberntic:TermLoanInMayMember2024-05-31 0000875582ntic:NTICChinaMemberntic:TermLoanInMayMember2023-05-30 iso4217:CNY 0000875582us-gaap:RevolvingCreditFacilityMemberntic:JPMorganChaseBankMember2023-01-062023-01-06 0000875582us-gaap:RevolvingCreditFacilityMemberntic:JPMorganChaseBankMemberntic:AdjustedSOFRRateApplicableMarginMember2023-01-062023-01-06 0000875582us-gaap:RevolvingCreditFacilityMemberntic:JPMorganChaseBankMemberus-gaap:SecuredOvernightFinancingRateSofrOvernightIndexSwapRateMember2023-01-062023-01-06 0000875582us-gaap:RevolvingCreditFacilityMemberntic:JPMorganChaseBankMember2023-01-06 0000875582us-gaap:RevolvingCreditFacilityMemberntic:JPMorganChaseBankMember2023-08-31 0000875582us-gaap:RevolvingCreditFacilityMemberntic:JPMorganChaseBankMember2024-05-31 0000875582us-gaap:StandbyLettersOfCreditMemberntic:JPMorganChaseBankMember2023-01-06 0000875582ntic:AllOtherMember2022-09-012023-05-31 0000875582ntic:EXCORMember2022-09-012023-05-31 0000875582ntic:EXCORAndAllOtherJointVentursMember2022-09-012023-05-31 0000875582ntic:AllOtherMember2022-09-012023-05-31 0000875582ntic:EXCORMember2022-09-012023-05-31 0000875582ntic:EXCORAndAllOtherJointVentursMember2022-09-012023-05-31 0000875582ntic:AllOtherMember2023-03-012023-05-31 0000875582ntic:EXCORMember2023-03-012023-05-31 0000875582ntic:EXCORAndAllOtherJointVentursMember2023-03-012023-05-31 0000875582ntic:AllOtherMember2023-03-012023-05-31 0000875582ntic:EXCORMember2023-03-012023-05-31 0000875582ntic:EXCORAndAllOtherJointVentursMember2023-03-012023-05-31 0000875582ntic:AllOtherMember2023-08-31 0000875582ntic:EXCORMember2023-08-31 0000875582ntic:EXCORAndAllOtherJointVentursMember2023-08-31 0000875582ntic:JointVenturesInFranceMember2023-08-31 0000875582ntic:EXCORMember2023-08-31 0000875582us-gaap:EquityMethodInvestmentNonconsolidatedInvesteeOrGroupOfInvesteesMember2023-08-31 0000875582ntic:AllOtherMember2023-09-012024-05-31 0000875582ntic:EXCORMember2023-09-012024-05-31 0000875582ntic:EXCORAndAllOtherJointVentursMember2023-09-012024-05-31 0000875582ntic:AllOtherMember2023-09-012024-05-31 0000875582ntic:EXCORMember2023-09-012024-05-31 0000875582ntic:EXCORAndAllOtherJointVentursMember2023-09-012024-05-31 0000875582ntic:AllOtherMember2024-03-012024-05-31 0000875582ntic:EXCORMember2024-03-012024-05-31 0000875582ntic:EXCORAndAllOtherJointVentursMember2024-03-012024-05-31 0000875582ntic:AllOtherMember2024-03-012024-05-31 0000875582ntic:EXCORMember2024-03-012024-05-31 0000875582ntic:EXCORAndAllOtherJointVentursMember2024-03-012024-05-31 0000875582ntic:AllOtherMember2024-05-31 0000875582ntic:EXCORMember2024-05-31 0000875582ntic:EXCORAndAllOtherJointVentursMember2024-05-31 0000875582ntic:AllOtherMember2024-05-31 0000875582ntic:EXCORMember2024-05-31 0000875582us-gaap:EquityMethodInvestmentNonconsolidatedInvesteeOrGroupOfInvesteesMember2024-05-31 0000875582us-gaap:CustomerRelationshipsMember2023-08-31 0000875582ntic:PatentsAndTrademarksMember2023-08-31 0000875582us-gaap:CustomerRelationshipsMember2024-05-31 0000875582ntic:PatentsAndTrademarksMember2024-05-31 00008755822022-08-31 0000875582us-gaap:NoncontrollingInterestMember2024-05-31 0000875582us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-05-31 0000875582us-gaap:RetainedEarningsMember2024-05-31 0000875582us-gaap:AdditionalPaidInCapitalMember2024-05-31 0000875582us-gaap:CommonStockMember2024-05-31 0000875582us-gaap:NoncontrollingInterestMember2023-09-012024-05-31 0000875582us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-09-012024-05-31 0000875582us-gaap:RetainedEarningsMember2023-09-012024-05-31 0000875582us-gaap:AdditionalPaidInCapitalMember2023-09-012024-05-31 0000875582us-gaap:CommonStockMember2023-09-012024-05-31 0000875582us-gaap:NoncontrollingInterestMember2023-08-31 0000875582us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-08-31 0000875582us-gaap:RetainedEarningsMember2023-08-31 0000875582us-gaap:AdditionalPaidInCapitalMember2023-08-31 0000875582us-gaap:CommonStockMember2023-08-31 0000875582us-gaap:NoncontrollingInterestMember2023-05-31 0000875582us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-05-31 0000875582us-gaap:RetainedEarningsMember2023-05-31 0000875582us-gaap:AdditionalPaidInCapitalMember2023-05-31 0000875582us-gaap:CommonStockMember2023-05-31 0000875582us-gaap:NoncontrollingInterestMember2022-09-012023-05-31 0000875582us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-09-012023-05-31 0000875582us-gaap:RetainedEarningsMember2022-09-012023-05-31 0000875582us-gaap:AdditionalPaidInCapitalMember2022-09-012023-05-31 0000875582us-gaap:CommonStockMember2022-09-012023-05-31 0000875582us-gaap:NoncontrollingInterestMember2022-08-31 0000875582us-gaap:AccumulatedOtherComprehensiveIncomeMember2022-08-31 0000875582us-gaap:RetainedEarningsMember2022-08-31 0000875582us-gaap:AdditionalPaidInCapitalMember2022-08-31 0000875582us-gaap:CommonStockMember2022-08-31 0000875582us-gaap:NoncontrollingInterestMember2024-03-012024-05-31 0000875582us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-03-012024-05-31 0000875582us-gaap:RetainedEarningsMember2024-03-012024-05-31 0000875582us-gaap:AdditionalPaidInCapitalMember2024-03-012024-05-31 0000875582us-gaap:CommonStockMember2024-03-012024-05-31 00008755822024-02-29 0000875582us-gaap:NoncontrollingInterestMember2024-02-29 0000875582us-gaap:AccumulatedOtherComprehensiveIncomeMember2024-02-29 0000875582us-gaap:RetainedEarningsMember2024-02-29 0000875582us-gaap:AdditionalPaidInCapitalMember2024-02-29 0000875582us-gaap:CommonStockMember2024-02-29 0000875582us-gaap:NoncontrollingInterestMember2023-03-012023-05-31 0000875582us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-03-012023-05-31 0000875582us-gaap:RetainedEarningsMember2023-03-012023-05-31 0000875582us-gaap:AdditionalPaidInCapitalMember2023-03-012023-05-31 0000875582us-gaap:CommonStockMember2023-03-012023-05-31 00008755822023-02-28 0000875582us-gaap:NoncontrollingInterestMember2023-02-28 0000875582us-gaap:AccumulatedOtherComprehensiveIncomeMember2023-02-28 0000875582us-gaap:RetainedEarningsMember2023-02-28 0000875582us-gaap:AdditionalPaidInCapitalMember2023-02-28 0000875582us-gaap:CommonStockMember2023-02-28 0000875582ntic:IntangibleAssetsExcludingPatentsAndTrademarksMember2023-08-31 0000875582ntic:IntangibleAssetsExcludingPatentsAndTrademarksMember2024-05-31 00008755822024-07-10
 

         

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________________________

 

FORM 10-Q

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended May 31, 2024

 

or

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from ________________ to __________________

 

Commission File Number: 001-11038

____________________

 

NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation or organization)

41-0857886

(I.R.S. Employer Identification No.)

 

4201 Woodland Road

P.O. Box 69

Circle Pines, Minnesota 55014

(Address of principal executive offices) (Zip Code)

  

(763) 225-6600
(Registrant’s telephone number, including area code)

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.02 per share

NTIC

Nasdaq Global Market

 

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 ☒ No ☐

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer ☐

Accelerated filer ☐

Non-accelerated filer

Smaller reporting company

Emerging growth company 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  No ☒

 

As of July 10, 2024, there were 9,441,127 shares of common stock of the registrant outstanding.

 

 

   

 
 

NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION

FORM 10-Q

May 31, 2024

 

TABLE OF CONTENTS

 

Description  Page
 

PART IFINANCIAL INFORMATION

     

Item 1.

Financial Statements

 
     
 

Consolidated Balance Sheets as of May 31, 2024 (unaudited) and August 31, 2023 (audited)

1

     
 

Consolidated Statements of Operations (unaudited) for the Three and Nine Months Ended May 31, 2024 and 2023

2

     
 

Consolidated Statements of Comprehensive Income (unaudited) for the Three and  Nine Months Ended May 31, 2024 and 2023

3

     
 

Consolidated Statements of Equity (unaudited) for the Three and Nine Months Ended May 31, 2024 and 2023

4

     
 

Consolidated Statements of Cash Flows (unaudited) for the Nine Months Ended May 31, 2024 and 2023

5

     
 

Notes to Consolidated Financial Statements (unaudited)

6

     

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

16

     

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

29

     

Item 4.

Controls and Procedures

30

     

PART IIOTHER INFORMATION

     

Item 1.

Legal Proceedings

32

     

Item 1A.

Risk Factors

32

     

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

32

     

Item 3.

Defaults Upon Senior Securities

33

     

Item 4.

Mine Safety Disclosures

33

     

Item 5.

Other Information

33

     

Item 6.

Exhibits

33

     

SIGNATURES

34

   

_________________

 

i

 

 

This quarterly report on Form 10-Q contains certain forward-looking statements that are within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are subject to the safe harbor created by those sections. For more information, see Part I. Financial Information Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations Forward-Looking Statements.

 

_________________

 

As used in this report, references to NTIC, the Company, we, our or us, unless the context otherwise requires, refer to Northern Technologies International Corporation and its wholly-owned and majority-owned subsidiaries, all of which are consolidated on NTICs consolidated financial statements.

 

As used in this report, references to: (1) NTIC China refer to NTICs wholly-owned subsidiary in China, NTIC (Shanghai) Co., Ltd.; (2) NTI Europe refer to NTICs wholly-owned subsidiary in Germany, NTIC Europe GmbH; (3) Zerust Mexico refer to NTICs wholly-owned subsidiary in Mexico, ZERUST-EXCOR MEXICO, S. de R.L. de C.V.; (4) Zerust India refer to NTICs wholly-owned subsidiary in India, HNTI Limited (formerly Harita-NTI Limited); and (5)NTI Asean refer to NTICs majority-owned holding company subsidiary, NTI Asean LLC, which holds investments in certain entities that operate in the Association of Southeast Asian Nations (ASEAN) region.

 

NTICs consolidated financial statements do not include the accounts of any of its joint ventures. Except as otherwise indicated, references in this report to NTICs joint ventures do not include any of NTICs wholly-owned or majority-owned subsidiaries.

 

As used in this report, references to EXCOR refer to NTICs joint venture in Germany, Excor Korrosionsschutz Technologien und Produkte GmbH.

 

All trademarks, trade names or service marks referred to in this report are the property of their respective owners.

 

 

 

ii

 
 
 

 

PART I - FINANCIAL INFORMATION

 

ITEM 1.         FINANCIAL STATEMENTS

 

NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS AS OF MAY 31, 2024 (UNAUDITED)

AND AUGUST 31, 2023 (AUDITED)

             
   

May 31, 2024

   

August 31, 2023

 

ASSETS

               

CURRENT ASSETS:

               

Cash and cash equivalents

  $ 5,794,824     $ 5,406,173  

Receivables:

               

Trade, excluding joint ventures, less allowance for doubtful accounts
of $533,000 as of May 31, 2024 and August 31, 2023

    14,374,856       15,645,130  

Trade, joint ventures

    594,331       187,912  

Fees for services provided to joint ventures

    1,262,153       1,296,594  

Dividend receivable from joint ventures

          1,986,027  

Income taxes

    463,828       34,202  

Inventories

    13,242,381       13,096,489  

Prepaid expenses

    2,170,896       2,019,029  

Total current assets

  $ 37,903,269     $ 39,671,556  
                 

PROPERTY AND EQUIPMENT, NET

  $ 15,678,572     $ 14,065,354  

OTHER ASSETS:

               

Investments in joint ventures

    24,219,348       23,705,714  

Deferred income tax, net

    570,673       530,944  

Intangible asset, net

    5,802,438       6,159,485  

Goodwill

    4,782,376       4,782,376  

Operating lease right of use asset

    308,868       428,874  

Total other assets

    35,683,703       35,607,393  

Total assets

  $ 89,265,544     $ 89,344,303  
                 

LIABILITIES AND EQUITY

               

CURRENT LIABILITIES:

               

Line of credit

  $ 1,988,380     $ 3,600,000  

Term loan

    2,762,049       2,757,176  

Accounts payable

    6,273,261       6,056,329  

Income taxes payable

    17,579       13,053  

Accrued liabilities:

               

Payroll and related benefits

    2,216,767       2,305,400  

Other

    1,289,106       1,648,615  

Current portion of operating lease

    247,291       340,799  

Total current liabilities

  $ 14,794,433     $ 16,721,372  

LONG-TERM LIABILITIES:

               

Deferred income tax, net

    1,836,059       1,836,059  

Operating lease, less current portion

    61,577       88,075  

Total long-term liabilities

  $ 1,897,636     $ 1,924,134  
                 

COMMITMENTS AND CONTINGENCIES (Note 12)

           
                 

EQUITY:

               

Preferred stock, no par value; authorized 10,000 shares; none issued and outstanding

           

Common stock, $0.02 par value per share; authorized 15,000,000 shares as of
May 31, 2024 and August 31, 2023; issued and outstanding 9,441,124 and
9,424,102, respectively

    188,823       188,482  

Additional paid-in capital

    23,104,415       21,986,767  

Retained earnings

    52,596,976       51,004,427  

Accumulated other comprehensive loss

    (7,038,745 )     (6,823,403 )

Stockholders’ equity

    68,851,469       66,356,273  

Non-controlling interest

    3,722,006       4,342,524  

Total equity

    72,573,475       70,698,797  

Total liabilities and equity

  $ 89,265,544     $ 89,344,303  

 

See notes to consolidated financial statements.

 

1

 
 

 

NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

FOR THE THREE AND NINE MONTHS ENDED MAY 31, 2024 AND 2023

             
   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

NET SALES:

                               

Net sales

  $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  

Cost of goods sold

    12,793,103       13,389,873       38,143,878       38,957,272  

Gross profit

    7,893,094       7,579,853       23,566,532       20,236,045  
                                 

JOINT VENTURE OPERATIONS:

                               

Equity in income from joint ventures

    1,396,731       1,346,658       3,676,962       3,664,793  

Fees for services provided to joint ventures

    1,212,497       1,361,311       3,764,514       3,795,862  

Total joint venture operations

    2,609,228       2,707,969       7,441,476       7,460,655  
                                 

OPERATING EXPENSES:

                               

Selling expenses

    4,232,887       3,893,152       12,053,839       10,996,303  

General and administrative expenses

    3,500,113       3,205,645       10,253,966       9,470,433  

Research and development expenses

    1,245,405       1,282,439       3,593,582       3,680,246  

Total operating expenses

    8,978,405       8,381,236       25,901,387       24,146,982  
                                 

OPERATING INCOME

    1,523,917       1,906,586       5,106,621       3,549,718  
                                 

INTEREST INCOME

    23,744       8,876       99,396       18,495  

INTEREST EXPENSE

    (59,939 )     (136,168 )     (248,835 )     (342,643 )
                                 

INCOME BEFORE INCOME TAX EXPENSE

    1,478,722       1,779,294       4,957,182       3,225,570  
                                 

INCOME TAX EXPENSE

    332,400       542,295       848,391       834,823  
                                 

NET INCOME

    1,155,322       1,236,999       4,108,791       2,390,747  
                                 

NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS

    178,718       177,409       535,497       417,418  
                                 

NET INCOME ATTRIBUTABLE TO NTIC

  $ 976,604     $ 1,059,590     $ 3,573,294     $ 1,973,329  
                                 

NET INCOME ATTRIBUTABLE TO NTIC PER COMMON SHARE:

                               

Basic

  $ 0.10     $ 0.11     $ 0.38     $ 0.21  

Diluted

  $ 0.10     $ 0.11     $ 0.36     $ 0.20  
                                 

WEIGHTED AVERAGE COMMON SHARES ASSUMED OUTSTANDING: 

                               

Basic

    9,431,134       9,369,923       9,432,684       9,355,776  

Diluted

    10,015,674       9,628,069       9,819,220       9,702,610  

CASH DIVIDENDS DECLARED PER COMMON SHARE

  $ 0.07     $ 0.07     $ 0.21     $ 0.21  

 

See notes to consolidated financial statements.

 

2

 
 

 

NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

FOR THE THREE AND NINE MONTHS ENDED MAY 31, 2024 AND 2023

             
   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

NET INCOME

  $ 1,155,322     $ 1,236,999     $ 4,108,791     $ 2,390,747  

OTHER COMPREHENSIVE INCOME (LOSS) – FOREIGN CURRENCY TRANSLATION ADJUSTMENT

    (251,995 )     (92,228 )     (296,281 )     388,568  

COMPREHENSIVE INCOME

    903,327       1,144,771       3,812,510       2,779,315  

COMPREHENSIVE LOSS ATTRIBUTABLE TO NON-CONTROLLING INTERESTS 

    (126,578 )     (190,118 )     (454,558 )     (440,301 )

COMPREHENSIVE INCOME ATTRIBUTABLE TO NTIC

  $ 1,029,905     $ 1,334,889     $ 4,267,068     $ 3,219,616  

 

See notes to consolidated financial statements.

 

 

 

 

 

3

 
 

 

NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EQUITY (UNAUDITED)

FOR THE THREE AND NINE MONTHS ENDED MAY 31, 2024 AND 2023

                         
     

STOCKHOLDERS’ EQUITY – THREE MONTHS ENDED MAY 31, 2024 AND 2023

                 
                                     

Accumulated

                 
                     

Additional

           

Other

   

Non-

         
     

Common Stock

   

Paid-in

   

Retained

   

Comprehensive

   

Controlling

   

Total

 
     

Shares

   

Amount

   

Capital

   

Earnings

   

Income (Loss)

   

Interests

   

Equity

 
                                                           

BALANCE AT FEBRUARY 28, 2023

      9,366,357     $ 187,327     $ 21,058,721     $ 50,319,062     $ (6,774,510 )   $ 3,443,643     $ 68,234,243  

Stock issued for employee stock purchase plan

      3,566       71       36,697                         36,768  

Stock option expense

                  331,303                         331,303  

Dividends paid to stockholders

                        (655,894 )                 (655,894 )

Dividend received by non-controlling interest

                                    (100,000 )     (100,000 )

Net income

                        1,059,590             177,409       1,236,999  

Other comprehensive income (loss)

                              (104,937 )     12,709       (92,228 )

BALANCE AT MAY 31, 2023

      9,369,923     $ 187,398     $ 21,426,721     $ 50,722,758     $ (6,879,447 )   $ 3,533,761     $ 68,991,191  
                                                           

BALANCE AT FEBRUARY 29, 2024

      9,427,598     $ 188,552     $ 22,721,667     $ 52,821,250     $ (6,838,890 )   $ 3,595,428     $ 71,948,007  

Stock issued for employee stock purchase plan

      3,284       66       39,805                         39,871  

Stock options exercised

      10,242       205       (205 )                        

Stock option expense

                  343,148                         343,148  

Dividends paid to stockholders

                        (660,879 )                 (660,879 )

Net income

                        976,604             178,718       1,155,322  

Other comprehensive income (loss)

                              (199,855 )     (52,140 )     (251,995 )

BALANCE AT MAY 31, 2024

      9,441,124     $ 188,823     $ 23,104,415     $ 52,596,976     $ (7,038,745 )   $ 3,722,006     $ 72,573,475  

 

 

     

STOCKHOLDERS’ EQUITY – NINE MONTHS ENDED MAY 31, 2024 AND 2023

                 
                                     

Accumulated

                 
                     

Additional

           

Other

   

Non-

         
     

Common Stock

   

Paid-in

   

Retained

   

Comprehensive

   

Controlling

   

Total

 
     

Shares

   

Amount

   

Capital

   

Earnings

   

Income (Loss)

   

Interests

   

Equity

 
                                                           

BALANCE AT AUGUST 31, 2022

      9,232,483     $ 184,650     $ 19,939,131     $ 50,716,613     $ (7,245,132 )   $ 3,649,034     $ 67,244,296  

Stock issued for employee stock purchase plan

      7,186       143       75,321                         75,464  

Stock options exercised

      130,254       2,605       413,958                         416,563  

Stock option expense

                  998,311                         998,311  

Dividends paid to stockholders

                        (1,967,184 )                 (1,967,184 )

Dividend received by non-controlling interest

                                    (555,574 )     (555,574 )

Net income

                        1,973,329             417,418       2,390,747  

Other comprehensive income

                              365,685       22,883       388,568  

BALANCE AT MAY 31, 2023

      9,369,923     $ 187,398     $ 21,426,721     $ 50,722,758     $ (6,879,447 )   $ 3,533,761     $ 68,991,191  
                                                           

BALANCE AT AUGUST 31, 2023

      9,424,102     $ 188,482     $ 21,986,767     $ 51,004,427     $ (6,823,403 )   $ 4,342,524     $ 70,698,797  

Stock issued for employee stock purchase plan

      6,780       136       79,831                         79,967  

Stock options exercised

      10,242       205       (205 )                        

Stock option expense

                  1,038,022                         1,038,022  

Dividends paid to stockholders

                        (1,980,745 )                 (1,980,745 )

Dividend received by non-controlling interest

                                    (1,075,076 )     (1,075,076 )

Net income

                        3,573,294             535,497       4,108,791  

Other comprehensive income

                              (215,342 )     (80,939 )     (296,281 )

BALANCE AT MAY 31, 2024

      9,441,124     $ 188,823     $ 23,104,415     $ 52,596,976     $ (7,038,745 )   $ 3,722,006     $ 72,573,475  

 

See notes to consolidated financial statements.

 

4

 
 

 

NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

FOR THE NINE MONTHS ENDED MAY 31, 2024 AND 2023

       
   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

 

CASH FLOWS FROM OPERATING ACTIVITIES:

               

Net income

  $ 4,108,791     $ 2,390,747  

Adjustments to reconcile net income to net cash provided by operating activities:

               

Stock-based compensation

    1,038,022       998,311  

Depreciation expense

    884,421       766,091  

Amortization expense

    442,975       441,603  

Loss on disposal of assets

          (8,534 )

Equity in income from joint ventures

    (3,676,962 )     (3,664,793 )

Dividends received from joint ventures

    2,958,925       3,510,716  

Deferred income taxes

    (40,091 )     (76,114 )

Changes in current assets and liabilities:

               

Receivables:

               

Trade, excluding joint ventures

    1,184,735       (362,810 )

Trade, joint ventures

    (406,419 )     29,014  

Fees for services provided to joint ventures

    34,441       539,107  

Dividends receivable from joint venture

    1,986,027        

Income taxes

    (429,626 )     (155,828 )

Inventories

    (197,240 )     2,254,758  

Prepaid expenses and other

    (184,366 )     184,516  

Accounts payable

    300,181       (2,902,121 )

Income tax payable

    4,504       (29,401 )

Accrued liabilities

    (424,413 )     (409,459 )

Net cash provided by operating activities

    7,583,905       3,505,803  
                 

CASH FLOWS FROM INVESTING ACTIVITIES:

               

Proceeds from the sale of available for sale securities

          5,590  

Proceeds from sale of property and equipment

          13,000  

Purchases of property and equipment

    (2,515,248 )     (2,607,988 )

Investments in patents

    (85,928 )     (89,350 )

Net cash used in investing activities

    (2,601,176 )     (2,678,748 )
                 

CASH FLOWS FROM FINANCING ACTIVITIES:

               

Dividend received by non-controlling interest

          (555,574 )

Net payments from line of credit

    (1,611,620 )     (700,000 )

Proceeds from term loan

          2,812,504  

Dividends paid on NTIC common stock

    (1,980,745 )     (1,967,184 )

Proceeds from the exercise of stock options

          416,563  

Dividends received by non-controlling interest

    (1,075,076 )      

Proceeds from employee stock purchase plan

    79,967       75,464  

Net cash (used in) provided by financing activities

    (4,587,474 )     81,773  
                 

EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS

    (6,604 )     (47,524 )
                 
                 

NET INCREASE IN CASH AND CASH EQUIVALENTS

    388,651       861,304  

CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD

    5,406,173       5,333,890  
                 

CASH AND CASH EQUIVALENTS AT END OF PERIOD

  $ 5,794,824     $ 6,195,194  

 

See notes to consolidated financial statements.

 

 

5

 

 

 

NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 


 

 

1.         INTERIM FINANCIAL INFORMATION

 

In the opinion of management, the accompanying unaudited consolidated financial statements contain all necessary adjustments, which are of a normal recurring nature, and present fairly the consolidated financial position of Northern Technologies International Corporation and its subsidiaries (the Company) as of May 31, 2024 and August 31, 2023, the results of the Company’s operations for the three and nine months ended May 31, 2024 and 2023, the changes in stockholders’ equity for the three and nine months ended May 31, 2024 and 2023, and the Company’s cash flows for the nine months ended May 31, 2024 and 2023, in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP).

 

These consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes contained in the Company’s annual report on Form 10-K for the fiscal year ended August 31, 2023. These consolidated financial statements also should be read in conjunction with the “Managements Discussion and Analysis of Financial Condition and Results of Operations” section appearing in this report.

 

Operating results for the three and nine months ended May 31, 2024 are not necessarily indicative of the results that may be expected for the full fiscal year ending August 31, 2024.

 

The Company evaluates events occurring after the date of the consolidated financial statements, through the date the consolidated financial statements were available to be issued, requiring recording or disclosure in the consolidated financial statements.

 

 

2.          ACCOUNTING PRONOUNCEMENTS

 

Recently Adopted Accounting Pronouncements

 

In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-13, Measurement of Credit Losses on Financial Instruments, which revises guidance for the accounting for credit losses on financial instruments within its scope, and in November 2018, issued ASU No. 2018-19 and in April 2019, issued ASU No. 2019-04 and in May 2019, issued ASU No. 2019-05, and in November 2019, issued ASU No. 2019-11, which amended the standard. The new standard introduces an approach, based on expected losses, to estimate credit losses on certain types of financial instruments and modifies the impairment model for available-for-sale debt securities. The new approach to estimating credit losses (referred to as the current expected credit losses model) applies to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures. This ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Entities are required to apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Company adopted this pronouncement on September 1, 2023, which did not have a material impact on the Company’s consolidated financial position or operating results.

 

6

 

 

 

3.         INVENTORIES

 

Inventories consisted of the following:

 

   

May 31, 2024

   

August 31, 2023

 

Production materials

  $ 4,887,783     $ 4,960,355  

Finished goods

    8,354,598       8,136,134  
    $ 13,242,381     $ 13,096,489  

 

 

4.         PROPERTY AND EQUIPMENT, NET

 

Property and equipment, net consisted of the following:

 

   

May 31, 2024

   

August 31, 2023

 

Land

  $ 776,965     $ 496,965  

Buildings and improvements

    19,492,861       17,250,392  

Machinery and equipment

    6,173,904       5,984,364  
      26,443,730       23,731,721  

Less accumulated depreciation

    (10,765,158 )     (9,666,367 )
    $ 15,678,572     $ 14,065,354  

 

Depreciation expense was $287,018 and $884,421 for the three and nine months ended May 31, 2024, respectively, compared to $277,253 and $766,091 for the three and nine months ended May 31, 2023, respectively.

 

 

5.         INTANGIBLE ASSETS, NET

 

Intangible assets, net consisted of the following:

 

   

As of May 31, 2024

 
   

Gross Carrying
Amount

   

Accumulated
Amortization

   

Net Carrying
Amount

 

Patents and trademarks

  $ 3,425,645     $ (2,806,590 )   $ 619,055  

Customer relationships

    6,347,000       (1,163,617 )     5,183,383  

Total intangible assets, net

  $ 9,772,645     $ (3,970,207 )   $ 5,802,438  
                         
   

As of August 31, 2023

 
   

Gross Carrying
Amount

   

Accumulated
Amortization

   

Net Carrying
Amount

 

Patents and trademarks

  $ 3,339,717     $ (2,680,965 )   $ 658,752  

Customer relationships

    6,347,000       (846,267 )     5,500,733  

Total intangible assets, net

  $ 9,686,717     $ (3,527,232 )   $ 6,159,485  

 

Amortization expense related to intangible assets was $147,749 and $442,975 for the three and nine months ended May 31, 2024, respectively, compared $146,730 and $441,603 for the three and nine months ended May 31, 2023, respectively.

 

7

 

 

As of May 31, 2024, future amortization expense related to intangible assets for each of the next five fiscal years and thereafter is estimated as follows:

 

Remainder of fiscal 2024

$ 285,905

Fiscal 2025

  543,721

Fiscal 2026

  517,990

Fiscal 2027

  492,221

Fiscal 2028

  479,012

Thereafter

  3,483,589

Total

$ 5,802,438

 

 

6.         INVESTMENTS IN JOINT VENTURES

 

The consolidated financial statements of the Company’s foreign joint ventures are initially prepared using the accounting principles accepted in the respective joint ventures’ countries of domicile. Amounts related to foreign joint ventures reported in the below tables and the accompanying consolidated financial statements have subsequently been adjusted to conform with U.S. GAAP in all material respects. All material profits on sales recorded that remain on the consolidated balance sheet from the Company to its joint ventures and from joint ventures to other joint ventures have been eliminated for financial reporting purposes.

 

Financial information from the audited and unaudited financial statements of the Company’s joint venture in Germany, Excor Korrosionsschutz – Technologien und Produkte GmbH (EXCOR), and all the Company’s other joint ventures are summarized as follows:

 

   

As of May 31, 2024

 
   

Total

   

EXCOR

   

All Other

 

Current assets

  $ 57,436,771     $ 28,022,725     $ 29,414,046  

Total assets

    62,421,770       30,641,557       31,780,213  

Current liabilities

    13,167,730       2,458,389       10,709,341  

Non-current liabilities

    303,758             303,758  

Joint ventures’ equity

    48,949,666       28,183,169       20,766,497  

NTIC’s share of joint ventures’ equity

    24,219,348       14,091,586       10,127,762  

NTIC’s share of joint ventures’ undistributed earnings

    23,645,685       14,260,800       9,384,885  

 

   

Three Months Ended May 31, 2024

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 25,602,072     $ 9,977,354     $ 15,624,718  

Gross profit

    10,713,282       4,959,536       5,753,746  

Net income

    2,793,738       1,623,431       1,170,307  

NTIC’s share of equity in income from joint ventures

    1,396,730       811,399       585,331  

NTIC’s dividends received from joint ventures

    567,674             567,674  

 

   

Nine Months Ended May 31, 2024

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 72,642,714     $ 27,561,950     $ 45,080,764  

Gross profit

    30,956,162       14,164,541       16,791,620  

Net income

    7,351,372       4,029,182       3,322,190  

NTIC’s share of equity in income from joint ventures

    3,676,961       2,015,734       1,661,228  

NTIC’s dividends received from joint ventures

    2,958,925       1,624,950       1,333,975  

 

8

 

   

As of August 31, 2023

 
   

Total

   

EXCOR

   

All Other

 

Current assets

  $ 55,339,662     $ 27,862,458     $ 27,477,204  

Total assets

    59,729,348       30,054,277       29,675,071  

Current liabilities

    11,464,247       2,687,064       8,777,183  

Non-current liabilities

    323,762             323,762  

Joint ventures’ equity

    47,941,339       27,367,213       20,574,126  

NTIC’s share of joint ventures’ equity

    23,705,714       13,683,608       10,022,106  

NTIC’s share of joint ventures’ undistributed earnings

    20,493,861       12,075,524       8,418,337  

 

   

Three Months Ended May 31, 2023

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 26,312,548     $ 10,735,862     $ 15,576,686  

Gross profit

    10,494,244       5,085,837       5,408,407  

Net income

    2,692,444       1,654,151       1,038,293  

NTIC’s share of equity in income from joint ventures

    1,346,658       828,631       518,027  

NTIC’s dividends received from joint ventures

    45,977             45,977  

 

   

Nine Months Ended May 31, 2023

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 76,525,427     $ 30,590,265     $ 45,935,162  

Gross profit

    30,223,623       14,539,314       15,684,309  

Net income

    7,308,398       4,761,608       2,546,790  

NTIC’s share of equity in income from joint ventures

    3,664,793       2,376,575       1,288,218  

NTIC’s dividends received from joint ventures

    3,510,716       2,459,500       1,051,216  

 

 

7.         CORPORATE DEBT

 

On January 6, 2023, the Company entered into a Credit Agreement (the Credit Agreement) with JPMorgan Chase Bank, N.A. (JPM), which provides the Company with a senior secured revolving line of credit (the Credit Facility) of up to $10.0 million, which includes a $5.0 million sublimit for standby letters of credit. Borrowings of $1,988,380 and $3,600,000 were outstanding under the Credit Facility as of May 31, 2024 and August 31, 2023, respectively.

 

Unless terminated earlier, the principal amount under the Credit Facility, together with all accrued unpaid interest and other amounts owing thereunder, if any, will be payable in full on the maturity date. On January 5, 2024, the Company and JPM renewed its Credit Agreement to extend the maturity date of the Credit Facility from January 6, 2024 to January 6, 2025. All other terms of the Credit Facility and the Credit Agreement remain the same.

 

Borrowings under the Credit Agreement bear interest at a floating rate, at the option of the Company, equal to either the CB Floating Rate or the Adjusted SOFR Rate. The term “CB Floating Rate” means the greater of the Prime Rate in the United States or 2.50%. The term “Adjusted SOFR Rate” means the term secured overnight financing rate for either one, three or six months (depending on the interest period selected by the Company) plus 0.10% per annum. With respect to any borrowings using an Adjusted SOFR Rate, there is an applicable margin of 2.15% applied per annum. There is no applicable margin with respect to borrowings using a CB Floating Rate.

 

9

 

To secure the Credit Agreement, the Company assigned JPM a continuing security interest in all of its right, title and interest in collateral made up for the assets of the Company.

 

The Credit Agreement contains customary affirmative and negative covenants, including, among other matters, limitations on the Company’s ability to incur additional debt, grant liens, engage in certain business operations and transactions, make certain investments, modify its organizational documents or form any new subsidiaries, subject to certain exceptions. Further, the Credit Agreement contains a negative covenant that restricts the ability of the Company to redeem or repurchase its common stock or pay dividends if the result of which would cause an event of default under the Credit Agreement. The Credit Agreement also requires the Company to maintain a Fixed Charge Coverage Ratio of at least 1.25 to 1.00. The term “Fixed Charge Coverage Ratio” means the ratio, computed for the Company on a consolidated basis, of net income plus income tax expense, plus amortization expense, plus depreciation expense, plus interest expense, and plus dividends received from joint ventures, minus unfinanced capital expenditures and equity in income from joint ventures, all computed for the twelve month period then ending, to scheduled principal payments made, plus scheduled finance lease payments made, plus interest expense paid, plus income tax expense paid, and plus cash distributions and dividends paid, all computed for the same twelve month period then ending. The Company was in compliance with all covenants as of May 31, 2024.

 

The Credit Agreement also contains customary events of default, including, without limitation, payment defaults, material inaccuracy of representations and warranties, covenant defaults, bankruptcy and insolvency proceedings, cross-defaults to certain other agreements, breach of any financial covenant and change of control. Upon the occurrence and during the continuance of any event of default, JPM may accelerate the payment of the obligations thereunder and exercise various other customary default remedies.

 

On each of April 10, 2023 and May 30, 2023, the Company’s wholly-owned subsidiary in China, NTIC China, entered into a loan agreement with China Construction Bank Corporation.  Each term loan provided NTIC China with a RMB 10,000,000 (USD $1.45 million). Each of the term loans matures after one year with the principal due at that time, after which an extension of the loan agreement is required. Both term loans have an annual interest rate of 3.25% with interest due monthly. Both term loans are secured by an office building owned by NTIC China and the loan agreements contain certain financial and other covenants. The Company was in compliance with the covenants as of May 31, 2024. The current outstanding balance for both term loans was USD $2,762,049 as of May 31, 2024 and USD $2,757,176 as of August 31, 2023.

 

 

8.         STOCKHOLDERS EQUITY

 

During the nine months ended May 31, 2024, the Company’s Board of Directors declared cash dividends on the following dates in the following amounts to the following holders of the Company’s common stock:

 

Declaration Date

 

Amount

 

Record Date

 

Payable Date

October 18, 2023

  $ 0.07  

November 1, 2023

 

November 15, 2023

January 17, 2024

  $ 0.07  

January 31, 2024

 

February 14, 2024

April 17, 2024

  $ 0.07  

May 1, 2024

 

May 15, 2024

 

During the nine months ended May 31, 2023, the Company’s Board of Directors declared cash dividends on the following dates in the following amounts to the following holders of the Company’s common stock:

 

Declaration Date

 

Amount

 

Record Date

 

Payable Date

October 20, 2022

  $ 0.07  

November 3, 2022

 

November 16, 2022

January 20, 2023

  $ 0.07  

February 1, 2023

 

February 15, 2023

April 21, 2023

  $ 0.07  

May 3, 2023

 

May 17, 2023

 

10

 

During the nine months ended May 31, 2024 and 2023, the Company repurchased no shares of its common stock.

 

The Company issued 3,496 and 3,620 shares of common stock on September 1, 2023 and 2022, respectively, under the Northern Technologies International Corporation Employee Stock Purchase Plan (ESPP). The Company issued 3,284 and 3,566 shares of common stock on March 1, 2024 and 2023, respectively, under the ESPP. The ESPP is compensatory for financial reporting purposes. As of May 31, 2024, 55,284 shares of common stock remained available for sale under the ESPP.

 

 

9.         NET INCOME PER COMMON SHARE

 

Basic net income per common 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.

 

The following is a reconciliation of the net income per share computation for the three and nine months ended May 31, 2024 and 2023:

 

   

Three Months Ended

   

Nine Months Ended

 

Numerator:

 

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

Net income attributable to NTIC

  $ 976,604     $ 1,059,590     $ 3,573,294     $ 1,973,329  

Denominator:

                               

Basic – weighted shares outstanding

    9,431,134       9,369,923       9,432,684       9,355,776  

Weighted shares assumed upon exercise of stock options

    584,541       258,146       386,536       346,834  

Diluted – weighted shares outstanding

    10,015,674       9,628,069       9,819,220       9,702,610  

Basic net income per share:

  $ 0.10     $ 0.11     $ 0.38     $ 0.21  

Diluted net income per share:

  $ 0.10     $ 0.11     $ 0.36     $ 0.20  

 

The dilutive impact summarized above relates to the periods when the average market price of the Company’s common stock exceeded the exercise price of the potentially dilutive option securities granted. Net income per common share was based on the weighted average number of common shares outstanding during the periods when computing basic net income per share. When dilutive, stock options are included as equivalents using the treasury stock market method when computing the diluted net income per share. Excluded from the computation of diluted net income per share for the three and nine months ended May 31, 2024 were options outstanding to purchase 305,514 shares of common stock. Excluded from the computation of diluted net income per share for the three and nine months ended May 31, 2023 were options outstanding to purchase 322,246 shares of common stock.

 

 

10.         STOCK-BASED COMPENSATION

 

A summary of stock option activities under the Northern Technologies International Corporation 2024 Stock Incentive Plan (the 2024 Plan), the Northern Technologies International Corporation Amended and Restated 2019 Stock Incentive Plan (the 2019 Plan) and the Northern Technologies International Corporation Amended and Restated 2007 Stock Incentive Plan (the 2007 Plan) is as follows:

 

11

 

 

   

Number of
Options
Outstanding

   

Weighted
Average Exercise
Price

 

Outstanding as of August 31, 2023

    1,557,131     $ 11.08  

Granted

    269,845       13.25  

Exercised

    (21,301 )     9.04  

Cancelled

           

Outstanding as of May 31, 2024

    1,805,675       11,43  

Exercisable as of May 31, 2024

    1,350,643     $ 10.88  

 

The weighted average per share fair value of options granted during the nine months ended May 31, 2024 and 2023 was $4.88 and $4.87, respectively. The weighted average remaining contractual life of the options outstanding as of May 31, 2024 and 2023 was 6.11 years and 6.16 years, respectively.

 

The Company recognized compensation expense of $343,148 and $1,038,022 and $331,303 and $998,311 during the three and nine months ended May 31, 2024 and 2023, respectively. As of May 31, 2024, there was $1,345,262 of unrecognized compensation expense. The amount is expected to be recognized over a period of 2.25 years.

 

 

11.         SEGMENT AND GEOGRAPHIC INFORMATION

 

Segment Information

 

The Company’s chief operating decision maker is its Chief Executive Officer. The Company’s business is organized into two reportable segments: ZERUST® and Natur-Tec®. The Company has been selling its proprietary ZERUST® rust and corrosion inhibiting products and services to the automotive, electronics, electrical, mechanical, military and retail consumer markets for almost 50 years and, more recently, has targeted and expanded into the oil and gas industry. The Company also sells a portfolio of bio-based and compostable (fully biodegradable) polymer resins and finished products under the Natur-Tec® brand.

 

The following table sets forth the Company’s net sales for the three and nine months ended May 31, 2024 and 2023 by segment:

 

   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

ZERUST® net sales

  $ 14,837,235     $ 16,100,674     $ 45,461,075     $ 45,929,422  

Natur-Tec® net sales

    5,848,962       4,869,052       16,249,335       13,263,895  

Total net sales

  $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  

 

The following table sets forth the Company’s cost of goods sold for the three and nine months ended May 31, 2024 and 2023 by segment:

 

   

Three Months Ended

   

Nine Months Ended

 
   

May 31,
2024

   

% of
Product
Sales*

   

May 31,
2023

   

% of
Product
Sales*

   

May 31,
2024

   

% of
Product
Sales*

   

May 31,
2023

   

% of
Product
Sales*

 

Direct cost of goods sold

                                                               

ZERUST®

    8,168,215       55.1 %   $ 9,116,091       56.6 %   $ 24,994,401       55.0 %   $ 26,410,796       57.5 %

Natur-Tec®

    3,768,921       64.4 %     3,576,676       73.5 %     10,566,223       65.0 %     10,078,385       76.0 %

Indirect cost of goods sold

    855,967             697,106             2,583,254             2,468,091        

Total net cost of goods sold

  $ 12,793,103             $ 13,389,873             $ 38,143,878             $ 38,957,272          

______________________________

*   The percent of product sales is calculated by dividing the direct cost of goods sold for each individual segment category by the net sales for each segment category.

 

12

 

The Company utilizes product net sales and direct and indirect cost of goods sold for each product in reviewing the financial performance of a product type. Further allocation of Company expenses or assets, aside from amounts presented in the tables above, is not utilized in evaluating product performance, nor does such allocation occur for internal financial reporting.

 

Geographic Information

 

Net sales by geographic location for the three and nine months ended May 31, 2024 and 2023 were as follows:

 

   

Three Months Ended May 31,

   

Nine Months Ended May 31,

 
   

2024

   

2023

   

2024

   

2023

 

Inside the U.S.A. to unaffiliated customers

  $ 7,086,859     $ 7,729,820     $ 21,160,095     $ 21,958,978  

Outside the U.S.A. to:

                               

Joint ventures in which the Company is a shareholder directly and indirectly

    441,067       732,437       1,904,444       2,895,665  

Unaffiliated customers

    13,158,272       12,507,469       38,645,871       34,338,674  
    $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  

 

Net sales by geographic location are based on the location of the customer.

 

Fees for services provided to joint ventures by geographic location as a percentage of total fees for services provided to joint ventures during the three and nine months ended May 31, 2024 and 2023 were as follows:

 

   

Three Months Ended

 
   

May 31, 2024

   

% of Total Fees
for Services
Provided to
Joint Ventures

   

May 31, 2023

   

% of Total Fees
for Services
Provided to
Joint Ventures

 

Poland

  $ 213,102       17.6 %   $ 224,288       16.5 %

Germany

    205,853       17.0 %     209,398       15.4 %

Japan

    118,606       9.8 %     152,593       11.2 %

Sweden

    110,542       9.1 %     144,981       10.7 %

Czech Republic

    101,111       8.3 %     99,089       7.3 %

Finland

    97,437       8.0 %     103,879       7.6 %

United Kingdom

    96,872       8.0 %     83,586       6.1 %

Thailand

    77,206       6.4 %     82,725       6.1 %

South Korea

    58,732       4.8 %     61,668       4.5 %

France

    47,206       3.9 %     128,149       9.4 %

Other

    85,830       7.1 %     70,953       5.2 %
    $ 1,212,497       100.0 %   $ 1,361,311       100.0 %

 

13

 

   

Nine Months Ended

 
   

May 31, 2024

   

% of Total Fees
for Services
Provided to
Joint Ventures

   

May 31, 2023

   

% of Total Fees
for Services
Provided to
Joint Ventures

 

Poland

  $ 628,905       16.7 %   $ 610,911       16.1 %

Germany

    618,236       16.4 %     606,189       16.0 %

Japan

    366,682       9.7 %     454,308       12.0 %

France

    364,348       9.7 %     356,444       9.4 %

Sweden

    324,062       8.6 %     358,032       9.4 %

Finland

    296,929       7.9 %     285,931       7.5 %

Czech Republic

    263,712       7.0 %     270,422       7.1 %

Thailand

    246,908       6.6 %     257,282       6.8 %

United Kingdom

    215,123       5.7 %     206,925       5.5 %

South Korea

    197,070       5.2 %     190,866       5.0 %

Other

    242,540       6.4 %     198,552       5.2 %
    $ 3,764,514       100.0 %   $ 3,795,862       100.0 %

 

The geographical distribution of total property and equipment and net sales is as follows:

 

   

At

May 31, 2024

   

At

August 31, 2023

 

China

  $ 5,575,097     $ 5,729,080  

Other

    1,061,309       745,469  

United States

    9,042,166       7,590,805  

Total property and equipment, net

  $ 15,678,572     $ 14,065,354  

 

 

14

 

 

   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

China

  $ 3,540,570     $ 3,318,373     $ 10,674,939     $ 9,936,808  

Brazil

    1,508,680       1,488,510       4,365,170       4,062,718  

India

    5,814,829       5,145,423       16,401,624       14,356,708  

Other

    2,735,259       3,287,600       9,108,583       8,878,105  

United States

    7,086,859       7,729,820       21,160,095       21,958,978  

Total net sales

  $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  

 

Long-lived assets consist of property and equipment. These assets are periodically reviewed to assure the net realizable value from the estimated future production based on forecasted sales exceeds the carrying value of the assets.

 

Sales to the Company’s joint ventures are included in the foregoing segment and geographic information; however, sales by the Company’s joint ventures to other parties are not included. The foregoing segment and geographic information represents only sales recognized directly by the Company and sold in that geographic territory.

 

All joint venture operations, including equity in income, fees for services and related dividends, are primarily related to ZERUST® products and services.

 

 

12.         COMMITMENTS AND CONTINGENCIES

 

Concentrations

 

Two joint ventures (consisting of the Company’s joint ventures in Korea and Thailand) accounted for 54.8% of the Company’s trade joint venture receivables as of May 31, 2024, and two joint ventures (consisting of the Company’s joint ventures in South Korea and Thailand) accounted for 65.1% of the Company’s trade joint venture receivables as of May 31, 2023.

 

Legal Matters

 

From time to time, the Company is subject to various other claims and legal actions in the ordinary course of its business. The Company records a liability in its consolidated financial statements for costs related to claims, including future legal costs, settlements and judgments, where the Company has assessed that a loss is probable and an amount could be reasonably estimated. If the reasonable estimate of a probable loss is a range, the Company records the most probable estimate of the loss or the minimum amount when no amount within the range is a better estimate than any other amount. The Company discloses a contingent liability even if the liability is not probable or the amount is not estimable, or both, if there is a reasonable possibility that material loss may have been incurred. In the opinion of management, as of May 31, 2024, the amount of liability, if any, with respect to these matters, individually or in the aggregate, will not materially affect the Company’s consolidated results of operations, financial position or cash flows.

 

 

13.         SUPPLEMENTAL CASH FLOW INFORMATION

 

Supplemental disclosures of cash flow information consisted of:

 

   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

Cash paid for interest

  $ 59,939     $ 136,168     $ 248,835     $ 342,643  

 

 

14.         INCOME TAXES

 

Income tax expense for the three and nine months ended May 31, 2024 was $332,400 and $848,391, respectively, compared to $542,295 and $834,823, respectively, for the three and nine months ended May 31, 2023. The expense was largely due to foreign operations. The Company has federal and state tax credit carry forwards, net operating loss carry forwards and foreign tax carry forwards. The Company has recorded a full valuation allowance against the U.S. deferred tax assets as of May 31, 2024 and August 31, 2023.

 

15

 

 

ITEM 2.         MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

This Management’s Discussion and Analysis provides material historical and prospective disclosures intended to enable investors and other users to assess NTIC’s financial condition and results of operations. Statements that are not historical are forward-looking and involve risks and uncertainties discussed under the heading “Part I. Item 2. Managements Discussion and Analysis of Financial Condition and Results of OperationsForward-Looking Statements” in this report and under “Part 1. Item 1A. Risk Factors” in our annual report on Form 10-K for the fiscal year ended August 31, 2023. The following discussion of the results of the operations and financial condition of NTIC should be read in conjunction with NTIC’s consolidated financial statements and the related notes thereto included under the heading “Part I. Item 1. Financial Statements.”

 

Business Overview

 

NTIC develops and markets proprietary, environmentally beneficial products and services in over 65 countries either directly or via a network of subsidiaries, joint ventures, independent distributors, and agents. NTIC’s primary business is corrosion prevention marketed mainly under the ZERUST® brand. NTIC has been selling its proprietary ZERUST® products and services to the automotive, electronics, electrical, mechanical, military, and retail consumer markets for almost 50 years and, more recently, has also expanded into the oil and gas industry. Additionally, NTIC markets and sells a portfolio of proprietary bio-based and certified compostable (fully biodegradable) polymer resin compounds and finished products under the Natur-Tec® brand. These products are intended to reduce NTIC’s customers’ carbon footprint and provide environmentally sound waste disposal options.

 

NTIC’s ZERUST® rust and corrosion inhibiting products include plastic and paper packaging, liquids, coatings, rust removers, cleaners, and diffusers as well as engineered solutions designed specifically for the oil and gas industry. NTIC also offers worldwide, on-site, technical consulting for rust and corrosion prevention issues. In North America, NTIC sells its ZERUST® corrosion prevention solutions through a network of independent distributors and agents supported by a direct sales force.

 

Internationally, NTIC sells its ZERUST® corrosion prevention solutions through its wholly-owned subsidiary in China, NTIC (Shanghai) Co., Ltd. (NTIC China), its wholly-owned subsidiary in India, HNTI Limited (Zerust India), its majority-owned joint venture holding company for NTIC’s joint venture investments in the Association of Southeast Asian Nations (ASEAN) region, NTI Asean LLC (NTI Asean), and certain majority-owned and wholly-owned subsidiaries, and joint venture arrangements in North America, Europe, and Asia. NTIC also sells products directly to its European joint venture partners through its wholly-owned subsidiary in Germany, NTIC Europe GmbH (NTI Europe).

 

One of NTIC’s strategic initiatives is to expand into and penetrate other markets for its ZERUST® corrosion prevention technologies. Consequently, for the past several years, NTIC has focused significant sales and marketing efforts on the oil and gas industry, as the infrastructure that supports that industry is typically constructed using metals that are highly susceptible to corrosion. NTIC believes that its ZERUST® corrosion prevention solutions will minimize maintenance downtime on critical oil and gas industry infrastructure, extend the life of such infrastructure, and reduce the risk of environmental pollution due to leaks caused by corrosion.

 

NTIC markets and sells its ZERUST® rust and corrosion prevention solutions to customers in the oil and gas industry in a continuously increasing number of countries either directly, through its subsidiaries, or through its joint venture partners and other strategic partners. The sale of ZERUST® corrosion prevention solutions to customers in the oil and gas industry typically involves long sales cycles, often including multi-year trial periods with each customer and a slow integration process thereafter.

 

16

 

Natur-Tec® bio-based and compostable plastics are manufactured using NTIC’s patented and/or proprietary technologies and are intended to replace conventional petroleum-based plastics. The Natur-Tec® biopolymer resin compound portfolio includes formulations that have been optimized for a variety of applications, including blown-film extrusion, extrusion coating, injection molding, and engineered plastics. These resin compounds are certified to be fully biodegradable in a commercial composting environment and are currently being used to produce finished products, including can liners, shopping and grocery bags, lawn and leaf bags, branded apparel packaging bags and accessories, and various foodservice items, such as disposable cutlery, drinking straws, food-handling gloves, and coated paper products. In North America, NTIC markets its Natur-Tec® resin compounds and finished products primarily through a network of regional and national distributors as well as independent agents. NTIC continues to see significant opportunities for finished bioplastic products and, therefore, continues to strengthen and expand its North American distribution network for finished Natur-Tec® bioplastic products.

 

Internationally, NTIC sells its Natur-Tec® resin compounds and finished products both directly and through its wholly-owned subsidiary in China and majority-owned subsidiaries in India and Sri Lanka and through distributors and certain joint ventures.

 

Financial Overview

 

NTIC’s management, including its chief executive officer, who is NTIC’s chief operating decision maker, reports and manages NTIC’s operations in two reportable business segments based on products sold, customer base and distribution center: ZERUST® products and services and Natur-Tec® products.

 

Highlights of NTIC’s financial results for the three and nine months ended May 31, 2024 include the following, with increases or decreases in each case as compared to the respective prior fiscal year quarterly period:

 

 

NTIC’s consolidated net sales decreased 1.4% during the three months ended May 31, 2024 compared to the three months ended May 31, 2023 primarily due to decreases in demand for ZERUST® products. NTIC’s consolidated net sales increased 4.3% during the nine months ended May 31, 2024 compared to the nine months ended May 31, 2023 primarily as a result of an increase in sales and demand for Natur-Tec® partially offset by decreases in ZERUST® products. During the nine months ended May 31, 2024, 73.7% of NTIC’s consolidated net sales were derived from sales of ZERUST® products and services, and 26.3% of NTIC’s consolidated net sales were derived from sales of Natur-Tec® products.

 

 

Cost of goods sold as a percentage of net sales decreased to 61.8% during each of the three and nine months ended May 31, 2024, respectively, compared to 63.9% and 65.8% during the three and nine months ended May 31, 2023, respectively, primarily as a result of lower raw material prices overall and savings associated with the insourcing of various finished goods production.

 

 

NTIC’s contribution from joint ventures operations decreased 3.6% and 0.3% during the three and nine months ended May 31, 2024 to $2,609,228 and 7,441,476 compared to $2,707,969 and 7,460,655 during the three and nine months ended May 31, 2023 primarily due to a decrease in net income at NTIC’s joint venture in Germany, partially offset by increases at the majority of the other joint ventures. Net sales at the joint ventures decreased 2.7% and 5.1% to $25,602,072 and $72,642,714 during the three and nine months ended May 31, 2024, respectively, compared to $26,312,548 and $76,525,427 during the three and nine months ended May 31, 2023, respectively.

 

 

NTIC’s total operating expenses increased 7.1% and 7.3% to $8,978,405 and $25,901,387 during the three and nine months ended May 31, 2024, respectively, compared to $8,381,236 and $24,146,982 for the three and nine months ended May 31, 2023, respectively. These increases were primarily due to increased personnel expenses, including new hires, benefits and travel.

 

 

NTIC incurred net income attributable to NTIC of $976,604, or $0.10 per diluted common share, for the three months ended May 31, 2024, compared to $1,059,590, or $0.11 per diluted common share, for the three months ended May 31, 2023. NTIC incurred net income attributable to NTIC of $3,573,294, or $0.36 per diluted common share, for the nine months ended May 31, 2024, compared to $1,973,329, or $0.20 per diluted common share, for the nine months ended May 31, 2023.

 

17

 

Results of Operations

 

The following table sets forth NTIC’s results of operations for the three and nine months ended May 31, 2024 and 2023.

 

   

Three Months Ended May 31,

 
   

2024

   

% of

Net Sales

   

2023

   

% of

Net Sales

   

$

Change

   

%

Change

 

Net sales

  $ 20,686,197       100.0 %   $ 20,969,726       100.0 %   $ (283,529 )     (1.4% )

Cost of goods sold

    12,793,103       61.8 %     13,389,873       63.9 %     (596,770 )     (4.5% )

Equity in income from joint ventures

    1,396,731       n/a       1,346,658       n/a       50,073       3.7 %

Fees for services provided to joint ventures

    1,212,497       n/a       1,361,311       n/a       (148,814 )     (10.9% )

Selling expenses

    4,232,887       20.5 %     3,893,152       18.6 %     339,735       8.7 %

General and administrative expenses

    3,500,113       16.9 %     3,205,645       15.3 %     294,468       9.2 %

Research and development expenses

    1,245,405       6.0 %     1,282,439       6.1 %     (37,034 )     (2.9% )

 

   

Nine Months Ended May 31,

 
   

2024

   

% of

Net Sales

   

2023

   

% of

Net Sales

   

$

Change

   

%

Change

 

Net sales

  $ 61,710,410       100.0 %   $ 59,193,317       100.0 %   $ 2,517,093       4.3 %

Cost of goods sold

    38,143,878       61.8 %     38,957,272       65.8 %     (813,394 )     (2.1% )

Equity in income from joint ventures

    3,676,962       n/a       3,664,793       n/a       12,169       0.3 %

Fees for services provided to joint ventures

    3,764,514       n/a       3,795,862       n/a       (31,348 )     (0.8% )

Selling expenses

    12,053,839       19.5 %     10,996,303       18.6 %     1,057,536       9.6 %

General and administrative expenses

    10,253,966       16.6 %     9,470,433       16.0 %     783,533       8.3 %

Research and development expenses

    3,593,582       5.8 %     3,680,246       6.2 %     (86,664 )     (2.4% )

 

Net Sales. NTIC’s consolidated net sales decreased 1.4% during the three months ended May 31, 2024 compared to the three months ended May 31, 2023 primarily due to decreases in demand for ZERUST® products. NTIC’s consolidated net sales increased 4.3% during the three months ended May 31, 2024 compared to the three and nine months ended May 31, 2023. This increase was primarily as a result of an increase in sales and demand for Natur-Tec® partially offset by decreases in ZERUST® products.

 

The following table sets forth NTIC’s net sales by product segment for the three and nine months ended May 31, 2024 and 2023:

 

   

Three Months Ended May 31,

   

Nine Months Ended May 31,

 
   

2024

   

2023

   

2024

   

2023

 

Total ZERUST® sales

    14,837,235       16,100,674       45,461,075       45,929,422  

Total Natur-Tec® sales

    5,848,962       4,869,052       16,249,335       13,263,895  

Total net sales

  $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  

 

During the three and nine months ended May 31, 2024, 71.7% and 73.7% of NTIC’s consolidated net sales, respectively, were derived from sales of ZERUST® products and services, which decreased 7.8% and 1.0% to $14,837,235 and $45,461,075, respectively, compared to $16,100,674 and $45,929,422 during the three and nine months ended May 31, 2023, respectively. These increases were primarily a result of decreased demand in North America of both ZERUST® industrial and ZERUST® oil and gas products.

 

18

 

 

The following table sets forth NTIC’s net sales of ZERUST® products for the three and nine months ended May 31, 2024 and 2023:

 

   

Three Months Ended May 31,

 
   

 

2024

   

 

2023

   

$

Change

   

%

Change

 

ZERUST® industrial net sales

  $ 13,477,181     $ 14,103,292     $ (626,111 )     (4.4% )

ZERUST® oil & gas net sales

    1,360,054       1,997,382       (637,328 )     (31.9% )

Total ZERUST® net sales

  $ 14,837,235     $ 16,100,674     $ (1,263,439 )     (7.8% )

 

   

Nine Months Ended May 31,

 
   

 

2024

   

 

2023

   

$

Change

   

%

Change

 

ZERUST® industrial net sales

  $ 40,431,379     $ 40,504,908     $ (73,529 )     (0.2% )

ZERUST® oil & gas net sales

    5,029,696       5,424,514       (394,818 )     (7.3% )

Total ZERUST® net sales

  $ 45,461,075     $ 45,929,422     $ (468,347 )     (1.0% )

 

NTIC’s total ZERUST® net sales decreased during the three and nine months ended May 31, 2024, compared to the prior fiscal year periods, primarily due to decreased demand in North American both ZERUST® industrial business and ZERUST® oil and gas business. Overall, demand for ZERUST® products and services depends heavily on the overall health of the markets in which NTIC sells its products, including the automotive, oil and gas, agriculture, and mining markets, in particular.

 

ZERUST® oil and gas net sales decreased 31.9% and 7.3% during the three and nine months ended May 31, 2023 compared to the prior fiscal year periods primarily as a result of decreased demand in markets in which NTIC sells its products and the timing of delivery of products. NTIC anticipates that its sales of ZERUST® products and services to the oil and gas industry will continue to remain subject to significant volatility from quarter to quarter as sales are recognized. Demand for oil and gas products around the world depends primarily on market acceptance and the reach of NTIC’s distribution network. Because of the typical size of individual orders and overall size of NTIC’s net sales derived from sales of oil and gas products, the timing of one or more orders can materially affect NTIC’s quarterly sales compared to prior fiscal year quarters.

 

During the three and nine months ended May 31, 2024, 28.3% and 26.3% of NTIC’s consolidated net sales, respectively, were derived from sales of Natur-Tec® products, compared to 23.2% and 22.4% during the three and nine months ended May 31, 2023, respectively. Sales of Natur-Tec® products increased 20.1% and 22.5% to $5,848,962 and $16,249,335 during the three and nine months ended May 31, 2024, respectively, compared to $4,869,052 and $13,263,895 during the three and nine months ended May 31, 2023, respectively, as a result of increased global demand. The demand for Natur-Tec® products in most markets has returned to pre-pandemic levels; however, there are lingering effects of COVID-19 in the apparel industry as well as corporate office complexes.

 

Cost of Goods Sold. Cost of goods sold decreased 4.5% and 2.1% for the three and nine months ended May 31, 2024, respectively, compared to the three and nine months ended May 31, 2023 primarily as a result of lower raw material prices overall. Cost of goods sold as a percentage of net sales decreased to 61.8% for each of the three and nine months ended May 31, 2024, compared to 63.9% and 65.8% during the three and nine months ended May 31, 2023, respectively, primarily as a result of these lower raw material prices and the insourcing of various finished goods production. NTIC has taken certain actions to address inflationary pressures and pass on related cost increases to its customers and some improvements from these actions, as well as improvements in gross margin, were realized during the nine months ended May 31, 2024.

 

19

 

Equity in Income from Joint Ventures. NTIC’s equity in income from joint ventures increased 3.7% and 0.3% during the three and nine months ended May 31, 2024 to $1,396,731 and 3,676,962, respectively, compared to $1,346,658 and 3,664,793, respectively, primarily due to efforts to enhance profitability at the Company’s joint ventures, partially offset by a decrease in net income at NTIC’s joint venture in Germany. NTIC’s equity in income from joint ventures fluctuates based on net sales and profitability of the joint ventures during the respective periods. Of the total equity in income from joint ventures, NTIC had equity in income from joint ventures of $2,015,734 attributable to EXCOR during the nine months ended May 31, 2024, compared to $2,376,575 attributable to EXCOR during the nine months ended May 31, 2023. These decreases were primarily a result of a decrease in net sales by EXCOR compared to the same prior year fiscal periods, primarily due to the loss of a customer and softer demand within the region related to higher energy prices and other externalities linked to the war between Ukraine and Russia. NTIC had equity in income from all other joint ventures of $1,661,227 during the nine months ended May 31, 2024, compared to $1,288,218 during the nine months ended May 31, 2023.

 

Fees for Services Provided to Joint Ventures. NTIC recognized fee income for services provided to joint ventures of $1,212,497 and $3,764,514 during the three and nine months ended May 31, 2024, respectively, compared to $1,361,311 and $3,795,862 during the three and nine months ended May 31, 2023, respectively, representing decreases of 10.9% and 0.8%, respectively. Fee income for services provided to joint ventures is traditionally a function of the sales made by NTIC’s joint ventures; however, at various joint ventures, the fee income for services is a fixed amount that does not fluctuate with the change in sales that was experienced by certain joint ventures during the three and nine months ended May 31, 2024. Total net sales of NTIC’s joint ventures decreased 2.7% and 5.1% to $25,602,072 and $72,642,714 during the three and nine months ended May 31, 2024, respectively, compared to $26,312,548 and $76,525,427 during the three and nine months ended May 31, 2023, respectively. These decreases were primarily a result of decreased demand during the three and nine months ended May 31, 2024 at NTIC’s joint venture in Germany primarily due to the loss of a customer and softer demand within the region, as described above. Net sales of NTIC’s joint ventures are not included in NTIC’s product sales and are not included in NTIC’s consolidated financial statements. Of the total fee income for services provided to joint ventures, fees of $618,236 were attributable to EXCOR during the nine months ended May 31, 2024, compared to $606,189 attributable to EXCOR during the nine months ended May 31, 2023.

 

Selling Expenses. NTIC’s selling expenses increased 8.7% and 9.6% for the three and nine months ended May 31, 2024, respectively, compared to the same respective periods in fiscal 2023 primarily due to an increase in personnel expense during the current fiscal year period compared to the same prior fiscal year periods. Selling expenses as a percentage of net sales increased to 20.5% and 19.5% for the three and nine months ended May 31, 2024, respectively, from 18.6% and 18.6% for the three and nine months ended May 31, 2023, respectively, primarily due to the increased selling expenses as noted above.

 

General and Administrative Expenses. NTIC’s general and administrative expenses increased 9.2% and 8.3% for the three and nine months ended May 31, 2024, respectively, compared to the same respective periods in fiscal 2023 primarily due to increased professional services and travel and personnel expenses during the current fiscal year periods compared to the same prior fiscal year periods. As a percentage of net sales, general and administrative expenses increased to 16.9% and 16.6% for the three and nine months ended May 31, 2024, respectively, from 15.3% and 16.0% for the same respective periods in fiscal 2023 primarily due to the changes in general and administrative expenses, as noted above.

 

Research and Development Expenses. NTIC’s research and development expenses decreased 2.9% and 2.4% for the three and nine months ended May 31, 2024, respectively, compared to the same respective periods in fiscal 2023 primarily due to the timing of expenses incurred and changes in expenses associated with development efforts.

 

Interest Income. NTIC’s interest income increased to $23,744 and $99,396 during the three and nine months ended May 31, 2024, respectively, compared to $8,876 and $18,495 during the three and nine months ended May 31, 2023, respectively, primarily due to changes in the invested cash balances at subsidiaries.

 

20

 

Interest Expense. NTIC’s interest expense decreased to $59,939 and $248,835 during the three and nine months ended May 31, 2024, respectively compared $136,168 and $342,643 during the three and nine months ended May 31, 2023, respectively, primarily due to decreased outstanding borrowings during the current fiscal year periods.

 

Income Before Income Tax Expense. NTIC had income before income tax expense of $1,487,722 and $4,957,182 for the three and nine months ended May 31, 2024, respectively, compared to $1,779,294 and $3,225,570 for the three and nine months ended May 31, 2023, respectively.

 

Income Tax Expense. Income tax expense was $332,400 and $848,391 for the three and nine months ended May 31, 2024, respectively, compared to $542,295 and $834,823 during the three and nine months ended May 31, 2023, respectively. Income tax expense was calculated based on management’s estimate of NTIC’s annual effective income tax rate.

 

NTIC considers the earnings of certain foreign joint ventures to be indefinitely invested outside the United States on the basis of estimates that NTIC’s future domestic cash generation will be sufficient to meet future domestic cash needs. As a result, U.S. income and foreign withholding taxes have not been recognized on the cumulative undistributed earnings of $23,645,685 and $20,493,861 as of May 31, 2024 and August 31, 2023, respectively. To the extent undistributed earnings of NTIC’s joint ventures are distributed in the future, they are not expected to result in any material additional income tax liability after the application of foreign tax credits.

 

Net Income Attributable to NTIC. Net income attributable to NTIC decreased to $976,604, or $0.10 per diluted common share, for the three months ended May 31, 2024, compared to $1,059,590, or $0.11 per diluted common share, for the three months ended May 31, 2023. Net income attributable to NTIC increased to $3,573,294, or $0.36 per diluted common share, for the nine months ended May 31, 2024, compared to $1,973,329, or $0.20 per diluted common share, for the nine months ended May 31, 2023. These increases were primarily due to the increase in gross profit, partially offset by the increase in operating expenses.

 

NTIC anticipates that its earnings will continue to be adversely affected to some extent by inflation and worldwide supply chain disruptions, among other factors. Additionally, NTIC anticipates that its quarterly net income will continue to remain subject to significant volatility primarily due to the financial performance of its subsidiaries and joint ventures, sales of its ZERUST® products and services into the oil and gas industry, and sales of its Natur-Tec® bioplastics products, which sales fluctuate more on a quarterly basis than the traditional ZERUST® business.

 

Other Comprehensive Income Foreign Currency Translations Adjustment. The changes in the foreign currency translations adjustment were due to the fluctuation of the U.S. dollar compared to the Euro and other foreign currencies during the three and nine months ended May 31, 2024 compared to the same respective periods in fiscal 2023.

 

Liquidity and Capital Resources

 

Sources of Cash and Working Capital. NTIC’s working capital, defined as current assets less current liabilities, was $23,178,836 as of May 31, 2024, including $5,794,824 in cash and cash equivalents, compared to $22,950,184 as of August 31, 2023, including $5,406,173 in cash and cash equivalents.

 

NTIC believes that a combination of its existing cash and cash equivalents, available for sale securities, forecasted cash flows from future operations, anticipated distributions of earnings, anticipated fees to NTIC for services provided to its joint ventures, and funds available through existing or anticipated financing arrangements will be adequate to fund its existing operations, investments in new or existing joint ventures or subsidiaries, capital expenditures, debt repayments, cash dividends, and any stock repurchases for at least the next 12 months. During the remainder of fiscal 2024, NTIC expects to continue to invest through its use of working capital in Zerust India, NTIC China, NTI Europe, its joint ventures, research and development, marketing efforts, resources for the application of its corrosion prevention technology in the oil and gas industry, and its Natur-Tec® bio-plastics business, although the amounts of these various investments are not known at this time.

 

21

 

NTIC also expects to use some of its capital resources to acquire remaining ownership interests of joint ventures not owned by NTIC as they become available or appropriate and for the formation of one or more new subsidiaries to assume the operations of a joint venture. Some of these joint venture transitions may materially impact NTIC’s results of operations for a particular reporting period.

 

NTIC traditionally has used the cash generated from its operations, distributions of earnings from joint ventures and fees for services provided to its joint ventures to fund NTIC’s new technology investments and capital contributions to new and existing subsidiaries and joint ventures. NTIC’s joint ventures traditionally have operated with little or no debt and have been self-financed with minimal initial capital investment and minimal additional capital investment from their respective owners. Therefore, NTIC believes there is limited exposure by NTIC’s joint ventures that could materially impact their respective operations and/or liquidity.

 

In order to take advantage of new product and market opportunities to expand its business and increase its revenues and assist with joint venture transitions, NTIC may decide to finance such opportunities by additional borrowing under its revolving line of credit or raising additional financing through the issuance of debt or equity securities. There is no assurance that any financing transaction will be available on terms acceptable to NTIC or at all or that any financing transaction will not be dilutive to NTIC’s current stockholders.

 

Credit Agreement with JPMorgan Chase Bank, N.A. On January 6, 2023, NTIC entered into a Credit Agreement (the Credit Agreement) with JPMorgan Chase Bank, N.A. (JPM), which provides NTIC with a senior secured revolving line of credit (the Credit Facility) of up to $10.0 million, which includes a $5.0 million sublimit for standby letters of credit. Borrowings of $1,988,380 and $3,600,000 were outstanding under the Credit Facility as of May 31, 2024 and August 31, 2023, respectively.

 

Unless terminated earlier, the principal amount under the Credit Facility, together with all accrued unpaid interest and other amounts owing thereunder, if any, will be payable in full on the maturity date. On January 5, 2024, the Company and JPM renewed its Credit Agreement to extend the maturity date of the Credit Facility from January 6, 2024 to January 6, 2025. All other terms of the Credit Facility and the Credit Agreement remain the same. It is anticipated that the Credit Facility will be renewed each year for one additional year for the immediate foreseeable future.

 

Borrowings under the Credit Agreement bear interest at a floating rate, at the option of NTIC, equal to either the CB Floating Rate or the Adjusted SOFR Rate. The term “CB Floating Rate” means the greater of the Prime Rate in the United States or 2.50%. The term “Adjusted SOFR Rate” means the term secured overnight financing rate for either one, three or six months (depending on the interest period selected by NTIC) plus 0.10% per annum. With respect to any borrowings using an Adjusted SOFR Rate, there is an applicable margin of 2.15% applied per annum. There is no applicable margin with respect to borrowings using a CB Floating Rate.

 

To secure the Credit Agreement, the Company assigned JPM a continuing security interest in all of its right, title and interest in collateral made up for the assets of the Company.

 

The Credit Agreement contains customary affirmative and negative covenants, including, among other matters, limitations on NTIC’s ability to incur additional debt, grant liens, engage in certain business operations and transactions, make certain investments, modify its organizational documents or form any new subsidiaries, subject to certain exceptions. Further, the Credit Agreement contains a negative covenant that restricts the ability of NTIC to redeem or repurchase its common stock or pay dividends if the result of which would cause an event of default under the Credit Agreement. The Credit Agreement also requires the Company to maintain a Fixed Charge Coverage Ratio of at least 1.25 to 1.00. The term “Fixed Charge Coverage Ratio” means the ratio, computed for NTIC on a consolidated basis, of net income plus income tax expense, plus amortization expense, plus depreciation expense, plus interest expense, and plus dividends received from joint ventures, minus unfinanced capital expenditures and equity in income from joint ventures, all computed for the twelve month period then ending, to scheduled principal payments made, plus scheduled finance lease payments made, plus interest expense paid, plus income tax expense paid, and plus cash distributions and dividends paid, all computed for the same twelve month period then ending.

 

22

 

The Credit Agreement also contains customary events of default, including, without limitation, payment defaults, material inaccuracy of representations and warranties, covenant defaults, bankruptcy and insolvency proceedings, cross-defaults to certain other agreements, breach of any financial covenant and change of control. Upon the occurrence and during the continuance of any event of default, JPM may accelerate the payment of the obligations thereunder and exercise various other customary default remedies. As of May 31, 2024, NTIC was in compliance with all debt covenants under the Credit Agreement.

 

Other Credit Arrangements. On each of April 10, 2023 and May 30, 2023, the Company’s wholly-owned subsidiary in China, NTIC China, entered into a loan agreement with China Construction Bank Corporation.  Each term loan provided NTIC China with a RMB 10,000,000 (USD $1.45 million). Each of the term loans matures after one year with the principal due at that time, after which an extension of the loan agreement is required. Both term loans have an annual interest rate of 3.25% with interest due monthly. Both term loans are secured by an office building owned by NTIC China and the loan agreements contain certain financial and other covenants. NTIC was in compliance with the covenants as of May 31, 2024. The current outstanding balance for both term loans was USD $2,762,049 as of May 31, 2024 and USD $2,757,176 as of August, 31, 2023.

 

Uses of Cash and Cash Flow. Net cash provided by operating activities during the nine months ended May 31, 2024 was $7,583,904, which resulted principally from NTIC’s net income, dividends received from joint ventures, dividend receivables from joint ventures, depreciation and amortization expense, and stock-based compensation, partially offset by equity in income from joint ventures. Net cash provided by operating activities during the nine months ended May 31, 2023 was $3,505,803, which resulted principally from NTIC’s net income, dividends received from joint ventures, depreciation and amortization expense, and stock-based compensation, partially offset by equity in income from joint ventures.

 

NTIC’s cash flows from operations are impacted by significant changes in certain components of NTIC’s working capital, including inventory turnover and changes in receivables and payables. NTIC considers internal and external factors when assessing the use of its available working capital, specifically when determining inventory levels and credit terms of customers. Key internal factors include existing inventory levels, stock reorder points, customer forecasts and customer requested payment terms. Key external factors include the availability of primary raw materials and sub-contractor production lead times. NTIC’s typical contractual terms for trade receivables, excluding joint ventures, are traditionally 30 days and 90 days for trade receivables from its joint ventures. Before extending unsecured credit to customers, excluding NTIC’s joint ventures, NTIC reviews customers’ credit histories and will establish an allowance for uncollectible accounts based upon factors surrounding the credit risk of specific customers and other information. Accounts receivable over 30 days are considered past due for most customers. NTIC does not accrue interest on past due accounts receivable. If accounts receivables in excess of the provided allowance are determined uncollectible, they are charged to selling expense in the period that the determination is made. Accounts receivable are deemed uncollectible based on NTIC exhausting reasonable efforts to collect. NTIC’s typical contractual terms for receivables for services provided to its joint ventures are 90 days. NTIC records receivables for services provided to its joint ventures on an accrual basis, unless circumstances exist that make the collection of the balance uncertain, in which case the fee income will be recorded on a cash basis until there is consistency in payments. This determination is handled on a case-by-case basis.

 

NTIC experienced a decrease in trade receivables as of May 31, 2024, compared to August 31, 2023. Trade receivables, excluding joint ventures, as of May 31, 2024, decreased $1,270,274, compared to August 31, 2023, primarily related to the timing of collections.

 

23

 

Outstanding trade receivables, excluding joint ventures balances, decreased an average of 5 days to an average of 66 days from balances outstanding from these customers as of May 31, 2024 from an average of 71 days as of August 31, 2023.

 

Outstanding trade receivables from joint ventures as of May 31, 2024 increased $416,419, compared to August 31, 2023, primarily due to the timing of payments and orders. Outstanding balances from trade receivables from joint ventures increased an average of 93 days to an average of 127 days from balances outstanding from these customers as of May 31, 2024 from an average of 34 days as of August 31, 2023. The average days outstanding of trade receivables from joint ventures as of May 31, 2024 were primarily due to the receivables balances at Thailand and South Korea.

 

Outstanding receivables for services provided to joint ventures as of May 31, 2024 decreased $34,441, compared to August 31, 2023, and the average days to pay decreased an average of 11 day to an average of 96 days from an average of 86 days as of August 31, 2023.

 

Net cash used in investing activities for the nine months ended May 31, 2024 and 2023 was $2,601,176 and $2,678,748, respectively, which was primarily the result of the purchases of property and equipment, and investments in patents.

 

Net cash used in financing activities for the nine months ended May 31, 2024 was $4,587,474, which resulted from dividends paid to shareholders, the repayment of borrowings under the line of credit, and dividends received by non-controlling interest, partially offset by proceeds from NTIC’s employee stock purchase plan. Net cash provided by financing activities for the nine months ended May 31, 2023 was $81,773, which resulted from borrowings under the line of credit and term loan and proceeds from the exercise of stock options and NTIC’s employee stock purchase plan, partially offset by dividends paid on NTIC common stock and dividends received by non-controlling interest.

 

Share Repurchase Plan. On January 15, 2015, NTIC’s Board of Directors authorized the repurchase of up to $3,000,000 in shares of NTIC common stock through open market purchases or unsolicited or solicited privately negotiated transactions. This program has no expiration date but may be terminated by NTIC’s Board of Directors at any time. No repurchases occurred during the nine months ended May 31, 2024. As of May 31, 2024, up to $2,640,548 in shares of NTIC common stock remained available for repurchase under NTIC’s stock repurchase program.

 

Cash Dividends. During the nine months ended May 31, 2024, NTIC’s Board of Directors declared cash dividends on the following dates in the following amounts to the following holders of NTIC’s common stock:

 

Declaration Date

 

Amount

 

Record Date

 

Payable Date

October 18, 2023

  $ 0.07  

November 1, 2023

 

November 15, 2023

January 17, 2024

  $ 0.07  

January 31, 2024

 

February 14, 2024

April 17, 2024

  $ 0.07  

May 1, 2024

 

May 15, 2024

 

During the nine months ended May 31, 2023, NTIC’s Board of Directors declared cash dividends on the following dates in the following amounts to the following holders of NTIC’s common stock:

 

Declaration Date

 

Amount

 

Record Date

 

Payable Date

October 20, 2022

  $ 0.07  

November 3, 2022

 

November 16, 2022

January 20, 2023

  $ 0.07  

February 1, 2023

 

February 15, 2023

April 21, 2023

  $ 0.07  

May 3, 2023

 

May 17, 2023

 

The declaration of future dividends is not guaranteed and will be determined by NTIC’s Board of Directors in light of conditions then existing, including NTIC’s earnings, financial condition, cash requirements, restrictions in financing agreements, business conditions, and other factors.

 

24

 

Capital Expenditures and Commitments. NTIC spent $2,515,248 on capital expenditures during the nine months ended May 31, 2024, which related primarily to facility improvements to the warehouse facility NTIC purchased during fiscal 2023 and the installation of a new Enterprise Resource Planning (ERP) software system and associated equipment. NTIC expects to spend an aggregate of approximately $600,000 to $1,100,000 on capital expenditures during fiscal 2024, which it expects will relate primarily to the installation of new Enterprise Resource Planning (ERP) software system and the purchase of new equipment and facility improvements.

 

Inflation and Seasonality

 

Although inflation in the United States and abroad historically has had little effect on NTIC, inflationary pressures adversely affected NTIC’s gross margins during the third quarter of fiscal 2024.  NTIC believes there is some seasonality in its business. NTIC’s net sales in the second fiscal quarter are typically adversely affected by the long Chinese New Year, the North American holiday season and overall less corrosion taking place at lower winter temperatures worldwide.

 

Market Risk

 

NTIC is exposed to some market risk stemming from changes in foreign currency exchange rates, commodity prices and interest rates.

 

Because the functional currency of NTIC’s foreign operations and investments in its foreign joint ventures is the applicable local currency, NTIC is exposed to foreign currency exchange rate risk arising from transactions in the normal course of business. NTIC’s principal exchange rate exposure is with the Euro, the Japanese Yen, the Indian Rupee, the Chinese Renminbi, the South Korean Won, and the English Pound against the U.S. Dollar. NTIC’s fees for services provided to joint ventures and dividend distributions from these foreign entities are paid in foreign currencies and, thus, fluctuations in foreign currency exchange rates could result in declines in NTIC’s reported net income. Since NTIC’s investments in its joint ventures are accounted for using the equity method, any changes in foreign currency exchange rates would be reflected as a foreign currency translation adjustment and would not change NTIC’s equity in income from joint ventures reflected in its consolidated statements of operations. NTIC does not hedge against its foreign currency exchange rate risk.

 

Some raw materials used in NTIC’s products are exposed to commodity price changes. The primary commodity price exposures are with a variety of plastic and bioplastic resins.

 

Any outstanding advances under NTIC’s Credit Facility with JPM bear interest at a floating rate, at the option of NTIC, equal to either the CB Floating Rate or the Adjusted SOFR Rate, as defined above. Borrowings of $1,988,380 were outstanding under the Credit Facility as of May 31, 2024.

 

Both term loans undertaken by NTIC China with China Construction Bank Corporation have an annual interest

rate of 3.25% with interest due monthly. The current outstanding balance as of May 31, 2024 for both term loans

is USD $2,762,049.

 

Critical Accounting Policies and Estimates

 

There have been no material changes to NTIC’s critical accounting policies and estimates from the information provided in “Part II. Item 7, Managements Discussion and Analysis of Financial Condition and Results of OperationsCritical Accounting Policies and Estimates” included in NTIC’s annual report on Form 10-K for the fiscal year ended August 31, 2023.

 

Recent Accounting Pronouncements

 

See Note 2 to NTIC’s consolidated financial statements for a discussion of recent accounting pronouncements.

 

25

 

Forward-Looking Statements

 

This quarterly report on Form 10-Q contains not only historical information, but also forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are subject to the safe harbor created by those sections. In addition, NTIC or others on NTIC’s behalf may make forward-looking statements from time to time in oral presentations, including telephone conferences and/or web casts open to the public, in press releases or reports, on NTIC’s Internet web site, or otherwise. All statements other than statements of historical facts included in this report or expressed by NTIC orally from time to time that address activities, events, or developments that NTIC expects, believes, or anticipates will or may occur in the future are forward-looking statements, including, in particular, the statements about NTIC’s plans, objectives, strategies, and prospects regarding, among other things, NTIC’s financial condition, results of operations and business, the anticipated effect of COVID-19 and its acquisition of Zerust India on NTIC’s business, operating results and financial condition, and the outcome of contingencies, such as legal proceedings. NTIC has identified some of these forward-looking statements in this report with words like “believe,” “can,” “may,” “could,” “would,” “might,” “forecast,” “possible,” “potential,” “project,” “will,” “should,” “expect,” “intend,” “plan,” “predict,” “anticipate,” “estimate,” “approximate,” “outlook,” or “continue” or the negative of these words or other words and terms of similar meaning. The use of future dates is also an indication of a forward-looking statement. Forward-looking statements may be contained in the notes to NTIC’s consolidated financial statements and elsewhere in this report, including under the heading “Managements Discussion and Analysis of Financial Condition and Results of Operations.”

 

Forward-looking statements are based on current expectations about future events affecting NTIC and are subject to uncertainties and factors that affect all businesses operating in a global market as well as matters specific to NTIC. These uncertainties and factors are difficult to predict, and many of them are beyond NTIC’s control. The following are some of the uncertainties and factors known to us that could cause NTIC’s actual results to differ materially from what NTIC has anticipated in its forward-looking statements:

 

 

The effect of worldwide disruption in supply issues on NTIC’s business, operating results and financial condition, which will likely continue through fiscal 2024, regardless of the status of COVID-19;

 

 

The effect of COVID-19 on NTIC’s business, operating results and financial condition, including in particular in China, and disruption to our customers, suppliers and subcontractors, as well as the global economy and financial markets;

 

 

The effect of current worldwide economic conditions, inflation, recessionary indicators and any turmoil and disruption in the global credit, financial and banking markets or the perception of adverse conditions on NTIC’s business and the business of NTIC’s customers, suppliers, vendors and other third parties with whom NTIC conducts business;

 

 

The effect of the ongoing war between Russia and Ukraine, and the effect of the war and the resulting sanctions by U.S. and European governments on commodity price fluctuations, which have decreased our margins and the margins of our joint ventures and resulted in decreased joint venture profitability, which will likely continue through the end of fiscal 2024;

 

 

The effect of the ongoing war between Israel and Hamas;

 

 

NTIC’s operations in China and the risks associated therewith, including trade or other issues that may result from increasing tensions between the U.S. and China;

 

26

 

 

Variability in NTIC’s sales of ZERUST® products and services to the oil and gas industry and Natur-Tec® products and NTIC’s equity income of joint ventures, which variability in sales and equity in income from joint ventures, in turn, subject NTIC’s earnings to quarterly fluctuations;

 

 

Risks associated with NTIC’s international operations and exposure to fluctuations in foreign currency exchange rates, import duties, taxes, and tariffs;

 

 

The effect of the United Kingdom’s process to exit the European Union on NTIC’s operating results, including, in particular, future net sales of NTIC’s European and other joint ventures;

 

 

The effect of the health of the U.S. automotive industry on NTIC’s business and the evolution of the automotive industry towards electric vehicles;

 

 

NTIC’s dependence on the success of its joint ventures and fees and dividend distributions that NTIC receives from them;

 

 

Risks associated with NTIC’s acquisition of the remaining 50% ownership interest in its Indian joint venture, Zerust India;

 

 

NTIC’s relationships with its joint ventures and its ability to maintain those relationships, especially in light of anticipated succession planning issues, and risks associated with possible future acquisitions of the remaining ownership interests of certain joint ventures;

 

 

Fluctuations in the cost and availability of raw materials, including resins and other commodities, including supply chain disruptions and weather related impacts;

 

 

The success of and risks associated with NTIC’s emerging new businesses and products and services, including in particular NTIC’s ability and the ability of NTIC’s joint ventures to sell ZERUST® products and services to the oil and gas industry and Natur-Tec® products and the often lengthy and extensive sales process involved in selling such products and services;

 

 

NTIC’s ability to introduce new products and services that respond to changing market conditions and customer demand;

 

 

Market acceptance of NTIC’s existing and new products, especially in light of existing and new competitive products;

 

 

Maturation of certain existing markets for NTIC’s ZERUST® products and services and NTIC’s ability to grow market share and succeed in penetrating other existing and new markets;

 

 

Increased competition, especially with respect to NTIC’s ZERUST® products and services, and the effect of such competition on NTIC’s and its joint ventures’ pricing, net sales, and margins;

 

 

NTIC’s reliance upon and its relationships with its distributors, independent sales representatives, and joint ventures;

 

 

NTIC’s reliance upon suppliers;

 

 

Oil prices, which may affect sales of NTIC’s ZERUST® products and services to the oil and gas industry, and which may be impacted by the ongoing war between Russia and Ukraine;

 

 

The costs and effects of complying with laws and regulations and changes in tax, fiscal, government, and other regulatory policies, including rules relating to environmental, health, and safety matters;

 

27

 

 

Unforeseen product quality or other problems in the development, production, and usage of new and existing products;

 

 

Unforeseen production expenses incurred in connection with new customers and new products;

 

 

Loss of or changes in executive management or key employees and the need to hire and train local support in a timely manner in order to support customer needs;

 

 

Ability of management to manage around unplanned events;

 

 

Pending and future litigation;

 

 

NTIC’s reliance on its intellectual property rights and the absence of infringement of the intellectual property rights of others;

 

 

NTIC’s ability to maintain effective internal control over financial reporting, especially in light of its joint venture arrangements;

 

 

Changes in applicable laws or regulations and NTIC’s failure to comply with applicable laws, rules, and regulations;

 

 

Changes in generally accepted accounting principles and the effect of new accounting pronouncements;

 

 

NTIC’s ability to effectively remediate its material weakness and maintain effective internal control over financial reporting;

 

 

Fluctuations in NTIC’s effective tax rate;

 

 

The effect of extreme weather conditions on NTIC’s operating results; and

 

 

NTIC’s reliance upon its management information systems.

 

For more information regarding these and other uncertainties and factors that could cause NTIC’s actual results to differ materially from what NTIC has anticipated in its forward-looking statements or otherwise could materially adversely affect its business, financial condition or operating results, see NTIC’s annual report on Form 10-K for the fiscal year ended August 31, 2023 under the heading “Part I. Item 1A. Risk Factors.”

 

All forward-looking statements included in this report are expressly qualified in their entirety by the foregoing cautionary statements. NTIC wishes to caution readers not to place undue reliance on any forward-looking statement that speaks only as of the date made and to recognize that forward-looking statements are predictions of future results, which may not occur as anticipated. Actual results could differ materially from those anticipated in the forward-looking statements and from historical results due to the uncertainties and factors described above and others that NTIC may consider immaterial or does not anticipate at this time. Although NTIC believes that the expectations reflected in its forward-looking statements are reasonable, NTIC does not know whether its expectations will prove correct. NTIC’s expectations reflected in its forward-looking statements can be affected by inaccurate assumptions NTIC might make or by known or unknown uncertainties and factors, including those described above. The risks and uncertainties described above are not exclusive, and further information concerning NTIC and its business, including factors that potentially could materially affect its financial results or condition, may emerge from time to time. NTIC assumes no obligation to update, amend, or clarify forward-looking statements to reflect actual results or changes in factors or assumptions affecting such forward-looking statements. NTIC advises you, however, to consult any further disclosures NTIC makes on related subjects in its annual reports on Form 10-K, quarterly reports on Form 10-Q, and current reports on Form 8-K that NTIC files with or furnishes to the Securities and Exchange Commission.

 

28

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

NTIC is exposed to some market risk stemming from changes in foreign currency exchange rates, commodity prices and interest rates.

 

Because the functional currency of NTIC’s foreign operations and investments in its foreign joint ventures is the applicable local currency, NTIC is exposed to foreign currency exchange rate risk arising from transactions in the normal course of business. NTIC’s principal exchange rate exposure is with the Euro, the Japanese Yen, the Indian Rupee, the Chinese Renminbi, the South Korean Won, and the English Pound against the U.S. Dollar. NTIC’s fees for services provided to joint ventures and dividend distributions from these foreign entities are paid in foreign currencies, and, thus, fluctuations in foreign currency exchange rates could result in declines in NTIC’s reported net income. Since NTIC’s investments in its joint ventures are accounted for using the equity method, any changes in foreign currency exchange rates would be reflected as a foreign currency translation adjustment and would not change NTIC’s equity in income from joint ventures reflected in its consolidated statements of operations. NTIC does not hedge against its foreign currency exchange rate risk.

 

Some raw materials used in NTIC’s products are exposed to commodity price changes. The primary commodity price exposures are with a variety of plastic and bioplastic resins.

 

With respect to interest rate risk, any outstanding advances under NTIC’s Credit Facility with JPM bear interest at a floating rate, at the option of NTIC, equal to either the CB Floating Rate or the Adjusted SOFR Rate, as defined above. Borrowings of $1,988,380 were outstanding under the Credit Facility as of May 31, 2024. Both term loans undertaken by NTIC China with China Construction Bank Corporation have an annual interest rate of 3.25% with interest due monthly. The current outstanding balance as of May 31, 2024 for both term loans is USD $2,762,049.

 

 

 

 

 

 

 

29

 

 

ITEM 4. CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

NTIC maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) that are designed to provide reasonable assurance that information required to be disclosed by NTIC in the reports it files or submits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that such information is accumulated and communicated to NTIC’s management, including NTIC’s principal executive officer and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. NTIC’s management evaluated, with the participation of its Chief Executive Officer and its Chief Financial Officer, the effectiveness of the design and operation of NTIC’s disclosure controls and procedures as of the end of the period covered in this report. Based on that evaluation, and as a result of the material weakness in NTIC’s internal control over financial reporting discussed below, NTIC’s Chief Executive Officer and Chief Financial Officer concluded that NTIC’s disclosure controls and procedures were not effective as of the end of such period to provide reasonable assurance that information required to be disclosed in the reports that NTIC files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to NTIC’s management, including NTIC’s Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

 

Previously Reported Material Weakness in Internal Control over Financial Reporting

 

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. NTIC did not maintain effective controls over the probability assessment associated with the recognition of income related to employee retention credits (ERCs).

 

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was signed into law providing numerous tax provisions and other stimulus measures, including ERCs, which are refundable tax credits against certain employment taxes. The Taxpayer Certainty and Disaster Tax Relief Act of 2020 and the American Rescue Plan Act of 2021 extended and expanded the availability of the ERC.

 

NTIC engaged tax advisors of a Big 4 accounting firm which determined NTIC qualified for ERCs. NTIC qualified for ERCs on qualified wages paid in the first and second quarters of 2021 and filed for and recognized income from the ERCs in the second and third quarters of fiscal 2023. In connection with the preparation of its consolidated financial statements for the fiscal year ended August 31, 2023, NTIC concluded that it should have accounted for the ERCs as government grants in accordance with International Accounting Standard (IAS) 20, Accounting for Government Grants and Disclosure of Government Assistance (IAS 20) since U.S. Generally Accepted Accounting Principles (U.S. GAAP) do not provide for the accounting of government grants. Pursuant to IAS 20, NTIC cannot recognize any income from the grant until it is “reasonably assured” that the grant conditions will be met and that the grant will be received, at which time grant income is recorded on a systematic basis over the periods in which NTIC recognizes the payroll expenses for which the grant is intended to compensate. In connection with the preparation of its consolidated financial statements for the fiscal year ended August 31, 2023, NTIC determined that it was not yet reasonably assured that the grant conditions will be met, requiring the restatement of its previously issued consolidated financial statements for the three and six months ended February 28, 2023 and three and nine months ended May 31, 2023. Management determined that this control deficiency constitutes a material weakness in NTIC’s internal control over financial reporting.

 

30

 

NTIC’s management is taking steps to remediate the material weakness in its internal control over financial reporting relating to the proper accounting treatment of the ERCs. These steps include the preparation of a technical accounting memorandum for any material unusual transactions including careful evaluation of any probability assessments or other areas of judgment involved, such as the ERCs, to determine the correct accounting treatment for such transactions. Management believes the additional control procedures designed, and when implemented, will fully remediate the material weakness.

 

Changes in Internal Control over Financial Reporting

 

Other than the remediation steps discussed above, there was no change in NTIC’s internal control over financial reporting that occurred during the quarter ended May 31, 2024 that has materially affected or is reasonably likely to materially affect NTIC’s internal control over financial reporting.

 

 

 

 

 

 

 

 

 

 

 

31

 

 

PART II - OTHER INFORMATION

 

ITEM 1.         LEGAL PROCEEDINGS

 

See Note 12 to NTIC’s consolidated financial statements in Part I. Item 1. Financial Statements of this report.

 

ITEM 1A.         RISK FACTORS

 

Although Item 1A. is inapplicable to NTIC as a smaller reporting company, NTIC hereby discloses the following new risk factor:

 

The installation of a new Enterprise Resource Planning (ERP) software system and related equipment could cause disruption to NTICs business, and NTIC may not be able to effectively realize the benefits of this new system.

 

NTIC is installing a new Enterprise Resource Planning (ERP) software system and related equipment in order to support its future growth and more fully optimize its existing processes. The implementation of a new ERP software system may prove to be more difficult, costly or time-consuming than expected, and it is possible that the system will not yield the anticipated benefits. Any disruptions, delays or deficiencies related to the new ERP software system could materially impact NTIC’s operations and its ability to manage inventory, fulfill obligations to customers or otherwise operate its business. In addition, implementation of a new ERP system will require significant resources, including the time and attention of NTIC’s management, in order to fully realize the anticipated benefits.

 

ITEM 2.         UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

Recent Sales of Unregistered Equity Securities

 

During the three months ended May 31, 2024, NTIC did not issue any shares of its common stock or other equity securities of NTIC that were not registered under the Securities Act of 1933, as amended.

 

Issuer Purchases of Equity Securities

 

The following table shows NTIC’s third quarter of fiscal 2024 stock repurchase activity.

 

Period

 

Total
Number of
Shares

(or Units)
Purchased

   

Average Price
Paid Per Share
(or Unit)

   

Total Number of
Shares (or Units)
Purchased As
Part of Publicly
Announced
Plans or
Programs

   

Maximum
Number of
Shares (or Units)
that May Yet Be
Purchased Under
the Plans or
Programs

 

March 1, 2024 through March 31, 2024

    0     $ 0       0       (1)  

April 1, 2024 through April 30, 2024

    0     $ 0       0       (1)  

May 1, 2024 through May 31, 2024

    0     $ 0       0       (1)  

Total

    0     $ 0       0       (1)(2)  

_______________________

(1)  On January 15, 2015, NTIC’s Board of Directors authorized the repurchase of up to $3,000,000 in shares of NTIC common stock through open market purchases or unsolicited or solicited privately negotiated transactions. This program has no expiration date but may be terminated by NTIC’s Board of Directors at any time.
(2) As of May 31, 2024, up to $2,640,548 in shares of NTIC common stock remained available for repurchase under NTIC’s stock repurchase program.

 

32

 

ITEM 3.         DEFAULTS UPON SENIOR SECURITIES

 

Not applicable.

 

ITEM 4.         MINE SAFETY DISCLOSURES

 

Not applicable.

 

 

ITEM 5.         OTHER INFORMATION

 

During the three months ended May 31, 2024, none of our directors or “officers” (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of SEC Regulation S-K.

 

 

ITEM 6.         EXHIBITS

 

The following exhibits are being filed or furnished with this quarterly report on Form 10-Q:

 

Exhibit No.

Description

   

31.1

Certification of President and Chief Executive Officer pursuant to SEC Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)

   

31.2

Certification of Chief Financial Officer pursuant to SEC Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (filed herewith)

   

32.1

Certification of President and Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)

   

32.2

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (furnished herewith)

   

101

The following materials from NTIC’s Quarterly Report on Form 10-Q for the fiscal quarter ended May 31, 2024, formatted in Inline XBRL (Extensible Business Reporting Language): (i) the unaudited Consolidated Balance Sheets, (ii) the unaudited Consolidated Statements of Operations, (iii) the unaudited Consolidated Statements of Comprehensive Income, (iv) the unaudited Consolidated Statements of Equity, (v) the unaudited Consolidated Statements of Cash Flows, and (vi) Notes to Consolidated Financial Statements (filed herewith)

   

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

 

33

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION

   
 

/s/ Matthew C. Wolsfeld

Date:  July 11, 2024

Matthew C. Wolsfeld, CPA

 

Chief Financial Officer

 

(Principal Financial and Accounting Officer and 

 

Duly Authorized to Sign on Behalf of the Registrant)

 

 

 

 

 

 

 

 

 

 

 

34

 

 

 

Exhibit 31.1

 

CERTIFICATION PURSUANT TO SECTION 302(a) OF THE SARBANES-OXLEY ACT OF 2002

 

I, G. Patrick Lynch, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Northern Technologies International Corporation;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: July 11, 2024

/s/ G. Patrick Lynch

 

G. Patrick Lynch

 

President and Chief Executive Officer

 

(principal executive officer)

 

 

 

 

Exhibit 31.2

 

CERTIFICATION PURSUANT TO SECTION 302(a) OF THE SARBANES-OXLEY ACT OF 2002

 

I, Matthew C. Wolsfeld, certify that:

 

1.

I have reviewed this quarterly report on Form 10-Q of Northern Technologies International Corporation;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

 

 

(a)

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

 

(b)

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

 

(c)

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

 

 

(d)

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.

The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

 

(a)

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

 

 

(b)

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

 

Date: July 11, 2024

/s/ Matthew C. Wolsfeld

 

Matthew C. Wolsfeld, CPA

 

Chief Financial Officer and Corporate Secretary

 

(principal financial officer)

 

 

 

Exhibit 32.1

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report on Form 10-Q of Northern Technologies International Corporation (the “Company”) for the quarterly period ended May 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, G. Patrick Lynch, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

 

 

(1)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

 

(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

/s/ G. Patrick Lynch  

G. Patrick. Lynch

President and Chief Executive Officer

(principal executive officer)

 

Circle Pines, Minnesota

July 11, 2024

 

 

 

Exhibit 32.2

 

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

 

In connection with the Quarterly Report on Form 10-Q of Northern Technologies International Corporation (the “Company”) for the quarterly period ended May 31, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Matthew C. Wolsfeld, Chief Financial Officer and Corporate Secretary of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

 

 

(1)

The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

 

(2)

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 

 

/s/ Matthew C. Wolsfeld  

Matthew C. Wolsfeld, CPA

Chief Financial Officer and Corporate Secretary
(principal financial officer)

 

Circle Pines, Minnesota

July 11, 2024

 

 

 
v3.24.2
Document And Entity Information - shares
9 Months Ended
May 31, 2024
Jul. 10, 2024
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date May 31, 2024  
Document Transition Report false  
Entity File Number 001-11038  
Entity Registrant Name NORTHERN TECHNOLOGIES INTERNATIONAL CORPORATION  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 41-0857886  
Entity Address, Address Line One 4201 Woodland Road  
Entity Address, City or Town Circle Pines  
Entity Address, State or Province MN  
Entity Address, Postal Zip Code 55014  
City Area Code 763  
Local Phone Number 225-6600  
Title of 12(b) Security Common stock, par value $0.02 per share  
Trading Symbol NTIC  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   9,441,127
Entity Central Index Key 0000875582  
Current Fiscal Year End Date --08-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q3  
Amendment Flag false  
v3.24.2
Consolidated Balance Sheets (Current Period Unaudited) - USD ($)
May 31, 2024
Aug. 31, 2023
CURRENT ASSETS:    
Cash and cash equivalents $ 5,794,824 $ 5,406,173
Receivables:    
Trade, excluding joint ventures, less allowance for doubtful accounts of $533,000 as of May 31, 2024 and August 31, 2023 14,374,856 15,645,130
Trade, joint ventures 594,331 187,912
Fees for services provided to joint ventures 1,262,153 1,296,594
Dividend receivable from joint venture 0 1,986,027
Income taxes 463,828 34,202
Inventories 13,242,381 13,096,489
Prepaid expenses 2,170,896 2,019,029
Total current assets 37,903,269 39,671,556
PROPERTY AND EQUIPMENT, NET 15,678,572 14,065,354
OTHER ASSETS:    
Investments in joint ventures 24,219,348 23,705,714
Deferred income tax, net 570,673 530,944
Intangible asset, net 5,802,438 6,159,485
Goodwill 4,782,376 4,782,376
Operating lease right of use assets 308,868 428,874
Total other assets 35,683,703 35,607,393
Total assets 89,265,544 89,344,303
CURRENT LIABILITIES:    
Line of credit 1,988,380 3,600,000
Term loan 2,762,049 2,757,176
Accounts payable 6,273,261 6,056,329
Income taxes payable 17,579 13,053
Accrued liabilities:    
Payroll and related benefits 2,216,767 2,305,400
Other 1,289,106 1,648,615
Current portion of operating leases 247,291 340,799
Total current liabilities 14,794,433 16,721,372
LONG-TERM LIABILITIES:    
Deferred income tax, net 1,836,059 1,836,059
Operating leases, less current portion 61,577 88,075
Total long-term liabilities 1,897,636 1,924,134
Commitments and Contingencies  
EQUITY:    
Preferred stock, no par value; authorized 10,000 shares; none issued and outstanding 0 0
Common stock, $0.02 par value per share; authorized 15,000,000 shares as of May 31, 2024 and August 31, 2023; issued and outstanding 9,441,124 and 9,424,101, respectively 188,823 188,482
Additional paid-in capital 23,104,415 21,986,767
Retained earnings 52,596,976 51,004,427
Accumulated other comprehensive loss (7,038,745) (6,823,403)
Stockholders’ equity 68,851,469 66,356,273
Non-controlling interests 3,722,006 4,342,524
Total equity 72,573,475 70,698,797
Total liabilities and equity 89,265,544 89,344,303
Intangible Assets Excluding Patents and Trademarks [Member]    
OTHER ASSETS:    
Intangible asset, net $ 5,802,438 $ 6,159,485
v3.24.2
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($)
May 31, 2024
Aug. 31, 2023
Accounts Receivable, Allowance for Credit Loss, Current $ 533,000 $ 533,000
Preferred Stock, No Par Value (in dollars per share) $ 0 $ 0
Preferred Stock, Shares Authorized (in shares) 10,000 10,000
Preferred Stock, Shares Issued (in shares) 0 0
Preferred Stock, Shares Outstanding (in shares) 0 0
Common Stock, Par or Stated Value Per Share (in dollars per share) $ 0.02 $ 0.02
Common Stock, Shares Authorized (in shares) 15,000,000 15,000,000
Common Stock, Shares, Outstanding (in shares) 9,441,124 9,424,102
Common Stock, Shares, Issued (in shares)   9,424,102
v3.24.2
Consolidated Statements of Operations (Unaudited) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
NET SALES:        
Net sales $ 20,686,197 $ 20,969,726 $ 61,710,410 $ 59,193,317
Cost of goods sold 12,793,103 13,389,873 38,143,878 38,957,272
Gross profit 7,893,094 7,579,853 23,566,532 20,236,045
JOINT VENTURE OPERATIONS:        
Equity in income from joint ventures 1,396,731 1,346,658 3,676,962 3,664,793
Fees for services provided to joint ventures 1,212,497 1,361,311 3,764,514 3,795,862
Total joint venture operations 2,609,228 2,707,969 7,441,476 7,460,655
OPERATING EXPENSES:        
Selling expenses 4,232,887 3,893,152 12,053,839 10,996,303
General and administrative expenses 3,500,113 3,205,645 10,253,966 9,470,433
Research and development expenses 1,245,405 1,282,439 3,593,582 3,680,246
Total operating expenses 8,978,405 8,381,236 25,901,387 24,146,982
OPERATING INCOME 1,523,917 1,906,586 5,106,621 3,549,718
INTEREST INCOME 23,744 8,876 99,396 18,495
INTEREST EXPENSE (59,939) (136,168) (248,835) (342,643)
INCOME BEFORE INCOME TAX EXPENSE 1,478,722 1,779,294 4,957,182 3,225,570
INCOME TAX EXPENSE 332,400 542,295 848,391 834,823
NET INCOME 1,155,322 1,236,999 4,108,791 2,390,747
NET INCOME ATTRIBUTABLE TO NON-CONTROLLING INTERESTS 178,718 177,409 535,497 417,418
NET INCOME ATTRIBUTABLE TO NTIC $ 976,604 $ 1,059,590 $ 3,573,294 $ 1,973,329
NET INCOME ATTRIBUTABLE TO NTIC PER COMMON SHARE:        
Basic (in dollars per share) $ 0.1 $ 0.11 $ 0.38 $ 0.21
Diluted (in dollars per share) $ 0.1 $ 0.11 $ 0.36 $ 0.2
WEIGHTED AVERAGE COMMON SHARES ASSUMED OUTSTANDING:        
Basic (in shares) 9,431,134 9,369,923 9,432,684 9,355,776
Diluted (in shares) 10,015,674 9,628,069 9,819,220 9,702,610
CASH DIVIDENDS DECLARED PER COMMON SHARE (in dollars per share) $ 0.07 $ 0.07 $ 0.21 $ 0.21
v3.24.2
Consolidated Statements of Comprehensive Income (Unaudited) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
NET INCOME $ 1,155,322 $ 1,236,999 $ 4,108,791 $ 2,390,747
OTHER COMPREHENSIVE INCOME (LOSS) – FOREIGN CURRENCY TRANSLATION ADJUSTMENT (251,995) (92,228) (296,281) 388,568
COMPREHENSIVE INCOME 903,327 1,144,771 3,812,510 2,779,315
COMPREHENSIVE LOSS ATTRIBUTABLE TO NON-CONTROLLING INTERESTS (126,578) (190,118) (454,558) (440,301)
COMPREHENSIVE INCOME ATTRIBUTABLE TO NTIC $ 1,029,905 $ 1,334,889 $ 4,267,068 $ 3,219,616
v3.24.2
Consolidated Statements of Equity (Unaudited) - USD ($)
Common Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
AOCI Attributable to Parent [Member]
Noncontrolling Interest [Member]
Total
BALANCE (in shares) at Aug. 31, 2022 9,232,483          
BALANCE at Aug. 31, 2022 $ 184,650 $ 19,939,131 $ 50,716,613 $ (7,245,132) $ 3,649,034 $ 67,244,296
Stock issued for employee stock purchase plan (in shares) 7,186          
Stock issued for employee stock purchase plan $ 143 75,321 0 0 0 75,464
Stock options exercised (in shares) 130,254          
Stock options exercised $ 2,605 413,958 0 0 0 416,563
Dividends paid to shareholders 0 0 (1,967,184) 0 0 (1,967,184)
Dividend received by non-controlling interest 0 0 0 0 (555,574) (555,574)
Net income 0 0 1,973,329 0 417,418 2,390,747
Other comprehensive income (loss) 0 0 0 365,685 22,883 388,568
Stock option expense $ 0 998,311 0 0 0 998,311
BALANCE (in shares) at May. 31, 2023 9,369,923          
BALANCE at May. 31, 2023 $ 187,398 21,426,721 50,722,758 (6,879,447) 3,533,761 68,991,191
BALANCE (in shares) at Feb. 28, 2023 9,366,357          
BALANCE at Feb. 28, 2023 $ 187,327 21,058,721 50,319,062 (6,774,510) 3,443,643 68,234,243
Stock issued for employee stock purchase plan (in shares) 3,566          
Stock issued for employee stock purchase plan $ 71 36,697 0 0 0 36,768
Stock options exercised (in shares) 0          
Stock options exercised $ 0 331,303 0 0 0 331,303
Dividends paid to shareholders 0 0 (655,894) 0 0 (655,894)
Dividend received by non-controlling interest 0 0 0 0 (100,000) (100,000)
Net income 0 0 1,059,590 0 177,409 1,236,999
Other comprehensive income (loss) $ 0 0 0 (104,937) 12,709 (92,228)
BALANCE (in shares) at May. 31, 2023 9,369,923          
BALANCE at May. 31, 2023 $ 187,398 21,426,721 50,722,758 (6,879,447) 3,533,761 68,991,191
BALANCE (in shares) at Aug. 31, 2023 9,424,102          
BALANCE at Aug. 31, 2023 $ 188,482 21,986,767 51,004,427 (6,823,403) 4,342,524 70,698,797
Stock issued for employee stock purchase plan (in shares) 6,780          
Stock issued for employee stock purchase plan $ 136 79,831 0 0 0 79,967
Stock options exercised (in shares) 205          
Stock options exercised   (205) 0 0 0 0
Dividends paid to shareholders $ 0 0 (1,980,745) 0 0 (1,980,745)
Dividend received by non-controlling interest 0 0 0 0 (1,075,076) (1,075,076)
Net income 0 0 3,573,294 0 535,497 4,108,791
Other comprehensive income (loss) 0 0 0 (215,342) (80,939) (296,281)
Stock option expense $ 0 1,038,022 0 0 0 1,038,022
BALANCE (in shares) at May. 31, 2024 9,441,124          
BALANCE at May. 31, 2024 $ 188,823 23,104,415 52,596,976 (7,038,745) 3,722,006 72,573,475
BALANCE (in shares) at Feb. 29, 2024 9,427,598          
BALANCE at Feb. 29, 2024 $ 188,552 22,721,667 52,821,250 (6,838,890) 3,595,428 71,948,007
Stock issued for employee stock purchase plan (in shares) 3,284          
Stock issued for employee stock purchase plan $ 66 39,805 0 0 0 39,871
Stock options exercised (in shares) 10,242          
Stock options exercised $ 205 (205) 0 0 0 0
Dividends paid to shareholders 0 0 (660,879) 0 0 (660,879)
Net income 0 0 976,604 0 178,718 1,155,322
Other comprehensive income (loss) 0 0 0 (199,855) (52,140) (251,995)
Stock option expense $ 0 343,148 0 0 0 343,148
BALANCE (in shares) at May. 31, 2024 9,441,124          
BALANCE at May. 31, 2024 $ 188,823 $ 23,104,415 $ 52,596,976 $ (7,038,745) $ 3,722,006 $ 72,573,475
v3.24.2
Consolidated Statements of Cash Flows (Unaudited) - USD ($)
9 Months Ended
May 31, 2024
May 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:    
NET INCOME $ 4,108,791 $ 2,390,747
Adjustments to reconcile net income to net cash provided by operating activities:    
Stock-based compensation 1,038,022 998,311
Depreciation expense 884,421 766,091
Amortization expense 442,975 441,603
Loss on disposable of assets 0 (8,534)
Equity in income from joint ventures (3,676,962) (3,664,793)
Dividends received from joint ventures 2,958,925 3,510,716
Deferred income taxes (40,091) (76,114)
Changes in current assets and liabilities:    
Trade, excluding joint ventures 1,184,735 (362,810)
Trade, joint ventures (406,419) 29,014
Fees for services provided to joint ventures 34,441 539,107
Dividends receivable from joint venture 1,986,027 0
Income taxes (429,626) (155,828)
Inventories (197,240) 2,254,758
Prepaid expenses and other (184,366) 184,516
Accounts payable 300,181 (2,902,121)
Income tax payable 4,504 (29,401)
Accrued liabilities (424,413) (409,459)
Net cash provided by operating activities 7,583,905 3,505,803
CASH FLOWS FROM INVESTING ACTIVITIES:    
Proceeds from the sale of available for sale securities 0 5,590
Proceeds from sale of property and equipment 0 13,000
Purchases of property and equipment (2,515,248) (2,607,988)
Investments in patents (85,928) (89,350)
Net cash used in investing activities (2,601,176) (2,678,748)
CASH FLOWS FROM FINANCING ACTIVITIES    
Dividend received by non-controlling interest (1,075,076) (555,574)
Net payments from line of credit (1,611,620) (700,000)
Proceeds from term loan 0 2,812,504
Dividends paid on NTIC common stock (1,980,745) (1,967,184)
Proceeds from the exercise of stock options 0 416,563
Proceeds from employee stock purchase plan 79,967 75,464
Net cash (used in) provided by financing activities (4,587,474) 81,773
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS (6,604) (47,524)
NET INCREASE IN CASH AND CASH EQUIVALENTS 388,651 861,304
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 5,406,173 5,333,890
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 5,794,824 $ 6,195,194
v3.24.2
Note 1 - Interim Financial Information
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

1.         INTERIM FINANCIAL INFORMATION

 

In the opinion of management, the accompanying unaudited consolidated financial statements contain all necessary adjustments, which are of a normal recurring nature, and present fairly the consolidated financial position of Northern Technologies International Corporation and its subsidiaries (the Company) as of May 31, 2024 and August 31, 2023, the results of the Company’s operations for the three and nine months ended May 31, 2024 and 2023, the changes in stockholders’ equity for the three and nine months ended May 31, 2024 and 2023, and the Company’s cash flows for the nine months ended May 31, 2024 and 2023, in conformity with accounting principles generally accepted in the United States of America (U.S. GAAP).

 

These consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes contained in the Company’s annual report on Form 10-K for the fiscal year ended August 31, 2023. These consolidated financial statements also should be read in conjunction with the “Managements Discussion and Analysis of Financial Condition and Results of Operations” section appearing in this report.

 

Operating results for the three and nine months ended May 31, 2024 are not necessarily indicative of the results that may be expected for the full fiscal year ending August 31, 2024.

 

The Company evaluates events occurring after the date of the consolidated financial statements, through the date the consolidated financial statements were available to be issued, requiring recording or disclosure in the consolidated financial statements.

 

v3.24.2
Note 2 - Accounting Pronouncements
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Accounting Standards Update and Change in Accounting Principle [Text Block]

2.          ACCOUNTING PRONOUNCEMENTS

 

Recently Adopted Accounting Pronouncements

 

In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-13, Measurement of Credit Losses on Financial Instruments, which revises guidance for the accounting for credit losses on financial instruments within its scope, and in November 2018, issued ASU No. 2018-19 and in April 2019, issued ASU No. 2019-04 and in May 2019, issued ASU No. 2019-05, and in November 2019, issued ASU No. 2019-11, which amended the standard. The new standard introduces an approach, based on expected losses, to estimate credit losses on certain types of financial instruments and modifies the impairment model for available-for-sale debt securities. The new approach to estimating credit losses (referred to as the current expected credit losses model) applies to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures. This ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Entities are required to apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Company adopted this pronouncement on September 1, 2023, which did not have a material impact on the Company’s consolidated financial position or operating results.

 

 

v3.24.2
Note 3 - Inventories
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Inventory Disclosure [Text Block]

3.         INVENTORIES

 

Inventories consisted of the following:

 

   

May 31, 2024

   

August 31, 2023

 

Production materials

  $ 4,887,783     $ 4,960,355  

Finished goods

    8,354,598       8,136,134  
    $ 13,242,381     $ 13,096,489  

 

v3.24.2
Note 4 - Property and Equipment, Net
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Property, Plant and Equipment Disclosure [Text Block]

4.         PROPERTY AND EQUIPMENT, NET

 

Property and equipment, net consisted of the following:

 

   

May 31, 2024

   

August 31, 2023

 

Land

  $ 776,965     $ 496,965  

Buildings and improvements

    19,492,861       17,250,392  

Machinery and equipment

    6,173,904       5,984,364  
      26,443,730       23,731,721  

Less accumulated depreciation

    (10,765,158 )     (9,666,367 )
    $ 15,678,572     $ 14,065,354  

 

Depreciation expense was $287,018 and $884,421 for the three and nine months ended May 31, 2024, respectively, compared to $277,253 and $766,091 for the three and nine months ended May 31, 2023, respectively.

 

v3.24.2
Note 5 - Intangible Assets, Net
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Intangible Assets Disclosure [Text Block]

5.         INTANGIBLE ASSETS, NET

 

Intangible assets, net consisted of the following:

 

   

As of May 31, 2024

 
   

Gross Carrying
Amount

   

Accumulated
Amortization

   

Net Carrying
Amount

 

Patents and trademarks

  $ 3,425,645     $ (2,806,590 )   $ 619,055  

Customer relationships

    6,347,000       (1,163,617 )     5,183,383  

Total intangible assets, net

  $ 9,772,645     $ (3,970,207 )   $ 5,802,438  
                         
   

As of August 31, 2023

 
   

Gross Carrying
Amount

   

Accumulated
Amortization

   

Net Carrying
Amount

 

Patents and trademarks

  $ 3,339,717     $ (2,680,965 )   $ 658,752  

Customer relationships

    6,347,000       (846,267 )     5,500,733  

Total intangible assets, net

  $ 9,686,717     $ (3,527,232 )   $ 6,159,485  

 

Amortization expense related to intangible assets was $147,749 and $442,975 for the three and nine months ended May 31, 2024, respectively, compared $146,730 and $441,603 for the three and nine months ended May 31, 2023, respectively.

 

 

As of May 31, 2024, future amortization expense related to intangible assets for each of the next five fiscal years and thereafter is estimated as follows:

 

Remainder of fiscal 2024

$ 285,905

Fiscal 2025

  543,721

Fiscal 2026

  517,990

Fiscal 2027

  492,221

Fiscal 2028

  479,012

Thereafter

  3,483,589

Total

$ 5,802,438

 

v3.24.2
Note 6 - Investments in Joint Ventures
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Equity Method Investments and Joint Ventures Disclosure [Text Block]

6.         INVESTMENTS IN JOINT VENTURES

 

The consolidated financial statements of the Company’s foreign joint ventures are initially prepared using the accounting principles accepted in the respective joint ventures’ countries of domicile. Amounts related to foreign joint ventures reported in the below tables and the accompanying consolidated financial statements have subsequently been adjusted to conform with U.S. GAAP in all material respects. All material profits on sales recorded that remain on the consolidated balance sheet from the Company to its joint ventures and from joint ventures to other joint ventures have been eliminated for financial reporting purposes.

 

Financial information from the audited and unaudited financial statements of the Company’s joint venture in Germany, Excor Korrosionsschutz – Technologien und Produkte GmbH (EXCOR), and all the Company’s other joint ventures are summarized as follows:

 

   

As of May 31, 2024

 
   

Total

   

EXCOR

   

All Other

 

Current assets

  $ 57,436,771     $ 28,022,725     $ 29,414,046  

Total assets

    62,421,770       30,641,557       31,780,213  

Current liabilities

    13,167,730       2,458,389       10,709,341  

Non-current liabilities

    303,758             303,758  

Joint ventures’ equity

    48,949,666       28,183,169       20,766,497  

NTIC’s share of joint ventures’ equity

    24,219,348       14,091,586       10,127,762  

NTIC’s share of joint ventures’ undistributed earnings

    23,645,685       14,260,800       9,384,885  

 

   

Three Months Ended May 31, 2024

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 25,602,072     $ 9,977,354     $ 15,624,718  

Gross profit

    10,713,282       4,959,536       5,753,746  

Net income

    2,793,738       1,623,431       1,170,307  

NTIC’s share of equity in income from joint ventures

    1,396,730       811,399       585,331  

NTIC’s dividends received from joint ventures

    567,674             567,674  

 

   

Nine Months Ended May 31, 2024

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 72,642,714     $ 27,561,950     $ 45,080,764  

Gross profit

    30,956,162       14,164,541       16,791,620  

Net income

    7,351,372       4,029,182       3,322,190  

NTIC’s share of equity in income from joint ventures

    3,676,961       2,015,734       1,661,228  

NTIC’s dividends received from joint ventures

    2,958,925       1,624,950       1,333,975  

 

 

   

As of August 31, 2023

 
   

Total

   

EXCOR

   

All Other

 

Current assets

  $ 55,339,662     $ 27,862,458     $ 27,477,204  

Total assets

    59,729,348       30,054,277       29,675,071  

Current liabilities

    11,464,247       2,687,064       8,777,183  

Non-current liabilities

    323,762             323,762  

Joint ventures’ equity

    47,941,339       27,367,213       20,574,126  

NTIC’s share of joint ventures’ equity

    23,705,714       13,683,608       10,022,106  

NTIC’s share of joint ventures’ undistributed earnings

    20,493,861       12,075,524       8,418,337  

 

   

Three Months Ended May 31, 2023

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 26,312,548     $ 10,735,862     $ 15,576,686  

Gross profit

    10,494,244       5,085,837       5,408,407  

Net income

    2,692,444       1,654,151       1,038,293  

NTIC’s share of equity in income from joint ventures

    1,346,658       828,631       518,027  

NTIC’s dividends received from joint ventures

    45,977             45,977  

 

   

Nine Months Ended May 31, 2023

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 76,525,427     $ 30,590,265     $ 45,935,162  

Gross profit

    30,223,623       14,539,314       15,684,309  

Net income

    7,308,398       4,761,608       2,546,790  

NTIC’s share of equity in income from joint ventures

    3,664,793       2,376,575       1,288,218  

NTIC’s dividends received from joint ventures

    3,510,716       2,459,500       1,051,216  

 

v3.24.2
Note 7 - Corporate Debt
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Debt Disclosure [Text Block]

7.         CORPORATE DEBT

 

On January 6, 2023, the Company entered into a Credit Agreement (the Credit Agreement) with JPMorgan Chase Bank, N.A. (JPM), which provides the Company with a senior secured revolving line of credit (the Credit Facility) of up to $10.0 million, which includes a $5.0 million sublimit for standby letters of credit. Borrowings of $1,988,380 and $3,600,000 were outstanding under the Credit Facility as of May 31, 2024 and August 31, 2023, respectively.

 

Unless terminated earlier, the principal amount under the Credit Facility, together with all accrued unpaid interest and other amounts owing thereunder, if any, will be payable in full on the maturity date. On January 5, 2024, the Company and JPM renewed its Credit Agreement to extend the maturity date of the Credit Facility from January 6, 2024 to January 6, 2025. All other terms of the Credit Facility and the Credit Agreement remain the same.

 

Borrowings under the Credit Agreement bear interest at a floating rate, at the option of the Company, equal to either the CB Floating Rate or the Adjusted SOFR Rate. The term “CB Floating Rate” means the greater of the Prime Rate in the United States or 2.50%. The term “Adjusted SOFR Rate” means the term secured overnight financing rate for either one, three or six months (depending on the interest period selected by the Company) plus 0.10% per annum. With respect to any borrowings using an Adjusted SOFR Rate, there is an applicable margin of 2.15% applied per annum. There is no applicable margin with respect to borrowings using a CB Floating Rate.

 

 

To secure the Credit Agreement, the Company assigned JPM a continuing security interest in all of its right, title and interest in collateral made up for the assets of the Company.

 

The Credit Agreement contains customary affirmative and negative covenants, including, among other matters, limitations on the Company’s ability to incur additional debt, grant liens, engage in certain business operations and transactions, make certain investments, modify its organizational documents or form any new subsidiaries, subject to certain exceptions. Further, the Credit Agreement contains a negative covenant that restricts the ability of the Company to redeem or repurchase its common stock or pay dividends if the result of which would cause an event of default under the Credit Agreement. The Credit Agreement also requires the Company to maintain a Fixed Charge Coverage Ratio of at least 1.25 to 1.00. The term “Fixed Charge Coverage Ratio” means the ratio, computed for the Company on a consolidated basis, of net income plus income tax expense, plus amortization expense, plus depreciation expense, plus interest expense, and plus dividends received from joint ventures, minus unfinanced capital expenditures and equity in income from joint ventures, all computed for the twelve month period then ending, to scheduled principal payments made, plus scheduled finance lease payments made, plus interest expense paid, plus income tax expense paid, and plus cash distributions and dividends paid, all computed for the same twelve month period then ending. The Company was in compliance with all covenants as of May 31, 2024.

 

The Credit Agreement also contains customary events of default, including, without limitation, payment defaults, material inaccuracy of representations and warranties, covenant defaults, bankruptcy and insolvency proceedings, cross-defaults to certain other agreements, breach of any financial covenant and change of control. Upon the occurrence and during the continuance of any event of default, JPM may accelerate the payment of the obligations thereunder and exercise various other customary default remedies.

 

On each of April 10, 2023 and May 30, 2023, the Company’s wholly-owned subsidiary in China, NTIC China, entered into a loan agreement with China Construction Bank Corporation.  Each term loan provided NTIC China with a RMB 10,000,000 (USD $1.45 million). Each of the term loans matures after one year with the principal due at that time, after which an extension of the loan agreement is required. Both term loans have an annual interest rate of 3.25% with interest due monthly. Both term loans are secured by an office building owned by NTIC China and the loan agreements contain certain financial and other covenants. The Company was in compliance with the covenants as of May 31, 2024. The current outstanding balance for both term loans was USD $2,762,049 as of May 31, 2024 and USD $2,757,176 as of August 31, 2023.

 

v3.24.2
Note 8 - Stockholders' Equity
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Equity [Text Block]

8.         STOCKHOLDERS EQUITY

 

During the nine months ended May 31, 2024, the Company’s Board of Directors declared cash dividends on the following dates in the following amounts to the following holders of the Company’s common stock:

 

Declaration Date

 

Amount

 

Record Date

 

Payable Date

October 18, 2023

  $ 0.07  

November 1, 2023

 

November 15, 2023

January 17, 2024

  $ 0.07  

January 31, 2024

 

February 14, 2024

April 17, 2024

  $ 0.07  

May 1, 2024

 

May 15, 2024

 

During the nine months ended May 31, 2023, the Company’s Board of Directors declared cash dividends on the following dates in the following amounts to the following holders of the Company’s common stock:

 

Declaration Date

 

Amount

 

Record Date

 

Payable Date

October 20, 2022

  $ 0.07  

November 3, 2022

 

November 16, 2022

January 20, 2023

  $ 0.07  

February 1, 2023

 

February 15, 2023

April 21, 2023

  $ 0.07  

May 3, 2023

 

May 17, 2023

 

 

During the nine months ended May 31, 2024 and 2023, the Company repurchased no shares of its common stock.

 

The Company issued 3,496 and 3,620 shares of common stock on September 1, 2023 and 2022, respectively, under the Northern Technologies International Corporation Employee Stock Purchase Plan (ESPP). The Company issued 3,284 and 3,566 shares of common stock on March 1, 2024 and 2023, respectively, under the ESPP. The ESPP is compensatory for financial reporting purposes. As of May 31, 2024, 55,284 shares of common stock remained available for sale under the ESPP.

 

v3.24.2
Note 9 - Net Income Per Common Share
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Earnings Per Share [Text Block]

9.         NET INCOME PER COMMON SHARE

 

Basic net income per common 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.

 

The following is a reconciliation of the net income per share computation for the three and nine months ended May 31, 2024 and 2023:

 

   

Three Months Ended

   

Nine Months Ended

 

Numerator:

 

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

Net income attributable to NTIC

  $ 976,604     $ 1,059,590     $ 3,573,294     $ 1,973,329  

Denominator:

                               

Basic – weighted shares outstanding

    9,431,134       9,369,923       9,432,684       9,355,776  

Weighted shares assumed upon exercise of stock options

    584,541       258,146       386,536       346,834  

Diluted – weighted shares outstanding

    10,015,674       9,628,069       9,819,220       9,702,610  

Basic net income per share:

  $ 0.10     $ 0.11     $ 0.38     $ 0.21  

Diluted net income per share:

  $ 0.10     $ 0.11     $ 0.36     $ 0.20  

 

The dilutive impact summarized above relates to the periods when the average market price of the Company’s common stock exceeded the exercise price of the potentially dilutive option securities granted. Net income per common share was based on the weighted average number of common shares outstanding during the periods when computing basic net income per share. When dilutive, stock options are included as equivalents using the treasury stock market method when computing the diluted net income per share. Excluded from the computation of diluted net income per share for the three and nine months ended May 31, 2024 were options outstanding to purchase 305,514 shares of common stock. Excluded from the computation of diluted net income per share for the three and nine months ended May 31, 2023 were options outstanding to purchase 322,246 shares of common stock.

 

v3.24.2
Note 10 - Stock-based Compensation
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Share-Based Payment Arrangement [Text Block]

10.         STOCK-BASED COMPENSATION

 

A summary of stock option activities under the Northern Technologies International Corporation 2024 Stock Incentive Plan (the 2024 Plan), the Northern Technologies International Corporation Amended and Restated 2019 Stock Incentive Plan (the 2019 Plan) and the Northern Technologies International Corporation Amended and Restated 2007 Stock Incentive Plan (the 2007 Plan) is as follows:

 

 

   

Number of
Options
Outstanding

   

Weighted
Average Exercise
Price

 

Outstanding as of August 31, 2023

    1,557,131     $ 11.08  

Granted

    269,845       13.25  

Exercised

    (21,301 )     9.04  

Cancelled

           

Outstanding as of May 31, 2024

    1,805,675       11,43  

Exercisable as of May 31, 2024

    1,350,643     $ 10.88  

 

The weighted average per share fair value of options granted during the nine months ended May 31, 2024 and 2023 was $4.88 and $4.87, respectively. The weighted average remaining contractual life of the options outstanding as of May 31, 2024 and 2023 was 6.11 years and 6.16 years, respectively.

 

The Company recognized compensation expense of $343,148 and $1,038,022 and $331,303 and $998,311 during the three and nine months ended May 31, 2024 and 2023, respectively. As of May 31, 2024, there was $1,345,262 of unrecognized compensation expense. The amount is expected to be recognized over a period of 2.25 years.

 

v3.24.2
Note 11 - Segment and Geographic Information
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Segment Reporting Disclosure [Text Block]

11.         SEGMENT AND GEOGRAPHIC INFORMATION

 

Segment Information

 

The Company’s chief operating decision maker is its Chief Executive Officer. The Company’s business is organized into two reportable segments: ZERUST® and Natur-Tec®. The Company has been selling its proprietary ZERUST® rust and corrosion inhibiting products and services to the automotive, electronics, electrical, mechanical, military and retail consumer markets for almost 50 years and, more recently, has targeted and expanded into the oil and gas industry. The Company also sells a portfolio of bio-based and compostable (fully biodegradable) polymer resins and finished products under the Natur-Tec® brand.

 

The following table sets forth the Company’s net sales for the three and nine months ended May 31, 2024 and 2023 by segment:

 

   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

ZERUST® net sales

  $ 14,837,235     $ 16,100,674     $ 45,461,075     $ 45,929,422  

Natur-Tec® net sales

    5,848,962       4,869,052       16,249,335       13,263,895  

Total net sales

  $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  

 

The following table sets forth the Company’s cost of goods sold for the three and nine months ended May 31, 2024 and 2023 by segment:

 

   

Three Months Ended

   

Nine Months Ended

 
   

May 31,
2024

   

% of
Product
Sales*

   

May 31,
2023

   

% of
Product
Sales*

   

May 31,
2024

   

% of
Product
Sales*

   

May 31,
2023

   

% of
Product
Sales*

 

Direct cost of goods sold

                                                               

ZERUST®

    8,168,215       55.1 %   $ 9,116,091       56.6 %   $ 24,994,401       55.0 %   $ 26,410,796       57.5 %

Natur-Tec®

    3,768,921       64.4 %     3,576,676       73.5 %     10,566,223       65.0 %     10,078,385       76.0 %

Indirect cost of goods sold

    855,967             697,106             2,583,254             2,468,091        

Total net cost of goods sold

  $ 12,793,103             $ 13,389,873             $ 38,143,878             $ 38,957,272          

______________________________

*   The percent of product sales is calculated by dividing the direct cost of goods sold for each individual segment category by the net sales for each segment category.

 

 

The Company utilizes product net sales and direct and indirect cost of goods sold for each product in reviewing the financial performance of a product type. Further allocation of Company expenses or assets, aside from amounts presented in the tables above, is not utilized in evaluating product performance, nor does such allocation occur for internal financial reporting.

 

Geographic Information

 

Net sales by geographic location for the three and nine months ended May 31, 2024 and 2023 were as follows:

 

   

Three Months Ended May 31,

   

Nine Months Ended May 31,

 
   

2024

   

2023

   

2024

   

2023

 

Inside the U.S.A. to unaffiliated customers

  $ 7,086,859     $ 7,729,820     $ 21,160,095     $ 21,958,978  

Outside the U.S.A. to:

                               

Joint ventures in which the Company is a shareholder directly and indirectly

    441,067       732,437       1,904,444       2,895,665  

Unaffiliated customers

    13,158,272       12,507,469       38,645,871       34,338,674  
    $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  

 

Net sales by geographic location are based on the location of the customer.

 

Fees for services provided to joint ventures by geographic location as a percentage of total fees for services provided to joint ventures during the three and nine months ended May 31, 2024 and 2023 were as follows:

 

   

Three Months Ended

 
   

May 31, 2024

   

% of Total Fees
for Services
Provided to
Joint Ventures

   

May 31, 2023

   

% of Total Fees
for Services
Provided to
Joint Ventures

 

Poland

  $ 213,102       17.6 %   $ 224,288       16.5 %

Germany

    205,853       17.0 %     209,398       15.4 %

Japan

    118,606       9.8 %     152,593       11.2 %

Sweden

    110,542       9.1 %     144,981       10.7 %

Czech Republic

    101,111       8.3 %     99,089       7.3 %

Finland

    97,437       8.0 %     103,879       7.6 %

United Kingdom

    96,872       8.0 %     83,586       6.1 %

Thailand

    77,206       6.4 %     82,725       6.1 %

South Korea

    58,732       4.8 %     61,668       4.5 %

France

    47,206       3.9 %     128,149       9.4 %

Other

    85,830       7.1 %     70,953       5.2 %
    $ 1,212,497       100.0 %   $ 1,361,311       100.0 %

 

 

   

Nine Months Ended

 
   

May 31, 2024

   

% of Total Fees
for Services
Provided to
Joint Ventures

   

May 31, 2023

   

% of Total Fees
for Services
Provided to
Joint Ventures

 

Poland

  $ 628,905       16.7 %   $ 610,911       16.1 %

Germany

    618,236       16.4 %     606,189       16.0 %

Japan

    366,682       9.7 %     454,308       12.0 %

France

    364,348       9.7 %     356,444       9.4 %

Sweden

    324,062       8.6 %     358,032       9.4 %

Finland

    296,929       7.9 %     285,931       7.5 %

Czech Republic

    263,712       7.0 %     270,422       7.1 %

Thailand

    246,908       6.6 %     257,282       6.8 %

United Kingdom

    215,123       5.7 %     206,925       5.5 %

South Korea

    197,070       5.2 %     190,866       5.0 %

Other

    242,540       6.4 %     198,552       5.2 %
    $ 3,764,514       100.0 %   $ 3,795,862       100.0 %

 

The geographical distribution of total property and equipment and net sales is as follows:

 

   

At

May 31, 2024

   

At

August 31, 2023

 

China

  $ 5,575,097     $ 5,729,080  

Other

    1,061,309       745,469  

United States

    9,042,166       7,590,805  

Total property and equipment, net

  $ 15,678,572     $ 14,065,354  

 

 

 

   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

China

  $ 3,540,570     $ 3,318,373     $ 10,674,939     $ 9,936,808  

Brazil

    1,508,680       1,488,510       4,365,170       4,062,718  

India

    5,814,829       5,145,423       16,401,624       14,356,708  

Other

    2,735,259       3,287,600       9,108,583       8,878,105  

United States

    7,086,859       7,729,820       21,160,095       21,958,978  

Total net sales

  $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  

 

Long-lived assets consist of property and equipment. These assets are periodically reviewed to assure the net realizable value from the estimated future production based on forecasted sales exceeds the carrying value of the assets.

 

Sales to the Company’s joint ventures are included in the foregoing segment and geographic information; however, sales by the Company’s joint ventures to other parties are not included. The foregoing segment and geographic information represents only sales recognized directly by the Company and sold in that geographic territory.

 

All joint venture operations, including equity in income, fees for services and related dividends, are primarily related to ZERUST® products and services.

 

v3.24.2
Note 12 - Commitments and Contingencies
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Commitments and Contingencies Disclosure [Text Block]

12.         COMMITMENTS AND CONTINGENCIES

 

Concentrations

 

Two joint ventures (consisting of the Company’s joint ventures in Korea and Thailand) accounted for 54.8% of the Company’s trade joint venture receivables as of May 31, 2024, and two joint ventures (consisting of the Company’s joint ventures in South Korea and Thailand) accounted for 65.1% of the Company’s trade joint venture receivables as of May 31, 2023.

 

Legal Matters

 

From time to time, the Company is subject to various other claims and legal actions in the ordinary course of its business. The Company records a liability in its consolidated financial statements for costs related to claims, including future legal costs, settlements and judgments, where the Company has assessed that a loss is probable and an amount could be reasonably estimated. If the reasonable estimate of a probable loss is a range, the Company records the most probable estimate of the loss or the minimum amount when no amount within the range is a better estimate than any other amount. The Company discloses a contingent liability even if the liability is not probable or the amount is not estimable, or both, if there is a reasonable possibility that material loss may have been incurred. In the opinion of management, as of May 31, 2024, the amount of liability, if any, with respect to these matters, individually or in the aggregate, will not materially affect the Company’s consolidated results of operations, financial position or cash flows.

 

v3.24.2
Note 13 - Supplemental Cash Flow Information
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Cash Flow, Supplemental Disclosures [Text Block]

13.         SUPPLEMENTAL CASH FLOW INFORMATION

 

Supplemental disclosures of cash flow information consisted of:

 

   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

Cash paid for interest

  $ 59,939     $ 136,168     $ 248,835     $ 342,643  

 

v3.24.2
Note 14 - Income Taxes
9 Months Ended
May 31, 2024
Notes to Financial Statements  
Income Tax Disclosure [Text Block]

14.         INCOME TAXES

 

Income tax expense for the three and nine months ended May 31, 2024 was $332,400 and $848,391, respectively, compared to $542,295 and $834,823, respectively, for the three and nine months ended May 31, 2023. The expense was largely due to foreign operations. The Company has federal and state tax credit carry forwards, net operating loss carry forwards and foreign tax carry forwards. The Company has recorded a full valuation allowance against the U.S. deferred tax assets as of May 31, 2024 and August 31, 2023.

 

 

v3.24.2
Insider Trading Arrangements
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2024
Insider Trading Arr Line Items    
Material Terms of Trading Arrangement [Text Block]  

ITEM 5.         OTHER INFORMATION

 

During the three months ended May 31, 2024, none of our directors or “officers” (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of SEC Regulation S-K.

 

Rule 10b5-1 Arrangement Adopted [Flag] false  
Non-Rule 10b5-1 Arrangement Adopted [Flag] false  
Rule 10b5-1 Arrangement Terminated [Flag] false  
Non-Rule 10b5-1 Arrangement Terminated [Flag] false  
v3.24.2
Note 3 - Inventories (Tables)
9 Months Ended
May 31, 2024
Notes Tables  
Schedule of Inventory, Current [Table Text Block]
   

May 31, 2024

   

August 31, 2023

 

Production materials

  $ 4,887,783     $ 4,960,355  

Finished goods

    8,354,598       8,136,134  
    $ 13,242,381     $ 13,096,489  
v3.24.2
Note 4 - Property and Equipment, Net (Tables)
9 Months Ended
May 31, 2024
Notes Tables  
Property, Plant and Equipment [Table Text Block]
   

May 31, 2024

   

August 31, 2023

 

Land

  $ 776,965     $ 496,965  

Buildings and improvements

    19,492,861       17,250,392  

Machinery and equipment

    6,173,904       5,984,364  
      26,443,730       23,731,721  

Less accumulated depreciation

    (10,765,158 )     (9,666,367 )
    $ 15,678,572     $ 14,065,354  
v3.24.2
Note 5 - Intangible Assets, Net (Tables)
9 Months Ended
May 31, 2024
Notes Tables  
Schedule of Finite-Lived Intangible Assets [Table Text Block]
   

As of May 31, 2024

 
   

Gross Carrying
Amount

   

Accumulated
Amortization

   

Net Carrying
Amount

 

Patents and trademarks

  $ 3,425,645     $ (2,806,590 )   $ 619,055  

Customer relationships

    6,347,000       (1,163,617 )     5,183,383  

Total intangible assets, net

  $ 9,772,645     $ (3,970,207 )   $ 5,802,438  
                         
   

As of August 31, 2023

 
   

Gross Carrying
Amount

   

Accumulated
Amortization

   

Net Carrying
Amount

 

Patents and trademarks

  $ 3,339,717     $ (2,680,965 )   $ 658,752  

Customer relationships

    6,347,000       (846,267 )     5,500,733  

Total intangible assets, net

  $ 9,686,717     $ (3,527,232 )   $ 6,159,485  
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

Remainder of fiscal 2024

$ 285,905

Fiscal 2025

  543,721

Fiscal 2026

  517,990

Fiscal 2027

  492,221

Fiscal 2028

  479,012

Thereafter

  3,483,589

Total

$ 5,802,438
v3.24.2
Note 6 - Investments in Joint Ventures (Tables)
9 Months Ended
May 31, 2024
Notes Tables  
Condensed Balance Sheet [Table Text Block]
   

As of May 31, 2024

 
   

Total

   

EXCOR

   

All Other

 

Current assets

  $ 57,436,771     $ 28,022,725     $ 29,414,046  

Total assets

    62,421,770       30,641,557       31,780,213  

Current liabilities

    13,167,730       2,458,389       10,709,341  

Non-current liabilities

    303,758             303,758  

Joint ventures’ equity

    48,949,666       28,183,169       20,766,497  

NTIC’s share of joint ventures’ equity

    24,219,348       14,091,586       10,127,762  

NTIC’s share of joint ventures’ undistributed earnings

    23,645,685       14,260,800       9,384,885  
   

As of August 31, 2023

 
   

Total

   

EXCOR

   

All Other

 

Current assets

  $ 55,339,662     $ 27,862,458     $ 27,477,204  

Total assets

    59,729,348       30,054,277       29,675,071  

Current liabilities

    11,464,247       2,687,064       8,777,183  

Non-current liabilities

    323,762             323,762  

Joint ventures’ equity

    47,941,339       27,367,213       20,574,126  

NTIC’s share of joint ventures’ equity

    23,705,714       13,683,608       10,022,106  

NTIC’s share of joint ventures’ undistributed earnings

    20,493,861       12,075,524       8,418,337  
Condensed Income Statement [Table Text Block]
   

Three Months Ended May 31, 2024

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 25,602,072     $ 9,977,354     $ 15,624,718  

Gross profit

    10,713,282       4,959,536       5,753,746  

Net income

    2,793,738       1,623,431       1,170,307  

NTIC’s share of equity in income from joint ventures

    1,396,730       811,399       585,331  

NTIC’s dividends received from joint ventures

    567,674             567,674  
   

Nine Months Ended May 31, 2024

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 72,642,714     $ 27,561,950     $ 45,080,764  

Gross profit

    30,956,162       14,164,541       16,791,620  

Net income

    7,351,372       4,029,182       3,322,190  

NTIC’s share of equity in income from joint ventures

    3,676,961       2,015,734       1,661,228  

NTIC’s dividends received from joint ventures

    2,958,925       1,624,950       1,333,975  
   

Three Months Ended May 31, 2023

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 26,312,548     $ 10,735,862     $ 15,576,686  

Gross profit

    10,494,244       5,085,837       5,408,407  

Net income

    2,692,444       1,654,151       1,038,293  

NTIC’s share of equity in income from joint ventures

    1,346,658       828,631       518,027  

NTIC’s dividends received from joint ventures

    45,977             45,977  
   

Nine Months Ended May 31, 2023

 
   

Total

   

EXCOR

   

All Other

 

Net sales

  $ 76,525,427     $ 30,590,265     $ 45,935,162  

Gross profit

    30,223,623       14,539,314       15,684,309  

Net income

    7,308,398       4,761,608       2,546,790  

NTIC’s share of equity in income from joint ventures

    3,664,793       2,376,575       1,288,218  

NTIC’s dividends received from joint ventures

    3,510,716       2,459,500       1,051,216  
v3.24.2
Note 8 - Stockholders' Equity (Tables)
9 Months Ended
May 31, 2024
Notes Tables  
Dividends Declared [Table Text Block]

Declaration Date

 

Amount

 

Record Date

 

Payable Date

October 18, 2023

  $ 0.07  

November 1, 2023

 

November 15, 2023

January 17, 2024

  $ 0.07  

January 31, 2024

 

February 14, 2024

April 17, 2024

  $ 0.07  

May 1, 2024

 

May 15, 2024

Declaration Date

 

Amount

 

Record Date

 

Payable Date

October 20, 2022

  $ 0.07  

November 3, 2022

 

November 16, 2022

January 20, 2023

  $ 0.07  

February 1, 2023

 

February 15, 2023

April 21, 2023

  $ 0.07  

May 3, 2023

 

May 17, 2023

v3.24.2
Note 9 - Net Income Per Common Share (Tables)
9 Months Ended
May 31, 2024
Notes Tables  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
   

Three Months Ended

   

Nine Months Ended

 

Numerator:

 

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

Net income attributable to NTIC

  $ 976,604     $ 1,059,590     $ 3,573,294     $ 1,973,329  

Denominator:

                               

Basic – weighted shares outstanding

    9,431,134       9,369,923       9,432,684       9,355,776  

Weighted shares assumed upon exercise of stock options

    584,541       258,146       386,536       346,834  

Diluted – weighted shares outstanding

    10,015,674       9,628,069       9,819,220       9,702,610  

Basic net income per share:

  $ 0.10     $ 0.11     $ 0.38     $ 0.21  

Diluted net income per share:

  $ 0.10     $ 0.11     $ 0.36     $ 0.20  
v3.24.2
Note 10 - Stock-based Compensation (Tables)
9 Months Ended
May 31, 2024
Notes Tables  
Share-Based Payment Arrangement, Option, Activity [Table Text Block]
   

Number of
Options
Outstanding

   

Weighted
Average Exercise
Price

 

Outstanding as of August 31, 2023

    1,557,131     $ 11.08  

Granted

    269,845       13.25  

Exercised

    (21,301 )     9.04  

Cancelled

           

Outstanding as of May 31, 2024

    1,805,675       11,43  

Exercisable as of May 31, 2024

    1,350,643     $ 10.88  
v3.24.2
Note 11 - Segment and Geographic Information (Tables)
9 Months Ended
May 31, 2024
Notes Tables  
Reconciliation of Revenue from Segments to Consolidated [Table Text Block]
   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

ZERUST® net sales

  $ 14,837,235     $ 16,100,674     $ 45,461,075     $ 45,929,422  

Natur-Tec® net sales

    5,848,962       4,869,052       16,249,335       13,263,895  

Total net sales

  $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  
Reconciliation of Cost of Goods Sold from Segments to Consolidated [Table Text Block]
   

Three Months Ended

   

Nine Months Ended

 
   

May 31,
2024

   

% of
Product
Sales*

   

May 31,
2023

   

% of
Product
Sales*

   

May 31,
2024

   

% of
Product
Sales*

   

May 31,
2023

   

% of
Product
Sales*

 

Direct cost of goods sold

                                                               

ZERUST®

    8,168,215       55.1 %   $ 9,116,091       56.6 %   $ 24,994,401       55.0 %   $ 26,410,796       57.5 %

Natur-Tec®

    3,768,921       64.4 %     3,576,676       73.5 %     10,566,223       65.0 %     10,078,385       76.0 %

Indirect cost of goods sold

    855,967             697,106             2,583,254             2,468,091        

Total net cost of goods sold

  $ 12,793,103             $ 13,389,873             $ 38,143,878             $ 38,957,272          
Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block]
   

Three Months Ended May 31,

   

Nine Months Ended May 31,

 
   

2024

   

2023

   

2024

   

2023

 

Inside the U.S.A. to unaffiliated customers

  $ 7,086,859     $ 7,729,820     $ 21,160,095     $ 21,958,978  

Outside the U.S.A. to:

                               

Joint ventures in which the Company is a shareholder directly and indirectly

    441,067       732,437       1,904,444       2,895,665  

Unaffiliated customers

    13,158,272       12,507,469       38,645,871       34,338,674  
    $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  
   

Three Months Ended

 
   

May 31, 2024

   

% of Total Fees
for Services
Provided to
Joint Ventures

   

May 31, 2023

   

% of Total Fees
for Services
Provided to
Joint Ventures

 

Poland

  $ 213,102       17.6 %   $ 224,288       16.5 %

Germany

    205,853       17.0 %     209,398       15.4 %

Japan

    118,606       9.8 %     152,593       11.2 %

Sweden

    110,542       9.1 %     144,981       10.7 %

Czech Republic

    101,111       8.3 %     99,089       7.3 %

Finland

    97,437       8.0 %     103,879       7.6 %

United Kingdom

    96,872       8.0 %     83,586       6.1 %

Thailand

    77,206       6.4 %     82,725       6.1 %

South Korea

    58,732       4.8 %     61,668       4.5 %

France

    47,206       3.9 %     128,149       9.4 %

Other

    85,830       7.1 %     70,953       5.2 %
    $ 1,212,497       100.0 %   $ 1,361,311       100.0 %
   

Nine Months Ended

 
   

May 31, 2024

   

% of Total Fees
for Services
Provided to
Joint Ventures

   

May 31, 2023

   

% of Total Fees
for Services
Provided to
Joint Ventures

 

Poland

  $ 628,905       16.7 %   $ 610,911       16.1 %

Germany

    618,236       16.4 %     606,189       16.0 %

Japan

    366,682       9.7 %     454,308       12.0 %

France

    364,348       9.7 %     356,444       9.4 %

Sweden

    324,062       8.6 %     358,032       9.4 %

Finland

    296,929       7.9 %     285,931       7.5 %

Czech Republic

    263,712       7.0 %     270,422       7.1 %

Thailand

    246,908       6.6 %     257,282       6.8 %

United Kingdom

    215,123       5.7 %     206,925       5.5 %

South Korea

    197,070       5.2 %     190,866       5.0 %

Other

    242,540       6.4 %     198,552       5.2 %
    $ 3,764,514       100.0 %   $ 3,795,862       100.0 %
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas [Table Text Block]
   

At

May 31, 2024

   

At

August 31, 2023

 

China

  $ 5,575,097     $ 5,729,080  

Other

    1,061,309       745,469  

United States

    9,042,166       7,590,805  

Total property and equipment, net

  $ 15,678,572     $ 14,065,354  
Revenue from External Customers by Geographic Areas [Table Text Block]
   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

China

  $ 3,540,570     $ 3,318,373     $ 10,674,939     $ 9,936,808  

Brazil

    1,508,680       1,488,510       4,365,170       4,062,718  

India

    5,814,829       5,145,423       16,401,624       14,356,708  

Other

    2,735,259       3,287,600       9,108,583       8,878,105  

United States

    7,086,859       7,729,820       21,160,095       21,958,978  

Total net sales

  $ 20,686,197     $ 20,969,726     $ 61,710,410     $ 59,193,317  
v3.24.2
Note 13 - Supplemental Cash Flow Information (Tables)
9 Months Ended
May 31, 2024
Notes Tables  
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block]
   

Three Months Ended

   

Nine Months Ended

 
   

May 31, 2024

   

May 31, 2023

   

May 31, 2024

   

May 31, 2023

 

Cash paid for interest

  $ 59,939     $ 136,168     $ 248,835     $ 342,643  
v3.24.2
Note 3 - Inventories - Inventories (Details) - USD ($)
May 31, 2024
Aug. 31, 2023
Production materials $ 4,887,783 $ 4,960,355
Finished goods 8,354,598 8,136,134
Inventory, Net $ 13,242,381 $ 13,096,489
v3.24.2
Note 4 - Property and Equipment, Net (Details Textual) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Depreciation expense $ 287,018 $ 277,253 $ 884,421 $ 766,091
v3.24.2
Note 4 - Property and Equipment, Net - Components of Property and Equipment, Net (Details) - USD ($)
May 31, 2024
Aug. 31, 2023
Land $ 776,965 $ 496,965
Buildings and improvements 19,492,861 17,250,392
Machinery and equipment 6,173,904 5,984,364
Property, Plant and Equipment, Gross 26,443,730 23,731,721
Less accumulated depreciation (10,765,158) (9,666,367)
Property, Plant and Equipment, Net $ 15,678,572 $ 14,065,354
v3.24.2
Note 5 - Intangible Assets, Net (Details Textual) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Amortization of Intangible Assets $ 147,749 $ 146,730 $ 442,975 $ 441,603
v3.24.2
Note 5 - Intangible Assets, Net - Intangible Assets, Net (Details) - USD ($)
May 31, 2024
Aug. 31, 2023
Gross Carrying Amount $ 9,772,645 $ 9,686,717
Accumulated Amortization (3,970,207) (3,527,232)
Net Carrying Amount 5,802,438 6,159,485
Patents and Trademarks [Member]    
Gross Carrying Amount 3,425,645 3,339,717
Accumulated Amortization (2,806,590) (2,680,965)
Net Carrying Amount 619,055 658,752
Customer Relationships [Member]    
Gross Carrying Amount 6,347,000 6,347,000
Accumulated Amortization (1,163,617) (846,267)
Net Carrying Amount $ 5,183,383 $ 5,500,733
v3.24.2
Note 5 - Intangible Assets, Net - Future Amortization Expense (Details) - USD ($)
May 31, 2024
Aug. 31, 2023
Fiscal 2024 $ 285,905  
Fiscal 2025 543,721  
Fiscal 2026 517,990  
Fiscal 2027 492,221  
Fiscal 2028 479,012  
Thereafter 3,483,589  
Total $ 5,802,438 $ 6,159,485
v3.24.2
Note 6 - Investments in Joint Ventures - Condensed Balance Sheet of EXCOR and All Other Joint Ventures (Details) - USD ($)
May 31, 2024
Aug. 31, 2023
Current assets $ 37,903,269 $ 39,671,556
Total assets 89,265,544 89,344,303
Current liabilities 14,794,433 16,721,372
Noncurrent liabilities 1,897,636 1,924,134
Joint ventures’ equity 68,851,469 66,356,273
Investments in joint ventures 24,219,348 23,705,714
EXCOR and All Other Joint Venturs [Member]    
Investments in joint ventures 24,219,348 23,705,714
NTIC’s share of joint ventures’ undistributed earnings 23,645,685 20,493,861
EXCOR [Member]    
Investments in joint ventures 14,091,586 13,683,608
NTIC’s share of joint ventures’ undistributed earnings 14,260,800 12,075,524
All Other [Member]    
Investments in joint ventures 10,127,762 10,022,106
NTIC’s share of joint ventures’ undistributed earnings 9,384,885 8,418,337
Equity Method Investment, Nonconsolidated Investee or Group of Investees [Member]    
Current assets 57,436,771 55,339,662
Total assets 62,421,770 59,729,348
Current liabilities 13,167,730 11,464,247
Noncurrent liabilities 303,758 323,762
Joint ventures’ equity 48,949,666 47,941,339
EXCOR [Member]    
Current assets 28,022,725 27,862,458
Total assets 30,641,557 30,054,277
Current liabilities 2,458,389 2,687,064
Noncurrent liabilities 0 0
Joint ventures’ equity 28,183,169 27,367,213
Joint Ventures in France [Member]    
Current assets   27,477,204
Total assets   29,675,071
Current liabilities   8,777,183
Noncurrent liabilities   323,762
Joint ventures’ equity   $ 20,574,126
All Other [Member]    
Current assets 29,414,046  
Total assets 31,780,213  
Current liabilities 10,709,341  
Noncurrent liabilities 303,758  
Joint ventures’ equity $ 20,766,497  
v3.24.2
Note 6 - Investments in Joint Ventures - Condensed Income Statement of EXCOR and All Other Joint Ventures (Details) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Net sales $ 20,686,197 $ 20,969,726 $ 61,710,410 $ 59,193,317
Gross profit 7,893,094 7,579,853 23,566,532 20,236,045
Net income 976,604 1,059,590 3,573,294 1,973,329
NTIC’s share of equity in income from joint ventures 1,396,731 1,346,658 3,676,962 3,664,793
EXCOR and All Other Joint Venturs [Member]        
Net income 2,793,738 2,692,444 7,351,372 7,308,398
NTIC’s share of equity in income from joint ventures 1,396,730 1,346,658 3,676,961 3,664,793
NTIC’s dividends received from joint ventures 567,674 45,977 2,958,925 3,510,716
EXCOR [Member]        
Net income 1,623,431 1,654,151 4,029,182 4,761,608
NTIC’s share of equity in income from joint ventures 811,399 828,631 2,015,734 2,376,575
NTIC’s dividends received from joint ventures 0 0 1,624,950 2,459,500
All Other [Member]        
Net income 1,170,307 1,038,293 3,322,190 2,546,790
NTIC’s share of equity in income from joint ventures 585,331 518,027 1,661,228 1,288,218
NTIC’s dividends received from joint ventures 567,674 45,977 1,333,975 1,051,216
EXCOR and All Other Joint Venturs [Member]        
Net sales 25,602,072 26,312,548 72,642,714 76,525,427
Gross profit 10,713,282 10,494,244 30,956,162 30,223,623
EXCOR [Member]        
Net sales 9,977,354 10,735,862 27,561,950 30,590,265
Gross profit 4,959,536 5,085,837 14,164,541 14,539,314
All Other [Member]        
Net sales 15,624,718 15,576,686 45,080,764 45,935,162
Gross profit $ 5,753,746 $ 5,408,407 $ 16,791,620 $ 15,684,309
v3.24.2
Note 7 - Corporate Debt (Details Textual)
Jan. 06, 2023
USD ($)
May 31, 2024
USD ($)
Aug. 31, 2023
USD ($)
May 30, 2023
USD ($)
May 30, 2023
CNY (¥)
NTIC China [Member] | Term Loan in May [Member]          
Debt Instrument, Face Amount       $ 1,450,000 ¥ 10,000,000
Debt Instrument, Interest Rate, Stated Percentage       3.25% 3.25%
Long-Term Debt   $ 2,762,049 $ 2,757,176    
Revolving Credit Facility [Member] | JP Morgan Chase Bank [Member]          
Line of Credit Facility, Maximum Borrowing Capacity $ 10,000,000        
Long-Term Line of Credit   $ 1,988,380 $ 3,600,000    
CB Floating Rate Floor 2.50%        
Debt Instrument, Covenants, Fixed Charge Coverage Ratio 1.25        
Revolving Credit Facility [Member] | JP Morgan Chase Bank [Member] | Secured Overnight Financing Rate (SOFR) Overnight Index Swap Rate [Member]          
Debt Instrument, Basis Spread on Variable Rate 0.10%        
Revolving Credit Facility [Member] | JP Morgan Chase Bank [Member] | Adjusted SOFR Rate Applicable Margin [Member]          
Debt Instrument, Basis Spread on Variable Rate 2.15%        
Standby Letters of Credit [Member] | JP Morgan Chase Bank [Member]          
Line of Credit Facility, Maximum Borrowing Capacity $ 5,000,000        
v3.24.2
Note 8 - Stockholders' Equity (Details Textual) - shares
9 Months Ended
Mar. 01, 2024
Sep. 01, 2023
Mar. 01, 2023
Sep. 01, 2022
May 31, 2024
Stock Repurchased and Retired During Period, Shares (in shares)         0
Stock Issued During Period, Shares, Employee Stock Purchase Plans 3,284 3,496 3,566 3,620  
ESPP [Member]          
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant         55,284
v3.24.2
Note 8 - Stockholders' Equity - Dividends Declared (Details) - $ / shares
3 Months Ended 9 Months Ended
Apr. 17, 2024
Jan. 17, 2024
Oct. 18, 2023
Apr. 21, 2023
Jan. 20, 2023
Oct. 20, 2022
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
CASH DIVIDENDS DECLARED PER COMMON SHARE (in dollars per share) $ 0.07 $ 0.07 $ 0.07 $ 0.07 $ 0.07 $ 0.07 $ 0.07 $ 0.07 $ 0.21 $ 0.21
Record Date May 01, 2024 Jan. 31, 2024 Nov. 01, 2023 May 03, 2023 Feb. 01, 2023 Nov. 03, 2022        
Payable Date May 15, 2024 Feb. 14, 2024 Nov. 15, 2023 May 17, 2023 Feb. 15, 2023 Nov. 16, 2022        
v3.24.2
Note 9 - Net Income Per Common Share (Details Textual) - shares
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Share-Based Payment Arrangement, Option [Member]        
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount 305,514 322,246 305,514 322,246
v3.24.2
Note 9 - Net Income Per Common Share - Reconciliation of the Earnings Per Share Computations (Details) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Net income $ 976,604 $ 1,059,590 $ 3,573,294 $ 1,973,329
Basic-weighted shares outstanding (in shares) 9,431,134 9,369,923 9,432,684 9,355,776
Weighted shares assumed upon exercise of stock options (in shares) 584,541 258,146 386,536 346,834
Diluted – weighted shares outstanding (in shares) 10,015,674 9,628,069 9,819,220 9,702,610
Basic net income per share: (in dollars per share) $ 0.1 $ 0.11 $ 0.38 $ 0.21
Diluted net income per share: (in dollars per share) $ 0.1 $ 0.11 $ 0.36 $ 0.2
v3.24.2
Note 10 - Stock-based Compensation (Details Textual) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value $ 4.88 $ 4.87    
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term (Year) 6 years 1 month 9 days 6 years 1 month 28 days    
Share-Based Payment Arrangement, Expense $ 343,148 $ 331,303 $ 1,038,022 $ 998,311
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount $ 1,345,262   $ 1,345,262  
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition     2 years 3 months  
v3.24.2
Note 10 - Stock-based Compensation - Stock Option Activity (Details)
9 Months Ended
May 31, 2024
$ / shares
shares
Outstanding, shares (in shares) | shares 1,557,131
Outstanding, weighted average exercise price (in dollars per share) | $ / shares $ 11.08
Options granted, shares (in shares) | shares 269,845
Options granted, weighted average exercise price (in dollars per share) | $ / shares $ 13.25
Options exercised, shares (in shares) | shares (21,301)
Options exercised, weighted average exercise price (in dollars per share) | $ / shares $ 9.04
Cancelled, shares (in shares) | shares 0
Cancelled, weighted average exercise price (in dollars per share) | $ / shares $ 0
Outstanding, shares (in shares) | shares 1,805,675
Outstanding, weighted average exercise price (in dollars per share) | $ / shares $ 1,143
Exercisable as of May 31, 2024 (in shares) | shares 1,350,643
Exercisable as of May 31, 2024 (in dollars per share) | $ / shares $ 10.88
v3.24.2
Note 11 - Segment and Geographic Information (Details Textual)
9 Months Ended
May 31, 2024
2 2
v3.24.2
Note 11 - Segment and Geographic Information - Net Sales by Segment (Details) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Net sales $ 20,686,197 $ 20,969,726 $ 61,710,410 $ 59,193,317
ZERUST [Member]        
Net sales 14,837,235 16,100,674 45,461,075 45,929,422
NaturTec [Member]        
Net sales $ 5,848,962 $ 4,869,052 $ 16,249,335 $ 13,263,895
v3.24.2
Note 11 - Segment and Geographic Information - Cost of Goods Sold by Segment (Details) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Cost of goods sold $ 12,793,103 $ 13,389,873 $ 38,143,878 $ 38,957,272
Direct Cost of Goods Sold [Member] | ZERUST [Member]        
Cost of goods sold $ 8,168,215 $ 9,116,091 $ 24,994,401 $ 26,410,796
Cost of goods sold, percentage 55.10% 56.60% 55.00% 57.50%
Direct Cost of Goods Sold [Member] | NaturTec [Member]        
Cost of goods sold $ 3,768,921 $ 3,576,676 $ 10,566,223 $ 10,078,385
Cost of goods sold, percentage 64.40% 73.50% 65.00% 76.00%
Indirect Cost of Goods Sold [Member]        
Cost of goods sold $ 855,967 $ 697,106 $ 2,583,254 $ 2,468,091
v3.24.2
Note 11 - Segment and Geographic Information - Information by Geographic Location (Details) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Net sales $ 20,686,197 $ 20,969,726 $ 61,710,410 $ 59,193,317
Total Fees $ 1,212,497 $ 1,361,311 $ 3,764,514 $ 3,795,862
Total Fees percentage 100.00% 100.00% 100.00% 100.00%
Inside the USA to Unaffiliated Customers [Member]        
Net sales $ 7,086,859 $ 7,729,820 $ 21,160,095 $ 21,958,978
POLAND        
Total Fees $ 213,102 $ 224,288 $ 628,905 $ 610,911
Total Fees percentage 17.60% 16.50% 16.70% 16.10%
GERMANY        
Total Fees $ 205,853 $ 209,398 $ 618,236 $ 606,189
Total Fees percentage 17.00% 15.40% 16.40% 16.00%
JAPAN        
Total Fees $ 118,606 $ 152,593 $ 366,682 $ 454,308
Total Fees percentage 9.80% 11.20% 9.70% 12.00%
SWEDEN        
Total Fees $ 110,542 $ 144,981 $ 324,062 $ 358,032
Total Fees percentage 9.10% 10.70% 8.60% 9.40%
FRANCE        
Total Fees $ 47,206 $ 128,149 $ 364,348 $ 356,444
Total Fees percentage 3.90% 9.40% 9.70% 9.40%
Joint Ventures in Which the Company is a Shareholder Directly and Indirectly Outside the USA [Member]        
Net sales $ 441,067 $ 732,437 $ 1,904,444 $ 2,895,665
CZECHIA        
Total Fees $ 101,111 $ 99,089 $ 263,712 $ 270,422
Total Fees percentage 8.30% 7.30% 7.00% 7.10%
FINLAND        
Total Fees $ 97,437 $ 103,879 $ 296,929 $ 285,931
Total Fees percentage 8.00% 7.60% 7.90% 7.50%
UNITED KINGDOM        
Total Fees $ 96,872 $ 83,586 $ 215,123 $ 206,925
Total Fees percentage 8.00% 6.10% 5.70% 5.50%
Unaffiliated Customers Outside the USA [Member]        
Net sales $ 13,158,272 $ 12,507,469 $ 38,645,871 $ 34,338,674
THAILAND        
Total Fees $ 77,206 $ 82,725 $ 246,908 $ 257,282
Total Fees percentage 6.40% 6.10% 6.60% 6.80%
KOREA, REPUBLIC OF        
Total Fees $ 58,732 $ 61,668 $ 197,070 $ 190,866
Total Fees percentage 4.80% 4.50% 5.20% 5.00%
Other Countries [Member]        
Net sales $ 2,735,259 $ 3,287,600 $ 9,108,583 $ 8,878,105
Total Fees $ 85,830 $ 70,953 $ 242,540 $ 198,552
Total Fees percentage 7.10% 5.20% 6.40% 5.20%
v3.24.2
Note 11 - Segment and Geographic Information - Schedule of Geographic Distribution (Details) - USD ($)
May 31, 2024
Aug. 31, 2023
Total property and equipment, net $ 15,678,572 $ 14,065,354
CHINA    
Total property and equipment, net 5,575,097 5,729,080
Other Countries [Member]    
Total property and equipment, net 1,061,309 745,469
UNITED STATES    
Total property and equipment, net $ 9,042,166 $ 7,590,805
v3.24.2
Note 11 - Segment and Geographic Information - Schedule of Geographic Distribution of Revenue (Details) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Total net sales $ 20,686,197 $ 20,969,726 $ 61,710,410 $ 59,193,317
CHINA        
Total net sales 3,540,570 3,318,373 10,674,939 9,936,808
BRAZIL        
Total net sales 1,508,680 1,488,510 4,365,170 4,062,718
INDIA        
Total net sales 5,814,829 5,145,423 16,401,624 14,356,708
Other Countries [Member]        
Total net sales 2,735,259 3,287,600 9,108,583 8,878,105
UNITED STATES        
Total net sales $ 7,086,859 $ 7,729,820 $ 21,160,095 $ 21,958,978
v3.24.2
Note 12 - Commitments and Contingencies (Details Textual)
May 31, 2024
May 31, 2023
Entity Wide Trade Joint Venture Receivables, Three Joint Ventures, Percentage 54.80%  
Entity Wide Trade Joint Venture Receivables, Two Joint Ventures, Percentage   65.10%
v3.24.2
Note 13 - Supplemental Cash Flow Information - Supplemental Disclosures of Cash Flow Information (Details) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Cash paid for interest $ 59,939 $ 136,168 $ 248,835 $ 342,643
v3.24.2
Note 14 - Income Taxes (Details Textual) - USD ($)
3 Months Ended 9 Months Ended
May 31, 2024
May 31, 2023
May 31, 2024
May 31, 2023
Foreign Withholding Tax $ 332,400 $ 542,295 $ 848,391 $ 834,823

Northern Technologies (NASDAQ:NTIC)
Historical Stock Chart
From Oct 2024 to Nov 2024 Click Here for more Northern Technologies Charts.
Northern Technologies (NASDAQ:NTIC)
Historical Stock Chart
From Nov 2023 to Nov 2024 Click Here for more Northern Technologies Charts.