# REX AMERICAN RESOURCES Corp: Form 10-Q for the period ended Apr 30, 2017

- Company: [REX AMERICAN RESOURCES Corp](/companies/rex.md) (CIK 744187)
- Form: 10-Q
- Filed: 2017-06-01
- Accepted by EDGAR: Jun 1, 2017, 19:33 ET
- Period: 2017-04-30
- Accession: 0000930413-17-002268
- Inline XBRL: yes
- Main document: https://www.sec.gov/Archives/edgar/data/744187/000093041317002268/c88471_10q.htm
- All documents and exhibits: https://www.sec.gov/Archives/edgar/data/744187/000093041317002268/

## Figures reported in this filing

Standardized XBRL line items for the period ended 2017-04-30.

| Line item | Period | Value | XBRL concept |
| --- | --- | ---: | --- |
| Cost of revenue | 3 months, 2017-02-01 to 2017-04-30 | $100.7m | us-gaap:CostOfGoodsAndServicesSold |
| Gross profit | 3 months, 2017-02-01 to 2017-04-30 | $12.5m | us-gaap:GrossProfit |
| Selling, general and administrative | 3 months, 2017-02-01 to 2017-04-30 | $5.4m | us-gaap:SellingGeneralAndAdministrativeExpense |
| Income tax | 3 months, 2017-02-01 to 2017-04-30 | $2.4m | us-gaap:IncomeTaxExpenseBenefit |
| Net income | 3 months, 2017-02-01 to 2017-04-30 | $4.5m | us-gaap:NetIncomeLoss |
| Diluted EPS | 3 months, 2017-02-01 to 2017-04-30 | $0.69 | us-gaap:EarningsPerShareDiluted |
| Basic EPS | 3 months, 2017-02-01 to 2017-04-30 | $0.69 | us-gaap:EarningsPerShareBasic |
| Diluted shares (weighted) | 3 months, 2017-02-01 to 2017-04-30 | 6,593,000 shares | us-gaap:WeightedAverageNumberOfDilutedSharesOutstanding |
| Operating cash flow | 3 months, 2017-02-01 to 2017-04-30 | $8.8m | us-gaap:NetCashProvidedByUsedInOperatingActivities |
| Capital expenditure | 3 months, 2017-02-01 to 2017-04-30 | $5.9m | us-gaap:PaymentsToAcquirePropertyPlantAndEquipment |
| Cash and equivalents | at 2017-04-30 | $191.5m | us-gaap:CashAndCashEquivalentsAtCarryingValue |
| Current assets | at 2017-04-30 | $229.4m | us-gaap:AssetsCurrent |
| Total assets | at 2017-04-30 | $459.4m | us-gaap:Assets |
| Current liabilities | at 2017-04-30 | $22.9m | us-gaap:LiabilitiesCurrent |
| Shareholders' equity | at 2017-04-30 | $345.0m | us-gaap:StockholdersEquity |

## Management's discussion and analysis

As filed, 24,175 characters.

At April 30, 2017, we had equity investments in three ethanol limited liability companies, two of which we have a majority ownership interest in. The following table is a summary of ethanol gallons shipped at our plants:

| Entity | Trailing 12 Months Ethanol Gallons Shipped | REX’s Current Effective Ownership Interest | Current Effective Ownership of Trailing 12 Months Ethanol Gallons Shipped |
| --- | --- | ---: | --- |
| One Earth Energy, LLC | 120.5 M | 75.0% | 90.4 M |
| NuGen Energy, LLC | 131.0 M | 99.5% | 130.3 M |
| Big River Resources, LLC: |  |  |  |
| Big River Resources W Burlington, LLC | 107.3 M | 9.7% | 10.4 M |
| Big River Resources Galva, LLC | 124.0 M | 9.7% | 12.0 M |
| Big River United Energy, LLC | 128.6 M | 5.4% | 6.9 M |
| Big River Resources Boyceville, LLC | 57.9 M | 9.7% | 5.6 M |
| Total | 669.3 M |  | 255.6 M |

18

Our ethanol operations are highly dependent on commodity prices, especially prices for corn, ethanol, distillers grains, non-food grade corn oil and natural gas. As a result of price volatility for these commodities, our operating results can fluctuate substantially. The price and availability of corn is subject to significant fluctuations depending upon a number of factors that affect commodity prices in general, including crop conditions, weather, federal policy and foreign trade. Because the market price of ethanol is not always directly related to corn prices (for example, crude and other energy prices can impact ethanol prices), at times ethanol prices may lag movements in corn prices and, in an environment of higher corn prices or lower ethanol prices, reduce the overall margin structure at the plants. As a result, at times, we may operate our plants at negative or marginally positive operating margins.

We expect our ethanol plants to produce approximately 2.8 gallons of denatured ethanol for each bushel of grain processed in the production cycle. We refer to the actual gallons of denatured ethanol produced per bushel of grain processed as the realized yield. We refer to the difference between the price per gallon of ethanol and the price per bushel of grain (divided by the realized yield) as the “crush spread”. Should the crush spread decline, it is possible that our ethanol plants will generate operating results that do not provide adequate cash flows for sustained periods of time. In such cases, production at the ethanol plants may be reduced or stopped altogether in order to minimize variable costs at individual plants. We also expect our ethanol plants to produce approximately 15.5 pounds of distillers grains and 0.7 pounds of non-food grade corn oil for each bushel of grain processed.

We attempt to manage the risk related to the volatility of commodity prices by utilizing forward grain purchase and forward ethanol, distillers grains and corn oil sale contracts and commodity futures agreements as management deems appropriate. We attempt to match quantities of these sale contracts with an appropriate quantity of grain purchase contracts over a given period of time when we can obtain an adequate gross margin resulting from the crush spread inherent in the contracts we have executed. However, the market for future ethanol sales contracts generally lags the spot market with respect to ethanol price. Consequently, we generally execute fixed price contracts for no more than four months into the future at any given time and we may lock in our corn or ethanol price without having a corresponding locked in ethanol or corn price for short durations of time. As a result of the relatively short period of time our fixed price contracts cover, we generally cannot predict the future movements in the crush spread for more than four months; thus, we are unable to predict the likelihood or amounts of future income or loss from the operations of our ethanol facilities. We utilize derivative financial instruments, primarily exchange traded commodity future contracts, in conjunction with certain of our grain procurement activities.

### Future Energy

During fiscal year 2013, we entered into a joint venture with Hytken HPGP, LLC (“Hytken”) to file and defend patents for eSteam technology relating to heavy oil and oil sands production methods, and to commercially exploit the technology to generate license fees, royalty income and development opportunities. The patented technology is an enhanced method of heavy oil recovery involving zero emissions downhole steam generation. We own 60% and Hytken owns 40% of the entity named Future Energy, LLC.

We have agreed to fund direct patent expenses relating to patent applications and defense, annual annuity fees and maintenance on a country by country basis, with the right to terminate funding and transfer related patent rights to Hytken. We may also fund, through loans, all costs relating to new intellectual property, consultants, and future research and development, pilot field tests and equipment purchases for commercialization stage of the patents. To date, we have paid approximately $1.7 million cumulatively for our ownership interest, patent and other expenses. We have not tested or proven the commercial feasibility of the technology.

### Critical Accounting Policies and Estimates

During the three months ended April 30, 2017, we did not change any of our critical accounting policies as disclosed in our 2016 Annual Report on Form 10-K as filed with the Securities and Exchange Commission on March 27, 2017.

### Fiscal Year

All references in this report to a particular fiscal year are to REX’s fiscal year ended January 31. For example, “fiscal year 2017” means the period February 1, 2017 to January 31, 2018.

### Results of Operations

### Comparison of Three Months Ended April 30, 2017 and 2016

The following table summarizes selected data from our consolidated operations for the periods presented:

|  | Three Months Ended April 30, 2017 | 2016 |
| --- | ---: | ---: |
| Average selling price per gallon of ethanol | $1.44 | $1.32 |
| Gallons of ethanol sold (in millions) | 63.3 | 58.7 |
| Average selling price per ton of dried distillers grains | $100.06 | $125.29 |
| Tons of dried distillers grains sold | 151,402 | 136,121 |
| Average selling price per pound of non-food grade corn oil | $0.28 | $0.24 |
| Pounds of non-food grade corn oil sold (in millions) | 16.6 | 15.7 |
| Average selling price per ton of modified distillers grains | $41.91 | $59.82 |
| Tons of modified distillers grains sold | 45,802 | 26,147 |
| Average cost per bushel of grain | $3.47 | $3.52 |
| Average cost of natural gas (per mmbtu) | $3.74 | $3.22 |

Net sales and revenue in the quarter ended April 30, 2017 were approximately $113.1 million compared to approximately $100.2 million in the prior year’s first quarter, representing an increase of approximately $12.9 million.

The following table summarizes sales of our consolidated operations for each major product and service group for the periods presented (amounts in thousands):

| Product Category | Three Months Ended April 30, 2017 | 2016 |
| --- | ---: | ---: |
| Ethanol | $91,472 | $77,631 |
| Dried distillers grains | 15,149 | 17,054 |
| Non-food grade corn oil | 4,593 | 3,846 |
| Modified distillers grains | 1,920 | 1,564 |
| Other | 9 | 127 |
| Total | $113,143 | $100,222 |

Ethanol sales increased from approximately $77.6 million in the first quarter of fiscal year 2016 to approximately $91.5 million in the first quarter of fiscal year 2017, primarily a result of a $0.12 increase in the price per gallon sold and an increase of 4.6 million gallons sold. Dried distillers grains sales decreased from approximately $17.1 million in the first quarter of fiscal year 2016 to approximately $15.1 million in the first quarter of fiscal year 2017, primarily a result of a $25.23 decline in the price per ton sold. The decline in selling price was partially offset by an 11% increase in tons sold. Management believes the decline in the selling price results primarily from the ongoing uncertainty of Chinese imports of domestic dried distillers grains as the China Ministry of Commerce had announced an anti-dumping and countervailing duty investigation in January 2016 and has imposed an anti-dumping tariff and a countervailing duty on U.S. dried distillers grains exports to China. In a final ruling in January 2017, China increased the dried distillers grains anti-dumping duty to a range of 42.2% up to 53.7% and the dried distillers grains countervailing duty to a range of 11.2% up to 12.0%. Non-food grade corn oil sales increased from approximately $3.8 million in the first quarter of fiscal year 2016 to approximately $4.6 million in the first quarter of fiscal year 2017, primarily a result of a $0.04 increase in the price per pound sold. Modified distillers grains sales increased from approximately $1.6 million in the first quarter of fiscal year 2016 to approximately $1.9 million in the first quarter of fiscal year 2017, primarily a result of a 75% increase in tons sold which was partially offset by a decline of $17.91 in the price per ton sold.

We expect that sales in future periods will be based upon the following (One Earth and NuGen only):

|  |  |
| --- | --- |
| Product | Annual Sales Quantity |
| Ethanol | 250 million to 275 million gallons |
| Dried distillers grains | 580,000 to 640,000 tons |
| Non-food grade corn oil | 65 million to 75 million pounds |
| Modified distillers grains | 160,000 to 180,000 tons |

21

This expectation assumes that One Earth and NuGen will continue to operate at or near historical production levels, which is dependent upon the crush spread realized. NuGen has received the EPA pathway approval and has permits to increase its production levels to 150 million gallons annually. One Earth has received the EPA pathway approval and has permits to increase its production levels to 131 million gallons annually. We are working on debottlenecking the plants and plan to increase production levels over time dependent on industry conditions, plant profitability and the completion of capacity expansion projects. We may vary the amounts of dried and modified distillers grains production, and resulting sales, based upon market conditions.

Gross profit for the first quarter of fiscal year 2017 was approximately $12.5 million (11.0% of net sales and revenue) which was approximately $4.1 million higher compared to approximately $8.4 million of gross profit (8.4% of net sales and revenue) for the first quarter of fiscal year 2016. The crush spread for the first quarter of fiscal year 2017 was approximately $0.23 per gallon of ethanol sold compared to the first quarter of fiscal year 2016 which was approximately $0.10 per gallon of ethanol sold. The decline of approximately $1.9 million in sales of dried distillers grain compared to the first quarter of fiscal year 2016 negatively affected gross profit. Management believes this decline results primarily from the continued uncertainty regarding future Chinese imports of domestic distillers grains. Grain accounted for approximately 77% ($77.7 million) of our cost of sales during the first quarter of fiscal year 2017 compared to approximately 78% ($71.1 million) during the first quarter of fiscal year 2016. Natural gas accounted for approximately 6% ($6.0 million) of our cost of sales during the first quarter of fiscal year 2017 compared to approximately 5% ($5.0 million) during the first quarter of fiscal year 2016.

We attempt to match quantities of ethanol, distillers grains and non-food grade corn oil sale contracts with an appropriate quantity of grain purchase contracts over a given period of time when we can obtain a satisfactory margin resulting from the crush spread inherent in the contracts we have executed. However, the market for future ethanol sales contracts generally lags the spot market with respect to ethanol price. Consequently, we generally execute fixed price sales contracts for no more than four months into the future at any given time and we may lock in our corn or ethanol price without having a corresponding locked in ethanol or corn price for short durations of time. As a result of the relatively short period of time our contracts cover, we generally cannot predict the future movements in the crush spread for more than four months. Based on existing contracts at the end of the first quarter of fiscal year 2017, none of our forecasted ethanol, approximately 7% of our forecasted distillers grains and approximately 19% of our forecasted non-food grade corn oil production during the next 12 months have been sold under fixed-price contracts. The effect of a 10% adverse change in the price of ethanol, distillers grains and non-food grade corn oil from the current pricing would result in a decrease in annual revenues of approximately $48.6 million for the remaining forecasted sales. Similarly, approximately 1% of our estimated corn usage for the next 12 months was subject to fixed-price contracts. The effect of a 10% adverse change in the price of corn from the current pricing would result in an increase in annual cost of goods sold of approximately $33.1 million for the remaining forecasted grain purchases. None of our estimated natural gas usage for the next 12 months was subject to fixed-price contracts. The effect of a 10% adverse change in the price of natural gas from the current pricing would result in an increase in annual cost of goods sold of approximately $2.3 million for the remaining forecasted natural gas purchases.

Selling, general and administrative expenses for the first quarter of fiscal year 2017 were approximately $5.4 million, compared to approximately $4.0 million for the first quarter of fiscal year 2016. The quarterly increase is primarily related to higher rail car lease charges as our fleet of rail cars ages and requires more repairs. In addition, increases in professional fees which are attributable to general corporate activities and increases in incentive compensation which is consistent with the higher profitability in the first quarter of fiscal year 2017 compared to the first quarter of fiscal year 2016 also contributed to higher selling, general and administrative expenses in fiscal year 2017. We expect selling, general and administrative expenses to remain consistent with fiscal year 2016 results in future periods, with the exception of variability of incentive compensation which is based upon Company profitability.

During the first quarters of fiscal years 2017 and 2016, we recognized income of approximately $0.7 million and $0.2 million, respectively, from our equity investment. Big River has interests in four ethanol production plants and has an effective ownership of ethanol gallons shipped in the trailing twelve months ended April 30, 2017 of approximately 354 million gallons. Big River’s results in fiscal year 2017 have been positively impacted from higher crush spreads similar to our consolidated operations. Due to the inherent volatility of commodity prices within the ethanol industry, we cannot predict the likelihood of future operating results from Big River being similar to historical results.

On June 1, 2015 Patriot and a subsidiary of CHS Inc. (“CHS”) completed a merger that resulted in CHS acquiring 100% of the ownership interest in Patriot. During the first quarter of fiscal year 2016, we received proceeds of approximately $2.3 million as partial payment for certain escrow holdbacks and adjustments to the purchase price related to the merger between Patriot and CHS. As a result, we recognized approximately $0.2 million as gain on sale of investment during the first quarter of fiscal year 2016. We do not expect any further proceeds or gain/loss on sale of investment to be significant.

Interest and other income was insignificant for the first quarters of fiscal years 2017 and 2016. We expect interest and other income to remain consistent with fiscal year 2016 levels for the remainder of fiscal year 2017.

As a result of the foregoing, income before income taxes was approximately $8.0 million for the first quarter of fiscal year 2017 versus approximately $5.0 million for the first quarter of fiscal year 2016.

Our effective tax rate was approximately 29.9% in the first quarter of fiscal year 2017, consistent with the 30.4% in the first quarter of fiscal year 2016. We expect our effective tax rate to approximate 28% - 32% (gross of noncontrolling interests) in future periods.

As a result of the foregoing, net income was approximately $5.6 million for the first quarter of fiscal year 2017 versus approximately $3.5 million for the first quarter of fiscal year 2016.

Income related to noncontrolling interests was approximately $1.1 million and approximately $0.6 million during the first quarters of fiscal years 2017 and 2016, respectively. These amounts represent the owners’ (other than us) share of the income or loss of NuGen, One Earth and Future Energy.

As a result of the foregoing, net income attributable to REX common shareholders for the first quarter of fiscal year 2017 was approximately $4.5 million, an increase of approximately $1.7 million from approximately $2.8 million for the first quarter of fiscal year 2016. The increase over fiscal year 2016 results is primarily related to improved operating results consistent with changes in the crush spread during the first quarter of fiscal year 2017 compared to the first quarter of fiscal year 2016.

### Liquidity and Capital Resources

Net cash provided by operating activities was approximately $8.8 million for the first quarter of fiscal year 2017, compared to net cash used in operating activities of approximately $5.7 million for the first quarter of fiscal year 2016. For the first quarter of fiscal year 2017, cash was provided by net income of approximately $5.6 million, adjusted for non-cash items of approximately $4.4 million, which consisted of depreciation and amortization, income from equity method investments, the deferred income tax provision and stock based compensation expense. A decrease in the balance of accounts receivable provided cash of approximately $2.7 million, which was primarily a result of the timing of customer shipments and payments. An increase in the balance of inventories used cash of approximately $3.4 million, which was primarily a result of the timing of receipt of raw materials as we took advantage of purchasing opportunities that existed during the first quarter of fiscal year 2017. A decrease in the balance of accounts payable used cash of approximately $1.3 million, which was primarily a result of the timing of inventory receipts and vendor payments. An increase in the balance of other current liabilities provided cash of approximately $0.7 million which was primarily a result of higher accruals for our income tax provision and for repairs to leased rail cars.

Net cash used in operating activities was approximately $5.7 million for the first quarter of fiscal year 2016. For the first quarter of fiscal year 2016, cash was provided by net income of approximately $3.5 million and adjustments of approximately $4.4 million, which consist of depreciation, impairment charges and amortization, income from equity method investments and gain on sale of investment. An increase in the balance of accounts receivable used cash of approximately $1.8 million, which was primarily a result of the timing of customer shipments and payments. An increase in the balance of inventories used cash of approximately $8.6 million, which was primarily a result of the timing of receipt of raw materials as we took advantage of purchasing opportunities that existed during the first quarter of fiscal year 2016. A decrease in the balance of accounts payable used cash of approximately $2.3 million, which was primarily a result of the timing of inventory receipts and vendor payments. Other liabilities decreased approximately $2.5 million, which was primarily a result of the payments of accrued payroll and incentive compensation balances.

At April 30, 2017, working capital was approximately $206.5 million, compared to approximately $204.0 million at January 31, 2017. The ratio of current assets to current liabilities was 10.0 to 1 at April 30, 2017 and 10.1 at January 31, 2017.

Cash of approximately $5.8 million was used in investing activities for the first quarter of fiscal year 2017, compared to approximately $2.7 million during the first quarter of fiscal year 2016. During the first quarter of fiscal year 2017, we had capital expenditures of approximately $5.9 million, the majority of which was plant capacity expansion projects at the One Earth and NuGen ethanol plants. We expect to spend between $15.0 million and $25.0 million during the remainder of fiscal year 2017 on various capital projects.

Cash of approximately $2.7 million was used in investing activities for the first quarter of fiscal year 2016. During the first quarter of fiscal year 2016, we had capital expenditures of approximately $4.5 million, primarily related to improvements at the One Earth and NuGen ethanol plants. During the first quarter of fiscal year 2016, restricted cash increased approximately $0.5 million as a result of increased hedging activities. During the first quarter of fiscal year 2016, we received approximately $2.3 million as partial payment for certain escrow holdbacks and adjustments to the purchase price related to the sale of our equity investment in Patriot.

Cash used in financing activities totaled approximately $5.0 million for the first quarter of fiscal year 2016. During the first quarter of fiscal year 2016, we used cash of approximately $4.7 million to purchase approximately 95,000 shares of our common stock in open market transactions. During the first quarter of fiscal year 2016, we used cash of approximately $0.3 million to purchase shares from noncontrolling members of One Earth.

We are investigating various uses of our excess cash. We have a stock buyback program, and given our current authorization level, can repurchase a total of approximately 155,000 shares. We also plan to seek and evaluate other investment opportunities including organic plant expansion, other energy related, agricultural or other ventures we believe fit our investment criteria.

Effective April 1, 2016, One Earth and NuGen each entered into $10.0 million revolving loan facilities that matured April 1, 2017. Neither One Earth nor NuGen had outstanding borrowings on the revolving loans during the three months ended April 30, 2017. One Earth and NuGen expect to renew the revolving loan facilities during the second quarter of fiscal year 2017.

### Forward-Looking Statements

This Form 10-Q contains or may contain forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Such statements can be identified by use of forward-looking terminology such as “may,” “expect,” “believe,” “estimate,” “anticipate” or “continue” or the negative thereof or other variations thereon or comparable terminology. Readers are cautioned that there are risks and uncertainties that could cause actual events or results to differ materially from those referred to in such forward-looking statements. These risks and uncertainties include the risk factors set forth from time to time in the Company’s filings with the Securities and Exchange Commission and include among other things: the impact of legislative changes, the price volatility and availability of corn, distillers grains, ethanol, non-food grade corn oil, gasoline, natural gas, ethanol plants operating efficiently and according to forecasts and projections, changes in the national or regional economies, weather and the effects of terrorism or acts of war. The Company does not intend to update publicly any forward-looking statements except as required by law. Other factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended January 31, 2017 (File No. 001-09097).

## Market risk

As filed, 2,385 characters.

We are exposed to the impact of market fluctuations associated with commodity prices as discussed below.

We manage a portion of our risk with respect to the volatility of commodity prices inherent in the ethanol industry by using forward purchase and sale contracts. At April 30, 2017, One Earth and NuGen combined have forward purchase contracts for approximately 14.4 million bushels of corn, the principal raw material for their ethanol plants. One Earth and NuGen expect to take delivery of the corn through September 2017. At April 30, 2017, One Earth and NuGen have combined sales commitments for approximately 113.6 million gallons of ethanol, approximately 53,000 tons of distillers grains and approximately 14.1 million pounds of non-food grade corn oil. One Earth and NuGen expect to deliver the ethanol, distillers grains and non-food grade corn oil through December 2017. None of our forecasted ethanol sales during the next 12 months have been sold under fixed-price contracts. As a result, the effect of a 10% adverse move in the price of ethanol from the current pricing would result in a decrease in annual revenues of approximately $40.7 million. Approximately 7% of our forecasted distillers grains sales during the next 12 months have been sold under fixed-price contracts. As a result, the effect of a 10% adverse move in the price of distillers grains from the current pricing would result in a decrease in annual revenues of approximately $6.2 million. Approximately 19% of our forecasted non-food grade corn oil sales during the next 12 months have been sold under fixed-price contracts. As a result, the effect of a 10% adverse move in the price of non-food grade corn oil from the current pricing would result in a decrease in annual revenues of approximately $1.7 million. Similarly, approximately 1% of our estimated corn usage for the next 12 months was subject to fixed-price contracts. As a result, the effect of a 10% adverse move in the price of corn from the current pricing would result in an increase in annual cost of goods sold of approximately $33.1 million. None of our estimated natural gas usage for the next 12 months was subject to fixed-price contracts. As a result, the effect of a 10% adverse move in the price of natural gas from the current pricing would result in an increase in annual cost of goods sold of approximately $2.3 million.

## Controls and procedures

As filed, 1,088 characters.

Our management evaluated, with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures, as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

There were no changes in our internal control over financial reporting that occurred during our last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

## Risk factors

As filed, 177 characters.

During the quarter ended April 30, 2017, there have been no material changes to the risk factors discussed in our Annual Report on Form 10-K for the year ended January 31, 2017.

Filed Jun 1, 2017.
Source: SEC EDGAR, the filing index for accession 0000930413-17-002268. Last ingested by Listed: Oct 24, 2026, 14:54 ET. No prices; not investment advice.