FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended MARCH 31, 2000
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: 333-92019
PLASTICS MFG. COMPANY
(Exact name of registrant as specified in charter)
WISCONSIN 39-1867101
(State of incorporation) (I.R.S Employer Identification Number)
W190 N11701 MOLDMAKERS WAY
GERMANTOWN, WISCONSIN 53022-8214
(Address of principal executive office)
Registrant's telephone number, including area code: 262-255-5790
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 report), and (2) has
been subject to such filing requirements for the past 90 days.
Yes No X
The number of common shares outstanding at May 5, 2000 was 3,764,565.
PLASTICS MFG. COMPANY
AND SUBSIDIARIES
INDEX
PAGE NO.
PART I. FINANCIAL INFORMATION
<PAGE>
Item 1. Consolidated Balance
Sheets, March 31, 2000 (unaudited)
and September 30, 1999 (derived from
audited financial statements) 1-2
Financial Statements
Consolidated Statements of
Operations, Three Months and Six Months
Ended March 31, 2000 (unaudited) and
March 31, 1999 (unaudited) 3
Consolidated Statements
of Cash Flows, Six Months
Ended March 31, 2000 (unaudited)
and March 31, 1999 (unaudited) 4
Notes to Consolidated
Financial Statements 5
Item 2. Management's Discussion and
Analysis of Financial Condition
and Results of Operations 6-11
Item 3. Quantitative and Qualitative
Disclosures About Market Risk 12
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 13
Item 2. Changes in Securities and Use of Proceeds 13
Item 6. Exhibits and Reports on Form 8-K 14-15
(i)
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
PLASTICS MFG. COMPANY
CONSOLIDATED BALANCE SHEETS
ASSETS
<CAPTION>
SEPTEMBER 30, MARCH 31,
1999* 2000
Current assets
<S> <C> <C>
Cash in bank $ 245,813 $ 76,165
Accounts receivable - trade 2,167,918 5,278,536
Accounts receivable - related parties 739,603 1,015,677
Progress receivables 111,745 21,776
Prepaid expenses 89,897 183,071
Inventory 1,073,435 3,170,670
TOTAL CURRENT ASSETS 4,428,411 9,745,895
PROPERTY AND EQUIPMENT
Office equipment 20,405 40,210
Leasehold improvements 549,521 572,610
Truck 3,655 3,655
Machinery & equipment 697,406 1,213,270
Production molds 100,000 100,000
1,370,987 1,929,745
Less accumulated depreciation (134,756) (219,471)
NET PROPERTY AND EQUIPMENT 1,236,231 1,710,274
OTHER ASSETS
Deposits 2,189,039 2,376,595
Deferred income tax benefit, net 992,200 941,000
TOTAL OTHER ASSETS 3,181,239 3,317,595
$8,845,881 $14,773,764
<FN>
*The March 31, 2000 balance sheet is unaudited. The consolidated
balance sheet at September 30, 1999 is derived from audited
financial statements.
</TABLE>
-1-
<PAGE>
<TABLE>
LIABILITIES AND STOCKHOLDERS' EQUITY
<CAPTION>
SEPTEMBER 30, MARCH 31,
1999* 2000
CURRENT LIABILITIES
<S> <C> <C>
Accounts payable - trade $ 1,359,174 $ 2,616,390
Accounts payable - related parties 1,600,087 2,066,044
Line of credit loan 425,000 2,800,000
Current portion of long-term debt 9,500
Accrued payroll 203,711 246,607
Customer deposits 441,439 1,407,249
Deferred income tax liability, net 24,600 24,625
TOTAL CURRENT LIABILITIES 4,054,011 9,120,439
LONG-TERM LIABILITIES 48,181
TOTAL LIABILITIES 4,054,011 9,218,596
COMMON STOCK SUBJECT TO RESCISSION 1,951,360 1,951,360
STOCKHOLDERS' EQUITY
Common stock, no par value,
15,000,000 shares authorized,
3,027,510 shares issued and
outstanding 6,952,040 6,952,040
Stock subscriptions receivable (784,228) (104,322)
Accumulated deficit (3,327,302) (3,243,910)
TOTAL STOCKHOLDERS' EQUITY 2,840,510 3,603,808
$ 8,845,881 $14,773,764
</TABLE>
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<PAGE>
<TABLE>
PLASTICS MFG. COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS
<CAPTION>
FOR THE THREE MONTHS FOR THE SIX MONTHS ENDED
ENDED MARCH 31, MARCH 31,
1999 2000 1999 2000
Sales (unaudited) (unaudited)
<S> <C> <C> <C> <C>
Molding $ 773,042 $5,066,482 $1,090,735 $ 8,958,243
Tooling 340,151 2,482,145 394,545 3,804,449
Related parties 238,980 407,763 738,111 835,419
Total Sales 1,352,173 7,956,390 2,223,392 13,598,111
COST OF GOODS SOLD
Trade 711,873 4,210,077 1,075,231 7,208,894
Related parties 984,485 2,394,734 1,518,279 4,098,014
Total cost of goods sold 1,696,358 6,604,811 2,593,510 11,306,908
Gross profit (loss) (344,184) 1,351,579 (370,119) 2,291,203
SELLING AND ADMINISTRATIVE EXPENSES
Trade 101,085 641,178 160,867 1,134,616
Related parties 57,842 148,796 100,242 267,924
Management fee 67,609 397,820 111,170 679,906
Total operating expenses 226,536 1,187,794 372,279 2,082,446
Total operating income (loss) (570,720) 163,785 (742,398) 208,757
OTHER INCOME (EXPENSE)
Interest income 1,542 117 1,542 117
Interest expense (5,415) (50,610) (5,882) (74,282)
Income (loss) before income tax
expense and accounting change (574,593) 113,292 (746,738) 134,592
INCOME TAX EXPENSE (211,425) 43,100 (274,750) 51,200
Net income (loss) before cumulative
effect of accounting change (363,168) 70,192 (471,988) 83,392
CUMULATIVE EFFECT OF ACCOUNTING CHANGE,
NET OF INCOME TAXES (95,614)
NET INCOME (LOSS) $(363,168) $ 70,192 $(567,602) $ 83,392
Per basic share:
Income (loss) before accounting change $ (0.15) $ 0.02 $ (0.19) $ 0.02
Change in accounting principle (0.04)
Net income (loss) $ (0.15) $ 0.02 $ (0.23) $ 0.02
Shares in computing basic net income (loss)
per share 2,468,901 3,750,000 2,460,909 3,750,000
Per diluted share:
Income (loss) before accounting change $ (0.15) $ 0.02 $ (0.19) $ 0.02
Change in accounting principle (0.04)
Net income (loss) $ (0.15) $ 0.02 $ (0.23) $ 0.02
Shares in computing diluted net income (loss)
per share 2,468,901 4,204,546 2,460,909 3,750,000
</TABLE>
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<PAGE>
<TABLE>
PLASTICS MFG. COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS
<CAPTION>
FOR THE SIX MONTHS ENDED
MARCH 31,
1999 2000
Cash Flows from operating activities: (unaudited) (unaudited)
<S> <C> <C>
Net Income (Loss) $(567,602) $ 83,392
Change in Accounting 95,614
Adjustments to reconcile net loss to net
cash provided by operating activities:
Depreciation 41,663 84,715
Deferred income taxes (274,775) 51,225
Accounts receivable - trade (761,830) (3,110,618)
Accounts receivable - related parties (61,075) (276,074)
Progress receivables (2,358) 89,969
Inventory (161,586) (2,097,235)
Prepaid expenses 27,846 (93,174)
Accounts payable - trade 157,706 1,257,216
Accounts payable - related parties 873,634 465,957
Accrued expenses 31,837 42,896
Customer deposits 147,026 965,810
CASH USED IN OPERATING ACTIVITIES (453,900) (2,535,921)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of property and equipment (195,228) (558,758)
Deposits on leases 270 (187,556)
CASH USED IN INVESTING ACTIVITIES (194,958) (746,314)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from sale of stock 255,673 679,906
Proceeds from long term debt 57,681
Proceeds from line of credit 380,000 2,375,000
NET CASH PROVIDED BY FINANCING ACTIVITIES 635,673 3,112,587
DECREASE IN CASH (13,185) (169,648)
CASH, beginning of period 9,621 245,813
CASH, end of period $ (3,564) $ 76,165
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION
Cash paid during the year for: Interest $ 5,882 $ 74,282
Income taxes
</TABLE> -4-
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1. The accompanying condensed financial statements, in the
opinion of management, reflect all adjustments which are
normal and recurring in nature and which are necessary for
a fair statement of the results for the periods presented.
Some adjustments involve estimates which may require revision
in subsequent interim periods or at year-end. In all
regards, the financial statements have been presented in
accordance with generally accepted accounting principles.
Refer to notes to the financial statements which appear in
the Registration Statement filed with the Securities and
Exchange Commission on March 9, 2000 (Amendment No. 3 to
Form S-1; No. 333-92019), for our accounting policies which
are pertinent to these statements.
Note 2. Certain legal proceedings are described under Part II, Item 1
of this report.
Note 3. Accounts receivable balances include no allowance for
doubtful accounts - all balances are fully collectible.
Note 4. Inventory is valued at the lower of cost (determined by the
FIFO method) or market. The components of inventory consist
of the following:
<TABLE>
<CAPTION>
9/30/99 3/31/00
<S> <C> <C>
Perishable tools $ 14,772 $ 39,234
Raw materials 459,825 1,315,410
Materials in progress 176,630 891,375
Finished goods 422,208 924,651
Total $1,073,435 $ 3,170,670
</TABLE>
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
OVERVIEW
Our revenues are primarily derived from the sale of plastic
injection molded parts. The normal practice in the injection molding
industry is to be a custom molder, which involves only the
manufacturing of parts. However, we also generate revenues by assembly
and value-added operations. Our marketing efforts are dedicated
towards contract manufacturing of high precision and high quality
parts, which includes these assembly and value-added operations. We
began operations in November of 1997, and were considered a development
stage company through March of 1999. We incurred losses from inception
through June of 1999. These losses are primarily due to costs
associated with a start-up enterprise, training costs, initial excess
manufacturing capacity, higher than average selling and administrative
expenses and related costs. We expect to incur a net loss from
operations in fiscal year 2000 and 2001 as a result of planned growth
for these years.
<PAGE>
Research and development expenses include expenses for research,
design and development of the MGS Group's multi-shot process which
permits
us to mold different types of plastic resin, typically with different
aesthetic and texture qualities, into a single plastic part. Because
of our relationship to the MGS Group, we have access to the multi-shot
technology and other related manufacturing processes. Research and
development costs are not material and are included in the cost of
goods sold section of our income statements.
INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS
This report contains certain of our expectations and other forward-
looking information regarding the Company pursuant to the safe-harbor
provisions of the Private Securities Litigation Reform Act of 1995.
While we believe that these forward-looking statements are based on
reasonable assumptions, such statements are not guarantees of future
performance and all such statements involve risk and uncertainties that
could cause actual results to differ materially from those contemplated
in this report. The assumptions, risks and uncertainties relating to
the forward-looking statements in this report include general economic
and business conditions, developments in our planned expansion,
availability of adequate capital, changes in the prices of raw
materials, and competitive pricing in the markets served by us. These
and other assumptions, risks and uncertainties are described under the
caption "Cautionary Statement Regarding Forward-Looking Information"
set forth in this Form 10-Q on page 10.
-6-
RESULTS OF OPERATIONS
SALES. During the second quarter and first six months of fiscal
2000, our sales increased 488% and 512% over comparable time periods in
fiscal 1999. The continued rapid increases are primarily attributable
to improved plant efficiency, increased customer demand and the addition
of new customers. The majority of our sales increases are the results
of increased volume rather than increases in per unit sales prices.
During the second quarter of fiscal 2000 our backlog of unfilled
orders, believed to be firm, increased from $5.66 million at December
31, 1999 to $13.46 million at March 31, 2000.
We continue to capitalize on our relationship with Moldmakers, Inc.
and Prototype Mold & Design, two of our related companies within the
MGS Group, to produce tooling as part of our total manufacturing
solution.
COST OF GOODS SOLD. In keeping with our exponential increase in
sales, cost of sales increased 289% from the second quarter of fiscal
1999 to the second quarter of fiscal 2000. For the six months ended
March 31, 2000 cost of goods sold was $11,307,000 as compared to
$2,594,000 for the period ended March 31, 1999. However, when
expressed as a percentage of sales, cost of goods sold in the second
quarter of fiscal 2000 and for the six months ended March 31, 2000
decreased to 86% and 83% respectively compared to 125% and 116% for
comparable periods in fiscal 1999. This decrease allowed us to
<PAGE>
recognize a gross profit of $2,291,000 for the six months ended March
31, 2000 as compared to a loss of $370,000 for the six months ended
March 31, 1999. Materials as a percentage of molding sales decreased
between quarters due to product mix and increased quality. Direct
labor costs continued to increase in order for us to meet sales growth.
Comparing labor costs from the first quarter to the second quarter of
fiscal 2000 shows a substantial decrease in labor as a percentage of
sales from 27% to 18%. Fixed overhead decreased from 29% of sales to
16% of sales. This is due to the greater utilization of equipment,
facilities and labor. During the second quarter we also received
credits of approximately $550,000 pursuant to the terms of our lease
for our Germantown, Wisconsin facilities and a refund of approximately
$700,000 with respect to various purchase orders for tooling which had
been completed by related parties. The credits for the tooling
purchase orders reflected adjustments to the contract price to reflect
the actual costs incurred by the parties on a time and materials basis.
No material similar credits were received during the second quarter of
1999.
-7-
SELLING AND ADMINISTRATIVE EXPENSES. Selling and administrative
expenses increased from $227,000 during the second quarter of fiscal
1999 to $1,188,000 during the second quarter of fiscal 2000. For the
six months ended March 31, 2000 selling and administrative expenses
were $2,082,000 as compared to $372,000 for the period ended March 31,
1999. This increase is due to the addition of sales and management
personnel in order to implement our expansion plans into new geographic
areas.
INTEREST EXPENSE. Interest expense was $5,000 in the second quarter
of fiscal 1999, and $51,000 in the second quarter of fiscal 2000. For
the six months ended March 31, 2000 interest expense has totaled
$74,000 compared with $6,000 in the first six months of fiscal 1999.
Interest expense arises from borrowings on our line of credit. Use of
our line of credit has and will continue to increase with increased
sales levels and the directly related increases in accounts receivable
and inventory.
INCOME TAX EXPENSE. Income tax expense was a tax benefit of
$211,000 for the second quarter of fiscal 1999, and a tax expense
of $43,100 for the second quarter of fiscal 2000. For the first
six months of fiscal 1999 a tax benefit of $275,000 was recorded
compared with an expense of $51,200 for the first six months of
fiscal 2000. These amounts are calculated as a percentage of pre-tax
income, and reflect, accordingly, the pre-tax loss or pre-tax income at
the end of the above stated periods.
LIQUIDITY AND CAPITAL RESOURCES
We are continuing to finance our operations with a combination of
private capital, a bank line of credit facility and leases. In April
2000 the Company obtained an increase in its line of credit from $3
million to $5 million from M&I Northern Bank.
Net cash used by operating activities totaled $454,000 for the
first six months of fiscal 1999 and $2.5 million for the first six
months of fiscal 2000. Cash used in operating activities for each
<PAGE>
period resulted primarily from the necessity of funding inventory and
accounts receivable growth in excess of our accounts payable growth.
Net cash used in investing activities totaled $195,000 in the first
six months of fiscal 1999 and $746,000 in the first six months of
fiscal 2000. Cash used in investing activities for each period
resulted from the acquisition of leasehold improvements and
manufacturing equipment.
-8-
Net cash provided by financing activities totaled $636,000 for the
first six months of fiscal 1999 and $3.1 million for the first six
months of fiscal 2000. Cash provided by financing activities for each
period resulted primarily from draws on our bank line of credit.
We believe that the net proceeds from our offering of 500,000
shares of common stock (see Part II, Item 2), together with current
cash balances, and available term debt, line of credit, and lease
financing will be sufficient to fund our expected growth and related
working capital and capital expenditure requirements for the 2000
fiscal year. Without the expected proceeds of the above-referenced
offering, we will require additional financing from commercial lenders
or the MGS Group to implement our expansion plans at the pace we
currently anticipate. We currently anticipate the need to raise
approximately $7 million in additional capital through the issuance of
additional equity securities and borrowings to implement our fiscal
year 2001 business plan. We anticipate that $5 million of this
additional $7 million will be required in the fourth quarter of fiscal
2000 as we begin to acquire equipment needed to implement our 2001
business plan. If we are unable to raise this additional capital, our
fiscal 2001 expansion will also be delayed.
Our offer to repurchase up to 722,490 shares expired on April 14,
2000. No shares were tendered to us pursuant to our rescission offer.
Our forecast of the period of time through which our financial
resources will be adequate is a forward-looking statement that involves
risks and uncertainties. Our actual funding requirements may differ
materially from our forecasts as a result of a number of factors
including our plans to expand our operations geographically and the
expansion of our value added and assembly operations as part of our
total manufacturing solution. We cannot be certain that additional
funds will be available on satisfactory terms when needed, if at all.
If we are unable to raise additional necessary capital in the future,
we may be required to scale down our expansion plans significantly.
YEAR 2000
We have not experienced any material disruption in our operations
or in our business relationships with suppliers or customers due to
year 2000 readiness. We do not believe that the year 2000 issue will
have a material effect on our operations or those of our material
third-party vendors or customers. Based on current estimates, we
anticipate no future costs related to year 2000 issues.
-9-
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
<PAGE>
This report contains forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995 (the "Reform
Act"). In addition, certain statements in future filings by us with
the Securities and Exchange Commission, reports to shareholders, press
releases, and other oral and written statements made by or with our
approval which are not statements of historical fact will constitute
forward-looking statements within the meaning of the Act.
Our forward-looking statements may be identified by, among other
things, expressions of our beliefs or expectations that certain events
may occur or are anticipated, and projections or statements of
expectations with respect to (i) various aspects of our business
(including, but not limited to, net income, the availability or price
of raw materials, and customer demand for our products), (ii) our plans
or intentions, (iii) the industry within which we operate, (iv) the
economy, and (v) any other expressions of similar import or covering
other matters relating to us, our business, and our operations. In
making forward-looking statements within the meaning of the Reform Act,
we undertake no obligation to publicly update or revise any such
statement.
Forward-looking statements are not guarantees of performance. Our
forward-looking statements are based on information available to us as
of the date of such statements and reflect our expectations as of such
date, but are subject to risks and uncertainties that may cause actual
results to vary materially. Many of the factors that will determine
these results are beyond our ability to control or predict.
Shareholders and others are cautioned not to put undue reliance on any
forward-looking statements.
In addition to specific factors which may be described in
connection with any of our forward-looking statements, factors which
could cause actual results to differ materially include, but are not
limited to, the following:
<circle> The loss of the services of Mr. Sellers and disruption
in our relationship with MGS Mfg. Group, Inc.
<circle> The inability to obtain additional financing to
continue to implement our plans for expanded operations,
including proceeds from the sale of our common stock.
-10-
<circle> Termination of key customer relationships, including
those with Motorola, Inc. and ITW Paslode, Cordless Tool
Group, a division of Illinois Tool Works, Inc.
<circle> The inability to generate sufficient cash flow to
service our existing debt.
<circle> A material decrease in the business of MGS Mfg. Group,
Inc.
<circle> The inability to hire or retain qualified personnel.
<PAGE>
<circle> Increased competition from domestic or foreign
manufacturers, including increases in competitive production
capacity resulting in sales declines from reduced shipment
volume and/or lower net selling prices in order to maintain
shipment volume.
<circle> Changes in customer demand for our products due to
overall economic activity affecting the rate of consumption
of our products, growth rates of the end markets for our
products, technological or consumer preference changes, or
acceptance of our products by the markets served by us.
<circle> Increases in the cost of raw materials or increases in
scrap and excess inventory or the inability to forecast such
increases in making bids for production agreements.
<circle> Unforseen or recurring operational problems at any of
our facilities causing significant lost production and/or
cost increases.
<circle> Significant changes to our strategic plans such as a
major acquisition or expansion, the disposition of assets or
product lines, the failure to successfully execute major
capital projects or other strategic plans, or the inability
to successfully integrate an acquisition.
<circle> Changes in laws or regulations, including those
designed to protect the environment, which affect us. Any
changes required to comply with such laws or regulations may
increase our capital expenditures and operating costs.
-11-
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We do not have a material market risk associated with interest rate
risk, foreign currency exchange risk, or commodity price risk. We
conduct U.S. dollar denominated export transactions or immediately
exchange all foreign currency attributable to export sales for U.S.
dollars. Foreign sales for fiscal year 2000 are expected to represent
approximately 20% of sales.
-12-
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
We are the plaintiff in a lawsuit filed in the District Court of
Tarrant County, Texas, which seeks to terminate a lease entered into by
us in November, 1999 with respect to a 142,000 square foot building in
Fort Worth, Texas. We believe the premises did not meet the
requirements of the lease and are seeking a determination by the court
that the lease is of no legal effect or, alternatively, has been
breached by the landlord. The lease is for a term of seven years
ending December 31, 2006 and provides for annual payments of $366,648,
$431,880, $518,436 respectively, over the first three years of the term
and annual payments of $518,436 over each of the remaining four years
of the term. We believe that our legal position is correct and
<PAGE>
that a court should find in our favor. In addition, the landlord has a
duty under Texas law to mitigate its damages and seek another tenant.
For these reasons, we do not, as of the date of this report, believe
that this dispute will have a material adverse effect on our financial
condition or liquidity. Litigation is, by its nature, uncertain and if
the lease is held to be enforceable and no other tenant is found for
the building it would have a material adverse effect on our
financial condition.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
The effective date of our first registration statement, filed on
Form S-1 (Commission file number 333-92019) under the Securities Act of
1933, was March 13, 2000. This registration statement related to
500,000 shares of our common stock to be sold for cash and 722,490
shares of our common stock which we are offering to repurchase for
cash. The offering commenced on March 13, 2000 and is continuing.
The repurchase offer terminated on April 14, 2000. No shares were
repurchased by us.
The aggregate offering price of the common stock to be sold for
cash is $6 million. As of March 31, 2000, we had sold 3,740 shares for
an aggregate offering price of $44,880. The offering is not
underwritten. We have incurred expenses (including filing, legal,
accounting fees) of $183,000 through March 31, 2000 in connection with
the offering. No amounts have been paid to our directors, officers, or
persons who own 10% or more of our
-13-
common stock or to our affiliates. Our net offering proceeds through
March 31 have been applied to working capital.
ITEM 6. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(A) EXHIBITS
<PAGE>
<TABLE>
<CAPTION>
Exhibits required by Item 601 of Regulation S-K:
EXHIBIT NUMBER EXHIBIT DESCRIPTION
<S> <C>
3.1 Registrant's Restated Articles of Incorporation (incorporated by reference
to Exhibit 3.1 to Form S-1 (Registration No. 333-92019)
3.2 Registrant's By-laws, as amended November 29, 1999 (incorporated by
reference to Exhibit 3.2 to Form S-1 (Registration No. 333-92019)
4.1 Form of specimen certificate for Registrant's common stock
(incorporated by reference to Exhibit 4.1 to Form S-1 (Registration No.
333-92019)
4.2 Loan Agreement between M&I Northern Bank and PMC, as amended
January 18, 2000 (incorporated by reference to Exhibit 4.2 to Amendment
No. 2 to Form S-1 (Registration No. 333-92019)
10.01 Mark G. Sellers Stock Option Agreement (incorporated by reference to
Exhibit 10.01 to Form S-1 (Registration No. 333-92019)
10.02 MGS Childrens' Trust Stock Option Agreement (incorporated by
reference to Exhibit 10.02 to Form S-1 (Registration No. 333-92019)
10.03 Moose Lake Trust Stock Option Agreement (incorporated by reference
to Exhibit 10.03 to Form S-1 (Registration No. 333-92019)
10.04 Moldmakers Leasing & Investments Limited Partnership, LLP Stock
Option Agreement (incorporated by reference to Exhibit 10.04 to Form S-1
(Registration No. 333-92019)
10.05 Moldmakers, Inc. Stock Option Agreement (incorporated by reference
to Exhibit 10.05 to Form S-1 (Registration No. 333-92019)
10.06 Management Agreement Between Registrant and MGS Enterprises, Inc.
dated December 31, 1996 (incorporated by reference to Exhibit 10.06 to
Form S-1 (Registration No. 333-92019)
10.07 Management Agreement Between Registrant and Moldmakers Management,
Inc. dated December 31, 1996 (incorporated by reference to Exhibit 10.07
to Form S-1 (Registration No. 333-92019)
-14-
10.08 Management Agreement Between Registrant and Statistical Plastics
Corporation dated December 31, 1996 (incorporated by reference to Exhibit
10.08 to Form S-1 (Registration No. 333-92019)
10.09 Master Equipment Lease between Registrant and Moldmakers Leasing &
Investments Limited Partnership, LLP (incorporated by reference to Exhibit
10.09 to Form S-1 (Registration No. 333-92019)
10.10 Master Equipment Lease between Registrant and PCI Consulting and
Leasing, Inc. (incorporated by reference to Exhibit 10.10 to Form S-1
(Registration No. 333-92019)
10.11 ITW Paslode, Cordless Tool Group Supply Agreement (incorporated by
reference to Exhibit 10.11 to Form S-1 (Registration No. 333-92019)
10.12 Agreement to Assume Obligations With Respect to Rescission Shares
entered into between Registrant, Mark G. Sellers, and certain MGS Group
companies (incorporated by reference to Exhibit 10.12 to Amendment No. 1
to Form S-1 (Registration No. 333-92019)
10.13 Lease on Germantown, Wisconsin, Facility (incorporated by reference
to Exhibit 10.13 to Form S-1 (Registration No. 333-92019)
21.1 Subsidiaries of the Registrant (incorporated by reference to Exhibit
21.1 to Form S-1 (Registration No. 333-92019)
27.1 Financial Data Schedule (electronic filing only, quarters ended March
31, 1999 and 2000)
</TABLE>
<PAGE>
(b) Reports on Form 8-K:
None.
-15-
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.
PLASTICS MFG. COMPANY
May 15, 2000 SCOTT W. SCAMPINI
Scott W. Scampini
Executive Vice President-Finance
(On behalf of the Registrant and as
Principal Financial Officer)
-16-
EXHIBIT INDEX<dagger>
TO
FORM 10-Q
OF
PLASTICS MFG. COMPANY
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000
Pursuant to Section 102(d) of Regulation S-T
(17 C.F.R. <section> 232.102(d))
EXHIBIT 27.1 FINANCIAL DATA SCHEDULE (ELECTRONIC FILING ONLY, PERIOD
ENDED MARCH 31, 2000)
<dagger> Exhibits required by Item 601 of Regulation S-K which have
previously been filed and are incorporated herein by
reference are set forth in Part II, Item 6(a) of Form 10-Q
to which this Exhibit Index relates.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED MARCH 31,
1999 AND MARCH 31 2000 OF PLASTICS MFG. COMPANY AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> SEP-30-1998 SEP-30-1999
<PERIOD-END> MAR-31-1999 MAR-31-2000
<CASH> 9,621 16,165
<SECURITIES> 0 0
<RECEIVABLES> 30,141 5,278,536
<ALLOWANCES> 0 0
<INVENTORY> 72,202 3,170,670
<CURRENT-ASSETS> 146,542 9,745,895
<PP&E> 926,991 1,929,745
<DEPRECIATION> (40,676) (219,471)
<TOTAL-ASSETS> 1,889,161 14,773,764
<CURRENT-LIABILITIES> 882,704 9,120,439
<BONDS> 0 0
<COMMON> 2,845,000 6,952,040
0 0
0 0
<OTHER-SE> (1,200,000) (104,322)
<TOTAL-LIABILITY-AND-EQUITY> 1,889,161 14,773,764
<SALES> 1,352,173 7,956,390
<TOTAL-REVENUES> 1,352,173 7,956,390
<CGS> 1,696,358 6,604,811
<TOTAL-COSTS> 1,922,894 7,792,605
<OTHER-EXPENSES> 67,609 397,820
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> (5,415) (50,610)
<INCOME-PRETAX> (574,593) 113,292
<INCOME-TAX> (363,168) 43,100
<INCOME-CONTINUING> (363,168) 70,192
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> (363,168) 70,192
<EPS-BASIC> (.14) .02
<EPS-DILUTED> (.14) .02
</TABLE>
