UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB
(MARK ONE)
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 FOR THE QUARTERLY PERIOD ENDED FEBRUARY 29, 2000
( ) TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT FOR THE
TRANSITION FROM _________ TO __________
COMMISSION FILE NUMBER 0-30608
DENTAL RESOURCES, INC.
----------------------
(Name of Small Business Issuer as Specified in its charter)
-----------------------------------------------------------
MINNESOTA 41-1279182
--------- ----------
(State of incorporation) (IRS Employer Identification No.)
530 RIVER STREET SOUTH, DELANO, MN, 55328
-----------------------------------------
(Address of principal executive offices and Zip Code)
(Registrant's telephone number) (612) 972-3801
--------------
CHECK WHETHER THE ISSUER: (1) FILED ALL REPORTS REQUIRED TO BE FILED BY SECTION
13 OR 15(d) OF THE SECURITIES EXCHANGE ACT DURING THE PAST 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 (X) NO ( )
THERE WERE 1,903,622 SHARES OF COMMON STOCK OUTSTANDING AT FEBRUARY 29, 2000.
<PAGE>
DENTAL RESOURCES, INC.
INDEX
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PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS PAGE NO.
--------
Balance Sheets as of February 29, 2000 and May 31, 1999. P. 1
Statements of Operations for the three and nine month
periods ended February 29, 2000 and February 28, 1999 P. 3
Statements of Cash Flows for the nine month
periods ended February 29, 2000 and February 28, 1999. P. 4
Notes to Financial Statements P. 5
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
RESULTS OF OPERATIONS P. 8
PART II - OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS P. 10
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
SIGNATURES P. 11
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
DENTAL RESOURCES, INC.
BALANCE SHEET
AS OF FEBRUARY 29, 2000 AND MAY 31, 1999
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
FEBRUARY 29, MAY 31,
2000 1999
(UNAUDITED) (AUDITED)
------------ ------------
<S> <C> <C>
ASSETS
CURRENT ASSETS
Cash $ 20,945 $ 46,623
Accounts receivable - trade, less allowance for
doubtful accounts of $7,500 and $2,500 717,246 763,223
Accounts receivable - other 2,370 10,222
Inventories 654,189 500,499
Prepaid expenses 37,816 25,418
Deposits 88,393 31,636
------------ ------------
TOTAL CURRENT ASSETS 1,520,958 1,377,621
------------ ------------
PROPERTY AND EQUIPMENT
Property and equipment 1,246,287 1,092,588
Less: accumulated depreciation 749,067 669,438
------------ ------------
PROPERTY AND EQUIPMENT - NET 497,220 423,150
------------ ------------
OTHER ASSETS
Patents and trademarks, less accumulated
amortization of $2,416 and $2,041 2,584 2,959
Deferred income taxes -- 10,880
------------ ------------
TOTAL OTHER ASSETS 2,584 13,839
------------ ------------
TOTAL ASSETS $ 2,020,762 $ 1,814,610
============ ============
</TABLE>
See Accompanying Notes to Financial Statements
1
<PAGE>
DENTAL RESOURCES, INC.
BALANCE SHEET
AS OF FEBRUARY 29, 2000 AND MAY 31, 1999
--------------------------------------------------------------------------------
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
FEBRUARY 29, MAY 31,
2000 1999
CURRENT LIABILITIES (UNAUDITED) (AUDITED)
------------ ------------
<S> <C> <C>
Notes payable - bank $ 306,989 $ 244,989
Current portion of long-term debt -- 1,000
Accounts payable 447,047 381,365
Income taxes payable 298 1,690
Accrued liabilities 11,250 57,802
------------ ------------
TOTAL CURRENT LIABILITIES 765,584 686,846
------------ ------------
LONG-TERM LIABILITIES
Long-term debt, less current portion shown above
Deferred income taxes 30,555 --
------------ ------------
TOTAL LIABILITIES 796,139 686,846
------------ ------------
COMMITMENTS
STOCKHOLDERS' EQUITY
Common stock, $.01 par value; 20,000,000 shares
authorized; 1,903,622 and 1,902,511 shares issued and
outstanding, respectively 19,036 19,025
Additional paid-in capital 1,588,116 1,587,950
Retained deficit (382,530) (479,211)
------------ ------------
TOTAL STOCKHOLDERS' EQUITY 1,224,622 1,127,764
------------ ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 2,020,762 $ 1,814,610
============ ============
</TABLE>
See Accompanying Notes to Financial Statements
2
<PAGE>
DENTAL RESOURCES, INC.
STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS AND NINE MONTHS ENDING FEBRUARY 29, 2000 AND
FEBRUARY 28, 1999
(UNAUDITED)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
FEBRUARY 29, FEBRUARY 28, FEBRUARY 29, FEBRUARY 28,
2000 1999 2000 1999
---------------------------- ----------------------------
<S> <C> <C> <C> <C>
SALES $ 1,256,460 $ 1,051,320 $ 3,861,872 $ 3,270,187
COST OF SALES 905,684 803,500 2,768,971 2,361,485
------------ ------------ ------------ ------------
GROSS PROFIT 350,777 247,820 1,092,901 908,702
EXPENSES
Marketing 192,630 143,708 483,334 442,640
General & Administrative 152,531 144,440 453,860 406,917
------------ ------------ ------------ ------------
TOTAL EXPENSES 345,161 288,148 937,194 849,557
------------ ------------ ------------ ------------
INCOME (LOSS) FROM OPERATIONS 5,616 (40,328) 155,707 59,145
OTHER (INCOME) EXPENSE
Other (income) expense 279 (1,363) (3,614) (9,260)
Interest expense 7,815 5,870 21,206 19,048
------------ ------------ ------------ ------------
TOTAL OTHER (INCOME) EXPENSE 8,095 4,507 17,592 9,788
------------ ------------ ------------ ------------
NET INCOME (LOSS) BEFORE INCOME TAXES (2,479) (44,836) 138,115 49,357
------------ ------------ ------------ ------------
INCOME TAXES (595) (10,760) 41,435 11,846
------------ ------------ ------------ ------------
NET INCOME (LOSS) $ (1,884) $ (34,076) $ 96,680 $ 37,511
============ ============ ============ ============
BASIC NET INCOME (LOSS)
PER COMMON SHARE $ (0.00) $ (0.02) $ 0.05 $ 0.02
============ ============ ============ ============
DILUTED NET INCOME (LOSS)
PER COMMON SHARE $ (0.00) $ (0.02) $ 0.05 $ 0.02
============ ============ ============ ============
AVERAGE BASIC SHARES OUTSTANDING 1,903,622 1,902,511 1,903,005 1,902,511
AVERAGE DILUTED SHARES OUTSTANDING 1,903,622 1,902,511 1,996,104 1,914,346
</TABLE>
3
<PAGE>
DENTAL RESOURCES, INC.
STATEMENT OF CASH FLOWS
FOR THE 9 MONTHS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
2000 1999
------------ ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income $ 96,680 $ 37,511
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
Depreciation 79,629 51,336
Amortization 375 375
Deferred income taxes 41,435 11,846
Gain on sales of assets -- (708)
Changes in assets and liabilities:
(increase) decrease in receivables 53,829 67,507
(increase) decrease in inventories (153,690) (45,607)
(increase) decrease in prepaid deposits (12,398) (12,048)
(increase) decrease in deposits (56,757) (13,184)
increase (decrease) in income taxes payable (1,392) (1,000)
increase (decrease) in accounts payable 65,682 128,120
increase (decrease) in accrued liabilities (46,552) (65)
------------ ------------
NET CASH PROVIDED BY OPERATING ACTIVITIES 66,843 224,084
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property and equipment (153,699) (38,286)
------------ ------------
NET CASH (USED IN) INVESTING ACTIVITIES (153,699) (38,286)
CASH FLOWS FROM FINANCING ACTIVITIES
Payments on long-term debt -- (37,268)
Proceeds from long-term debt -- --
Net payments on note-payable-bank 61,000 (46,394)
Proceeds from issuance of common stock 177 999
------------ ------------
NET CASH PROVIDED BY (USED IN) FINANCING
ACTIVITIES 61,178 (82,662)
------------ ------------
NET INCREASE (DECREASE) IN CASH (25,678) 103,136
CASH - BEGINNING OF PERIOD 46,623 13,512
------------ ------------
CASH - END OF PERIOD $ 20,945 $ 116,648
============ ============
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
INFORMATION
Cash paid during period for:
Interest $ 21,206 $ 19,048
============ ============
Income taxes $ 1,700 $ 1,710
============ ============
</TABLE>
4
<PAGE>
DENTAL RESOURCES, INC.
NOTES TO FINANCIAL STATEMENTS
(UNAUDITED)
--------------------------------------------------------------------------------
1. INTERIM FINANCIAL STATEMENTS
The information furnished in this report is unaudited but reflects all
adjustments (which include only normal recurring adjustments) which are
necessary, in the opinion of management, for the fair presentation of the
results of the interim period. Actual results for the three and nine months
ending February 29, 2000 and February 28, 1999 are not necessarily indicative of
the results to be expected for the full fiscal year. These statements should be
read in conjunction with the Company's most recent Annual Report on form 10-SB.
2. NET EARNINGS PER COMMON SHARE
Basic net earnings per share is computed by dividing net earnings by the
weighted average number of shares outstanding for the year. Diluted earnings per
share is similar except that the weighted average number of shares outstanding
is increased by shares issuable upon exercise of stock options and warrants for
which the market price exceeds exercise price, less shares which could have been
purchased by the Company with the related proceeds. A reconciliation of earnings
per share for the three and nine month interim periods ending February 29, 2000
and February 28, 1999 is as follows:
<TABLE>
<CAPTION>
THREE MONTHS ENDED THREE MONTHS ENDED
FEBRUARY 29, 2000 FEBRUARY 28, 1999
BASIC DILUTED BASIC DILUTED
---------------------------- ------------------------------
<S> <C> <C> <C> <C>
Net earnings (1,884) (1,884) (34,076) (34,076)
---------------------------- ------------------------------
Average shares outstanding 1,903,622 1,903,622 1,902,511 1,902,511
Effect of dilutive securities:
Options and Warrants* 0 0 0 0
---------------------------- ------------------------------
Equivalent shares 1,903,622 1,903,622 1,902,511 1,902,511
---------------------------- ------------------------------
Earnings per share $ (0.00) $ (0.00) $ (0.02) $ (0.02)
============================ ==============================
</TABLE>
* ALL POTENTIAL COMMON SHARES ARE ANTIDILUTIVE FOR THE THREE MONTH PERIODS ENDED
FEBRUARY 29, 2000 AND FEBRUARY 28, 1999.
5
<PAGE>
<TABLE>
<CAPTION>
NINE MONTHS ENDED NINE MONTHS ENDED
FEBRUARY 29, 2000 FEBRUARY 28, 1999
BASIC DILUTED BASIC DILUTED
----------------------------- -----------------------------
<S> <C> <C> <C> <C>
Net earnings 96,680 96,680 37,511 37,511
----------------------------- -----------------------------
Average shares outstanding 1,903,005 1,903,005 1,902,511 1,902,511
Effect of dilutive securities:
Options and Warrants* 0 93,099 0 11,835
----------------------------- -----------------------------
Equivalent shares 1,903,005 1,996,104 1,902,511 1,914,346
----------------------------- -----------------------------
Earnings per share $ 0.05 $ 0.05 $ 0.02 $ 0.02
============================= =============================
</TABLE>
*THERE WERE NO ANTIDILUTIVE SECURITIES EFFECTING THE EARNINGS PER SHARE
CALCULATIONS FOR THE NINE MONTH PERIODS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28,
1999.
3. RESEARCH AND DEVELOPMENT EXPENSES
Research and development costs are expensed in the period in which the
expenses are incurred. Research and development costs for the three month period
ended February 29, 2000 were $2,710 as compared to $2,421 for the three month
period ended February 28, 1999. Research and development costs for the nine
month period ended February 29, 2000 were $4,401 as compared to $5,786 for the
nine month period ended February 28, 1999.
4. MARKET SEGMENT INFORMATION
The Company classifies its business into five major product groups: Proform
thermo-forming equipment and material, Hygienist chemicals and consumables,
Packaging products, Procure light-cured ovens and composites, and Pro-flex
denture materials. Sales from these products are currently worldwide. The
Company does not own any assets outside the United States. Gross revenues by
product group are represented in the table below for the three and nine month
periods ending February 29, 2000 and February 28, 1999. Management feels that it
would be impractical to further segment revenues and gross margins by individual
country. Management also feels it would be impractical to report selling and
administrative expenses or depreciation and amortization by product groupings.
6
<PAGE>
SALES BY PRODUCT GROUP
THREE MONTHS ENDING FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
<TABLE>
<CAPTION>
3 MONTHS 3 MONTHS
ENDING 2/29/2000 ENDING 2/28/99
TOTAL DOMESTIC FOREIGN TOTAL DOMESTIC FOREIGN
----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
PROFORM $ 652,042 $ 423,827 $ 228,215 $ 456,734 $ 296,877 $ 159,857
HYGIENIST 212,763 148,934 63,829 217,573 152,301 65,272
PACKAGING 319,558 239,668 79,889 311,921 233,941 77,980
PROCURE 20,657 14,460 6,197 17,162 12,014 5,149
PROFLEX 51,440 46,296 5,144 47,929 43,136 4,793
----------------------------------------------------------------------------------------
TOTALS 1,256,460 873,186 383,274 1,051,320 738,269 313,051
GROSS MARGIN 27.92% 27.92% 27.92% 23.57% 23.57% 23.57%
GROSS PROFIT $ 350,777 $ 243,775 $ 107,002 $ 247,820 $ 174,027 $ 73,793
========================================================================================
</TABLE>
SALES BY PRODUCT GROUP
NINE MONTHS ENDING FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
<TABLE>
<CAPTION>
9 MONTHS 9 MONTHS
ENDING 2/29/2000 ENDING 2/28/99
TOTAL DOMESTIC FOREIGN TOTAL DOMESTIC FOREIGN
----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
PROFORM $ 1,936,416 $ 1,258,670 $ 677,746 $ 1,461,601 $ 950,041 $ 511,560
HYGIENIST 702,509 491,757 210,753 679,487 475,641 203,846
PACKAGING 998,530 748,897 249,632 920,220 690,165 230,055
PROCURE 56,525 39,567 16,957 50,984 35,688 15,295
PROFLEX 167,892 151,103 16,789 157,896 142,106 15,790
----------------------------------------------------------------------------------------
TOTALS 3,861,872 2,689,995 1,171,878 3,270,187 2,293,641 976,546
GROSS MARGIN 28.30% 29.66% 29.66% 27.79% 30.35% 30.35%
GROSS PROFIT $ 1,092,901 $ 797,852 $ 347,579 $ 908,702 $ 696,120 $ 296,382
========================================================================================
</TABLE>
See Accompanying Notes to Financial Statements
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL RESULTS OF OPERATIONS
This discussion contains forward looking statements, which we have made
pursuant to the safe-harbor provisions of the Private Securities Litigation
Reform Act of 1995. Forward looking statements reflect our current views with
respect to such future events. Actual results may vary materially and adversely
from those anticipated, believed, estimated or otherwise indicated. Factors that
could cause actual results to differ adversely include, without limitation,
unexpected laboratory results in clinical studies, inability to secure targeted
product endorsers, and timing differences between the scheduled and actual
launch date of new products. Without limiting the foregoing, the words
"believes," "anticipates, "Plans," "expects," and similar expressions are
intended to identify forward-looking statements. In addition, forward looking
statements include, but are not limited to, statements regarding future
financing needs, future revenues, future profitability and factors affecting
future liquidity. A number of important factors could cause the Company's actual
results to differ materially from those indicated in the forward-looking
statements in this discussion. We do not undertake to update any forward-looking
statement that may be made from time to time by us or on our behalf.
INTRODUCTION
Dental Resources, Inc. (the "Company" or "Dental Resources") was
incorporated as a "C" corporation in Minnesota in 1976. It has not been the
subject of any bankruptcy, receivership or similar proceedings; it has not
experienced any material reclassification, merger or consolidation; nor has it
purchased or sold a significant amount of assets that were not in the ordinary
course of its business. The Company is principally engaged in the manufacturing
and distribution of a number of specialized dental products and packaging
materials for use by the dental and medical industries. The Company has a fiscal
year of May 31.
RESULTS OF OPERATIONS
THREE MONTHS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
We incurred a net loss of $1,884 or $0.00 per share for the three
months ended February 29, 2000, compared to a net loss of $34,076 or $0.02 per
share for the three months ended February 28, 1999.
Revenues in the three months ended February 29, 2000 increased by 19.5%
over the revenues in the three months ended February 28, 1999 from $1,051,320 to
$1,256,460. Sales were steady in four of the five product categories, with a
significant increase in the Proform line of products. With Proform, Hygienist,
Packaging and ProCure all being mature groups of products, steady sales were
expected. The increases in Proform were due to the addition of a Private labeled
sale to a larger international marketing group. Its penetration into the world
wide dental community, led to increased sales of the Proform vacuum units. The
small increases amongst the other product lines were due to Dental Resources
continued world wide market penetration of its products.
Gross margins increased by 4.35% to 27.92% for the three month period
ended February 29, 2000 compared to 23.57% for the three month period ended
February 28, 1999. The increase was mainly attributable to the increases in
Proform product sales which experiences a higher profit margin than the average
gross margin experienced from all lines.
Selling, general and administrative expenses increased by $57,013 to
$345,161 for the three month period ended February 29, 2000 compared to $288,148
for the three month period ended February 28, 1999. Selling, general and
administrative expenses actually decreased as a percent of sales by 0.06% to
27.41% for the three months ended February 29, 2000 compared to 27.47% for the
period ended February 28, 1999.
NINE MONTHS ENDING FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
We realized net income of $96,680 or $0.05 per share for the nine
months ended February 29, 2000, compared to a net income of $37,511 or $0.02 per
share for the nine months ended February 28, 1999. The increase in net profits
was due mainly to increased sales of Proform products compared to prior periods.
8
<PAGE>
Revenues in the nine months ended February 29, 2000 increased by 12.6%
over the revenues in the nine month period ended February 28, 1999 from
$3,270,187 to $3,861.872. This increase was noted in all five product categories
with the main increases being in Proform and Packaging. The increases in Proform
were due to the continued interest in bleaching within the dental community and
Dental Resources collaboration with larger international marketing
organizations. The increases in packaging sales were an indication of the
healthy over all US economy. People making more money were able to purchase more
dental work, that led to higher demand for Dental Resource's unique packaging.
Sales were also up in the Hygienist group mainly due Dental Resources increased
production capacity of its fluoride tray product line. ProCure and Proflex also
showed modest gains.
Gross margin increased by 0.51% to 28.3% for the nine month period
ended February 29, 2000 compared to 27.79% for the nine month period ended
February 28, 1999. The increase was mainly attributable to the increases in
Proform product sales which experiences a higher profit margin than the average
gross margin experienced from all lines.
Selling, general and administrative expenses increased by $87,637 to
$937,194 for the nine month period ended February 29, 2000 compared to $849,557
for the nine month period ended February 28, 1999. Increases in marketing
expenses for the current periods are mainly attributable to increased marketing
efforts to expand revenues of Proform, Proflex, and Hygienist products.
Increases in general and administrative expenses are attributable to costs
associated with increased revenues as well as increases in employee benefit
expenses such as health insurance and workman's compensation insurance. Selling,
general and administrative expenses decreased as a percent of sales by 1.71% to
24.27% for the nine months ended February 29, 2000 compared to 25.98% for the
period ended February 28, 1999.
FUTURE EXPECTATIONS
Management of the Company expects that the sales of its product lines
will continue to show mild increases in the coming year. With the Proform line,
the Company has teamed up with larger international sales organizations which
will lead to increased sales. Plus, the Company's own brand of products
continues to expand in the world's dental community, leading to increased sales
both in the United States and throughout the world. Sales of the Hygienist
products are expected to stay steady. The Company enjoys a great relationship
with its present distributors, but with higher competition in this area of the
Company's product line, management sees only small increases in sales. The
packaging line should stay steady or increase slightly as long as the US economy
continues to remain strong. Packaging is directly related to the over all health
of the dental economy. The other two lines ProCure and Proflex should remain
relatively steady, as these are both unique but small niche type products.
Management expects selling and administrative expenses as a percent of
sales revenue to continue to decrease slightly as sales revenues continue to
increase in the coming periods leading to continued improvement of net profits.
LIQUIDITY AND CAPITAL RESOURCES
At February 29, 2000, our current assets exceeded our current
liabilities by $ 755,374, with a ratio of current assets to current liabilities
of approximately 2:1.
Cash flows from operations for the nine month interim period ended
February 29, 2000 was $66,843 as compared to $224,084 for the nine months ended
February 28, 1999. The decreased cash flows from operations was primarily due to
increases in inventories as the Company positioned itself for continues growth.
Since no further expansion of inventories is needed at this time, management
expects to be able to satisfy cash requirements for operations over the next 12
months from current operations. Management does intend to borrow approximately
$150,000 in long term notes to purchase additional manufacturing equipment
needed to expand capacity in its Maple Lake facility. Expanded capacity is
expected to generate sales growth and increase gross margins for the Proform
product line.
9
<PAGE>
PART II OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
The Company has entered into the following transactions with respect to
options and warrants to purchases its common stock during the interim period
ending February 29, 2000. The options indicated below as granted under the
Company's stock option plan were granted to persons who were directors or
employees of the Company in private transactions that were exempt under Section
4(2) of the Securities Act and SEC Rule 701. The Company advised each option
holder of the restricted nature under the Securities Act of the common stock
purchasable on exercise of the options. The options were issued under the
Company's written stock option plan, the aggregate exercise price of those
options did not exceed $1,000,000 during any consecutive 12 month period, and
the persons to whom options were granted were given copies of the option plan
and of the options granted to them.
<TABLE>
<CAPTION>
DATE DATE OPTION OPTION
OPTIONEE CAPACITY GRANTED EXPIRES QUANTITY PRICE
-------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
EARL JOHNSON DIRECTOR 9/1/99 8/31/04 5,000 0.44
RUSS FELTEN DIRECTOR 9/1/99 8/31/04 5,000 0.44
WILLIAM MURPHY OFFICER 9/1/99 8/31/04 40,000 0.44
DOUGLAS MURPHY OFFICER, DIRECTOR 9/1/99 8/31/04 40,000 0.44
BRYAN NICHOLS OFFICER, DIRECTOR 9/1/99 8/31/04 40,000 0.44
PATTI CORDES CUST SERVICE MANAGER 9/1/99 8/31/04 7,500 0.44
DEBBIE HILDE CUST SERVICE REP 9/1/99 8/31/04 6,800 0.44
COREY CUMMINGS PURCHASING MANAGER 9/1/99 8/31/04 13,000 0.44
JENNIFER CARPENTIER DELANO PLANT MGR 9/1/99 8/31/04 13,000 0.44
HARLO FALDE SHIPPING 9/1/99 8/31/04 6,800 0.44
TIMOTHY SMITH MAPLE PLANT MGR 9/1/99 8/31/04 13,000 0.44
------------
TOTAL OPTIONS 190,100
============
</TABLE>
In addition, in November of 1999 a Warrant for 1,111 shares of common
stock was exercised by an outside director at $.16 per share. The expiration
date of the warrant was December 14, 1999. The Company relied on Section 4(2) of
the Securities Act of 1933 for the sale of these securities.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
The Company did not file nor was it required to file any reports on
Form 8-K during its fiscal quarter ended February 29, 2000.
10
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
DENTAL RESOURCES, INC.
By: /s/
------------------------------------------
Bryan A. Nichols
Vice President and Chief Financial Officer
Date: June 22, 2000
11
<PAGE>
LIST OF EXHIBITS
The following exhibits are filed with this Form 10-QSB:
Assigned Number Description
Exhibit 3.1.1 Restated Articles of Incorporation*
Exhibit 3.1.2 Restated Bylaws*
Exhibit 11 Statement Regarding Computation of Earnings Per Share**
Exhibit 27 Financial Data Schedule**
---------------------
* - Previously filed with the Company's Form 10-SB filed March 7, 2000.
** - Filed herewith.
