<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT,
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of Earliest Event Reported): May 11, 1999 (May 4, 1999)
HEALTHY PLANET PRODUCTS, INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 1-13048 94-2601764
- ---------------------------- ------------------------ -------------------
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Incorporation) Identification No.)
1700 Corporate Circle
Petaluma, California 94954
---------------------------------------- ----------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (707) 778-2280
N/A
--------------------------------------------------------------
(Former name or former address, if changed since last report.)
<PAGE>
Item 5. Other Events
On May 4, 1999, the Company completed the acquisition of The Evergreen
Group product line from KT Holdings, Inc. The acquisition consisted of the
business, assets, and The Evergreen Group trade name formerly marketed by KT
Holdings, Inc. The Evergreen Group product lines, which include adoption kits,
educational games, activity kits and gift items, are based on pro-active
consumer education about the conservation of endangered animals. These product
lines are associated with, and help to support, various conservation groups such
as Caribbean Conservation Corporation, Earth Island Institute, Hornocker
Wildlife Institute, Institute of Range and the American Mustang, International
Wildlife Coalition, Nature Conservancy, The Raptor Center, wolf Education and
Research Center and Yellowstone Grizzly Foundation.
The purchase price of the Evergreen Group product line assets
consisted of $250,000 in cash paid at closing and the delivery by the Company of
292,260 callable Common Stock Purchase Warrants, of which 146,130 warrants are
exercisable at $2.00 per share and 146,130 warrants are exercisable at $2.50 per
share. The Warrants are entitled to limited registration rights, including
piggyback rights and a demand registration right commencing April 30, 2000
through April 30, 2004.
SIGNATURE
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 hereunto duly authorized.
HEALTHY PLANET PRODUCTS, INC.
By /s/ Bruce A. Wilson
------------------------------------
Bruce A. Wilson, President, Chief
Executive, Chief Operating and Chief
Financial Officer
Dated: May 11, 1999
-2-
