[SPARTECH LOGO] Spartech Corporation
120 South Central Avenue, Suite 1700
Clayton, Missouri 63105
(314) 721-4242
Options to Purchase
165,000 Shares of Common Stock
and
165,000 Shares of Common Stock
Issuable upon Exercise of Options
This prospectus relates to three possible types of transactions:
* The sale by David B. Mueller, the Executive Vice President and Chief
Operating Officer of Spartech Corporation, of options to purchase up to
165,000 shares of Spartech common stock, issued to Mr. Mueller under
Spartech's Restricted Stock Option Plan,
* The exercise of the options by the purchasers of the options, and
* The resale by the purchasers of the options of the shares issued pursuant to
their exercise of the options.
See "Description of Securities" and "Selling Security Holders" for more
information.
We do not know whether or when Mr. Mueller or any purchaser of the options may
exercise or resell them. If the options are exercised, we do not know whether,
when or on what terms the holder of the shares acquired through the exercise may
offer or sell the shares. Spartech will not receive any proceeds from the sale
of the options or the shares.
Our common stock is listed on the New York Stock Exchange under the symbol
"SEH." On December 15, 1999, the closing sale price of the common stock on the
New York Stock Exchange was $30-1/16 per share.
Investing in the common stock involves risks. See "Risk Factors" beginning on
page 2.
_______________________________
You should rely only on the information contained in this prospectus. We have
not authorized anyone to provide you with information different from that
contained in this prospectus. This prospectus is not an offer to sell, and it
does not seek an offer to buy, these securities in any jurisdiction where the
offer or sale is not permitted. The information in this prospectus is correct
only as of the date of this prospectus, regardless of when this prospectus is
delivered to you or these securities are sold.
Neither the Securities and Exchange Commission nor any state securities
commission has approved or disapproved of these securities or determined if this
prospectus is truthful or complete. Any representation to the contrary is a
criminal offense.
_______________________________
Prospectus dated December 15, 1999
<PAGE> 2
Table of Contents
Page
Risk Factors 2
Forward-Looking Statements 5
Description of Securities 5
Selling Security Holders 8
Plan of Distribution 9
Use of Proceeds 10
Legal Matters; Experts 10
About Spartech 11
Where You Can Find More Information 11
Risk Factors
The principal risks of this offering are described below. You should carefully
consider these risks before deciding to invest in our common stock. These risks
could materially and adversely affect our business, financial condition and
results of future operations. If that were to happen, the trading price of our
common stock could decline, and you could lose all or part of your investment.
The risks described below are not the only ones we face.
We Operate in a Highly Competitive Industry, and Our Failure to Compete
Effectively Could Hurt Our Profits
Our continued profitability depends on our ability to meet competition. Our
industry is competitive in several ways:
* The plastics intermediary industry is characterized by a large number of
companies and by periodic oversupply of base resins, resulting in intense price
competition. If we are unable to meet our competitors' prices, our sales could
be reduced. On the other hand, if we meet the competition but are not able to do
so in a cost-efficient way, our margins could decrease. In either event, our
profits could be reduced or we could incur writedowns to inventory values.
* Because plastics intermediaries are consolidating, our competitors may
become larger, which could make them more efficient, reducing their cost of
materials and permitting them to be more price competitive. Increased size could
also permit them to operate in wider geographic areas and enhance their ability
to compete in other areas such as research and development and customer service,
which could reduce our profitability.
* We may experience increased competition from companies offering products
based on alternative technologies and processes that may be competitive or
better in price or performance, causing us to lose customers, sales volume and
profits.
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* Some of our customers may be or become large enough to justify developing
in-house production capabilities. Any material reduction in orders to us by our
customers as a result of a shift to in-house production could adversely affect
our sales and profits.
We May Not Be Able to Continue to Make the Acquisitions Necessary for Us to
Realize Our Growth Strategy
Acquiring businesses that complement or expand our operations has been and
continues to be an important element of our business strategy. This strategy
depends on our ability to continue to identify, complete and manage acquisitions
profitably. However, several factors may impair our ability to continue this
strategy.
* Some of our major competitors have or could initiate similar growth
strategies, and the overall plastics intermediary segment is continuing to
consolidate. As a result, competition for suitable acquisition candidates is
increasing. We may not be able to acquire additional companies in our industry
on terms favorable to us.
* We have generally financed our acquisitions from bank borrowings or the
placement of debt securities, or from the issuance of capital stock, and we
expect to derive the consideration used for future acquisitions from the same
sources. However, we may not be able to obtain this financing in the future on
economically feasible or acceptable terms, or at all. Our consolidated long-term
indebtedness was $206.1 million at July 31, 1999, or 46% of our total
consolidated capitalization.
* Integrating acquired businesses requires a significant amount of management
time and skill and may place significant demands on our operations and financial
resources. We may not be successful in integrating acquired businesses into our
operations.
If we are unable to continue our acquisition strategy, or if we fail to
effectively integrate future acquisitions into our operations, it could have a
material adverse effect on our business, financial condition and results of
operations.
Completed Acquisitions May Result in Interest or Goodwill Amortization Expense
that Exceeds the Net Income from the Acquired Operations
* The amount of debt used to finance our acquisitions and the potential for
higher interest rates in the future may result in increased interest costs.
* To complete future acquisitions we may have to negotiate higher purchase
prices that result in increased goodwill amortization expense.
* The Financial Accounting Standards Board has proposed changes to the
accounting for goodwill resulting from future acquisitions, including shortening
the maximum period for amortizing goodwill from 40 years to 20 years. Shortening
the amortization period would result in increased goodwill amortization expense.
Any of these factors could result in expenses from these acquisitions that
exceed the net income we derive from the acquired operations, which would reduce
our net income.
Large Increases in the Costs of Raw Materials Or Substantial Decreases in Their
Availability Could Materially and Adversely Affect Our Operating Profit
* The costs of raw materials used in our manufacturing processes represented
approximately 76% of cost of goods sold in 1998. These raw materials include
resins that are affected by changes in supply and demand conditions within the
commodity resins market. Prices for these raw materials could increase
significantly.
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* In addition, any major disruptions in the availability of petroleum or
natural gas to our suppliers could adversely impact the availability of the
resins used in our manufacturing process.
Either of these factors could cause us to lose orders or customers and have a
material adverse effect on our sales and operating profit.
We Operate in Cyclical Markets and Have Exposure to Economic Downturns
Our products are sold in a number of end markets which tend to be cyclical in
nature, including transportation, building and construction, bath/pool and spa,
and electronics and appliances. A downturn in one or more of these end markets
could have a material adverse effect on our sales and operating profit.
Our Stock Price Is Volatile and May Decline
The trading price of our common stock has fluctuated widely, ranging between $20
and $33-5/8 per share over the past 52 weeks. The overall market and the price
of our common stock may continue to be volatile. The trading price of our common
stock may be significantly affected by various factors, including:
* Variations in our quarter to quarter operating results;
* Changes in investors' and analysts' perceptions of the business risks and
conditions of our business;
* The relative size of our market capitalization; and
* The limited float of our common stock.
Our Principal Stockholder Could Influence Our Management and Policies, and Could
Also Be a Potential Competitor
As of July 31, 1999, Vita International Limited, of Manchester, England, held
approximately 44% of the outstanding shares of our common stock. Two of our
directors, Calvin J. O'Connor and Alan R. Teague, serve on our board as
representatives of Vita.
* Vita's representation on the board and its large percentage of stock
ownership means Vita could be in a position to effectively control our
management and policies if it were supported by a relatively small percentage of
the other stockholders or if a relatively small percentage of the other
shareholders did not choose to exercise their voting rights. In addition, under
our certificate of incorporation, Vita's current representation on the board
together with its current share ownership are sufficient to give it the power to
block significant business combinations with any other 10% shareholder, of which
there are none at present, unless the board approves the business combination
before the other shareholder acquires its 10% ownership.
* Vita is a manufacturer and distributor of cellular polymers, engineered
thermoplastics, fibers and fabrics, primarily in Europe. Although we do not
currently compete with Vita in any material respect, there can be no assurance
that our growth and business strategies will not conflict with or be affected by
those of Vita at some time in the future. In that event, Vita could act in its
interests at the expense of Spartech's interests.
Our Inability to Obtain or Maintain Required Regulatory or Environmental Permits
Could Hurt our Profits
* We operate under numerous federal, state, local and non-U.S. laws and
regulations controlling the discharge of materials into the environment or
otherwise relating to the protection of the environment. In particular, our
operations are subject to laws and regulations governing industrial waste water
and storm water discharges, public notice or "community right-to-know"
requirements concerning the hazardous materials located or used at our
facilities, and the disposal of solid waste from our facilities, some of which
is considered special waste within the meaning of these laws and regulations.
Some of these laws require us to obtain permits in order to conduct our
operations. If we were to violate these laws or regulations we might have to pay
substantial fines and our permits could be suspended or revoked in which case we
might have to suspend operations at one or more of our manufacturing facilities.
We may also not be able to acquire new permits which we would need in order to
expand our operations.
<PAGE> 5
* The Food and Drug Administration regulates the material content of medical
and direct-contact food and beverage containers and packages and periodically
examines our operations. We must also adhere to FDA regulations governing "good
manufacturing practices," including testing, quality control, and manufacturing
and documentation requirements. If violations of these regulations are noted
during inspections of our manufacturing facilities by public health regulatory
officials, we may be required to cease manufacturing until the violation is
corrected or to recall products that were manufactured under improper
conditions.
Any of these circumstances could have a material adverse effect on the continued
marketing of our products and on our business, financial condition and results
of operations.
Year 2000 Problems of Our Significant Customers, Suppliers or Utilities May
Impair Our Operations
We may experience lost revenues if any of our major customers experience Year
2000 problems which cause them to order less product from us, or which cause
them financial difficulties resulting in a breach of their payment obligations
to us. A mass interruption to our supply chain resulting from the lack of
readiness of our suppliers could result in lost profits, breach of contract
claims against us, or other adverse consequences. In addition, our customers or
suppliers or our own production capabilities could also be adversely affected in
similar ways due to disruptions to the transportation network or public
utilities.
Forward Looking Statements
This prospectus contains forward-looking statements, primarily in the section
captioned "Risk Factors." Forward-looking statements represent our judgment
relating to, among other things, future results of operations, growth plans,
sales, capital requirements and general industry and business conditions
applicable to us. They are based largely on our current expectations. Our
actual results could differ materially from the information contained in the
forward-looking statements due to a number of factors, including the risks
described above, changes in the economy or the plastics industry in general, and
other unanticipated events that may prevent us from competing successfully in
existing or new markets, and our ability to manage our growth effectively.
Description of Securities
The securities covered by this prospectus consist of options to purchase up to
165,000 shares of Spartech common stock, as well as the 165,000 shares of common
stock issuable by Spartech upon exercise of the options. The options were
issued to David B. Mueller, Spartech's Executive Vice President and Chief
Operating Officer, under Spartech's Restricted Stock Option Plan. The options
and the shares have been included in this prospectus at Mr. Mueller's request,
as a benefit in connection with his employment.
<PAGE> 6
Option Exercise Prices and Exercise Dates.
The options are currently exercisable in full or in any part. They have varying
exercise prices and expire on various dates, as follows:
Number of Exercise Expiration
Shares Price Date
10,000 $3.875 per share July 1, 2000
10,000 $1.250 per share June 30, 2001
60,000 $3.000 per share June 30, 2002
40,000 $4.375 per share December 9, 2003
45,000 $5.375 per share November 30, 2004
Total: 165,000
The exercise prices and expiration dates were determined by the Compensation
Committee of the Company's Board of Directors under the terms of the option
plan, as a part of the normal determination of Mr. Mueller's compensation. The
other terms of the options are substantially the same as the terms of other
options granted under the option plan contemporaneously with Mr. Mueller's
options.
Transfers of Options
Subject to any specific restrictions set out in the option agreement, an option
holder may transfer an option only as follows:
* By last will and testament, or pursuant to the laws of descent and
distribution;
* By gift, or under a domestic relations order, to any child, stepchild,
grandchild, parent, stepparent, grandparent, spouse, former spouse, sibling,
niece, nephew, mother-in-law, father-in-law, son-in-law, daughter-in-law,
brother-in-law or sister-in-law, including adoptive relationships, any person
sharing the option holder's household (other than a tenant or employee), a trust
in which these persons have more than fifty percent of the beneficial interest,
a foundation in which these persons or the option holder control the management
of assets, and any other entity in which these persons or the option holder own
more than fifty percent of the voting interests; or
* In any manner other than by gift or under a domestic relations order, to
anyone described in the preceding clause but only with the prior consent of the
Committee, which may grant or withhold its consent in its sole discretion.
However, if an option is transferred for value, the registration statement may
not be used to exercise the option. An option holder contemplating a transfer
of an option for value should discuss with the Company in advance the possible
methods for registering the option shares in this event, and should expect that
even if the Committee consents to such a registration it will require the option
holder to bear the costs of the registration.
The Company is not required to recognize any transfer until it has recorded the
transfer on its books, and as a condition of recording a transfer the Company
may require appropriate written evidence that the transfer has occurred and that
it is a permitted transfer.
Except as described in this section, an option may not be transferred in any
manner. Also, neither an option nor any interest in the underlying shares prior
to exercise may be pledged, hypothecated, or otherwise used as collateral to
secure the payment of any debt.
Manner of Exercise
An option may be exercised on one or more occasions. Each exercise may be for
all or any part of the shares for which the option is then exercisable.
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An option is exercised by delivering to the Chief Financial Officer, Treasurer
or Controller of the Company, prior to the expiration of the option, a written
notice stating the option holder's election to exercise the option and the
number of shares to be purchased, together with full payment for the shares
purchased under the option. Payment may be made in any one or combination of
the following forms:
* A certified or cashier's check in the amount of the aggregate option price;
or
* The delivery of shares of Spartech common stock which the option holder has
owned for at least six months preceding the exercise date and which have a fair
market value equal to the exercise price.
An option holder who is an employee at the time of the option exercise must also
pay the amount of the withholding taxes attributable to the exercise (See "Tax
Effects of Exercise of Options"). Payment of the minimum required withholding
taxes may be in any one or combination of the following forms:
* A certified or cashier's check in the amount of the taxes, or
* The delivery of shares of Spartech common stock which the option holder
already owns and which have a fair market value equal to the amount of the
taxes, or
* The partial surrender and cancellation of the option as to an aggregate
number of shares of Spartech common stock which, if issued, would have a fair
market value equal to the amount of the taxes. Any part of the option used for
this purpose must be exercisable at the time of surrender.
If an option holder wishes to have the Company withhold more than the minimum
required withholding taxes in connection with the exercise of an option, the
excess must be paid in a manner permitted for payment of the exercise price.
For these purposes, the "fair market value" of a share of Spartech common stock
means the closing price on the New York Stock Exchange (or any other exchange
which is then the principal exchange for our common stock) on the last day on
which Spartech shares were traded prior to the date we receive the notice of
exercise.
Shares will not be issued pursuant to the exercise of an option until the
Company has received full payment as described in this section. An option
holder has no right or status as a stockholder because of ownership of an option
until the option has been exercised and the stock has been issued.
Federal Income Tax Effects
Issuance of Option
The issuance of an option will have no tax effects on either the option holder
or the Company.
Exercise of Option by Original Holder
Upon the exercise on an option by the original holder, the holder will recognize
ordinary income in an amount equal to the excess of the aggregate fair market
value of the purchased shares on the exercise date over the aggregate exercise
price for the option. The income recognized by the original holder on exercise
of an option will also be subject to Social Security and Medicare taxes. The
holder's basis in the shares received will equal the fair market value of the
shares as of the date of exercise.
Upon the sale of option shares by the original option holder after exercise, the
selling holder will recognize capital gain or loss in an amount equal to the
sale price less the holder's basis in the shares. The gain or loss will be
short-term if the shares are held 12 months or less after exercise, and long-
term if the shares are held more than 12 months after exercise.
<PAGE> 8
The tax effects of exercise of the option will be different if the holder
surrenders previously-held shares in payment of the exercise price. In that
event, the exercise will generally be treated as a non-taxable, like-kind
exchange of the shares surrendered for the same number of shares received under
the option. The shares received will have the same basis and capital gains
holding period as the shares surrendered. The value of the number of shares
received in excess of the number surrendered will be ordinary income to the
holder.
The Company will receive an income tax deduction corresponding in time and
amount to the taxable income recognized by the option holder.
Gift of Option, Exercise by Donee
The gift of an option will not result in federal income tax consequences to
either the donor or the donee. There may be gift tax consequences to the donor.
Upon the exercise of the option by the donee, the donee will not have taxable
income, but the original holder will recognize ordinary income in an amount
equal to the excess of the aggregate fair market value of the purchased shares
on the exercise date over the aggregate exercise price for the option. This
income will also be subject to Social Security and Medicare taxes. The donee's
basis in the shares will equal the fair market value of the shares as of the
date of exercise.
The Company will receive an income tax deduction corresponding in time and
amount to the taxable income recognized by the option holder.
Upon the sale of the option shares by a donee after exercise, the selling donee
will recognize capital gain or loss in an amount equal to the sale price less
the donee's basis in the shares.
Sale of Option, Exercise by Purchaser
If an option is transferred by sale, the original holder will have ordinary
income equal to the amount of the sale price. The timing of this income will
depend on how and when the sale price is paid.
The Company will receive an income tax deduction corresponding in time and
amount to the taxable income recognized by the option holder.
Upon the subsequent exercise of the option by the purchaser, there will be no
further income recognition by either the original holder or the purchaser, and
no further deduction for the Company.
Upon the sale of the option shares by a purchaser after exercise, the selling
purchaser will recognize capital gain or loss in an amount equal to the sale
price less the purchaser's basis in the shares, which will be the sum of the
exercise price and the amount paid for the option. The gain or loss will be
short-term if the shares are held 12 months or less after exercise, and long-
term if the shares are held more than 12 months after exercise.
Selling Security Holders
As of the date of this Prospectus, the only selling security holder whose
identity is known to the Company is David B. Mueller. If the identity of other
selling security holders becomes known to the Company, the Company will
supplement this Prospectus accordingly.
The following table sets forth certain information regarding the beneficial
ownership of the Company's Common Stock by the selling security holders as of
July 31, 1999 and as adjusted to reflect the sale of all of the options offered
by the selling security holders hereby.
<PAGE> 9
Maximum
Number of
Shares Beneficially Owned Shares Shares Beneficially Owned
Prior to Offering (1)(2) Being After Offering
Name Number Percent (3) Offered (3) Number Percent (4)
David B. Mueller 460,935 1.7% 165,000 295,935 1.1%
(1) Represents sole voting and investment power unless otherwise noted, and
includes options which are exercisable on or within 60 days after the date of
this prospectus.
(2) Includes the 165,000 options being offered hereby, which are included
because they are currently exercisable for shares of common stock.
(3) As of the date of this prospectus, the selling security holders have not
determined to exercise or sell any specific number of options or to sell any
specific number of shares resulting from the exercise of the options.
(4) Percentage ownership is calculated by assuming the exercise or conversion
of all options or convertible securities held by the holder and the nonexercise
or nonconversion of all other outstanding warrants and convertible securities.
Plan of Distribution
We are registering the shares on behalf of Mr. Mueller or other selling security
holders, including persons who may receive the shares from them as gifts or
pursuant to pledges.
We do not know how the selling security holders will sell the shares. They may
sell the shares from time to time in any of several ways and in any of several
marketplaces, including:
* Through private negotiations directly with purchasers;
* Through agreements with underwriters, dealers or brokers for their own
accounts;
* Through agreements with underwriters or dealers for resale;
* In block trades with brokers or dealers who will attempt to sell the shares
as agent but may resell a portion of the block as principal to facilitate the
transaction; or
* In brokers' transactions on the New York Stock Exchange, subject to its
rules.
In addition, any shares covered by this prospectus which qualify for sale
pursuant to Rule 144 under the Securities Act of 1933 may be sold under Rule 144
rather than pursuant to this prospectus.
We do not know at what prices the selling security holders may sell the options.
There is no market for the options, which may in any event be transferred only
to family members. See "Description of Securities."
We do not know at what prices the selling security holders may sell the shares
after exercise of the options. They may sell the shares at market prices
prevailing at the time of the sale, at prices related to the prevailing market
prices, or at negotiated prices. They may pay usual and customary or
specifically negotiated fees, discounts or commissions in connection with these
sales. We will not pay any of those fees, discounts or commissions.
<PAGE> 10
We will file a supplement to this prospectus if a selling security holder
notifies us that it has entered into any material arrangement with a broker-
dealer for the sale of shares, or if a recipient of shares by gift or pledge
notifies us that it intends to sell more than 500 shares. The supplement will
disclose, to the extent applicable,
* The names of the selling security holder and each participating broker-
dealer,
* The number of shares involved,
* The price at which the shares are being sold,
* The commissions paid or discounts or concessions allowed to each broker-
dealer; and
* Other facts material to the transaction.
Because selling security holders may be deemed to be "underwriters" within the
meaning of Section 2(11) of the Securities Act of 1933, they will be subject to
the prospectus delivery requirements of the Securities Act.
Spartech will bear the expense of preparation and filing of the registration
statement of which this prospectus is a part. The aggregate amount of all these
expenses is expected to be approximately $5,000.
See "Selling Security Holders" for information concerning the beneficial
ownership of Spartech securities by the selling security holders.
Use of Proceeds
We will not receive any of the proceeds from the sale of shares by the selling
security holders.
Legal Matters; Experts
The validity, authorization and issuance of the shares of common stock offered
by this prospectus has been passed upon for Spartech by Jeffrey D. Fisher, Esq.,
an attorney licensed in the State of Missouri. Mr. Fisher has been employed by
Spartech as its Vice President and General Counsel since July, 1999. Before
becoming employed by Spartech, he was a partner with Armstrong Teasdale LLP, St.
Louis, Missouri.
Our consolidated financial statements as of November 1, 1997 and October 31,
1998 and for each of the three years in the period ended October 31, 1998,
included in our Annual Report on Form 10-K for the fiscal year ended October 31,
1998, have been audited by Arthur Andersen LLP, independent public accountants,
as indicated in their report with respect thereto, and are incorporated in this
prospectus by reference in reliance upon the authority of that firm as experts
in accounting and auditing in giving its report.
The consolidated financial statements of Polycom Huntsman, Inc. as of March 31,
1997 and 1998 and for each of the years then ended, which are included in our
Current Report on Form 8-K/A filed with the Commission on June 15, 1998 and
amended on May 21, 1999 and May 27, 1999, have been audited by Ernst & Young
LLP, independent public accountants, as indicated in their report with respect
thereto. They are incorporated in this prospectus by reference in reliance upon
the authority of that firm as experts in accounting and auditing in giving its
report. The financial statements of Polycom SA as of February 28, 1997 and 1998
and for each of the years then ended, included in our Current Report on Form 8-
K/A filed with the Commission on June 15, 1998 and amended on May 21, 1999 and
May 27, 1999, have been audited by Amyot Exco, independent auditors, as
indicated in their report with respect thereto, and are incorporated in this
prospectus by reference in reliance upon the authority of that firm as experts
in accounting and auditing in giving its report.
<PAGE> 11
About Spartech
We are an intermediary processor of thermoplastics. Thermoplastics are plastics
capable of being formed and reformed by heating. We convert base polymers, or
resins, from commodity suppliers into extruded plastic sheet and rollstock,
color concentrates and blended resin compounds, and injection molded and profile
extruded products.
Our principal executive offices are located at 120 South Central Avenue, Suite
1700, Clayton, Missouri 63105. Our telephone number is (314) 721-4242. Our web
site address is http://www.spartech.com. Information contained on our web site
is not part of this prospectus.
Where You Can Find More Information
We have filed a registration statement on Form S-3 with the Securities and
Exchange Commission in connection with this offering. In addition, we file
annual, quarterly and periodic reports, proxy statements and other information
with the Securities and Exchange Commission. You may read and copy the
registration statement and any other documents filed by us at the Securities and
Exchange Commission's Public Reference Room at 450 Fifth Street, N.W.,
Washington, D.C. 20549. You may call the Securities and Exchange Commission at
1-800-SEC-0330 for further information on the Public Reference Room. Our
Securities and Exchange Commission filings are also available to the public at
the Securities and Exchange Commission's Internet site at http://www.sec.gov.
This prospectus is part of the registration statement and does not contain all
of the information included in the registration statement. You should refer to
the registration statement and its exhibits for further information.
The Securities and Exchange Commission allows us to "incorporate by reference"
into this prospectus the information we file with it, which means that we can
disclose important information to you by referring you to those documents.
Information incorporated by reference is part of this prospectus. Later
information filed with the Securities and Exchange Commission will update and
supersede this information.
We incorporate by reference the documents listed below and any documents we
subsequently file with the Securities and Exchange Commission under Sections
13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934 until this
offering is completed:
* Our annual report on Form 10-K for the year ended October 31, 1998;
* Our quarterly reports on Form 10-Q for the quarters ended January 30, 1999,
May 1, 1999 and July 31, 1999;
* Our current report on Form 8-K filed April 14, 1998, as amended on June 15,
1998, May 21, 1999 and May 27, 1999, relating to our acquisition of Polycom
Huntsman, Inc.;
* Our current report on Form 8-K filed March 18, 1999, relating to the
issuance of our 6.5% convertible subordinated debentures;
<PAGE> 12
* Our current report on Form 8-K filed May 26, 1999, relating to our second
quarter and six-month operating results;
* Our current report on Form 8-K filed May 27, 1999, relating to our
acquisition of Alltrista's Plastic Packaging Division;
* Our current report on Form 8-K filed December 6, 1999, relating to certain
amendments to the Restricted Stock Option Plan;
* Our current report on Form 8-K filed December 9, 1999, relating to our
fiscal 1999 operating results and our outlook for fiscal 2000; and
* The description of our common stock in our Registration Statement on
Amendment No. 1 to Form 8-A dated November 28, 1994, filed with the Commission
on May 17, 1999 under the Securities Exchange Act of 1934.
You may request a copy of these filings, at no cost, by contacting us at:
Spartech Corporation
120 South Central Avenue, Suite 1700
Clayton, Missouri 63105
Attention: Secretary
Our telephone number for copy requests is (314) 721-4242.
