<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-QSB
(MARK ONE)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
AND EXCHANGE ACT OF 1934
For Quarterly Period Ended June 30, 2000
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Commission File Number: 0-26804
<TABLE>
<S> <C>
PLANET POLYMER TECHNOLOGIES, INC.
------------------------------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its character)
CALIFORNIA 33-0502606
------------------------------------------------------------------------------------------------------
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
9985 Businesspark Avenue, San Diego, California 92131
------------------------------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(858) 549-5130
------------------------------------------------------------------------------------------------------
(Issuer's telephone number, including area code)
</TABLE>
Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 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.
[X] YES [ ] NO
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
<TABLE>
<CAPTION>
Class Outstanding at June 30, 2000
----- ----------------------------
<S> <C>
Common Stock, no par value 7,634,947
</TABLE>
<PAGE> 2
PLANET POLYMER TECHNOLOGIES, INC.
FORM 10-QSB QUARTERLY REPORT
QUARTER ENDED JUNE 30, 2000
INDEX
<TABLE>
<CAPTION>
PAGE NO.
--------
<S> <C> <C>
PART I - FINANCIAL INFORMATION
Item 1 Balance Sheet (Unaudited)
June 30, 2000 2
Statements of Operations (Unaudited)
Three Months Ended June 30, 2000 and 1999 3
Statements of Operations (Unaudited)
Six Months Ended June 30, 2000 and 1999 4
Statement of Shareholders' Equity (Unaudited)
Six Months Ended June 30, 2000 5
Statements of Cash Flows (Unaudited)
Six Months Ended June 30, 2000 and 1999 6
Notes to Unaudited Financial Statements 7
Item 2 Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
PART II - OTHER INFORMATION
Item 1 Legal Proceedings 12
Item 2 Changes in Securities 12
Item 3 Defaults upon Senior Securities 12
Item 4 Submission of Matters to a Vote of Security Holders 13
Item 5 Other Information 13
Item 6 Exhibits and Reports on Form 8K 13
SIGNATURES 14
</TABLE>
<PAGE> 3
PLANET POLYMER TECHNOLOGIES, INC.
BALANCE SHEET (UNAUDITED)
---------------
<TABLE>
<CAPTION>
JUNE 30,
2000
------------
<S> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 1,051,454
Accounts receivable 125,360
Note receivable 7,082
Inventories, net 146,157
Prepaid expenses 27,882
------------
Total current assets 1,357,935
Property and equipment, net of accumulated depreciation of $239,647 188,185
Patents and trademarks, net of accumulated amortization of $140,958 374,123
Note receivable, less current portion 89,583
Other assets 6,715
------------
Total assets $ 2,016,541
============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 65,755
Accrued expenses 60,929
Current portion of capital lease obligations 9,200
------------
Total current liabilities 135,884
Capital lease obligations, less current portion 13,840
Other liabilities 152,886
------------
Total liabilities 302,610
------------
Shareholders' equity:
Preferred Stock, no par value
4,250,000 shares authorized
No shares issued or outstanding -
Series A Convertible Preferred Stock, no par value
750,000 shares authorized
321,500 shares issued and outstanding
Liquidation preference $643,000 517,251
Common Stock, no par value
20,000,000 shares authorized
7,634,947 shares issued and outstanding 13,279,470
Accumulated deficit (12,082,790)
------------
Total shareholders' equity 1,713,931
------------
Total liabilities and shareholders' equity $ 2,016,541
============
</TABLE>
The accompanying notes are an integral part of the financial statements.
2
<PAGE> 4
PLANET POLYMER TECHNOLOGIES, INC.
STATEMENTS OF OPERATIONS (UNAUDITED)
---------------
<TABLE>
<CAPTION>
THREE MONTHS ENDED JUNE 30,
---------------------------
2000 1999
----------- -----------
<S> <C> <C>
Sales $ 240,000 $ -
Cost of sales 157,066 -
----------- -----------
Gross profit 82,934 -
----------- -----------
Operating expenses:
General and administrative 269,210 253,139
Marketing 65,887 48,951
Research and development, net 67,367 30,827
----------- -----------
Total operating expenses 402,464 332,917
----------- -----------
Loss from operations (319,530) (332,917)
Other income, net 17,509 3,379
----------- -----------
Loss from continuing operations before income taxes (302,021) (329,538)
Income tax expense - -
----------- -----------
Loss from continuing operations (302,021) (329,538)
Discontinued operations:
Income from discontinued operations, net of tax expense of $3,110 - 36,256
----------- -----------
Income from discontinued operations - 36,256
----------- -----------
Net loss $ (302,021) $ (293,282)
=========== ===========
Loss per share from continuing operations (basic and diluted) $ (0.04) $ (0.05)
----------- -----------
Income per share from discontinued operations (basic and diluted) $ - $ -
----------- -----------
Net loss per share (basic and diluted) $ (0.04) $ (0.05)
=========== ===========
Shares used in per share computations 7,613,439 6,357,334
=========== ===========
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
<PAGE> 5
PLANET POLYMER TECHNOLOGIES, INC.
STATEMENTS OF OPERATIONS (UNAUDITED)
---------------
<TABLE>
<CAPTION>
SIX MONTHS ENDED JUNE 30,
--------------------------
2000 1999
----------- -----------
<S> <C> <C>
Sales $ 401,272 $ -
Cost of sales 273,629 -
----------- -----------
Gross profit 127,643 -
----------- -----------
Operating expenses:
General and administrative 514,784 476,688
Marketing 107,869 84,284
Research and development, net 130,377 81,789
----------- -----------
Total operating expenses 753,030 642,761
----------- -----------
Loss from operations (625,387) (642,761)
Other income (expense), net 32,447 (1,446)
----------- -----------
Loss from continuing operations before income taxes (592,940) (644,207)
Income tax expense (800) (800)
----------- -----------
Loss from continuing operations (593,740) (645,007)
Discontinued operations:
Income from discontinued operations, net of tax expense of $4,582 - 53,418
----------- -----------
Income from discontinued operations - 53,418
----------- -----------
Net loss $ (593,740) $ (591,589)
=========== ===========
Loss per share from continuing operations (basic and diluted) $ (0.08) $ (0.10)
----------- -----------
Income per share from discontinued operations (basic and diluted) $ - $ 0.01
----------- -----------
Net loss per share (basic and diluted) $ (0.08) $ (0.09)
=========== ===========
Shares used in per share computations 7,374,234 6,289,353
=========== ===========
</TABLE>
The accompanying notes are an integral part of the financial statements.
4
<PAGE> 6
PLANET POLYMER TECHNOLOGIES, INC.
STATEMENT OF SHAREHOLDERS' EQUITY (UNAUDITED)
---------------
<TABLE>
<CAPTION>
SERIES A PREFERRED STOCK COMMON STOCK
------------------------ ----------------------- ACCUMULATED
SHARES AMOUNT SHARES AMOUNT DEFICIT TOTAL
----------- --------- --------- ------------ ------------ -----------
<S> <C> <C> <C> <C> <C> <C>
Balance at December 31, 1999 500,000 $ 804,435 6,875,976 $ 12,426,143 $(11,467,470) $ 1,763,108
Conversion of Series A Preferred Stock into Common
Stock on January 20, 2000 (102,000) (164,105) 119,997 164,105 - -
Stock Options exercised for cash on February 15, 2000 - - 10,000 30,250 - 30,250
Stock Options exercised for cash on March 2, 2000 - - 10,000 30,250 - 30,250
Warrants exercised on March 3, 2000 - - 500,000 500,000 - 500,000
Transaction fee to the finder - - - (60,000) - (60,000)
Issuance of Warrants to the finder on March 9, 2000 - - - 2,500 - 2,500
Issuance of Common Stock as a dividend on
Convertible Preferred Stock on March 15, 2000 - - 2,736 11,936 (11,936) -
Conversion of Series A Preferred Stock into Common
Stock on March 28, 2000 (76,500) (123,079) 89,999 123,079 - -
Stock Options exercised for cash on June 7, 2000 - - 2,000 3,625 - 3,625
Stock Options exercised for cash on June 9, 2000 - - 2,400 4,350 - 4,350
Stock Options exercised for cash on June 12, 2000 - - 3,000 5,438 - 5,438
Stock Options exercised for cash on June 13, 2000 - - 4,000 7,250 - 7,250
Stock Options exercised for cash on June 14, 2000 - - 5,100 9,900 - 9,900
Issuance of Common Stock as a dividend on
Convertible Preferred Stock on June 15, 2000 - - 4,239 9,644 (9,644) -
Stock Options exercised for cash on June 16, 2000 - - 3,500 7,000 - 7,000
Stock Options exercised for cash on June 21, 2000 - - 2,000 4,000 - 4,000
Net loss for the six months ended June 30, 2000 - - - - (593,740) (593,740)
-------- --------- --------- ------------ ------------ -----------
Balance at June 30, 2000 321,500 $ 517,251 7,634,947 $ 13,279,470 $(12,082,790) $ 1,713,931
======== ========= ========= ============ ============ ===========
</TABLE>
The accompanying notes are an integral part of the financial statements.
5
<PAGE> 7
PLANET POLYMER TECHNOLOGIES, INC.
STATEMENTS OF CASH FLOWS (UNAUDITED)
---------------
<TABLE>
<CAPTION>
SIX MONTHS ENDED JUNE 30,
2000 1999
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net loss $ (593,740) $ (591,589)
Adjustments to reconcile net loss to net cash used
by operating activities:
Depreciation and amortization 38,390 69,487
Loss on disposal of assets - 9,994
Income from discontinued operations - (53,418)
Changes in assets and liabilities:
Accounts receivable 9,557 (61,464)
Inventories, net 7,278 2,011
Prepaid expenses and other assets 21,773 13,315
Accounts payable and accrued expenses (19,694) (148,313)
----------- -----------
Net cash used by continuing operations (536,436) (759,977)
Net cash provided by discontinued operations - 116,705
----------- -----------
Net cash used by operating activities (536,436) (643,272)
----------- -----------
Cash flows from investing activities:
Purchases of property and equipment (3,960) (87,995)
Cost of patents and other (61,272) (33,998)
Proceeds from the sale of subsidiary 814,639 -
Payments from note receivable 3,335 -
----------- -----------
Net cash provided (used) by investing activities 752,742 (121,993)
----------- -----------
Cash flows from financing activities:
Proceeds from issuance of Common Stock - 1,000,000
Proceeds from issuance of warrants 2,500 2,500
Proceeds from warrants exercised 500,000 -
Payment of equity issuance costs (60,000) (73,952)
Proceeds from stock options exercised 102,063 9,375
Principal payments on borrowings and capital lease obligations (3,576) (100,747)
Advances from related party (61,484) 166,291
Restricted cash in connection with borrowings - 114,880
----------- -----------
Net cash provided by financing activities 479,503 1,118,347
----------- -----------
Net increase in cash and cash equivalents 695,809 353,082
Cash and cash equivalents at beginning of period 355,645 149,117
----------- -----------
Cash and cash equivalents at end of period $ 1,051,454 $ 502,199
=========== ===========
Supplemental disclosure of non-cash activity:
Issuance of Common Stock dividends on Preferred Stock $ 21,580 $ 30,000
Issuance of note receivable in connection with sale of subsidiary 100,000 -
Equipment acquired under capital leases 3,813 -
</TABLE>
The accompanying notes are an integral part of the financial statements.
6
<PAGE> 8
PLANET POLYMER TECHNOLOGIES, INC.
NOTES TO UNAUDITED FINANCIAL STATEMENTS
1. Basis of Presentation
The accompanying unaudited financial statements of Planet Polymer
Technologies, Inc. ("Planet" or the "Company") have been prepared in accordance
with the interim reporting requirements of Form 10-QSB, pursuant to the rules
and regulations of the Securities and Exchange Commission. However, they do not
include all of the information and footnotes required by accounting principles
generally accepted in the United States for complete financial statements.
In management's opinion, all adjustments (consisting of only normal recurring
adjustments) considered necessary for a fair presentation have been included.
Operating results for the six months ended June 30, 2000 are not necessarily
indicative of results that may be expected for the year ending December 31,
2000. For additional information, refer to the Company's consolidated financial
statements and notes thereto for the year ended December 31, 1999 contained in
the Company's Form 10-KSB for the fiscal year ended December 31, 1999.
Certain prior period amounts have been reclassified to conform to the current
period presentation.
2. Discontinued Operations
On December 30, 1999, the Company and its wholly owned subsidiary, Deltco of
Wisconsin, Inc. ("Deltco"), entered into a Stock Purchase Agreement (the
"Purchase Agreement") with Daniel B. Mettler and Randy J. Larson (together, the
"Buyers") whereby the Company agreed to sell and the Buyers agreed to purchase
all of the outstanding shares of stock of Deltco for an aggregate purchase price
of $1,000,000. The Buyers are management employees of Deltco.
The sale of Deltco was finalized on January 7, 2000. The Company received
$900,000 in cash and a secured promissory note in the amount of $100,000. This
note is collateralized by all of the equipment, accounts, inventory, supplies
and personal property now held or hereafter acquired by Deltco.
The accompanying financial statements present the results of operations of
Deltco as a discontinued operation for the six months ended June 30, 1999.
Accordingly, the Company's continuing operations are now comprised of one
segment, the "Research and Development" business segment.
3. Shareholders' Equity
The holder of the Series A Convertible Preferred Stock ("Series A Preferred")
is entitled to receive quarterly dividends at an annual rate of 6% payable in
shares of the Company's Common Stock. Each share of Series A Preferred is
convertible at the option of the holder into shares of Common Stock of the
Company. On June 15, 2000, the Company issued a dividend of 4,239 shares of
Common Stock valued at approximately $9,644.
7
<PAGE> 9
PART I - FINANCIAL INFORMATION
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
PLANET POLYMER TECHNOLOGIES, INC.
Except for the historical information contained herein, the discussion in this
report contains forward-looking statements that involve certain risks and
uncertainties. The Company's actual results could differ materially from those
discussed in this report. Factors that could cause or contribute to such
differences include, but are not limited to, those discussed below and in the
Company's Form 10-KSB for the fiscal year ended December 31, 1999.
OVERVIEW
Since Planet Polymer Technologies, Inc. ("Planet" or the "Company") was
founded in 1991 substantially all of the Company's resources have been devoted
to the development and commercialization of its technologies and products. This
has included the expenditure of funds to develop the Company's corporate
infrastructure, support the Company's marketing efforts and establish a pilot
production facility, in addition to research and development.
Planet has incurred operating losses since inception and had an accumulated
deficit as of June 30, 2000 of approximately $12.1 million. Pending commercial
deployment of and related volume orders for the Company's products, the Company
expects to incur additional losses.
RESULTS OF OPERATIONS
On January 7, 2000, the Company sold all of its common stock shares of
Deltco. In accordance with the Purchase Agreement, the Company received total
proceeds of $1,000,000 in the form of $900,000 in cash and $100,000 in a secured
promissory note in consideration of the sale of its Deltco common stock. This
note is collateralized by all of the equipment, accounts, inventory, supplies
and personal property now held or hereafter acquired by Deltco. The accompanying
financial statements present the results of operations of the Company and Deltco
as a discontinued operation. Accordingly, the Company's continuing operations
are now comprised of one segment, the "Research and Development" business
segment. The following discussion of results of operations relates solely to the
Company's continuing operations.
Revenue
The Company's revenues increased from $0 for the three months ended June 30,
1999 to approximately $240,000 for the same period in 2000 and from $0 for the
six months ended June 30, 1999 to approximately $401,000 for the same period in
2000. These increases were attributable to the commercial deployment of
EnviroPlastic(R) Z.
Cost of Sales
Cost of sales increased from $0 for the three months ended June 30, 1999 to
approximately $157,000 for the same period in 2000 and from $0 for the six
months ended June 30, 1999 to approximately $274,000 for the same period in
2000. These increases were due to the costs associated with the
commercialization of EnviroPlastic(R) Z.
8
<PAGE> 10
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS - (CONTINUED)
PLANET POLYMER TECHNOLOGIES, INC.
RESULTS OF OPERATIONS, CONTINUED
General and Administrative Expenses
General and administrative expenses increased from approximately $253,000 for
the three months ended June 30, 1999 to approximately $269,000 for the same
period in 2000 and from approximately $477,000 for the six months ended June 30,
1999 to approximately $515,000 for the same period in 2000. These increases were
primarily attributable to professional fees paid to an independent consultant
for providing investor relation services.
Marketing Expenses
Marketing expenses increased from approximately $49,000 for the three months
ended June 30, 1999 to approximately $66,000 for the same period in 2000 and
from approximately $84,000 for the six months ended June 30, 1999 to
approximately $108,000 for the same period in 2000. These increases were
primarily attributable to increased costs associated with the promotion of
AQUAMIM(TM) which included professional fees paid to an independent consultant.
Research and Development Expenses, Net
The Company's net research and development expenses increased from
approximately $31,000 for the three months ended June 30, 1999 to approximately
$67,000 for the same period in 2000 and from approximately $82,000 for the six
months ended June 30, 1999 to approximately $130,000 for the same period in
2000. This increase was primarily due to a reduction in allocated research and
development resources to projects that are reimbursable by Agway under the
Feasibility Agreement. Offsetting reimbursable research and development revenue
from customers other than Agway decreased from approximately $36,000 for the
three months ended June 30, 1999 to approximately $26,000 for the same period in
2000 and from approximately $59,000 for the six months ended June 30, 1999 to
approximately $44,000 for the same period in 2000. Offsetting reimbursable
research and development costs from Agway decreased from approximately $111,000
for the three months ended June 30, 1999 to approximately $41,000 for the same
period in 2000 and from approximately $251,000 for the six months ended June 30,
1999 to approximately $94,000 for the same period in 2000. These decreases were
due to a reduction in the research and development labor rates charged to Agway.
9
<PAGE> 11
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS - (CONTINUED)
PLANET POLYMER TECHNOLOGIES, INC.
LIQUIDITY AND CAPITAL RESOURCES
In January 1999, with the Company's shareholders' approval, the Company
issued 1,000,000 shares of Common Stock to Agway and received proceeds of
$845,000, net of issuance costs totaling approximately $155,000. In addition,
from January 2000 to June 2000, the Company recorded reimbursable research and
development costs of approximately $94,000 from Agway under the Feasibility
Agreement. The Company anticipates that some of the 2000 research and
development expenditures in the agrotechnology area will be reimbursed by Agway
under the Feasibility Agreement.
Additionally, in February 1999, the Company received a commitment from Agway
whereby Agway agreed to exercise its Warrant to acquire up to 500,000 shares of
the Company's Common Stock as early as July 1, 1999, at the Company's request,
in the event the Company's cash flows were less than projected and/or
insufficient to fund its operating requirements. On November 5, 1999, at the
Company's request, Agway exercised the Warrant with respect to 500,000 shares of
the Company's Common Stock on the terms, and subject to conditions, set forth in
the Warrant and the Company received $500,000 in connection with such exercise.
On March 3, 2000, Agway exercised a Warrant to purchase an additional 500,000
shares of Common Stock. To date, Agway has exercised warrants to purchase
1,000,000 shares of Common Stock and holds a Warrant to purchase an additional
1,000,000 shares.
The Company used approximately $536,000 for continuing operations for the six
months ended June 30, 2000. Such funds were used primarily for research and
development activities, marketing efforts and administrative support.
Net cash provided by investing activities of approximately $753,000 for the
six months ended June 30, 2000 resulted from proceeds from the sale of Deltco of
approximately $818,000, net of Deltco's cash, offset by approximately $65,000
used for the purchase of equipment and for the preparation and filing of
patents.
Net cash provided by financing activities of approximately $480,000 for the
six months ended June 30, 2000 resulted from net proceeds of approximately
$440,000 from the exercise of warrants, $102,000 from the exercise of stock
options, and $3,000 from the issuance of warrants, offset by a net reduction in
the advance of funds of approximately $61,000 from Agway and $4,000 used for
capital lease obligations.
The Company believes that its existing sources of liquidity and anticipated
revenue, cash proceeds from the sale of Deltco and proceeds from Agway's warrant
exercise for 500,000 shares of Common Stock on March 3, 2000, will satisfy the
Company's projected working capital and other cash requirements through at least
the next twelve months. There can be no assurance, however, that future revenue
decreases or changes in the Company's plans or other events affecting the
Company's operating expenses will not result in the expenditure of the Company's
resources. The Company expects that it will need to raise substantial additional
funds to continue its current and planned operations. The Company intends to
seek additional funding from existing and potential customers or through public
or private equity or debt financing. There can be no assurance that additional
financing will be available on acceptable terms, or at all.
10
<PAGE> 12
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS - (CONTINUED)
PLANET POLYMER TECHNOLOGIES, INC.
LIQUIDITY AND CAPITAL RESOURCES, CONTINUED
The Company's ability to raise additional capital may be dependent upon the
stock being quoted on the Nasdaq SmallCap Market. There can be no assurance that
the Company will be able to satisfy the criteria for continued quotation on the
Nasdaq SmallCap Market. For example, one of the criteria for continued quotation
is that the Company will maintain net tangible assets of $2 million (net
tangible assets means total assets, excluding goodwill, minus total
liabilities). As of June 30, 2000, the Company's net tangible assets on this
basis were approximately $1.7 million. Failure to meet the maintenance criteria
in the future may result in the Company's Common Stock not being eligible for
quotation. In such event, an investor may find it more difficult to determine
the market value of the Company's Common Stock and/or make future dispositions
of the Company's Common Stock.
11
<PAGE> 13
PART II - OTHER INFORMATION
PLANET POLYMER TECHNOLOGIES, INC.
Item 1 - Legal Proceedings:
In November 1998, the Company initiated litigation against Brian To, a
former director, officer and consultant of the Company, Tarrenz Inc. and Tarrenz
Management Consultants, Inc., entities owned by Brian To (collectively referred
to as the "defendants"), in the Superior Court of the State of California for
the County of San Diego. The complaint alleges breach of contract, breach of
fiduciary duty and other tort claims arising from services the defendants
performed for or on behalf of the Company. The Company is seeking recovery of
compensation, stock, stock options and expense reimbursements.
In response to the Complaint, the defendants filed a motion to compel
arbitration. The Court issued an order compelling the case to arbitration on
Friday, March 12, 1999. On April 26, 1999, the defendants answered and denied
the allegations of the complaint and filed a cross-complaint against the Company
alleging breach of contract, misrepresentation, slander, intentional infliction
of emotional distress and fraud. In response to a motion filed by the Company,
the arbitrator issued a ruling on May 1, 2000 disqualifying defendants' counsel
based on a finding that said counsel had previously represented the Company in a
related matter. As a result, the arbitration previously set for February 28,
2000 was rescheduled for September 11, 2000. However, the defendants filed a
motion in San Diego Superior Court to vacate the arbitrator's order granting the
Company's motion to disqualify defendants' counsel. The Court has scheduled a
hearing on this issue for September 22, 2000. The arbitration will be
rescheduled after the Superior Court rules on defendants' motion to vacate.
In light of the limited discovery allowed in arbitration, it is
difficult to evaluate defendants' claims. However, in the opinion of management,
the ultimate resolution of this litigation is not expected to have a material
adverse effect on the Company's financial position or results of operations.
Item 2 - Changes in Securities:
None
Item 3 - Defaults upon Senior Securities:
None
12
<PAGE> 14
PART II - OTHER INFORMATION - (CONTINUED)
PLANET POLYMER TECHNOLOGIES, INC.
Item 4 - Submission of Matters to a Vote of Security Holders:
The Annual Meeting of Shareholders of Planet Polymer Technologies, Inc.
(the "Annual Meeting") was held on May 1, 2000 in San Diego, California.
Proposal 1 - Election of Directors
Each of the candidates listed below were duly elected to the Board of
Directors at the Annual Meeting by the tally indicated.
<TABLE>
<CAPTION>
Candidate Votes in Favor Votes Withheld
--------- -------------- --------------
<S> <C> <C>
Robert J. Petcavich, Ph.D. 7,063,856 16,100
Michael M. Coleman, Ph.D. 7,063,856 16,100
H.M. Busby 7,063,856 16,100
Dennis J. LaHood 7,063,856 16,100
Thomas A. Landshof 7,063,856 16,100
Peter J. O'Neill 7,063,856 16,100
Ronald B. Sunderland 7,063,856 16,100
</TABLE>
Proposal 2 - Approval of the 2000 Stock Incentive Plan
<TABLE>
<CAPTION>
Votes in Favor Votes Against Votes Abstained
-------------- ------------- ---------------
<S> <C> <C>
3,070,872 70,088 2,006,850
</TABLE>
Proposal 3 - Ratification of Selection of Independent Auditors
<TABLE>
<CAPTION>
Votes in Favor Votes Against Votes Abstained
-------------- ------------- ---------------
<S> <C> <C>
7,055,681 18,550 5,725
</TABLE>
Item 5 - Other Information:
None
Item 6 - Exhibits and Reports on Form 8-K:
(a) Exhibits:
<TABLE>
<CAPTION>
Exhibit Number Description
-------------- -----------
<S> <C>
11.1 Statement of Computation of Common and Common
Equivalent Shares
27.1 Financial Data Schedule
</TABLE>
(b) Reports on Form 8-K:
None
13
<PAGE> 15
PLANET POLYMER TECHNOLOGIES, INC.
SIGNATURES
In accordance with the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date: August 14, 2000 Planet Polymer Technologies, Inc.
/s/ ROBERT J. PETCAVICH
---------------------------------------
Robert J. Petcavich
Chairman and Chief Executive Officer
(On behalf of Registrant and as
Registrant's Principal Financial and
Accounting Officer)
14
