SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended February 1, 2003 __ 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 1-5911 SPARTECH CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 43-0761773 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 120 S. Central Suite 1700, Clayton, Missouri, 63105 (Address of principal executive offices) (314) 721-4242 (Registrant's telephone number, including area code) 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, and (2) has been subject to such filing requirements for the past 90 days. Yes x No Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes x No Number of shares outstanding as of February 1, 2003: Common Stock, $.75 par value per share 29,250,454 SPARTECH CORPORATION AND SUBSIDIARIES INDEX February 1, 2003 PART I. FINANCIAL INFORMATION PAGE CONSOLIDATED CONDENSED BALANCE SHEET - as of February 1, 2003 and November 2, 2002 3 CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS - for the quarter ended February 1, 2003 and February 2, 2002 4 CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS - for quarter ended February 1, 2003 and February 2, 2002 5 NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 6 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 9 PART II. OTHER INFORMATION Item 6. EXHIBITS AND REPORTS ON FORM 8-K 17 SIGNATURES 18 CERTIFICATIONS 19 PART I - FINANCIAL INFORMATION Item 1. FINANCIAL STATEMENTS SPARTECH CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED BALANCE SHEET (Dollars in thousands, except share amounts) ASSETS Feb. 1, 2003 (unaudited) Nov. 2, 2002 Current Assets Cash and equivalents $ 6,469 $ 7,511 Receivables, net 119,678 124,966 Inventories 104,682 95,190 Prepayments and other 7,229 4,549 ------- ------- Total Current Assets 238,058 232,216 Property, Plant and Equipment 428,338 422,520 Less accumulated depreciation 149,518 142,046 ------- ------- Net Property, Plant and Equipment 278,820 280,474 Goodwill 319,070 318,841 Other Intangible Assets 15,868 16,360 Other Assets 16,314 17,363 ------- ------- $868,130 $865,254 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Current maturities of long-term debt $ 17,988 $ 21,087 Accounts payable 76,751 83,668 Accrued liabilities 31,099 34,173 ------- ------- Total Current Liabilities 125,838 138,928 Long-Term Debt, Less Current Maturities 229,045 217,245 Other Liabilities 68,376 68,383 ------- ------- Total Long-Term Liabilities 297,421 285,628 Company-obligated manditorily redeemable convertible preferred securities of Spartech Capital Trust holding solely convertible subordinated debentures 150,000 150,000 Shareholders' Equity Common stock, 30,460,682 shares issued in 2003 and 2002 22,846 22,846 Contributed capital 140,093 140,213 Retained earnings 172,751 169,518 Treasury stock, at cost, 1,210,228 shares in 2003 and 1,175,228 shares in 2002 (29,020) (28,701) Accumulated Other Comprehensive Income (11,799) (13,178) ------- ------- Total Shareholders' Equity 294,871 290,698 $868,130 $865,254 ======== ======== See accompanying notes to consolidated financial statements. SPARTECH CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENT OF OPERATIONS (Unaudited and dollars in thousands, except per share data) QUARTER ENDED Feb. 1, 2003 Feb. 2, 2002 Net Sales $213,700 $190,668 Costs and Expenses Cost of sales 184,470 163,507 Selling and administrative 12,995 12,574 Amortization of intangibles 492 - ------- ------- 197,957 176,081 Operating Earnings 15,743 14,587 Interest 3,544 4,369 Distributions on preferred securities of Spartech Capital Trust 2,562 2,562 ------- ------- Earnings Before Income Taxes 9,637 7,656 Income taxes 3,479 2,794 ------- ------- Net Earnings $ 6,158 $ 4,862 ======== ======= Net Earnings Per Common Share: Basic $ .21 $ .18 ======== ======= Diluted $ .21 $ .18 ======== ======= Dividends Per Common Share $ .10 $ .095 ======== ======= See accompanying notes to consolidated financial statements. SPARTECH CORPORATION AND SUBSIDIARIES CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS (Unaudited and dollars in thousands) QUARTER ENDED Feb. 1, 2003 Feb. 2, 2002 --------- -------- Cash Flows from Operating Activities Net earnings $ 6,158 $ 4,862 Adjustments to reconcile net earnings to net cash (used for)/provided by operating activities: Depreciation and amortization 7,714 6,750 Change in current assets and liabilities (16,343) (3,262) Other, net 1,366 (169) -------- ------- Net cash (used for)/provided by operating activities (1,105) 8,181 --------- -------- Cash Flows from Investing Activities Capital expenditures (4,589) (3,771) Business Acquisitions - (4,180) Retirement of assets - - ------- ------- Net cash used for investing activities (4,589) (7,951) --------- -------- Cash Flows from Financing Activities Bank Borrowings for Business Acquisitions - 4,180 Net borrowings (payments) on revolving credit facilities 8,710 (2,580) Payments on bonds and leases (51) (81) Cash dividends on common stock (2,925) (2,542) Stock options exercised 310 922 Treasury stock acquired (1,495) - ------- ------- Net cash provided by/(used for) financing activities 4,549 (101) --------- -------- Effect of exchange rate changes on cash and equivalents 103 - (Decrease)/Increase In Cash and Equivalents (1,042) 129 --------- -------- Cash and Equivalents at Beginning of Period 7,511 8,572 --------- -------- Cash and Equivalents at End of Period $ 6,469 $ 8,701 ========= ======== See accompanying notes to consolidated financial statements. SPARTECH CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited and dollars in thousands, except per share amounts) NOTE A - Basis of Presentation The consolidated financial statements include the accounts of Spartech Corporation and its wholly owned subsidiaries (the Company). These financial statements have been prepared on a condensed basis and, accordingly, certain information and note disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission. In the opinion of management, the financial statements contain all adjustments (consisting solely of normal recurring adjustments) and disclosures necessary to make the information presented therein not misleading. These financial statements should be read in conjunction with the consolidated financial statements and accompanying footnotes thereto included in the Company's November 2, 2002 Annual Report on Form 10-K. The Company's fiscal year ends on the Saturday closest to October 31. Operating results for any quarter are traditionally seasonal in nature and are not necessarily indicative of the results expected for the full year. NOTE B - Inventories Inventories are valued at the lower of cost (first-in, first-out) or market. Inventories at February 1, 2003 and November 2, 2002 are comprised of the following components: 2003 2002 Raw materials $ 61,348 $ 55,207 Finished goods 43,334 39,983 --------- -------- $ 104,682 $ 95,190 ========= ======== NOTE C - Goodwill and Other Intangible Assets At February 1, 2003 intangible assets are as follows: Total Accumulated Net carrying identifiable amortization amount intangible assets Non compete and $ 4,990 $681 $ 4,309 customer contracts Product formulations $12,030 $471 $11,559 Amortization expense for the current intangible assets over the next five years is estimated to be: $1,967, $1,967, $1,689, $1,550, $1,051 for the one year periods from February 2003 to January 2008. SPARTECH CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited and dollars in thousands, except per share amounts) The Company's changes in the carrying amount of goodwill for the quarter ended February 1, 2003 are as follows: Custom Color & Molded & Sheet Compounds Profile Total Balance November 2, $185,805 $95,422 $37,614 $318,841 2002 Goodwill - 229 - 229 acquired/adjusted -------- ------- ------- -------- Balance February 1, $185,805 $95,651 $37,614 $319,070 2003 ======== ======= ======= ======== NOTE D - Cash Flow Information Supplemental information on cash flows and noncash transactions for the quarters ended February 1, 2003 and February 2, 2002 is as follows: 2003 2002 Cash paid for: Interest $ 5,232 $ 5,559 Income taxes (refund) $ 706 $ (799) Note E - Comprehensive Income Comprehensive Income is an entity's change in equity during the period from transactions, events and circumstances from non-owner sources. The reconciliation of Net Earnings to Comprehensive Income for the quarters ended February 1, 2003 and February 2, 2002 is as follows: QUARTER ENDED 2003 2002 Net Earnings $ 6,158 $ 4,862 Foreign currency translation adjustments 925 (61) Cash flow hedge adjustments 454 1,547 -------- -------- Total Comprehensive Income $ 7,537 $ 6,348 ======== ======== SPARTECH CORPORATION AND SUBSIDIARIES NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (Unaudited and dollars in thousands, except per share amounts) Note F - Segment Information Spartech's forty-three facilities are organized into three reportable segments based on the nature of the products manufactured. Quarter Ended Net Sales* Feb. 1, 2003 Feb. 2, 2002 Custom Sheet & Rollstock $ 139,767 $ 128,037 Color & Specialty Compounds 59,922 48,925 Molded & Profile Products 14,011 13,706 ---------- ---------- Total Net Sales $ 213,700 $ 190,668 ========== ========== Operating Earnings Custom Sheet & Rollstock $ 12,601 $ 11,158 Color & Specialty Compounds 5,369 5,044 Molded & Profile Products 540 812 Corporate/Other (2,767) (2,427) ---------- ---------- Total Operating Earnings $ 15,743 $ 14,587 ========== ========== * Excludes intersegment sales of $7,104 in 2003 and $4,682 in 2002 primarily from the Color & Specialty Compounds segment Note G - Recently Issued Accounting Standards Not Yet Adopted In December 2002, the FASB issued Statement of Financial Accounting Standards ("SFAS") No. 148, "Accounting for Stock-Based Compensation -Transition and Disclosure" which amends FASB Statement No. 123. This statement provides alternative methods of transition for a voluntary change to the fair value-based method of accounting for stock-based employee compensation and amends the disclosure requirements of FASB Statement No. 123. The transition guidance and annual disclosure provisions are effective for fiscal years ending after December 15, 2002. The interim disclosure provisions are effective for financial reports containing financial statements for interim periods beginning after December 15, 2002. The Company will include the required interim disclosure provisions in its financial statements for the quarter ending May 3, 2003. The adoption of this statement is not anticipated to have a material effect on the Company's financial position or results of operations. Items 2 and 3. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Results of Operations Net sales for the first quarter 2003 increased by 12% to $213.7 million, as compared to $190.7 million in the first quarter of 2002. The increase was a result of a 6.9% increase in internal volume, approximately 4% added by the 3rd quarter 2002 acquisition of GWB Plastics, and the effect of price/mix changes. The company experienced overall stronger demand from nearly all markets as compared to the first quarter 2002. Cost of sales was $184.5 million for the first quarter 2003, compared with $163.5 million for the first quarter of 2002, increased as a percentage of net sales to 86.3% for 2003 from 85.8% for 2002, reflecting the effect of higher resin prices and competitive pricing pressures. Selling and administrative expenses of $13.0 million for the first quarter of 2003 increased from $12.6 million for the first quarter of 2002, but decreased to 6.1% of net sales from 6.6% in the first quarter of 2001 due to the effect of the higher relative sales volumes on the fixed expenses in this category. Operating earnings for the quarter ended February 1, 2003 were $15.7 million, or 7.4% of net sales, compared to $14.6 million or 7.7% of net sales for the corresponding period of 2002 principally due to competitive pricing pressure in the current sluggish economic environment. Interest expense and distributions on preferred securities of $6.1 million for the first quarter of 2003 decreased from $6.9 million for the first quarter of 2002 as a result of $55 million of debt repayments in fiscal 2002 generated from operating cash flow. The Company's effective tax rate was 36.1% for the first quarter of 2003 compared to 36.5% in first quarter 2002, reflecting an improvement in our combined state tax rate and ongoing benefits from research and development credits. Net earnings of $6.2 million, or $.21 per diluted share, in the first quarter 2003 increased by 27% to $4.9 million, or $.18 per diluted share, in the first quarter 2002 as a result of the operating factors noted above. Segment Results Net sales of the Custom Sheet & Rollstock segment increased 9% to $139.8 million from $128.0 million in the prior year period as strong volume from packaging and recreational and leisure customers offset some slowdown in transportation and building & construction product sales. Net sales of the Color & Specialty Compounds segment increased to $59.9 million from $48.9 million in the first quarter 2002 due to a 8% increase in internal volume growth and a 7% increase being added via the acquisition of GWB Plastics last May resulting in the segment's first double-digit volume growth since the third quarter of 2000. The Molded & Profile Products segment net sales increased 2% to $14.0 million from $13.7 million in the first quarter 2002. The Custom Sheet & Rollstock segment's operating margin improved to 9.0% versus 8.7% in 2002 as focused cost reduction and supply chain initiatives began to produce some positive results. The Color & Specialty Compounds segment experienced competitive pricing pressures and volatility in the cost of raw materials resulting in a margin of less than 10% for the first time since we acquired Polycom in 1998. The Molded & Profile segment saw a 2% decrease in operating margin to 3.9% from the prior year 1st quarter, but improved from a small operating loss in the 4th quarter of 2002. Other Matters The Company operates under various laws and regulations governing employee safety, the quantities of specified substances that may be emitted into the air, discharged into waterways, and otherwise disposed of on and off our properties. The Company does not anticipate that future expenditures for compliance with these laws and regulations will have a material effect on our capital expenditures, earnings, or competitive position. The plastic resins we use in our production process are crude oil or natural gas derivatives, which are available from a number of domestic and foreign suppliers. Our raw materials are only somewhat affected by supply, demand and price trends of the petroleum industry; however, trends in pricing, periods of anticipated or actual shortages and changes in supplier capacities can have a significant impact on the cost of our raw materials in a short period of time. Price spike in natural gas over the past three weeks, along with the continued political unrest in oil producing countries has resulted in unusually high short-term pricing pressures. These pressures may result in dramatic increases in the prices of the company's raw material costs. The Company has been able minimize the impact of past price increases in raw material costs through control of inventory levels, increasing production efficiencies, the pass-through of price changes to customers, and the negotiation of competitive pricing with our suppliers. In the near term, these pricing changes will be more difficult to manage and the volatility and direction of future pricing changes is uncertain. Liquidity and Capital Resources Cash Flow The Company's primary sources of liquidity have been cash flows from operating activities and borrowings from third parties. The Company's principal uses of cash have been to support our operating activities, invest in capital improvements, and finance strategic acquisitions. Cash flows for the periods indicated are summarized as follows: First Quarter 2003 2002 (Dollars in millions) Net cash (used for)/provided by operating activities $ (1.1) $ 8.2 ======== ======= Net cash used for investing activities $ (4.6) $ (8.0) ======== ======= Net cash provided by/(used for) financing activities $ 4.5 $ (.1) ======== ======= (Decrease)/increase in cash and equivalents $ (1.0) $ .1 ======== ======= Operating cash flow provided by net earnings increased 27%, to $6.2 million for the first quarter 2003 from $4.9 million for the first quarter 2002. Operating cash flows provided by changes in accounts receivable totaled $5.6 million due to seasonally lower sales in the first quarter. Operating cash flows used for changes in inventory totaled $9.2 million due to the selective pre-buys of raw materials and the typical transition to what is traditionally the Company's highest sales level in the second quarter of our fiscal year. Operating cash flows used for changes in accounts payable totaled $6.4 million. The Company's primary investing activities are capital expenditures and acquisitions of businesses in the plastics industry. Capital expenditures are primarily incurred to maintain and improve productivity, as well as to modernize and expand facilities. Capital expenditures for the first quarter 2003 were $4.6 million, including $2.2 million for our new Ramos Arispe, Mexico facility, as compared to $3.8 million for the first quarter of 2002, and anticipate total capital expenditures of approximately $25 million for fiscal 2003. The cash flows provided by financing activities were $4.5 million for the first quarter of 2003. The primary activity was the net bank borrowings of $8.7 million, cash dividend payments of $2.9 million, and treasury stock purchases net of stock option proceeds of $1.2 million. Financing Arrangements The following table summarizes the Company's obligations under financing arrangements and lease commitments as of February 1, 2003: Type of Total 0 - 1 1-3 Years 3 - 5 More Than Commitment Amount Year Years 5 Years Committed (in thousands) Bank Credit $ 152,101 - 152,101 - - Facilities Unsecured Notes 85,715 17,858 50,714 17,143 - Other Debt 9,217 130 272 289 8,526 Obligations Convertible 150,000 - - - 150,000 Debentures Operating Lease 30,893 7,245 10,044 6,428 7,176 Commitments Standby Letters 12,689 - - - - of Credit --------- --------- --------- --------- --------- Total $ 440,615 $ 25,233 $ 213,131 $ 23,860 $ 165,702 Contractual ========= ========= ========= ========= ========= Cash Obligations At February 1, 2003, our total outstanding borrowings under the bank credit facilities were $152.1 million at a weighted average rate of 6.0% (including the effect of an interest rate swap). We had $104.4 million in total availability under the $256 million in credit facilities, however this availability was limited to $91.7 million due to bank covenant restrictions. We anticipate that cash flows from operations, together with the financing and borrowings under our bank credit facility, will satisfy our working capital needs, regular quarterly dividends, and planned capital expenditures for the next year. If our cash from operations was substantially reduced and our access to the debt and equity markets became more limited, we might not be able to repay the obligations as they became due. Our current credit facilities also contain certain affirmative and negative covenants, including restrictions on the incurrence of additional indebtedness, limitations on both the sale of assets and merger transactions, and requirements to maintain certain financial and debt service ratios and net worth levels. In addition, our combined payment of dividends on our common stock and the repurchase of common shares for treasury is limited to 60% of our cumulative consolidated net income since November 1, 1997. At February 1, 2003, we had approximately $37.8 million of unrestricted retained earnings available for such payments. While we were in compliance with such covenants in 2002 and currently expect to be in compliance during 2003, our failure to comply with the covenants or other requirements of our financing arrangements could result in an event of default and, among other things, acceleration of the payment of our indebtedness which could adversely impact our business, financial condition and results of operations. Significant Accounting Policies, Estimates and Judgments The Company prepares the consolidated financial statements in conformity with accounting principles generally accepted in the United States. As such, we are required to make estimates and judgments that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant accounting policies, estimates and judgments which the Company believes are the most critical to aid in fully understanding and evaluating our reported financial results include the following: * Revenue Recognition - The Company recognizes revenue as the product is shipped and title passes to the customer. Our customers require us to meet strict specifications for our products. The Company has quality controls in place that attempt to ensure that customer specifications are met prior to shipment. We continuously monitor and track product returns, which have historically been within our expectations and the provisions established. Despite the Company's efforts to improve our quality and service to customers, we cannot guarantee that we will continue to experience the same or better return rates than we have in the past. Any significant increase in returns could have a material negative impact on our operating results. * Accounts Receivable - The Company performs ongoing credit evaluations of our customers and adjusts credit limits based upon payment history and the customer's credit worthiness, as determined by our review of their current credit information. We continuously monitor collections and payments from our customers and maintain a provision for estimated credit losses based upon our historical experience and any specific customer collection issues identified. While such credit losses have historically been within our expectations and the provisions established, we cannot guarantee that we will continue to experience the same credit loss rates that we have in the past. * Inventories - The Company values inventories at the lower of actual cost (first-in, first-out) to purchase or manufacture the inventory or the current estimated market value of the inventory. The Company also buys scrap and recyclable material (including regrind material) to be used in future production runs. We record these inventories initially at purchase price and, based on the inventory aging and other considerations for realizable value, we write down the carrying value to brokerage value, where appropriate. We regularly review inventory on hand and record provisions for obsolete inventory. A significant increase in the demand for our raw materials could result in a short-term increase in the cost of inventory purchases while a significant decrease in demand could result in an increase in the amount of excess inventory quantities on hand. In addition, most of our business is custom products, where the loss of a specific customer could increase the amount of excess or obsolete inventory on hand. Although we make every effort to ensure the accuracy of our forecasts of future product demand, any significant unanticipated changes in demand could have a significant impact on the value of our inventory and the operating results. * Acquisition Accounting - The Company has made several acquisitions in recent years. All of these acquisitions have been accounted for in accordance with the purchase method, and accordingly, the results of operation were included in our Consolidated Statement of Operations from the respective date of acquisition. The purchase price has been allocated to the identifiable assets and liabilities, and any excess of the cost over the fair value of the net identifiable assets acquired is recorded as goodwill. The initial allocation of purchase price is based on preliminary information, which is subject to adjustments upon obtaining complete valuation information. While the delayed finalization of purchase price has historically not had a material impact on the consolidated results of operations, we cannot guarantee the same results in future acquisitions. * Valuation of Long-Lived Assets - The Company reviews the carrying value of our long-lived assets whenever events and changes in business indicate the carrying value of the assets may not be recoverable. The Company recognizes impairment losses if expected future cash flows of the related assets (based on our current projections of anticipated future cash flows) are less than carrying value or where assets that are held for sale are deemed to be valued in excess of the expected amount to be realized upon sale. While we believe that our estimates of future cash flows are reasonable, different assumptions regarding such cash flows could materially affect our evaluations. For additional information regarding our significant accounting policies, see Note 1 to our 2002 Consolidated Financial Statements contained in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission. Recently Issued Accounting Standards In December 2002, the FASB issued Statement of Financial Accounting Standards ("SFAS") No. 148, "Accounting for Stock-Based Compensation -Transition and Disclosure" which amends FASB Statement No. 123. This statement provides alternative methods of transition for a voluntary change to the fair value-based method of accounting for stock-based employee compensation and amends the disclosure requirements of FASB Statement No. 123. The transition guidance and annual disclosure provisions are effective for fiscal years ending after December 15, 2002. The interim disclosure provisions are effective for financial reports containing financial statements for interim periods beginning after December 15, 2002. The Company will include the required interim disclosure provisions in its financial statements for the quarter ending May 3, 2003. The adoption of this statement is not anticipated to have a material effect on the Company's financial position or results of operations. Other The information presented herein contains certain forward-looking statements, defined in Section 21E of the Securities Exchange Act of 1934. Forward-looking statements represent our judgement 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 changes in the availability and cost of raw materials, changes in the economy or the plastics industry in general, other unanticipated events that may prevent us from competing successfully in existing or new markets, and our ability to manage our growth effectively. Investors are also directed to the discussion of risks and uncertainties associated with forward- looking statements contained in our Annual Report on Form 10-K filed with the Securities and Exchange Commission. Item 4. CONTROLS AND PROCEDURES Based upon an evaluation performed within 90 days of the date of this report, the registrant's certifying officers have concluded that the Company's disclosure controls and procedures were effective. There have been no significant changes in internal controls or other factors that significantly affect these controls subsequent to the date of the evaluation. PART II - OTHER INFORMATION Item 6 (a). Exhibits 11 Statement re Computation of Per Share Earnings Item 6 (b). Reports on Form 8-K None 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. SPARTECH CORPORATION (Registrant) Date: March 7, 2003 /s/Bradley B. Buechler Bradley B. Buechler Chairman, President and Chief Executive Officer (Principal Executive Officer) /s/Randy C. Martin Randy C. Martin Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned certifies that this periodic report fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934 and that the information contained in this quarterly report on Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of Spartech Corporation. Date: March 7, 2003 /s/Bradley B. Buechler Bradley B. Buechler Chairman, President and Chief Executive Officer /s/Randy C. Martin Randy C. Martin Executive Vice President and Chief Financial Officer CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Bradley B. Buechler, Chairman, President, and Chief Executive Officer of Spartech Corporation, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Spartech Corporation; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statement were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the period presented in this quarterly report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: a) Designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) Evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c) Presented in this report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's auditors any material weakness in internal controls; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officer and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. March 7, 2003 By: /s/Bradley B. Buechler (Date) Bradley B. Buechler Chairman, President and Chief Executive Officer Spartech Corporation CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 I, Randy C. Martin, Executive Vice President and Chief Financial Officer of Spartech Corporation, certify that: 1. I have reviewed this quarterly report on Form 10-Q of Spartech Corporation; 2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statement were made, not misleading with respect to the period covered by this quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the period presented in this quarterly report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have: a) Designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; b) Evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and c) Presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date; 5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions): a) All significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's auditors any material weakness in internal controls; and b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and 6. The registrant's other certifying officer and I have indicated in this quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses. March 7, 2003 By: /s/Randy C. Martin (Date) Randy C. Martin Executive Vice President and Chief Financial Officer Spartech Corporation