Edgar Filing: ATLANTIS PLASTICS INC

e10-q

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

(XBOX) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2002

(BOX) 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 1-9487

ATLANTIS PLASTICS, INC.

(Exact name of registrant as specified in its charter)


FLORIDA (State or other jurisdiction of incorporation or organization)		06-1088270 (IRS Employer Identification No.)


1870 The Exchange, Suite 200, Atlanta, Georgia (Address of principal executive offices)		30339 (Zip Code)

(Registrant’s telephone number, including Area Code) (800) 497-7659

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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X. No .

Indicate the number of shares outstanding of each of the issuer’s classes of Common Stock, as of the latest practicable date.


Class Shares	Outstanding at March 31, 2002

A, $.10 par value		5,015,515




B, $.10 par value		2,563,218

TABLE OF CONTENTS


Part 1. Financial Information
	Item 1. Financial Statements
		CONSOLIDATED BALANCE SHEETS
		CONSOLIDATED STATEMENTS OF INCOME
		CONSOLIDATED STATEMENTS OF CASH FLOWS
		NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
	Item 2. Management’s Discussion And Analysis of Financial Condition And Results of Operations
Part II. Other Information
	Item 1. Legal Proceedings
SIGNATURES

ATLANTIS PLASTICS, INC.

FORM 10-Q

For the Quarter Ended March 31, 2002

INDEX


*Part I.Financial Information*




Item 1.	Financial Statements (Unaudited)	Page

	a) Consolidated Balance Sheets as of March 31, 2002 and December 31, 2001	1




	b) Consolidated Statements of Income for the three months ended March 31, 2002 and 2001	2




	c) Consolidated Statements of Cash Flows for the three months ended March 31, 2002 and 2001	3




	d) Notes to Consolidated Financial Statements for the three months ended March 31, 2002	4




Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	7




Item 3.	Quantitative and Qualitative Disclosure About Market Risk	12




*Part II. Other Information*




Item 1.	Legal Proceedings	13




Item 6.	Exhibits and Reports on Form 8-K	13




*Signatures*		14

Part 1. Financial Information

Item 1. Financial Statements
ATLANTIS PLASTICS, INC.

CONSOLIDATED BALANCE SHEETS
(In thousands, except share information)


			March 31,			December 31,
			2002(1)			2001

ASSETS




	Cash and cash equivalents		$	158		$	937




	Accounts receivable, less allowance for doubtful accounts and returned items of $957 in 2002 and $1,072 in 2001			31,354			28,925




	Inventories			17,541			16,112




	Other current assets			4,022			5,710




	Deferred income tax assets			2,437			2,437

	Total current assets			55,512			54,121




	Property and equipment, net			69,104			69,067




	Goodwill, net of accumulated amortization			46,402			46,402




	Other assets			17			13




	Total assets		$	171,035		$	169,603

LIABILITIES AND SHAREHOLDERS’ EQUITY




	Accounts payable and accrued expenses		$	20,975		$	21,589




	Current portion of long-term debt			76,026			25,188

	Total current liabilities			97,001			46,777




	Long-term debt, less current portion			13,755			63,702




	Deferred income tax liabilities			11,901			12,049




	Other liabilities			14			12

	Total liabilities			122,671			122,540




	Commitments and contingencies			—			—




	Shareholders’ equity:




		Class A Common Stock, $.10 par value, 20,000,000 shares authorized, 5,015,515 and 4,961,662 shares issued and outstanding in 2002 and 2001		502			496




		Class B Common Stock, $.10 par value, 7,000,000 shares authorized, 2,563,218 and 2,570,191 shares issued and outstanding in 2002 and 2001		256			257




	Additional paid-in capital			10,852			10,677




	Notes receivable from sale of Common Stock			(1,625	)		(1,589	)




	Retained earnings			38,379			37,222

	Total shareholders’ equity			48,364			47,063

	Total liabilities and shareholders’ equity		$	171,035		$	169,603

(1)

Unaudited

See accompanying notes.

ATLANTIS PLASTICS, INC.

CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data) (Unaudited)


		Three Months Ended
		March 31,
		2002			2001

Net sales		$	58,263		$	64,702




Cost of sales			47,314			54,302

Gross profit			10,949			10,400




Selling, general and administrative expenses			7,194			6,494




Goodwill amortization			—			448

Operating income			3,755			3,458




Net interest expense			(1,886	)		(2,569	)

Income before provision for income taxes			1,869			889

Provision for income taxes			(712	)		(463	)

Net income		$	1,157		$	426

Earnings per share




Basic and Diluted:




Net income		$	0.15		$	0.06

Weighted average number of shares used in




	computing earnings per share (in thousands)




Basic			7,540			7,533




Diluted			7,551			7,543

See accompanying notes.

ATLANTIS PLASTICS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands) (Unaudited)


		Three Months Ended
		March 31,
		2002			2001

Cash Flows From Operating Activities




	Net income	$	1,157		$	426




	Adjustments to reconcile net income to net cash provided by operating activities:




	Depreciation		2,899			2,447




	Loss on disposal of assets		139			5




	Amortization of goodwill		—			448




	Loan fee and other amortization		76			116




	Interest receivable from shareholder loans		(18	)		(32	)




	Deferred income taxes		(148	)		(506	)




	Changes in operating assets and liabilities		(2,816	)		1,659




	Total adjustments		132			4,137

	Net cash provided by operating activities		1,289			4,563




Cash Flows From Investing Activities Capital expenditures			(3,075	)		(1,586	)




	Purchase of business		—			(39	)




	Proceeds from asset dispositions		—			1

	Net cash used in investing activities		(3,075	)		(1,624	)

Cash Flows From Financing Activities




	Net borrowings (repayments) under revolving credit agreements		2,500			(3,000	)




	Payments on long-term debt		(1,609	)		(633	)




	Payments on notes receivable from shareholders		96			140




	Purchase of common stock		—			(8	)




	Proceeds from exercise of stock options		20			—

	Net cash provided by (used in) financing activities		1,007			(3,501	)

Net decrease in cash and cash equivalents			(779	)		(562	)




Cash and cash equivalents at beginning of period			937			2,445

Cash and cash equivalents at end of period		$	158		$	1,883

See accompanying notes.

ATLANTIS PLASTICS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three-month period ended March 31, 2002 are not necessarily indicative of the results that may be expected for the year ended December 31, 2002.

The balance sheet at December 31, 2001 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.

The information included in this Form 10-Q should be read in conjunction with Management’s Discussion and Analysis and financial statements and footnotes thereto included in the Atlantis Plastics, Inc. Form 10-K for the year ended December 31, 2001.

Inventories

The components of inventory consist of the following:


	March 31		December 31
(in thousands)	2002		2001

Raw Materials	$	8,528	$	7,370




Work in Process		147		167




Finished Products		8,866		8,575

	$	17,541	$	16,112

Segment Information

The Company has two operating segments: Atlantis Plastic Films and Atlantis Molded Plastics. Information related to such segments is as follows:


	Three Months Ended March 31, 2002

	Atlantis		Atlantis
	Plastics		Molded
(in thousands)	Films		Plastics		Corporate			Consolidated

Net sales	$	37,747	$	20,516		—		$	58,263




Operating income		1,849		1,906		—			3,755




Identifiable assets		98,241		63,377	$	9,417	⁽¹⁾		171,035




Capital expenditures		1,036		1,416		623			3,075




Depreciation and amortization		1,521		1,048		406			2,975


	Three Months Ended March 31, 2001

	Atlantis		Atlantis
	Plastics		Molded
(in thousands)	Films		Plastics		Corporate			Consolidated

Net sales	$	46,335	$	18,367		—		$	64,702




Operating income		2,759		699		—			3,458




Identifiable assets		107,134		59,919	$	5,121	⁽¹⁾		172,174




Capital expenditures		980		599		7			1,586




Depreciation and amortization		1,213		1,109		689			3,011

⁽¹⁾ Corporate identifiable assets are primarily intercompany balances that eliminate when combined with other segments.

Earnings Per Share Data

The following table sets forth the computation of basic and diluted earnings per share for the periods indicated.


		Three Months
		Ended March 31
( in thousands, except per share data)		2002		2001

Basic earnings per common share:




Net income		$	1,157	$	426

Weighted-average shares outstanding			7,540		7,533




Basic earnings per common share		$	0.15	$	0.06

Diluted earnings per common share




Net income		$	1,157	$	426

Weighted-average shares outstanding			7,540		7,533




Add — Options			11		10

Weighted-average common shares outstanding plus




	potential dilutive common shares		7,551		7,543

Diluted earnings per share		$	0.15	$	0.06

Excluded from the above calculation of diluted earnings per share are antidilutive options, which could potentially dilute earnings per share in the future. Antidilutive options for the quarter ended March 31, 2002 and March 31, 2001 not included above are 1,210,454 and 986,954 shares, respectively.

Item 2. Management’s Discussion And Analysis of Financial Condition And
Results of Operations

Overview

Atlantis Plastics, Inc. (“Atlantis” or the “Company”) is a leading U.S. plastics manufacturer consisting of two operating segments: (i) Atlantis Plastic Films, which produces polyethylene stretch and custom films used in a variety of industrial and consumer applications, and (ii) Atlantis Molded Plastics, which produces molded plastic products for a variety of applications, including products and components for the appliance, automotive, building supply, and recreational vehicle industries.

Atlantis Plastic Films accounts for approximately 65% of the Company’s net sales and produces (i) stretch films, which are multilayer plastic films that are used principally to wrap pallets of materials for shipping or storage; (ii) custom film products, such as high-grade laminating films, embossed films, and specialty film products targeted primarily to industrial and packaging markets; and (iii) institutional products such as aprons, gloves, and tablecloths that are converted from polyethylene films.

Atlantis Molded Plastics, which accounts for approximately 35% of the Company’s net sales, consists of two principal technologies serving a variety of specific market segments described as follows: (i) injection molded thermoplastic parts that are sold primarily to original equipment manufacturers and used in major household goods and appliances, power tools, agricultural and automotive products, and (ii) a variety of custom and proprietary extruded plastic parts for both trim and functional applications (profile extrusion) that are incorporated into a broad range of consumer and commercial products such as recreational vehicles, residential windows and doors, office furniture, building supplies, and retail store fixtures.

Selected income statement data for the quarterly periods ended March 31, 2001 through March 31, 2002 are as follows:


		2002			2001

($ in millions)		Q1			Q4			Q3			Q2			Q1

NET SALES




Plastic Films		$	37.8		$	38.5		$	42.9		$	43.0		$	46.3




Molded Plastics			20.5			18.7			20.5			19.5			18.4

	Total	$	58.3		$	57.2		$	63.4		$	62.5		$	64.7




GROSS PROFIT




Plastic Films			18	%		17	%		15	%		14	%		17	%




Molded Plastics			21	%		15	%		17	%		17	%		15	%

	Total		19	%		16	%		16	%		15	%		16	%




OPERATING INCOME ⁽¹⁾




Plastic Films (excluding goodwill)			5	%		4	%		4	%		4	%		7	%




Molded Plastics (excluding goodwill)			9	%		5	%		7	%		7	%		5	%




Goodwill amortization			—			(1	)%		(1	)%		(1	)%		(1	)%

	Total		6	%		4	%		4	%		4	%		5	%

NET INTEREST EXPENSE		$	1.9		$	2.1		$	2.3		$	2.4		$	2.6

(1)

Previously reported segment operating margins have been adjusted to exclude goodwill amortization in order to provide more comparative information with the adoption of Statement of Financial Accounting Standard No. 142, Accounting for Goodwill and Other Intangible Assets, on January 1, 2002.

Results of Operations

Net Sales

The Company’s net sales for the quarter ended March 31, 2002 were $58.3 million, compared to $64.7 million for the quarter ended March 31, 2001. Atlantis Plastics Films’ volume (measured in pounds) for the quarter ended March 31, 2002 was 5% below the quarter ended March 31, 2001. Sales volume (measured in dollars) for the quarter ended March 31, 2002 decreased 19%, compared to the quarter ended March 31, 2001 as a result of the 5% volume decrease and the reduction in average selling prices caused by the decrease in resin prices.

Net sales for the molded products business (measured in dollars) increased 12% for the quarter ended March 31, 2002, compared to the quarter ended March 31, 2001. The increase is primarily the result of volume increases to major customers as well as continued growth within the building products segment.

Gross Profit and Operating Profit

Atlantis’ gross margin and operating margin for the quarter ended March 31, 2002 were 19% and 6% respectively, compared with 16% and 5% respectively, for the quarter ended March 31, 2001. In the plastic

films segment, gross margin and operating margin were 18% and 5% respectively, for the quarter ended March 31, 2002, compared to 17% and 7% respectively, for the quarter ended March 31, 2001.

In Atlantis’ Molded Products segment the 12% increase in sales volume resulted in improvements in both gross margin and operating margin. Gross margin and operating margin for the quarter ended March 31, 2002 were 21% and 9% respectively, compared to 15% and 5% respectively, for the quarter ended March 31, 2001.

Selling, General, and Administrative Expense

The Company’s selling, general, and administrative (SG&A) expense increased to $7.2 million for the quarter ended March 31, 2002 from $6.5 million, excluding goodwill amortization of approximately 0.4 million, for the quarter ended March 31, 2001. The increase is primarily the result of both increased health and general insurance costs.

Net Interest Expense and Income Taxes

Net interest expense for the quarter ended March 31, 2002 decreased to $ 1.9 million, compared to $2.6 million for the quarter ended March 31, 2001. Interest rates during the three-month period ending March 31, 2002 resulted in a lower average interest rate on the variable portion of debt, compared to the average variable interest rate for the three-month period ending March 31, 2001. In addition, the Company repurchased approximately $25.5 million of the 11% fixed rate Senior Notes during 2001. The repurchase was funded by new debt and borrowings under the revolving credit agreement at lower variable interest rates. Total debt increased to $89.8 million at March 31, 2002 from $88.9 million at December 31, 2001.

The Company’s effective income tax rate in 2001 differed from the applicable statutory rate primarily due to nondeductible goodwill amortization.

Income

As a result of the factors described above, operating income increased to $3.8 million (6% of net sales) during the quarter ended March 31, 2002, compared to $3.5 million (5% of net sales), including goodwill amortization of $0.4 million, for the quarter ended March 31, 2001. Net income and basic and diluted earnings per share for the quarter ended March 31, 2002 and 2001 were as follows:


	2002		2001

Net income	$1.2 million		$0.4 million




Basic earnings per share	$	0.15	$	0.06




Diluted earnings per share	$	0.15	$	0.06

Liquidity and Capital Resources

At March 31, 2002, the Company had approximately $89.8 million of outstanding indebtedness, approximately $0.2 million in cash and cash equivalents, and an additional $4.7 million unused availability under its revolving credit facility, net of outstanding letters of credit of approximately $1.3 million. The revolving credit facility expires January 31, 2003, and there can be no assurance that the commitment will be renewed or extended, or that another source of financing will be available to the Company on satisfactory terms. As of April 26, 2002,

borrowings on this facility totaled $23.0 million and unused availability, net of outstanding letters of credit of approximately $1.3 million, equaled $5.7 million. The Company’s principal needs for liquidity, on both a short and long-term basis, relate to working capital (principally accounts receivable and inventories), debt service, and capital expenditures. The Company presently does not have any material commitments for future capital expenditures.

At March 31, 2002, the Company’s current portion of long-term debt increased by $50.8 million to $76.0 million from the balance of $25.2 million at December 31, 2001. This increase was primarily the result of the reclassification from long-term debt to current debt of the $49.3 million 11% Senior Notes due February 15, 2003. Atlantis is exploring alternatives to refinance its long-term debt, including the 11% Senior Notes.

The Company’s high debt level presents substantial risks and could have negative consequences. For example, it could (1) require the Company to dedicate a substantial portion of its cash flow from operations to repayment of debt, limiting the availability of cash for other purposes; (2) increase the Company’s vulnerability to adverse general economic conditions by making it more difficult to borrow additional funds to maintain its operations if the Company suffers shortfalls in net sales; (3) hinder the Company’s flexibility in planning for, or reacting to, changes in its business and industry by preventing the Company from borrowing money to upgrade its equipment or facilities; and (4) limit or impair the Company’s ability to obtain additional financing in the future for working capital, capital expenditures, acquisitions, or general corporate purposes.

In the event that the Company’s cash flow from operations is not sufficient to fund the Company’s expenditures or to service its indebtedness, the Company would be required to raise additional funds through the sale of assets or subsidiaries. There can be no assurance that any of these sources of funds would be available in amounts sufficient for the Company to meet its obligations. Moreover, even if the Company were able to meet its obligations, its highly leveraged capital structure could significantly limit its ability to finance its expansion program and other capital expenditures, to compete effectively, or to operate successfully under adverse economic conditions.

Cash Flows from Operating Activities

For the quarter ended March 31, 2002, net cash provided by operating activities was approximately $1.3 million, compared to $4.6 million for the quarter ended March 31, 2001. The difference between the Company’s net income of $1.2 million and its $1.3 million operating cash flow for the quarter ended March 31, 2001 was primarily attributable to approximately $3.0 million of depreciation and amortization expense, and a $1.6 million decrease in other assets resulting primarily from the receipt of resin rebates offset by an approximately $2.9 million increase in accounts receivable due to increased net sales, a $1.4 million increase in inventories, and a $0.6 decrease in accounts payable and accrued liabilities.

Cash Flows from Investing Activities

Net cash used in investing activities increased to $3.1 million in the quarter ended March 31, 2002, compared to $1.6 million for the quarter ended March 31, 2001. This increase was primarily the result of increased capital expenditures (net of dispositions).

Cash Flows from Financing Activities

Net cash provided by financing activities for the quarter ended March 31, 2002 was $1.0 million, compared with net cash used in financing activities of $3.5 million for the quarter ended March 31, 2001. The Company’s financing cash flow for the quarter ended March 31, 2002 reflects net borrowings of $2.5 million

under the revolving credit agreements and approximately $1.6 million in payments on long-term debt. This was partially offset by the receipt of approximately $0.1 million in interest due from shareholder notes.

Recent Accounting Pronouncements

In July 2001, the Financial Accounting Standards Board (“FASB”) issued Statement of Financial Accounting Standards No. 141, Business Combinations and No. 142, Accounting for Goodwill and Other Intangibles (“SFAS 141 and SFAS 142”). SFAS 141 eliminated the use of pooling for business combinations after June 30, 2001. Under SFAS 142 goodwill and indefinite-lived intangible assets are no longer amortized but are reviewed annually (or more frequently if impairment indicators arise) for impairment. Separable intangible assets such as our customer lists that are not deemed to have an indefinite life will continue to be amortized over their useful lives. Companies were required to immediately adopt the amortization provisions of SFAS 142 as it relates to goodwill and intangible assets acquired after June 30, 2001. On January 1, 2002, the Company adopted SFAS 142. The impact of the adoption as it relates to existing goodwill is expected to be a reduction of amortization expense of $1.8 million during the years ended December 31, 2002 and 2003. During the quarter ended March 31, 2002 the reduction to amortization expense was approximately $0.4 million.

In October 2001, the FASB issued SFAS No. 144, Accounting for the Impairment or Disposal of Long-Lived Assets (“SFAS 144”). The Statement supersedes SFAS 121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of, and supersedes the provisions of APB Opinion 30, Reporting the Results of Operations-Discontinued Events and Extraordinary Items, with regard to reporting the effects of a disposal of a segment of a business. The Statement provides a single accounting model for long-lived assets to be disposed of and significantly changes the criteria required to classify an asset as held-for-sale. Under the Statement, more dispositions will qualify for discontinued operations treatment in the statement of income, which requires expected future operating losses from discontinued operations to be displayed in discontinued operations in the period in which the losses are incurred. The Statement is effective for fiscal years beginning after December 15, 2001. The Company does not expect at this time that the adoption of SFAS 144 will have a material impact on its financial statements.

Note Regarding Forward Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of that term in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Additional written or oral forward-looking statements may be made by the Company from time to time, in press releases, annual or quarterly reports to shareholders, filings with the Securities Exchange Commission, presentations or otherwise. Statements contained herein that are not historical facts are forward-looking statements made pursuant to the safe harbor provisions referenced above.

Forward-looking statements may include, but are not limited to, projections of net sales, income or losses, or capital expenditures; plans for future operations; financing needs or plans; compliance with financial covenants in loan agreements; plans for liquidation or sale of assets or businesses; plans relating to products or services of the Company; assessments of materiality; predictions of future events; the ability to obtain additional financing; the Company’s ability to meet obligations as they become due; the impact of pending and possible litigation; as well as assumptions relating to the foregoing. In addition, when used in this discussion, the words “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans” and similar expressions are intended to identify forward-looking statements. Forward-looking statements are inherently subject to risks and uncertainties, including, but not limited to, the impact of leverage, dependence on major customers, fluctuating demand for the Company’s

products, risks in product and technology development, fluctuating resin prices, competition, litigation, labor disputes, capital requirements, and other risk factors detailed in the Company’s Securities and Exchange Commission filings, some of which cannot be predicted or quantified based on current expectations.

Consequently, future events and actual results could differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. Readers are cautioned not to place undue reliance on any forward-looking statements contained herein, which speak only as of the date hereof. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

The Company is exposed to market risk from changes in interest rates, primarily as a result of its floating interest rate debt.

The following table summarizes information on debt instruments. The table presents expected maturity of debt instruments and projected annual average interest rates. For variable rate debt instruments, average interest rates are based on one month London Inter-Bank Offered (LIBOR), prime, and commercial paper rates as of April 12, 2002. The fair market value of the Senior Notes is based on quoted market price as of March 31, 2002. The carrying value of the Company’s other long-term debt approximates its fair market value.

Interest Rate Sensitivity
Principal (Notional) Amount by Expected Maturity
Average Interest Rate
($ 000)


																						Value as of
		2002			2003			2004			2005			2006			Thereafter			Total		March 31, 2002

Senior Notes




	- Maturity	$	—		$	49,325		$	—		$	—		$	—		$	—		$	49,325	$	49,325




	- Average Interest Rate		11	%		11	%




Other Long-Term Debt – Fixed Rate




	- Maturity	$	136		$	126		$	135		$	143		$	151		$	50		$	741	$	741




	- Average Interest Rate		6.17	%		6.58	%		6.58	%		6.58	%		6.58	%		6.58	%




Other Long-Term Debt – Variable Rate*




	- Maturity	$	25,947		$	2,268		$	2,268		$	2,803		$	2,143		$	4,286		$	39,715	$	39,715




	- Average Interest Rate		4.58	%		4.54	%		4.54	%		4.61	%		4.61	%		4.61	%

Based on LIBOR plus spreads of 1.75% to 2.75%, prime plus spreads of 1.0% and commercial paper plus 2.7% (all rates as of April 12, 2002)

Part II. Other Information

Item 1. Legal Proceedings

The Company is not a party to any legal proceeding other than routine litigation incidental to its business, none of which is material.

Item 6. Exhibits and Reports on Form 8-K

(A) EXHIBITS

(B) REPORTS ON FORM 8-K

The Company filed no reports on Form 8-K during the quarter ended March 31, 2002.

Items 3, 4, and 5 are not applicable and have been omitted.

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.


		ATLANTIS PLASTICS, INC.









Date: May 6, 2002	By:	/s/ Anthony F. Bova ANTHONY F. BOVA President and Chief Executive Officer









Date: May 6, 2002	By:	/s/ Paul G. Saari PAUL G. SAARI Senior Vice President, Finance and Chief Financial Officer

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