10-Q 1 l90989ae10-q.htm MYERS INDUSTRIES, INC. FORM 10-Q/PER END 9-30-01 Myers Industries, Inc. Form 10-Q/Per end 9-30-01
TABLE OF CONTENTS

PART 1 — FINANCIAL INFORMATION
MYERS INDUSTRIES, INC.
PART I — FINANCIAL INFORMATION
MYERS INDUSTRIES, INC.
NOTES TO FINANCIAL STATEMENTS
PART I — FINANCIAL INFORMATION
MYERS INDUSTRIES, INC.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
PART II — OTHER INFORMATION
MYERS INDUSTRIES, INC.
SIGNATURE
Exhibit 10(o)
Exhibit 21


Table of Contents

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-Q

       
(Mark One)
 
/X/   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended       September 30, 2001      
 
    or
 
/  /   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        I-8524       

MYERS INDUSTRIES, INC.

(Exact name of registrant as specified in its charter)
     
OHIO   #34-0778636

 
(State or other jurisdiction of
incorporation or organization)
  (I.R.S. Employer
Identification No.)
 
1293 SOUTH MAIN STREET, AKRON, OHIO   44301

 
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code       (330) 253-5592      

     Indicate 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            .

Applicable Only to Issuers Involved in Bankruptcy
Proceedings During the Preceding Five Years

     Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.
Yes     X    .   No            .

     As of October 31, 2001, the number of shares outstanding of the issuer’s Common Stock was:

23,846,878
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Table of Contents

PART 1 — FINANCIAL INFORMATION
MYERS INDUSTRIES, INC.

CONDENSED STATEMENT OF CONSOLIDATED FINANCIAL POSITION
AS OF SEPTEMBER 30, 2001 AND DECEMBER 31, 2000

                       
          September 30,   December 31,
          2001   2000
         
 
ASSETS
               
CURRENT ASSETS
               
 
Cash and temporary cash investments
  $ 5,989,019     $ 2,177,983  
 
Accounts receivable-less allowances of $3,623,000 and $3,644,000, respectively
    107,729,359       125,921,325  
 
Inventories
               
     
Finished and in-process products
    58,115,748       66,143,998  
     
Raw materials and supplies
    21,340,720       22,660,460  
 
   
     
 
 
    79,456,468       88,804,458  
 
Prepaid expenses
    1,618,959       2,403,487  
 
   
     
 
   
Total Current Assets
    194,793,805       219,307,253  
 
               
OTHER ASSETS
               
 
Excess of cost over fair value of net assets of companies acquired
    192,001,820       194,205,707  
 
Patents and other intangible assets
    2,974,184       2,955,593  
 
Other
    4,616,990       4,130,671  
 
   
     
 
 
    199,592,994       201,291,971  
 
               
PROPERTY, PLANT & EQUIPMENT, AT COST
               
 
Land
    7,372,758       7,365,005  
 
Buildings and leasehold improvements
    74,188,626       72,727,170  
 
Machinery and equipment
    278,676,507       266,506,306  
 
   
     
 
 
    360,237,891       346,598,481  
 
Less allowances for depreciation and amortization
    166,557,349       145,093,735  
 
   
     
 
 
    193,680,542       201,504,746  
 
   
     
 
 
  $ 588,067,341     $ 622,103,970  
 
   
     
 

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Table of Contents

PART I — FINANCIAL INFORMATION
MYERS INDUSTRIES, INC.

CONDENSED STATEMENT OF CONSOLIDATED FINANCIAL POSITION
AS OF SEPTEMBER 30, 2001 AND DECEMBER 31, 2000

                     
        September 30,   December 31,
        2001   2000
       
 
LIABILITIES AND SHAREHOLDERS’ EQUITY
               
CURRENT LIABILITIES
               
 
Accounts payable
  $ 36,380,421     $ 49,964,169  
 
Accrued expenses
               
   
Employee compensation
    24,582,315       25,516,152  
   
Taxes, other than income taxes
    2,627,619       2,481,602  
   
Income taxes
    503,789       51,814  
   
Other
    15,044,085       18,983,492  
 
Current portion of long-term debt
    17,345,765       15,893,001  
 
   
     
 
   
TOTAL CURRENT LIABILITIES
    96,483,994       112,890,230  
LONG-TERM DEBT, less current portion
    261,577,625       284,273,097  
DEFERRED INCOME TAXES
    10,973,000       11,037,935  
SHAREHOLDERS’ EQUITY
               
 
Serial Preferred Shares (authorized 1,000,000)
    0       0  
 
Common Shares, without par value (authorized 60,000,000 shares; outstanding 23,818,828 and 23,749,013, respectively)
    14,486,199       13,234,830  
 
Additional paid-in capital
    217,263,246       189,779,843  
 
Accumulated other comprehensive income
    (31,654,918 )     (27,149,716 )
 
Retained income
    18,938,195       38,037,751  
 
   
     
 
 
    219,032,722       213,902,708  
 
   
     
 
 
  $ 588,067,341     $ 622,103,970  
 
   
     
 

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Table of Contents

PART I — FINANCIAL INFORMATION
MYERS INDUSTRIES, INC.

CONDENSED STATEMENT OF CONSOLIDATED INCOME

                                     
        FOR THE THREE   FOR THE NINE
        MONTHS ENDED   MONTHS ENDED
       
 
        Sept. 30,   Sept. 30,   Sept. 30,   Sept. 30,
        2001   2000   2001   2000
       
 
 
 
Net sales
  $ 141,446,944     $ 153,547,329     $ 459,444,809     $ 481,368,864  
Costs of Sales
    95,476,662       105,731,685       304,292,445       319,464,820  
 
   
     
     
     
 
   
Gross Profit
    45,970,282       47,815,644       155,152,364       161,904,044  
Operating Expenses
    38,280,216       36,830,601       117,420,535       111,765,543  
 
   
     
     
     
 
   
Operating Income
    7,690,066       10,985,043       37,731,829       50,138,501  
Interest Expense
    4,426,271       5,580,634       15,012,964       16,477,357  
 
   
     
     
     
 
Income Before Income Taxes
    3,263,795       5,404,409       22,718,865       33,661,144  
Income Taxes
    1,573,000       2,255,000       9,860,000       14,121,000  
 
   
     
     
     
 
 
Net Income
  $ 1,690,795     $ 3,149,409     $ 12,858,865     $ 19,540,144  
 
   
     
     
     
 
Net income per Common Share*
  $ .07     $ .13     $ .54     $ .82  
Dividends per Common Share*
  $ .06     $ .055     $ .17     $ .15  
Weighted average number of Common Shares outstanding*
    23,816,566       23,745,197       23,788,242       23,897,048  

*Adjusted for a ten percent stock dividend in August, 2001.

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Table of Contents

PART I — FINANCIAL INFORMATION
MYERS INDUSTRIES, INC.

STATEMENTS OF CONSOLIDATED CASH FLOWS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000

                         
            September 30,   September 30,
            2001   2000
           
 
CASH FLOWS FROM OPERATING ACTIVITIES
               
     
Net income
  $ 12,858,865     $ 19,540,144  
     
Items not affecting use of cash
               
       
Depreciation
    25,571,303       25,955,460  
       
Amortization of excess of cost over fair value of net assets of companies acquired
    6,918,001       6,495,338  
       
Amortization of other intangible assets
    703,830       583,084  
     
Cash flow provided by (used for) working capital
               
       
Accounts receivable
    16,608,058       (6,681,771 )
       
Inventories
    8,611,798       (6,147,712 )
       
Prepaid expenses
    755,890       4,071,817  
       
Accounts payable and accrued expenses
    (16,917,199 )     (81,255 )
 
   
     
 
     
Net cash provided by operating activities
    55,110,546       43,735,105  
 
CASH FLOWS FROM INVESTING ACTIVITIES
               
     
Acquisition of business, net of cash acquired
    (7,480,000 )     (404,137 )
     
Additions to property, plant and equipment, net
    (19,785,652 )     (22,686,658 )
     
Other
    (1,100,502 )     (946,660 )
 
   
     
 
     
Net cash used for investing activities
    (28,366,154 )     (24,037,455 )
 
CASH FLOWS FROM FINANCING ACTIVITIES
               
     
Long-term debt repayment
    (9,000,000 )     (6,000,000 )
     
Net borrowing (repayment) of credit facility
    (10,725,372 )     (203,631 )
     
Cash dividends paid
    (4,024,008 )     (3,674,475 )
     
Proceeds from issuance of common stock
    816,024       631,589  
     
Repurchase of common stock
    0       (5,531,498 )
 
   
     
 
   
Net cash used for financing activities
    (22,933,356 )     (14,778,015 )
 
   
     
 
 
INCREASE IN CASH AND TEMPORARY CASH INVESTMENTS
    3,811,036       4,919,635  
 
CASH AND TEMPORARY CASH INVESTMENTS JANUARY 1
    2,177,983       1,094,300  
 
   
     
 
 
CASH AND TEMPORARY CASH INVESTMENTS SEPTEMBER 30
  $ 5,989,019     $ 6,013,935  
 
   
     
 

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Table of Contents

PART I — FINANCIAL INFORMATION

MYERS INDUSTRIES, INC.

STATEMENT OF SHAREHOLDERS’ EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001

                                         
                            Accumulative        
                    Additional   Other        
    Comprehensive   Common   Paid-In   Comprehensive   Retained
    Income   Stock   Capital   Income   Income
   
 
 
 
 
December 31, 2000
          $ 13,234,830     $ 189,779,843       ($27,149,716 )   $ 38,037,751  
Net Income
  $ 12,858,865                               12,858,865  
Foreign Currency Translation Adjustment
    (4,505,202 )                     (4,505,202 )        
 
   
                                 
Comprehensive Income
  $ 8,353,663                                  
 
   
                                 
Common Stock Issued
            39,392       776,632                  
10% Stock Dividend
            1,211,977       26,706,771             (27,934,413 )
Dividends
                                    (4,024,008 )
 
           
September 30, 2001
          $ 14,486,199     $ 217,263,246       ($31,654,918 )   $ 18,938,195  
 
           

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Table of Contents

PART I — FINANCIAL INFORMATION

MYERS INDUSTRIES, INC.

NOTES TO FINANCIAL STATEMENTS

(1) Statement of Accounting Policy

     The accompanying financial statements include the accounts of Myers Industries, Inc. and subsidiaries (Company), and have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures are adequate to make the information not misleading. It is suggested that these financial statements be read in con-junction with the financial statements and notes thereto included in the Company’s latest annual report on Form 10-K.

     In the opinion of the Company, the accompanying financial statements contain all adjustments (consisting of only normal recurring accruals) necessary to present fairly the financial position as of September 30, 2001, and the results of operations and cash flows for the nine months ended September 30, 2001 and 2000. Certain amounts in the fiscal 2000 financial statements have been reclassified in order to conform with the fiscal year 2001 presentation.

(2) Supplemental Disclosure of Cash Flow Information

     The Company made cash payments for interest expense of $4,405,000 and $5,846,000 for the three months ended September 30, 2001 and 2000, respectively. Cash payments for interest totaled $15,066,000 and $16,005,000 for the nine months ended September 30, 2001 and 2000. Cash payments for income taxes totaled $1,002,000 and $4,365,000 for the three months ended September 30, 2001 and 2000. Cash payments for income taxes were $9,629,000 and $14,938,000 for the nine months ended September 30, 2001 and 2000.

(3) Segment Information

     The Company’s business units have separate management teams and offer different products and services. Using the criteria of FASB No. 131, these business units have been aggregated into two reportable segments; Distribution of after-market repair products and services and Manufacturing of polymer products. The aggregation of business units is based on management by the chief operating decision maker for the segment as well as similarities of production processes, distribution methods and economic characteristics (e.g. average gross margin and the impact of economic conditions on long-term financial performance).

     The Company’s Distribution segment is engaged in the distribution of equipment, tools and supplies used for tire servicing and automotive underbody repair. The Distribution segment operates domestically through 42 branches located in major cities throughout the United States and in foreign countries through export and businesses in which the Company holds an equity interest.

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Table of Contents

PART I — FINANCIAL INFORMATION

MYERS INDUSTRIES, INC.

NOTES TO FINANCIAL STATEMENTS

(3) Segment Information (Con’t)

     The Company’s manufacturing segment designs, manufactures and markets a variety of polymer based plastic and rubber products. These products are manufactured primarily through the molding process in facilities throughout the United States and Europe.

     Sales to external customers for manufactured plastic products were $90.1 million for the quarter and $312.1 million for the nine months ended September 30, 2001 while sales of rubber products were $11.2 million and $35.6 million for the quarter and year to date periods, respectively. In the prior year, sales of plastic products to external customers were $99.4 million for the quarter and $324.5 million for the nine months ended September 30, 2000 while sales of rubber products were $12.4 million for the quarter and $40.6 million for the quarter and year-to-date periods, respectively.

     Operating income for each segment is based on net sales less cost of products sold, and the related selling, administrative and general expenses. In computing segment operating income general corporate overhead expenses and interest expenses are not included.

                                       
          Three Months Ended   Nine Months Ended
          September 30,   September 30,
 
 
(In Thousands)   2001   2000   2001   2000

 
 
 
 
Net Sales
   
Distribution of aftermarket repair products and services
  $ 40,172     $ 41,737     $ 111,729     $ 116,267  
   
Manufacturing of polymer products
104,887       115,311       357,686       375,288  
   
Intra-segment elimination
    (3,612 )     (3,501 )     (9,970 )     (10,186 )
 
   
     
     
     
 
 
  $ 141,447     $ 153,547     $ 459,445     $ 481,369  
 
   
     
     
     
 
Income Before Income Taxes
                               
 
Distribution of aftermarket repair products and services
  $ 4,577     $ 4,276     $ 10,939     $ 10,726  
 
Manufacturing of polymer products
5,915       9,152       35,051       46,909  
 
Corporate
  (2,802       (2,443 )     (8,258 )     (7,497 )
 
Interest expense — net
    (4,426 )     (5,581 )     (15,013 )     (16,477 )
 
   
     
     
     
 
 
  $ 3,264     $ 5,404     $ 22,719     $ 33,661  
 
   
     
     
     
 

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Table of Contents

PART I — FINANCIAL INFORMATION

MYERS INDUSTRIES, INC.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

     Net sales for the quarter ended September 30, 2001 were $141.4 million, a decrease of 8 percent from the $153.5 million reported in 2000. The Company experienced declines in both of its business segments. Distribution segment sales were down $1.6 million or 4 percent reflecting lower volume, particularly for capital equipment. Sales in the Manufacturing segment decreased $10.4 million or 9 percent as general economic conditions resulted in weak demand in most of the Company’s markets. Within the Manufacturing segment, sales of plastic products were down 9 percent for the quarter while sales of rubber products were 6 percent lower than the prior year period. There was no material impact on sales for the quarter as a result of foreign currency changes on sales of the Company’s foreign businesses.

     For the nine months ended September 30, 2001, net sales were $459.4 million, a decrease of $21.9 million or 5 percent compared with the prior year. On a segment basis, sales in the Distribution segment were down 4 percent reflecting lower unit volumes while sales in the Manufacturing segment decreased 5 percent based on lower volume which offset the contribution of acquired companies not included in the prior year. Excluding the impact from these acquisitions, total sales would have decreased 7 percent and Manufacturing segment sales would have declined 8 percent. Within the Manufacturing segment, excluding the impact of acquired companies, sales of plastic products were down 8 percent for the nine months ended September 30, 2001, while sales of rubber products declined 10 percent compared with the prior year period.

     Cost of sales decreased 10 percent for the quarter ended September 30, 2001 and gross profit, expressed as a percentage of sales, improved to 32.5 percent from 31.1 percent in the prior year. In the Distribution segment, margins improved slightly based on a continuing shift in sales mix to consumable supplies compared to lower margin capital equipment. In the Manufacturing segment, margins also improved slightly as raw material costs declined sharply during the quarter which offset the decreased absorption of fixed manufacturing costs resulting from lower production levels.

     For the nine months ended September 30, 2001, cost of sales decreased 5 percent and gross profit, expressed as a percentage of sales was essentially unchanged at 33.8 percent compared with 33.6 percent in the prior year. On a segment basis, Distribution margins improved slightly reflecting a shift in sales mix to higher margin supplies while Manufacturing margins declined slightly as the impact of low demand and the resulting increase in unabsorbed fixed manufacturing expenses offset the benefit of lower raw material costs.

     Total operating expenses increased $1.4 million or 4 percent for the quarter and $5.7 million or 5 percent for the nine months ended September 30, 2001. Expressed as a percentage of sales, operating expenses were 27.1 percent for the quarter and 25.6 percent

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Table of Contents

PART I — FINANCIAL INFORMATION

MYERS INDUSTRIES, INC.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results of Operations (Con’t)

for the nine months ended September 30, 2001, compared with 24.0 percent and 23.2 percent for the same periods in the prior year. The increase in operating expense is primarily due to the impact of acquired companies while the decrease in operating leverage is a result of both the higher costs and reduced sales volume in the current year periods.

     Net interest expense decreased $1.2 million or 21 percent for the quarter and $1.5 million or 9 percent for the nine months ended September 30, 2001 compared with the prior year periods, primarily as a result of lower interest rates.

     The effective income tax rate for the quarter ended September 30, 2001 was 48.2 percent compared with 41.7 percent in the prior year. For the nine months ended September 30, 2001, the effective tax rate was 43.4 percent compared to 42.0 percent in the prior year. These changes reflect the significantly greater impact of non-deductible amortization expense as a result of lower pretax income.

LIQUIDITY AND CAPITAL RESOURCES

     Cash provided by operating activities was $55.1 million for the nine months ended September 30, 2001 compared with $43.7 million for same period in the prior year. Long-term debt was reduced $22.7 million from December 31, 2000 and debt as a percentage of total capitalization was 56 percent at September 30, 2001. Working capital decreased from $106.4 million at December 31, 2001 to $98.3 million at September 30, 2001.

     Capital expenditures for the nine months ended September 30, 2001 were $19.8 million and are anticipated to be in the range of $23 million to $27 million for the full year. Management believes that anticipated cash flows from operations and available credit facilities will be sufficient to meet expected business requirements including capital expenditures, dividends, working capital and debt service.

MARKET RISK AND DERIVATIVE FINANCIAL INSTRUMENTS

     The Company has financing arrangements that require interest payments based on floating interest rates. As such, the company’s financial results are subject to change in the market rate of interest. Our objective in managing the exposure to interest rate changes is to limit the volatility and impact of rate changes on earnings while maintaining the lowest overall borrowing cost. At present, the Company has not entered into any interest rate swaps or other derivative instruments to fix the interest rate on any portion of its financing arrangements with floating rates.

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Table of Contents

PART I — FINANCIAL INFORMATION

MYERS INDUSTRIES, INC.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Market Risk and Derivative Financial Instruments (Con’t)

     Some of the Company’s subsidiaries operate in foreign countries and, as such, their financial results are subject to the variability that arises from exchange rate movements. The Company believes that foreign currency exchange rate fluctuations do not represent a significant market risk due to the nature of the foreign countries in which we operate, primarily Canada and Western Europe, as well as the size of those operations relative to the total Company.

     The Company uses certain commodities, primarily plastic resins, in its manufacturing processes. As such, the cost of operations is subject to fluctuation as the market for these commodities changes. The Company monitors this risk but currently has no derivative contracts to hedge this risk, however, the Company also has no significant purchase obligations to purchase fixed quantities of such commodities in future priods.

ACCOUNTING STANDARDS FOR BUSINESS COMBINATIONS AND GOODWILL

     The Financial Accounting Standards Boards recently issued Statement of Financial Accounting Standard No. 141 (SFAS 141), “Business Combinations” and SFAS 142, “Goodwill and Other Intangible Assets.” The statements are effective for the Company on January 1, 2002. These statements will result in modifications relative to the Company’s accounting for goodwill and other intangible assets. Specifically, the Company will cease goodwill and certain intangible asset amortization beginning January 1, 2002. Upon adopting the new standards and cessation of amortization for goodwill, the Company anticipates increases in annual income before taxes of $9.2 million and earnings per share of approximately $.30 per share. Additionally, intangible assets, including goodwill, will be subject to new impairment testing criteria. Other than the impact of earnings of intangible asset amortization, the Company has not had ample time to evaluate the impact of adoption on the Company’s financial statements, including the possible impairment of goodwill recorded on the current balance sheet.

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Table of Contents

PART II — OTHER INFORMATION

MYERS INDUSTRIES, INC.

     
Item 6.   Exhibits and Reports on Form 8-K
 
    (a) Exhibits

14. (A)(3) Exhibits

     
3(a)   MYERS INDUSTRIES, INC. AMENDED AND RESTATED ARTICLES OF INCORPORATION. Reference is made to Exhibit (3)(a) to Form 10-Q filed with the Commission on May 17, 1999.
 
3(b)   MYERS INDUSTRIES, INC. AMENDED AND RESTATED CODE OF REGULATIONS. Reference is made to Exhibit (3)(ii) to Form10-Q filed with the Commission on May 14, 1997.
 
10(a)   MYERS INDUSTRIES, INC. AMENDED AND RESTATED EMPLOYEE STOCK PURCHASE PLAN. Reference is made to Exhibit 10(a) to Form 10-K filed with the Commission on March 30, 2001.
 
10(b)   FORM OF INDEMNIFICATION AGREEMENT FOR DIRECTORS AND OFFICERS.*Reference is made to Exhibit 10(b) to Form 10-K filed with the Commission on March 30, 2001.
 
10(c)   MYERS INDUSTRIES, INC. AMENDED AND RESTATED 1992 STOCK OPTION PLAN. *Reference is made to Exhibit 10(c) to Form 10-K filed with the Commission on March 30, 2001.
 
10(d)   MYERS INDUSTRIES, INC. AMENDED AND RESTATED DIVIDEND REINVESTMENT AND STOCK PURCHASE PLAN. Reference is made to Exhibit 10(d) to Form 10-K filed with the Commission on March 30, 2001.
 
10(e)   MYERS INDUSTRIES, INC. 1997 INCENTIVE STOCK PLAN. Reference is made to Exhibit 10.2 to Form S-8 (Registration Statement No. 333-90367) filed with the Commission on November 5, 1999.*
 
10(f)   MYERS INDUSTRIES, INC. 1999 INCENTIVE STOCK PLAN. Reference is made to Exhibit 10.1 to Form S-8 (Registration Statement No. 333-90367) filed with the Commission on November 5, 1999.*
 
10(g)   MILTON I. WISKIND SUPPLEMENTAL COMPENSATION AGREEMENT. Reference is made to Exhibit 10 to Form 10-Q filed with the Commission on May 14, 1997.*
 
10(h)   MYERS INDUSTRIES, INC. EXECUTIVE SUPPLEMENTAL RETIREMENT PLAN. Reference is made to Exhibit 10(h) to Form 10-K filed with the Commission on March 26, 1998.*
 
10(i)   LOAN AGREEMENT BETWEEN MYERS INDUSTRIES, INC. AND BANC ONE, MICHIGAN, AGENT (F/K/A NBD BANK) DATED AS OF FEBRUARY 3, 1999. Reference is made to Exhibit 10(b) to Form 8-K filed with the Commission on February 19,1999.
 
10(j)   FIRST AMENDMENT TO LOAN AGREEMENT AMONG MYERS INDUSTRIES, INC., THE FOREIGN SUBSIDIARY BORROWERS AND BANK ONE, MICHIGAN, AS AGENT FOR THE LENDERS, DATED AS OF AUGUST 2, 1999. Reference is made to Exhibit 10(b) to Form 8-K filed with the Commission on August 13,1999.
 
10(k)   ANNEX 1 TO FIRST AMENDMENT LOAN AGREEMENT, BEING THE LOAN AGREEMENT, AS AMENDED, AMONG MYERS INDUSTRIES, INC., THE FOREIGN SUBSIDIARY BORROWERS AND BANK ONE, MICHIGAN, AS AGENT FOR THE LENDERS, DATED AS OF AUGUST 2, 1999. Reference is made to Exhibit 10(c) to Form 8-K filed with the Commission on August 13,1999.
 
10(l)   SECOND AMENDMENT TO LOAN AGREEMENT AMONG MYERS INDUSTRIES, INC., THE FOREIGN SUBSIDIARY BORROWERS AND BANK ONE, MICHIGAN, AS AGENT FOR THE LENDERS, DATED AS OF AUGUST 2, 2000. Reference is made to Exhibit 10(l) to Form 10-K filed with the Commission on March 30, 2001.
 
10(m)   THIRD AMENDMENT TO LOAN AGREEMENT AMONG MYERS INDUSTRIES, INC., THE FOREIGN SUBSIDIARY BORROWERS AND BANK ONE, MICHIGAN, AS AGENT FOR THE LENDERS, DATED AS OF OCTOBER 6, 2000. Reference is made to Exhibit 10(m) to Form 10-K filed with the Commission on March 30, 2001.
 
10(n)   FOURTH AMENDMENT TO LOAN AGREEMENT AMONG MYERS INDUSTRIES, INC., THE FOREIGN SUBSIDIARY BORROWERS AND BANK ONE, MICHIGAN, AS AGENT FOR THE LENDERS, DATED AS OF DECEMBER 31, 2000. Reference is made to Exhibit 10(n) to Form 10-K filed with the Commission on March 30, 2001.
 
10(o)   FIFTH AMENDMENT TO LOAN AGREEMENT AMONG MYERS INDUSTRIES, INC., THE FOREIGN SUBSIDIARY BORROWERS AND BANK ONE, MICHIGAN, AS AGENT FOR THE LENDERS, DATED AS OF AUGUST 7, 2001.
 
21   Subsidiaries of the Registrant

*   Indicates executive compensation plan or arrangement.

14.(B) REPORTS ON FORM 8-K. None

14.(C) EXHIBITS. See subparagraph 14(A)(3) above.

     
    (b) Form 8-K
 
          No Reports on Form 8-K were filed during the quarter.

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Table of Contents

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

     
MYERS INDUSTRIES, INC.    
 
11/13/01

Date
  By: \s\ Gregory J. Stodnick

Gregory J. Stodnick
Vice President-Finance
Financial Officer (Duly Authorized
Officer and Principal Financial
and Accounting Officer)

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