-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EKOIH24LzH6aXVeAdzIptkroBaLLN72fgAHkT3QMIBF+6KxZ5luxxqX3ihcORCqN o4vDiOrrZ1JoU4Ae1Mpcxw== 0000842295-05-000053.txt : 20050802 0000842295-05-000053.hdr.sgml : 20050802 20050802165234 ACCESSION NUMBER: 0000842295-05-000053 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050802 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050802 DATE AS OF CHANGE: 20050802 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOR MINERALS INTERNATIONAL INC CENTRAL INDEX KEY: 0000842295 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 742081929 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17321 FILM NUMBER: 05992627 BUSINESS ADDRESS: STREET 1: 722 BURLESON CITY: CORPUS CHRISTI STATE: TX ZIP: 78402 BUSINESS PHONE: 3618825175 MAIL ADDRESS: STREET 1: 722 BURLESON CITY: CORPUS CHRISTI STATE: TX ZIP: 78402 FORMER COMPANY: FORMER CONFORMED NAME: HITOX CORPORATION OF AMERICA DATE OF NAME CHANGE: 19920703 8-K 1 q2earnings8k.htm FORM 8-K - PRESS RELEASE Form 8-K, Second Quarter Earnings Release

 UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8‑K

CURRENT REPORT Pursuant

to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported):

August 2, 2005

TOR Minerals International, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

0-17321

74-2081929

(Commission File Number)

(IRS Employer Identification No.)

 

 

722 Burleson Street
Corpus Christi, Texas


78402

(Address of Principal Executive Offices)

(Zip Code)

(361) 883-5591

(Registrant's Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

___

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

___

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

___

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

___

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

1



ITEM 2.02             RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

 

On August 2, 2005, TOR Minerals International, Inc., or the Company, issued a press release announcing the financial results for the quarter ended June 30, 2005.  A copy of the press release relating to this Item 2.02 is furnished as Exhibit 99.1 to this Current Report on Form 8-K.  A copy of the press release is also available on its website at www.torminerals.com, under the News tab.

The information in this Current Report on Form 8-K, including the exhibits, is provided under Item 2.02 of Form 8-K and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section. Furthermore, the information in this Current Report on Form 8-K, including the exhibits, shall not be deemed to be incorporated by reference into the filings of the registrant under the Securities Act of 1933 regardless of any general incorporation language in such filings.

 

ITEM 9.01             FINANCIAL STATEMENTS AND EXHIBITS

(a)

Financial Statements of Businesses Acquired.
Not applicable.

(b)

Pro Forma Financial Information.
Not applicable.

(c)

Exhibits.

The following exhibit is furnished in accordance with the provisions of Item 601 of Regulation S-B:

Exhibit

Number                                  Description

 99.1                Press Release, dated August 2, 2005, announcing the financial results for the quarter ended June 30, 2005.

 

 

2



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 hereunto duly authorized.

TOR MINERALS INTERNATIONAL, INC.
_____________________
(Registrant)

Date:  August 2, 2005

LAWRENCE W. HAAS

Lawrence W. Haas
Treasurer and CFO

3



EXHIBIT INDEX

Exhibit No.

Description

 

99.1

Press Release, dated August 2, 2005, announcing the financial results for the quarter ended June 30, 2005

4


EX-99 2 exhibit99.htm EXHIBIT 99.1 Exhibit 99

 Exhibit 99.1

 

 

TOR Minerals Announces Second Quarter 2005 Financial Results

 

CORPUS CHRISTI, Texas, August 2, 2005 -- TOR Minerals International (Nasdaq: TORM) producer of natural titanium dioxide pigments and specialty aluminas today announced its financial results for the quarter ended June 30, 2005.  The Company reported net income of $331,000, or $0.04 per fully diluted share, on net sales of $8,938,000.  This compares with net income of $190,000, or $0.02 per fully diluted share, on net sales of $6,386,000 for the quarter ended June 30, 2004.

For the six month period ended June 30, 2005, the company posted net income of $786,000, or $0.09 per fully diluted share, versus net income of $431,000, or $0.05 per fully diluted share, during the first half of 2004.  Sales for the six month period ending June 30, 2005 were $16,077,000 versus $12,390,000 posted during the same period in 2004. 

As previously announced, mechanical difficulties at the Company’s Netherlands facility have been resolved and full manufacturing capacity has been available since late July.   “While our second quarter financial results were significantly impacted by the partial shutdown of our operations in the Netherlands, customer demand for our specialty alumina products has not been affected and we are optimistic about the growth prospects of our alumina product lines,” said Richard Bowers, President and CEO.

The Company’s HITOX® business performed very well during the quarter with volume, pricing and costs all being favorable. 

TOR Minerals will host a conference call at 4 p.m. Central Time on August 2nd to further discuss Second Quarter results. The call will be simultaneously webcast, and can be accessed on the company's homepage at www.torminerals.com.  

Based in Corpus Christi, Texas, TOR Minerals is an international manufacturer of specialty mineral products for high performance applications with plants and regional offices located in the United States, Netherlands and Malaysia.

This statement provides forward-looking information as that term is defined in the Private Securities Litigation Reform Act of 1995, and, therefore, is subject to certain risks and uncertainties.  There can be no assurance that the actual results, business conditions, business developments, losses and contingencies and local and foreign factors will not differ materially from those suggested in the forward-looking statements as a result of various factors, including market conditions, general economic conditions, including the risks of a general business slow down or recession, the increasing cost of energy, raw materials and labor, competition, advances in technology, changes in foreign currency rates, freight price increase, commodity price increases, delays in delivery of required equipment and other factors.

Contact for Further Information:

David Mossberg

Beacon Street Group, LLC

(817) 310-0051

Tables Follow

1



TOR Minerals International, Inc.

Condensed Consolidated Balance Sheets

(in thousands, except per share amounts)

 

June 30,

 

December 31,

 

 

2005

 

2004

 

(Unaudited)

 

 

ASSETS

Current Assets

 $

12,345 

 $

12,446 

Property, plant and equipment, net

19,763 

18,988 

Goodwill, net

1,767 

1,981 

Other assets

18 

219 

Total Assets

 $

33,893 

 $

33,634 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities

 $

6,136 

 $

6,911 

Long-term debt, excluding current maturities

4,595 

3,731 

Deferred tax liability

445 

279 

Total Liabilities

11,176 

10,921 

Shareholders' equity

22,717 

22,713 

Total Liabilities & Shareholders' Equity

 $

33,893 

 $

33,634 

2



TOR Minerals International, Inc.

 

Condensed Consolidated Income Statements

 

(Unaudited)

 

(in thousands, except per share amounts)

 

Three Months Ended

Six Months Ended

 

June 30,

 

June 30,

 

 

2005

 

2004

 

2005

 

2004

NET SALES

 $

8,938 

 $

6,386 

 $

16,077 

 $

12,390 

Cost of sales

6,999 

4,748 

12,363 

9,233 

GROSS MARGIN

 

1,939 

 

1,638 

 

3,714 

 

3,157 

Technical services and research and development

100 

100 

208 

207 

General, administrative and selling expenses

1,299 

1,227 

2,319 

2,323 

OPERATING INCOME

 

540 

 

311 

 

1,187 

 

627 

OTHER INCOME (EXPENSE):

Interest expense, net

(88)

(60)

(176)

(77)

Other, net

(31)

(29)

(28)

(33)

INCOME BEFORE INCOME TAX

 

421 

 

222 

 

983 

 

517 

Income tax expense

90 

32 

197 

86 

NET INCOME

 $

331 

 $

190 

 $

786 

 $

431 

Preferred Stock Dividends

15 

15 

30 

26 

Income Available to Common Shareholders

 $

316 

 $

175 

 $

756 

 $

405 

Income per common shareholder:

Basic

 $

0.04 

 $

0.02 

 $

0.10 

 $

0.05 

Diluted

 $

0.04 

 $

0.02 

 $

0.09 

 $

0.05 

Weighted average common shares
and equivalents outstanding

Basic

7,808 

7,777 

7,802 

7,688 

Diluted

8,134 

8,039 

8,127 

7,993 

3


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