-----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, BzAgAIwhY0lkBk6hhr7wwNk0+5mw1zKGPjc1bK2JKlvLM/++LkUZ9KIrIP8gD4YL G8ukhubgfEv0AkUr6m7JJg== 0000842295-05-000067.txt : 20051024 0000842295-05-000067.hdr.sgml : 20051024 20051024165924 ACCESSION NUMBER: 0000842295-05-000067 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051024 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051024 DATE AS OF CHANGE: 20051024 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: 051152597 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 earnings8koct24.htm OCTOBER 24, 2005 PRESS RELEASE October 24, 2005 Press 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):

October 24, 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 October 24, 2005, TOR Minerals International, Inc., or the Company, issued a press release announcing that the third quarter results for 2005 are expected to be a loss of ($0.04) to ($0.05) per share.  This loss is greater than the near breakeven level, which was previously announced.

The disruption of operations at the Company's Corpus Christi plant during the third quarter related to Hurricanes Katrina and Rita and other factors had a greater impact on third quarter results than the Company had originally anticipated. These disruptions included a delay in receiving raw materials due to Hurricane Katrina and a five-day suspension of manufacturing activities due to Hurricane Rita.  In addition, other factors, including a higher effective consolidated tax rate and inventory adjustments, contributed to the loss in third quarter 2005.

The Company will issue a news release announcing third quarter 2005 results and host a conference call to discuss the results after the close of trading on Tuesday, November 1, 2005.  Details of the conference call will be released prior to the earnings announcement.

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 the Company’s website at www.torminerals.com, under the News tab.

ITEM 9.01             FINANCIAL STATEMENTS AND EXHIBITS

(a)

Financial Statements of Businesses Acquired.
Not applicable.

(b)

Pro Forma Financial Information.
Not applicable.

(c)

Shell company transactions.
Not applicable

(d)

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 October 24, 2005, announcing that the financial results for the quarter ended September 30, 2005 are expected to be a loss of ($0.04) to ($0.05) per share.

This Current Report on Form 8-K is furnished to the Commission under Item 2.02, Results of Operations and Financial Condition.  Pursuant to General Instruction B(2) of Form 8-K, this Current Report on Form 8-K is not deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 and is not subject to the liabilities of that section.  Additionally, the exhibit to this Current Report on Form 8-K is deemed to be “furnished,” and not “filed,” under Item 9.01, Financial Statements and Exhibits.  Furthermore, the information in this Current Report on Form 8-K, including the exhibit, shall not be deemed to be incorporated by reference into the Company’s filings under the Securities Act of 1933 or the Securities Exchange Act 1934 regardless of any general incorporation language in those filings.

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:  October 24, 2005

/s/ LAWRENCE W. HAAS

Lawrence W. Haas
Treasurer and CFO

3



EXHIBIT INDEX

Exhibit No.

Description

 

99.1

Press Release, dated October 24, 2005, announcing that the financial results for the quarter ended September 30, 2005 are expected to be a loss of ($0.04) to ($0.05) per share.

4


EX-99 2 exhibit99.htm EXHIBIT 99.1 Exhibit 99

 

 

Exhibit 99.1

TOR Minerals Provides Update on Third Quarter Earnings

CORPUS CHRISTI, TEXAS, October 24, 2005 -- TOR Minerals International (Nasdaq: TORM), producer of natural titanium dioxide pigments and specialty aluminas, today announced that third quarter results for 2005 are expected to be a loss of ($0.04) to ($0.05) per share.  This loss is greater than the near breakeven level, which was previously announced. 

The disruption of operations at the company’s Corpus Christi plant during the third quarter related to Hurricanes Katrina and Rita and other factors had a greater impact on third quarter results than the company had originally anticipated. These disruptions included a delay in receiving raw materials due to Hurricane Katrina and a five-day suspension of manufacturing activities due to Hurricane Rita.  In addition, other factors including a higher effective consolidated tax rate and inventory adjustments contributed to the loss in third quarter 2005.

TOR Minerals will issue a news release announcing third quarter 2005 results and host a conference call to discuss the results after the close of trading on Tuesday, November 1, 2005.  Details of the conference call will be released prior to the earnings announcement.  

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


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