-----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, QBXBh5FvqrugfsmcM/UvoB2mwtAjoxfPr0ARUnIMnTGxKk7fpXwTUVrtuq8+T0pm 6evgM1z/zALiCLUBfgXm2A== 0000842295-06-000089.txt : 20061108 0000842295-06-000089.hdr.sgml : 20061108 20061108115332 ACCESSION NUMBER: 0000842295-06-000089 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061107 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061108 DATE AS OF CHANGE: 20061108 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: 061196227 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 x8kq3earnings.htm FORM 8-K, THIRD QUARTER EARNINGS RELEASE Form 8-K, Third 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):

November 7, 2006

TOR Minerals International, Inc.
(Exact Name of Registrant as Specified in Its Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

0-17321
(Commission File Number)

74-2081929
(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.

TOR Minerals International, Inc. (the “Company”) (Nasdaq: TORM), producer of natural titanium dioxide pigments and specialty aluminas, today announced its financial results for the third quarter ended September 30, 2006.  The company reported net income available to common shareholders of $1,000 or $0.00 per fully diluted share, on net sales of $6,998,000.  This compares with a net loss available to common shareholders of ($331,000), or ($0.04) per share, on net sales of $6,498,000 for the quarter ended September 30, 2005.

The company continues to focus its efforts on growing revenue, maximizing production efficiencies, and controlling costs.  Despite the loss of a single customer that accounted for 20% of third quarter 2005 revenue, these actions resulted in an 8% increase in revenue, a reduction in SG&A expenses and contributed to breakeven results during the third quarter of 2006.

Third quarter sales of HITOX® worldwide increased 39% and specialty alumina sales in Europe increased by 52% versus the third quarter of 2005.  For the nine months ended September 30, 2006, HITOX sales increased 20% and specialty alumina sales in Europe increased 29% from the same period last year.  “We continue to see strong increases of HITOX sales in Europe and Asia, and recent HITOX sales in Central and South America have ramped.  Also, our leading market share in solid surface fillers in Europe continues to drive sales of our specialty alumina products,” said Dr. Olaf Karasch, CEO of TOR Minerals.  “The value proposition of our products is clear to our customers and our efforts to introduce new and existing products are showing significant traction,”

During the third quarter of 2006, gross margin was 17.7% of sales, an increase of 1.3 percentage points versus the third quarter of 2005, and a sequential decrease of 5.8 percentage points from second quarter 2006.  The sequential decline in gross margins from the second quarter 2006 was largely due to the under absorption of fixed costs, particularly in the company’s Malaysian operations, which were only partially offset by price increases and production efficiencies.

TOR Minerals will host a conference call at 4:00 p.m. Central Time on November 7, 2006 to further discuss third quarter results. The call will be simultaneously Webcast, and can be accessed via the News section on the company's website at www.torminerals.com.

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 exhibit, 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 exhibit, 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.

2



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 transaction
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 November 7, 2006, announcing the financial results for the quarter ended September 30, 2006.

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:  November 8, 2006

/s/ OLAF KARASCH

Olaf Karasch
President and CEO

EXHIBIT INDEX

Exhibit No.

Description 

99.1

Press Release, dated November 7, 2006, announcing the financial results for the quarter ended September 30, 2006.

3


EX-99 2 exhibit99.htm EXHIBIT 99.1, PRESS RELEASE EXHIBIT 99, Press Release

EXHIBIT 99.1

  

TOR Minerals Announces Third Quarter 2006 Financial Results

CORPUS CHRISTI, Texas, November 7, 2006 -- TOR Minerals International (Nasdaq:TORM), producer of natural titanium dioxide pigments and specialty aluminas, today announced its financial results for the third quarter ended September 30, 2006.  The company reported net income available to common shareholders of $1,000 or $0.00 per fully diluted share, on net sales of $6,998,000.  This compares with a net loss available to common shareholders of ($331,000), or ($0.04) per share, on net sales of $6,498,000 for the quarter ended September 30, 2005. 

The company continues to focus its efforts on growing revenue, maximizing production efficiencies, and controlling costs.  Despite the loss of a single customer that accounted for 20% of third quarter 2005 revenue, these actions resulted in an 8% increase in revenue, a reduction in SG&A expenses and contributed to breakeven results during the third quarter of 2006.

Third quarter sales of HITOX® worldwide increased 39% and specialty alumina sales in Europe increased by 52% versus the third quarter of 2005.  For the nine months ended September 30, 2006, HITOX sales increased 20% and specialty alumina sales in Europe increased 29% from the same period last year.  “We continue to see strong increases of HITOX sales in Europe and Asia, and recent HITOX sales in Central and South America have ramped.  Also, our leading market share in solid surface fillers in Europe continues to drive sales of our specialty alumina products,” said Dr. Olaf Karasch, CEO of TOR Minerals.  “The value proposition of our products is clear to our customers and our efforts to introduce new and existing products are showing significant traction,”

During the third quarter of 2006, gross margin was 17.7% of sales, an increase of 1.3 percentage points versus the third quarter of 2005, and a sequential decrease of 5.8 percentage points from second quarter 2006.  The sequential decline in gross margins was largely due to the under absorption of fixed costs, particularly in the company’s Malaysian operations, which were only partially offset by price increases and production efficiencies. 

“We expect profitability to improve as we continue our efforts to drive revenue growth, improve production efficiencies, and keep a tight control on costs,” said Dr. Karasch.  “In addition to the energy cost savings we are already achieving from the new HITOX production process in Corpus Christi, we have identified more than $0.5 million of additional annual cost savings from improving production efficiencies across all of our operations that we hope to achieve.” 

TOR Minerals will host a conference call at 4:00 p.m. Central Time on November 7, 2006 to further discuss third quarter results. The call will be simultaneously Webcast, and can be accessed via the News section on the company's website 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, The 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



TOR Minerals International, Inc. and Subsidiaries

Condensed Consolidated Income Statements

(Unaudited)

(In thousands, except per share amounts)

 

 

 

Three Months
Ended September 30,

 

Nine Months
Ended September 30,

 

 

2006

 

2005

 

2006

 

2005

NET SALES

 $

6,998 

 $

6,498 

 $

20,724 

 $

22,584 

Cost of sales

5,760 

5,434 

16,392 

17,797 

GROSS MARGIN

 

1,238 

 

1,064 

 

4,332 

 

4,787 

GROSS MARGIN %

 

18%

 

16%

 

21%

 

21%

Selling, administrative and general

1,075 

1,143 

3,417 

3,658 

OPERATING INCOME

 

163 

 

(79)

 

915 

 

1,129 

OTHER INCOME (EXPENSE):

Interest expense, net

(138)

(103)

(384)

(279)

Loss on foreign currency exchange rate

(23)

(64)

(54)

(113)

INCOME BEFORE INCOME TAX

 

 

(246)

 

477 

 

737 

Income tax expense

(14)

70 

124 

267 

NET INCOME

 $

16 

 $

(316)

 $

353 

 $

470 

Less:  Preferred Stock Dividends

15 

15 

45 

45 

Income Available to Common Shareholders

 $

 $

(331)

 $

308 

 $

425 

 

 

 

 

 

 

 

 

 

Income per common share:

Basic

 $

0.00 

 $

(0.04)

 $

0.04 

 $

0.05 

Diluted

 $

0.00 

 $

(0.04)

 $

0.04 

 $

0.05 

Weighted average common shares outstanding:

Basic

7,837 

7,821 

7,834 

7,808 

Diluted

7,864 

7,821 

7,886 

8,127 



TOR Minerals International, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(In thousands, except per share amounts)

 

September 30,

 

December 31,

 

2006

 

2005

 

 

(Unaudited)

 

 

ASSETS

Current Assets

 $

14,787 

 $

12,725 

Property, plant and equipment, net

19,663 

19,535 

Goodwill, net

1,851 

1,729 

Other assets

57 

46 

Total Assets

 $

36,358 

 $

34,035 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities

 $

5,480 

 $

5,095 

Long-term debt, excluding current maturities

6,154 

5,460 

DEFERRED TAX LIABILITY

659 

528 

Total liabilities

12,293 

11,083 

Shareholder's equity

24,065 

22,952 

Total Liabilities & Shareholders' Equity

 $

36,358 

 $

34,035 


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