-----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, Lamk6hRGJf43QCeEUCoCGzHxtXt4m6k1+h9Nilv2/cI8l+ZRoe2qpB4ds0ndDmFg Xg0DgCDmGCftAmDoy1nOig== 0000842295-09-000031.txt : 20090512 0000842295-09-000031.hdr.sgml : 20090512 20090512162033 ACCESSION NUMBER: 0000842295-09-000031 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090512 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090512 DATE AS OF CHANGE: 20090512 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: 09819102 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 x8kq12009earnings.htm FORM 8K - FIRST QUARTER 2009 EARNINGS RESULTS Form 8K, First Quarter 2009 Earnings Results

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): 
May 12, 2009

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)

722 Burleson Street
Corpus Christi, Texas
(Address of Principal Executive Offices)

74-2081929
(IRS Employer Identification No.)


78402
(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 May 12, 2009, TOR Minerals International, Inc. (the "Company") announced its financial results for the first quarter ended March 31, 2009.  The Company reported a net loss available to common shareholders of ($284,000), or ($0.03) per diluted share, on net sales of $5,703,000 for the quarter ended March 31, 2009.  This compares with a net loss available to common shareholders of ($604,000), or ($0.08) per diluted share, on net sales of $6,746,000 for the quarter ended March 31, 2008.

Net sales decreased 15.5 percent during the first quarter of 2009 primarily due to weakness in paint and plastics end markets and continued reduction of customer's inventory levels.  First quarter HITOX sales decreased 49 percent, keeping pace with the decline experienced during the fourth quarter of 2008.  Partially offsetting the decline in HITOX sales, specialty alumina sales increased 59% during the first quarter.  The Company's first quarter's specialty alumina sales benefited from increased sales to customers in North America.  Other product sales declined 17 percent during the first quarter.

As previously announced, during the first quarter of 2009, TOR Minerals implemented a 20 percent reduction in employee and management salaries, reduced staffing levels and discretionary spending.  Combined with recent operational efficiency improvements and lower freight and energy costs, the Company reduced the net loss available to shareholders. 

Commenting on the results, Dr. Olaf Karasch, Chief Executive Officer said, "Weakness in the worldwide economy and paint and plastics markets continued to affect our top line and plant utilization during the first quarter.  We have taken difficult, but necessary, measures to lower our operating costs to levels that are in line with current revenue run rates and we expect the full effect of these measures to be realized in the coming quarters." 

"Due to the level of uncertainty in the paint and plastics markets, we are preparing our operations to weather an extended period of weak demand in our end markets.  To offset the anticipated weakness in our existing product lines, we continue to make progress introducing new, innovative products that allow our customers to lower their overall bill of materials, and/or production costs while maintaining or exceeding quality standards.  A good example of this is the success with our North American alumina business during the first quarter.  We have introduced several new alumina products to the North American market that have received fast customer acceptance and expect specialty alumina order rates to remain robust throughout 2009." Dr. Karasch continued.

A webcast discussing first quarter 2009 results can be accessed for a period of 30 days via the News section of the TOR Minerals' website at www.torminerals.com.

A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

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 May 12, 2009, announcing the Company's first quarter 2009 earnings results


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:  May 12, 2009


/s/ BARBARA RUSSELL

Barbara Russell
Acting Chief Financial Officer


EXHIBIT INDEX

 

Exhibit No.

Description

99.1

Press Release, dated May 12, 2009, announcing the Company's first quarter 2009 earnings results

3


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

  

EXHIBIT 99.1

 

TOR Minerals Announces First Quarter 2009 Financial Results

CORPUS CHRISTI, Texas, May 12, 2009 - TOR Minerals International (Nasdaq: TORM), producer of synthetic titanium dioxide and color pigments, specialty aluminas, and other high performance mineral fillers, today announced its financial results for the first quarter ended March 31, 2009.  The company reported a net loss available to common shareholders of ($284,000), or ($0.03) per diluted share, on net sales of $5,703,000 for the quarter ended March 31, 2009.  This compares with a net loss available to common shareholders of ($604,000), or ($0.08) per diluted share, on net sales of $6,746,000 for the quarter ended March 31, 2008.

Net sales decreased 15.5 percent during the first quarter of 2009 primarily due to weakness in paint and plastics end markets and continued reduction of customer's inventory levels.  First quarter HITOX sales decreased 49 percent, keeping pace with the decline experienced during the fourth quarter of 2008.  Partially offsetting the decline in HITOX sales, specialty alumina sales increased 59% during the first quarter.  First quarter's specialty alumina sales benefited from increased sales to customers in North America.  Other product sales declined 17 percent during the first quarter.

As previously announced, during the first quarter of 2009, TOR Minerals implemented a 20 percent reduction in employee and management salaries, reduced staffing levels and discretionary spending.  Combined with recent operational efficiency improvements and lower freight and energy costs, the company reduced the net loss available to shareholders. 

Commenting on the results, Dr. Olaf Karasch, Chief Executive Officer said, "Weakness in the worldwide economy and paint and plastics markets continued to affect our top line and plant utilization during the first quarter.  We have taken difficult, but necessary, measures to lower our operating costs to levels that are in line with current revenue run rates and we expect the full effect of these measures to be realized in the coming quarters." 

"Due to the level of uncertainty in the paint and plastics markets, we are preparing our operations to weather an extended period of weak demand in our end markets.  To offset the anticipated weakness in our existing product lines, we continue to make progress introducing new, innovative products that allow our customers to lower their overall bill of materials, and/or production costs while maintaining or exceeding quality standards.  A good example of this is the success with our North American alumina business during the first quarter.  We have introduced several new alumina products to the North American market that have received fast customer acceptance and expect specialty alumina order rates to remain robust throughout 2009." Dr. Karasch continued.

A webcast discussing first quarter 2009 results can be accessed for a period of 30 days via the News section of the TOR Minerals' website at www.torminerals.com.



Headquartered in Corpus Christi, Texas, TOR Minerals is a global manufacturer and marketer of specialty mineral and pigment products for high performance applications with manufacturing 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 present slow down in U.S. construction and the risks of a general business slow down or recession, the increasing cost of energy, raw materials and labor, competition, the receptivity of the markets for our anticipated new products, 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
Three Point Advisors, LLC
(817) 310-0051

Financial Tables Follow



TOR Minerals International, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)
(In thousands, except per share amounts)

 

Three Months
Ended March 31,

 

 

2009

 

2008

NET SALES

 $

5,703 

 $

6,746 

Cost of sales

4,889 

6,086 

GROSS MARGIN

 

814 

 

660 

Technical services and research and development

52 

66 

Selling, general and administrative expenses

1,011 

1,075 

Gain on disposal of assets

(2)

OPERATING LOSS

 

(249)

 

(479)

OTHER INCOME (EXPENSE):

Interest income

Interest expense

(112)

(144)

Gain on foreign currency exchange rate

54 

Other, net

LOSS BEFORE INCOME TAX

 

(303)

 

(620)

Income tax benefit

(34)

(31)

NET LOSS

 $

(269)

 $

(589)

Less:  Preferred Stock Dividends

15 

15 

Loss Available to Common Shareholders

 $

(284)

 $

(604)

 

 

 

 

 

Loss per common share:

Basic

 $

(0.03)

 $

(0.08)

Diluted

 $

(0.03)

 $

(0.08)

Weighted average common shares outstanding:

Basic

9,453 

7,871 

Diluted

9,453 

7,871 



TOR Minerals International, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands, except per share amounts)

 

March 31,

 

December 31,

 

2009

 

2008

 

 

(Unaudited)

 

 

ASSETS

CURRENT ASSETS:

Cash and cash equivalents

 $

351 

 $

191 

Trade accounts receivable, net

2,956 

2,310 

Inventories, net

10,625 

11,839 

Other current assets

895 

444 

TOTAL CURRENT ASSETS

14,827 

14,784 

PROPERTY, PLANT AND EQUIPMENT, net

18,757 

19,515 

OTHER ASSETS

34 

38 

Total Assets

 $

33,618 

 $

34,337 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:

Accounts payable

 $

2,704 

 $

2,268 

Accrued expenses

1,047 

1,611 

Notes payable under lines of credit

2,942 

2,156 

Export credit refinancing facility

1,644 

1,458 

Current deferred tax liability

56 

56 

Current maturities - capital leases

84 

86 

Current maturities of long-term debt - financial institutions

1,451 

1,590 

Total current liabilities

9,928 

9,225 

LONG-TERM DEBT, EXCLUDING CURRENT MATURITIES

Capital leases

113 

141 

Long-term debt - financial institutions

1,682 

1,876 

Deferred tax liability

519 

580 

Total liabilities

12,242 

11,822 

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY:

Series A 6% convertible preferred stock $.01 par value:
authorized, 5,000 shares; 200 shares issued and
outstanding at 3/31/09 and 12/31/08

Common stock $.25 par value:  authorized, 20,000 shares;
9,453 shares issued and outstanding at 3/31/09 and
at 12/31/08, respectively

2,363 

2,363 

Additional paid-in capital

24,551 

24,525 

Accumulated deficit

(7,895)

(7,611)

Accumulated other comprehensive income:

Cumulative translation adjustment

2,355 

3,236 

Total shareholders' equity

21,376 

22,515 

Total Liabilities and Shareholders' Equity

 $

33,618 

 $

34,337 



TOR Minerals International, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(In thousands)

Three Months Ended March 31,

2009

 

2008

CASH FLOWS FROM OPERATING ACTIVITIES:

 

Net loss

$

(269)

$

(589)

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

Depreciation

428 

481 

Stock-based compensation expense

26 

34 

Gain on sale/disposal of property, plant and equipment

(2)

Deferred income taxes

(35)

(6)

Provision for bad debt

Changes in working capital:

Receivables

(487)

(655)

Inventories

912 

1,901 

Other current assets

(462)

(247)

Accounts payable and accrued expenses

(469)

Net cash provided by operating activities

119 

449 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

Additions to property, plant and equipment

(415)

(978)

Proceeds from sales of property, plant and equipment

Net cash used in investing activities

(415)

(975)

CASH FLOWS FROM FINANCING ACTIVITIES:

 

Net proceeds / (payments) from  lines of credit

856 

(345)

Net proceeds from export credit refinancing facility

260 

447 

Net proceeds / (payments) on capital leases

(20)

Proceeds from long-term bank debt

1,973 

Payments on long-term bank debt

(209)

(1,582)

Proceeds from the issuance of common stock
     through exercise of common stock options

12 

Preferred stock dividends paid

(15)

(15)

Net cash provided by financing activities

872 

495 

Effect of exchange rate fluctuations on cash and cash equivalents

(416)

Net change in cash and cash equivalents

160 

(22)

Cash and cash equivalents at beginning of period

191 

376 

Cash and cash equivalents at end of period

$

351 

$

354 

Supplemental cash flow disclosures:

 

Interest paid

$

112 

$

144 


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