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0001003297-16-000702.txt : 20160504 0001003297-16-000702.hdr.sgml : 20160504 20160504160209 ACCESSION NUMBER: 0001003297-16-000702 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160504 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160504 DATE AS OF CHANGE: 20160504 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: 161619237 BUSINESS ADDRESS: STREET 1: 722 BURLESON CITY: CORPUS CHRISTI STATE: TX ZIP: 78402 BUSINESS PHONE: 361-883-5591 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 tor8k.htm Prepared by EDGARX.com


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 4, 2016

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))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On May 4, 2016, TOR Minerals International, Inc. (the “Company”), announced its financial results for the first quarter ended March 31, 2016.

Highlights for the first quarter of 2016 as compared to the first quarter of 2015 include:

1Q16 revenue decreased 5% to $9.6 million
1Q16 net income of $244,000, versus 1Q15 net loss of ($190,000)
1Q16 net income per diluted share of $0.08, versus 1Q15 net loss per diluted share of ($0.06)


Revenue by Product Group (in 000's)		1Q16		1Q15	% Change
Specialty Aluminas	$	4,834	$	4,348	11%
Barium Sulfate and Other Products		2,329		2,469	-6%
TiO2 Pigments		2,409		3,298	-27%
Total	$	9,572	$	10,115	-5%

Net sales decreased five percent during the first quarter of 2016 as compared to the first quarter of 2015, as increased specialty alumina sales were offset by a 27 percent decrease in TiO2 pigment sales and a six percent decrease in barium sulfate and other product sales. The increase in specialty alumina sales, which includes ALUPREM®, HALTEX® and OPTILOAD®, was due to double digit volume growth in ALUPREM sales in both Europe as well as the United States, which was partially offset by lower average selling price and to a lesser extent by foreign currency exchange rates. A double digit growth of OPTILOAD/HALTEX products also contributed to the year-over-year increase in specialty alumina sales. Barium sulfate and other product sales decreased six percent year over year, as increased volumes in Europe were offset by decreased volume in the United States. The decrease in TiO2 pigment sales was due to lower volume and lower average selling price related to the continued pricing pressure from Chinese producers.

During the first quarter of 2016, gross margin increased to 13.8 percent of sales, versus 8.8 percent during the same period a year ago. Gross margin improvement was related to improved efficiencies and lower raw materials costs. In addition, the improvement in gross margin was related to the elimination of idle plant costs at the Company’s SR plant in Malaysia. The company ceased SR production in late 2015, as management determined that it was more cost effective to continue purchasing feedstock material for its TiO2-based products from alternate sources than to resume production at its Malaysian facility.

Operating expenses decreased 20.6 percent to $0.9 million, primarily related to the reversal of a bad debt expense of $273,000 that had previously been deemed to be uncollectable. First quarter net income was $244,000, or $0.08 per diluted share, as compared to a net loss of $190,000, or ($0.06) per diluted share, during the same period a year ago.

“This past quarter marked the first quarter of profitability in nearly two years and directly reflects the benefit of our strategic moves to divest our SR raw material production assets, which were unable to consistently produce profitability, or earn an adequate return on investment. The transition to profitability also reflects continued investment our specialty alumina and barium sulfate business, two areas where we have seen, and continue to see, potential for profitable growth, as well as attractive returns,” said Dr. Olaf Karasch, Chief Executive Officer. “While we expect our top line will continue to face headwinds from difficult market conditions in the TiO2 business, we have lowered the cost structure and the required investment in this business to a point where it can contribute to profit and returns at current production levels. We also expect that several new large-volume specialty alumina applications will be moving into production during the next year, and potentially put the alumina business back on a double digit growth trajectory for 2016 and for several years to follow. To meet the expected increase in demand, we expect to finish the expansion of our alumina production facility in The Netherlands late this spring, which will expand capacity by approximately 50%.”

TOR Minerals will host a conference call at 4:00 p.m. Central Time on May 4, 2016, to further discuss first quarter results. The call will be simultaneously Webcast, and can be accessed via the News section on the Company's website, www.torminerals.com. Investors and interested parties may participate in the call by dialing 877-407-8033 and referring to conference ID # 13635783.

Headquartered in Corpus Christi, Texas, TOR Minerals International 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 slowdown 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.

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


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 4, 2016 reporting the Company’s first quarter 2016 financial
			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 4, 2016	/s/ BARBARA RUSSELL
	Barbara Russell
	Chief Financial Officer


EXHIBIT INDEX

Exhibit No.	Description

99.1	Press Release, dated May 4, 2016 reporting the Company’s first quarter 2016 financial results

EX-99 2 torex99.htm exhibit99.htm

EXHIBIT 99.1

TOR Minerals International, Inc. Reports First Quarter Financial Results

CORPUS CHRISTI, Texas, May 4, 2016 – TOR Minerals International, Inc. (Nasdaq: TORM), producer of high performance specialty minerals, today announced its financial results for the first quarter ended March 31, 2016. Highlights for the first quarter of 2016 as compared to the first quarter of 2015 include:

1Q16 revenue decreased 5% to $9.6 million
1Q16 net income of $244,000, versus 1Q15 net loss of ($190,000)
1Q16 net income per diluted share of $0.08, versus 1Q15 net loss per diluted share of ($0.06)


Revenue by Product Group (in 000's)		1Q16		1Q15	% Change
Specialty Aluminas	$	4,834	$	4,348	11%
Barium Sulfate and Other Products		2,329		2,469	-6%
TiO2 Pigments		2,409		3,298	-27%
Total	$	9,572	$	10,115	-5%

Investor Relations Contact

Dave Mossberg
Three Part Advisors, LLC
817 310-0051


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


		Three Months
		Ended March 31,
		2016		2015
NET SALES	$	9,572	$	10,115
Cost of sales		8,247		9,221
GROSS MARGIN		1,325		894
Technical services, research and development		38		55
Selling, general and administrative expenses		842		1,052
Gain on disposal of assets		(1)		-
OPERATING INCOME (LOSS)		446		(213)
OTHER EXPENSE:
Interest expense, net		(50)		(80)
Gain (loss) on foreign currency exchange rate		(89)		22
Other, net		12		-
Total Other Expense		(127)		(58)
INCOME (LOSS) BEFORE INCOME TAX		319		(271)
Income tax expense (benefit)		75		(81)
NET INCOME (LOSS)	$	244	$	(190)

Earnings (loss) per common share:
Basic	$	0.08	$	(0.06)
Diluted	$	0.08	$	(0.06)
Weighted average common shares outstanding:
Basic		3,014		3,014
Diluted		3,187		3,014


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

	March 31,			December 31,
	2016			2015
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	1,704	$	813
Trade accounts receivable, net		4,360		3,534
Inventories, net		12,839		13,988
Other current assets		942		878
Total current assets		19,845		19,213
PROPERTY, PLANT AND EQUIPMENT, net		17,926		17,472
DEFERRED TAX ASSET, foreign		-		19
OTHER ASSETS		4		4
Total Assets	$	37,775	$	36,708

LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable	$	2,476	$	2,432
Accrued expenses		1,243		1,007
Notes payable under lines of credit		-		179
Export credit refinancing facility		923		1,108
Current maturities of long-term debt – financial institutions		1,466		1,485
Total current liabilities		6,108		6,211
LONG-TERM DEBT - FINANCIAL INSTITUTIONS		3,473		3,479
DEFERRED TAX LIABILITY, domestic		184		262
DEFERRED TAX LIABILITY, foreign		57		-
Total liabilities		9,822		9,952
COMMITMENTS AND CONTINGENCIES
SHAREHOLDERS' EQUITY:
Common stock $1.25 par value: authorized, 6,000 shares; 3,014
shares issued and outstanding at March 31, 2016 and December
31, 2015		3,767		3,767
Additional paid-in capital		29,685		29,636
Retained earnings (deficit)		(5,021)		(5,265)
Accumulated other comprehensive loss		(478)		(1,382)
Total shareholders' equity		27,953		26,756
Total Liabilities and Shareholders' Equity	$	37,775	$	36,708


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

		Three Months Ended
		March 31,
		2016		2015
*CASH FLOWS FROM OPERATING ACTIVITIES:*
Net Income (Loss)	$	244	$	(190)
Adjustments to reconcile net income (loss) to net cash
provided by operating activities:
Depreciation		633		701
Gain on disposal of assets		(1)		-
Stock-based compensation		49		29
Deferred income tax benefit		(5)		(49)
Inventory reserve		16		-
Provision for bad debts		(273)		-
Changes in working capital:
Trade accounts receivables		(426)		248
Inventories		1,813		2,924
Other current assets		(26)		(360)
Accounts payable and accrued expenses		(127)		(1,130)
Net cash provided by operating activities		1,897		2,173

*CASH FLOWS FROM INVESTING ACTIVITIES:*
Additions to property, plant and equipment		(228)		(1,593)
Net cash used in investing activities		(228)		(1,593)

*CASH FLOWS FROM FINANCING ACTIVITIES:*
Proceeds from lines of credit		4		1,141
Payments on lines of credit		(202)		(655)
Proceeds from export credit refinancing facility		523		2,370
Payments on export credit refinancing facility		(828)		(2,973)
Payments on long-term bank debt		(313)		(244)
Net cash used in financing activities		(816)		(361)
Effect of foreign currency exchange rate fluctuations on cash and cash equivalents		38		(197)
Net increase in cash and cash equivalents		891		22
Cash and cash equivalents at beginning of period		813		2,657
Cash and cash equivalents at end of period	$	1,704	$	2,679

Supplemental cash flow disclosures:
Interest paid	$	28	$	80
Income taxes paid	$	9	$	15
Non-cash financing activities:
Capital expenditures financed through accounts payable and accrued expenses	$	260	$	-