-----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, VoyMDlx4Pybcf/ysoM8Rs71eaJ+zf3e0VS9qEvHZqywv8Wze1Zfa2ONYfRU0Qhj8 UidcgMlHRNNx8wxFcDPHQw== 0000891014-04-000122.txt : 20040430 0000891014-04-000122.hdr.sgml : 20040430 20040430105940 ACCESSION NUMBER: 0000891014-04-000122 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040428 ITEM INFORMATION: ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MINERALS TECHNOLOGIES INC CENTRAL INDEX KEY: 0000891014 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 251190717 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11430 FILM NUMBER: 04767942 BUSINESS ADDRESS: STREET 1: 405 LEXINGTON AVENUE STREET 2: 20TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174 BUSINESS PHONE: 212-878-1800 MAIL ADDRESS: STREET 1: THE CHRYSLER BUILDING STREET 2: 405 LEXINGTON AVENUE, 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10174-1901 8-K 1 form8kapr28_04.htm CURRENT REPORT DATED APRIL 28, 2004 MTX Form 8-K

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): April 28, 2004

 

MINERALS TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

 

Delaware

   

1-3295

   

25-1190717

(State or other jurisdiction
of incorporation)

 

(Commission File
Number)

 

(IRS Employer
Identification No.)

405 Lexington Avenue, New York, NY

                

10174-1901

(Address of principal executive offices)

 

(Zip Code)

 

(212) 878-1800

(Registrant's telephone number, including area code)

 

 

 

 

Item 5.

 

Other Events

 

 

 

On April 28, 2004, Minerals Technologies Inc. issued a press release announcing that its wholly owned subsidiary, Minteq International Inc., will built an automated plant in China for the production of refractories products. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1.

             

 

 

Item 7.

 

Financial Statements, Pro Forma Financial Information and Exhibits

 

 

(c)

Exhibits

 

 

 

99.1

Press Release dated April 28, 2004

 

 

 

99.2

Press Release dated April 29, 2004

             

 

 

Item 12.

 

Results of Operations and Financial Condition

   

On April 29, 2004, Minerals Technologies Inc. issued a press release concerning its financial performance for the first quarter of 2004. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.2.

The information in this Item 12 and Exhibit 99.2 shall not be deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended ("the Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

       
         

 

 

 

 

 

 




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.

 

 

                                          

                                         

MINERALS TECHNOLOGIES INC.

 

 

(Registrant)

 

 

 

 

 

 

 

 

   

By:

/s/ S. Garrett Gray

 

 

 

S. Garrett Gray

 

 

 

Vice President, General Counsel and
Secretary

  Date:  April 30, 2004

 

 

 

 


 

 

MINERALS TECHNOLOGIES INC.

EXHIBIT INDEX

 

Exhibit No.


     

Subject Matter


99.1

     

Press Release dated April 28, 2004

99.2

 

Press Release dated April 29, 2004

     

 

EX-99.1 2 ex99_1china.htm PRESS RELEASE DATED APRIL 28, 2004 ex99_china

EXHIBIT 99.1                         

 

 

 

News

For Immediate Release
April 28, 2004

 

Contact:
Rick B. Honey
(212) 878-1831

 

MINERALS TECHNOLOGIES INC. TO CONSTRUCT A
REFRACTORIES PLANT IN CHINA

----------

NEW YORK, April 28--Minerals Technologies Inc. (NYSE: MTX) announced today that its wholly owned subsidiary, MINTEQ International Inc., will build a modern, automated plant in China for the production of refractories products, which are used primarily in the steel industry. The company will spend approximately $14 million for the construction of the facility in Kunshan, which is about 50 kilometers from Shanghai amid a cluster of 15 steel mills.

"In the past 10 years, China has emerged as the world's leader in steel production. In 2003, China's steel production increased 20 percent to more than 220 million tons--more than the United States and Japan combined," said Paul R. Saueracker, chairman, president and chief executive officer. "Since steel accounts for more than half of the refractory materials consumed worldwide, we are constructing this new facility to position the company to service the Chinese steel market. This project is a continuation of our stated strategy to attain a stronger presence for our refractory products in Asia."

"In addition to producing refractory materials in China," said Alain Bouruet-Aubertot, senior vice president and managing director, MINTEQ International Inc., "we will be closer to our supply of two key raw materials, magnesia and bauxite. The proposed plant in Kunshan will have the capacity to produce about 100,000 tons of monolithic refractory materials and we expect it be become operational by mid-2005."

Minerals Technologies Inc. is a global resource- and technology-based growth company that develops, produces and markets the highest quality performance-enhancing minerals and related products, systems and services for the paper, steel, polymer and other manufacturing industries. The company reported sales of $813.7 million in 2003.

####

This press release contains some forward-looking statements; in particular statements of anticipated changes in the business environment in which the company operates and in the company's future operating rates. Actual results may differ materially from these expectations. The company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise. Forward-looking statements in this document should be evaluated together with the many uncertainties that affect our businesses, particularly those mentioned in the cautionary statements in our 2003 Annual Report Form 10-K and in our other reports filed with the Securities and Exchange Commission.

----------

For further information about Minerals Technologies Inc. look on the Internet at
http://www.mineralstech.com

 

EX-99.2 3 ex99_2earnings.htm PRESS RELEASE DATED APRIL 29, 2004

EXHIBIT 99.2                         

 

 

   

News

For Immediate Release
April 29, 2004

Contact:

Rick B. Honey
(212) 878-1831

 

MINERALS TECHNOLOGIES INC. REPORTS FIRST QUARTER
DILUTED EARNINGS PER SHARE OF $0.61,
INCLUDING A RESTRUCTURING CHARGE OF $0.02

----------

NEW YORK, April 29--Minerals Technologies Inc. (NYSE: MTX) today reported first quarter diluted earnings per common share of $0.61, which is consistent with the company's announcement on March 26. The $0.61 per share includes a restructuring charge of $0.02 per share from a program announced last year. This represents an 18-percent decrease from the $0.74 reported in the first quarter of 2003 before the cumulative effect of an accounting change. The accounting change resulted from the adoption in the first quarter of 2003 of the Financial Accounting Standard Board's SFAS No. 143, "Accounting for Asset Retirement Obligations," which required the company to record a liability for future asset retirement obligations and represented a charge of $0.17 per share.

          Worldwide sales were $209.5 million, a 4-percent increase over the $201.5 million reported in the first quarter of 2003. Foreign exchange had a favorable impact of approximately $10.0 million on sales, or 5 percentage points of growth. For the quarter, operating income was $20.1 million compared with $22.5 million for the same period last year, an 11-percent decrease.

          "During the first quarter, we experienced weak results because of a number of factors. These included continued paper machine shutdowns and slowdowns, the effect of last May's agreement with International Paper Company, and the cyclical nature of equipment installations in the refractories business," said Paul R. Saueracker, chairman, president and chief executive officer. He added that the company also increased research and development spending to support key initiatives.

          Sales in the Specialty Minerals segment, which includes the company's Precipitated Calcium Carbonate (PCC) and Processed Minerals product lines, increased 4 percent to $143.7 million from $137.8 million in the first quarter of 2003. Income from operations declined 13 percent to $13.5 million from $15.5 million in the same period last year.

          Worldwide sales of PCC grew 3 percent to $112.3 million from $109.3 million in the first quarter of 2003. This growth was attributable to the favorable currency impact, primarily in Europe.

          "Our Paper PCC volumes grew slightly, despite several paper machine shutdowns during 2003," said Mr. Saueracker. "More importantly, during the quarter we announced that we signed a joint venture agreement for the construction of two satellite PCC plants at paper mills in China owned by APP China. These satellites, which are the company's 55th and 56th, will add 8 additional units of capacity. Each unit represents an annual production capacity of between 25,000 and 35,000 tons of PCC. We expect these plants to be operational in the first quarter of 2005."

          Worldwide sales of Processed Minerals products increased 10 percent in the first quarter to $31.4 million from $28.5 million in the same period in the prior year. This increase was attributable primarily to the continued strong demand from the residential construction-related industries and from new polymer and health-care applications for the company's talc products. Processed Minerals products, which include ground calcium carbonate, talc, mica and barytes, are used in the building materials, polymers, ceramics, paints and coatings, glass and other manufacturing industries.

          Sales of Refractories segment products, which are used primarily in the steel industry, increased 3 percent to $65.8 million from $63.7 million in the first quarter of 2003. This growth was attributable to the favorable effect of foreign exchange. Income from operations declined 6 percent to $6.6 million from $7.0 million in the first quarter of 2003.

          "The results of the refractories business during the first quarter were affected by lower sales of our proprietary measuring and application equipment," said Mr. Saueracker. "However, the Refractories segment operating margin remained in the double digits. In addition, as announced on April 28, we will build a 100,000-ton refractories manufacturing plant in China to position the company to service the growing Chinese steel market and to be closer to our supply of raw materials.

          "A key development program--Synsil® products, the company's family of synthetic silicates for the glass industry--remains on track," said Mr. Saueracker. "In March, we signed our second commercial contract with the same glass manufacturer that signed the first such contract in the fourth quarter of 2003. Also, as part of our ongoing development program, we continue to evaluate the results of previous trials, produce Synsil® products for scheduled trials, as well as plan for additional trials with other glassmakers for this exciting new product.

          "Our performance in the first quarter, which historically has been our most difficult, started slowly and then improved in February and March for both the Specialty Minerals and Refractories business segments," said Mr. Saueracker. "Going forward, an important point to note is that we expect our costs for magnesia and talc imported from China to continue to increase for a number of reasons, including higher shipping costs. We have initiated price increases in the affected product lines and are actively seeking alternative sources of supply to minimize the impact. Despite these efforts, the net impact of these costs could affect our profitability in the second half of 2004.

          "During the remainder of the year, we hope to see a continuing upturn in the manufacturing economy, especially in paper and steel. Furthermore, we will continue to pursue opportunities for growth in all product lines," he said. "Considering all these factors we expect to earn between $2.90 and $3.00 per share for the full year."

####

----------

This press release contains some forward-looking statements; in particular statements of anticipated changes in the business environment in which the company operates and in the company's future operating rates. Actual results may differ materially from these expectations. The company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise. Forward-looking statements in this document should be evaluated together with the many uncertainties that affect our businesses, particularly those mentioned in the cautionary statements in our 2003 Annual Report Form 10-K and in our other reports filed with the Securities and Exchange Commission.

----------

For further information about Minerals Technologies Inc. look on the Internet at
http://www.mineralstech.com

 


 

 

MINERALS TECHNOLOGIES INC AND SUBSIDIARY COMPANIES
CONDENSED CONSOLIDATED BALANCE SHEET

           
 

ASSETS

           
  (In Thousands of Dollars)        
      March 28,   December 31,
      2004*
  2003**
           
  Current assets:        
     Cash & cash equivalents   86,561   90,515
     Accounts receivable, net   157,718   147,600
     Inventories   83,244   86,378
     Other current assets         16,163              15,632
        Total current assets   343,686   340,125
           
  Property, plant and equipment   1,219,606   1,209,950
  Less accumulated depreciation       661,639            648,362
        Net property, plant & equipment   557,967   561,588
           
  Goodwill   52,671   52,721
  Prepaid benefit cost   45,487   46,251
  Other assets and deferred charges         34,671              34,815
           
        Total assets    1,034,482         1,035,500
           
           
 

LIABILITIES AND SHAREHOLDERS' EQUITY 

           
  Current liabilities:        
     Short-term debt   33,524   33,522
     Accounts payable   41,736   44,217
     Other current liabilities         42,103              44,296
        Total current liabilities   117,363   122,035
           
  Long-term debt   98,015   98,159
  Other non-current liabilities       107,018            107,925
     Total liabilities   322,396   328,119
           
  Total shareholders' equity       712,086            707,381
           
        Total liabilities and
         shareholders' equity
   1,034,482         1,035,500
           
* Unaudited. 
** Condensed from audited financial statements.

 


 

 

MINERALS TECHNOLOGIES INC. AND SUBSIDIARY COMPANIES
 CONSOLIDATED STATEMENT OF INCOME
(thousands of dollars, except per share data)
(unaudited)

 
                 
                  First Quarter  %  
   
   
                2004             2003  

Growth

 
                 
  Net sales $ 209,473 $ 201,450   4  
  Operating costs and expenses:              
     Cost of goods sold   159,807   151,683   5  
     Marketing and administrative expenses   22,211   21,137   5  
     Research and development expenses   6,817   6,085   12  
     Restructuring charges               572                   0   N/A  
                 
  Income from operations   20,066   22,545   (11)  
     Non-operating deductions - net            1,565            1,027   52  
                 
  Income before provision for taxes              
     on income and minority interests   18,501   21,518   (14)  
                 
  Provision for taxes on income   5,500   6,134   (10)  
                 
  Minority interests               411               467   (12)  
                 
  Income before cumulative effect of              
     accounting change   12,590   14,917   (16)  
                 
  Cumulative effect of accounting change                   0            3,433   (100)  
                 
  Net income $        12,590 $        11,484   10  
                 
  Weighted average number of common              
     shares outstanding:              
           Basic   20,479   20,117      
                 
           Diluted   20,716   20,223      
                 
  Earnings per share:              
  Basic              
     Before cumulative effect of accounting change $ 0.61 $ 0.74   (18)  
     Cumulative effect of accounting change               ----            (0.17)      
           Basic earnings per share $            0.61 $            0.57   7  
                 
  Diluted              
     Before cumulative effect of accounting change $ 0.61 $ 0.74   (18)  
     Cumulative effect of accounting change               ----            (0.17)      
           Diluted earnings per share $            0.61 $            0.57   7  
                 
  Cash dividends declared per common share $          0.050 $          0.025      
                 
  1) For the periods ended March 28, 2004 and March 30, 2003.  
  2) Sales increased less than 1% in the United States in the first quarter of 2004. International sales increased approximately 10% in the first quarter of 2004.  
  3) The Company recorded restructuring charges of $0.6 million in the first quarter of 2004 related to the program announced  in December 2003. These charges relate to workforce reductions from business units and organization levels throughout the Company's worldwide operations.   
  4) Effective January 1, 2003, the Company adopted SFAS No. 143, "Accounting for Asset Retirement Obligations."  Upon adoption, the Company recorded a non-cash after-tax charge to earnings of approximately $3.4 million for the cumulative effect of this accounting change related to retirement obligations associated with the Company's PCC satellite facilities and its mining properties.    
  5) The Company paid approximately $0.7 million of one-time termination benefits to a group of employees at a Specialty Minerals facility in the United Kingdom in the first quarter of 2003. Such charge is included in cost of goods sold.   
  6) The results of operations for the interim period ended March 28, 2004 are not necessarily indicative of the results that ultimately might be achieved for the current year.   
  7) The analyst conference call to discuss operating results for the first quarter is scheduled for April 30, 2004 at 11:00 a.m. and will be broadcast over the Company's website (www.mineralstech.com). The broadcast will remain on the Company's website for no less than one year.   
                 
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