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 29, 2024

MINERALS TECHNOLOGIES INC.

(Exact name of registrant as specified in its charter)

Delaware	001-11430	25-1190717
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer  Identification No.)

622 Third Avenue, New York, New York	10017-6707
(Address of principal executive offices)	(Zip Code)

	(212) 878-1800
(Registrant's telephone number, including area code)

Title of each class	Trading Symbol	Name of exchange on which registered
Common Stock, $0.10 par value	MTX	NYSE

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.
[☐ ]	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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company [☐]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Item 8.01	Other Events.
	On April 29, 2024, Minerals Technologies Inc. (“MTI”) issued a press release (the “Press Release”) announcing that its subsidiary, Barretts Minerals Inc. (“BMI”), has completed the sale of its talc assets.  Proceeds from the sale will be used to fund BMI’s ongoing case under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas.  A copy of the Press Release is furnished as Exhibit 99.1 hereto, and is incorporated herein by reference.
Item 9.01	Financial Statements and Exhibits.
	(d)	Exhibits
		99.1	Press Release dated April 29, 2024
		104	Cover Page Interactive Data File (formatted as inline XBRL)

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/ Timothy J. Jordan
	Name:	Timothy J. Jordan
	Title:	Vice President, General Counsel, Secretary and Chief Compliance Officer
Date:  April 30, 2024

EX-99.1

	EXHIBIT 99.1
	News Release
	Investor Contact: Lydia Kopylova, (212) 878-1831
	Media Contact: Jennifer Albert, (212) 878-1840

Minerals Technologies Inc. Announces Completion of Sale of Subsidiary’s Talc Business

Riverspan Partners Acquires Assets and Operations of Barretts Minerals Inc.

NEW YORK, April 29, 2024 – Minerals Technologies Inc. (NYSE: MTX) (“MTI” or “the Company”) today announced that its subsidiary, Barretts Minerals Inc. (“BMI”), has completed the sale of all the talc assets to Riverspan Partners (“Riverspan”) for $32 million. The go-forward company will conduct business under the Barretts Minerals brand.

The United States Bankruptcy Court for the Southern District of Texas (the "Court") approved the sale, which includes an agreement to assume certain Assumed Liabilities, on March 25, 2024 as part of the ongoing Chapter 11 process of Barretts Minerals Inc. (“BMI”) and Barretts Ventures Texas LLC (together, “BMI”). Proceeds from the sale will be used to fund BMI’s ongoing Chapter 11 case including the repayment of its debtor-in-possession funding and the anticipated creation of a section 524(g) trust.

No other subsidiaries or business units of MTI are included in the Chapter 11 filing or the sale and, as such, all are operating business as usual and will continue to do so.

“This is an important step in MTI’s exit from the talc business, and represents forward progress in BMI’s Chapter 11 process,” said Douglas T. Dietrich, Chairman and Chief Executive Officer of MTI. “This sale not only delivers value and certainty to BMI’s various stakeholders, it also enables MTI to move forward with a clear focus on achieving our long-term strategic objectives.”

Riverspan Partners is a Chicago-based investment firm focused on lower middle market companies in the industrials sector, including engineered materials and advanced manufacturing. Leveraging its deep domain expertise, Riverspan seeks to work with management teams to accelerate growth and build durable, long-term success.

Dave Thomas, Partner and Co-Founder at Riverspan, said, “Riverspan is committed to the long-term success of Barretts, and we are excited to partner with the organization and its leaders in the next phase of the company’s growth. We are excited to acquire these high-quality assets, which are bolstered by a very talented employee base and a strong safety culture. We look forward to providing financial support and operational expertise as the business expands its product portfolio and continues to deliver excellent service to its customers.”

BMI is advised by Latham & Watkins LLP, Jefferies LLC, and M3 Partners. Additional information about the Chapter 11 cases can be found at: https://cases.stretto.com/BMI.

Riverspan is advised by Milbank LLP, McDermott Will & Emery LLP, and Holland & Hart LLP.

FORWARD-LOOKING STATEMENTS

This press release may contain "forward‐looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide current expectations and forecasts of future events such as new products, revenues and financial performance, and are not limited to describing historical or current facts. They can be identified by the use of words such as “believes,” “expects,” “plans,” “intends,” “anticipates,” and other words and phrases of similar meaning. Forward-looking statements are necessarily based on assumptions, estimates and limited information available at the time they are made. A broad variety of risks and uncertainties, both known and unknown, as well as the inaccuracy of assumptions and estimates, can affect the realization of the expectations or forecasts in these statements. Actual future results may vary materially. Significant factors that could affect the expectations and forecasts include worldwide general economic, business, and industry conditions; the cyclicality of our customers’ businesses and their changing regional demands; our ability to compete in very competitive industries; consolidation in customer industries, principally paper, foundry and steel; our ability to renew or extend long term sales contracts for our satellite operations; our ability to generate cash to service our debt; our ability to comply with the covenants in the agreements governing our debt; our ability to effectively achieve and implement our growth initiatives or consummate the transactions described in the statements; our ability to successfully develop new products; our ability to defend our intellectual property; the increased risks of doing business abroad; the availability of raw materials and access to ore reserves at our mining operations, or increases in costs of raw materials, energy, or shipping; compliance with or changes to regulation in the areas of environmental, health and safety, and tax; risks and uncertainties related to the voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code filed by our subsidiaries Barretts Minerals Inc. and Barretts Ventures Texas LLC; claims for legal, environmental and tax matters or product stewardship issues; operating risks and capacity limitations affecting our production facilities; seasonality of some of our businesses; cybersecurity and other threats relating to our information technology systems; and other risk factors and cautionary statements in our 2023 Annual Report on Form 10‐K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and other reports filed with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update any forward‐looking statement, whether as a result of new information, future events, or otherwise.

XML

Document and Entity Information	Apr. 29, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Apr. 29, 2024
Entity File Number	001-11430
Entity Registrant Name	MINERALS TECHNOLOGIES INC.
Entity Central Index Key	0000891014
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	25-1190717
Entity Address, Address Line One	622 Third Avenue
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10017-6707
City Area Code	212
Local Phone Number	878-1800
Title of 12(b) Security	Common Stock, $0.10 par value
Trading Symbol	MTX
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false