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): October 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)

 

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))

 
 

 

Item 2.02

 

Results of Operation and Financial Condition.

             

 

On October 28, 2004, Minerals Technologies Inc. issued a press release concerning its financial performance for the third quarter of 2004. A copy of the press release is attached as Exhibit 99.1.

The information in this Item 2.02 and Exhibit 99.1 shall not be deemed filed for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, 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.

     

Item 9.01

 

Financial Statements and Exhibits.

   

(c) Exhibits

    99.1 Press Release dated October 28, 2004
   

 


 

 

 

 

 

 

 

 

 

 


 

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

 

 

 

Name: S. Garrett Gray

 Date:  October 28, 2004

 

 

Title: Secretary

  

 

 

 

 


 

MINERALS TECHNOLOGIES INC.

EXHIBIT INDEX

 

Exhibit No.

     

Subject Matter                                                       

99.1

     

Press Release dated October 28, 2004

     

 

 

 

EXHIBIT 99

 

   

EXHIBIT 99.1

   

News

For Immediate Release
October 28, 2004

Contact:

Rick B. Honey
(212) 878-1831

 

MINERALS TECHNOLOGIES REPORTS DILUTED EARNINGS PER SHARE
OF $0.78 FOR THE THIRD QUARTER, A 26-PERCENT INCREASE

----------

Net Sales Increased 19 Percent to $236.4 Million; Income from Operations Up 25 Percent

----------

NEW YORK, October 28--Minerals Technologies Inc. (NYSE: MTX) today reported third quarter net income of $16.2 million, a 27-percent increase over the $12.8 million reported in the third quarter of 2003. Diluted earnings per common share increased 26 percent to $0.78 from $0.62 in the same period last year.

          "Minerals Technologies had a strong third quarter that was fueled by growth in sales across all products lines, but especially in the Refractories segment," said Paul R. Saueracker, chairman, president and chief executive officer. "Growth occurred in all geographic regions with particularly strong improvement in North America and Europe." 

          Worldwide sales in the quarter were up 19 percent to $236.4 million from $198.2 million in the previous year. Foreign exchange had a favorable impact on sales of approximately $5.9 million for the quarter, or approximately 3 percentage points of growth. Income from operations increased 25 percent to $24.4 million from $19.5 million in the third quarter of 2003.

          "We saw marked improvement in the steel industry and a slight improvement in the overall paper industry--the principal markets we serve. Steel production and capacity utilization in the United States were up significantly from the prior year. On the paper side, shipments of uncoated freesheet in North America, our primary market, were up slightly, while coated paper showed strong growth," said Mr. Saueracker.

          For the first nine months of 2004, net income increased 14 percent to $43.9 million from $38.5 million in the same period last year. Diluted earnings per share increased 12 percent to $2.12 from $1.89 for the same period in 2003. Diluted earnings per share, before the cumulative effect of an accounting change in the first quarter of the prior year, increased 3 percent.

          Worldwide sales for the nine months of 2004 were $675.2 million, a 12-percent increase over the $602.1 million in the comparable period last year. Foreign exchange had a favorable impact on sales of approximately 3 percentage points of growth. Operating income for the first nine months, including restructuring costs of $1.0 million, was $67.4 million, a 6-percent increase over the $63.7 million in the first nine months of 2003.

          Worldwide sales in the Specialty Minerals segment, which includes the PCC and Processed Minerals product lines, increased 15 percent in the third quarter to $160.0 million from $139.1 million in the prior year. Income from operations in the third quarter of 2004 was $17.4 million, a 16-percent increase over the $15.0 million in the third quarter of 2003.

           For the nine months, Specialty Minerals sales were up 11 percent to $458.9 million from $414.3 million for the same period in 2003. Specialty Minerals recorded income from operations, including restructuring costs of $0.6 million, of $47.0 million, a 2-percent increase over the $46.1 million for the first nine months of 2003.

          Worldwide sales of PCC, which is used primarily in the manufacturing processes of the paper industry, were $123.6 million, a 14-percent increase over the $108.5 million reported in the third quarter of 2003. PCC sales for the nine months of 2004 increased 9 percent to $354.5 million from $324.4 million during the same period in 2003.

          Paper PCC volume from satellite plants increased 10 percent for the third quarter. This improvement was due primarily to: improved industry conditions in all regions; the ramp-up of the satellite PCC plant in Malaysia, which began operation last year; and the re-start of the satellite PCC plant in Millinocket, Maine, which began operation in the second quarter after having been shutdown since the fourth quarter of 2002.

          "Earlier this month, we dedicated our new merchant facility in Walsum, Germany, for the production of precipitated calcium carbonate for use in paper coating. This facility, now in its commissioning and start-up phase, will have an initial annual production capacity of 125,000 tons of PCC, which can be expanded to 500,000 tons," said Mr. Saueracker.

          In the Processed Minerals product line, third-quarter sales increased 19 percent to $36.4 million from $30.6 million in the same quarter of last year. For the nine months, Processed Minerals sales increased 16 percent to $104.4 million from $89.9 million in the same period last year. This growth was the result of improved market conditions and increased penetration of the building products and plastics markets. Processed Minerals products, which include ground calcium carbonate, lime and talc, are used in the building materials, steel, polymers, ceramics, paints and coatings, glass and other manufacturing industries.

          In the company's Refractories segment, sales for the third quarter were $76.4 million, a 29-percent increase over $59.1 million for the third quarter of 2003. Most of the increase in sales came from increased market penetration and improved business conditions in North America. Sales for the nine months of 2004 in the Refractories segment were $216.3 million, a 15-percent increase over $187.8 million in the previous year. Operating income for the third quarter in the Refractories segment increased 56 percent to $7.0 million from $4.5 million in the third quarter of 2003. For the nine months, Refractories operating income, including restructuring costs of $0.4 million, was $20.4 million, a 16-percent increase over the $17.6 million reported for the nine months in 2003.

          "Our operating margins continued to be affected by the higher costs of raw materials," said Mr. Saueracker. "However, this segment recorded significant operating income growth in North America--our largest market. This was a result of both improved performance by our refractories business and better steel industry conditions.

          "In summary, we achieved a solid financial performance in the quarter as a result of key marketing programs we have in place for both segments. We believe we have a strong business foundation and the right strategies in place for our continued growth," said Mr. Saueracker.

####

Minerals Technologies will sponsor a conference call tomorrow, October 29, at 11 a.m. The conference call will be broadcast live on the company web site, which can be found at www.mineralstech.com.

---------

This press release contains some forward-looking statements. 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 Form 10-K and in our other reports filed with the Securities and Exchange Commission. 

 


 

MINERALS TECHNOLOGIES INC AND SUBSIDIARY COMPANIES
 CONDENSED CONSOLIDATED BALANCE SHEET

           
    ASSETS      
           

 (In Thousands of Dollars)

       
      September 26,
2004*

  December 31,
 2003**

           

 Current assets:

       
  Cash & cash equivalents   98,208   90,515
  Accounts receivable, net   176,553   147,600
  Inventories   97,231   86,378
  Other current assets   20,778   15,632
        Total current assets   392,770   340,125
           

 Property, plant and equipment

  1,258,364   1,209,950

 Less accumulated depreciation

  686,015   648,362
        Net property, plant & equipment   572,349   561,588
           

 Goodwill

  52,749   52,721
  Prepaid benefit cost   49,412   46,251
  Other assets and deferred charges   33,136   34,815
           
        Total assets   1,100,416   1,035,500
           
           
 

LIABILITIES AND SHAREHOLDERS' EQUITY 

           

Current liabilities:

       
  Short-term debt   33,472   33,522
  Accounts payable   58,298   44,217
  Other current liabilities   50,105   44,296
        Total current liabilities   141,875   122,035
           

 Long-term debt

  95,949   98,159

 Other non-current liabilities

  112,575   107,925
        Total liabilities   350,399   328,119
           

Total shareholders' equity

  750,017   707,381
           
        Total liabilities and shareholders' equity   1,100,416   1,035,500
           
           
* Unaudited.        
** Condensed from audited financial statements.        

 


 

 

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

   
 

 

Third Quarter        
  % Nine months        
  %
      2004
  2003
  Change
  2004
  2003
  Change
                           

 Net sales

$ 236,424 $ 198,234   19 $ 675,189 $ 602,058   12

 Operating costs and expenses:

                       
  Cost of goods sold   181,295   150,748   20   516,100   454,809   13
  Marketing and administrative expenses   23,670   21,854   8   69,460   64,853   7
  Research and development expenses   6,991   6,093   15   21,186   18,713   13
  Restructuring charges   26   0   N/A   1,026   0   N/A
                           

Income from operations

  24,442   19,539   25   67,417   63,683   6
  Non-operating deductions - net   803   1,100   (27)   3,093   3,568   (13)
                           

Income before provision for taxes

                       
  on income and minority interests   23,639   18,439   28   64,324   60,115   7
                           

Provision for taxes on income

  7,024   5,144   37   19,117   16,772   14
                           

Minority interests

  402   526   (24)   1,286   1,374   (6)
                           

 Income before cumulative effect

                       
  of accounting change   16,213   12,769   27   43,921   41,969   5
                           

Cumulative effect of accounting
  change, net of tax

  0   0       0   3,433    
                           

 Net income

$ 16,213 $ 12,769   27 $ 43,921 $ 38,536   14
                           

Weighted average number of

                       
  common shares outstanding:                        
     Basic   20,556   20,185       20,532   20,132    
                           
     Diluted   20,769   20,489       20,763   20,349    
                           

 Earnings per share:

                       

 Basic

                       
  Before cumulative effect of
   accounting change
$ 0.79 $ 0.63   25 $ 2.14 $ 2.08   3
  Cumulative effect of accounting
   change
  0   0       0   (0.17)    
     Basic earnings per share $ 0.79 $ 0.63   25 $ 2.14 $ 1.91   12
                           

 Diluted

                       
  Before cumulative effect of
   accounting change
$ 0.78 $ 0.62   26 $ 2.12 $ 2.06   3
  Cumulative effect of accounting
   change
  0   0       0   (0.17)    
     Diluted earnings per share $ 0.78 $ 0.62   26 $ 2.12 $ 1.89   12
                           

 Cash dividends declared per
   common share

$ 0.050 $ 0.025     $ 0.150 $ 0.075    
                           
                           
  1) For the periods ended September 26, 2004 and September 28, 2003.    
  2) Sales increased 18% in the United States in the third quarter and 10% for the first nine months of 2004. International sales increased approximately 22% in the third quarter and 15% for the first nine months of 2004.    
  3) The Company recorded restructuring charges of $1.0 million in the first nine months 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 in the first quarter of 2003 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 September 26, 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 third quarter is scheduled for October 29, 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.