UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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
Pursuant To Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported):
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(Exact name of registrant as specified in its charter)
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(State or other jurisdiction
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Title of each class
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Trading Symbol
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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.
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[
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c)) |
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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 [
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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. [ ]
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Item 8.01
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Other Events.
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On October 18, 2023, the Company’s Board of Directors declared a regular quarterly dividend of $0.10 per share on the Company's common stock. The
dividend is payable on December 07, 2023, to the stockholders of record on November 1, 2023.
On October 18, 2023, the Company’s Board of Directors authorized a new, on-year $75 million share repurchase program. The authorization is
effective immediately.
A copy of the press release announcing the dividend declaration and the share repurchase program is attached hereto as Exhibit 99.1 and
incorporated by reference herein.
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Item 9.01
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Financial Statements and Exhibits.
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(d)
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Exhibits
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99.1
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104
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Cover Page Interactive Data File (formatted as inline XBRL)
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SIGNATURES
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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.
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MINERALS TECHNOLOGIES INC.
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(Registrant)
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By:
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/s/ Timothy J. Jordan
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Name:
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Timothy J. Jordan
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Title:
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Vice President, General Counsel, Secretary and Chief Compliance Officer
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Date: October 19, 2023
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EXHIBIT 99.1
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Confidential: News Release
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Investor Contact:
Lydia Kopylova, (212) 878-1831
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Media Contact:
Jennifer Albert, (212) 878-1840
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Minerals Technologies Announces Increase in Quarterly Dividend and Initiation of New Share Repurchase Program
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NEW YORK, October 18, 2023 – Minerals Technologies Inc. (NYSE: MTX) (“MTI” or “the Company”) today announced an increase of its regular quarterly dividend to
$0.10 per share on the Company’s common stock. This is an increase of $0.05 per share compared to the prior quarterly dividend. The dividend is payable on December 7, 2023, to stockholders of record at the close of business on November 1, 2023.
In addition, the Board of Directors for MTI has authorized a new, one-year $75 million share repurchase program, effective immediately.
"This dividend increase and new share repurchase program is a reflection of the Board of Directors' continued confidence in the growth and financial
performance of Minerals Technologies," said Douglas T. Dietrich, Chairman and Chief Executive Officer. "These actions are consistent with our stated balanced approach and history of returning cash to shareholders while maintaining our ability to fund
our inorganic growth strategies."
Under the new share repurchase program, shares may be repurchased from time to time in the open market, through Rule 10b5-1 trading plans, or in privately
negotiated transactions at the Company’s discretion, subject to market conditions and other factors, and in accordance with applicable regulatory requirements. The program does not require the purchase of any minimum number of shares and may be
suspended or discontinued at any time without prior notice.
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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; the continuing effects of the COVID-19 pandemic
and the resulting preventative measures; 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 2022 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.
About Minerals Technologies Inc.
New York-based Minerals Technologies Inc. (MTI) is a leading, technology-driven specialty minerals company that develops, produces, and markets a broad range
of mineral and mineral-based products, related systems, and services. MTI serves globally a wide range of consumer and industrial markets,
including household, food and pharmaceutical, paper, packaging, automotive, construction, and environmental. The company reported global sales of $2.1 billion in 2022. For further information, please visit our website at www.mineralstech.com.
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