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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(Commission File
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(IRS Employer
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(Address of principal executive offices)
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(Zip Code)
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(Registrant's telephone number, including area code)
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Title of each class
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Trading Symbol
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Name of exchange on which registered
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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 16, 2024, the Company’s Board of Directors declared a regular quarterly dividend of $0.11 per share on the Company's common stock. The
dividend is payable on December 05, 2024, to the stockholders of record on October 31, 2024.
On October 16, 2024, the Company’s Board of Directors authorized a new $200 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 17, 2024
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EXHIBIT 99.1
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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 NEW SHARE REPURCHASE PROGRAM
NEW YORK, October 16, 2024 (GLOBE NEWSWIRE) - Minerals Technologies Inc. (NYSE: MTX) (“MTI” or “the Company”) today announced a 10%
increase of its regular quarterly dividend on the Company’s common stock to $0.11 per share. The dividend is payable on December 5, 2024, to stockholders of record at the close of business on October 31, 2024.
In addition, MTI’s Board of Directors has authorized a new $200 million share repurchase program. The Company expects
to repurchase shares under this authorization as part of its balanced approach to capital allocation.
“Increasing our dividend and authorizing a new repurchase program reflects the Board’s ongoing confidence in MTI’s financial strength as we continue to grow
earnings and cash flow," said Douglas T. Dietrich, Chairman and Chief Executive Officer. “The combination of this increased dividend and new repurchase program demonstrates our commitment to shareholder returns, while also allowing us to maintain the
flexibility to fund inorganic growth opportunities.”
In October 2024, the Company completed its previous one-year $75 million share repurchase program.
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.
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 BMI OldCo (f/k/a 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.
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 $2.2 billion in 2023. For further information, please visit our website at www.mineralstech.com.
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