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What changed in MINERALS TECHNOLOGIES INC's 10-K2023 vs 2024

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Paragraph-level year-over-year comparison of MINERALS TECHNOLOGIES INC's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+277 added285 removedSource: 10-K (2025-02-21) vs 10-K (2024-02-16)

Top changes in MINERALS TECHNOLOGIES INC's 2024 10-K

277 paragraphs added · 285 removed · 226 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

72 edited+12 added26 removed58 unchanged
Biggest changeFor the years ended December 31, 2023, 2022 and 2021, the Company spent approximately $21.2 million, $20.4 million and $19.5 million, respectively, on research and development. The Company’s research and development spending for 2023, 2022 and 2021 was approximately 1.0%, for each period, respectively. The Company maintains its primary research facilities in Bethlehem and Easton, Pennsylvania and Hoffman Estates, Illinois.
Biggest changeThe Company’s research and development spending as a percentage of sales was approximately 1.1%, 1.0% and 1.0% for 2024, 2023 and 2022, respectively. The Company maintains its primary research facilities in Bethlehem and Easton, Pennsylvania and Hoffman Estates, Illinois. It also has research and development facilities in China, England, Germany, Ireland, Japan, Turkey and additional sites in the United States.
The Company is generally permitted to sell to third-parties products produced at a satellite plant in excess of the host paper mill’s requirements. The Company estimates that the paper packaging market is approximately three times the size of the printing and writing paper market.
The Company is generally permitted to sell to third-parties products produced at a satellite plant in excess of the host mill’s requirements. The Company estimates that the packaging market is approximately three times the size of the printing and writing paper market.
The Company’s PCC is also used by the food and pharmaceutical industries as a source of calcium in tablets and food applications, as a buffering agent in tablets, and as a mild abrasive in toothpaste. 4 In addition, the Company mines and processes GCC products at its reserves in the eastern and western parts of the United States.
The Company’s PCC is also used by the pharmaceutical industries as a source of calcium, as a buffering agent in tablets, food applications, and as a mild abrasive in toothpaste. 4 In addition, the Company mines and processes GCC products at its reserves in the eastern and western parts of the United States.
GCC is used and sold in the construction, automotive and consumer markets in addition to the packaging applications. Our high-quality limestone and, dolomitic limestone are defined primarily by the chemistry and color characteristics of the ore bodies.
GCC is used and sold in the construction, automotive and consumer markets in addition to packaging applications. Our high-quality limestone and dolomitic limestone are defined primarily by the chemistry and color characteristics of the ore bodies.
These include geosynthetic clay lining systems, vapor intrusion mitigation products, sub surface waterproofing systems, green roofs, wastewater remediation and drinking water purification technologies as well as drilling products for both the construction/infrastructure markets as well as the oil and gas exploration and production industries.
These include geosynthetic clay lining systems, vapor intrusion mitigation products, sub surface waterproofing systems, green roofs, wastewater remediation and drinking water purification technologies as well as drilling products for both the construction and infrastructure markets as well as the oil and gas exploration and production industries.
The Company’s geosynthetic clay lining systems are marketed under the RESISTEX® and BENTOMAT® trade names principally for lining and capping landfills, mine waste disposal sites, industrial waste storage sites, such as bauxite residue and coal ash waste. The Company also provides associated geosynthetic materials for these applications, including geotextiles and drainage geocomposites.
The Company’s geosynthetic clay lining systems are marketed under the RESISTEX ® and BENTOMAT ® trade names principally for lining and capping landfills, mine waste disposal sites and industrial waste storage sites, such as bauxite residue and coal ash waste. The Company also provides associated geosynthetic materials for these applications, including geotextiles and drainage geocomposites.
The vapor intrusion mitigation applications include specialized technologies to prevent gas vapor intrusion in new building construction. Products offered include Liquid Boot®, a spray applied vapor barrier system that works as a stand alone or in conjunction with various membrane systems to provide best in class performance.
The vapor intrusion mitigation applications include specialized technologies to prevent gas vapor intrusion in new building construction. Products offered include Liquid Boot ® vapor barrier, a spray applied system that works as a stand alone or in conjunction with various membrane systems to provide best in class performance.
In addition to these membrane products, we also provide a variety of sealants and other accessories required to create a functional waterproofing system. The end-users of these products are specialty subcontractors trained by the company in the proper installation of all of our products.
In addition to these membrane products, we also provide a variety of sealants and other accessories required to create a functional waterproofing system. The end-users of these products are specialty subcontractors trained by the company in the proper installation of all our products.
The Company’s international marketing and sales efforts are directed from regional centers located in India, the United Kingdom, Brazil, Germany, Turkey, Japan and China. The Company believes that its worldwide network of sales personnel and manufacturing sites facilitates continued international expansion.
The Company’s international marketing and sales efforts are directed from regional centers located in Brazil, China, Germany, India, Japan, Turkey and the United Kingdom. The Company believes that its worldwide network of sales personnel and manufacturing sites facilitates continued international expansion.
Over the past several years, we’ve taken meaningful steps to advance our broad range of sustainability initiatives, including establishing 2025 environmental reduction targets in six focus areas: Scope 1 and Scope 2 CO 2 emissions, airborne pollutants, water used, water discharged, and process waste landfilled , on an absolute basis and per ton of production for each of our focus areas.
Over the past several years, we’ve taken meaningful steps to advance our broad range of sustainability initiatives, including establishing 2025 environmental reduction targets in six focus areas: Scope 1 and Scope 2 CO 2 emissions, airborne pollutants, water used, water discharged, and process waste landfilled , each on an absolute basis and per ton of production for each of our focus areas.
The FulFill® brand High Filler Technology is a portfolio of high-filler technologies that offers papermakers a variety of efficient, flexible solutions that decrease dependency on fiber and optimize cost and quality; NewYield® Waste Stream Process Technology cost-effectively converts a pulp mill waste stream into a functional pigment for paper filling, while eliminating the cost and environmental impact of disposal and remediation of certain waste streams to papermakers; ENVIROFIL® Waste Stream Process Technology allows cost-effective recovery of mineral pigments from de-inking waste materials by converting these materials into a functional pigment for filling paper while eliminating the cost and environmental impact of disposal and remediation.
The FulFill ® brand High Filler Technology is a portfolio of high-filler technologies that offers papermakers a variety of efficient, flexible solutions that decrease dependency on fiber and optimize cost and quality; NewYield ® Waste Stream Process Technology cost-effectively converts a pulp mill waste stream into a functional pigment for paper and packaging filling, while eliminating the cost and environmental impact of disposal and remediation of certain waste streams to papermakers; ENVIROFIL ® Waste Stream Process Technology allows cost-effective recovery of mineral pigments from de-inking waste materials by converting these materials into a functional pigment for filling paper while eliminating the cost and environmental impact of disposal and remediation.
Our SURE-CAL® calcium metal injection technology provides the most efficient and reliable method of calcium treatment in steelmaking that enhances steel quality and productivity to our customer’s operation. Our DURACRETE® line of shotcretes and castables provide our customers with the highest performance of refractory and safety against loss of containment.
Our SURE-CAL ® calcium metal injection technology provides the most efficient and reliable method of calcium treatment in steelmaking that enhances steel quality and productivity to our customer’s operation. Our DURACRETE TM line of shotcretes and castables provide our customers with the highest performance of refractory and safety against loss of containment.
Supplies of bentonite, leonardite and limestone are provided through the Company’s own mining operations and we depend on having adequate access to ore reserves of appropriate quality at such mining operations. The Company uses lime in the production of PCC and is a significant purchaser of lime worldwide.
Supplies of bentonite, leonardite and limestone are mainly provided through the Company’s own mining operations and we depend on having adequate access to ore reserves of appropriate quality at such mining operations. The Company uses lime in the production of PCC and is a significant purchaser of lime worldwide.
At December 31, 2023, the Company reported our operations in the following two reportable business segments under which we managed our operations, assessed performance and reported earnings: Consumer & Specialties and Engineered Solutions. The Consumer & Specialties segment serves consumer end markets directly with mineral-to-market finished products and also provides specialty mineral-based solutions and technologies that are an essential component of our customers’ finished products. The Engineered Solutions segment serves industrial end markets with engineered systems, mineral blends, and technologies that are designed to improve our customers’ manufacturing processes and projects .
At December 31, 2024, the Company reported our operations in the following two reportable business segments under which we managed our operations, assessed performance and reported earnings: Consumer & Specialties and Engineered Solutions. The Consumer & Specialties segment serves consumer end markets directly with mineral-to-market finished products and also provides specialty mineral-based solutions and technologies that are an essential component of our customers’ finished products. The Engineered Solutions segment serves industrial end markets with engineered systems, mineral blends, and technologies that are designed to improve our customers’ manufacturing processes and projects .
We currently supply some quantities of lime to third parties that are in close proximity to our Adams plant and could supply small quantities of lime to certain of our PCC satellite facilities that are in close geographic proximity to the Adams plant.
We currently supply some quantities of lime to third parties that are in close proximity to our Adams, Massachusetts plant and could supply small quantities of lime to certain of our PCC satellite facilities that are in close geographic proximity to the Adams plant.
Growth in the paper packaging segment is driven by growth trends in consumption, e-commerce and demand for sustainable packaging solutions. The Company offers mineral solutions for filler and coating applications in both the containerboard and cartonboard packaging.
Growth in the packaging segment is driven by growth trends in consumption, e-commerce and demand for sustainable packaging solutions. The Company offers mineral solutions for filler and coating applications in both the containerboard and cartonboard packaging.
Our initiatives include formulation development and packaging collaboration with our customers on the development of functional and aesthetically pleasing private label cat litters and our branded cat litters, including Premium Choice ® and Sivocat ® .
Our initiatives include formulation development and packaging collaboration with our customers on the development of functional and aesthetically pleasing private label cat litters and our branded cat litters, including Premium Choice ® and Sivocat TM .
In addition, the Company produces several other bentonite and leonardite-based proprietary solutions for consumer and industrial applications, such as: Natural bentonite feed additives to improve animals’ digestive health through gastrointestinal binding of mycotoxins. Filtration media for edible oil, biofuels, and beverages where the Company’s unique mineral reserves and differentiated process targets removal of specific contaminants. Agricultural products to improve plant harvests, plant health and soil that enhance crop yield. Advanced performance additives, including organoclays, used in flame retardants, plastic packaging, rubber mold release, paints, coatings and ink manufacturing processes.
In addition, the Company produces several other bentonite and leonardite-based proprietary solutions for consumer and industrial applications, such as: Natural bentonite feed additives to improve animals’ digestive health through gastrointestinal binding of mycotoxins. Filtration media for edible oil, renewable fuels, and beverages where the Company’s unique mineral reserves and differentiated process targets removal of specific contaminants. Agricultural products to improve plant harvests, plant health and soil that enhance crop yield. Advanced performance additives, including organoclays, used in flame retardants, plastic packaging, rubber mold release, paints, coatings and ink manufacturing processes.
Carbon dioxide is readily available in exhaust gas from the host paper mills, or other operations at our merchant facilities. The principal raw materials used in the Company’s monolithic refractory products are refractory-grade magnesia and various forms of alumina silicates. Approximately 54% of the Company’s magnesia requirements were purchased from sources in China over the past five years.
Carbon dioxide is readily available in exhaust gas from the host paper mills, or other operations at our merchant facilities. The principal raw materials used in the Company’s monolithic refractory products are refractory-grade magnesia and various forms of alumina silicates. Approximately 55% of the Company’s magnesia requirements were purchased from sources in China over the past five years.
Many of the products cannot be applied in wet or winter weather conditions and, as such, sales and profits tend to be greater during the period from April through October. Sales in our Specialty Additives product line, within Consumer & Specialties segment, is subject to similar seasonal patterns.
Many of the products cannot be applied in wet or winter weather conditions and, as such, sales and profits tend to be greater during the period from April through October. Sales in our Specialty Additives product line, within Consumer & Specialties segment, are subject to similar seasonal patterns.
Additionally, the Company offers a wide variety of both active and passive waterproofing and greenroof technologies for use in protecting structures from groundwater intrusion. Our products include VOLTEX®, a waterproofing composite comprised of two polypropylene geotextiles needle punched around a sodium bentonite core.
Additionally, the Company offers a wide variety of both active and passive waterproofing and greenroof technologies for use in protecting structures from groundwater intrusion. Our products include our VOLTEX ® waterproofing composite, which is comprised of two polypropylene geotextiles needle punched around a sodium bentonite core.
The Company owns, operates and maintains all of its satellite facilities and owns or licenses the related technology. Generally, the Company and its paper mill customers enter into long-term evergreen agreements, initially ten to fifteen years in length, pursuant to which the Company supplies substantially all of the customer’s requirements.
The Company owns, operates and maintains all of its satellite facilities and owns or licenses the related technology. Generally, the Company and its customers enter into long-term evergreen agreements, initially ten to fifteen years in length, pursuant to which the Company supplies substantially all of the customer’s requirements.
In fiscal 2023, compliance with the regulations applicable to us did not have a material effect on our capital expenditures, earnings, or competitive position, and the cost of compliance with these laws and regulations is not expected to have a material adverse effect on the Company in the future.
In fiscal 2024, compliance with the regulations applicable to us did not have a material effect on our capital expenditures, earnings, or competitive position, and the cost of compliance with these laws and regulations is not expected to have a material adverse effect on the Company in the future.
For the past 15 years, MTI has published an annual Corporate Responsibility and Sustainability Report that describes our efforts in continuous improvement regarding our safety culture, environmental performance, social impact, new product development, and community engagement.
For the past 16 years, MTI has published an annual Corporate Responsibility and Sustainability Report that describes our efforts in continuous improvement regarding our safety culture, environmental performance, social impact, new product development, and community engagement.
Our in-house research & development team specializes in formulation development and collaborates with our partners to create products that meet their specifications. After validation of the formulas through analytics and stability testing, our packaging engineers assesses formula and packaging compatibility.
Our in-house research & development team specializes in formulation development and collaborates with our partners to create products that meet their specifications. After validation of the formulas through analytics and stability testing, our packaging engineers evaluate the formula and packaging compatibility.
These technologies include, among others, OPACARB ® PCC, a family of products for paper coating, our FulFill ® family of products, a system of high-filler technologies that offers papermakers a variety of efficient, flexible solutions which decrease dependency on natural fibers, and NewYield ® and ENVIROFIL ® , innovative technologies that convert paper and pulp mill waste streams into functional pigments for filling paper.
These technologies include, among others, OPACARB ® PCC, a family of products for paper coating, our FulFill ® family of products, a system of high-filler technologies that offers papermakers a variety of efficient, flexible solutions which decrease dependency on natural fibers, and NewYield ® and ENVIROFIL ® waste stream process technologies, innovative technologies that convert paper and pulp mill waste streams into functional pigments for filling paper and paperboard.
The Company’s business strategy for growth in sales and profitability depends, to a substantial extent, on the continued success of its research and development activities. The Company will continue to seek out promising compounds and innovative technologies, developed mainly by our internal research team, to incorporate into our product lines.
The Company’s business strategy for growth in sales and profitability depends, to a substantial extent, on the continued success of its research and development activities. The Company will continue to seek out new and innovative technologies, developed mainly by our internal research team, to incorporate into our product lines.
Similarly, ULTRASEAL®, an advanced membrane product built around unique active polymer core; and COREFLEX®, our award winning active polymer core and heat welded PVC membrane for protection of critical infrastructure.
Similarly, our ULTRASEAL ® waterproofing membrane is an advanced membrane product built around unique active polymer core; and our COREFLEX ® waterproofing membrane is an award winning active polymer core and heat welded PVC membrane for protection of critical infrastructure.
These sales teams provide expertise to educate our customers on the bentonite blend properties and to aid them in producing castings efficiently. Certain other products are distributed through networks of distributors and representatives, who warehouse specific products at strategic locations.
For the foundry market, these sales teams provide expertise to educate our customers on the bentonite blend properties and to aid them in producing castings efficiently. Certain other products are distributed through networks of distributors and representatives, who warehouse specific products at strategic locations.
The Company has reserves of sodium and calcium bentonite at various locations in the U.S., including Wyoming, South Dakota and Alabama, as well as in Australia, China, Slovakia, and Turkey. Through the Company’s affiliations and joint ventures, the Company also has access to bentonite deposits in India and Mexico.
The Company has reserves of sodium and calcium bentonite at various locations in the U.S., including Wyoming, Montana, South Dakota, Nevada and Alabama, as well as in Australia, China, Slovakia, and Turkey. Through the Company’s affiliations and joint ventures, the Company also has access to bentonite deposits in Mexico.
The following table sets forth the percentage of our revenues generated from each segment for each of our last three fiscal years: 2023 2022 2021 Percentage of Net Sales Consumer & Specialties 54 % 53 % 52 % Engineered Solutions 46 % 47 % 48 % Total 100 % 100 % 100 % See Note 21 to the Consolidated Financial Statements for additional details on our two business segments.
The following table sets forth the percentage of our revenues generated from each segment for each of our last three fiscal years: 2024 2023 2022 Percentage of Net Sales Consumer & Specialties 54 % 54 % 53 % Engineered Solutions 46 % 46 % 47 % Total 100 % 100 % 100 % See Note 21 to the Consolidated Financial Statements for additional details on our two business segments.
The principal products of this product line are marketed under various registered trade names, including PREMIUM CHOICE ® , VitaLife ® , Sivocat ® , RAFINOL ® and ENERSOL ® .
The principal products of this product line are marketed under various registered trade names, including PREMIUM CHOICE ® , VitaLife ® , Sivocat TM ,SIVO TM , RAFINOL TM and ENERSOL ® .
While we believe zero-injuries across all our operations is attainable, we have set goals of 1.00 for Total Recordable Incident Rate (TRIR, which is the number of recordable injuries per 100 employees) and 0.10 for Lost Workday Injury Rate (LWIR, which is the number of lost workday injuries per 100 employees), and we continue to make strides to drive incidents below these levels.
While we believe zero-injuries is attainable, we have set goals of 1.00 for Total Recordable Incident Rate (TRIR, which is the number of recordable injuries per 100 employees) and 0.10 for Lost Workday Injury Rate (LWIR, which is the number of lost workday injuries per 100 employees), and we continue to make strides to drive incidents below these levels.
These products allow steel makers to improve their performance through, among other things, the application of monolithic refractories to furnace linings while the furnace is at operating temperature, thereby eliminating the need for furnace cool-down periods and steel-production interruption. The result is a lower overall cost for steel produced by steel makers.
These solutions allow steel makers to improve their performance through, among other things, the application of monolithic refractories to furnace linings while the furnace is at operating temperature, thereby eliminating the need for furnace cool-down periods and steel-production interruption. The result is a lower overall cost for steel makers.
The Company has developed alternate sources of magnesia over the past few years that have diversified our supply of magnesia. The amount sourced from China and other locations can vary from year to year depending upon price and availability from each source. The alumina we utilize in our business is readily available from numerous sources.
The Company has developed alternate sources of magnesia that have diversified our supply of magnesia. The amount sourced from China and other locations can vary from year to year depending upon price and availability from each source. The alumina we utilize in our business is readily available from numerous sources.
This segment includes two product lines: Household & Personal Care and Specialty Additives Household & Personal Care Products and Markets The Household & Personal Care product line delivers mineral-to-market products to a variety of consumer-oriented markets, including pet litter, personal care, fabric care, edible oil and other fluid purification, animal health, and agricultural.
This segment includes two product lines: Household & Personal Care and Specialty Additives Household & Personal Care Products and Markets The Household & Personal Care product line delivers mineral-to-market products to a variety of consumer-oriented markets, including pet litter, personal care, fabric care, edible oil and renewable fuel purification, animal health, and agricultural.
Our research with bentonite clays includes a wide variety of applications including animal health, asphalt emulsions, paints, inks and coatings. In the Specialty Additives product line, the Company’s research and development efforts include: the satellite precipitated calcium carbonate (PCC) and satellite ground calcium carbonate (GCC) plant concepts and applying our crystal engineering core technologies to create specific PCC and GCC particles for paper filling and coating applications, with our FulFill® high filler technology systems, NewYield® Waste Stream Process Technology, and ENVIROFIL® Waste Stream Process Technology.
Our research with bentonite clays includes a wide variety of applications including animal health, fabric care, personal care, paints, ink, asphalt emulsions and coating functional additives. In the Specialty Additives product line, the Company’s research and development efforts include: the satellite precipitated calcium carbonate (PCC) and satellite ground calcium carbonate (GCC) plant concepts and applying our crystal engineering core technologies to create specific PCC and GCC particles for paper filling and coating applications, with our FulFill ® high filler technology systems, NewYield ® Waste Stream Process Technology, and ENVIROFIL ® Waste Stream Process Technology.
In our personal care product group, we develop and formulate ingredients and delivery systems, including Microsponge ® , Poly-Pore ® , and Poly-Trap ® , which are proprietary systems of microparticles that entrap and sustain release active ingredients to enhance their performance in topical dermatological products. We also collaborate with our customers on their private label personal care products.
In our personal care product group, we develop and formulate ingredients and delivery systems, including Microsponge ® poly beads and Poly-Pore ® and Poly-Trap ® polymers which are proprietary systems of microparticles that entrap active ingredients for sustained release to enhance their performance in topical dermatological products. We also collaborate with our customers on their private label personal care products.
The newest offering we have in this space is VINTEGRA®, a product that takes our proven active polymer core and layers it between an EVOH membrane that provides the highest level of both gas and water vapor protection. VINTEGRA® is available as both an active and passive system.
The newest offering we have in this space is our VINTEGRA ® waterproofing membrane, a product that takes our proven active polymer core and layers it between an ethylene vinyl alcohol copolymer (EVOH) membrane that provides the highest level of both gas and water vapor protection. The VINTEGRA ® membrane is available as both an active and passive system.
They are the cornerstone of our operational excellence and safety-first culture, key to our ability to execute on our growth strategies, and vital to our success. Our core values people, excellence, honesty, customer focus and accountability guide our actions. Workforce Demographics As of December 31, 2023, the Company employed 4,027 persons globally, located in over 30 countries.
They are the cornerstone of our operational excellence and safety-first culture, key to our ability to execute on our growth strategies, and vital to our success. Our core values people, excellence, honesty, customer focus and accountability guide our actions. Workforce Demographics As of December 31, 2024, the Company employed 3,891 persons globally, located in over 30 countries.
The Company’s Specialty Additives net sales were $642.6 million, $648.4 million and $578.9 million for the years ended December 31, 2023, 2022 and 2021, respectively. ENGINEERED SOLUTIONS SEGMENT The Engineered Solutions segment provides advanced process technologies and solutions that are designed to improve our customers’ manufacturing processes and projects.
The Company’s Specialty Additives net sales were $610.2 million, $642.6 million and $648.4 million for the years ended December 31, 2024, 2023 and 2022, respectively. ENGINEERED SOLUTIONS SEGMENT The Engineered Solutions segment provides advanced process technologies and solutions that are designed to improve our customers’ manufacturing processes and projects.
The Company’s Environmental & Infrastructure net sales were $288.8 million, $298.4 million and $253.0 million for the years ended December 31, 2023, 2022 and 2021, respectively. 6 Marketing and Sales The Company relies principally on its worldwide direct sales force to market its products.
The Company’s Environmental & Infrastructure net sales were $265.1 million, $288.8 million and $298.4 million for the years ended December 31, 2024, 2023 and 2022, respectively. 6 Marketing and Sales The Company relies principally on its worldwide direct sales force to market its products.
In 2023, our TRIR was 0.91 and our LWIR was 0.30. This safety-first mindset helps us attract and retain top talent from around the world and drives continuous improvement in our manufacturing operations.
In 2024, our TRIR was 0.78 and our LWIR was 0.13. This safety-first mindset helps us attract and retain top talent from around the world and drives continuous improvement in our manufacturing operations.
There is no assurance that in the future the Company will be able to maintain the coverage currently in place or that the premiums will not increase substantially. Human Capital Resources Our people are the most important part of MTI.
There is no assurance that in the future the Company will be able to maintain the coverage currently in place or that the premiums will not increase substantially. 10 Human Capital Resources Our people power the success of MTI.
We protect the commercial building envelope from water ingress with our waterproofing products, including Voltex®, Core-Flex®, and Waterstop®, and our newest innovation for combined waterproofing and gas vapor protection membranes, Vintegra®. Additionally, our company has several water treatment technologies that we are advancing.
We protect the commercial building envelope from water ingress with our waterproofing products, including Voltex ® flexible barrier sheets, Core-Flex ® waterproofing membranes, and Waterstop RX ® waterproofing compositions, and our Vintegra ® membranes, which are our newest innovation for combined waterproofing and gas vapor protection membranes. Additionally, our company has several advanced water treatment technologies.
The Company’s Household & Personal Care net sales were $517.6 million, $476.2 million and $383.7 million for the years ended December 31, 2023, 2022 and 2021, respectively.
The Company’s Household & Personal Care net sales were $530.0 million, $517.6 million and $476.2 million for the years ended December 31, 2024, 2023 and 2022, respectively.
The Company sells the following refractory products: Gunnable monolithic refractory products and application systems to users of basic oxygen furnaces and electric arc furnaces for application on furnace walls to prolong the life of furnace linings. Monolithic refractory materials and pre-cast refractory shapes for iron and steel ladles, vacuum degassers, continuous casting tundishes, blast furnaces and reheating furnaces. Refractory shapes and linings to the glass, cement, aluminum, petrochemicals, power generation and other non-steel industries. 5 Refractory product sales are often supported by Company-supplied proprietary application equipment, laser measurement systems and on-site technical service support.
The Company sells the following refractory products: Gunnable monolithic refractory products and application systems to users of basic oxygen furnaces and electric arc furnaces for application on furnace walls to prolong the life of furnace linings. Monolithic refractory materials and pre-cast refractory shapes for iron and steel ladles, vacuum degassers, continuous casting tundishes, blast furnaces and reheating furnaces. Refractory shapes and linings to the glass, cement, aluminum, petrochemicals, power generation and other non-steel industries.
Additionally, our Rafinol ® bleaching earths purify and remove contaminates in biodiesel, renewable diesel and edible oils; our KWK ® purifies and clarifies wine and juices; our Enersol ® and Agro-Lig ® agricultural additives promote sustainable growth and optimal yield of commercial crops by adding best-in-kind organic materials to the soil.
Additionally, our Rafinol TM oil purification agents purify and remove contaminates in edible oils and renewable fuels, including renewable diesel, biodiesel and sustainable aviation fuel; our KWK ® bentonite purifies and clarifies wine and juices; and our Enersol ® soil enhancer and Agro-Lig ® humic acid are agricultural additives that promote sustainable growth and optimal yield of commercial crops by adding best-in-kind organic materials to the soil.
Our Engineered Solutions segment provides products and services that are designed to improve our customers’ manufacturing processes and commercial projects and has two product lines, High Temperature Technologies and Environmental & Infrastructure. In the High Temperature Technologies product line, our main objective is designing products and applications based on customer’s needs.
Our Specialty PCC and process mineral solutions include our Thixocarb ® PCC, Vicality ® USP PCC, EMforce TM calcium carbonate. 9 Our Engineered Solutions segment provides products and services that are designed to improve our customers’ manufacturing processes and commercial projects and has two product lines, High Temperature Technologies and Environmental & Infrastructure. In the High Temperature Technologies product line, our main objective is designing products and applications based on customer’s needs using our engineered blend core technologies.
The Volclay®, Maxi-Bond®, and Panther Creek® application is used in green sand molding applications ranging from the production of iron and steel castings to the production of non-ferrous castings.
Our Volclay ® , Maxibond TM , and Panther Creek ® products are used in green sand molding applications ranging from the production of iron and steel castings to the production of non-ferrous castings.
We are meeting or exceeding our targets in four of six areas. Laws and regulations are subject to change. See Item 1A, Risk Factors, for information regarding the possible effects that compliance with new laws and regulations, including those relating to climate change, may have on our businesses and operating results.
By 2023, we met or exceeded our targets in ten out of twelve total environmental emission and discharge reduction targets. Laws and regulations are subject to change. See Item 1A, Risk Factors, for information regarding the possible effects that compliance with new laws and regulations, including those relating to climate change, may have on our businesses and operating results.
At MTI, we are focused on providing the safest workplace for our employees, creating innovative technologies tailored to our customers’ evolving demands, reducing our environmental impact, preserving natural resources and making positive contributions to our local communities all of which are ingrained in our values.
Sustainability is core to who we are and the foundation of how we operate our company. At MTI, we are focused on providing the safest workplace for our employees, reducing our environmental impact, preserving natural resources and making positive contributions to our local communities all of which are ingrained in our values.
Every day, MTI employees show their engagement and apply their skills in ways that deliver measurable outcomes and create both business and social value. Talent Management Our people are essential to the successful delivery of the MTI strategy and to sustaining superior business performance. The work environment at MTI continually evolves to maximize the employee experience and drive high performance.
Every day, MTI employees show their engagement and apply their skills in ways that deliver measurable outcomes and create both business and social value. Human Capital Strategy and Total Rewards Our people are essential to the successful delivery of the MTI strategy and to sustaining superior business performance.
This product line produces custom-blended mineral and non-mineral products to strengthen sand molds for casting auto parts, farm and construction equipment, oil and gas production equipment, power generation turbine castings and rail car components. These products help our customers in the foundry and casting industry to improve productivity by reducing scrap from metalcasting defects and poor surface quality.
For the foundry industry, this product line produces custom-blended mineral and non-mineral products to strengthen sand molds for casting for auto and heavy truck parts, agriculture and construction equipment, municipal, infrastructure and other industrial castings markets. These products help our customers in the foundry industry to improve productivity by reducing scrap from defects and poor surface quality.
It also contributes to a drilling fluid’s ability to lubricate the drill bit and coat the underground formations to prevent hole collapse and drill-bit seizing. Our primary trademark for this application is the trade name PREMIUM GEL®.
Bentonite imparts thickening and suspension properties that facilitate the transport of rock cuttings to the surface during the drilling process. It also contributes to a drilling fluid’s ability to lubricate the drill bit and coat the underground formations to prevent hole collapse and drill-bit seizing. Our primary trademark for this application is PREMIUM GEL ® .
Within the Consumer & Specialties segment, the Company is a global leader in private label cat litter, North America bulk clumping cat litter and European premium cat litter.
There are numerous major producers of competing products and various regional suppliers in the areas the Company serves. Within the Consumer & Specialties segment, the Company is a global leader in private label cat litter, North America bulk clumping cat litter and European premium cat litter.
The Company is also well known in the environmental remediation industry providing technologies that address a variety of complex and aggressive contaminants in soil, groundwater, and marine sediment. These products are marketed under the ORGANOCLAY® trade name. The reactive capping technologies and solutions containing ORGANOCLAY® are used to effectively contain residual contamination and to reduce costs associated with ex-situ remedies.
The Company is also well known in the environmental remediation industry providing technologies that address a variety of complex and aggressive contaminants in soil, groundwater, and marine sediment. These products are marketed under the ORGANOCLAY TM trademark.
Each product is designed to provide optimum balance of paper properties including brightness, opacity, bulk, strength, and improved printability. The majority of the Company’s sales of PCC are to papermakers from “satellite” PCC plants.
Each product is designed to provide optimum balance of paper properties including brightness, opacity, bulk, strength, and improved printability. The majority of this product line's sales are to papermakers from “satellite” plants. A satellite plant is a manufacturing facility located near a paper mill thereby eliminating costs of transporting product from remote production sites to the paper mill.
Patents and Trademarks The Company owns or has the right to use approximately 295 patents and approximately 1,874 trademarks related to its business. Our patents expire between 2024 and 2040. Our trademarks continue indefinitely.
Our products also contribute to improving our customer's sustainability profile. Patents and Trademarks The Company owns or has the right to use approximately 240 patents and approximately 1,810 trademarks related to its business. Our patents expire between 2025 and 2041. Our trademarks continue indefinitely.
The Company’s proprietary application equipment is used to apply refractory materials to the walls of steel-making furnaces and other high temperature vessels to maintain and extend their useful life. MINSCAN ® allows for remote-controlled application of the Company’s refractory products in steel-making furnaces, as well as in steel ladles.
The Company also offers a broad range of monolithic and pre-cast refractory products and related systems and services for the steel industry. The Company’s proprietary application equipment is used to apply refractory materials to the walls of steel-making furnaces and other high temperature vessels to maintain and extend their useful life.
We believe in the power of an environment where everyone feels involved, respected, valued and connected, where everyone is free to be their authentic selves and share ideas. We believe that our culture of diversity, equity and inclusion is a competitive advantage that fuels innovation and enhances our ability to attract and retain talent.
We believe that our culture of diversity, equity and inclusion is a competitive advantage that fuels innovation and enhances our ability to attract and retain talent.
The Company has completed acquisitions of several cat litter manufacturers over the past 5 years in both the European and North American markets. 3 The Company also manufactures personal care products consisting of polymer delivery systems and purified grades of bentonite ingredients for sale to manufacturers of skin care products for anti-aging, anti-acne and body care.
The Company has completed a number of acquisitions of cat litter manufacturers over the past several years in both the European and North American markets. 3 The Company also manufactures personal care ingredients for cosmetic anti-aging formulations and advanced delivery system technologies for sustained-release of retinoid and other actives in cosmetic, OTC and prescription formulations.
The Company’s technical service staff and application equipment assist customers to achieve desired productivity objectives. The Company’s technicians are also able to conduct laser measurement of refractory wear, sometimes in conjunction with robotic application tools, to improve refractory performance at many customer locations.
The Company’s technicians are also able to conduct laser measurement of refractory wear, sometimes in conjunction with robotic application tools, to improve refractory performance at many customer locations. The Company believes that these services, together with its refractory product offerings, provide it with a strategic marketing advantage.
The polymers are used to deliver high-value active ingredients and the bentonite-based materials act as thickening, suspension, and dispersion agent emollients for topical skin care formulations. The Company has been a market leader in retinol-based delivery systems and supplies liquid retinoid products. Products range from ingredient sales to fully formulated finished goods.
It also produces mineral ingredients providing improved feel and viscosity control in cosmetic formulations. The Company has been a market leader in retinol-based delivery systems and supplies liquid retinoid products. Products range from ingredient sales to fully formulated finished goods.
In the last few years, bulk cargo shipping rates have been very volatile, and, to a lesser extent, the availability of bulk cargo containers has been sporadic. Competition The Company is continually engaged in efforts to develop new products and technologies and refine existing products and technologies in order to remain competitive and to position itself as a market leader.
Competition The Company is continually engaged in efforts to develop new products and technologies and refine existing products and technologies in order to remain competitive and to position itself as a market leader. The company is a world leader in bentonite and PCC. The Company competes on the basis of product quality, service, technical support, price, product availability and logistics.
The Hevi-Sand® specialty chromite sand prevents metal penetration and can be used with most foundry binders in molds and cores. 9 In the Environmental & Infrastructure product line, applying our particle surface modification core technologies, we research and develop products, including our Bentomat® and RESISTEX TM formulations, which enable our liner technologies to withstand the full continuum of leachate chemistries, including increasingly aggressive leachates from Mining and Coal Combustion Byproduct applications.
The Hevi-Sand ® specialty chromite sand prevents metal penetration and can be used with most foundry binders in molds and cores. In the Environmental & Infrastructure product line, particle surface modification core technologies are used to develop products to meet critical performance criteria for a variety of customers.
Products offered include REACTIVE CORE-MAT™, an in-situ sediment capping material and QUIKSOLID®, a super absorbent media. The Company also specializes in treating soil, groundwater, landfill leachate, surface waters and drinking water sources contaminated with Per-and polyfluoroalkyl substances (PFAS) and Perfluorooctane sulfonate (PFOS) under the FLUORO-SORB® trade name.
The Company also specializes in treating soil, groundwater, landfill leachate, surface waters and drinking water sources contaminated with Per-and polyfluoroalkyl substances (PFAS) and Perfluorooctane sulfonate (PFOS) with our FLUORO-SORB ® absorbent. The Company's drilling products are used in environmental and geotechnical drilling applications, horizontal directional drilling, mineral exploration and foundation construction, as well as in oil and gas well drilling.
The Crudesorb®, CrudeSep®, Hi-Flow®, MOST™, and ORGANOCLAY® technologies offer highly effective solutions for removing oils, greases and other low solubility organic compounds, solids and metals from aqueous streams. The Company’s FLUORO-SORB® adsorbent is a proprietary, patented, NSF-certified product designed to globally support remediation efforts surrounding per- and polyflouroalkyl substances (PFAS) and Perflourooctane sulfonate (PFOS).
The Crudesorb ® filtration media, CrudeSep ® water treatment, Hi-Flow ® filtration media, MOST ® water treatment system, and ORGANOCLAY technologies offer highly effective solutions solidifying aqueous waste or for removing oils, greases and other low solubility organic compounds, solids and metals from aqueous streams.
The Company believes that these services, together with its refractory product offerings, provide it with a strategic marketing advantage. The Company also produces a number of other technologically advanced products for the steel industry, including calcium metal, metallurgical wire products and a number of metal treatment specialty products.
The Company also produces a number of other technologically advanced products for the steel industry, including calcium metal, metallurgical wire products and a number of metal treatment specialty products. 5 The Company also produces a specialized line of carbon composites and PYROID ® pyrolitic graphite, primarily to the aerospace and electronics industries.
Since the steel-making industry is characterized by intense price competition, which results in a continuing emphasis on increased productivity, these application systems and the technologically advanced refractory materials developed in the Company’s research laboratories have been well accepted by the Company’s customers.
MINSCAN ® refractory application machines allow for remote-controlled application of the Company’s refractory products in steel-making furnaces, as well as in steel ladles. This helps the steel-making industry to achieve their employee safety goals and increase productivity. These application systems and the technologically advanced refractory materials developed in the Company’s research laboratories have been well accepted by the Company’s customers.
The Company also produces a specialized line of carbon composites and pyrolitic graphite sold under the PYROID ® trademark, primarily to the aerospace and electronics industries. The Company’s High-Temperature Technologies net sales were $720.9 million, $702.5 million and $642.7 million for the years ended December 31, 2023, 2022 and 2021, respectively.
The Company’s High-Temperature Technologies net sales were $713.2 million, $720.9 million and $702.5 million for the years ended December 31, 2024, 2023 and 2022, respectively. Environmental & Infrastructure Products and Markets The Environmental & Infrastructure product line provides environmental, construction and remediation solutions.
The above mentioned programs and succession planning sessions demonstrate the Company’s ongoing commitment towards accelerating development of our future leaders. 11 Environmental, Health and Safety Matters and Government Regulation The Company’s operations are subject to federal, state, local and foreign laws and regulations relating to the environment and health and safety.
Through our Global Inclusion Council, which is chaired by our CEO, we continually evaluate how we promote and support diversity in all forms to develop strategies and meaningful programs to achieve our objectives. 11 Environmental, Health and Safety Matters and Government Regulation The Company’s operations are subject to federal, state, local and foreign laws and regulations relating to the environment and health and safety.
Removed
In the first quarter of 2023, the Company realigned its business reporting structure into two segments to better align our business and technologies with our customers and end markets and create a more efficient and effective management structure which reflects the way performance is evaluated and resources are allocated.
Added
Refractory product sales are often supported by Company-supplied proprietary application equipment, laser measurement systems and on-site technical service support. The Company’s technical service staff and application equipment assist customers to achieve desired productivity objectives.
Removed
A satellite PCC plant is a PCC manufacturing facility located near a paper mill thereby eliminating costs of transporting PCC from remote production sites to the paper mill.
Added
The reactive capping technologies and solutions containing ORGANOCLAY TM compositions are used to effectively contain residual contamination and to reduce costs associated with ex-situ remedies. Products offered include our REACTIVE CORE-MAT TM composite geotextile, an in-situ sediment capping material and our QUIKSOLID ® polymer, a super absorbent media.
Removed
The Company believes the competitive advantages offered by improved economics and superior optical characteristics of paper produced with PCC manufactured by the Company’s satellite PCC plants resulted in substantial growth in the number of the Company’s satellite PCC plants since the first such plant was built in 1986.
Added
The Bentomat ® and RESISTEX TM lining technologies are engineered to withstand the full continuum of leachate chemistries, including increasingly aggressive leachates from Mining and Coal Combustion Byproduct applications.
Removed
The Company has also mined, beneficiated and processed talc through its Barretts Minerals Inc. (“BMI”) subsidiary. In the fourth quarter of 2023, BMI filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code, and BMI was deconsolidated from our consolidated financial statements. See Note 17 to the consolidated financial statements.
Added
The Company’s FLUORO-SORB ® adsorbent is a proprietary, patented, NSF-certified product designed to globally support remediation efforts surrounding per- and polyflouroalkyl substances (PFAS) and Perflourooctane sulfonate (PFOS). For the years ended December 31, 2024, 2023 and 2022, the Company spent approximately $23.0 million, $21.2 million and $20.4 million, respectively, on research and development.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeIn the last few years, bulk cargo shipping rates have been very volatile, and, to a lesser extent, the availability of bulk cargo containers has been suspect. If we cannot secure our container requirements or offset additional shipping costs with price increases to customers, our profitability could be impacted. We are also subject to other shipping risks.
Biggest changeIf we cannot secure our container requirements or offset additional shipping costs with price increases to customers, our profitability could be impacted. We are also subject to other shipping risks. In particular, rail service interruptions have affected our ability to ship, and the availability of rail service, and our ability to recover increased rail costs, may be beyond our control.
We cannot predict if or when currently proposed or additional laws and regulations regarding climate change or other environmental or health and safety concerns will be enacted or adopted. 17 The Company is also subject to income tax laws and regulations in the United States and various foreign jurisdictions.
We cannot predict if or when currently proposed or additional laws and regulations regarding climate change or other environmental or health and safety concerns will be enacted or adopted. The Company is also subject to income tax laws and regulations in the United States and various foreign jurisdictions.
Continued geopolitical instability has heightened the risk of cyberattacks. 18 Like other global companies, our systems are subject to recurring attempts by third parties to access information, manipulate data or disrupt our operations, and we have experienced cyber incidents.
Continued geopolitical instability has heightened the risk of cyberattacks. Like other global companies, our systems are subject to recurring attempts by third parties to access information, manipulate data or disrupt our operations, and we have experienced cyber incidents.
These hazards, limitations, disruptions in supply and capacity constraints could adversely affect financial results. Operating results for some of our businesses are seasonal. Certain of our businesses are affected by seasonal weather patterns.
These hazards, limitations, disruptions in supply and capacity constraints could adversely affect financial results. 18 Operating results for some of our businesses are seasonal. Certain of our businesses are affected by seasonal weather patterns.
At any given time, we may be unable to obtain an adequate supply of these critical raw materials on a timely basis, on price and other terms, or at all. While most such raw materials are readily available, the Company has purchased approximately 54% of its magnesia requirements from sources in China over the past five years.
At any given time, we may be unable to obtain an adequate supply of these critical raw materials on a timely basis, on price and other terms, or at all. While most such raw materials are readily available, the Company has purchased approximately 55% of its magnesia requirements from sources in China over the past five years.
Further, while the Company anticipates that Barretts will benefit from the operation of the automatic stay during the Chapter 11 proceedings, depending on the ultimate outcome of any of these litigation matters, the Company could in the future be required to pay significant amounts as a result of settlements or judgments, potentially in excess of liabilities accrued to date in respect of such matters.
Further, while the Company anticipates that the Chapter 11 Debtors will benefit from the operation of the automatic stay during the Chapter 11 proceedings, depending on the ultimate outcome of any of these litigation matters, the Company could in the future be required to pay significant amounts as a result of settlements or judgments, potentially in excess of liabilities accrued to date in respect of such matters.
In recent years, global steel production has been volatile. These trends have affected and may continue to affect the demand for our Engineered Solutions segment’s products and services. We expect steel consumption to be similar to 2023 levels.
In recent years, global steel production has been volatile. These trends have affected and may continue to affect the demand for our Engineered Solutions segment’s products and services. We expect steel consumption to be similar to 2024 levels.
Accordingly, the amount that will be necessary to fully and finally resolve all of BMI’s current and future talc-related claims in connection with a confirmed Chapter 11 plan of reorganization cannot be estimated at this time.
Accordingly, the amount that will be necessary to fully and finally resolve all of Oldco’s current and future talc-related claims in connection with a confirmed Chapter 11 plan of reorganization cannot be estimated at this time.
As the Company expands its operations overseas, it faces increased risks of doing business abroad, including inflation, fluctuation in interest rates, changes in applicable laws and regulatory requirements, export and import restrictions, tariffs, nationalization, expropriation, limits on repatriation of funds, civil unrest, unstable governments and legal systems, and other factors.
As the Company expands its operations overseas, it faces increased risks of doing business abroad, including inflation, fluctuation in interest rates, changes in applicable laws and regulatory requirements, nationalization, expropriation, limits on repatriation of funds, civil unrest, unstable governments and legal systems, and other factors.
The Company is currently a party in various litigation matters and tax and environmental proceedings and faces risks arising from various unasserted litigation matters, including product liability, patent infringement, antitrust claims, and claims for third-party property damage or personal injury stemming from alleged torts, including, as discussed elsewhere in this Report, a number of cases seeking damages for alleged exposure to asbestos-contaminated talc products sold by the Company’s subsidiary Barretts Minerals Inc.
The Company is currently a party in various litigation matters and tax and environmental proceedings and faces risks arising from various unasserted litigation matters, including product liability, patent infringement, antitrust claims, and claims for third-party property damage or personal injury stemming from alleged torts, including, as discussed elsewhere in this Report, a number of cases seeking damages for alleged exposure to asbestos-contaminated talc products sold by BMI Oldco.
The Company and certain of the Company’s subsidiaries are among numerous defendants in over five hundred cases seeking damages for alleged exposure to asbestos-contaminated talc products sold by the Company’s subsidiary BMI.
The Company and certain of the Company’s subsidiaries are among numerous defendants in over six hundred cases seeking damages for alleged exposure to asbestos-contaminated talc products sold by the Company’s subsidiary Oldco.
The Company does business in many areas internationally. Approximately 47% of our sales in 2023 were derived from outside the United States and we have significant production facilities which are located outside of the United States.
The Company does business in many areas internationally. Approximately 49% of our sales in 2024 were derived from outside the United States and we have significant production facilities which are located outside of the United States.
During the pendency of the Chapter 11 Cases, the Company anticipates that BMI will benefit from the operation of the automatic stay, which stays ongoing litigation in connection with talc-related claims against BMI.
The mediation process is ongoing. During the pendency of the Chapter 11 Cases, the Company anticipates that the Chapter 11 Debtors will benefit from the operation of the automatic stay, which stays ongoing litigation in connection with talc-related claims against the Chapter 11 Debtors.
Bankruptcy Code, the potential for the Company’s talc-related exposure to extend beyond BMI arising from claims by talc plaintiffs relating to the Company’s liability for talc claims, corporate veil piercing efforts or otherwise, any final resolution of the scope of the Pfizer indemnity, the costs of the Chapter 11 Cases and the length of time necessary to resolve the cases, either through settlement or as a result of litigation arising in connection with the Chapter 11 Cases, and the possibility that Barretts will be unsuccessful in attaining relief under Chapter 11.
Bankruptcy Code, the potential for the Company’s talc-related exposure to extend beyond the Chapter 11 Debtors arising from claims by talc plaintiffs relating to the Company’s liability for talc claims, corporate veil piercing efforts or otherwise, any final resolution of the scope of the Pfizer indemnity, the ongoing costs of the Chapter 11 Cases, which may require additional funding from time to time, the cost and the length of time necessary to ultimately resolve the cases, either through settlement or as a result of litigation arising in connection with the Chapter 11 Cases, and the possibility that the Chapter 11 Debtors will be unsuccessful in attaining relief under Chapter 11.
Several risks and uncertainties related to Barretts’ Chapter 11 Cases could have a material adverse effect on the Company’s business, financial condition, results of operations and cash flows, including the value of Barretts, as deconsolidated, reflected in the Company’s financial statements, the ultimate amount necessary to be contributed to any trust established pursuant to Section 524(g) of the U.S.
Several risks and uncertainties related to the Chapter 11 Cases could have a material adverse effect on the Company’s business, financial condition, results of operations and cash flows, including the ultimate amount necessary to be contributed to any trust established pursuant to Section 524(g) of the U.S.
A breach of any of these covenants would result in a default under the applicable agreements. In the event of any default under our senior secured credit facility, our lenders could elect to declare all amounts borrowed under the credit agreement, together with accrued interest thereon, to be due and payable.
In the event of any default under our senior secured credit facility, our lenders could elect to declare all amounts borrowed under the credit agreement, together with accrued interest thereon, to be due and payable.
Although the Chapter 11 Cases are progressing, it is not possible at this time to predict the form of any ultimate resolution or when an ultimate resolution might occur.
Although the Chapter 11 Cases are progressing, it is not possible at this time to predict how the Bankruptcy Court will rule on the Committee’s motion to dismiss the Chapter 11 Cases, the form of any ultimate resolution or when an ultimate resolution might occur.
On October 2, 2023 (the “Petition Date”), notwithstanding the Company’s confidence in the safety of BMI’s talc products, BMI and Barretts Ventures Texas LLC filed voluntary petitions for relief under Chapter 11 of the U.S.
On October 2, 2023 (the “Petition Date”), notwithstanding the Company’s confidence in the safety of Oldco’s talc products, the Chapter 11 Debtors filed voluntary petitions for relief under Chapter 11 of the U.S.
At December 31, 2023, the Company had $1,020.8 million aggregate principal amount of total indebtedness (consisting primarily of $532.8 million aggregate principal amount of loans under our term facility, $400.0 million aggregate principal amount of notes and $85.0 million outstanding under our revolving credit facility) and an additional $205.6 million of borrowing capacity under the revolving credit facility (after giving effect to $9.1 million of outstanding letters of credit).
At December 31, 2024, the Company had $971.3 million aggregate principal amount of total indebtedness (consisting primarily of $575.0 million aggregate principal amount of loans under our term facility, $400.0 million aggregate principal amount of notes and $4.5 million outstanding under our revolving credit facility) and an additional $386.4 million of borrowing capacity under the revolving credit facility (after giving effect to $9.1 million of outstanding letters of credit).
Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas (the “Chapter 11 Cases”) to address and comprehensively resolve BMI’s liabilities associated with talc. Minerals Technologies Inc. and the Company’s other subsidiaries were not included in the Chapter 11 filing. BMI intends to pursue a sale of its talc assets under section 363 of the U.S.
Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas (the “Chapter 11 Cases”) to address and comprehensively resolve Oldco’s liabilities associated with talc. Minerals Technologies Inc. and the Company’s other subsidiaries were not included in the Chapter 11 filing.
The Company is subject to stringent regulation in the areas of environmental, health and safety, and tax, and may incur unanticipated costs or liabilities arising out of claims for various legal, environmental and tax matters or product stewardship issues that could materially harm the Company’s results of operations, cash flows and financial condition.
For a further discussion of the Chapter 11 Cases and Oldco's talc-related liabilities, see Note 17 to the Consolidated Financial Statements, included in this report. 17 The Company is subject to stringent regulation in the areas of environmental, health and safety, and tax, and may incur unanticipated costs or liabilities arising out of claims for various legal, environmental and tax matters or product stewardship issues that could materially harm the Company’s results of operations, cash flows and financial condition.
In addition, subject to certain exceptions, the filing or continued prosecution of all talc-related claims against BMI’s non-debtor affiliates is temporarily stayed through April 1, 2024 (subject to further extensions), the date on which a hearing is scheduled on the status of the Chapter 11 Cases. Barretts has been deconsolidated from the Company’s financial statements since the Petition Date.
In addition, subject to certain exceptions, the filing or continued prosecution of all talc-related claims against the Chapter 11 Debtors' non-debtor affiliates is temporarily stayed through April 15, 2025 (subject to further extensions), the date on which a hearing is scheduled on the status of the Chapter 11 Cases.
In addition, we are required to comply with specific financial ratios, including a maximum net leverage ratio and a minimum interest coverage ratio, under which we are required to achieve specific financial results. Our ability to comply with these provisions may be affected by events beyond our control.
In addition, we are required to comply with specific financial ratios, including a maximum net leverage ratio, under which we are required to achieve specific financial results. Our ability to comply with these provisions may be affected by events beyond our control. A breach of any of these covenants would result in a default under the applicable agreements.
(“BMI”) and Barretts Ventures Texas LLC (together with BMI, “Barretts”), have filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code to address and comprehensively resolve BMI’s liabilities associated with talc. Risks and uncertainties related to this filing could have a material adverse effect on the Company’s business, financial condition, results of operations and cash flows.
Bankruptcy Code to address and comprehensively resolve Oldco’s liabilities associated with talc. Risks and uncertainties related to this filing could have a material adverse effect on the Company’s business, financial condition, results of operations and cash flows.
The resolution of, or recognition of additional liabilities in connection with, pending litigation could have a material adverse effect on the Company’s results of operations, cash flows and financial condition. For a further discussion of the Chapter 11 Cases and BMI talc-related liabilities, see Note 17 to the Consolidated Financial Statements, included in this report.
The resolution of, or recognition of additional liabilities in connection with, pending or future litigation could have a material adverse effect on the Company’s results of operations, cash flows and financial condition.
The Company relies on shipping bulk cargos of bentonite from the United States, Turkey and China to customers, as well as our own subsidiaries, and we are sensitive to our ability to recover these shipping costs.
We cannot assure you that we will be able to maintain such mining permits, leases and other rights to the extent we currently maintain them or at all. 16 The Company relies on shipping bulk cargos of bentonite from the United States, Turkey and China to customers, as well as our own subsidiaries, and we are sensitive to our ability to recover these shipping costs.
Bankruptcy Code. Proceeds of the sale will be used to fund the Chapter 11 Cases. Barretts’ ultimate goal in the Chapter 11 Cases is to confirm a plan of reorganization under Section 524(g) of the U.S. Bankruptcy Code and utilize this provision to establish a trust that will address all current and future talc-related claims.
Proceeds of the sale of Oldco's talc assets and funds drawn by Oldco under the DIP Credit Agreement will be used to fund the Chapter 11 Cases. The Chapter 11 Debtors' ultimate goal in the Chapter 11 Cases is to confirm a plan of reorganization under Section 524(g) of the U.S.
In particular, rail service interruptions have affected our ability to ship, and the availability of rail service, and our ability to recover increased rail costs, may be beyond our control. In addition, governmental restrictions can, and during the COVID-19 pandemic did, affect our ability to ship our products. 16 Operational Risks The Company’s subsidiaries, Barretts Minerals Inc.
In addition, governmental restrictions can, and during the COVID-19 pandemic did, affect our ability to ship our products. Operational Risks The Company’s subsidiaries, BMI Oldco Inc. (f/k/a Barretts Minerals Inc.) (“Oldco”) and Barretts Ventures Texas LLC (together with Oldco, the “Chapter 11 Debtors”), have filed voluntary petitions for relief under Chapter 11 of the U.S.
Removed
We cannot assure you that we will be able to maintain such mining permits, leases and other rights to the extent we currently maintain them or at all.
Added
The U.S. and foreign countries may also adopt or increase restrictions on foreign trade or investment, including currency exchange controls, tariffs or other taxes, or limitations on imports or exports (including recent and proposed changes in U.S. trade policy and resulting retaliatory actions by other countries).
Added
In the second quarter of 2024, Oldco sold its talc assets under section 363 of the U.S. Bankruptcy Code.
Added
In addition, in the second quarter of 2024, the Company entered into a Debtor-in-Possession Credit Agreement with Oldco (the "DIP Credit Agreement") and recorded a provision for credit loss of $30 million for the maximum aggregate principal amount under such DIP Credit Agreement.
Added
Bankruptcy Code and utilize this provision of the Bankruptcy Code to establish a trust that will address all current and future talc-related claims.
Added
In January 2024, the Chapter 11 Debtors and Minerals Technologies Inc. commenced a court-approved mediation process with the Official Committee of Unsecured Creditors (appointed in the Chapter 11 Cases as the representative of current talc claimants) (the “Committee”) and the Future Claimants Representative (appointed in the Chapter 11 Cases as the representative of future talc claimants) regarding the terms of a potential consensual plan of reorganization and the ultimate amount to be contributed to any trust.
Added
The Chapter 11 Debtors have been deconsolidated from the Company’s financial statements since the Petition Date.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeRisk Factors, Our operations have been and will continue to be subject to cyber-attacks that could have a material adverse impact on our business, consolidated results of operations, and consolidated financial condition ”. Governance The Board of Directors is responsible for overseeing the assessment and management of enterprise-level risks that may impact the Company.
Biggest changeRisk Factors, Our operations have been and will continue to be subject to cyber-attacks and other disruptions to our information systems that could have a material adverse impact on our business, consolidated results of operations, and consolidated financial condition ”.
The Audit Committee has primary responsibility for overseeing risk management, including oversight of risks from cybersecurity threats. Management reports on cybersecurity matters, including material risks and threats, to the Audit Committee at regularly scheduled Audit Committee meetings , which is then discussed with the Board of Directors .
Management reports on cybersecurity matters, including material risks and threats, to the Audit Committee at regularly scheduled Audit Committee meetings, which is then discussed with the Board of Directors.
All cybersecurity risks are logged into the Company’s cyber security risk register where they are tracked for remediation. These cybersecurity risks are discussed with management for resolution planning and escalation. We leverage recognized cybersecurity frameworks to drive strategic direction and maturity improvement and engage third party security experts for risk assessments, risk mitigation actions, vulnerability identification, and program enhancements.
These cybersecurity risks are discussed with management for resolution planning and escalation. We leverage recognized cybersecurity frameworks to drive strategic direction and maturity improvement and engage third party security experts for risk assessments, risk mitigation actions, vulnerability identification, and program enhancements.
A cybersecurity incident may be detected in a number of ways, including through the following avenues: Security Operations Center (SOC) events, employee reports such as helpdesk incidents, and Cybersecurity tool and service stacks (e.g., vulnerability detection, threat intelligence, anti-virus, and malware detection tools).
A cybersecurity incident may be detected in a number of ways, including through the following avenues: Security Operations Center (SOC) events, employee reports such as helpdesk incidents, and cybersecurity tool and service stacks (e.g., vulnerability detection, threat intelligence, anti-virus, and malware detection tools). All cybersecurity risks are logged into the Company’s cybersecurity risk register where they are tracked for remediation.
Added
Governance The Board of Directors is responsible for overseeing the assessment and management of enterprise-level risks that may impact the Company. The Audit Committee has primary responsibility for overseeing risk management, including oversight of risks from cybersecurity threats.

Item 2. Properties

Properties — owned and leased real estate

19 edited+0 added4 removed44 unchanged
Biggest changeProven and Probable Reserves (1)(2) Tons (000s) Proven Reserves (1)(2) Tons (000s) Probable Reserves (1)(2) Tons (000s) Conversion Factor (%) Owned Unpatented (3) Leased Limestone Adams, MA 6,754 931 56 % 7,685 Canaan, CT 14,533 4,152 97 % 18,685 Lucerne Valley, CA 27,039 8,348 94 % 35,387 Pima County, AZ 6,428 90 % 6,428 Total Limestone 54,754 13,431 61,757 6,428 91 % 9 % 0 % Sodium Bentonite Australia 909 80 % 909 Belle/Colony, WY/SD 30,704 24,105 77 % 3,135 11,869 39,805 Lovell, WY 30,729 3,926 87 % 15,242 15,239 4,174 Other SD, WY, MT 43,117 29,714 77 % 54,815 15,048 2,968 Total Sodium Bentonite 104,550 58,654 73,192 42,156 47,856 45 % 26 % 29 % Calcium Bentonite Chao Yang, Liaoning, China 379 78 % 379 Nevada 1,055 75 % 1,011 44 Sandy Ridge, AL 4,396 2,009 75 % 1,839 4,566 Slovakia, Lutila 4,243 395 84 % 4,638 Turkey, Enez 626 1,888 78 % 2,514 Turkey, Usak 463 500 43 % 963 Turkey, Unye 257 5,597 80 % 5,854 Total Calcium Bentonite 9,985 11,823 2,850 44 18,914 13 % 87 % Leonardite Gascoyne, ND 120 2,237 67 % 2,237 120 0 % 95 % 5 % Chromite South Africa 2,113 1,001 75 % 3,114 0 % 0 % 100 % GRAND TOTALS (4) 171,522 87,146 137,799 50,865 70,004 53 % 20 % 27 % (1) Certain definitions: The term “mineral reserve” represents an estimate of tonnage and grade or quality of indicated and measured mineral resources that can be the basis of an economically viable project.
Biggest changeProven and Probable Reserves (1)(2) Tons (000s) Proven Reserves (1)(2) Tons (000s) Probable Reserves (1)(2) Tons (000s) Conversion Factor (%) Owned Unpatented (3) Leased Limestone Adams, MA 6,483 913 56 % 7,396 Canaan, CT 14,287 4,288 97 % 18,575 Lucerne Valley, CA 26,420 7,399 95 % 33,819 Pima County, AZ 6,327 90 % 6,327 Total Limestone 53,517 12,600 59,790 6,327 90 % 10 % 0 % Sodium Bentonite Australia 952 80 % 952 Belle/Colony, WY/SD 28,856 24,369 77 % 3,399 11,869 37,957 Lovell, WY 29,968 4,217 87 % 14,988 15,023 4,174 Other SD, WY, MT 43,117 29,714 77 % 54,815 15,048 2,968 Total Sodium Bentonite 101,941 59,252 73,202 41,940 46,051 45 % 26 % 29 % Calcium Bentonite Chao Yang, Liaoning, China 140 379 78 % 519 Nevada 1,054 75 % 1,010 44 Sandy Ridge, AL 4,292 2,009 75 % 1,839 4,462 Slovakia, Lutila 947 1,702 84 % 2,649 Turkey, Enez 581 1,745 78 % 2,326 Turkey, Usak 801 962 43 % 1,763 Turkey, Unye 4,843 80 % 4,843 Total Calcium Bentonite 6,761 12,694 2,849 44 16,562 15 % 85 % Leonardite Gascoyne, ND 158 2,158 67 % 2,158 158 0 % 93 % 7 % Chromite South Africa 2,113 1,001 75 % 3,114 0 % 0 % 100 % GRAND TOTALS 164,490 87,705 135,841 50,469 65,885 54 % 20 % 26 % (1) Certain definitions: The term “mineral reserve” represents an estimate of tonnage and grade or quality of indicated and measured mineral resources that can be the basis of an economically viable project.
The area operates under 2 mining permits covering ~30,000 acres, with active mining and future mineral reserves located within 30 miles of the Lovell processing facilities. The Bighorn Basin is a large sedimentary basin in northwestern Wyoming. It is Laramide in age and style and trends northwest-southeast. The bentonite clay in the Bighorn Basin is predominantly of the sodium type.
The area operates under 2 mining permits covering ~30,000 acres, with active mining and future mineral reserves located within 30 miles of the Lovell processing facilities. The Bighorn Basin is a large sedimentary basin in northwestern Wyoming. It is Laramide in age and trends northwest-southeast. The bentonite clay in the Bighorn Basin is predominantly of the sodium type.
Jerome, Quebec Satellite Plant Specialty Additives Consumer & Specialties Canada, Windsor, Quebec Satellite Plant Specialty Additives Consumer & Specialties China, Beihai (4) Satellite Plant Specialty Additives Consumer & Specialties China, Beijing Sales Office/Administrative Office High-Temperature Technologies and Household & Personal Care All Segments China, Chao Yang, Liaoning Plant; Mine High-Temperature Technologies and Household & Personal Care All Segments China, Changshu Satellite Plant Specialty Additives Consumer & Specialties China, Dagang (3) Satellite Plant Specialty Additives Consumer & Specialties China, Henan Satellite Plant Specialty Additives Consumer & Specialties China, Rugao Satellite Plant Specialty Additives Consumer & Specialties China, Shandong Satellite Plant Specialty Additives Consumer & Specialties China, Shanghai Administrative Office/Sales Office Specialty Additives/High-Temperature Technologies All Segments 22 Location Facility Product Line Segment China, Shouguang (3) Satellite Plant Specialty Additives Consumer & Specialties China, Suzhou Plant Environmental & Infrastructure Engineered Solutions China, Suzhou Plant/Sales Office/Research Laboratories Specialty Additives/High-Temperature Technologies All Segments China, Tianjin Plant; Mine; Research Laboratories High-Temperature Technologies and Household & Personal Care All Segments China, Yanzhou Satellite Plant Specialty Additives Consumer & Specialties China, Zhejiang (4) Satellite Plant Specialty Additives Consumer & Specialties China, Zhumadian Satellite Plant Specialty Additives Consumer & Specialties Finland, Äänekoski Satellite Plant Specialty Additives Consumer & Specialties Finland, Tervakoski Satellite Plant Specialty Additives Consumer & Specialties France, Quimperle Satellite Plant Specialty Additives Consumer & Specialties France, Saillat Sur Vienne Satellite Plant Specialty Additives Consumer & Specialties Germany, Duisburg Plant/Sales Office/Research Laboratories High-Temperature Technologies Engineered Solutions Germany, Schongau Satellite Plant Specialty Additives Consumer & Specialties Netherlands, Hengelo Plant/Administrative Office High-Temperature Technologies Engineered Solutions India, Ballarshah (3) Satellite Plant Specialty Additives Consumer & Specialties India, Chennai Plant High-Temperature Technologies Engineered Solutions India, Dandeli Satellite Plant Specialty Additives Consumer & Specialties India, Erode Satellite Plant Specialty Additives Consumer & Specialties India, Gaganapur (3) Satellite Plant Specialty Additives Consumer & Specialties India, Kala Amb Satellite Plant Specialty Additives Consumer & Specialties India, Mukstar Satellite Plant Specialty Additives Consumer & Specialties India, Mumbai (2) Sales Office /Administrative Office Specialty Additives/High-Temperature Technologies All Segments India, Lalkuan Satellite Plant Specialty Additives Consumer & Specialties India, Rajahmundry Satellite Plant Specialty Additives Consumer & Specialties India, Rayagada (3) Satellite Plant Specialty Additives Consumer & Specialties India, Saila Khurd Satellite Plant Specialty Additives Consumer & Specialties Indonesia, Jakarta (2) Operations base Environmental & Infrastructure Engineered Solutions Indonesia, Perawang (3) Satellite Plant Specialty Additives Consumer & Specialties Indonesia, Perawang 2 (3) Satellite Plant Specialty Additives Consumer & Specialties Ireland, Cork (2) Plant; Administrative Office/ Research Laboratories High-Temperature Technologies Engineered Solutions Italy, Brescia Sales Office High-Temperature Technologies Engineered Solutions Italy, Nave Plant High-Temperature Technologies Engineered Solutions Japan, Gamagori Plant/Research laboratories High-Temperature Technologies Engineered Solutions Japan, Shiraoi (3) Satellite Plant Specialty Additives Consumer & Specialties Japan, Tokyo Sales/Administrative Office High-Temperature Technologies Engineered Solutions Malaysia, Kemaman (2) Operations base Environmental & Infrastructure Engineered Solutions Malaysia, Labuan (2) Operations base Environmental & Infrastructure Engineered Solutions Malaysia, Puchong (2) Sales Office/Administrative Office Environmental & Infrastructure Engineered Solutions Malaysia, Sipitang Satellite Plant Specialty Additives Consumer & Specialties Netherlands, Moerdijk Plant/Administrative Office Household & Personal Care Consumer & Specialties Nigeria, Port Harcourt (2) Operations base Environmental & Infrastructure Engineered Solutions 23 Location Facility Product Line Segment Poland, Kwidzyn Satellite Plant Specialty Additives Consumer & Specialties Poland, Szczytno Plant Environmental & Infrastructure Engineered Solutions Portugal, Figueira da Foz (3) Satellite Plant Specialty Additives Consumer & Specialties Slovakia, Bratislava Administrative Office; Mine Household & Personal Care Consumer & Specialties Slovakia, Kopernica Plant Household & Personal Care Consumer & Specialties Slovakia, Ruzomberok Satellite Plant Specialty Additives Consumer & Specialties South Africa, Johannesburg (2) Sales Office/Administrative Office High-Temperature Technologies and Specialty Additives All Segments South Africa, Merebank (3) Satellite Plant Specialty Additives Consumer & Specialties South Africa, Pietermaritzburg Plant High-Temperature Technologies Engineered Solutions South Korea, Yangbuk-Myeun, Kyeung-buk Plant High-Temperature Technologies and Household & Personal Care All Segments Spain, Santander Administrative Office High-Temperature Technologies Engineered Solutions Thailand, Laemchabang Plant High-Temperature Technologies and Household & Personal Care All Segments Thailand, Namphong Satellite Plant Specialty Additives Consumer & Specialties Thailand, Tha Toom (3) Satellite Plant Specialty Additives Consumer & Specialties Thailand, Tha Toom 2 (3) Satellite Plant Specialty Additives Consumer & Specialties Thailand, Wangnoi Plant Household & Personal Care Consumer & Specialties Turkey, Enez Plant; Mine High-Temperature Technologies, Environmental & Infrastructure and Household & Personal Care All Segments Turkey, Gebze Plant/Research Laboratories High-Temperature Technologies Engineered Solutions Turkey, Istanbul Sales Office/Administrative Office High-Temperature Technologies and Household & Personal Care All Segments Turkey, Kutahya Plant High-Temperature Technologies Engineered Solutions Turkey, Unye Plant; Mine Household & Personal Care Consumer & Specialties Turkey, Usak Plant; Mine Household & Personal Care Consumer & Specialties United Kingdom, Aberdeen (2) Operations base Environmental & Infrastructure Engineered Solutions United Kingdom, Birkenhead (2) Research Laboratories Environmental & Infrastructure Engineered Solutions United Kingdom, Lifford Plant Specialty Additives Consumer & Specialties United Kingdom, Rotherham Plant/Sales Office High-Temperature Technologies Engineered Solutions United Kingdom, Winsford Plant/Research Laboratories Household & Personal Care and High-Temperature Technologies All Segments (1) This plant and quarry is leased to another company.
Jerome, Quebec Satellite Plant Specialty Additives Consumer & Specialties Canada, Windsor, Quebec Satellite Plant Specialty Additives Consumer & Specialties China, Beihai Satellite Plant Specialty Additives Consumer & Specialties China, Beihai (New Yield) (4) Satellite Plant Specialty Additives Consumer & Specialties China, Beijing Sales Office/Administrative Office High-Temperature Technologies and Household & Personal Care All Segments China, Chao Yang, Liaoning Plant; Mine High-Temperature Technologies and Household & Personal Care All Segments China, Changshu Satellite Plant Specialty Additives Consumer & Specialties China, Dagang (3) Satellite Plant Specialty Additives Consumer & Specialties China, Henan Satellite Plant Specialty Additives Consumer & Specialties China, Rugao Satellite Plant Specialty Additives Consumer & Specialties China, Shandong Satellite Plant Specialty Additives Consumer & Specialties China, Shanghai Administrative Office/Sales Office Specialty Additives/High-Temperature Technologies All Segments 22 Location Facility Product Line Segment China, Shouguang (3) Satellite Plant Specialty Additives Consumer & Specialties China, Suzhou Plant Environmental & Infrastructure Engineered Solutions China, Suzhou Sales Office/Research Laboratories Specialty Additives/High-Temperature Technologies All Segments China, Taian (4) Satellite Plant Specialty Additives Consumer & Specialties China, Tianjin Plant; Mine; Research Laboratories High-Temperature Technologies and Household & Personal Care All Segments China, Yanzhou Satellite Plant Specialty Additives Consumer & Specialties China, Zhejiang (4) Satellite Plant Specialty Additives Consumer & Specialties China, Zhumadian Satellite Plant Specialty Additives Consumer & Specialties Finland, Äänekoski Satellite Plant Specialty Additives Consumer & Specialties Finland, Tervakoski Satellite Plant Specialty Additives Consumer & Specialties France, Quimperle Satellite Plant Specialty Additives Consumer & Specialties France, Saillat Sur Vienne Satellite Plant Specialty Additives Consumer & Specialties Germany, Duisburg Plant/Sales Office/Research Laboratories High-Temperature Technologies Engineered Solutions Germany, Schongau Satellite Plant Specialty Additives Consumer & Specialties Netherlands, Hengelo Plant/Administrative Office High-Temperature Technologies Engineered Solutions India, Ballarshah (3) Satellite Plant Specialty Additives Consumer & Specialties India, Chennai Plant High-Temperature Technologies Engineered Solutions India, Dandeli Satellite Plant Specialty Additives Consumer & Specialties India, Erode Satellite Plant Specialty Additives Consumer & Specialties India, Gaganapur (3) Satellite Plant Specialty Additives Consumer & Specialties India, Kala Amb Satellite Plant Specialty Additives Consumer & Specialties India, Mukstar Satellite Plant Specialty Additives Consumer & Specialties India, Mumbai (2) Sales Office /Administrative Office Specialty Additives/High-Temperature Technologies All Segments India, Lalkuan Satellite Plant Specialty Additives Consumer & Specialties India, Rajahmundry Satellite Plant Specialty Additives Consumer & Specialties India, Rayagada (3) Satellite Plant Specialty Additives Consumer & Specialties India, Saila Khurd Satellite Plant Specialty Additives Consumer & Specialties India, Sirpur (4) Satellite Plant Specialty Additives Consumer & Specialties Indonesia, Jakarta (2) Operations base Environmental & Infrastructure Engineered Solutions Indonesia, Perawang (3) Satellite Plant Specialty Additives Consumer & Specialties Indonesia, Perawang 2 (3) Satellite Plant Specialty Additives Consumer & Specialties Ireland, Cork (2) Plant; Administrative Office/ Research Laboratories High-Temperature Technologies Engineered Solutions Italy, Brescia Sales Office High-Temperature Technologies Engineered Solutions Italy, Nave Plant High-Temperature Technologies Engineered Solutions Japan, Gamagori Plant/Research laboratories High-Temperature Technologies Engineered Solutions Japan, Shiraoi (3) Satellite Plant Specialty Additives Consumer & Specialties Japan, Tokyo Sales/Administrative Office High-Temperature Technologies Engineered Solutions Malaysia, Kemaman (2) Operations base Environmental & Infrastructure Engineered Solutions Malaysia, Labuan (2) Operations base Environmental & Infrastructure Engineered Solutions Malaysia, Puchong (2) Sales Office/Administrative Office Environmental & Infrastructure Engineered Solutions Malaysia, Sipitang Satellite Plant Specialty Additives Consumer & Specialties Netherlands, Moerdijk Plant/Administrative Office Household & Personal Care Consumer & Specialties Nigeria, Port Harcourt (2) Operations base Environmental & Infrastructure Engineered Solutions 23 Location Facility Product Line Segment Poland, Kwidzyn Satellite Plant Specialty Additives Consumer & Specialties Poland, Szczytno Plant Environmental & Infrastructure Engineered Solutions Portugal, Figueira da Foz (3) Satellite Plant Specialty Additives Consumer & Specialties Slovakia, Bratislava Administrative Office; Mine Household & Personal Care Consumer & Specialties Slovakia, Kopernica Plant Household & Personal Care Consumer & Specialties Slovakia, Ruzomberok Satellite Plant Specialty Additives Consumer & Specialties South Africa, Johannesburg (2) Sales Office/Administrative Office High-Temperature Technologies and Specialty Additives All Segments South Africa, Merebank (3) Satellite Plant Specialty Additives Consumer & Specialties South Africa, Pietermaritzburg Plant High-Temperature Technologies Engineered Solutions South Korea, Yangbuk-Myeun, Kyeung-buk Plant High-Temperature Technologies and Household & Personal Care All Segments Spain, Santander Administrative Office High-Temperature Technologies Engineered Solutions Thailand, Laemchabang Plant High-Temperature Technologies and Household & Personal Care All Segments Thailand, Namphong Satellite Plant Specialty Additives Consumer & Specialties Thailand, Tha Toom (3) Satellite Plant Specialty Additives Consumer & Specialties Thailand, Tha Toom 2 (3) Satellite Plant Specialty Additives Consumer & Specialties Thailand, Wangnoi Plant Household & Personal Care Consumer & Specialties Turkey, Enez Plant; Mine High-Temperature Technologies, Environmental & Infrastructure and Household & Personal Care All Segments Turkey, Gebze Plant/Research Laboratories High-Temperature Technologies Engineered Solutions Turkey, Istanbul Sales Office/Administrative Office High-Temperature Technologies and Household & Personal Care All Segments Turkey, Kutahya Plant High-Temperature Technologies Engineered Solutions Turkey, Unye Plant; Mine Household & Personal Care Consumer & Specialties Turkey, Usak Plant; Mine Household & Personal Care Consumer & Specialties United Kingdom, Aberdeen (2) Operations base Environmental & Infrastructure Engineered Solutions United Kingdom, Birkenhead (2) Research Laboratories Environmental & Infrastructure Engineered Solutions United Kingdom, Lifford Plant Specialty Additives Consumer & Specialties United Kingdom, Rotherham Plant/Sales Office High-Temperature Technologies Engineered Solutions United Kingdom, Winsford Plant/Research Laboratories Household & Personal Care and High-Temperature Technologies All Segments (1) This plant and quarry is leased to another company.
The majority of our current bentonite mining in the U.S. occurs on reserves where our rights to such reserves accrue to us through over 80 mining leases and royalty agreements and 2,000 mining claims. A majority of these are with private parties and located in South Dakota and Wyoming.
The majority of our current bentonite mining in the U.S. occurs on reserves where our rights to such reserves accrue to us through over 80 mining leases and royalty agreements and 2,000 mining claims. A majority of these are with private parties and located in South Dakota, Montana and Wyoming.
Genevieve Plant Specialty Additives Consumer & Specialties Nebraska, Scottsbluff Transportation terminal Engineered Solutions New York, New York (2) Headquarters All Company Products Headquarters New York, Ticonderoga Satellite Plant Specialty Additives Consumer & Specialties North Dakota, Gascoyne Plant; Mine High-Temperature Technologies, Environmental & Infrastructure and Household & Personal Care All Segments Ohio, Archbold Plant High-Temperature Technologies Engineered Solutions Ohio, Bryan Plant High-Temperature Technologies Engineered Solutions Ohio, Chillicothe Satellite Plant Specialty Additives Consumer & Specialties Ohio, Dover Plant High-Temperature Technologies Engineered Solutions Pennsylvania, Bethlehem Administrative Office; Research Laboratories; Sales Offices All Company Products All Segments Pennsylvania, Easton Administrative Office; Research Laboratories; Plant; Sales Offices All Company Products All Segments Pennsylvania, Slippery Rock Plant; Sales Offices High-Temperature Technologies Engineered Solutions Pennsylvania, York Plant High-Temperature Technologies and Household & Personal Care All Segments 21 Location Facility Product Line Segment South Carolina, Eastover Satellite Plant Specialty Additives Consumer & Specialties Tennessee, Chattanooga Plant High-Temperature Technologies Engineered Solutions Tennessee, Dyersburg Plant Household & Personal Care Consumer & Specialties Texas, Houston (2) Research Laboratories Environmental & Infrastructure Engineered Solutions Texas, Houston (2) Administrative Office Environmental & Infrastructure Engineered Solutions Washington, Longview Satellite Plant Specialty Additives Consumer & Specialties Wisconsin, Neenah Plant High-Temperature Technologies Engineered Solutions Wisconsin, Superior Satellite Plant Specialty Additives Consumer & Specialties Wyoming, Colony Plant; Mine High-Temperature Technologies, Environmental & Infrastructure and Household & Personal Care All Segments Wyoming, Lovell Plant; Mine High-Temperature Technologies, Environmental & Infrastructure and Household & Personal Care All Segments Location Facility Product Line Segment International Australia, Brisbane Sales Office/Administrative Office High-Temperature Technologies and Household & Personal Care All Segments Australia, Carlingford (2) Sales Office High-Temperature Technologies Engineered Solutions Australia, Gurulmundi Plant; Mine High-Temperature Technologies and Household & Personal Care All Segments Australia, Perth (2) Operations base Environmental & Infrastructure Engineered Solutions Austria, Pucking Sales Office/Administrative Office Household & Personal Care Consumer & Specialties Austria, Rottersdorf Plant Household & Personal Care Consumer & Specialties Belgium, Brussels Administrative Office High-Temperature Technologies Engineered Solutions Brazil, Guaiba Satellite Plant Specialty Additives Consumer & Specialties Brazil, Jacarei Satellite Plant Specialty Additives Consumer & Specialties Brazil, Luiz Antonio Satellite Plant Specialty Additives Consumer & Specialties Brazil, Macae (2) Operations base Environmental & Infrastructure Engineered Solutions Brazil, Mucuri Satellite Plant Specialty Additives Consumer & Specialties Brazil, Sao Jose dos Campos Sales Office /Administrative Office Specialty Additives Consumer & Specialties Brazil, Suzano Satellite Plant Specialty Additives Consumer & Specialties Canada, Brantford, Ontario Plant Household & Personal Care Consumer & Specialties Canada, Lethbridge, Alberta Plant Household & Personal Care Consumer & Specialties Canada, Mississauga, Ontario Administrative Office Household & Personal Care Consumer & Specialties Canada, Pt.
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The bentonite deposits underlying these claims and leases generally lie in parcels of land varying between 20 and 40 acres. In general, our assigned bentonite reserves are immediately adjacent to, or within sixty miles of, one of the related processing plants.
The bentonite deposits underlying these claims and leases generally lie in parcels of land varying between 20 and 40 acres. In general, our bentonite reserves are immediately adjacent to, or within sixty miles of, one of the related processing plants.
One facility produces powder and granular bentonite products; the other facility produces geosynthetic clay liners and other environmental products. Both facilities have direct access to rail. The Lovell processing facility is supported by bentonite clay supplied from 35 million tons of proven and probable reserves, comprised of leases (12%), unpatented claims (44%), and owned properties (44%).
One facility produces powder and granular bentonite products; the other facility produces geosynthetic clay liners and other environmental products. Both facilities have direct access to rail. The Lovell processing facility is supported by bentonite clay supplied from 34 million tons of proven and probable reserves, comprised of leases (12%), unpatented claims (44%), and owned properties (44%).
See Note 17 to the consolidated financial statements. 29 Proven and Probable Reserves The following table sets forth the Company’s proven and probable reserves, as well as, the conversion factor for the conversion of in-situ materials to saleable products by major minerals category at December 31, 2023.
See Note 17 to the consolidated financial statements. 29 Proven and Probable Reserves The following table sets forth the Company’s proven and probable reserves, as well as, the conversion factor for the conversion of in-situ materials to saleable products by major minerals category at December 31, 2024.
The Company has reserves of sodium and calcium bentonite at various locations in the U.S., including Wyoming, South Dakota and Alabama, as well as in Australia, China, and Turkey. Through the Company’s affiliations and joint ventures, the Company also has access to bentonite deposits in India and Mexico.
The Company has reserves of sodium and calcium bentonite at various locations in the U.S., including Wyoming, Montana, South Dakota, Nevada and Alabama, as well as in Australia, China, Slovakia and Turkey. Through the Company’s affiliations and joint ventures, the Company also has access to bentonite deposits in India and Mexico.
The local processing facilities are supported by bentonite clay supplied from 54 million tons of proven and probable reserves, comprised of leases (73%), unpatented claims (22%), and owned properties (5%). The area operates under 12 mining permits covering approximately 100,000 acres, with active mining and future mineral reserves located within 35 miles of the Colony processing facilities.
The local processing facilities are supported by bentonite clay supplied from 53 million tons of proven and probable reserves, comprised of leases (71%), unpatented claims (22%), and owned properties (7%). The area operates under 12 mining permits covering approximately 100,000 acres, with active mining and future mineral reserves located within 35 miles of the Colony processing facilities.
Ore from the mines is transported by truck to a processing facility in the town of Unye where it is stockpiled, dried, and converted to granular products. Dongming, China Mines The Company’s Dongming mines and processing facilities are located in Jianping county, Liaoning province, China.
The bentonite ore is notable for its high brightness. Ore from the mines is transported by truck to a processing facility in the town of Unye where it is stockpiled, dried, and converted to granular products. Dongming, China Mines The Company’s Dongming mines and processing facilities are located in Jianping county, Liaoning province, China.
These assumptions relate to consistency of deposits in relation to drilling samples obtained with respect to both quantity and quality of reserves contained therein; the ratio of overburden to mineral deposits; any environmental or social impact of mining the minerals; and profitability of extracting those minerals, including haul distance to processing plants, applicability of minerals to various end markets and selling prices within those markets, and our past experiences in the deposits, several of which we have been operating in for many decades.
These assumptions relate to consistency of deposits in relation to drilling samples obtained with respect to both quantity and quality of reserves contained therein; the ratio of overburden to mineral deposits; any environmental or social impact of mining the minerals; and profitability of extracting those minerals, including haul distance to processing plants, applicability of minerals to various end markets and selling prices within those markets, and our past experiences in the deposits, several of which we have been operating in for many decades. 31 The Company maintains a Mining Lead Team that develops standards and systems to ensure Company-wide use of best practices for mining and exploration.
Assuming the continuation of 2023 annualized usage rates, the Company has reserves of commercially usable sodium bentonite for the next 46 years, commercially usable calcium bentonite for the next 21 years and commercially usable leonardite for more than 30 years. At current usage levels, the Company has reserves in excess of 26 years at its limestone production facilities.
Assuming the continuation of 2024 annualized usage rates, the Company has reserves of commercially usable sodium bentonite in excess of 50 years, commercially usable calcium bentonite for the next 15 years and commercially usable leonardite for more than 50 years. At current usage levels, the Company has reserves in excess of 28 years at its limestone production facilities.
All mineral rights are owned by the Company. 28 Operating Statistics The following table sets forth the tons usage for the fiscal years 2023, 2022 and 2021 by major mineral category. 2023 2022 2021 Tons (000s) Tons (000s) Tons (000s) Limestone Adams, MA 401 315 355 Canaan, CT 641 562 522 Lucerne Valley, CA 1,267 1,202 1,250 Pima County, AZ 101 114 166 Total Limestone 2,410 2,193 2,293 Sodium Bentonite Australia 39 69 118 Belle/Colony, WY/SD 1,253 1,109 1,177 Lovell, WY 681 629 629 Total Sodium Bentonite 1,973 1,807 1,924 Calcium Bentonite Chao Yang, Liaoning, China 278 267 507 Nevada 1 1 1 Sandy Ridge, AL 96 98 77 Slovakia, Lutila 65 52 Turkey, Enez 168 172 196 Turkey, Usak 60 62 51 Turkey, Unye 368 331 320 Total Calcium Bentonite 1,036 983 1,152 Leonardite Gascoyne, ND 75 31 51 GRAND TOTALS (1) 5,494 5,014 5,420 (1) The Company also has mined, beneficiated and processed talc through its Barretts Minerals Inc.
All mineral rights are owned by the Company. 28 Operating Statistics The following table sets forth the tons usage for the fiscal years 2024, 2023 and 2022 by major mineral category. 2024 2023 2022 Tons (000s) Tons (000s) Tons (000s) Limestone Adams, MA 298 401 315 Canaan, CT 674 641 562 Lucerne Valley, CA 1,262 1,267 1,202 Pima County, AZ 101 101 114 Total Limestone 2,335 2,410 2,193 Sodium Bentonite Australia 61 39 69 Belle/Colony, WY/SD 1,540 1,253 1,109 Lovell, WY 760 681 629 Total Sodium Bentonite 2,361 1,973 1,807 Calcium Bentonite Chao Yang, Liaoning, China 461 278 267 Nevada 1 1 1 Sandy Ridge, AL 104 96 98 Slovakia, Lutila 74 65 52 Turkey, Enez 188 168 172 Turkey, Usak 70 60 62 Turkey, Unye 386 368 331 Total Calcium Bentonite 1,284 1,036 983 Leonardite Gascoyne, ND 41 75 31 GRAND TOTALS (1) 6,021 5,494 5,014 (1) The Company also has mined, beneficiated and processed talc through its BMI Oldco Inc.
In particular, because the Company has a long history of operations at its mining operations, the Company is able to continuously validate its resource and reserve estimates by reference to actual production from each mine.
The Mining Lead Team ensures that the Company maintains robust controls over its exploration and resource and reserve estimation efforts. In particular, because the Company has a long history of operations at its mining operations, the Company is able to continuously validate its resource and reserve estimates by reference to actual production from each mine.
See Note 17 to the consolidated financial statements. 31 The estimates of total reserves and resources noted in the tables above require the Company to make certain key assumptions.
The estimates of total reserves and resources noted in the tables above require the Company to make certain key assumptions.
(“BMI”) subsidiary. In the fourth quarter of 2023, BMI filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code, and BMI was deconsolidated from our consolidated financial statements.
(f/k/a Barretts Minerals Inc.) (“Oldco”) subsidiary in prior years. In the fourth quarter of 2023, Oldco filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code, and Oldco was deconsolidated from our consolidated financial statements.
Total Resources (1)(2) Tons (000s) Measured Resources (1)(2) Tons (000s) Indicated Resources (1)(2) Tons (000s) Measured and Indicated (1)(2) Resources Tons (000s) Inferred (1)(2) Resources Tons (000s) Owned Unpatented (3) Leased Limestone Adams, MA 12,071 1,664 13,735 579 14,314 Canaan, CT 30,647 25,234 55,881 3,639 59,520 Lucerne Valley, CA 59,582 31,562 91,144 7,214 98,358 Pima County, AZ 7,142 7,142 7,142 Total Limestone 109,442 58,460 167,902 11,432 172,192 7,142 96 % 4 % 0 % Sodium Bentonite Australia 1,201 1,201 1,201 Belle/Colony, WY/SD 8,818 6,902 15,720 94 556 8,137 7,121 Lovell, WY 410 57 467 2,952 1,076 2,217 127 Other SD, WY, MT 4,612 4,612 11,030 15,642 Total Sodium Bentonite 13,840 8,160 22,000 14,076 1,632 25,996 8,449 5 % 72 % 23 % Calcium Bentonite Chao Yang, Liaoning, China 300 300 687 987 Nevada Sandy Ridge, AL 195 195 195 Slovakia, Lutila 3,470 3,470 3,470 Turkey, Enez 350 350 1,192 1,542 Turkey, Usak 450 450 450 Turkey, Unye 1,320 1,320 21,000 22,320 Total Calcium Bentonite 995 5,090 6,085 22,879 28,964 0 % 0 % 100 % Leonardite Gascoyne, ND 1,435 1,435 790 2,225 0 % 0 % 100 % Chromite South Africa 800 584 1,384 7,093 8,477 0 % 0 % 100 % Other Nevada 2,997 2,997 3,031 6,028 0 % 100 % 0 % GRAND TOTALS (4) 126,512 75,291 201,803 59,301 173,824 39,166 48,115 67 % 15 % 18 % (1) Certain definitions: The term mineral resource” indicates a concentration or occurrence of material of economic interest in or on the Earth’s crust in such form, grade or quality, and quantity that there are reasonable prospects for economic extraction.
Total Resources (1)(2) Tons (000s) Measured Resources (1)(2) Tons (000s) Indicated Resources (1)(2) Tons (000s) Measured and Indicated (1)(2) Resources Tons (000s) Inferred (1)(2) Resources Tons (000s) Owned Unpatented (3) Leased Limestone Adams, MA 24,416 1,350 25,766 14,649 40,415 Canaan, CT 15,503 21,063 36,566 3,798 40,364 Lucerne Valley, CA 24,825 22,373 47,198 8,394 55,592 Pima County, AZ 7,142 7,142 7,142 Total Limestone 71,886 44,786 116,672 26,841 136,371 7,142 95 % 5 % 0 % Sodium Bentonite Australia 1,220 1,220 1,220 Belle/Colony, WY/SD 9,407 6,902 16,309 94 556 8,137 7,710 Lovell, WY 410 57 467 2,952 1,075 2,217 127 Other SD, WY, MT 4,612 4,612 11,030 15,642 Total Sodium Bentonite 14,429 8,179 22,608 14,076 1,631 25,996 9,057 4 % 71 % 25 % Calcium Bentonite Chao Yang, Liaoning, China 200 200 345 545 Nevada Sandy Ridge, AL 195 195 195 Slovakia, Lutila 4,113 4,113 1,892 6,005 Turkey, Enez 350 350 1,192 1,542 Turkey, Usak 580 229 809 2,749 3,558 Turkey, Unye 1,320 1,320 21,000 22,320 Total Calcium Bentonite 1,125 5,862 6,987 27,178 34,165 0 % 0 % 100 % Leonardite Gascoyne, ND 1,435 1,435 790 2,225 0 % 0 % 100 % Chromite South Africa 800 584 1,384 7,093 8,477 0 % 0 % 100 % Other Nevada 2,997 2,997 3,031 6,028 0 % 100 % 0 % GRAND TOTALS 89,675 62,408 152,083 79,009 138,002 39,166 53,924 60 % 17 % 23 % (1) Certain definitions: The term “mineral resource” indicates a concentration or occurrence of material of economic interest in or on the Earth’s crust in such form, grade or quality, and quantity that there are reasonable prospects for economic extraction.
(2) Mineral reserves estimates were calculated and prepared by the Company’s in-house technical staff. (3) Quantity of reserves that would be owned if patent was granted. (4) The Company also has talc reserves through its Barretts Minerals Inc. (“BMI”) subsidiary. In the fourth quarter of 2023, BMI filed a voluntary petition for relief under Chapter 11 of the U.S.
(2) Mineral reserves estimates were calculated and prepared by the Company’s in-house technical staff. (3) Quantity of reserves that would be owned if patent was granted. 30 Measured, Indicated and Inferred Resources The following table sets forth the Company’s measured, indicated and inferred resources by major minerals category at December 31, 2024.
Removed
The bentonite ore is notable for its high brightness. Current mine life is 18 years based on 6 million tons of proven and probable reserves, with additional potential of 18 million tons of identified reserves.
Removed
Bankruptcy Code, and BMI was deconsolidated from our consolidated financial statements. See Note 17 to the consolidated financial statements. 30 Measured, Indicated and Inferred Resources The following table sets forth the Company’s measured, indicated and inferred resources by major minerals category at December 31, 2023.
Removed
(4) The Company also has talc reserves through its Barretts Minerals Inc. (“BMI”) subsidiary. In the fourth quarter of 2023, BMI filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code, and BMI was deconsolidated from our consolidated financial statements.
Removed
The Company maintains a Mining Lead Team that develops standards and systems to ensure Company-wide use of best practices for mining and exploration. The Mining Lead Team ensures that the Company maintains robust controls over its exploration and resource and reserve estimation efforts.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeItem 3. Legal Proceedings From time to time, the Company and its subsidiaries are the subject of various legal actions and claims arising in the ordinary course of their businesses. Additional information regarding legal proceedings is disclosed in Note 17 to the consolidated financial statements included elsewhere in this report, which disclosure is incorporated herein by reference.
Biggest changeAdditional information regarding legal proceedings is disclosed in Note 17 to the consolidated financial statements included elsewhere in this report, which disclosure is incorporated herein by reference.
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Item 3. Legal Proceedings From time to time, the Company and its subsidiaries are the subject of various legal actions and claims arising in the ordinary course of their businesses. The most significant litigation facing the Company is the asbestos-related Chapter 11 cases of BMI Oldco Inc. (f/k/a Barretts Minerals Inc.) and Barretts Ventures Texas LLC.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeDietrich 54 Chairman of the Board and Chief Executive Officer Erik C. Aldag 39 Senior Vice President, Finance and Treasury, and Chief Financial Officer Brett Argirakis 59 Group President, Engineered Solutions Michael A. Cipolla 66 Vice President, Corporate Controller and Chief Accounting Officer Erin N. Cutler 36 Vice President, Human Resources Jonathan J.
Biggest changeDietrich 55 Chairman of the Board and Chief Executive Officer Erik C. Aldag 40 Senior Vice President, Finance and Treasury, and Chief Financial Officer Brett Argirakis 60 Group President, Engineered Solutions Michael A. Cipolla 67 Vice President, Corporate Controller and Chief Accounting Officer Erin N. Cutler 37 Vice President, Human Resources Jonathan J.
Hastings 61 Senior Vice President, Strategy and M&A Timothy J. Jordan 49 Vice President, General Counsel, Secretary and Chief Compliance Officer D.J. Monagle, III 61 Group President, Consumer & Specialties 32 Douglas T. Dietrich was elected Chairman of the Board in March 2021. He has served as the Chief Executive Officer since December 2016.
Hastings 62 Senior Vice President, Strategy and M&A Timothy J. Jordan 50 Vice President, General Counsel, Secretary and Chief Compliance Officer D.J. Monagle, III 62 Group President, Consumer & Specialties 32 Douglas T. Dietrich was elected Chairman of the Board in March 2021. He has served as the Chief Executive Officer since December 2016.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeAll indices are presented, in accordance with SEC rules, which require that if a company selects a different index from that used in the immediately preceding fiscal year, the company’s stock performance must be compared against both the newly selected index and previous index in the year of change. 36 The graph below compares Minerals Technologies Inc.’s cumulative 1-year total shareholder return on common stock with the cumulative total returns of the S&P 500 index, the Dow Jones US Industrials index, the S&P Midcap 400 index, the Dow Jones US Basic Materials index, the S&P MidCap 400 Materials Sector, the S&P SmallCap 600, and the Russell 2000.
Biggest changeThe graph tracks the performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from 12/31/2021 to 12/31/2024. 2021 2022 2023 2024 Minerals Technologies Inc. $ 100.00 $ 83.27 $ 98.22 $ 105.54 S&P SmallCap 600 100.00 83.90 97.37 105.84 Russell 2000 100.00 79.56 93.03 103.77 Dow Jones US Basic Materials 100.00 92.43 102.61 97.16 36 The graph below compares Minerals Technologies Inc.’s cumulative 1-year total shareholder return on common stock with the cumulative total returns of the S&P SmallCap 600 index, the Russell 2000 index and the Dow Jones US Basic Materials index.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information The Company’s common stock is traded on the New York Stock Exchange under the symbol “MTX”. Holders On February 5, 2024 there were approximately 184 holders of record of the common stock.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Market Information The Company’s common stock is traded on the New York Stock Exchange under the symbol “MTX”. Holders On February 7, 2025 there were approximately 186 holders of record of the common stock.
Issuer Purchases of Equity Securities Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of the Publicly Announced Program Dollar Value of Shares that May Yet be Purchased Under the Program October 18 - October 29 $ 75,000,000 October 30 - November 26 118,360 $ 59.14 118,360 68,000,122 November 27 - December 31 109,767 $ 65.58 228,127 60,801,616 Total 228,127 $ 62.24 On October 18, 2023, the Company’s Board of Directors authorized the Company’s management to repurchase, at its discretion, up to $75 million of the Company’s shares over a one-year period.
Issuer Purchases of Equity Securities Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of the Publicly Announced Program Dollar Value of Shares that May Yet be Purchased Under the Program September 30 - October 27 44,182 $ 76.49 1,034,692 $ 4,233 Total 44,182 $ 76.49 October 28 - November 24 $ $ 200,000,000 November 25 - December 31 34,934 $ 79.27 34,934 $ 197,230,926 Total 34,934 $ 79.27 On October 18, 2023, the Company’s Board of Directors authorized the Company’s management to repurchase, at its discretion, up to $75 million of the Company’s shares over a one-year period.
As of December 31, 2023, 228,127 shares have been repurchased under this program for $14.2 million, or an average price of approximately $62.24 per share. 34 Performance Graph The graph below compares Minerals Technologies Inc.’s cumulative 5-year total shareholder return on common stock with the cumulative total returns of the S&P 500 index, the Dow Jones US Industrials index, the S&P Midcap 400 index, the Dow Jones US Basic Materials index, the S&P MidCap 400 Materials Sector, the S&P SmallCap 600, and the Russell 2000.
This authorization has no expiration date. 34 Performance Graph The graph below compares Minerals Technologies Inc.’s cumulative 5-year total shareholder return on common stock with the cumulative total returns of the S&P SmallCap 600 index, the Russell 2000 index and the Dow Jones US Basic Materials index.
The graph tracks the performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from 12/31/2022 to 12/31/2023. 2022 2023 Minerals Technologies Inc. $ 100.00 $ 117.96 S&P 500 100.00 126.29 S&P Midcap 400 100.00 116.44 Dow Jones US Industrials 100.00 119.75 Dow Jones US Basic Materials 100.00 111.01 S&P MidCap 400 Materials Sector 100.00 116.53 S&P SmallCap 600 100.00 116.05 Russell 2000 100.00 116.93 To better align with comparable investment opportunities, we are transitioning from the S&P 500 index, the Dow Jones US Industrials index, and the S&P Midcap 400 index to the S&P SmallCap 600 Index and Russell 2000 Index for the year ended December 31, 2023.
The graph tracks the performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from 12/31/2023 to 12/31/2024. 2023 2024 Minerals Technologies Inc. $ 100.00 $ 107.45 S&P SmallCap 600 100.00 108.70 Russell 2000 100.00 111.54 Dow Jones US Basic Materials 100.00 94.69 37 Item 6. [Reserved]
The graph tracks the performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from 12/31/2020 to 12/31/2023. 2020 2021 2022 2023 Minerals Technologies Inc. $ 100.00 $ 118.07 $ 98.31 $ 115.97 S&P 500 100.00 128.71 105.40 133.10 S&P Midcap 400 100.00 124.76 108.47 126.29 Dow Jones US Industrials 100.00 118.37 101.75 121.85 Dow Jones US Basic Materials 100.00 127.78 118.11 131.12 S&P MidCap 400 Materials Sector 100.00 132.23 128.61 149.88 S&P SmallCap 600 100.00 126.82 106.40 123.48 Russell 2000 100.00 114.82 91.35 106.82 To better align with comparable investment opportunities, we are transitioning from the S&P 500 index, the Dow Jones US Industrials index, and the S&P Midcap 400 index to the S&P SmallCap 600 Index and Russell 2000 Index for the year ended December 31, 2023.
The graph tracks the performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from 12/31/2019 to 12/31/2024. 2019 2020 2021 2022 2023 2024 Minerals Technologies Inc. $ 100.00 $ 108.19 $ 127.74 $ 106.37 $ 125.47 $ 134.81 S&P SmallCap 600 100.00 111.29 141.13 118.41 137.42 149.37 Russell 2000 100.00 119.96 137.74 109.59 128.14 142.93 Dow Jones US Basic Materials 100.00 118.32 151.20 139.75 155.14 146.90 35 The graph below compares Minerals Technologies Inc.’s cumulative 3-year total shareholder return on common stock with the cumulative total returns of the S&P SmallCap 600 index, the Russell 2000 index and the Dow Jones US Basic Materials index.
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The graph tracks the performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from 12/31/2018 to 12/31/2023. 2018 2019 2020 2021 2022 2023 Minerals Technologies Inc. $ 100.00 $ 112.68 $ 121.91 $ 143.93 $ 119.85 $ 141.38 S&P 500 100.00 131.49 155.68 200.37 164.08 207.21 S&P Midcap 400 100.00 126.20 143.44 178.95 155.58 181.15 Dow Jones US Industrials 100.00 132.81 156.62 185.39 159.35 190.83 Dow Jones US Basic Materials 100.00 119.76 141.70 181.07 167.36 185.79 S&P MidCap 400 Materials Sector 100.00 120.88 133.75 176.85 172.02 200.45 S&P SmallCap 600 100.00 122.78 136.64 173.29 145.39 168.73 Russell 2000 100.00 125.52 150.58 172.90 137.56 160.85 To better align with comparable investment opportunities, we are transitioning from the S&P 500 index, the Dow Jones US Industrials index, and the S&P Midcap 400 index to the S&P SmallCap 600 Index and Russell 2000 Index for the year ended December 31, 2023.
Added
Over this program's one-year period, 1,034,692 shares have been repurchased for $75 million, or an average price of approximately $72.48 per share. This program is now complete. On October 16, 2024, the Company's Board of Directors authorized the Company's management to repurchase, at its discretion, up to $200 million of the Company's shares.
Removed
All indices are presented, in accordance with SEC rules, which require that if a company selects a different index from that used in the immediately preceding fiscal year, the company’s stock performance must be compared against both the newly selected index and previous index in the year of change. 35 The graph below compares Minerals Technologies Inc.’s cumulative 3-year total shareholder return on common stock with the cumulative total returns of the S&P 500 index, the Dow Jones US Industrials index, the S&P Midcap 400 index, the Dow Jones US Basic Materials index, the S&P MidCap 400 Materials Sector, the S&P SmallCap 600, and the Russell 2000.
Added
As of December 31, 2024, 34,934 shares have been repurchased under this program for $2.8 million, or an average price of approximately $79.27 per share.
Removed
All indices are presented, in accordance with SEC rules, which require that if a company selects a different index from that used in the immediately preceding fiscal year, the company’s stock performance must be compared against both the newly selected index and previous index in the year of change. 37 Item 6. [Reserved]

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeHowever, there can be no assurance that we will achieve success in implementing any one or more of these opportunities. 39 Results of Operations Consolidated Income Statement Review Year Ended December 31, (millions of dollars) 2023 2022 2021 2023 vs. 2022 2022 vs. 2021 Net sales $ 2,169.9 $ 2,125.5 $ 1,858.3 2.1 % 14.4 % Cost of goods sold 1,662.8 1,660.5 1,411.8 0.1 % 17.6 % Production margin 507.1 465.0 446.5 9.1 % 4.1 % Production margin % 23.4 % 21.9 % 24.0 % Marketing and administrative expenses 206.0 192.1 186.2 7.2 % 3.2 % Research and development expenses 21.2 20.4 19.5 3.9 % 4.6 % Impairment of assets 71.7 * * Acquisition-related expenses 0.3 5.1 4.0 (94.1 )% 27.5 % Litigation expenses, net 29.2 32.6 (10.4 )% * Restructuring and other items, net 6.9 1.1 * * Income from operations 171.8 214.8 235.7 (20.0 )% (8.9 )% Operating margin % 7.9 % 10.1 % 12.7 % Interest expense, net (59.2 ) (43.9 ) (37.2 ) 34.9 % 18.0 % Debt extinguishment expenses (6.9 ) * * Non-cash pension settlement charge (3.5 ) (1.8 ) * 94.4 % Other non-operating income (deductions), net (4.9 ) (3.8 ) 5.6 28.9 % * Total non-operating deductions, net (64.1 ) (58.1 ) (33.4 ) 10.3 % 74.0 % Income before tax and equity in earnings 107.7 156.7 202.3 (31.3 )% (22.5 )% Provision for taxes on income 23.7 32.1 36.6 (26.2 )% (12.3 )% Effective tax rate 22.0 % 20.5 % 18.1 % Equity in earnings of affiliates, net of tax 4.3 1.7 2.8 152.9 % (39.3 )% Consolidated net income 88.3 126.3 168.5 (30.1 )% (25.0 )% Less: Net income attributable to non-controlling interests 4.2 4.1 4.1 2.4 % 0.0 % Net income attributable to Minerals Technologies Inc.
Biggest changeHowever, there can be no assurance that we will achieve success in implementing any one or more of these opportunities. 39 Results of Operations Consolidated Income Statement Review Year Ended December 31, (millions of dollars) 2024 2023 2022 2024 vs. 2023 2023 vs. 2022 Net sales $ 2,118.5 $ 2,169.9 $ 2,125.5 (2.4 )% 2.1 % Cost of goods sold 1,570.8 1,662.8 1,660.5 (5.5 )% 0.1 % Production margin 547.7 507.1 465.0 8.0 % 9.1 % Production margin % 25.9 % 23.4 % 21.9 % Marketing and administrative expenses 209.2 206.0 192.1 1.6 % 7.2 % Research and development expenses 23.0 21.2 20.4 8.5 % 3.9 % Provision for credit losses 30.0 * * Restructuring and other items, net 6.9 * * Impairment of assets 71.7 * * Acquisition-related expenses 0.3 5.1 * (94.1 )% Gain on sale of assets, net (12.3 ) * * Litigation expenses 11.3 29.2 32.6 (61.3 )% (10.4 )% Income from operations 286.5 171.8 214.8 66.8 % (20.0 )% Operating margin % 13.5 % 7.9 % 10.1 % Interest expense, net (56.4 ) (59.2 ) (43.9 ) (4.7 )% 34.9 % Debt extinguishment expenses (1.8 ) (6.9 ) * * Non-cash pension settlement charge (3.5 ) * * Other non-operating deductions, net (4.7 ) (4.9 ) (3.8 ) (4.1 )% 28.9 % Total non-operating deductions, net (62.9 ) (64.1 ) (58.1 ) (1.9 )% 10.3 % Income before tax and equity in earnings 223.6 107.7 156.7 107.6 % (31.3 )% Provision for taxes on income 59.4 23.7 32.1 150.6 % (26.2 )% Effective tax rate 26.6 % 22.0 % 20.5 % Equity in earnings of affiliates, net of tax 6.7 4.3 1.7 55.8 % 152.9 % Consolidated net income 170.9 88.3 126.3 93.5 % (30.1 )% Less: Net income attributable to non-controlling interests 3.8 4.2 4.1 (9.5 )% 2.4 % Net income attributable to Minerals Technologies Inc.
Household & Personal Care sales increased 8.7% to $517.6 million from $476.2 million the prior year. This increase was primarily driven by strong demand for our pet litter products in all regions and growth in other high-margin consumer-oriented products.
Household & Personal Care sales increased 8.7% to $517.6 million from $476.2 million in the prior year. This increase was primarily driven by strong demand for our pet litter products in all regions and growth in other high-margin consumer-oriented products.
Income Taxes (Topic 740): Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU 2024-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”, that requires entities to disclose additional information about federal, state, and foreign income taxes primarily related to the income tax rate reconciliation and income taxes paid.
Income Taxes (Topic 740): Improvements to Income Tax Disclosures In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”, that requires entities to disclose additional information about federal, state, and foreign income taxes primarily related to the income tax rate reconciliation and income taxes paid.
ASUs not listed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated financial position and results of operations.
ASUs not listed below were assessed and determined to be either not applicable or are expected to have a minimal impact on our consolidated financial position and results of operations.
Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In November 2023, the FASB issued ASU 2024-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”, which requires entities to report incremental information about significant segment expenses included in a segment’s profit or loss measure, as well as the name and title of the chief operating decision maker.
Adoption of Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”, which requires entities to report incremental information about significant segment expenses included in a segment’s profit or loss measure, as well as the name and title of the chief operating decision maker.
At the end of 2023, the average remaining service period of active employees or life expectancy for fully eligible employees was 9 years. For a detailed discussion on the application of these and other accounting policies, see “Summary of Significant Accounting Policies” in Note 1 to the Consolidated Financial Statements.
At the end of 2024, the average remaining service period of active employees or life expectancy for fully eligible employees was 9 years. For a detailed discussion on the application of these and other accounting policies, see “Summary of Significant Accounting Policies” in Note 1 to the Consolidated Financial Statements.
The Company typically uses its available credit lines to fund working capital requirements or local capital spending needs. We anticipate that capital expenditures for 2024 should be between $90 million and $100 million, principally related to opportunities to improve our operations and meet our strategic growth objectives.
The Company typically uses its available credit lines to fund working capital requirements or local capital spending needs. We anticipate that capital expenditures for 2025 should be between $90 million and $100 million, principally related to opportunities to improve our operations and meet our strategic growth objectives.
In the fourth quarter of 2023, the Company performed a qualitative assessment of each of its reporting units and determined it was not more likely than not that the fair value of any of its reporting units was less than their carrying values. Property, plant and equipment are depreciated over their useful lives.
In the fourth quarter of 2024, the Company performed a qualitative assessment of each of its reporting units and determined it was not more likely than not that the fair value of any of its reporting units was less than their carrying values. Property, plant and equipment are depreciated over their useful lives.
The investment strategy for pension plan assets is to maintain a broadly diversified portfolio designed to both preserve and grow plan assets to meet future plan obligations. The Company’s average rate of return on assets from inception through December 31, 2023 was approximately 9%.
The investment strategy for pension plan assets is to maintain a broadly diversified portfolio designed to both preserve and grow plan assets to meet future plan obligations. The Company’s average rate of return on assets from inception through December 31, 2024 was approximately 9%.
Specialty Additives sales decreased 0.9% to $642.6 million from $648.4 million primarily as a result of the deconsolidation of BMI in the fourth quarter of 2023. Sales for BMI in the fourth quarter of 2022 were $12.0 million. Income from operations was $41.6 million in 2023, as compared to $79.0 million in 2022.
Specialty Additives sales decreased 0.9% to $642.6 million from $648.4 million primarily as a result of the deconsolidation of Oldco in the fourth quarter of 2023. Sales for Oldco in the fourth quarter of 2022 were $12.0 million. Income from operations was $41.6 million in 2023, as compared to $79.0 million in 2022.
The effects of foreign earnings and the related foreign rate differentials resulted in increases of $8.2 million, $3.8 million and $5.2 million in 2023, 2022 and 2021, respectively. In 2021, as part of the Organization for Economic Co-operation and Development’s (“OECD”) Inclusive Framework, 140 member countries agreed to the implementation of the Pillar Two Global Minimum Tax (“Pillar 2”).
The effects of foreign earnings and the related foreign rate differentials resulted in increases of $10.5 million, $8.2 million and $3.8 million in 2024, 2023 and 2022, respectively. In December 2021, as part of the Organization for Economic Co-operation and Development’s (“OECD”) Inclusive Framework, 140 member countries agreed to the implementation of the Pillar Two Global Minimum Tax (“Pillar 2”).
In 2023, the Company recorded a $71.7 million non-cash impairment charge relating to Barretts’ fixed assets within the Consumer & Specialties segment, $6.9 million in restructuring costs to further streamline our cost structure as a result of organization efficiencies gained through our recent resegmentation, and $0.3 million of acquisition-related expenses.
In 2023 , the Company recorded a $71.7 million non-cash impairment charge relating to Oldco's fixed assets within the Consumer & Specialties segment, $6.9 million in restructuring costs to further streamline our cost structure as a result of organization efficiencies gained through our resegmentation, and $0.3 million of acquisition-related expenses.
The Company will pay certain fees under the Amended Credit Agreement, including (a) a commitment fee of 0.250% per annum on the undrawn portion of the Revolving Facility (subject to a step-up to 0.300% and step-downs to 0.175% and 0.150% at the same levels described above), (b) a fronting fee of 0.125% per annum on the average daily undrawn amount of, plus unreimbursed amounts in respect of disbursements under, letters of credit issued under the Revolving Facility and (c) customary annual administration fees.
The Company will pay certain fees under the Amended Credit Agreement, including (a) a commitment fee of 0.175% per annum on the undrawn portion of the Revolving Facility (subject to a step-ups to 0.300% and 0.250% and a step-down to 0.150% at the same levels described above), (b) a fronting fee of 0.125% per annum on the average daily undrawn amount of, plus unreimbursed amounts in respect of disbursements under, letters of credit issued under the Revolving Facility and (c) customary annual administration fees.
Percentage depletion allowances (tax deductions for depletion that may exceed our tax basis in our mineral reserves) are available to us under the income tax laws of the United States for operations conducted in the United States. The tax benefits from percentage depletion were $11.1 million in 2023, $9.6 million in 2022 and $10.9 million in 2021.
Percentage depletion allowances (tax deductions for depletion that may exceed our tax basis in our mineral reserves) are available to us under the income tax laws of the United States for operations conducted in the United States. The tax benefits from percentage depletion were $10.0 million in 2024, $11.1 million in 2023 and $9.6 million in 2022.
Engineered Solutions Segment Increase our presence and gain penetration of our bentonite-based foundry customers for the metalcasting industry in emerging markets, such as China and India. Deploy value-added formulations of refractory materials that not only reduce costs but improve performance. Deploy our laser measurement technologies into new applications. Expand our refractory maintenance model to other steel makers globally. Continue the development and market penetration of our FLUORO-SORB ® products which address PFAS contamination in soil, groundwater, drinking water sources, landfill leachate and wastewater treatment facilities. Pursue opportunities for the expanded use of our products in environmental, building and construction, infrastructure and oil & gas drilling and water treatment globally. Increase our presence and market share for geosynthetic clay liners globally.
Engineered Solutions Segment Increase our presence and gain penetration of our bentonite-based foundry solutions in emerging markets. Deploy value-added formulations of refractory materials that not only reduce costs but improve performance. Deploy our laser measurement technologies into new applications. Expand our refractory maintenance model to other steel makers globally. Continue the development and market penetration of our FLUORO-SORB ® products which address PFAS contamination in soil, groundwater, drinking water sources, landfill leachate and wastewater treatment facilities. Pursue opportunities for the expanded use of our products in environmental, building and construction, infrastructure, and oil and gas drilling and water treatment globally. Increase our presence and market share for geosynthetic clay liners globally.
The other factors having the most significant impact on our effective tax rates in recent periods are percentage depletion, GILTI, Foreign-Derived Intangible Income (“FDII”), 162(m) disallowance, and the tax benefits on restructuring and impairment charges.
The other factors having the most significant impact on our effective tax rates in recent periods are percentage depletion, the Global Intangible Low-Tax Income provision ("GILTI"), Foreign-Derived Intangible Income (“FDII”), 162(m) disallowance, and the tax benefits on restructuring and impairment charges.
The Company has elected, as its accounting policy, to treat the taxes due from GILTI as a current period expense when incurred. The net charge to the Company for GILTI was $1.1 million, $3.5 million and $1.2 million for 2023, 2022 and 2021, respectively.
The Company has elected, as its accounting policy, to treat the taxes due from GILTI as a current period expense when incurred. The net charge to the Company for GILTI was $1.5 million, $1.1 million and $3.5 million for 2024, 2023 and 2022, respectively.
Our intention is to maintain a balanced approach to capital deployment, by using cash flow for investments in growth and continued debt reduction. 38 Outlook The Company will continue to focus on innovation and new product development and other opportunities for sales growth in 2024 from its existing businesses, as follows: Consumer & Specialties Segment Increase our presence and market share in global pet litter products, particularly in emerging markets. Deploy new products in pet care such as lightweight litter. Increase our sales of calcium carbonate products by further penetration into filling and coating applications in the paper and packaging markets. Promote the Company’s expertise in crystal engineering by developing crystal morphologies that help our customers achieve functional benefits. Deploy new calcium carbonate products in paint, coating and packaging applications. Continue developing products and processes for waste management and recycling opportunities to reduce the environmental impact for our customers by reducing energy consumption and improve the sustainability of their products. Continue to develop innovative applications for our bleaching earth products for edible oil and biofuel industries. Develop new mineral-based solutions for personal care applications. Increase our presence and market share in globally for retinol delivery technology for personal care applications. Expand our bentonite product solutions for animal health applications. Increase our presence and market share in fabric care, particularly in emerging markets.
Our intention is to maintain a balanced approach to capital deployment, by using cash flow for investments in growth, returns to shareholders, and continued debt reduction. 38 Outlook The Company will continue to focus on innovation and new product development and other opportunities for sales growth in 2025 from its existing businesses, as follows: Consumer & Specialties Segment Increase our presence and market share in global pet litter products, including in emerging markets. Deploy new products in pet care such as lightweight litter. Increase our sales of calcium carbonate products by further penetration into filling and coating applications in the paper and packaging markets. Promote the Company’s expertise in crystal engineering by developing crystal morphologies that help our customers achieve functional benefits. Deploy new calcium carbonate products in paint, coating and packaging applications. Continue developing products and processes for waste management and recycling opportunities to reduce the environmental impact for our customers by reducing energy consumption and improving the sustainability of their products. Continue to develop innovative applications for our bleaching earth products for edible oil and renewable fuel industries. Develop new mineral-based solutions for personal care applications. Increase our presence and market share globally for retinol delivery technology for personal care applications. Expand our bentonite product solutions for animal health applications. Increase our presence and market share in fabric care, including in emerging markets.
No dividend will be payable unless declared by the Board and unless funds are legally available for payment thereof. The Company and certain of the Company’s subsidiaries are among numerous defendants in over five hundred cases seeking damages for alleged exposure to asbestos-contaminated talc products sold by the Company’s subsidiary BMI.
No dividend will be payable unless declared by the Board and unless funds are legally available for payment thereof. The Company and certain of the Company’s subsidiaries are among numerous defendants in over six hundred cases seeking damages for alleged exposure to asbestos-contaminated talc products sold by the Company’s subsidiary Oldco.
Inflation While inflation historically has not had a material impact on the Company, our financial performance was affected in 2023, and could continue to be adversely affected by increases in energy and commodity prices. Our production processes consume a significant amount of energy, primarily electricity, diesel fuel, natural gas and coal.
Inflation While inflation historically has not had a material impact on the Company, our financial performance could be adversely affected by increases in energy and commodity prices. Our production processes consume a significant amount of energy, primarily electricity, diesel fuel, natural gas and coal.
In 2022 , the Company recorded $32.6 million of litigation expenses relating to costs incurred to defend against, opportunistically settle, and establish a reserve for claims associated with certain talc products from BMI. In addition, the Company recorded a $ 5.1 million charge for acquisition related transaction and integration costs.
In 2022 , the Company recorded $32.6 million of litigation expenses relating to costs incurred to defend against, opportunistically settle, and establish a reserve for claims associated with certain talc products from Oldco. In addition, the Company recorded a $5.1 million charge for acquisition-related expenses .
The Company repaid $0.5 million on these loans in 2023. As part of the Concept Pet acquisition, the Company assumed $1.9 million in long-term debt, recorded at fair value, consisting of two terms loans, one that matures in 2025 and one that matures in 2027. Both loans have annual payments and carry a variable interest rate.
As part of the Concept Pet acquisition, the Company assumed $1.9 million in long-term debt, recorded at fair value, consisting of two terms loans, one that matures in 2025 and one that matures in 2027. Both loans have annual payments and carry a variable interest rate. The Company repaid $0.3 million on these loans during 2024.
Accordingly, the amount that will be necessary to fully and finally resolve all of BMI’s current and future talc-related claims in connection with a confirmed Chapter 11 plan of reorganization cannot be estimated with certainty at this time. See Note17 to the consolidated financial statements included in this report for more information.
Accordingly, the amount that will be necessary to fully and finally resolve all of the Chapter 11 Debtors' current and future talc-related claims in connection with a confirmed Chapter 11 plan of reorganization cannot be estimated with certainty at this time. See Note 17 to the consolidated financial statements included in this report for more information.
In addition, the Company recorded $29.2 million of net litigation expenses in connection with BMI’s bankruptcy and by BMI to defend against and restore its reserve for claims associated with certain talc products.
In addition, the Company recorded $29.2 million of net litigation expenses in connection with Oldco’s bankruptcy and by Oldco to defend against and restore its reserve for claims associated with certain talc products.
These sources of income inherently rely heavily on estimates. We use our historical experience and business forecasts to provide insight. The amount recorded for the net deferred tax liability was $123.3 million and $156.0 million at December 31, 2023 and 2022, respectively. The application of income tax law is inherently complex.
These sources of income inherently rely heavily on estimates. We use our historical experience and business forecasts to provide insight. The amount recorded for the net deferred tax liability was $115.7 million and $123.3 million at December 31, 2024 and 2023, respectively. The application of income tax law is inherently complex.
The Company’s position is that these cases are meritless and all talc products sold by BMI are safe. On October 2, 2023 (the “Petition Date”), notwithstanding the Company’s confidence in the safety of BMI’s talc products, Barretts, filed voluntary petitions for relief under Chapter 11 of the U.S.
The Company’s position is that these cases are meritless and all talc products sold by Oldco are safe. On October 2, 2023 (the “Petition Date”), notwithstanding the Company’s confidence in the safety of Oldco’s talc products, the Chapter 11 Debtors filed voluntary petitions for relief under Chapter 11 of the U.S.
The Amendment provides for, among other things, a new senior secured revolving credit facility with aggregate commitments of $300 million (the “Revolving Facility”), a portion of which may be used for the issuance of letters of credit and swingline loans, and a new senior secured term loan facility with aggregate commitments of $550 million (the “Term Loan Facility” and, together with the Revolving Facility, the “Senior Secured Credit Facilities”).
The Amendment provides for, among other things, a new senior secured revolving credit facility with aggregate commitments of $400 million (the “Revolving Facility”), a portion of which may be used for the issuance of letters of credit and swingline loans, and a new senior secured term loan facility with aggregate commitments of $575 million (the “Term Loan Facility” and, together with the Revolving Facility, the "Senior Secured Credit Facilities").
Included in income from operations for 2023 are $3.2 million of restructuring expenses. 2022 v 2021 Net sales in the Engineered Solutions segment increased 11.7% to $1,000.9 million, as compared with $895.7 million in the prior year. High-Temperature Technologies sales increased 9.3% to $702.5 million, as compared with $642.7 million in the prior year.
Included in income from operations for 2023 are $3.2 million of restructuring expenses. 2023 v 2022 Net sales in the Engineered Solutions segment increased 0.9% to $1,009.7 million, as compared with $1,000.9 million in the prior year. High-Temperature Technologies sales increased 2.6% to $720.9 million, as compared with $702.5 million in the prior year.
Cash flows provided from operations in 2023 were principally used to fund capital expenditures, repay debt, repurchase shares and to pay the Company’s dividend to common shareholders. The Company’s intention is to use excess cash flow for investments in growth, continued debt reduction and selective share repurchases.
Cash flows provided from operations in 2024 were principally used to fund capital expenditures, repay debt, repurchase shares and to pay the Company’s dividend to common shareholders. The Company’s intention is to use cash flow for investments in growth, returns to shareholders, and continued debt reduction.
Investors should refer to the Company’s subsequent filings under the Securities Exchange Act of 1934 for further disclosures. Executive Summary Worldwide sales increased 2% in 2023 to $2.170 billion as compared with $2.126 billion in 2022. Consolidated income from operations was $171.8 million, as compared with $214.8 million in the prior year.
Investors should refer to the Company’s subsequent filings under the Securities Exchange Act of 1934 for further disclosures. Executive Summary Worldwide sales decreased 2% in 2024 to $2.119 billion as compared with $2.170 billion in 2023. Consolidated income from operations was $286.5 million, as compared with $171.8 million in the prior year.
In 2022, a net gain of $46.3 million ($35.3 million after-tax) was recorded in other comprehensive income, primarily due to actuarial gains, driven by a change in discount rates. In 2021, a net gain of $60.6 million ($45.2 million after-tax) was recorded in other comprehensive income, primarily due to a change in discount rates.
In 2023, a net gain of $7.6 million ($5.6 million after-tax) was recorded in other comprehensive income, primarily due to actuarial gains, driven by a change in discount rates. In 2022, a net gain of $46.3 million ($35.3 million after-tax) was recorded in other comprehensive income, primarily due to a change in discount rates.
During the pendency of the Chapter 11 Cases, the Company anticipates that BMI will benefit from the operation of the automatic stay, which stays ongoing litigation in connection with talc-related claims against Barretts.
The mediation process is ongoing. During the pendency of the Chapter 11 Cases, the Company anticipates that the Chapter 11 Debtors will benefit from the operation of the automatic stay, which stays ongoing litigation in connection with talc-related claims against Oldco.
The Company repaid $0.6 million on these loans during 2023. As of December 31, 2023, the Company had $25.5 million in uncommitted short-term bank credit lines, $0.4 million of which were in use. The credit lines are primarily outside the U.S. and are generally one year in term at competitive market rates at large, well-established institutions.
As of December 31, 2024, the Company had $24.3 million in uncommitted short-term bank credit lines, $0.6 million of which were in use. The credit lines are primarily outside the U.S. and are generally one year in term at competitive market rates at large, well-established institutions.
Revenues are adjusted at the end of each year to reflect the actual volume sold. There were no significant revenue adjustments in the fourth quarter of 2023 and 2022, respectively. We have consignment arrangements with certain customers in our Engineered Solutions segment. Revenues for these transactions are recorded when the consigned products are consumed by the customer.
There were no significant revenue adjustments in the fourth quarter of 2024 and 2023, respectively. We have consignment arrangements with certain customers in our Engineered Solutions segment. Revenues for these transactions are recorded when the consigned products are consumed by the customer.
We expect to meet our other long-term financing requirements from internally generated funds, committed and uncommitted bank credit lines and, where appropriate, project financing of certain satellite plants. 45 During the second quarter of 2018, the Company entered into a floating to fixed interest rate swap for a notional amount of $150 million. This instrument matured in May 2023.
We expect to meet our other long-term financing requirements from internally generated funds and committed and uncommitted bank credit lines. In the second quarter of 2023, the Company entered into a floating to fixed interest rate swap for a notional amount of $150 million.
Engineered Solutions Segment Year Ended December 31, (millions of dollars) 2023 2022 2021 2023 vs. 2022 2022 vs. 2021 Net Sales High-Temperature Technologies $ 720.9 $ 702.5 $ 642.7 $ 18.4 $ 59.8 Environmental & Infrastructure 288.8 298.4 253.0 (9.6 ) 45.4 Total net sales $ 1,009.7 $ 1,000.9 $ 895.7 $ 8.8 $ 105.2 Income from operations $ 147.8 $ 147.1 $ 127.7 $ 0.7 $ 19.4 % of net sales 14.6 % 14.7 % 14.3 % 2023 v 2022 Net sales in the Engineered Solutions segment increased 1% to $1,009.7 million, as compared with $1,000.9 million in the prior year.
Engineered Solutions Segment Year Ended December 31, (millions of dollars) 2024 2023 2022 2024 vs. 2023 2023 vs. 2022 Net Sales High-Temperature Technologies $ 713.2 $ 720.9 $ 702.5 $ (7.7 ) $ 18.4 Environmental & Infrastructure 265.1 288.8 298.4 (23.7 ) (9.6 ) Total net sales $ 978.3 $ 1,009.7 $ 1,000.9 $ (31.4 ) $ 8.8 Income from operations $ 174.0 $ 147.8 $ 147.1 $ 26.2 $ 0.7 % of net sales 17.8 % 14.6 % 14.7 % 2024 v 2023 Net sales in the Engineered Solutions segment decreased 3.1% to $978.3 million, as compared with $1,009.7 million in the prior year.
Consumer & Specialties Segment Year Ended December 31, (millions of dollars) 2023 2022 2021 2023 vs. 2022 2022 vs. 2021 Net Sales Household & Personal Care $ 517.6 $ 476.2 $ 383.7 $ 41.4 $ 92.5 Specialty Additives 642.6 648.4 578.9 (5.8 ) 69.5 Total net sales $ 1,160.2 $ 1,124.6 $ 962.6 $ 35.6 $ 162.0 Income from operations $ 41.6 $ 79.0 $ 119.5 $ (37.4 ) $ (40.5 ) % of net sales 3.6 % 7.0 % 12.4 % 2023 v 2022 Net sales in the Consumer & Specialties segment increased 3.2% to $1,160.2 million, as compared with $1,124.6 million in the prior year.
Consumer & Specialties Segment Year Ended December 31, (millions of dollars) 2024 2023 2022 2024 vs. 2023 2023 vs. 2022 Net Sales Household & Personal Care $ 530.0 $ 517.6 $ 476.2 $ 12.4 $ 41.4 Specialty Additives 610.2 642.6 648.4 (32.4 ) (5.8 ) Total net sales $ 1,140.2 $ 1,160.2 $ 1,124.6 $ (20.0 ) $ 35.6 Income from operations $ 165.5 $ 41.6 $ 79.0 $ 123.9 $ (37.4 ) % of net sales 14.5 % 3.6 % 7.0 % 2024 v 2023 Net sales in the Consumer & Specialties segment decreased 1.7% to $1,140.2 million, as compared with $1,160.2 million in the prior year.
As of December 31, 2023, the Company had approximately 51% of its pension assets in equity securities, 35% in fixed income securities and 14% in other securities. The Company recognized pension expense of $5.7 million in 2023 as compared to $4.9 million in 2022.
As of December 31, 2024, the Company had approximately 55% of its pension assets in equity securities, 33% in fixed income securities and 12% in other securities. The Company recognized pension expense of $1.9 million in 2024 as compared to $5.7 million in 2023.
The new standard also eliminates certain existing disclosure requirements related to uncertain tax positions and unrecognized deferred tax liabilities. The new standard is effective for interim and annual periods beginning on or after December 15, 2024. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.
The new standard also eliminates certain existing disclosure requirements related to uncertain tax positions and unrecognized deferred tax liabilities. The new standard is effective for interim and annual periods beginning on or after December 15, 2024.
Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas to address and comprehensively resolve BMI’s liabilities associated with talc. Minerals Technologies Inc. and the Company’s other subsidiaries were not included in the Chapter 11 filing. Upon this filing, BMI was deconsolidated from the Company’s consolidated financial statements.
Bankruptcy Code in the United States Bankruptcy Court for the Southern District of Texas (the “Chapter 11 Cases”) to address and comprehensively resolve Oldco’s liabilities associated with talc. Minerals Technologies Inc. and the Company’s other subsidiaries were not included in the Chapter 11 filing.
Although the Chapter 11 Cases are progressing, it is not possible to predict the form of any ultimate resolution or when an ultimate resolution might occur at this time.
The Chapter 11 Debtors have been deconsolidated from the Company’s financial statements since the Petition Date. Although the Chapter 11 Cases are progressing, it is not possible to predict the form of any ultimate resolution or when an ultimate resolution might occur at this time.
Net sales in the United States increased 0.7% to $1,144.0 million in 2023 and represented 53.0% of consolidated net sales. International sales increased 3.6% to $1,025.9 million in 2023 and represented 47.0% of consolidated net sales. 40 Worldwide net sales in 2022 increased 14.4% from the previous year to $2,125.5 million.
International sales increased 0.3% to $1,029.1 million in 2024 and represented 49.0% of consolidated net sales. 40 Worldwide net sales in 2023 increased 2.1% from the previous year to $2,169.9 million. Net sales in the United States increased 0.7% to $1,144.0 million in 2023 and represented 53.0% of consolidated net sales.
In addition, subject to certain exceptions, the filing or continued prosecution of all talc-related claims against Barretts’ non-debtor affiliates is temporarily stayed through April 1, 2024 (subject to further extensions), the date on which a hearing is scheduled on the status of the Chapter 11 Cases. Barretts has been deconsolidated from the Company’s financial statements since the Petition Date.
In addition, subject to certain exceptions, the filing or continued prosecution of all talc-related claims against Oldco’s non-debtor affiliates is temporarily stayed through April 15, 2025 (subject to further extensions), the date on which a hearing is scheduled on the status of the Chapter 11 Cases.
(MTI) $ 84.1 $ 122.2 $ 164.4 (31.2 )% (25.7 )% * Not meaningful Net Sales Year Ended December 31, (millions of dollars) 2023 2022 2021 2023 vs. 2022 2022 vs. 2021 U.S. $ 1,144.0 $ 1,135.6 $ 959.6 0.7 % 18.3 % International 1,025.9 989.9 898.7 3.6 % 10.1 % Total sales $ 2,169.9 $ 2,125.5 $ 1,858.3 2.1 % 14.4 % Consumer & Specialties Segment $ 1,160.2 $ 1,124.6 $ 962.6 3.2 % 16.8 % Engineered Solutions Segment 1,009.7 1,000.9 895.7 0.9 % 11.7 % Total sales $ 2,169.9 $ 2,125.5 $ 1,858.3 2.1 % 14.4 % Worldwide net sales in 2023 increased 2.1% from the previous year to $2,169.9 million.
(MTI) $ 167.1 $ 84.1 $ 122.2 98.7 % (31.2 )% * Not meaningful Net Sales Year Ended December 31, (millions of dollars) 2024 2023 2022 2024 vs. 2023 2023 vs. 2022 U.S. $ 1,089.4 $ 1,144.0 $ 1,135.6 (4.8 )% 0.7 % International 1,029.1 1,025.9 989.9 0.3 % 3.6 % Total sales $ 2,118.5 $ 2,169.9 $ 2,125.5 (2.4 )% 2.1 % Consumer & Specialties Segment $ 1,140.2 $ 1,160.2 $ 1,124.6 (1.7 )% 3.2 % Engineered Solutions Segment 978.3 1,009.7 1,000.9 (3.1 )% 0.9 % Total sales $ 2,118.5 $ 2,169.9 $ 2,125.5 (2.4 )% 2.1 % Worldwide net sales in 2024 decreased 2.4% from the previous year to $2,118.5 million.
Cash flow from operations for 2023 was $233.6 million. The Company currently has more than $500 million of available liquidity, including cash on hand, as well as availability under its revolving credit facility. We believe these factors will allow us to meet our anticipated funding requirements.
Cash, cash equivalents and short-term investments were $337.1 million as of December 31, 2024. Cash flow from operations for 2024 was $236.4 million. The Company currently has more than $700 million of available liquidity, including cash on hand, as well as availability under its revolving credit facility. We believe these factors will allow us to meet our anticipated funding requirements.
Operating Costs and Expenses Consolidated cost of sales was $1,662.8 million, $1,660.5 million and $1,411.8 million in 2023, 2022 and 2021, respectively. Production margin as a percentage of net sales was 23.4% in 2023, 21.9% in 2022 and 24.0% in 2021.
International sales increased 3.6% to $1,025.9 million in 2023 and represented 47.0% of consolidated net sales. Operating Costs and Expenses Consolidated cost of sales was $1,570.8 million, $1,662.8 million and $1,660.5 million in 2024, 2023 and 2022, respectively. Production margin as a percentage of net sales was 25.9% in 2024, 23.4% in 2023 and 21.9% in 2022.
Income from operations represented 7.9% of sales compared with 10.1% of sales in the prior year. Income from operations in 2023 reflected $78.6 million in impairment and restructuring charges, a $0.3 million charge for acquisition-related expenses , and $29.2 million of net litigation expenses.
During 2023, the Company recorded income from operations of $171.8 million, as compared with $214.8 million in the prior year. Income from operations represented 7.9% of sales compared with 10.1% of sales in the prior year. Income from operations in 2023 reflected $78.6 million in impairment and restructuring charges and $ 29.2 million of net litigation expenses.
All lenders under the previous facility were repaid in full. 44 Loans under the Senior Secured Credit Facilities will bear interest at a rate equal to, at the election of the Company, Term SOFR plus a credit spread adjustment equal to 0.100% plus an applicable margin equal to 1.500% per annum or a base rate plus an applicable margin equal to 0.500% per annum, subject in each case to (a) an increase of 25 basis points in the event that, and for so long as, the net leverage ratio (as defined in the Amended Credit Agreement) is greater than or equal to 3.00 to 1.00 as of the last day of the preceding fiscal quarter, (b) a decrease of 12.5 basis points in the event that, and for so long as, the net leverage ratio is less than 2.00 to 1.00 and greater than or equal to 1.00 to 1.00 as of the last day of the preceding fiscal quarter and (c) an decrease of 25 basis points in the event that, and for so long as, the net leverage ratio is less than 1.00 to 1.00 as of the last day of the preceding fiscal quarter.
Loans under the Revolving Facility will bear interest at a rate equal to (a) for loans denominated in U.S. dollars, at the election of the Company, Term SOFR plus an applicable margin equal to 1.375% per annum or a base rate plus an applicable margin equal to 0.375% per annum, (b) for loans denominated in Euros, adjusted EURIBOR plus an applicable margin equal to 1.375% per annum and (c) for loans denominated in Pounds Sterling, SONIA plus an applicable margin equal to 1.375% per annum, subject in each case to (i) an increase of 37.5 basis points in the event that, and for so long as, the Net Leverage Ratio (as defined in the Amended Credit Agreement) is greater than or equal to 3.00 to 1.00 as of the last day of the preceding fiscal quarter, (ii) an increase of 12.5 basis points in the event that, and for so long as, the Net Leverage Ratio is less than 3.00 to 1.00 and greater than or equal to 2.00 to 1.00 as of the last day of the preceding fiscal quarter and (iii) a decrease of 12.5 basis points in the event that, and for so long as, the Net Leverage Ratio is less than 1.00 to 1.00 as of the last day of the preceding fiscal quarter.
The Revolving Facility and the Term Loan Facility replace the facilities under the Previous Credit Agreement, which provided for, among other things, a $788 million senior secured floating rate term loan facility and a $300 million senior secured revolving credit facility. The maturity date for loans under the Senior Secured Credit Facilities is August 11, 2027.
The Revolving Facility and the Term Loan Facility replace the facilities under the Previous Credit Agreement, which provided for, among other things, a $550 million senior secured term loan facility and a $300 million senior secured revolving credit facility.
In addition to long-term debt, the Company has committed cash outflow related to pension and post-retirement benefit obligations, non-cancelable operating leases, primarily for office space and equipment, and other long-term contractual obligations.
The fair value of this instrument as of December 31, 2024 is an asset of $0.3 million. In addition to long-term debt, the Company has committed cash outflow related to pension and post-retirement benefit obligations, non-cancelable operating leases, primarily for office space and equipment, and other long-term contractual obligations.
The effective tax rates were 22.0%, 20.5% and 18.1% during 2023, 2022 and 2021, respectively. The higher effective tax rate in 2023 as compared to 2022 was primarily due to the impact of rate differentials related to foreign earnings indefinitely invested.
The higher effective tax rate in 2023 as compared to 2022 was primarily due to the impact of rate differentials related to foreign earnings indefinitely invested.
On August 11, 2022, the Company entered into a Refinancing Facility Agreement (the “Amendment”) to amend the Company’s previous credit agreement (the “Previous Credit Agreement”; the previous credit agreement, as amended by the Amendment, being the “Amended Credit Agreement”).
On November 26, 2024, the Company, entered into a Refinancing Facility Agreement and Incremental Facility Amendment (the “Amendment”) to amend the Company's previous credit agreement (the "Previous Credit Agreement; the previous credit agreement, as amended by the Amendment, being the "Amended Credit Agreement").
In the third quarter of 2022, the Company recorded $6.9 million in non-cash debt extinguishment expenses related to the refinancing of our credit facilities, which represents the difference between the redemption payment and the carrying value of the debt at the refinancing date.
In the fourth quarter of 2024, the Company recorded $1.8 million in non-cash debt extinguishment expenses related to the refinancing of our credit facilities, which represents the difference between the redemption payment and the carrying value of the debt at the refinancing date. All lenders under the previous facility were repaid in full.
The Company and its customers will typically negotiate reasonable price adjustments in order to recover a portion of these escalating costs, but there can be no assurance that we will be able to recover increasing costs through such negotiations.
The Company and its customers will typically negotiate reasonable price adjustments in order to recover a portion of these escalating costs, but there can be no assurance that we will be able to recover increasing costs through such negotiations. 43 Cyclical Nature of Customers’ Businesses Portions of our sales to customers in the paper manufacturing, metalcasting, steel manufacturing, oil and gas and construction industries have historically been cyclical.
We cannot predict the economic outlook in the countries in which we do business, nor in the key industries we serve. Liquidity and Capital Resources Cash provided from continuing operations in 2023 was $233.6 million, compared with $105.7 million in prior year.
This has had the effect of decreasing the demand and increasing competition for the services we provide. We cannot predict the economic outlook in the countries in which we do business, nor in the key industries we serve. Liquidity and Capital Resources Cash provided from continuing operations in 2024 was $236.4 million, compared with $233.6 million in prior year.
As such, changes in our subjective assumptions and judgments can materially affect amounts recognized in the consolidated balance sheets and statements of operations. See Note 8 to the Consolidated Financial Statements for additional detail on our uncertain tax positions. Pension Benefits We sponsor pension and other retirement plans in various forms covering the majority of employees who meet eligibility requirements.
As such, changes in our subjective assumptions and judgments can materially affect the amounts recognized in the consolidated balance sheets and statements of operations. See Note 8 to the Consolidated Financial Statements for additional details on our uncertain tax positions.
As of December 31, 2023, 228,127 shares have been repurchased under this program for $14.2 million, or an average price of approximately $62.24 per share. On January 24, 2024, the Company’s Board of Directors declared a regular quarterly dividend on its common stock of $0.10 per share.
As of December 31, 2024, 34,934 shares have been repurchased under this program for $2.8 million, or an average price of approximately $79.27 per share. This authorization has no expiration date. 45 On January 22, 2025, the Company’s Board of Directors declared a regular quarterly dividend on its common stock of $0.11 per share.
Revenue, where our performance obligations are satisfied in phases, is recognized over time using certain input measures based on the measurement of the value transferred to the customer, including milestones achieved. Revenues from sales of equipment are recorded upon completion of installation and transfer of control to the customer. Revenues from services are recorded when the services are performed.
Our primary performance obligation is satisfied upon shipment or delivery to our customer based on written sales terms, which is also when control is transferred. Revenue, where our performance obligations are satisfied in phases, is recognized over time using certain input measures based on the measurement of the value transferred to the customer, including milestones achieved.
The guidance also requires interim disclosures related to reportable segment profit or loss and assets that had previously only been disclosed annually. The new standard is effective for interim and annual periods beginning on or after December 15, 2024. The adoption of this standard is not expected to have a material impact on the Company’s financial statements.
The guidance also requires interim disclosures related to reportable segment profit or loss and assets that had previously only been disclosed annually. The new standard is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2023.
Included in income from operations for 2023 was a $71.7 million non-cash impairment charge related to the fixed assets of the Company’s subsidiaries, Barretts Minerals Inc.’s (“BMI”) and Barretts Ventures Texas LLC (together with BMI, “Barretts”) and $29.2 million of net litigation expenses incurred in connection with BMI’s bankruptcy, and by BMI to defend against and restores its reserve for claims associated with certain talc products.
Included in income from operations in 2023 was a $ 71.7 million non-cash impairment charge for Oldco's fixed assets and $ 29.2 million of litigation expenses in connection with Oldco's bankruptcy filing and by Oldco to defend against and restore its reserve for claims associated with certain talc products.
High-Temperature Technologies sales increased 2.6% to $720.9 million, as compared with $702.5 million in the prior year. This increase was driven by strong demand in the North America market and volume recovery in China. Environmental & Infrastructure sales decreased 3.2% to $288.8 million, as compared with $298.4 million in the prior year.
This increase was driven by strong demand in the North America market and volume recovery in China. Environmental & Infrastructure decreased 3.2% to $288.8 million, as compared with $298.4 million in the prior year. This decrease is a result of weak commercial construction activity in 2023.
In 2023, the Company continued to deliver on its strategic growth initiatives driven by multi-year advancements in new product development, positioning in growth markets and geographies, geographic penetration and growth from acquisitions. Our balance sheet continues to be strong. Cash, cash equivalents and short-term investments were $321.5 million as of December 31, 2023.
In connection with the refinancing, the Company incurred $1.8 million of debt extinguishment expenses. In 2024, the Company continued to deliver on its strategic growth initiatives driven by multi-year advancements in new product development, positioning in growth markets and geographies, geographic penetration and growth from acquisitions. Our balance sheet continues to be strong.
During 2022, the Company recorded income from operations of $214.8 million, as compared with $235.7 million in the prior year. Income from operations represented 10.1% of sales compared with 12.7% of sales in the prior year.
Income from Operations During 2024, the Company recorded income from operations of $286.5 million, as compared with $171.8 million in the prior year. Income from operations represented 13.5% of sales compared with 7.9% of sales in the prior year.
In addition, the Amended Credit Agreement contains financial covenants that require the Company to maintain, as of the last day of any fiscal quarter, (x) a maximum net leverage ratio (as defined in the Amended Credit Agreement) of 4.00 to 1.00 for the four fiscal quarter period preceding such day (subject to an increase to 5.00 to 1.00 for four quarters in connection with certain significant acquisitions) and (y) a minimum interest coverage ratio (as defined in the Amended Credit Agreement) of 3.00 to 1.00.
In addition, the Amended Credit Agreement contains a financial covenant that requires the Company to maintain a maximum Net Leverage Ratio of 4.00 to 1.00 for each four fiscal quarter period (subject to an increase to 5.00 to 1.00 for four quarters in connection with certain significant acquisitions). The Company has a committed loan facility in Japan.
Differences between the actual and expected returns are also recognized in Accumulated other comprehensive income (loss) and subsequently amortized into earnings as actuarial gains and losses. At the end of 2023, total actuarial losses recognized in Accumulated other comprehensive loss for pension plans were $32.1 million as compared to $38.1 million in 2022.
Differences between the actual and expected returns are also recognized in Accumulated other comprehensive income (loss) and subsequently amortized into earnings as actuarial gains and losses.
In most of our PCC contracts, the price per ton is based upon the total number of tons sold to the customer during the year. Under those contracts, the price billed to the customer for shipments during the year is based on periodic estimates of the total annual volume that will be sold to the customer.
Under those contracts, the price billed to the customer for shipments during the year is based on periodic estimates of the total annual volume that will be sold to the customer. Revenues are adjusted at the end of each year to reflect the actual volume sold.
Included in non-operating deductions was net interest expense of $59.2 million in 2023 as compared to $43.9 million in the prior year, primarily due to higher interest rates. Included in non-operating deductions was net interest expense of $ 43.9 million in 2022 as compared to $ 37.2 million in the prior year, primarily due to higher interest rates .
In addition, the Company recorded debt extinguishment expenses of $1.8 million related to the refinancing of its credit facilities in the fourth quarter of 2024. Included in non-operating deductions was net interest expense of $ 59.2 million in 2023 as compared to $ 43.9 million in the prior year, primarily due to higher interest rates .
In 2023, the Company recorded a $71.7 million non-cash impairment of assets related to BMI. In addition, litigation expenses of $29.2 million and $32.6 million were recorded in 2023 and 2022, respectively, relating to BMI. 2022 v 2021 Net sales in the Consumer & Specialties segment increased 16.8% to $1,124.6 million, as compared with $962.6 million in the prior year.
In 2023, the Company recorded a $71.7 million non-cash impairment of assets related to Oldco. In addition, litigation expenses of $29.2 million and $32.6 million were recorded in 2023 and 2022, respectively, relating to Oldco.
Our assumptions reflect our historical experience and management’s best judgment regarding future expectations. In addition, our actuarial consultants also use subjective factors such as withdrawal and mortality rates to estimate these assumptions.
These models include assumptions about the discount rate, expected return on plan assets and the rate of future compensation increases as determined by us, within certain guidelines. Our assumptions reflect our historical experience and management’s best judgment regarding future expectations. In addition, our actuarial consultants also use subjective factors such as withdrawal and mortality rates to estimate these assumptions.
This decrease is a result of weak commercial construction activity in 2023. 43 Income from operations was $147.8 million and 14.6% of sales, as compared with $147.1 million and 14.7% of sales in the prior year.
Income from operations was $147.8 million and 14.6% of sales, as compared with $147.1 million and 14.7% of sales in the prior year. Included in income from operations for 2023 are $3.2 million of restructuring expenses.
On June 30, 2020, the Company issued $400 million aggregate principal amount of 5.0% Senior Notes due 2028 (the “Notes”). The Notes were issued pursuant to an indenture, dated as of June 30, 2020, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Indenture”).
The Notes were issued pursuant to an indenture, dated as of June 30, 2020, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Indenture”). The Notes bear an interest rate of 5.0% per annum payable semi-annually on January 1 and July 1 of each year, beginning on January 1, 2021.
Household & Personal Care sales increased 24.1% to $476.2 million from $383.7 million in the prior year. This increase was driven by strong demand for consumer-oriented products and the acquisition of Concept Pet.
Household & Personal Care sales increased 2.4% to $530.0 million from $517.6 million the prior year. This increase was primarily driven by strong demand for our pet litter products in all regions and growth in other high-margin consumer-oriented products.
We believe the following critical accounting policies require us to make significant judgments and estimates in the preparation of our consolidated financial statements. 46 Revenue Recognition Revenue is recognized at the point in time when the customer obtains control of the promised goods or services in an amount that reflects the consideration we expect to receive in exchange for those goods or services.
Revenue Recognition Revenue is recognized at the point in time when the customer obtains control of the promised goods or services in an amount that reflects the consideration we expect to receive in exchange for those goods or services. The Company’s revenues are primarily derived from the sale of products.
In 2022, the Company recorded debt extinguishment expenses of $6.9 million related to the refinancing of its credit facilities.
In 2022, the Company recorded debt extinguishment expenses of $6.9 million related to the refinancing of its credit facilities. Additionally, the Company recorded a $ 3.5 million non-cash pension settlement charge relating to some of the Company’s retirement plans in the United States.
The Company is in compliance with all the covenants contained in the Amended Credit Agreement throughout the period covered by this report. The Company has a committed loan facility in Japan. As of December 31, 2023, there was an outstanding balance of $1.4 million on this facility. Principal will be repaid in accordance with the payment schedule ending in 2026.
As of December 31, 2024, there was an outstanding balance of $0.9 million on this facility. Principal will be repaid in accordance with the payment schedule ending in 2026. The Company repaid $0.4 million on these loans in 2024.
In addition, the Company recorded $6.9 million of restructuring charges and $0.3 million of acquisition-related expenses in 2023. Included in income from operations in 2022 was $ 32.6 million of litigation expenses and $ 5.1 million of acquisition-related expenses. Net income was $84.1 million in 2023, as compared to $122.2 million in the prior year.
In addition, the Company recorded $ 6.9 million of restructuring charges in 2023. Net income was $167.1 million in 2024, as compared to $84.1 million in the prior year. The Company reported diluted earnings of $5.17 per share in 2024 as compared with $2.58 per share in the prior year.
Oil and natural gas prices decreased significantly between 2014 through 2017 and again in 2020, which has caused exploration companies to reduce their capital expenditures and production and exploration activities. This has had the effect of decreasing the demand and increasing competition for the services we provide.
The pricing structure of some of our long-term PCC contracts makes our PCC business less sensitive to declines in the quantity of product purchased. Oil and natural gas prices decreased significantly between 2014 through 2017 and again in 2020, which has caused exploration companies to reduce their capital expenditures and production and exploration activities.
Marketing and administrative costs as a percentage of net sales were 9.5% in 2023, 9.0% in 2022 and 10.0% in 2021. Research and development expenses were $21.2 million, $20.4 million and $19.5 million in 2023, 2022 and 2021, respectively. Research and development expenses as a percentage of net sales were 1.0% in 2023, 1.0% in 2022 and 1.0% in 2021.
Research and development expenses were $23.0 million, $21.2 million and $20.4 million in 2024, 2023 and 2022, respectively. Research and development expenses as a percentage of net sales were 1.1% in 2024, 1.0% in 2023 and 1.0% in 2022. In 2024, the Company recorded a $30.0 million provision for credit losses in connection with the DIP Credit Agreement.
Bankruptcy Code. Proceeds of the sale will be used to fund the Chapter 11 Cases. Barretts’ ultimate goal in the Chapter 11 Cases is to confirm a plan of reorganization under Section 524(g) of the U.S. Bankruptcy Code and utilize this provision to establish a trust that will address all current and future talc-related claims.
Proceeds of the sale of Oldco's talc assets, as well as the funds drawn by Oldco under the DIP Credit Agreement, will be used to fund the Chapter 11 Cases. The Chapter 11 Debtors' ultimate goal in the Chapter 11 Cases is to confirm a plan of reorganization under Section 524(g) of the U.S.
The Company recognized a $71.7 million non-cash impairment charge related to Barretts’ fixed assets, and $29.2 million of litigation expenses associated with the Chapter 11 Cases and by BMI to defend against and restore its reserve for claims associated with certain talc products.
In 2023, the Company recorded a $71.7 million non-cash impairment of Oldco's fixed assets and litigation expenses of $29.2 million in connection with Oldco's bankruptcy filing and by Oldco to defend against and restore its reserve for claims associated with certain talc products. 2023 v 2022 Net sales in the Consumer & Specialties segment increased 3.2% to $1,160.2 million, as compared with $1,124.6 million in the prior year.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

6 edited+1 added2 removed8 unchanged
Biggest changeA one percentage point change in interest rates would cost $3.8 million in incremental interest charges on an annual basis. Credit Risk We are exposed to credit risk on certain assets, primarily accounts receivable. We provide credit to customers in the ordinary course of business and perform ongoing credit evaluations.
Biggest changeAn immediate 10% increase in the interest rates would not have a material effect on our results of operations over the next fiscal year. A one percentage point change in interest rates would cost $4.3 million in incremental interest charges on an annual basis. Credit Risk We are exposed to credit risk on certain assets, primarily accounts receivable.
The counterparties are major financial institutions. Such forward exchange contracts would not subject us to additional risk from exchange rate because gains and losses on these contracts would offset losses and gains on the assets, liabilities, and transactions being hedged.
The counterparties are major financial institutions. Such forward exchange contracts would not subject us to additional risk from the exchange rate because gains and losses on these contracts would offset losses and gains on the assets, liabilities, and transactions being hedged.
This foreign currency risk is diversified and involves assets, liabilities and cash flows denominated in currencies other than the U.S. Dollar (USD). We manage our foreign currency exchange risk in part through operational means, including managing same currency revenues versus same currency costs, as well as, same currency assets versus same currency liabilities.
This foreign currency risk is diversified and involves assets, liabilities and cash flows denominated in currencies other than the U.S. Dollar (USD). 49 We manage our foreign currency exchange risk in part through operational means, including managing the same currency revenues versus same currency costs, as well as, same currency assets versus same currency liabilities.
At maturity, the Company realized, in comprehensive income, an after-tax gain of $7.6 million. 49 Assets and liabilities of our international subsidiaries are translated to their parent company’s reporting currency at current exchange rates during consolidation; gains and losses stemming from these translations are included as a component of Other Comprehensive Income and reported within Accumulated Comprehensive Income within our Consolidated Balance Sheets.
Assets and liabilities of our international subsidiaries are translated to their parent company’s reporting currency at current exchange rates during consolidation; gains and losses stemming from these translations are included as a component of Other Comprehensive Income and reported within Accumulated Comprehensive Income within our Consolidated Balance Sheets.
Concentrations of credit risk with respect to trade receivables are limited due to the large number of customers comprising our customer base. We currently believe our allowance for doubtful accounts is sufficient to cover customer credit risks. Our accounts receivable financial instruments are carried at amounts that approximate fair value.
We provide credit to customers in the ordinary course of business and perform ongoing credit evaluations. Concentrations of credit risk with respect to trade receivables are limited due to the large number of customers comprising our customer base. We currently believe our allowance for doubtful accounts is sufficient to cover customer credit risks.
In the second quarter of 2018, the Company entered into an additional floating to fixed interest rate swap for with a total notional value of $150 million. This swap matured in May 2023. In the second quarter of 2023, the Company entered into a new floating to fixed interest rate swap for a notional amount of $150 million.
In the second quarter of 2023, the Company entered into a floating to fixed interest rate swap for a notional amount of $150 million. The fair value of this instrument as of December 31, 2024 is an asset of $0.3 million.
Removed
In the second quarter of 2018, the Company entered into a cross currency swap with a total notional value of $150 million. This cross currency swap matured in May 2023.
Added
Our accounts receivable financial instruments are carried at amounts that approximate fair value. In addition, in 2024, our credit exposure included an unfunded loan commitment in connection with the DIP Credit Agreement. As a result, the Company recorded a provision for credit loss of $30 million in the second quarter of 2024 (see Note 17 to the Consolidated Financial Statements).
Removed
The fair value of this instrument as of December 31, 2023 is a liability of $0.1 million. An immediate 10% increase in the interest rates would not have a material effect on our results of operations over the next fiscal year.

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