SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2002 Commission file number 0-784
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DETREX CORPORATION
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(Exact name of registrant as specified in its charter)
Michigan 38-0480840
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
24901 Northwestern Hwy., Ste. 500, Southfield, MI 48075
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (248) 358-5800
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Securities registered pursuant to section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
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None None
Securities registered pursuant to Section (g) of the Act:
Common Capital Stock, $2 Par Value
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(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months and (2) has been subject to such filing requirements for
the past 90 days.
YES X NO
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As of May 10, 2002 1,583,414 shares of the registrant's stock were outstanding.
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DETREX CORPORATION
INDEX
PART I FINANCIAL INFORMATION PAGE
- ------ --------------------- ----
Item 1 Condensed Consolidated Balance Sheets-(Unaudited)
March 31, 2002 and (Audited) December 31, 2001 3
Condensed Consolidated Unaudited Statements
of Operations For the Three Months
Ended March 31, 2002 and 2001 4
Consolidated Unaudited Statements of Cash Flows-
Three Months Ended March 31, 2002 and 2001 5
Notes to Condensed Consolidated Unaudited
Financial Statements 6-8
Item 2 Management's Discussion and Analysis of
Interim Financial Information 8-12
PART II OTHER INFORMATION
Item 6 Exhibits and Reports on Form 8-K 12
SIGNATURES 13
2
DETREX CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
UNAUDITED AUDITED
March 31, 2002 December 31, 2001
-------------- -----------------
ASSETS
Current Assets:
Cash and cash equivalents $ 133,247 $ 111,919
Accounts receivable (net of allowance for uncollectible accounts
of $435,000 in 2002 and $715,000 in 2001) 8,807,475 9,081,151
Inventories:
Raw materials 2,704,359 2,709,609
Work in process -- 56,103
Finished goods 5,897,435 6,392,197
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Total Inventories 8,601,794 9,157,909
Prepaid expenses and other 700,190 834,688
Deferred income taxes 2,580,724 2,690,493
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Total Current Assets 20,823,430 21,876,160
Land, buildings, and equipment-net 18,120,738 18,797,084
Property held for sale 2,818,818 2,818,818
Prepaid pensions 1,630,526 1,630,526
Deferred income taxes 4,182,061 4,155,059
Other assets 470,964 480,839
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$ 48,046,537 $ 49,758,486
============ ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Loans payable 9,143,461 $ 8,366,792
Current portion of long-term debt 600,000 500,000
Current maturities of capital leases 104,843 111,553
Accounts payable 4,577,893 6,647,108
Environmental reserve 2,220,000 2,220,000
Accrued compensation 371,411 519,244
Other accruals 3,206,382 3,015,516
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Total Current Liabilities 20,223,990 21,380,213
Long term portion of capital lease obligations 48,903 73,154
Long-term debt 1,800,000 2,400,000
Accrued postretirement benefits 3,636,019 3,561,019
Environmental reserve 6,052,436 6,275,223
Accrued pension and other 3,102,865 3,102,865
Minority interest 2,662,117 2,628,481
Stockholders' Equity:
Common capital stock, $2 par value, authorized 4,000,000 shares,
outstanding 1,583,414 shares 3,166,828 3,166,828
Additional paid-in capital 22,020 22,020
Accumulated other comprehensive income (1,836,501) (1,836,501)
Retained earnings 9,167,860 8,985,184
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Total Stockholders' Equity 10,520,207 10,337,531
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$ 48,046,537 $ 49,758,486
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SEE NOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS
3
DETREX CORPORATION
CONDENSED CONSOLIDATED UNAUDITED STATEMENT OF OPERATIONS
Three Months Ended
March 31
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2002 2001
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NET SALES $ 14,669,779 $ 16,119,845
Cost of sales 11,058,599 12,308,395
Selling, general and administrative expenses 2,512,017 2,627,223
Provision for depreciation and amortization 766,906 851,000
Net loss from property transactions 2,848 --
Royalty income (168,865) --
Other income and deductions 967 2,889
Minority interest 33,635 71,534
Interest expense 159,139 179,309
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Income from continuing operations before income taxes 304,533 79,495
Provision (credit) for income taxes 121,857 (3,378)
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Net income from continuing operations 182,676 82,873
Discontinued Operations:
Loss from operations of Parts Cleaning Technologies, net of tax -- (331,087)
------------ ------------
Net income (loss) $ 182,676 $ (248,214)
============ ============
Basic and diluted earnings per share:
From continuing operations $ .12 $ .05
From discontinued operations -- (.21)
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Net income (loss) $ .12 $ (.16)
============ ============
Weighted average shares outstanding:
Basic 1,583,414 1,583,414
Effects of dilutive stock options 228 --
------------ ------------
Diluted 1,583,642 1,583,414
============ ============
SEE NOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS
4
DETREX CORPORATION
Three Months Ended
CONSOLIDATED UNAUDITED STATEMENTS OF CASH FLOWS
March 31
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2002 2001
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CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss) 182,676 (248,214)
Adjustments to reconcile net income (loss) to net cash provided by (used in)
operating activities:
Loss from discontinued operations -- 331,087
Depreciation and amortization 766,906 830,000
Loss on sale of fixed assets 2,848
Deferred income taxes 82,767 (373,770)
Minority interest 33,636 71,534
Changes to operating assets and liabilities that provided (used) cash:
Accounts receivable (1,431,496) 88,312
Inventories (99,687) (1,479,592)
Prepaid expenses and other 131,623 237,473
Other assets 18,803 (79,935)
Accounts payable (548,422) 1,804,427
Environmental reserve (123,872) (192,360)
Accrued compensation (52,454) (332,713)
Other accruals 560,539 378,317
Postretirement benefits 75,000 --
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Total adjustments (583,809) 1,282,780
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Net cash (used in) provided by continuing operating activities (401,133) 1,034,566
Net cash (used in) provided by discontinued operating activities (462,385) (613,117)
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Net cash (used in) provided by operating activities (863,518) 421,449
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (564,973) (308,014)
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Net cash (used in) provided by continuing investing activities (564,973) (308,014)
Net cash provided by (used in) discontinued investing activities 1,204,111 (121,095)
----------- -----------
Net cash provided by (used in) investing activities 639,138 (501,109)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings under revolving credit facility 776,669 543,120
Principal payments under capital lease obligations (30,961) (55,800)
Repayment of long-term debt (500,000) (600,000)
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Net cash provided by (used in) financing activities 245,708 (112,680)
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Net increase (decrease) in cash and cash equivalents 21,328 (192,340)
Cash and cash equivalents at beginning of period 111,919 363,829
----------- -----------
Cash and cash equivalents at end of period $ 133,247 $ 171,489
=========== ===========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
Cash paid during the period for:
Interest $ 176,518 $ 237,172
Income taxes $ 23,848 $ 56,500
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
Capital lease terminations $ 17,715 --
SEE NOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS
5
DETREX CORPORATION
NOTES TO CONDENSED CONSOLIDATED UNAUDITED FINANCIAL STATEMENTS
1. In the opinion of the Company, the accompanying condensed consolidated
unaudited financial statements reflect all adjustments (consisting of normal
recurring accruals) necessary to present fairly the results of operations for
the periods presented. Certain amounts for 2001, including the presentation of
the Company's former paint subsidiary and Parts Cleaning Technologies ("PCT")
segments (See Notes 2 & 4) as discontinued operations, have been reclassified to
conform with 2002 classifications. The information furnished for the three
months may not be indicative of results to be expected for the full year.
2. Effective September 30, 2000, the Company completed the sale of the assets,
excluding real estate, of its paint subsidiary to Red Spot Paint & Varnish Co.,
for $11.1 million. The sale resulted in a net gain of $2.6 million. The real
property related to this discontinued segment is currently held for sale.
3. Under the terms of a Royalty Agreement between Detrex and Red Spot, Red
Spot paid Detrex royalties of approximately $459,000 in February, 2002 relating
to incremental sales of certain products in 2001; this amount was recorded in
royalty income in 2001. For the first quarter of 2002, the Company has recorded
approximately $169,000 in royalty income for incremental sales of these certain
products in 2002. The Company expects that additional income will be recorded
during the remainder of 2002, and believes that such income could exceed the
amount recorded in 2001. The Royalty Agreement expires at the end of 2002, with
receipt of the 2002 royalties due in February, 2003.
4. The Company announced an exit plan from its PCT segment in 2001, and in
accordance with APB Opinion 30, has treated this segment as a discontinued
operation for all periods presented. In the fourth quarter of 2001, the Company
recorded a pre-tax charge to income of $6.7 million to account for the exit.
This charge included an addition of $3.7 million to the environmental reserves
to remediate owned and leased properties, $2.0 million to write down certain
assets to their estimated net realizable value, and $1.0 million in net
estimated future operating losses and exit costs. While the exit cost and
environmental remediation estimates recorded in 2001 were based on the best
available information at December 31, 2001, substantial uncertainties remain
until the properties relating to this discontinued segment are remediated and
disposed of. The estimate may be significantly impacted by the salability of
several operations, including real estate related thereto, and other factors.
The loss from operations of the PCT segment in the first quarter of 2001 of
approximately $500,000 before taxes has been reclassified to discontinued
operations. During the first quarter of 2002, pre-tax operating losses for PCT
totaling approximately $360,000 were charged to the reserve for exit costs,
leaving approximately $930,000 in the reserve for future operating losses and
exit costs.
Actions have been taken to minimize the cash impact of this discontinued
segment on the Company as the exit is effected; these actions in 2001 included
the downsizing of operations and the closing of certain locations. In 2002, the
businesses in the remaining locations will be sold or exited. The Company is
currently negotiating the sale of certain assets of the solvent distribution and
waste disposal business. It is anticipated that a sale will be completed in the
second quarter of 2002. In addition, on January 17, 2002 the Company consummated
the sale of the Equipment Division (a business within the PCT segment) to Farr
Manufacturing, which is located in Parkersburg, West Virginia. Under the terms
of the transaction, the Company received $1.2 million on January 17, 2002, and
expects to receive an additional $.2 million from Farr in the second quarter of
2002, for a total of $1.4 million. A pre-tax loss of $340,000 on the sale was
included in the overall PCT exit charge in 2001.
6
DETREX CORPORATION
5. The Company and at least seventeen other companies are potentially
responsible for sharing the costs in a proceeding to clean up contaminated
sediments in the Fields Brook watershed in Ashtabula, Ohio. The Environmental
Protection Agency (`EPA') issued a Record of Decision in 1986 concerning the
methods it recommended using to accomplish this task. The Company and the other
potentially responsible parties negotiated with the EPA as to how best to effect
the clean up operation. After negotiation, an agreement was reached with the EPA
on clean-up methodology. The clean-up is currently in progress and is expected
to be completed by the 4th quarter of 2002.
The Company maintains a reserve for anticipated expenditures over the next
several years in connection with remedial investigations, feasibility studies,
remedial design, and remediation relating to the clean up of environmental
contamination at several sites, including properties owned by the Company. Some
of these studies have been completed; others are ongoing. In some cases, the
methods of remediation remain to be agreed upon. The Company performs regular
reviews of its reserves for environmental matters. The amounts of the reserve at
March 31, 2002 and December 31, 2001 were $8.3 million and $8.5 million,
respectively. The Company increased the reserve by approximately $5.7 million at
year end 2001. This action was taken to provide for $3.7 million in estimated
costs associated with the eventual closure of the sites operated by the PCT
segment, including site investigation, engineering studies, remediation, and, in
general, compliance with regulatory closure requirements, and $2.0 million in
costs primarily for the Fields Brook superfund project and associated sites,
including the Company's own property in Ashtabula, Ohio. A portion of the
increase to the reserve is anticipated to cover the completion of remediation
and a risk transfer to third parties of ongoing liabilities associated with
Fields Brook, allowing the Company to exit from the site. The reserve also
includes provisions for costs that are expected to be incurred in connection
with remediation of sites other than the Fields Brook watershed. In the first
quarter of 2002, the Company spent approximately $220,000 on environmental
matters.
The Company expects to continue to incur professional fees, expenses and capital
expenditures in connection with its environmental compliance efforts. In
addition to the above, there are several other claims and lawsuits pending
against the Company and its subsidiaries. One of those lawsuits involves the
division of costs between several potentially responsible companies for
reimbursement to the EPA for costs it incurred to conduct environmental
remediation at a drum and barrel recycler, which the Company had utilized in the
late 1980's. The potentially responsible companies entered into an agreement to,
among other things, jointly defend the cost claims of the EPA. A dispute arose
amongst the potentially responsible companies over the agreement which resulted
in the filing of a lawsuit. The matter went to trial before a jury in June of
1999 and a judgment was entered against the Company in the amount of
approximately $750,000, plus interest and attorney fees. The Company took an
appeal to the Michigan Court of Appeals, which affirmed the decision of the
lower court. The Company is currently negotiating a resolution of its
obligations with the opposing parties.
The amount of liability to the Company with respect to costs of remediation
of contamination of the Fields Brook watershed and of other sites, and the
amount of liability with respect to several other claims and lawsuits against
the Company, were based on available data. The Company has established its
reserves in accordance with its interpretation of the principles outlined in
Statement of Financial Accounting Standards No. 5 and Securities and Exchange
Commission Staff Accounting Bulletin No. 92. In the event that any additional
accruals should be required in the future with respect to such matters, the
amounts of such additional accruals could have a material impact on the results
of operations to be reported for a specific accounting period and could have a
material impact on the Company's consolidated financial position.
7
DETREX CORPORATION
6. The Company has two operating segments that meet the quantitative
thresholds of Statement of Financial Accounting Standards No. 131, "Disclosures
about Segments of an Enterprise and Related Information":
- Harvel Plastics - manufacturer of high quality PVC and CVPC pipe and
custom extrusions
- Elco Corporation - manufacturer of high performance specialty
chemicals including lubricant additives, fine chemicals, and
hydrochloric acid
See Note 4 regarding the Parts Cleaning Technologies exit.
Data for the three months ended March 31, 2002 and 2001 is as follows:
Three Months Ended March 31
---------------------------------
2002 2001
------------ ------------
Net sales:
Harvel Plastics $ 9,462,726 $ 11,259,376
Elco Corporation 5,194,552 4,963,689
Other (includes intercompany eliminations) 12,501 (103,220)
------------ ------------
Total $ 14,669,779 $ 16,119,845
============ ============
Earnings before income taxes:
Harvel Plastics $ 365,436 $ 776,949
Elco Corporation 671,171 301,861
Other 12,500 12,500
------------ ------------
Sub-total $ 1,049,107 $ 1,091,310
Royalty Income 168,865 --
Corporate administrative and other expense (738,175) (877,136)
Corporate interest expense (175,264) (134,679)
============ ============
Total income from continuing operations before income taxes $ 304,533 $ 79,495
============ ============
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF INTERIM FINANCIAL INFORMATION
Results of Operations
Detrex Corporation and its consolidated subsidiaries ("the Company") reported
net income from continuing operations of $182,676 in the first quarter of 2002,
compared to net income from continuing operations of $82,873 for the same period
a year ago. Net sales for the first quarter of 2002 were $14.7 million compared
to $16.1 million in the same period last year. The $168,865 in royalty income in
the first quarter of 2002 is from Red Spot Paint & Varnish, for incremental
sales of certain products during that period (See Note 3). No such amount was
earned in 2001 during the same period. The royalty agreement expires at the end
of 2002, with payment of the 2002 royalties due in February, 2003.
8
DETREX CORPORATION
Summarized below is selected operating data from continuing operations for the
current fiscal period and the comparable data for the same period last year (in
thousands):
Three Months Ended
March 31
-----------------------------------
2002 2001
---------------- ---------------
$ % $ %
Sales 14,670 100.0 16,120 100.00
Gross margin 3,611 24.6 3,811 23.6
Selling, general and administrative expenses 2,512 17.1 2,627 16.3
Depreciation and amortization 767 5.2 851 5.3
Income from continuing operations before 305 2.1 79 0.5
income taxes
Sales for the first quarter of 2002 decreased by $1.5 million compared to the
same period in 2001, due to a sales decline of $1.8 million for Harvel Plastics,
Inc. ("Harvel") as the recessionary conditions persisted across its industrial
and commercial construction markets. This decrease was slightly offset by a
$230,000 revenue increase at The Elco Corporation ("Elco") for the same
comparative period, due to increases in domestic hydrochloric acid sales.
The gross margin of the Company decreased by approximately $200,000 in the first
quarter of 2002 compared to the same period a year ago, primarily due to the
decrease in total revenues. However, margins as a percentage of sales increased
from 23.6% in the first quarter of 2001 to 24.6% in the first quarter of 2002,
as a result of improved mix and lower raw material costs at Elco, which more
than offset the decreased margin percentage at Harvel.
Selling and administrative expenses decreased by approximately $125,000 in the
first quarter of 2002 compared to the first quarter in 2001. Year over year
reductions of $120,000 were made in the corporate office, as savings from
personnel actions taken in the second quarter of 2001 were reflected in the
first quarter of 2002. Sales expenses declined by $80,000 in the first quarter
of 2002 at Harvel Plastics, compared to the same period in 2001, primarily due
to decreased sales commissions, while Elco's selling expenses in the first
quarter of 2002 increased by $55,000 compared to the same period in 2001.
The provision for depreciation and amortization is lower than in 2001 as a
result of lower provisions at the Elco chemical production facility in
Ashtabula, Ohio, and asset write downs at the corporate office taken at the end
of 2001, which relate to the PCT exit.
On a consolidated basis, interest expense in the first quarter of 2002 is lower
than in the same period a year ago due to lower interest rates on the revolving
credit facility, which is based on the prime rate, and a $500,000 principal
payment of the Industrial Development bonds in January 2002. However, at the
Corporate level, interest expense increased in the first three months of 2002
compared to the same period in 2001, due to increases in the intercompany
payable due to Harvel.
The provision for income taxes was approximately 40% of the pre-tax income from
continuing operations in 2002, comprised of 6% for state and local tax expense
and the statutory 34% federal rate. In the first quarter of 2001, the credit for
income taxes was primarily due to the reclassification of credit for federal
income taxes for the discontinued Parts Cleaning Technologies segment and
estimated state taxes.
9
DETREX CORPORATION
Results of Operations - Segment Discussion
Harvel's sales in the first quarter of 2002 declined by $1.8 million, or 16.0%,
compared to the same period in 2001, as conditions in its industrial and
commercial markets continued to be sluggish. It should be noted that revenues in
the first quarter of 2001 were the highest of any quarter in 2001; sales were
beginning to drop in late February and into March, as the economic slowdown in
the United States gathered momentum. Sales in the first quarter of 2002 improved
by approximately $1.0 million when compared to the fourth quarter of 2001. This,
combined with moderate increases in weekly order patterns which continued into
April, and increases in resin pricing in the first quarter and announced price
increases continuing into the second quarter, are indications that the market
may be recovering and that conditions may be improving for this business. Gross
margins declined to 18.2% of sales in the first quarter of 2002, compared to
20.6% in the same quarter in 2001, due to lower capacity utilization. As resin
prices are expected to increase during the next few months, it will be important
for Harvel to adjust pricing in order to maintain or improve its material
margins. Pricing action was taken in April 2002 to address this issue. Selling,
general and administrative expenses declined by $80,000 when compared to the
same quarter a year ago, primarily due to decreased sales commissions as a
result of the lower sales volumes.
Elco's sales increased by approximately $230,000 in the first quarter of 2002,
compared to the same quarter in 2001, almost all of which is due to increased
hydrochloric acid sales to customers ahead of an announced plant maintenance
shutdown at the Ashtabula, Ohio production facility. Domestic additive sales
increased by approximately $240,000 in the first quarter of 2002 compared to the
same period in the prior year, due to increased domestic market penetration;
this increase was offset by a corresponding decrease in export additive sales,
due to continuing recessionary conditions internationally, and currency
conditions which make Elco's products expensive in international markets.
Margins increased to 35.4% in the quarter, compared to 28.7% in the same period
in 2001, primarily due to continued lower raw material costs and improvements in
product mix. Suppliers of certain of Elco's base raw materials have enacted
price increases in the first quarter as demand conditions have improved, and
margins during the remainder of the year could come under pressure.
Additionally, the market for semiconductor grade hydrochloric acid is becoming
increasingly price sensitive. Selling, general and administrative expenses
increased by approximately $80,000 in the first quarter of 2002 compared to the
same period in 2001, primarily due to increased selling and travel expenses for
international markets.
Liquidity, Financial Condition, and Capital Resources
The Company utilized internally generated funds, the receipt of $1.2 million
from the sale of the Equipment Division (a business within the PCT segment) (see
Note 4) and increased borrowings under its revolving credit facility to finance
its overall operations and approximately $565,000 in capital expenditures in the
first quarter. Accounts payable were reduced by $2.1 million during the quarter,
as the result of the payment of $1.1 million of environmental liabilities which
were included in accounts payable at December 31, 2001; additionally, the buyer
of the Equipment Division assumed approximately $1.0 million in accounts payable
of that division. Inventory balances were reduced by approximately $550,000
during the first quarter of 2002, due to the sale of the Equipment Division. The
decline of $274,000 in accounts receivable during the first quarter of 2002 was
the net effect of the sale of accounts receivable relating to the Equipment
Division, the net effect of the payment of the Red Spot royalty referred to in
Note 3, and offsetting increases at both Harvel and Elco, totaling $1.7 million,
resulting from first quarter 2002 sales which were higher than sales during the
fourth quarter of 2001. Working capital was $600,000 at March 31, 2002 compared
to $496,000 at December 31, 2001.
Long term debt was reduced by $500,000 upon the scheduled principal payment on
the Industrial Development Bonds in January, 2002.
10
DETREX CORPORATION
The Company performs regular reviews of its reserves for environmental matters.
The amounts of the reserve at March 31, 2002 and December 31, 2001 were $8.3
million and $8.5 million, respectively. In 2002, the Company expects to spend
$2.2 million for environmental matters and anticipates spending similar amounts
for these matters in the next two to three years; approximately $220,000 was
spent in the first quarter of 2002. The Company believes that cash proceeds from
sales of excess properties, in combination with cash generated by the remaining
operating business units and increased borrowings, will be sufficient to fund
the environmental requirements as well as provide for capital expenditures and
other operating needs. The Company will be closely monitoring its cash
situation, and will adjust its projected outlays on capital projects, and to the
extent possible, environmental issues, as the situation demands.
Risks and Uncertainties
The Company has utilized the best available information to estimate its
liability with respect to environmental issues. Cost estimates are reviewed
periodically to assess changed conditions, and adjustments to recorded amounts
are made if the changed conditions have a significant effect on cost estimates.
The Company recorded a $5.7 million increase in its environmental reserves in
2001. Of this amount, $3.7 million was recorded as part of the PCT exit costs
for estimated closure costs and remediation of certain properties, and $2.0
million related to continuing operations. These estimates were based on input
from internal company sources and third party reviews of estimated costs for
characterization, closure, remediation, and monitoring for each of the sites,
and are believed to be sufficient. However, such estimates for remediation, as
well as other environmental factors, could change significantly in future
periods to reflect new laws, regulations or regulatory approaches, advances in
remediation technologies, changes in remediation approaches, additional sites
requiring remediation, or the discovery of additional contamination. It is not
possible to determine whether additional loss, due to such changed
circumstances, will occur or to reasonably estimate the amount or range of any
potential additional loss.
Critical Accounting Policies
The management of the Company has evaluated the accounting policies used in the
preparation of the accompanying financial statements and related notes and
believes those policies to be reasonable and appropriate. We believe that the
most critical accounting policies applied in the preparation of our financial
statements relate to accounting for contingencies, particularly environmental
contingencies, and to accounting for pensions and other postretirement benefits,
because of the significant use of estimates, and the importance of management's
judgments relating to these estimates.
Contingencies require management to exercise judgment both in determining the
likelihood that a liability exists, and then in estimating or quantifying the
amount of the liability. The most important contingencies impacting our
financial statements are the environmental remediation and outstanding
litigation against the Company (See Note 5). Management meets regularly to
review such issues, and makes use of both internal and third party data to
provide a basis for the estimates used to prepare the financial statements.
Accounting for pensions and other post retirement benefits involves estimating
the cost of benefits to be provided in the future and attributing that cost over
the time period each employee works. Significant estimates and assumptions are
used in calculating these amounts, particularly as they relate to inflation,
investment returns, salary increases, discount rate, employee turnover, trends
in medical costs and mortality. The Company relies on the input of an actuarial
firm to estimate the appropriate factors in determining the proper accounting
for pensions and post-retirement benefits.
11
DETREX CORPORATION
The amounts recorded in the accompanying financial statements related to
environmental and litigation contingencies, and pension and post-retirement
benefits, are based on the best estimates and judgments of the Company
management, although actual results could differ from these estimates.
Forward Looking Statements
Many of the statements included in this quarterly report on Form 10-Q
("quarterly report"), including the plan to exit PCT, that do not relate to
present or historical conditions are "forward-looking statements" within the
meaning of the private securities litigation reform act of 1995 (the "1995
reform act"). Additional oral or written forward looking statements may be made
by or on behalf of the company from time to time and such statements may be
included in documents other than this quarterly report. Such forward-looking
statements involve a number of known and unknown risks and uncertainties. While
these statements represent the company's current judgment with respect to its
business, such risks and uncertainties could cause actual results, performance
and achievements, or industry results, to differ materially from those suggested
herein. The company undertakes no obligation to release the result of any
revisions to these forward-looking statements, which may be made to reflect
events or circumstances after the date hereof or to reflect the occurrence of
unanticipated events. Forward-looking statements in this quarterly report and
elsewhere may include, without limitation, statements relating to the company's
plans, strategies, objectives, expectations, intentions and adequacy of
resources. All forward-looking statements in this quarterly report and elsewhere
are intended to be made pursuant to the safe harbor provisions of the 1995
reform act. Factors that could cause results to differ materially from those
projected in the forward-looking statements include: the timing and magnitude of
cash flows, market conditions, salability of the businesses on favorable terms,
availability of buyers, cooperation of lenders and regulatory authorities,
environmental remediation costs, liquidation value of assets, costs to exit
leased facilities, cost and availability of environmental liability insurance,
marketability of real estate, and other factors.
PART II - OTHER INFORMATION
Item 6 EXHIBITS AND REPORTS ON FORM 8-K
(a) There were no Reports on Form 8-K filed for the quarter ended
March 31, 2002
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DETREX CORPORATION
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
DETREX CORPORATION
Date 5/10/02 /s/ T. E. Mark
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T. E. Mark
President and Chief Executive Officer
Date 5/10/02 /s/ S. J. Quinlan
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S. J. Quinlan
Treasurer, Controller and Chief Accounting Officer
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