U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-QSB/A
(Amendment No. 1)
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1996
--------------
[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT 1934 FOR THE TRANSITION PERIOD FROM ______ TO _____
Commission file number 0-5887
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RTI INC.
--------
(Exact name of small business issuer as specified in its charter)
NEW YORK 11-2163152
-------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
108 Lake Denmark Road, Rockaway, New Jersey 07866
-------------------------------------------------
(Address of principal executive offices) (Zip Code)
(201) 625-8400
--------------
(Issuer's telephone number, including area code)
Check whether the issuer (1) filed all reports required to be filed by
Section l3 or l5(d) of the Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days.
Yes x No
---- ----
State the number of shares outstanding of each of the issuer's classes
of common equity, as of the latest practicable date.
MAY 2, 1996 - 1,076,883 shares of common stock
----------- ---------
Transitional Small Business Disclosure Form Yes No x
--- ---
1
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM I. FINANCIAL STATEMENTS RTI INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
March 31, December 31,
1996 1995
Assets (unaudited)
- -------------------------------------------------------------- ----------- ---------
<S> <C> <C>
CURRENT:
Cash and cash equivalents $ 290,422 $ 77,631
Accounts receivable, net of allowance for doubtful accounts of
$10,000 in 1996 and 1995 566,264 562,811
Prepaid expenses and other 50,545 31,949
Restricted deposits 15,771 15,771
---------- ----------
TOTAL CURRENT ASSETS 923,002 688,162
Property, plant, equipment and Cobalt 60, net of accumulated
depreciation and amortization 7,374,520 7,006,886
Certificates of financial assurance - restricted 150,000
150,000
Deferred financing costs 33,828 36,960
---------- ----------
TOTAL ASSETS $8,481,350 $7,882,008
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------------------------
CURRENT:
Current portion of long-term debt (Note 5 ) $ 851,973 $ 1,047,264
Accounts payable 193,534 138,178
Accrued expenses (Note 4) 630,016 618,748
Current portion of redeemable preferred stock, Series A (Note 8(b)) 236,000 --
----------- -----------
TOTAL CURRENT LIABILITIES 1,911,523 1,804,190
Long-term debt, net of current portion and discount
of $38,500 and $44,000 (Note 5) 2,107,769 2,024,050
Preferred stock, $.05 par value, Series A, shares authorized 200,000;
issued and outstanding, 118,000, net of current portion (Note 8(b)) --
--
Other liabilities (Note 6) 1,335,383 883,713
----------- -----------
TOTAL LIABILITIES $ 5,354,675 $ 4,711,953
=========== ===========
Commitments and contingencies (Notes 2,3,4,5,6 and 8)
STOCKHOLDERS' EQUITY (NOTE 8):
Preferred stock, $.05 par value - shares authorized 2,000,000;
issued and outstanding, 118,000 Series A $ -- $ --
Common stock, $.08 par value - shares authorized 15,000,000;
issued and outstanding, 1,076,887 86,151 86,153
Additional paid-in capital 16,013,798 16,013,851
Deficit (12,973,274) (12,929,949)
------------ ------------
TOTAL STOCKHOLDERS' EQUITY $ 3,126,675 $ 3,170,055
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 8,481,350 $ 7,882,008
=========== ===========
</TABLE>
See accompanying notes to consolidated financial statements.
2
<PAGE>
RTI INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31,
1996 1995
-------- --------
<S> <C> <C>
NET SALES $1,086,171 $1,122,480
COST OF SALES 740,264 705,227
---------- ----------
GROSS PROFIT 345,907 417,253
OPERATING EXPENSES:
Selling, general and administrative expenses 414,231 407,204
Expenses of Rockaway Industrial Park - Parcel I,
including interest expense of $5,500 in 1996 and
1995 (Notes 2 and 3) 21,257 34,003
Environmental investigation and remediation (Note 3) 480,000 --
---------- ------------
LOSS FROM OPERATIONS (569,581) (23,954)
OTHER INCOME (EXPENSE):
Investment income, net 3,095 3,894
Other interest expense (Note 7) (68,419) (58,385)
Other income (Note 9) 591,580 --
----------- ------------
NET LOSS $ (43,325) $ (78,445)
=========== ===========
NET LOSS PER SHARE $ (.04) $ (.07)
=========== ===========
WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING (NOTE 8(C)) $1,076,887 $1,077,185
========== ==========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
RTI Inc. and Subsidiaries
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
( Note 10 )
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31,
1996 1995
-------- --------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss $(43,325) $(78,445)
--------- ---------
Adjustments to reconcile net loss to net cash provided by
operating activities:
Depreciation and amortization 209,237 210,458
Discount of note payable 5,500 5,500
(Increase) decrease in:
Accounts receivable (3,453) 21,187
Prepaid expenses and other (15,464) 27,022
Restricted deposits -- 23,257
Increase (decrease) in:
Accounts payable 55,356 (68,062)
Accrued expenses 11,268 (72,218)
Other liabilities 480,000 --
------- ---------
TOTAL ADJUSTMENTS 742,444 147,144
------- --------
NET CASH PROVIDED BY OPERATING ACTIVITIES 699,119 68,699
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of fixed assets (306,097) (5,514)
--------- ---------
NET CASH USED IN INVESTING ACTIVITIES (306,097) (5,514)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on short-term borrowings (200,000) --
Payments on long-term debt (187,847) (32,870)
Payments on other liabilities (28,329) (35,000)
Proceeds from sale of preferred stock (Note 8(b)) 236,000 --
Payments for fractional shares of common stock (Note 8(a)) (55) --
-------- --------
NET CASH USED IN FINANCING ACTIVITIES (180,231) (67,870)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 212,791 (4,685)
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 77,631 172,198
-------- --------
CASH AND CASH EQUIVALENTS, END OF QUARTER $290,422 $ 167,513
======== =========
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE>
RTI INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Information as of March 31, 1996 and 1995, and
for the three months then ended is unaudited)
1. UNAUDITED INFORMATION
In the opinion of management of RTI Inc. (with its Subsidiaries, the
"Company"), the accompanying unaudited consolidated financial statements
include all adjustments necessary to present fairly, in all material
respects, the Company's financial position as of March 31, 1996, its
results of operations and its cash flows for the three months ended March
31, 1996 and 1995. Results of operations for the three month period ended
March 31, 1996 are not necessarily indicative of the results to be expected
for the year ending December 31, 1996. Information included in the
consolidated balance sheet as of December 31, 1995 has been derived from
the Company's audited consolidated financial statements in its Annual
Report on Form 10-KSB for the year ended December 31, 1995, to which
reference is made. Certain information included in the audited
consolidated financial statements and related notes prepared in accordance
with generally accepted accounting principles may have been condensed or
omitted.
2. ROCKAWAY INDUSTRIAL PARK
The Company owns a 248 acre parcel of land ("Parcel I") in Rockaway,
New Jersey, that is contiguous to the 15 acre operating parcel that is the
site of one of its irradiation processing facilities ("Parcel II" and, with
Parcel I, the "Rockaway Industrial Park"). Since 1985, the Company has
been seeking a buyer for Parcel I. However, the Company's ability sell
Parcel I is impaired until the completion of an environmental cleanup and
remediation program (Note 3), and its ability to recover its net investment
in Parcel I is impaired by liabilities accruing from outstanding property
taxes on approximately 222 acres of Parcel I for the years 1993, 1994,
1995, and 1996, which have been accrued in the financial statements.
3. ENVIRONMENTAL INVESTIGATION AND REMEDIATION
As a result of engineering tests that commenced in 1981, the New
Jersey Department of Environmental Protection (the "DEP") issued a
directive in 1986 ordering a remedial investigation and feasibility study
(the "Study") designed to determine the nature and extent of contamination
on the Rockaway Industrial Park property. The Company agreed to pay the
costs of the Study and entered into an Administrative Consent Order with
the DEP. In 1989, the DEP issued a Second Directive to pay for an
additional environmental study and DEP oversight costs. In 1993, the
Company entered into an Administrative Consent Order ("ACO") with the DEP.
Cost reimbursement to the DEP under the ACO includes applicable DEP
expenditures beginning July 1, 1982 and future DEP oversight costs. At
March 31, 1996, the total accrued for reimbursement due the DEP under the
ACO was $720,306, which consisted of outstanding billed DEP expenditures
for the period July 1, 1982 to January 20, 1995, and estimated unbilled DEP
expenditures (Notes 4 and 6). In April 1996 the DEP agreed to accept an
aggregate payment of $575,000 as settlement of all outstanding claims
asserted under ACO, as well as all claims which could be asserted for the
period ending June 30, 1996.
In April 1996, the DEP responded to the Company's petition to change
the Remedial Action Work Plan under the Record of Decision, and advised the
Company that a pilot test of the CleanOx remediation program, undertaken by
the Company on its Rockaway property, was not considered conclusive. As a
result, the Company has increased its estimate of groundwater remediation
programs by $460,000 to provide for a second pilot test and the possible
implementation of a groundwater remediation plan required by the DEP's
Record of Decision.
5
<PAGE>
RTI INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Information as of March 31, 1996 and 1995, and
for the three months then ended is unaudited)
In addition, the Company has been named a respondent in an
environmental proceeding relating to a New Jersey disposal site
("Nascolite") to which the Company shipped a small amount of materials in
1978. The Company has recorded an accrual of $50,000 for such potential
liability.
As a result of ongoing remediation and DEP involvement in these
matters, there can be no assurances that the cleanup, remediation, and DEP
oversight accruals will represent the Company's ultimate liability.
Environmental accruals at March 31, 1996 are:
Current:
1983 Consent Order (restricted) $ 15,771
ACO, current portion 160,140
---------
175,911
Long-term:
ACO, net of current portion 544,395
Groundwater remediation 740,988
Nascolite site 50,000
----------
1,335,383
----------
Total $1,511,294
==========
4. ACCRUED EXPENSES
Accrued expenses consist of the following at March 31, 1996:
Property taxes (Note 2)
$ 216,366
Current portion of remedial investigation
and environmental cleanup costs (Note 3) 175,911
Professional fees and other 152,926
Payroll and related costs 54,980
Interest expense 29,833
---------
Total $ 630,016
=========
5. LONG-TERM DEBT
Long-term debt, net of discount of $38,500, consist of the
following at March 31, 1996:
City of Salem Municipal Port Authority,
Port Development Revenue Bonds $1,000,000
Notes payable 273,524
Secured Cobalt 60 financing and capital
lease agreements 1,686,218
----------
Total 2,959,742
Less: Current portion 851,973
----------
Total long-term debt $2,107,769
==========
6
<PAGE>
RTI INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Information as of March 31, 1996 and 1995, and
for the three months then ended is unaudited)
6. OTHER LIABILITIES
Other liabilities of $1,335,383 at March 31, 1996 consisted of the
aggregate accrual of $1,511,294 for outstanding billed and estimated DEP
ACO costs, estimated costs of site remediation to be performed at the
Company's Rockaway property, and a reserve related to involvement with the
Nascolite site, less the current portion of $175,911 included in accrued
expenses (Notes 3 and 4).
7. OTHER INTEREST EXPENSE
Other interest expense is primarily related to long-term debt and
includes amortization of deferred financing costs.
8. STOCKHOLDERS' EQUITY
(a) Common Stock Authorized, Issued and Outstanding - Effective May
25, 1995, the Company's Certificate of Incorporation was amended to effect
a one for eight reverse stock split of the common stock. The outstanding
common stock at March 31, 1996 was an estimate (since fractional shares
were not issuable) based on the actual number of shares converted one for
eight and the remaining shares to be converted.
(b) Preferred Stock Authorized, Issued and Outstanding - Effective May
25, 1995, the Company's Certificate of Incorporation was amended to
authorize 2,000,000 shares of preferred stock. Effective February 27, 1996
the Company's Certificate of Incorporation was amended to designate 200,000
of such shares as Series A Preferred Stock and to establish the relative
rights, preferences, and limitations, of the Series A Preferred Stock,
which include:
(i) the shares of Series A Preferred Stock, upon issuance for a
consideration of $2.00 per share, shall be fully-paid and non-assessable,
(ii) the holders of Series A Preferred Stock shall be entitled to
receive, when and as declared by the Board of Directors out of funds
legally available for the purpose, dividends in cash at the rate of $0.16
per share per annum. Dividends on shares of Series A Preferred Stock will
be payable annually on December 31 of each year. Dividends on shares of
Series A Preferred Stock will be cumulative whether or not earned or
declared and whether or not there shall be funds of the Company legally
available for the payment of such dividends,
(iii) in the event of any liquidation, dissolution, or winding up
of the Company, whether voluntary or involuntary, after payment or
provision for the payment of the debts and other liabilities of the
Company, the Company shall pay to the holders of Series A Preferred Stock,
before any distribution shall be made to the holders of any other capital
stock of the Company, an amount equal to $2.00 per share of Series A
Preferred Stock held by each such holder, plus an amount equal to all
accrued dividends unpaid thereon to the date of final distribution to such
holders,
(iv) the holders of record of Series A Preferred Stock shall be
entitled to vote at any election of directors and on any other matter
submitted to the holders of common shares voting together with the
7
<PAGE>
RTI INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Information as of March 31, 1996 and 1995, and
for the three months then ended is unaudited)
holders of common shares as a single class, and shall be entitled to one
vote per share of Series A Preferred Stock held by them,
(v) each share of Series A Preferred Stock shall be convertible
at any time, at the option of the holder thereof, into one common share,
(vi) a holder of Series A Preferred Stock shall have the option,
but not the obligation, to require the Company to redeem all, but not less
than all, of such holder's shares of Series A Preferred Stock at a
redemption price of $2.00 per share. Such redemption price is payable in
cash, except that if redemption is made before January 31, 1997, the
Company may, at its option, pay the redemption price by delivery of a note
in the principal amount of the redemption price, payable ten days after
demand, which may not be made prior to January 31, 1997.
(vii) the Series A Preferred Stock may be redeemed, at the option
of the Company, in whole but not in part, at any time after January 31,
1997, at a price of $2.00 per share, in cash.
On March 4, 1996, the Company issued 118,000 shares of Series A
Preferred Stock at $2.00 per share. Since the issued Series A Preferred
Stock is redeemable, at the holder's option, for cash at any time on and
after January 31, 1997, the aggregate redemption price is considered to be
a current liability.
(c) Weighted Average Number of Common Shares Outstanding - The
computation of the weighted average number of common shares outstanding for
the three month periods ended March 31, 1996 and 1995 considered the one
for eight reverse stock split, and excluded outstanding preferred stock,
options, and warrants, which were considered antidilutive.
(d) Warrants - On November 29, 1995, the Company granted to Frellum
Corporation (an affiliated party), in connection with a short-term credit
line provided to the Company, a warrant for the purchase of 25,000 shares
of common stock at the exercise price of $1.75 per share. The warrant, if
not exercised, will expire on November 28, 1997.
(e) Stock Options - The Company's 1987 stock option plan (the "Plan")
authorizes the issuance of options for common stock until November 3, 1997.
The options granted may be either incentive stock options which are
exercisable one year or more from the date of grant or nonqualified stock
options which may be exercisable immediately. Details of stock option
transactions for the three month period ended March 31, 1996 under the Plan
are as follows:
Price per Exercisable
Options Share Options
------- --------- -----------
Outstanding at December 31, 1995 4,936 $4.00 - $7.76 3,686
Granted --
Exercised --
Canceled --
------
Outstanding at March 31, 1996 4,936 $4.00 - $7.76 3,686
======
8
<PAGE>
RTI INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Information as of March 31, 1996 and 1995, and
for the three months then ended is unaudited)
9. OTHER INCOME
Other income of $591,580 in 1996 resulted primarily from a $580,000
settlement of prior environmental insurance claims.
10. Statement of Cash Flows
Supplemental disclosures of cash flow information are as follows:
Three months ended March 31,
1996 1995
------- -------
Interest paid $62,497 $42,576
Income taxes paid 5,499 4,985
The Company financed a purchase of Cobalt 60 amounting to
approximately $314,000 in the first quarter of 1996.
---------------------------------------
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
GENERAL
Reference is made to Item 6 - "Management's Discussion and Analysis or
Plan of Operation" contained in the Company's Annual Report on Form 10-KSB
for its fiscal year ended December 31, 1995 (the "1995 Form 10-KSB") for a
discussion of the Company's financial condition as of December 31, 1995,
including a discussion of the Company's anticipated liquidity and working
capital requirements during 1996.
Except for the historical information contained in this Item 2, the
following discussion contains forward looking statements that involve risks
and uncertainties. The Company's actual results could differ materially
from those discussed herein. Factors that could cause or contribute to
such differences include, but are not limited to, those discussed herein,
as well as in the 1995 Form 10-KSB, including Item 1 ("Description of
Business") and Item 3 ("Legal Proceedings") thereof.
COMPARISON OF OPERATIONS FOR THE THREE MONTH PERIODS ENDED MARCH 31, 1996
AND 1995
Net sales for the three months ended March 31, 1996 (the "1996
period") were $1,086,171, a decrease of 3% from net sales of $1,122,480 for
the three months ended March 31, 1995 (the "1995 period"). Decreased net
sales in the 1996 period were a result of reduced processing fees resulting
from competitive pricing pressures.
9
<PAGE>
Cost of sales in the 1996 period increased 5% to $740,264 from
$705,227 in the 1995 period. The increase was primarily due to increased
Cobalt amortization as a result of Cobalt installations after the end of
the 1995 period. Other direct processing costs such as plant labor
increased slightly. As a result, the gross profit percentage in the 1996
period decreased to 32% from 37% in the 1995 period.
Selling, general and administrative ("SG&A") expenses of $414,231 in
the 1996 period increased 2% from $407,204 in the 1995 period. Certain
SG&A expenses, such as executive salaries, were reduced in the 1996 period
compared to the same expenses in the 1995 period, but were offset by
increased legal expenses in the 1996 period resulting from the proposed
sale of substantially all of the Company's assets to SteriGenics
International.
Expenses of Rockaway Industrial Park - Parcel I decreased to $21,257
in the 1996 period as compared to $34,003 in the 1995 period. The decrease
was due to lower maintenance and consultant costs incurred in the 1996
period.
Environmental investigation and remediation expenses in the 1996
period of $480,000 were the result of a $460,000 increase in the Company's
estimates of the costs to be incurred for groundwater remediation programs
at the Rockaway, New Jersey site and a $20,000 increase in the Company's
estimate for involvement at the Nascolite site (Note 3). No such increases
occurred in the 1995 period.
As a result of the foregoing, the loss from operations in the 1996
period was $569,581 as compared to a loss from operations of $23,954 in the
1995 period.
Investment income was $3,095 in the 1996 period as compared to $3,894
in the 1995 period, a result of lower amounts available for investing.
Other interest expense of $68,419 in the 1996 period increased by
$10,034 over other interest expense in the 1995 period primarily due to the
cost of financing Cobalt acquisitions after the 1995 period.
Other income of $591,580 in the 1996 period was primarily a result of
$580,000 from the settlement of prior environmental insurance claims and
the resale of a small quantity of Cobalt 60 to a Cobalt supplier.
As a result, the Company reported a net loss of $43,325 or $.04 per
share in the 1996 period, as compared to a net loss of $78,445 or $.07 per
share in the 1995 period.
FINANCIAL CONDITION
At March 31, 1996, the Company had a working capital deficit of
$988,521, as compared to a working capital deficit of $1,116,028 at
December 31, 1995. The working capital deficit decrease of $127,507 was
primarily the result of $580,000 received from an insurance settlement of
prior environmental claims, which was partially offset by the purchases of
Cobalt 60 and other capital assets. The Company's ability to further
improve its working capital position is dependent on increasing the current
level of sales revenues or obtaining external financing. Also, funds
received in the 1996 period allowed the Company to repay its outstanding
short-term credit line.
As discussed in the 1995 Form 10-KSB, the Company has entered into an
Asset Acquisition Agreement ("Asset Sale") with SteriGenics International
to sell substantially all of the Company's operating assets, subject to a
number of conditions including shareholder approval and removal of Spill
Act Liens obtained by the DEP. In April 1996, as a condition to releasing
such liens, the DEP agreed to accept $575,000 as settlement of all
outstanding claims asserted under ACO, as well as all claims which could be
asserted for
10
<PAGE>
the period ending June 30, 1996. The Company does not currently have
available funds to pay such settlement, but would fund such settlement with
proceeds from the Asset Sale.
The Company anticipates that no additional financing will be needed
for ongoing operations, other than short-term borrowings under an existing
$315,000 credit line, unless the Asset Sale is not consummated within the
terms of the agreement. Based on current forecasts, management anticipates
that sales revenues for each of the remaining quarters of 1996 will exceed
sales revenues in the first quarter of 1996.
In the 1996 period, the Company acquired additional Cobalt 60 under an
existing lease agreement and for cash terms of sixty days. Other capital
expenditures in the 1996 period included a warehouse addition at one
facility and purchases of plant processing equipment.
The Company's net cash provided by operating activities in the 1996
period was $699,119 as compared to $68,699 in the 1995 period. Cash
provided by operations in the 1996 period increased primarily due to the
receipt of $580,000 from an insurance settlement. Investing activities in
the 1996 period used net cash of $306,097 primarily for the purchase of
Cobalt 60, a warehouse expansion, and other plant processing equipment, as
compared to net cash used of $5,514 in the 1995 period. Net cash used in
financing activities in the 1996 period was $180,231 and resulted from a
net payoff of $200,000 on the short-term credit line and $187,847 paid on
existing long-term debt, offset by $236,000 received from the sale of
Series A preferred stock, compared to net cash used of $67,870 in the 1995
period. The resulting net increase in cash and cash equivalents for the
1996 period was $212,791 as compared to a net decrease in cash and cash
equivalents of $4,685 for the 1995 period.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
Reference is made to Item 3 - "Legal Proceedings - New Jersey
Environmental Proceedings" contained in the Company's Annual Report on Form
10-KSB for its fiscal year ended December 31, 1995 for a discussion of the
environmental proceedings relating to the Company's Rockaway, New Jersey
property.
As of March 31, 1996, the Company had accrued a total of $720,000 for
New Jersey Department of Environmental Protection (the "DEP") billed
expenditures for the period through January 20, 1995 and the Company's
estimate of unbilled expenditures, which expenditures are in accordance
with a 1992 Administrative Consent Order (the "ACO") between the DEP, the
Company, and Thiokol Corporation. In April 1996, the DEP agreed to accept
an aggregate payment of $575,000 in full satisfaction of all financial
obligations of the Company accrued during the period ending June 30, 1996
under the ACO. The DEP also agreed, upon receipt of such payment, to
initiate proceedings to remove its Spill Act lien on the Company's Rockaway
property.
The DEP also has agreed to permit the Company to expand its pilot
study, utilizing the "Clean-Ox" hydrogen peroxide-based remedial system.
Assuming positive conclusive test results from the expanded pilot test, the
Company may petition the DEP for a change in the Remedial Action Work Plan
under the 1995 Record of Decision.
ITEM 2. CHANGES IN SECURITIES. - NONE
ITEM 3. DEFAULTS UPON SENIOR SECURITIES. - NOT APPLICABLE.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITYHOLDERS. - NONE
ITEM 5. OTHER INFORMATION - NONE
11
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
--------
27. Financial Data Schedule
(b) Reports on Form 8-K
-------------------
No reports on Form 8-K were filed during the fiscal quarter with
respect to which this report is filed.
SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
RTI INC.
Date: May 31, 1996 THEO W. MULLER
-------------------------
Theo W. Muller
President
Date: May 31, 1996 R. STEPHEN MAICO
-----------------------
R. Stephen Maico
Treasurer
Principal Accounting and
Financial Officer
12
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND> THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE REGISTRANT'S UNAUDITED CONSOLIDATED
BALANCE SHEET AS OF MARCH 31, 1996 AND UNAUDITED
CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS
THEN ENDED AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> MAR-31-1996
<CASH> 290,422
<SECURITIES> 0
<RECEIVABLES> 576,264
<ALLOWANCES> 10,000
<INVENTORY> 0
<CURRENT-ASSETS> 923,002
<PP&E> 15,824,146
<DEPRECIATION> 8,449,626
<TOTAL-ASSETS> 8,481,350
<CURRENT-LIABILITIES> 1,911,523
<BONDS> 2,107,769
0
0
<COMMON> 86,151
<OTHER-SE> 16,013,798
<TOTAL-LIABILITY-AND-EQUITY> 8,481,350
<SALES> 1,086,171
<TOTAL-REVENUES> 1,086,171
<CGS> 740,264
<TOTAL-COSTS> 1,655,752
<OTHER-EXPENSES> 0
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