<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) April 16, 1998
Cytec Industries Inc.
---------------------
(Exact name of registrant as specified in its charter)
Delaware 1-2372 22-326866
- ------------------------------------------------------------------------------
(State of other jurisdiction (Commission (IRS Employee
of incorporation) File Number) Identification No.)
Five Garret Mountain Plaza
West Paterson, NJ 07424
------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 973-357-3100
------------
__________________________________________________________________
(Former name or former address, if changed since last report)
<PAGE>
5. Other Events
On April 16, 1998, Cytec Industries Inc. (the "Company") issued a press release
announcing its earnings for the quarter ended March 31, 1998, a copy of which is
filed herewith and incorporated by reference herein. A number of the statements
made by the Company in the press release may be regarded as "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995.
Forward-looking statements include, among others, statements concerning the
Company's outlook for 1998, the accretiveness of acquisitions, pricing trends
and forces within the industry, the completion dates of capital projects,
expected sales growth, cost reduction strategies and their results, long-term
goals of the Company and other statements of expectations, beliefs, future plans
and strategies, anticipated events or trends and similar expressions concerning
matters that are not historical facts.
All predictions as to future results contain a measure of uncertainty and
accordingly, actual results could differ materially. Among the factors that
could cause a difference are: changes in the general economy; changes in demand
for the Company's products or the costs and availability of its raw materials;
the actions of competitors; the success of our customers; technological change;
changes in employee relations, including possible strikes; government
regulations; litigation, including its inherent uncertainty; difficulties in
plant operations and materials transportation; environmental matters; and other
unforeseen circumstances. A number of these factors are discussed in the
Company's filings with the Securities and Exchange Commission.
Under Item 601(c)(2)(iii) of Regulation S-K, the Company is restating the
following previously submitted financial data schedules due to the new
accounting standard regarding earnings per share (SFAS No. 128).
Period Ended Filed With
------------ -----------
September 30, 1997 Form 10-Q
June 30, 1997 Form 10-Q
March 31, 1997 Form 10-Q
December 31, 1996 Form 10-K
September 30, 1996 Form 10-Q
June 30, 1996 Form 10-Q
Item 7. Financial Statement and Exhibits
Exhibits filed as part of this report are listed on the Exhibit Index located on
page 4 of this report.
<PAGE>
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 hereunto duly authorized.
Cytec Industries Inc.
(Registrant)
Date April 17, 1998 By: /s/ J.P. Cronin
--------------------------------------
J.P. Cronin
Executive Vice President and
Chief Financial Officer
<PAGE>
Exhibit Index
Exhibit Number Description
-------------- -----------
27(a) Restated Financial Data Schedule for
the three month period ended
March 31, 1997
27(b) Restated Financial Data Schedules for the
six month period ended June 30, 1997
27(c) Restated Financial Data Schedule for
the year ended September 30, 1997
27(d) Restated Financial Data Schedule for
the year ended December 31, 1996
27(e) Restated Financial Data Schedule for
the nine month period ended
September 30, 1996
27(f) Restated Financial Data Schedule for
the six month period ended June 30, 1996
99 Press release dated April 16, 1998
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND> This schedule contains summary financial information extracted
from Form-10Q and is qualified in its entirety by reference to
such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<PERIOD-START> JAN-01-1997
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 29,400
<SECURITIES> 0
<RECEIVABLES> 199,300
<ALLOWANCES> 10,000
<INVENTORY> 87,700
<CURRENT-ASSETS> 401,600
<PP&E> 1,183,100
<DEPRECIATION> (655,700)
<TOTAL-ASSETS> 1,181,800
<CURRENT-LIABILITIES> 324,300
<BONDS> 0
0
100
<COMMON> 500
<OTHER-SE> 332,200
<TOTAL-LIABILITY-AND-EQUITY> 1,181,800
<SALES> 306,500
<TOTAL-REVENUES> 306,500
<CGS> 235,000
<TOTAL-COSTS> 290,900
<OTHER-EXPENSES> (24,400)<F1>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 200<F2>
<INCOME-PRETAX> 44,300<F3>
<INCOME-TAX> 17,400
<INCOME-CONTINUING> 26,900
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 26,900
<EPS-PRIMARY> 0.59
<EPS-DILUTED> 0.56
<FN>
<F1> This number includes gain on sale of businesses of
$22,300,000 for the three months ended March 31, 1997.
<F2> This number represents interest expense, net
<F3> This number includes equity in net income of associated companies of
$4,500,000 for the three months ended March 31, 1997.
</FN>
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND> This schedule contains summary financial information extracted
from Form-10Q and is qualified in its entirety by reference to
such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<PERIOD-START> JAN-01-1997
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> JUN-30-1997
<CASH> 22,700
<SECURITIES> 0
<RECEIVABLES> 209,000
<ALLOWANCES> 9,500
<INVENTORY> 86,500
<CURRENT-ASSETS> 401,800
<PP&E> 1,186,900
<DEPRECIATION> (658,300)
<TOTAL-ASSETS> 1,183,600
<CURRENT-LIABILITIES> 323,100
<BONDS> 0
0
100
<COMMON> 500
<OTHER-SE> 319,200
<TOTAL-LIABILITY-AND-EQUITY> 1,183,600
<SALES> 622,000
<TOTAL-REVENUES> 622,000
<CGS> 454,100
<TOTAL-COSTS> 566,300
<OTHER-EXPENSES> (25,700)<F1>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (100)<F2>
<INCOME-PRETAX> 90,000 <F3>
<INCOME-TAX> 35,300
<INCOME-CONTINUING> 54,700
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 54,700
<EPS-PRIMARY> 1.20
<EPS-DILUTED> 1.15
<FN>
<F1> This number includes gain on sale of businesses of
$22,300,000 for the six months ended June 30, 1997.
<F2> This number represents interest (income)/expense, net
<F3> This number includes equity in net income of associated companies of
$8,500,000 for the six months ended June 30, 1997.
</FN>
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND> This schedule contains summary financial information extracted from
Form-10Q and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<PERIOD-START> JAN-01-1997
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> 28,200
<SECURITIES> 0
<RECEIVABLES> 244,100
<ALLOWANCES> 9,600
<INVENTORY> 120,600
<CURRENT-ASSETS> 482,200
<PP&E> 1,287,300
<DEPRECIATION> (662,600)
<TOTAL-ASSETS> 1,625,500
<CURRENT-LIABILITIES> 389,900
<BONDS> 0
0
100
<COMMON> 500
<OTHER-SE> 353,000
<TOTAL-LIABILITY-AND-EQUITY> 1,625,500
<SALES> 931,100
<TOTAL-REVENUES> 931,100
<CGS> 666,000
<TOTAL-COSTS> 834,100
<OTHER-EXPENSES> (29,300)<F1>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 100 <F2>
<INCOME-PRETAX> 136,000 <F3>
<INCOME-TAX> 53,000
<INCOME-CONTINUING> 83,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 83,000
<EPS-PRIMARY> 1.83
<EPS-DILUTED> 1.75
<FN>
<F1> This number includes gain on sale of businesses of
$22,300,000 for the nine months ended September 30, 1997.
<F2> This number represents interest (income)/expense, net
<F3> This number includes equity in net income of associated companies of
$9,800,000 for the nine months ended September 30, 1997.
</FN>
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>This schedule contains summary financial information extracted from
Form-10K and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<PERIOD-START> JAN-01-1996
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<CASH> 20,400
<SECURITIES> 0
<RECEIVABLES> 217,600
<ALLOWANCES> 11,100
<INVENTORY> 105,600
<CURRENT-ASSETS> 416,300
<PP&E> 1,339,700
<DEPRECIATION> (757,500)
<TOTAL-ASSETS> 1,261,100
<CURRENT-LIABILITIES> 312,800
<BONDS> 0
0
100
<COMMON> 500
<OTHER-SE> 313,800
<TOTAL-LIABILITY-AND-EQUITY> 1,261,100
<SALES> 1,259,600
<TOTAL-REVENUES> 1,259,600
<CGS> 898,100
<TOTAL-COSTS> 1,123,500
<OTHER-EXPENSES> (10,000)<F1>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,000
<INCOME-PRETAX> 142,100
<INCOME-TAX> 56,900
<INCOME-CONTINUING> 85,200
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 100,100<F2>
<EPS-PRIMARY> 2.13
<EPS-DILUTED> 2.03
<FN>
<F1> This number represents interest income
<F2> This number includes equity in net income of associated
companies of $14,900,000 for the twelve months ended
December 31, 1996.
</FN>
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>This schedule contains summary financial information extracted
from Form-10Q and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<PERIOD-START> JAN-01-1996
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> SEP-30-1996
<CASH> 17,300
<SECURITIES> 0
<RECEIVABLES> 217,300
<ALLOWANCES> 11,200
<INVENTORY> 97,800
<CURRENT-ASSETS> 424,100
<PP&E> 1,351,400
<DEPRECIATION> (764,200)
<TOTAL-ASSETS> 1,288,100
<CURRENT-LIABILITIES> 340,000
<BONDS> 0
0
100
<COMMON> 500
<OTHER-SE> 307,500
<TOTAL-LIABILITY-AND-EQUITY> 1,288,100
<SALES> 944,300
<TOTAL-REVENUES> 944,300
<CGS> 673,700
<TOTAL-COSTS> 841,400
<OTHER-EXPENSES> (5,900)<F1>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,000
<INCOME-PRETAX> 105,800
<INCOME-TAX> 43,300
<INCOME-CONTINUING> 62,500
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 73,900<F2>
<EPS-PRIMARY> 1.58
<EPS-DILUTED> 1.50
<FN>
<F1> This number represents interest income
<F2> This number includes equity in net income of associated companies
of $11,400,000 for the nine months ended September 30, 1996.
</FN>
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>This schedule contains summary financial information extracted from
Form 10-Q and is qualified in its entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<PERIOD-START> JAN-01-1996
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> JUN-30-1996
<CASH> 26,800
<SECURITIES> 0
<RECEIVABLES> 217,400
<ALLOWANCES> 11,400
<INVENTORY> 77,000
<CURRENT-ASSETS> 433,300
<PP&E> 1,333,600
<DEPRECIATION> 743,600
<TOTAL-ASSETS> 1,291,400
<CURRENT-LIABILITIES> 94,300
<BONDS> 0
0
100
<COMMON> 200
<OTHER-SE> 296,700
<TOTAL-LIABILITY-AND-EQUITY> 1,291,400
<SALES> 622,600
<TOTAL-REVENUES> 622,600
<CGS> 444,000
<TOTAL-COSTS> 556,000
<OTHER-EXPENSES> (3,800) <F1>
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,300
<INCOME-PRETAX> 68,100
<INCOME-TAX> 27,900
<INCOME-CONTINUING> 40,200
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 48,000 <F2>
<EPS-PRIMARY> 1.01
<EPS-DILUTED> 0.96
<FN>
<F1> This number represents interest income.
<F2> This number includes equity in net earnings of associated companies
of $7,800,000 for the six months ended June 30, 1996.
</FN>
</TABLE>
<PAGE>
CONTACTS:
- ---------
* Kumar Shah (analyst contact)
(973) - 357-3298
* George Yuro
(973) - 357-3319
IMMEDIATE
CYTEC FIRST QUARTER RESULTS
SALES UP 20%, EARNINGS INCREASE 18 PERCENT
WEST PATERSON, NEW JERSEY (APRIL 16, 1998) -- CYTEC INDUSTRIES INC. (NYSE: CYT)
announced today that net earnings for the first quarter of 1998 were $31 million
or $0.66 per common share on sales of $368 million. This compares to net
earnings of $27 million, or $0.56 per common share on sales of $307 million for
the comparable period of 1997. Included in 1997 results are restructuring
charges in manufacturing cost of sales of $18.6 million, ($11.3 million after
tax or $0.24 per common share), relating primarily to manufacturing sites
located in Botlek, the Netherlands and Linden, New Jersey. Also, included in
1997 results in Other Income (Expense), Net is a gain of $22.3 million, ($13.6
million after tax or $0.28 per common share), primarily relating to the
divestiture of the acrylic fibers product line. Excluding these items, first
quarter earnings for 1998 increased 27% from the prior year period.
<PAGE>
(MORE)
In announcing these results, David Lilley, President and Chief Operating Officer
commented: "The overall sales increase reflects the impact of our Fiberite
acquisition from September of last year and the robust commercial aerospace
market. Specialty Chemical sales were down 2%. The negative impact of foreign
exchange rates was approximately 3% of sales with selling prices essentially
flat. Selling volume was up 1% led by the water treatment, coating resin,
polymer additive and phosphine product lines. However, weak paper recycling and
low metals prices in the mining industry caused certain customers to reduce
operations affecting our paper and mining chemical product lines. Specialty
Materials sales, led by Cytec Fiberite are up 150%. The acquisition of
Fiberite, completed on September 30 of last year, accounts for a majority of
this increase. Excluding the effect of the acquisition, sales growth in
Specialty Materials was 17%. Building Block sales are down 7% due to lower
acrylonitrile and methanol selling prices. We expect selling prices for
acrylonitrile and methanol to remain below 1997 levels for the rest of 1998.
Costs for propylene, the key raw material for production of acrylonitrile, are
down compared to the year ago period keeping margins for acylonitrile at
acceptable levels. With natural gas costs rising combined with the current low
methanol selling prices, we recently idled our methanol plant until those
conditions improve. In Asia-Pacific, sales were down 10% primarily as a result
of adverse exchange rates.
Mr. Lilley continued, "The increase in earnings was in part due to an improved
product mix, benefits from our restructuring programs and a lower effective tax
rate. These will be evident throughout 1998. Raw material costs, primarily
propylene and natural gas, were lower than the year ago period. Other raw
materials were essentially flat to down slightly. In addition, our
<PAGE>
(MORE)
earnings from associated companies increased primarily due to higher sales and
improving operations at Criterion Catalyst."
Darryl D. Fry, Chairman and Chief Executive Officer, added, "I am very pleased
with our progress this quarter, from the integration of Fiberite to our
proactive management in a difficult and competitive operating environment. We
continue to evaluate additional acquisition opportunities and we are progressing
in our negotiations to acquire Dyno Industrier's 50% interest in our Dyno-Cytec
Joint Venture. Our restructuring efforts continue as we commenced the closure
of our Newark, Delaware composite manufacturing site, acquired as part of the
Fiberite acquisition. Those operations will be moved to other locations in
Cytec Fiberite. This effort should be completed by the end of 1998 pending
certain manufacturing requalifications. We also announced a worldwide expansion
program of our water-soluble polymers by approximately 65 million pounds, which
we expect to have essentially completed by the end of 1998. Speed of
implementation is crucial to this continuous improvement and I believe we have
the people and the opportunities to keep this momentum going forward."
<PAGE>
(MORE)
COMPANY PROFILE
Cytec Industries Inc. is a vertically integrated, specialty chemicals company
that focuses on value-added specialty products. The Company develops,
manufactures and markets specialty chemicals, specialty materials and building
block chemicals serving a broad group of end users, including the aerospace,
plastics, coatings, mining, paper, water treatment and automotive industries.
FINANCIAL TABLES TO FOLLOW
<PAGE>
CYTEC INDUSTRIES INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Millions of dollars, except share and per share amounts)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
---------------------------------
1998 1997
------------ ----------
<S> <C> <C>
Net sales $ 368.2 +20% $ 306.5
Manufacturing cost of sales 258.4 235.0
Selling and technical services 38.2 34.6
Research and process development 10.9 10.3
Administrative and general 12.3 11.0
Amortization of acquisition intangibles 2.2 0.2
------- -------
Earnings from operations 46.2 15.4
Other income (expense), net 2.9 24.6
Equity in earnings of associated companies 5.1 4.5
Interest expense, net 4.7 0.2
------- -------
Earnings before income taxes 49.5 44.3
Income tax provision 18.3 17.4
------- -------
Net earnings $ 31.2 $ 26.9
======= =======
Earnings per common share
Basic $ 0.69 $ 0.59
Diluted $ 0.66 +18% $ 0.56
Weighted average shares outstanding (including
common stock equivalents)
Basic 45,458,000 45,567,000
Diluted 47,412,000 47,747,000
</TABLE>
See accompanying Notes to Consolidated Financial Statements.
<PAGE>
CYTEC INDUSTRIES INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Millions of dollars, except share and per share amounts)
<TABLE>
<CAPTION>
March 31, December 31,
----------------------
1998 1997
---- ----
<S> <C> <C>
ASSETS
Current assets
Cash and cash equivalents $ 29.3 $ 6.4
Accounts receivable, less allowance for doubtful accounts
of $10.1 and $10.0 in 1998 and 1997, respectively 242.7 226.9
Inventories 135.6 131.9
Deferred income taxes 79.3 70.7
Other current assets 20.6 16.9
-------- --------
Total current assets 507.5 452.8
Equity in net assets of and advances to associated companies 145.6 141.1
Plants, equipment and facilities, at cost 1,277.5 1,278.0
Less: accumulated depreciation (646.4) (648.3)
-------- --------
Net plant investment 631.1 629.7
Acquisition intangibles, net of accumulated amortization 291.8 295.6
Deferred income taxes 86.3 82.2
Other assets 24.3 12.7
-------- --------
$1,686.6 $1,614.1
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable $ 107.8 $ 116.3
Accrued expenses 233.7 239.0
Income taxes payable 53.7 19.7
-------- --------
Total current liabilities 395.2 375.0
Long-term debt 343.4 324.0
Other noncurrent liabilities 523.2 527.7
Put options 10.1 --
Stockholders' equity
Preferred stock, 20,000,000 shares authorized
issued and outstanding 4,000 shares, Series C, $.01 par value,
at liquidation value of $25 per share 0.1 0.1
Common stock, $.01 par value per share,
150,000,000 shares authorized, issued 48,144,447 in 1998
and 48,181,264 in 1997 0.5 0.5
Additional paid-in capital 190.5 203.9
Retained earnings 362.6 331.5
Unearned compensation (4.9) (3.5)
Accumulated translation adjustments (7.2) (6.9)
Treasury stock, at cost,
2,797,570 shares in 1998, and 3,044,589 shares in 1997 (126.9) (138.2)
-------- --------
Total stockholders' equity 414.7 387.4
-------- --------
$1,686.6 $1,614.1
======== ========
</TABLE>
<PAGE>
CYTEC INDUSTRIES INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Millions of dollars)
<TABLE>
<CAPTION>
Three Months Ended
March 31,
------------------------
1998 1997
----- -----
<S> <C> <C>
Cash flows provided by (used for) operating activities
Net earnings $31.2 $26.9
Noncash items included in earnings:
Equity in undistributed earnings of associated companies (5.1) (0.4)
Depreciation 19.1 18.9
Amortization 3.3 0.7
Deferred income taxes (12.9) 6.3
Gain on sale of businesses -- (22.3)
Other (0.5) --
Changes in operating assets and liabilities
Accounts receivable (15.7) (20.0)
Inventories (3.6) 1.5
Accounts payable (8.4) (3.8)
Accrued expenses (5.4) 3.3
Income taxes payable 37.8 26.4
Other assets (9.5) (7.2)
Other liabilities (4.6) (17.3)
----- -----
Net cash flows provided by operating activities 25.7 13.0
----- -----
Cash flows provided by (used for) investing activities
Additions to plants, equipment and facilities (24.7) (14.2)
Proceeds received on sale of assets -- 94.8
Change in other assets -- 7.0
----- -----
Net cash flows used for investing activities (24.7) 87.6
----- -----
Cash flows provided by (used for) financing activities
Proceeds from the exercise of stock options 2.1 2.9
Purchase of treasury stock -- (11.6)
Change in long term debt 19.4 (82.0)
Proceeds received on sale of put options 0.5 --
----- -----
Net cash flows provided by (used for) financing activities 22.0 (90.7)
----- -----
Effect of exchange rate changes on cash and cash equivalents (0.1) (0.9)
----- -----
Increase in cash and cash equivalents 22.9 9.0
Cash and cash equivalents, beginning of period 6.4 20.4
===== =====
Cash and cash equivalents, end of period $29.3 $29.4
===== =====
</TABLE>
<PAGE>
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS:
The following provides detail by line item for the Consolidated Statement of
Income for the restructuring charges and gain on the sale of the acrylic fibers
product line for the period ended March 31, 1997.
. Included in Manufacturing Cost of Sales are restructuring charges of $18.6
million, ($11.3 million after tax or $0.24 per common share), relating
primarily to manufacturing sites located in Botlek, the Netherlands and
Linden, New Jersey.
. Included in Other Income (Expense), Net is a gain of $22.3 million, ($13.6
million after tax or $0.28 per common share), relating to the divestiture of
the acrylic fibers product line.
